Federal Register / Vol. 73, No. 173 / Friday, September 5, 2008 / Notices 51863 

1 17 CFR 275.203A–2(f). Included in rule 203A–

2(f) is a limited exception to the interactive Web 

site requirement which allows these advisers to 

provide investment advice to no more than 14 

clients through other means on an annual basis. 17 

CFR 275.203A–2(f)(1)(i). The rule also precludes 

advisers in a control relationship with the SECregistered Internet adviser from registering with the 

Commission under the common control exemption 

provided by rule 203A–2(c) (17 CFR 275.203A–

2(c)). 17 CFR 275.203A–2(f)(1)(iii). 

2 15 U.S.C. 80b–3a(a). 

3The five-year record retention period is the same 

recordkeeping retention period for all advisers 

imposed under rule 204–2 of the Adviser Act. See 

rule 204–2 (17 CFR 275.204–2). 

4 17 CFR 275.203A–2(f)(1)(ii). 5 15 U.S.C. 80b–10(b). 

1Applicants request that any order issued 

granting the relief requested in the application also 

apply to any closed-end investment company that 

in the future: (a) is advised by the Adviser 

(including any successor in interest) or by any 

entity controlling, controlled by, or under common 

control (within the meaning of section 2(a)(9) of the 

Act) with the Adviser; and (b) complies with the 

terms and conditions of the requested order. A 

successor in interest is limited to entities that result 

from a reorganization into another jurisdiction or a 

change in the type of business organization. 

Education and Advocacy, 

Washington, DC 20549–0213. 

Revision and Extension: 

Rule 203A–2, SEC File No. 270–501, OMB 

Control No. 3235–0559. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.) (‘‘PRA’’) 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 203A–2(f),1 which is entitled 

‘‘Internet Investment Advisers,’’

exempts from the prohibition on 

Commission registration an Internet 

investment adviser who provides 

investment advice to all of its clients 

exclusively through computer softwarebased models or applications termed 

under the rule as ‘‘interactive Web 

sites.’’ These advisers generally would 

not meet the statutory thresholds set out 

in section 203A of the Advisers Act 2—

they do not manage $25 million or more 

in assets and do not advise registered 

investment companies. Eligibility under 

rule 203A–2(f) is conditioned on an 

adviser maintaining in an easily 

accessible place, for a period of not less 

than five years from the filing of Form 

ADV relying on the rule,3 a record 

demonstrating that the adviser’s 

advisory business has been conducted 

through an interactive Web site in 

accordance with the rule.4

This record maintenance requirement 

is a ‘‘collection of information’’ for PRA 

purposes. The Commission believes that 

approximately 39 advisers are registered 

with the Commission under rule 203A–

2(f), which involves a recordkeeping 

requirement manifesting in 

approximately four burden hours per 

year per adviser and results in an 

estimated 156 total burden hours (4 × 

39) for all advisers. 

This collection of information is 

mandatory, as it is used by Commission 

staff in its examination and oversight 

program in order to determine 

continued Commission registration 

eligibility of advisers registered under 

this rule. Responses generally are kept 

confidential pursuant to section 210(b) 

of the Advisers Act.5 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. 

Please direct general comments 

regarding the above information to the 

following persons: (i) Desk Officer for 

the Securities and Exchange 

Commission, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503 

or 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 email to: PRA_Mailbox@sec.gov. 

Comments must be submitted to OMB 

within 30 days of this notice. 

Dated: August 27, 2008. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–20618 Filed 9–4–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

28372; 812–13357–01] 

John Hancock Income Securities 

Trust, et al.; Notice of Application 

August 29, 2008. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of application under 

section 6(c) of the Investment Company 

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

from section 19(b) of the Act and rule 

19b-1 under the Act. 

SUMMARY OF APPLICATION: Applicants 

request an order to permit certain 

closed-end investment companies to 

make periodic distributions of long-term 

capital gains with respect to their 

outstanding common stock as frequently 

as twelve times each year, and as 

frequently as distributions are specified 

by or in accordance with the terms of 

any outstanding preferred stock that 

such investment companies may issue. 

APPLICANTS: John Hancock Income 

Securities Trust, John Hancock Investors 

Trust, John Hancock Patriot Premium 

Dividend Fund II, John Hancock 

Preferred Income Fund, John Hancock 

Preferred Income Fund II, John Hancock 

Preferred Income Fund III, John 

Hancock Tax-Advantaged Dividend 

Income Fund, John Hancock TaxAdvantaged Global Shareholder Yield 

Fund (the ‘‘Funds’’) and John Hancock 

Advisers, LLC (the ‘‘Adviser’’). 

Filing Dates: January 18, 2007, March 

5, 2007, June 1, 2007, October 30, 2007 

and July 18, 2008. 

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 23, 2008, 

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 

Commission’s Secretary. 

ADDRESSES: Secretary, Securities and 

Exchange Commission, 100 F Street, 

NE., Washington, DC 20549–1090; 

applicants, 601 Congress Street, Boston, 

MA 02210–2805. 

FOR FURTHER INFORMATION CONTACT: 

Wendy Friedlander, Senior Counsel, at 

(202) 551–6837, or James M. Curtis, 

Branch Chief, at (202) 551–6825 

(Division of Investment Management, 

Office of Chief Counsel). 

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. Each Fund is a registered closedend management investment company 

organized as a Massachusetts business 

trust.1 The Funds are authorized to 

issue common stock and preferred 

stock. Applicants believe that the 

investors in the common stock of the 

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51864 Federal Register / Vol. 73, No. 173 / Friday, September 5, 2008 / Notices 

Funds may prefer an investment vehicle 

that provides a steady cash flow by 

making regular or monthly 

distributions. In May or June 2008, each 

Fund that had issued preferred stock 

redeemed all outstanding preferred 

stock. In the future, however, the Funds 

may issue preferred stock again. 

2. The Adviser is registered under the 

Investment Advisers Act of 1940 and is 

responsible for the overall management 

of the Funds. The Adviser is a whollyowned subsidiary of John Hancock 

Financial Services, Inc., a subsidiary of 

Manulife Financial Corporation. 

3. Applicants represent that prior to 

relying on the requested order, the 

Board of Trustees (the ‘‘Board’’) of each 

Fund, including a majority of the 

members of each of the Boards who are 

not ‘‘interested persons’’ of each Fund 

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

(the ‘‘Independent Trustees’’), shall 

have requested and considered, and the 

Adviser shall have provided, 

information regarding the purpose and 

terms of a proposed distribution policy, 

the likely effects of such policy on the 

respective Fund’s long-term total return 

(in relation to market price and net asset 

value (‘‘NAV’’) per common share) and 

the relationship between the Fund’s 

distribution rate on its common shares 

under the policy and the Fund’s total 

return on NAV per share. Applicants 

state that the Independent Trustees of 

each Fund shall also consider what 

conflicts of interest the Adviser and the 

affiliated persons of the Adviser and 

each Fund might have with respect to 

the adoption or implementation of such 

policy. Applicants further state that 

after considering such information the 

Board, including the Independent 

Trustees, of each Fund shall approve a 

distribution policy and related plan 

with respect to each Fund’s common 

shares (a ‘‘Plan’’) and shall determine 

that such policy and Plan are consistent 

with the relevant Fund’s investment 

objectives and in the best interests of 

such Fund’s common stockholders. 

4. Applicants state that the purpose of 

each proposed Plan would be to permit 

the relevant Fund to distribute to its 

respective common stockholders, over 

the course of each year, through 

periodic distributions as nearly equal as 

practicable and any required special 

distributions, an amount closely 

approximating the total taxable income 

of the Fund during such year and, if so 

determined by its Board, all or a portion 

of the returns of capital paid by 

portfolio companies to the Fund during 

such year. Applicants represent that 

each Fund would distribute to its 

respective common stockholders a fixed 

monthly percentage or amount under its 

proposed Plan, which percentage or 

amount may be adjusted from time to 

time. Applicants state that the minimum 

annual distribution rate with respect to 

a Fund’s common shares under each 

Plan would be independent of the 

Fund’s performance during any 

particular period but would be expected 

to correlate with the Fund’s 

performance over time. Applicants 

explain that each distribution on the 

common stock would be at the stated 

rate then in effect, except for 

extraordinary distributions and 

potential increases or decreases in the 

final distribution periods in light of the 

Fund’s performance for the entire 

calendar year and to enable the Fund to 

comply with the distribution 

requirements of subchapter M of the 

Internal Revenue Code of 1986 (the 

‘‘Code’’) for the calendar year. 

Applicants expect that over time the 

NAV distribution rate with respect to a 

Fund’s common shares will 

approximately equal that Fund’s total 

return on NAV. 

5. Applicants represent that, prior to 

the implementation of a Plan, the Board 

of each Fund shall adopt policies and 

procedures under rule 38a–1 under the 

Act that are reasonably designed to 

ensure that all notices sent to 

stockholders with distributions under 

the Plan (‘‘Notices’’) comply with 

condition II below, and that all other 

written communications by a Fund or 

its agents regarding distributions under 

the Plan include the disclosure required 

by condition III below. Applicants state 

that the Board of each Fund also will 

adopt policies and procedures that 

require the Fund to keep records that 

demonstrate the Fund’s compliance 

with all of the conditions of the 

requested order and that are necessary 

for each Fund to form the basis for, or 

demonstrate the calculation of, the 

amounts disclosed in its Notices. 

Applicants’ Legal Analysis 

1. Section 19(b) generally makes it 

unlawful for any registered investment 

company to make long-term capital 

gains distributions more than once each 

year. Rule 19b–1 limits the number of 

capital gains dividends, as defined in 

section 852(b)(3)(C) of the Code 

(‘‘distributions’’), that a fund may make 

with respect to any one taxable year to 

one, plus a supplemental ‘‘clean up’’

distribution made pursuant to section 

855 of the Code not exceeding 10% of 

the total amount distributed for the year, 

plus one additional capital gain 

dividend made in whole or in part to 

avoid the excise tax under section 4982 

of the Code. 

2. Section 6(c) provides that the 

Commission may, by order upon 

application, conditionally or 

unconditionally exempt any person, 

security, or transaction, or any class or 

classes of persons, securities or 

transactions, from any provision of the 

Act, if and to the extent that the 

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. 

3. Applicants state that the one of the 

concerns underlying section 19(b) and 

rule 19b–1 is that stockholders might be 

unable to differentiate between regular 

distributions of capital gains and 

distributions of investment income. 

Applicants state, however, that rule 

19a–1 effectively addresses this concern 

by requiring that a separate statement 

showing the sources of a distribution 

(e.g., estimated net income, net shortterm capital gains, net long-term capital 

gains and/or return of capital) 

accompany any distributions (or the 

confirmation of the reinvestment of 

distributions) estimated to be sourced in 

part from capital gains or capital. 

Applicants state that the same 

information also is included annual 

reports to stockholders and on its IRS 

Form 1099–DIV, which is sent to each 

common and preferred stockholder who 

received distributions during the year. 

4. Applicants further state that each 

Fund will make the additional 

disclosures required by the conditions 

set forth below, and each of them will 

adopt compliance policies and 

procedures in accordance with rule 

38a–1 to ensure that all required Notices 

and disclosures are sent to stockholders. 

Applicants argue that by providing the 

information required by section 19(a) 

and rule 19a–1, and by complying with 

the procedures that will be adopted 

under each Plan and the conditions 

listed below, each Fund will ensure that 

each Fund’s stockholders are provided 

sufficient information to understand 

that their periodic distributions are not 

tied to the Fund’s net investment 

income (which for this purpose is the 

Fund’s taxable income other than from 

capital gains) and realized capital gains 

to date, and may not represent yield or 

investment return. Applicants also state 

that compliance with each Fund’s 

compliance procedures and condition 

III set forth below will ensure that 

prospective stockholders and third 

parties are provided with the same 

information. Accordingly, applicants 

assert that continuing to subject the 

Funds to section 19(b) and rule 19b–1 

would afford stockholders no extra 

protection. 

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Federal Register / Vol. 73, No. 173 / Friday, September 5, 2008 / Notices 51865 

2Returns of capital as used in the application 

means return of capital for financial accounting 

purposes and not for tax accounting purposes. 

3Applicants state that a future fund that relies on 

the requested order will satisfy each of the 

representations in the appilcation except that such 

representations will be made in respect of actions 

by the board of directors of such future fund and 

will be made at a future time. 

5. Applicants note that section 19(b) 

and rule 19b–1 also were intended to 

prevent certain improper sales practices 

including, in particular, the practice of 

urging an investor to purchase stock of 

a fund on the basis of an upcoming 

capital gains dividend (‘‘selling the 

dividend’’), where the dividend would 

result in an immediate corresponding 

reduction in NAV and would be in 

effect a taxable return of the investor’s 

capital. Applicants assert that the 

‘‘selling the dividend’’ concern should 

not apply to closed-end investment 

companies, which do not continuously 

distribute shares. According to 

applicants, if the underlying concern 

extends to secondary market purchases 

of stock of closed-end funds that are 

subject to a large upcoming capital gains 

distribution, adoption of a Plan actually 

helps minimize the concern by 

avoiding, through periodic 

distributions, any buildup of large endof-the-year distributions. 

6. Applicants also note that common 

stock of closed-end funds that invest 

primarily in equity securities often 

trades in the marketplace at a discount 

to the fund’s NAV. Applicants believe 

that this discount may be reduced for 

closed-end funds that pay relatively 

frequent dividends on their common 

stock at a consistent rate, whether or not 

those dividends contain an element of 

long-term capital gain. 

7. Applicants assert that the 

application of rule 19b–1 to a Plan 

actually could have an undesirable 

influence on portfolio management 

decisions. Applicants state that, in the 

absence of an exemption from rule 19b–

1, the implementation of a Plan imposes 

pressure on management (i) not to 

realize any net long-term capital gains 

until the point in the year that the fund 

can pay all of its remaining distributions 

in accordance with rule 19b–1, and (ii) 

not to realize any long-term capital 

gains during any particular year in 

excess of the amount of the aggregate 

pay-out for the year (since as a practical 

matter excess gains must be distributed 

and accordingly would not be available 

to satisfy pay-out requirements in 

following years), notwithstanding that 

purely investment considerations might 

favor realization of long-term gains at 

different times or in different amounts. 

Applicants thus assert that the 

limitation on the number of capital 

gains distributions that a fund may 

make with respect to any one year 

imposed by rule 19b–1, may prevent the 

efficient operation of a Plan whenever 

that fund’s realized net long-term 

capital gains in any year exceed the total 

of the periodic distributions that may 

include such capital gains under the 

rule. 

8. In addition, Applicants assert that 

rule 19b–1 may cause fixed regular 

periodic distributions under a Plan to be 

funded with returns of capital 2 (to the 

extent net investment income and 

realized short-term capital gains are 

insufficient to fund the distribution), 

even though realized net long-term 

capital gains otherwise could be 

available. To distribute all of a fund’s 

long-term capital gains within the limits 

in rule 19b–1, a fund may be required 

to make total distributions in excess of 

the annual amount called for by its Plan, 

or to retain and pay taxes on the excess 

amount. Applicants thus assert that the 

requested order would minimize these 

effects of rule 19b–1 by enabling the 

Funds to realize long-term capital gains 

as often as investment considerations 

dictate without fear of violating rule 

19b–1. 

9. Applicants state that Revenue 

Ruling 89–81 under the Code requires 

that a fund that has both common stock 

and preferred stock outstanding 

designate the types of income, e.g., 

investment income and capital gains, in 

the same proportion as the total 

distributions distributed to each class 

for the tax year. To satisfy the 

proportionate designation requirements 

of Revenue Ruling 89–81, whenever a 

fund has realized a long-term capital 

gain with respect to a given tax year, the 

fund must designate the required 

proportionate share of such capital gain 

to be included in common and preferred 

stock dividends. Applicants state that 

although rule 19b–1 allows a fund some 

flexibility with respect to the frequency 

of capital gains distributions, a fund 

might use all of the exceptions available 

under the rule for a tax year and still 

need to distribute additional capital 

gains allocated to the preferred stock to 

comply with Revenue Ruling 89–81. 

10. Applicants assert that the 

potential abuses addressed by section 

19(b) and rule 19b–1 do not arise with 

respect to preferred stock issued by a 

closed-end fund. Applicants assert that 

such distributions are fixed or 

determined in periodic auctions by 

reference to short-term interest rates 

rather than by reference to performance 

of the issuer and Revenue Ruling 89–81 

determines the proportion of such 

distributions that are comprised of the 

long-term capital gains. 

11. Applicants also submit that the 

‘‘selling the dividend’’ concern is not 

applicable to preferred stock, which 

entitles a holder to no more than a 

periodic dividend at a fixed rate or the 

rate determined by the market, and, like 

a debt security, is priced based upon its 

liquidation value, credit quality, and 

frequency of payment. Applicants state 

that investors buy preferred shares for 

the purpose of receiving payments at the 

frequency bargained for, and do not 

expect the liquidation value of their 

shares to change. 

12. Applicants request an order under 

section 6(c) granting an exemption from 

the provisions of section 19(b) and rule 

19b–1 to permit each Fund’s common 

stock to distribute periodic capital gains 

dividends (as defined in section 

852(b)(3)(C) of the Code) as often as 

monthly in any one taxable year in 

respect of its common stock and as often 

as specified by or determined in 

accordance with the terms thereof in 

respect of its preferred stock.3

Applicants’ Conditions 

Applicants agree that, with respect to 

each Fund seeking to rely on the order, 

the order will be subject to the following 

conditions: 

I. Compliance Review and Reporting. 

The Fund’s chief compliance officer 

will: (a) Report to the fund Board, no 

less frequently than once every three 

months or at the next regularly 

scheduled quarterly board meeting, 

whether (i) the Fund and the Adviser 

have complied with the conditions to 

the requested order, and (ii) a Material 

Compliance Matter, as defined in rule 

38a–1(e)(2), has occurred with respect to 

compliance with such conditions; and 

(b) review the adequacy of the policies 

and procedures adopted by the Fund no 

less frequently than annually. 

II. Disclosures To Fund Stockholders 

A. Each Notice to the holders of a 

Fund’s common stock, in addition to the 

information required by section 19(a) 

and rule 19a–1: 

1. Will provide, in a tabular or 

graphical format: 

(a) The amount of the distribution, on 

a per common share basis, together with 

the amounts of such distribution 

amount, on a per common share basis 

and as a percentage of such distribution 

amount, from estimated: (A) Net 

investment income; (B) net realized 

short-term capital gains; (C) net realized 

long-term capital gains; and (D) return 

of capital or other capital source; 

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51866 Federal Register / Vol. 73, No. 173 / Friday, September 5, 2008 / Notices 

(b) the fiscal year-to-date cumulative 

amount of distributions, on a per 

common share basis, together with the 

amounts of such cumulative amount, on 

a per common share basis and as a 

percentage of such cumulative amount 

of distributions, from estimated: (A) Net 

investment income; (B) net realized 

short-term capital gains; (C) net realized 

long-term capital gains; and (D) return 

of capital or other capital source; 

(c) the average annual total return in 

relation to the change in NAV for the 5- 

year period (or, if the Fund’s history of 

operations is less than five years, the 

time period commencing immediately 

following the Fund’s first public 

offering) ending on the last day of the 

month prior to the most recent 

distribution declaration date compared 

to the current fiscal period’s annualized 

distribution rate expressed as a 

percentage of NAV as of the last day of 

the month prior to the most recent 

distribution declaration date; and 

(d) the cumulative total return in 

relation to the change in NAV from the 

last completed fiscal year to the last day 

of the month prior to the most recent 

distribution declaration date compared 

to the fiscal year-to-date cumulative 

distribution rate expressed as a 

percentage of NAV as of the last day of 

the month prior to the most recent 

distribution declaration date. 

Such disclosure shall be made in a 

type size at least as large and as 

prominent as the estimate of the sources 

of the current distribution; and 

2. will include the following 

disclosure: 

(a) ‘‘You should not draw any 

conclusions about the Fund’s 

investment performance from the 

amount of this distribution or from the 

terms of the fund’s Plan’’; 

(b) ‘‘The Fund estimates that it has 

distributed more than its income and 

net realized capital gains; therefore, a 

portion of your distribution may be a 

return of capital. A return of capital may 

occur for example, when some or all of 

the money that you invested in the 

Fund is paid back to you. A return of 

capital distribution does not necessarily 

reflect the Fund’s investment 

performance and should not be 

confused with ‘yield’ or ‘income’ ’’; and 

(c) ‘‘The amounts and sources of 

distributions reported in this Notice are 

only estimates and are not being 

provided for tax reporting purposes. The 

actual amounts and sources of the 

amounts for [accounting and] tax 

reporting purposes will depend upon 

the Fund’s investment experience 

during the remainder of its fiscal year 

and may be subject to changes based on 

tax regulations. The Fund will send you 

a Form 1099–DIV for the calendar year 

that will tell you how to report these 

distributions for federal income tax 

purposes.’’

Such disclosure shall be made in a 

type size at least as large as and as 

prominent as any other information in 

the Notice and placed on the same page 

in close proximity to the amount and 

the sources of the distribution. 

B. On the inside front cover of each 

report to stockholders under rule 30e–

1 under the Act, the Fund will: 

1. Describe the terms of the Plan 

(including the fixed amount or fixed 

percentage of the distributions and the 

frequency of the distributions); 

2. include the disclosure required by 

condition II.A.2.a above; 

3. state, if applicable, that the Plan 

provides that the Board may amend or 

terminate the Plan at any time without 

prior notice to Fund stockholders; and 

4. describe any reasonably foreseeable 

circumstances that might cause the 

Fund to terminate the Plan and any 

reasonably foreseeable consequences of 

such termination. 

C. Each report provided to 

stockholders under rule 30e–1 and each 

prospectus filed with the Commission 

on Form N–2 under the Act, will 

provide the Fund’s total return in 

relation to changes in NAV in the 

financial highlights table and in any 

discussion about the Fund’s total return. 

III. Disclosure to Stockholders, 

Prospective Stockholders and Third 

Parties: 

A. Each Fund will include the 

information contained in the relevant 

Notice, including the disclosure 

required by condition II.A.2 above, in 

any written communication (other than 

a Form 1099) about the Plan or 

distributions under the Plan by the 

Fund, or agents that the Fund has 

authorized to make such 

communication on the Fund’s behalf, to 

any Fund common stockholder, 

prospective common stockholder or 

third-party information provider; 

B. Each Fund will issue, 

contemporaneously with the issuance of 

any Notice, a press release containing 

the information in the Notice and will 

file with the Commission the 

information contained in such Notice, 

including the disclosure required by 

condition II.A.2 above, as an exhibit to 

its next filed Form N–CSR; and 

C. Each Fund will post prominently a 

statement on its (or its adviser’s) Web 

site containing the information in each 

Notice, including the disclosure 

required by condition II.A.2 above, and 

will maintain such information on such 

Web site for at least 24 months. 

IV. Delivery of 19(a) Notices to 

Beneficial Owners: If a broker, dealer, 

bank or other person (‘‘financial 

intermediary’’) holds common stock 

issued by a Fund in nominee name, or 

otherwise, on behalf of a beneficial 

owner, the Fund: (a) Will request that 

the financial intermediary, or its agent, 

forward the Notice to all beneficial 

owners of the Fund’s shares held 

through such financial intermediary; (b) 

will provide, in a timely manner, to the 

financial intermediary, or its agent, 

enough copies of the Notice assembled 

in the form and at the place that the 

financial intermediary, or its agent, 

reasonably requests to facilitate the 

financial intermediary’s sending of the 

Notice to each beneficial owner of the 

Fund’s common stock; and (c) upon the 

request of any financial intermediary, or 

its agent, that receives copies of the 

Notice, will pay the financial 

intermediary, or its agent, the 

reasonable expenses of sending the 

Notice to such beneficial owners. 

V. Additional Board Determinations 

for Funds Whose Stock Trades at a 

Premium: If: 

A. a Fund’s common stock has traded 

on the exchange that it primarily trades 

on at the time in question at an average 

premium to NAV equal to or greater 

than 10%, as determined on the basis of 

the average of the discount or premium 

to NAV of the Fund’s common stock as 

of the close of each trading day over a 

12-week rolling period (each such 12- 

week rolling period ending on the last 

trading day of each week); and 

B. the Fund’s annualized distribution 

rate for such 12-week rolling period, 

expressed as a percentage of NAV as of 

the ending date of such 12-week rolling 

period, is greater than the Fund’s 

average annual total return in relation to 

the change in NAV over the 2-year 

period ending on the last day of such 

12-week rolling period; then: 

1. At the earlier of the next regularly 

scheduled meeting or within four 

months of the last day of such 12-week 

rolling period, the Board including a 

majority of the Independent Trustees: 

(a) Will request and evaluate, and the 

Adviser will furnish, such information 

as may be reasonably necessary to make 

an informed determination of whether 

the Plan should be continued or 

continued after amendment; 

(b) will determine whether 

continuation, or continuation after 

amendment, of the Plan is consistent 

with the Fund’s investment objective(s) 

and policies and in the best interests of 

the Fund and its stockholders, after 

considering the information in 

condition V.B.1.a above; including, 

without limitation: 

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Federal Register / Vol. 73, No. 173 / Friday, September 5, 2008 / Notices 51867 

4 If the fund has been in operation fewer than two 

years, the measured period will be immediately 

following the fund’s first public offering. 

5 If the fund has been in operation fewer than five 

years, the measured period will be immediately 

following the fund’s first public offering. 

(1) Whether the Plan is accomplishing 

its purpose(s); 

(2) the reasonably foreseeable effects 

of the Plan on the Fund’s long-term total 

return in relation to the market price 

and NAV of the Fund’s common stock; 

and 

(3) the Fund’s current distribution 

rate, as described in condition V.B 

above, compared to the Fund’s average 

annual total return over the 2-year 

period, as described in condition V.B, or 

such longer period as the Board deems 

appropriate; and 

(c) based upon that determination, 

will approve or disapprove the 

continuation, or continuation after 

amendment, of the Plan; and 

2. The Board will record the 

information considered by it and the 

basis for its approval or disapproval of 

the continuation, or continuation after 

amendment, of the Plan in its meeting 

minutes, which must be made and 

preserved for a period of not less than 

six years from the date of such meeting, 

the first two years in an easily accessible 

place. 

VI. Public Offerings: The Fund will 

not make a public offering of the Fund’s 

common stock other than: 

A. A rights offering below net asset 

value to holders of the Fund’s common 

stock; 

B. an offering in connection with a 

dividend reinvestment plan, merger, 

consolidation, acquisition, spin-off or 

reorganization of the Fund; or 

C. an offering other than an offering 

described in conditions VI.A and VI.B 

above, unless, with respect to such other 

offering: 

1. the Fund’s average annual 

distribution rate for the six months 

ending on the last day of the month 

ended immediately prior to the most 

recent distribution declaration date,4

expressed as a percentage of NAV per 

share as of such date, is no more than 

1 percentage point greater than the 

Fund’s average annual total return for 

the 5-year period ending on such date; 5

and 

2. the transmittal letter accompanying 

any registration statement filed with the 

Commission in connection with such 

offering discloses that the Fund has 

received an order under section 19(b) to 

permit it to make periodic distributions 

of long-term capital gains with respect 

to its common stock as frequently as 

twelve times each year, and as 

frequently as distributions are specified 

in accordance with the terms of any 

outstanding preferred stock that such 

Fund may issue. 

VII. Amendments to Rule 19b–1: The 

requested relief will expire on the 

effective date of any amendment to rule 

19b–1 that provides relief permitting 

certain closed-end investment 

companies to make periodic 

distributions of long-term capital gains 

with respect to their outstanding 

common stock as frequently as twelve 

times each year. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–20614 Filed 9–4–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

28370; 812–13381] 

PIMCO Municipal Income Fund, et al.; 

Notice of Application 

August 29, 2008. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of an application for an 

order under section 6(c) of the 

Investment Company Act of 1940 (the 

‘‘Act’’) for an exemption from section 

19(b) of the Act and rule 19b–1 under 

the Act. 

SUMMARY OF THE APPLICATION: 

Applicants request an order to permit 

certain registered closed-end 

management investment companies to 

make a greater number of capital gains 

distributions to holders of shares of 

their auction market preferred stock 

than is permitted by section 19(b) of the 

Act and rule 19b–1 under the Act to the 

extent necessary to comply with 

Internal Revenue Ruling 89–81, 1989–1 

C.B. 226 (‘‘Revenue Ruling 89–81’’) 

under the Internal Revenue Code of 

1986 (the ‘‘Code’’). 

APPLICANTS: PIMCO Municipal Income 

Fund, PIMCO Municipal Income Fund 

II, PIMCO Municipal Income Fund III, 

PIMCO California Municipal Income 

Fund, PIMCO California Municipal 

Income Fund II, PIMCO California 

Municipal Income Fund III, PIMCO 

New York Municipal Income Fund, 

PIMCO New York Municipal Income 

Fund II, PIMCO New York Municipal 

Income Fund III, PIMCO Municipal 

Advantage Fund Inc., PIMCO Corporate 

Income Fund, PIMCO Corporate 

Opportunity Fund, PIMCO High Income 

Fund, Nicholas-Applegate Convertible & 

Income Fund, Nicholas-Applegate 

Convertible & Income Fund II, PIMCO 

Floating Rate Income Fund, PIMCO 

Floating Rate Strategy Fund 

(collectively, the ‘‘Current Funds’’), and 

Allianz Global Investors Fund 

Management LLC (‘‘AGIFM’’). 

FILING DATES: The application was filed 

on May 2, 2007 and amended on 

January 10, 2008 and August 29, 2008. 

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 the 

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 26, 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 who wish to be 

notified of a hearing may request 

notification by writing to the 

Commission’s Secretary. 

ADDRESSES: Secretary, U.S. Securities 

and Exchange Commission, 100 F 

Street, NE., Washington, DC 20549–

1090; Applicants, c/o AGIFM, 49th 

Floor, 1345 Avenue of the Americas, 

New York, NY 10105. 

FOR FURTHER INFORMATION CONTACT: 

Laura J. Riegel, Senior Counsel, at (202) 

551–6873 (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 from the 

Commission’s Public Reference Room, 

100 F Street, NE., Washington, DC 

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

Applicants’ Representations 

1. Each of the Current Funds is 

organized as a Massachusetts business 

trust or Maryland corporation. Each of 

the Current Funds is registered under 

the Act as a closed-end management 

investment company. AGIFM, an 

investment adviser registered under the 

Investment Advisers Act of 1940, serves 

as the investment adviser to each 

Current Fund. Each Current Fund has 

outstanding one class of common stock 

that trades on the New York Stock 

Exchange. Each Current Fund also has 

outstanding one or more series of 

preferred stock that pays out 

distributions at a rate generally set at 

periodic auctions (‘‘Auction Market 

mstockstill on PROD1PC66 with NOTICES