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From:cromwell@sullcrom.com
To:mark.taylor@enron.com
Subject:S&C Memo Re: Federal Trade Commission Substitues NAICS Codes for
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Date:Tue, 3 Apr 2001 09:19:00 -0700 (PDT)

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Re: Federal Trade Commission Substitues NAICS Codes for SIC Codes on HSR
Forms

Attached is a memorandum, from Sullivan & Cromwell
concerning the above subject. A summary is also included at the end of the
text of this e-mail message.

The attached file is in Adobe Acrobat format. We
believe most PCs will already have an Acrobat viewer
loaded; we can provide free copies if Acrobat is not already loaded,
and free copies can also be downloaded from the Adobe Acrobat web
site at www.adobe.com. To view or print the memo use your e-mail
system's function for opening attachments in their native format.
Hard copies can be obtained from Ivy Moreno at S&C in New York,
telephone 212-558-3448, e-mail: Morenoi@sullcrom.com.


SUMMARY

The Federal Trade Commission's Premerger
Notification Office (''PNO'') has announced it will begin requiring
as of July 1, 2001 that information in Item 5, 7 and 8 of the
Hart-Scott-Rodino Premerger Notification Form be submitted using
the North American Industrial Classification System (''NAICS'')codes
rather than the Standard Industrial Classification (''SIC'') codes
that are currently used. At the same time, 1997 (rather than 1992)
will become the base year for Items 5(a) and 5(b)(i), which require
the reporting of certain revenue data. Revenues from the most recent
year will be required to be reported using NAICS codes as well.






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