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Employee Benefits Security Administration

2009 Individual Exemptions

PTE 2009-01

D-11459

G: 74 FR 3644 (01/21/09)

P: 73 FR 51524 (09/03/08)

Calpine Corporation (the Applicant)

Permits, effective January 31, 2008, the past acquisition by the Calpine Corporation Retirement Savings Plan (the Plan) of warrants issued by the Applicant that would permit, under certain conditions, the purchase of shares of newly-issued Calpine Common Stock pursuant to certain bankruptcy proceedings; (2) the holding of the Warrants by the Plan; and the (3) the disposition of the Warrants.

PTE 2009-02

D-11473

G: 74 FR 3644 (01/21/09)

P: 73 FR 70377 (11/20/08)

Starrett Corporation Pension Plan (the Plan)

Permits the proposed cash sale by the Plan to the Starrett Corporation, a party in interest with respect to the Plan, of a $25,000 face amount 7.797% secured senior note issued by the Osprey Trust, an Enron related entity.

PTE 2009-03

L-11407 (Mitigation VEBA Case)

G: 74 FR 3645 (01/21/09)

P: 73 FR 42828 (07/23/08)

General Motors Corporation and Its Wholly-Owned Subsidiaries (together, GM)

Permits, effective December 16, 2005, (1) monthly cash advances to GM by the DC VEBA to reimburse GM for the estimated mitigation of certain health care expenses (the Mitigation) and for the payment of dental expenses incurred by participants in the DC VEBA; and (2) an annual “true up” of the Mitigation payments and dental expenses against the actual expenses incurred, with the result that (a) if GM has been underpaid by the DC VEBA, GM receives the balance outstanding from the DC VEBA with interest, or (b) if the DC VEBA has overpaid GM, GM reimburses the DC VEBA for the amount overpaid, with interest.

PTE 2009-04

D-11428

G: 74 FR 8570 (02/25/09)

P: 73 FR 70373 (11/20/08)

Heico Holding, Inc. Pension Plan (the Plan)

Permits the proposed sale by the Plan of a non-marketable limited partnership interest in Trident Equity Fund, II, L.P. to Heico Holding Inc., a party in interest with respect to the Plan.

PTE 2009-05

D-11450

G: 74 FR 8571 (02/25/09)

P: 73 FR 70375 (11/20/08)

Brewster Dairy, Inc. 401(k) Profit Sharing Plan (the Plan)

Permits the sale, on November 18, 2008, by the Plan of 2.5 limited partnership units in the Heartland California Clayton Limited Partnership to Brewster Dairy, Inc., the Plan’s sponsor and a party in interest with respect to the Plan.

PTE 2009-06

D-11481

G: 74 FR 8992 (02/27/09)

P: 73 FR 66260 (11/07/08)

Citigroup, Inc.

With respect to transactions involving employee benefit plans (the Plans) that are described in both Title I and Title II of ERISA, this exemption permits effective February 1, 2008, the (a) the sale or exchange of an Auction Rate Security by a Plan to the Sponsor of such Plan; or (b) a lending of money or other extension of credit to a Plan in connection with the holding of an Auction Rate Security by the Plan, from: (1) Citigroup or an affiliate (Citigroup); (2) an Introducing Broker; or (3) a Clearing Broker; where the loan is: (i) repaid in accordance with its terms; and (ii) guaranteed by the Plan Sponsor. In addition, with respect to transactions involving Plans described in Title II of ERISA only, this exemption permits, effective February 1, 2008, (a) the sale or exchange of an Auction Rate Security by a Title II Only Plan to the Beneficial Owner of such Plan; or (b) a lending of money or other extension of credit to a Title II Only Plan in connection with the holding of an Auction Rate Security by the Title II Only Plan, from: (1) Citigroup; (2) an Introducing Broker; or (3) a Clearing Broker; where the loan is: (i) repaid in accordance with its terms; and (ii) guaranteed by the Beneficial Owner.

PTE 2009-07

D-11484

G: 74 FR 8993 (02/27/09)

P: 73 FR 66263 (11/07/08)

Robert W. Baird & Co., Incorporated

With respect to transactions involving employee benefit plans (the Plans) that are described in both Title I and Title II of ERISA, this exemption permits, effective February 1, 2008, the (a) the sale or exchange of an Auction Rate Security by a Plan to the Sponsor of such Plan; or (b) a lending of money or other extension of credit to a Plan in connection with the holding of an Auction Rate Security by the Plan, from: (1) Robert W. Baird & Co. Incorporated or any of its current or future affiliates or subsidiaries (Baird); (2) an Introducing Broker; or (3) a Clearing Broker; where the loan is: (i) repaid in accordance with its terms; and (ii) guaranteed by the Plan Sponsor. In addition, with respect to transactions involving Plans described in Title II of ERISA only, this exemption permits, effective February 1, 2008, (a) the sale or exchange of an Auction Rate Security by a Title II Only Plan to the Beneficial Owner of such Plan; or (b) a lending of money or other extension of credit to a Title II Only Plan in connection with the Plan’s holding of an Auction Rate Security, from: (1) Baird; (2) an Introducing Broker; or (3) a Clearing Broker; where the loan is: (i) repaid in accordance with its terms; and (ii) guaranteed by the Beneficial Owner.

PTE 2009-08

D-11490

G: 74 FR 8995 (02/27/09)

P: 73 FR 66266 (11/07/08)

Raymond James & Associates, Inc.

With respect to transactions involving employee benefit plans (the Plans) that are described in both Title I and Title II of ERISA, this exemption permits effective February 1, 2008, the (a) the sale or exchange of an Auction Rate Security by a Plan to the Sponsor of such Plan; or (b) a lending of money or other extension of credit to a Plan in connection with the Plan’s holding of an Auction Rate Security: (1) Raymond James & Associates, Inc. or any of its current or future affiliates or subsidiaries (Raymond James); (2) an Introducing Broker; or (3) a Clearing Broker; where the loan is: (i) repaid in accordance with its terms; and (ii) guaranteed by the Plan Sponsor. In addition, with respect to transactions involving Plans described in Title II of ERISA only, this exemption permits effective February 1, 2008, (a) the sale or exchange of an Auction Rate Security by a Title II Only Plan to the Beneficial Owner of such Plan; or (b) a lending of money or other extension of credit to a Title II Only Plan in connection with the Plan’s holding of an Auction Rate Security, from: (1) Raymond James; (2) an Introducing Broker; or (3) a Clearing Broker; where the loan is: (i) repaid in accordance with its terms; and (ii) guaranteed by the Beneficial Owner.

PTE 2009-09

D-11505

G: 74 FR 8996 (02/27/09)

P: 73 FR 66268 (11/07/08)

Northwestern Mutual Investment Services, LLC (NMIS)

Permits, effective September 30, 2008, the sale by a Plan of an Auction Rate Security to NMIS.

PTE 2009-10

D-11336

G: 74 FR 13235 (03/26/09)

P: 73 FR 79168 (12/24/08)

Camino Medical Group, Inc. Employee Retirement Plan (the Plan)

Permits, effective July 1, 2003 until December 14, 2007, the (1) the leasing (the 2003 Leases) of a medical facility (the Urgent Care Facility) and a single family residence converted to an office (the Residence) by the Retirement Plan to CMG, the sponsor of the Retirement Plan and a party in interest with respect to such plan; and (2) the exercise, by CMG, of options to renew the 2003 Lease with respect to the Residence for one year and the 2003 Lease with respect to the Urgent Care Facility for three years.

PTE 2009-11

D-11471

G: 74 FR 13236 (03/26/09)

P: 73 FR 63200 (10/23/08)

Amendment to Prohibited Transaction Exemption (PTE) 99-34 Involving the Chase Manhattan Bank/JPMorgan Chase Bank, National Association (JPMCB)

Amends PTE 99-34 (64 FR 46419, August 15, 1999), an exemption granted to The Chase Manhattan Bank (CMB). PTE 99-34 permits the lending of securities to affiliates of The Chase Manhattan Corporation (CMC) by employee benefit plans, including commingled investment funds holding plan assets for which CMC affiliates act as directed trustee or custodian and securities lending agent or subagent, and the receipt of compensation in connection with the transactions. The amendment applies to JPMCB, a successor organization to CMB, and would extend the provisions of PTE 99-34 to certain transactions with affiliates of the Bear Stearns Companies, Inc. The amendment is effective as of August 25, 1999.

PTE 2009-12

D-11341

G: 74 FR 13231 (03/26/09)

P: 73 FR 78846 (12/23/08)

Grant of Individual Exemption to Replace Prohibited Transaction Exemption (PTE) 2000-45, Involving Citigroup Global Markets, Inc. (CGMI), formerly Salomon Smith Barney Inc.

Replaces PTE 2000-45 (65 FR 54315, September 7, 2000), which became ineffective due to a material change in this exemption. PTE 2000-45 related to the operation of the TRAK Personalized Investment Advisory Service (the TRAK Program) and the Trust for Consulting Group Capital Markets Funds. PTE 2000-45 provided exemptive relief with respect to the purchase or redemption of mutual fund shares by plans participating in CGMI’s TRAK Program. It also permitted the CGMI’s Consulting Group division to provide asset allocation advice to the investing plans.

CGMI has requested a temporary and limited exemption that would modify the definition of the term “affiliate,” as set forth in PTE 2000-45. According to PTE 2000-45, the definition of “affiliate” includes a corporation or partnership of which CGMI or an affiliate is a 10 percent or more partner or owner. In December 2005, Citigroup, Inc. (Citigroup), the parent of CGMI sold substantially all of its asset management business to Legg Mason, Inc. (Legg Mason), with the exception of the TRAK Program and the Consulting Group. In return for Legg Mason’s broker-dealer business, Citigroup received 4 percent of Legg Mason’s voting common stock and 10 percent of Legg Mason’s convertible, non-voting preferred stock.

As a result of the merger, Legg Mason became an affiliate of Citigroup since Citigroup then owned 14 percent of Legg Mason’s stock. This affiliation temporarily affected the independence of two TRAK Program sub-advisers, which were subsidiaries of Legg Mason. Under PTE 2000-45 and its predecessor exemptions, all of the TRAK Program sub-advisers were required to be independent of CGMI and its affiliates. Because of this material change in the sub-advisers’ independence, the Department decided that PTE 2000-45 would no longer be effective. So, the Department has provided a new exemption to Citigroup and CGMI, which is retroactive to December 1, 2005. Also, the exemption covers a fee offset procedure that Citigroup implemented on January 1, 2008.

PTE 2009-13

D-11458

G: 74 FR 20990 (05/06/09)
O: 74 FR 23888 (05/21/09) (Tech. Corr. Notice)

P: 73 FR 79174 (12/24/08)

The Bank of New York Mellon Corporation (BNYMC)

Permits, effective December 24, 2008, the purchase of certain securities (the Securities) by an asset management affiliate of BNYMC, from any person other than such asset management affiliate of BNYMC or any affiliate thereof, during the existence of an underwriting or selling syndicate with respect to such Securities, where a broker-dealer affiliated with BNYMC is a manager or member of such syndicate (an “affiliated underwriter transaction” (AUT) and/or where an Affiliated Trustee serves as trustee of a trust that issued the Securities (whether or not debt securities) or serves as indenture trustee of Securities that are debt Securities (an “affiliated trustee transaction”' (ATT) and the asset management affiliate of BNYMC, as a fiduciary, purchases such Securities (a) on behalf of an employee benefit plan or employee benefit plans (Client Plan(s); or (b) on behalf of Client Plans, and/or In-House Plans, which are invested in a pooled fund or in pooled funds.

PTE 2009-14

D-11477, D-11478 and D-11479

G: 74 FR 20997 (05/06/09)
O: 74 FR 23888 (05/21/09) (Tech. Corr. Notice)

P: 74 FR 3647 (01/21/09)

UBS AG (UBS) and Its Affiliates, UBS Financial Services Inc. and UBS Financial Services Inc. of Puerto Rico

Permits (1) the acquisition by the UBS Savings and Investment Plan, the UBS Financial Services, Inc. 401(k) Plus Plan, and the UBS Financial Services Inc. of Puerto Rico Savings Plus Plan (collectively, the Plans) of certain entitlements (the Entitlements) and certain subscription rights (the Rights) issued by UBS, a party in interest with respect to the Plans; (2) the holding of the Entitlements by the Plans between April 28, 2008 and May 9, 2008, inclusive, pending the automatic conversion of the Entitlements into shares of UBS common stock; and (3) the holding of the Rights by the Plans between May 27, 2008 and June 9, 2008, inclusive.

PTE 2009-15

D-11493

G: 74 FR 30623 (06/26/09)

P: 74 FR 8579 (02/25/09)

Schloer Enterprises, Inc. 401(k) Profit Sharing Plan (the Plan)

Permits the cash sale of a certain parcel of real property by the Plan to Craig J. Schloer, a party in interest with respect to the Plan.

PTE 2009-16

D-11519

G: 74 FR 30623 (06/26/09)

P: 74 FR 21002 (05/06/09)

Amendment to PTE 90-29, as Amended by PTE 97-34, and PTE 2007-05, PTE 90-29, Involving Merrill Lynch, Pierce Fenner & Smith, Inc., the Principal Subsidiary of Merrill Lynch & Co., Inc. and its Affiliates (ML) and to PTE 2002-19 as Amended by PTE 2005-07, Involving J.P. Morgan Chase & Company and Its Affiliates

Amendment affects PTE 90-29 and PTE 2002-19, the Underwriter Exemptions. The Underwriter Exemptions are individual exemptions that provide relief for the origination and operation of certain asset pool investment trusts and the acquisition, holding and disposition by employee benefit plans of certain asset-backed pass-through certificates representing undivided interests in those investment trusts. Would also provide a six-month period to resolve certain affiliations, as a result of Bank of America, N.A., the Trustee, and ML as members of the Restricted Group, as those terms are defined in the Underwriter Exemptions.

PTE 2009-17

D-11536 - D-11550

G: 74 FR 30631 (06/26/09)

P: 74 FR 13258 (03/26/09)

Individual Retirement Account for Ralph Hartwell, et al. (the IRAs)

Permits the cash sales of certain shares of closely held common stock of the Bank of Idaho Holding Company by the IRAs to their participants, who are disqualified persons with respect to their respective IRAs.

PTE 2009-18

D-11488

G: 74 FR 36774 (07/24/09)

P: 74 FR 3650 (01/21/09)

Robert W. Baird & Co. Incorporated (Baird)

Permits, effective February 1, 2008, the lending of “Auction Rate Securities,” by a plan to Baird or any of its affiliates.

PTE 2009-19

D-11498

G: 74 FR 36775 (07/24/09)

P: 74 FR 20975 (05/06/09)

MarkWest Energy Partners, L.P.

Permits, effective February 21, 2008: (1) the acquisition by the individually directed accounts (the Accounts) of participants in the MarkWest Hydrocarbon, Inc. 401(k) Savings and Profit Sharing Plan (the Plan), of publicly traded partnership units (the Units) issued by MarkWest Energy Partners, L.P., the parent of MarkWest Hydrocarbon, Inc. (Hydrocarbon), which is the sponsor of the Plan, as a result of the conversion of the common stock of Hydrocarbon (the Stock) held by the Plan into Units, pursuant to a Plan of Redemption and Merger (the Merger); and (2) the holding of such Units by the Accounts in the Plan. Would also permit, prospectively: (1) the purchase of Units in the future by Accounts in the Plan; and (2) the holding of such Units by the Accounts in the Plan.

PTE 2009-20

D-11501

G: 74 FR 36777 (07/24/09)

P: 74 FR 8580 (02/25/09)

Morgan Stanley & Co. Incorporated (Morgan Stanley)

Permits (1) effective February 1, 2008, sales of “Auction Rate Securities” (ARS) by a plan to Morgan Stanley, a party in interest with respect to the plan, where such sale is unrelated to, and not made in connection with, a Settlement Agreement; and (2) effective August 1, 2008, sales of “Auction Rate Securities” (ARS) by a plan to Morgan Stanley, a party in interest with respect to the plan, where such sale is related to, and made in connection with, a Settlement Agreement with a U.S. State or federal authority that provides for the purchase of an ARS by Morgan Stanley from a Plan.

PTE 2009-21

D-11523

G: 74 FR 36778 (07/24/09)

P: 74 FR 20987 (05/06/09)

The Bank of New York Mellon Corporation and Its Affiliates (collectively, BNY Mellon)

Permits, effective October 3, 2008, the cash sale by a plan of certain Auction Rate Securities to BNY Mellon.

PTE 2009-22

D-11397

G: 74 FR 45284 (09/01/09)

P: 74 FR 13242 (03/26/09)

PNC Financial Services Group, Inc. (PNC)

Permits, effective September 29, 2006, in connection with the investment in an open end investment company (a Fund) by Client Plans for which PNC serves as a fiduciary and is a party in interest with respect to such Client Plan: (a) the receipt of fees by PNC from a Fund, where BlackRock, Inc., and any affiliate (BlackRock) acts as an investment adviser for such Fund, and the receipt of fees by BlackRock for the provision of investment advisory or similar services to such Fund; (b) the receipt of fees by PNC from a Fund for providing Secondary Services to such Fund; and (c) the receipt of fees by PNC from BlackRock in connection with mutual fund administrative services provided by PNC to such Fund in which a Client Plan invests.

PTE 2009-23

D-11447

G: 74 FR 45290 (09/01/09)

P: 74 FR 8572 (02/25/09)

Verizon Investment Management Corporation (Verizon)

Provides retroactive exemptive relief for transactions entered into by Verizon, acting as an in-house asset manager on behalf of plans sponsored by Verizon Communications, Inc. or its subsidiaries, with parties in interest solely by reason of providing services to such plans or solely by reason of a relationship to a service provider described in section 3(14)(F),(G), (H), or (I) of the Act, for the plan years from January 1, 2001, through December 31, 2001, and January 1, 2003, through December 31, 2003; provided the requirements of Prohibited Transaction Exemption 96-23 (PTE 96 23) are met, except with respect to the annual audit requirement in section I(h) of PTE 96-23.

PTE 2009-24

D-11465

G: 74 FR 45294 (09/01/09)
O: 74 FR 59001 (11/16/09) (Tech. Corr. Notice)

P: 73 FR 79186 (12/24/08)

United States Steel and Carnegie Pension Fund (the Applicant)

Permits, effective February 15, 2003, transactions between parties in interest with respect to the “Former U.S. Steel Related Plans,” as defined in the exemption, and an investment fund in which such plans have an interest, provided UCF or its successor has discretionary authority or control with respect to the plan assets involved in the transaction, and various other conditions are satisfied. UCF had received final authorization for this transaction under PTE 96-62, effective February 15, 2003 (FAN 2003-03E), for a period of five years. However, one of the conditions pertaining to an exemption audit was not satisfied since the report was not done in a timely fashion. This exemption provides retroactive relief back to the effective date of FAN 2003-03E, and would provide prospective relief for an additional five years from the date of the granting of the exemption, provided stricter conditions regarding the exemption audit are satisfied prospectively.

PTE 2009-25

D-11508

G: 74 FR 45300 (09/01/09)

P: 74 FR 20981 (05/06/09)

Barclays Global Investors N.A. and Its Affiliates and Successors (BGI) and Barclays Capital Inc. and Its Affiliates and Successors (BarCap)

Permits: (1) effective September 22, 2008, through the earlier of (i) the effective date of an individual exemption granting permanent relief for the following transactions or (ii) one year from the grant date of this individual exemption (the Relief Period), the lending of securities of Client Plans in reliance on PTE 2002-46, where the applicable Index or Model-Driven Fund managed by BGI meets the definition of an “Index Fund” or a “Model-Driven Fund” as set forth in Section III of PTE 2002-46 but for the fact that the underlying index is a BarCap Lehman Index; (2) effective for the Relief Period, transactions carried out on behalf of Client Plans in reliance on PTE 2008-01, where the applicable Index or Model-Driven Fund would meet the definition of an “Index Fund” or a “Model-Driven Fund” as set forth in Section V of PTE 2008-01 but for the fact that the underlying index is a BarCap Lehman Index; and (3) the purchase or sale of fixed income securities between BGI on behalf of Client Plans and the BarCap Lehman Broker-Dealer.

PTE 2009-26

D-11470

G: 74 FR 49034 (09/25/09)

P: 74 FR 8576 (02/25/09)

M&T Bank Corporation Pension Plan (the Plan)

Permits, effective January 18, 2007, the in-kind redemptions of shares held by the Plan of the MTB Mid Cap Growth Fund and the MTB Large Cap Stock Fund for which affiliates of Manufacturers and Traders Trust Company provide investment advisory and other services.

PTE 2009-27

D-11553

G: 74 FR 49037 (09/25/09)

P: 74 FR 36515 (07/23/09)

Bank of New York Mellon Corporation (BNYMC)

Permits, effective November 25, 2008, the cash sale of certain securities issued by Lehman Brothers Holdings Inc. or its affiliates for an aggregate purchase price of approximately $5,512,395 by the EB SMAM Securities Lending Temporary Investment Fund (the Fund) to BNYMC, a party in a interest with respect to the employee benefit plans invested, directly or indirectly, in the Fund.

PTE 2009-28

L-11451 (Mitigation VEBA Case)

G: 74 FR 49038 (09/25/09)

P: 74 FR 30635 (06/26/09)

Ford Motor Corporation and Its Affiliates (collectively, Ford)

Permits, effective July 13, 2006, (1) monthly cash advances to Ford by the Independent Health Care Trust for UAW Retirees of Ford Motor Company (the DC VEBA), to reimburse Ford for the estimated mitigation (the Mitigation) of certain health care expenses, and during the period from July 14, 2006 through February 28, 2007, for the payment of dental expenses incurred by participants in the DC VEBA; and (2) an annual “true-up” of the Mitigation payments and dental expenses against the actual expenses incurred, with the result that (a) if Ford has been underpaid by the DC VEBA, Ford receives the balance outstanding from the DC VEBA, with interest; or (b) if the DC VEBA has overpaid Ford, Ford reimburses the DC VEBA for the amount overpaid, with interest.

PTE 2009-29

D-11432

G: 74 FR 59001 (11/16/09)

P: 74 FR 30632 (06/26/09)

Iron Workers Local 17 Pension Fund (the Plan)

Permits the sale of a leasehold interest, which includes an office building and certain rights pursuant to a ground lease, held by the Plan, to the Bridge, Structural and Ornamental Iron Workers Local Union, a party in interest with respect to the Plan.

PTE 2009-30

D-11483

G: 74 FR 59002 (11/16/09)

P: 74 FR 30634 (06/26/09)

Urology Clinics of North Texas, P.A. 401(k) Profit Sharing Plan and Trust (the Plan)

Permits the sale of a 2.52 percent ownership interest comprising five Class I Units issued by the Center for Pediatric Surgery, an unrelated party, by the individually-directed account in the Plan of David Ewalt, M.D., to Dr. Ewalt, a party in interest with respect to the Plan.

PTE 2009-31

D-11530

G: 74 FR 59003 (11/16/09)

P: 74 FR 44387 (08/28/09)

Amendment to PTE 96-22, as Amended by PTE 97-34, PTE 2000-58, PTE 2002-41 and PTE 2007-05, Involving the Wachovia Corporation and Its Affiliates (Wachovia), the Successor of First Union Corporation and PTE 2002-19, Involving J.P. Morgan Chase & Company and Its Affiliates

Amends PTE 96-22 and PTE 2002-19, the “Underwriter Exemptions.” The Underwriter Exemptions are individual exemptions that provide relief for the origination and operation of certain asset pool investment trusts and the acquisition, holding and disposition by employee benefit plans of certain asset-backed pass-through certificates representing undivided interests in those investment trusts. The amendment provides a six-month period to resolve certain affiliations, as a result of the Wells Fargo & Company acquisition of Wachovia, between Wells Fargo Bank, N.A. the Trustee, and Wachovia as members of the Restricted Group, as those terms are defined in the Underwriter Exemptions. The exemption is effective as of December 31, 2008.

PTE 2009-32

L-11482

G: 74 FR 59011 (11/16/09)

P: 74 FR 44396 (08/28/09)

Alaska Laborers-Construction Industry Apprenticeship Training Trust (the Plan)

Permits the purchase by the Plan of certain unimproved real property from the Alaska Construction & General Laborers 942 Building Association, Inc., an entity owned by Local 942, Laborers International Union of North America, a party in interest with respect to the Plan.

PTE 2009-33

D-11423

G: 74 FR 67925 (12/21/09)

P: 74 FR 49026 (09/25/09)

Cotter Merchandise Storage Company Defined Benefit Pension Plan (the Plan)

Permits (1) the proposed sale by the Plan to the Cotter Merchandise Storage Company (Cotter), the Plan sponsor and a party in interest with respect to the Plan, of certain promissory notes which are currently held in the Plan; and (2) the assignment, by the Plan to Cotter, of a civil judgment against the Plan’s former trustee, Robert Geib.

PTE 2009-34

D-11445

G: 74 FR 67926 (12/21/09)

P: 74 FR 49029 (09/25/09)

Unaka Company, Incorporated Employees Profit Sharing Plan (the Plan)

Permits the proposed sale by the Plan to Unaka Company Incorporated, a party in interest with respect to the Plan, of two promissory notes that are secured by deeds of trust on certain parcels of real property.

Proposed Exemptions

Proposal

L-11568

FR Citation: 74 FR 47963 (09/18/09)

 

UAW General Motors Company Retiree Medical Benefits Plan (the New GM VEBA Plan) and the UAW Retiree Medical Benefits Trust (the VEBA Trust) (collectively, the VEBA)

Would permit, effective July 10, 2009: (1) the acquisition by the VEBA of: (a) 87,500,000 shares of common stock of General Motors Company (the New GM Stock) representing 17.5% of New GM equity; (b) $6.5 billion of Series A Fixed Rate Cumulative Perpetual Preferred Stock of New GM (the Preferred Stock); (c) a note issued by New GM with a principal amount of $2.5 billion (the Note); and (d) warrants to acquire New GM Common Stock representing 2.5% of New GM equity (the Warrants) (collectively, including any additional shares of New GM Common Stock acquired pursuant to the exercise of the Warrants, the Securities), transferred by New GM and deposited in the General Motors Company Employer Security Sub-Account of the General Motors Separate Retiree Account of the VEBA Trust; (2) the acquisition by the New GM VEBA of shares of New GM Common Stock pursuant to the exercise of the Warrants; (3) the holding by the VEBA of the Securities in the General Motors Company Employer Security Sub-Account of the General Motors Separate Retiree Account of the VEBA Trust; (4) the disposition of the Securities; (5) the payment by Old GM, New GM, the Old GM Plan, the New GM Plan or the VEBA of a benefit claim that was the responsibility and legal obligation, under the terms of the applicable plan documents, of one of the other parties listed in this section (5); (6) the reimbursement by Old GM, New GM, the Old GM Plan, the New GM Plan or the VEBA of a benefit claim that was paid by another party listed in this section (6), which was not legally responsible for the payment of such claim, plus interest; and (7) the return to New GM of assets deposited or transferred to the VEBA by mistake, plus interest.

Proposal

D-11522

FR Citation: 74 FR 49031 (09/25/09)

 

State Street Bank and Trust Company (State Street)

Would permit, effective October 24, 2008, the cash sale of certain mortgage, mortgage-related, and other asset-backed securities for $2,447,381,010 by stable value commingled funds and separate accounts both holding assets of employee benefit plans (the Accounts) to State Street, the investment manager and/or trustee for the Accounts.

Proposal

L-11566

FR Citation: 74 FR 51182 (10/5/09)

 

Chrysler LLC

Would permit, effective June 10, 2009: (1) the acquisition by the UAW Chrysler Retiree Medical Benefits Plan (the New Chrysler VEBA Plan) and its associated UAW Retiree Medical Benefits Trust (the VEBA Trust) of: (a) 676,924 shares of New Chrysler Shares (the Shares); and (b) a Note issued by New Chrysler with a principal amount of $4,587,000,000 and an implicit interest rate of nine percent (9%) (the Note) transferred by New Chrysler and deposited in the Chrysler Employer Security Sub-Account of the Chrysler Separate Retiree Account of the VEBA Trust; (2) the holding of the Shares and the Note by the New Chrysler VEBA Plan in the in the Chrysler Employer Security Sub-Account of the Chrysler Separate Retiree Account of the VEBA Trust; (3) the disposition of the Shares and the Note; (4) the sale by the New Chrysler VEBA Plan to Fiat S.p.A. (Fiat) of Shares pursuant to the exercise by Fiat of the Call Option Agreement and/or the First Offer Right described in the New Chrysler Operating Agreement; (5) the payment by New Chrysler, the Existing Internal VEBA, the New Chrysler VEBA Plan, or any affiliate of New Chrysler of a benefit claim that was the responsibility and legal obligation, under the terms of the applicable plan documents, of one of the other parties listed in this paragraph; and (6) the reimbursement by New Chrysler, the Existing Internal VEBA, the New Chrysler VEBA Plan, or any affiliate of New Chrysler, of a benefit claim that was paid by another party listed in this paragraph, which was not legally responsible for the payment of such claim, plus interest.

Proposal

D-11491

FR Citation: 74 FR 58987 (11/16/09)

 

JPMorgan Chase Bank, N.A. (JPMCB)

Would permit, effective July 1, 2004, the continued and future provision by JPMCB or by its current or future affiliates of letters of credit to guarantee the commercial lease obligations of unrelated third-party tenants in connection with commercial properties owned by a Fund or commercial properties for which a Fund has a security interest, where JPMCB is the manager and trustee of such Funds that hold the assets of certain employee benefit plans.

Proposal

D-11571

FR Citation: 74 FR 58992 (11/16/09)

 

The Bank of New York Mellon

Would permit, effective February 20, 2009, the cash sale of certain floating rate securities issued by Lehman Brothers Holdings, Inc. or its affiliates (together, Lehman), for an aggregate purchase price of $235,737,419.05 by the EB Temporary Investment Fund – Lehman, the EB SMAM Short-Term Investment Fund – Lehman, the DF Temporary Investment Fund – Lehman and the Pooled Employee Daily Liquidity Fund – Lehman (collectively, the Funds), to The Bank of New York Mellon Corporation, a party in interest with respect to employee benefit plans invested, directly or indirectly, in the Funds.

Proposal

D-11492

FR Citation: 74 FR 58996 (11/16/09)

 

Ivy Asset Management Corporation

Would permit, effective December 31, 2008, (a) the cash sale of certain equity interests (the Shares) in hedge funds organized outside the United States, which Shares are held in the Ivy Enhanced Income Fund (the Fund), a sub-fund established under the Alternative Investment-Master Group Trust, to Ivy, a party in interest with respect to certain employee benefit plans, including a defined benefit plan sponsored by Ivy’s parent corporation, The Bank of New York Mellon Corporation, (collectively, the Plans) and certain individual retirement accounts (the IRAs), where such Plans and IRAs have interests in the Fund; and (b) the sale for cash of certain restricted shares of the D.E. Shaw Composite International Fund, Ltd., a hedge fund organized outside the United States, to Ivy Holding Cayman, LTS, an affiliate of Ivy which is also organized outside the United States, and which is a party in interest with respect to the Plans and the IRAs, where such Plans and IRAs have interests in the Fund.

Proposal

L-11575

FR Citation: 74 FR 64716 (12/08/09)

 

Ford Motor Company (Ford)

Would permit, effective December 31, 2009, the following transactions involving Ford and the UAW Retiree Medical Benefits Trust (the VEBA Trust): (1) the acquisition and holding of certain employer securities by the VEBA Trust that are either not qualifying employer securities or account for more than 10% of the VEBA Trust’s assets at the time of the transfer; (2) certain transactions resulting from the exercise by Ford or the VEBA Trust of certain rights pursuant to the terms of the employer securities acquired by the VEBA Trust under the Hardwick II 2009 Settlement Agreement; and (3) certain transactions between Ford and the VEBA Trust that may occur as a result of the transfer of responsibility to provide retiree medical benefits from Ford to the VEBA Trust as possible loans or the transfer of plan assets resulting from reimbursements for expenses or benefits by the responsible parties.

Proposal

D-11509

FR Citation: 74 FR 68102 (12/22/09)

 

Goldman Sachs & Co. and Its Affiliates (Goldman)

Would permit, effective February 1, 2008, (1) the sale by a plan of an Auction Rate Security to Goldman, where such sale is unrelated to, and not made in connection with a Settlement Agreement; and (2) the sale by a plan of an Auction Rate Security to Goldman, where such sale is related to, and made in connection with a Settlement Agreement.

Proposal

D-11532

FR Citation: 74 FR 68105 (12/22/09)

 

Louis Chaykin, M.D., P.A., Cross-Tested Profit Sharing Plan (the Plan)

Would permit the proposed sale at fair market value by the Plan of certain coins to Louis B. Chaykin, M.D., a party in interest with respect to the Plan.

Proposal

D-11555

FR Citation: 74 FR 68106 (12/22/09)

 

The Coca Cola Company (TCCC)

Would permit the proposed reinsurance of risks and receipt of premiums therefrom by Red Re Inc., a wholly-owned subsidiary of TCCC, domiciled in South Carolina, in connection with a medical stop-loss insurance policy sold by The Prudential Insurance Company of America (Prudential), or any successor insurance company to Prudential which is unrelated to TCCC, which would pay for certain benefits under the TCCC Retiree Health Plan.

Proposal

D-11556

FR Citation: 74 FR 68110 (12/22/09)

 

Columbia Management Advisors, LLC (Columbia), et al.

Would permit the purchase of certain securities (the Securities) by an Asset Manager (i.e., Columbia or an affiliate of Columbia), from any person other than such Asset Manager or any affiliate thereof, during the existence of an underwriting or selling syndicate with respect to such Securities, where a broker-dealer affiliated with Columbia is a manager or member of such syndicate and the Asset Manager 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.”

Proposal

L-11558

FR Citation: 74 FR 68120 (12/22/09)

 

Boston Carpenters Apprenticeship and Training Fund (the Fund)

Would permit the purchase by the Fund from the NERCC, LLC, a party in interest with respect to the Fund, of a condominium unit in a building (the Building) owned by the New England Regional Council of Carpenters (the Union), also a party in interest with respect to the Fund, where the Union will own the only other condominium in the Building.

Withdrawn Proposed Exemptions

Proposal

D-11467

P: 73 FR 51525 (09/03/08)
O: 74 FR 3101 (01/16/09) (Withdrawal Notice)

Merritts Antiques, Inc. Employees Pension Plan (the Plan)

Would permit the cash sale by the Plan of improved real property located at 1172 Old Swede Road, Amity Township, Berks County, PA to Merritts Antiques, Inc., a party in interest with respect to the Plan.

Proposal

D-11363

P: 73 FR 26415 (05/09/08)
O: 74 FR 17695 (04/16/09) (Withdrawal Notice)

Citation Box and Paper Co. Profit Sharing Plan and Retirement Trust (the Plan)

Would permit the proposed sale of improved real property by the Plan to a partnership comprised of Anthony J. Kostiuk, Edmund Chmiel, Andre Frydl, and David Marinier, each of whom is a party in interest with respect to the Plan.

Proposal

D-11552

P: 74 FR 13250 (03/26/09)
O: 74 FR 30643 (06/26/09) (Withdrawal Notice)

Barclays Bank PLC and Barclays Capital Inc. (collectively, Barclays)

Would amend and replace prior exemptive relief (Prohibited Transaction Exemption 96-62, 67 FR 44622, July 3, 2002) already provided for Barclays’ securitization activities, which generally permits employee benefit plans to purchase, hold, and sell certain securities representing interests in asset-backed or mortgage-backed investment pools (e.g., pools of mortgages or car loans) provided that certain safeguards are in place. The requested exemption also would permit Barclays and its affiliates to service, manage and operate the trust holding the pools of receivables. Barclays is creating new pools of secured and senior unsecured notes issued by small and mid-sized banks and then selling “pass through” securities to investors, including employee benefit plans, representing interests in such pools. Because the principal and interest payments due on the underlying notes are guaranteed by the FDIC pursuant to its Temporary Liquidity Guaranty Program and backed by the full faith and credit of the United States, the pass through securities represent a safe investment alternative for pension plans. The current exemption does not include this type of guaranteed bank note.