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6/29/93 - Advised writer that land and voting stock held by acquired person couldbe included as one transaction. Advised that Company A stock taken back byacquired person may also be reportable. He...

(Redacted) called HDR on 6-18-93. Confirmed that figures in 2 are latest, andtotal holdings will be less than $15 mm. Exempt - 802.20 (b). HDR. RSconcurs.

Confirmed. RS agrees.

"(redacted) also indicated that the partnership has not acquired any new assets since (redacted) made the previous filing."

Spoke to (redacted). Agree with letter. No filing required.

June 93. Called (redacted) if (redacted) is in territorial waters of US, then it is a US asset. I (redacted) is reportable. RS agrees.

5-28 - Called (redacted) and also (redacted) (other side) and confirmed this is not reportable

Bona fide debt work-out, 802.63, applies to both to trust and General partners as UPEs of partnership. A Bona fide creditor/debtor relationship between the Lender (Creditor) and XYZPartnership exists...

5-10-93 Called (redacted) agreed with letter RS also agrees.

I called (redacted) and explained to him that, with respect to the first paragraph of his letter, non-income producing property is generally exempt, regardless of the nature of the acquiring person...

None noted

Acquiring person will purchase 5% then corporation A will redeem all of its outstanding stock-leaving B-in control. If B is instrumental in A redeeming all of its share, transaction is reportable. See...

None

802.30 Where various subsidiaries are held by ownership of voting securities the transfer of (redacted) the subsidiary (second tier) directly to parent so that parent will hold second tier subsidiary...

4/12/93 – Advised writer that the 7A(c)(1) exemption was available to the proposed REIT due to its 1) having obtained a tax opinion that manner in which company intends to operate is in compliance...

Called [redacted] 4-6-93. Two filing fees are required for this transaction. RS concurs.