Semiannual Regulatory Agenda

Monday, December 20, 2010 Part XXIV Securities and Exchange Commission Semiannual Regulatory Agenda

SECURITIES AND EXCHANGE COMMISSION (SEC) SECURITIES AND EXCHANGE COMMISSION 17 CFR Ch. II [Release Nos. 33-9141, 34-62881, IA-3081, IC-29414, File No. S7-21-10] Regulatory Flexibility Agenda AGENCY: Securities and Exchange Commission. ACTION: Semiannual regulatory agenda. SUMMARY: The Securities and Exchange Commission is publishing an agenda of its rulemaking actions pursuant to the Regulatory Flexibility Act (RFA) (Pub. L. No. 96-354, 94 Stat. 1164) (Sep. 19, 1980). Information in the agenda was accurate on September 10, 2010, the day on which the Commission’s staff completed compilation of the data. To the extent possible, rulemaking actions by the Commission since that date have been reflected in the agenda. The Commission invites questions and public comment on the agenda and on the individual agenda entries. The Commission is now printing in the Federal Register, along with our preamble, only those agenda entries for which we have indicated that preparation of a Regulatory Flexibility Act analysis is required. The Commission’s complete RFA agenda will be available online at www.reginfo.gov. DATES: Comments should be received on or before December 30, 2010. ADDRESSES: Comments may be submitted by any of the following methods: Electronic comments:

• Use the Commission’s Internet comment form (http://www.sec.gov/rules/ other.shtml); or
• Send an e-mail to rule￾comments@sec.gov. Please include File Number S7-21-10 on the subject line; or
• Use the Federal eRulemaking Portal (http://www.regulations.gov). Follow the instructions for submitting comments. Paper comments:
• Send paper comments in triplicate to Elizabeth M. Murphy, Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090. All submissions should refer to File No. S7-21-10. This file number should be included on the subject line if e-mail is used. To help us process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission’s Internet website (http://www.sec.gov/rules/other.shtml). Comments are also available for website viewing and printing in the Commission’s Public Reference Room, 100 F Street NE., Washington, DC 20549, on official business days between the hours of 10:00 a.m. and 3:00 p.m. All comments received will be posted without change; we do not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. FOR FURTHER INFORMATION CONTACT: Anne Sullivan, Office of the General Counsel, 202-551-5019. SUPPLEMENTARY INFORMATION: The RFA requires each Federal agency, during April and October of each year, to publish in the Federal Register an agenda identifying rules that the agency expects to consider in the next 12 months that are likely to have a significant economic impact on a substantial number of small entities (5 U.S.C. 602(a)). The RFA specifically provides that publication of the agenda does not preclude an agency from considering or acting on any matter not included in the agenda and that an agency is not required to consider or act on any matter that is included in the agenda (5 U.S.C. 602(d)). Actions that do not have an estimated date are placed in the long-term category; the Commission may nevertheless act on items in that category within the next 12 months. The agenda includes new entries, entries carried over from prior publications, and rulemaking actions that have been completed (or withdrawn) since publication of the last agenda. The following abbreviations for the acts administered by the Commission are used in the agenda: ‘‘Securities Act’’—Securities Act of 1933 ‘‘Exchange Act’’—Securities Exchange Act of 1934 ‘‘Investment Company Act’’— Investment Company Act of 1940 ‘‘Investment Advisers Act’’— Investment Advisers Act of 1940 The Commission invites public comment on the agenda and on the individual agenda entries. By the Commission. Dated: September 10, 2010. Elizabeth M. Murphy, Secretary. DIVISION OF CORPORATION FINANCE—Proposed Rule Stage Sequence Number Title Regulation Identifier Number 611 Voluntary Filers ............................................................................................................................................................. 3235–AK59 612 Risk Disclosures ............................................................................................................................................................ 3235–AK58 DIVISION OF CORPORATION FINANCE—Final Rule Stage Sequence Number Title Regulation Identifier Number 613 Proxy Solicitation Enhancements .................................................................................................................................. 3235–AK28

SEC DIVISION OF CORPORATION FINANCE—Final Rule Stage (Continued) Sequence Number Title Regulation Identifier Number 614 Shareholder Approval of Executive Compensation and Golden Parachute Compensation ........................................ 3235–AK68 DIVISION OF CORPORATION FINANCE—Completed Actions Sequence Number Title Regulation Identifier Number 615 Facilitating Shareholder Director Nominations .............................................................................................................. 3235–AK27 616 Revisions to Regulation D ............................................................................................................................................. 3235–AK52 DIVISION OF INVESTMENT MANAGEMENT—Final Rule Stage Sequence Number Title Regulation Identifier Number 617 Temporary Rule Regarding Principal Trades With Certain Advisory Clients ............................................................... 3235–AJ96 DIVISION OF INVESTMENT MANAGEMENT—Completed Actions Sequence Number Title Regulation Identifier Number 618 Amendments to Form ADV ........................................................................................................................................... 3235–AI17 619 Political Contributions by Certain Investment Advisers ................................................................................................ 3235–AK39 620 Indexed Annuities and Certain Other Insurance Contracts .......................................................................................... 3235–AK49 DIVISION OF TRADING AND MARKETS—Proposed Rule Stage Sequence Number Title Regulation Identifier Number 621 Amendments to Rule 17a-5 .......................................................................................................................................... 3235–AK56 622 Publication or Submission of Quotations Without Specified Information ...................................................................... 3235–AH40 DIVISION OF TRADING AND MARKETS—Final Rule Stage Sequence Number Title Regulation Identifier Number 623 Transitional Registration as a Municipal Advisor .......................................................................................................... 3235–AK69 624 Consolidated Audit Trail ................................................................................................................................................ 3235–AK51 625 Proposed Rules for Nationally Recognized Statistical Rating Organizations ............................................................... 3235–AK14 DIVISION OF TRADING AND MARKETS—Long-Term Actions Sequence Number Title Regulation Identifier Number 626 Confirmation of Transactions in Open-End Management Investment Company Shares, Unit Investment Trust In￾terests, and Municipal Fund Securities Used for Education Savings ......................................................................... 3235–AJ11 627 Point-of-Sale Disclosure of Purchases in Open-End Management Investment Company Shares, Unit Investment Trust Interests, and Municipal Fund Securities Used for Education Savings ............................................................. 3235–AJ12 628 Rule 15c-100: Schedule 15C ........................................................................................................................................ 3235–AJ13

SEC DIVISION OF TRADING AND MARKETS—Long-Term Actions (Continued) Sequence Number Title Regulation Identifier Number 629 Rule 15c-101: Schedule 15D ........................................................................................................................................ 3235–AJ14 630 Processing of Reorganization Events, Tender Offers, and Exchange Offers .............................................................. 3235–AH53 DIVISION OF TRADING AND MARKETS—Completed Actions Sequence Number Title Regulation Identifier Number 631 Amendment to Municipal Securities Disclosure ............................................................................................................ 3235–AJ66 Securities and Exchange Commission (SEC) Proposed Rule Stage Division of Corporation Finance 611. VOLUNTARY FILERS Legal Authority: Not Yet Determined Abstract: The Division is considering recommending that the Commission propose amendments to require registrants who do not have a filing obligation under the Exchange Act to file any reports with the Commission in compliance with Commission rules. Timetable: Action Date FR Cite NPRM 09/00/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Sean Harrison, Division of Corporation Finance, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–3430 RIN: 3235–AK59 612. RISK DISCLOSURES Legal Authority: Not Yet Determined Abstract: The Division is considering recommending that the Commission propose amendments to its rules and forms to consolidate and enhance the risk disclosures provided by registrants. Timetable: Action Date FR Cite NPRM 07/00/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Jennifer Zepralka, Division of Corporation Finance, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–3430 RIN: 3235–AK58 Securities and Exchange Commission (SEC) Final Rule Stage Division of Corporation Finance 613. PROXY SOLICITATION ENHANCEMENTS Legal Authority: 15 USC 78n Abstract: The Commission adopted amendments in December 2009 to enhance proxy disclosures. In the proposing release for those rules, the Commission also proposed further amendments to its proxy rules to clarify the manner in which they operate and address issues that have arisen in the proxy solicitation process. The Division is considering recommending that the Commission adopt amendments relating to the outstanding proposals. Timetable: Action Date FR Cite NPRM 07/17/09 74 FR 35076 Action Date FR Cite NPRM Comment Period End 09/15/09 Final Action 12/23/09 74 FR 68334 Final Action Effective 02/28/10 Final Action 11/00/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Mark W. Green, Division of Corporation Finance, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549–0301 Phone: 202 551–3440 Email: greenm@sec.gov RIN: 3235–AK28 614. ∑ SHAREHOLDER APPROVAL OF EXECUTIVE COMPENSATION AND GOLDEN PARACHUTE COMPENSATION Legal Authority: PL 111–203 sec 951; 15 USC 78c(b); 15 USC 78m; 15 USC 78n; 15 USC 78w(a); 15 USC 78mm Abstract: The Commission proposed revisions to the proxy rules to implement section 951 of the Dodd￾Frank Wall Street Reform and Consumer Protection Act, which requires issuers to conduct a separate shareholder advisory vote: (1) To approve the compensation of executives; (2) to determine how often they will conduct such votes; and (3) to approve golden parachute compensation arrangements when

SEC—Division of Corporation Finance Final Rule Stage issuers are soliciting votes to approve merger or acquisition transactions. Timetable: Action Date FR Cite NPRM 10/28/10 75 FR 66590 Action Date FR Cite NPRM Comment Period End 11/18/10 Final Action 01/00/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Scott Hodgdon, Division of Corporation Finance, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–3430 RIN: 3235–AK68 Securities and Exchange Commission (SEC) Completed Actions Division of Corporation Finance 615. FACILITATING SHAREHOLDER DIRECTOR NOMINATIONS Legal Authority: 15 USC 78c(b); 15 USC 78m; 15 USC 78n; 15 USC 78o; 15 USC 78w(a); 15 USC 78mm; 15 USC 80a–10; 15 USC 80a–20(a); 15 USC 80a–37 Abstract: The Commission adopted amendments to the proxy and related rules to enable long-term shareholders with significant holdings to include nominees to the board of directors in company proxy materials. Timetable: Action Date FR Cite NPRM 06/18/09 74 FR 29024 NPRM Comment Period End 08/17/09 Comment Period Extended 12/18/09 74 FR 67145 Action Date FR Cite Comment Period End 02/16/10 Final Action 09/16/10 75 FR 56668 Final Action Effective 11/15/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Lillian C. Brown, Division of Corporation Finance, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–3430 RIN: 3235–AK27 616. REVISIONS TO REGULATION D Legal Authority: 15 USC 77b(a)(15); 15 USC 77b(b); 15 USC 77d; 15 USC 77r; 15 USC 77s; 15 USC 77s(a); 15 USC 77z–3 Abstract: The Commission is withdrawing this rulemaking because the Dodd-Frank Wall Street Reform and Consumer Protection Act requires rulemaking in this area. The Division is considering recommending action to the Commission that complies with the statutory requirements. Timetable: Action Date FR Cite Withdrawn 10/01/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Anthony G. Barone, Division of Corporation Finance, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–3460 RIN: 3235–AK52 Securities and Exchange Commission (SEC) Final Rule Stage Division of Investment Management 617. TEMPORARY RULE REGARDING PRINCIPAL TRADES WITH CERTAIN ADVISORY CLIENTS Legal Authority: 15 USC 80b–6a; 15 USC 80b–11(a) Abstract: The Division is considering recommending that the Commission propose an amendment to extend the sunset date of Rule 206(3)-3T, a rule that provides investment advisers who are also registered broker-dealers an alternative means of compliance with the principal trading restrictions in Section 206(3) of the Investment Advisers Act. Timetable: Action Date FR Cite Interim Final Rule 09/28/07 72 FR 55022 Interim Final Rule Effective 09/30/07 Interim Final Rule Comment Period End 11/30/07 Interim Final Rule Extension 12/30/09 74 FR 690009 Interim Final Rule Effective 12/30/09 Action Date FR Cite Interim Final Rule Extension 12/00/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Matthew Goldin, Division of Investment Management, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–6726 Fax: 202 772–9284 Email: goldinm@sec.gov RIN: 3235–AJ96 Securities and Exchange Commission (SEC) Completed Actions Division of Investment Management 618. AMENDMENTS TO FORM ADV Legal Authority: 15 USC 80b–4, 80b–6(4), 80b–ll(a), 80b–3(c)(1); 15 USC 77s(a); 15 USC 78(wa), 78bb(e)(2); 15 USC 77sss(a); 15 USC 78a–37(a) Abstract: The Commission adopted amendments to Form ADV part 2 to require registered investment advisers to deliver to clients and prospective

SEC—Division of Investment Management Completed Actions clients a brochure written in plain English. The amendments are designed to require advisers to provide clients and prospective clients with clear, current, and more meaningful disclosure of the business practices, conflicts of interest, and background of investment advisers and their advisory personnel. Advisers will file their brochures with the Commission electronically, and the brochures will be available to the public through the Commission’s Web site. Timetable: Action Date FR Cite NPRM 04/17/00 65 FR 20524 NPRM Comment Period End 06/03/00 Second NPRM 03/14/08 73 FR 13958 Second NPRM Comment Period End 05/16/08 Final Action 08/12/10 75 FR 49234 Final Action Effective 10/12/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Vivien Liu, Division of Investment Management, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–6728 Email: liuy@sec.gov RIN: 3235–AI17 619. POLITICAL CONTRIBUTIONS BY CERTAIN INVESTMENT ADVISERS Legal Authority: 15 USC 80b–6(4); 15 USC 80b–11; 15 USC 80b–4 Abstract: The Commission adopted a new rule under the Investment Advisers Act that prohibits an investment adviser from providing advisory services for compensation to a government client for two years after the adviser or certain of its executives or employees make a contribution to certain elected officials or candidates. Timetable: Action Date FR Cite NPRM 08/07/09 74 FR 39840 NPRM Comment Period End 10/06/09 Final Action 07/14/10 75 FR 41018 Final Action Effective 09/13/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Melissa Roverts, Division of Investment Management, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–6722 Fax: 202 772–2934 Email: rovertsm@sec.gov RIN: 3235–AK39 620. INDEXED ANNUITIES AND CERTAIN OTHER INSURANCE CONTRACTS Legal Authority: 15 USC 77c(a)(8); 15 USC 77s(a); 15 USC 78l(h); 15 USC 78o; 15 USC 78w(a); 15 USC 78mm Abstract: On January 8, 2009, the Commission issued a release adopting Rule 151A under the Securities Act. Rule 151A defines the terms ‘‘annuity contract’’ and ‘‘optional annuity contract’’ under the Securities Act. The rule was intended to clarify the status under the federal securities laws of indexed annuities, under which payments to the purchaser are dependent on the performance of a securities index. On July 12, 2010, a Federal appeals court issued an order vacating rule 151A. The Commission issued a release withdrawing Rule 151A. Timetable: Action Date FR Cite Withdrawn 10/01/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Michael Kosoff, Division of Investment Management, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–6754 Fax: 202 772–9285 Email: kosoffm@sec.gov RIN: 3235–AK49 Securities and Exchange Commission (SEC) Proposed Rule Stage Division of Trading and Markets 621. AMENDMENTS TO RULE 17A–5 Legal Authority: 15 USC 78q Abstract: The Division is considering recommending that the Commission propose amendments to Rule 17a-5 dealing with, among other things, broker-dealer custody of assets. Timetable: Action Date FR Cite NPRM 12/00/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Rebekah Goshorn, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5514 Fax: 202 772–9333 Email: goshornr@sec.gov RIN: 3235–AK56 622. PUBLICATION OR SUBMISSION OF QUOTATIONS WITHOUT SPECIFIED INFORMATION Legal Authority: 15 USC 78c; 15 USC 78j(b); 15 USC 78o(c); 15 USC 78o(g); 15 USC 78q(a); 15 USC 78w(a) Abstract: As part of its efforts to respond to fraud and manipulation in the microcap securities market, the Commission proposed amendments to Rule 15c2-11. These amendments would limit the rule’s piggyback provision and increase public availability of issuer information. The amendments would expand the information review requirements for non-reporting issuers and the documentation required for significant relationships between the broker-dealer and the issuer of the security to be quoted. Finally, the amendments would exclude from the rule securities of larger, more liquid issuers. Timetable: Action Date FR Cite NPRM 02/25/98 63 FR 9661 NPRM Comment Period End 04/27/98 Second NPRM 03/08/99 64 FR 11124 Second NPRM Comment Period End 04/07/99

SEC—Division of Trading and Markets Proposed Rule Stage Action Date FR Cite Second NPRM Comment Period Extended 04/14/99 64 FR 18393 Comment Period End 05/08/99 Third NPRM 09/00/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Victoria L. Crane, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5744 Fax: 202 772–9355 Email: cranev@sec.gov RIN: 3235–AH40 Securities and Exchange Commission (SEC) Final Rule Stage Division of Trading and Markets 623. ∑ TRANSITIONAL REGISTRATION AS A MUNICIPAL ADVISOR Legal Authority: PL 111–203, sec 975 Abstract: The Commission adopted an interim final temporary rule to require all municipal advisors to register with it by October 1, 2010, consistent with the Dodd-Frank Wall Street Reform and Consumer Protection Act. Timetable: Action Date FR Cite Interim Final Rule 09/08/10 75 FR 54465 Interim Final Rule Effective 10/01/10 Interim Final Rule Comment Period End 10/08/10 Interim Final Rule Effective Through 12/31/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Ira Brandriss, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5681 Email: brandrissi@sec.gov RIN: 3235–AK69 624. CONSOLIDATED AUDIT TRAIL Legal Authority: 15 USC 78k–1(a); 15 USC 78q(a) Abstract: The Commission proposed a rule that would require national securities exchanges and national securities associations to act jointly in developed a national market system (‘‘NMS’’) plan to develop, implement, and maintain a consolidated order tracking system, or consolidated audit trail, with respect to the trading of NMS securities. Timetable: Action Date FR Cite NPRM 06/08/10 75 FR 32556 NPRM Comment Period End 08/09/10 Final Action 03/00/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Jennifer L. Colihan, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5642 Email: colihanj@sec.gov RIN: 3235–AK51 625. PROPOSED RULES FOR NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATIONS Legal Authority: 15 USC 78o–7; 15 USC 89q Abstract: The Commission proposed rule amendments and a new rule that would require nationally recognized statistical rating organizations (‘‘NRSROs’’) to furnish a new annual report by the firm’s designated compliance officers, to disclose additional information about firm sources of revenue, and to make publicly available a consolidated report about revenues attributable to persons paying the NRSRO for the issuance or maintenance of a credit rating. Timetable: Action Date FR Cite NPRM 06/25/08 73 FR 36212 NPRM Comment Period End 07/25/08 Final Rule 02/09/09 74 FR 6465 Second NPRM 02/09/09 74 FR 6485 Second NPRM Comment Period End 03/26/09 Final Rule 12/04/09 74 FR 63832 Final Rule Effective 02/01/10 Third NPRM 12/04/09 74 FR 63866 Third NPRM Comment Period End 02/02/10 Final Action 07/00/11 Regulatory Flexibility Analysis Required: Yes Agency Contact: Sheila Swartz, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5545 Fax: 202 772–9273 Email: swarts@sec.gov RIN: 3235–AK14

Securities and Exchange Commission (SEC) Long-Term Actions Division of Trading and Markets 626. CONFIRMATION OF TRANSACTIONS IN OPEN–END MANAGEMENT INVESTMENT COMPANY SHARES, UNIT INVESTMENT TRUST INTERESTS, AND MUNICIPAL FUND SECURITIES USED FOR EDUCATION SAVINGS Legal Authority: 15 USC 78j; 15 USC 78k; 15 USC 78o; 15 USC 78q; 15 USC 78w(a); 15 USC 78mm Abstract: The Commission proposed new Rule 15c2-2 under the Exchange Act, together with accompanying Schedule 15C. The Commission also proposed related amendments to Rule 10b-10. Proposed Rule 15c2-2 and Schedule 15C would provide for improved confirmation disclosure of distribution costs and conflicts of interest associated with transactions in mutual funds, municipal fund securities, and unit investment trusts. The amendments to Rule 10b-10 in part would reflect the new rule and would provide improved confirmation disclosure about certain callable securities. They also would clarify that the confirmation disclosure requirements do not determine broker￾dealer disclosure obligations under other provisions of the law. Timetable: Action Date FR Cite NPRM 02/10/04 69 FR 6438 NPRM Comment Period End 04/12/04 NPRM Comment Period Extended 03/04/05 70 FR 10521 NPRM Comment Period End 04/04/05 Next Action Undetermined Regulatory Flexibility Analysis Required: Yes Agency Contact: Alicia Goldin, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5618 Fax: 202 772–9270 Email: goldina@sec.gov RIN: 3235–AJ11 627. POINT–OF–SALE DISCLOSURE OF PURCHASES IN OPEN–END MANAGEMENT INVESTMENT COMPANY SHARES, UNIT INVESTMENT TRUST INTERESTS, AND MUNICIPAL FUND SECURITIES USED FOR EDUCATION SAVINGS Legal Authority: 15 USC 78j; 15 USC 78k; 15 USC 78o; 15 USC 78q; 15 USC 78w(a); 15 USC 78mm Abstract: The Commission proposed new Rule 15c2-3 under the Exchange Act, together with accompanying Schedule 15D. Proposed Rule 15c2-3 and Schedule 15D would provide for pre-transaction ‘‘point of sale’’ disclosure of distribution costs and conflicts of interest associated with transactions in mutual funds, municipal fund securities, and unit investment trusts. Timetable: Action Date FR Cite NPRM 02/10/04 69 FR 6438 NPRM Comment Period End 04/12/04 NPRM Comment Period Extended 03/04/05 70 FR 10521 NPRM Comment Period End 04/04/05 Next Action Undetermined Regulatory Flexibility Analysis Required: Yes Agency Contact: Alicia Goldin, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5618 Fax: 202 772–9270 Email: goldina@sec.gov RIN: 3235–AJ12 628. RULE 15C–100: SCHEDULE 15C Legal Authority: 15 USC 78j; 15 USC 78k; 15 USC 78o; 15 USC 78q; 15 USC 78w(a); 15 USC 78mm Abstract: The Commission proposed new Schedule 15C and Rules 15c2-2 and 15c2-3 under the Exchange Act, together with accompanying Schedule 15D. The Commission also proposed related amendments to Rule 10b-10. Proposed Rules 15c2-2 and 15c2-3 and Schedules 15C and 15D would provide for improved confirmation and pre￾transaction ‘‘point of sale’’ disclosure of distribution costs and conflicts of interest associated with transactions in mutual funds, municipal fund securities, and unit investment trusts. The amendments to Rule 10b-10 in part would reflect the new rules and would provide improved confirmation disclosure about certain callable securities. They also would clarify that the confirmation disclosure requirements do not determine broker￾dealer disclosure obligations under other provisions of the law. Timetable: Action Date FR Cite NPRM 02/10/04 69 FR 6438 NPRM Comment Period End 04/12/04 NPRM Comment Period Extended 03/04/05 70 FR 10521 NPRM Comment Period End 04/04/05 Next Action Undetermined Regulatory Flexibility Analysis Required: Yes Agency Contact: Alicia Goldin, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5618 Fax: 202 772–9270 Email: goldina@sec.gov RIN: 3235–AJ13 629. RULE 15C–101: SCHEDULE 15D Legal Authority: 15 USC 78j; 15 USC 78k; 15 USC 78o; 15 USC 78q; 15 USC 78w(a); 15 USC 78mm Abstract: The Commission proposed new Rule 15c2-3 under the Exchange Act, together with accompanying Schedule 15D. Proposed Rule 15c2-3 and Schedule 15D would provide for pre-transaction ‘‘point of sale’’ disclosure of distribution costs and conflicts of interest associated with transactions in mutual funds, municipal fund securities, and unit investment trusts. Timetable: Action Date FR Cite NPRM 02/10/04 69 FR 6438 NPRM Comment Period End 04/12/04 NPRM Comment Period Extended 03/04/05 70 FR 10521 NPRM Comment Period End 04/04/05 Next Action Undetermined Regulatory Flexibility Analysis Required: Yes Agency Contact: Alicia Goldin, Division of Trading and Markets,

SEC—Division of Trading and Markets Long-Term Actions Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5618 Fax: 202 772–9270 Email: goldina@sec.gov RIN: 3235–AJ14 630. PROCESSING OF REORGANIZATION EVENTS, TENDER OFFERS, AND EXCHANGE OFFERS Legal Authority: 15 USC 78b; 15 USC 78k–1(a)(1)(B); 15 USC 78n(d)(4); 15 USC 78o(c)(3); 15 USC 78o(c)(6); 15 USC 78q–1(a); 15 USC 78q–1(d)(1); 15 USC 78w(a) Abstract: The Commission proposed amendments to Rule 17Ad-14 under the Exchange Act. The amendments would require the establishment of book-entry accounts in connection with reorganization events and would give securities depositories up to 3 business days after the expiration of a tender offer, exchange offer, or reorganization event to deliver physical securities certificates to the agents. Timetable: Action Date FR Cite NPRM 09/04/98 63 FR 47209 Action Date FR Cite NPRM Comment Period End 11/03/98 Next Action Undetermined Regulatory Flexibility Analysis Required: Yes Agency Contact: Jerry Carpenter, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5710 Fax: 202 772–9270 Email: carpenterj@sec.gov RIN: 3235–AH53 Securities and Exchange Commission (SEC) Completed Actions Division of Trading and Markets 631. AMENDMENT TO MUNICIPAL SECURITIES DISCLOSURE Legal Authority: 15 USC 78b; 15 USC 78c(b); 15 USC 78j; 15 USC 78o(c); 15 USC 78o–4; 15 USC 78q; 15 USC 78w(a)(1) Abstract: The Commission amended Rule 15c2-12 under section 15 of the Exchange Act to improve the system of provided interpretive guidance for the municipal securities markets that would reflect changes in that market. Timetable: Action Date FR Cite NPRM 07/24/09 74 FR 36832 NPRM Comment Period End 09/08/09 Final Action 06/01/10 75 FR 33100 Final Action Effective 08/09/10 Regulatory Flexibility Analysis Required: Yes Agency Contact: Martha Mahan Haines, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549 Phone: 202 551–5681 Fax: 703 772–9274 Email: hainesm@sec.gov RIN: 3235–AJ66 [FR Doc. 2010–30469 Filed 12–17–10; 8:45 am] BILLING CODE 8010–01–S