Barclays Global Investors, N.A.,
and Its Investment Advisory Affiliates, Including
Barclays Global Fund Advisors
Permits, effective September 10,
2007, the acquisition, sale or exchange by a
Separately Managed Account or Pooled Fund (Accounts)
of shares, including through in-kind redemptions of
shares or acquisitions of shares in exchange for
Account assets transferred in-kind from an Account of
an open-end investment company (the Fund) registered
under the Investment Company Act of 1940 (the 1940
Act), other than an exchange-traded fund (ETF), the
Investment Adviser for which is also a fiduciary with
respect to the Account, and the receipt of fees for
acting as an investment adviser for such Funds, as
well as fees for providing other services to the Funds
(i.e., “Secondary Services” such as custodial,
accounting, brokerage or administrative services), in
connection with the investment by the Accounts in
shares of the Funds. In addition, this exemption
permits the following transactions involving an
Account and an ETF, the Investment Adviser for which
is also a fiduciary with respect to the Account (or an
affiliate of such fiduciary) (i.e., the Investment
Adviser), and the receipt of fees for acting as an
investment adviser for such ETF, as well as fees
providing other services to the Funds which are “Secondary
Services” (such as custodial, accounting, brokerage
or administrative services), in connection with the
investment by the Accounts in shares of the ETF: (a)
the acquisition, sale or exchange by an Account of ETF
shares, including through in-kind exchanges, in a
principal transaction with a broker-dealer not an
affiliate of the Investment Adviser, registered under
the Securities Exchange Act of 1934, including an
Authorized Participant; (b) the acquisition or sale by
an Account of ETF shares on a national securities
exchange when a broker-dealer not an affiliate of the
Investment Adviser, registered under the Securities
Exchange Act of 1934, including an Authorized
Participant, acts as agent for the Account and (c) the
acquisition, sale or exchange by an Account of ETF
shares, including through an Authorized Participant,
acting as an agent dealing directly with the ETF, and
the Account is exchanging securities and/or cash for
the ETF shares during a Creation process, or
exchanging ETF shares for securities and/or cash
during a Redemption process.
Wellington Management Company, LLP
(Wellington Management) and Its Subsidiaries
(together, Wellington)
Permits, (1) retroactively, from
January 1, 2001 through December 31, 2003, and (2)
prospectively, from the date the notice granting the
final exemption is published in the Federal Register,
(A) the acquisition, from an offshore corporation (the
Offshore Corporation) of certain non-voting equity
securities, which represent interests in the economic
value of the Offshore Corporation by an ERISA-covered
client plan (the Client Plan), where the Offshore
Corporation is a party in interest with respect to the
Client Plan, due to the ownership of all of the voting
equity shares of the Offshore Corporation by
Wellington Global Administrator, Ltd., a subsidiary of
Wellington Management, which is (or may become) a
fiduciary and a service provider with respect to the
Client Plan; and (B) the redemption of the Client Plan’s
Shares by the Offshore Corporation either in cash or
in kind.
Banc One Investment Advisors
Corporation and J.P. Morgan Investment
Management Inc.
Applies (1) as of January 14, 2004
until November 20, 2008, to the acquisition, holding,
and disposition of the common stock of JPMorganChase
& Co. (JPMorgan; JPM Stock) by Index and
Model-Driven Funds managed by JPMorgan; and (2) as of
the date November 20, 2008, to the acquisition,
holding, and disposition of JPM Stock by Index and
Model-Driven Funds managed by JPMorgan.
The Swedish Health Services Pension
Plan (the Plan)
Permits, effective April 14, 2005,
two contributions in kind to the Plan of securities
made on April 14th and 15th, 2005 by Swedish Health
Services, the Plan sponsor, a party in interest with
respect to the Plan.
Permits, effective March 1, 2006,
to certain in-kind redemptions, by plans sponsored by
the General Electric Company or an affiliate, of
shares of certain proprietary mutual funds for which
GEAM provides investment advisory and other services.
Merrill
Lynch & Co., Inc. (ML&Co.) and BlackRock, Inc.
(BlackRock) (collectively, the Applicants)
On
September 29, 2006, ML&Co. and BlackRock
consummated a transaction (the Merger), in which
ML&Co. contributed Merrill Lynch Investment
Managers, LLC (MLIM) and various other assets and
subsidiaries that comprised its investment management
business to BlackRock in exchange for approximately
45% of the outstanding voting securities of BlackRock.
Prior to the Merger, ML&Co. and its affiliates
engaged in various types of transactions, involving
employee benefit plans, in reliance on, and in
accordance with the conditions of various class
exemptions, including Parts III and IV of PTE 75-1,
PTE 77-3, PTE 77-4, PTE 79-13, PTE 86-128 and PTE
2002-12 (the Applicable Exemptions) issued by the
Department. Also, prior to the Merger, affiliates of
ML&Co. engaged in the same transactions as
described in the Applicable Exemptions, involving
plans, with affiliates of BlackRock for which no
exemption was required because ML&Co. had, at
most, a de minimis ownership interest in BlackRock. As
a result of the Merger, certain transactions involving
companies affiliated with ML&Co. and companies
affiliated with BlackRock may now be prohibited
transactions as defined in section 406 of the Act.
However, the ownership interest existing between
ML&Co. and its affiliates and BlackRock and its
affiliates may nevertheless not result in the various
entities being considered “affiliates” of each
other as defined in the Applicable Exemptions. As the
Applicable Exemptions extend relief only to affiliated
entities, as defined thereunder, ML&Co. and its
affiliates, and BlackRock and its affiliates may not
be able to take advantage of the relief provided by
the Applicable Exemptions.
Accordingly,
the Department has granted an individual exemption
which will enable the Applicants to engage in the
transactions described in the Applicable Exemptions,
provided the conditions contained herein are met.
Permits the receipt of services at
reduced or no cost by an individual for whose benefit
an IRA or, if self-employed, a Keogh Plan, is
established or maintained, or by members of his or her
family, from Citigroup pursuant to an arrangement in
which the account value of, or the fees incurred for
services provided to, the IRA or Keogh Plan is taken
into account for purposes of determining eligibility
to receive such services.
Fidelity Brokerage Services, LLC and Fidelity Management Corporation (together,
Fidelity)
Permits, effective November 20,
2008, the receipt of an Applicable Benefit by an
individual for whose benefit an Covered Plan is
established or maintained, or by is or her Family
Members, with respect to a Tiered Product, pursuant to
an arrangement offered by Fidelity under which the
Account Value of the Covered Plan is taken into
account for purposes of determining eligibility to
receive such Applicable Benefit.
Popular, Inc., et al.
(collectively, the Applicants)
Permits, effective November 23,
2005, (1) the acquisition of stock rights (the Rights)
by certain plans (the Plans), sponsored by the
Applicants, in connection with the offering of such
Rights by Popular, Inc., a party in interest
with respect to such Plans; and (2) the holding of the rights by the Plans until the
expiration of the Rights. In addition, the exemption
permits, effective November 23, 2005, the acquisition
of the Rights by certain other Plans sponsored by the
Applicants that are subject to the provisions of
section 4975 of the Code only.
Pileco,
Inc. Employees Profit Sharing Plan (the Plan)
Permits
the proposed sale of certain unimproved real property
by the Plan to Pileco, Inc., the sponsor of the Plan
and a party in interest with respect to the Plan.
Permits the sale of approximately
59.99 acres of unimproved real property located at
Fredericksville Road and Sweitzer Road, Rockland
Township, Berks County, Pennsylvania by the IRA to Dr.
Toeruna Widge, a disqualified person with respect to
the IRA.
Permits,
as of January 18, 2008, the cash sale of certain
medium term notes for $28,584,601.46 by the EB Daily
Liquidity Money Market Fund (the Fund) to The Bank of
New York Mellon Corporation, a party in interest with
respect to employee benefit plans invested in the
Fund.
Amendment to Prohibited Transaction
Exemption (PTE) 93-31, et al.
On October 1, 2007, Bank of America
acquired ABN Amro North America Holding Company, the
holding company of LaSalle Bank Corporation (The
Acquisition). LaSalle Bank, N.A. (LaSalle) is a
subsidiary of LaSalle Bank Corporation. LaSalle is the
Trustee in certain securitization transactions that
include Bank of America. This amendment to PTE 93-31,
an Underwriter Exemption (UE), provides a six month
period to resolve certain affiliations between LaSalle
and Bank of America as members of the Restricted
Group, as those terms are defined in the UEs. The
Acquisition caused 37 commercial or residential
mortgage-backed securitizations (Securitizations) to
fail to satisfy the requirement under the UE that the
Trustee not be an Affiliate of any member of the
Restricted Group other than an Underwriter. LaSalle is
the Trustee in each of the Securitizations and Bank of
America is a party to each of the Securitizations in
the capacity or capacities of Underwriter, Sponsor,
Servicer or Swap Counterparty. In addition, the
amendment provides similar relief for certain
Securitizations where LaSalle is Trustee and Bank of
America is a member of the Restricted Group, other
than the Underwriter. In those transactions, the
Underwriter, who is unrelated to Bank of America,
relies upon an UE other than PTE 93-31. Accordingly,
Citigroup Global Market, Inc., Deutsche Bank
Securities, and Goldman, Sachs & Co. have agreed
to coverage under the amendment.
BlackRock, Inc (BlackRock) and the
PNC Financial Services Group (PNC)
Permits the purchase of certain
securities (the Securities), during the existence of
an underwriting or selling syndicate with respect to
such Securities, by PNC or BlackRock or a related
entity (collectively, a PNC/BlackRock Related Entity),
which is acting as a fiduciary (Asset Manager) on
behalf of certain employee benefit plans (Client Plans
and In-House Plans), including such plans invested in
pooled funds, from any person other than such Asset
Manager or any other PNC/BlackRock Related Entity,
under the following circumstances: (a) where a related
broker-dealer (a PNC/BlackRock Related Broker-Dealer)
is a manager or member of such syndicate (AUT)); or
(b) where a PNC/BlackRock Related Broker-Dealer is a
manager or member of such syndicate and an affiliated
servicer (Affiliated Servicer) serves as servicer of a
trust that issued the Securities (whether or not debt
securities) (AUT and AST); or (c) where an Affiliated
Servicer serves as servicer of a trust that issued the
Securities (whether or not debt securities) (AST).
Credit Suisse (CS) and Its Current
and Future Affiliates
Permits the purchase of certain
securities (the Securities) by an asset management
affiliate of CS, from any person other than such asset
management affiliate of CS or any affiliate thereof,
during the existence of an underwriting or selling
syndicate with respect to such Securities, where a
broker-dealer affiliated with CS is a manager or
member of such syndicate and the asset management
affiliate of CS purchases such Securities, as a
fiduciary: (1) on behalf of an employee benefit plan
or plans (Client Plans); or (2) on behalf of Client
Plans and/or In-House Plans, which are invested in a
pooled fund or pooled funds. These transactions are
called “affiliated underwriter transactions,” or
“AUTs.”
