9905008 Informal Interpretation

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August 18, 1998

Michael Verne
Premerger Notification Office
Bureau of Competition
Federal Trade Commission
6th & Pennsylvania Avenue, NW, Room 303
Washington, D.C. 20580

Dear Mr. Verne:

The purpose of this letter is to confirm our telephone conversation of August 7, 1998 in which you reviewed my fax to Tom Hancock dated August 6, 1998, a copy of which is attached, and stated that no filing would be necessary for the transaction set forth in the Transaction Description.

I greatly appreciate your making the extra effort to answer my inquiry in Mr. Hancock's absence and your prompt response.

Should you have any questions concerning this matter, please do not hesitate to call me collect a (redacted)

Sincerely,

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212(redacted) Attachment

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