9012003 Informal Interpretation

(redacted)

Premerger Notification Office
Bureau of Competition
Federal Trade Commission
600 Pennsylvania Avenue, NW, Room 303
Washington, D.C. 20580

Re:Letter from (redacted) to Patrick Sharpe Dated November 9, 1990

Dear Mr Sharpe :

Our firm represents a party involved in the transaction that was the subject of the referenced letter to you. As we discussed today, I would like to confirm that the conclusions reached in such letter and your confirmation of such conclusions would not be altered by further clarification of a particular fact in the referenced letter. Specifically, the three members of the Partners Committee that are selected by Partner A as described in paragraph D at the top of page 2 of the referenced letter are selected pursuant to the express contractual powers of Partner A as contained in the Partnership Agreement.

I do not believe that this clarification should affect the conclusions reached in the referenced letter because of the Commissions position that partnership interests do not entitle the owner to vote for a corporate director or an individual exercising similar functions. Please affirm that the FTCs previous confirmation of the conclusions reached in the referenced letter would not be changed by the aforementioned clarifying facts.

Sincerely

cc: (redacted)