General Motors Hourly-Rate Employees Pension Plan, et al.
Permits, effective December 17, 1998, (1) the past and continuing lease (the Lease) by the Plans to C.B. Richard Ellis, Inc. (Ellis), a party in interest with respect to the Plans, of commercial space in a certain office building; and (2) the exercise by Ellis of an option to renew the Lease for one additional term.
Care Services Employees’ 401(k) Profit Sharing Plan and Trust
Permits (1) the December 30, 1997, cash sale by the Plan of certain assets to Mr. Warren L. Wolfson, a party in interest with respect to the Plan; and (2) the prospective cash resale of the assets by the Plan to Mr. Wolfson.
IRAs for Eldon Nysether and Mark Nysether
Permits the sale by the IRAs of their interests in certain improved real property to Sea-Land Development Corporation, a disqualified person with respect to the IRAs.
SEI Investments Company, et al. (SEI)
Permits, effective June 19, 1996, the purchase of shares of one or more open-end management investment companies registered under the Investment Company Act of 1940, to which SEI or its affiliates serve as investment adviser and may provide other services, by an employee benefit plan whose assets are held by SEI as trustee, investment manager, or as a discretionary fiduciary, in exchange for securities held by the Plan in an account with SEI.
DuPont Capital Management Corporation
Temporary exemption (expiring six years from the date of the grant), permitting a transaction between a party in interest with respect to certain former DuPont-related plans (the Plans), and an investment fund in which such Plans have an interest, provided that DuPont Capital Management Corporation has discretionary authority or control with respect to the Plan assets involved in the transaction. The relief is necessary because the applicants are unable to satisfy the diverse clientele test found in Part I(e) of PTCE 84-14.
General Motors Investment Corporation
Temporary exemption (expiring five years from the date of the grant), permitting effective May 28, 1999, a transaction between a party in interest with respect to certain plans (the Plans), and an investment fund in which such Plans have an interest, provided that General Motors Investment Corporation or its successor has discretionary authority or control with respect to the Plan assets involved in the transaction. The relief is necessary because the applicants are unable to satisfy the diverse clientele test found in Part I(e) of PTCE 84-14.
American Express Financial Corporation (AEFC)
Permits the acquisition, holding and disposition of the common stock of American Express Company or its current or future affiliates by Index and Model-Driven Funds that are managed by AEFC and its affiliates.
ING Barings LLC
Permits, effective December 6, 2000, (1) the lending of securities to ING, its successors, and certain of its domestic and foreign affiliates in the United Kingdom, Japan and the Netherlands (the Affiliates), by plans for which the Affiliates act as securities lending agent, sub-agent, directed trustee, or custodian under either of two securities lending arrangements; and (2) the receipt of compensation by ING affiliates in connection with such securities lending transactions.
Trenam, Kemker, Scharf, Barkin, Frye, O’Neill & Mullis Professional Association Section 401(k) Profit Sharing Plan
Permits the sales by the individually-directed accounts of certain participants (the Participants) in the Plan of certain limited partnership units to the Participants.
Cranston Print Works Company General Employees' Retirement Plan
Permits (1) the purchase by the Plan of shares of common stock (the Stock) of Cranston Print Works Company (Cranston) from Cranston, the Plan’s sponsor; (2) the Plan’s holding of the Stock; (3) the acquisition and holding by the Plan of an irrevocable put option, which permits the Plan to sell the Stock to Cranston at a price which is the greater of: (i) the fair market value of the Stock determined by an independent appraisal at the time of the exercise of the Put Option, or (ii) the price at which the Stock originally was sold by Cranston to the Plan; and (4) the possible future repurchase of the Stock by Cranston pursuant to the Put Option. It is represented that the acquisition of the Stock by the Plan will violate section 407(f)(1)(B) of ERISA. Therefore, section 408(e) will be inapplicable with respect to such purchase or future sale of the Stock.
Salomon Smith Barney Inc., Citigroup, Inc. and their Affiliates (collectively, the Applicants)
Permits (1) the purchase or sale by employee benefit plans, other than Plans sponsored and maintained by the Applicants, of publicly-traded debt securities issued by the Applicants; and (2) the extension of credit by the Plans to the Applicants in connection with the holding of the debt securities.
Reagent Chemical & Research, Inc. Employees Profit Sharing Plan and Trust
Permits the sale of a certain residential lot by the Plan to parties in interest with respect to the Plan.
The Amalgamated Cotton Garment & Allied Industries Fund-Retirement Fund (the Cotton Pension Fund)
Permits, effective March 26, 2001 or the date on which the transaction closes, the purchase by the Cotton Pension Fund from the Amalgamated Insurance FundInsurance Fund, a party in interest with respect to the Cotton Pension Fund, of 100 percent of the outstanding stock of ALICO Services Corporation, a service provider to the Cotton Pension Fund.
Keystone Brokerage, Inc. (Keystone)
Permits the purchase or redemption of shares, by a self-directed individual retirement account (the IRA), of investment portfolios of certain mutual funds that were affiliated with Keystone or in other mutual funds that were unaffiliated with Keystone, in connection with the IRA’s participation in the KeyPremier Nautilus Series Program, or its successor, the Nautilus Series Program. This exemption further permits (1) the provision, by Keystone, of asset allocation and related services to an independent fiduciary of an IRA, which resulted in the selection of Portfolios in the Investment Advisory Program by the Independent Fiduciary for the investment of IRA assets; and (2) the receipt of fees by Martindale Andres & Co., Inc. and Governor Group Advisors, Inc., affiliates of Keystone, in connection with provision of investment advisory or sub-advisory services to the Fund portfolios.
Ibbotson Associates, Inc. (Ibbotson)
Permits the provision of asset allocation services by Ibbotson to Plan participants and the receipt of fees by Ibbotson from service providers in connection with the provision of such asset allocation services.
New York Life Insurance Company (NYLIC)
Permits (1) the sales of insurance and annuity contracts, including a certain synthetic GIC, issued by NYLIC, and shares of mutual funds underwritten by NYLIC, to tax-qualified retirement plans that participate in a collective investment trust maintained by an affiliate of NYLIC; and (2) the receipt of commissions and other fees, including Rule 12b-1 fees, by NYLIC, its employees, brokers, and agents in connection with the sales of such insurance contracts and mutual funds to plans.
Indianapolis Life Insurance Company (Indianapolis Life) and AmerUs Group Co. (AmerUs Group)
Permits (1) the receipt of common stock (the Common Stock) issued by AmerUs Group Co. (AmerUs Group), the parent of Indianapolis Life; (2) the receipt of cash or policy credits, by or on behalf of a policyowner of Indianapolis Life (the Eligible Member), which is an employee benefit plan, including an employee benefit plan that is sponsored by Indianapolis Life and its affiliates for their own employees, in exchange for such Eligible Member’s membership interest in Indianapolis Life, in accordance with the terms of a plan of conversion (the Plan of Conversion), implemented under Indiana law; and (3) the receipt or holding by the Indianapolis Life Insurance Company Group Term Life Insurance Plan for Employees, Plan No. 505, of employer securities in the form of excess AmerUs Group Common Stock, in accordance with the Plan of Conversion.
UAM Fund Services, Inc.
Permits (1) the acquisition of shares of one or more of the UAM Funds (Shares) by a Plan for which a Fund Adviser serves as investment manager, through the in-kind exchange of the Plan’s assets held in one or more separate accounts (each, an Account) maintained by a Fund Adviser; and (2) the redemption of Shares by a Plan for which a Fund Adviser serves as investment manager, through the in-kind exchange of assets from one or more UAM Funds to one or more Account(s).
This is the first individual exemption the Department has granted permitting the in-kind redemption of mutual fund shares.
Texas Instruments Employees Pension Plan
Permits the sale by the Plan to Texas Instruments, Inc. of a parcel of improved real property located in Dallas, Texas.
THS Profit Sharing Plan
Permits the sale by the Plan of two life insurance policies which insure Tim H. Shoecraft, the sole participant, to the Shoecraft Family Trust dated October 9, 1991, which is a disqualified party with respect to the Plan under section 4975(e)(2) of the Internal Revenue Code of 1986, as amended.
Bank of America (BofA)
Permits (1) the granting to BofA by Westbrook Real Estate Fund IV, L.P. (the LP), a Delaware Limited Partnership, of a first, exclusive, and prior security interest in the capital commitments, reserve amounts and capital contributions (Capital Contributions), whether now owned or after-acquired, of certain employee benefit plans (Plans) investing in the LP; (2) the collateral assignment and pledge by the LP to BofA of its security interest in each Plan’s limited partnership interest, whether now owned or after-acquired; (3) the granting by the LP of a first, exclusive, and prior security interest in a borrower collateral account to which all Capital Contributions will be deposited when paid; (4) the granting to BofA by Westbrook Real Estate Partners Management IV, L.L.C., a Delaware limited liability company and the general partner of the LP (the General Partner), of its right to make calls for cash contributions (Drawdowns) under the Amended and Restated Agreement of Limited Partnership of Westbrook Real Estate Fund IV, L.P., dated as of September 15, 2000, where BofA is the representative of certain lenders (the Lenders) that will fund a so-called “credit facility” providing credit to the LP, and the Lenders are parties in interest with respect to the Plans; and (5) the execution of a partner agreement and estoppel under which the Plans agree to honor the Drawdowns.
Phoenix Home Life Mutual Insurance Company (Phoenix)
Permits (1) the receipt of common stock (Stock) of The Phoenix Companies, Inc., the parent of Phoenix, or (2) the receipt of cash (Cash) or Policy Credits, by or on behalf of any Eligible Policyholder of Phoenix which is an employee benefit plan (a Plan), including any Eligible Policyholder that is a Plan maintained by Phoenix or its affiliates (the Phoenix Plan), in exchange for such Eligible Policyholder's membership interest in Phoenix, in accordance with the terms of a plan of reorganization adopted by Phoenix and implemented pursuant to section 7312 of the New York Insurance Law. This exemption further permits the receipt and holding of the Stock, by a Phoenix Plan, whose fair market value exceeds 10 percent of the value of the total assets held by such Plan.
Retirement Plan of Plumbers and Steamfitters Local 489
Permits the cash sale of certain real property to the Plan by the Plumbers and Steamfitters Local No. 489, the union which sponsors the Plan.
ATGI 401(k) Plan
Permits (1) the acquisition of stock rights (the Stock Rights) by the Plan in connection with a Stock Rights offering by Alpha Technologies Group, Inc.; (2) the holding of the Stock Rights by the Plan during the subscription period for the offering; and (3) the disposition or exercise of the Stock Rights by the Plan.
The Joliet Medical Group, Ltd. Employee Retirement Plan and Trust
Permits, effective November 1, 1999, the past and continued leasing by the Plan of a medical clinic located at 2100 Glenwood Avenue, Joliet, Illinois, to Joliet Medical Group, Ltd., the Plan sponsor.
ACE Business Travel Accident Plan
Permits the reinsurance of risks and the receipt of premiums therefrom by ACE American Insurance Company from the insurance contracts sold by Life Insurance Company of North America (CIGNA), or any successor company to CIGNA which is unrelated to ACE INA Holdings, the Plan’s sponsor, to provide accidental death and dismemberment benefits to participants in the Plan.
The Walston & High, P.A. Profit Sharing Plan
Permits the sale by the Plan of three parcels of improved real property to A.J. Walston and Arthur T. High, the Plan’s trustees.
Retirement Plan of Dime Bancorp, Inc., et al.
Permits, effective December 22, 2000: (1) the receipt by the Plan of certain Litigation Tracking Warrants (the Warrants), pursuant to the distribution of Warrants by Dime Bancorp, Inc. to all of its common stockholders as of December 22, 20000; (2) the past and proposed future holding of the Warrants by the Plans; and (3) the disposition or exercise of the Warrants by the Plans.
Gooch Enterprises, Inc. Money Purchase Pension Plan
Permits the sale of two tracts of land by the Plan to Harold L. Gooch, Jr. and Susan M. Gooch, the Plan’s trustees.
J.P. Morgan Chase & Co. and its Affiliates (the Applicants)
Permits (1) the purchase or sale by employee benefit plans, other than Plans sponsored by the Applicants, of publicly-traded debt securities (the Debt Securities) issued by the Applicants; and (2) the extension of credit by the Plans to the Applicants in connection with the holding of the Debt Securities.
Wagner, Doxey and Company Money Purchase Plan
Permits the sale of certain improved real property by the individual account in the Plan of Warren L. Wagner to Mr. Wagner, who is a disqualified person with respect to the Plan.
Development Company Funding Corporation
Effective as of August 25, 2000, this exemption involves an SBA program to provide financing for small businesses. The financing is provided through the sale of certificates representing a beneficial ownership interest in a pool of debentures held in trust. The exemption provides relief for a plan's purchase of certificates, despite the fact that various entities involved in the loan program (i.e., the underwriter or the trustee) may be parties in interest with respect to the plan. Specifically, (1) relief from sections 406(a) and 407(a) of the Act is provided for the sale, exchange or transfer of certificates in the initial issuance of such certificates, the plan's acquisition or disposition of certificates in the secondary market, and the plan's continued holding of certificates; (2) relief from sections 406(b)(1) and (b)(2) of the Act is provided for the sale of certificates in the initial issuance of certificates, where the person who has discretionary authority or renders investment advice with respect to the investment of plan assets in the certificates is obligated to make payment on a loan related to a debenture contained in the trust, the acquisition or disposition of such certificates in the secondary market and the continued holding of such certificates by a plan; and (3) relief from sections 406(a), 406(b) and 407(a) of the Act is provided for transactions in connection with the servicing, management and operation of the trusts.
Merganser Capital Management LP
Permits Merganser to act as a QPAM pursuant to PTCE 84-14 for the period between April 6, 2000 and December 31, 2006, despite the fact that it currently fails to meet the shareholders' or partners’ equity requirements of section V (a)(4) of PTCE 84-14.
Deferred Profit Sharing Plan of the Penske Corporation
Permits (1) effective June 15, 2000, the acquisition and holding by the Plan of interests in the Penske Company, LLC (the LLC), a wholly owned subsidiary of the Plan sponsor, the Penske Corporation, which were distributed as dividends to the Plan as a shareholder of Penske common stock; and (2) the proposed redemption, by the LLC, of the Interests held by the Plan for the greater of $3.37 per unit or their fair market value at the date of the redemption.
Riggs Bank N.A. (Riggs)
Permits the extension of credit by Riggs to a participant-directed individual account plan; and the plan’s repayment of the advances plus accrued interest.
Principal Mutual Holding Company (PMHC)
Permits (1) the receipt of shares of common stock (Common Stock) issued by Principal Financial Group, Inc., the successor entity to PMHC, or (2) the receipt of cash or policy credits by any eligible policyholder (the Eligible Policyholder) of Principal Life Insurance Company, a subsidiary of PMHC, which is an employee benefit plan (the Plan), including a Plan sponsored by Principal and its affiliates (the Principal Plan), in exchange for such Eligible Policyholder's mutual membership interest in PMHC, pursuant to a plan of conversion (the Plan of Conversion) adopted by PMHC and implemented in accordance with Iowa Insurance Law. In addition, this exemption permits the receipt and holding, by a Principal Plan, of Common Stock, whose fair market value exceeds 10 percent of the value of the total assets held by such Plan.
Miller International, Inc. Profit Sharing Plan
Permits the proposed sale of a certain three acre parcel of vacant land by the Plan to Miller International, Inc., the Plan sponsor.
The Savings Plan for Employees of Florida Progress Corporation
Permits, effective November 30, 2000, (1) the receipt by the plan of contingent value obligations (the CVOs), as a result of the Plan's ownership of certain common stock in Florida Progress Corporation, the Plan sponsor; (2) the continued holding of the CVOs by the Plan; and (3) the potential resale of the CVOs by the Plan to Progress Energy, Inc., a party in interest with respect to the Plan.
Independent Fiduciary Services, Inc. (IFS)
This exemption is effective as of November 3, 2000. In Application Number D-10960, IFS acting as named fiduciary for an account (the Diplomat Account) that holds on behalf of the Plumbers and Pipe Fitters National Pension Fund (the Fund) interests in a limited partnership (the Partnership) -- the sole asset of which is commonly known as the Diplomat Resort Hotel and Country Club (the Property) -- sought and received relief similar to that provided to qualified professional assets managers under Prohibited Transaction Class Exemption 84-14 (PTCE 84-14). The relief was necessary because IFS does not satisfy the Diverse Clientele Test found in Part I(e) of PTCE 84-14.
In application number D-10971, IFS requested and received a change to the administrative exemption (PTE 99-46) which allowed the Fund to acquire the Property from the United Association of Journeymen and Apprentices of the Plumbing and Pipe Fitting Industry of the United States and Canada, AFL-CIO. The requested change to PTE 99-46 modifies a material representation that the total amount of the Fund assets at risk (i.e., the Fund's investment in the Partnership plus any recourse debt in excess of the value of the assets in the Partnership) as a result of the acquisition and development of the Property would not exceed 13 percent of the Funds assets (the 13% Limitation). In light of the fact that IFS expects to exceed the 13% Limitation before the development of the Property is finished, IFS requested that the Fund be permitted to expend up to $800 million to complete the project. In the opinion of LaSalle Investment Management, Inc., the Fund's real estate manager, the additional funding of up to $800 million is sufficient to complete the development of the Property and is the best financing solution currently available to the Partnership, prior to completion of the project.
Sierra Health Services Inc.
Permits the sale by the Plan of certain limited partnership interests to Sierra Health Services, Inc., the Plan’s sponsor a party in interest with respect to the Plan.
Barclays Bank PLC (Barclays) and Barclays Capital Inc. (BCI)
Permits, effective January 24, 2001, the lending of securities, under certain exclusive borrowing arrangements to (1) Barclays; (2) BCI and any other affiliate of Barclays that, now or in the future, is a U.S. registered broker-dealer or a government securities broker or dealer or a U.S. bank; (3) Barclays Capital Securities Limited, which is subject to regulation in the United Kingdom by the Securities and Futures Authority of the United Kingdom (the UK SFA); and (4) any broker-dealer or bank that, now or in the future, is an affiliate of Barclays which is subject to regulation by the UK SFA or the Bank of England, by employee benefit plans, including commingled investment funds holding plan assets with respect to which Barclays or any of its affiliates is a party in interest.
Columbia Savings Plan
Permits, effective November 1, 2000, (1) the receipt, by the Plan, of Stock Appreciation Income Linked Securities (SAILS), in exchange for the common stock of Columbia Energy Group, the Plan sponsor; (2) the extension of credit by the Plan to NiSource, Inc. (NiSource), a party in interest in connection with the receipt of the zero coupon bond portion of the SAILS; (3) the continued holding of the SAILS by the Plan; and (4) the potential sale of the SAILS by the Plan to NiSource.
The FHP International Corporation 401(k) Plan and the FHP International Corporation PAYSOP (the FHP Plans)
Permits, effective for the period April 21, 1997 through May 20, 1997, (1) the past receipt by the Plans of certain rights (the Talbert Rights) to purchase shares of common stock, par value $.01 per share, of Talbert Medical Management Holding Corporation; (2) the past holding of the Talbert Rights by the Plans; and (3) the disposition or exercise of the Talbert Rights by the Plans.
Anthem Insurance Companies, Inc. (Anthem)
Permits, effective October 24, 2001, the receipt, by a Plan or by a Plan participant (the Plan Participant) that is an eligible member, by reason of the ownership of an insurance policy or contract issued by Anthem, of common stock issued by Anthem, Inc., a newlyformed holding company or cash, in exchange for such Plan's or Plan Participant's mutual membership interest in Anthem, in accordance with a plan of conversion adopted by Anthem and implemented under Indiana law.
This is the first demutualization case where the consideration was passed by the insurer directly to Plan participants who were the legal contractholders of the company as required under Indiana law.
Donaldson, Lufkin & Jenrette Securities Corporation
Exemption amends PTE 99-45, an exemption granted to DLJ. PTE 99-45, which is effective as of September 24, 1999, relates to: (1) the purchase or sale of a security between certain affiliates of DLJ which are foreign broker dealers (the Foreign Affiliates) and employee benefit plans (the Plans) with respect to which the Foreign Affiliates are parties in interest, including options written by a Plan, DLJ or the Foreign Affiliates; (2) the extension of credit to the Plans by the Foreign Affiliates to permit the settlement of securities transactions that are effected on either an agency or principal basis, or in connection with the writing of options contracts; and (3) the lending of securities to the Foreign Affiliates by the Plans.
The exemption (which is effective November 3, 2000) incorporates by reference many of the facts, representations and conditions contained in PTE 99-45. However, the exemption expands the scope of PTE 99-45 to apply not only to current and future Foreign Affiliates of DLJ that are located in the United Kingdom and Australia, and which are subject to the securities regulatory entities within these jurisdictions, but to current and future Foreign Affiliates of Credit Suisse First Boston Corporation (CSFB), also located in the United Kingdom and Australia. CSFB, a Massachusetts-based broker-dealer registered with the SEC, is an indirect, wholly owned subsidiary of Credit Suisse Group (CSG). CSG is the current parent of DLJ.
Bank of America Corporation
Permits, effective August 1, 2001, certain in-kind redemptions by the NationsBank Cash Balance Plan, an in-house plan, of shares of proprietary mutual funds offered by investment companies for which Bank of America, N.A. or an affiliate thereof provides investment advisory and other services.