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acquiring corporation Advisory Board AFTR 2d amending American Cyanamid Company amount apply assets basis beneﬁt capital gain cash Chessie System Code Comr contract corporation’s debt deduction deﬁned distribution dividend election employee exchange exempt fair market value ﬁled ﬁnancial ﬁrst foreign tax gift gift tax held income tax interest Internal Revenue Internal Revenue Service investment issue lease liability LIFO limited loss ltems ment method Ofﬁce ofthe option partnership payments percent poration portfolio Private Letter Ruling Proc proposed regulations purchase purposes qualiﬁed received redemption Regs reorganization Revenue Act Revenue Service Rockefeller Family Ropes and Gray Section shareholders Silverstein speciﬁc subsidiary T.C. Memo target corporation tax beneﬁt Tax Court Tax Management Memorandum Tax Management understands taxable taxpayer Technical Corrections Act terest tion transaction transfer transferor treatment trust USTC Washington Weyerhaeuser Company York City