ASSISTANT ATTORNEY GENERAL antitrust division Department of Justice Washington, D.C. 20530 OCT 1 1976 Wallace L. Kaapcke, Esquire Pillsbury, Madison & Sutro Standard Oil Building 225 Bush Street San Francisco, California 94104 Re: Proposed Merger of General Electric Company and Utah International, Inc. -Business Review Request_ Dear Mr. Kaapcke: This is in response to your letter of August 18, 1976 requesting that the Department of Justice, pursuant to its business review procedure, state its present enforcement intention concerning a revised merger arrangement between General Electric Company and Utah International, Inc. You first requested our consideration of this merger by letter dated December 23, 1975 joining in a December 17, 1975 request by GE. We advised you by letter of July 23, 1976, that based on the transaction then proposed the Department was unable to state that it had no intention to seek to enjoin the merger. That letter referred to the competitive advantages which GE may have derived as a supplier of nuclear steam supply systems through the acquisition of Utah's uranium mining and milling operations. Your letter of August 18, 1976 advised us that GE and Utah had amended their merger agreement to provide that Utah, prior to the merger, would transfer its "entire uranium business" to a new company which would be "an independent and economically viable entity." All the common stock of the new company will be deposited in a voting trust until the year 2000. You have further joined in GE's assurance to us in writing that the new company will receive all of Utah's uranium assets, wherever located, and that should uranium be discovered on property or lease interests retained by Utah, it would be transferred to the new company. The