Division of Corporation Finance

Archives

Information is located here primarily for historical reference purposes, but this is not meant to imply that all the information is outdated or superseded. The staff is in the process of relocating the current information from among these archived materials to other areas of the website.

Staff Legal Bulletins

• Revised Staff Legal Bulletin No. 3 (October 20, 1999)
   
• Staff Legal Bulletin No. 3 (July 25, 1997)
   

Compliance and Disclosure Interpretations

• Outdated or Superseded Compliance and Disclosure Interpretations (UPDATED 02/27/12)
   
• Securities Act Rule 144 (April 2, 2007)
   
• Frequently Asked Questions Regarding the Use of Non-GAAP Financial Measures
   
• Publicly Available Telephone Interpretations
   
• Securities Act Forms (July 1997)
   
• Securities Act Form S-3 (July 1997)
   
• Securities Act Rules (July 1997)
   
• Securities Act Rule 415 (July 1997)
   
• Securities Act Regulation D and Rule 701 (July 1997)
   
• Going Private Rules and Schedule 13E-3 (July 1997)
   
• Securities Act Sections (July 1997)
   
• Exchange Act Sections (July 1997)
   
• Exchange Act Rules (July 1997)
   
• Regulation S-K (July 1997)
   
• Regulation S-B (July 1997)
   
• Other Exchange Act Forms (July 1997)
   
• Section 16 Rules and Forms 3, 4 and 5 (July 1997)
   
• Regulations 13D and 13G and Schedules (July 1997)
   
• Securities Act Rule 144 (July 1997)
   
• Trust Indenture Act of 1939 (July 1997)
   
• Item 402 of Regulation S-K (July 1997)
   
• July 2001 Interim Supplement to Publicly Available Telephone Interpretations
   
• March 2000 Interim Supplement to Publicly Available Telephone Interpretations
   
• March 1999 Interim Supplement to Publicly Available Telephone Interpretations
   
• May 2001 Interim Supplement to Publicly Available Telephone Interpretations
   
• Filing Guidance under Securities Act Rules 415(a)(5) and (6) (November 21, 2008)
   
• Securities Offering Reform Questions and Answers (November 30, 2005)
   
• Securities Offering Reform Transition Questions and Answers (September 13, 2005)
   
• Current Report on Form 8-K Frequently Asked Questions (November 23, 2004)
   
• Section 16 Electronic Reporting Frequently Asked Questions (Revised August 14, 2003)
   
• Exemptive Order on Management's Report on Internal Control over Financial Reporting and Related Auditor Report - Frequently Asked Questions (January 21, 2005)
   
• Current Issues and Rulemaking Projects Outline (November 14, 2000)   [PDF format]   [Word 6.0 format]
   
• Quarterly Update to the Outline (September 30, 2001)
   
• Quarterly Update to the Outline (June 30, 2001)
   
• Quarterly Update to the Outline (March 31, 2001)
   
• Management's Report on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports; Frequently Asked Questions (October 6, 2004)
   
• Item 201 of Regulation S-K - Common Equity Information and Shareholder Matters (March 13, 2007)
   
• Item 402 of Regulation S-K - Executive Compensation (August 8, 2007)
   
• Executive Compensation and Related Person Disclosure Transition Questions and Answers
   
• Item 403 of Regulation S-K - Security Ownership (March 13, 2007)
   
• Item 404 of Regulation S-K - Transactions with Related Persons (August 8, 2007)
   
• Item 407 of Regulation S-K - Corporate Governance (March 13, 2007)
   
• Smaller Reporting Companies
   

Accounting and Financial Reporting

• FAQ: Application of Requirements for Arthur Andersen Auditing Clients
   
• Frequently Requested Interpretations of Rules for Business Combinations Accounted for as Pooling-of-Interests
   
• Current Accounting and Disclosure Issues (December 1, 2005)
   
• Current Accounting and Disclosure Issues (March 4, 2005)
   
• Current Accounting and Disclosure Issues (November 30, 2004)
   
• Current Accounting and Disclosure Issues (August 31, 2001)
   
• Current Accounting and Disclosure Issues (June 30, 2000)
   
• International Reporting and Disclosure Issues (November 1, 2004)
   
• International Reporting and Disclosure Issues (October 1, 2003)
   
• Sample Letter Sent to Participants in the Oil and Gas Industry
   
• Sample Letter to Companies with Oil and Gas Operations in the Gulf of Mexico
   
• Sample letter sent to Oil and Gas Producers
   
• Slide Presentation (PDF): Areas of Frequent Staff Comment — Financial Institutions, by Stephanie L. Hunsaker, Associate Chief Accountant, Division of Corporation Finance, in December 2009
   

Companies and Filings

• Annual Report Reminders (MARCH 4, 2005)
   
• Statements by Company CEOs and CFOs (UPDATE AS OF JANUARY 23, 2003)