Dear :

This is in response to your letter dated June 12, 1998, to the Division of Trading and Markets ("Division") of the Commodity Futures Trading Commission ("Commission"), as supplemented by telephone conversations with Division staff. By your correspondence, you request an exemption on behalf of "X", a registered commodity pool operator ("CPO") and commodity trading advisor ("CTA"), from the requirements of Rules 4.23 and 4.33¹ that a CPO and CTA, respectively, maintain certain books and records at its main business office in accordance with Rule 1.31.

Based upon the representations made in your correspondence, we understand the pertinent facts to be as follows. "X's" main business office is located in Nevada. "X" receives certain operational support from the branch manager of its Hawaii office and "Y", a back-office service provider, including daily accounting functions, for all pools operated and all accounts managed by "X". "Y" operates solely from "X's" branch office located in Hawaii. "Y" is wholly-owned by "A", the vice president and a principal of "X". "Y" was organized as a legal entity separate from "X" for purposes of efficiency and convenience. "X" seeks relief from the location requirements of Rules 4.23 and 4.33 in order that it may maintain its books and records at its branch office in Hawaii.

Based upon the foregoing and pursuant to the authority delegated by Rule 140.93(a)(1), the Division believes that exempting "X" from the requirements of Rules 4.23 and 4.33 such that it may maintain its books and records at its branch office, as described above, would not be contrary to the public interest or the purposes of Rules 4.23 and 4.33. This exemption is, however, subject to the conditions that: (1) "X" notify the Division if the location of any original books and records changes from that as represented to us; (2) "X" remains responsible for ensuring that all books and records required by Rules 4.23 and 4.33 are maintained in accordance with Rule 1.31 and for assuring their availability to the Commission, the National Futures Association, or any other agency authorized to review such books and records in accordance with Commission regulations; (3) within forty-eight hours after a request by a representative of the foregoing, "X" will obtain the original books and records from its branch office in Hawaii and provide them for inspection at "X's" main business office in Nevada if the representative chooses to inspect them there;² and (4) "X" discloses in its CPO and CTA Disclosure Documents that all Commission required books and records are kept at its branch office in Hawaii. This exemption is further subject to the condition that "X" remains fully responsible for compliance with Rules 4.23 and 4.33.

This letter, and the exemption granted herein, are based upon the representations you have made to us and are subject to compliance with the conditions stated above. Any different, changed or omitted material facts or circumstances might render this exemption void. You must notify us immediately in the event the operations or activities of "X", including the location of "X's" books and records, change in any material way from those as represented to us.

This letter merely exempts "X" from the requirement that its books and records be maintained at its main business office. The relief granted by this letter does not excuse "X" from compliance with any other aspect of the Commission's recordkeeping requirements, nor does it excuse "X" from compliance with any otherwise applicable requirements contained in the Commodity Exchange Act ("Act")³ or the Commission's regulations issued thereunder. For example, "X" remains subject to Rule 1.31 and the Commission maintains its right under that rule to inspect the required books and records of "X" at its branch office in Hawaii. "X" also remains subject to all antifraud provisions of the Act and the Commission's regulations, the reporting requirements for traders set forth in Parts 15, 18, and 19 and all otherwise applicable provisions of Part 4.

If you have any questions concerning this correspondence, please contact Charles T. O'Brien, an attorney on my staff, at (202) 418-5450.

Sincerely,

I. Michael Greenberger

Director

¹ Commission rules referred to herein are found at 17 C.F.R. Ch. I (1997).

² The books and records also are subject to inspection pursuant to Rule 1.31 at "X's" branch office in Hawaii in accordance with all of the provisions of Rule 1.31 including, but not limited to, the provisions relating to the time and manner for the production of records.

³ 7 U.S.C. § 1 et seq. (1994).