Invesco Total Property Market Income Fund, et al.; Notice of Application, 26052-26056 [2012-10569]

Agencies

• SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 77, Number 85 (Wednesday, May 2, 2012)]
[Notices]
[Pages 26052-26056]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-10569]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 30055; File No. 812-13927]


Invesco Total Property Market Income Fund, et al.; Notice of 
Application

April 26, 2012.
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.

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Summary of Application: Applicants request an order to permit certain 
registered closed-end investment companies to make periodic 
distributions of long-term capital gains with respect to their 
outstanding common shares as frequently as monthly in any one taxable 
year, and as frequently as distributions are specified by or in 
accordance with the terms of any outstanding preferred shares that such 
investment companies may issue.

Applicants: Invesco Total Property Market Income Fund (the ``Property 
Fund'') and Invesco Advisers, Inc. (together, the ``Applicants'').

DATES: Filing Dates: The application was filed on July 22, 2011 and 
amended on December 22, 2011.

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 May 21, 2012, 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: Elizabeth M. Murphy, Secretary, Securities and Exchange 
Commission, 100 F Street NE., Washington, DC 20549-1090; Applicants, 
1555 Peachtree Street NE., Atlanta, Georgia 30309.

FOR FURTHER INFORMATION CONTACT: Jill Ehrlich, Senior Counsel, at (202) 
551-6819, or Mary Kay Frech, Branch Chief, at (202) 551-6821 (Division 
of Investment Management, Office of Investment Company Regulation).

[[Page 26053]]


SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application may be obtained via the 
Commission's Web site by searching for the file number, or for an 
applicant using the Company name box, at https://www.sec.gov/search/search.htm, or by calling (202) 551-8090.

Applicants' Representations

    1. The Property Fund is a closed-end management investment company 
registered under the Act and is organized as a Delaware statutory 
trust.\1\ The Property Fund's primary investment objective will be to 
provide a high level of current income. It is currently contemplated 
that the common shares of the Property Fund and the common shares of 
additional Funds will be listed on a national securities exchange as 
defined in section 2(a)(26) of the Act (each, an ``Exchange''). The 
Property Fund currently does not intend to issue any preferred shares, 
but may do so in the future. Applicants believe that investors in the 
common shares of the Property Fund may prefer an investment vehicle 
that provides regular/monthly distributions and a steady cash flow.
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    \1\ Applicants request that any order issued granting the relief 
requested in the application also apply to each registered closed-
end investment company advised by Invesco Advisers, Inc. (including 
any successor in interest), or by an entity controlling, controlled 
by or under common control (within the meaning of section 2(a)(9) of 
the Act) with Invesco Advisers, Inc. (any such entity, including 
Invesco Advisers, Inc., the ``Adviser) that seeks in the future to 
rely on the order. The Property Fund is the only closed-end 
investment company that currently intends to rely on the order. Any 
closed-end investment company that relies on the order in the future 
will comply with the terms and conditions of the application (such 
investment companies, together with the Property Fund, the 
``Funds''). 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.
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    2. Invesco Advisers, Inc., a registered investment adviser under 
the Investment Advisers Act of 1940, as amended (``Advisers Act''), 
will serve as the Property Fund's investment adviser. Each Fund will be 
advised by investment advisers that are registered under the Advisers 
Act.
    3. Applicants represent that, before any Fund implements a proposed 
distribution policy with respect to its common shares in reliance on 
the order, the Fund's board of trustees or directors (the ``Board''), 
including a majority of the members of the Board who are not 
``interested persons'' of the respective Fund, as defined in section 
2(a)(19) of the Act (the ``Independent Trustees''), will approve the 
Fund's adoption of the proposed distribution policy. Applicants 
represent that the Board will request and evaluate, and the Adviser 
will furnish, such information as may be reasonably necessary to make 
an informed determination of whether the Board should adopt and 
implement the proposed distribution policy. Applicants state that, in 
particular, the Board, including the Independent Trustees, will review 
information regarding the purpose and terms of the proposed 
distribution policy, any reasonably foreseeable material effect of such 
policy on the Fund's long-term total return (in relation to market 
price and net asset value per common share (``NAV'')), the relationship 
between such Fund's distribution rate on its common shares under the 
policy and such Fund's total return (in relation to NAV), and whether 
the rate of distribution will exceed such Fund's expected total return 
(in relation to NAV). Applicants represent that the Independent 
Trustees also will consider what conflicts of interest the Adviser and 
the affiliated persons of the Adviser and the Fund might have with 
respect to the adoption or implementation of such policy. Applicants 
state that, after considering such information, the Board of the 
relevant Fund, including the Independent Trustees, will only approve a 
distribution policy with respect to the Fund's common shares (the 
``Plan''), if the Board, including the Independent Trustees, determines 
that the Plan is consistent with the Fund's investment objective(s) and 
in the best interests of the Fund's common shareholders.
    4. Applicants state that the purpose of any Plan will be to permit 
a Fund to provide its common shareholders with periodic distributions 
as nearly equal as practicable and any required special distributions 
over the course of each year. Applicants represent that, under the Plan 
of a Fund, such Fund will distribute to its respective common 
shareholders a fixed percentage of the market price of such Fund's 
common shares at a particular point in time, or a fixed percentage of 
NAV at a particular time or a fixed amount per common share, any of 
which may be adjusted from time to time. Applicants state that the 
minimum annual distribution rate with respect to such Fund's common 
shares 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. Except for extraordinary distributions and 
potential increases or decreases in the final dividend periods in light 
of the Fund's performance for the entire calendar or taxable year and 
to enable the Fund to comply with the distribution requirements of 
Subchapter M and section 4982 of the Internal Revenue Code of 1986, as 
amended (the ``Code'') for the calendar or taxable year, each 
distribution on the common shares would be at the stated rate then in 
effect.
    5. Applicants state that, in conjunction with approving a Plan, the 
Board of each Fund will also approve the Fund's adoption of compliance 
policies and procedures under rule 38a-1 under the Act that: (i) Are 
reasonably designed to ensure that all notices required to be sent to 
each Fund's shareholders pursuant to section 19(a) of the Act, rule 
19a-1 thereunder and condition 4 below (each a ``19(a) Notice'') 
include the disclosure required by rule 19a-1 and by condition 2(a) 
below, and that all other written communications by the Fund or its 
agents described in condition 3(a) below about the distributions under 
the Plan include the disclosure required by condition 3(a) below, and 
(ii) require each such Fund to keep records that demonstrate its 
compliance with all of the conditions of the order and that are 
necessary for the Fund to form the basis for, or demonstrate the 
calculation of, the amounts disclosed in its 19(a) 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 every twelve months. 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) of the Act 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 leading to the 
enactment of

[[Page 26054]]

section 19(b) and adoption of rule 19b-1 was that shareholders might be 
unable to distinguish between frequent distributions of capital gains 
and dividends from investment income. Applicants state, however, that 
rule 19a-1 effectively addresses this concern by requiring that 
distributions (or the confirmation of the reinvestment thereof) 
estimated to be sourced in part from capital gains or capital be 
accompanied by a separate statement showing the sources of the 
distribution (e.g., estimated net income, net short-term capital gains, 
net long-term capital gains and/or return of capital). Applicants state 
that similar information is included in the Funds' annual reports to 
shareholders and IRS Form 1099-DIV, which is sent to each common and 
preferred shareholder who received distributions during a particular 
year (including shareholders who have sold shares during the year).
    4. Applicants further state that each of the Funds 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 under the Act to ensure that all required 
19(a) Notices and disclosures are sent to shareholders. Applicants 
argue that by providing the information required by section 19(a) and 
rule 19a-1, and by complying with the procedures adopted under the Plan 
and the conditions listed below, each Fund's shareholders would be 
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. Accordingly, Applicants assert that continuing to 
subject the Funds to section 19(b) and rule 19b-1 would afford 
shareholders no extra protection.
    5. Applicants note that section 19(b) of the Act and rule 19b-1 
were intended to prevent certain improper sales practices, including, 
in particular, the practice of urging an investor to purchase shares 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 submit that the ``selling the 
dividend'' concern should not apply to closed-end investment companies, 
such as the Funds, which do not continuously distribute shares. 
According to Applicants, if the underlying concern extends to secondary 
market purchases of shares of closed-end funds that are subject to a 
large upcoming capital gains dividend, adoption of a periodic 
distribution plan actually helps minimize the concern by avoiding, 
through periodic distributions, any buildup of large end-of-the-year 
distributions.
    6. Applicants also note that common shares of closed-end funds 
often trade in the marketplace at a discount to the funds' NAV. 
Applicants believe that this discount may be reduced if the Funds are 
permitted to pay relatively frequent dividends on their common shares 
at a consistent rate, whether or not those dividends contain an element 
of capital gain.
    7. Applicants assert that the application of rule 19b-1 to a Plan 
actually could have an inappropriate influence on portfolio management 
decisions. Applicants state that, in the absence of an exemption from 
rule 19b-1, the adoption of a periodic distribution 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 assert that by limiting the number of capital gain 
distributions that a fund may make with respect to any one year, rule 
19b-1 may prevent the normal and efficient operation of a periodic 
distribution 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. Applicants also assert that rule 19b-1 may force the fixed 
regular periodic distributions under a periodic distribution 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 periodic distribution plan or to retain and pay taxes on the 
excess amount. Applicants assert that the requested order would 
minimize these anomalous 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.
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    \2\ Returns of capital as used in the application means return 
of capital for financial accounting purposes and not for tax 
accounting purposes.
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    9. Applicants state that Revenue Ruling 89-81 under the Code 
requires that a fund that seeks to qualify as a regulated investment 
company under the Code and that has both common shares and preferred 
shares 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 share 
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 shares 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 
shares issued by a closed-end fund. Applicants assert that such 
distributions are either fixed or are determined in periodic auctions 
or remarketings 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 shares, which entitle 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, are priced based 
upon their liquidation value, dividend rate, 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 pursuant to section 6(c) of the Act 
granting an exemption from section

[[Page 26055]]

19(b) of the Act and rule 19b-1 thereunder to permit each Fund to 
distribute periodic capital gain 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 shares and as often as specified by or 
determined in accordance with the terms thereof in respect of its 
preferred shares (if any).

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:
    1. Compliance Review and Reporting. The Fund's chief compliance 
officer will (a) report to the Fund's Board, no less frequently than 
once every three months or at the next regularly scheduled quarterly 
Board meeting, whether (i) the Fund and its Adviser have complied with 
the conditions of the order and (ii) a material compliance matter (as 
defined in rule 38a-1(e)(2) under the Act) has occurred with respect to 
such conditions; and (b) review the adequacy of the policies and 
procedures adopted by the Board no less frequently than annually.
    2. Disclosures to Fund Shareholders.
    (a) Each 19(a) Notice disseminated to the holders of the Fund's 
common shares, in addition to the information required by section 19(a) 
and rule 19a-1:
    (i) Will provide, in a tabular or graphical format:
    (1) 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;
    (2) 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;
    (3) 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 
ended immediately prior to the most recent distribution record 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 record date; and
    (4) 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 record 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 record 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
    (ii) Will include the following disclosure:
    (1) ``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'';
    (2) ``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;' '' \3\ and
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    \3\ The disclosure in this condition 2(a)(ii)(2) will be 
included only if the current distribution or the fiscal year-to-date 
cumulative distributions are estimated to include a return of 
capital.
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    (3) ``The amounts and sources of distributions reported in this 
19(a) Notice are only estimates and are not being provided for tax 
reporting purposes. The actual amounts and sources of the amounts for 
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 19(a) 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 shareholders under 
rule 30e-1 under the Act, the Fund will:
    (i) Describe the terms of the Plan (including the fixed amount or 
fixed percentage of the distributions and the frequency of the 
distributions);
    (ii) Include the disclosure required by condition 2(a)(ii)(1) 
above;
    (iii) State, if applicable, that the Plan provides that the Board 
may amend or terminate the Plan at any time without prior notice to 
Fund shareholders; and
    (iv) 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 shareholders under rule 30e-1 under the 
Act, 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.
    3. Disclosure to Common Shareholders, Prospective Common 
Shareholders and Third Parties.
    (a) The Fund will include the information contained in the relevant 
19(a) Notice, including the disclosure required by condition 2(a)(ii) 
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 shareholder, prospective common shareholder or third-
party information provider;
    (b) The Fund will issue, contemporaneously with the issuance of any 
19(a) Notice, a press release containing the information in the 19(a) 
Notice and file with the Commission the information contained in such 
19(a) Notice, including the disclosure required by condition 2(a)(ii) 
above, as an exhibit to its next filed Form N-CSR; and
    (c) The Fund will post prominently a statement on its (or the 
Adviser's) Web site containing the information in each 19(a) Notice, 
including the disclosure required by condition 2(a)(ii) above, and will 
maintain such information on such Web site for at least 24 months.
    4. Delivery of 19(a) Notices to Beneficial Owners. If a broker, 
dealer, bank or other person (``financial intermediary'') holds common 
shares 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 19(a) 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 19(a) Notice

[[Page 26056]]

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 19(a) Notice to each beneficial owner of 
the Fund's shares; and (c) upon the request of any financial 
intermediary, or its agent, that receives copies of the 19(a) Notice, 
will pay the financial intermediary, or its agent, the reasonable 
expenses of sending the 19(a) Notice to such beneficial owners.
    5. Additional Board Determinations for Funds Whose Common Shares 
Trade at a Premium.
    If:
    (a) The Fund's common shares have traded on the Exchange that they 
primarily trade 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 shares 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:
    (i) 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:
    (1) Will request and evaluate, and the Fund's 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;
    (2) 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 
shareholders, after considering the information in condition 5(b)(i)(1) 
above; including, without limitation:
    (A) Whether the Plan is accomplishing its purpose(s);
    (B) The reasonably foreseeable material 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 shares; and
    (C) The Fund's current distribution rate, as described in condition 
5(b) above, compared with the Fund's average annual taxable income or 
total return over the 2-year period, as described in condition 5(b), or 
such longer period as the Board deems appropriate; and
    (3) Based upon that determination, will approve or disapprove the 
continuation, or continuation after amendment, of the Plan; and
    (ii) The Board will record the information considered by it 
including its consideration of the factors listed in condition 
5(b)(i)(2) above 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.
    6. Public Offerings. The Fund will not make a public offering of 
the Fund's common shares other than:
    (a) A rights offering below NAV to holders of the Fund's common 
shares;
    (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 6(a) 
and 6(b) above, provided that, with respect to such other offering:
    (i) The Fund's annualized distribution rate for the six months 
ending on the last day of the month ended immediately prior to the most 
recent distribution record date,\4\ expressed as a percentage of NAV 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
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    \4\ If the Fund has been in operation fewer than six months, the 
measured period will begin immediately following the Fund's first 
public offering.
    \5\ If the Fund has been in operation fewer than five years, the 
measured period will begin immediately following the Fund's first 
public offering.
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    (ii) 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 shares as frequently as twelve times each year, and as 
frequently as distributions are specified by or determined in 
accordance with the terms of any outstanding preferred shares that such 
Fund may issue.
    7. Amendments to Rule 19b-1.
    The requested order 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 shares as 
frequently as twelve times each year.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-10569 Filed 5-1-12; 8:45 am]
BILLING CODE 8011-01-P