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SEC Filings

S-1/A
JONES LANG LASALLE INC filed this Form S-1/A on 07/11/1997
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     respective subsidiaries for the respective periods covered thereby, all in
     conformity with generally accepted accounting principles consistently
     applied throughout the periods involved. The balance sheet (together with
     the related notes thereto) of the Company included in the Registration
     Statement present fairly the financial position of the Company and its
     subsidiaries as of the date of such balance sheet, in conformity with
     generally accepted accounting principles consistently applied throughout
     the period involved. The pro forma consolidated financial statements
     included in the Prospectus have been prepared in accordance with Article 11
     of Regulation S-X with respect to pro forma financial statements, have been
     properly compiled on the pro forma basis described therein, and, in the
     opinion of the Company, the assumptions used in the preparation thereof are
     reasonable and the adjustments used therein are appropriate under the
     circumstances.

          (j) None of the Companies or any of their subsidiaries is in violation
     of its certificate of incorporation or certificate of partnership, as the
     case may be, or its by-laws or partnership agreement, as the case may be,
     or, except as would not have a material adverse effect on the Companies and
     their subsidiaries, taken as a whole, in default in the performance or
     observance of any obligation, agreement, covenant or condition contained in
     any agreement or other instrument binding upon the Companies or any of
     their respective subsidiaries. The conduct of the business of the Companies
     and their respective subsidiaries is and has been in compliance with
     applicable foreign, federal, state and local laws and regulations, except
     where the failure to be in compliance would not, singly or in the
     aggregate, have a material adverse effect on the Companies and their
     subsidiaries, taken as a whole.
 
          (k) (i) The execution and delivery by the Companies of, and the
     performance by the Companies of their obligations under, this Agreement and
     the transactions described in the Prospectus under the caption
     "Incorporation Transactions" will not contravene (A) any provision of
     applicable law or the certificate of incorporation, by-laws or other
     organizational documents of the Companies or any of their Significant
     Subsidiaries, or (B) any agreement or other instrument binding upon any of
     the Companies or their Significant Subsidiaries except as would not have a
     material adverse effect on the Companies and their subsidiaries, taken as a
     whole, or (C) any judgment, order or decree of any governmental body,
     agency or court having jurisdiction over any of the Companies or their
     Significant Subsidiaries except as would not have a material adverse effect
     on the Companies and their subsidiaries, taken as a whole, and (ii) except
     as would not have a material adverse effect on the Companies and their
     subsidiaries, taken as a whole, no consent, approval, authorization or
     order of, or qualification with, any governmental body or agency is
     required for the performance by the Companies of their obligations under
     this Agreement, except such as may be required by the securities or Blue
     Sky laws of the various states in connection with the offer and sale of the
     Shares.

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