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I believe this is a $19 mm plus transaction. and is reportable under H-S-R. Patrick Agreed Disagreed DA VC AS JS ST called (redacted) 4/12/85 consensus opinion is that $13 mm payments are included in...

see notes on Page 2. 4/9/85 T/C Scanlon/(redacted). I advised (redacted) thatalthough he is correct in his statement that partnerships

I concur. 4-8-85. Patrick

No written response.

No written response; See 8504010 (confirmation letter)

My concern is not with the acquisition but that nobody thought about H-S-R untilafter closing; see 8504008 (letter requesting advice)

OK AMS

No written comments

called 5-2-85. I concur with letter of April 3, 1985. Patrick

No written comments

I informed (redacted) that I agree on basis of either joint venture analysis or voting securities of issuer within a person analysis. Either results in § 802.20 exemption. 3/20/85 Wayne Kaplan

I notified (redacted) on 3/18/85 that the letter is accurate as far as it goes. Inaddition, there must not be any intent to structure the transaction to avoid a filing(i.e. 801.90 avoidance).

3/4/85 Acknowledged receipt of letter and indicated agreement that Items 5-9should reflect data relevant [indecipherable]. Upon later review it is clear that this letter is incomplete and no general...

No written comments

2/27/85 T/C Scanlon/(redacted). I explained that HSR did not recognize thegroup concept of SEC and that the individuals should be considered separately(aggregating spouse and minor children) and...

2/19/85 called (redacted) and he described partners. No overlap w/ acquiredperson in Addies transaction and 1st transaction is'nt ready. (redacted) will call if that one proceeds. Wayne Kaplan

2/11/85 Acknowledged receipt of letter and indicated to (redacted) that as long asno transfer of assets takes place [indecipherable].

2/11/85 T/C Scanlon (redacted). Told (redacted) my advice to him as described inthis letter was inaccurate and that the facts described in this letter constitute areportable transaction since the...

Dana objects on basis 802.20 not w/in 801.15 & suggests parties file. I notified(redacted) secretary on 2/8/85 that the letter is inaccurate and that a filing is required by both parties. See attached...