Text extracted via OCR from the original document. May contain errors from the scanning process.
Case No. 08-80736-CV-MARRA
0
P-000001
EFTA00227381
vovi0/44.0Us 11:u0 MAA 3010U41/0/
USAU WI'S FL
41001
sits
TX REPORT
ass
TRANSMISSION OK
TX/RX NO
0344
CONNECTION TEL
SUDADDRESS
CONNECTION ID
ST. TIME
08/18 17:05
USAGE T
02'43
PGS. SENT
10
RESULT
OK
B.S. Department of Justice
United States Attorney
Southern District of Florida
500 S Australian Ave, 4th Floor
West Pabn Beach, Florida 33401
TO:
Gerald Lefcourt, Esq.
DATE:
August 16, 2007
FAX NO.
PHONE NO.
# OF PAGES:
/
RE:
FROM:
PHONE NO.
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000002
EFTA00227382
U.S. Department of Justice
United States Attorney
Southern District of Florida
500 S. Austra iart Ave, 4th Floor
West Palm Beach, Florida 33401
(561)820-8711
Facsimile (561) 820-8777
TO:
Gerald Lefcourt, Esq.
DATE:
August 16, 2007
FAX NO.
PHONE NO.
N OF PAGES:
RE:
FROM:
ssistant U.S. Attorney
PHONE NO.
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000003
EFTA00227383
Case No. 08-80736-CV-MARRA
P-000004
EFTA00227384
Case No. 08-80736-CV-MARRA
P-000005
EFTA00227385
United States District Court
TO:
FGJ 07-103(WPB)/No. OLY-75
SUBPOENA FOR:
PERSON
ri DOCUMENTS OR OBJECT'S'
YOU ARE HEREBY COMMANDED to appear and testi fybefore the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
United States District Courthouse
701 Clematis Street
West Palm Beach, Florida 33401
ROOM:
Grand Jury Room
DATE AND TIME:
September 11, 2007
1:00 pm•
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
*Please coordinate y
is subpoena and confirm the date, lime, and location of our
appearance with S/A
Federal Bureau of Investigation, Telephone
This subpoena shall remain in effect until you arc granted leave to depart by the court or by an officer acting
on behalf of the court.
This subpoena is issued upon application
of the United States of America
Name, Address and Phone Number of Assistant U.S. Attorney
500 So. Australian Avenue, Suite 400
West Palm Beach, FL 33401-6235
elf not applitabkoaser lorme."
To be red w In of A0110
FORM ORD•227
JRN.R6
Case No. 08-80736-CV-MARRA
P-000006
EFTA00227386
United States District Court
TO:
FGJ 07-103(WPBYNo. OLY-76
SUBPOENA FOR:
PERSON
EH DOCUMENTS OR OBJECT'S]
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
United States District Courthouse
701 Clematis Street
West Palm Beach, Florida 33401
ROOM:
Grand Jury Room
DATE AND TIME:
September 11, 2007
1:00 pm*
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
?lease coordinate your coin Hance with this subpoena and confirm the date, time, and
appearance with S/A
Federal Bureau of Investigation, Telephone:
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting
on behalf of the court.
(BY) DEPUTY CLERK
Name, Address and Phone Number of Assistant U.S. Attorney
This subpoena is issued upon application
of the United States of America
-
•If not applicable. enter 'none
500 So. Australian Avenue, Suite 400
West Palm Beach, FL 33401-6235
DATE:
August 16, 2007
To be sled 65. of A0150
FORM ORD•227
JAN.86
Case No. 08-80736-CV-MARRA
P-000007
EFTA00227387
United States District Court
TO:
FGJ 07-103(WPB)/No. OLY-65/2
SUBPOENA FOR:
PERSON a
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury o f the United States District
Cowl at the place, date and time specified below.
PLACE:
United States District Courthouse
701 Clematis Strcct
West Palm Beach, Florida 33401
ROOM:
Grand Jury Room
DATE AND TIME:
September 11, 2007
1:00 pm*
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
*Please coordinate your compliance with this subpoena and confirm the date, time, and location of your
appearance with
Federal Bureau of Investigation, Telephone:
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting
an behalf of the court.
I ERK
This subpoena is issued upon application
500 So. Australian Avenue, Suite 400
West Palm Beach, FL 33401-6235
DATE:
August 16, 2007
umber of Assistant U.S. Attorney
'II not applIcabk, enter "name."
To tobed .item el AO, to
FORM ORD-227
JAN 86
Case No. 08-80736-CV-MARRA
P-000008
EFTA00227388
09
EFTA00227389
Page 2 of 2
Case No. 08-80736-CV-MARRA
P-000010
EFTA00227390
OLY-65/2
ADDRESSED TO
I, the undersigned,
, declare that I am employed by
in the position of
, and, by reason of my position,
am authorized and qualified to make this declaration.
1.
In my employment with_I
am familiar with the business records it
maintains.
2.
I certify that the records attached to this certification:
(a)
were made at or near the time of the occurrence of the matters set forth
therein, by or from information transmitted by, a person with knowledge of
those matters;
(b)
were kept in the course of regularly conducted business activity; and
(c)
were made by the regularly conducted activity as a regular practice.
2.
Among the records so maintained are the attached records itemized in Appendix A
(Document Inventory).
3.
I further certify that the documents attached hereto are responsive to Grand Jury
Subpoena 65/2 served upo
Page I of 2
Case No. 08-80736-CV-MARRA
P-000011
EFTA00227391
4.
I further certify tha=
has no documents responsive to request number(s)
in Grand Jury Subpoena number 65/2. [Fill in or strike out as appropriate.]
Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing
information is true and correct.
Executed this
day of
, 2007.
Place of execution:
Signature
Page 2 of 2
Case No. 08-80736-CV-MARRA
P-000012
EFTA00227392
vo/10.4uu, ',am FAA DDIOUZII0I
USAU
48081
sss
TRANSMISSION OK
TX REPORT
ass
TX/RE NO
0344
CONNECTION TEL
SUBADDRESS
CONNECTION ID
ST. TIME
08/16 17:05
USAGE T
02'43
PCS. SENT
10
RESULT
OK
U.S. Department of Justice
United States Attorney
Southern District of Florida
500 S /lust:rattan Ave, 4th Floor
West Palm Beach, 'rondo 33401
TO:
Gerald Lefeourt, Esq.
DATE:
August 16, 2007
FAX NO.
PHONE NO.
OF PAGES:
0
RE:
FROM:
A ist
t U.S. Attorne
PHONE NO.
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000013
EFTA00227393
U.S. Department of Justice
United States Attorney
Southern District of Florida
500 S. Australian Aw. 4th Floor
West Palm Beach. Florida 33401
TO:
Gerald Lefeou rt. Esq.
DATE:
Aueust 16.2007
FAX NO.
PHONE NO.
# OF PAGES:
/
RE:
FROM:
Assistant U.S. Attorne
PHONE NO.
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000014
EFTA00227394
Case No. 08-80736-CV-MARRA
P-000015
EFTA00227395
Case No. 08-80736-CV-MARRA
P-000016
EFTA00227396
United States District Court
TO:
FGJ 07-103(WPB)/No. O1,Y-75
SUBPOENA FOR:
PERSON
DOCUMENTS OR OBJECT'S'
YOU ARE HEREBY COMMANDED to appear and testi fybefore the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
United States District Courthouse
701 Clematis Street
West Palm Beach, Florida 33401
ROOM:
Grand Jury Room
DATE AND TIME:
September 11, 2007
1:00 pm•
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
•Please coordinate y ur coin lia
'
is subpoena and confirm the date, time, and location of our
appearance with S/A
Federal Bureau of Investigation, Telephone:
This subpoena shall remain in effect until you arc granted leave to depart by the court or by an o leer acting
on behalf of the court.
This subpoena is issued upon application
•If not applicahlt, tray *none "
N
.c
I . Attomcy
West Palm Beach, Fl. 33401-6235
TebearlikeetA0110
FORM ORD-227
JAN.66
Case No. 08-80736-CV-MARRA
P-000017
EFTA00227397
United States District Court
TO:
FGJ 07-103(W13B)/No. OLY-76
SUBPOENA FOR:
PERSON n DOCUMENTS OR OBJECTISI
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
United States District Courthouse
701 Clematis Street
West Palm Beach, Florida 33401
ROOM:
Grand Jury Room
DATE AND TIME:
September I I, 2007
1:00 pm•
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
*Please coordinate your compliance with this subpoena and confirm the date, time, and location of our
appearance with S/A
I.'ederal Bureau of Investigation, Telephone:
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting
on behalf of the court.
Name, Address and Phone Number of Assistant U.S. Attorney
This subpoena is issued upon application
of the United States of Ame
35
•a not applicable. vita "none."
To tat maim. lava' ADI 10
FORM ORD-227
JAN 86
Case No. 08-80736-CV-MARRA
P-000018
EFTA00227398
United States District Court
TO:
Custodian of Records
FGJ 07-103(WPB)/No. OLY-65/2
SUBPOENA FOR:
PERSON
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
United States District Courthouse
701 Clematis Street
West Palm Beach, Florida 33401
ROOM:
Grand Jury Room
DATE AND TIME:
September 11, 2007
1:00 pm•
YOU ARE ALSO COMMANDED to bring with you the following documents) or object(s):
•Please coordinate your compliance with this subpoena and confirm the date, time, and location of our
appearance with Saederal
Bureau of Investigation, Telephone:
This subpoena shall remain in effect until you arc granted leave to depart by the court or by an officer acting
on behalf of the court.
Name, Address and Phone Number of Assistant U.S. Attorney
This subpoena is issued upon application
of the United States of America
• If not applecabk. aim 'nom
FORM ORD-227
JAN So
ra al
West Palm Beach. FL 334014235
To lw ward aY•dACM
DATE.:
August 16, 2007
Case No. 08-80736-CV-MARRA
P-000019
EFTA00227399
EFTA00227400
Page 2 of 2
Case No. 08-80736-CV-MARRA
P-000021
EFTA00227401
OLY-65/2
ADDRESSED TO
I, the undersigned,
, declare that I am employed by
n the position of
and, by reason of my position,
am authorized and qualified to make this declaration.
1.
In my employment witsam
familiar with the business records it
maintains.
2.
I certify that the records attached to this certification:
(a)
were made at or near the time of the occurrence of the matters set forth
therein, by or from information transmitted by, a person with knowledge of
those matters;
(b)
were kept in the course of regularly conducted business activity; and
(c)
were made by the regularly conducted activity as a regular practice.
2.
Among the records so maintained are the attached records itemized in Appendix A
(Document Inventory).
3.
I further certify that the documents attached hereto are responsive to Grand Jury
Subpoena 65/2 served upon
Pagc I of 2
Case No. 08-80736-CV-MARRA
P-000022
EFTA00227402
4.
I further certify that
has no documents responsive to request number(s)
in Grand Jury Subpoena number 65/2. [Fill in or strike out as appropriate.]
Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing
information is true and correct.
Executed this
day of
, 2007.
Place of execution:
Signature
Page 2 of 2
Case No. 08-80736-CV-MARRA
P-000023
EFTA00227403
08/27/2007 17:48 FAX 5818021787
US X0 wPH Ft.
its*******:::tsttlesssiis ******* tit
sss
ass
TX/RX NO
0416
PCS.
3
TRANSACTION OK
(I)
(2)
C/2001
TO:
FAX NO.
U.S. Department of Justice
United States Attorney
Southern District of Florida
5
Australian Ave. th Floor
David Peteresak
PHONE NO.
CC:
Dennis Block. Esq.
FAX NO.
PHONE NO.
DATE:
August 27.2007
ll OF PAGES:
3
RE:
Spa
FROM:
Assistant U.S. Attorney
PHONE NO.
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000024
EFTA00227404
TO:
FAX NO.
U.S. Department of Justice
United States Attorney
Southern District of Florida
5
.4t
.
ffilaP
raianve 4th Floor
West Palm Beach Florida 33401
David Peteresak
PHONE NO.
CC:
Dennis Block. Esq.
FAX NO.
PHONE NO.
DATE:
August 27. 2007
# OF PAGES:
3
RE:
_
ubnoena
FROM:
ssistant U.S.
t rn
PHONE NO.
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000025
EFTA00227405
Case No. 08-80736-CV-MARRA
P-000026
EFTA00227406
Case No. 08-80736-CV-MARRA
P-000027
EFTA00227407
Case No. 08-80736-CV-MARRA
P-000028
EFTA00227408
09/06/2007 11:28 FAX 5618021787
USAO MPS FL
Z001
less
s44
TX/RX NO
0477
PCS.
2
TRANSACTION OK
(1)
(2)
ago-
U.S. Department of Justice
TO:
FAX NO.
United States Attorney
Southern District of Florida
500 S Australia: Ave, 4Th Floor
West Palm Beach, Florida 33401
David Petercsak
PHONE NO.
CC:
Jaunts Block. Esq,
FAX NO.
PHONE NO.
DATE:
September 6. 2007
it OF PAGES:
2
RE:
FROM:
PHONE NO.
COMMENTS:
Assistant
. Attorne
Case No. 08-80736-CV-MARRA
P-000029
EFTA00227409
TO:
FAX NO.
U.S. Department of Justice
United States Attorney
Southern District of Florida
500 S. Australian Ave, 4th Floor
West Palm Beach, Florida 33401
David Petercsak
PHONE NO.
CC:
Dennis Block. Esq.
FAX NO.
PHONE NO.
DATE:
September 6, 2007
# OF PAGES:
2
RE:
Subpoena
FROM:
ssistant .S. Attorne
PHONE N
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000030
EFTA00227410
)/2e07 15:58
2128893595
DERSHOWIT2.EIGER@ADE
PAGE elie2
220 FIFTH AVENUE, SUITE 300
NEW YORK, NEW YORK 10001
VICTOR} k B. EIGER
AMY AD, 'LSON
DANIEL/ KLARE ELLIOTT'
TO:
FROM
RE:
TELEFAX:
: OF RECEIVING FAX:
NUMBE t OF PAGES TO FOLLOW:
DATE: September 6.2007
C.
1
j40210E OF COliFIDLYI1ALFIY
Ti)) inform ition contained in this facsimile is legally privileged and confidential It is intended only for the use of the aborts-
nu edreci ieat If the reader of this message is slot tbe intended recipient, you are hereby notified duet any use, diastole ation.
4litre-bail° sr copying of this facsimik is strkdy prohibited. If yen naive this facsimile in error. plume immediately nudity
t y telep one to arrange for the return of the original document to us.
Case No. 08-80736-CV-MARRA
P-000031
EFTA00227411
IThrlee
15:58
2128893595
DERSHOWITZ,EIGER@ADE
PAGE 82;0
Case No. 08-80736-CV-MARRA
P-000032
EFTA00227412
Case No. 08-80736-CV-MARRA
PLOOQI:133
EFTA00227413
Case No. 08-80736-CV-MARRA
P-000034
EFTA00227414
EFTA00227415
Case No. 08-80736-CV-MARRA
P-000036
EFTA00227416
U.S. Department of Justice
United States Attorney
Southern District of Florida
Australian ve. 4th Floor
West Palm Beach. Florida 33401
TO:
Jack Alan Goldbereer
DATE:
June 19,2007
FAX NO.
# OF PAGES:
2
PHONE NO.
RE:
FROM:
an
.
orne
PHONE NO.
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000037
EFTA00227417
06/19/2007 14:20 FAX 5618021787
USAO WPB FL
toot
silt
TX REPORT
TRANSMISSION OK
sss
TX/RX NO
4929
CONNECTION TEL
8358691
SUBADDRESS
CONNECTION ID
ST. TIME
06/19 14:20
USAGE T
00'20
PGS. SENT
2
RESULT
OK
U.S. Department of Justice
United States Attorney
Southern District of Florida
500 S. Australian Ave, 4th Floor
1001
TO:
Jack Alan Goldberger
DATE:
June 19.2007
FAX NO.
# OF PAGES:
2
PHONE NO.
RE:
FROM
PRONE NO.
Assistant U,S. Attorney
COMMENTS:
Case No. 08-80736-CV-MARRA
P-000038
EFTA00227418
Ai P-RR0RY GOLDBFRGFR
WEISS,
JACK A_ GOLDBERGER
JASON S.WEISS
Board Corotled Cnmotal Teo; Att©.
Member of New Jersey & Por:oa
One Clearlake Centre. Suite 1400
250 Australian Avenue South West Palm Beach. FL 33401
p 561.035623bb). 0841036363V-Waippa.com
P-000039
EFTA00227419
Case No. 08-80736-CV-MARRA
P-000040
EFTA00227420
United States District Court
TO:
FGJ 05-02(WPB)-Fri/No. OLY-0l
SUBPOENA FOR:
El
PERSON
YOU ARE HEREBY COMMANDED to appear and testify before the GrandJuryofthe United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August 18, 2006
9:00am
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
Please coordinate our com liance of this subpoena and confirm the date and time of our a
arance with
Special Agent
Federal Bureau of Investigation. Telephone:
0
Please see additional infonnation on reverse
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
This subpoena is issued upon application
of the Uuitfd Statetof America
• If not appheabk. enter 'none -
mPt00116421'
DATE:
August 2, 2006
Name, Address and Phone Number of Assistant U.S. Attorney
uStni tan Avenue,
West Palm Beach FL
4 1-6235
Case NoT•08•13
EFTA00227421
0
r i
'.i
0
N
Case No. 08-80736-CV-MARRA
P-000042
EFTA00227422
United States District Court
TO:
FGJ 05-02(WPB)-FriJNo. OLY-02
SUBPOENA FOR:
PERSON
11
DOCUMENTS OR OBJECT'S!
X
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August 18, 2006
9:00am
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
Please coordi
f this subpoena and confirm the date and time of our appearance with
Special Agent
ederal Bureau of Investigation, Telephone:
O
Please see additional information on reverse
Phis subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
CLERK
(BY) DEPUTY CLERK
This subpoena is issued upon application
'If not applicable. enter 'none
vas
DA Tit
August 2, 2006
Name, Address and Phone Number of Assistant U.S. Attorney
us
c
Wet Palm Reach FL 33401-6235
Case Note-N.
-.MARRA
ro1641140040
EFTA00227423
This subpoena is issued upon application
United States District Court
TO:
FGJ 05-02(WPB)-FriJNo. OLY-02
SUBPOENA FOR:
n
PERSON
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August 18, 2006
9:00am
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
Please coordinate our compliance of this subpoena and confirm the date and time of your appearance with
Special Agent
Federal Bureau of Investigation, Telephone:
0
Please see additional information on reverse
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
DATE
August 2, 2006
Name, Address and Phone Number of Assistant U.S. Attorney
un
West Palm Beach, FL 33401.6235
•linot applicable
Case Ntr..004140.74fiu€V-MARRA
PaPiett9cW4
EFTA00227424
United States District court
TO:
FGJ 05-02(WPB)-Fri./No. OLY-02
SUBPOENA FOR:
PERSON
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury ofthc United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August 18, 2006
9:00am
YOU ARE ALSO COMMANDED to bring with you the following documents) or object(s):
Please coordinate your compliance of this subpoena and confirm the date and time of your appearance with
Special Agent
Federal Bureau of Investigation, Telephone
O
Please see additional information on reverse
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
CLERK
This subpoena is issued upon application
of the United States of A
DATE
August 2, 2006
Name. Address and Phone Number of Assistant U.S. Attorney
tan Avenue,
West Palm Beach, FL 33401.6235
•U not applicable. enter "11O11C
Case NoT.48.409436‘eV-MARRA
fccittgYiM6
EFTA00227425
C
4.)
Case No. 08-80736-CV-MARRA
P-000046
EFTA00227426
United States District Court
TO:
FGJ 05-02(WPB)-Fri./No. OLY-03
SUBPOENA FOR:
a
X
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August 18, 2006
9:00am
U
YOU ARE ALSO COMMANDED to bring with you the following documents) or object(s):
Please coordinate our coin !lance of this subpoena and confirm the date and time of your appearance with
Special Agent
-ederal Bureau of Investigation, 'fclephonc:
Please see additional information on reverse
This subpoena s ha I I remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
CLERK
(BY) DEPUTY CLERK
DATE.
August 2, 2006
This subpoena is issued upon application
of the United States of America
•If not applicable, enter -none •
Name, Address and Phone Number of Assistant U.S. Attorney
tan
to
West Palm Beach, FL 33401-6235
PolP4600(1477
Case Not.°08.99090ftseV-NIARRA
EFTA00227427
Case No. 08-80736-CV-MARRA
P-000048
EFTA00227428
United States District Court
TO:
FGJ 05-02(WPB)-FriJNo. OLY-04
SUBPOENA FOR:
n
PERSON
YOU ARE HEREBY COMMANDED to appear and kstify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August 18, 2006
9:00am
YOU ARE ALSO COMMANDED to bring with you the following documents) or object(s):
Please coordinate your corn liance of this subpoena and confirm the date and time of our a
arance with
Special Agent
Federal Bureau of Investigation, Telephone:
ci
Please see additional inform Lion on rctictsc
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
This subpoena is issued upon application
DATE:
August 2, 2006
Name, Address and Phone Number of Assistant U.S. Attorney
West Palm Beach, FL 33401-6235
otf not appal:abet, Mb 'nose'
Case NoT48•4104•36u€W-MAR RA
FoP1001002P7
EFTA00227429
Case No. 08-80736-CV-MARRA
P-000050
EFTA00227430
United States District Court
TO:
FGJ 05-02(WPB)-Fri./No. OLY-05
SUBPOENA FOR:
K
PERSON
DOCUMENTS OR OBJECT'S!
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Jury of the United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August 18, 2006
9:00am
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
Please coordi
of this subpoena and confirm the date and time of your appearance with
Special Agent
Federal Bureau of Investigation, Telephone:
Please sec additional information on reverse
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
This subpoena is issued upon application
of the United States of America
Name, Address and Phone Number of Assistant U.S. Attorney
500 So. Australian Avenue, Suite 400
1.6235
o No. OA SO
P 000051
EFTA00227431
Case No. 08-80736-CV-MARRA
P-000052
EFTA00227432
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Case No. 08-80736-CV-MARRA
P-000053
EFTA00227433
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Case No. 08-80736-CV-MARRA
P-000054
EFTA00227434
KNOW ALL MEN BY THESE PRESENTSthat
REAL ESTATE EXCHANGE, INC., an Oregw corporation ("Sellers), having its address c/o
Investment Property Exchange Services, Inc., 900 SW Fifth Avenue Mezzanine Level, Portland OR
97204, Attention: President (- Sellers), in consideration of Ten Dollars and other good and valuable
consideration, receipt of which is hereby acknowledged, does hereby grant, bargain, sell and assign to
JEGE, INC. (Buyer), a Delaware corporation, its successors and assigns, the following used Aircraft and
installed used engines:
MANUFACTURER
MODEL OF
U.S.RECIS77tATI0N NUMBER
MANUFACTURER'S SERIAL
AIRCRAFT
NUMBER
Boeing
727-31
N505IS
20115
Engine Particulars:
Pratt & Whitney
Posidtm
Mudd
Serial Number
1
318D-219
P726121
2
JT8D-7B
P654373
3
JT8D-219
P726122
Together with all equipment, components, spare pans and accessories Stalled thereon and used in
connection therewith.
TO HAVE AND TO HOLD said Aircraft unto the Buyer, its successors and assigns, for its and
their own use forever.
The Seller hereby wamints that it is the lawful owner of said Aircraft and installed engines: that its
tide to said Aircraft and installed engines is free and dear of all liens, leases, mortgage, security interests,
dams, charges and encumbrances whatsoever; that the Seller shall defend title to said Aircraft against the
claims of any person, firm or corporation whomsoever other than claims relating to or arising out of the
acts or omissions of Buyer, and this Bill of Sale is made and delivered pursuant to the provisions of that
cenain Aircraft Purchase Agreement between the Seller and Buyer dated January 5: 2001, and that the
warranties and representations of Seller set forth therein are true and correct as though nude on and as of
the date hereof.
IN WITNESS WHEREOF, Real Estate Exchange, Inc. has caned this irunument to be executed and
its seal affixed thereto for the purpose hereinabove shown by its duly authorized officer this VA day of
January, 2001.
BY
iaaett
Tale ut
fAips;ctegt
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Case No. 08-80736-CV-MARRA
P-000055
EFTA00227435
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Case No. 08-80736-CV-MARRA
P-000056
EFTA00227436
BK-U 35PG I 17
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PAGE
1
751199007
Office of c*erretarg of 5Jstate
FILED IN THIS OFFICE OU THE EIGHTEENTH DAY OF JULY, A.D. 1991, AT
2:30 O'CLOCK P.M.
I * * * * * * * * *
19 9:/
RECORDER
S4.00 STATE DOCUMENT FEE PAID
Michael H rkins. Secretary of State
AU
*3115955
ENTICATION:
DATE:
07/19/1991
Case No. 08-80736-CV-MARRA
P-000057
EFTA00227437
an-UI35FGi I8
---.---
FILED 02:30 PM 01/18/1991
761199007 - 2268768
CS'
al
CERTIFICATE Qf INCORPORATION
OF
BYPERION Ala , INC.
The undersigned, a natural person, for the purpose of organizing a corporation
for conducting the business and promoting the purposes hereinafter stated, under the
provisions and subject to the requirements of the laws of the State of Delaware (particularly
Chapter 1, Title 8 of the Delaware Code and the acts amendatory thereof and supplemental
thereto, and known, identified, and referred to as the "General Corporation Law of the
State of Delaware"), hereby certifies that:
FIRST: The name of the corporation (hereinafter called the "corporation")
is HYPERION AIR
INC •
SECOND: The address, including street, number, city, and county, of the
registered office of the corporation in the State of Delaware is 32 Larckerman Square, Suite
L-100, City of Dover, County of Kent; and the name of the registered agent of the
corporation in the State of Delaware at such address is The Prentice-Hall Corporation
System, Inc.
THIRD: The purpose of the corporation is to engage in any lawful act ur
activity for which corporations may be organized under the General Corporation Law of the
State of Delaware.
Mani
The total number of shares of stock which the corporation shall
have authority to issue is one thousand five hundred. 'The par value of each of such shares
is one tenth of a null. All such shares are of one class and are shares of Common Stock.
BEM: The name and the mailing address of the incorporator arc as follows:
NAME
MAI? .INCI ADDRESS
Athena Togias
SIXTH: The corporation is to have perpetual existence.
-1-
IMSL CLC
SIMIAN'S ,V13341S/S0H4 'nun
IS-St-L0
Case No. 08-80736-CV-MARRA
P-000058
EFTA00227438
35F3 I I9
SEVEN11;1: Whenever a compromise or arrangement is proposed between
this corporation and its creditors or any class of them and/or between this corporation and
its stockholders or any class of them, any court of equitable jurisdiction within the State of
Delaware may, on the application in a summary way of this corporation or of any creditor
or stockholder thereof or on the application of any receiver or receivers appointed for this
corporation under the provisions of
291 of Title 8 of the Delaware Code or on the
application of trustees in dissolution or of any receiver or receivers appointed for this
corporation under the provisions of § 279 of Title 8 of the Delaware Code order a meeting
of the creditors or class of creditors, and/or of the stockholders or class of stockholders of
this corporation, as the case may be, to be summoned in such manner us the said court
directs. If a majority in number representing three fourths in value of the creditors or class
of creditors, and/or of the stockholders or class of stockholders of this corporation, as the
case may be, agree to any compromise or arrangement and to any reorganisation of this
corporation as consequence of such'cornpromise or arrangement, the said compromise or
arrangement and the said reorganization shall, if sanctioned by the court to which the said
application has been made, he binding on all the creditors or class of creditors, and/or on
all the stockholders or class of stockholders, of this corporation, as the case may be, and also
on this corporation.
EIGHTH: For the management of the business and for the conduct of the
affairs of the corporation, and in further definition, limitation, and regulation of the powers
of the corporation and of its directors and of its stockholders or any class thereof, as the
case may be, it is further provided:
1. The management of the business and the conduct of the affairs of
the corporation shall be vested in its Board of Directors. The number of
directors which shall constitute the whole Board of Directors shall be fixed by,
or in the manner provided in, the Bylaws. The phrase "whole Board" and
the phrase "total number of directors" shall be deemed to have the same
meaning, to wit, the total number of directors which the corporation would
have if there were no vacancies. No election of directors need be by written
ballot.
2. After the original or other Bylaws of the corporation have been
adopted, amended, or repealed, as the case may be. in accordance with the
provisions of § 109 of the General Corporation Law of the State of Delaware,
and, after the corporation has received any payment for any of its stock, the
power to adopt, amend, or repeal the Bylaws of the corporation may be
exercised by the Board of Directors of the corporation; provided, however,
that any provision for the classification of directors of the corporation for
staggered terms pursuant to the provisions of subsection (d) of § 141 of the
General Corporation Law of the State of Delaware shall be set forth in an
-2-
Oe91. CLC
ORDIAMEB 1VI33d8/02hd SIttrt
16-01-40
"1
Case No. 08-80736-CV-MARRA
P-000059
EFTA00227439
BK - U 135PG 120
initial Bylaw or in a Bylaw adopted by the stockholders entitled to vote of the
corporation unless provisions for such classification shall be set forth in this
certificate of incorporation.
3. Whenever the corporation shall be authorized to issue only one
class of stock, each outstanding share shall entitle the holder thereof to notice
of, and the right to vote at, any meeting of stockholders. Whenever the
corporation shall be authorized to issue more than one class of stock, no
outstanding share of arty class of stock which is denied voting power under the
provisions of the certificate of incorporation shall entitle the holder thereof
to the right to vote at any meeting of stockholders except as the provisions of
paragraph (2) of subsection (b) of § 242 of the General Corporation Law of
the State of Delaware shall otherwise require; provided, that no share of any
such class which is otherwise denied voting power shall entitle the holder
thereof to vole upon the increase or decrease in the number of authorized
shares of said class.
,NINTH: The personal liability of the directors of the corporation is hereby
eliminated to the fullest extent permitted by the provisions of paragraph (7) of subsection
(b) of § 102 of the General Corporation Law of the State of Delaware, as the same may be
amended and supplemented.
TENTH:
The corporation shall, to the fullest extent permitted by the
provisions of f 145 of the General Corporation Law of the State of Delaware, as the suite
may he amended and supplemented, indemnify any and all persons whom it shall have
power to Indemnify under said section from and against any and all of the expenses,
liabilities, or other matters referred to in or covered by said section, and the indemnification
provided for herein shall not be deemed exclusive of any other rights to which those
indemnified may he entitled tinder any Bylaw, agreement, vote of stockholders or
disinterested directors or otherwise, both as to action in his official capacity and as to action
in another opacity while holding such office, and shall continue us to a person who has
ceased to be a director, officer, employee, or agent and shall inure to the benefit of the
heirs, executors, and administrators of such a person.
ELEVENTH: From time to time any of the provisions of this certificate of
incorporation may be amended, altered, or repealed, and other provisions authorized by the
laws of the State of Delaware at the time in force may he added or inserted in the manner
and at the time prescribed by said laws, and all rights at any time conferred upon the
stockholders of the corporation by this certificate of incorporation arc granted subject to the
provisions of this Article ELEVENTH.
.3.
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Case No. 08-80736-CV-MARRA
P-000060
EFTA00227440
alt -11 135F6121
Signed on July 18, 1991
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fISDIAIES8 7V122d6/53Hd et:►1
141-01-LO
Case No. 08-80736-CV-MARRA
P-000061
EFTA00227441
PP f;NT!CE - HALL
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S-1/ 7 5 -0 30
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11. ;::C0RL)
COPY
KENT COUNTY
RECOMED In t'ae Office for the Recording of Deeds. He
at Devoe, In V::: LC4
said Ccu...ty of Kent, In Corp.
Record
Li
Vol. /3 S...
page
JP') _Etc
die--..2.2--
day of 'I,
19
WITNESS.
and
of
Sal of said office.
Rwrass
Case No. 08-80736-CV-MARkA
P-000062
EFTA00227442
Consent of Sole Director
In Lieu of First Meeting
As of July 19, 1991
THE UNDERSIGNED, being the sole director of Hyperion Air,
Inc., a Delaware corporation (the "Corporation"), does hereby
consent, pursuant to Section 141 of the General Corporation Law
of the State of Delaware, in lieu of holding a meeting, to the
adoption of the following resolutions and the taking of all
action required or permitted thereby:
RESOLVED, that all actions taken by the incorporator of
the Corporation during the period from July 18, 1991 through
the date of this Consent, including, but not limited to,
filing the Certificate of Incorporation of the Corporation
and adopting the initial By-Laws of the Corporation, be, and
each of the same hereby is, in all respects, ratified,
adopted and approved.
RESOLVED, that the officers of the Corporation shall
include a President, and may include one or more Vice
Presidents, a Secretary and a Treasurer.
RESOLVED, that Jeffrey E. Epstein be, and he hereby is,
appointed and elected as the President of the Corporation,
to serve as such in accordance with the provisions of the
By-Laws of the Corporation until the next meeting of
directors of the Corporation immediately following the next
annual meeting of the stockholders of the Corporation and
until his successor shall have been duly elected and shall
have qualified.
Case No. 08-80736-CV-MARRA
P-000063
EFTA00227443
RESOLVED, that the officers of the Corporation be, and
each of them hereby is, authorized, empowered and directed
to produce all books of account, stock books and other
materials and supplies necessary or appropriate in
connection with maintaining the records and conducting the
business of the Corporation, and to pay all costs and
expenses and to make full reimbursement for all expenditures
made in connection with the organization of the Corporation.
RESOLVED, that the specimen of stock certificate to
evidence shares of the Common Stock, no par value (the
"Common Stock"), of the Corporation in the form submitted to
the undersigned, which is to be filed with this Consent, be,
and the same hereby is, approved and adopted, and the
President, the Secretary and/or any other officers
authorized by the By-laws of the Corporation be, and each of
them hereby is, authorized to issue certificates in such
form for shares of fully paid and non-assessable Common
Stock when the issuance thereof is duly authorized by the
Board of Directors of the Corporation.
RESOLVED, that the Corporation accept the subscription
of Jeffrey E. Epstein for 100 shares of the Common Stock,
upon the terms and conditions contained in the subscription
agreement, dated as of July 26, 1991 of Jeffrey E. Epstein,
a copy of which shall be filed with the official records of
the Corporation.
RESOLVED, that the President of the Corporation be, and
he hereby is, authorized and directed to issue, on behalf of
the Corporation, to Jeffrey E. Epstein a certificate for 100
shares of the Common Stock.
RESOLVED, that all of the 100 shares of the Common
Stock as authorized for issuance by the immediately
preceding resolution shall be in all respects, when issued
as aforesaid, validly issued, fully paid and non-assessable.
RESOLVED, that the seal, an impression of which appears
in the margin of this Consent, be, and the same hereby is,
adopted as the seal of the Corporation.
2
Case No. 08-80736-CV-MARRA
P-000064
EFTA00227444
RESOLVED, that the corporate record book and the stock
transfer ledger thereof, be and each of the same hereby is,
adopted as the record book and stock transfer ledger,
respectively, of the Corporation.
RESOLVED, that, with respect to the opening,
maintaining and closing of bank accounts of the Corporation,
the President, any Vice President, the Treasurer and the
Secretary of the Corporation, be, and each of them hereby
is, authorized as follows:
(1) to designate one or more banks, trust companies or
other similar institutions as depositories of the
funds, including, without limitation, cash and
cash equivalents, of the Corporation;
(2) to open, keep and close general and special bank
accounts, including general deposit accounts,
payroll accounts and working fund accounts, with
any such depository;
(3) to cause to be deposited in such accounts with any
such depository, from time to time such funds,
including, without limitation, cash and cash
equivalents, of the Corporation, as such officers
deem necessary or advisable, and to designate or
change the designation of the officer or officers
and agents of the Corporation who will be
authorized to make such deposits and to endorse
such checks, drafts or other instruments for such
deposits;
(4) from time to time to designate or change the
designation of the officer or officers and agent
or agents of the Corporation who will be
authorized to sign or countersign checks, drafts
or other orders for the payments of money issued
in the name of the Corporation against any funds
deposited in such accounts, and to revoke any such
designation;
3
Case No. 08-80736-CV-MARRA
P-000065
EFTA00227445
(5) to authorize the use of facsimile signatures for
the signing or countersigning of checks, drafts or
other orders for the payment of money, and to
enter into such agreements as banks and trust
companies customarily require as a condition for
permitting the use of facsimile signatures;
(6) to make such general and special rules and
regulations with respect to such accounts as they
may deem necessary or advisable; and
(7) to complete, execute and/or certify any customary
printed blank signature card forms in order to
conveniently exercise the authority granted by
this resolution and any resolutions thereon shall
be deemed adopted as part hereof.
RESOLVED, that the President or the Secretary of the
Corporation be, and such officer hereby is, authorized to
prepare and certify as the resolutions of the Board of
Directors, as if adopted verbatim by this Consent, any such
additional resolutions as any such depository may require in
connection with the opening of an account with such
depository as authorized pursuant to the immediately
preceding resolution, and that any such depository to which
a copy of the immediately preceding resolution and such
additional resolutions, if any, have been certified shall be
entitled to rely thereon for all purposes until it shall
have received written notice of the revocation or amendment
of such resolutions by the Board of Directors.
RESOLVED, that the fiscal year of this Corporation
shall begin the first day of January in each year.
RESOLVED, that, subject to the approval of the
stockholders of the Corporation, the Corporation elect,
under the provisions of Section 1362 of the Internal Revenue
Code, to be treated as a small business corporation for
income tax purposes.
RESOLVED, that the proposal that the Corporation elect
to be treated as a small business Corporation authorized
4
Case No. 08-80736-CV-MARRA
P-000066
EFTA00227446
pursuant to the immediately preceding resolution be
submitted to the stockholders of the Corporation for their
written consent thereto, and that, upon obtaining such
written consent to such proposal, the proper officers of the
Corporation be, and each of them hereby is, authorized and
directed to prepare, execute and file on behalf of the
Corporation a Form 2553, Election by a Small Business
Corporation, with the Internal Revenue Service.
RESOLVED, that, for the purpose of authorizing the
Corporation to do business in any state, territory or
dependency of the United States or any foreign country in
which it is necessary or expedient for the Corporation to
transact business, the officers of the Corporation be, and
each of them hereby is, authorized to appoint and substitute
all necessary agents or attorneys for service of process, to
designate and change the location of all necessary offices
of the Corporation, whether statutory or otherwise, and,
under the seal of the Corporation, to make and file all
necessary certificates, reports, powers of attorney and
other instruments as may be required by the laws of such
state, territory, dependency or country to authorize the
Corporation to transact business therein.
RESOLVED, that the officers of the Corporation be, and
each of them hereby is, authorized and directed, on behalf
of the Corporation, to do and perform all such further acts
and things, to execute and deliver and, where necessary or
appropriate, file with the appropriate governmental
authorities, all such further certificates, contracts,
agreements, documents, instruments, instruments of transfer,
receipts, or other papers, and to pay all costs and expenses
(but only to the extent that any such officer has signing
authority with respect to the bank accounts of the
Corporation), including, without limitation, such taxes and
assessments, as in their judgment or in the judgment of any
of them shall be necessary or appropriate to carry out,
comply with and effectuate the purposes and intent of the
foregoing resolutions.
RESOLVED, that the Corporation proceed to carry on the
business for which it was incorporated.
5
Case No. 08-80736-CV-MARRA
P-000067
EFTA00227447
This Consent shall be filed with the Minutes of the
proceedings of the Board of Directors of the Corporation.
6
Case No. 08-80736-CV-MARRA
P-000068
EFTA00227448
SUBSCRIPTION FOR cOIOa sToa
The undersigned hereby subscribes for One Hundred (100) shares of the
Common Stock, $.0001 par value, of Hyperion Air, Inc., a Delaware corporation (the
"Corporation"), the Certificate of Incorporation of which was filed with the
Department of State of the State of Delaware on the 18th day of July, 1991, and
agrees to pay therefor and in full payment thereof, upon call of the Board of
Directors of the Corporation, Ten (S10) Dollars per share in cash or by check made
payable to the Corporation, at which time a certificate shall be issued to the
undersigned for the number of shares subscribed for.
Dated as of July 26, 1991
Subscription Accepted
As Of July 26, 1991
J frey
Subscribe
hares of
Conran Stock, No Par Value
Case No. 08-80736-CV-MARRA
P-000069
EFTA00227449
Consent of Sole Stockholder in Lieu of First Meeting
As of July 26, 1991
The. undersigned, being the sole stockholder of Hyperion Air,
Inc., a Delaware corporation (the "Corporation"), does hereby consent,
pursuant to Section 228 of the General Corporation Law of the State of
Delaware, in lieu of holding a meeting, to the adoption of the
following resolutions and the taking of all action required or
permitted thereby:
RESOLVED, that all actions heretofore taken by the
incorporator and the Board of Directors of the Corporation,
including, but not limited to, the adoption of the By-Laws
of the Corporation, from July 18, 1991 through the date of
this consent be, and each such action hereby is, in all
respects ratified, adopted and approved.
RESOLVED, that the election of Jeffrey E. Epstein as
the sole director of the Corporation, to serve as such until
the next Annual Meeting of Stockholders of the Corporation
and until his successor shall have been duly elected and
shall have qualified be, and such election hereby is,
ratified, adopted and approved.
RESOLVED, that the election by the Corporation, under
the provisions of Section 1362 of the internal Revenue Code,
to be treated as a small business corporation for income tax
purposes be, and the same hereby is, adopted and approved.
This Consent shall be filed with the
utes of the
proceedings of the stockholders of the Co
e rey . Epstein -
Case No. 08-80736-CV-MARRA
P-000070
EFTA00227450
Consent of Sole Director
In Lieu of First Meeting
As of October 15, 1998
THE UNDERSIGNED, being the sole director of Hyperion Air,
Inc., a Delaware corporation (the •Corporation"), does hereby
consent, pursuant to Section 141 of the General Corporation Law
of the State of Delaware, in lieu of holding a meeting, to the
adoption of the following resolution and the taking of all action
required or permitted thereby:
RESOLVED, that Darren K. Indyke be, and he hereby is,
appointed and elected as the Secretary of the Corporation,
to serve as such in accordance with the provisions of the
By-Laws of the Corporation until the next meeting of
directors of the Corporation immediately following the next
annual meeting of the stockholders of the Corporation and
until his successor shall have been duly elected and shall
have qualified.
n
Case No. 08-80736-CV-MARRA
P-000071
EFTA00227451
ie is to Cierlirr I~el
Jeffrey
E. Epstein
is tie sinner of
One Hundred (1001
A /ke:4 'mod
Itoo&-asieddaa date.i, 144, a/op& -rtoyeetale'oi&
tea,miAsa ois#, ow- 44, AZ
14a ...o.t
/totalcevt,#44iiietelt leedon,e4,44,aeedoioe.1-S2illotise
ff,
,0eiv d,Aete-Nelee,
146, .G/4..-4,,
/fig
e,mdorded
.11i.tnAne,
44,.iea,14‘ ..rz000ta4ive,
ana46,tij17,,eak-eed.1,&
OaiAt:
As of July 26, 1991
oc
EFTA00227452
State of Delaware
Office of the Secretary of State
PAGE 1
COPY OF THE CERTIFICATE OF INCORPORATION OF "JEGE, INC.", FILED
IN THIS OFFICE ON THE SEVENTH DAY OF SEPTEMBER, A.D. 2000, AT
2:15 O'CLOCE P.M.
NEW CASTLE COUNTY RECORDER or DEEDS.
3284812 8100
Edward J. Free!, Secretary of State
AUTHENTICATION: 0662136
001452017
Case No. 08-80736-CV-MARRA
DATE: 09-07-00
P-000073
EFTA00227453
W-07-2000 01:50w
Fron—J Epstein 4 Cospany, Inc
2123718042
T-150
P 864/005
F-135
OF
JEGE, INC.
1.
The name of the corporation to be formed upon the filing of this
Certificate of Incorporation is JEGE, Inc. (the "Corporation").
2.
The address of the Corporation's registered office in the State of Delaware
is Corporation Trust, 1209 Orange Street, in the City of Wilmington, County of New
Castle.
The name of the Corporation's registered agent at such address is The
Corporation Trust Company.
3.
The nature of the business to be conducted by the Corporation is, or the
purposes to be promoted by the Corporation are, to engage in any lawful acts or activities
for which corporations may be organized under the General Corporation Law of the State
of Delaware.
4.
The total number of shares of stock which the Corporation shall have
authority to issue is One Thousand Five Hundred (1,500) shares of Common Stock, all of
which shares shall be without par value.
5.
The name and mailing address of the sole incorporator of the Corporation
are Darren Indyke, 457 Madison Avenue, Fourth Floor, New York, New York 10022.
6.
The Corporation is to have perpetual existence.
7.
In furtherance, and not in limitation, of the powers conferred by the
General Corporation Law of the State of Delaware upon the board of directors of the
Corporation, the board of directors of the Corporation is expressly authorized to make,
alter or repeal the by-laws of the Corporation.
S.
Elections of the directors of the Corporation need not be by written ballot,
unless the by-laws of the Corporation shall so provide.
Meetings of the stockholders of the Corporation may be held within or without
the State of Delaware, as the by-laws may provide. The books of the Corporation may be
kept (subject to any provision contained in the General Corporation Law of the State of
Delaware) outside the State of Delaware at such place or places as may be designated
from time to time by the board of directors or in the by-laws of the Corporation.
9.
The Corporation reserves the right to amend, alter, change or repeal any
provision contained in this Certificate of Incorporation, in the manner now or hereafter
Case No. 08-80736-CV-MARRA
P-000074
EFTA00227454
Sep-07-2000 01:50pm
From-4 Epstein i Company. Inc.
2123711042
T-150
P.805/065
F-13$
prescribed by the General Corporation Law of the State of Delaware, and all rights
conferred in this Certificate of Incorporation upon the stockholders of the Corporation are
granted subject to such reservation.
10.
A director of the Corporation shall not be personally liable to the
Corporation or its stockholders for monetary damages for breach of fiduciary duty as a
director, except for liability (a) for any breach of the director's duty of loyalty to the
Corporation or its stockholders, (b) for acrs or omissions not in good faith or which
involve intentional misconduct or a knowing violation of law, (c) under Section 174 of
the General Corporation Law of the State of Delaware, or (d) for any transaction from
which the director derived any improper personal benefit.
TRE UNDERSIGNED, being the sole incorporator hereinbefore named, for
the purpose of forming a corporation pursuant to the General Corporation Law of the
State of Delaware, hereby certify and declare that this is my act and deed and that the
facts stated herein are true, and have hereunto set my hand this 7th day of September,
1000.
Darren K. lndyke
Sole Incorporator
Case No. 08-80736-CV-MARRA
P-000075
EFTA00227455
For. 2553
(Rev. »y 19991
Ocrinewma hi ben
interne Rennet Sena
Election by a Small Business Corporation
(Under section 1362 of the Internal Revenue Code)
► See Pans N and III on back and the separate instructions.
lier The corporation may either send or tax this form to the IRS. See parlor the hstructions.
OMB Na 1545.0146
Notes: 1. Tr Sear to be an 5 caporal can be accapeci ~yea the =nee me under litho nieyart on page 1 ti tle inetructens as signetwes
et Pens I end W are tire
be photocopies* and the sea ire
and areas d the evaporation and other wired tor infarnation we
panhå
2. Do not Me Form 11205 U.S. Incense Tar Return lor an S Dotponitiont tor any tax yea belom the year the d cion tars era.
3. RS ripener was in existence before the Wreeme as d this err
see Ter an S corporation may owe on page 1 d the ~bons.
Part I
Election Information
Name of coronation (see Instruct:mid
JEGR. Tnr
Number. est and risers"
na W a P.M bai ea Imesierts.)
103 Poulk Road. Suite 207
Please
Type
or Print
ayeImo meek and EP coda
w31min9tnil,
II? 1RRni,
D Election is to be ofteethe for tax yew bogeying (month. day. year)
E
Name and die of officer a lags monnantative who the IRS may eau lot more nformitIon
G
H
A
1
r Meneicatkn ranee
September
7
2000
C slate el Icorpar•don
Delaware
► ' . 1 /
/ 01
F TØ
nutter of ofFar
a Seel representative
Darren K. Indyke, Vice President
N Ne corporation changed Its name or oddness after applying tor the Ed shoran in A above. check MIS box
-
~.15
—
If the election takes Sect for the err tax year the corporation tents, set meat, day, end year of the eeriest
of the 011owing: (l) date the =pontoon first had sheretioners, (2) date the corporation lest had assets a (3)
date the corporation began doing business
le
Selected tax year. Annual reran win be food for tax yea ending (month and day) Irt...fle.C.RME/Cr..3.1
If the tax year ands on any date other than December 31. except fer at anomale 52.53-wedk tax yew endingtee= hia ente to the month
of December. you must complete Pan II on the beck. N the date you enter is the ending date of are mutant 52-53-sek tax yea; See
'52.53-week year- to the right of the dato See Temporary Ftegulatsons section 1.441 MP).
1 Name ed adonis& of inch thewhelder.
Nano
K Shaneholters* Cant Stan.
unsee pedaloes er paysy. we pecan twe
to the election cd the elsornned a
non
S carp: ettan wrier section 1362b• and
des consent statement
inepareing schedules find statements.
are cement
to te en
true we twee
L
Sea! stead
'
M Soda, toasty
ember a employer
idendflatIon ~new
fine InsinieliOnS)
N
Share-
holder's
tax
Year
ends
(Rat
end
day/
menoriders Won»
a conwoollbt
pØ
enraa r KW clwPotalciKs
stock; ad each ~It
In cainnur laga
nit
at net by he morety. IA
Naiad end vele lend Neer ward an
~Sig
and w the
correct ed
Wring ard
has made •
bre
Matfar
el Urea
teas
noted
coin ear Weirehelder N
~Awn
Ow suite el seennolver a
na* 'ern to en 17Inla in stadi Kw
is
bond as breledge and ~et, e Is Ina
naglete, We understand our consent e
may not be wØ
after de capon;
vied alvtur. eSieretionan sign am cis
Stock
owned.)
Semen
Data
D
Jeffrey E. Epstein
6100 Red Hook Quarter
Suite B-3
-
i
100
1/1/01
12/3
St. Thomas, UbV.I. DUD t
n
timer ~dies of perjury. 1 decay cha I Mee erased ins
mua correct.
A C s
accompanying SChedtdes and statement:. and to the oast d my knowledge and beer,
07aG1/41-MARA
cenesident
P-000076
117elni
EFTA00227456
FOOT 2553 pr e 7.997
P030 2
Part II
Selection of Fiscal Tax Year (All corporations using this part must complete item O and item P. Q. or R.)
co
Check me applicahe box to indicate *tether the k.ugnr mourn 15:
1. O Anew corporation adopting the tax year entered in Item I. Pail I.
2- D An existing corporation retaining the tax year entered lin kern I. Pan I.
3. O
An existing corporation charging to the tax year entered tn Item I. Part I
Complwe tern P f the corporation a using the expeditious approval provrsions of Rev. Proc. 87-32. 1987-2 CAI 396. to request PO a
natural business year (a defined Si section 4.01(1) of Rev. Proc 87-32) or (2) a year that satisfies the ownership tax year test in section
4.01(2) of Rev. Proc. 87-32. Check the applicable box below to indicate the represent-loon statement the corporation rs making as rewired
under section 4 of Rev. Proc. 87-31
1. Natural Business Year le O Interment that the corporation is retaining or changng [Data* year that coincides with es rams
business year as defied in section 4.01(1) of Rev. Proc. 87-32 and as waled by Its satisfaction of the recaarements of section 4.02(1) of
Rev. Proc. 87-32. In addition. If the corporation is changing Unnatural business year as defined in section 4.01(1), neither represent that
such tax year results et km deferral of income to the owners than the corporation's present tax year. 1 also represent that the corporation is
not described in section 3.010 of Rev. Proc. 87.32. (See instructions for additional inlormation that must bo attached.,
1 Ownership Tax Year *
O
I represent that shareholders hang more than hall of the shares of the stock (as of the first day of the tax
year to which the request Metes) or me corporation have the in
tax yew or we concunently changing to the tax yew that the
corporation adopts. retie's. or changes to per kern I. Part Llano represent that the corporation Is not described Si section 3.010 of Rev.
Proc. 87.32.
tote-. ff you do not use tan P and the ccrpcvabon wants a facet tar year, complete either Rem Q or R below. Inn Q is used to request a fiscal
rat year based on a banns purpose and In make a back-tip section 444 Section. Item R is used to make a regular section 444 election.
Busses*. Purpose—To request a fiscal tax yew based on a business purpeee. you must check boa 01 and pay a user lee_ See nstna:Cons
for details You may also check box O2 and/or box O3.
t. Check here 0.
Oaths fiscal year erased in lows I. Pat I, is requested totter the provisions of section 6.03 of Rev. Prot 81-32.
Attach to Fun, 2553 a statement shoeing the business purpose for the requested fiscal yew. Sae instructions far add:trona/ information that
must be attached.
2. Check here le
O
to show the the corporation ntands to make a bactkop sachet 444 section in the trvimt the corporation's business
purpose request is not approved by the RS. (See moans
for more Intonation.)
1. Check here lv
O
to show that the corporation agrees to adopt or change to
year ending Decanter 31 if necessary for the IRS
to accept this election for S corporation status In the event (1) the owPcrallorfl hmrness Purpose inquest a not nIPPinlild and "
corporation makes a back-up atm 444 election, but is ultimately not quilled to twee a section 444 election. or
corporation's
business propose request is not approved and the corporation red not mobs a back-up section 444 election.
Section 444 Election—To make a section 444 election, you must check box Ft1 and you may also check bee ra.
1. Check here ►
O
to shoe the corporation MI rneke, f quailed. a section 444 election to have the fiscal tax yew Wm In Item I.
Pen I. To make One election. you mat complete Form 5715, Election To Have a Tax Year Other Than a Required Tax Yew. and eh&
attach k to Form 2553 or file It separately.
2. Check here fr
K
to show that the corporation agrees to adopt or change to a tax yew ending Decesrober 31 If necessary for the IRS
to accept this election her S co/Twat:ion statunt the avert the corporation is ultimately not quaeilted to make a section 444 eleCtion
Qualified Subchapter S Trust (QSST) Election Under Set10111361(ri)ar
come beneficiary's name and address
Social se:aft number
• ust's nets and oddness
Employer Identification number
ate en Mich stock of the eorporaton was vanslwred to the lust imonth, day, yea,)
0.
/
/
, order for the trust named above to bee (SST end thus a qualifying shweholder of the S corporation for which the Form 2553 is filed. I
'inlay male the election under an tarn 1361(ia Under wales of penury. I certify to ow Rest meets the definitional requirements of
action 1361103) and that al othw Irforreatko provided In Pen NI is hue. correct end complete
gin. of atoms benelloary a saaveas awl tee a ma imetriware ex me mad omen aiding De Omen
Date
ass Part le to make the 0557 election wily f stock of thp-cnor.Af
tle
on or before the date on Wild\
AnAn."
doormen makes its election to be an S eorporabon. Tbd-ONVI ablorbiln-
ifteey e7 stock of the corporation iirtnnniff
ansferred to the trust after tte date on Mich the corporation makes the S electron
EFTA00227457
Case No. 08-80736-CV-MARRA
P-000078
EFTA00227458
United States District Court
TO:
FGJ 05-02(WPB)-Fri./No. OLY-06
SUBPOENA FOR:
n
PERSON
DOCUMENTS OR OELIECI1S]
YOU ARE HEREBY COMMANDED to appear and testify before the Grand Juryof the United States District
Court at the place, date and time specified below.
PLACE:
Palm Beach County Courthouse
Juvenile Courts Building
205 N. Dixie Highway
West Palm Beach, Florida 33401
(Temporary location for the United States District Courthouse, West Palm Beach)
ROOM:
Room 4-A
DATE AND TIME:
August IS, 2006
9:00am
YOU ARE ALSO COMMANDED to bring with you the following document(s) or object(s):
Please coordinate your compliance of this subpoena and confirm the date and time of your appearance with
Special Agent
Federal Bureau of Investigation, Telephone:
Please set additional information on reverse
This subpoena shall remain in effect until you are granted leave to depart by the court or by an officer acting on behalf
of the court.
CLEM
This subpoena is issued upon application
500 So. Australian Avenue, Suite 400
West Palm Beach, FL 33401-6235
0,._R07'36_
DATE:
August 2, 2006
Name, Address and Phone Number of Assistant U.S. Attorney
P-000070
EFTA00227459
Case No. 08-80736-CV-MARRA
P-000080
EFTA00227460
Case No. 08-80736-CV-MARRA
P-000081
EFTA00227461
POW APPROVED
NM 1G SISISCON
UNITED SLUES OF AMERICA DEPARTMENT OF IFIANSPORDATIOss
ERIN IIIIM1O11 ADISNISOISal MOOS SOSTICAL COW
cum. leATE
RECMSTRICIION
UMTID omI
, N90
9JE
Pa7
Gulfstren
G -1159B
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NRCFIST SEPAL Ms
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OF PEOMIRITION ICIW as OM
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IOW OF AMUCANT renonal town c" veal °I Osman II IrS
Ili.
Hyperion
Air,
Inc
A%
TEASPOON Naltift
4
0
-- 4,
ADDRESS Wont
0
ic
103
Foulk
Road,
suite
20
.....t.s.m...t
mon....
an
Wilmington
ne CODE
19803
O
stint?
ATTENTION I And the
signing this sppilestion.
This portion
U
be
•
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answe lo wry sumbon
la root
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by in. orb/ a INDISSI
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NOTE:
SORwrwhip a alas
MUST sicin. Uss ran
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TYPE OR
SIGNATURE
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6961
Case No. 08-80736-CV-MARRA
P-000082
EFTA00227462
Fada APPROIED
aa
ttlteett
OMSK *MW* Mmermenuagetara eweeiler areS
terree
AIRCSOFT RECIOTAO1ON APPUCATKIN
CERT. f TE
aSE
Pt
watt suant
06111ATCW MASER Fi (UMM
AIRCSAFT IAAWFACWREA 1 11006
43/4**
Boeing
727-31
meoun SEFIAL us
2011
5
TYPE OF reoistacnOri Pei cm etot
EI I. inciwauad O 2. parons
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Inc.
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Suite
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ms Nart
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ZIF CCOE
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nu
(I) llei
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CHECK
CHECK HERE IF YOUaR
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ATTENTION' Raid the fol
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U
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PC Fons mal (t2/90) (0052-0012MIC07) Supins** %rixe rem
Case No. 08-80736-CV-MARRA
P-000083
EFTA00227463
'
•I. OF SALE FOR AIRCRAFT
KNOW ALL MEN BY THESE PRESENTS that
REAL ESTATE EXCHANGE, INC., an Oregon corporation ("Seller"), having its address c/o
Investment Property Exchange Services, Inc., 900 SW Fifth Avenue Mezzanine Level, Portland OR
97204, Attention: President ("Seller"), in consideration of Ten Dollars and other good and valuable
consideration, receipt of which is hereby aclmowledged, does hereby grant, banistin, sell and assign to
JEGE, INC. (Buyer), a Delaware corporation, its successors and assigns, the following used Aircraft and
installed used engines:
MANUFACTURER
MODEL OF
MANUFACIURER'S SERIAL
AIRCRAFT
NUMBER
Boeing
727-31
N5051.5
20115
Engine Particulars:
Pratt & Whitney
Pathan
biadd
Serial Numher
1
JT8D-219
P726121
2
JT8D.711
P654373
3
JT8D-219
P726122
Together with all equipment, components, spare part and accessories installed thereon and used in
connettiuu therewith.
TO HAVE AND TO HOLD said Aircraft unto the Buyer, its successors and assigns, for its and
their own use forever.
The Seller hereby warrants that it is the lawful owner of said Aircraft and installed engines; that its
title to said Aircraft and installed engines is free and clear of all liens, leases, mortgage, security interests,
claims, charges and encumbrances whatsoever, that the Seller shall defend tide to said Aircraft against the
claims of any person, firm or corporation whomsoever other than dams relating to or arising an of the
acts or omissions of Buyer, and this Bill of Sale is made and delivered pursuant to the provisions of that
certain Aircraft Purchase Agreement between the Seller and Buyer dated January 5; 2001, and that the
warranties and representations of Seller set forth therein are true and correct as though made on and as of
the date hereof.
IN WITNESS WHEREOF, Real Estate Exchange, Inc. has caused this instrument to be Remtad and
its seal affixed thereto for the purpose hereinabove shown by its duly authorized officer this V-A
day of
January, 2001.
Br
Tide
Y
-allyeu
to Kg S; ckevt,i-
O kIDOA
kilAaiA)
et(SCQS
Case No. 08-80736-CV-MARRA
P-000084
EFTA00227464
19-01
12:43
PM
P . 03
'LI AGM Ira own
US DITART14RT OF TRANsoomom May. MATO% armanaSTRAI CS
THE
UNDERSIGNED OWNIRISi OF THE cult LEGAL
'
IWO
TAMER
505LS
SIAM
AJRC
BOai nl 73 No1
AIRCRAFT SERIAL
PURCHASER
DOES THIS
DAY OF
21011
V NOWNN01. NW LW se. Hltl -
No Maar wag I
JEGE, Inc.
457 Madison Ave, 4th Floor
New York NY" 10022
%AIR CERnForra KANO%
FOOS arPIKIVIED
ONO NO. at20-0)12
Do Not Wm F tin ENG
FOR FAA USE Car
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Case No. 08/80736-CV-MARRA
P-000085
EFTA00227465
751199007
- U I 3 5 PG
7
of
are
(Office of ,*etretarg of Mate
PAGE
1
FILED IN THIS OFFICE ON THE EIGHTEENTH DAY OF JULY, A.D. 1991, AT
2:30 O'CLOCK P.N.
N O N * * N * • *
D 19 9/
77Z-e-e./c4/7----Ncicsevora..—
RECORDER
S4.00 STATE DOCUMENT FEE PAID
Michael H 'tuns, Secretary of State
AU
ENTICATION:
*3115955
DATE:
07/19/1991
Case No. 08-80736-CV-MARRA
P-000086
EFTA00227466
at; - u 135P61 t8
FILED 02:30 PM 01/1S/1991
751199007 - 2260750
OF
HYFERION
, INC.
The undersigned, a natural person. for the purpose of organizing it corporation
for conducting the business and promoting the purposes hereinafter stated, under the
provisions and subject to the requirements of the laws of the State of Delaware (particularly
Chapter 1, Title 8 of the Delaware Code and the acts amendatory thereof and supplemental
thereto, and known, identified, and referred to as the "General Corporation Law of the
State of Delaware"), hereby certifies that:
FIRST: The name of the corporation (hereinafter called the "coma-anon")
is HYPERION AIR, INC..
SECOND: The address, including street, number, city, and county, of the
registered office of the corporation in the State of Delaware is 32 Luockerman Square, Suite
L-100, City of Dover, County of Kent; and the name of the registered agent of the
corporation in the State of Delaware at such address is The Prentice-Hall Corporation
System, Inc.
THIRD: The purpose of the corporation is to engage in any lawful act ur
activity for which corporations may be organized under the General Corporation Law of the
State of Delaware.
MIME: The total number of shares of stock which the corporation shall
have authority to issue is one thousand five hundred. The par value of each of such shares
is one tenth of a mill. All such shares are of one class and are shares of Common Stock.
EMI: The name and the mailing address of the incorporator are as follows:
NAMF
MAIIINg ADDRESS
Athena Togias
5IXT11: The corporation is to have perpetual existence.
-1-
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13301AH3B Tt't3adS/£OHd
Pt:61
16-61-LO
Case No. 08-80736-CV-MARRA
P-0000S7
EFTA00227467
BK -
I 3 5 F3 I i 9
SE,ThMIL: Whenever a compromise or arrangement is proposed between
this corporation and its creditors or any class of them and/or between this corporation and
its stockholders or any class of them, any court of equitable jurisdiction within the State of
Delaware may, on the application in a summary way of this corporation or of any creditor
or stockholder thereof or on the application of any receiver or receivers appointed for this
corporation under the provisions of § 291 of Title 8 of the Delaware Code or on the
application of trustees in dissolution or of any receiver or receivers appointed fur this
corporation under the provisions of § 279 of Title 8 of the Delaware Code older a meeting
of the creditors ur class of creditors, and/or of the stockholders or class of stockholders of
this corporation, as the case may be, to be summoned in such manner as the said court
directs. If a majority in number representing three fourths in value of the creditors or class
of creditors, and/or of the stockholders or class of stockholders of this corporation, as the
case may be, agree to any compromise or arrangement and to any reorganization of this
corporation as consequence of sucticompromise or arrangement, the said compromise or
arrangement and the said reorganization shall, if sanctioned by the court to which the said
application has been made. he binding on all the creditors or class of creditors, and/or on
all the stockholders or class of stockholders, of this corporation, as the case may be, and also
nn this corporation.
For the management of the business and for the conduct of the
affairs of the corporation. and in further definition, limitation, and regulation of the powers
of the corporation and of its directors and of its stockholders or any class thereof, as the
case may be, it is further provided:
1. The management of the business and the conduct of the affairs of
the corporation shall be vested in its Board of Directors. The numbet Of
directors which shall constitute the whole Board of Directors shall be fixed br.
or in the manner provided in, the Bylaws. The phrase "whole Board" and
the phrase "total number of directors" shall be deemed to have the same
meaning, to wit, the total number of directors which the corporation would
have if there were no vacancies. No election of directors need be by written
ballot.
2. After the onginal or other Bylaws of the corporation have been
adopted, amended, or repealed, as the case may be. in accordance with the
provisions of § 109 of the General Corporation law of the State of Delaware,
and, after the corporation has received any payment for any of its stock, the
power to adopt, amend, or repeal the Bylaws of the corporation may be
exercised by the Board of Directors of the corporation; provided, however,
that any provision for the classification of directors of the corporation for
staggered terms pursuant to the provisions of subsection (d) of § 141 of the
General Corporation Law of the State of Delaware shall be set forth in an
-2-
• d
OL94 CLC
5301AHR0 TV[33d8/6Dlid
SIttt
Case No. 08-8073-CV-MARRA
P-000088
EFTA00227468
BK-U1 35Pc I 20
initial Bylaw or in a Bylaw adopted by the stockholders entitled to vote of the
corporation unless provisions for such classification shall be set forth in this
certificate of incorporation.
3. Whenever the corporation shall be authorized to issue only one
class of stock. each outstanding share shall entitle the holder thereof to notice
of, and the right to vote at, any meeting of stockholders. Whenever the
corporation shall be authorized to issue more than one class of stock, no
outstanding share of any class of stock which is denied voting power under the
provisions of the certificate of incorporation shall entitle the holder thereof
to the right to vote at any meeting of stockholders except as the provisions of
paragraph (2) of subsection (b) of § 242 of the General Corporation Law of
the State of Delaware shall otherwise require; provided, that no share of any
such class which is otherwise denied voting power shall entitle the holder
thereof to vote upon the increase or decrease in the number of authorized
shares of said class,
„NINTH: The personal liability of the directors of the corporation is hereby
eliminated to the fullest extent permitted by the provisions of paragraph (7) of subsectio❑
(b) of § 102 of the General Corporation Law of the State of Delaware, as the same may be
amended and supplemented.
TEM:11:
The corporation shall, to the fullest extent permitted by the
provisions of § 145 of the General Corporation Law of the State of Delaware, as the surne
may he amended and supplemented, indemnify any and all persons whom it shall have
power to indemnify under said section from and against any and all of the expenses,
liabilities, or other matters referred to in or covered by said section, and the indemnification
provided for herein shall not be deemed exclusive of any other rights to which those
indemnified may be entitled under any Bylaw, agreement, vote of stockholders or
disinterested directors or otherwise, both as to action in his official capacity and us to action
in another capacity while holding such office, and shall continue as to a person who has
ceased to be a director, officer, employee, or agent and shall inure to the benefit of the
heirs, executors, and administrators of such a person.
ELEYENIII: From time to time any (of the provisions of this certificate of
incorporation may he amended, altered, or tepealed, and other provisions authorized by the
laws of the State of Delaware at the time in force may be added or inserted in the manner
and at the time prescribed by said laws, and all rights at any time conferred upon the
stockholders of the corporation by this certificate of incorporation arc granted subject to the
provisions of this Article ELEVENTH.
-3-
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SCSI. CLC L{L..•01
93DIA836 1V703dS/B3Hd
et :pi
Case No. 08-80736-C V-MARRA
t6-61-L0
P-000089
EFTA00227469
BK:U 35PGI 21
Signed on July 18, 1991
-4-
CMG CLC LtLeGt
S3DIAK38 IVI2SWEI/53Hd
WAttl
IB-091-1.0
Case No. 08-80736-CV-MARRA
P-000090
EFTA00227470
FiRr:P.MCE - HALL
1
2c-91- S- 0 305-13
C;OPY
KENT COUNTY
RECO.':DEL")
Office for the Recczar.?, d Desk Bc.
nee sa:4;
Kent, In Corp.
Record
1.-?
Vol /3 r-
Page ../P1
lire_a-ntscel_day of
D. 19._/.L._
WITNESS. m
and ,r.s.a of said office.
Record's
P-000091
Case No. 08-80736-CV-MARRA
EFTA00227471
Consent of Sole Director
In Lieu of First Meeting
As of July 19, 1991
THE UNDERSIGNED, being the sole director of Hyperion Air,
Inc., a Delaware corporation (the •Corporation"), does hereby
consent, pursuant to Section 141 of the General Corporation Law
of the State of Delaware, in lieu of holding a meeting, to the
adoption of the following resolutions and the taking of all
action required or permitted thereby:
RESOLVED, that all actions taken by the incorporator of
the Corporation during the period from July 18, 1991 through
the date of this Consent, including, but not limited to,
filing the Certificate of Incorporation of the Corporation
and adopting the initial By-Laws of the Corporation, be, and
each of the same hereby is, in all respects, ratified,
adopted and approved.
RESOLVED, that the officers of the Corporation shall
include a President, and may include one or more Vice
Presidents, a Secretary and a Treasurer.
RESOLVED, that Jeffrey E. Epstein be, and he hereby is,
appointed and elected as the President of the Corporation,
to serve as such in accordance with the provisions of the
By-Laws of the Corporation until the next meeting of
directors of the Corporation immediately following the next
annual meeting of the stockholders of the Corporation and
until his successor shall have been duly elected and shall
have qualified.
Case No. 08-80736-CV-MARRA
P-000092
EFTA00227472
RESOLVED, that the officers of the Corporation be, and
each of them hereby is, authorized, empowered and directed
to produce all books of account, stock books and other
materials and supplies necessary or appropriate in
connection with maintaining the records and conducting the
business of the Corporation, and to pay all costs and
expenses and to make full reimbursement for all expenditures
made in connection with the organization of the Corporation.
RESOLVED, that the specimen of stock certificate to
evidence shares of the Common Stock, no par value (the
"Common Stock"), of the Corporation in the form submitted to
the undersigned, which is to be filed with this Consent, be,
and the same hereby is, approved and adopted, and the
President, the Secretary and/or any other officers
authorized by the By-laws of the Corporation be, and each of
them hereby is, authorized to issue certificates in such
form for shares of fully paid and non-assessable Common
Stock when the issuance thereof is duly authorized by the
Board of Directors of the Corporation.
RESOLVED, that the Corporation accept the subscription
of Jeffrey E. Epstein for 100 shares of the Common Stock,
upon the terms and conditions contained in the subscription
agreement, dated as of July 26, 1991 of Jeffrey E. Epstein,
a copy of which shall be filed with the official records of
the Corporation.
RESOLVED, that the President of the Corporation be, and
he hereby is, authorized and directed to issue, on behalf of
the Corporation, to Jeffrey E. Epstein a certificate for 100
shares of the Common Stock.
RESOLVED, that all of the 100 shares of the Common
Stock as authorized for issuance by the immediately
preceding resolution shall be in all respects, when issued
as aforesaid, validly issued, fully paid and non-assessable.
RESOLVED, that the seal, an impression of which appears
in the margin of this Consent, be, and the same hereby is,
adopted as the seal of the Corporation.
2
Case No. 08-80736-CV-MARRA
P-000093
EFTA00227473
RESOLVED, that the corporate record book and the stock
transfer ledger thereof, be and each of the same hereby is,
adopted as the record book and stock transfer ledger,
respectively, of the Corporation.
RESOLVED, that, with respect to the opening,
maintaining and closing of bank accounts of the Corporation,
the President, any Vice President, the Treasurer and the
Secretary of the Corporation, be, and each of them hereby
is, authorized as follows:
(1) to designate one or more banks, trust companies or
other similar institutions as depositories of the
funds, including, without limitation, cash and
cash equivalents, of the Corporation;
(2) to open, keep and close general and special bank
accounts, including general deposit accounts,
payroll accounts and working fund accounts, with
any such depository;
(3) to cause to be deposite& in such accounts with any
such depository, from time to time such funds,
including, without limitation, cash and cash
equivalents, of the Corporation, as such officers
deem necessary or advisable, and to designate or
change the designation of the officer or officers
and agents of the Corporation who will be
authorized to make such deposits and to endorse
such checks, drafts or other instruments for such
deposits;
(4) from time to time to designate or change the
designation of the officer or officers and agent
or agents of the Corporation who will be
authorized to sign or countersign checks, drafts
or other orders for the payments of money issued
in the name of the Corporation against any funds
deposited in such accounts, and to revoke any such
designation;
3
Case No. 08-80736-CV-MARRA
P-000094
EFTA00227474
(5) to authorize the use of facsimile signatures for
the signing or countersigning of checks, drafts or
other orders for the payment of money, and to
enter into such agreements as banks and trust
companies customarily require as a condition for
permitting the use of facsimile signatures;
(6) to make such general and special rules and
regulations with respect to such accounts as they
may deem necessary or advisable; and
(7) to complete, execute and/or certify any customary
printed blank signature card forms in order to
conveniently exercise the authority granted by
this resolution and any resolutions thereon shall
be deemed adopted as part hereof.
RESOLVED, that the President or the Secretary of the
Corporation be, and such officer hereby is, authorized to
prepare and certify as the resolutions of the Board of
Directors, as if adopted verbatim by this Consent, any such
additional resolutions as any such depository may require in
connection with the opening of an account with such
depository as authorized pursuant to the immediately
preceding resolution, and that any such depository to which
a copy of the immediately preceding resolution and such
additional resolutions, if any, have been certified, shall be
entitled to rely thereon for all purposes until it shall
have received written notice of the revocation or amendment
of such resolutions by the Board of Directors.
RESOLVED, that the fiscal year of this Corporation
shall begin the first day of January in each year.
RESOLVED, that, subject to the approval of the
stockholders of the Corporation, the Corporation elect,
under the provisions of Section 1362 of the Internal Revenue
Code, to be treated as a small business corporation for
income tax purposes.
RESOLVED, that the proposal that the Corporation elect
to be treated as a small business Corporation authorized
4
Case No. 08-80736-CV-MARRA
P-000095
EFTA00227475
pursuant to the immediately preceding resolution be
submitted to the stockholders of the Corporation for their
written consent thereto, and that, upon obtaining such
written consent to such proposal, the proper officers of the
Corporation be, and each of them hereby is, authorized and
directed to prepare, execute and file on behalf of the
Corporation a Form 2553, Election by a Small Business
Corporation, with the Internal Revenue Service.
RESOLVED, that, for the purpose of authorizing the
Corporation to do business in any state, territory or
dependency of the United States or any foreign country in
which it is necessary or expedient for the Corporation to
transact business, the officers of the Corporation be, and
each of them hereby is, authorized to appoint and substitute
all necessary agents or attorneys for service of process, to
designate and change the location of all necessary offices
of the Corporation, whether statutory or otherwise, and,
under the seal of the Corporation, to make and file all
necessary certificates, reports, powers of attorney and
other instruments as may be required by the laws of such
state, territory, dependency or country to authorize the
Corporation to transact business therein.
RESOLVED, that the officers of the Corporation be, and
each of them hereby is, authorized and directed, on behalf
of the Corporation, to do and perform all such further acts
and things, to execute and deliver and, where necessary or
appropriate, file with the appropriate governmental
authorities, all such further certificates, contracts,
agreements, documents, instruments, instruments of transfer,
receipts, or other papers, and to pay all costs and expenses
(but only to the extent that any such officer has signing
authority with respect to the bank accounts of the
Corporation), including, without limitation, such taxes and
assessments, as in their judgment or in the judgment of any
of them shall be necessary or appropriate to carry out,
comply with and effectuate the purposes and intent of the
foregoing resolutions.
RESOLVED, that the Corporation proceed to carry on the
business for which it was incorporated.
S
Case No. 08-80736-CV-MARRA
P-000096
EFTA00227476
This Consent shall be filed with the Minutes of the
proceedings of the Board of Directors of the Corporation.
6
Case No. 08-80736-CV-MARRA
P-000097
EFTA00227477
•
HYPERION AIR,
SUBSCRIPT/ON POR COMMON STOCt
The undersigned hereby subscribes for One Hundred (100) shares of the
Common Stock, $.0001 par value, of Hyperion Air, Inc., a Delaware corporation (the
"Corporation•), the Certificate of Incorporation of which was filed with the
Department of State of the State of Delaware on the 10th day of July, 1991, and.
agrees to pay therefor and in full payment thereof, upon call of the Board of
Directors of the Corporation, Ten ($10) Dollars per share in cash or by check made
payable to the Corporation, at which time a certificate shall be issued to the
undersigned for the number of shares subscribed for.
Dated as of July 26, 1991
Subscription Accepted
As Of July 26, 1991
J frey
Subscribe
hares of
Common Stock, No Par Value
Case No. 08-80736-CV-MARRA
P-000098
EFTA00227478
•
Consent of Sole Stockholder in Lieu of First Meeting
As of July 26, 1991
The undersigned, being the sole stockholder of Hyperion Air,
Inc., a Delaware corporation (the "Corporation"), does hereby consent,
pursuant to Section 228 of the General Corporation Law of the State of
Delaware, in lieu of holding a meeting, to the adoption of the
following resolutions and the taking of all action required or
permitted thereby:
RESOLVED, that all actions heretofore taken by the
incorporator and the Board of Directors of the Corporation,
including, but not limited to, the adoption of the By-Laws
of the Corporation, from July 18, 1991 through the date of
this consent be, and each such action hereby is, in all
respects ratified, adopted and approved.
RESOLVED, that the election of Jeffrey E. Epstein as
the sole director of the Corporation, to serve as such until
the next Annual Meeting of Stockholders of the Corporation
and until his successor shall have been duly elected and
shall have qualified be, and such election hereby is,
ratified, adopted and approved.
RESOLVED, that the election by the Corporation, under
the provisions of Section 1362 of the Internal Revenue Code,
to be treated as a small business corporation for income tax
purposes be, and the same hereby is, adopted and approved.
This Consent shall be filed with the
utes of the
proceedings of the stockholders of the Co
rey . Epstein -
Case No. 08-80736-CV-MARRA
P-000099
EFTA00227479
Consent of Sole Director
In Lieu of First Meeting
As of October 15, 1998
THE UNDERSIGNED, being the sole director of Hyperion Air,
Inc., a Delaware corporation (the "Corporation"), does hereby
consent, pursuant to Section 141 of the General Corporation Law
of the State of Delaware, in lieu of holding a meeting, to the
adoption of the following resolution and the taking of all action
required or permitted thereby:
RESOLVED, that Darren K. Indyke be, and he hereby is,
appointed and elected as the Secretary of the Corporation,
to serve as such in accordance with the provisions of the
By-Laws of the Corporation until the next meeting of
directors of the Corporation immediately following the next
annual meeting of the stockholders of the Corporation and
until his successor shall have been duly elected and shall
have qualified.
Case No. 08-80736-CV-MARRA
P-000100
EFTA00227480
State of Delaware
Office of the Secretary of State
PAGE 1
I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE or
COPY OF THE CERTIFICATE OF INCORPORATION OF "JEGE, INC.", FILED
IN THIS OFFICE ON THE SEVENTH DAY OF SEPTEMBER, A.D. 2000, AT
2:15 O'CLOCK P.M.
3284812 8100
Edward f. Free!, Secretary of State
AUTHENTICATION: 0662136
001452017
Case No. 08-80736-CV-MARRA
DATE: 09-07-00
P-000101
EFTA00227481
imp-u'stuu0 Oi:b0pe
Froe-J Epstein i Coapany, Inc
T-150
P.004/005
F-135
OF
JEGE, INC.
1.
The name of the corporation to be formed upon the filing of this
Certificate of Incorporation is JEGE, Inc. (the "Corporation").
2.
The address of the Corporation's registered office in the State of Delaware
is Corporation Trust, 1209 Orange Street, in the City of Wilming