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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].