EFTA00716325.txt

"I assume leon owns 100% of elysium? 2. Its ok to remove me as a member (managing director) of elysium but instead have leon delegate authority to me"

"Elysium Management LLC, rather than Leon should be the sole member of AP Investco. Phil feels that Investco should be a wholly owned subsidiary of the"

"I assume leon owns 100% of elysium?"

"Alan will go ahead and draft a very simple LLC agreement as well as the documentation need to accomplish 2 above."

"Critical point is that this comports with jeffrey's desires/goals for tax reporting."

"Critical point is that this comports with jeffrey's desires/goals for tax reporting. ... Leon would be the sole Member and Managing Director."

"Marco Masotti Head of Paul Weiss's Private Investment Funds group"

"Philip Heimowitz, counsel who specializes in 34 Act and 40 Act issues"