Federal Register / Vol. 73, No. 169 / Friday, August 29, 2008 / Notices 51027 

1The 60-day notice for this Paperwork Reduction 

Act extension referred to a burden of 2,432 hours. 

See 73 FR 32750 (Jun. 10, 2008). This burden was 

incorrect. The correct burden is 3,040 hours. 

1Applicants also request relief with respect to 

future series of the Trust and any other existing or 

future registered open-end management investment 

company or series thereof that: (a) Is advised by the 

Continued 

DUGS60263 Advisor to the Secretary, 

Housing and Urban Development. 

Effective June 9, 2008. 

DUGS60352 Regional Director to the 

Assistant Deputy Secretary for Field 

Policy and Management. Effective 

June 24, 2008. 

DUGS60460 Assistant to the Secretary 

and White House Liaison to the Chief 

of Staff. Effective June 27, 2008. 

DUGS60490 Special Policy Advisor to 

the Chief of Staff. Effective June 27, 

2008. 

Section 213.3394 Department of 

Transportation 

DTGS60117 Special Assistant to the 

Secretary. Effective June 3, 2008. 

Authority: 5 U.S.C. 3301 and 3302; E.O. 

10577, 3 CFR 1954–1958 Comp., p. 218. 

U.S. Office of Personnel Management. 

Howard C. Weizmann, 

Deputy Director. 

[FR Doc. E8–20112 Filed 8–28–08; 8:45 am] 

BILLING CODE 6325–39–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon Written Request, Copies Available 

From: U.S. Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Rule 17Ad–17; OMB Control No. 3235–

0469; SEC File No. 270–412. 

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’’) has submitted to the 

Office of Management and Budget a 

request for extension of the previously 

approved collection of information 

discussed below. 

• Rule 17Ad–17 Transfer Agents’

Obligation to Search for Lost 

Securityholders. 

Rule 17Ad–17 (17 CFR 240.17Ad–17) 

requires approximately 608 registered 

transfer agents to conduct searches 

using third party database vendors to 

attempt to locate lost securityholders. 

The staff estimates that the average 

number of hours necessary for each 

transfer agent to comply with Rule 

17Ad–17 is five hours annually. The 

total burden is approximately 3,040 

hours annually for all transfer agents.1

The cost of compliance for each 

individual transfer agent depends on the 

number of lost accounts for which it is 

responsible. Based on information 

received from transfer agents, we 

estimate that the annual cost industry 

wide is approximately $3.3 million. 

The retention period for the 

recordkeeping requirement under Rule 

17Ad–17 is three years. The 

recordkeeping requirement under Rule 

17Ad–17 is mandatory to assist the 

Commission and other regulatory 

agencies with monitoring transfer agents 

and ensuring compliance with the rule. 

This rule does not involve the collection 

of confidential information. Please note 

that 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. 

Comments should be directed to (i) 

Desk 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 or by 

sending an e-mail to: 

Alexander_T._Hunt@omb.eop.gov; and 

(ii) Lewis W. Walker, Acting Director/ 

Chief Information Officer, Securities 

and Exchange Commission, c/o Shirley 

Martinson, 6432 General Green Way, 

Alexandria, VA 22312 or send an e-mail 

to: PRA_Mailbox@sec.gov. Comments 

must be submitted within 30 days of 

this notice. 

Dated: August 25, 2008. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–20065 Filed 8–28–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

28364; 812–13528] 

Aberdeen Asset Management Inc. and 

Aberdeen Funds; Notice of Application 

August 25, 2008. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of an application under 

section 6(c) of the Investment Company 

Act of 1940 (‘‘Act’’) for an exemption 

from section 15(a) of the Act and rule 

18f–2 under the Act, as well as from 

certain disclosure requirements. 

SUMMARY OF APPLICATION: Applicants 

request an order that would permit them 

to enter into and materially amend 

subadvisory agreements without 

shareholder approval and would grant 

relief from certain disclosure 

requirements. 

APPLICANTS: Aberdeen Asset 

Management Inc. (the ‘‘Adviser’’) and 

Aberdeen Funds (the ‘‘Trust’’). 

FILING DATES: The application was filed 

on May 8, 2008. 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 

applicants with a copy of the request, 

personally or by mail. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on September 19, 2008, 

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 may request 

notification of a hearing by writing to 

the Commission’s Secretary. 

ADDRESSES: Secretary, U.S. Securities 

and Exchange Commission, 100 F 

Street, NE., Washington, DC 20549–

1090. Applicants: Aberdeen Asset 

Management Inc., 1735 Market Street, 

37th Floor, Philadelphia, PA 19103; 

Aberdeen Funds, 5 Tower Bridge, 300 

Barr Harbor Drive, Suite 300, West 

Conshohocken, PA 19428. 

FOR FURTHER INFORMATION CONTACT: 

Emerson S. Davis, Senior Counsel, at 

(202) 551–6868, or Julia Kim Gilmer, 

Branch Chief, at (202) 551–6821 

(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 Room, 

100 F Street, NE., Washington, DC 

20549–1520 (telephone (202) 551–5850). 

Applicants’ Representations: 

1. The Trust, a Delaware statutory 

trust, is registered under the Act as an 

open-end management investment 

company and offers, or will offer, shares 

in 26 series each with separate 

investment objectives, policies and 

restrictions (each a ‘‘Fund’’ and 

collectively, the ‘‘Funds’’).1 The Adviser 

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51028 Federal Register / Vol. 73, No. 169 / Friday, August 29, 2008 / Notices 

Adviser or a person controlling, controlled by, or 

under common control with the Adviser; (b) uses 

the manager of managers structure described in the 

application; and (c) complies with the terms and 

conditions of the application (included in the term 

‘‘Funds’’). The only existing registered open-end 

management investment company that currently 

intends to rely on the requested order is named as 

an applicant. The term ‘‘Adviser’’ includes (a) the 

Adviser, and (b) any entity controlling, controlled 

by, or under common control with the Adviser. If 

the name of any Fund contains the name of a 

Subadviser (as defined below), the name of the 

Adviser will precede the name of the Subadviser. 

is registered as an investment adviser 

under the Investment Advisers Act of 

1940 (‘‘Advisers Act’’) and provides 

investment management services to the 

Funds pursuant to an investment 

management agreement (‘‘Advisory 

Agreement’’) with the Trust. The 

Advisory Agreement has been approved 

by the Trust’s board of trustees (the 

‘‘Board’’), including a majority of the 

trustees who are not ‘‘interested 

persons,’’ as defined in section 2(a)(19) 

of the Act, of the Trust or the Adviser 

(‘‘Independent Trustees’’) and by the 

initial shareholder of each Fund. 

2. Under the terms of the Advisory 

Agreement, the Adviser is authorized to 

manage the investment and 

reinvestment of the assets of each Fund 

and to continuously review, supervise 

and administer the investment program 

of each Fund. The Advisory Agreement 

also authorizes the Adviser, subject to 

Board approval, to enter into investment 

sub-advisory agreements (‘‘Subadvisory 

Agreements’’) with one or more 

subadvisers (‘‘Subadvisers’’). Each 

Subadviser is, and will be, registered as 

an investment adviser under the 

Advisers Act. The Adviser evaluates, 

allocates assets to and oversees the 

Subadvisers and makes 

recommendations about their hiring, 

termination and replacement to the 

Board. Subadvisers recommended to the 

Board by the Adviser have been or will 

be selected and approved by the Board, 

including a majority of the Independent 

Trustees. Each Subadviser has 

discretionary authority to invest the 

assets or a portion of the assets of a 

particular Fund. The Adviser 

compensates each Subadviser out of the 

fees paid to the Adviser under the 

Advisory Agreement. 

3. Applicants request an order to 

permit the Adviser, subject to Board 

approval, to enter into and materially 

amend Subadvisory Agreements 

without obtaining shareholder approval. 

The requested relief will not extend to 

any Subadviser that is an affiliated 

person, as defined in section 2(a)(3) of 

the Act, of the Trust, a Fund or of the 

Adviser, other than by reason of serving 

as a Subadviser to one or more of the 

Funds (‘‘Affiliated Subadviser’’). 

4. Applicants also request an 

exemption from the various disclosure 

provisions described below that may 

require a Fund to disclose fees paid by 

the Adviser to each Subadviser. An 

exemption is requested to permit the 

Trust to disclose for each Fund (as both 

a dollar amount and as a percentage of 

each Fund’s net assets): (a) The 

aggregate fees paid to the Adviser and 

any Affiliated Subadvisers; and (b) the 

aggregate fees paid to Subadvisers other 

than Affiliated Subadvisers 

(collectively, ‘‘Aggregate Fee 

Disclosure’’). For any Fund that 

employs an Affiliated Subadviser, the 

Fund will provide separate disclosure of 

any fees paid to the Affiliated 

Subadviser. 

Applicants’ Legal Analysis: 

1. Section 15(a) of the Act provides, 

in relevant part, that it is unlawful for 

any person to act as an investment 

adviser to a registered investment 

company except under a written 

contract that has been approved by the 

vote of a majority of the company’s 

outstanding voting securities. Rule 

18f–2 under the Act provides that each 

series or class of stock in a series 

company affected by a matter must 

approve such matter if the Act requires 

shareholder approval. 

2. Form N–1A is the registration 

statement used by open-end investment 

companies. Item 14(a)(3) of Form N–1A 

requires disclosure of the method and 

amount of the investment adviser’s 

compensation. 

3. Rule 20a–1 under the Act requires 

proxies solicited with respect to an 

investment company to comply with 

Schedule 14A under the Securities 

Exchange Act of 1934 (‘‘1934 Act’’). 

Items 22(c)(1)(ii), 22(c)(1)(iii), 22(c)(8) 

and 22(c)(9) of Schedule 14A, taken 

together, require a proxy statement for a 

shareholder meeting at which the 

advisory contract will be voted upon to 

include the ‘‘rate of compensation of the 

investment adviser,’’ the ‘‘aggregate 

amount of the investment adviser’s 

fees,’’ a description of the ‘‘terms of the 

contract to be acted upon,’’ and, if a 

change in the advisory fee is proposed, 

the existing and proposed fees and the 

difference between the two fees. Form 

N–SAR is the semi-annual report filed 

with the Commission by registered 

investment companies. Item 48 of Form 

N–SAR requires investment companies 

to disclose the rate schedule for fees 

paid to their investment advisers, 

including the Subadvisers. 

4. Regulation S–X sets forth the 

requirements for financial statements 

required to be included as part of 

investment company registration 

statements and shareholder reports filed 

with the Commission. Sections 

6–07(2)(a), (b), and (c) of Regulation S–

X require that investment companies 

include in their financial statements 

information about investment advisory 

fees. 

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

the Commission may exempt any 

person, security, or transaction or any 

class or classes of persons, securities, or 

transactions from any provisions of the 

Act, or from any rule thereunder, if 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 Act. Applicants 

state that their requested relief meets 

this standard for the reasons discussed 

below. 

6. Applicants assert that the 

shareholders are relying on the 

Adviser’s experience to select one or 

more Subadvisers best suited to achieve 

a Fund’s investment objectives. 

Applicants assert that, from the 

perspective of the investor, the role of 

the Subadvisers is comparable to that of 

the individual portfolio managers 

employed by traditional investment 

company advisory firms. Applicants 

state that requiring shareholder 

approval of each Subadvisory 

Agreement would impose costs and 

unnecessary delays on the Funds, and 

may preclude the Adviser from acting 

promptly in a manner considered 

advisable by the Board. Applicants note 

that the Advisory Agreement and any 

Subadvisory Agreement with an 

Affiliated Subadviser will remain 

subject to section 15(a) of the Act and 

rule 18f–2 under the Act. 

7. Applicants assert that some 

Subadvisers use a ‘‘posted’’ rate 

schedule to set their fees. Applicants 

state that while Subadvisers are willing 

to negotiate fees that are lower than 

those posted on the schedule, they are 

reluctant to do so where the fees are 

disclosed to other prospective and 

existing customers. Applicants submit 

that the requested relief will allow the 

Adviser to negotiate more effectively 

with each Subadviser. 

Applicants’ Conditions: 

Applicants agree that any order 

granting the requested relief will be 

subject to the following conditions: 

1. Before a Fund may rely on the 

order requested in the application, the 

operation of the Fund in the manner 

described in the application will be 

approved by a majority of the Fund’s 

outstanding voting securities, as defined 

in the Act, or, in the case of a Fund 

whose public shareholders purchase 

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Federal Register / Vol. 73, No. 169 / Friday, August 29, 2008 / Notices 51029 

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

2 17 CFR 240.19b–4. 

shares on the basis of a prospectus 

containing the disclosure contemplated 

by condition 2 below, by the sole initial 

shareholder before offering that Fund’s 

shares to the public. 

2. The prospectus for each Fund will 

disclose the existence, substance, and 

effect of any order granted pursuant to 

the application. Each Fund will hold 

itself out to the public as employing the 

management structure described in the 

application. The prospectus will 

prominently disclose that the Adviser 

has ultimate responsibility (subject to 

oversight by the Board) to oversee the 

Subadvisers and recommend their 

hiring, termination, and replacement. 

3. Within 90 days of the hiring of a 

new Subadviser, the affected Fund 

shareholders will be furnished all 

information about the new Subadviser 

that would be included in a proxy 

statement, except as modified to permit 

Aggregate Fee Disclosure. This 

information will include Aggregate Fee 

Disclosure and any change in such 

disclosure caused by the addition of the 

new Subadviser. To meet this 

obligation, the Fund will provide 

shareholders within 90 days of the 

hiring of a new Subadviser with an 

information statement meeting the 

requirements of Regulation 14C, 

Schedule 14C, and Item 22 of Schedule 

14A under the 1934 Act, except as 

modified by the order to permit 

Aggregate Fee Disclosure. 

4. The Adviser will not enter into a 

Subadvisory Agreement with any 

Affiliated Subadviser without that 

agreement, including the compensation 

to be paid thereunder, being approved 

by the shareholders of the applicable 

Fund. 

5. At all times, at least a majority of 

the Board will be Independent Trustees, 

and the nomination of new or additional 

Independent Trustees will be placed 

within the discretion of the thenexisting Independent Trustees. 

6. Independent legal counsel, as 

defined in rule 0–1(a)(6) under the Act, 

will be engaged to represent the 

Independent Trustees. The selection of 

such counsel will be within the 

discretion of the then-existing 

Independent Trustees. 

7. Whenever a Subadviser change is 

proposed for a Fund with an Affiliated 

Subadviser, the Board, including a 

majority of the Independent Trustees, 

will make a separate finding, reflected 

in the applicable Board minutes, that 

such change is in the best interests of 

the Fund and its shareholders, and does 

not involve a conflict of interest from 

which the Adviser or the Affiliated 

Subadviser derives an inappropriate 

advantage. 

8. Whenever a Subadviser is hired or 

terminated, the Adviser will provide the 

Board with information showing the 

expected impact on the profitability of 

the Adviser. 

9. The Adviser will provide general 

management services to each Fund, 

including overall supervisory 

responsibility for the general 

management and investment of the 

Fund’s assets, and, subject to review 

and approval of the Board, will: (a) Set 

each Fund’s overall investment 

strategies; (b) evaluate, select and 

recommend Subadvisers to manage all 

or a part of a Fund’s assets; (c) allocate 

and, when appropriate, reallocate a 

Fund’s assets among one or more 

Subadvisers; (d) monitor and evaluate 

the performance of Subadvisers; and (e) 

implement procedures reasonably 

designed to ensure that the Subadvisers 

comply with the relevant Fund’s 

investment objective, policies and 

restrictions. 

10. The Adviser will provide the 

Board, no less frequently than quarterly, 

with information about the profitability 

of the Adviser on a per-Fund basis. The 

information will reflect the impact on 

profitability of the hiring or termination 

of any Subadviser during the applicable 

quarter. 

11. No trustee or officer of the Trust 

or a Fund, or director or officer of the 

Adviser, will own, directly or indirectly 

(other than through a pooled investment 

vehicle that is not controlled by such 

person), any interest in a Subadviser, 

except for: (a) Ownership of interests in 

the Adviser or any entity that controls, 

is controlled by, or is under common 

control with the Adviser, or (b) 

ownership of less than 1% of the 

outstanding securities of any class of 

equity or debt of any publicly traded 

company that is either a Subadviser or 

an entity that controls, is controlled by, 

or is under common control with a 

Subadviser. 

12. Each Fund will disclose in its 

registration statement the Aggregate Fee 

Disclosure. 

13. The requested order will expire on 

the effective date of rule 15a–5 under 

the Act, if adopted. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–20017 Filed 8–28–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[File No. 500–1] 

In the Matter of Markland 

Technologies, Inc.; Order of 

Suspension of Trading 

August 27, 2008. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Markland 

Technologies, Inc. (‘‘Markland’’) 

because it has not filed any periodic 

reports since the period ended 

September 30, 2005. Markland is quoted 

on the Pink Sheets OTC Markets, Inc. 

under the ticker symbol MRKL. 

The Commission is of the opinion that 

the public interest and the protection of 

investors require a suspension of trading 

in the securities of the above-listed 

company. 

Therefore, it is ordered, pursuant to 

Section 12(k) of the Securities Exchange 

Act of 1934, that trading in the 

securities of the above-listed company is 

suspended for the period from 9:30 a.m. 

EDT on August 27, 2008, through 11:59 

p.m. EDT on September 10, 2008. 

By the Commission. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. E8–20220 Filed 8–27–08; 11:15 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58422; File No. SR–CBOE–

2008–89] 

Self-Regulatory Organizations; 

Chicago Board Options Exchange, 

Incorporated; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend Its Rules 

Related to the Hybrid 3.0 Platform and 

Lead Market-Makers 

August 25, 2008. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on August 

22, 2008, the Chicago Board Options 

Exchange, Incorporated ( ‘‘Exchange’’ or 

‘‘CBOE’’) filed with the Securities and 

Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I and II, 

which Items have been prepared by the 

Exchange. The Exchange filed the 

proposal as a ‘‘non-controversial’’

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