OPINION
ORRICK, District Judge.
This Court, heretofore having had the benefit of excellent, extensive oral argument, granted defendants' motions for dismissal of two counts of the complaint, alleging violations of §§ 17(a), 15 U.S.C. § 77q(a), and 12(2), 15 U.S.C. § 77l, of the Securities Act of 1933 (the "1933 Act").
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