Which of the following would NOT be exempt from registration under the 1933 Securities Act?

A) An offering restricted to the residents of the state in which the issuing company is a resident and doing business.
B) An offering by a noninvestment company issuer for $4 million in securities over 12 months without general advertising or general solicitation.
C) An offering of limited partnership tax shelters.
D) A private offering to sophisticated investors who will not redistribute them.

The 1933 Securities Act provides exemptions for certain types of securities offerings to streamline the process and reduce the regulatory burden on issuers. However, offerings of limited partnership tax shelters are not automatically exempt from registration under the 1933 Securities Act. Other options listed, such as intrastate offerings (A), offerings under a certain dollar amount without general solicitation (B), and private offerings to sophisticated investors (D), have exemptions under specific rules or regulations associated with the Act.