Federal Register / Vol. 73, No. 193 / Friday, October 3, 2008 / Notices 57695 

1PowerShares Capital Management, et al., 

Investment Company Act Release Nos. 28140 (Feb. 

1, 2008) (notice) and 28171 (Feb. 27, 2008) (order). 

2The Initial Funds are the PowerShares Active 

AlphaQ Portfolio, PowerShares Active Alpha MultiCap Portfolio, PowerShares Active Mega-Cap 

Portfolio and PowerShares Active Low Duration 

Portfolio. 

3The Additional Funds consist of the 

PowerShares Active International Equity Portfolio 

which will invest in equity securities of foreign 

issuers, and the PowerShares Active Sovereign Debt 

Portfolio which will invest in foreign government 

debt securities. 

outstanding securities of any class of 

equity or debt of a publicly-traded 

company that is either a Sub-Adviser or 

an entity that controls, is controlled by 

or is under common control with a SubAdviser. 

9. The requested order will expire on 

the effective date of rule 15a-5 under the 

Act, if adopted. 

10. For Sub-Advised Funds that pay 

a Sub-Adviser’s fees directly from Fund 

assets, any changes to a Sub-Advisory 

Agreement that would result in an 

increase in the total management and 

advisory fees payable by a Sub-Advised 

Fund will be required to be approved by 

the shareholders of the Sub-Advised 

Fund. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–23365 Filed 10–2–08; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

28411; 812–13491] 

Invesco PowerShares Capital 

Management LLC, et al.; Notice of 

Application 

September 29, 2008. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of an application to 

amend a prior order under section 6(c) 

of the Investment Company Act of 1940 

(‘‘Act’’) for an exemption from sections 

2(a)(32), 5(a)(1), 22(d) and 22(e) of the 

Act and rule 22c–1 under the Act, and 

under sections 6(c) and 17(b) of the Act 

for an exemption from sections 17(a)(1) 

and (a)(2) of the Act. 

SUMMARY OF APPLICATION: Applicants 

request an order to amend a prior order 

(‘‘Prior Order’’) 1 that permits (a) Openend management investment companies 

whose portfolio securities include 

equity and/or fixed-income securities of 

U.S. issuers to issue shares (‘‘Shares’’) 

that can be redeemed only in large 

aggregations (‘‘Creation Units’’); (b) 

secondary market transactions in Shares 

to occur at negotiated prices; (c) certain 

affiliated persons of the series to deposit 

securities into, and receive securities 

from, the series in connection with the 

purchase and redemption of Creation 

Units; and (d) certain registered 

management investment companies and 

unit investment trusts outside of the 

same group of investment companies as 

the series to acquire Shares. Applicants 

seek to amend the Prior Order in order 

to offer two new series (the ‘‘Additional 

Funds’’) and future series (‘‘Future 

Foreign Funds,’’ together with the 

Additional Funds, the ‘‘Foreign Funds’’) 

investing in foreign equity and fixedincome securities. 

APPLICANTS: Invesco PowerShares 

Capital Management LLC, formerly 

known as PowerShares Capital 

Management LLC (the ‘‘Adviser’’), 

Invesco Aim Distributors, Inc., formerly 

known as AIM Distributors, Inc. (the 

‘‘Distributor’’), and PowerShares 

Actively Managed Exchange-Traded 

Fund Trust (the ‘‘Trust’’). 

FILING DATES: The application was filed 

on February 12, 2008, and amended on 

July 22, 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 October 24, 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, U.S. Securities 

and Exchange Commission, 100 F 

Street, NE., Washington, DC 20549– 

1090; Applicants: Adviser and Trust, 

301 West Roosevelt Road, Wheaton, 

Illinois 60187, and Distributor, 11 

Greenway Plaza, Houston, Texas 77046– 

1173 

FOR FURTHER INFORMATION CONTACT: Jaea 

F. Hahn, Senior Counsel, at (202) 551– 

6870, or Marilyn Mann, 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 Public 

Reference Room, U.S. Securities and 

Exchange Commission, 100 F Street, 

NE., Washington DC 20549–1520 

(telephone (202) 551–5850). 

Applicants’ Representations 

1. The Trust is an open-end 

management investment company 

registered under the Act and organized 

as a Delaware business trust. The Trust 

currently offers four series under the 

Prior Order (the ‘‘Initial Funds,’’ 

together with the Foreign Funds, the 

‘‘Funds’’).2 The Adviser, which is 

registered as an investment adviser 

under the Investment Advisers Act of 

1940 (‘‘Advisers Act’’), or an entity 

controlling, controlled by or under 

common control with the Adviser 

(included in the term ‘‘Adviser’’), will 

serve as investment adviser to each 

Fund. The Adviser may in the future 

retain one or more sub-advisers (‘‘SubAdvisers’’) to manage particular Funds’ 

portfolios. Any Sub-Adviser will be 

registered under the Advisers Act. The 

Distributor, a broker-dealer registered 

under the Securities Exchange Act of 

1934 (‘‘Exchange Act’’), serves as the 

principal underwriter and distributor 

for the Funds. 

2. The Trust is currently permitted to 

offer actively-managed exchange-traded 

funds investing in U.S. equity and fixedincome securities in reliance on the 

Prior Order. Applicants seek to amend 

the Prior Order to permit the Trusts to 

offer Foreign Funds that will invest in 

foreign equity and fixed-income 

securities.3

3. Applicants state that all discussions 

contained in the application for the 

Prior Order are equally applicable to the 

Foreign Funds, except as specifically 

noted by applicants (as summarized in 

this notice). Applicants assert that the 

Foreign Funds will operate in a manner 

identical to the Initial Funds and will 

comply with all of the terms, provisions 

and conditions of the Prior Order, as 

amended by the present application. 

Applicants believe that the requested 

relief meets the necessary exemptive 

standards. 

Applicants’ Legal Analysis 

1. In connection with applicants’ 

request for relief to permit the 

operations of Foreign Funds, applicants 

seek to amend the Prior Order to add 

relief from section 22(e) of the Act. 

Section 22(e) generally prohibits a 

registered investment company from 

mstockstill on PROD1PC66 with NOTICES

57696 Federal Register / Vol. 73, No. 193 / Friday, October 3, 2008 / Notices 

4Rule 15c6–1 under the Exchange Act requires 

that most securities transactions be settled within 

three business days of the trade. Applicants 

acknowledge that no relief obtained from the 

requirements of section 22(e) will affect any 

obligations applicants may have under rule 

15c6–1. 

suspending the right of redemption or 

postponing the date of payment of 

redemption proceeds for more than 

seven days after the tender of a security 

for redemption. Applicants state that the 

settlement of redemptions for the 

Foreign Funds is contingent not only on 

the settlement cycle of the markets in 

the United States, but also on currently 

practicable delivery cycles in local 

markets for the foreign securities held 

by the Foreign Funds. Applicants state 

that local market delivery cycles for 

transferring certain foreign securities to 

investors redeeming Creation Units, 

together with local market holiday 

schedules, will under certain 

circumstances require a delivery process 

in excess of seven calendar days for the 

Foreign Funds. Applicants request relief 

under section 6(c) of the Act from 

section 22(e) in such circumstances to 

allow the Foreign Funds to pay 

redemption proceeds up to 14 calendar 

days after the tender of any Creation 

Unit for redemption. Except as 

disclosed in the Foreign Fund’s 

prospectus or statement of additional 

information (‘‘SAI’’), applicants expect 

that each Foreign Fund will be able to 

deliver redemption proceeds within 

seven days.4 With respect to Future 

Foreign Funds, applicants seek the same 

relief from section 22(e) only to the 

extent that circumstances similar to 

those described in the application exist. 

2. Applicants state that section 22(e) 

was designed to prevent unreasonable, 

undisclosed and unforeseen delays in 

the payment of redemption proceeds. 

Applicants assert that the requested 

relief will not lead to the problems that 

section 22(e) was designed to prevent. 

Applicants state that the SAI for each 

Foreign Fund will disclose those local 

holidays (over the period of at least one 

year following the date of the SAI), if 

any, that are expected to prevent the 

delivery of redemption proceeds in 

seven calendar days, and the maximum 

number of days needed to deliver the 

proceeds for the relevant Foreign Fund. 

Applicants are not seeking relief from 

section 22(e) of the Act with respect to 

Foreign Funds that do not effect 

creations and redemptions of Creation 

Units in-kind. 

Applicants’ Conditions 

Applicants agree that any order 

granting the requested relief will be 

subject to the same conditions as the 

Prior Order. 

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–23346 Filed 10–2–08; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

28419; 812–13458] 

WisdomTree Asset Management, Inc. 

and WisdomTree Trust; Notice of 

Application 

September 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 

(‘‘Act’’) for an exemption from sections 

2(a)(32), 5(a)(1) and 22(d) of the Act and 

rule 22c–1 under the Act, and under 

sections 6(c) and 17(b) of the Act for an 

exemption from section 17(a) of the Act, 

and under section 12(d)(1)(J) for an 

exemption from sections 12(d)(1)(A) and 

(B) of the Act. 

APPLICANTS: WisdomTree Asset 

Management, Inc. (the ‘‘Advisor’’) and 

WisdomTree Trust (the ‘‘Trust’’). 

SUMMARY OF APPLICATION: Applicants 

request an order that permits: (a) Series 

of certain open-end management 

investment companies that utilize active 

management investment strategies to 

issue shares (‘‘Shares’’) redeemable in 

large aggregations only (‘‘Creation 

Units’’); (b) secondary market 

transactions in Shares to occur at 

negotiated market prices; (c) certain 

affiliated persons of the series to deposit 

securities into, and receive securities 

from, the series in connection with the 

purchase and redemption of Creation 

Units; and (d) certain registered 

management investment companies and 

unit investment trusts outside of the 

same group of investment companies as 

the series to acquire Shares. 

FILING DATES: The application was filed 

on December 5, 2007 and amended on 

April 15, 2008 and September 26, 2008. 

HEARING OR NOTIFICATION OF HEARING: An 

order granting the requested relief 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 October 24, 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, U.S. Securities 

and Exchange Commission, 100 F 

Street, NE., Washington, DC 20549– 

1090. Applicants, 380 Madison Avenue, 

21st Floor, New York, New York 10017. 

FOR FURTHER INFORMATION CONTACT: 

Laura J. Riegel, Senior Counsel at (202) 

551–6873, or Marilyn Mann, 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 (tel. 202–551–5850). 

Applicants’ Representations 

1. The Trust is an open-end 

management investment company 

registered under the Act and organized 

as a Delaware statutory trust. The Trust 

will offer four new series: WisdomTree 

U.S. Equity Fund, WisdomTree 

International Equity Fund, WisdomTree 

Domestic Total Return Bond Fund, and 

WisdomTree International Total Return 

Bond (collectively, the ‘‘New Funds’’). 

The New Funds may invest in equity 

securities or fixed income securities 

traded in the U.S. or non-U.S. markets. 

Applicants request that the order apply 

to any future series of the Trust or of 

other open-end management companies 

that also may invest in equity securities 

or fixed-income securities traded in the 

U.S. or non-U.S. markets (‘‘Future 

Funds’’). Any Future Fund will be (a) 

advised by the Advisor or an entity 

controlling, controlled by, or under 

common control with the Advisor, and 

(b) comply with the terms and 

conditions of the order. The New Funds 

and Future Funds together are the 

‘‘Funds.’’ Each Fund will operate as an 

actively-managed exchange-traded fund 

(‘‘ETF’’). 

2. The Advisor, a Delaware 

corporation, is registered as an 

investment adviser under the 

Investment Advisers Act of 1940 

(‘‘Advisers Act’’) and serves as 

investment adviser to each Fund. The 

Advisor and the Trust may retain one or 

mstockstill on PROD1PC66 with NOTICES