3462 Federal Register / Vol. 63, No. 15 / Friday, January 23, 1998 / Rules and Regulations

1The Filer Manual originally was adopted on

April 1, 1993, and became effective on April 26,

1993. Release No. 33–6986 (Apr. 1, 1993) [58 FR

18638]. The most recent update to the Filer Manual

was implemented on August 23, 1997. See Release

No. 33–7432 (July 29, 1997) [62 FR 41841].

2See Rule 301 of Regulation S–T (17 CFR

232.301).

3See Release Nos. 33–6977 (Feb. 23, 1993) [58 FR

14628], IC–19284 (Feb. 23, 1993) [58 FR 14848], 35–

25746 (Feb. 23, 1993) [58 FR 14999], and 33–6980

(Feb. 23, 1993) [58 FR 15009] for a comprehensive

treatment of the rules adopted by the Commission

governing mandated electronic filing. See also

Release No. 33–7122 (Dec. 19, 1994) [59 FR 67752],

in which the Commission made the EDGAR rules

final and applicable to all domestic registrants,

Release No. 33–7427 (July 1, 1997) [62 FR 36450],

adopting the most recent minor amendments to the

EDGAR rules; and Release No. 33–7472 (Oct. 24,

1997) [62 FR 58647], in which the Commission

announced that, as of January 1, 1998, it would not

accept paper filings required to be filed

electronically.

4See Release No. 33–7448 (Sep. 10, 1997) [62 FR

47934]. The rule amendments adopted in that

release provided for automatic registration of an

indefinite number of securities by all open-end

management investment companies and unit

investment trusts. As a result, election by these

issuers of registration of an indefinite number of

shares is no longer necessary or appropriate.

Accordingly, all EDGAR submission types used for

making that election are being eliminated.

survey, covers business enterprises

engaged in deposit banking or closely

related functions, including commercial

banks, Edge Act corporations engaged in

international or foreign banking, U.S.

branches and agencies of foreign banks

whether or not they accept domestic

deposits, savings and loans, savings

banks, and bank holding companies,

i.e., holding companies for which over

50 percent of their total income is from

banks which they hold, and

(ii) On a fully consolidated basis, one

or more of the following three items for

the U.S. affiliate (not the foreign

parent’s share) exceeded $3 million

(positive or negative) at the end of, or

for, its 1997 fiscal year:

(A) Total assets (do not net out

liabilities);

(B) Sales or gross operating revenues,

excluding sales taxes; or

(C) Net income after provision for U.S.

income taxes.

(4) Form BE–12(X)—Benchmark

Survey of Foreign Direct Investment in

the United States—1997, Claim for

Exemption from Filing BE–12(LF), BE–

12(SF), and BE–12 Bank must be

completed and filed within 30 days of

the date it was received, or by May 31,

1998, whichever is sooner, by:

(i) Each U.S. business enterprise that

was a U.S. affiliate of a foreign person

at the end of its 1997 fiscal year

(whether or not the U.S. affiliate, or its

agent, is contacted by BEA concerning

its being subject to reporting in the 1997

benchmark survey), but is exempt from

filing Form BE–12(LF), Form BE–12(SF),

and Form BE–12 Bank; and

(ii) Each U.S. business enterprise, or

its agent, that is contacted, in writing,

by BEA concerning its being subject to

reporting in the 1997 benchmark survey

but that is not otherwise required to file

the Form BE–12(LF), Form BE–12(SF),

or Form BE–12 Bank.

(d) Aggregation of real estate

investments. All real estate investments

of a foreign person must be aggregated

for the purpose of applying the

reporting criteria. A single report form

must be filed to report the aggregate

holdings, unless written permission has

been received from BEA to do

otherwise. Those holdings not

aggregated must be reported separately.

(e) Exemption. (1) A U.S. affiliate as

consolidated, or aggregated in the case

of real estate investments, is not

required to file a Form BE–12(LF), BE–

12(SF), or Form BE–12 Bank if each of

the following three items for the U.S.

affiliate (not just the foreign parent’s

share) did not exceed $3 million

(positive or negative) at the end of, or

for, its 1997 fiscal year:

(i) Total assets ( do not net out

liabilities);

(ii) Sales or gross operating revenues,

excluding sales taxes; and

(iii) Net income after provision for

U.S. income taxes.

(2) If a U.S. business enterprise was a

U.S. affiliate at the end of its 1997 fiscal

year but is exempt from filing a

completed Form BE–12(LF), BE–12(SF),

or Form BE–12 Bank, it must

nevertheless file a completed and

certified Form BE–12(X).

(f) Due date. A fully completed and

certified Form BE–12(LF), Form BE–

12(SF), or BE–12 Bank is due to be filed

with BEA not later than May 31, 1998.

A fully completed and certified Form

BE–12(X) is due to be filed with BEA

within 30 days of the date it was

received, or by May 31, 1998, whichever

is sooner.

[FR Doc. 98–1541 Filed 1–22–98; 8:45 am]

BILLING CODE 3510–06–M

SECURITIES AND EXCHANGE

COMMISSION

17 CFR Part 232

[Release Nos. 33–7495; 34–39558; 35–

26818; 39–2361; IC–23002]

RIN 3235–AG96

Adoption of Updated EDGAR Filer

Manual

AGENCY: Securities and Exchange

Commission.

ACTION: Final rules.

SUMMARY: The Commission is adopting

an updated edition of the EDGAR Filer

Manual and is providing for its

incorporation by reference into the Code

of Federal Regulations.

DATES: Effective: The amendment to 17

CFR part 232 (Regulation S–T) will be

effective on January 26, 1998.

Other dates: The new edition of the

EDGAR Filer Manual (Release 5.40) will

be effective on January 26, 1998. The

incorporation by reference of the

EDGAR Filer Manual is approved by the

Director of the Federal Register as of

January 26, 1998.

FOR FURTHER INFORMATION CONTACT: In

the Office of Information Technology,

Michael E. Bartell at (202) 942–8800; for

questions concerning investment

company filings, Ruth Armfield

Sanders, Senior Counsel, Division of

Investment Management, at (202) 942–

0633; and for questions concerning

Corporation Finance company filings,

Margaret R. Black at (202) 942–2933.

SUPPLEMENTARY INFORMATION: The

Commission today announces the

adoption of an updated EDGAR Filer

Manual (‘‘Filer Manual’’), which sets

forth the technical formatting

requirements governing the preparation

and submission of electronic filings

through the Electronic Data Gathering,

Analysis, and Retrieval (‘‘EDGAR’’)

system.1 Compliance with the

provisions of the Filer Manual is

required in order to assure the timely

acceptance and processing of filings

made in electronic format.2 Filers

should consult the Filer Manual in

conjunction with the Commission’s

rules governing mandated electronic

filing when preparing documents for

electronic submission.3

In this edition of the EDGAR System

and the Filer Manual (Release 5.40),

filers will be able to specify either an

Internet address or a CompuServe

address or both to receive messages on

the status of an electronic filing. Since

messages sent through Internet may not

be as secure as messages sent via

CompuServe, certain company

information will be omitted from

Internet messages for suspended filings

and test filings.

Release 5.40 adds two EDGAR

submission types for filings submitted

by investment companies and deletes or

changes the header information of

several existing submission types. These

changes are being made to accommodate

the recent rule and form amendments

changing the method by which certain

investment companies calculate and pay

registration fees.4 The following

submission types have been added for
Federal Register / Vol. 63, No. 15 / Friday, January 23, 1998 / Rules and Regulations 3463

5 5 U.S.C. 601–612.

6 5 U.S.C. 553(b).

7 15 U.S.C. 77f, 77g, 77h, 77j and 77s(a).

8 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w and 78ll.

9 15 U.S.C. 79t.

10 15 U.S.C. 77sss.

11 15 U.S.C. 80a–8, 80a–29, 80a–30 and 80a–37.

the filing of initial registration

statements and pre-effective

amendments on Form N–14 by closedend investment companies: N–14 8C

and N–14 8C/A. In addition, the

following investment company

submission types will no longer be

subject to fees and the fee-related tags

have been removed: N–1, N–1/A, N–1A,

N–1A/A, N–3, N–3/A, N–4, N–4/A, N–

14, N–14/A, N–14AE, N–14AE/A, S–6,

S–6/A, and 487. Finally, submission

types 24F–2NT and 24F–3NT (and their

amendments) must be filed within 90

days of the registrant’s fiscal year end.

This is a change from the 60-day

requirement in effect prior to October

11, 1997.

The following investment company

submission types will no longer be

accepted by the EDGAR system: 24F–1,

24F–2EL, 24F–2EL/A, 24F–2TM, 24F–

2TM/A, N–1A EL, N–1A EL/A, N–3 EL,

N–3 EL/A, N–4 EL, N–4 EL/A, S–6EL24,

S–6EL24/A, 485A24E, 485A24F,

485B24E, 485B24F, 485BXTE,

485BXTF, N14EL24, N14EL24/A,

N14AE24, and N14AE24/A.

Rule 301 of Regulation S–T also is

being amended to provide for the

incorporation by reference of the Filer

Manual into the Code of Federal

Regulations, which incorporation by

reference was approved by the Director

of the Federal Register in accordance

with 5 U.S.C. 552(a) and 1 CFR Part 51.

The revised Filer Manual and the

amendment to Rule 301 will be effective

on January 26, 1998.

Paper copies of the updated Filer

Manual may be obtained at the

following address: Public Reference

Room, U.S. Securities and Exchange

Commission, Mail Stop 1–2, 450 Fifth

Street, N.W., Washington, D.C. 20549.

Electronic format copies will be

available on the EDGAR electronic

bulletin board and posted to the SEC’s

Web Site. The SEC’s Web Site address

for the Manual is http://www.sec.gov/

asec/ofis/filerman.htm. Copies also may

be obtained from Disclosure

Incorporated, the paper and microfiche

contractor for the Commission, at (800)

638–8241.

Since the Filer Manual relates solely

to agency procedure or practice,

publication for notice and comment is

not required under the Administrative

Procedure Act.5 It follows that the

requirements of the Regulatory

Flexibility Act 6 do not apply.

The effective date for the updated

Filer Manual and the rule amendments

is January 26, 1998. In accordance with

the Administrative Procedure Act 5

U.S.C. 553(d)(3), the Commission finds

that there is good cause to establish an

effective date less than 30 days after

publication of these rules. The EDGAR

system is scheduled to be upgraded to

Release 5.40 on January 24, 1998. The

Commission believes that it is necessary

to coordinate the effectiveness of the

updated Filer Manual with the

scheduled system upgrade in order to

avoid confusion to EDGAR filers.

Statutory Basis

The amendment to Regulation S–T is

being adopted under Sections 6, 7, 8, 10,

and 19(a) of the Securities Act of 1933,7

Sections 3, 12, 13, 14, 15, 23, and 35A

of the Securities Exchange Act of 1934,8

Section 20 of the Public Utility Holding

Company Act of 1935,9 Section 319 of

the Trust Indenture Act of 1939,10 and

Sections 8, 30, 31, and 38 of the

Investment Company Act.11

List of Subjects in 17 CFR Part 232

Incorporation by reference,

Investment companies, Registration

requirements, Reporting and

recordkeeping requirements, Securities.

Text of the Amendment

In accordance with the foregoing,

Title 17, Chapter II of the Code of

Federal Regulations is amended as

follows:

PART 232—REGULATION S–T—

GENERAL RULES AND REGULATIONS

FOR ELECTRONIC FILINGS

1. The authority citation for Part 232

continues to read as follows:

Authority: 15 U.S.C. 77f, 77g, 77h, 77j,

77s(a), 77sss(a), 78c(b), 78l, 78m, 78n, 78o(d),

78w(a), 78ll(d), 79t(a), 80a–8, 80a–29, 80a–30

and 80a–37.

2. Section 232.301 is revised to read

as follows:

§ 232.301 EDGAR Filer Manual.

Electronic filings shall be prepared in

the manner prescribed by the EDGAR

Filer Manual, promulgated by the

Commission, which sets out the

technical formatting requirements for

electronic submissions. The January

1998 edition of the EDGAR Filer

Manual: Guide for Electronic Filing with

the U.S. Securities and Exchange

Commission (Release 5.40) is

incorporated into the Code of Federal

Regulations by reference, which action

was approved by the Director of the

Federal Register in accordance with 5

U.S.C. 552(a) and 1 CFR part 51.

Compliance with the requirements

found therein is essential to the timely

receipt and acceptance of documents

filed with or otherwise submitted to the

Commission in electronic format. Paper

copies of the EDGAR Filer Manual may

be obtained at the following address:

Public Reference Room, U.S. Securities

and Exchange Commission, Mail Stop

1–2, 450 5th Street, N.W., Washington,

D.C. 20549. They also may be obtained

from Disclosure Incorporated by calling

(800) 638–8241. Electronic format

copies are available through the EDGAR

electronic bulletin board and posted to

the SEC’s Web Site. The SEC’s Web Site

address for the Manual is http://

www.sec.gov/asec/ofis/filerman.htm.

Information on becoming an EDGAR Email/electronic bulletin board

subscriber is available by contacting

CompuServe Inc. at (800) 576–4247.

By the Commission.

Dated: January 20, 1998.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 98–1646 Filed 1–22–98; 8:45 am]

BILLING CODE 8010–01–P

DEPARTMENT OF HEALTH AND

HUMAN SERVICES

Food and Drug Administration

21 CFR Parts 175 and 178

[Docket No. 95F–0210]

Indirect Food Additives: Adhesives

and Components of Coatings;

Adjuvants, Production Aids, and

Sanitizers

AGENCY: Food and Drug Administration,

HHS.

ACTION: Final rule.

SUMMARY: The Food and Drug

Administration (FDA) is amending the

food additive regulations to provide for

the safe use of 2,2′-(2,5-thiophenediyl)-

bis(5-tert-butylbenzoxazole) as an

optical brightener in pressure-sensitive

adhesives and in all polymers used in

contact with food. This action is in

response to a petition filed by CibaGeigy Corp.

DATES: The regulation is effective

January 23, 1998. Submit written

objections and requests for a hearing by

February 23, 1998.

ADDRESSES: Submit written objections to

the Dockets Management Branch (HFA–

305), Food and Drug Administration,

12420 Parklawn Dr., rm. 1–23,

Rockville, MD 20857.