January 24, 1989
TO: SEC RULES COMMITTEE NO. 8-89
INVESTMENT ADVISERS COMMITTEE NO. 3-89
RULE 144A SUBCOMMITTEE
RE: DRAFT COMMENT LETTER ON RULE 144A
__________________________________________________________
Attached for your review is a draft comment letter
developed as a result of a Rule 144A subcommittee meeting at the
Institute on December 12, 1988. There are some issues for which
the subcommittee was unable to reach a convincing consensus, and
we would appreciate your specific responses on the following:
1. Qualified Institutional Buyer (Tier 1) - Should the
asset minimum of $100 million be lowered to include
a broader class of institutions? Would $50 million
accomplish the same objective? (Pages 2-3 of draft
letter.)
2. Information on Junk Bonds - See discussion on page
3 of letter. Should we mention this issue? Add
any other points?
3. Institutional Buyer (Tiers 2 and 3) - The
definition of the smaller institutional category of
Tier 2 and 3 does not include separate
qualification for investment advisers. We are
suggesting that they create a separate category and
impose no asset requirement. If they decide to do
so, then we state the measure should be assets
under management and not capitalization. Should we
suggest a specific asset amount?
Please call me at (202) 955-3523 if you have any comments
on this letter by 12 o'clock noon on Friday, January 27th.
Susan P. Hart
Assistant General Counsel
Attachment