New Orleans Louisiana Saints, Limited Partnership, Benson Football, Inc. Tax Matters Partner - Page 12

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          the Saints away from New Orleans.  Consequently, Thompson                   
          believed that the potential departure of the Saints from                    
          Louisiana would cause the City of New Orleans and the State of              
          Louisiana to propose generous financial assistance in order to              
          retain the Saints.  To this end, Thompson adopted a strategy                
          designed to exploit the earnings potential of the Superdome.  In            
          its simplest terms, Thompson's plan was to threaten to move or              
          sell the Saints for relocation unless the City and the State                
          agreed to provide an interested buyer public sector financial               
          support in the neighborhood of $20 to $25 million.                          
               Consistent with Thompson's strategy, the Mecom Group held              
          discussions with various parties interested in acquiring the                
          Saints and relocating the team to another city.  Proposals were             
          entertained from groups in various cities, including Baltimore,             
          Maryland; Phoenix, Arizona; and Jacksonville, Florida.  Pritzger            
          and Benson also expressed interest in acquiring the Saints.                 
          Unlike the proposals from Baltimore, Phoenix, and Jacksonville,             
          however, Pritzger and Benson both were interested in keeping the            
          Saints in New Orleans.  About this time, reports began surfacing            
          in Louisiana that the Saints might be sold and moved to another             
          State.                                                                      
               In late 1984, the Mecom Group began negotiating to sell the            
          Saints to a company controlled by Pritzger.  In order to approach           
          Mecom's asking price of $75 million, Pritzger offered to pay                
          between $40 and $45 million for the Saints and asked the State to           




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