33114 Federal Register / Vol. 66, No. 119 / Wednesday, June 20, 2001 / Notices

3 17 CFR 240.17a–1.

4 15 U.S.C. 78f.

5 17 CFR 240.6a–3.

6 17 CFR 240.17a–1.

Form 1, the Commission would not be

able to determine whether the

respondent met the criteria for

registration or exemption set forth in

Sections 6 and 19 of the Act. Without

the amendments and periodic updates

of information submitted pursuant to

Rule 6a–2, the Commission would have

substantial difficulty determining

whether a national securities exchange

or exempt exchange was continuing to

operate in compliance with the Act.

The respondents to the collection of

information are entities that seek

registration as a national securities

exchange or that seek exemption from

registration based on limited trading

volume. After the initial filing of Form

1, both registered and exempt exchanges

are subject to ongoing informational

requirements.

Initial filings on Form 1 by new

exchanges are made on a one-time basis.

The Commission estimates that it will

receive approximately three initial Form

1 filings per year and that each

respondent would incur an average

burden of 47 hours to file an initial

Form 1 at an average cost per response

of approximately $4,517. Therefore, the

Commission estimates that the annual

burden for all respondents to file the

initial Form 1 would be 141 hours (one

response/respondent × three

respondents × 47 hours/response) and

$13,551 (one response/respondent ×

three respondents × $4,517/response).

There currently are nine entities

registered as nationals securities

exchanges and two exempt exchanges.

The Commission estimates that each

registered or exempt exchange file one

amendment or periodic update to Form

1 per year, incurring an average burden

of 25 hours to comply with Rule 6a–2.

The Commission estimates that the

annual burden for all respondents to file

amendments and periodic updates to

the Form 1 pursuant to Rule 6a–2 is 275

hours (11 respondents × 25 hours/

response × one response/respondent per

year) and $25,630 (11 respondents ×

$2,330/response × one response/

respondent per year).

Compliance with Rules 6a–1 and 6a–

2 and Form 1 is mandatory for entities

seeking to register as a national

securities exchange or seeking an

exemption from registration based on

limited trading volume. Information

received in response to Rules 6a–1 and

6a–2 and Form 1 shall not be kept

confidential; the information collected

is public information. As set forth in

Rule 17a–1 under the Act,3 a national

securities exchange generally is required

to retain records of the collection of

information for at least five years.

Section 6 of the Act 4 sets out a

framework for the registration and

regulation of national securities

exchanges. Under Commission Rule 6a–

3,5 one of the rules that implements

section 6, a national securities exchange

(or an exchange exempted from

registration based on limited trading

volume) must provide certain

supplemental information to the

Commission, including any material

(including notices, circulars, bulletins,

lists, and periodicals) issued or made

generally available to members of, or

participants or subscribers to, the

exchange. Rule 6a–3 also requires the

exchanges to file monthly reports that

set forth the volume and aggregate

dollar amount of securities sold on the

exchange each month. The information

required to be filed with the

Commission pursuant to Rule 6a–3 is

designed to enable the Commission to

carry out its statutorily mandated

oversight functions and to ensure that

registered and exempt exchanges

continue to be in compliance with the

Act.

The respondents to the collection of

information are national securities

exchanges and exchanges that are

exempt from registration based on

limited trading volume.

The Commission estimates that each

respondent make approximately 25 such

filings on an annual basis at an average

cost of approximately $21 per response.

Currently, 11 respondents (nine national

securities exchanges and two exempt

exchanges) are subject to the collection

of information requirements of Rule 6a–

3. The Commission estimates that the

total burden for all respondents is 137.5

hours (25 filings/respondent per year ×

0.5 hours/filing × 11 respondents) and

$5,775 ($21/response × 25 responses/

respondent per year × 11 respondents)

per year.

Compliance with Rule 6a–3 is

mandatory for registered and exempt

exchanges. Information received in

response to Rule 6a–3 shall not be kept

confidential; the information collected

is public information. As set forth in

Rule 17a–1 under the Act,6 a national

securities exchange is required to retain

records of the collection of information

for at least five years.

An agency may not conduct or

sponsor, and a person is not required to

respond to, a collection of information

unless it displays a currently valid

control number.

Written comments regarding the

above information should be directed to

the following persons: (a) Dest Officer

for the Securities and Exchange

Commission, Office of Information and

Regulatory Affairs, Office of

Management and Budget, Room 10102,

New Executive Office Building,

Washington DC 20503; and (b) Michael

E. Bartell, Associate Executive Director,

Office of Information Technology,

Securities and Exchange Commission,

450 Fifth Street, NW, Washington, DC

20549. Comments must be submitted to

the Office of Management and budget

within 30 days of this notice.

Dated: June 12, 2001.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–15528 Filed 6–19–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. IC–25004; File No. 812–12418]

First Allmerica Financial Life Insurance

Company, et al.

June 14, 2001.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’ or ‘‘Commission’’).

ACTION: Notice of Application for an

order under section 6(c) of the

Investment Company Act of 1940 (the

‘‘1940 Act’’) granting exemptions from

the provisions of sections 2(a)(32), 22(c),

and 27(i)(2)(A) of the 1940 Act and Rule

22c–1 thereunder to permit the

recapture of credits applied to

contributions made under certain

deferred variable annuity contracts.

SUMMARY OF APPLICATION: Applicants

seek an order under section 6(c) of the

1940 Act to the extent necessary to

permit, under specified circumstances,

the recapture of certain credits applied

to contributions made under deferred

variable annuity contracts and

certificates (the ‘‘Contracts’’) that First

Allmerica will issue through the

Separate Accounts (defined below), as

well as other contracts that First

Allmerica may issue in the future

through the Separate Accounts or any

other future separate account of First

Allmerica (‘‘Other Separate Account’’),

which contracts are substantially similar

in all material respects to the Contracts

(the ‘‘Future Contracts’’). Applicants

also request that the order being sought

extend to any other National

Association of Securities Dealers, Inc.,

(‘‘NASD’’) member broker-dealer

controlling or controlled by, or under

common control with, First Allmerica,

Federal Register / Vol. 66, No. 119 / Wednesday, June 20, 2001 / Notices 33115

whether existing or created in the

future, that serves as a distributor or

principal underwriter for the Contracts

or Future Contracts offered through the

Separate Accounts or any Other

Separate Account (‘‘First Allmerica

Broker-Dealer(s)’’).

APPLICANTS: First Allmerica Financial

Life Insurance Company (‘‘First

Allmerica’’) Separate Account VA-K of

First Allmerica, Separate Account VA-P

of First Allmerica, Separate Account KG

of First Allmerica, and Allmerica Select

Separate Account of First Allmerica

(together with the other Applicant

separate accounts, the ‘‘Separate

Accounts’’), and Allmerica Investment,

Inc., (Collectively ‘‘Applicants’’).

FILING DATE: The application was filed

on January 24, 2001 and an amended

and stated application was filed on June

14, 2001.

HEARING OR NOTIFICATION OF HEARING: An

order granting the applicants will be

issued unless the SEC orders a hearing.

Intersted persons may request a hearing

by writing to the SEC’s Secretary and

serving Applicants with a copy of the

request, in person or by mail. Hearing

requests should be received by the SEC

by 5:30 p.m. on July 6, 2001, and should

be accompanied by proof of service on

the 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

notified of a hearing may request

notification by writing to the Secretary

of the Commission.

FOR FURTHER INFORMATION CONTACT:

Mark Cowan, Senior Counsel, at (202)

942–0675, or Keith Carpenter, Branch

Chief, and (202) 942–0679, Office of

Insurance Products, Division of

Investment Management.

ADDRESSES: Secretary, Securities and

Exchange Commission, 450 Fifth Street,

NW., Washington, DC 20549–0609.

Applicants, c/o First Allmerica

Financial Life Insurance Company, 440

Lincoln Street, Worcester,

Massachusetts, 01653, Attn: Sheila B.

St. Hilaire, Esq.

SUPPLEMENTARY INFORMATION: The

following is a summary of the

application. The complete application is

available for a fee from the SEC’s Public

Reference Branch, 450 Fifth Street, NW.,

Washington, DC 20549–0102 (tel. (202)

942–8090).

Applicants’ Representations

1. First Allmerica is a stock life

insurance company organized under the

laws of Massachusetts in 1844. Effective

October 16, 1995, First Allmerica

converted from a mutual life insurance

company known as State Mutual Life

Assurance Company Of America to a

stock life insurance company and

adopted in present name. First

Allmerica is a wholly owned subsidiary

of Allamerica Financial Corporation

(‘‘AFC’’). First Allmerica is licensed to

do business in all states, but currently

sells variable annuity contracts only in

New York and Hawaii.

2. Each of the Separate Accounts is a

segregated asset account of First

Allmerica. Each of the Separate

Accounts is registerd with the

Commission as a unit investment trust

under the 1940 Act (Separate Account

VA–K, see File No. 811–8114; Allmerica

Select Separate Account, see File No.

811–8116; Separate Account VA–P, see

File No. 811–8872; and Separate

Account KG, see File No. 811–7769).

First Allmerica serves as depositor of

each of the Separate Accounts. First

Allmerica may in the future establish

one or more Other Separate Accounts

for which it will serve as depositor.

3. Units of interest in the Separate

Accounts under the Contracts will be

registered under the Securities Act of

1933 (the ‘‘1933 Act’’). In that regard,

the Separate Accounts have filed Form

N–4 Registration Statements under the

1933 Act relating to the Contracts.

Allmerica Select Separate Account filed

a Form N–4 Registration Statement on

January 19, 2001 under the 1933 Act

relating to the Contracts, Separate

Account VA–K filed a Form N–4

Registration Statement on January 24,

2001, Separate Account VA–P Filed a

Form N–4 Registration Statement on

January 19, 2001, and Separate Account

KG filed a Form N–4 Registration

Statement on January 24, 2001.

Registrants filed Pre-Effective

Amendments to their registration

statements on May 18, 2001. First

Allmerica may in the future issue

Future Contracts through the Separate

Accounts and through Other Separate

Accounts. The assets of the Separate

Accounts are not chargeable with

liabilities arising out of any other

business of First Allmerica. Any

income, gains or losses, realized or

unrealized, from assets allocated to the

Separate Accounts are, in accordance

with the respective Contracts, credited

to or charged against the Separate

Accounts, without regard to other

income, gains or losses of First

Allmerica.

4. Allmerica Investments, Inc.,

(‘‘Allmerica Investments’’) is an indirect

wholly-owned subsidiary of First

Allmerica and will be the principal

underwriter of the Separate Accounts

and distributor of the Contracts funded

through Allmerica Select Separate

Account (‘‘Select Contracts’’), Separate

Account, VA–K (‘‘VA–K Contracts’’),

Separate Account VA–P (‘‘VA–P

Contracts’’) and Separate Account KG

(‘‘KG Contracts’’) (collectively, the

‘‘Contracts’’), Allmerica Investments is

registered with the Commission as a

broker-dealer under the Securities

Exchange Act of 1934 (the ‘‘1934 Act’’)

and is a member of the NASD. The

Contracts will be offered through

registered representatives of Allmerica

Investments, or through unaffiliated

broker-dealers, which are registered

under the 1934 Act and members of the

NASD, that have selling agreements

with Allmerica Investments. Allmerica

Investments, or any successor entity,

may act as principal underwriter for any

Other Separate Account and distributor

for any Future Contracts issued by First

America. A successor entity also may

act as principal underwriter for the

Separate Accounts.

5. The Select Contracts, VA–K

Contracts, VA–P Contracts, and KG

Contracts are substantially similar in all

material respects. They differ

principally in the mix of mutual funds

underlying each of the Separate

Accounts, in the distribution channels

used in the offering of the Contracts,

and in the amount of the Credit (5% for

the Select Contracts and 4% for the VA–

K Contracts, KG Contracts and VA–P

Contracts). There are minor differences

in some contract features. Contracts may

be issued as individual retirement

annuities (‘‘IRAs,’’ either ‘‘Traditional

IRAs’’ or ‘‘Roth IRAs’’), in connection

with certain types of qualified or nonqualified plans, or as non-qualified

annuities for after-tax contributions

only. In some situations, the Contracts

may be issued on a group basis, rather

than as an individual contract. Each of

the group contracts consists of (i) a basic

form of group annuity contract (the

‘‘Group Contract’’) issued to an

employer or to a bank, trust company or

other institution whose sole

responsibility will be to serve as party

to the Group Contract, (ii) a basic form

of certificate issued under and reflecting

the terms of the Group Contract, and

(iii) forms of certificate endorsements to

be used for specific forms of benefits

under the certificates.

6. Payments may be made to the

Contract at any time prior to the

Annuity Date, subject to certain

minimums. Currently, the initial

payment must be at least $5,000 ($2,000

for IRAs), with lower minimum

payments under salary deduction or

monthly automatic payment plans, and

for certain employer sponsored

retirement plans. The minimum

33116 Federal Register / Vol. 66, No. 119 / Wednesday, June 20, 2001 / Notices

subsequent payment is $50 ($100 for KG

Contracts). The Contracts permit the

owner to allocate contributions to a

fixed interest account (‘‘Fixed

Account’’) of First Allmerica’s general

account, to accumulate interest at a

fixed, guaranteed rate. First Allmerica’s

general account assets support the

guarantee of principal and interest.

7. Separate Account VA–K of First

Allmerica will offer thirty-six Subaccounts under the separate Account

VA–K Contracts. These Sub-Accounts

will invest in a corresponding

investment portfolio of the Delaware

Group Premium Fund, of the Pioneer

Variable Contracts Trust, of the AIM

Variable Insurance funds, of The Alger

American Fund, of the Alliance Variable

Products Series Fund, Inc., and of the

Franklin Templeton Insurance Products

Trust. Allmerica Select Separate

Account is currently comprised of forty

Sub-Accounts, which will invest in a

corresponding investment portfolio of

the Allmerica Investment Trust, of the

AIM Variable Insurance Funds, of the

Alliance Variable Products Series Fund,

Inc., of the Deutsche Asset Management

VIT Funds, of the Eaton Vance Variable

Trust, of the Fidelity Variable Insurance

Products Fund, of the Fidelity Variable

Insurance Products Fund II, of the

Fidelity Variable Insurance Products

Fund III, of the Franklin Templeton

Variable Insurance Products Trust, of

the INVESCO Variable Investment

Funds, Inc., of the Janus Aspen Series,

of the Pioneer Variable Contracts Trust,

of the Scudder Variable Series II, and of

the T. Rowe Price International Series,

Inc. Separate Account KG is currently

comprised of forty Sub-Accounts, which

will invest in a corresponding

investment series of the Kemper

Variable Series, of the Scudder Variable

Series I and Scudder Variable Series II,

of The Alger American Fund, of the

Dreyfus Investment Portfolios, of The

Dreyfus Socially Responsible Growth

Fund, Inc., and of the Credit Suisse

Warburg Pincus Trust. Separate

Account VA–P currently consists of

thirty investment portfolios, which will

invest in a corresponding investment

portfolio of the Pioneer Variable

Contracts Trust, of the AIM Variable

Insurance Funds, of the Alliance

Variable Products Series Fund, Inc., of

the Delaware Group Premium Fund, of

the Franklin Templeton Variable

Insurance Products Trust, and of the

Van Kampen Life Investment Trust.

These Sub-Accounts are also made

available to investors under other

variable annuity contracts offered by

First Allmerica.

8. The Separate Accounts and Fixed

Account of First Allmerica will

comprise the initial investment options

under the Contracts. First Allmerica in

the future may determine to create

additional Sub-Accounts of the Separate

Accounts to invest in additional

portfolios, other underlying portfolios or

other investments in the future. SubAccounts may be combined or

eliminated from time to time.

9. The Contracts provide for various

withdrawal options, annuity benefits

and payout annuity options, as well as

transfer privileges among Sub-Accounts,

dollar cost averaging, death benefits,

optional annuitization riders, and other

features. The Contracts have charges

consisting of: (i) A withdrawal charge as

a percentage of contributions declining

from 8.5% in years one through four to

0% after year nine, with a 15% ‘‘free

withdrawal’’ amount in certain

situations; (ii) asset-based charges at the

annual rates of 1.40% for mortality and

expense risks and 0.15% for

administration expenses assessed

against the net assets of each SubAccount; and (iii) an annual contract fee

of $30 for Contracts with an

Accumulated Value of less than

$75,000. The underlying Funds each

impose investment management fees

and charges for other expenses.

10. Each time First Allmerica receives

a contribution from an owner, it will

allocate to the owner’s contract value a

credit (‘‘Credit’’) of a percentage of the

amount of the contribution (5% for the

Select Contracts and 4% for the VA–K

Contracts, VA–P Contracts, and KG

Contracts). First Allmerica will allocate

Credits among the investment options in

the same proportion as the

corresponding contributions are

allocated by the owner. First Allmerica

will fund the Credits from its general

assets. First Allmerica will recapture

Credits from an owner only if the owner

returns the Contract to First Allmerica

for a refund during the ‘‘free look’’

period, which varies by state.

11. Applicants seek an exemption

pursuant to section 6(c) of the 1940 Act

from sections 2(a)(32), 22(c), and

27(i)(2)(A) of the 1940 Act and Rule

22c–1 thereunder to the extent deemed

necessary to permit First Allmerica to

recapture Credits when an owner

returns a Contract for a refund during

the ‘‘free look’’ period, in which case

first Allmerica will recover the amount

of any Credit applicable to such

contribution.

Applicants’ Legal Analysis

1. section 6(c) of the 1940 Act

authorizes the commission to exempt

any person, security or transaction, or

any class or classes of persons,

securities or transactions from the

provisions of the 1940 Act and the rules

promulgated thereunder if and to the

extent that such exemption is necessary

or appropriate in the public interest and

consistent with the protection of

investors and the purposes fairly

intended by the policy and provisions of

the 1940 Act. Applicants request that

the commission, pursuant to section 6(c)

of the 1940 Act, grant the exemptions

summarized above with respect to the

Contracts and any Future Contracts

funded by the Separate Accounts or

Other Separate Accounts, that are issued

by First Allmerica and underwritten or

distributed by Allmerica Investments or

Allmerica Broker-Dealers. Applicants

undertake that Future Contracts funded

by the Separate Accounts or any Other

Separate Account will be substantially

similar in all material respects to the

Contracts. Applicants believe that the

requested exemptions are appropriate in

the public interest and consistent with

the protection of investors and the

purposes fairly intended by the policy

and provisions of the 1940 Act.

2. Applicants represent that it is not

administratively feasible to track the

Credit amount in any of the Separate

Accounts after the Credit is applied.

Accordingly, the asset-based charges

applicable to the Separate Accounts will

be assessed against the entire amounts

held in the respective Separate

Accounts, including the Credit amount,

during the ‘‘free look’’ period. As a

result, during each period, the aggregate

asset based charges against an owner’s

annuity account value will be higher

than those that would be charged if the

owner’s annuity account value did not

include the Credit.

3. Subsection (i) of section 27

provides that section 27 does not apply

to any registered separate account

funding variable insurance contracts, or

to the sponsoring insurance company

and principal underwriter of such

account, except as provided in

paragraph (2) of the subsection.

Paragraph (2) provides that it shall be

unlawful for any registered separate

account funding variable insurance

contracts or a sponsoring insurance

company of such account to sell a

contract funded by the registered

separate account unless, among other

things, such contract is a redeemable

security. Section 2(a)(32) defines

‘‘redeemable security’’ as any security,

other than short-term paper, under the

terms of which the holder, upon

presentation to the issuer, is entitled to

receive approximately his proportionate

share of the issuer’s current net assets,

or the cash equivalent thereof.

4. Applicants submit that the

recapture of the Credit if an owner

Federal Register / Vol. 66, No. 119 / Wednesday, June 20, 2001 / Notices 33117

returns the Contract during the free look

period would not deprive an owner of

his or her proportionate share of the

issuer’s current net assets. Applicants

state that an owner’s interest in the

amount of the Credit allocated to his or

her annuity account value upon receipt

of an initial contribution is not vested

until the applicable free-look period has

expired without return of the Contract.

Until or unless the amount of any Credit

is vested, Applicants submit that First

Allmerica retains the right and interest

in the Credit amount, although not in

the earnings attributable to that amount.

Applicants argue that when First

Allmerica recaptures any Credit it is

simply retrieving its own assets, and

because an owner’s interest in the Credit

is not vested, the owner has not been

deprived of a proportionate share of the

applicable Separate Account’s assets,

i.e., a share of the applicable Separate

Account’s assets proportionate to the

owner’s annuity account value

(including the Credit).

5. In addition, Applicants state that it

would be patently unfair to allow an

owner exercising the free-look privilege

to retain a Credit amount under a

Contract that has been returned for a

refund after a period of only a few days.

Applicants state that if First Allmerica

could not recapture the Credit,

individuals could purchase a Contract

with no intention of retaining it, and

simply return the Contract for a quick

profit.

6. Applicants represent that the Credit

will be attractive to and in the interest

of investors because it will permit

owners to put their contributions and

the amount of the credit to work for

them in the selected Sub-Accounts. In

addition, the owner will retain any

earnings attributable to the Credit, and

the principal amount of the Credit will

be retained under the conditions set

forth in the application.

7. Applicants submit that the

provisions for recapture of any Credit if

an owner returns a Contract or any

Future Contract during the free look

period under the Contracts will not

violate sections 2(a)(32) and 27(i)(2)(A)

of the 1940 Act. Nevertheless, to avoid

any uncertainties, Applicants request an

exemption from those Sections, to the

extent deemed necessary, to permit the

recapture of any Credit if an owner

returns a Contract or any Future

Contract during the free look period

without the loss of the relief from

section 27 provided by section 27(i).

8. Section 22(c) of the 1940 Act

authorizes the Commission to make

rules and regulations applicable to

registered investment companies and to

principal underwriters of, and dealers

in, the redeemable securities of any

registered investment company,

whether or not members of any

securities association, to the same

extent, covering the same subject matter,

and for the accomplishment of the same

ends as are prescribed in section 22(a)

in respect of the rules which may be

made by a registered securities

association governing its members. Rule

22c–1 thereunder prohibits a registered

investment company issuing any

redeemable security, a person

designated in such issuer’s prospectus

as authorized to consummate

transactions in any such security, and a

principal underwriter of, or dealer in,

such security, from selling, redeeming,

or repurchasing any such security

except at a price based on the current

net asset value of such security which

is next computed after receipt of a

tender of such security for redemption

or of an order to purchase or sell such

security.

9. Arguably, First Allmerica’s

recapture of the Credit may be viewed

as resulting in the redemption of

redeemable securities for a price other

than one based on the current net asset

value of the Separate Accounts.

Applicants contend, however, that

recapture of the Credit does not violate

section 22(c) and Rule 22c–1.

Applicants argue that the recapture does

not involve either of the evils that Rule

22c–1 was intended to eliminate or

reduce, namely: (i) The dilution of the

value of outstanding redeemable

securities of registered investment

companies through their sale at a price

below net asset value or their

redemption or repurchase at a price

above it, and (ii) other unfair results

including speculative trading practices.

See Adoption of Rule 22c–1 under the

1940 Act, Investment Company Release

No. 5519 (Oct. 16, 1968). To effect a

recapture of a Credit, First Allmerica

will redeem interests in an owner’s

Contract at a price determined on the

basis of current net asset value of the

respective Sub-Accounts. The amount

recaptured will equal the amount of the

Credit that First Allmerica paid out of

its general account assets. Although

owners will be entitled to retain any

investment gain attributable to the

Credit, the amount of such gain will be

determined on the basis of the current

net asset value of the respective SubAccounts. Thus, no dilution will occur

upon the recapture of the Credit.

Applicants also submit that the second

harm that Rule 22c–1 was designed to

address, namely, speculative trading

practices calculated to take advantage of

backward pricing, will not occur as a

result of the recapture of the Credit.

However, to avoid any uncertainty as to

full compliance with the 1940 Act,

Applicants request an exemption from

the provisions of section 22(c) and Rule

22c–1 to the extent deemed necessary to

permit them to recapture the Credit, as

described herein, under the Contracts

and Future Contracts.

Conclusion

Applicants submit that their request

for an order is appropriate in the public

interest. Applicants state that such an

order would promote competitiveness

in the variable annuity market by

eliminating the need to file redundant

exemptive applications, thereby

reducing administrative expenses and

maximizing the efficient use of

Applicants’ resources. Applicants argue

that investors would not receive any

benefit or additional protection by

requiring Applicants to repeatedly seek

exemptive relief that would present no

issue under the 1940 Act that has not

already been addressed in their

application described herein.

Applicants submit that having them file

additional applications would impair

their ability effectively to take advantage

of business opportunities as they arise.

Further, Applicants state that if they

were required repeatedly to seek

exemptive relief with respect to the

same issues addressed in the

application described herein, investors

would not receive any benefit or

additional protection thereby.

Applicants submit, based on the

grounds summarized above, that their

exemptive request meets the standards

set out in section 6(c) of the 1940 Act,

namely, that the exemptions requested

are necessary or appropriate in the

public interest and consistent with the

protection of investors and the purposes

fairly intended by the policy and

provisions of the 1940 Act, and that,

therefore, the Commission should grant

the requested order.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–15529 Filed 6–19–01; 8:45 am]

BILLING CODE 8010–01–M