Notices. NUCLEAR REGULATORY COMMISSION

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A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

BILLING CODE 7555-01-M NUCLEAR REGULATORY COMMISSION Regulatory Guide: Issuance, Availability The U.S. Nuclear Regulatory Commission

(NRC)has issued a new guide in the agency's Regulatory Guide Series. This series has been developed to describe and make available to the public such information as methods that are acceptable to the NRC staff for implementing specific parts of the NRC's regulations, techniques that the staff uses in evaluating specific problems or postulated accidents, and data that the staff needs in its review of applications for permits and licenses. Regulatory Guide 1.204, “Guidelines for Lightning Protection of Nuclear Power Plants,” provides guidance for NRC licensees and applicants to use in developing and implementing practices that the staff finds acceptable for complying with the agency's regulatory requirements in Criterion 2, “Design Bases for Protection Against Natural Phenomena,” as it appears in Appendix A, “General Design Criteria for Nuclear Power Plants,” to Title 10, part 50, of the *Code of Federal Regulations* (10 CFR part 50). Specifically, Criterion 2 requires, in part, that nuclear power plant

(NPP)structures, systems, and components

(SSCs)that are important to safety must be designed to withstand the effects of natural phenomena without losing their capability to perform their respective safety functions. While the regulations address lightning protection for safety-related electrical equipment, they do not explicitly provide guidance concerning the design and installation of lightning protection systems

(LPSs)to ensure that electrical transients resulting from lightning phenomena do not cause spurious operation safety-related systems or render them inoperable. Toward that end, Regulatory Guide 1.204 augments the regulations by establishing explicit guidance that is consistent with LPS design and installation practices that are currently applied throughout the commercial power industry. The scope of the guidance includes protection of

(1)the power plant and relevant ancillary facilities, with the boundary beginning at the service entrance of buildings;

(2)the plant switchyard;

(3)the electrical distribution system, safety-related instrumentation and control (I&C) systems, communications, and personnel within the power plant; and

(4)other important equipment in remote ancillary facilities that could impact safety. The scope includes signal lines, communication lines, and power lines, as well as testing and maintenance. The scope does not cover testing and design practices that are specifically intended to protect safety-related I&C systems against the secondary effects of lightning discharges [i.e., low-level power surges and electromagnetic and radio-frequency interference (EMI/RFI)]. These practices are covered in Regulatory Guide 1.180, “Guidelines for Evaluating Electromagnetic and Radio-Frequency Interference in Safety-Related Instrumentation and Control Systems.” Regulatory Guide 1.180, which the NRC issued in January 2000 and revised in October 2003, addresses design, installation, and testing practices for dealing with the effects of EMI/RFI and power surges on safety-related I&C systems. In Regulatory Guide 1.204, the NRC staff has selected for endorsement a total of four standards issued by the Institute of Electrical and Electronics Engineers (IEEE), which taken together, provide comprehensive lightning protection guidance for nuclear power plants. Specifically, the four standards are IEEE Std. 665-1995 (reaffirmed 2001), *IEEE Guide for Generating Station Grounding* , IEEE Std. 666-1991 (reaffirmed 1996), *IEEE Design Guide for Electrical Power Service Systems for Generating Stations* , IEEE Std. 1050-1996, *IEEE Guide for Instrumentation and Control Equipment Grounding in Generating Stations* , and IEEE Std. C62.23-1995 (reaffirmed 2001), *IEEE Application Guide for Surge Protection of Electric Generating Plants* . In February 2005, the NRC staff published a draft of this guide as Draft Regulatory Guide DG-1137. Following the closure of the public comment period on April 20, 2005, the staff resolved all stakeholder comments in the course of preparing the new Regulatory Guide 1.204. The NRC staff encourages and welcomes comments and suggestions in connection with improvements to published regulatory guides, as well as items for inclusion in regulatory guides that are currently being developed. You may submit comments by any of the following methods. *Mail comments to:* Rules and Directives Branch, Office of Administration, U.S. Nuclear Regulatory Commission, Washington, DC 20555-0001. *Hand-deliver comments to:* Rules and Directives Branch, Office of Administration, U.S. Nuclear Regulatory Commission, 11555 Rockville Pike, Rockville, Maryland 20852, between 7:30 a.m. and 4:15 p.m. on Federal workdays. *Fax comments to:* Rules and Directives Branch, Office of Administration, U.S. Nuclear Regulatory Commission, at

(301)415-5144. Requests for technical information about Regulatory Guide 1.204 may be directed to Christina E. Antonescu at

(301)415-6792 or via e-mail to *CEA1@nrc.gov* . Regulatory guides are available for inspection or downloading through the NRC's public Web site in the Regulatory Guides document collection of the NRC's Electronic Reading Room at *http://www.nrc.gov/reading-rm/doc-collections* . Electronic copies of Regulatory Guide 1.204 are also available in the NRC's Agencywide Documents Access and Management System (ADAMS) at *http://www.nrc.gov/reading-rm/adams.html* , under Accession No. ML052290422. In addition, regulatory guides are available for inspection at the NRC's Public Document Room (PDR), which is located at 11555 Rockville Pike, Rockville, Maryland; the PDR's mailing address is USNRC PDR, Washington, DC 20555-0001. The PDR can also be reached by telephone at

(301)415-4737 or

(800)397-4205, by fax at

(301)415-3548, and by e-mail to *PDR@nrc.gov* . Requests for single copies of draft or final guides (which may be reproduced) or for placement on an automatic distribution list for single copies of future draft guides in specific divisions should be made in writing to the U.S. Nuclear Regulatory Commission, Washington, DC 20555-0001, Attention: Reproduction and Distribution Services Section; by e-mail to *DISTRIBUTION@nrc.gov* ; or by fax to

(NRC)has issued a revision to an existing guide in the agency's Regulatory Guide Series. This series has been developed to describe and make available to the public such information as methods that are acceptable to the NRC staff for implementing specific parts of the NRC's regulations, techniques that the staff uses in evaluating specific problems or postulated accidents, and data that the staff needs in its review of applications for permits and licenses. Revision 2 of Regulatory Guide 8.7, entitled “Instructions for Recording and Reporting Occupational Radiation Dose Data,” describes an acceptable program for the preparation, retention, and reporting of records of occupational radiation doses in accordance with Title 10, part 20, of the *Code of Federal Regulations* (10 CFR part 20), “Standards for Protection Against Radiation.” Section 20.1502 establishes “Conditions Requiring Individual Monitoring of External and Internal Occupational Dose.” Specifically, 10 CFR 20.1502 requires licensees to provide radiation monitoring for all occupationally exposed individuals who might receive a dose in excess of the specified percentage of the limits defined in 10 CFR 20.1201, 1207, or 1208. To augment that provision, 10 CFR 20.2106, “Records of Individual Monitoring Results,” requires licensees to maintain records of the radiation exposures of all individuals for whom personnel monitoring is required pursuant to 10 CFR 20.1502. Also, according to 10 CFR 20.2104, “Determination of Prior Occupational Dose,” licensees shall determine the dose in the current monitoring year for all persons who must be monitored, and attempt to obtain the records of cumulative occupational radiation dose. In addition, 10 CFR 20.2104(b) requires that, prior to permitting an individual to participate in a planned special exposure, licensees shall determine the internal and external doses from all previous planned special exposures, and record all previous doses in excess of the limits received during the lifetime of the individual. Licensees are required to maintain prior dose records on NRC Form 4 or its equivalent. Further, 10 CFR 20.2206, “Reports of Individual Monitoring,” requires certain licensees to submit to the NRC an annual report of the results of individual monitoring. Licensees are required to record these annual reports on NRC Form 5 or its equivalent. The NRC is issuing this revision to make the guide consistent with a recent change to 10 CFR 20.2206, which allows electronic submittal of licensees' annual occupational radiation dose data via the NRC's Radiation Exposure Information and Reporting System (REIRS) for Radiation Workers (a secure Web site) at *http://www.reirs.com* . Other changes include updating NRC Forms 4 and 5, and clarifying and improving the guide to reflect licensees' input and experience since the NRC issued Revision 1 of Regulatory Guide 8.7 in 1992. The NRC previously solicited public comment on this revised guide by publishing a **Federal Register** notice (70 FR 25865) concerning Draft Regulatory Guide DG-8029 on May 16, 2005. Following the closure of the public comment period on July 12, 2005, the staff considered all stakeholder comments in the course of preparing Revision 2 of Regulatory Guide 8.7. In particular, the Nuclear Energy Institute

(NEI)suggested that the NRC consider deferring this revision until the completion of an anticipated rulemaking related to collection, reporting, and posting of information (as specified in 10 CFR parts 19, 20, and 50). However, since Regulatory Guide 8.7 is already out of date (in relation to 10 CFR 20.2206) and is used by materials licensees as well as reactor licensees, the staff decided to proceed with the current revision. When the agency completes the aforementioned rulemaking, the staff will once again update Regulatory Guide 8.7, as appropriate. The staff's responses to all comments received are available in the NRC's Agencywide Documents Access and Management System (ADAMS) at *http://www.nrc.gov/reading-rm/adams.html* , under Accession #ML053320145. The NRC staff encourages and welcomes comments and suggestions in connection with improvements to published regulatory guides, as well as items for inclusion in regulatory guides that are currently being developed. You may submit comments by any of the following methods. *Mail comments to:* Rules and Directives Branch, Office of Administration, U.S. Nuclear Regulatory Commission, Washington, DC 20555-0001. *Hand-deliver comments to:* Rules and Directives Branch, Office of Administration, U.S. Nuclear Regulatory Commission, 11555 Rockville Pike, Rockville, Maryland 20852, between 7:30 a.m. and 4:15 p.m. on Federal workdays. *Fax comments to:* Rules and Directives Branch, Office of Administration, U.S. Nuclear Regulatory Commission at

(301)415-5144. Requests for technical information about Revision 2 of Regulatory Guide 8.7 may be directed to Sheryl A. Burrows at

(301)415-6086 or by e-mail to *SAB2@nrc.gov* . Regulatory guides are available for inspection or downloading through the NRC's public Web site in the Regulatory Guides document collection of the NRC's Electronic Reading Room at *http://www.nrc.gov/reading-rm/doc-collections/* . Electronic copies of Revision 2 of Regulatory Guide 8.7 are also available in the NRC's Agencywide Documents Access and Management System (ADAMS) at * http:// www.nrc.gov/reading-rm/adams.html * , under Accession #ML052970092. In addition, regulatory guides are available for inspection at the NRC's Public Document Room (PDR), which is located at 11555 Rockville Pike, Rockville, Maryland; the PDR's mailing address is USNRC PDR, Washington, DC 20555-0001. The PDR can also be reached by telephone at

(301)415-4737 or

(800)397-4205, by fax at

(301)415-2289. Telephone requests cannot be accommodated. Regulatory guides are not copyrighted, and Commission approval is not required to reproduce them. (Authority: (5 U.S.C. 552(a)). Dated at Rockville, Maryland, this 30th day of November, 2005. For the U.S. Nuclear Regulatory Commission. Carl J. Paperiello, Director, Office of Nuclear Regulatory Research. [FR Doc. E5-6984 Filed 12-6-05; 8:45 am] BILLING CODE 7590-01-P SECURITIES AND EXCHANGE COMMISSION Proposed Collection; Comment Request Upon Written Request, Copies Available From: Securities and Exchange Commission, Office of Filings and Information Services, Washington, DC 20549. *Extension:* Form 12b-25; OMB Control No. 3235-0058; SEC File No. 270-71. 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”) is soliciting comments on the collection of information summarized below. The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension and approval. The purpose of Form 12b-25 is to provide notice to the Commission and the marketplace that a public company will be unable to timely file a required periodic report. If all filing conditions are met, the company is granted an automatic filing extension. Form 12b-25 is filed by publicly held companies. Approximately 7,799 issuers file Form 12b-25 and it takes approximately 2.5 hours per response for a total of 19,498 burden hours. Written comments are invited on:

(a)Whether this proposed collection of information is necessary for the proper performance of the functions of the agency, including whether the information will have practical utility;

(b)the accuracy of the agency's estimate of the burden of the collection of information;

(c)ways to enhance the quality, utility, and clarity of the information collected; and

(d)ways to minimize the burden of the collection of information on respondents, including through the use of automated collection techniques or other forms of information technology. Consideration will be given to comments and suggestions submitted in writing within 60 days of this publication. Please direct your written comments to R. Corey Booth, Director/Chief Information Officer, Office of Information Technology, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549. Dated: November 30, 2005. Jonathan G. Katz, Secretary. [FR Doc. E5-6979 Filed 12-6-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION Proposed Collection; Comment Request Upon Written Request, Copies Available From: Securities and Exchange Commission, Office of Filings and Information Services, Washington, DC 20549. *Extension:* Rule 18f-3; SEC File No. 270-385; OMB Control No. 3235-0441 Notice is hereby given that, pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520), the Securities and Exchange Commission (the “Commission”) is soliciting comments on the collections of information summarized below. The Commission plans to submit these existing collections of information to the Office of Management and Budget (“OMB”) for extension and approval. Section 18(f)(1) 1 of the Investment Company Act of 1940 2 (the “Investment Company Act”) prohibits registered open-end management investment companies (“funds”) from issuing any senior security. Rule 18f-3 under the Act 3 exempts from section 18(f)(1) a fund that issues multiple classes of shares representing interests in the same portfolio of securities (a “multiple class fund”) if the fund satisfies the conditions of the rule. In general, each class must differ in its arrangement for shareholder services or distribution or both, and must pay the related expenses of that different arrangement. 1 15 U.S.C. 80a-18(f)(1). 2 15 U.S.C. 80a. 3 17 CFR 270.18f-3. The rule includes one requirement for the collection of information. A multiple class fund must prepare, and fund directors must approve, a written plan setting forth the separate arrangement and expense allocation of each class, and any related conversion features or exchange privileges (“rule 18f-3 plan”). 4 Approval of the plan must occur before the fund issues any shares of multiple classes and whenever the fund materially amends the plan. In approving the plan, a majority of the fund board, including a majority of the fund's independent directors, must determine that the plan is in the best interests of each class and the fund as a whole. 4 Rule 18f-3(d). The requirement that the fund prepare and directors approve a written rule 18f-3 plan is intended to ensure that the fund compiles information relevant to the fairness of the separate arrangement and expense allocation for each class, and that directors review and approve the information. Without a blueprint that highlights material differences among classes, directors might not perceive potential conflicts of interests when they determine whether the plan is in the best interests of each class and the fund. In addition, the plan may be useful to Commission staff in reviewing the fund's compliance with the rule. There are approximately 1,142 multiple class funds. 5 Based on a review of typical rule 18f-3 plans, the Commission's staff estimates that the 1,142 funds together make an average of 571 responses each year to prepare and approve a written rule 18f-3 plan, requiring approximately 10 hours per response and a total of 5,710 burden hours per year in the aggregate. 6 The staff estimates that preparation of the rule 18f-3 plan may require 4 hours of the services of an attorney or accountant employed by the firm, at a cost of approximately $140 per hour for professional time, 7 and approval of the plan may require 1 hour of the attention of each of 6 directors, at a cost of approximately $635 per hour per director. 8 The staff therefore estimates that the aggregate annual cost of complying with the paperwork requirements of the rule is approximately $2,495,270 ((4 hours × 1 professional × 571 responses × $140) + (1 hour × 6 directors × 571 responses × $635)). 5 This estimate is based on data from Form N-SAR, the semi-annual report that funds file with the Commission. 6 The estimate reflects the assumption that each multiple class fund prepares and approves a rule 18f-3 plan every two years when issuing a new class or amending a plan (or that 571 of all 1,142 funds prepare and approve a plan each year). The estimate assumes that the time required to prepare a plan is 4 hours per plan (or 2,284 hours for 571 funds annually), and the time required to approve a plan is an additional 1 hour per director per plan (or 3,426 hours for 571 funds annually (assuming 6 directors per fund)). 7 Hourly rates are derived from salary information compiled by the Securities Industry Association. We used the annual salary listed for the Deputy General Counsel position, adjusted upward by 35% to reflect possible overhead costs and employee benefits, to make our estimate. *See* Securities Industry Association, *Report on Management and Professional Earnings in the Securities Industry*

(2004)(available in part at *http://www.careerjournal.com/salaryhiring* (last visited Nov. 17, 2005)). 8 Hourly rates are based on previous estimates, adjusted to reflect a 27% reported increase in compensation during the 2003-2004 period. *See* Management Practice Inc. Bulletin: More Meetings Means More Pay for Fund Directors (April 2005) (available at *http://www.mfgovern.com* ). The estimated annual burden of 5,710 hours represents an increase of 937 hours over the prior estimate of 4,773 hours. The increase in burden hours is attributable to a change in estimates of the number of multiple class funds that are subject to the rule based on recent Commission filings. For the most part, however, most funds require less time to prepare the rule 18f-3 plans because they only need to amend existing plans. The estimate of average burden hours is made solely for the purposes of the Paperwork Reduction Act. The estimate is not derived from a comprehensive or even a representative survey or study of the costs of Commission rules. Complying with this collection of information requirement is mandatory. Responses will not be kept confidential. An agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid control number. Written comments are invited on:

(a)Whether the collections of information are necessary for the proper performance of the functions of the Commission, including whether the information has practical utility;

(b)the accuracy of the Commission's estimate of the burdens of the collections of information;

(c)ways to enhance the quality, utility, and clarity of the information collected; and

(d)ways to minimize the burdens of the collections of information on respondents, including through the use of automated collection techniques or other forms of information technology. Consideration will be given to comments and suggestions submitted in writing within 60 days of this publication. Please direct your written comments to R. Corey Booth, Director/Chief Information Officer, Office of Information Technology, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549. Dated: November 29, 2005. Jonathan G. Katz, Secretary. [FR Doc. E5-6980 Filed 12-6-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION Issuer Delisting; Notice of Application of Applera Corporation To Withdraw Its Applera Corporation-Applied Biosystems Group Common Stock $.01 Par Value, Together With Rights To Purchase Series A Participating Junior Preferred Stock, $.01 Par Value, and Applera Corporation-Celera Genomics Group Common Stock, $.01 Par Value, Together With Rights To Purchase Series B Participating Junior Preferred Stock, $.01 Par Value, From Listing and Registration on the Pacific Exchange, Inc. File No. 1-04389 December 1, 2005. On November 14, 2005, Applera Corporation, a Delaware corporation (“Issuer”), filed an application with the Securities and Exchange Commission (“Commission”), pursuant to section 12(d) of the Securities Exchange Act of 1934 (“Act”) 1 and Rule 12d2-2(d) thereunder, 2 to withdraw its Applera Corporation-Applied Biosystems Group common stock $.01 par value, together with rights to purchase series A participating junior preferred stock, $.01 par value, and Applera Corporation-Celera Genomics Group common stock, $.01 par value, together with rights to purchase series B participating junior preferred stock, $.01 par value (collectively “Securities”), from listing and registration on the Pacific Exchange, Inc. (“PCX”). 1 15 U.S.C. 78 *l* (d). 2 17 CFR 240.12d2-2(d). The Board of Directors (“Board”) of the Issuer approved a resolution on June 16, 2005 to withdraw the Securities from PCX. The Issuer stated that the Board determined that it is in the best interest of the Issuer and its stockholders to withdraw the Securities from PCX to avoid the direct and indirect costs associated with the listing of the Securities on PCX since the Securities are listed and traded on the New York Stock Exchange, Inc. (“NYSE”). The Issuer stated in its application that it has complied with applicable rules of PCX by providing PCX with the required documents governing the withdrawal of securities from listing and registration on PCX. The Issuer's application relates solely to the withdrawal of the Securities from listing on PCX and shall not affect its continued listing on NYSE or its obligation to be registered under section 12(b) of the Act. 3 3 15 U.S.C. 781(b). Any interested person may, on or before December 23, 2005, comment on the facts bearing upon whether the application has been made in accordance with the rules of PCX, and what terms, if any, should be imposed by the Commission for the protection of investors. All comment letters may be submitted by either of the following methods: Electronic Comments • Send an e-mail to *rule-comments@sec.gov.* Please include the File Number 1-04389 or; Paper Comments • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 100 F Street, NE.,Washington, DC 20549-9303. All submissions should refer to File Number 1-04389. This file number should be included on the subject line if e-mail is used. To help us process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/delist.shtml* ). Comments are also available for public inspection and copying in the Commission's Public Reference Room. All comments received will be posted without change; we do not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. The Commission, based on the information submitted to it, will issue an order granting the application after the date mentioned above, unless the Commission determines to order a hearing on the matter. 4 17 CFR 200.30-3(a)(1). For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 4 Jonathan G. Katz, Secretary. [FR Doc. E5-6982 Filed 12-6-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION Issuer Delisting; Notice of Application of SJW Corp. To Withdraw Its Common Stock, $1.042 Par Value, From Listing and Registration on the American Stock Exchange LLC File No. 1-08966 December 1, 2005. On November 10, 2005, SJW Corp., a California corporation (“Issuer”), filed an application with the Securities and Exchange Commission (“Commission”), pursuant to section 12(d) of the Securities Exchange Act of 1934 (“Act”) 1 and Rule 12d2-2(d) thereunder, 2 to withdraw its common stock, $1.042 par value (“Security”), from listing and registration on the American Stock Exchange LLC (“Amex”). 1 15 U.S.C. 78 *l* (d). 2 17 CFR 240.12d2-2(d). On October 27, 2005, the Board of Directors (“Board”) of the Issuer approved a resolution to withdraw the Security from listing on Amex. The Board decided that it is in the best interest of the Issuer to list the Security on the New York Stock Exchange (“NYSE”). In order to avoid the direct and indirect costs and the division of the market resulting from dual listing on Amex and NYSE, the Board decided to withdraw the Security from listing on Amex. The Issuer stated in its application that it has met the requirements of Amex Rule 18 by complying with all applicable laws in effect in the State of California, in which it is incorporated, and provided written notice of withdrawal to Amex. The Issuer's application relates solely to the withdrawal of the Security from listing on the Amex, and shall not affect its continued listing on the NYSE or its obligation to be registered under section 12(b) of the Act. 3 3 15 U.S.C. 78 *l* (b). Any interested person may, on or before December 23, 2005, comment on the facts bearing upon whether the application has been made in accordance with the rules of Amex, and what terms, if any, should be imposed by the Commission for the protection of investors. All comment letters may be submitted by either of the following methods: Electronic Comments • Use the Commission's Internet comment form ( *http://www.sec.gov/rules/delist.shtml* ); or • Send an e-mail to *rule-comments@sec.gov.* Please include the File Number 1-08966 or; Paper Comments: • Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549-9303. All submissions should refer to File Number 1-08966. This file number should be included on the subject line if e-mail is used. To help us process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site ( *http://www.sec.gov/rules/delist.shtml* ). Comments are also available for public inspection and copying in the Commission's Public Reference Room. All comments received will be posted without change; we do not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. The Commission, based on the information submitted to it, will issue an order granting the application after the date mentioned above, unless the Commission determines to order a hearing on the matter. For the Commission, by the Division of Market Regulation, pursuant to delegated authority. 4 4 17 CFR 200.30-3(a)(1). Jonathan G. Katz, Secretary. [FR Doc. E5-6983 Filed 12-6-05; 8:45 am] BILLING CODE 8010-01-P SECURITIES AND EXCHANGE COMMISSION Sunshine Act Meeting Notice is hereby given, pursuant to the provisions of the Government in the Sunshine Act, Pub. L. 94-409, that the Securities and Exchange Commission will hold the following meeting during the week of December 12, 2005: An Open Meeting will be held on Wednesday, December 14, 2005 at 10 a.m. in Room L-002, the Auditorium. The subject matter of the Open Meeting scheduled for Wednesday, December 14, 2005 will be: 1. The Commission will consider whether to propose a new rule that would enable a foreign private issuer meeting specified conditions to terminate its Exchange Act registration and reporting obligations under section 12(g) regarding a class of equity securities as well as terminate permanently its section 15(d) reporting obligations regarding a class of equity or debt securities. The Commission will also consider whether to propose a rule amendment that would apply the exemption from Exchange Act registration under Rule 12g3-2(b) to a class of equity securities immediately upon the effective date of the issuer's termination of effectiveness regarding that class of securities. For further information, please contact Elliot Staffin, Special Counsel, Office of International Corporate Finance, Division of Corporation Finance at

(202)551-3450. 2. The Commission will consider whether to adopt amendments to the “accelerated filer” definition in Rule 12b-2 of the Securities Exchange Act of 1934 to ease some of the current restrictions on the exit of companies from accelerated filer status. The Commission will also consider adopting amendments that would amend the final phase-in of the Form 10-K and Form 10-Q accelerated filing deadlines that is scheduled to take effect next year. Accelerated filers currently are scheduled to become subject to a 60-day filing deadline for their Form 10-K annual reports filed for fiscal years ending on or after December 15, 2005, and a 35-day deadline for the three subsequently filed quarterly reports on Form 10-Q. For further information, please contact Katherine Hsu, Special Counsel, Office of Rulemaking, Division of Corporation Finance, at

(202)551-3430. 3. The Commission will consider whether to propose amendments to the best-price rule for issuer and third-party tender offers under the Securities Exchange Act of 1934. The proposed amendments would clarify that the best-price rule applies only with respect to the consideration offered and paid for securities tendered in a tender offer and should not apply to consideration offered and paid according to employment compensation, severance or other employee benefit arrangements entered into with employees or directors of the company that is the target of a third-party tender offer. For further information, please contact Mara L. Ransom, Special Counsel, Office of Mergers & Acquisitions, Division of Corporation Finance at

(202)551-3440. At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact: The Office of the Secretary at

(202)551-5400. Dated: December 2, 2005 Jonathan G. Katz, Secretary. [FR Doc. 05-23783 Filed 12-5-05; 10:51 pm]

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