From: "McGraw, Thomas"

From: "McGraw, Thomas" To: Jeffrey Epstein <[email protected]> Subject: RE: Date: Tue, 19 Mar 2013 16:17:32 +0000 Assuming first that the partnership, the option contract & capital account positions/values are respected, then I think an option written that deeply in the money (in return for the economic interest of preferred cash flow on the units) would raise issues not only as to sale of the art for income tax purposes depending on capital account provisions & subsequent distributions out of the partnership but also as to a sale for NY sales tax purposes which as I'm sure you are aware is a rather liberal definition in NY including precedents on various conditional sales transactions IRS Circular 230 Disclosure: JPMorgan Chase & Co. and its aff iliates do not provide tax advice. Accordingly, any discussion of U.S. tax matters contained herein (including any attachments) is not intended or written to be used, and cannot be used, in connection with the promotion, marketing or recommendation by anyone unaffiliated with JPMorgan Chase & Co. of any of the matters addressed herein or for the purpose of avoiding U.S. tax-related penalties. From: Jeffrey Epstein [maittoleevacation@gmaILoom] Sent: Monday, March 18, 2013 2:46 PM To: McGraw, Thomas Subject: if i could seperate title from value, it seems to me easy to exchange the value in my art for the partnership interest. Ilc with two classes one holds title. ( vote ) ,the other full value, if i contributed an option at 50 million for the value, currently at 2 billion , I might have a disguised sale purpose for federal , grantor trust no issue, but i can't imaginge a disguised sales tax ? The information contained in this communication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the addressee. It is the property of Jeffrey Epstein Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail or by e-mail to jeevacation®gmail.com, and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved This email is confidential and subject to important disclaimers and conditions including on offers for the purchase or sale of securities, accuracy and completeness of information, viruses, confidentiality, legal privilege, and legal entity disclaimers, available at http://wwwjpmorgan.com/pages/disclosures/email. EFTA00956909