At this time there are no identified potential third-parties, but this can naturally change if shareholder concerns/opposition persist.

As this transaction is, again, tenuous in general, it is extremely difficult to confidently project a closing time frame. If the companies are able to effectively deal with the non-regulatory matters, the deal could easily close in a 75- to 90-day time frame. Otherwise, it would not be surprising if this deal followed the path of several other recent deals that have encountered shareholder delays and even deal terminations.

*Rio Tinto (RTP) - BHP Billiton (BHP)

November 19, 2008 (9:25a) - Status Report

BHP has reportedly received the European Commissions "Statement of Objections" and intends to issue a public response at some point in the very near future.

The specific contents of the "Objections" have not been made publicly available at this point. Regardless, there is almost no expectation that the EC's issues with this proposed transaction will accommodate BHP's plans as extraordinary concessions will almost certainly be required for the regulator to even consider allowing this combination. This has been the general expectation for BHP's unsolicited offer from the outset and the major regulatory obstacles are in now way expected to change at any point in the near future.

Once again, despite BHP's continued efforts to force a merger here, this publication foresees almost no chance of an RTP/BHP deal occurring.

National City Corporation (NCC) - PNC Financial Services Group (PNC)

November 19, 2008 (8:55a) - Status Report (Congressional Hearings)

According to virtually all accounts of yesterday's Committee on Financial Services hearing, Representative Steven LaTourette presented an extremely motivated and emotional inquest into the circumstances surrounding the U.S. governments decision not to provide funds to NCC as part of the bailout efforts. This was, of course, to be expected given Mr. LaTourette's highly publicized concerns regarding the this transaction from the date of announcement.

What is difficult to measure here is the precise impact the very strong political involvement will actually have on the deal's timing and completion. First, it must be stated once again that the current expectation is that the companies will be able to complete the transaction regardless of the political concerns.

However, it must also be stated that in this situation there is a very real possibility that political intervention may transcend the publicity/public relations aspects normally associated with high-profile mergers such as this. The fact the Congressional members are directly challenging other government officials (such as Treasury Secretary Paulson in this case) is highly unusual for a bank merger and could conceivably affect the Fed review process if opposition continues to grow from within the political arena.

Again, there is literally no way to accurately gauge to direct impact that political involvement will ultimately have on this transaction. At this early stage, it must be acknowledged as very real delaying factor and a potential threat to the deal's completion, albeit a small potential at this time.

Under the current circumstances, it will be very surprising is the companies are able to close the deal before the end of the year. It seems much more likely that the close will be pushed well into January and perhaps February of next year in order to appease politicians and obtain Fed approval.

Foundry Networks. (FDRY) - Brocade (BRCD)

November 18, 2008 (3:55p) - Status Report

This deal's current concerns appear to stem from a flurry of recent articles/blogs questioning the revised merger agreement and raising doubts about financing.

With respect to the first aspect, the revised merger agreement which allows FDRY to seek alternative offers is no major revelation in a situation like this and therefore should not be perceived as an indication that the companies are losing interest in the deal. As the rationale for this deal remains completely intact, the "go-shop" provision is simply a logical and necessary part of the revised merger agreement and will effectively convince FDRY shareholders to approve the merger if a third-party does not surface.

With respect to the second aspect of the current concerns, it will be repeated once again that literally every current or future transaction involving financing will be at risk of failing. Any speculation involving financing problems for this or any transaction at this point is essentially moot. From the perspective of this publication, deals like this that have been revised downwards in response to broad market problems are much more likely to maintain their financing commitments and ultimately close.

Naturally, there is no assurance that this transaction will be successfully completed under the current circumstance.