10926 Federal Register / Vol. 66, No. 34 / Tuesday, February 20, 2001 / Notices

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

2 17 CFR 240.19b-4.

Coinvestor is a direct or indirect wholly

owned subsidiary, or to a direct or

indirect wholly owned subsidiary of its

parent; (b) to immediate family

members of such Coinvestor or a trust

or other investment vehicle established

for any such family member; (c) when

the investment is comprised of

securities that are listed on any

exchange registered as a national

securities exchange under section 6 of

the 1934 Act; or (d) when the

investment is comprised of securities

that are national market system

securities pursuant to section 11A(a)(2)

of the 1934 Act and rule 11Aa2–1 under

the 1934 Act.

5. The Company will send to each

Member who had an interest in the

Company at any time during the fiscal

year then ended, Company financial

statements audited by independent

accountants. At the end of each fiscal

year, the Manager will make a valuation

or have a valuation made of all of the

assets of the Company as of such fiscal

year end in a manner consistent with

customary practice with respect to the

valuation of assets of the kind held by

the Company. In addition, within 90

days after the end of each fiscal year of

the Company or as soon as practicable

thereafter, the Manager will send a

report to each person who was a

Member at any time during the fiscal

year then ended, setting forth such tax

information as shall be necessary for the

preparation by the Member of his or its

federal and state income tax returns and

a report of the investment activities of

the Company during such year.

6. The Company will maintain and

preserve, for the life of the Company

and at least two years thereafter, such

accounts, books, and other documents

as constitute the record forming the

basis for the financial statements and

annual reports of the Company to be

provided to the Members, and agree that

all such records will be subject to

examination by the Commission and its

staff. All such records will be

maintained in an easily accessible place

for at least the first two years.

For the Commission, by the Division of

Investment Management, under delegated

authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–4115 Filed 2–16–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–43915; File No. SR–NASD–

00–82]

Self-Regulatory Organizations; Notice

of Filing of Proposed Rule Change by

the National Association of Securities

Dealers, Inc. Relating to the

Assessment of Fees for Unit

Investment Trusts Included in

Nasdaq’s Mutual Fund Quotation

Service

February 1, 2001.

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

Securities Exchange Act of 1934

(‘‘Act’’),1 and Rule 19b–4

thereunder,2notice is hereby given that

on December 26, 2000, the National

Association Securities Dealers, Inc.

(‘‘NASD’’ or ‘‘Association’’), through its

subsidiary, the Nasdaq Stock Market,

Inc. (‘‘Nasdaq’’) filed with the Securities

and Exchange Commission (‘‘SEC’’ or

‘‘Commission’’) the proposed rule

change as described in Items I, II, and

III below, which Items have been

prepared by Nasdaq.

I. Self-Regulatory Organization’s

Statement of the Terms of Substance of

the Proposed Rule Change

Nasdaq is proposing to amend NASD

Rule 7090 pertaining to the fees

assessed for Unit Investments Trusts

(‘‘UITS’’) included in the Mutual Fund

Quotation Service (‘‘MFQS’’). Proposed

new language is underlined; proposed

deletions are in brackets.

* * * * *

7090. Mutual Fund Quotation Service

(a) Funds and Unit Investment Trusts

included in the Mutual Fund Quotation

Service (‘‘MFQS’’) shall be assessed an

annual fee of $400 per fund or trust

authorized for the News Media Lists and

$275 per fund or trust authorized for the

Supplemental List. Funds or trusts

authorized during the course of an

annual billing period shall receive a

proration of these fees but no credit or

refund shall accrue to funds or trusts

terminated during an annual billing

period. In addition, there shall be a onetime application processing fee of $250

for each new fund or trust authorized.

(b) If a Unit Investment Trust expires

by its own terms during an annual

billing period and is replaced within

three months by a trust that is

materially similar is share class and

trust objective, the replacing trust shall

not be charged a one-time application

fee. In addition, the replacing trust shall

not be charged an annual fee if the

expiring trust has already paid an

annual fee for that annual billing

period.

(c) [(b)] Funds included in the MFQS

and pricing agents designated by such

funds (‘‘Subscriber’’), shall be assessed

a monthly fee of $75 for each logon

identification obtained by the

Subscriber. A Subscriber may use a

logon identification to transmit to

Nasdaq pricing and other information

that the Subscriber agrees to provide to

Nasdaq.

* * * * *

II. Self-Regulatory Organization’s

Statement of the Purpose of, and

Statutory Basis for, the Proposed Rule

Change

In its filing with the Commission, the

NASD included statements concerning

the purpose of and basis for the

proposed rule change and discussed any

comments it received on the proposed

rule change. The text of these statements

may be examined at the places specified

in Item IV below. Nasdaq has prepared

summaries, set forth in Sections A, B,

and C below, of the most significant

aspects of such statements.

A. Self-Regulatory Organization’s

Statement of the Purpose of, and

Statutory Basis for, the Proposed Rule

Change

1. Purpose

Nasdaq’s MFQS collects and

disseminates data pertaining to the

value of open-end and closed-end

mutual funds and UITs. Currently, the

MFQS disseminates the valuation data

for over 11,000 funds. The MFQS

facilitates this process by permitting

funds included in the MFQS (or pricing

agents designated by such funds) to use

the browser-based technology to

transmit directly to Nasdaq a multitude

of pricing information, including

information about a fund’s net asset

value, offer price, and closing market

price.

NASD Rule 7090 sets forth the fees

assessed for the inclusion of mutual

funds in the MFQS. NASD Rule 7090

currently provides for the assessment of

an annual fee of $400 per fund

authorized for the News Media Lists,

$275 per fund authorized for the

Supplemental List, and a one-time

application processing fee of $250 for

each new fund authorized for either list.

Funds authorized during the course of

an annual billing period are assessed

prorated fees, but no credit or refund

accrues to funds terminated during an

annual billing period. The application

fee partially offsets the costs Nasdaq

Federal Register / Vol. 66, No. 34 / Tuesday, February 20, 2001 / Notices 10927

3 15 U.S.C. 78o–3(b)(6).

4 15 U.S.C. 78k–1. 5 17 CFR 200.30–2(a)(12).

incurs for the Fund Operations

personnel, who are required to review,

record, and input each fund into the

MFQS system to be available for update

and subsequent dissemination to the

electronic or newspaper subscribers.

Nasdaq proposes to amend NASD

Rule 7090 to assess application and

annual fees for the inclusion of UITs in

the same manner as it currently assesses

those fees for funds, in all but one

respect. Nasdaq proposes to eliminate

the MFQS application fee in the limited

circumstances where a UIT currently

listed in MFQS expires and is replaced

within a three-month period of time by

a trust that is materially the same. This

fee-waiver recognizes the fact that UITs,

unlike open or closed-end funds, often

exist in the market for finite periods of

time, ranging from 12 months to 30

years.

A replacement UIT will be deemed to

be materially similar to an expiring UIT

if it is of the same share class and

objective of the trust it is replacing.

Nasdaq’s Fund Operations staff will be

responsible for reviewing, validating

and approving trusts to determine

whether they meet these criteria. If the

expiring trust is not replaced by a trust

of the same material nature within three

months after expiration, or if Nasdaq

staff determines that the trust is not

materially similar, the listing firm will

be required to pay the application fee

upon listing the new UIT. The feewaiver will operate as follows:

• January 2001: Trust A originally

lists with MFQS. Termination date for

this trust is February 2002. This fund

pays its application fee of $250.00 and

annual listing fee of $275.00 for 2001.

• January 2002: Trust A pays its

annual fee for 2002.

• February 2002: Trust A expires.

• March 2002: Trust A is replaced by

Trust B, which is determined to be

materially like Trust A. Trust B will not

incur any application fee and will

assume the annual listing fee paid by

Trust A.

2. Statutory Basis

Nasdaq believes that the proposed

rule change is consistent with the

provisions of Sections 15A(b)(6)3 and

Section 11A 4 of the Act. Section

15A(b)(6) requires that the rules of a

registered national securities association

be designed to prevent fraudulent and

manipulative acts and practices, to

promote just and equitable principals of

trade, to foster cooperation and

coordination with persons engaged in

regulating, clearing, settling, processing

information with respect to, and

facilitating transactions in securities, to

remove impediments to and perfect the

mechanism of a free and open market

and a national market system, and, in

general, to protect investors and the

public interest; and are not designed to

permit unfair discrimination between

customers, issuers, brokers, or dealers.

In section 11A(a)(1)(C), Congress found

that is in the public interest and

appropriate for the protection of

investors and the maintenance of fair

and orderly markets to assure: (1)

Economically efficient execution of

securities transactions; (2) fair

competition among brokers and dealers;

(3) the availability to brokers, dealers

and investors of information with

respect to quotations and transactions in

securities; (4) the practicability of

brokers executing investors orders in the

best market; and (5) an opportunity for

investors orders to be executed without

the participation of a dealer.

Nasdaq believes that the proposed

rule change is consistent with the

provisions of Sections 15A(b)(6) and

11A(a)(1)(C) of the Act because the

proposal protects investors and the

public interest by promoting better

processing of price information in UITS.

Nasdaq believes that the proposed

listing fees will encourage the listing of

UITs, thereby providing greater pricing

information for a broader base of

investments for which there is

significant investor interest. Nasdaq also

believes that the proposed listing fees

will enable Nasdaq to identify, screen

and list bona fide UITs with a

meaningful investor base and trading

interest.

B. Self-Regulatory Organization’s

Statement on Burden on Competition

Nasdaq does not believe that the

proposed rule change will result in any

burden on competition.

C. Self-Regulatory Organization’s

Statement on Comments on the

Proposed Rule Change Received From

Members, Participants, or Others

Nasdaq has neither solicited nor

received written comments on the

proposed rule change.

III. Date of Effectiveness of the

Proposed Rule Change and Timing for

Commission Action

Within 35 days of the date of

publication of this notice in the Federal

Register or within such longer period (i)

as the Commission may designate up to

90 days of such date if it finds such

longer period to be appropriate and

publishes it reasons for so finding or (ii)

as to which the NASD consents, the

Commission will:

(A) By order approve such proposed

rule change, or

(B) institute proceedings to determine

whether the proposed rule change

should be disapproved.

IV. Solicitation of Comments

Interested persons are invited to

submit written data, views and

arguments concerning the foregoing,

including whether the proposed rule

change is consistent with the Act.

Person making written submissions

should file six copies thereof with the

Secretary, Securities and Exchange

Commission, 450 Fifth Street, NW,

Washington, DC 20549–0609. 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

Room. Copies of such filing will also be

available for inspection and copying at

the principal office of the NASD.

All submissions should refer to File

No. SR–NASD–00–82 and should be

submitted by March 13, 2001.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.5

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–3239 Filed 2–16–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 34–43953; File No. SR–NASD–

01–12]

Self-Regulatory Organizations; Notice

of Filing and Immediate Effectiveness

of Proposed Rule Change by the

National Association of Securities

Dealers, Inc. To Extend a Pilot Program

Making Available Certain Nasdaq

Services and Facilities Until 6:30 p.m.

Eastern Time

February 12, 2001.

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

Securities Exchange Act of 1934