This Note examines unregistered resales of eligible securities to qualified institutional buyers (QIBs) under Rule 144A under the Securities Act of 1933 and resales among sophisticated investors under the so-called Section "4(1½)" exemption (also referred to as the Section "4(a)(1½)" exemption). It also discusses the Section 4(a)(7) exemption for resales of securities to accredited investors that satisfy certain conditions, which is a codified version of the Section "4(1½)" exemption added to the Securities Act in 2015.