<table><tr><th>From:</th><th>Jeffrey Epstein &lt;jeevacation@gmail.com&gt;</th></tr><tr><td>Sent:</td><td>Monday, January 13, 2014 2:23 PM</td></tr><tr><td>To:</td><td>Ellen Harrison; Mortimer Zuckerman</td></tr><tr><td>Subject:</td><td>Re: M</td></tr></table>

all understood, but i dont see it on sale. ? what is th= basis in the equity? If the debt were to be bought for roughtly the sa=e amount as the equity, . eventually , the debt would receive the prefe=rence giving the holder enough money to pay off the equity, . ( p=tential gain issues.? ) . I would thihnk an eventual bankruptcy . could=be a solution , after his death,

On Mon,=Jan 13, 2014 at 10:20 AM, Ellen Harrison <elkharrison@gmail.com&g=; wrote:

## COD is first at the e=tity level but is allocable to Mort.

As to when - many possib=lities. Substantial modification of debt, actual forgiveness, contribution=of the debt to the company, transfer of Mort's interest, to name a =ew.

## Sent from my iPhone

On Jan 13, 2014, at 8:51 AM, Jeffrey =pstein <jeev=cation@gmail.com <mailto:jeevacation@gmail.com» wrote:

where and when is the COD?

<u>On Mon, Jan 13,</u> 2014 at 9:25 AM, El=en Harrison <
<mailto > > wrote:

On your question abou= Mort's basis in the notes, I checked with Brian and He said the notes=had not been written down so I gave you bad information. Sorry.

In my opinion, your purchase of the receivables from Mo=t would not cure the COD issue we are worried about. Even if the sale gene=ated a capital loss, that would not offset ordinary income from COD. Howev=r, we will continue to explore this along with other ideas

My partner is working on an accounting for the 1983 and=1996 trusts. She is still getting data. This has been in process for le=s than a month. I expect that it will be some time before it is done becau=e I am told that the records prior to 2000 are limited.

SRR is appraising R&R. We are hoping, of course, th=t the cash flow will be sufficient to cover the preference. Since we don&#=9;t have the appraisal or the preference yet we don't know whether thi= will be a

## Sent from my iPhone (cont.)

problem. If it is, I would use debt to reduce value so cash f=ow would cover the preference. This is a problem under section 2701, becau=e the common has to equal 10% of enterprise value before debt, but we will=figure it out.

Sent from my iPhone

On Jan 13, 2014, at 7:19 AM, Jef=rey Epstein «mailto:jeevacation@gmail.com» wrote:

EH you told me that morts basis in the 12 perce=t notes had been written down, can you explain, . can you tell me=the status of the trust accounting to date. ? you stated that Rand R=A0 was being valued, and planned to put it in a preferred partnership. = what is the plan if the cashflow is not enough to pay the preferred. ?=

On Sun,=Jan 12, 2014 at 2:30 PM, Ellen Harrison <████████████████>= wrote:

> Hello

> I just left you a voicemail. I would like to speak with you briefly ab=ut the terms of the deal you proposed to MZ so that we can give it appr=priate analysis. Could you please give me a call at 301- 404-4736 <tel:301-404=4736> or reply t= this email as soon as possible? We are trying to schedule a conference=call with tax advisors on Monday between 10 and 12 and it would be very he=pful to have your proposal in hand by then.

> Thanks and Happy New Year.
>
> Sent from my iPhone

*******

The information contained in this c=mmunication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the a=dressee. It is the property of Jeffrey Epstein

Unauthorized use, di=closure or copying of this communication or any part thereof is strictl= prohibited and may be unlawful. If you have received this communication in error, p=ease notify us immediately by return e-mail or by e-mail to jeevacation@gmail.com, =nd destroy this communication and all copies thereof, including all attachm=nts. copyright -all rights reserved

## Sent from my iPhone (cont.)

******

**********

The inform=tion contained in this communication is confidential, may be attorney-c=ient privileged, may constitute inside information, and is intended only for the use of the a=dressee. It is the property of Jeffrey Epstein

Unauthorized use, di=dosure or copying of this communication or any part thereof is strictl= prohibited and may be unlawful. If you have received this communication in error, p=ease notify us immediately by return e-mail or by e-mail to jeevacation@gmail.com, =nd destroy this communication and all copies thereof, including all attachm=nts. copyright -all rights reserved

****

The inform=tion contained in this communication is confidential, may be attorney-c=ient privileged, may constitute inside information, and is intended only for the use of the a=dressee. It is the property of Jeffrey Epstein Unauthorized use, di=closure or copying of this communication or any part thereof is strictl= prohibited and may be unlawful. If you have received this communication in error, p=ease notify us immediately by return e-mail or by e-mail to jeevacation@gmail.com, =nd destroy this communication and all copies thereof, including all attachm=nts. copyright -all rights reserved