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Text

151

.1

Datastream

International

Inc

Datastream

International

Inc

Datastreaiu

RESPONSE

DIVISION

OF THE OFFICE

OF INVESTMENT

International Limited

File Nos

801-24551

801-41452 801-24281

OF CHIEF COUNSEL

MANAGEMENT

and March 12 1993 request

Your letters of January 18 1993

action to

enforcement

our assurance that we would not recommend

registrants

the Commission if each of the abovecaptioned

collectively Datastream withdraws its registration as an

Advisers Act of 1940

the

investment adviser under the Investment

Advisers

Act

and financial

You state that Datastream provides economic

industries

to the securities and financial

information services

databases

Datastreams

series

of

linked

worldwide

through

customers principally investment managers and institutional

investors pay fixed subscription fees quarterly in advance

online services they receive

Datastream

based on the specific

software packages

that contain

also provides to subscribers

tools that enable customers to retrieve data series from

analytic

graphics

the databases and manipulate the data to produce

and

other

Customers

time

series

analysis

analyses

statistics

calculations

various

tools

to

the

perform

can use

analytic

to complex algebraic equations

ranging from simple arithmetic

Section

202a 11

of

the

Advisers

Act

defines

an

investment adviser as any person who for compensation engages

in the business of advising

others either directly or through

or writings as to the value of securities or .who

publications

issues or

and as part of

regular business

for compensation

securities

The staff

or

concerning

reports

analyses

promulgates

securities

data

or

the

of

presentation

the

that

takes

position

does

not

constitute

furnishing

subscribers

to

information

investment advice or an analysis or report within the meaning of

the information is readily available

if

Section 202a

the categories

of information

in

its

raw

state

to the public

is

and

the

information

selective

not

are

highly

presented

the

in

which

manner

suggests

not organized or presented

holding or sale of any security or securities

purchase

11

1/

UniVu System pub avail Dec

EJV Partners

Inc pub avail

Media

General

Financial

Services

1992

Inc pub

Investex

Investment

Exchange

July 20 1992

Inc pub

Charles

Street

Securities

avail April

1990

Inc

Butcher

avail Feb 27 1987

Singer

pub avail

avail

Wallace

Lin

Jan

pub

April 15 1985

1987

L.P

See

Jack

Sonner

pub avail Mar 11 1983

You state that the information in Datastreams

databases

is

in its raw state

Datastream

collects

the

readily available

information from wire services

international

agencies

government

departments stock options and futures exchanges

brokers dealers banks issuers and other information vendors

An institutional investor or

money manager theoretically

could contract

with each of Datastreams

sources to obtain the

information in Datastreams

databases

You state however that

the proliferation of economic

and financial data now relevant to

investment decisions

has made it impracticable

if not

impossible for investment decisionmakers to access sufficient

raw data directly

You also state that the categories

of information made

available to Datastreains

subscribers

are not highly selective

Datastream

collects

over 720 million data items including

approximately

2000 market indices from 20 different countries

850

international

interest rates and 1600 international

end

ofday currency exchange rates

In addition

Datastream

includes

data relating

to 30000 stocks

and 44000 bond issues in its

databases

Datastreams objective is to furnish subscribers

with

database that is as comprehensive

as possible

and there is no

restriction

on the data that is collected

and made available

to

the subscribers

In addition

you state that the information in the databases

and the software packages

is not organized or presented

in

manner which

suggests the purchase

holding or sale of any

Datastreams

customers select the

security or securities

criteria for retrieving

data series from the databases and the

tools that will be used to manipulate that data and

analytic

data delivery

is not timed to any specific

market activity

Datastream and its affiliates

have no direct or indirect

financial

interest

in whether

subscriber uses Datastream data

and analytic

tools to purchase

sell or hold

particular

security

addition to providing noaction assurance as previously

the staff has given noaction assurance to providers

of various

computer software services

and

offering calculations

In not requiring these providers to register as

pricing models

investment advisers the staff considered

number of factors

of the users the degree to which

including the sophistication

the users themselves

perform the calculations the degree to

which the product is prepackaged

and not personalized

for each

and

whether

the

calculations

or models are based on

customer

In

discussed

These factors are

or standard calculations

traditional

software

services

whether computer

relevant in determining

users own

tools to facilitate

function merely as mathematical

of

efforts or whether they involve the recommendation

analyttcal

tools in some cases

You state that the analytic

securities

that

are already in the

mathematical

formulae

are standardized

tools

considered

the

are

in

other

cases

public domain

intellectual

by patent

or

property

protected

proprietary products

attach

does

not

that

Datastream

any

You

represent

or copyright

that

You

further

to

its

data

represent

value judgment

and is not

as

software is licensed

package

Datastreams

Datastreams

interests

of

user

the

any

personal

tailored to

the various

who

users

may

arrange

subscribers

are sophisticated

in

elements

package

to

suit their particular

needs

Co Ltd

you state that Nomura Securities

with

contracted

has

firm

brokerage

Japanese

to

available

exclusively

data

to

make

Datastream

Nomuragenerated

at

Datastream

subscribers

who

also

are

customers

Nomura brokerage

similar arrangement with

Datastream has

no extra cost ../

which has contracted

British

firm

brokerage

Hoare Govette

data available

make

Hoare

to

Govettegenerated

with Datastream

in the

customers

Govette

brokerage

to other Hoare

exclusively

Datastream

book

by

published

hard-copy

quarterly

form of

Datastream has no control over the Nomura and Hoare Govette

that Datastream will act merely

You represent

data j/

generated

firms

conduit

between these brokerage

communications

as

passive

and their customers 5/

In

addition

Nomura

LI

UniVu System pub avail Dec

Partners

Inc pub avail Dec

Executive

Asset

Management

1992

Associates

Wilson

pub avail May 25 1988

15 1988

Inc

Research

Dec 26 1985 Innosearch

Computer Language

Associates

Ltd pub avail

Corp Sept 12 1985 Syrus

L.P

EJV

Oct

23

1981

cannot

Datastreams U.S subscribers

You represent

tlxat

data

Datastreams

the Nomuragenerated

through

access

technical

facilities and therefore Nomuras use of

investment advice to some

services

to provide

Datastreams

subscribers

does not subject Nomura

nonU.S

of Datastreams

Act

Advisers

under the

to regulation

4j

USA

that ABN-AMRO Securities

Inc

You represent

issues this book in the

investment adviser

registered

United States through its Hoare Govette division

Partners L.P UniVu System pub avail Dec

1992 customers transmit their own proprietary products

information on

such as financial models research reports

See EJV

continued..

On the

basis of

the

facts

and

in your

representations

with

agreeing

your legal

enforcement

action

to the

Commission if Datastreain withdraws

its registration

as an

investment adviser

Because

is based on the facts

our position

and representations

in your letters you should

note that

different facts or representations may require

different

conclusion

Further this response expresses the Divisions

on enforcement

action

position

only and does not purport to

conclusions

express any legal

on the issues presented

letters and without necessarily

analysts we would not recommend

LJohn

Carter

Attorney

/. .continued

bond

indexes and securities information directed at

dealers to other customers through the UniVus Private

Reuters Information Services

Pages service

Inc

pub

avail

Jan

17

1991

video information

marketed to institutional investors

services

by financial

firms

featuring

network

presentations

El

izobeth

Nor1.Jorth

ELIZABETH

NORSWOFTHY ESQ

6g

K40WAY

STREET

uenreiJ MASAGHU6SQ2Q56

--50-5207101

FAX 508-520-7599

Seion

Rul

1993

ublie

\I

LThllability

BY FAX

john Carter

Office of Chief Counsel

Division

of Investment

Management

Commission

and Exchange

Securities

Street

N.W

450

5th

Washington D.C 20549

Datastrealu

Datastream

Datastream

International

International

International

File No 801-24551

File No 801-41452

Limited File No 80124281

Inc

Inc

collectively Datastream

Dear

Mr Carter

with the above-captioned

registrants

connection

staff not

for

that

the

1993

assurance

request

18

January

the

Commission

if

the registrants

action

to

enforcement

recommend

advisers

statements

as

investment

their registration

withdraw

Advisers

Act

of

1940

Advisers

under the Investment

you

information with respect to

have requested

supplemental

with Noinura and Hoare Govett as

Datastreams

arrangements

and 14 of the January -18th request

described in footnotes

made

In particular

you have asked whether the investment advice

customers through

to Nomura and Hoare Govett brokerage

available

under

technical

facilities is subject to regulation

Datastrealus

the Advisers Act

In

Act

Nomura

arrangements

Co Ltd

firm has

Nomura Securities

Japanese brokerage

InternatIonal

Ltd

to

provide

with Datastream

contracted

forecasts of the business

Datastream with data containing

of Japanese

prepared by Nomura Research

companies

performance

those companies

and comments concerning

Institute

this Nomura

then

NRI

Datastream

provides

analysts

by

prepared

that are designated

subscribers

by

data to those Datastream

subscribers

in the United

Kingdom

Noniura in writing Datastreain

and in continental

Europe access the Nomura data However

States are not allowed

subscribers

in the United

Datastream

to

Since the investment advice made available

to the data

access

technical

customers through Datastreams

Nomura brokerage

the United

facilities is made available only to customers outside

is

not

to

under

the

the

advice

regulation

subject

States

NRI

Advisers

Act

izob.th

El

IOare

Govett

Npr5Jorth

P.03

085207599

arranqxnents

British brokerage

firm has made

to publish securities

with Datastreain

arrangements

in the form

and analyses prepared by Hoare Govett

recommendations

blue book The blue book which is now published

of

hard-copy

is

issued in the United States by the Hoare Govett

every week

ABN is

Securities

Inc

ABN7MR0

division of

Act File

under

the

Advisers

adviser

investment

as an

registered

to

made

available

advice

investment

Since

the

No 80123663

technical

Datastreams

customers

through

Hoare Govett brokerage

States by

facilities is made available to customers in the United

to

advice

is

the

subject

investment adviser

registered

under the Advisers Act

regulation

Hoare

Govett

ABN

USA

If

you have

any

further

questions

please

call

me

at

508-

5107101

Sincerely

Elizabeth

yours

Norsworthy

Advisers

Section

NCRSWORTHY ESQ

ELIZABETH

69

NORFOLK

508-520-7101

MEDWAY

STREET

MASSACHUSEUS

January

Harman

Thomas

and

Associate Director

of Investment

Division

Securities and Exchange

450

5th Street N.W

Washington D.C 20549

Dear

02056

18

1993

FAX 508-520-7599

Chief Counsel

Management

Commission

Datastrealfl

International

International

Datastrealfl

International

Datastream

Act

202a11

File No 80124551

File No 80141452

Limited File No 80124281

Inc

Inc

Mr Harman

collectively

registrants

above-captioned

and financial

information

providers of economic

will

not

recommend

the staff

hereby request confirmation that

Commission

action

by the Securities and Exchange

enforcement

under the

as investment advisers

if their registrations

withdrawn

Advisers Act of 1940

Advisers Act are

Investment

The

Datastrealfl

SEC

BackcroUfld

The Datastream registrants are all wholly owned indirect

publicly held

of Primark Corporation

subsidiaries

primarily in the provision of information

engaged

holding

company

25 1992 Primark through its various

services On September

common

of the issued and outstanding

all

subsidiaries acquired

Dun

Bradstreet

from

The

registrants

stock of the Datastream

of its affiliates

and certain

Corporation

Primark

information

is

worldwide

in 1964 Datastrealtt

Founded

which

in

London

services bus iæess with principal headquarters

financial

to

financial

information

online economic and

delivers

and other investment professionals throughout

institutions

is also

Australia and North America Datastream

Asia

Europe

valuation

and

leading provider of computerbased portfolio

in the United

Kingdom

services

accounting

UK

--

series of linked databases of

The core of Datastream is

data

collected from wire

and financial

extensive economic

national

and international

services official publications of

stock options and futures exchanges other information

agencies

has

brokers dealers banks and issuers Datastrearn

vendors

data reliability

of multisourcing to enhance

policy

specific

into

the Datastrealu

data

feeds

run

The

and

timeliness

accuracy

collected

and

Computer Center where the data is

Processing

into

individual security

organized

e.g by country industry

databases These databases are

data series in discrete

for accuracy

checked

and

updated

continually

economic

and

options Data

issuers

conditions

interest and

conditions

includes

economic

worldwide

relating to

and

industrial

other

well

as

economic

exchange rates as

the

such

as

statistics

from

sources

commercial

performance

for

the

Organization

Fund

thIMFtt

International Monetary

and Development

tb0ECDt and Bundesbank

Economic Cooperation

data

from profit and loss

includes

issuers

Data relating to

and

sources-anduses-of-funds

statements balance sheets

statements published by those issuers

The

data

collected

relates

equities

to worldwide

bonds futures

to equities includes earnings and dividends

relating

number of

from all major markets and

on over 30000 stocks

historical

earnings and

emerging markets This data includes

dividends data

as well as forecast data supplied by market

and yield

specialists Data relating to bonds includes maturity

guaranteed

on over 44000 issues of corporate and government

Data relating to futures and

and indices

all Eurobonds

Data

bonds

current prices previouslytraded prices

options includes

from the

and

volume

intra-day high and low values

trading

LIFFE

and

futures

including

exchanges

international

options

EOE

SOFFEX Switzerland

MONEP

and

MATIF

Paris

London

and

Philadelphia

DTB

Chicago

Germany

Amsterdam

total over 720 million data items are collected with

320000 updated daily Datastream has significantly expanded .and

In

and intends to continue to do so The

its data coverage

enhanced

Datastream

The World

Datastream

brochure

captioned

attached

added to

that

have

been

the

data

items

in

detail

Tour describes

the

last

four

databases

over

years

the Datastream

and financial information

Datastream

provides economic

industries worldwide

and

financial

services

to the securities

Its main customers are investment managers and institutional

information for

investors who use financial and economic

include publishers

Other

users

investment research and analysis.1

schools and

business

off inancial journals and daily newspapers

customers

from

has

over

1400

universities Currently Datastream

fees

fixed

annual

subscription

These customers pay

36 countries

services

online

they

based on the specific

quarterly in advance

receive

firm has contracted with

Japanese brokerage

data available to Nomura

Datastream to make Nomura-generated

at no

customers who are also Datastream subscribers

brokerage

with

Hoare

similar arrangement

extra cost Datastream has

with

which has contracted

British

firm

brokerage

Govett

available

to Hoare

to make Hoare Govettgenerated data

Datastrealu

blue

book

hardcopy

customers in the form of

Govett brokerage

Nomura

published

quarterly

DatastreamS

services delivered online to customers

networks work stations or

pcs

computers

customers to

mainframes provide analytic software that enables

The

databases

and manipulate the data in the Datastream

access

data

retrieve

are designed to let the user

software packages

and manipulate the data to produce

databases

from

the

series

and other analyses

graphics statistics time series analysis

are described in more detail below

software packages

These

personal

that allows the

is

Datastream service

EconovieW

EconoVieW

economic

user to retrieve manipulate and chart historic

data such as economic indicators interest rates exchange

rates stock market indices and commodities International

on the

news headlines current exchange rates and prices

also

available

issuers

are

of

UK

most active

equities

the day Users can retrieve current and historical

thoughout

such as per

and apply statistical functions

information

to the data

and

regressions

moving averages

cent changes

is

comprehensive

company

Companywatch

to search

enables

the

user

which

service

accounts research

items-and

related

accounts

the database on all company

of its

percentage

companys net cash as

ratios such as

as

revenues

companys pretax

net tangible assets and

search

on

also

conduct

user can

of its sales

percentage

basis

single country or multiple country

Companywatch

standard equity service

Equity Research With DatastrealtiS

and markets compare

data

on

issuers

basic

extract

users can

in

the same industry or

with

others

issuers

one

performance

to

calculations

market sector and perform mathematical

rates

measure volatility beta factors trends and growth

Datastreams fixed interest service

Interest Researªh

wide range of

historic data on

provides statistical and

investments and related instruments Users

fixed interest

to

bond issue

can extract over 100 data items with respect

program

for display and analysis Programs within particular

of

optional

to

complete

range

apply

suites allow users

values

such as the users tax rates expenses for

calculating

yields and expenditures related to fixed

interest investments

Fixed

and

commodity

Commodity and Financial Futures Datastreams

service

with

users

financial

futures

provides

graphics

stock

facilities to plot historic data on futures contracts

market indices and interest and currency exchange rates

with moving averages and percentage

in any

together

changes

combination

The service enables the user to combine any

as an expression

or equation

data series in any combination

traded options service

is

programs that allows the user to display

and chart historic market data and to retrieve

realtime data For example users can access the Black and

Scholes model to calculate theoretical or fair values of

where the underlying securities are

option contracts

and the Black model to calculate theoretical or

equities

fair values

of other option

contracts

Traded

Options The Datastream

of

package

manipulate

Graphics

and

money

things

momentum

The

allows investment analysts

graphics package

to

data to create among other

manipulate

managers

highlow closing price charts moving averages

charts

and price and trading volume graphs

TimeSeries

analysis The TimeSeries package is in effect the

statistical equivalent

to the Graphics service

and enables

to

create

and

store

their

own

users

expressions lists and

series

Users

also

data

can

manipulate the data with

functions such as moving averages lags and leads and

and multiple regression

percentage

changes

Data Channel Data Channel provides existing customers with

data on their own

to process Datastreams

the opportunity

direct link is established

users to

permitting

pcs

request data from the Datastream databases in computer

readable form With WorldBase

an additional

Data Channel

feature users can import Datastream data directly into

Lotus 1-2-3 or Symphony spreadsheets. With DSWindows

users

services

Datastreams

through Microsoft Windows

can access

Version 3.0

II Analysis

11

an

of the Advisers Act defines

Section 202a

for

as

who

compensation

engages

adviser

investment

any person

either

or

through

of

directly

advising

others

in the business

or writings as to the value of securities or as to

publications

or selling

of investing in purchasing

the advisability

and

as

part of

regular

securities or who for compensation

business issues or promulgates analyses or reports concerning

securities

Datastream

represents that it does not for compensation

others as to the value of

in the business of advising

engage

regular

securities or for compensation and as part of

business issue or promulgate analyses or reports concerning

as that

the meaning of Section 202a

securities within

by the SEC staff Inthis regard

Section has been interpreted

does not attach any value

that

Datastream

Datastream

represents

the purchase

sale or

judgment to its data and does not suggest

further

subscribers

Datastream

to

its

of

securities

holding

and

software is licensed as

package

that Datastreain

represents

Datastream

of

user

interests

to

the

any

personal

is not tailored

subscribers

are sophisticated users who may arrange the various

11

elements

in

package

to

suit the

subscribers

particular

needs

The SEC staff has taken the position that the presentation

does not

of securities data or information to subscribers

of Section

the

within

or

meaning

constitute

an analysis

report

in its raw

is

available

the

information

if

readily

202a

not

are

of

information

highly

the categories

presented

state

or

information

is

not

presented

organized

the

selective and

or sale of any

holding

in

manner which suggests the purchase

has expressed

the

staff

security or securities.2 In particular

in

the view that information is not organized or presented

sale

of

securities

holding or

manner suggesting the purchase

where the customer or subscriber not the information provider

provide

selects the search criteria or requests that the service

11

L.P

avail Dec

UniVu System pub

See EJV Partners

avail July

Financial

Services

Inc

pub

Media

General

1992

avail

Feb 27

Street

Inc

Charles

Securities

pub

20 1992

1987 Wallace

Butcher

Singer Inc

pub avail Jan

1987

Lin

pub

avail

April

15

1985

The

select information.3

certain

assurance to providers of various

and pricing

offering calculations

tools.4

mathematical

also given noaction

computer software services

models that function as

staff has

Most recently EJV Partners L.P received assurance that

action to the

enforcement

the staff would not recommend

if

that

limited

Commission

partnership operated

computer system

marketed

that

to

insurance

companies

and

banks

system

will

institutional

UniVu

securities firms and

money managers

available

bond

combine databases

of publicly

information third

formulae

and

models

spreadsheet

party data feeds mathematical

matrix pricing function for bond portfolios into

and

capability

single computer system UniVu will also allow electronic

communication

between customers through its Private Pages

The partnership will

mail feature

function and an electronic

monthly perterminal fee that has no relation

charge customers

customers portfolio

or to

to assets under management

UniVu

UniVu will enable customers to feed data directly into

and investment models which may be designed

various

calculations

and models

the

customer

or

provided

by UniVu The calculations

by

used

will

be

and

available

UniVu

widely

generally

provided by

formulae taught in business schools and published in finance

UniVus Private Pages service will allow customers or

textbooks

firms associated with

general partner of the partnership to

transmit their own proprietary products such as financial

models research reports information on bond indexes and

securities information directed at dealers to other customers

through the UniVu system The customer providing the product will

to specified UniVu customers UniVu will

be able to limit access

have no control

over nor access to any messages or information

Private Pages function

the

sent through

L.P

UniVu System pub avail Dec

See EJV Partners

1992 Media General Financial Services Inc pub avail July

20 1992 Investex Investment Exchange Inc pub avail April

1990 Petroleum Information Corp pub avail Nov 28

1989

L.P

1992

1988

UniVu System pub avail Dec

See EJV Partners

Inc pub avail Dec 15

Executive

Asset Management

Wilson Associates

pub avail May 25 1988

In granting no action assurance with respect to UniVu the

that UniVu will be available only to

staff found significant

the

institutional firms and not to the retail public Further

staff noted that UniVu is designed to contribute to the

data

of the bond markets by providing real time market

efficiency

fast and

feeds to users who will be able to analyze the data in

efficient manner The staff found that the software services

tools to facilitate

would

function merely as mathematical

users own analytical efforts relying on representations that

UniVus subscribers will be sophisticated institutional investors

who will receive the same software packages

and who may arrange

elements in

to

suit

the

customers

the various

package

needs

The

staff

further

found

that

while customers

particular

in

investment

activities

advisory

through UniVus

might engage

UniVu

will

act

Private Pages system

merely as

passive

conduit as evidenced

communications

by its lack of control over

the dispatching

and contents of the messages.5

General Financial Services

Inc Media

received assurance that the staff would not recommend

enforcement

action to the Commission if Media General withdrew

its registration

as an investment adviser Media General compiles

such as securities price and trading volume on

statistical data

bonds and equities

issued by publicly-held companies

from wire

servIces

and public filings by the issuers Media General makes

that information available

on

subscription or peritem basis

These tables and reports are provided to customers on

regular

basis and upon request their availability is not timed to any

Media General represented that it does

market activity

specific

not attach any value

judgment to its data and does not offer any

predictive

data opinions projections or quality valuations6

Similarly Media

General

See

EJV Partners

L.P UniVu

System

pub

avail

Dec

1992

Media General did not offer any predictive

data

Although

its

the

staff

has

that

to

or projections

subscribers

recognized

of

data

and

such

as

the provision

projections

predictive

data supplier does not

forecasts by

earnings and dividends

constitute

investment advice as long as the data supplier does

the purchase

sale or holding of the securities

not recommend

of

those

to its subscribers

that are the subject

projections

avail

Investors pub

See Advantage

May 13 1985 where the

assurance to

sole proprietorship

staff gave no action

proposing

to furnish investors with earnings forecasts as well as stock

Service and

prices obtained from the Dow Jones News/Retrieval

Services Incorporated

Foundation

pub avail Oct 13 1972

where the staff did not object to the provision of indicated

yield as an estimate only See also Financial Psychology

Media General data may be organized alphabetically

by

within an industry

name or ticker symbol alphabetically

ranking such as the 50 issuers with highest sales

group or by

in

to

given year The data may also be ranked according

criteria such as stock price performance over

performance

fixed period dividend

information earnings per share or priceearnings ratios Customers determine the ranking criteria for

each search request and direct the company to conduct

the search

and compile the ranking Media General represented that the

of information

from its database does not suggest

presentation

sale or holding of securities.7

the purchase

issuer

Similarly the staff gave noaction assurance to Investex

Investment

Inc Investex

Exchange

computer listing

service

for limited partnerships

if Investex operates the

service without

registering under the Advisers Act

information

to be provided by Investex would be readily

The

the

available to

or

public In its raw state through prospectuss

in

offering circulars of limited partnerships advertisements

trade journals and magazines

or other similar listing services

of information would not be highly selective

The categories

because there would

be no restriction as to the geographical

location type of business size of the partnerships or price

range of the units to be listed

of the data on the computer screen would

The presentation

user of the computer

on the selection made by the user

depend

database would define

descriptive

parameter with respect to an

investment opportunity

in which

the user was interested

and then

descriptive search request to cull the database for

perform

those parameters.8

entries falling within

Corporation

pub avail

in

Services Incorporated

See

July

Media

20 1992

General

Mar

23

1988

staff response

Financial

discussion

to

Services

no action

Inc

of

Foundation

request

pub

avail

Investex

Investment

Inc pub avail April

Exchange

Petroleum

Information

1990 Accord

Corporation

pub avail

Nov 28 1989 where an oil and gas online computer listing

service

received assurance that the staff would not recommend

enforcement

action

to the Commission if that Corporation

operated

service

without

the

registering under the Advisers Act See also

no action

assurance

given to Charles Street Securities

Inc an

firm

that proposed to publish

investment banking

quarterly

statistical compilation

of data on insurance companies

pub

See

The staff also granted no action assurance to Wilson

of

and licensing

Associates with respect to the development

to

establish

on

computer software that would enable users

portfolio mixes and

theoretical basis

variety of hypothetical

investment returns and risk

evaluate the hypothetical

be

of those portfolios The software would

characteristics

basis to sophisticated users such as

nonexclusive

licensed

on

investment bankers banks insurance companies brokerdealers

firms that manage substantial

financial planners and accounting

as

investment portfolios The software would be licensed

interests of

be

tailored

to

the

personal

would

not

and

package

any user

of

from categories

The database would be assembled

of

items

such as

that

would

consist

information

asset classes

and

the

U.S

Bill

Index

Price

the

Treasury

the Consumer

Index

also

Index

The

database

would

500

Standards

Poors

Composite

include portfolios managed by pooled fund managers such as

Wilson Associates

mutual funds and insurance separate accounts

with

to

asset

classes and with

respect

represented that the data

would

not be highly

portfolios

respect to pooled fund managers

fund

recommend

asset

class

or pooled

and would not

any

selective

would

be

based

on

theoretical

manager Portfolio evaluation

pricing models the software would organize the data and

facilitate multiple arithmetical computations

by the user

request for noaction

In granting Wilson Associates

was

the staff stated that this noaction position

assurance

on the firms representation that the services

based particularly

and would

involved would be limited to arithmetical calculations

securities

analysis regarding

not involve

any recoinmendationor

or

any

pooled

fund

manager.9

the staff declined to give no action

By contrast

brokerage firm which

proposed to

assurance to Butcher

Singer

customers for an annual fee

monthly report

offer its brokerage

While the

in

the

customers

each

portfolio

security

concerning

staff found that certain data in the reports would be available

be derived by

in its raw state and while other data would

declined

because

staff

no action

the

calculations10

arithmetic

avail

Feb

1987

27

See Wilson

Associates

pub avail

May

25

1988

staff found that the information that Butcher

to

in the reports with respect

Singer proposed to include

market

value

of

each

income

and

the

security

estimated annual

of the total value of the portfolio was not data

percentage

10

The

as

10

and the report was apparently

the data was highly selective

basis for

intended to provide the brokerage customer with

whether to hold or sell existing or to purchase

evaluating

securities for his or her portfolio.1

different

The information

provided by Datastream

available

in

its raw state

readily

to

its customers

is

the extensive economic

and financial

Datastrealu

collects

from wire services

information contained

in its databases

international

agencies

government

departments stock options

and futures exchanges

brokers dealers banks issuers and other

to Econoview

have

information vendors For example subscribers

headlines

wire

services

such

to

international

news

through

access

such

economic

indicators

from

international

agencies

as Reuters

such the UK

departments

as the OECD and IMF and from government

Office

the

economic

and financial

Central Statistical

Similarly

Research

subscribers

includes

to Equity

data made available

balance sheets

financing tables and

profit and loss accounts

ratios reported

by issuers other information vendors

accounting

and Standard

Poors as well

such as Extel Telerate

Hoppenstedt

forecasts from market specialists2

and dividends

as earnings

As in the case of UniVu and Media General this

is theoretically

available to Datastream subscribers

information

in its raw state For example theoretically.an institutional

to

directly with each wire service

money manager could contract

to the universe of wire service information

have access

directly with

available Or the money manager cpuld contract

each market specialist

following

equity issues of interest to the

forecasts for

to earnings and dividends

manager to have access

the

of

economic

and

those issues

proliferation

However

has made it

financial data now relevant to investment decisions

if not impossible for investment decisionmakers

impracticable

true

sufficient

raw data directly This is especially

to access

where

is

investment

international

user

in an

context

making

in its raw state However

the staff has found

readily available

which

is

derived

from

mathematical

of

data

that the provision

is based on data readily available

in its

calculations

and which

information

fail

the

to

does

not

cause

an

provider

raw state

staffs threeprong test See for example the no action

assurance given to Wilson Associates

supra note

12

See

Butcher

See

supra

note

Singer

pub

avail Jan

1987

11

decisions

based on

myriad of national

indicators

international

economic

regional

and

As in the case of Media General Datastream makes numerous

ranging from simple

formats

available

to its subscribers

data

issuers

and

issues

to complex graphics

of

listings

alphabetical

Subscribers to

such as moving averages and momentum charts

do have access to issuer and issue

certain software packages

criteria such as

ranking of

rankings based on performance

sector

based

on

industry

earnings

per

issuers in

particular

these

do

not in

true

in

Media

rankings

share but as was

General

that

security

particular

any way directly or indirectly suggest

sold or held Rather the rankings are

should be purchased

the

order the raw data to facilitate

intended only to objectively

users investment decisionmaking process

data relevant to investment decisionmaking has

in investment decisionmaking

the process involved

has become increasingly

complex While digesting or assimilating

manual or even mental process for the investment

data was often

decade

decisionmaker

ago investment managers must now apply

and perform multiple calculations

complex iuatheinatical.formulae

In some cases

evaluate an investment opportunity

to adequately

have become standardized an investment

these computations

the formulae directly from public reference

manager can access

have been developed

materials In other cases the computations

and

the

so

considered

information

providers

the

methodology

by

their

is

or

that

use

protected

by

licensing

copyright

unique

Subscribers

to the information service essentially purchase .the

in their investment decision

to

use

these calculations

right

AS the

proliferated

making

process

that provision of

now recognized

tool

does

not

cause the information provider

proprietary analytic

investment

adviser

the staff

an

Although

to be considered

reservations

with

to

proprietary

respect

initially expressed

tools during the infancy of the information service

analytic

that

the staff has more recently taken the position

industry13

has

built

no subjective

as long as the information provider

into the formulae or computations the provision of those

factors

investment advice

For example

tools does not constitute

The

Oct

1975

staff has

See e.g MonchikWeber Associates Inc pub avail

23 1981 and Bridge Data Company pub avail May 31

12

the staff granted noaction assurance with respect to analytic

software developed

by Wilson Associates which was considered

proprietary product and was made available only to licensees

the

Counsel for Wilson represented that no judgments regarding

factor

made

in

of

were

or importance

weight

any particular

preparing the software the software was only intended to be an

arithmetical tool for licensees

The software packages made available to Datastream

subscribers

also contain analytic tools that can be used by the

subscribers

to perform various calculations

ranging from simple

In some cases these

arithmetic

to complex algebraic equations

mathematicalformulae that are already in

tools are standardized

the public domain in other cases the tools are considered

by patent

proprietary products or intellectual property protected

Those tools may have been developed

or copyright

by another

such as the Black-Scholes

model for computing

person or entity

or they may have been developed

option values

by Datastreaxn

itself -- such as yield formulas relating to fixed interest

instruments In all cases the analytic tools devised by

Datastream

products

are

valueneutral

Datastreani

has

not

in developing

its proprietary

factored

in any subjective

factor

of information made

The categories

subscribers

are not highly selective

available

to

Datastream

Far from selecting out data items from the universe of raw

available

with respect to economic

conditions and finanial

data

Datastreams

is

to

furnish the subscribers

information

objective

with

access

to as comprehensive

to each of its software packages

In addition

Datastream has

database as possible

specific

data reliability timeliness

policy of multisourcing to enhance

and accuracy

with

total over 720 mulliondata items are collected

320000 updated daily For example approximately 2000 market

In

850

indices from 20 different countries are covered

interest rates are available on adaily basis

international

international

endgiving middle bid and offered rates and 1600

ofday currency exchange rates In addition data relating to

is included in the equity database

and data

over 30000 stocks

to over 44000 issues is included in the bond database

relating

13

in Investex there is no restriction on the data

The

and made available to Datastream subscribers.14

subscribers

depends upon the

of data made available to

categories

to which they have subscribed For example

software packages

subscribe

can

only to the North American database which

user

on nonNorth American equity securities

screens out information

American

the user can subscribe to the non-North

or conversely

North

American

information

on

which

screens

out

database

As

collected

securities

case in Investex it is only the subscriber

who

selects the data that will appear on the

not Datastrealu

-subscribers computer screen Data Channel provides subscribers

direct link to the Datastream databases so that they can

with

form As in

request data from the databases in computer readable

for

data in

conducts

search

the

user

Lexis or Nexis search

and

then

can

parameters

the database by defining descriptive

time

at

later

retrieved

data

for

the

display

store or download

at

their

data

stage

or modify

requests

any

delete

Users can add

users may also input their own

software packages

With certain

data For example subscribers to the Fixed Interest Research

in

can input their own tax rates and expenses

software package

fixed

interest

investments

income from

anticipated

calculating

As

was

the

who are also

subscribers

Datastreaitt

access

to

are

NoTmuragenerated

customers

given

Nomura brokerage

Datastreaiu

subscribers

available

to

other

is

not

data which

are

customers

HoareGovett

given access to

brokerage

Similarly

to other

which

is

not

available

data

HoareGOVett

generated

hard-copy

quarterly bluebook

through

Datastrealil subscribers

See

note

However as in the

supra

published by Datastream

to

be

offered

by UniVu

case of the Private Pages facility

HoareGovett

this

Nomura

and

Datastream has no control over

data As in UniVu Datastream functions only as

generated

firms and

conduit between these brokerage

passive communications

their customers

14

As

noted

above

14

that Datastream makes available to its

The information

in

manner which

or presented

is

not

organized

subscribers

of

or

or

sale

security

the purchase

holding

any

suggests

securities

pcs

DatastreamS services delivered online to customers

work stations or mainframes provide analytic

networks

data

software that enable customers to access and manipulate the

software

are

designed

databases

The

packages

in the Datastream

and

to let the user retrieve data series from the databases

such

as

manipulate the data by applying analytic tools

mathematical

formulae graphics regressions and tables to

graphics statistics time series analysis and other

produce

analyses

It is the customer -- not Datastream -- who selects the

data series from the databases and the

criteria for retrieving

tools that will be used to manipulate that data The

analytic

of data and types of analytic

customer first selects categories

offered by

to

tools by subscribing

particular software packages

data

to

be

retrieved

selects

the

then

The

customer

Datastream

used

to

and

the

tools

to

be

manipulate

within those categories

search parameters

that data by defining

specific

As in the case of Media General Datastream makes the data

in its databases available to its customers on

contained

basis Datastream customers pay fixed annual

subscription

on

based on the specific

fees quarterly in advance

subscription

data

As

in

Media

delivery

General

they receive

line services

market activity While data in the

is not timed to any specific

market activity

is generated

databases

by specific

Datastrealu

market

downturn

or published

Indicators

of

such as economic

of

determination

the

reports of an issuers negative earnings

is

that

data

and

when

to

retrieve

whether to retrieve that data

subscriber

not

Datastream

by

made by the Datastream

Datastream

As in the case of UniVu and Wilson Associates

Datastreams

products are not marketed to the general public

are sophisticated users such as investment

main customers

banks insurance companies brokerdealers financial

bankers

investment

firms that manage substantial

planners and accounting

portfolios As in UniVu and Wilson Datastream software packages

nonexclusive

basis

to these customers on

are made available

interests

the

tailored

to

not

personal

are

software

the

packages

of

any

specific

user

15

does not build any subjective factor into its

that

directly or indirectly suggests the

software packages

In

of any security

or securities

sale

or

purchase holding

that

had

such

Butcher

firm

as

Singer

brokerage

contrast to

would

use

the

its

customers

in

how

interest

financial

brokerage

their

holdings

in

on

portfolio

data supplied

monthly reports

and its affiliates have no direct or indirect

Datastream

subscriber uses Datastream data

in whether

interest

financial

tools

to

particular

and analytic

purchase sell or hold

Datastreain

security

III

Conclusion

submits that the provision of the information

Datastream

the

does not constitute

described above to Datastream subscribers

of

Section

advice

within

the

investment

meaning

of

provision

as that Section has been

of the Advisers Act

202a

The

information

the

staff

provided by Datastream

by

interpreted

its raw state the

is readily availab1ein

to its subscribers

those subscribers

are

information

made

available

to

of

categories

and the information is not organized or

not highly selective

or

holding

in

manner -which suggests the purchase

presented

11

sale of

any

security

or

securities

Datastream respectfully

On the basis of the foreg�ing

it will not recommend

from

the

staff

that

confirmation

requests

continues to

Commission

if

Datastream

action

the

enforcement

by

without

asan -investment

described

above

registration

operate as

adviser

at 508-510-7101

if you have

call the undersigned

to

this

comments

with

respect

request We would

any questions or

in the event

meet

with

the

staff

to

an opportunity

appreciate

to

issue

negative response to this

that the staff is inclined

Please

request

stamped

selfaddressed envelope

is

enclosed

of this letter by stamping

receipt

acknowledge

of this letter and returning

of the cover page

to the undersigned

Sincerely

E1ibeth

Attachment

yours

Ncirsworthy

the

the

Please

enclosed copy

stamped copy

This is a copy of a public record, reproduced as it was published. It is not legal advice, and it may not be the version a court would rely on. Check the official source before you cite it.

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