Rule 17Ad-15

STANDARDS, PROCEDURES AND GUIDELINES FOR THE ACCEPTANCE OF SIGNATURE GUARANTEES

The following standards, procedures and guidelines, established in accordance with Rule 17Ad-15 under the Securities Exchange Act of 1934 (the “Rule”), apply to the acceptance by this institution of signature guarantees in connection with the transfer of securities. They cover this institution’s requirements for the approval of eligible guarantor institutions and the handling of securities transfers in reliance on guarantees from approved eligible guarantor institutions. As used herein, the terms “guarantee” and “eligible guarantor institution” have the meanings attributed thereto by the Rule.

Standards

1. No guarantee will be accepted unless the eligible guarantor institution shall have first been approved by this institution as to overall creditworthiness and financial responsibility.
2. If the eligible guarantor institution is a participant in the Securities Transfer Agents Medallion Program (“STAMP”), it will automatically be approved by this institution as to overall creditworthiness and financial responsibility.
3. On and after August 24, 1992, in order to be approved by this institution, the eligible guarantor institution must be a participant in STAMP.
4. Until August 24, 1992, except as provided below, in order to be approved by this institution, the eligible guarantor institution must either be a participant in STAMP or make application to this institution.
5. Until August 24, 1992, an eligible guarantor institution whose guarantees have heretofore been accepted by this institution will automatically be approved by this institution as to overall creditworthiness and financial responsibility.
6. An eligible guarantor institution which has been approved by this institution but is not a participant in STAMP must be a participant in STAMP on and after August 24, 1992, in order to maintain this institution’s approval.

Procedures

1. Until August 24, 1992, each eligible guarantor institution which is not a participant in STAMP and makes application to this institution must submit: (i) copies of its most recent audited financial statements and of other documents reflecting its current financial condition, including those that it is required to file with governmental authorities regulating its activities; (ii) a description of the nature and extent of its bond and insurance coverage; and (iii) relevant information concerning its history and business activity, including a brief description of its experience in the securities industry, any material pending claims or actions not reflected in the submitted financial information and any experience it may have had as a debtor under bankruptcy, insolvency, or reorganization laws.
2. Each application to this institution will be referred to this institution’s designated officer (the “Reviewing Officer”) for review. This institution’s approval or disapproval of the eligible guarantor institution will be based on the information submitted by the eligible guarantor institution, examined under financial considerations independent of the class or type of the eligible guarantor institution. The Reviewing Officer will communicate this institution’s approval or disapproval to the eligible guarantor institution within 30 days after receipt of all required information. If this institution’s determination of approval or disapproval cannot be made on the basis of the information submitted, the Reviewing Officer will promptly request specific additional information, and this institution’s determination of approval or disapproval will be communicated to the eligible guarantor institution within 30 days after receipt of such specific additional information.
3. This institution’s approval or disapproval of the eligible guarantor institution will be based on a full and fair assessment of the likelihood of the eligible guarantor institution’s performing under its guarantees over an indefinite period of time, given the institution’s overall creditworthiness and financial responsibility.
4. At the time that an eligible guarantor institution becomes a participant in STAMP or, until August 24, 1992, that this institution’s approval is given, this institution may fix an authorized limit for the eligible guarantor institution, based on the institution’s overall creditworthiness and financial responsibility (the “Authorized Limit”). Except as provided below, no guarantee will be accepted from the approved eligible guarantor institution if the securities involved in the transfer have an aggregate value above the Authorized Limit.

Guidelines

1. If the aggregate value of securities presented for transfer in reliance on a guarantee from an approved eligible guarantor institution exceeds the Authorized Limit, the transfer will be rejected unless, after consideration, the Reviewing Officer determines otherwise.
2. Until August 24, 1992, except in the case of eligible guarantor institutions whose guarantees have heretofore been accepted by this institution and eligible guarantor institutions which are participants in STAMP, each request for transfer must be supported by documentation verifying the signature, and certifying the authority, of the individual who executed the guarantee.