
[Federal Register: June 12, 2008 (Volume 73, Number 114)]
[Rules and Regulations]               
[Page 33298-33299]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr12jn08-9]                         

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SECURITIES AND EXCHANGE COMMISSION

17 CFR Part 232

[Release Nos. 33-8926; 34-57914; 39-2456; IC-28296]

 
Adoption of Updated EDGAR Filer Manual

AGENCY: Securities and Exchange Commission.

ACTION: Final rule.

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SUMMARY: The Securities and Exchange Commission (the Commission) is 
adopting revisions to the Electronic Data Gathering, Analysis, and 
Retrieval System (EDGAR) Filer Manual to reflect updates to the EDGAR 
system. The revisions are being made to address the removal of 
rescinded EDGAR submission types: S-4EF/A, F-4EF/A, N-14AE, and N-14AE/
A, the addition of XBRL Standard Taxonomies, and the inclusion of new 
links for USGAAP XBRL Taxonomies.
    The revisions to the Filer Manual reflect changes within Volume II 
entitled EDGAR Filer Manual, Volume II: ``EDGAR Filing,'' Version 8 
(June 2008). The updated manual will be incorporated by reference into 
the Code of Federal Regulations.

DATES: Effective Date: June 12, 2008. The incorporation by reference of 
the EDGAR Filer Manual is approved by the Director of the Federal 
Register as of June 12, 2008.

FOR FURTHER INFORMATION CONTACT: In the Office of Information 
Technology, Rick Heroux, at (202) 551-8800; in the Division of 
Corporation Finance for questions regarding EDGAR submission types S-
4EF/A and F-4EF/A contact Cecile Peters, Office of Information 
Technology, Office Chief, at (202) 551-8135; in the Division of 
Investment Management for questions regarding EDGAR submission types N-
14AE and N-14AE/A contact Ruth Armfield Sanders, Senior Special 
Counsel, Office of Legal and Disclosure, at (202) 551-6989; in the 
Office of Interactive Disclosure for questions concerning XBRL filings 
contact Jeffrey W. Naumann, Assistant Director of the Office of 
Interactive Disclosure, at (202) 551-5352.

SUPPLEMENTARY INFORMATION: Today we are adopting an updated EDGAR Filer 
Manual, Volume II. The Filer Manual describes the technical formatting 
requirements for the preparation and submission of electronic filings 
through the EDGAR system.\1\ It also describes the requirements for 
filing using EDGARLink \2\ and the Online Forms/XML Web site.
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    \1\ We originally adopted the Filer Manual on April 1, 1993, 
with an effective date of April 26, 1993. Release No. 33-6986 (April 
1, 1993) [58 FR 18638]. We implemented the most recent update to the 
Filer Manual on August 20, 2007. See Release No. 33-8834 (August 15, 
2007) [72 FR 46559].
    \2\ This is the filer assistance software we provide filers 
filing on the EDGAR system.
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    The Filer Manual contains all the technical specifications for 
filers to submit filings using the EDGAR system. Filers must comply 
with the applicable provisions of the Filer Manual in order to assure 
the timely acceptance and processing of filings made in electronic 
format.\3\ Filers should consult the Filer Manual in conjunction with 
our rules governing mandated electronic filing when preparing documents 
for electronic submission.\4\
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    \3\ See Rule 301 of Regulation S-T (17 CFR 232.301).
    \4\ See Release Nos. 33-6977 (February 23, 1993) [58 FR 14628], 
IC-19284 (February 23, 1993) [58 FR 14848], 35-25746 (February 23, 
1993) [58 FR 14999], and 33-6980 (February 23, 1993) [58 FR 15009] 
in which we comprehensively discuss the rules we adopted to govern 
mandated electronic filing. See also Release No. 33-7122 (December 
19, 1994) [59 FR 67752], in which we made the EDGAR rules final and 
applicable to all domestic registrants; Release No. 33-7427 (July 1, 
1997) [62 FR 36450], in which we adopted minor amendments to the 
EDGAR rules; Release No. 33-7472 (October 24, 1997) [62 FR 58647], 
in which we announced that, as of January 1, 1998, we would not 
accept in paper filings that we require filers to submit 
electronically; Release No. 34-40934 (January 12, 1999) [64 FR 
2843], in which we made mandatory the electronic filing of Form 13F; 
Release No. 33-7684 (May 17, 1999) [64 FR 27888], in which we 
adopted amendments to implement the first stage of EDGAR 
modernization; Release No. 33-7855 (April 24, 2000) [65 FR 24788], 
in which we implemented EDGAR Release 7.0; Release No. 33-7999 
(August 7, 2001) [66 FR 42941], in which we implemented EDGAR 
Release 7.5; Release No. 33-8007 (September 24, 2001) [66 FR 49829], 
in which we implemented EDGAR Release 8.0; Release No. 33-8224 
(April 30, 2003) [68 FR 24345], in which we implemented EDGAR 
Release 8.5; Release Nos. 33-8255 (July 22, 2003) [68 FR 44876] and 
33-8255A (September 4, 2003) [68 FR 53289] in which we implemented 
EDGAR Release 8.6; Release No. 33-8409 (April 19, 2004) [69 FR 
21954] in which we implemented EDGAR Release 8.7; Release No. 33-
8454 (August 6, 2004) [69 FR 49803] in which we implemented EDGAR 
Release 8.8; Release No. 33-8528 (February 3, 2005) [70 FR 6573] in 
which we implemented EDGAR Release 8.10; Release No. 33-8573 (May 
19, 2005) [70 FR 30899] in which we implemented EDGAR Release 9.0; 
Release No. 33-8612 (September 21, 2005) [70 FR 57130] in which the 
Commission granted the authorization to publish the release adopting 
the reorganized EDGAR Filer Manual; Release No. 33-8633 (November 1, 
2005) [70 FR 67350] in which we implemented EDGAR Release 9.2; 
Release No 33-8656 (January 27, 2006) [71 FR 5596] in which we 
implemented EDGAR Release 9.3; Release No. 33-8834 (August 15, 
2007)[72 FR 46559] in which we implemented EDGAR Release 9.7; and 
Release No. 33-3899 (May 30, 2008) in which we implemented EDGAR 
Release 9.8 and Release 9.9.
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    For EDGAR Release 9.10, submission template 1 will be updated to 
remove the aforementioned submission type changes. It is highly 
recommended that filers download, install, and use the new EDGARLink 
submission templates to ensure that submissions will be processed 
successfully. Previous versions of the templates may not work properly. 
Notice of the update has previously been provided on the EDGAR Filing 
Web site and on the Commission's public Web site. The discrete updates 
are reflected on the EDGAR Filing Web site and in the updated Filer 
Manual, Volume II.
    Along with adoption of the Filer Manual, we are amending Rule 301 
of Regulation S-T to provide for the incorporation by reference into 
the Code of Federal Regulations of today's revisions. This 
incorporation by reference was approved by the Director of the Federal 
Register in accordance with 5 U.S.C. 552(a) and 1 CFR Part 51.
    You may obtain paper copies of the updated Filer Manual at the 
following address: Public Reference Room, U.S. Securities and Exchange 
Commission, 100 F Street, NE., Room 1580, Washington DC 20549, on 
official business days between the hours of 10 a.m. and 3 p.m. We will 
post electronic format copies on the Commission's Web site; the address 
for the Filer Manual is http://www.sec.gov/info/edgar.shtml. You may 
also obtain copies from Thomson Financial, the paper document 
contractor for the Commission, at (800) 638-8241.
    Since the Filer Manual relates solely to agency procedures or 
practice, publication for notice and comment is not required under the 
Administrative Procedure Act (APA) \5\. It follows that the 
requirements of the Regulatory Flexibility Act \6\ do not apply.
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    \5\ 5 U.S.C. 553(b).
    \6\ 5 U.S.C. 601-612.
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    The effective date for the updated Filer Manual and the rule 
amendments is June 12, 2008. In accordance with the APA \7\, we find 
that there is good cause to establish an effective date less than

[[Page 33299]]

30 days after publication of these rules. The EDGAR system upgrade to 
Release 9.10 is scheduled to become available on May 5, 2008. The 
Commission believes that it is necessary to coordinate the 
effectiveness of the updated Filer Manual with the system upgrade.
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    \7\ 5 U.S.C. 553(d)(3).
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Statutory Basis

    We are adopting the amendments to Regulation S-T under Sections 6, 
7, 8, 10, and 19(a) of the Securities Act of 1933,\8\ Sections 3, 12, 
13, 14, 15, 23, and 35A of the Exchange Act,\9\ Section 319 of the 
Trust Indenture Act of 1939,\10\ and Sections 8, 30, 31, and 38 of the 
Investment Company Act of 1940.\11\
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    \8\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
    \9\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
    \10\ 15 U.S.C. 77sss.
    \11\ 15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37.
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List of Subjects in 17 CFR Part 232

    Incorporation by reference, Reporting and recordkeeping 
requirements, Securities.

Text of the Amendment

    In accordance with the foregoing, Title 17, Chapter II of the Code 
of Federal Regulations is amended as follows:

PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR 
ELECTRONIC FILINGS

0
1. The authority citation for part 232 continues to read in part as 
follows:

    Authority: 15 U.S.C. 77f, 77g, 77h, 77j, 77s(a), 77z-3, 
77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a-6(c), 
80a-8, 80a-29, 80a-30, 80a-37, and 7201 et seq.; and 18 U.S.C. 1350.
* * * * *


0
2. Section 232.301 is revised to read as follows:


Sec.  232.301  EDGAR Filer Manual.

    Filers must prepare electronic filings in the manner prescribed by 
the EDGAR Filer Manual, promulgated by the Commission, which sets out 
the technical formatting requirements for electronic submissions. The 
requirements for becoming an EDGAR Filer and updating company data are 
set forth in the updated EDGAR Filer Manual, Volume I: ``General 
Information,'' Version 4 (August 2007). The requirements for filing on 
EDGAR are set forth in the updated EDGAR Filer Manual, Volume II: 
``EDGAR Filing,'' Version 8 (June, 2008). Additional provisions 
applicable to Form N-SAR filers are set forth in the EDGAR Filer 
Manual, Volume III: ``N-SAR Supplement,'' Version 1 (September 2005). 
All of these provisions have been incorporated by reference into the 
Code of Federal Regulations, which action was approved by the Director 
of the Federal Register in accordance with 5 U.S.C. 552(a) and 1 CFR 
Part 51. You must comply with these requirements in order for documents 
to be timely received and accepted. You can obtain paper copies of the 
EDGAR Filer Manual from the following address: Public Reference Room, 
U.S. Securities and Exchange Commission, 100 F Street, NE., Room 1580, 
Washington, DC 20549, on official business days between the hours of 10 
a.m. and 3 p.m., or by calling Thomson Financial at (800) 638-8241. 
Electronic copies are available on the Commission's Web site. The 
address for the Filer Manual is http://www.sec.gov/info/edgar.shtml. 
You can also inspect the document at the National Archives and Records 
Administration (NARA). For information on the availability of this 
material at NARA, call (202) 741-6030, or go to: http://
www.archives.gov/federal_register/code_of_federal_regulations/ibr_
locations.html.

    By the Commission.

    Dated: June 4, 2008.
Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-12961 Filed 6-11-08; 8:45 am]

BILLING CODE 8010-01-P
