Federal Register / Vol. 60, No. 45 / Wednesday, March 8, 1995 / Notices 12811

1Until the requested order is issued, U.S.

Investment Company assets will continue to be held

by the London branch of Boston Safe or another

custodian that qualifies under section 17(f) of the

Act.

such individual will not participate in

the General Partner’s determination of

whether or not to effect such purchase

or sale.

For the SEC, by the Division of Investment

Management, under delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–5645 Filed 3–7–95; 8:45 am]

BILLING CODE 8010–01–M

[Investment Company Act Release No.

20934; International Series Release No. 789;

812–9262]

Mellon Bank, N.A.; Notice of

Application

March 1, 1995.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application for

Exemption under the Investment

Company Act of 1940 (the ‘‘Act’’).

APPLICANT: Mellon Bank, N.A.

(‘‘MBNA’’).

RELEVANT ACT SECTIONS: Sections 6(c)

and 17(f).

SUMMARY OF APPLICATION: MBNA seeks

an order under section 6(c) of the Act

granting an exemption from section

17(f). The order would allow United

States registered investment companies

other than investment companies

registered under section 7(d) (a ‘‘U.S.

Investment Company’’), for which

MBNA serves as custodian or

subcustodian, to maintain foreign

securities and assets in the United

Kingdom with Mellon Europe Limited

(‘‘MEL’’), a wholly-owned subsidiary of

MBNA.

FILING DATES: The application was filed

on September 29, 1994 and amended on

February 23, 1995.

HEARING OR NOTIFICATION OF HEARING: An

order granting the application will be

issued unless the SEC orders a hearing.

Interested persons may request a

hearing by writing to the SEC’s

Secretary and serving applicant with a

copy of the request, personally or by

mail. Hearing requests should be

received by the SEC by 5:30 p.m. on

March 27, 1995, and should be

accompanied by proof of service on the

applicant, 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 may request notification of a

hearing by writing to the SEC’s

Secretary.

ADDRESSES: Secretary, SEC, 450 Fifth

Street, NW., Washington, DC 20549.

Applicants, Mellon Bank, N.A., One

Mellon Bank Center, Pittsburgh,

Pennsylvania 15258-0001.

FOR FURTHER INFORMATION CONTACT:

Marianne H. Khawly, Staff Attorney, at

(202) 942–0562, or C. David Messman,

Branch Chief, at (202) 942–0564

(Division of Investment Mranagement,

Office of Investment Company

Regulation).

SUPPLEMENTARY INFORMATION: The

following is a summary of the

application. The complete application

may be obtained for a fee from the SEC’s

Public Reference Branch.

Applicant’s Representations

1. MBNA requests an order to allow

MBNA, any U.S. Investment Company,

and any custodian for a U.S. Investment

Company to maintain foreign securities,

cash, and cash equivalents (collectively,

‘‘assets’’) in the custody of MEL. For the

purposes of this application, ‘‘foreign

securities’’ includes: (a) securities

issued and sold primarily outside the

United States by a foreign government,

a national of any foreign country, or a

corporation or other organization

incorporated or organized under the

laws of any foreign country; and (b)

securities issued or guaranteed by the

Government of the United States or by

any state or any political subdivision

thereof of by any agency thereof or by

any entity organized under the laws of

the United States or of any state thereof

which have been issued and sold

primarily outside the United States.

2. MBNA is a national banking

association organized and existing

under the laws of the United States.

MBNA is regulated by the Office of the

Comptroller of the Currency and is

subject to the National Bank Act. As of

December 31, 1993, MBNA had

aggregate capital, surplus, and

undivided profits in excess of

$2,460,000,000. MBNA is a whollyowned direct subsidiary of Mellon Bank

Corporation (‘‘Mellon’’), a Pennsylvania

corporation qualified as a bank holding

company under the Bank Holding

Company Act of 1956.

3. MEL is a wholly-owned subsidiary

of MBNA and is regulated by the Bank

of England under the Banking Act of

1987. As of December 31, 1993, MEL

had shareholders’ equity slightly in

excess of $10,000,000.

4. Boston Safe Deposit and Trust

Company (‘‘Boston Safe’’) is a

subsidiary of The Boston Company, Inc.

Boston Safe is organized as a trust

company under Massachusetts law and

is regulated by the Massachusetts

Commissioner of Banks. In May 1993,

Mellon acquired The Boston Company,

Inc. and its subsidiaries, including

Boston Safe. A major business unit of

Boston Safe is Global Securities

Services, which provides international

financial and securities processing

services, including global custody, and

is qualified to hold U.S. Investment

Company assets under section 17(f) of

the Act.

5. Mellon proposes to transfer the

custody activities of the London branch

of Boston Safe to MEL by transferring to

MEL the operations and assets of the

Global Custody Department of Boston

Safe. Assets of U.S. Investment

Companies held by the London branch

of Boston Safe will not be transferred to

MEL prior to the issuance of the

requested order.1 Thereafter, MBNA, as

custodian or sub-custodian for a U.S.

Investment Company, will deposit, or

cause or permit a U.S. Investment

Company to deposit, its assets with

MEL. In the alternative, MEL, as

custodian or subcustodian will receive

and hold the assets of a U.S. Investment

Company directly from such U.S.

Investment Company, its custodian or

subcustodian, other than MBNA but

including Boston Safe.

Applicant’s Legal Analysis

1. Section 17(f) of the Act requires

every registered management

investment company to place and

maintain its securities and similar

investments in the custody of certain

enumerated entities, including bank

having at all times aggregate capital,

surplus, and undivided profits of at

least $500,000. A ‘‘bank’’, as that term

is defined in section 2(a)(5) of the Act,

includes: (a) a banking institution

organized under the laws of the United

States; (b) a member bank of the Federal

Reserve System; and (c) any other

banking institution or trust company,

whether incorporated or not, doing

business under the laws of any state or

of the United States, a substantial

portion of which consists of receiving

deposits or exercising fiduciary powers

similar to those permitted to national

banks, which is supervised or examined

by state or federal authority having

supervision over banks, and which is

not operated for the purposes of evading

the Act.

2. The only entities located outside

the United States which section 17(f)

authorizes to serve as custodians for

registered management investment

companies are the overseas branches of

qualified U.S. banks. Rule 17f-5 expands
12812 Federal Register / Vol. 60, No. 45 / Wednesday, March 8, 1995 / Notices

the group of entities that are permitted

to serve as foreign custodians. Rule 17f5(c)(2)(ii) defines the term ‘‘Eligible

Foreign Custodian’’ to include a

majority-owned direct or indirect

subsidiary of a qualified U.S. bank or

bank holding company that is

incorporated or organized under the

laws of country other than the United

States and that has shareholders’ equity

in excess of $100,000,000. MBNA is a

qualified U.S. bank since it is a bank as

defined in rule 17f-5(c)(3) and it has

aggregate capital, surplus, and

undivided profits of at least $500,000.

3. MEL satisfies the requirements of

rule 17f-5 insofar as it is a majorityowned direct or indirect foreign

subsidiary of a qualified U.S. bank or

bank holding company. MEL does not,

however, meet the minimum

shareholders’ equity requirement of rule

17f-5. Accordingly, MEL is not an

Eligible Foreign Custodian under rule

17f-5 and, absent exemptive relief,

could not serve as a custodian for the

assets of U.S. Investment Companies.

4. Section 6(c) provides, in relevant

part, that the SEC may, conditionally or

unconditionally, by other, exempt any

person or class of persons from any

provision of the Act or from any rule

thereunder, if such exemption is

necessary or appropriate in the public

interest, consistent with the protection

of investors, and consistent with the

purposes fairly intended by the policy

and provisions of the Act. MBNA

submits that its request satisfies this

standard.

Applicant’s Conditions

Applicant agrees that any order of the

SEC granting the requested relief shall

be subject to the following conditions:

1. The foreign custody arrangements

proposed regarding MEL satisfy the

requirements of rule 17f-5 in all respects

other than MEL’s level of shareholder

equity.

2. MBNA, any U.S. Investment

Company, and any custodian for a U.S.

Investment Company, will deposit

assets with MEL only in accordance

with an agreement (the ‘‘Agreement’’)

required to remain in effect at all times

during which MEL fails to satisfy the

requirements of rule 17f-5 (and during

which such assets remain deposited

with MEL). Each Agreement will be

three party agreement among (a) MBNA,

(b) MEL, and (c) the U.S. Investment

Company or any custodian for a U.S.

Investment Company (including Boston

Safe) pursuant to which MBNA or MEL,

as the case may be, will undertake to

provide specified custody services. If

MBNA is to provide such services, the

Agreement will authorize MBNA to

delegate to MEL such of the duties and

obligations of MBNA as will be

necessary to permit MEL to hold in

custody the U.S. Investment Company’s

assets. If MEL is to provide service

directly, no such delegation will be

necessary. However, in either case, the

Agreement will provide that MBNA will

be liable for any loss, damage, cost,

expense, liability, or claim arising out of

or in connection with the performance

by MEL of its responsibilities under the

Agreement to the same extent as if

MBNA had itself been required to

provide custody services under the

Agreement. Further, the Agreement will

provide that, in the event of loss, the

U.S. Investment Company or its

custodian may pursue a claim for

recovery against MBNA, regardless of

whether MEL acted as MBNA’s delegate

or as direct custodian or subcustodian.

3. MBNA currently satisfies and will

continue to satisfy the minimum

requirements for a qualified U.S. bank

set forth in sections 2(a)(5) and 17(f) of

the Act.

For the SEC, by the Division of Investment

Management, under delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–5581 Filed 3–7–95; 8:45 am]

BILLING CODE 8010–01–M

SMALL BUSINESS ADMINISTRATION

Honolulu District Advisory Council

Meeting

The U.S. Small Business

Administration Honolulu District

Advisory Council will hold a public

meeting on Tuesday, March 14, 1995 at

9:30 a.m. at the Business Information

and Counseling Center, 130 Merchant

Street, Suite 1030, Honolulu, Hawaii,

96813 to discuss matters as may be

presented by members, staff of the U.S.

Small Business Administration, or

others present.

For further information, write or call

Mr. Andrew K. Poepoe, Director, U.S.

Small Business Administration, 300 Ala

Moana Boulevard, Room 2314,

Honolulu, Hawaii 968503, (808) 541–

2965.

Dated: February 27, 1995.

Dorothy A. Overal,

Director, Office of Advisory Council.

[FR Doc. 95–5608 Filed 3–7–95; 8:45 am]

BILLING CODE 8025–01–M

DEPARTMENT OF STATE

[Public Notice 2172]

Shipping Coordinating Committee,

Subcommittee on Safety of Life at Sea

Working Group on

Radiocommunications and Search and

Rescue; Notice of Meetings

The Working Group on

Radiocommunications and Search and

Rescue of the Subcommittee on Safety

of Life at Sea will conduct open

meetings at 9:30 a.m. on Thursday,

April 20, Wednesday, June 14,

Thursday, August 17, Thursday,

September 21, Thursday, October 19,

Wednesday, November 15, and

Thursday, December 21, 1995. These

meetings will be held in the Department

of Transportation Headquarters

Building, 400 Seventh Street, SW.,

Washington, DC 20950. The purpose of

these meetings is to discuss the papers

received and the draft U.S. positions in

preparation for the 1st Session of the

International Maritime Organization

(IMO) Subcommittee on

Radiocommunications and Search and

Rescue which is scheduled for February

19, 1996, at the IMO headquarters in

London, England.

Among other things, the items of

particular interest are:

—The implementation of the Global

Maritime Distress and Safety System

(GMDSS).

—Maritime Search and Rescue matters.

Further information, including

meeting agendas, minutes, and input

papers, can be obtained from the Coast

Guard Navigation Information Center

computer bulletin board, accessible by

modem by dialing: (703) 313–5910. The

computer is also accessible through

Internet by entering: ‘‘Telnet

fedworld.gov.’’ logging on, and entering:

‘‘udd54’’, at the first menu.

Members of the public may attend

these meetings up to the seating

capacity of the rooms. Interested

persons may seek information,

including meeting room numbers, by

writing: Mr. Ronald J. Grandmaison,

U.S. Coast Guard Headquarters,

Commandant (G–TTM), Room 6306,

2100 Second Street, SW., Washington,

DC 20593–0001, by calling: (202) 267–

1389, or by sending Internet electronic

mail to cgcomms/gt@cgsmtp.comdt.uscg.mil.

Dated: February 21, 1995.

Charles A. Mast,

Chairman, Shipping Coordinating Committee.

[FR Doc. 95–5565 Filed 3–7–95; 8:45 am]

BILLING CODE 4710–70–M