# Exemption for limited offerings and sales of securities not exceeding $5,000,000.
**AGENCY:**
Securities and Exchange Commission.
**ACTION:**
Final rule; technical correction.
**SUMMARY:**
This document makes a technical correction to one of the final regulations (SEC Rel. No. 33-10238) published in the *Federal Register* on November 21, 2016 (81 FR 83494). Specifically, the amendments to Rule 504 of Regulation D under the Securities Act of 1933 inadvertently omitted the word “or” from the last sentence of the rule; this correction is reflected in the text of the amendments below.
**DATES:**
This correction is effective February 28, 2017.
**FOR FURTHER INFORMATION CONTACT:**
Anthony G. Barone, Special Counsel, or Jenny Riegel, Special Counsel, Division of Corporation Finance, at (202) 551-3460.
**SUPPLEMENTARY INFORMATION:**
We are making a technical correction to Rule 504 [^1] of Regulation D [^2] under the Securities Act of 1933.
[^1] 17 CFR 230.504.
[^2] 17 CFR 230.500 through 230.508.
**List of Subjects in 17 CFR Part 230**
Reporting and recordkeeping requirements, Securities.
**Text of the Amendments**
For the reasons set out above, title 17, chapter II of the Code of Federal Regulations is amended as follows:
**PART 230—GENERAL RULES AND REGULATIONS, SECURITIES ACT OF 1933**
**17 CFR Part 230**
1. The general authority citation for part 230 continues to read as follows:
**Authority:**
15 U.S.C. 77b, 77b note, 77c, 77d, 77f, 77g, 77h, 77j, 77r, 77s, 77z-3, 77sss, 78c, 78d, 78j, 78 *l* , 78m, 78n, 78o, 78o-7 note, 78t, 78w, 78 *ll* (d), 78mm, 80a-8, 80a-24, 80a-28, 80a-29, 80a-30, and 80a-37, and Pub. L. 112-106, sec. 201(a), sec. 401, 126 Stat. 313 (2012), unless otherwise noted.
**17 CFR Part 230**
2. Amend § 230.504 by revising paragraph (b)(2) to read as follows:
§ 230.504
(b) * * *
(2) The aggregate offering price for an offering of securities under this § 230.504, as defined in § 230.501(c), shall not exceed $5,000,000, less the aggregate offering price for all securities sold within the twelve months before the start of and during the offering of securities under this § 230.504 or in violation of section 5(a) of the Securities Act.
Dated: February 22, 2017.
Brent J. Fields,
Secretary.