9906006 Informal Interpretation

(redacted)

TELEFAX TRANSMITTAL SHEET

SENDER?S TELEPHONE: (redacted) DATE: June 9, 1999

SENDER?S USER NUMBER: (redacted) REFERENCE: (redacted)

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TELEFAX NUMBER: (202) 326-2624

PLEASE DELIVER TO: Ms. Nancy Ovuka

LOCATION: FTC

FROM: (redacted)

TOTAL NUMBER OF PAGES: 2 (incl. transmittal sheet)

TIME OF TRANSMISSION: ----------- a.m./p.m.

IF YOU DO NOT RECEIVE ALL OT HE PAGES, PLEASE CALL OUR TELECOPY CENTER AS SOON AS POSSIBLE AT (redacted)

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Dear Nancy:

Attached for your review is a chart of the proposed joint venture transaction we discussed today. Please call me (redacted) or (redacted) at your earliest convenience with your questions and comments. We need to file the Notification Forms by the end of the day tomorrow. Thanks for your help.

Best regards,

(redacted)

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CONFIDENTIALITY NOTICE:

THIS IS A CONFIDENTIAL COMMUNICATION INTENDED ONLY FOR THE NAMED ADDRESSEE. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US AN RETURN OR DESTROY IT. THANK YOU. (redacted)

TO: NANCY OVUKA801.40

FROM: (redacted)

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1) P, S-2 and W-2 will form Del. Newco for the purpose of acquiring U.S. Target.

2) the acquisition of U.S. target is reportable.

3) S-1, K and B are the UPE?s of Del. Newco.