Gump,."Had I been aware of a Spin-Off that was not back-dated". The key to this is nobody knew, therefore nobody was damaged or benefited. You can believe it or not, but I do believe that these Lawyers know a whole lot more than you or I about the ins and outs of the SEC. Keep in ind, for every rule with the sec there are many exceptions and exceptions to the exceptions. Also, think about it for a moment.