Z is a corporation in the fast food business and the shoe business and has two individual shareholders, C and D. Z's slogan is, "take care of your feet while you eat." Z owns 10 fast food stores which are adjacent to 10 shoe stores that it owns. This arrangement has continued for at least 10 years. Z proposes to sell the fast food stores since one of his executives has taken to heart the comment that fast food is neither. Z will distribute the proceeds of the sale of the food stores to C and D in a pro rata redemption. Z will over time convert its shoe inventory to upscale footwear made in Italy and Brazil. A The pro rata distribution is a dividend to C and D. B The pro rata distribution is a dividend to C and D since they did not surrender any shares for redemption. C The pro rata distribution is not essentially equivalent to a dividend under 302 (b)(1). D The pro rata distribution is not essentially equivalent to a dividend under 302(b) (4). E None of the above