Gary resides in the state of Wyoming. Gary purchased $25,000 worth of securities from Rand Corporation. Rand Corporation was relying on 3(a)(11) of the '33 Act and the Rule 147 and Rule 147A safe harbor provisions. Rand's principal place of business and state of incorporation is Wyoming. 7 months after Gary's purchase, Gary finds out that his mother-in-law needs emergency heart by-pass surgery, and that her insurance is insufficient to cover the surgery. Gary wants to sell his shares to Caldwell, a Michigan resident, to help pay for the surgery.

Which of the following is the most accurate statement with respect to Gary's desired sale?

a) Gary can sell his shares without violating 3(a)(11) because he has held his shares for at least the 6-month holding period required under Rules 147 and Rule 147A.

b) Gary can sell his shares to Caldwell if Gary can show that at some point in time Caldwell was a Wyoming resident.

c) Under no circumstances can Gary sell his shares to Caldwell because the 3(a)(11) exemption prohibits resells to out-of-state investors.

d) Gary can sell his shares to Caldwell if Gary can show that Caldwell had a second vacation home located in the state of Wyoming at the time Rand Corporation issued the shares to Gary.