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transfers of stock were not completed because of the advice of
attorneys that the contemplated transfers violated “the Stark
laws relating to physicians and the amount of interest they may
own in a hospital.” Although that is not an accurate description
of the exhibits, we think it a fair inference that the attorney
advice being referred to is that contained in the exhibits.
International had the opportunity to challenge that inference in
its reply memorandum, but failed to do so, which we think
equivalent to an admission that that inference is fair.
“[A]t the point where attorney-client communications are no
longer confidential, i.e., where there has been a disclosure of a
privileged communication, there is no justification for retaining
the privilege.” United States v. Suarez, 820 F.2d 1158, 1160
(11th Cir. 1987). As Professor Rice generalizes the rule: “The
voluntary disclosure of privileged communications to third
parties (who are not agents of either the attorney or the client)
by the client or the client’s authorized agent destroys both the
communications’ confidentiality and the privilege that is
premised upon it.” Rice, Attorney-Client Privilege in the United
States, sec. 9:27, at 70-71 (2d ed. 1999) (footnotes omitted).
Indeed: “[D]isclosure of any significant portion of a
confidential communication waives the privilege as to the whole.”
United States v. Davis, 636 F.2d 1028, 1044 (5th Cir. 1981). An
attorney or other agent of the client may possess the implied
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