8311002 Informal Interpretation

(redacted)

November 3, 1983

BY HAND

Patrick Sharpe, Esq.
Federal Trade Commission
6th & Pennsylvania Avenue, N.W.
Room 301
Washington, D.C. 20580

Dear Mr. Sharpe:

This will set forth the question we discussed on the telephone yesterday concerning certain aspects of the Hart-Scott-Rodino (HSR) Pre-Merger Notification and Waiting Requirements (15 U.S.C 18a).

By letter of October 14, 1983, we described in hypothetical terms a transaction in which B transferred a interest in certain assets to A and then both A and B transferred their respective interest in the assets to a partnership which was created to carry on a manufacturing business based on those assets. After review of our October 14 letter, you determined that the transaction would be reportable pursuant to the HSR Pre-Merger Notification and Waiting Requirements because it constituted an acquisition of assets by A from B. For convenience, I am enclosing a copy of our October 14, 1983 letter that describes the transaction more fully.

Thank you for your attention to this matter.

Sincerely,

(Redacted)

(Redacted)

Enclosure