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CCH® PENSION AND BENEFITS — 9/21/06

SEC requests comments on proposed exec comp disclosures

The Securities and Exchange Commission (SEC) has requested additional comments on a proposed extension of the disclosure requirements for executive and director compensation to include compensation disclosure for three additional highly compensated employees.

The final rules adopted on July 26, 2006 (CCH Pension Plan Guide ¶16,567R) did not include the proposed disclosure requirement regarding the addition of the total compensation and job description of up to three highly compensated employees who are not executive officers or directors but who earn more than any of the named executive officers. Among other things, the SEC is seeking comments on whether the proposal should be modified to apply only to large accelerated filers. Such filers would be required to disclose the total compensation for the most recent fiscal year and a description of the job position for each of their three most highly compensated employees whose total compensation is greater than any of the named executive officers, whether or not such persons are executive officers. Under this approach, however, employees who have no responsibility for significant policy decisions within either the company, a significant subsidiary or a principal business unit, division, or function, would be excluded from the determination of the three most highly compensated employees and no disclosure regarding them would be required.

All submissions should refer to File Number S703-06. Comments should be received on or before October 23, 2006 and be transmitted by one of the following methods:

  1. Using the Commission's Internet comment form.

  2. Sending an e-mail to rule-comments@sec.gov. Include File Number S7-03-06 on the subject line.

  3. Using the Federal Rulemaking Portal and following the instructions for submitting comments.

  4. Sending paper comments in triplicate to Nancy M. Morris, Secretary, Securities and Exchange Commission, 100 F Street, NE., Washington DC 20549-1090.

Requests for further information should be directed to Anne Krauskopf, Carolyn Sherman, or Daniel Greenspan, at (202) 551-3500, in the Division of Corporation Finance, U.S. Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549-3010 or, with respect to questions regarding investment companies, Kieran Brown in the Division of Investment Management, at (202) 551-6784.

For more information on this and related topics, consult the CCH Pension Plan Guide.

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