Question
From:(redacted)
Sent:Friday, March 31, 2006 12:10 PM
To:Verne, B. Michael
Subject:Tender offer treatment
Mike,
DoesInterpretation 76 in the Practice Manual represent the PNO's current position regardingtender offer treatment when the majority shareholder (51%) has entered into anagreement with the purchaser to tender its shares pursuant to the tender offer?In this situation, it is my understanding that TO treatment is appropriate ifthe transaction is a tender offer under the U.S. federal securities laws orapplicable foreign laws.