[Federal Register Volume 77, Number 138 (Wednesday, July 18, 2012)]
[Rules and Regulations]
[Page 42175]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-17449]

Rules and Regulations
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Federal Register / Vol. 77, No. 138 / Wednesday, July 18, 2012 / 
Rules and Regulations

[[Page 42175]]


17 CFR Part 229

[Release Nos. 33-9337; 34-67432]

Securities Act Industry Guides

AGENCY: Securities and Exchange Commission.

ACTION: Technical amendments.


SUMMARY: Notice is hereby given of the publication of technical 
amendments to Guide 3, Statistical Disclosure by Bank Holding Companies 
(``Industry Guide 3''), and Guide 7, Description of Property by Issuers 
Engaged or to be Engaged in Significant Mining Operations (``Industry 
Guide 7''), of the Securities Act of 1933 Industry Guides (``Industry 
Guides''). These revisions are to conform the Industry Guides to the 
FASB Accounting Standards Codification\TM\ (``FASB Codification'').

DATES: Effective July 18, 2012.

FOR FURTHER INFORMATION CONTACT: Jenifer Minke-Girard, Senior Associate 
Chief Accountant, or Annemarie Ettinger, Deputy Chief Counsel--
Compliance, at (202) 551-5300, Office of the Chief Accountant, or 
Angela Crane, Associate Chief Accountant, at (202) 551-3400, Division 
of Corporation Finance, Securities and Exchange Commission, 100 F 
Street NE., Washington, DC 20549.

SUPPLEMENTARY INFORMATION: The Industry Guides serve as expressions of 
the policies and practices of the Division of Corporation Finance. They 
are of assistance to issuers, their counsel, and others preparing 
registration statements and reports, as well as to the staff of the 
Securities and Exchange Commission (``Commission''). The Industry 
Guides are not rules, regulations, or statements of the Commission.\1\

    \1\ See Release No. 33-6384 (Mar. 16, 1982) [47 FR 11476].

I. Background

    On June 30, 2009, the Financial Accounting Standards Board 
(``FASB'') issued FASB Statement of Financial Accounting Standards No. 
168, The FASB Accounting Standards CodificationTM and the Hierarchy of 
Generally Accepted Accounting Principles--a replacement of FASB 
Statement No. 162 (``Statement No. 168''), to establish the FASB 
Codification as the source of authoritative non-Commission accounting 
principles recognized by the FASB to be applied by nongovernmental 
entities in the preparation of financial statements in conformity with 
U.S. generally accepted accounting principles (``U.S. GAAP''). 
Statement No. 168 became effective for financial statements issued for 
interim and annual periods ending after September 15, 2009. The FASB 
Codification reorganizes existing U.S. accounting and reporting 
standards issued by the FASB and other related private-sector standard 
setters. All guidance contained in the FASB Codification carries an 
equal level of authority.\2\

    \2\ The FASB Codification is available at http://asc.fasb.org/home.

    The FASB Codification affects those Commission rules, regulations, 
releases, and staff bulletins that refer to specific FASB standards or 
other private sector standard-setter literature under U.S. GAAP, 
because such references are now superseded by the FASB Codification. On 
August 18, 2009, the Commission issued interpretive guidance \3\ to 
avoid confusion on the part of issuers, auditors, investors, and other 
users of financial statements about the use of U.S. GAAP references in 
Commission rules and staff guidance.

    \3\ Release No. 33-9062A (Aug. 18, 2009) [74 FR 42772].

    On August 8, 2011, the Commission adopted technical amendments \4\ 
to various rules and forms under the Securities Act, the Securities 
Exchange Act of 1934 (``Exchange Act''), and the Investment Company Act 
of 1940 to conform those rules and forms to the FASB Codification. In 
the adopting release, the Commission noted that it authorized the staff 
to issue technical amendments to Industry Guide 3 and Industry Guide 7 
to conform the Industry Guides to the FASB Codification.\5\

    \4\ Release No. 33-9250 (Aug. 8, 2011) [76 FR 50117].
    \5\ See id.

II. Discussion

    The technical amendments to the Industry Guides result from a 
straightforward conversion of the prior U.S. GAAP reference to the 
corresponding reference in the FASB Codification. All of the changes 
are technical in nature and none of the changes are intended to 
represent a substantive change to the Industry Guides.

     Dated: July 13, 2012.
Elizabeth M. Murphy,


1. In Industry Guide 3 (referenced in Sec.  229.801 and Sec.  229.802), 
amend paragraph III.C.1.(c) by removing ``Statement of Financial 
Accounting Standards No. 15 (``FAS 15''), Accounting by Debtors and 
Creditors for Troubled Debt Restructurings'' and adding in its place 
``FASB ASC Master Glossary''.

    Note: The text of Industry Guide 3 does not, and this amendment 
will not, appear in the Code of Federal Regulations.

2. In Industry Guide 7 (referenced in Sec.  229.801 and Sec.  229.802), 
amend Instruction 1 to paragraph (a) by removing ``FASB Statement No. 
7'' and adding in its place ``FASB ASC Topic 915, Development Stage 

    Note:  The text of Industry Guide 7 does not, and this amendment 
will not, appear in the Code of Federal Regulations.

[FR Doc. 2012-17449 Filed 7-17-12; 8:45 am]