
[Federal Register Volume 77, Number 83 (Monday, April 30, 2012)]
[Notices]
[Page 25509]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-10291]


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SECURITIES AND EXCHANGE COMMISSION


Submission for OMB Review; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange 
Commission, Office of Investor Education and Advocacy, Washington, DC 
20549-0213.

Extension:
    Rule 15c2-8; OMB Control No. 3235-0481; SEC File No. 270-421.

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (``Commission'') has submitted to the Office of Management 
and Budget (``OMB'') a request for approval of extension of the 
existing collection of information provided for in the following rule: 
Rule 15c2-8 (17 CFR 240.15c2-8), under the Securities Exchange Act of 
1934 (15 U.S.C. 78a et seq.).
    Rule 15c2-8 requires broker-dealers to deliver preliminary and/or 
final prospectuses to certain people under certain circumstances. In 
connection with securities offerings generally, including initial 
public offerings (IPOs), the rule requires broker-dealers to take 
reasonable steps to distribute copies of the preliminary or final 
prospectus to anyone who makes a written request, as well as any 
broker-dealer who is expected to solicit purchases of the security and 
who makes a request. In connection with IPOs, the rule requires a 
broker-dealer to send a copy of the preliminary prospectus to any 
person who is expected to receive a confirmation of sale (generally, 
this means any person who is expected actually to purchase the security 
in the offering) at least 48 hours prior to the sending of such 
confirmation. This requirement is sometimes referred to as the ``48 
hour rule.''
    Additionally, managing underwriters are required to take reasonable 
steps to ensure that all broker-dealers participating in the 
distribution of or trading in the security have sufficient copies of 
the preliminary or final prospectus, as requested by them, to enable 
such broker-dealer to satisfy their respective prospectus delivery 
obligations pursuant to Rule 15c2-8, as well as Section 5 of the 
Securities Act of 1933.
    Rule 15c2-8 implicitly requires that broker-dealers collect 
information, as such; the collection facilitates compliance with the 
rule. There is no requirement to submit collected information to the 
Commission. In order to comply with the rule, broker-dealers 
participating in a securities offering must keep accurate records of 
persons who have indicated interest in an IPO or requested a 
prospectus, so that they know to whom they must send a prospectus.
    The Commission estimates that broker-dealers will spend a total of 
74,010 hours complying with the collection of information required by 
the rule. The Commission estimates that the total number of responses 
required by the rule is 6,909. The Commission estimates that the total 
annualized cost burden (copying and postage costs) is $15,014,400 
($12,300,000 for IPOs + $2,714,400 for other offerings).
    The Commission may not conduct or sponsor a collection of 
information unless it displays a currently valid control number. No 
person shall be subject to any penalty for failing to comply with a 
collection of information subject to the PRA that does not display a 
valid Office of Management and Budget (OMB) control number.
    The public may view the background documentation for this 
information collection at the following Web site, www.reginfo.gov. 
Comments should be directed to: (i) Desk Officer for the Securities and 
Exchange Commission, Office of Information and Regulatory Affairs, 
Office of Management and Budget, Room 10102, New Executive Office 
Building, Washington, DC 20503 or by sending an email to: Shagufta_Ahmed@omb.eop.gov; and (ii) Thomas Bayer, Director/Chief Information 
Officer, Securities and Exchange Commission, c/o Remi Pavlik-Simon, 
6432 General Green Way, Alexandria, VA 22312 or send an email to: PRA_Mailbox@sec.gov. Comments must be submitted to OMB within 30 days of 
this notice.

    Dated: April 24, 2012.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-10291 Filed 4-27-12; 8:45 am]
BILLING CODE 8011-01-P


