Companies Engaged in the Business of Acquiring Mortgages and Mortgage-Related Instruments

The Securities and Exchange Commission (``Commission'') and its staff (``Commission staff'' or ``staff'') are reviewing interpretive issues under the Investment Company Act of 1940 (``Investment Company Act'' or ``Act'') relating to the status under the Act of companies that are engaged in the business of acquiring mortgages and mortgage-related instruments and that rely on the exclusion from the definition of investment company in Section 3(c)(5)(C) of the Act (together, ``mortgage-related pools''). This review is focusing, among others, on certain real estate investment trusts (``REITs''). To help facilitate this review, the Commission requests information about these companies and how Section 3(c)(5)(C) of the Act is interpreted by, and affects investors in, these companies. The Commission solicits commenters' views about the application of the Investment Company Act to mortgage-related pools, including suggestions on the steps that the Commission should take to provide greater clarity, consistency or regulatory certainty with respect to Section 3(c)(5)(C).

Agency Contact: Rochelle Kauffman Plesset, Senior Counsel, at (202) 551-6840, or Nadya Roytblat, Assistant Chief Counsel, at (202) 551-6825, Division of Investment Management, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549.