Federal Register / Vol. 61, No. 20 / Tuesday, January 30, 1996 / Notices 3063

5 15 U.S.C. 78q–1(b)(3)(D) (1988).

6 15 U.S.C. 78s(b)(3)(A)(ii) (1988).

7 17 CFR 240.19b–4(e)(2) (1994). 8 17 CFR 200.30–3(a)(12) (1994).

CONSOLIDATED RESTATEMENT OF FEES 4—Continued

Service Fee

g. Status of Withdrawals by Transfer:

1. Daily ................................................. $100.00 per month.

24. PHILANET TERMINAL

a. Dedicated Line ........................................ $250.00 per month.

b. Dial-up Line ............................................. $150.00 per month.

c. Installation ................................................ $600.00

d. Usage ...................................................... No Charge.

25. POSITION LISTINGS ................................... $45.00—per individual request (per date, per CUSIP) (plus costs).

$360.00 annually—monthly basis (plus costs).

$1,300.00 annually—weekly basis (plus costs).

4 Deleted text is bracketed. New text is italicized.

*Transfer and deposit activity subject to pass-through costs.

The aforementioned fee revisions are

intended to align fees with costs

incurred to provide particular services.

The proposed rule change is consistent

with section 17A(b)(3)(D) of the Act 5 in

that it provides for equitable allocations

of reasonable dues, fees, and other

charges among participants.

(B) Self-Regulatory Organization’s

Statement on Burden on Competition

Philadep does not perceive any

burdens on competition as a result of

the proposed rule change.

(C) Self-Regulatory Organization’s

Statement on Comments on the

Proposed Rule Change Received From

Members, Participants, or Others

A Philadep participant bulletin will

notify participants of changes to the fee

schedule and advise them to whom they

may direct questions upon receipt of the

new fee schedule.

III. Date of Effectiveness of the

Proposed Rule Change and Timing for

Commission Action

The foregoing rule change has become

effective pursuant to section

19(b)(3)(A)(ii) 6 and Rule 19b–4(e)(2) 7

promulgated thereunder because the

proposed rule change establishes or

changes a due, fee, or other charge

imposed by Philadep. At any time

within sixty days of the filing of such

proposed rule change, the Commission

may summarily abrogate such rule

change if it appears to the Commission

that such action is necessary or

appropriate in the public interest, for

the protection of investors, or otherwise

in furtherance of the purposes of the

Act.

IV. Solicitation of Comments

Interested persons are invited to

submit written data, views, and

arguments concerning the foregoing.

Persons making written submissions

should file six copies thereof with the

Secretary, Securities and Exchange

Commission, 450 Fifth Street, NW.,

Washington, DC 20549. Copies of the

submission, all subsequent

amendments, all written statements

with respect to the proposed rule

change that are filed with the

Commission, and all written

communications relating to the

proposed rule change between the

Commission and any person, other than

those that may be withheld from the

public in accordance with the

provisions of 5 U.S.C. 552, will be

available for inspection and copying in

the Commission’s Public Reference

Section, 450 Fifth Street, NW.,

Washington, DC 20549. Copies of such

filing also will be available for

inspection and copying at Philadep. All

submissions should refer to File No.

SR–Philadep–95–11 and should be

submitted by February 20, 1996.

For the Commission by the Division of

Market Regulation, pursuant to delegated

authority.8

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 96–1672 Filed 1–29–96; 8:45 am]

BILLING CODE 8010–01–M

[Rel. No. IC–21695; International Series Rel.

No. 921; 812–9904]

Banque Paribas (Deutschland) OHG et

al.; Notice of Application

January 23, 1996.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application for an

Order under the Investment Company

Act of 1940 (the ‘‘Act’’).

APPLICANTS: Banque Paribas

(Deutschland) OHG (‘‘BPD’’) and

Banque Paribas (‘‘Banque Paribas’’).

RELEVANT ACT SECTIONS: Order requested

under section 6(c) of the Act from

section 17(f).

SUMMARY OF APPLICATION: Applicants

request an order that would permit

registered management investment

companies for which BPD acts as

foreign custodian or subcustodian (other

than investment companies registered

under section 7(d)) (‘‘Investment

Companies’’) to maintain their foreign

securities and other assets in the

custody of BPD.

FILING DATES: The application was filed

on December 15, 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 applicants with a

copy of the request, personally or by

mail. Hearing requests should be

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

February 20, 1996, 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 may request notification of a

hearing by writing to the SEC’s

Secretary.

ADDRESSES: Secretary, SEC, 450 Fifth

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

Applicants, Banque Paribas

(Deutschland) OHG, Gru ̈neburgweg 14.

60322 Frankfurt A.M., Germany, and

Banque Paribas, 3 rue d’Antin, 75002

Paris, France.

FOR FURTHER INFORMATION CONTACT:

James M. Curtis, Senior Counsel, at

(202) 942–0563, or Robert A. Robertson,

Branch Chief, at (202) 942–0564 (Office

of Investment Company Regulation,

Division of Investment Management).
3064 Federal Register / Vol. 61, No. 20 / Tuesday, January 30, 1996 / Notices

1As used herein, the term ‘‘Securities’’ shall not

include securities issued by the government of the

United States or by any State or any political

subdivision thereof or by any agency thereof or any

securities issued by any entity organized under the

laws of the United States or any State thereof (other

than certificates of deposit, evidence of

indebtedness and other securities, issued or

guaranteed by an entity so organized which have

been issued and sold outside the United States).

2Section 2(a)(5) of the Act defines a ‘‘bank’’ to

include a banking institution organized under the

laws of the United States, a member bank of the

Federal Reserve System, and any other banking

institution or trust company, whether incorporated

or not, doing business under the laws of any State

of the United States, a substantial portion of the

business of which consists of receiving deposits or

exercising fiduciary powers similar to those

permitted for national banks under the authority of

the Comptroller of the Currency, and which is

supervised and examined by State or Federal

authority having supervision over banks, and which

is not operated for purposes of evading the

provisions of the Act.

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.

Applicants’ Representations

1. BPD, a general partnership

organized under German law, is

licensed and regulated as a banking

institution under the laws of Germany.

Banque Paribas, organized under the

laws of France as a stock corporation, is

one of the three general partners of BPD.

The other general partners of BPD are

Paribas Deutschland B.V., organized

under the laws of The Netherlands as a

limited liability corporation, and

Paribas Verwaltungs-und

Beteiligungesellschaft mbH, organized

under the laws of Germany as a limited

liability corporation. Both are

subsidiaries of Banque Paribas. Under

German law, each partner of BPD is

jointly and severally liable to the

creditors of BPD.

2. According to its partnership

agreement (the ‘‘Partnership

Agreement’’), the scope of BPD’s

permissible business covers all

segments of the banking business

permitted for banking institutions by the

Bundesaufscichtsamt fu ̈r das

Kreditwesen (the ‘‘BAK’’). BAK has

specifically authorized BPD to engage in

all banking activities contemplated by

the German Federal Banking Act,

including, among others, deposit taking,

lending, securities activities, guarantee,

and custodianship activities. BPD

currently maintains sizable activities in

all such areas, including the custody of

securities. As of December 31, 1994,

BPD had assets in excess of U.S. $1.1

billion and partners’ equity of

approximately U.S. $69.4 million.

3. One hundred percent of Banque

Paribas’s voting rights and 98.5% of its

equity is owned, directly and indirectly,

by Compagnie Financiere de Paribas

(‘‘Paribas’’), a leading French and

international financial institution. At

December 31, 1994, Banque Paribas had

total consoldiated assets of

approximately U.S.$175.7 billion, and

consolidated shareholders’ equity of

approximately U.S.$3.4 billion

(excluding minority interests). At

December 31, 1994, Paribas had total

consolidated assets of approximately

U.S.$242.2 billion, and consolidated

shareholders’ equity of approximately

U.S.$8.1 billion (excluding minority

interests).

4. Banque Paribas recently acquired

the custodial services business of J.P.

Morgan in several European countries,

including Germany. As a result of this

transaction, BPD acquired the systems,

the computer hardware and software,

and the personnel dedicated to J.P.

Morgan’s German custodial services

operations.

5. Applicants request an order under

section 6(c) of the Act exempting BPD,

Banque Paribas, and any Investment

Company for which BPD acts as

custodian or subcustodian, from section

17(f) of the Act. The order would permit

BPD, as custodian of the securities and

other assets of an Investment Company

(the ‘‘Securities’’) 1 or as subcustodian of

such Securities, to accept deposits of

such Securities in Germany, but only

under an agreement in which Banque

Paribas assumes responsibility for

certain losses of Securities held by BPD

as custodian or subcustodian.

Applicants’ Legal Analysis

1. Section 17(f) of the Act provides

that an Investment Company may place

and maintain its securities and similar

assets in the custody of (a) a bank or

banks meeting the requirements of

section 26(a) of the Act, (b) a member

firm of a national securities exchange,

(c) the Investment Company itself, or (d)

a system for the central handling of

securities established by a national

securities exchange or national

securities association registered with the

SEC. BPD does not fall within the

definition of ‘‘bank’’ as that term is

defined in the Act.2

2. Rule 17f–5 permits an Investment

Company to deposit Securities with an

‘‘eligible foreign custodian,’’ as defined

therein. Such custodian, includes

among other institutions, a banking

institution or trust company

incorporated or organized under the

laws of a country other than the United

States that is regulated as such by that

country’s government and that has

shareholders’ equity in excess of U.S.

$200,000,000 (or equivalent). Banque

Paribas qualifies as an ‘‘eligible foreign

custodian’’ under rule 17f–5. BPD,

however, does not currently quality as

an ‘‘eligible foreign custodian’’ because

it does not meet the minimum

shareholders’ equity requirement.

3. Section 6(c) of the Act provides that

the SEC may exempt any person from

the provisions of the Act or any rules

thereunder if and to the extent 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.

4. Applicants believe that the

proposed arrangements meet the section

6(c) standard. BPD and Banque Paribas

believe that the Paribas Agreement

would provide Investment Companies

which deposit Securities with BPD in

Germany with the safety and security of

an eligible foreign custodian under

section 17(f) and rule 17f–5.

Applicants’ Conditions

The requested exemption would be

subject to the following conditions:

1. The foreign custody arrangements

with BPD will comply with the

provisions of rule 17f–5 in all respects,

except those relating to the minimum

shareholders’ equity requirements of

eligible foreign custodians.

2. Banque Paribas currently satisfies

and will continue to satisfy the

minimum shareholders’ equity

requirement set forth in rule 17f–

5(c)(2)(i).

3. An Investment Company or a

custodian for an Investment Company

will deposit Securities with BPD only in

accordance with a three-party

contractual agreement that will remain

in effect at all times during which BPD

fails to meet the requirement of rule

17f–5 relating to minimum

shareholders’ equity. Each agreement

will be a three-party agreement among

(a) Banque Paribas, (b) BPD, and (c) the

Investment Company or custodian of the

Securities of the Investment Company.

Under the agreement, BPD will

undertake to provide specified custodial

or subcustodial services. The agreement

will further provide that Banque Paribas

will be liable for any loss, damage, cost,

expense, liability, or claim arising out of

or in connection with the performance

by BPD of its responsibilities under the

agreement to the same extent as if

Banque Paribas had been required to

provide custody services under such

agreement.
Federal Register / Vol. 61, No. 20 / Tuesday, January 30, 1996 / Notices 3065

1The boards of IDEX, IDEX II, and IDEX 3 have

adopted a policy whereby any Independent Trustee

in office on September 1, 1990 who has served at

least three years may, subject to certain limitations,

elect upon his or her resignation to serve as a

trustee emeritus. A trustee emeritus has no

authority, power, or responsibility with respect to

any IDEX, IDEX II, or IDEX 3 matter. A trustee

emeritus, however, is entitled to receive an annual

fee equal to one-half the fee then payable per

annum to the Independent Trustees of the Fund or

Funds from which he or she resigned, plus

reimbursement of expenses incurred for attendance

at board meetings.

For the SEC, by the Division of Investment

Management, under delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 96–1638 Filed 1–29–96; 8:45 am]

BILLING CODE 8010–01–M

[Rel. No. IC–21697; 812–9824]

IDEX Fund, et al.; Notice of Application

January 23, 1996.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application for

Exemption under the Investment

Company Act of 1940 (the ‘‘Act’’).

APPLICANTS: IDEX Fund (‘‘IDEX’’), IDEX

II Series Fund (‘‘IDEX II’’), IDEX Fund

3 (‘‘IDEX 3’’), WRL Series Fund, Inc.

(‘‘WRL’’), (collectively, the ‘‘Existing

Funds’’), any future registered open-end

management investment company, or

series thereof, for which IDEX

Management, Inc (‘‘IMI’’),

InterSecurities. Inc (‘‘ISI’’), or Western

Reserve Life Assurance Co. of Ohio

(‘‘Western Reserve,’’ and together with

IMI and ISI the ‘‘Investment Advisers’’)

or any entity controlling, controlled by,

or under common control with the

Investment Advisors, acts as investment

adviser (the ‘‘Future Funds,’’ and

together with the Existing Funds, the

‘‘Funds’’), and the Investment Advisers.

RELEVANT ACT SECTIONS: Order requested

under section 6(c) of the Act for an

exemption from sections 13(a)(2),

18(f)(1), 22(f), and 22(g), and rule 2a–7

thereunder, under sections 6(c) and

17(b) of the Act for an exemption from

section 17(a)(1), and under section 17(d)

of the Act and rule 17d–1 thereunder to

permit certain joint arrangements.

SUMMARY OF APPLICATION: Applicants

request an order that would permit the

Funds to enter into deferred

compensation arrangements with their

independent trustees.

FILING DATES: The application was filed

on October 16, 1995 and amended on

January 18, 1996.

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 applicants with a

copy of the request, personally or by

mail. Hearing requests should be

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

February 20, 1996, 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 notified of a

hearing may request notification by

writing to the SEC’s Secretary.

ADDRESSES: Secretary, SEC, 450 Fifth

Street NW., Washington, DC 20549.

Applicants, 201 Highland Avenue,

Largo, Florida 34640.

FOR FURTHER INFORMATION CONTACT:

Marianne H. Khawly, Staff Attorney, at

(202) 942–0562, or Robert A. Robertson,

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 SEC’s

Reference Branch.

Applicants’ Representations

1. IDEX, IDEX II, and IDEX 3 are

Massachusetts business trusts registered

under the Act as open-end management

investment companies. IDEX and IDEX

II currently offer one series and eleven

series of shares, respectively, that are

continuously offered for sale to the

general investing public. IDEX 3

currently consists of one series of shares

but discontinued its sale to new

investors effective June 15, 1990. WRL

is a Maryland Corporation registered

under the Act as an open-end

management investment company. WRL

currently offers eighteen series of

shares, one of which is a money-market

series, that are continuously offered for

sale to insurance company separate

accounts that fund variable annuity

contracts.

2. Each of the Investment Advisers is

registered under the Investment

Advisers Act of 1940. IMI is the

investment adviser of IDEX, IDEX 3, and

the following five IDEX II portfolios:

Growth Portfolio, Global Portfolio,

Flexible Income Portfolio, Balanced

Portfolio, and Capital Appreciation

Portfolio. ISI is the investment adviser

to the remaining six IDEX II portfolios:

Tax-Exempt Portfolio, Income Plus

Portfolio, Aggressive Growth Portfolio,

Equity Income Portfolio, Tactical Asset

Allocation Portfolio, and C.A.S.E.

Portfolio. Western Reserve is the

investment adviser to each of the WRL

portfolios.

3. Each Existing Fund has a board of

trustees/directors (collectively, the

‘‘boards’’), a majority of the members of

which are not ‘‘interested persons’’ (the

‘‘Independent Trustees’’) of such

Existing Fund within the meaning of

section 2(a)(19) of the Act. The boards

of IDEX, IDEX II, and IDEX 3 currently

consist of the same seven persons, five

of whom are Independent Trustees.

Each of the five Independent Trustees

currently is entitled to receive a total

annual retainer of $13,000 of which

IDEX, IDEX II, and IDEX 3 each pay a

pro rata share based on its relative net

assets. In addition, each of the five

Independent Trustees receives $1,250

plus reimbursement for incidental

expenses for each IDEX II board meeting

attended and $500 plus reimbursement

for incidental expenses for each IDEX or

IDEX 3 board meeting attended.1 The

board of WRL currently consists of five

persons, three of whom are Independent

Trustees. Each WRL Independent

Trustee is entitled to receive an annual

fee of $6,000, and $500 for each board

meeting attended plus reimbursement

for incidental expenses.

4. Applicants request an order to

permit the Independent Trustees to elect

to defer receipt of all or a portion of

their trustees’ fees pursuant to a

deferred compensation plan (the

‘‘Plan’’) and related election agreement

(the ‘‘Agreement’’) entered into between

each Independent Trustee and the

appropriate Fund. Under the Plan, the

Independent Trustee could defer

payment of trustees’ fees (the ‘‘Deferred

Compensation’’) in order to defer

payment of income taxes, or for other

reasons.

5. Under the Plan, the deferred fees

payable by a Fund to a participating

Independent Trustee (a ‘‘Participant’’)

will be credited to a book reserve

account established by the Fund (an

‘‘Account’’), as of the date such fees

would have been paid to such

Independent Trustee. The value of the

Account as of any date will be

determined by reference to a

hypothetical investment in Class A

shares of one or more portfolios of IDEX

II (‘‘Underlying Securities’’), as selected

by a Participant.

6. The election to participate in the

Plan must be made on or before

September 30 preceding the calendar

year during which the amounts to be

deferred, absent deferral, would be paid

to the Participant. The Plan’s effective

date is January 1, 1996. In order to

facilitate implementation of the Plan, a