0008001 Informal Interpretation

[redacted]

August 4, 2000

Via Facsimile (202) 326-2624

Ms. Nancy Ovuka

Premerger Notification Office

Bureau of Competition, Room 303

Federal Trade Commission

6th Street & Pennsylvania Avenue, N.W.

Washington, D.C. 20580

Dear Ms. Ovuka:

This letter is to confirm our discussion this morning that the following transaction qualifies as exempt under Section 802.2 (c) of the rules promulgated under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.

In a transactions between competitors, Party A is selling to Party B two parcels of real estate on which facilities are being constructed. No operations are conducted on such parcels. In terms of dollars spent, only 16% and 13%, respectively, of the facilities are constructed. Therefore, substantial dollars are required to complete construction.

If my understanding of the applicability of the exemption is incorrect, please contact me at on or before August 9, 2000.

Very truly yours,

[redacted]

[redacted]