My daughter has been advised to separate the ESOP portion of her 401 K from the rest of the 401K when she rolls it over to an IRA. I have been reading forum topics and would like to be sure I have understood it. Here are the facts as I understand them. Can someone confirm or correct these.

A. Laid off from her company in March 2013.
B. 56 years old at that time
C. 401K includes ESOP shares that have appreciated. Current value about 100K. I do not have a cost value at this time.
D. Rollover of the 401 K is about to take place, and she has been advised to place the ESOP shares in a non-IRA brokerage account.
E. I understand she will need to pay the taxes on the original cost of the shares as ordinary income. She has started a new job, so the original cost will become additional ordinary income on her 2014 tax return.
F. Since she was older than 55 when she was laid off there will be no 10% penalty. Does the fact that she is again employed change this or negate the use of a NUA.
G. How long must she hold the shares so she will then pay Long Term Taxes on these upon selling them instead of Short Term?
H. If for any reason (provisions in the 401K, brokerage house rules) the shares would need to be sold and repurchased in kind, would this negate the ability to take advantage of the NUA.

Greatly appreciate any input. Want to be sure she is doing it right.