We have always been quick to express our negative opinion concerning hostile takeovers of people-oriented businesses. As we watched the attempt several years ago to acquire Computer Sciences Corporation via a tender offer we read and heard much rhetoric concerning the fiduciary responsibilities of CSC's directors to the company's shareholders. Considering the potential acquiror, we asked a very experienced and senior associate why no one was concerned about CSC's 44,000 employees, and were promptly informed that directors were legally responsible solely to the company's shareholders. As the battle moved along we were therefore very pleased to discover Section 78.138 of the Nevada Revised Statutes. Under this section of the law, a director's decision on whether a tender offer is appropriate involves, among other things, consideration of ". . . the interests of the corporation's employees, suppliers, creditors and customers. . . " There is some good judgment out there!