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Employee Benefits Security Administration

2008 Individual Exemptions

Chronological Listing

Exchange-Traded Funds

Grant; PTE-2008-01

D-11318

G: 73 FR 3274 (01/17/08)

P: 72 FR 51668 (09/10/07)

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.

Hedge Funds

Grant; PTE-2008-03

D-11343

G: 73 FR 13582 (03/13/08)

P: 72 FR 60891 (10/26/07)

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.

Index and Model-Driven Funds

Grant; PTE-2008-13

D-11263

G: 73 FR 70378 (11/20/08)

P: 73 FR 39168 (07/08/08)

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.

In Kind Contributions to Plan

Grant; PTE-2008-06

D-11369

G: 73 FR 27564 (05/13/08)

P: 72 FR 30634 (06/01/07)

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.

In Kind Redemptions by Plans

Grant; PTE-2008-04

D-11389

G: 73 FR 13585 (03/13/08)

P: 72 FR 60899 (10/26/07)

GE Asset Management Incorporated (GEAM)

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.

Multiple Transactions

Grant; PTE-2008-10

D-11435

G: 73 FR 55527 (09/25/08)

P: 73 FR 26418 (05/09/08)

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.

Provision of Services

Grant; PTE-2008-02

D-11417

G: 73 FR 3280 (01/17/08)

P: 72 FR 60905 (10/26/07)

Citigroup, Inc. (Citigroup)

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.

Receipt of Benefits or Fees

Grant; PTE-2008-14

D-11424

G: 73 FR 70381 (11/20/08)

P: 73 FR 51521 (09/03/08)

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.

Grant; PTE-2008-02

D-11417

G: 73 FR 3280 (01/17/08)

P: 72 FR 60905 (10/26/07)

See summary for Citigroup, Inc. under Provision of Services.

Retroactive

Grant; PTE-2008-15

D-11396

G: 73 FR 78837 (12/23/08)

P: 73 FR 51517 (09/03/08)

See summary for Popular, Inc., et al. under Rights Offering.

Grant; PTE-2008-13

D-11263

G: 73 FR 70378 (11/20/08)

P: 73 FR 39168 (07/08/08)

See summary for Banc One Investment Advisors Corporation and J.P. Morgan Investment Management Inc. under Index and Model-Driven Funds.

Grant; PTE-2008-12

D-11460

G: 73 FR 55540 (09/25/08)

P: 73 FR 39177 (07/08/08)

See summary for Mellon Bank N.A. under Sale by Plan of Third Party Note(s).

Grant; PTE-2008-10

D-11435

G: 73 FR 55527 (09/25/08)

P: 73 FR 26418 (05/09/08)

See summary for Merrill Lynch & Co., Inc. and BlackRock, Inc. under Multiple Transactions.

Grant; PTE-2008-06

D-11369

G: 73 FR 27564 (05/13/08)

P: 72 FR 30634 (06/01/07)

See summary for the Swedish Health Services Pension Plan under In Kind Contribution to Plan.

Grant; PTE-2008-04

D-11389

G: 73 FR 13585 (03/13/08)

P: 72 FR 60899 (10/26/07)

See summary for GE Asset Management Incorporated under In Kind Redemption by Plan.

Grant; PTE-2008-03

D-11343

G: 73 FR 13582 (03/13/08)

P: 72 FR 60891 (10/26/07)

See summary for Wellington Management Company, LLP, et al. under Hedge Funds.

Grant; PTE-2008-01

D-11318

G: 73 FR 3274 (01/17/08)

P: 72 FR 51668 (09/10/07)

See summary for Barclays Global Investors, N.A., et al. under Exchange-Traded Funds.

Rights Offering

Grant; PTE-2008-15

D-11396

G: 73 FR 78837 (12/23/08)

P: 73 FR 51517 (09/03/08)

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.

Sale by Plan of Real Property

Grant; PTE-2008-11

D-11449

G: 73 FR 55540 (09/25/08)

P: 73 FR 39175 (07/08/08)

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.

Grant; PTE-2008-05

D-11421

G: 73 FR 13586 (03/13/08)

P: 73 FR 3281 (01/17/08)

Toeruna Widge IRA (the IRA)

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.

Sale by Plan of Third Party Note(s)

Grant; PTE-2008-12

D-11460

G: 73 FR 55540 (09/25/08)

P: 73 FR 39177 (07/08/08)

Mellon Bank N.A. (Mellon)

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.

Grant; PTE-2008-09

D-11416

G: 73 FR 55527 (09/25/08)

P: 73 FR 13587 (03/13/08)

Wholesale Electronic Supply Employees Profit Sharing Plan and Trust (the Plan)

Permits the cash sale of a note by the Plan to Levco Enterprises, Inc., a party in interest with respect to the Plan.

Title II Only

Grant; PTE-2008-05

D-11421

G: 73 FR 13586 (03/13/08)

P: 73 FR 3281 (01/17/08)

See summary for the Toeruna Widge IRA under Sale by Plan of Real Property.

Underwriter Exemption (Asset-Backed Securities)

Grant; PTE-2008-08

D-11446

G: 73 FR 27570 (05/13/08)

P: 73 FR 13576 (03/13/08)

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.

Underwriting Syndicate

Grant; PTE-2008-16

D-11453

G: 73 FR 78838 (12/23/08)

P: 73 FR 60325 (10/10/08)

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).

Grant; PTE-2008-07

 

G: 73 FR 27565 (05/13/08)

P: 73 FR 3282 (01/17/08)

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.”