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65630 Federal Register / Vol. 72, No.

224 / Wednesday, November 21, 2007 / Notices

• Evaluate whether the collection of Filing Dates: The application was by Eligible Holders. Eligible Holders
information is necessary for the proper filed on July 10, 2007, and amended on consist of (i) current and former
performance of the functions of the November 13, 2007. employees or persons on retainer of the
agency, including whether the Hearing or Notification of Hearing: An Kiewit Group,2 within the meaning of
information will have practical utility; order granting the application will be section 2(a)(13) of the Act (‘‘Eligible
• Evaluate the accuracy of the issued unless the Commission orders a Employees’’); (ii) board directors
agency’s estimate of the burden of the hearing. Interested persons may request retained by the Fund (‘‘Directors’’); (iii)
collection of information, including the a hearing by writing to the immediate family members, within the
validity of the methodology and Commission’s Secretary and serving meaning of section 2(a)(13) of the Act,
assumptions used; applicant with a copy of the request, of such Directors or Eligible Employees;
• Enhance the quality, utility, and personally or by mail. Hearing requests or (iv) members of the Kiewit Group.
clarity of the information to be should be received by the Commission Units are offered pursuant to offerings
collected; and by 5:30 p.m. on December 10, 2007, and registered under the Securities Act of
• Minimize the burden of the should be accompanied by proof of 1933, as amended (the ‘‘Securities
collection of information on those who service on applicant, in the form of an Act’’).
are to respond, including through the affidavit or, for lawyers, a certificate of 3. Under the terms of the Prior Order,
use of appropriate automated, service. Hearing requests should state the Fund has in the past limited
electronic, mechanical, or other the nature of the writer’s interest, the investment to those individuals who
technological collection techniques or reason for the request, and the issues constitute immediate family members,
other forms of information technology, contested. Persons who wish to be within the meaning of section 2(a)(13) of
e.g., permitting electronic submission of notified of a hearing may request the Act, of Eligible Employees and
responses. notification by writing to the Directors of the Fund. Applicant
Issued in Washington, DC, this 16th day of Commission’s Secretary. proposes to amend the Prior Order
November, 2007. ADDRESSES: Secretary, U.S. Securities solely to the extent necessary to expand
John H. Hanley, and Exchange Commission, 100 F the class of immediate family members
Director, Legislative and Regulatory Street, NE., Washington, DC 20549– of Eligible Employees and Directors who
Department Pension Benefit Guaranty 1090. Applicant, Robert L. Giles, Jr., may invest in the Fund to include any
Corporation. Chief Executive Officer, Kiewit parent, spouse of a parent, child, spouse
[FR Doc. E7–22791 Filed 11–20–07; 8:45 am] Investment Fund LLLP, 73 Tremont of a child, spouse, brother, sister or
BILLING CODE 7709–01–P Street, Boston, Massachusetts 02108. grandchild of such Eligible Employee or
FOR FURTHER INFORMATION CONTACT: Director (including step and adoptive
Shannon Conaty, Senior Counsel, at relationships), regardless of whether
(202) 551–6827 or Janet M. Grossnickle, such person currently resides with or is
SECURITIES AND EXCHANGE
Branch Chief, at (202) 551–6821 a dependent of such Eligible Employee
COMMISSION
(Division of Investment Management, or Director (‘‘Eligible Family
[Investment Company Act Release No. Members’’). In addition, Applicant seeks
Office of Investment Company
28047; 813–367] to amend the Prior Order solely to the
Regulation).
extent necessary to permit Units to be
Kiewit Investment Fund LLLP; Notice SUPPLEMENTARY INFORMATION: The offered and sold to (i) certain trusts and
of Application following is a summary of the other investment vehicles (including
application. The complete application self-directed retirement plan vehicles
November 15, 2007.
may be obtained for a fee at the such as individual retirement accounts)
AGENCY: Securities and Exchange Commission’s Public Reference Desk,
Commission (‘‘Commission’’). of which the trustees and/or grantors are
100 F Street, NE., Washington, DC Eligible Employees or Directors or that
ACTION: Notice of an application for an 20549–0102 (tel. (202) 551–5850).
order under section 6(b) of the were established solely for the benefit of
Investment Company Act of 1940 (the Applicant’s Representations Eligible Employees or Directors or their
‘‘Act’’). 1. The Fund, a Delaware limited Eligible Family Members, or for the
liability limited partnership, is benefit of other more distant lineal
Summary of the Application: registered under the Act as a non- descendants, including great-
Applicant requests an order that would diversified, closed-end management grandchildren, of Eligible Employees or
amend a prior order (‘‘Prior Order’’) 1 to investment company, and at all times Directors (including, in each case, step
expand the class of persons eligible to operates as an ‘‘employees’ securities and adoptive relationships), and (ii)
purchase and hold shares of an company’’ within the meaning of partnerships, corporations or other
employees’ securities company to section 2(a)(13) of the Act. The Fund is entities of which at least a majority of
include certain specified immediate designed as a long-term investment the voting power is controlled by
family members and grandchildren of vehicle for current and former Eligible Employees or Directors
eligible employees. In addition, the employees and their immediate family (collectively clauses (i) and (ii),
order would permit certain trusts and members of Peter Kiewit Sons’, Inc. ‘‘Qualified Investment Vehicles’’). Such
other investment vehicles formed for the (‘‘Kiewit’’) and its affiliated companies. Qualified Investment Vehicles also shall
benefit of lineal descendants of eligible Kiewit, a Delaware corporation, is a constitute Eligible Holders to which
employees to purchase and hold shares large construction contractor operating Units may be transferred with the prior
of the employees’ securities company. primarily in the North American market written consent of the Fund, provided
Applicant: Kiewit Investment Fund that provides construction services to a that, as a result of such transfer, the
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LLLP (the ‘‘Fund’’). broad range of public and private Fund would not cease to be an
1 Peter Kiewit Sons’, Inc. and Kiewit Investment
customers. 2 The term ‘‘Kiewit Group’’ refers to Kiewit and

Fund LLLP, Investment Company Act Release Nos.


2. Pursuant to the Prior Order, units any affiliated company of Kiewit of which Kiewit
27066 (Sept. 14, 2005) (notice) and 27115 (Oct. 12, of limited partnership interests of the is an affiliated company, as defined in section
2005) (order). Fund (‘‘Units’’) may be purchased only 2(a)(2) of the Act.

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Federal Register / Vol. 72, No. 224 / Wednesday, November 21, 2007 / Notices 65631

employees’ securities company under Investment Vehicles to purchase and comments on the proposed rule change
the Act.3 hold Units, would preserve the status of from interested persons.
the Fund as an entity designed
Applicant’s Legal Analysis I. Self-Regulatory Organization’s
primarily to promote the economic
1. Section 6(b) of the Act provides, in Statement of the Terms of Substance of
welfare of Eligible Employees and
part, that the Commission will exempt the Proposed Rule Change
Directors. Applicant further states that
employees’ securities companies from the permitting the Fund to directly offer The Exchange, through its wholly
the provisions of the Act to the extent and sell Units to Qualified Investment owned subsidiary, NYSE Arca Equities,
that the exemption is consistent with Vehicles eases the burden of Inc. (‘‘NYSE Arca Equities’’), proposes
the protection of investors. Section administering the Fund and provides a to amend NYSE Arca Equities Rule
2(a)(13) defines an employees’ securities means for certain such vehicles to hold 7.31(ll) to allow Users 5 to specify a
company as any investment company Units. The participation of Qualified minimum executable size for a Fill-or-
all of whose securities (other than short- Investment Vehicles generally will Kill order. The text of the proposed rule
term paper) are beneficially owned (a) result in cost savings and tax change is available on the Exchange’s
by current or former employees, or efficiencies for Eligible Employees, Web site at http://www.nyse.com, at the
persons on retainer, of one or more Directors and their Eligible Family Exchange’s Office of the Secretary, and
affiliated employers, (b) by immediate Members. Moreover, Applicant notes at the Commission’s Public Reference
family members of such persons, or (c) that the Fund is registered under the Room.
by such employer or employers together Act, operates in compliance with all II. Self-Regulatory Organization’s
with any of the persons in (a) or (b). applicable provisions of the Act (other
2. Applicant requests an order under Statement of the Purpose of, and
than section 15(a) to the extent it Statutory Basis for, the Proposed Rule
section 6(b) of the Act to amend the received relief in the Prior Order) and
Prior Order solely to the extent Change
offers and sells its Units pursuant to
necessary to permit the Fund to expand offerings registered under the Securities In its filing with the Commission,
the class of persons eligible to purchase Act. NYSE Arca included statements
and hold Units of the Fund, an concerning the purpose of, and basis for,
For the Commission, by the Division of the proposed rule change and discussed
employees’ securities company, to Investment Management, pursuant to
include any individual that is covered delegated authority.
any comments it received on the
by the term ‘‘member of the immediate proposed rule change. The text of these
Florence E. Harmon,
family’’ in section 2(a)(19) of the Act, as statements may be examined at the
Deputy Secretary. places specified in Item IV below. NYSE
well as grandchildren, of Eligible
[FR Doc. E7–22736 Filed 11–20–07; 8:45 am] Arca has prepared summaries, set forth
Employees and Directors. In addition,
the amended order would permit certain BILLING CODE 8011–01–P in sections A, B, and C below, of the
trusts and other investment vehicles most significant aspects of such
formed for the benefit of lineal statements.
SECURITIES AND EXCHANGE
descendants of Eligible Employees and COMMISSION A. Self-Regulatory Organization’s
Directors to purchase and hold Units of Statement of the Purpose of, and
the Fund. For the reasons discussed [Release No. 34–56786; File No. SR–
Statutory Basis for, the Proposed Rule
below, applicant believes that the NYSEArca–2007–114]
Change
requested exemption pursuant to
Self-Regulatory Organizations; NYSE 1. Purpose
section 6(b) is consistent with the
Arca, Inc.; Notice of Filing and
protection of investors and the purposes In order to provide additional
Immediate Effectiveness of Proposed
of the Act. flexibility and increased functionality to
3. Applicant states that an employees’ Rule Change Amending the Fill-or-Kill
Order its system and its Users, the Exchange
securities company is a labor-related proposes to allow Users to specify a
entity that exists primarily to promote November 14, 2007. minimum executable size for a Fill-or-
the economic welfare of its employee- Pursuant to section 19(b)(1) of the Kill order.
investors. Applicant states that the Securities Exchange Act of 1934 Pursuant to NYSE Arca Equities Rule
requested relief would permit Eligible (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 7.31(ll), Fill-or-Kill orders are limit
Employees and Directors to achieve notice is hereby given that on November orders that are executed in full as soon
certain tax and economic goals through 7, 2007, NYSE Arca, Inc. (‘‘NYSE Arca’’ as such order is received. However, if
the effective use of estate planning and or ‘‘Exchange’’) filed with the Securities execution is not possible, the entire
retirement tools. Applicant states that and Exchange Commission order is immediately cancelled.
the requested relief is consistent with (‘‘Commission’’) the proposed rule According to this proposal, Users may
the protection of investors because change as described in Items I and II specify a minimum executable size for
permitting Eligible Family Members of below, which Items have been prepared a Fill-or-Kill order, no less than 100
Eligible Employees and Directors to by the Exchange. NYSE Arca has shares. If Users do not specify a
invest in the Fund, and Qualified designated the proposed rule change as minimum executable size, then the Fill-
‘‘non-controversial’’ under section or-Kill order will be executed in its
3 The inclusion of entities controlled by an
19(b)(3)(A)(iii) 3 of the Act and Rule entirety or immediately cancelled. A
Eligible Employee or Director in the definition of Fill-or-Kill order with a specified
Eligible Holder is intended to enable Eligible
19b–4(f)(6) thereunder,4 which renders
Employees and Directors and their Eligible Family the proposal effective upon filing with minimum executable size will execute
Members to make investments in the Fund through the Commission. The Commission is only against orders that (in aggregate)
meet its minimum executable size. Any
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private investment vehicles for the purpose of publishing this notice to solicit
personal and family investment and estate planning unexecuted portion of a Fill-or-Kill
objectives. Eligible Employees and Directors will
exercise investment discretion and control over
1 15 U.S.C. 78s(b)(1). order will be immediately cancelled. A
2 17 CFR 240.19b–4.
these investment vehicles, thereby creating a close
3 15 U.S.C. 78s(b)(3)(A)(iii).
nexus between Kiewit and these investment 5 See NYSE Arca Rule 1.1(yy) for the definition

vehicles. 4 17 CFR 240.19b–4(f)(6). of ‘‘User.’’

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