U.S. Securities & Exchange Commission
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U.S. Securities and Exchange Commission

Securities Exchange Act of 1934
Form 10-K, General Instruction I
Form 10-Q, General Instruction H
Form 8-K, Item 5.07, Instruction 5

June 24, 2011

Response of the Office of Chief Counsel
Division of Corporation Finance


Incoming letter dated June 20, 2011

Based on the facts presented, the Division will not object if the Issuer, as defined in your letter, files abbreviated Forms 10-K and 10-Q, in the manner described in your letter, pursuant to General Instructions I and H, respectively, to those forms, and relies on Instruction 5 to Item 5.07 of Form 8-K to omit the information called for by that Item.

These positions are based on the representations made to the Division in your letter. Any different facts or conditions might require the Division to reach different conclusions. Further, this response expresses the Division’s position on enforcement action only and does not express any legal conclusion on the questions presented.


Mark F. Vilardo
Special Counsel

Incoming Letter:

The Incoming Letter is in Acrobat format.



Modified: 07/25/2011