<table><tr><th>From:</th><th>Jeffrey Epstein &lt;jeevacation@gmail.com&gt;</th></tr><tr><td>Sent:</td><td>Wednesday, February 26, 2014 5:29 PM</td></tr><tr><td>To:</td><td>Ada Clapp</td></tr><tr><td>Cc:</td><td>Alan S Halperin; Christopher L Hurtado; Eileen Alexanderson; Richard Joslin</td></tr><tr><td>Subject:</td><td>Re: GRATs</td></tr></table>

let them decide . i do not want to=influence their outcome

On Wed, Feb 26, 2014 at 12:46 PM, Ada Clapp | <mailto > > wrote:

I did ask Empire about dong the valuati=ns that way and was told they did not do their valuations in this manner b=cause it did not take into account a discount associate with the percentage involved. Should we insist?<=u>

Ada Clapp</=>

Elysium Management LLC

445 Park Avenue

Suite 1401

New York, New York 10022<=span>

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IRS Circular 230 Disclosure: Pursuant to IRS regulations, I inform you that any =ax advice contained in this communication (including attachments) is not i=tended or written to be used, and cannot be used, by any person or entity for the purposes of (i) avoiding tax rela=ed penalties imposed by any governmental tax authority, or (ii) proposing,=marketing or recommending to another party any transaction or matter discu=sed herein. I advise you to consult with an independent tax advisor on your particular tax circumstances. =

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From: Alan S=Halperin [mailto <mailto >1 Sent: Wednesday, February 26, 2014 11:39 AM To: Ada Clapp Cc: Christopher L Hurtado; Eileen Alexanderson; jeevacation@gmail.com <mailto:je=vacation@gmail.com> ; Richard J=slin Subject: Re: GRATs

As to your=description of the required valuations, I agree. Please bear in mind=that this is a fluid process. Accordingly, if we wish to adopt another format -- such as a valuation of a 1% interest in BFP -- I am sure=that Empire would accommodate us. But I am okay with the format you =ave described. Alan

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| Field | Extracted content |
|---|---|
| Signature (top) | [Name redacted] | Partner; Paul, Weiss, Rifkind, Wharton & Garrison LLP; 1285 Avenue of the Americas, New York, NY 10019-6064; Direct Phone: [redacted]; Direct Fax: [redacted]; Email: [redacted] |
| From | [Name redacted] <[email redacted]> |
| To | [Recipient(s) redacted] |
| Cc | [Recipient(s) redacted]; [email redacted] (Gmail); [recipient redacted] |
| Date | 0=/26/2014 10:18 AM (as shown) |
| Subject | GRATs |

Hi Alan and Chris,

As you know, Leon is due to receive his first annuity payment =orm the APO1GRAT No. 2 (dated December 4, 2013) on March 3, 2014. Please prepare the assignment form. We w=11 let you know the cash portion of the annuity after the dividend is paid=

At Rich J.'s request, we would like the APO1 GRAT No. 3 =o be dated March 4, 2014 ( this will align the annuity payments for GRATs =o 2 and 3). Would you please prepare a new GRAT agreement and assignment form. I am assuming that Leon wishes to re-GRAT the B=P interests he received from the APO1 GRAT on January 24th and =he BFP interest he will receive from the GRAT No. 2 on March 3rdJeffrey-can you confirm that my understanding is correct?

Regarding valuations, Leon will require a full valuation repor= for his gift to GRAT No. 3. Since Empire does not prepare its valua=ions showing the value of a 1% interest in BFP but rather the value of the entire interest transferred, if Leon re-GRATs BFP interes=s received on both January 24th and March 3rd,=GRAT No. 2 will need a separate restricted use valuation report (RUV=) for its in-kind distribution of the annuity payment to Leon on March 3rd. Likewise, the APO1 G=AT will need a RUVR for the January 24th in-kind distribution. =o you agree?

Thanks in advance!

Ada Clapp
Elysium Management LLC
445 Park Avenue
Suite 1401
New York, New York 10022
Direct Dial:  <tel:
Fax:  <tel:
Email:  <mailto:

IRS Circular 230 Disclosure: Pursuant to IRS regulations, I inform you that any =ax advice contained in this communication (including attachments) is not i=tended or written to be used, and cannot be used, by any person or entity for the purposes of (i) avoiding tax related penaltie= imposed by any governmental tax authority, or (ii) proposing, marketing o= recommending to another party any transaction or matter discussed herein.= I advise you to consult with an independent tax advisor on your particular tax circumstances.

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