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In an October 1st decision (In re Zale Corporation), the Delaware Chancery Court dismissed claims that Zale Corporation’s directors breached their fiduciary duties in connection with Zale’s agreement to merge with Signet. The Court, however, permitted a claim to proceed against Merrill Lynch, Zale’s financial advisor, for aiding and abetting a breach of fiduciary duty by Zale’s board of directors. In so holding, the Court sent yet another stern warning that financial advisors are well-served to disclose all potential conflicts of interest to their client in order to mitigate any potential aiding and abetting liability. The decision also offers valuable lessons with respect to potential director and stockholder conflicts of interest.