SEC Company Response from OFFICE PROPERTIES INCOME TRUST (OPI, OPINL) (CIK 0001456772) (OPI) — May 29, 2009
OFFICE PROPERTIES INCOME TRUST (OPI, OPINL) (CIK 0001456772)
Date: May 29, 2009 · CIK: 0001456772 · Accession: 0001104659-09-035755
AI Filing Summary & Sentiment
File numbers found in text: 333-157455
Show Raw Text
CORRESP
1
filename1.htm
Global
Markets & Investment Banking
One
Bryant Park — 8th Floor
New
York, New York 10036
646-855-6780
May 29,
2009
Thomas Kluck
Division of Corporation
Finance
Securities and Exchange
Commission
Washington, D.C. 20549
Re:
Government Properties Income Trust
Registration Statement on
Form S-11 (SEC File No. 333-157455)
Dear Mr. Kluck:
In
connection with the above-referenced Registration Statement, and pursuant to Rule 461
under the Securities Act of 1933, as amended (the “Act”), we hereby join in the
request of Government Properties Income Trust that the effective date of the
Registration Statement be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time on June 2,
2009 or as soon as practicable thereafter.
Pursuant
to Rule 460 under the Act, please be advised that between May 20,
2009 and June 2, 2009 the undersigned effected the following approximate
distribution of copies of the Preliminary Prospectus dated May 20, 2009
(the “Preliminary Prospectus”):
No. of Copies
Prospective
Underwriters
12,577
Dealers
25
Institutions
2,861
Retail/ Other
5,426
Total
20,889
In
connection with the Preliminary Prospectus distribution for the above-reference
issue, the prospective underwriters have confirmed that they are complying with
the 48-hour requirement as promulgated by Rule 15c2-8 under the Securities
Exchange Act of 1934, as amended.
[SIGNATURE PAGE
FOLLOWS]
Very
truly yours,
MERRILL LYNCH & CO.
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
WACHOVIA CAPITAL MARKETS, LLC
MORGAN STANLEY & CO. INCORPORATED
By: MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED
By
/s/ Richard Diaz
Name: Richard A. Diaz
Title: Authorized Signatory
By: WACHOVIA CAPITAL MARKETS, LLC
By
/s/ David Herman
Name: David Herman
Title:
Directors
By: MORGAN STANLEY & CO. INCORPORATED
By
/s/ James Collins
Authorized Signatory
For themselves and as Representatives
of the other Underwriters named in Schedule A of the Purchase Agreement.