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2/29/96 Advised writer that transfer of assets from Partnership 2 (only controlled by Company 1) to Partnership in which Company 1 will hold a 100% partnership interest is non-reportable. Formation of...

2/27 - I called the author today and confirmed that his conclusion regarding the acquisition was correct. I emphasized that this conclusion is the informal advice of the PNO, not the Commission

2/27/96 - Writer advises that in first full paragraph above, the Member Representatives will be employees of Corp. A and Corp. B. Advised that formation is non-reportable and that transfer of...

The formation of the LLC is not reportable. However, the intermediate step of client, through Newco sub, acquiring assets of target for an acquisition price of $15.2 MM is potentially reportable--...

2/23/96- Advised writer that since Company 1 alone held all the partnership interests of Partnership 2, the transfer of assets from Company 1 to Partnership 2 is non-reportable. Do not need an...

Called [redacted] 2/15/96, 2/20/96. This is exempt in the ordinary course of business. PS. RS concurs.

2/13/96- Advised writer that formation of Newco was non-reportable because no voting stock was being acquired as a result of its formation. RB Smith

2/13/96-Advised writer that, based on facts in attached letter, the formation of non-profit Newco is a non-reportable event.RB Smith