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Notice of Proposed Individual Exemption To Amend and Replace Prohibited Transaction Exemption (PTE) 90-15, Involving the Watkins Master Trust (the Trust), Located in Atlanta, GA [06/18/2002]
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Volume 67, Number 117, Page 41521-41525
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DEPARTMENT OF LABOR
Pension and Welfare Benefits Administration
[Application No. D-11038]
Notice of Proposed Individual Exemption To Amend and Replace
Prohibited Transaction Exemption (PTE) 90-15, Involving the Watkins
Master Trust (the Trust), Located in Atlanta, GA
AGENCY: Pension and Welfare Benefits Administration, Department of
Labor.
ACTION: Notice of proposed individual exemption to modify and replace
PTE 90-15.
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SUMMARY: This document contains a notice of pendency before the
Department of Labor (the Department) of a proposed exemption which, if
granted, would amend and replace PTE 90-15 (55 FR 12967, April 6,
1990). PTE 90-15 is an individual exemption providing relief, since
September 20, 1989, for (1) the leasing of office space in a commercial
office building (the Building) by the Trust to Wilwat Properties, Inc.
(Wilwat), a party in interest with respect to the plans (the Plans)
participating in the Trust under the provisions of a written lease (the
New Lease); and (2) the possible cash purchase of the Trust's interest
in the property by Wilwat.
If granted, the proposed exemption would modify an option to
purchase provision in the New Lease by allowing Wilwat to acquire the
Trust's leasehold interests in the Building, including the improvements
constructed thereon (the Improvements), and the Trust's interest in a
ground lease (the Ground Lease) on May 8, 2002, instead of at any time
during the final six months of the New Lease renewal term ending on
December 31, 2008. In addition, the proposed exemption would replace
PTE 90-15, which expired by operation of law upon the consummation of
the sale. If granted, the proposed exemption would affect participants
and beneficiaries of, and fiduciaries with respect to the Trust.
DATES: Written comments and requests for a public hearing should be
received by the Department on or before August 2, 2002.
EFFECTIVE DATE: If granted, this proposed exemption will be effective
as of May 8, 2002.
ADDRESSES: All written comments and requests for a public hearing
(preferably, three copies) should be sent to the Office of Exemption
Determinations, Pension and Welfare Benefits Administration, Room N-
5649, U.S. Department of Labor, 200 Constitution Avenue, NW, Washington
DC 20210, (Attention: Notice of Proposed Individual Exemption to Amend
and Replace Prohibited Transaction Exemption 90-15, Involving the
Watkins Master Trust; Application No. D-11038).
Interested persons are also invited to submit comments and/or
hearing request to the Department by facsimile to (202) 219-0204 or by
electronic mail to moffittb@pwba.dol.gov by the end of the scheduled
comment period. The application pertaining to the proposed exemption
and the comments received will be available for public inspection in
the Public Disclosure Room of the Pension and Welfare Benefits
Administration, U.S. Department of Labor, Room N-1513, 200 Constitution
Avenue, NW, Washington, DC 20210.
FOR FURTHER INFORMATION CONTACT: Ms. Jan D. Broady, Office of Exemption
Determinations, Pension and Welfare Benefits Administration, U.S.
Department of Labor, telephone (202) 693-8556. (This is not a toll-free
number.)
SUPPLEMENTARY INFORMATION: Notice is hereby given of the pendency
before the Department of a proposed exemption that will amend and
replace PTE 90-15. PTE 90-15 provides an exemption from certain
prohibited transaction restrictions of section 406 of the Employee
Retirement Income Security Act of 1974 (the Act) and from the sanctions
resulting from the application of section 4975 of the Internal Revenue
Code of 1986 (the Code), as amended, by reason of section 4975(c)(1) of
the Code.
The proposed exemption has been requested in an application filed
on behalf of the Trust and Wilwat,\1\ pursuant to section 408(a) of the
Act and section 4975(c)(2) of the Code, and in accordance with the
procedures set forth in 29 CFR Part 2570, Subpart B (55 FR 32836,
August 10, 1990). Effective December 31, 1978, section 102 of
Reorganization Plan No. 4 of 1978 (43 FR 47713, October 17, 1978)
transferred the authority of the Secretary of the Treasury to issue
exemptions of the type requested to the Secretary of Labor.
Accordingly, this proposed exemption is being issued solely by the
Department.
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\1\ The Department is also considering an exemption request (D-
11036) that has been filed on behalf of Watkins Associated
Industries, Inc. (Watkins), the sponsor of the Trust. In their
request, Watkins and the Trust are seeking exemptive relief which is
similar to that contemplated herein.
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I. Background
As stated above, PTE 90-15 provides exemptive relief from the
restrictions of sections 406(a), 406(b)(1) and (b)(2) of the Act and
the sanctions resulting from the application of section 4975 of the
Code, by reason of section 4975(c)(1)(A) through (E) of the Code, with
respect to (1) the leasing, by the Trust to Wilwat, of office space in
a building located in Atlanta, Georgia and (2) the potential cash
purchase of the Trust's interest in the property by Wilwat. PTE 90-15
is effective from September 20, 1989 until May 8, 2002, the date of the
sale transaction described herein.
According to the Summary of Facts and Representations (55 FR 2900,
January 29, 1990) underlying PTE 90-15, the Trust is a master trust
which was originally established in 1984 to hold, manage and administer
the assets of five defined contribution pension plans sponsored by
Watkins, its affiliates and subsidiaries. Watkins, a Florida
corporation engaged in diverse service and manufacturing enterprises,
maintains its principal place of business in Atlanta, Georgia. At
present, only three Plans participate in the Trust. They are the
Watkins Associated Industries, Inc. Profit Sharing Plan, the LandSpan,
Inc. Profit Sharing Plan, and the Southern Concrete Construction
Company Profit Sharing Plan. Each of the participating Plans owns an
undivided, pro rata interest in the assets of the Trust. As of December
31, 2000, the Trust held total assets of $39,752,458. The current
trustee (the Trustee) of the Trust is SunTrust Bank, N.A. (SunTrust) of
Atlanta, Georgia.
Formerly included among the assets of the Trust was a leasehold
interest in a commercial office building containing
[[Page 41522]]
approximately 9,700 net square feet of space, together with parking
facilities. The Building is located at 1940 Monroe Drive, Atlanta,
Georgia, and is situated on a parcel of commercially-zoned real land
(the Land). The Building is not located in close proximity to other
real property that is owned by Watkins, Wilwat or their principals.
The Land is owned by William L. Monroe, Sr., an unrelated party,
and was being leased to the Trust under the provisions of the Ground
Lease. As lessee under the Ground Lease, the Trust had an estate for
years under Georgia law. The unrelated lessor had a reversion in the
demised premises upon the termination of such lease.
As initially executed in 1958, the Ground Lease was due to expire
in 2019 but that term was extended until 2058. The Ground Lease was a
net lease requiring the lessee to incur such expenses as utilities,
real estate taxes, assessments and maintenance. Before the sale
transaction that is described in this proposal was consummated, the
annual rental paid by the Trust under the Ground Lease to the lessor
was $1,425.
The Building was constructed on the Land after the execution of the
Ground Lease by a predecessor lessee to Wilwat. The Ground Lease
provided that the Building and all subsequent Improvements placed on
the Land would revert to the unrelated lessor upon the termination of
such lease.
Commencing in 1981, three subsidiaries of Watkins (i.e., Wilwat,
Provident Security Life Insurance Company, and Waco Fire and Casualty
Insurance Company) (collectively, the Subsidiaries) commenced leasing
and occupying space in the Building. These leases were the subject of
PTE 83-27 (48 FR 8613, March 1, 1983). Although the leases expired
during June 1989, in response to proposals made by Wilwat, Trust
Company Bank of Atlanta, Georgia (TCB), the former trustee of the
Trust, approved the holding over of the Subsidiaries in the Building
beyond the expiration of the initial leases in expectation of new
leasing arrangements. Therefore, Wilwat and TCB executed a new lease,
effective June 14, 1989, which provided for the continued leasing of
the Building by the Subsidiaries to the Trust. For purposes of
administrative convenience, the lessee interests of the Subsidiaries in
the Building were consolidated and were represented by Wilwat as the
sole named lessee under the New Lease.
PTE 90-15 also provided that the Trust's interests would be
represented for all purposes by the Trustee. At the time the exemption
was issued, TCB served in this capacity.
The New Lease was a triple net lease under which Wilwat was
obligated to pay for all expenses of utilities, maintenance and repair,
and for taxes relating to the Building. The New Lease commenced with an
initial term of four years and six months, effective June 15, 1989, and
it was renewable for up to three additional terms, each of five years'
duration, upon the approval of the Trustee. The New Lease was renewed
for all three of the possible additional terms and was due to expire on
December 31, 2008.
The New Lease required monthly rental payments of no less than the
Building's fair market rental value.\2\ The rent was adjusted on July 1
every three years for the duration of the New Lease to reflect the
current fair market rental value of the Building as determined by a
qualified, independent appraiser approved by the Trustee. In no event,
however, could the rent as so adjusted, be less than the initial rental
under the New Lease. Prior to the sale transaction, the contractual
rental amount paid by Wilwat to the Trust under the New Lease was
$6,050 per month or $72,600 per year.
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\2\ The initial rent through June 30, 1991 was set at $51,000
per year. The rental amount was payable in monthly installments of
$4,250, which represented the fair market rental value of the
Building as determined by John Booth, MAI, a qualified, independent
appraiser from Atlanta, Georgia. Mr. Booth's calculation of the
Building's fair market rental value included a vacancy and
collection allowance of five percent, constituting a deduction of
$5,789 from the Building's potential gross income on which the
appraiser based his fair market value analysis. Wilwat represented
that this allowance deduction would be disregarded for purposes of
rental determinations under the New Lease and that the initial
rental amount would be recalculated.
As a result, the initial rental under the New Lease was
readjusted to $56,835 per year or $4,736 per month. On September 20,
1989, the effective date of PTE 90-15, Wilwat agreed to pay the
Trust the difference between the rental actually paid since June 15,
1989, pursuant to Mr. Booth's appraisal, and the recalculated
initial rent, including the payment of reasonable interest at a rate
determined by the Trustee. In addition, Wilwat represented that
within sixty days of the issuance of PTE 90-15, it would pay
appropriate excise taxes to the Internal Revenue Service resulting
from the rental payment deficiencies.
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The New Lease required Wilwat to indemnify and hold harmless the
Trust against any and all claims arising from the use of the Building
and to obtain and maintain in force a policy of full public liability
coverage for personal injury and property damage. Wilwat was also
required to obtain and maintain a policy of all risk casualty
replacement loss insurance in an amount of no less than the Building's
full insurable value.
Wilwat was required under the New Lease to obtain the Trustee's
approval for any Improvements to or alterations of the Building. The
New Lease further provided that any Improvements constructed thereon
were to remain the property of Wilwat at the conclusion of such
lease.\3\
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\3\ It should be noted that despite the New Lease provision
granting title to the Improvements constructed in the Building to
Wilwat, the Trust and Wilwat agreed to include the value of the
Improvements in the determination of the sales price for the Trust's
leasehold interests in the Building and the Ground Lease.
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The New Lease also contained a provision (the Option) granting
Wilwat a limited right to purchase the Building and the Improvements
from the Trust. The Option provided that Wilwat could propose a
purchase of the Building and the Improvements from the Trust at any
time during the final six months of the initial term of the New Lease
or of any renewal term. Any purchase of the Building and the
Improvements by Wilwat under the Option required the approval of the
Trustee and the payment of a cash purchase price equal to the greater
of the fair market value of such property as of the date of the sale or
the Trust's total investment return with respect to such property. In
the event of sale under the Option provision, Wilwat would be required
to pay all costs and expenses associated with the transaction.
The transactions described in PTE 90-15 were monitored by the
Trustee, as independent fiduciary for the Trust. Formerly, TCB served
in this capacity until it was merged with SunBank to form SunTrust.
During the entire period of Trustee/independent fiduciary succession,
the Trust was, at all times, represented by an independent fiduciary.
As Trustee and independent fiduciary, TCB determined that the New
Lease was in the best interests of the participants and beneficiaries
of the Plans participating in the Trust because it believed such
investment would provide the Trust with a high annual yield that would
be competitive with any other investments made on behalf of the Trust.
TCB agreed to continue monitoring lease arrangements made on behalf of
the Trust, to inspect the Building annually, ensure that the Building
was adequately insured, and to determine that taxes and rents would be
collected in a timely manner. Further, TCB represented that it would
pursue appropriate enforcement measures on behalf of the Trust with
respect to the Trust's rights under the New Lease.
[[Page 41523]]
II. Amendment and Replacement of PTE 90-15
Over the period of time that the Trust was a party to the Ground
Lease and the New Lease, there were no defaults or delinquencies in
rental payments made thereunder. The Trust did, however, expend $39,911
in rental payments under the Ground Lease since the inception of such
lease, whereas the cost of the Improvements, ranging from the
installation of a new air conditioning system in the Building to the
renovation of offices, was borne by Wilwat. The Trust also received
rental income under the New Lease totaling $661,337. Since the Trust's
cost basis in the Building was estimated at $422,735, its total
investment return with respect to such property (net of acquisition and
holding costs) was approximately $198,691 [$661,337-($422,735 +
$39,911)].
On behalf of the Trust, the Trustee and Wilwat seek to amend the
New Lease, thereby permitting the retroactive sale, by the Trust, of
its leasehold interests in the Building, the Improvements and the
Ground Lease to Wilwat.\4\ Because the sale transaction effectively
terminated the New Lease by operation of law, the parties wish to
replace PTE 90-15 with a new exemption. Accordingly, administrative
exemptive relief is requested from the Department. If granted, the
exemption would be effective as of May 8, 2002.
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\4\ It is represented that the Trust would seek a release from
the owner of the Ground Lease from its obligations thereunder upon
the completion of the proposed sale. However, regardless of whether
the Trust could obtain such a release from the owner, it is
represented that Wilwat would assume all of the Trust's liabilities
under this lease and indemnify the Trust against any liability to
the owner of the Ground Lease.
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As consideration for the sale transaction, the Trust would receive
(a) the greater of the fair market value of such property as of the
date of the sale or (b) its total investment in such property. The
consideration would be paid in cash and the Trust would not be required
to pay any real estate fees or commissions in connection therewith.
The Trust, the Trustee and Wilwat proposed to effect the sale
transaction because it would allow the Trust to achieve greater
diversification, liquidity, and the potential to obtain a higher rate
of return on its investments. Since the Plans participating in the
Trust would be merged into separate 401(k) plans providing for
participant-directed investments, the parties did not deem the subject
property to be a suitable investment option under the merger
arrangement due to its illiquidity. Moreover, the parties noted that
the Building had appreciated substantially in value at rates that were
above historical averages which might not continue in the future.
Finally, the parties believed that the Building was of limited use and,
should Watkins decide to move its headquarters or otherwise decline to
renew the New Lease, the Trust might have difficulty marketing its
interest in the Building and realizing its full value.
III. The Appraisal
The Building was appraised by Messrs. Quentin Ball, MAI, and Philip
R. Thomas, Senior Appraiser, who are qualified, independent appraisers
affiliated with the commercial real estate appraisal firm of Kirkland &
Company, located in Atlanta, Georgia. In a appraisal report dated
November 27, 2001, the appraisers, using the Income Approach to
valuation, placed the fair market value of a fee simple interest in the
Building and the Improvements (as if not encumbered by the Ground
Lease) at $1,050,000 as of November 26, 2001.\5\
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\5\ It is represented that the fee simple valuation of the
Building and the Improvements was more beneficial to the Trust than
a leased fee interest valuation because the latter valuation did not
take into consideration the Trust's leasehold interest in the Ground
Lease.
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The appraisers updated their appraisal report prior to the closing
of the sale transaction. By letter dated May 8, 2002, the appraisers,
while noting new construction within the vicinity of the property which
they believed to be indicative of a strong and improving economy,
concluded that there had been no change in the value of the property as
set forth in their original appraisal report.
IV. Views of the Trustee/Independent Fiduciary
As stated above, the Trustee had been acting on behalf of the Trust
as the independent fiduciary for the New Lease. Serving in this
capacity was SunTrust, a banking subsidiary of SunTrust Banks, Inc.,
the tenth largest financial services holding company in the United
States. In its independent fiduciary statement, the Trustee represented
that it had been acting as a corporate fiduciary for more than 100
years, had approximately $130 million in fiduciary assets in its
custody, and served as a fiduciary or custodian to more than 1,700
qualified retirement plans. The Trustee also asserted that although it
conducted an ongoing deposit and lending business with Watkins and its
affiliates, such deposits and loans represented less than one percent
of its total deposits and loans. Further, the Trustee stated that it
understood and acknowledged its duties, responsibilities and
liabilities under the Act in serving as an independent fiduciary for
the Trust.
The Trustee represented that the sale transaction compared
favorably with the terms of similar transactions between unrelated
parties because the Trust's leasehold interests in the Building, the
Improvements and the Ground Lease would be sold at the appraised value
of a fee simple interest and without the payment of any real estate
fees or commissions by the Trust. Moreover, the Trustee explained that
it relied upon the independent appraisers to identify and reconcile
sales of comparable properties in their preparation of their initial
appraisal report. On the basis of such information, the Trustee
concluded that the appraisal had been conducted by the appraisers in a
reasonable manner.
The Trustee also believed the sale transaction would be in the best
interests of the Trust and its participants and beneficiaries for the
following reasons:
The proposed modification of the Trust into participant-
directed accounts would make accounting and participant direction
virtually impossible due to the indivisible nature of the subject
property.
The transaction would compare favorably with other sales
of property which might be achieved in the market place.
The sale transaction would permit the conversion of an
illiquid investment with material maintenance costs (i.e., the
underlying New Lease payments and associated Trustee monitoring) into
cash which could be invested in lower-maintenance assets.
The sale transaction would eliminate the conflict of
interest and associated administrative burdens of ongoing special
supervision implicit in the Trust's holding of employer real property.
The sale transaction would enable the Trust to realize
appreciation in the property, the continuation of which could not be
assured in the current economic climate.
The sale transaction would eliminate a 6 percent
concentration of the Trust's assets in two adjacent parcels of real
estate.
Before forming its opinion, the Trustee stated that it had examined
the Trust's overall investment portfolio, considered the liquidity
requirements of the Plans participating therein, examined the
diversification of each Plan's assets in light of the proposed
transaction, and considered whether the
[[Page 41524]]
transaction would comply with the Trust's investment objectives and
policies. The Trustee explained that it would monitor the transaction
and take all appropriate actions, if required, to safeguard the
interests of the Trust.
V. The Sale
On May 8, 2002, the Trust sold its leasehold interests in the
Building, the Improvements and the Ground Lease to Wilwat for
$1,050,000, which reflected the independently appraised value of such
property, as determined by the independent appraisers in their initial
and updated appraisal reports. The sales price was greater than the
Trust's total investment return with respect to the property of
$198,691. Wilwat paid the consideration in cash and the Trust did not
pay any real estate fees or commissions in connection with the sale
transaction. In addition, the Trustee monitored the transaction on
behalf of the Trust.
VI. General Conditions
If granted, this proposed exemption will be subject to the
following general conditions:
(a) All terms and conditions of the sale were at least as favorable
to the Trust as those obtainable in an arm's length transaction with an
unrelated party;
(b) The sale was a one-time transaction for cash;
(c) The fair market value of the Trust's leasehold interests in the
Building, the Improvements and the Ground Lease was determined by
qualified, independent appraisers in initial and updated appraisal
reports;
(d) The Trust did not pay any real estate fees, commissions, costs
or other expenses in connection with the sale;
(e) The Trust received, as consideration for the sale, an amount
that was no less than the greater of (1) the fair market value of the
Trust's leasehold interests in the Building, the Improvements and the
Ground Lease; or (2) the Trust's total investment in such property, as
of the date of the sale;
(f) In the event the Trust could not obtain a release from the
owner of the Ground Lease from its obligations thereunder upon the
completion of the proposed sale, Wilwat agreed to assume all
liabilities under such lease and would indemnify the Trust against any
liability to the owner of the Ground Lease; and
(g) The Trustee, as the independent fiduciary for the Trust with
respect to the sale, determined that such transaction was in the best
interest of the Trust and was protective of the participants and
beneficiaries of the Trust, and monitored such transaction on behalf of
the Trust.
Notice to Interested Persons
Notice of the proposed exemption will be sent by first-class mail
to each participant of the Plans participating in the Trust within 15
days of the publication of the proposed exemption in the Federal
Register. The notification will contain a copy of the proposed
exemption as published in the Federal Register, and a copy of the
supplemental statement, as required pursuant to 29 CFR 2570.43(b)(2).
The supplemental statement, will inform interested persons of their
right to comment on and/or to request a hearing with respect to the
pending exemption. Comments and hearing requests are due within 45 days
of the publication of the notice in the Federal Register.
General Information
The attention of interested persons is directed to the following:
(1) The fact that a transaction is the subject of an exemption
under section 408(a) of the Act and section 4975(c)(2) of the Code does
not relieve a fiduciary or other party in interest or disqualified
person from certain other provisions of the Act and Code, including any
prohibited transaction provisions to which the exemption does not apply
and the general fiduciary responsibility provisions of section 404 of
the Act, which require, among other things, a fiduciary to discharge
his or her duties respecting the plan solely in the interest of the
participants and beneficiaries of the plan and in a prudent fashion in
accordance with section 404(a)(1)(B) of the Act; nor does it affect the
requirements of section 401(a) of the Code that the plan operate for
the exclusive benefit of the employees of the employer maintaining the
plan and their beneficiaries;
(2) The proposed exemption, if granted, will not extend to
transactions prohibited under section 406(b)(3) of the Act and section
4975(c)(1)(F) of the Code;
(3) Before an exemption can be granted under section 408(a) of the
Act and section 4975(c)(2) of the Code, the Department must find that
the exemption is administratively feasible, in the interest of the plan
and of its participants and beneficiaries and protective of the rights
of participants and beneficiaries of the plan;
(4) This proposed exemption, if granted will be supplemental to,
and not in derogation of, any other provisions of the Act and the Code,
including administrative exemptions. Furthermore, the fact that a
transaction is subject to an administrative exemption is not
dispositive of whether the transaction is in fact a prohibited
transaction; and
(5) This proposed exemption, if granted, is subject to the express
condition that the facts and representations set forth in the notice of
proposed exemption relating to PTE 90-15 and this notice, accurately
describe, where relevant, the material terms of the transactions to be
consummated pursuant to this exemption.
Written Comments and Hearing Requests
All interested persons are invited to submit written comments or
requests for a hearing on the pending exemption by regular mail,
electronic mail or facsimile to the addresses or facsimile number noted
above, within the timeframe set forth above, after the publication of
this proposed exemption in the Federal Register. All comments will be
made a part of the record. Comments received will be available for
public inspection with the referenced applications at the address set
forth above.
Proposed Exemption
Based on the facts and representations set forth in the
application, the Department is considering granting the requested
exemption under the authority of section 408(a) of the Act and section
4975(c)(2) of the Code and in accordance with the procedures set forth
in 29 CFR part 2570, subpart B (55 FR 32836, August 10, 1990).
If the proposed exemption is granted, the restrictions of sections
406(a), 406 (b)(1) and (b)(2) of the Act and the sanctions resulting
from the application of section 4975 of the Code, by reason of section
4975(c)(1) (A) through (E) of the Code, shall not apply, effective May
8, 2002, to the sale by the Watkins Master Trust (the Trust) of its
leasehold interests in certain improved real property, consisting of a
building (the Building), the improvements constructed thereon (the
Improvements), and ground lease (the Ground Lease), to Wilwat
Properties, Inc. (Wilwat), a party in interest with respect to the
Trust, in connection with an amendment to an option to purchase
provision contained in a written lease between the Trust and Wilwat, as
described in Prohibited Transaction Exemption 90-15 (55 FR 12967, April
6, 1990).
This proposed exemption is subject to the following conditions:
(a) All terms and conditions of the sale were at least as favorable
to the Trust as those obtainable in an arm's
[[Page 41525]]
length transaction with an unrelated party;
(b) The sale was a one-time transaction for cash;
(c) The fair market value of the Trust's leasehold interests in the
Building, the Improvements and the Ground Lease was determined by
qualified, independent appraisers in initial and updated appraisal
reports;
(d) The Trust did not pay any real estate fees, commissions, costs
or other expenses in connection with the sale;
(e) The Trust received, as consideration for the sale, an amount
that was no less than the greater of (1) the fair market value of the
Trust's leasehold interests in the Building, the Improvements and the
Ground Lease; or (2) the Trust's total investment in such property, as
of the date of the sale;
(f) In the event the Trust could not obtain a release from the
owner of the Ground Lease from its obligations thereunder upon the
completion of the sale, Wilwat agreed to assume all liabilities under
such lease and would indemnify the Trust against any liability to the
owner of the Ground Lease; and
(g) The Trustee, as the independent fiduciary for the Trust with
respect to the sale, determined that such transaction was in the best
interest of the Trust and was protective of the participants and
beneficiaries of the Trust, and monitored such transaction on behalf of
the Trust.
EFFECTIVE DATE: If granted, this proposed exemption will be effective
as of May 8, 2002.
The availability of this exemption is subject to the express
condition that the material facts and representations contained in the
application for exemption are true and complete and accurately describe
all material terms of the transactions. In the case of continuing
transactions, if any of the material facts or representations described
in the applications change, the exemption will cease to apply as of the
date of such change. In the event of any such change, an application
for a new exemption must be made to the Department.
For a more complete statement of the facts and representations
supporting the Department's decision to grant PTE 90-15, refer to the
proposed exemption and the grant notice which are cited above.
Signed at Washington, DC, this 13th day of June 2002.
Ivan L. Strasfeld,
Director of Exemption Determinations, Pension and Welfare Benefits
Administration, Department of Labor.
[FR Doc. 02-15319 Filed 6-17-02; 8:45 am]
BILLING CODE 4510-29-P
