Gates Capital Partners, LLC/Bear Creek Inc.; Notice of Application, 8405-8406 [E7-3173]
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Federal Register / Vol. 72, No. 37 / Monday, February 26, 2007 / Notices
Comments will be accepted until
March 28, 2007.
DATES:
Interested parties are
invited to submit written comments to
NCUA Clearance Officer or OMB
Reviewer listed below:
Clearance Officer: Mr. Neil
McNamara, National Credit Union
Administration, 1775 Duke Street,
Alexandria, Virginia 22314–3428; Fax
No. 703–837–2861; Email:_OCIOmail@ncua.gov.
OMB Reviewer: NCUA Desk Officer,
Office of Management and Budget,
Room 10226, New Executive Office
Building, Washington, DC 20503.
ADDRESSES:
FOR FURTHER INFORMATION CONTACT:
Requests for additional information or a
copy of the information collection
request should be directed to Tracy
Sumpter at the National Credit Union
Administration, 1775 Duke Street,
Alexandria, VA 22314–3428 or at (703)
518–6444.
Proposal
for the following collection of
information:
OMB Number: 3133–0167.
Form Number: N/A.
Type of Review: Revision to a
currently approved collection.
Title: 12 CFR Part 741.11 of NCUA’s
Rules and Regulations, Foreign
Branching.
Description: Part 741.11 contains a
provision that any insured credit union
must apply for and receive approval
from the regional director before
establishing a credit union branch
outside the United States unless the
foreign branch is located on a United
States military institution or embassy
outside the United States. The
application must include (1) a business
plan, (2) written approval by the state
supervisory agency if the applicant is a
state-chartered credit union, and (3)
documentation evidencing written
permission from the host country to
establish the branch that explicitly
recognizes NCUA’s authority to examine
and take any enforcement actions, to
include conservatorship and liquidation
actions.
Estimated No. of Respondents/
Recordkeepers: 2.
Estimated Burden Hours Per
Response: 16 hours.
Frequency of Response: Reporting and
other (one time only).
Estimated Total Annual Burden
Hours: 32.
Estimated Total Annual Cost: $0.
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SUPPLEMENTARY INFORMATION:
VerDate Aug<31>2005
16:03 Feb 23, 2007
Jkt 211001
By the National Credit Union
Administration Board on February 20, 2007.
Mary Rupp,
Secretary of the Board.
[FR Doc. E7–3154 Filed 2–23–07; 8:45 am]
BILLING CODE 7535–01–P
NATIONAL CREDIT UNION
ADMINISTRATION
Notice of Meeting
10 a.m., Friday, February
23, 2007.
PLACE: Board Room, 7th Floor, Room
7047, 1775 Duke Street, Alexandria, VA
22314–3428.
STATUS: Closed.
MATTER TO BE CONSIDERED: 1. Personnel
Matter. Closed pursuant to Exemptions
(2) and (6).
FOR FURTHER INFORMATION CONTACT:
Mary Rupp, Secretary of the Board,
Telephone: 703–518–6304.
TIME AND DATE:
Mary Rupp,
Secretary of the Board.
[FR Doc. 07–890 Filed 2–22–07; 3:24 pm]
BILLING CODE 7535–01–M
SECURITIES AND EXCHANGE
COMMISSION
[Release No. IA–2590/803–190]
8405
Interested persons may request a
hearing by writing to the SEC’s
Secretary and serving Applicants with a
copy of the request, personally or by
mail. Hearing requests should be
received by the SEC by 5:30 p.m. on
March 13, 2007 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 may request notification of a
hearing by writing to the SEC’s
Secretary.
Secretary, Securities and
Exchange Commission, 100 F Street,
NE., Washington, DC 20549–1090.
Applicant, Gates Capital Partners, LLC,
3575 Cherry Creek North Drive, Denver,
Colorado 80209. Applicant, Bear Creek
Inc., P.O. Box 4742, Jackson, Wyoming
83001.
FOR FURTHER INFORMATION CONTACT:
Vivien Liu, Senior Counsel, or David
Blass, Assistant Director, at (202) 551–
6787 (Division of Investment
Management, Office of Investment
Adviser Regulation).
SUPPLEMENTARY INFORMATION: The
following is a summary of the
application. The complete application
may be obtained for a fee at the SEC’s
Public Reference Branch.
ADDRESSES:
Applicants’ Representations
1. GCP was formed in September 2005
to provide investment advice to the
February 16, 2007.
Gates family by advising and managing
AGENCY: Securities and Exchange
Evergreen 37, LLC (‘‘Evergreen’’), a
Commission (SEC).
Wyoming limited liability company
ACTION: Notice of Application for
recently formed by the Family to
Exemption under the Investment
facilitate the Family’s investments, and
Advisers Act of 1940 (‘‘Advisers Act’’).
by advising individual Family members
and trusts.
Applicants: Gates Capital Partners,
For purposes of this application,
LLC (‘‘GCP’’) and Bear Creek Inc. (‘‘Bear ‘‘Family’’ means:
Creek’’).
• The lineal descendants of Charles
Relevant Advisers Act Sections:
C. Gates and Hazel R. Gates and the
Exemption requested under section
spouses of such descendants;
202(a)(11)(F) from section 202(a)(11).
• Trusts established by and for the
Summary of Application: GCP and
sole benefit of individual Family
Bear Creek (collectively, the
members;
‘‘Applicants’’) request that the SEC issue
• Charitable trusts established by
an order declaring them and their
Charles C. Gates and Hazel R. Gates or
employees acting within the scope of
individual Family members;
their employment to be persons not
• Companies wholly owned by such
within the intent of section 202(a)(11),
trusts or individual Family members;
which defines the term ‘‘investment
and
adviser. ‘‘
• Future Family Investment Pools
Filing Dates: The application was
(investment pools that are exempt from
filed on December 21, 2005, and was
the definition of ‘‘investment company’’
amended and restated on May 23, 2006, under section 3(c)(1) and section 3(c)(7)
and on January 25, 2007.
of the Investment Company Act of 1940
Hearing or Notification of Hearing: An (‘‘Investment Company Act’’) and that
order granting the application will be
are wholly owned by the Family but for
issued unless the SEC orders a hearing.
the limited non-voting interest owned
Gates Capital Partners, LLC/Bear
Creek Inc.; Notice of Application
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8406
Federal Register / Vol. 72, No. 37 / Monday, February 26, 2007 / Notices
by a small number of senior level
employees of GCP or Bear Creek who
regularly provide investment advice on
behalf of GCP or Bear Creek to such
investment pools).
2. GCP represents that Evergreen is
exempt from the definition of
‘‘investment company’’ under section
3(c)(1) of the Investment Company Act
and is wholly owned by the Family,
except for potential limited employee
ownership of nonvoting interests by
senior level employees of GCP.
3. GCP represents that it will act as
investment adviser and sole manager of
Evergreen, and its compensation will be
limited to reimbursement from
Evergreen of reasonable fees and out-ofpocket expenses in performing its
obligations to Evergreen.
4. GCP represents that a small number
of senior level employees of GCP who
regularly provide investment advice on
behalf of GCP to Evergreen may
participate in the ownership of nonvoting membership interests in
Evergreen, as well as other Future
Family Investment Pools. GCP
represents that upon the termination of
their employment, such employees may
be permitted to retain their interest in
Evergreen or Future Family Investment
Pools but their interest would be limited
to their investment at the time of
termination plus any accretion or
distribution on their investment.
5. Bear Creek was organized as a
Wyoming corporation in 1998 to serve
as trustee of trusts then in existence as
well as of those to be formed in the
future, created by and for the sole
benefit of the Family.
6. Bear Creek previously applied for,
and received in 2001, an order of the
SEC pursuant to section 202(a)(11)(F) of
the Advisers Act declaring that Bear
Creek is a person not within the intent
of the Advisers Act (Bear Creek Inc.,
Investment Advisers Act Release No.
1931 (March 9, 2001)).
7. Bear Creek requests additional
exemptive relief in the event that it
provides investment advice to Future
Family Investment Pools. Bear Creek
represents that a small number of its
senior level employees who regularly
provide investment advice on behalf of
Bear Creek to Future Family Investment
Pools may participate in the ownership
of nonvoting membership interests in
Future Family Investment Pools. Bear
Creek represents that, upon the
termination of their employment, such
employees may be permitted to retain
their interest in Future Family
Investment Pools but their interest
would be limited to their investment at
the time of termination plus any
VerDate Aug<31>2005
16:03 Feb 23, 2007
Jkt 211001
accretion or distribution on their
investment.
8. The Applicants represent that they
do not hold themselves out to the public
as investment advisers and do not
engage in any advertising, attend any
investment-related conferences as
vendors, or conduct any marketing
activities. Neither GCP nor Bear Creek is
listed in any phone book or other
directory as an investment adviser.
9. The Applicants represent that their
sole clients are, and will continue to be,
the Family.
SECURITIES AND EXCHANGE
COMMISSION
Applicants’ Legal Analysis
February 14, 2007.
1. Section 202(a)(11) of the Advisers
Act defines the term ‘‘investment
adviser’’ to mean ‘‘any person who, for
compensation, engages in the business
of advising others, either directly or
through publications or writings, as to
the value of securities or as to the
advisability of investing in, purchasing,
or selling securities, or who, for
compensation and as a part of a regular
business, issues or promulgates analyses
or reports concerning securities. * * * ’’
Section 202(a)(11)(F) of the Advisers
Act authorizes the SEC to exclude from
the definition of ‘‘investment adviser’’
persons that are not within the intent of
section 202(a)(11).
2. Section 203(b) of the Advisers Act
provides several exemptions from
registration under section 203(a) of the
Advisers Act. GCP asserts that it does
not qualify for any of the exemptions
provided by section 203(b). GCP also
asserts that it is not prohibited from
registering with the SEC under section
203A of the Advisers Act.
3. GCP requests that the SEC declare
it and its employees acting within the
scope of their employment to be persons
not within the intent of section
202(a)(11). GCP states that there is no
public interest in requiring that they be
registered under the Advisers Act
because it will offer its services only to
the Family. In addition, the Applicants
request that the SEC provide exemptive
relief under section 202(a)(11)(F) to
them and their employees acting within
the scope of their employment if, in the
future, they manage or provide
investment advice to any Future Family
Investment Pools.
I. Introduction
For the SEC, by the Division of Investment
Management, under delegated authority.
Florence E. Harman,
Deputy Secretary.
[FR Doc. E7–3173 Filed 2–23–07; 8:45 am]
BILLING CODE 8010–01–P
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[Release No. 34–55292; File No. SR–Amex–
2006–86]
Self-Regulatory Organizations;
American Stock Exchange LLC; Order
Granting Accelerated Approval of a
Proposed Rule Change, as Modified by
Amendment Nos. 1, 2, and 3 Thereto,
Relating to the Listing and Trading of
Shares of the PowerShares DB U.S.
Dollar Index Bullish Fund and the
PowerShares DB U.S. Dollar Index
Bearish Fund
On September 13, 2006, the American
Stock Exchange LLC (‘‘Amex’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) the proposed rule
change pursuant to Section 19(b)(1) of
the Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder.2
On November 17, 2006, Amex filed
Amendment No. 1 to the proposed rule
change. On December 19, 2006, Amex
filed Amendment No. 2 to the proposed
rule change. On January 12, 2007, Amex
filed Amendment No. 3 to the proposed
rule change. The proposed rule change,
as amended, was published for
comment in the Federal Register on
January 24, 2007 for a 15-day comment
period.3 The Commission received no
comments on the proposal. This Order
approves the proposed rule change, as
modified by Amendment Nos. 1, 2, and
3, on an accelerated basis.
II. Description of the Proposal
Pursuant to Commentary .07 of Amex
Rule 1202, the Exchange proposes to list
and trade shares of the PowerShares DB
U.S. Dollar Index Bullish Fund (the
‘‘Bullish Fund’’) and the PowerShares
DB U.S. Dollar Index Bearish Fund (the
‘‘Bearish Fund,’’ and together with the
Bullish Fund, the ‘‘Funds’’), each of
which represents a series of the DB U.S.
Dollar Index Trust (the ‘‘Trust’’). The
shares of each of the Funds (the
‘‘Shares’’) represent beneficial
ownership interests in the
corresponding common units of
beneficial interests of the DB U.S. Dollar
Index Master Bullish Fund (the ‘‘Master
Bullish Fund’’) and the DB U.S. Dollar
Index Master Bearish Fund (the ‘‘Master
Bearish Fund,’’ and together with the
Master Bullish Fund, the ‘‘Master
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 55110
(January 16, 2007), 72 FR 3171 (‘‘Notice’’).
2 17
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]]>Agencies
[Federal Register Volume 72, Number 37 (Monday, February 26, 2007)]
[Notices]
[Pages 8405-8406]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E7-3173]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. IA-2590/803-190]
Gates Capital Partners, LLC/Bear Creek Inc.; Notice of
Application
February 16, 2007.
AGENCY: Securities and Exchange Commission (SEC).
ACTION: Notice of Application for Exemption under the Investment
Advisers Act of 1940 (``Advisers Act'').
-----------------------------------------------------------------------
Applicants: Gates Capital Partners, LLC (``GCP'') and Bear Creek
Inc. (``Bear Creek'').
Relevant Advisers Act Sections: Exemption requested under section
202(a)(11)(F) from section 202(a)(11).
Summary of Application: GCP and Bear Creek (collectively, the
``Applicants'') request that the SEC issue an order declaring them and
their employees acting within the scope of their employment to be
persons not within the intent of section 202(a)(11), which defines the
term ``investment adviser. ``
Filing Dates: The application was filed on December 21, 2005, and
was amended and restated on May 23, 2006, and on January 25, 2007.
Hearing or Notification of Hearing: An order granting the
application will be issued unless the SEC orders a hearing. Interested
persons may request a hearing by writing to the SEC's Secretary and
serving Applicants with a copy of the request, personally or by mail.
Hearing requests should be received by the SEC by 5:30 p.m. on March
13, 2007 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 may request
notification of a hearing by writing to the SEC's Secretary.
ADDRESSES: Secretary, Securities and Exchange Commission, 100 F Street,
NE., Washington, DC 20549-1090. Applicant, Gates Capital Partners, LLC,
3575 Cherry Creek North Drive, Denver, Colorado 80209. Applicant, Bear
Creek Inc., P.O. Box 4742, Jackson, Wyoming 83001.
FOR FURTHER INFORMATION CONTACT: Vivien Liu, Senior Counsel, or David
Blass, Assistant Director, at (202) 551-6787 (Division of Investment
Management, Office of Investment Adviser Regulation).
SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained for a fee at the
SEC's Public Reference Branch.
Applicants' Representations
1. GCP was formed in September 2005 to provide investment advice to
the Gates family by advising and managing Evergreen 37, LLC
(``Evergreen''), a Wyoming limited liability company recently formed by
the Family to facilitate the Family's investments, and by advising
individual Family members and trusts.
For purposes of this application, ``Family'' means:
The lineal descendants of Charles C. Gates and Hazel R.
Gates and the spouses of such descendants;
Trusts established by and for the sole benefit of
individual Family members;
Charitable trusts established by Charles C. Gates and
Hazel R. Gates or individual Family members;
Companies wholly owned by such trusts or individual Family
members; and
Future Family Investment Pools (investment pools that are
exempt from the definition of ``investment company'' under section
3(c)(1) and section 3(c)(7) of the Investment Company Act of 1940
(``Investment Company Act'') and that are wholly owned by the Family
but for the limited non-voting interest owned
[[Page 8406]]
by a small number of senior level employees of GCP or Bear Creek who
regularly provide investment advice on behalf of GCP or Bear Creek to
such investment pools).
2. GCP represents that Evergreen is exempt from the definition of
``investment company'' under section 3(c)(1) of the Investment Company
Act and is wholly owned by the Family, except for potential limited
employee ownership of nonvoting interests by senior level employees of
GCP.
3. GCP represents that it will act as investment adviser and sole
manager of Evergreen, and its compensation will be limited to
reimbursement from Evergreen of reasonable fees and out-of-pocket
expenses in performing its obligations to Evergreen.
4. GCP represents that a small number of senior level employees of
GCP who regularly provide investment advice on behalf of GCP to
Evergreen may participate in the ownership of non-voting membership
interests in Evergreen, as well as other Future Family Investment
Pools. GCP represents that upon the termination of their employment,
such employees may be permitted to retain their interest in Evergreen
or Future Family Investment Pools but their interest would be limited
to their investment at the time of termination plus any accretion or
distribution on their investment.
5. Bear Creek was organized as a Wyoming corporation in 1998 to
serve as trustee of trusts then in existence as well as of those to be
formed in the future, created by and for the sole benefit of the
Family.
6. Bear Creek previously applied for, and received in 2001, an
order of the SEC pursuant to section 202(a)(11)(F) of the Advisers Act
declaring that Bear Creek is a person not within the intent of the
Advisers Act (Bear Creek Inc., Investment Advisers Act Release No. 1931
(March 9, 2001)).
7. Bear Creek requests additional exemptive relief in the event
that it provides investment advice to Future Family Investment Pools.
Bear Creek represents that a small number of its senior level employees
who regularly provide investment advice on behalf of Bear Creek to
Future Family Investment Pools may participate in the ownership of
nonvoting membership interests in Future Family Investment Pools. Bear
Creek represents that, upon the termination of their employment, such
employees may be permitted to retain their interest in Future Family
Investment Pools but their interest would be limited to their
investment at the time of termination plus any accretion or
distribution on their investment.
8. The Applicants represent that they do not hold themselves out to
the public as investment advisers and do not engage in any advertising,
attend any investment-related conferences as vendors, or conduct any
marketing activities. Neither GCP nor Bear Creek is listed in any phone
book or other directory as an investment adviser.
9. The Applicants represent that their sole clients are, and will
continue to be, the Family.
Applicants' Legal Analysis
1. Section 202(a)(11) of the Advisers Act defines the term
``investment adviser'' to mean ``any person who, for compensation,
engages in the business of advising others, either directly or through
publications or writings, as to the value of securities or as to the
advisability of investing in, purchasing, or selling securities, or
who, for compensation and as a part of a regular business, issues or
promulgates analyses or reports concerning securities. * * * '' Section
202(a)(11)(F) of the Advisers Act authorizes the SEC to exclude from
the definition of ``investment adviser'' persons that are not within
the intent of section 202(a)(11).
2. Section 203(b) of the Advisers Act provides several exemptions
from registration under section 203(a) of the Advisers Act. GCP asserts
that it does not qualify for any of the exemptions provided by section
203(b). GCP also asserts that it is not prohibited from registering
with the SEC under section 203A of the Advisers Act.
3. GCP requests that the SEC declare it and its employees acting
within the scope of their employment to be persons not within the
intent of section 202(a)(11). GCP states that there is no public
interest in requiring that they be registered under the Advisers Act
because it will offer its services only to the Family. In addition, the
Applicants request that the SEC provide exemptive relief under section
202(a)(11)(F) to them and their employees acting within the scope of
their employment if, in the future, they manage or provide investment
advice to any Future Family Investment Pools.
For the SEC, by the Division of Investment Management, under
delegated authority.
Florence E. Harman,
Deputy Secretary.
[FR Doc. E7-3173 Filed 2-23-07; 8:45 am]
BILLING CODE 8010-01-P
