Federal Register / Vol. 66, No. 89 / Tuesday, May 8, 2001 / Notices 23281

with representatives of the NRC staff,

and other interested persons regarding

this review.

Further information regarding topics

to be discussed, whether the meeting

has been canceled or rescheduled, and

the Chairman’s ruling on requests for

the opportunity to present oral

statements and the time allotted

therefore can be obtained by contacting

the cognizant ACRS staff engineer, Mr.

Michael T. Markley (telephone 301/

415–6885) between 7:30 a.m. and 4:15

p.m. (EDT). Persons planning to attend

this meeting are urged to contact the

above named individual one or two

working days prior to the meeting to be

advised of any potential changes to the

agenda, etc., that may have occurred.

Dated: May 2, 2001.

Howard J. Larson,

Special Assistant, ACRS/ACNW.

[FR Doc. 01–11554 Filed 5–7–01; 8:45 am]

BILLING CODE 7590–01–M

SECURITIES AND EXCHANGE

COMMISSION

Proposed Collection; Comment

Request

Upon Written Request, Copies Available

From: Securities and Exchange

Commission, Office of Filings and

Information Services, Washington, DC

20549

Extension:

Rule 17f–1(g), SEC File No. 270–30,

OMB Control No. 3235–0290

Notice is hereby given that pursuant

to the Paperwork Reduction Act of 1995

(44 U.S.C. 3501 et seq.), the Securities

and Exchange Commission

(‘‘Commission’’) is soliciting comments

on the collection of information

summarized below. The Commission

plans to submit this existing collection

of information to the Office of

Management and Budget for extension

and approval.

• Rule 17f–1(g) Requirements for

reporting and inquiry with respect to

missing, lost, counterfeit or stolen

securities.

Paragraph (g) of Rule 17f–1 requires

that all reporting institutions (i.e., every

national securities exchange, member

thereof, registered securities association,

broker, dealer, municipal securities

dealer, registered transfer agent,

registered clearing agency, participant

therein, member of the Federal Reserve

System and bank insured by the FDIC)

maintain and preserve a number of

documents related to their participation

in the Lost and Stolen Securities

Program (‘‘Program’’) under Rule 17f–1.

The following documents must be kept

in an easily accessible place for three

years, according to paragraph (g): (1)

Copies of all reports of theft or loss

(Form X–17F–1A) filed with the

Commission’s designee: (2) all

agreements between reporting

institutions regarding registration in the

Program or other aspects of Rule 17f–1;

and (3) all confirmations or other

information received from the

Commission or its designee as a result

of inquiry.

Reports institutions utilize these

records and reports (a) to report missing,

lost, stolen or counterfeit securities to

the database, (b) to confirm inquiry of

the database, and (c) to demonstrate

compliance with Rule 17f–1. The

Commission and the reporting

institutions’ examining authorities

utilize these records to monitor the

incidence of thefts and losses incurred

by reporting institutions and to

determine compliance with Rule 17f–1.

If such records were not retained by

reporting institutions, compliance with

Rule 17f–1 could not be monitored

effectively.

The Commission estimates that there

are 25,824 reporting institutions

(respondents) and, on average, each

respondent would need to retain 33

records annually, with each retention

requiring approximately 1 minute (33

minutes or .55 hours). The total

estimated annual burden is 14,203.2

hours (25,824 × .55 hours = 14,203.2).

Assuming an average hourly cost for

clerical work of $18.75, the average total

yearly record retention cost for each

respondent would be $10.30. Based on

these estimates, the total annual cost for

the estimated 25,824 reporting

institution would be approximately

$265,987.

Written comments are invited on: (a)

Whether the proposed collection of

information is necessary for the proper

performance of the functions to the

agency, including whether the

information shall have practical utility;

(b) the accuracy of the agency’s

estimates of the burden of the proposed

collection of information; (c) ways to

enhance quality, utility, and clarity of

the information to be collected; and (d)

ways to minimize the burden of the

collection of information on

respondents, including through the use

of automated collection techniques or

other forms of information technology.

Consideration will be given to comment

and suggestions submitted in writing

within 60 days of this publication.

Please direct your written comments

to Michael E. Bartell, Associate

Executive Director, Office of

Information Technology, Securities and

Exchange Commission, 450 5th Street,

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

Dated: May 1, 2001.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–11517 Filed 5–7–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Investment Company Act Release No.

24966; 812–12332]

BT Investment Funds, et al.; Notice of

Application

AGENCY: Securities and Exchange

Commission (‘‘Commission’’).

ACTION: Notice of an application for an

order under section 17(b) of the

Investment Company Act of 1940 (the

‘‘Act’’) for an exemption from section

17(a) of the Act.

Summary of the Application:

Applicants request an order to permit a

series of a registered open-end

management investment company to

acquire all of the assets and stated

liabilities of a series of another

registered open-end management

investment company. Because of certain

affiliations, applicants may not rely on

rule 17a–8 under the Act.

Applicants: BT Investment Funds, on

behalf of its underlying series Small Cap

Fund (‘‘Acquiring Fund’’), and Morgan

Grenfell Investment Trust, on behalf of

its underlying series Smaller Companies

Fund (‘‘Acquiring Fund’’) (the

Acquiring Fund and the Acquired Fund

collectively, the ‘‘Funds’’), Deutsche

Asset Management, Inc. (‘‘DeAm, Inc.’’),

and Bankers Trust Company (‘‘Bankers

Trust’’).

Filing Dates: The application was

filed on November 27, 2000. Applicants

have agreed to file an amendment

during the notice period, the substance

of which is reflected in this notice.

Hearing or Notification of Hearing: An

order granting the application will be

issued unless the Commission orders a

hearing. Interested persons may request

a hearing by writing to the

Commission’s Secretary and serving

applicant with a copy of the request,

personally or by mail. Hearing requests

should be received by the Commission

by 5:30 p.m. on May 24, 2001, and

should be accompanied by proof of

service on applicants, in the form of an

affidavit or, for lawyers, a certificate of

service. Hearing requests should state

the nature of the writer’s interest, the

reason for the request, and the issues

contested. Persons who wish to be

23282 Federal Register / Vol. 66, No. 89 / Tuesday, May 8, 2001 / Notices

1On March 8, 2001, the board of trustees of BT

Investment Funds, on behalf of the Acquiring Fund

(the ‘‘Acquiring Fund Board’’), approved a

conversion of the Acquiring Fund from a feeder

fund in a master-feeder structure to a stand-alone,

direct investment fund (the ‘‘Conversion’’). If the

Conversion occurs before the Reorganization (as

defined below), the two stand-alone funds will

merge. If the Reorganization occurs prior to the

Conversion, the Acquired Fund will merge into the

Acquiring Fund, and the Acquiring Fund will

transfer the Acquired Fund’s assets to the Portfolio.

2Bankers Trust will continue to serve as the

investment adviser for the Portfolio until on or

about April 30, 2001, at which time DeAm, Inc. will

become investment adviser for the Portfolio. Under

the new advisory agreement with DeAm, Inc., the

services provided by DeAm, Inc. would be the same

as under the current advisory agreement with

Bankers Trust.

notified of a hearing may request

notification by writing to the

Commission’s Secretary.

ADDRESSES: Secretary, Commission, 450

Fifth Street, NW., Washington, DC

20549–0609. Applicants, c/o Daniel O.

Hirsch, Secretary, BT Investment Funds,

One South Street, Baltimore, MD 21202.

FOR FURTHER INFORMATION CONTACT:

Keith A. Gregory, Attorney-Adviser, at

(202) 942–0611, or Mary Kay Frech,

Branch Chief, at (202) 942–0564,

(Division of Investment Management,

Office of Investment Company

Regulation).

SUPPLEMENTARY INFORMATION: The

following is a summary of the

application. The complete application

may be obtained for a fee at the

Commission’s Public Reference Branch,

450 Fifth Street, NW., Washington, DC

20549–0102 (tel. 202–942–8090).

Applicants’ Representations

1. The Acquiring Fund is a series of

BT Investment Funds, a Massachusetts

business trust, which is registered as an

open-end management investment

company under the Act. The Acquiring

Fund is a feeder fund in a master/feeder

structure and as such invests all of its

assets in a master portfolio, the Small

Cap Portfolio (‘‘Portfolio’’).1 The

Portfolio is also registered as an openend management investment company

under the Act. The Acquired Fund is a

series fund of Morgan Grenfell

Investment Trust (‘‘MGIT’’), a Delaware

business trust, which is registered as an

open-end management investment

company under the Act.

2. DeAm, Inc., a Delaware

corporation, is registered as an

investment adviser under the

Investment Advisers Act of 1940

(‘‘Advisers Act’’). DeAm, Inc. serves as

investment adviser to the Acquired

Fund and as its administrator. Bankers

Trust is incorporated in New York as a

bank holding company and is currently

exempt from registration as an

investment adviser under the Advisers

Act. Bankers Trust serves as investment

adviser to the Portfolio and as

administrator for the Acquiring Fund.2

Both Bankers Trust and DeAm, Inc. are

indirect wholly owned subsidiaries of

Deutsche Bank AG, an international

commercial and investment-banking

group that is incorporated in Germany.

3. DeAm, Inc. owns, for its own

account, more than 60% of the

outstanding voting shares of the

Acquired Fund. Deutsche Bank

Securities Inc., an affiliate of DeAm,

Inc., owns approximately 14% of the

outstanding voting shares of the

Acquired Fund.

4. On August 19, 1999 and August 17,

2000, the board of trustees of MGIT, on

behalf of the Acquired Fund (the

‘‘Acquired Fund Board’’), including all

of the trustees who are not interested

persons of the Acquired Fund, as

defined in section 2(a)(19) of the Act

(the ‘‘Independent Trustees’’) approved

an Agreement and Plan of

Reorganization (the ‘‘Agreement’’). The

Agreement provides that the Acquiring

Fund will acquire all of the assets and

assume the stated liabilities of the

Acquired Fund in exchange for shares of

the Acquiring Fund (the

‘‘Reorganization’’). Pursuant to the

Agreement, each shareholder of the

Acquired Fund will receive shares of

the Acquiring Fund having an aggregate

net asset value equal to the aggregate net

asset value of the Acquired Fund shares

held by that shareholder, determined as

of the close of regular trading on the

New York Stock Exchange on the day of

the closing of the Reorganization, which

is expected to be on or about May 31,

2001 (‘‘Closing Date’’). The valuation

will be made in accordance with the

procedures set forth in the then-current

prospectuses and statements of

additional information for the Funds.

On or as soon as practicable after the

Closing Date, the shares of the

Acquiring Fund received by the

Acquired Fund will be distributed pro

rata to the shareholders of the Acquired

Fund and the Acquired Fund will be

liquidated.

5. Applicants state that the Funds

have substantially similar investment

objectives and policies. The Acquired

Fund has two classes of shares,

Institutional Class and Investment Class,

each of which are sold without a sales

charge and are not subject to

distribution related fees or contingent

deferred sales charges. The Acquiring

Fund has one class of shares that are

sold without a sales charge and are not

subject to distribution related fees or

contingent deferred sales charges.

Applicants represent that the respective

shareholders of the Acquiring Fund and

the Acquired Fund have similar rights

and obligations. No sales charges will be

imposed upon shareholders of the

Acquired Fund in connection with the

Reorganization. The Boards determined

that each Fund will bear its own

expenses in connection with the

Reorganization, except that DeAm, Inc.

will be responsible for certain expenses,

including expenses incurred in

connection with the filing of the

application.

6. The Boards, including a majority of

the Independent Trustees of each Fund,

determined that the Reorganization is in

the best interests of each Fund, and that

the interests of the existing shareholders

of each Fund would not be diluted as a

result of the Reorganization. In assessing

the Reorganization, the Boards

considered various factors, including:

(a) The terms and conditions of the

Reorganization; (b) the tax-free nature of

the Reorganization; (c) the substantially

similar investment objectives, policies

and restrictions of the Acquired Fund

and the Acquiring Fund; and (d) the

expense ratios for the Funds.

7. The Reorganization is subject to a

number of conditions precedent,

including that: (a) The shareholders of

the Acquired Fund will have approved

the Agreement; (b) the Funds will have

received an opinion of tax counsel that

the Reorganization will be tax-free for

the Funds and their shareholders; (c)

applicants will have received exemptive

relief from the Commission for the

Reorganization; and (d) a registration

statement on Form N–14 will have been

filed with the Commission and declared

effective for the Acquired Fund. The

Agreement and the transactions

contemplated by it may be terminated

and abandoned by resolutions of either

Board at any time prior to the Closing

Date. The Agreement may be terminated

in the event that a material condition is

not fulfilled, a material covenant is not

fulfilled, or there is a material breach of

the Agreement. Applicants agree not to

make any material changes to the

Agreement without prior Commission

approval.

8. A registration statement on Form

N–14 containing a combined

prospectus/proxy statement was filed

with the Commission on February 2,

2000. An amendment to the registration

statement was filed with the

Commission on March 30, 2001. A

registration statement containing a

combined prospectus/proxy statement

will be mailed to Acquired Fund

shareholders on or about April 30, 2001.

A meeting of shareholders of the

Federal Register / Vol. 66, No. 89 / Tuesday, May 8, 2001 / Notices 23283

1 15 U.S.C. 78s(b)(1).

2 17 CFR 240.19b–4.

Acquired Fund will take place on or

about May 24, 2001.

Applicants’ Legal Analysis

1. Section 17(a) of the Act generally

prohibits an affiliated person of a

registered investment company, or an

affiliated person of such a person, acting

as principal, from selling any security

to, or purchasing any security from, the

company. Section 2(a)(3) of the Act

defines an ‘‘affiliated person’’ of another

person to include (a) any person directly

or indirectly owning, controlling, or

holding the power to vote 5% or more

of the outstanding voting securities of

the other person; (b) any person 5% or

more of whose securities are directly or

indirectly owned, controlled, or held

with power to vote by the other person;

(e) any person directly or indirectly

controlling, controlled by, or under

common control with the other person;

and (d) if such other person is an

investment company, any investment

adviser of that company. Applicants

state that the Funds may be deemed

affiliated persons and thus the

Reorganization may be prohibited by

section 17(a).

2. Rule 17a–8 under the Act exempts

from the prohibitions of section 17(a)

mergers, consolidations, or purchases or

sales of substantially all of the assets of

registered investment companies that

are affiliated persons, or affiliated

persons of an affiliated person, solely by

reason of having a common investment

adviser, common directors, and/or

common officers, provided that certain

conditions set forth in the rule are

satisfied.

3. Applicants state that they may not

rely on rule 17a–8 because the Funds

may be deemed to be affiliated for

reasons other than those set forth in the

rule. Applicants state that DeAm, Inc.

owns more than 60% of the outstanding

shares of the Acquired Fund. DeAm,

Inc. is an affiliate of the Acquiring Fund

because DeAm, Inc. and Bankers Trust,

the adviser to the Acquiring Fund, are

under the ‘‘common control’’ of

Deutsche Bank AG. The Funds,

therefore, might be deemed to be

affiliated with each other for reasons

other than those set forth in the rule.

4. Section 17(b) of the Act provides

that the Commission may exempt a

transaction from the provisions of

section 17(a) of the Act if the evidence

establishes that the terms of the

proposed transaction, including the

consideration to be paid or received, are

reasonable and fair and do not involve

overreaching on the part of any person

concerned, and that the proposed

transaction is consistent with the policy

of each registered company concerned

and with the general purposes of the

Act.

5. Applicants request an order under

section 17(b) of the Act exempting them

from section 17(a) of the Act to the

extent necessary to complete the

Reorganization. Applicants submit that

the Reorganization satisfies the

standards of section 17(b) of the Act.

Applicants state that the terms of the

proposed Reorganization are fair and

reasonable and do not involve

overreaching and that the Funds have

substantially similar investment

objectives and policies. Applicants also

state that the Boards, including a

majority of the Independent Trustees,

have found that participation in the

Reorganization is in the best interests of

each Fund, and that the interests of the

existing shareholders will not be diluted

as a result of the Reorganization. In

addition, applicants state that the

Reorganization will be based on the

Funds’ relative net asset values.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–11251 Filed 5–7–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–44244; File No. SR–CBOE–

2001–12]

Self-Regulatory Organizations; Notice

of Filing and Immediate Effectiveness

of Proposed Rule Change by the

Chicago Board Options Exchange, Inc.

To Amend Its Rules Governing SplitPrice Executions on Its Retail

Automatic Execution System

May 1, 2001.

Pursuant to Section 19(b)(1) of the

Securities and Exchange Act of 1934

(‘‘Act’’),1 and the Rule 19b–4

thereunder,2 notice is hereby given that

March 16, 2001, the Chicago Board

Options Exchange, Inc. (‘‘CBOE’’ or

‘‘Exchange’’) filed with the Securities

and Exchange Commission (‘‘SEC’’ or

‘‘Commission’’) the proposed rule

change as described in Items I, II, and

III below, which Items have been

prepared by the CBOE. The Commission

is publishing this notice to solicit

comments on the proposed rule change

from interested persons.

I. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

The CBOE proposes to amend its rules

to provide that the applicability of the

split-price execution functionality for

RAES orders may be determined by the

appropriate Floor Procedure Committee

on a class-by-class basis. Below is the

text of the proposed rule change. New

text is in italics. Proposed deletions are

in [brackets].

* * * * *

Chicago Board Options Exchange,

Incorporated Rules

* * * * *

Rule 6.8. RAES Operations

This Rule governs RAES operations in

all classes of options, except to the

extent otherwise expressly provided in

this or other Rules in respect of

specified classes of options.

(a) (i) Firms on the Exchange’s Order

Routing System (‘‘ORS’’) will

automatically be on the Exchange’s

Retail Automatic Execution System

(‘‘RAES’’) for purposes of routing small

public customer market or marketable

limit orders into the RAES system.

Those orders which are eligible for

routing to RAES may be subject to such

contingencies as the appropriate Floor

Procedure Committee (‘‘FPC’’) shall

approve. Public customer orders are

orders for accounts other than accounts

in which a member, non-member

participant in a joint-venture with a

member, or any non-member brokerdealer (including a foreign broker-dealer

as defined in Rule 1.1(xx)) has an

interest. The appropriate Floor

Procedure Committee (‘‘FPC’’) shall

determine the size of orders eligible for

entry into RAES in accordance with

paragraph (e) of this Rule. For purposes

of determining what a small customer

order is, a customer’s order cannot be

split up such that its parts are eligible

for entry into RAES. Firms on ORS have

the ability to go on and off ORS at will.

Firms not on ORS that wish to

participate will be given access to RAES

from terminals at their booths on the

floor.

(ii) When RAES receives an order, the

system automatically will attach to the

order its execution price, determined by

the prevailing market quote at the time

of the order’s entry to the system, except

as otherwise provided in paragraph (b)

of this Rule in instances where the best

bid or offer on the Exchange’s book

constitutes the prevailing market best

bid or offer, and as otherwise provided

in Interpretation and Policy .02 under

this Rule 6.8 in respect of multiplyVerDate 11<MAY>2000 17:50 May 07, 2001 Jkt 194001 PO 00000 Frm 00056 Fmt 4703 Sfmt 4703 E:\FR\FM\08MYN1.SGM pfrm02 PsN: 08MYN1