DS9 Document EFTA01080721

1 2 Page 1 * * *CONFIDENTIAL* * * JUDICIAL ARBITRATION AND MEDIATION SERVICE 3 NEW YORK, NEW YORK 4 5 FORTRESS VRF I LLC and ) 6 FORTRESS VALUE RECOVERY ) FUND I LLC, ) 7 Claimants, ) ) 8 vs. ) ) Reference 1425006537 No. 9 JEEPERS, INC., ) Respondents. ) 10 ) and ) 11 ) FINANCIAL TRUST COMPANY, ) 12 INC., and JEEPERS, INC., ) Counter-Claimants and ) 13 Third-Party Claimants, ) ) vs. ) 14 ) 15 FORTRESS VALUE RECOVERY ) FUND I LLC, ) 16 Counter-Respondents, ) ) vs. ) 17 ) 18 D.B. ZWIRN PARTNERS, LLC, ) D.B. ZWIRN & CO., L.P., ) 19 DBZ GP, LLC, ZWIRN ) HOLDINGS, LLC, and DANIEL ) 20 ZWIRN, ) Third-Party Respondents. ) 21 ) 22 April 20, 2011 23 9:35 a.m. 24 25 Deposition of ELISE HUBSHER. 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080721 Page 2 1 2 3 4 5 May 25, 2011 6 9:35 a.m. 7 8 Deposition of ELISE HUBSHER, held at 9 the offices of Susman Godfrey, 560 Lexington 10 Avenue, New York, New York, before Laurie A. 11 Collins, a Registered Professional Reporter 12 and Notary Public of the State of New York. 13 14 15 16 17 18 19 20 21 22 23 24 25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080722 Page 3 1 2 APPEARANCE S: 3 4 PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP 5 Attorneys for Claimants and Witness 6 1285 Avenue of the Americas 7 New York, New York 10019-6064 8 BY: ALLAN J. ARFFA, ESQ. 9 HANNAH S. SHOLL, ESQ. 10 11 SUSMAN GODFREY L.L.P. 12 Attorneys for JEEPERS, 13 Financial Trust Company 14 Suite 5100 15 1000 Louisiana Street 16 Houston, Texas 77002-5096 17 BY: HARRY P. SUSMAN, ESQ. 18 19 COOLEY GODWARD KRONISH LLP 20 Attorneys for D.B. Zwirn Partners, LLC, 21 D.B. Zwirn Co. , L.P., and DBZ GP, LLC 22 1114 Avenue of the Americas 23 New York, New York 10036-7798 24 BY: WILLIAM J. SCHWARTZ, ESQ. 25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080723 Page 4 1 2 APPEARANCES (continued): 3 4 LANKLER SIFFERT & WOHL LLP 5 Attorneys for Daniel Zwirn 6 500 Fifth Avenue, 7 New York, New York 10110-3398 8 BY: JOHN S. SIFFERT, ESQ. 9 DANIEL E. REYNOLDS, ESQ. 10 ANDREW S. LEE, ESQ. 11 12 ALSO PRESENT: 13 MEGAN JOHNSON, ESQ. (Fortress) 14 DAVID SANDERS, Videographer 15 16 17 18 19 20 21 22 23 24 25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080724 Page 5 1 2 THE VIDEOGRAPHER: My name is David 3 Sanders of Veritext. The date today is May 4 25th, 2011, and the time is 9:35 a.m. 5 This deposition is being held in the 09:34:31 6 office of Susman Godfrey, located at 560 7 Lexington Avenue, New York, New York. The 8 caption of this case is Fortress VRF I LLC, et 9 al., versus JEEPERS, Inc., et al., Reference 10 Number 1425006537, in the Judiciary 09:35:01 11 Arbitration and Mediation Service. The name 12 of the witness is Elise Hubsher. 13 At this time the attorneys will 14 identify themselves and the parties they 15 represent, after which our court reporter, 09:35:22 16 Laurie Collins of Veritext, will swear in the 17 witness and we can proceed. 18 MR. SUSMAN: Harry Susman for JEEPERS 19 and FTC. 20 MR. ARFFA: I'm Allan Arffa from Paul, 09:35:38 21 Weiss, Rifkind, Wharton & Garrison LLP. We 22 represent the claimants in this matter. And 23 I'm here also today on behalf of the witness. 24 MR. SCHWARTZ: William Schwartz from 25 Cooley LLP. I represent the Zwirn entities. 09:35:52 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080725 Page 6 1 2 MR. SIFFERT: John Siffert, Lankier 3 Siffert & Wohl, for Mr. Zwirn personally. And 4 together with me is Mr. Reynolds and Mr. Lee. 5 MR. ARFFA: And also with me is Hannah 09:36:04 6 Sholl from Paul, Weiss. 7 ELISE HUBSHER , 8 called as a witness, having been duly sworn 9 by the notary public, was examined and 10 testified as follows: 11 EXAMINATION BY 12 MR. SUSMAN: 13 Q. Can you state your name for the record, 14 please? 15 A. Elise Hubsher. 09:36:20 16 Q. Ms. Hubsher, what's your educational 17 background? 18 A. Educational background, did you say? 19 Q. Yes. 20 A. I graduated college from Vassar College 09:36:29 21 with a major in mathematics, and honors, and went 22 on to Wharton School at the University of 23 Pennsylvania for an MBA. 24 Q. When did you get your MBA? 25 A. When? 09:36:44 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080726 Page 7 1 Hubsher - Confidential 2 Q. Yeah. 3 A. 1980. 4 Q. 1980. 5 When did you go to work for Dan Zwirn 09:36:47 6 or his management company? 7 A. In 2006, the end of August 2006. 8 Q. Can you in summary fashion give me your 9 education -- work history, rather, from when you 10 got your MBA in 1980 to when you started working 09:37:10 11 for Mr. Zwirn? 12 A. Sure. I went from Wharton to work for 13 Data Resources, an econometric forecasting firm, 14 worked as a consultant there for four years. I 15 moved from there to Goldman Sachs, where I was on 09:37:24 16 the sales and trading desk, primary in the futures 17 group. 18 From there -- I worked there for four 19 years and then moved to JPMorgan, where I worked 20 for 15 years, in several different functions, 09:37:37 21 primarily in sales and trading. I worked on the 22 futures team, and then I coheaded the equity 23 derivatives marketing team and was participating 24 in an interdepartmental pension consulting group. 25 I moved from there to Northwater 09:37:58 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080727 Page 8 1 Hubsher - Confidential 2 Capital, which is a fund of funds that's 3 headquartered in Toronto. I headed up the New 4 York office, where I was responsible for marketing 5 to U.S. investors. And I was a member of the 09:38:11 6 investment committee. We invested directly in 7 hedge funds. 8 Q. And how long were you at Northwater 9 Capital before you -- 10 A. For three years. 09:38:22 11 Q. For three years. 12 A. Yes. 13 Q. So roughly from about 2003 to 2006? 14 A. Yes. 15 Q. Prior to working at Northwater Capital 09:38:31 16 you mentioned you had been in various sales jobs 17 at JPMorgan and Goldman Sachs. Did that involve 18 selling of hedge fund investments to investors? 19 A. It did not. It was in the securities 20 division. It involved selling futures, swaps, 09:38:45 21 derivatives of all sorts, and securities, fixed 22 income and equity securities, to hedge funds, to 23 pension funds and to other large investors. 24 Q. In terms of either the marketing or 25 managing of hedge funds, was Northwater Capital 09:39:02 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080728 Page 9 1 Hubsher - Confidential 2 your first introduction to that? 3 A. Yes. 4 Q. Then you went to work at Dan Zwirn's 5 management company you said in August of 2006? 09:39:16 6 A. Correct. 7 Q. And what was your job there? 8 A. I was the head of the marketing and 9 investor relations group. 10 Q. And how long did you remain in that 09:39:27 11 position? 12 A. Until Fortress took over the management 13 of the Zwirn funds on June 1st of 2009. 14 Q. And what is your current position with 15 Fortress? 09:39:41 16 A. I am in the capital formation group, a 17 managing director, responsible for marketing to 18 credit investors in Fortress's hedge funds and 19 private equity vehicles. 20 Q. What are credit investors? 09:39:55 21 A. They're investors -- Fortress has 22 several businesses, and I'm focused on the credit 23 business. 24 Q. Does that mean you're marketing to 25 investors who want to invest in hedge funds who in 09:40:04 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080729 Page 10 1 Hubsher - Confidential 2 turn invest -- 3 A. Yes. 4 Q. -- in credit of one sort or another? 5 A. It's Fortress's opportunistic credit 09:40:12 6 investing business, and I am marketing to 7 investors' interest in investing in those funds. 8 Q. Does any of your current 9 responsibilities have to do with marketing what's 10 left of the Zwirn fund? 09:40:26 11 A. Yes. I do investor relations for all 12 the investors in the Zwirn funds, former Zwirn 13 funds, now value recovery fund. 14 Q. I assume they're not marketing to new 15 investors -- 09:40:44 16 A. No. 17 Q. -- in these value recovery fund is what 18 it's called? 19 A. Yes. The fund -- 20 MR. ARFFA: You have to wait until he 09:40:49 21 finishes so the record's clear. So wait until 22 he's finished with the question, and then go 23 ahead and answer. 24 THE WITNESS: Okay. 25 Q. I'm not sure what the question was, but 09:40:59 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080730 Page 11 1 Hubsher - Confidential 2 I think I got the answer. 3 A. Okay. 4 Q. Is the description you just gave me of 5 your responsibilities at Fortress, has that 09:41:08 6 remained the same since you got to Fortress or has 7 it changed? 8 A. It's evolved. I initially was more 9 focused solely on the investor relations with the 10 former -- well, former Zwirn investors, current 09:41:21 11 value recovery fund investors. And now I'm more 12 focused on marketing to new clients and focused on 13 the Fortress funds. 14 (Ms. Johnson joins proceedings.) 15 Q. Why did you leave Northwater Capital to 09:41:37 16 go work for Dan Zwirn? 17 A. They refocused their marketing team to 18 the Toronto team, and I felt that it would be a 19 good time to seek opportunities elsewhere. 20 Q. And how did you find the Zwirn fund? 09:41:53 21 A. At Northwater, we were invested in the 22 Zwirn funds, and the former co-CIO of Northwater 23 was aware that Zwirn was looking for a head of 24 marketing and had recommended me to Dan and that I 25 speak to Dan. 09:42:12 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080731 Page 12 1 Hubsher - Confidential 2 Q. You said Northwater Capital had 3 invested in the Zwirn fund. 4 A. Uh-huh. 5 Q. Which of the Zwirn funds had it 09:42:20 6 invested in? 7 A. The offshore fund. 8 Q. How long had it been invested in the 9 offshore fund at the time you went to work for 10 Zwirn? 09:42:32 11 A. I'm not certain. 12 Q. Were you involved in making that 13 investment decision? 14 A. I was not. 15 Q. How large was the investment? 09:42:38 16 A. I don't exactly recall. It was -- 17 MR. ARFFA: I'm just going to caution 18 you here. I don't know if this is regarded as 19 confidential or not by I guess your former 20 employer. And to the extent you have 09:42:53 21 information about it from the current 22 employer, we would regard it as -- we've taken 23 the position the information about the current 24 investors is confidential. 25 THE WITNESS: Okay. 09:43:03 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080732 Page 13 1 Hubsher - Confidential 2 Q. Roughly how large was it? 3 MR. SUSMAN: I'm going to show the 4 witness a list in a moment of all of the 5 investors and the amount, so it's going to be 09:43:13 6 moot. So I don't have to go through it. 7 MR. ARFFA: Someone else apparently 8 must have produced that to you. 9 MR. SUSMAN: Yeah. 10 MR. ARFFA: Well -- 09:43:23 11 MR. SUSMAN: All I want to know is a 12 ballpark, Allan. I don't need the amount 13 exactly. 14 Q. Was it about $150 million? 15 A. I honestly don't recall. It might have 09:43:38 16 been. 17 Q. It was actually $149,577,000 as of -- 18 A. Okay. 19 Q. So there you go. 20 MR. SUSMAN: That's something we're 09:43:52 21 going to take up, by the way. 22 MR. ARFFA: I understand that's your 23 position. 24 MR. SUSMAN: Fair enough. 25 MR. ARFFA: For now we need to reserve 09:43:56 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080733 Page 14 1 Hubsher - Confidential 2 our position. 3 Q. While you were at Northwater -- 4 MR. ARFFA: I don't remember if under 5 the current confidentiality order there's some 09:44:06 6 requirement where we designate testimony. I 7 don't recall if it's at the hearing or maybe 8 after I get a transcript. But to the extent 9 I'm required to designate it, I would 10 designate, and I understand it's subject to 09:44:17 11 your objection. 12 MR. SIFFERT: I don't think there's a 13 requirement. It is confidential because we're 14 in arbitration. 15 MR. SUSMAN: We'll take it up later. 09:44:26 16 Q. So were you involved in any way in 17 supervising the investment that Northwater had 18 made into the Zwirn fund? 19 A. I was on the investment committee, so I 20 would monitor, along with the committee, all 09:44:40 21 investment in the fund of funds. 22 Q. But you weren't involved in actually 23 making the investment itself? 24 A. I was not. 25 Q. You're on the investment committee, so 09:44:53 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080734 Page 15 1 Hubsher - Confidential 2 I gather that that meant you reviewed the terms of 3 various hedge fund investments that you made. 4 A. I did. 5 Q. Would one of those terms that you would 09:45:06 6 review in evaluating a hedge fund investment in 7 Northwater be withdrawal rights that you had in a 8 hedge fund? 9 A. Yes. 10 Q. While you were at Northwater, did 09:45:15 11 Northwater invest, to your knowledge, in any fund 12 that had rolling lockups? 13 A. Well, they invested in the Zwirn fund, 14 which had a rolling lockup. 15 Q. Other than the Zwirn fund? 09:45:28 16 A. I'm not certain. 17 Q. How many hedge funds did Northwater 18 invest in during your tenure? 19 A. Forty or so. 20 Q. And the only one of the 40 that you can 09:45:39 21 recall that had a rolling lockup was the Zwirn 22 fund? 23 A. Others had lockups, but I just don't 24 recall if they had rolling lockups. 25 Q. Now, when you say you recall that the 09:45:54 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080735 Page 16 1 Hubsher - Confidential 2 Zwirn fund had a rolling lockup, is that something 3 you were aware of while you were at Northwater or 4 is that something you became aware of once you 5 went to work for the Zwirn fund itself? 09:46:07 6 A. I don't think I said I recalled that 7 they had the rolling lockup. But -- can you ask 8 me the question again? Sorry. 9 Q. Yeah. Did you -- do you recall when 10 you were at Northwater you were aware of what the 09:46:14 11 withdrawal rights were for the Zwirn fund itself? 12 A. I was aware that it was a long-dated 13 lockup because it was appropriate for the 14 investments that they were investing in, which 15 were illiquid. 09:46:26 16 Q. Other than what you've just told me, do 17 you have any other recollection of the lockups for 18 the Zwirn fund or how they worked, while you were 19 at Northwater? 20 A. I don't have any recollection. I 09:46:41 21 focused more on the portfolio and not on the 22 lockups. 23 Q. You're aware that at some point within 24 Zwirn people became aware of certain accounting 25 irregularities involving Perry Gruss, the former 09:47:13 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080736 Page 17 1 Hubsher - Confidential 2 CFO? 3 A. Yes. 4 Q. When did you first hear about some 5 issue with Perry Gruss? 09:47:22 6 A. Just before the first set of calls were 7 made, or somewhere around that time frame. 8 (Discussion off the record.) 9 Q. Are you saying that the first time you 10 heard about some issue with Perry Gruss was before 09:48:02 11 the investor calls were made? 12 A. Yes. 13 Q. And do you recall roughly when the 14 investor calls were made? 15 A. They were in October I think towards 09:48:12 16 the end of October -- middle to the end of 17 October. 18 Q. And you participated -- 19 A. Of 2006. 20 Q. Right. 09:48:21 21 And you participated in some of those 22 calls? 23 A. I did. I listened. 24 Q. We'll get to that in a minute. 25 Prior to -- how did you hear about this 09:48:26 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080737 Page 18 1 Hubsher - Confidential 2 Gruss issue? 3 A. I don't recall exactly who, but either 4 Dan, David, or Lawrence told me of them. 5 Q. In what context? Was there a meeting 09:48:43 6 where they brought you in and told you about it or 7 did they just come into your office and tell you? 8 A. I don't recall. 9 Q. At some point did they have a meeting 10 where they sat you down and explained to you what 09:48:59 11 the issues were? 12 A. Prior to making the first call, we went 13 through a script as to what had -- what we were 14 going to -- not we, what Dan was going to say. 15 Q. And who was at the meeting where he 09:49:15 16 went through the script? 17 A. I don't recall. It would have been 18 possibly Dan, David, Lawrence, or just Dan, or one 19 of them. 20 Q. Prior to -- the period right before the 09:49:33 21 investor calls started to be made -- 22 A. Yes. 23 Q. -- had you gotten -- had you heard from 24 anybody at the fund, sort of internal gossip, that 25 there was some issue with the accounting 09:49:43 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080738 Page 19 1 Hubsher - Confidential 2 department or an investigation underway, anything 3 like that? 4 A. Not that I recall. 5 Q. So it was shortly before the investor 09:49:49 6 calls were made you were brought in and told by 7 one of Mr. Zwirn or one of the higher-ups in the 8 management company that there was some problem? 9 A. Yes. 10 Q. And it involved Perry Gruss? 09:50:01 11 A. Yes. 12 Q. Can you tell me what else you recall 13 them telling you about it? 14 A. I just recall that Perry had separated 15 from the firm, and in that context the explanation 09:50:10 16 was made before we were making calls to explain 17 that he had left. 18 Q. Was it also explained that he had -- 19 Mr. Gruss had done something wrong? 20 A. We reviewed the script, which was clear 09:50:26 21 about two items that were uncovered and that Perry 22 had separated from the firm. 23 Q. And what was your reaction to hearing 24 about this, that the CFO had been fired and there 25 were some issues? 09:50:51 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080739 Page 20 1 Hubsher - Confidential 2 A. My reaction was that it was important 3 to communicate that. 4 Q. You were a newly hired investor 5 relations person, and two months into the job, I 09:51:05 6 suppose, they have an investor relations problem. 7 A. Yes. 8 Q. You did participate in the first set of 9 calls to investors? 10 A. I did. 09:51:16 11 Q. How about the second set? 12 A. I did. 13 Q. So in both ones -- 14 A. Yes. 15 Q. -- you participated. 09:51:22 16 And you say there were two issues you 17 learned about -- was it before the first set of 18 calls? 19 A. The first set of calls. 20 Q. And those two issues were what? 09:51:34 21 A. Let me think about it. The one was 22 management fees were -- actually, the management 23 fees were accrued but not yet payable but were 24 taken and that there was an asset that was paid 25 from one of the funds that was not from the fund. 09:52:06 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080740 Page 21 1 Hubsher - Confidential 2 Q. Did you know what that asset was? 3 A. I didn't. 4 Q. You subsequently found out? 5 A. I subsequently found out. 09:52:18 6 Q. And when you made the calls -- at the 7 time you made the first set of investor calls, did 8 you have any idea what the asset was that was 9 bought with investor funds that didn't belong to 10 the fund? 09:52:30 11 A. I don't believe I did. 12 Q. Did you ask Mr. Zwirn or anyone what is 13 this asset that was purchased with investor funds? 14 A. I don't recall. We were very just 15 focused on the process of making the calls. 09:52:43 16 Q. And did it strike you as odd that you 17 didn't know what the asset was that had been 18 bought with investor funds? 19 MR. ARFFA: Objection to the form. 20 You can answer. 09:53:00 21 THE WITNESS: What? 22 MR. ARFFA: You can answer. 23 THE WITNESS: At some point I learned 24 of it, and I -- I don't remember when and 25 didn't feel odd during the period. 09:53:08 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080741 Page 22 1 Hubsher - Confidential 2 Q. After the first set of investor 3 calls -- or strike that. 4 At some point there was a second set of 5 investor calls. 09:53:22 6 A. Right. 7 Q. Why were the second set of investor 8 calls made? 9 A. I believe that the firm had engaged 10 Gibson & Dunn and Deloitte & Touche to do further 09:53:32 11 investigation, and they found additional items 12 that, as a result of those, they had decided that 13 they would make a second set of calls. 14 Q. What were the additional items that 15 they had found? 09:53:51 16 A. Let's see. There was -- I just forgot. 17 There was some accounting whereby an expense was 18 applied to a fund and then reversed in the 19 subsequent two months. And there was one other. 20 It will come back to me, but it's just -- 09:54:28 21 Q. Was it interfund transfers? 22 A. Interfund transfers, yes. 23 Q. Fair enough. 24 And you say that in the calls you 25 listened? 09:54:39 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080742 Page 23 1 Hubsher - Confidential 2 A. Yes. 3 Q. You did not speak? 4 A. I didn't speak. 5 Q. Who did you listen to talking? 09:54:42 6 A. To Dan. 7 Q. So Dan made all of the calls, and you 8 just were listening -- 9 A. Yes. 10 Q. -- on some of them? 09:54:49 11 A. Yes. 12 Q. Did you listen to all of them? 13 A. Most of them. 14 Q. And why were you listening to the calls 15 that Dan was making? 09:54:59 16 A. To make certain that he was consistent 17 in his message. 18 Q. Did anyone else listen to the calls? 19 A. I don't think so. Possibly David or 20 Lawrence might have listened if it weren't 09:55:11 21 available. 22 Q. Did you listen to any call -- well, 23 strike that. 24 Had you -- you know who Jeffrey Epstein 25 is now? 09:55:24 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080743 Page 24 1 Hubsher - Confidential 2 A. Yes. 3 Q. And Financial Trust Corporation? 4 A. Yes. 5 Q. Did you listen to any of the calls that 09:55:29 6 Mr. Zwirn made to Mr. Epstein or any of his 7 representatives? 8 A. Yes. 9 Q. How many calls did you listen to? 10 A. Two, I think. 09:55:38 11 Q. And who were the calls with? 12 A. With Jeffrey Epstein. 13 Q. Mr. Epstein individually and Dan? 14 A. Yes. 15 Q. And what do you recall from those -- 09:55:56 16 from listening to those calls? 17 A. I recall Dan going through the script 18 that he was going through with every other 19 investor. I recall Mr. Epstein trying to get more 20 details and Dan resisting that. 09:56:12 21 Q. How was Mr. Epstein trying to get more 22 details? 23 A. He was asking what was really going on 24 and asking for more -- more information. 25 Q. Was Mr. Epstein agitated or could you 09:56:33 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080744 Page 25 1 Hubsher - Confidential 2 tell anything from the tone of his voice about his 3 reaction to this news? 4 MR. ARFFA: Objection to form. 5 You can answer. 09:56:41 6 A. He was trying hard to get the 7 information so... 8 Q. Did he raise his voice at all to 9 Mr. Zwirn? 10 A. It sounded as if he were animated. 09:56:57 11 Q. Did he cut him off when he was trying 12 to explain things and ask him questions? 13 A. He may have. I'm not sure. I don't 14 recall. 15 Q. That wouldn't be out of character, I 09:57:07 16 will tell you. 17 Did he -- and you say -- so Mr. Epstein 18 was asking for more information from Mr. Zwirn, 19 and Mr. Zwirn was resisting providing information 20 to him? 09:57:21 21 A. Correct. 22 Q. And did that cause Mr. Epstein to get 23 even more animated? 24 A. I just don't recall. I recall very 25 vividly asking again and again for more 09:57:34 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080745 Page 26 1 Hubsher - Confidential 2 information. 3 Q. In terms of the investor calls that you 4 listened to, what was the reaction of most of the 5 investors, generally? 09:57:45 6 A. They were very appreciative that Dan 7 personally called them and made the outreach and 8 alerted them, and they were interested in Dan 9 continuing to communicate with them. 10 Q. Were they animated in the way 09:58:08 11 Mr. Epstein was or were many of them much more -- 12 A. Many were much more routine. 13 Q. So is one of the reasons why you 14 remember the calls with Mr. Epstein because he 15 was -- it stuck out in your mind because of his 09:58:25 16 reaction -- 17 A. Yes. 18 Q. -- to the calls? Fair? 19 A. It stuck out because he was really 20 trying to get Dan to do something that Dan was not 09:58:33 21 going to do. 22 Q. During the calls that you listened to, 23 did Mr. Epstein ever ask you why Mr. Zwirn had 24 characterized some of these issues as immaterial? 25 A. I don't recall that. 09:58:56 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080746 Page 27 1 Hubsher - Confidential 2 Q. Do you recall whether Mr. Epstein ever 3 asked to speak to Schulte Roth & Zabel during the 4 calls? 5 A. I don't recall that either. 09:59:04 6 Q. During the calls that you listened to, 7 did Mr. Epstein ever ask to get some of his money 8 back out of the fund? 9 A. I don't -- I don't recall that. 10 Q. You were listening to these calls? 09:59:21 11 A. Yes. 12 Q. Was one of your responsibilities also 13 to take notes of the calls? 14 A. We took a few notes. Mostly it was 15 whether we got through or not and whether we went 09:59:29 16 through all the points. 17 Q. When the calls ended with Mr. Epstein, 18 did he ask for Mr. Zwirn to provide him with more 19 information or to follow up? 20 A. I don't recall. 09:59:48 21 Q. Other than the two calls you said you 22 listened to where Jeffrey Epstein participated, 23 did you listen to any -- participate in any other 24 calls between Mr. Zwirn and any representative of 25 Mr. Epstein during the 2006 time period? 10:00:14 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080747 Page 28 1 Hubsher - Confidential 2 A. I don't -- I don't believe so. 3 Q. Did you ever speak to a man named Harry 4 Beller during the 2006 time period? 5 A. Yes. Directly, though. 10:00:28 6 Q. I'm sorry? 7 A. Directly. You asked with din. 8 Q. Yes. Okay. 9 Did you speak to Mr. Beller about the 10 issues related to Mr. Gruss? 10:00:38 11 A. No. 12 Q. What did you talk to Harry Beller 13 about -- I'm trying -- I know it's been a while, 14 but during this 2006 time period. 15 A. Actually I don't know if it was 2006. 10:00:49 16 During the course of my tenure at Zwirn, I have 17 had situations with Harry Beller, primarily about 18 capital balances. 19 Q. Have you ever spoken to Darren Indyke? 20 A. I have, yes. 10:01:08 21 Q. Have you spoken to Mr. Indyke when you 22 were working for Zwirn -- 23 A. No. 24 Q. -- as opposed to Fortress? 25 A. Not that I recall. 10:01:19 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080748 Page 29 1 Hubsher - Confidential 2 Q. At some point did you hear that Jeffrey 3 Epstein was demanding some of his money back from 4 the fund? 5 A. Yes. 10:01:31 6 Q. When do you first recall hearing that? 7 A. When he sent a letter. 8 Q. Do you remember how much he was asking 9 for back in the letter? 10 A. $80 million. 10:01:47 11 Q. How did you learn of the $80 million 12 request? 13 A. I believe it came in to Dan, and I saw 14 the letter. 15 Q. Do you recall who gave you the letter, 10:02:04 16 or a copy of it? 17 A. I'm not certain, and I'm not sure they 18 gave it to me. I may have been sitting in the 19 room and it was there. 20 Q. An $80 million request I assume was a 10:02:20 21 fairly significant redemption request for an 22 investor at that point in time? 23 A. Yes. 24 Q. And what discussion do you recall 25 internal to the Zwirn fund was had once they 10:02:32 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080749 Page 30 1 Hubsher - Confidential 2 received the $80 million request? 3 A. Just looking at it and trying to 4 determine whether it was a valid request. 5 Q. So I'm clear, prior to seeing the 10:02:49 6 letter with the $80 million request -- 7 A. Yes. 8 Q. -- had you had any hint that 9 Mr. Epstein was going to ask for any money back? 10 A. Not that I recall. 10:02:59 11 Q. So when you saw the letter, that was 12 news to you that he wanted money out? 13 A. Yes. 14 Q. You say there was a discussion about 15 whether it was a valid request? 10:03:14 16 A. Yes. It I believe said immediately, 17 which is not the practice. And generally when we 18 receive requests, we prepare a schedule by tranche 19 as to what might be available for redemption. 20 Q. Who was this discussion with about 10:03:35 21 whether it was a valid request? 22 A. I don't know if there was really a 23 discussion around whether it was a valid request. 24 It came in, we looked at it, and we tried to 25 figure out what to do with it. 10:03:52 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080750 Page 31 1 Hubsher - Confidential 2 Q. Well, who was the "we"? 3 A. Well, I think -- let me think about 4 this for a minute. I would imagine -- but I'm not 5 positive -- that Dan, David, and Lawrence had some 10:04:08 6 conversation around it. And they would then have 7 asked what the schedules were. 8 Q. Who would they have asked? 9 A. Me and my team. 10 Q. So do you recall participating in a 10:04:35 11 discussion with Mr. Zwirn and Mr. Lee and Lawrence 12 about whether it was a valid request or -- 13 A. No, not around whether it was a valid 14 request. It said something about being immediate, 15 which just isn't the terms of the -- of the fund. 10:04:49 16 Q. Did the people within the investor 17 relations department have any discussion about 18 Mr. Epstein's request? 19 A. No. 20 Q. You said that generally when you got 10:05:09 21 requests for redemption you would prepare a 22 schedule to see what was available for redemption; 23 is that right? 24 A. Yes. 25 Q. So what would typically happen if 10:05:25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080751 Page 32 1 Hubsher - Confidential 2 Mr. Zwirn or someone got a request, they would ask 3 the investor relations then to prepare the 4 schedule? 5 A. Yes. 10:05:34 6 Q. Prior to Mr. Epstein's $80 million 7 request, how many requests for redemptions had 8 been made while you were even at the fund? 9 A. Good question. 10 Q. Had there been any? 10:05:51 11 A. Not -- I'm actually not sure of the 12 timing. That would be our practice. 13 Q. As the investor relations person, do 14 you recall what decision was made about how to 15 deal with Mr. Epstein's $80 million request? 10:06:21 16 A. About a day or two or three or, you 17 know, a short while after it was received, we were 18 told that there was a focus now on helping 19 Mr. Epstein with a tax issue and that the request 20 was not really going to be pursued because there 10:06:48 21 was going to be work on the tax issue and as a 22 quid pro quo they would remove the request to 23 withdraw their 80 million immediately. 24 Q. Who told you that? 25 A. I believe David Lee. It might have 10:07:10 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080752 Page 33 1 Hubsher - Confidential 2 been Dan. 3 Q. Mr. Lee or Mr. Zwirn's telling you that 4 the withdrawal request had in effect been 5 withdrawn or wasn't going to be pursued in return 10:07:29 6 for the fund helping Mr. Epstein with the tax 7 issue, that information was conveyed to you within 8 days of receiving the request itself? 9 A. I'm not a hundred percent certain, but 10 shortly after. 10:07:44 11 Q. So after you were told that by Mr. Lee 12 or Mr. Zwirn, did you do anything else about 13 Mr. Epstein's request? 14 A. No. 15 Q. Did you understand or did anyone 10:07:56 16 explain to you what the tax issue was that the 17 fund was going to help Mr. Epstein with? 18 A. No. I think it had to do with New York 19 State tax. 20 Q. Mr. Epstein had put in writing that he 10:08:20 21 wanted this $80 million. You'd seen that request. 22 A. Yes. 23 Q. Did you ever see in writing anything 24 from the fund back to him that said, We understand 25 your request has been withdrawn, or something to 10:08:34 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080753 Page 34 1 Hubsher - Confidential 2 that effect? 3 A. Everyone was very careful not to write 4 anything that had to do with the taxes or anything 5 related to it. So I would be surprised if 10:08:46 6 anything would have been written of that nature. 7 Q. Well, if an investor makes a request 8 for $80 million in writing, would it be the fund's 9 practice typically to respond in writing to that 10 request in some fashion? 10:09:09 11 MR. ARFFA: Objection to form. 12 You may answer. 13 A. Well, as you said, there hadn't been 14 any before, but even afterwards we would not 15 necessarily put something in writing, especially, 10:09:25 16 as I understood it, there was a dialogue ensuing, 17 and that often happened with withdrawals and 18 didn't go into writing. 19 Q. I guess my question is did you ask 20 anyone, Do we need to respond in writing to 10:09:42 21 Mr. Zwirn -- or Mr. Epstein or inquire why -- what 22 the fund was going to do about the request. 23 A. I did not. 24 Q. You just had been told by Mr. Zwirn or 25 Mr. Lee, one of them, that it had been -- 10:09:56 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080754 Page 35 1 Hubsher - Confidential 2 Mr. Epstein was going to withdraw it or not pursue 3 it because he had had this discussion about 4 solving this tax problem? 5 A. And they were in continued dialogue 10:10:05 6 with him over several issues. 7 Q. Great. 8 At some point in time afterwards, did 9 you hear that Mr. Epstein still wanted his money 10 back? 10:10:17 11 A. No, not for a long while. 12 Q. But at some point did you then learn 13 that he did want his money back? 14 A. When over a year later there was some 15 other correspondence about it. 10:10:30 16 Q. Your recollection is it was almost a 17 year later before Mr. Epstein -- 18 A. Yes. 19 Q. -- started asking for his money back 20 again? 10:10:39 21 A. Yes. 22 Q. And what was your recollection about 23 how he asked for or what he asked for a year later 24 after the $80 million request? 25 A. I believe he was asking to withdraw his 10:10:52 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080755 Page 36 1 Hubsher - Confidential 2 balances, or there was some discussion about -- 3 maybe the 80 million resurfaced. I actually -- 4 I'm not sure. 5 Q. Did you have any discussions ever with 10:11:07 6 Mr. Epstein or any of his representatives about 7 what his withdrawal rights were, while you worked 8 at Zwirn? 9 A. No. 10 Q. What were the withdrawal rights of 10:11:27 11 investors in the Zwirn domestic fund as of 12 2006/2007, the best of your recollection? 13 MR. ARFFA: Objection to form. 14 But you can answer. 15 A. Well, the withdrawal rights changed at 10:11:48 16 the end of -- in the middle of 2005. So in 2006 17 you -- if you were an investor after May -- I 18 think it was -- 19 Q. I actually asked you a poor question. 20 What I'd like to know is what were the 10:12:06 21 withdrawal rights of the various investors in the 22 domestic fund, not the -- I understand the current 23 rights in 2006 may have been different. But there 24 were investors with various types of rights. I 25 just want to know what your best recollection is 10:12:18 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080756 Page 37 1 Hubsher - Confidential 2 of what all the rights were. 3 MR. ARFFA: Objection to form. I'm 4 confused by that. Do you mean -- 5 MR. SUSMAN: I'll ask another question. 10:12:27 6 MR. ARFFA: She said it changed, but as 7 between -- at a certain point. 8 Q. As of 2006 there were two-year 9 investors, three-year investors, and one-year 10 liquidity plus investors; right? 10:12:37 11 A. That's right. 12 Q. Can you explain to me what those 13 various withdrawal options were and how they 14 worked? 15 A. Sure. For two-year investors with 120 10:12:44 16 days' notice, they were able to withdraw at the 17 then current NAV on the quarter end following the 18 two-year anniversary; and every two years 19 thereafter, with 120 days' notice they could 20 withdraw for the NAV of that quarter end. 10:13:09 21 For the three-year investors, it was 22 essentially the same only it was every three 23 years, rolling. 24 And for the one-year plus with 120 25 days' notice, they could withdraw at the end of 10:13:23 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080757 Page 38 1 Hubsher - Confidential 2 every calendar year, but the investment 3 essentially rolled off over time as investments 4 were realized. 5 Q. You say that they could withdraw on the 10:13:40 6 two-year anniversary. The two-year anniversary of 7 what, for the two-year investors? 8 A. Of the subscription. For each 9 subscription, they would have a two-year window 10 with 120 days' notice they could get their money 10:13:53 11 out based upon the quarter end following the 12 two-year anniversary. And then that quarter end 13 every two years thereafter with 120 days' notice, 14 they could withdraw. 15 Q. And what is it that they could 10:14:08 16 withdraw? 17 A. They could withdraw that subscription, 18 the current value of that subscription, at that 19 date. 20 Q. Your understanding of the withdrawal 10:14:20 21 rights -- 22 A. Yes. 23 Q. -- where did you get it from? 24 A. From the practice of the firm, from the 25 expectation of the investors, from the documents. 10:14:32 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080758 Page 39 1 Hubsher - Confidential 2 Q. And how did you learn the practice of 3 the firm? 4 A. Through the accounting team, through 5 the -- through the practice. We would look 10:14:46 6 through and figure out what subscription was 7 available for redemption. We would check with 8 accounting to make sure that they agreed. And 9 then we would determine the redemption amount and 10 whether or not a redemption request was valid. 10:15:04 11 Q. Did you ever yourself go and look at 12 the limited partnership agreement to see if the 13 description of the redemption rights there matched 14 your understanding of the practice of the firm? 15 A. I have read the descriptions. 10:15:17 16 Q. Was there ever any discussion internal 17 to Zwirn about whether the withdrawal rights or 18 withdrawal window applied to the entire capital 19 account as opposed to a tranche-by-tranche 20 approach? 10:15:39 21 A. No, with the exception of when it was 22 brought up after the fact with Jeffrey Epstein. 23 So in the context of the questions that he asked. 24 Q. So as I understand it, you're saying 25 the only time it came up is when Mr. Epstein took 10:15:55 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080759 Page 40 1 Hubsher - Confidential 2 the position -- 3 A. Yes, that's correct. 4 Q. -- as to how the withdrawal rights 5 work, it should apply to the capital account? 10:16:05 6 A. Yes. 7 Q. What I'm asking is do you recall 8 whether there was ever any discussion within the 9 firm that applying the withdrawal rights to the 10 entire capital account was a plausible 10:16:13 11 interpretation of the withdrawal rights. 12 MR. ARFFA: Objection to form. 13 You may answer. 14 A. No, not that I recall. 15 Q. Was there ever any discussion or 10:16:23 16 consideration of adopting an interpretation of the 17 withdrawal rights so that it applied to the entire 18 capital account? 19 A. No. 20 MR. ARFFA: I was going to object to 10:16:38 21 form. 22 Give me a minute, by the way, to object 23 if I'm going to. 24 THE WITNESS: Okay. 25 (Pause.) 10:17:17 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080760 Page 41 1 Hubsher - Confidential 2 Q. Let me, before I turn to the 3 documents -- as part of your job as an investor 4 relations person, have you had discussion with 5 investors in the domestic fund about Mr. Epstein's 10:17:25 6 claim that he is entitled to $80 million or more? 7 A. We had discussions about a request for 8 a withdrawal by an investor. I don't recall if we 9 said it was 80 million at the time. 10 Q. The discussions that you're talking 10:17:50 11 about, when did they take place? 12 A. As the fund was winding down and it 13 became clear that it was an open item. 14 Q. Have you had discussions about this 15 arbitration with investors in the fund? 10:18:06 16 A. Since the arbitration began, we have 17 disclosed that there is an arbitration. 18 Q. I understand in some of the written 19 materials that have been sent to investors there 20 was a discussion. 10:18:25 21 A. And we've said it in words as well. 22 MR. ARFFA: Again, wait until he 23 finishes with the question. 24 Q. And what discussions have you had with 25 investors about this arbitration? 10:18:32 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080761 Page 42 1 Hubsher - Confidential 2 A. If they have asked, we -- I -- I have 3 generally spoken with them and explained that 4 there is an arbitration, it's still open, and 5 there are no -- no resolution at this point in 10:18:48 6 time. 7 Q. And how much money have you explained 8 to them is at stake? 9 A. They're aware that the original 10 settlement was 45 million and that the arbitration 10:18:59 11 is somewhere between 140 and zero. 12 Q. How many investors would you say have 13 called you and asked questions about it, aside 14 from whatever written materials they've gotten? 15 A. Well, it's hard to estimate. I get 10:19:24 16 asked questions frequently over time 17 Q. In particular about this dispute? 18 A. Yes. 19 (Exhibit 31, e-mails, marked for 20 identification.) 10:19:49 21 Q. I'm going to show you what I've marked 22 as Exhibit 31. Exhibit 31 is -- the first page, 23 it's an e-mail from Cara Howe to David Lee and 24 yourself on October 18th, 2006. 25 And what is Cara Howe? 10:20:41 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080762 Page 43 1 Hubsher - Confidential 2 A. Cara is a member of the investor 3 relations team. 4 Q. She worked for you? 5 A. Yes, she did. 10:20:47 6 Q. You can see where it's forwarded from 7 Mr. Lee, this e-mail. The attachment has actually 8 got a name: Cashflows 10.03.06. 9 A. Oh, it is an attachment? 10 Q. Well, there is an attachment. 10:21:13 11 A. Right. It was forwarded. Okay. 12 Q. Do you recall what the purpose of this 13 analysis was? 14 A. We did this frequently just so that the 15 management team knew what potentially could be 10:21:24 16 redeemed at any -- any point in time. 17 Q. Well, when you said you did it 18 frequently, this was done in October of 2006. 19 A. Yes. 20 Q. Had it been done -- apparently as of 10:21:39 21 October 3rd, 2006. Had it been done, to your 22 knowledge, at any time prior to this analysis 23 while you were -- during your month-and-a-half 24 tenure? 25 A. I'm aware that it was done prior. I 10:21:54 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080763 Page 44 1 Hubsher - Confidential 2 can't remember if it was through my tenure. But 3 there was a report that had been provided over a 4 period of time that I'm aware of, even before I 5 joined. 10:22:06 6 Q. Was there any discussion within the 7 fund during mid-October 2006 about concern that 8 investors might start redeeming in some 9 significant number? 10 A. I don't recall exactly, but if we're 10:22:28 11 making calls, it's possible. 12 Q. It was a concern that, in response to 13 hearing about Mr. Gruss being fired, some 14 investors might start asking for their money back? 15 MR. ARFFA: Objection to form. The 10:22:39 16 question is do you actually recall there being 17 such a concern at that time. 18 A. I don't recall that. 19 Q. You say the analysis was done 20 regularly -- strike that. 10:22:57 21 If you could, look at page 3 of Exhibit 22 31. It's a graph that shows money that's 23 available for redemption. 24 MR. ARFFA: Could you give the Bates 25 stamp, because -- 10:23:22 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080764 Page 45 1 Hubsher - Confidential 2 MR. SUSMAN: Yes. DBZOCO FTC 4268. 3 Q. It shows that there's a huge amount of 4 money that's available to be redeemed on September 5 of 2007. 10:23:42 6 A. Yes. 7 Q. The reason for that is because of the 8 one-year liquidity plus money? 9 A. Correct. 10 Q. One didn't have to prepare a redemption 10:23:51 11 schedule to know that a large portion of the money 12 invested in the fund was this one-year liquidity. 13 Is that -- it was common knowledge, wasn't it, in 14 the fund? 15 MR. SCHWARTZ: Objection. 10:24:02 16 MR. ARFFA: Objection to form. You may 17 answer. 18 A. Yes, I'm sure that people knew that 19 December -- December of every year would be a 20 larger number. 10:24:10 21 Q. So even though the firm had these 22 long-term lockups, in fact an overwhelming 23 majority of the money was subject to a one-year 24 lockup; right? 25 MR. SCHWARTZ: Objection to form. 10:24:26 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080765 Page 46 1 Hubsher - Confidential 2 MR. ARFFA: Objection to form. 3 You may answer. 4 A. Well, the one-year lockup was actually 5 quite a long -- a long redemption, because there 10:24:32 6 was no cash that was required to be paid out at 7 all and the -- it was a perfect asset-liability 8 match there. 9 So no new investments would be made for 10 those investors, and the portfolio that they held 10:24:50 11 would roll off as cash was generated. So it was 12 actually a redemption option that did not require 13 any cash come out of the portfolio. 14 Q. I understand that it didn't have 15 liquidity in the sense that you could be paid 10:25:07 16 cash. But as cash became available under the 17 one-year liquidity option, it was paid out to 18 investors? 19 A. As the specific investments rolled off, 20 then it would be paid out. 10:25:21 21 Q. It allowed you to ask for your money 22 back every year, although it was unclear when you 23 would actually get the money? 24 A. Correct. It wouldn't require the sale 25 of any assets. 10:25:33 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080766 Page 47 1 Hubsher - Confidential 2 Q. It could be a month or a year? 3 A. Or two or three. 4 MR. SCHWARTZ: Objection to form. 5 (Exhibit 32, document, marked for 10:25:55 6 identification.) 7 Q. I show you Exhibit 32. Do you recall 8 ever seeing Exhibit 32 before? 9 MR. ARFFA: Again, Harry, just so we're 10 clear, we obviously still are still taking the 10:26:14 11 position this is confidential. So to the 12 extent I forget to designate anything on the 13 transcript, I want to be clear we're 14 designating this document and the conversation 15 about it as confidential. 10:26:26 16 A. Yes, I have. 17 Q. Did your department maintain this? 18 A. Yes. 19 Q. Who in your department would have 20 maintained it? 10:26:34 21 A. I think Kelly Anderson. 22 Q. It's got up here on the -- there's some 23 columns. One says DB, and one says PG. Do you 24 know what those stand for? 25 A. Oh, yes, I do. A discussion around 10:26:51 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080767 Page 48 1 Hubsher - Confidential 2 Perry Gruss, his separation; and then there was an 3 issue around one of the traders, David Becker, who 4 was involved in an SEC investigation. 5 Q. If you look in the parentheticals 10:27:13 6 I'm sorry, under the column has contact been made 7 re PG since 10/11, there is an indication that 8 says yes and then there's -- it says, exact notes 9 in WG. 10 What is WG? 10:27:30 11 A. That's the client relationship 12 management database. 13 Q. But what does WG stand for? 14 A. I can't remember the first one, but 15 it's something gardener, guard -- I can't 10:27:42 16 remember. I just can't remember. 17 Q. And so would you -- was it your 18 practice to record from these conversations -- it 19 says, exact notes in WG -- to record some kind of 20 exact notes of the conversation in the database? 10:28:04 21 MR. ARFFA: Objection to form. 22 You may answer. 23 A. It says that's what we did, so that's 24 what we did. 25 Q. So, for example, if you look down under 10:28:13 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080768 Page 49 1 Hubsher - Confidential 2 Financial Trust Company, Jeffrey Epstein, go 3 across that line, and it says, yes, DZ spoke with 4 or left message - exact notes in WG? 5 MR. SCHWARTZ: Can you show us where 10:28:27 6 the line is? 7 MR. SUSMAN: It's like probably about 8 10 lines down, 12 lines. The easiest way to 9 find it is look for a number that says 123 10 million in the investment column. 10:28:37 11 A. Okay. 12 Q. See Financial Trust? 13 A. Yep. 14 Q. You follow that across? 15 A. Yep. 10:28:43 16 Q. DZ spoke with or left message - exact 17 notes in WG. 18 A. Uh-huh. 19 Q. So there should be some exact notes of 20 that conversation in some database, if that's 10:28:52 21 what's recorded here? 22 A. Yep. 23 Q. Okay. And can you tell from this -- it 24 just says DZ spoke with or left a message, no 25 indication of your participation, but you did 10:29:07 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080769 Page 50 1 Hubsher - Confidential 2 participate? 3 A. I listened, yes. 4 Q. Yes. And you would have been the 5 person taking the notes, I presume? 10:29:13 6 A. Yes. 7 Q. Do you know why it says -- 8 A. Well, Dan might have taken notes. I'm 9 not sure. 10 Q. Then it says -- I assume -- would you 10:29:18 11 have been the person to have entered the notes 12 into the database? 13 A. I think Kelly might have. 14 Q. Then it says under those columns, DB 15 and PG. Under PG there's a yes, and I gather that 10:29:30 16 means that Mr. Epstein was told about Perry Gruss? 17 A. Right. 18 Q. Do you recall why there's a no under 19 the DB column? 20 A. The David Becker, generally it wasn't 10:29:42 21 an outreach of calls. If investors called in, 22 we -- there wasn't a concerted effort to call 23 about it. 24 MR. SUSMAN: Okay. Why don't we take a 25 break. 10:29:56 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080770 Page 51 1 Hubsher - Confidential 2 THE VIDEOGRAPHER: The time is 10:31 3 a.m. This ends Tape 1 in the videotaped 4 deposition of Elise Hubsher. We are off the 5 record. 6 (Recess taken from 10:31 to 10:47.) 7 THE VIDEOGRAPHER: The time is 10:47 8 a.m. This begins Tape 2 in the videotaped 9 deposition of Elise Hubsher. We are on the 10 record. 11 (Exhibit 33, document, marked for 12 identification.) 13 Q. I show you Exhibit 33. Do you recall 14 seeing this document before? 15 MR. ARFFA: Again, just the same 16 designation as confidentiality. 17 A. Yes. 18 Q. Do you recognize the handwriting? 19 A. Yes. 20 Q. Whose handwriting is it? 21 A. Dan's. 22 Q. All of this you recognize as being 23 Dan's handwriting: Some of it says all dates off 24 by one? 25 A. Yeah. 10:30:07 10:46:25 10:46:49 10:47:00 10:47:22 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080771 Page 52 1 Hubsher - Confidential 2 Q. Is that what you recognize as being 3 Dan's too? 4 A. That could be different, but the 5 other -- everything else looks like Dan's. 10:47:28 6 (Exhibit 34, contact sheet by investor, 7 marked for identification.) 8 Q. I show you Exhibit Number 34. Do you 9 recognize Exhibit 34? I realize it's a little bit 10 tough to understand because almost all of it has 10:48:10 11 been redacted. 12 A. I think I do. It's hard -- hard to 13 know. 14 Q. Do you recognize the -- oh, I'm sorry. 15 Well, what do you recognize Exhibit 34 as? 10:48:39 16 A. It would be a contact sheet by 17 investor. 18 Q. Would this have been for the second set 19 of investor calls? 20 A. It probably is. It's really hard for 10:48:52 21 me to tell. 22 Q. Down on the first page, there's an 23 entry for Financial Trust Company, and then there 24 is some handwriting. Can you recognize that 25 handwriting? 10:49:06 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080772 Page 53 1 Hubsher - Confidential 2 A. That's tough. 3 Q. Okay. 4 A. It would probably be easier if I saw a 5 bunch of them. It could be mine, but I'm not 10:49:18 6 sure. 7 Q. Would you have had a sheet like this in 8 front of you as you were listening to the calls? 9 A. Yes. 10 (Exhibit 35, document, marked for 11 identification.) 12 Q. I show you Exhibit 35. Exhibit 35, do 13 you recognize the handwriting on this as Dan 14 Zwirn's handwriting? 15 A. Yes. 10:50:24 16 Q. Great. 17 As with the first set of calls and the 18 second set of calls when you listened, would you 19 take notes and would those notes have been entered 20 into the database? 10:50:44 21 A. Likely. 22 (Exhibit 36, second amended and 23 restated limited partnership agreement for 24 domestic fund, marked for identification.) 25 Q. Exhibit 36. 10:51:07 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080773 Page 54 1 Hubsher - Confidential 2 (Discussion off the record.) 3 Q. Do you recognize Exhibit 36 as the 4 second amended and restated limited partnership 5 agreement for the domestic fund? 10:51:36 6 A. Yes. 7 Q. If you could turn to page 19 of the 8 document. It's BRF 193 is the Bates number, 9 Section 9.1. I think you told me earlier that 10 your understanding of the withdrawal rights was 10:51:59 11 based in part at least on a review of the limited 12 partnership agreement; is that right? 13 A. Yes. 14 Q. Can you tell me what are the languages 15 in 9.1 that would tell an investor, a two-year 10:52:16 16 investor, that they could withdraw on a tranche- 17 by-tranche basis as opposed to withdrawing their 18 entire capital account? 19 MR. ARFFA: I'm going to object to the 20 form. She's not a lawyer. 10:52:32 21 But you can do your best with the 22 question, if you can. 23 (Pause.) 24 A. Well, just within the portion that 25 describes the withdrawal of the two-year. So it 10:53:56 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080774 Page 55 1 Hubsher - Confidential 2 says withdrawal of a capital account can be made 3 not less than 120 days prior to written notice to 4 the general partner as of the last business day of 5 the calendar year quarter ending at least two 10:54:14 6 years after they initially purchased the interest. 7 Q. What language in there would tell an 8 investor that what they could withdraw was their 9 particular investment plus its appreciation as 10 opposed to withdrawing the entire capital account? 10:54:33 11 MR. ARFFA: Objection to form. 12 A. You know, I haven't really spent a lot 13 of time dissecting this, but I can tell you what 14 the practice has been and how it's been 15 interpreted. And I can also use my experience 10:54:48 16 with Northwater and other funds. 17 The withdrawals generally apply to each 18 tranche as it's invested, and each tranche is 19 has its own withdrawal rights based on the 20 subscription date. And that's generally the case 10:55:09 21 because once you invest the fund manager needs to 22 know that they have the money to invest for that 23 period of time. 24 Q. I understand all those bases for your 25 understanding of the withdrawal rights. What I'm 10:55:29 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080775 Page 56 1 Hubsher - Confidential 2 asking is is there anything in the language itself 3 in the agreement that you relied on to -- 4 MR. SIFFERT: Asked and answered. 5 Q. -- reach your understanding. 10:55:40 6 MR. SIFFERT: Asked and answered. 7 Q. If so, please point the language out. 8 MR. SIFFERT: She just did. 9 MR. ARFFA: Objection to form. She did 10 read the language that she believes applied. 10:55:50 11 If you want her to read it again, she can read 12 it again into the record. 13 A. I can read it again. Let's see. 14 Complete withdrawal of the limited partner's 15 capital account may be made on not less than 120 10:56:07 16 days' prior written notice to the general partner 17 as of the last business day of the calendar year 18 quarter ending at least two years after the 19 limited partner initially purchased interest and 20 as of each second anniversary of that date thereof 10:56:23 21 provided. 22 Q. Did the fund maintain capital 23 accounts -- 24 MR. ARFFA: "Thereafter," I think she 25 meant, instead of "thereof." 10:56:37 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080776 Page 57 1 Hubsher - Confidential 2 THE WITNESS: "Thereafter," I'm sorry. 3 Q. Strike that. 4 Did the fund maintain capital accounts 5 on an investment-by-investment basis as opposed to 10:56:46 6 investor-by-investor? 7 MR. ARFFA: Objection to form. 8 You may answer. 9 A. There -- there is -- each tranche, each 10 subscription, is followed separately, noting which 10:56:59 11 investor that belonged to. So there would be an 12 investor, and they may have had several 13 subscriptions. Each subscription was tracked 14 separately in order to properly track withdrawals 15 and incentive fees. 10:57:16 16 Q. Did you ever see a document that showed 17 capital accounts reported to investors on an 18 investment-by-investment basis or tranche-by- 19 tranche basis? 20 MR. ARFFA: Objection to form. 10:57:29 21 You may answer. 22 MR. SIFFERT: Other than what she's 23 testified. 24 A. The -- the quarterly account statements 25 for onshore investors summed up each subscription, 10:57:39 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080777 1 2 3 Hubsher - Confidential and the account statement was provided, as a total. Page 58 4 Q. Was there ever, to your knowledge -- 5 strike that. 6 Did the fund to your knowledge ever 7 create and record loss recovery accounts for any 8 investor? 9 A. I'm not familiar with a loss recovery 10 account. 10:58:06 11 (Exhibit 37, PowerPoint presentation, 12 marked for identification.) 13 Q. Let me show you Exhibit 37. Exhibit 37 14 appears to be a PowerPoint presentation that 15 describing the Zwirn fund. 10:58:45 16 A. Yes. 17 Q. Is that fair? 18 A. Yes. 19 Q. My question is is this sort of a -- 20 when you would make presentations to investors, 10:58:53 21 would you use this particular PowerPoint 22 presentation or did you adapt it for a particular 23 investor. 24 MR. ARFFA: Objection to form. 25 You may answer. 10:59:02 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080778 Page 59 1 Hubsher - Confidential 2 A. There was one presentation book. This 3 was -- this was I believe it. I haven't looked 4 through the whole thing but... 5 Actually, there were two forms of it. 10:59:15 6 One was for an investor, and one was for a 7 noninvestor. And the one for the noninvestors did 8 not have offering terms. 9 Q. After, say, October of 2006, did you 10 make presentations to prospective investors in the 10:59:36 11 fund? 12 A. Yes. 13 Q. There were people still interested in 14 investing even after that point in time? 15 A. Yes. 10:59:46 16 Q. When you would make the presentation, 17 would you put like the actual date of the 18 presentation and the person's -- investor's name 19 on it, the PowerPoint, before you made the 20 presentation? 10:59:56 21 A. Not necessarily. 22 Q. You would just use a version of Exhibit 23 37, in effect? 24 A. Yes. 25 Q. Okay. 11:00:03 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080779 Page 60 1 Hubsher - Confidential 2 (Exhibit 38, document, marked for 3 identification.) 4 Q. Let me show you what we're marking as 5 Exhibit 38. Have you seen this Exhibit 38, this 11:00:22 6 document, before? 7 A. I believe so, yes. 8 Q. Do you recall receiving it back in 9 November of 2006? 10 A. Not specifically. 11:00:55 11 Q. Did Mr. Lee explain to you why he was 12 asking for Mr. Epstein's redemption schedule? 13 A. Well, I don't recall whether this was 14 before or after the request for the 80 million, 15 so -- I don't recall the timing. 11:01:23 16 Q. Let me show you Exhibit 5, previously 17 marked. You recognize Exhibit 5 as the $80 18 million request? 19 A. Yes. 20 Q. If you turn, I think, to the next page 11:01:54 21 of Exhibit 5, you'll actually see a fax 22 transmission that has a time on it, 1809. 23 A. Uh-huh. 24 MR. ARFFA: You have to verbalize the 25 answer. Say "yes" if it's "yes." 11:02:12 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080780 Page 61 1 Hubsher - Confidential 2 A. Yes, I see it. 3 Q. Does looking at that refresh your 4 recollection as to whether or not this request 5 from Mr. Lee to get Mr. Epstein's redemption 11:02:19 6 schedule actually came before the $80 million 7 request was sent? 8 A. That's clear from the time stamps, yes. 9 Q. I think you testified earlier that when 10 you saw the $80 million request it was in writing 11:02:34 11 that was the first you had gotten any indication 12 Mr. Epstein wanted to withdraw money? 13 A. That was my recollection. 14 Q. Do you have any recollection of being 15 asked earlier in the day for redemption schedules 11:02:49 16 or any sort of discussions about what 17 Mr. Epstein's redemption rights were prior to 18 receiving the request? 19 A. I don't recall, but clearly I was -- we 20 were asked to prepare a schedule. 11:03:03 21 Q. And if you look at Exhibit 5, that's 22 just the request itself right there. 23 A. Yes. 24 Q. I think you said you got it and read 25 it. 11:03:18 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080781 Page 62 1 Hubsher - Confidential 2 A. Yes. 3 Q. The first line says, As per our 4 conversation, I hereby instruct you to immediately 5 liquidate an interest in the amount of $80 11:03:29 6 million. 7 First of all, did you ask Mr. Zwirn 8 what the conversation was that was being alluded 9 to? 10 A. Not that I recall. 11:03:41 11 Q. You said that you found the request odd 12 because it said immediately. 13 A. Yes. 14 Q. Anything else about it that you found 15 odd or unusual? 11:03:54 16 A. No. He was asking for 80 million 17 immediately and to wire proceeds. So that's 18 unusual. 19 Q. What's unusual, I'm sorry? 20 A. To ask for an immediate liquidation of 11:04:21 21 an interest and to wire immediately. So that 22 certainly was unusual. 23 Q. Is there anything about the form of the 24 request that made it objectionable to you or 25 caused you concern? 11:04:46 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080782 Page 63 1 Hubsher - Confidential 2 MR. ARFFA: Well, objection to form. 3 MR. SCHWARTZ: Objection to form. 4 A. It was a request -- 5 MR. ARFFA: When you say "form," are 11:04:54 6 you including the amount; or are you not 7 talking about the amount, you're just talking 8 about the sort of format? 9 Q. It's on a fax memo. Is there 10 anything -- is it your understanding that 11:05:04 11 Mr. Epstein, in order to make a request, had to 12 fill out some particular form? 13 A. Oh, sure. The -- the valid form of 14 redemption was to fill out -- there were special 15 documents for redemptions. 11:05:17 16 Q. And investors would in fact send in 17 requests in letters asking for money from time to 18 time? 19 A. Generally in e-mail. 20 Q. Right. And then you would typically, 11:05:27 21 what, send them back the correct form? 22 A. We would probably call them. 23 Q. And tell them, Hey, you need to send it 24 in in this correct form? 25 A. We would ask them about the request, 11:05:37 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080783 Page 64 1 Hubsher - Confidential 2 and then we'd, you know, go through what the form 3 was and suggest that they fill it out. 4 Q. How would an investor know that you -- 5 you said there was a required form? 11:05:49 6 A. Uh-huh. 7 Q. How would an investor know that there 8 was a required form? 9 A. It's part of the document package when 10 you invest. So many investors are aware of that 11:05:58 11 and fill out the form, and others, when a request 12 comes in, we would call and inform them of it. 13 Q. And why is it that you never -- didn't 14 call Mr. Epstein back up and say, Hey, you need to 15 use the required form to make this request? 11:06:18 16 A. Well, the dialogue was with the senior 17 managers. And as I stated before, shortly after 18 this came in, we, in my group, had understood that 19 it was a request that was going to be withdrawn or 20 had been withdrawn because of the quid pro quo on 11:06:35 21 the tax issue. 22 (Exhibit 39, document, marked for 23 identification.) 24 Q. Exhibit 39. You recognize Exhibit 39 25 as Ms. Howe putting together the redemption 11:07:01 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080784 Page 65 1 Hubsher - Confidential 2 request -- or redemption schedule of FTC that 3 Mr. Lee had just requested you get? 4 MR. ARFFA: Just again I note for the 5 record that we would designate this as 11:07:18 6 confidential as well, because it includes 7 other investors on it. 8 A. Yes. 9 Q. Do I understand correctly that you 10 didn't necessarily have a redemption schedule 11:07:43 11 handy for an investor; you went and prepared it if 12 there was a request? 13 A. Yes. 14 Q. And Mr. Arffa points out that there 15 are -- in the schedule itself there are additional 11:07:56 16 investors listed. 17 Do you know why Arden Alternative 18 Advisors is listed here? 19 A. I don't. It was probably a broader 20 request. 11:08:08 21 Q. And then under the categories it's got 22 subscription and then additional contribution. 23 What is the difference? 24 A. The subscription is an initial 25 subscription, and all subscriptions thereafter 11:08:23 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080785 Page 66 1 Hubsher - Confidential 2 were additional. 3 Q. Who was responsible for maintaining 4 this debt information? 5 A. Well, the account group maintained it 11:08:36 6 on their databases, and we created a tracking 7 system as well so that we could answer questions 8 for investors. 9 Q. Who is in charge of the accounting 10 group that maintained this information? 11:08:50 11 A. Well, initially Perry Gruss, and 12 thereafter Bob Sumberac. 13 Q. Did you ever endeavor to check the 14 information you were getting from the accounting 15 group that make sure it was accurate? 11:09:04 16 A. Yes. We actually created a product and 17 engaged Veritas to make sure that the investor 18 relations database and the accounting database 19 were in sync. 20 Q. When was that done? 11:09:19 21 A. I don't recall whether it was 2007 or 22 2008. 23 Q. When you say that the information I 24 guess came originally from the accounting 25 department -- 11:09:47 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080786 Page 67 1 Hubsher - Confidential 2 A. Which information? 3 MR. ARFFA: Objection to form. 4 Q. That's what I'm trying to figure out. 5 What information would you get from the accounting 11:09:51 6 department and what information would the investor 7 relations department -- 8 A. This information -- 9 MR. ARFFA: Wait until he's finished. 10 A. Sorry. Okay. Would you repeat that? 11:10:01 11 Q. Would all of the information on the 12 schedule, the redemption schedule, have come from 13 the accounting department? 14 MR. ARFFA: Objection to form. 15 You may answer. 11:10:10 16 A. This information was generated from the 17 investor relations group. 18 MR. SIFFERT: Pointing to what exhibit? 19 THE WITNESS: I am pointing to Exhibit 20 39, as it relates to the tranches, the 11:10:25 21 different subscriptions, the redemption dates, 22 the initial investment amounts. Then the 23 information for the sum of the current values 24 of each subscription would have come from 25 accounting. 11:10:43 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080787 Page 68 1 Hubsher - Confidential 2 Q. Do you see on Exhibit 39 -- is it 39 or 3 40 that you're looking at? 4 A. Thirty-nine. 5 Q. Thirty-nine. Do you see a sum of the 11:11:01 6 current value -- 7 A. That's the total. 8 (Unintelligible discussion interrupted 9 by the reporter.) 10 Q. The total amount you would get from 11:11:09 11 accounting, you call it the sum of the investments 12 or it's also been the capital account value? 13 MR. ARFFA: Objection to form. 14 You may answer. 15 A. It would be the value that the account 11:11:19 16 statement would have as of 9/30/06. 17 Q. But other than that the rest of the 18 information, like the initial date of the 19 investment and liquidity, redemption date, that 20 would all come from investor relations? 11:11:37 21 A. On this form, yes. 22 Q. And would be maintained in some 23 investor relations database? 24 MR. ARFFA: Objection to form. 25 You may answer. 11:11:46 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080788 Page 69 1 Hubsher - Confidential 2 A. It was -- at this stage it was likely 3 developed from going to the subscriptions and 4 creating a spreadsheet for it, for this particular 5 purpose. 11:11:58 6 Q. Do you know why it is that you would 7 not have an investment value for each of the 8 tranches as opposed to just the total? 9 MR. ARFFA: Objection to form. 10 And when you say why is it that "you," 11:12:13 11 are you talking about her group? 12 MR. SUSMAN: This spreadsheet, why. 13 MR. ARFFA: She said the spreadsheet 14 does have the total. 15 A. What we had access to was simply the 11:12:24 16 subscription documents, which had the initial 17 investment amount for each subscription. And 18 that's what's on the form, reporting on a 19 quarterly basis was based on the total of the 20 current value of each subscription. 11:12:45 21 So the value is the sum of the values 22 of each subscription. 23 Q. And if somebody wanted to pull out 24 the -- say Mr. Epstein the April 1, 2002, 25 investment, $10 million, how do you know how much 11:13:03 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080789 Page 70 1 Hubsher - Confidential 2 he could withdraw? 3 A. I would ask accounting. 4 Q. And did accounting maintain those 5 numbers? 11:13:14 6 A. Yes. 7 Q. For each investment? 8 A. Yes, it had to because of both 9 withdrawals and incentive fees. 10 Q. Did you see the documents where 11:13:20 11 accounting maintained those numbers? 12 A. I saw spreadsheets. 13 Q. Were those spreadsheets regularly 14 created or were they something that was created 15 only when there was an issue about an investor 11:13:28 16 wanting to redeem? 17 A. It had to be -- 18 MR. ARFFA: Objection to form. 19 You may answer. Go ahead. 20 A. It had to be created -- it had to be 11:13:37 21 updated in order to create statements every 22 quarter. 23 Q. You mean a calculation -- I'm sorry. 24 You're saying -- are you saying that 25 you actually saw regularly documents that would 11:13:48 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080790 Page 71 1 Hubsher - Confidential 2 show the current value of each tranche? 3 A. I -- I don't overlook the accounting 4 group every quarter or every month, but I did 5 occasionally go and look at spreadsheets that were 11:14:01 6 updated. 7 (Exhibit 40, document, marked for 8 identification.) 9 Q. Let me show you Exhibit 40. Do you 10 recognize Exhibit 40 as you forwarding the 11:14:45 11 schedule that Mrs. Howe prepared to Dan Zwirn and 12 David Lee? 13 A. Yes. 14 (Exhibit 41, document, marked for 15 identification.) 11:15:02 16 Q. Let me show you Exhibit 41. 17 (Exhibit 42, document, marked for 18 identification.) 19 Q. And I'll show you Exhibit 42 as well. 20 (Pause.) 11:16:16 21 Q. Have you had a chance to take a look at 22 these exhibits, Ms. Hubsher? When you do, just 23 let me know. 24 A. Okay. I've looked at them. 25 Q. So did Exhibit 40, 41, and 42 refresh 11:16:52 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080791 Page 72 1 Hubsher - Confidential 2 your memory that during the day of the 13th you 3 were asked to prepare a redemption schedule for 4 FTC, you did -- your department did, you sent it 5 to Mr. Zwirn, later in the day you were apparently 11:17:05 6 asking to update the spreadsheet? 7 A. Yes. 8 Q. And then towards the end of the day 9 Mr. Zwirn even -- then asked you to adjust it, 10 each piece, for the growth that had been created, 11:17:21 11 which is Exhibit 42? It's the last one. 12 MR. ARFFA: Objection to the form. 13 A. Yes, I see he asked throughout the day 14 for information. 15 Q. He was asking for information about 11:17:44 16 FTC's redemption rights. This was all before the 17 actual $80 million request was sent? 18 MR. ARFFA: Objection to form. 19 You may answer. 20 A. Yes. 11:17:54 21 Q. What I'm really asking is do you 22 remember why all this activity was going on 23 regarding FTC's redemption rights. 24 A. I don't remember discussions, but we're 25 preparing redemption information. 11:18:11 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080792 Page 73 1 Hubsher - Confidential 2 Q. So it's still your memory that, again, 3 you're asking for information but the first time 4 you heard FTC actually wanted to withdraw money 5 was when you saw the request for 80 million? 11:18:24 6 A. That was my recollection, but... 7 Q. Does seeing these documents change your 8 recollection? Do you remember any discussions 9 prior to the $80 million request? 10 A. I don't remember them, but I see that I 11:18:38 11 prepared information so I just don't remember. 12 Q. I'm not trying to be tricky; I'm just 13 trying to get what you remember. 14 A. That's my memory. 15 MR. ARFFA: He is trying to trick you, 11:18:50 16 but that's okay. 17 MR. SUSMAN: I trick myself. 18 (Exhibit 43, document, marked for 19 identification.) 20 Q. I show you Exhibit 43. 11:19:07 21 (Pause.) 22 Q. Do you recall seeing Exhibit 43, or 23 receiving it? 24 A. I recall seeing it, yes. 25 Q. Is it something that you've seen 11:19:56 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080793 Page 74 1 Hubsher - Confidential 2 recently or do you have a memory of getting it at 3 the time? 4 MR. ARFFA: Exclude from your answer 5 anything we discussed. 11:20:06 6 THE WITNESS: Yeah. 7 MR. ARFFA: And I think you can answer, 8 though, do you recall this from the time, 9 Exhibit 43. 10 THE WITNESS: I do. I do recall it. 11:20:13 11 Q. What is it that you recall about 12 Mr. Beller asking and making inquiries in February 13 2007 about the capital account balance? 14 A. I recall that he spoke with Cara and 15 asked about the December capital balance, which 11:20:33 16 was not yet finalized. And I believe we 17 endeavored to give him an estimate, which we did 18 not like doing because we really hadn't calculated 19 the capital balance. So we would have indicated 20 that it was preliminary. 11:20:54 21 Q. And did Mr. Beller -- at some point, 22 then, you gave him a different valuation that was 23 more -- 24 A. At some point. There were several 25 revisions. Even -- even aside from the fact that 11:21:09 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080794 Page 75 1 Hubsher - Confidential 2 it was an estimate, there were several revisions 3 of the December number, for a variety of reasons. 4 So there would have been several numbers. 5 Q. And do you recall what Mr. Beller's 11:21:22 6 reaction was to the revisions in the number? 7 A. He was angry. 8 Q. And what was the reaction within Zwirn 9 to Mr. Beller being angry about the number -- the 10 capital balance number being revised? 11:21:39 11 MR. ARFFA: Objection to form. You may 12 answer. 13 A. Well, within investor relations, we 14 prefer that all communications with Mr. Seller go 15 through David Lee. And the reaction was to 11:21:52 16 explain to him why the revisions had occurred. 17 Q. And why is it that investor relations 18 decided that they would prefer if Mr. Lee dealt 19 with Mr. Seller? 20 MR. SCHWARTZ: Objection to form. 11:22:14 21 MR. ARFFA: Objection to form also. 22 But you may answer. 23 A. He was aggressive and belligerent, and 24 he was talking to junior people. So we felt it 25 would be more appropriate that he spoke with 11:22:29 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080795 Page 76 1 Hubsher - Confidential 2 David. 3 Q. Was he aggressive or belligerent to 4 you? 5 A. To my team, primarily. 11:22:37 6 Q. Did you actually speak with him? 7 A. I don't recall. I might have. 8 MR. ARFFA: At this point. 9 THE WITNESS: At this point, I don't 10 recall. I have had conversations with him. 11:22:51 11 Q. In the e-mail Ms. Howe reports that 12 Mr. Beller asked me to put this in writing and 13 told him I would discuss with others and get back 14 to him. 15 A. Uh-huh. 11:23:09 16 Q. And then in the second paragraph she 17 again says, I have explained to him that all the 18 numbers are preliminary, and once again he asked 19 for this in writing, which we have not provided. 20 A. Right. 11:23:20 21 Q. What was the reluctance to put the 22 explanation in writing to Mr. Beller? 23 MR. SCHWARTZ: Objection. 24 MR. ARFFA: Objection to form. 25 You may answer. 11:23:33 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080796 Page 77 1 Hubsher - Confidential 2 A. We were -- we generally don't give 3 estimates, and we felt that it would be best if he 4 communicated with -- with David Lee. We would -- 5 we would probably have been thoughtful about a 11:23:50 6 disclaimer -- if we were going to provide 7 estimates, we would be thoughtful about a 8 disclaimer. It would have taken quite some time 9 to come up with the right form to provide that 10 information. 11:24:04 11 Q. After this February 12th, 2007, e-mail 12 where Mr. Seller is asking for this preliminary 13 information, do you recall how it was Mr. Seller's 14 concerns were resolved? 15 MR. ARFFA: Objection to form. 11:24:31 16 But you may answer. 17 MR. SCHWARTZ: Objection to form. 18 A. I recall that David Lee had discussions 19 with Mr. Seller. 20 (Exhibit 44, e-mails, marked for 21 identification.) 22 Q. I show you Exhibit 44. This is an 23 e-mail from Mr. Lee in which you were cc'd early 24 on the morning of February 14th. So this is about 25 a day and a half after Exhibit 43. 11:25:25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080797 Page 78 1 Hubsher - Confidential 2 A. Okay. 3 Q. He's asking you for detailed redemption 4 roll-off schedule for Jeffrey Epstein. 5 Do you recall why he was asking -- 11:25:34 6 making this request? 7 MR. ARFFA: Objection to form. 8 You may answer. 9 A. In support of the request to redeem. 10 Q. What request to redeem? 11:25:42 11 A. I'm sorry, we're in February, not in 12 November. Sorry. 13 I don't recall whether it was the prior 14 or the new request for withdrawal, which came in 15 at this time. 11:26:13 16 (Exhibit 45, e-mails, marked for 17 identification.) 18 Q. Let me show you Exhibit 45. Exhibit 45 19 includes an e-mail that David Lee is forwarding to 20 various people, including yourself, at about 2 11:27:04 21 o'clock on February 14th. 22 A. Yep. 23 Q. And then attached is a letter. 24 You had testified earlier that you 25 thought Mr. Epstein, after making the $80 million 11:27:15 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080798 Page 79 1 Hubsher - Confidential 2 request a year later asked for all of his money 3 back. 4 A. Yes. 5 Q. Does looking at this refresh your 11:27:22 6 memory that -- 7 A. It was sooner. 8 Q. -- it was a couple months afterwards? 9 A. Yes. 10 Q. Again, my question is do you recall 11:27:30 11 anything between February 12th, when this e-mail 12 that Mr. Seller's upset about the capital 13 accounts, any discussions about Mr. Epstein 14 withdrawing his money or his capital account from 15 February 12th and when you received Exhibit 45 on 11:27:51 16 February 14th. 17 A. I don't recall. 18 Q. Obviously from Exhibit 44 there was 19 some -- Mr. Lee that morning was asking you on 20 February 14th to prepare a roll-off schedule. 11:28:07 21 A. Yes. 22 Q. Do you recall any discussions 23 internally that Mr. Epstein might be asking to 24 withdraw money again or anything of that sort, 25 other than being asked to prepare a roll-off 11:28:20 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080799 Page 80 1 Hubsher - Confidential 2 schedule? 3 A. I don't recall it. 4 Q. By the way, on Exhibit 45 who is Seth 5 Liebowitz? 11:28:37 6 A. He was internal counsel for D.S. Zwirn. 7 Q. By the way, when you say Mr. Liebowitz 8 was internal counsel, was there any particular 9 area that he provided advice about or was he just 10 generally a lawyer you would look to if issues 11:29:12 11 came up? 12 MR. ARFFA: Objection to form. 13 You may answer. 14 A. He focused more on the investor 15 documents as opposed to investments in the fund. 11:29:29 16 (Exhibit 46, document, marked for 17 identification.) 18 Q. I show you Exhibit 46. Who is 19 Anderson -- or Kelly Anderson? 20 A. She was an assistant on my team. 11:29:53 21 Q. The morning of February 14th, she's 22 asking you to call Seth Liebowitz re Financial 23 Trust Company. Do you recall what -- why you were 24 calling him or what you're being asked to call him 25 about? 11:30:13 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080800 Page 81 1 Hubsher - Confidential 2 MR. ARFFA: Well, careful here. If 3 he's an in-house lawyer and you had a 4 discussion with him, that would be privileged. 5 THE WITNESS: Privileged. 11:30:20 6 MR. ARFFA: So in answering the 7 question I don't want you to reveal anything 8 you actually discussed with Mr. Liebowitz. 9 THE WITNESS: I don't recall the 10 conversation, so that makes it easy, I guess. 11:30:30 11 MR. ARFFA: Okay. 12 (Exhibit 47, document, marked for 13 identification.) 14 Q. I show you Exhibit 47. Now, you've 15 written -- this is still February 14th. This is 11:31:19 16 9:37 in the morning. And you write to Mr. Lee and 17 Tallah Woykowski and you say, We are working on 18 this as we need the current numbers, I believe 19 that is, AB should provide this shortly. 20 A. Uh-huh. 11:31:43 21 MR. ARFFA: You have to verbalize your 22 answer. 23 A. Yes. 24 Q. What did you mean by "we need the 25 current numbers"? 11:31:48 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080801 Page 82 1 Hubsher - Confidential 2 A. You provided another exhibit that 3 suggested that Dan asked for updated values for 4 each of the investments. And as I said before, 5 the accounting team provides that. And AS is a 11:31:59 6 woman in the accounting group. So we were -- we 7 had asked for the numbers but had not yet received 8 them. 9 Q. In fairness, Mr. Zwirn had made that 10 request back in November of 2006. 11:32:16 11 A. Okay. Fair enough. 12 Q. Okay? 13 A. Yes. 14 Q. But here you are in February, and you 15 want the current numbers; right? 11:32:23 16 A. Yes. Well, they would have changed, 17 certainly. 18 Q. Do you recall whether you ever got the 19 current numbers back in November of 2006, current 20 values? 11:32:35 21 A. I believe we did, but I don't see them 22 in any of the e-mails here. 23 (Exhibit 48, e-mails, marked for 24 identification.) 25 Q. Let me show you Exhibit 48. This is an 11:32:47 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080802 Page 83 1 Hubsher - Confidential 2 e-mail February 14th, and Mr. Zwirn has asked you 3 to update for the total as well as appreciated 4 value for each tranche. 5 A. Uh-huh. 11:33:24 6 Q. And then Alisa -- 7 A. Butchkowski. 8 Q. Butchkowski -- the court reporter is 9 going to kill us -- provides them. If you look 10 attached to this, there is the spreadsheet that 11:33:38 11 has a number on it on the current values. It says 12 current tranche value, over 13 MR. ARFFA: What are you looking at? 14 Q. See the part that's shaded on page -- 15 on the spreadsheet at the top? It says current 11:34:02 16 tranche value. 17 A. Yes. It's hard to see that. Yes. 18 Q. Below it there's a whole bunch of 19 numbers. Do you know what that is? Do you have 20 any idea? 11:34:10 21 A. It's -- it's from accounting. I don't 22 know. 23 Q. Do you have any idea how accounting 24 derived the current tranche value? 25 A. No. I don't do the accounting. 11:34:21 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080803 Page 84 1 Hubsher - Confidential 2 Q. Do you have any idea whether this was a 3 calculation that accounting did specially for 4 Mr. Epstein in this request or was it something 5 that you think that accounting always maintained 11:34:35 6 regularly? 7 A. Well, it's clearly in answer to a 8 specific request, but there's no way for me to 9 know that. 10 (Exhibit 49, e-mails, marked for 11 identification.) 12 Q. I show you Exhibit 49. Exhibit 49 is 13 a -- I want to focus on your e-mail to David Lee, 14 Dan Zwirn, March 10th, 2007. It's the bottom 15 e-mail. 11:35:57 16 A. Okay. 17 Q. It says, Please see the attached 18 spreadsheet with more detail than you might need. 19 The first tab cover sheet shows the timing 20 differences under each interpretation of the 11:36:06 21 two-year rolling options. Below is the difference 22 in potential redemption timing considering the new 23 minus the original interpretation. 24 Then it says, difference redemption of 25 new scheme versus original scheme. 11:36:19 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080804 Page 85 1 Hubsher - Confidential 2 A. Uh-huh. 3 Q. Do you recall what this spreadsheet 4 was -- in this e-mail was referring to? 5 A. I was asked to prepare the redemption 11:36:30 6 schedule as we always interpreted it and then 7 consider if Jeffrey Epstein -- the interpretation 8 that Jeffrey had was implemented or was 9 considered, then what would it look like. 10 Q. Did anybody explain to you why they 11:36:57 11 wanted you to perform this analysis? 12 A. I don't recall. 13 Q. Was there -- the point of the analysis 14 was to see if you adopted Mr. Epstein's -- or what 15 you understood to be Mr. Epstein's interpretation 11:37:23 16 of the withdrawal rights, what impact that would 17 have on the rights of all of the investors to 18 withdraw; right? 19 A. There was no consideration of an 20 adoption of it. It would be what the impact would 11:37:36 21 be if there was a different redemption 22 alternative. 23 Q. In other words, how much money could 24 investors get out and win under Mr. Epstein's 25 interpretation versus the fund's interpretation? 11:37:52 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080805 Page 86 1 Hubsher - Confidential 2 A. Yes. 3 Q. You were instructed to perform that 4 analysis; right? 5 A. Yes. 11:37:57 6 Q. But nobody told you why they wanted it 7 done? 8 MR. ARFFA: Objection to form. 9 But you may answer. 10 A. To look at the difference between the 11:38:04 11 timing of redemptions with one interpretation 12 versus another. 13 MR. ARFFA: No, the question is whether 14 you recall anyone telling you why. 15 THE WITNESS: Oh. I don't. 11:38:17 16 Q. How did you come to understand what 17 Mr. -- strike that. 18 What was your understanding of what 19 Mr. Epstein's view of the redemption rights was? 20 A. He felt that his subscription -- his 11:38:33 21 initial subscription would drive the redemption 22 date of all his subscriptions. 23 Q. So that it was your understanding he 24 read the documents to say on the anniversary of 25 your first subscription you could withdraw your 11:38:52 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080806 Page 87 1 Hubsher - Confidential 2 entire capital account? 3 MR. ARFFA: Objection to the form. 4 You may answer. 5 Q. Right? 11:38:59 6 A. Would you repeat that? 7 Q. Yeah. You understood his position to 8 be on the anniversary of your first investment you 9 could withdraw your entire capital account? 10 MR. ARFFA: Objection to form. 11:39:09 11 You may answer. 12 A. I understood that he thought he could 13 redeem his entire subscription based upon his 14 initial subscription. 15 Q. And by "entire subscription," do you 11:39:26 16 mean his -- every subscription he ever made? 17 A. Yes, every investment, the initial and 18 subsequent subscription. 19 Q. You wrote -- there's a sentence -- see 20 the big box that's redacted? 11:39:43 21 A. Yep. 22 Q. Right above that there's a sentence you 23 say, Below are the redeemers who could clearly 24 redeem more should the interpretation of the two 25 year rolling change to the entire capital account. 11:39:53 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080807 Page 88 1 Hubsher - Confidential 2 A. Right. 3 Q. So you understood Mr. Epstein's view 4 was you can withdraw your entire capital account 5 upon this two-year anniversary? 11:40:01 6 A. Yes. 7 MR. ARFFA: Objection to form. 8 Q. And your understanding was -- 9 MR. ARFFA: Give me a minute. 10 THE WITNESS: Oh, sorry. 11:40:07 11 Q. Strike that. 12 Your understanding was the anniversary 13 Mr. Epstein said triggered -- 14 A. Can I just clarify what I said before? 15 Q. Yes. 11:40:16 16 A. So what I understood was he could -- he 17 thought he could withdraw every subscription based 18 upon the initial subscription date. 19 Q. Fair enough. 20 And the anniversary that you understood 11:40:35 21 Mr. Epstein believed to be relevant was the 22 anniversary of your first subscription? 23 A. Yes. 24 Q. Right? 25 And so it's in -- I understand now. 11:40:45 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080808 Page 89 1 Hubsher - Confidential 2 So it's your testimony that you were 3 attempting to model -- 4 A. Yes. 5 Q. -- Mr. Epstein's interpretation versus 11:40:52 6 the fund's interpretation; correct? 7 A. Yes. 8 Q. Why is it, then, that the 9 interpretation that you modeled here was what 10 would happen if you allowed an investor to 11:41:11 11 withdraw their entire capital account on the next 12 anniversary that occurred in time? You recall 13 that's what you modeled? 14 In other words, if an investor had a 15 redemption -- an anniversary coming up of June 11:41:30 16 30th, 2007, you modeled them to say they could 17 withdraw their entire capital account on that 18 date. Does that make sense? 19 MR. ARFFA: Well, objection to form. 20 The question is whether you recall 11:41:43 21 whether that's how the modeling was done. I 22 think that's really what he's asking you. 23 A. Oh. 24 MR. ARFFA: He's saying the modeling 25 was done that way. Do you recall that? 11:41:52 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080809 Page 90 1 Hubsher - Confidential 2 A. The modeling was done so that if you 3 were standing at whatever point in time we were 4 standing -- 5 MR. ARFFA: Hold on. Are you repeating 11:42:02 6 now or are you actually testifying as to how 7 the modeling was done? 8 A. Could you repeat it again? I'm not 9 sure -- 10 Q. Do you recall what you modeled was if 11:42:10 11 you were standing in March of 2007, okay, assume 12 that whatever the earliest redemption date 13 somebody had, as of that date, they could with 14 withdraw their entire capital account at that 15 point in time? That's what you actually modeled? 11:42:26 16 A. I'm not sure -- I'm not sure I 17 understand. 18 Q. Okay. If you did model that, what I 19 just described, that would not be Mr. Epstein's 20 interpretation, as you understood it; it would be 11:42:37 21 something different; correct? 22 MR. ARFFA: Well, I object to form. 23 A. I'm so confused. 24 MR. ARFFA: I think you're very 25 confused. 11:42:45 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080810 Page 91 1 Hubsher - Confidential 2 MR. SIFFERT: She said she didn't 3 understand. 4 MR. SUSMAN: Fine. 5 MR. ARFFA: No, but she's confused as 11:42:47 6 to whether also -- whether you're giving 7 Mr. Epstein's -- I also want you to be clear 8 you have to be certain that that's what you 9 understood at the time was Mr. Epstein's 10 interpretation and not what you today 11:43:00 11 understand. 12 Q. Why don't you turn to page -- 13 MR. SIFFERT: Since you're about to run 14 out of tape, might I suggest that off the 15 record we clarify these questions? 11:43:11 16 MR. SUSMAN: Let me just in a few 17 minutes -- 18 Q. Turn to page 2 of Exhibit 49. And you 19 have redemption schedule based on tranche 20 retention date original. Do you understand that's 11:43:21 21 what happens if -- that's the fund's original 22 interpretation? 23 MR. ARFFA: What's the Bates stamp 24 you're on? 25 MR. SUSMAN: DBZCOFTC 11224. 11:43:32 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080811 Page 92 1 Hubsher - Confidential 2 A. Okay. 3 MR. ARFFA: If you talk to yourself 4 like that, she's not going to know whether she 5 should write it down or not. 11:43:46 6 (Discussion off the record.) 7 Q. That's modeling the fund's original 8 interpretation, if you will, a tranche-by-tranche 9 redemption? 10 A. Yes. 11:43:56 11 Q. And then below you model this new 12 interpretation, which is redemption schedule based 13 on earliest tranche redemption date by entity. Do 14 you recall what that was was to say what was the 15 earliest tranche redemption date available after 11:44:11 16 March of 2007 and then say on that date the 17 investor can pull out their whole capital account, 18 not just the tranche? 19 MR. SCHWARTZ: Objection to form. 20 MR. ARFFA: Objection to form also. 11:44:29 21 A. I'm sorry, it's still confusing to me 22 what you're asking. 23 Q. Yeah. Do you understand that you would 24 say, under this model -- 25 A. Yeah. 11:44:36 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080812 Page 93 1 Hubsher - Confidential 2 Q. -- if standing in March FTC had an 3 anniversary coming -- of an investment, one 4 tranche, coming up in June of 2007 that would be 5 the earliest tranche redemption date available? 11:44:47 6 A. I don't think that's the way. 7 Q. And you assumed that on that date you 8 could pull -- FTC could pull out their whole 9 capital account? Do you understand that concept? 10 A. I think so. 11:45:00 11 MR. ARFFA: Objection to form. 12 Q. That was not the concept that 13 Mr. Epstein -- that wasn't Mr. Epstein's 14 interpretation -- correct? -- as you understood 15 it? 11:45:08 16 MR. ARFFA: Well, objection to form. 17 And again I want you to be clear 18 whether or not that was what your 19 understanding of Mr. Epstein's interpretation 20 was at that time as opposed to what he may 11:45:14 21 know now. 22 A. Okay. I'm just totally confused by the 23 question so -- because I just feel like it's a lot 24 of semantics. So -- 25 MR. SIFFERT: Harry -- 11:45:27 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080813 Page 94 1 Hubsher - Confidential 2 A. Can we just clarify what -- 3 MR. SIFFERT: Harry -- 4 MR. SUSMAN: We'll take a break, and we 5 can start back. Change the tape. 11:45:33 6 THE VIDEOGRAPHER: The time is 11:47 7 a.m. This ends Tape 2 in the videotaped 8 deposition of Elise Hubsher. We are off the 9 record. 10 (Recess taken from 11:47 to 12:07.) 11:45:46 11 THE VIDEOGRAPHER: The time is 12:07 12 p.m. This begins Tape 3 in the videotaped 13 deposition of Elise Hubsher. We are on the 14 record. 15 Q. All right, Ms. Hubsher, if we can go 12:05:55 16 back to Exhibit 49, and let's see if with a little 17 more time we can go through this real quick. 18 A. Okay. 19 Q. If you turn to page DBZCOFTC_11233. 20 A. Yes. 12:06:12 21 Q. It's 11233. 22 A. Oh. 23 Q. Actually, and if you want to, you can 24 go look at -- well, let's just look. It says 25 JEEPERS, and it has various investments. Then 12:06:51 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080814 Page 95 1 Hubsher - Confidential 2 there's this Column G that has dates on it. 3 A. Yep. 4 Q. All right? And if you look at 11227, 5 it tells you available for redemption date. 12:07:13 6 That's what Column G is. 7 A. I see. 8 Q. Turn back to 11233. Those dates that 9 are there are the available for redemption dates 10 for these JEEPERS investment. Follow? 12:07:26 11 A. Yes. 12 Q. And so -- and that's -- those dates are 13 consistent with the fund's view of when the 14 various tranches could be withdrawn. 15 A. Okay. 12:07:41 16 Q. And that's the old interpretation that 17 you modeled? 18 A. Okay. 19 Q. You'll see the earliest date a 20 redemption is available is June 30th, 2007. 12:07:53 21 A. On this schedule. 22 Q. Yeah. Okay. 23 Then if you go to -- 24 MR. SIFFERT: That's on 33. 25 Q. Thirty-three. Then go to 11290. What 12:08:11 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080815 Page 96 1 Hubsher - Confidential 2 you've done is you've put in as the date available 3 for redemption, that's June 30th date for every 4 one of the tranches. 5 A. Wait a minute. Okay. 12:08:40 6 Q. Okay. 7 So does that refresh your memory that 8 the new interpretation that you were modeling was 9 one that assumed on the earliest -- you would go 10 to the earliest date of redemption that was 12:08:55 11 available and assume on that date the investor 12 could withdraw all of their capital account, in 13 effect? 14 MR. SCHWARTZ: Objection to form. 15 MR. ARFFA: Objection to form. 12:09:05 16 A. No. 17 Q. What's that? 18 A. No. 19 Q. Okay. This interpretation or model 20 that I just gave you -- 12:09:13 21 A. Yes. 22 Q. -- where somebody on the earliest date 23 that was available for redemption of a tranche, 24 the fund's old view, tranche by tranche, that that 25 person could withdraw all of their money, their 12:09:25 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080816 Page 97 1 Hubsher - Confidential 2 entire capital account, on that date, you 3 understand how that might work? You understand 4 what I'm talking about? 5 MR. ARFFA: Objection to form. You may 12:09:34 6 answer. 7 MR. SIFFERT: Objection to form. 8 A. I understand what you're implying, yes. 9 Q. As you understood it at the time, that 10 was not the way Jeffrey Epstein thought his 12:09:42 11 redemption rights worked; correct? 12 A. Correct. But it's also not what I 13 think we were modeling. 14 Q. Right. 15 I assume if I actually showed you the 12:10:00 16 Excel spreadsheet that has the formulas in it you 17 could tell what you did model; correct? 18 A. I think I would need the initial 19 investment date of each of the tranches to 20 determine that. 12:10:14 21 Q. You mean for JEEPERS, for example? 22 A. That would help, yes. 23 Q. If you want -- you've got that. Go 24 look, for example, at Exhibit 42, if you want, any 25 one of those. Look at Exhibit 47. Fair enough. 12:10:41 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080817 1 2 3 Hubsher - Confidential It's got the initial investment dates on it, doesn't it? Page 98 4 MR. SIFFERT: Could someone tell me 5 what the question is that's pending, because I 12:11:10 6 can't see it? 7 MR. SUSMAN: I don't need to, John. 8 You know what, I'm going to go on to the next 9 exhibit. 10 (Exhibit 50, e-mails, marked for 11 identification.) 12 Q. Can I just show you Exhibit 50. Now, 13 this is the same e-mail, but it just has less 14 redacting to it. That's why I'm really showing it 15 to you. 12:11:57 16 A. Okay. 17 Q. In your e-mail you had written -- and I 18 want to focus -- it says, Looking backwards is a 19 bit more difficult. 20 MR. SCHWARTZ: Where is that? 12:12:05 21 MR. SUSMAN: Middle of the page. 22 Q. CH has a list of investors who have 23 redeemed under two-year rolling. We have excluded 24 those that have fully redeemed. 25 Now, that means -- who is CH? 12:12:16 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080818 Page 99 1 Hubsher - Confidential 2 A. Cara Howe. 3 Q. And can you explain what you were 4 trying to do here? 5 (Pause.) 12:13:07 6 A. Okay. I've looked at it. 7 Q. Can you explain to me what was the 8 purpose of your words when you wrote, Looking 9 backwards is a little bit more difficult, all that 10 language that continues and then the numbers 12:16:48 11 that -- the schedules that follow? 12 A. I don't recall exactly, but I believe 13 what I meant to say is that for -- that the 14 investor analysis below was based on current 15 requests for redemptions and going backwards in 12:17:09 16 the past would have been difficult to do. That's 17 what I read it to say. 18 Q. In other words, the model above or the 19 numbers above the paragraph "looking backwards is 20 a little bit more difficult," that's modeling what 12:17:25 21 would happen for current investors if you adopted 22 the new interpretation versus the old? 23 A. Remaining investors, yes. 24 Q. Then what follows below is if we 25 adopted the new interpretation we might have to go 12:17:37 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080819 Page 100 1 Hubsher - Confidential 2 back and offer so some investors the right to 3 redeem more than they had actually redeemed at the 4 time, because they were operating under the old 5 interpretation; is that right? 12:17:53 6 MR. ARFFA: Objection to form. 7 A. Yeah, I think it was simply an analysis 8 of under the new scheme using a new model what 9 additional redemptions might be available. 10 Q. You mean might be available to 12:18:11 11 investors who had redeemed in the past? 12 MR. ARFFA: Objection to form. 13 A. I'm not certain about this. 14 Q. It says, CH has a list of investors who 15 have redeemed under two-year rolling. We excluded 12:18:23 16 those that have already fully redeemed. There are 17 not that many of them, but in a few instances the 18 investor redeemed less than was available under 19 the two-year redemption option. 20 A. Okay. 12:18:38 21 Q. Do we go back and reoffer to redeem the 22 entire capital account. Below are the redeemers 23 who could clearly redeem more should the 24 interpretation of the two-year rolling change to 25 the entire capital account. 12:18:51 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080820 Page 101 1 Hubsher - Confidential 2 Does that refresh your memory that what 3 you were doing was, look, some people who redeemed 4 in the past who under the new interpretation could 5 have redeemed their whole capital account but only 12:19:02 6 redeemed part of it? Is that what you were going 7 to look at? 8 MR. ARFFA: Objection to form. 9 You may answer. 10 A. Yes, it appears that we were looking at 12:19:12 11 the redeemers for two-year subscriptions and 12 looking at what they could have redeemed under a 13 different scenario. 14 Q. You mean the people who had actually 15 redeemed in the past under the two-year scenario 12:19:33 16 who had redeemed less than their full capital 17 account? 18 MR. ARFFA: Object to the form. 19 You may answer. 20 Q. That's what you went to go looking for; 12:19:41 21 correct? 22 MR. SIFFERT: Are you narrowing it to 23 that only? 24 Q. It says, CH has a list of investors who 25 have redeemed under two-year rolling. We excluded 12:19:53 VERITEXT REPORTING COMPANY 212-267-6868 516-608-2400 EFTA01080821 Page 102 1 Hubsher - Confidential 2 those who have already fully redeemed. 3 So in other words you went and got a 4 list of people who redeemed under the two-year 5 rolling but redeemed less than their full capital 12:20:06 6 account? 7 MR. ARFFA: Objection to form. 8 MR. SIFFERT: I don't understand the 9 question. 10 A. I'm just not sure why I wrote "looking 12:20:42 11 backward is more difficult" if these were historic 12 redemptions. So that's confusing me but... 13 MR. SIFFERT: Harry, are you asking if 14 that's what she did for the whole document or 15 just this portion of the document? 12:21:04 16 MR. SUSMAN: No, what follows below. 17 In other words, the portion above is obviously 18 the people redeeming who remain in the fund. 19 What you then did was say, all right, that's 20 how the new -- the current investors would be 12:21:14 21 treated. 22 But what do we do about the old 23 investors who already redeemed under the old 24 interpretation. And so if we adopted this new 25 interpretation, do we need to go back and 12:21:24 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080822 Page 103 1 Hubsher - Confidential 2 offer them an opportunity to redeem more. 3 MR. ARFFA: Objection to form. 4 You may answer. 5 Q. Does that refresh your memory of what 12:21:33 6 you were trying to figure out, and how many such 7 investors there would be? Let me try it this 8 way -- 9 A. Let me just read for a minute. 10 Q. Sure. All right. 12:21:50 11 (Pause.) 12 A. Okay. I think what the analysis was is 13 any two-year -- any investor who had the two-year 14 rolling option and had put in a redemption form, 15 we excluded any that fully redeemed, because they 12:22:35 16 had already fully redeemed. We also excluded any 17 that partially redeemed a tranche because they 18 made a proactive decision not to redeem the whole 19 tranche. Then we did an analysis on the remaining 20 redeemers as to what the new scheme would apply. 12:22:59 21 Q. In other words, you were trying to 22 focus on those people who redeemed only a tranche 23 in the past and under the new scheme might have 24 been able to have withdrawn more? You wanted to 25 try to isolate those people; is that right? 12:23:16 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080823 Page 104 1 Hubsher - Confidential 2 A. Yes. 3 Q. Their names aren't here, but where you 4 have below are the redeemers who could clearly 5 redeem more should the interpretation of two-year 12:23:28 6 rolling change to the entire capital account, and 7 it's redacted but it's basically one, two -- it's 8 three investors; right? 9 A. I can't tell exactly, but it's -- it's 10 certainly less than five, based on what I'm 12:23:47 11 looking at here. 12 Q. Well, the people below, the next group, 13 could have -- 14 A. Oh, I see. 15 Q. -- fully redeemed but chose not to. 12:23:54 16 A. Right. 17 Q. Those are the people who chose to 18 withdraw only part of a tranche. So presumably 19 they weren't interested in withdrawing their 20 entire capital account either; right? 12:24:04 21 A. That's correct. 22 MR. ARFFA: I don't know why you say 23 three. 24 A. I think it might be four. I don't 25 know. 12:24:17 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080824 Page 105 1 Hubsher - Confidential 2 Q. Here's where -- I can't tell, but the 3 reason I get there -- obviously there's one, 4 9/30/07, will redeem. That's a person who hasn't 5 yet redeemed; right? 12:24:28 6 A. Yes. 7 Q. The second is somebody who made two 8 partial redemptions, and they have a remaining 9 value in their account. 10 A. Yes. 12:24:37 11 Q. And then the next group is a partial 12 redemption. Okay. And then -- of 3.5 million, 13 and then it says, appears to be only one year plus 14 liquidity remaining. And then you've -- well, it 15 may be -- you're right, it may be three. And that 12:24:55 16 could be a third person. 17 So in other words, historically as of 18 March -- 19 MR. ARFFA: So it might be four. 20 A. Four. 12:25:03 21 Q. I'm sorry, the four if you include 22 somebody who hasn't even yet redeemed; right? 23 A. Oh. 24 Q. As a historic matter, there had only 25 been -- well, all these people -- so maybe it had 12:25:15 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080825 Page 106 1 Hubsher - Confidential 2 been four investors. Let's just assume it's four 3 people who had withdrawn, at some point in time, 4 less than their full capital account and might 5 have wanted to withdraw more had they been given 12:25:37 6 the, quote, new interpretation quantity. 7 A. Right. It's a very small number, 8 basically. 9 Q. You say below -- 10 A. And I don't know whether they wanted to 12:25:51 11 or not, but they -- it was more just an analysis 12 of what would be available under the new scheme. 13 Q. Right. Okay. 14 And you say, Below are the redeemers 15 who could clearly redeem more should the 12:26:03 16 interpretation of two-year rolling change to the 17 entire capital account. 18 Why did you think that -- or write that 19 someone was considering that you might change the 20 interpretation to apply to the entire capital 12:26:25 21 account? 22 MR. ARFFA: Objection to form. I don't 23 understand the question. 24 Q. You just meant that hypothetically if 25 somebody would change it to two years this is what 12:26:39 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080826 Page 107 1 Hubsher - Confidential 2 would happen, not that anyone was considering 3 changing it? 4 MR. ARFFA: Objection to form. 5 You may answer. 12:26:45 6 A. I think it was simply a response to a 7 question to model using a new interpretation, no 8 more or no less. 9 Q. Did you ever ask Mr. Lee or anyone what 10 ever came of the modeling this new interpretation? 12:26:58 11 A. No. 12 Q. Did you participate in any discussions 13 about potentially adopting the new interpretation? 14 A. No. 15 Q. If I'm correct, the effect of the, 12:27:17 16 quote, new interpretation, applying it, would be 17 to allow more money to be withdrawn earlier as of 18 March 2007 -- 19 A. Yes. 20 Q. -- than the old interpretation; right? 12:27:33 21 A. Yes. 22 Q. And was there any discussion of that's 23 the reason we don't want to adopt the new 24 interpretation, because it would result in -- 25 A. No. 12:27:45 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080827 Page 108 1 Hubsher - Confidential 2 Q. -- more money being able to come out 3 sooner? 4 A. No, not that I recall. 5 Q. Who was George Sard? 12:28:09 6 A. I think he was a media consultant, but 7 I'm not certain. I'm -- I don't know. 8 Q. What involvement did you have in 9 drafting the investor communication -- strike 10 that. 11 Do you recall in March of 2007 an 12 investor communication was sent out describing the 13 results of the Gibson, Dunn investigation? 14 A. Yes, yes. 15 Q. And what involvement did you have in 12:28:45 16 drafting that communication? 17 A. I helped edit. 18 (Exhibit 51, document, marked for 19 identification.) 20 Q. Let me just show you Exhibit 51. 12:29:03 21 I really want to ask you who some 22 people are. 23 A. Isn't this privileged? 24 MR. ARFFA: Yeah, I was just going to 25 say, I'm looking at this. It seems 12:29:36 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080828 1 2 Hubsher - Confidential privileged. Mark Elovitz from Schulte seems Page 109 3 to be talking to -- who I believe was then the 4 lawyer for the fund and the manager, and he 5 seems to be talking to people who I believe 12:29:55 6 are all within the privilege. 7 I think Harry Davis is a lawyer at 8 Schulte, and there's like Audry Strauss at 9 Fried, Frank, who I think was also working for 10 the fund at that time. 12:30:11 11 MR. SCHWARTZ: Can we go off the record 12 and just consult for a minute? 13 MR. SUSMAN: Let's just -- you know 14 what, why don't we do it over lunch. I'll 15 skip it for now. 12:30:19 16 MR. SIFFERT: Thank you. 17 (Pause.) 18 (Exhibit 52, e-mail, marked for 19 identification.) 20 Q. Let me show you this. This is Exhibit 12:31:07 21 52. 22 MR. SUSMAN: I believe the -- I assume 23 the redactions for confidential, Allan, are 24 simply people's names. 25 MS. SHOLL: We didn't redact it. It's 12:31:28 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080829 Page 110 1 Hubsher - Confidential 2 not our document. 3 MR. ARFFA: It's not our document, I'm 4 told by Hannah. 5 MR. SIFFERT: FTC? 12:31:37 6 MR. SCHWARTZ: That's what they 7 probably are, but I don't know the answer to 8 the question. 9 MR. SUSMAN: I didn't know you all were 10 redacted for confidential. 12:31:49 11 MR. ARFFA: They were supposed to be. 12 MR. SUSMAN: What's that? 13 MR. ARFFA: They were supposed to be. 14 MR. SUSMAN: Okay. 15 Q. If you could, this is -- do you 12:32:07 16 recognize this e-mail from Ms. White, Nicole 17 White, to you? 18 (Discussion off the record.) 19 A. Could you ask the question again? 20 Q. Do you recognize the e-mail, Exhibit 12:32:31 21 52 -- is it 52 or 53? 22 A. Fifty-two. 23 Q. This from Nicole White to yourself and 24 various other people on March 22nd. I realize it 25 was forwarded by Mr. Sumberac. 12:32:48 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080830 Page 111 1 Hubsher - Confidential 2 A. I don't recall it, but I see it here. 3 Q. Would Ms. White's and you kind of a 4 summary of transfers and redemptions periodically? 5 A. She might, yes. 12:33:06 6 Q. And if you could just turn to the 7 second page. There's 12/31/06 redemptions. For 8 example, the second entry, it says 12/30 -- LP 9 withdrawal, 12/31/06, redeeming 9/1/03 tranche and 10 7/1/05 transfer of DBZ LP. 12:33:30 11 A. Yes. 12 Q. How could somebody redeem withdrawal -- 13 whether it was a two-year or three-year liquidity 14 option, okay, you would withdraw it the quarter 15 ending after the two-year anniversary; is that 12:33:52 16 right? 17 A. Or three, yeah. I -- yeah. 18 Q. So if somebody made a 9/1/03 19 investment, the quarter ending would be 9/30/03; 20 right? Or 9/30 of any anniversary would be 12:34:07 21 9/30; correct? 22 A. It could have been one year -- one year 23 plus. 24 Q. Did the one year plus exist in 2003? 25 A. I could be wrong, but I think you were 12:34:26 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080831 Page 112 1 Hubsher - Confidential 2 able to -- 3 Q. Opt into it? 4 A. -- opt into it. 5 Q. Okay. Then here, try -- turn to 8636. 12:34:32 6 A. Well, wait a minute. A 9/1 -- okay. 7 Which one did you want me to look at? 8 Q. Go to FTC 8636. 9 A. Okay. 10 MR. ARFFA: Sorry, 36? 12:34:57 11 MR. SUSMAN: Yeah, 8636. 12 MR. ARFFA: Okay. 13 Q. This is showing the March 31, '07, 14 redemptions. 15 A. Okay. 12:35:13 16 Q. There's an LP redeeming a 5/03 tranche. 17 It doesn't have the person's name, originally 18 $500,000, two-year. How could that -- how could 19 an investment made in May of '03 be redeemed March 20 31, '07, under the two-year interpretation? 12:35:32 21 (Pause.) 22 A. I don't know. 23 Q. We had discussed earlier the -- 24 Mr. Epstein's request on March -- on February 25 14th, 2007, for all of his money back. Do you 12:36:46 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080832 Page 113 1 Hubsher - Confidential 2 remember that? 3 A. Sorry, say that again? 4 Q. Do you remember you had seen 5 Mr. Epstein's request on February 14th, 2007, to 12:36:55 6 get all of his money back? 7 A. Yes. 8 Q. November 13th he asked for 80 9 million -- November 13th, 2006, he asked for 80 10 million. Then on February 14th he asked for all 12:37:12 11 of the money back? 12 A. Yes. 13 Q. Of 2007. 14 MR. ARFFA: (Handing) Exhibit 45. 15 Q. After you saw Exhibit 45, the request 12:37:26 16 for all of -- the whole capital account, do you 17 recall any discussions about how the fund was 18 going to respond with -- respond to that request? 19 A. The response was going to come through 20 David Lee and Dan. 12:37:42 21 Q. Did you participate in any discussions 22 about what the response should be? 23 A. No. 24 Q. Did you participate in any discussions 25 about whether the fund should honor this request 12:37:55 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080833 Page 114 1 Hubsher - Confidential 2 or not? 3 A. I recall discussions around what to do, 4 how -- how to think about this, what they were 5 asking, but I don't recall -- would you ask your 12:38:10 6 question again? 7 Q. What do you recall about the 8 discussions about how to deal with Mr. Epstein's 9 request? 10 A. I recall some discussions around it, 12:38:22 11 and I believe that there was a conclusion that 12 there was going to be a discussion with counsel. 13 Q. Other than someone saying they were 14 going to talk to counsel about Mr. Epstein's 15 request, did you participate in any -- do you 12:38:44 16 remember the substance of any discussions about 17 how to deal with Exhibit 45? 18 A. No. 19 Q. I want to make sure I've got your 20 recollection of events, make sure I'm not missing 12:39:05 21 anything. 22 Essentially on November 13th, 2006, you 23 saw the written request for $80 million? 24 A. Right. 25 Q. And you recall some discussion about 12:39:19 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080834 Page 115 1 Hubsher - Confidential 2 it, about how to deal with it, but you were 3 basically told within days don't -- it's been 4 taken care of, you don't need to worry about it, 5 in effect? 12:39:37 6 MR. ARFFA: Objection, asked and 7 answered. 8 You can answer it again. 9 A. Yes. 10 Q. And then you weren't involved in any 12:39:43 11 other discussions about Mr. Epstein redeeming or 12 withdrawing his account until you saw Exhibit 45 13 on February 14th, 2007; right? 14 A. Not that I recall. 15 Q. And the only discussions you recall 12:39:58 16 about Exhibit 45 was simply that they were going 17 to take it up -- someone was going to take it up 18 with the lawyers? 19 A. Yes. 20 Q. Prior -- I'm excluding your tenure at 12:40:14 21 Fortress. 22 A. Okay. 23 Q. After someone told you they were going 24 to take up Exhibit 45 with the lawyers, do you 25 recall any other discussions about Mr. Epstein's 12:40:25 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080835 Page 116 1 Hubsher - Confidential 2 withdrawal request? 3 MR. ARFFA: Can you be a little clear, 4 in other words, about this request in Exhibit 5 45, or the first request, or any request? 12:40:40 6 MR. SUSMAN: Any request. 7 MR. ARFFA: Okay. So in other words do 8 you recall -- I guess after the discussion you 9 recall about going to a lawyer -- any 10 discussions about any request by Mr. Epstein 12:40:50 11 to redeem money. 12 A. I don't recall. 13 Q. Have you ever had any -- you've told me 14 you've had some discussions with other investors 15 about the existence of a dispute with Mr. Epstein. 12:41:17 16 A. Yes. 17 Q. Have you had any discussions with them 18 about what the nature of the dispute is, I mean, 19 what exactly Mr. Epstein is claiming? 20 A. We have written in our documents what 12:41:33 21 we think the arbitration is about, that there's a 22 dispute and that it could impact their -- their 23 value of their investment. But that's pretty much 24 what we discussed. 25 Q. Have you discussed with any investors 12:41:57 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080836 Page 117 1 Hubsher - Confidential 2 or explained to them what you understand to be 3 Mr. Epstein's view of his redemption rights? 4 A. No. 5 (Exhibit 53, document, marked for 6 identification.) 7 Q. I show you Exhibit 53. 8 Before I talk about Exhibit 53, at some 9 point in time did you become aware that Highbridge 10 Capital wanted to withdraw its managed account? 12:42:33 11 A. I was aware that they had been winding 12 it down over a period of time and it would go to 13 zero after a period of time. 14 Q. Were you made aware of that 15 shortly after you started working for the Zwirn 12:42:55 16 fund? In other words, when you came to work, did 17 you understand they were winding down the 18 Highbridge account? 19 A. That was my understanding. 20 Q. Subsequently did you learn that 12:43:04 21 Highbridge wanted to immediately terminate the 22 account and have its money returned as opposed to 23 just having a wind-down? 24 MR. ARFFA: I just have to put on the 25 record, again, I understand you're asking the 12:43:21 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080837 Page 118 1 Hubsher - Confidential 2 questions about Highbridge and their documents 3 here, but Highbridge is an investor whose 4 identity we think should be kept confidential. 5 So I'm just going to note that for the record. 12:43:32 6 (Pause.) 7 A. I'm sorry. 8 Q. Do you recall at some point after you 9 started working for the Zwirn fund that Highbridge 10 said that it wanted to have its managed account 12:44:19 11 liquidated immediately, to terminate the 12 relationship with Zwirn immediately? 13 A. I'm not sure. 14 Q. Do you recall at some point learning 15 there was a dispute between the fund or Mr. Zwirn 12:44:36 16 and his management company and Highbridge about 17 the fate of the Highbridge managed account? 18 A. I was aware there was a conversation 19 with the G -- with Mr. Dubin, who is head of 20 Highbridge. 12:45:02 21 Q. What was the conversation -- what was 22 the substance of the conversation that you were 23 aware of? 24 A. I was aware that he wanted to get out 25 of his relationship as far as being part of the 12:45:15 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080838 Page 119 1 Hubsher - Confidential 2 GP. 3 Q. And when did you learn that Mr. Dubin 4 wanted to get out of the -- by that you mean the 5 Zwirn management company? 12:45:30 6 A. Yes, Zwirn management company. 7 Q. He wanted to get out of the Zwirn 8 management company? 9 A. Yeah. I don't remember the timing. 10 Q. Did anyone tell you why he wanted out? 12:45:39 11 A. I don't recall. 12 Q. Did you understand there was some 13 dispute between him and Mr. -- that is, Mr. Dubin 14 and Mr. Zwirn? 15 A. I wasn't privy to that. 12:46:03 16 Q. I was asking you about something a 17 little different, which is Highbridge itself, were 18 you aware that they had a managed account -- 19 A. Yes. 20 Q. -- that had a very large amount of 12:46:15 21 money that was managed by the management company. 22 A. Yes. 23 Q. And that at some point in time they 24 asked for all of their money back, effective 25 immediately? 12:46:25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080839 Page 120 1 Hubsher - Confidential 2 A. Right. 3 Q. As opposed to some long liquidation. 4 Do you recall that happening? 5 A. I recall them winding it down. I just 12:46:31 6 don't recall whether it was an immediate wind- 7 down. 8 Q. Do you recall whether there was any 9 kind of dispute between the Highbridge people and 10 Zwirn people about the managed account itself, the 12:46:44 11 Highbridge managed account? 12 A. I wasn't as involved in the managed 13 accounts. 14 Q. You can go ahead and take the sticker 15 off of Exhibit 53, because I'm not going to mark 12:47:03 16 it. 17 MR. ARFFA: I want to be clear because 18 at one point the record says and at some point 19 in time they asked for all their money back 20 effective immediately. You said one of those 12:47:11 21 rights, but it may have been you were saying 22 "right," that's what he's saying, because the 23 other answers I think you've been giving were 24 that you weren't aware -- 25 THE WITNESS: I may have been confused. 12:47:23 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080840 Page 121 1 Hubsher - Confidential 2 MR. ARFFA: I just want to be clear. 3 So what is it? Do you recall it was being 4 wound down or do you recall some immediate 5 withdrawal? 12:47:30 6 THE WITNESS: No, I only recall that it 7 was being wound down. 8 Q. And as I understand I, if there were a 9 dispute between Highbridge itself and the Zwirn 10 folks about how the winding down would take place 12:47:42 11 and under what schedule, you weren't privy to that 12 dispute? 13 A. Right. It generally went away from my 14 group. 15 MR. SIFFERT: So he wanted you to take 12:48:00 16 back 53? 17 MR. SUSMAN: Because I'm not going to 18 talk about it. All right. Fine. Just keep 19 it in the record. Fine. 20 I'll mark Exhibit 54. 12:48:09 21 (Exhibit 54, document, marked for 22 identification.) 23 MR. ARFFA: Are you all right? Do you 24 want to take a break? 25 MR. SUSMAN: Let's take lunch. 12:48:15 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080841 1 2 3 Hubsher - Confidential THE WITNESS: That would be good. THE VIDEOGRAPHER: The time is 12:49 Page 122 4 p.m. This ends Tape 3 in the videotaped 5 deposition of Elise Hubsher. We're off the 12:48:22 6 record. 7 (Time noted: 12:49 p.m.) 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080842 Page 123 1 2 AFTERNOON SESSION 3 (Time noted: 1:26 p.m.) 4 THE VIDEOGRAPHER: The time is 1:26 5 p.m. This begins Tape 4 in the taped 01:24:41 6 deposition of Elise Hubsher. We are on the 7 record. 8 MR. SCHWARTZ: Harry, before you start, 9 referring to Exhibit 51, which was the e-mail 10 with a lot of names and George Sard. We 01:24:55 11 understand from Fried Frank, whom we called 12 during the break, that it is their view that 13 George Sard was working for them and was 14 within the privilege. 15 And so that this would have been an 01:25:10 16 inadvertent production of a privileged 17 document, and we'd ask that you return all 18 copies of it. 19 MR. SUSMAN: All right. 20 Q. Now, Ms. Hubsher, you earlier in the 01:25:26 21 day had mentioned that in your experience with 22 lockups prior to working at the Zwirn fund -- 23 A. Yes. 24 Q. -- did they typically run off of -- 25 calculated off of each separate investment an 01:25:44 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080843 Page 124 1 Hubsher - Confidential 2 investor makes or off of their capital account 3 generally? 4 MR. ARFFA: Objection to form. 5 But you may answer. 01:25:52 6 A. They typically went off of the specific 7 investment date for that particular investment. 8 Q. And when you say that they typically 9 went off the specific investment date, this issue 10 would only arise where there were multiple 01:26:09 11 investments made by an investor; right? 12 A. Correct. 13 Q. Was there language used in the limited 14 partnership agreements that you've seen over the 15 years that specifically tell an investor that the 01:26:25 16 withdrawal date will be calculated off of -- based 17 on each investment tranche? 18 MR. ARFFA: Objection to form. 19 A. Well, I'm confident that each 20 investment LPA and PPM would discuss that, just 01:26:41 21 like the Zwirn document discussed it. 22 Q. Obviously if you make a single 23 investment it's pretty simple that the withdrawal 24 date has been to be calculated based on that one 25 investment because there's only one investment; 01:27:01 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080844 Page 125 1 Hubsher - Confidential 2 right? 3 A. Yes. 4 Q. Would you see, in your experience in 5 the governing documents for these funds, some 01:27:05 6 particular language that dealt with additional 7 subsequent investments? 8 A. I couldn't say. I think each document 9 was different, and I don't have a specific 10 recollection of each one. 01:27:22 11 THE VIDEOGRAPHER: Excuse me, 12 counselor, can we go off the record for 13 technical reasons? 14 MR. SUSMAN: Sure. 15 THE VIDEOGRAPHER: The time is 1:28 01:27:29 16 p.m. We are going off the record. 17 (Pause.) 18 (Mr. Ard joins proceedings.) 19 THE VIDEOGRAPHER: The time is 1:30 20 p.m. We are on the record. 01:29:36 21 Q. Ms. Hubsher, did you ever encounter an 22 investment where the investment -- the withdrawal 23 rights were actually calculated based on one's 24 ability to withdraw their entire -- strike that. 25 Did you ever encounter a hedge fund 01:30:00 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080845 Page 126 1 Hubsher - Confidential 2 where one had the right to withdraw their entire 3 capital account, irrespective of how many 4 investments they might have made at a particular 5 point in time? 01:30:11 6 MR. ARFFA: Objection to form. 7 A. My experience is on the lockups. It's 8 based on the subscription. And I don't recall 9 where there was a lockup the subscription -- the 10 method being that it's for the entire account. 01:30:23 11 Q. When you were investing or working for 12 Northwater -- did I get the name right? It is 13 Northwater? 14 A. Yes. 15 Q. When you were working for Northwater, 01:30:44 16 were you involved in situations where you made 17 multiple investments into a hedge fund over a 18 period of time? 19 A. Yes. 20 Q. What are the names of some of those 01:30:52 21 hedge funds? 22 A. I don't think I'm able to give them out 23 but... 24 Q. How about do you know whether 25 Northwater's investment into the Zwirn fund was a 01:31:09 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080846 Page 127 1 Hubsher - Confidential 2 single investment or multiple investments? 3 A. I don't recall. 4 Q. I think you said -- you told me that 5 the reason why you understood -- strike that. 01:31:30 6 I think earlier you gave me some 7 reasons why you understood withdrawal dates run 8 off of each separate investment. 9 A. Yes. 10 Q. And what were those reasons? 01:31:42 11 A. Primarily -- 12 MR. ARFFA: Do you want what she 13 testified to previous or what she believes are 14 the reasons? 15 MR. SUSMAN: Yeah. 01:31:50 16 A. Because the investment manager needs to 17 know that they have the capital to invest for a 18 certain period of time to match the liquidity of 19 the underlying investments and so the investor -- 20 the investment manager knows that they have the 01:32:07 21 money to invest and they feel confident that they 22 don't have to hold capital back for that period of 23 time. 24 Q. Is there any other reason why, other 25 than this -- why you would run it off of each 01:32:27 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080847 Page 128 1 Hubsher - Confidential 2 investment tranche other than the manager's need 3 to know how much capital they have to invest? 4 A. Well, I think I said because you want 5 to match the assets and liabilities. So if 01:32:39 6 you're -- if you have long-dated assets, you'd 7 want to make sure that the capital was available 8 to continue to invest in them. 9 Q. That explanation you just gave me is 10 really the part of the first one; right? 01:32:55 11 MR. ARFFA: Objection to form. 12 A. That is the first -- that is the first 13 one. 14 Q. I'm just trying to figure out if 15 there's any other reason you're aware of why hedge 01:33:02 16 funds typically calculate lockups by each 17 investment. 18 A. Those are the two that come to mind. 19 Q. Can you explain to me why if the 20 withdrawal date is -- runs off of the capital 01:33:19 21 account as a whole the manager would know how much 22 capital he had to deploy? 23 A. I'm sorry, I don't understand the 24 question. 25 Q. Well, I understood you to say that the 01:33:30 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080848 Page 129 1 Hubsher - Confidential 2 reason the withdrawal dates are run off of each 3 investment tranche is so that the manager could 4 know how much money he has to deploy. 5 A. So maybe i should restate it. So that 01:33:45 6 there wasn't a risk that the withdrawal would 7 interfere with the tenure of the investment. So 8 if you -- if you -- let's say today you give an 9 investment manager $10 million, they would know, 10 potentially -- and they tended to be -- and they 01:34:02 11 happened to be an illiquid investor -- they would 12 know that they could make investments with the 13 tenure of two years or thereabouts. 14 So when you got the next investment, 15 they would know that they had that capital for two 01:34:15 16 years, they could make new investments that would 17 last the next two years. And if the second 18 investment was subject to the first investment's 19 withdrawal date, they would not have a full two 20 years, potentially, for the tenure of the 01:34:32 21 investment. 22 Q. Your point is that if you -- the 23 withdrawal date ran off of the, say, first 24 investment -- 25 A. Yes. 01:34:45 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080849 Page 130 1 Hubsher - Confidential 2 Q. -- it might result in a shorter lockup 3 period for some investments? 4 A. It would -- it might change the 5 investment strategy because there was uncertainty. 01:34:53 6 Q. Given the explanation you just gave me, 7 have you encountered funds that -- or heard of 8 funds that do in fact run the withdrawal date from 9 the first investment? 10 A. I'm not aware of any. 01:35:11 11 Q. Are you aware of discussions about 12 whether that's practical or not? 13 A. I wouldn't be involved in such 14 discussions. 15 Q. Were you aware there was a side letter 01:35:26 16 that FTC entered into with the Zwirn fund in 17 January of 2005 regarding its redemption rights? 18 A. I am aware. 19 Q. When did you first become aware of that 20 letter? 01:35:41 21 A. I don't recall the date. It was in the 22 course of putting the schedules together. 23 Q. At some point in time, you became aware 24 of it? 25 A. Yes. 01:35:53 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080850 Page 131 1 Hubsher - Confidential 2 Q. During the time that you were at the 3 Zwirn fund, did any other investor say that they 4 wanted to withdraw their entire capital account as 5 opposed to just a particular tranche? 01:36:07 6 A. Yes, there were full redeemers. 7 Q. How many of those were there? 8 A. I don't know. 9 Q. Did the fund allow those people to pull 10 out their entire capital account? 01:36:23 11 MR. ARFFA: Objection to form. 12 You may answer. 13 A. If a full redemption was submitted, 14 then according to the redemption schedule they 15 were able to redeem. 01:36:33 16 Q. So that we're -- 17 (Unintelligible discussion interrupted 18 by the reporter.) 19 Q. Understand my question. Was there 20 anybody who asked to pull out their entire capital 01:36:45 21 account based on the fact that it was the 22 anniversary of one of their investments, their 23 initial investment, say? 24 A. No. 25 Q. Did the fund have any disputes with 01:37:03 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080851 Page 132 1 Hubsher - Confidential 2 investors, other than Mr. Epstein, about the form 3 of their redemption request or the timeliness of 4 it? 5 A. No, not that I recall. 01:37:22 6 Q. Not that you recall. Okay. 7 Did you ever hear anyone say that Dan 8 Zwirn had promised Jeffrey Epstein that he could 9 withdraw his $80 million? 10 A. No. 01:37:39 11 Q. Did you ever hear anyone talk about, in 12 any conversations that Mr. Zwirn may have had with 13 Jeffrey Epstein personally, about withdrawing his 14 money? 15 A. Could you repeat that? 01:37:48 16 Q. Yeah. Did anyone ever recount to you 17 or tell you that Dan and Jeffrey Epstein had 18 personally talked about Mr. Epstein's redemption 19 requests? 20 A. I don't recall. 01:38:04 21 Q. Did anybody ever tell you that 22 Mr. Dubin had made any promises to Mr. Epstein 23 about how much he could withdraw or when he could 24 withdraw it? 25 A. No. 01:38:21 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080852 Page 133 1 Hubsher - Confidential 2 Q. Just to return very briefly to the 3 calls that you listened into that Mr. Zwirn had 4 with Mr. Epstein -- 5 A. Yes. 01:38:33 6 Q. -- is it your recollection that 7 Mr. Zwirn stuck to the scripts? 8 A. Yes. He was trying to give the same 9 information to every investor, and in endeavoring 10 to do so, he did keep to the script. 01:38:47 11 Q. And your job was sort of to have the 12 scripts there and make sure that Dan was staying 13 to the script? 14 A. Yes. 15 Q. And as I understand it, Mr. Epstein was 01:38:59 16 trying to get -- was unsatisfied, in essence, with 17 what the information in the script was and wanted 18 more information? 19 A. Yes. 20 Q. And Mr. Zwirn refused to give him any 01:39:08 21 more information? 22 A. He stated that he was going to give him 23 the same information as all the other investors. 24 Q. And Mr. Zwirn was on the call, and you 25 were on the call? 01:39:27 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080853 Page 134 1 Hubsher - Confidential 2 A. I was listening. 3 Q. Was anyone else listening, that you're 4 aware of? 5 MR. ARFFA: Asked and answered. 01:39:31 6 But you can answer again. 7 A. Not that I recall. 8 Q. Were you in the same room with 9 Mr. Zwirn -- 10 A. Yes. 01:39:36 11 Q. -- when he was making a call? So it 12 was a conference call? 13 A. Yes. 14 MR. SIFFERT: Conference call? 15 A. Polycom. 01:39:44 16 Q. I mean a speakerphone. I'm sorry, 17 yeah. It was on a speakerphone, and he was 18 talking on the speakerphone; and you were there 19 listening while he was talking? 20 A. Right. 01:39:53 21 Q. By the way, did you hear anything in 22 the call that indicated that Mr. Zwirn had already 23 talked to Mr. Epstein about some of this? 24 A. No, not that I recall. 25 Q. Do you recall Mr. Epstein mentioning 01:40:10 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080854 Page 135 1 Hubsher - Confidential 2 Mr. Dubin's name at all during these calls? 3 A. I don't recall. 4 Q. When you got done with the calls -- I 5 think you said Mr. Epstein was animated on the 01:40:29 6 calls? 7 A. I did. 8 Q. Once y'all hung up the call, did 9 Mr. Zwirn say anything to you or express any 10 frustration with Mr. Epstein, anything like that? 01:40:41 11 A. I don't recall the conversation 12 afterwards. 13 Q. I asked you previously whether you 14 remember Mr. Epstein asking for his money back 15 during these calls, or some portion of his money 01:41:00 16 back. I just want to make sure I got that clear. 17 Did Mr. Epstein say anything like, I 18 want out of the fund, anything to that effect? 19 MR. ARFFA: Objection to form. It was 20 asked before. 01:41:13 21 But go ahead. 22 A. No, I don't remember that. 23 (Exhibit 55, e-mail, marked for 24 identification.) 25 Q. I show you Exhibit 55. This is an 01:41:38 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080855 Page 136 1 Hubsher - Confidential 2 e-mail -- I want to focus on the e-mail from you 3 to Cara Howe on February 22nd, 2007, and you told 4 her to please log under JEEPERS and also under 5 their complaint file. 01:42:00 6 A. Yes. 7 Q. What was the complaint file? 8 A. If we received a complaint from any 9 investor, we were required to put it into a 10 complaint file. 01:42:10 11 Q. Did you think this is what you received 12 here was a complaint from Mr. Epstein as opposed 13 to just another one of these redemption schedules 14 that you had -- you see the bottom e-mail says, 15 file JEEPERS 12/31/06? 01:42:29 16 A. I do. 17 Q. Did you put in this complaint file just 18 complaints from the investor or all kinds of 19 information related to the investor, if there was 20 a complaint? 01:42:39 21 MR. SCHWARTZ: Objection. 22 MR. ARFFA: Objection to form. 23 You may answer. 24 A. Generally complaints and anything 25 related to it. 01:42:47 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080856 Page 137 1 Hubsher - Confidential 2 Q. Okay. Would you fill out any kind of 3 form or paperwork to create the complaint file? 4 A. No. 5 Q. What was the complaint file? Just a -- 01:42:54 6 A. A folder. 7 Q. Just a folder? It's a complaint, 8 JEEPERS, on it? 9 A. Something like that. 10 Q. Do you know when you first started 01:43:06 11 keeping a complaint file for Mr. Epstein? 12 A. No. I don't recall. 13 (Exhibit 56, document, marked for 14 identification.) 15 Q. I show you Exhibit 56. A short one, 01:43:21 16 again. 17 (Discussion off the record.) 18 Q. This is a redemption schedule that was 19 prepared -- you know -- yeah. If you look down, 20 it appears that who was requesting this at the 01:44:01 21 bottom of page 1 there is from Lyn DeSantis, PwC. 22 And these asked Mr. Lee if you could also get me 23 the liquidity redemption analysis before the end, 24 and that would be great. 25 A. Uh-huh. 01:44:19 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080857 Page 138 1 Hubsher - Confidential 2 Q. Do you have any understanding why PwC 3 in the fall -- summer of 2007 was asking for this 4 liquidity analysis? 5 A. They were doing the 2006 audit, and it 01:44:28 6 was in the course of the audit that that question 7 came up. 8 Q. What was the question exactly? 9 A. I don't know. I'm reading it. 10 Q. You don't -- 01:44:43 11 A. 12 Q. Other than they wanted the information, 13 you don't know why -- 14 A. No. 15 Q. -- in connection with the audit they 01:44:48 16 wanted it? 17 A. No. And very often they would call 18 people within my team and ask them for 19 information. 20 (Exhibit 57, document, marked for 21 identification.) 22 Q. I show you Exhibit 57. Do you recall 23 that you received from Mr. Indyke on February 24 13th, 2008, another request to redeem 25 Mr. Epstein's investments? 01:45:45 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080858 Page 139 1 Hubsher - Confidential 2 MR. ARFFA: It's attached. 3 A. Yes. 4 Q. Again, it came on this memo form? 5 A. Yes. 01:45:54 6 Q. And then Ms. White immediately 7 responds -- not immediately but pretty later with 8 an e-mail that says, Thank you for the attached 9 notification to withdraw JEEPERS investments. In 10 order to process these redemptions, we'll need you 01:46:15 11 to complete the attached request for withdrawal of 12 interest form. 13 So apparently he had sent in this 14 request in this memo form, and she sent him back 15 and said, You really need to use these particular 01:46:34 16 forms? 17 A. Yes. 18 Q. Is there some reason why when you got 19 the $80 million request back in November of 2006 20 you didn't just simply say right then, just like 01:46:49 21 this to Mr. Epstein: You need to use these 22 particular forms? 23 A. Yes, because the -- we were told that 24 the request was going away because of the 25 agreement to take care of the tax issue. 01:47:05 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080859 Page 140 1 Hubsher - Confidential 2 (Exhibit 58, document, marked for 3 identification.) 4 Q. Let me mark as Exhibit 58. Do you 5 recall a dispute that the fund had with something 01:47:46 6 called the Fine family limited partnership? 7 A. Yes. 8 MR. ARFFA: Again, we ask that be 9 treated as confidential. 10 You can go on. 01:47:56 11 A. Yes. 12 Q. What do you recall about that dispute? 13 A. I recall that they had invested on 14 December 1st of 2006 and they had not been 15 included in the -- in the calls directly about 01:48:14 16 the -- about the first and second set of phone 17 calls that Dan had made. Their consultant had 18 been included, but they hadn't directly been 19 included. So they wished to withdraw, partially 20 withdraw, their investment. 01:48:34 21 Q. Okay. If you could, turn to page DBZ 22 38330. 23 By the way, Ms. Hubsher, do you 24 recognize those documents as having come from your 25 files? 01:48:59 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080860 Page 141 1 Hubsher - Confidential 2 A. I'm not sure. 3 (Exhibit 59, letter, marked for 4 identification.) 5 Q. Let me show you Exhibit 59 real fast. 01:49:22 6 This is a letter that the firm's counsel has sent 7 to the SEC, and it says -- there's a sentence -- 8 the second sentence says, The documents 9 Bates-numbered DBZ 38326 through DBZ 38348 are 10 from the files of Elise Hubsher, DBZ's senior vice 01:49:59 11 president of marketing and investor relations. 12 Exhibit 58 has "Elise Hubsher material" written on 13 the first page of it. 14 Does that refresh your memory this 15 stuff came from your files? 01:50:18 16 A. Well -- 17 Q. That is Exhibit 58? 18 A. Yes. 19 Q. If you could, I just want -- DBZ 38330 20 says that there was -- in paragraph, I don't know, 01:50:38 21 12, says, On or about November 17th, 2006, 22 pursuant to plaintiff's repeated request to 23 withdraw its $5 million investment, defendants 24 agreed to return plaintiff's investment as set 25 forth in a letter written by Daniel B Zwirn upon 01:50:56 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080861 Page 142 1 Hubsher - Confidential 2 terms described hereinafter. 3 So does that refresh your memory that 4 the Fine family had actually -- 5 A. So it was October 1st -- I think it may 01:51:08 6 have been an October 1st investment. Yeah, that's 7 right. 8 Q. So it was an October 1st investment. 9 They didn't get included in the calls. And then 10 they found out about it in November and 01:51:19 11 complained, said they wanted their money back, and 12 Mr. Zwirn agreed to give it back to them? 13 A. Yeah. I believe he agreed to find a 14 buyer. 15 Q. Right. 01:51:34 16 Did you understand why he had reached 17 that agreement? 18 MR. ARFFA: Objection to form. 19 A. I believe it had to do with the fact 20 that they were unaware of what was going on at the 01:51:54 21 firm. They didn't receive the calls that other 22 people got. 23 Q. So I think earlier I testified whether 24 the fund had any other disputes with investors 25 about the -- 01:52:17 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080862 Page 143 1 Hubsher - Confidential 2 MR. ARFFA: You testified? 3 Q. I asked you about, I'm sorry, whether 4 the fund had had any disputes with other investors 5 about the timeliness or form of their withdraw 01:52:24 6 requests. Other than this dispute with Mr. -- the 7 Fine family, are you aware of any other disputes 8 the fund has had with investors about withdrawing 9 their money? 10 MR. ARFFA: Objection to form. 01:52:41 11 Q. For any reason? 12 MR. ARFFA: Objection to form. 13 You may answer. 14 A. Can we just back up, because the way 15 you asked the last question, I didn't -- 01:52:47 16 Q. All right -- 17 A. No, wait. The way that you asked the 18 question that you're telling me that you asked, 19 the Fine family didn't fall under the category. 20 Q. I got you. I'm just trying to -- as I 01:52:56 21 understand -- so we're all on the same page -- I 22 had asked you earlier whether there was any 23 dispute with investors about the timeliness or 24 form of their -- withdrawn. 25 I want to broaden it out. Other than 01:53:11 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080863 Page 144 1 Hubsher - Confidential 2 the Fine family and Jeffrey Epstein, are you aware 3 of any other disputes the fund has had with 4 investors about withdrawing their money? 5 A. Not that I recall. 01:53:20 6 Q. You market hedge fund investments for 7 Fortress today? You're involved in that? 8 A. Yes. 9 Q. What are the names of the hedge funds 10 that you market? 01:54:00 11 MR. ARFFA: One second. 12 (Pause.) 13 MR. ARFFA: You can answer. 14 A. Drawbridge special opportunities fund, 15 Fortress credit opportunities fund, Fortress real 01:54:24 16 estate opportunities fund, Fortress power assets 17 fund. There are probably some others, a few 18 others. 19 Q. Typically what is the length of the 20 lockups in those funds? 01:54:36 21 A. Several of them are private equity 22 funds, so they are ten-year lockups, and the 23 Drawbridge special opportunities fund has a lockup 24 where you can give 90-day notice. And at the end 25 of any calendar year your portfolio essentially is 01:54:51 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080864 Page 145 1 Hubsher - Confidential 2 frozen, and it rolls off as it rolls off. 3 Q. So far Drawbridge special 4 opportunities, it's essentially an annual 5 liquidity, the way it works? 01:55:09 6 A. It's annual as a roll-off, so you don't 7 get cash back at the end of the year. 8 Q. Is there some option to get cash back, 9 or there is none? 10 A. It's -- the manager can opt to provide 01:55:19 11 that, but that's not the default option. 12 Q. That's essentially the same thing as 13 the one-year liquidity plus that Zwirn mad? 14 A. Yes. 15 Q. Exempt it's 120 days' notice for Zwirn 01:55:30 16 and 90 for this fund? 17 A. Correct. 18 Q. And all of the other funds are ten-year 19 lockups? 20 A. Yes. 01:55:39 21 Q. Because they're all private equity? 22 A. Yes. 23 MR. SUSMAN: I pass the witness. 24 MR. ARFFA: Harry, could you give me 25 five minutes? I think I might want to clarify 01:55:52 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080865 Page 146 1 Hubsher - Confidential 2 a couple things, but -- 3 MR. SUSMAN: Fine. 4 MR. ARFFA: -- it wouldn't be very 5 long. 01:55:59 6 MR. SCHWARTZ: Before we go off the 7 record, I'll note for the record Mr. Susman 8 has returned Exhibit 51, the privileged 9 document. 10 Harry, if you would just destroy your 01:56:06 11 other copies and represent that you've done 12 that, that would be fine with us. 13 THE VIDEOGRAPHER: The time is 1:57 14 p.m. This ends Tape 4 -- I'm sorry, we're 15 going off the record. 01:56:19 16 (Recess taken from 1:57 to 2:04.) 17 THE VIDEOGRAPHER: The time is 2:04 18 p.m. We are on the record. 19 EXAMINATION BY 20 MR. ARFFA: 02:03:08 21 Q. Ms. Hubsher, I just want to clarify two 22 things. First, there was questioning about while 23 you were at Northwater your understanding of how 24 the lockups worked on the hedge funds where 25 Northwater had invested in those hedge funds and 02:03:21 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080866 Page 147 1 Hubsher - Confidential 2 they were subject to lockups. 3 And your testimony, I believe, was 4 essentially your understanding was that the 5 lockups were triggered -- were by investment and 02:03:29 6 were each triggered by the time each investment 7 was made in the hedge fund and then ran for 8 whatever period. But it was triggered by 9 investment as opposed to for all of the 10 investments made in the hedge fund. 02:03:45 11 Do I have that right? 12 A. Yes, each one was by subscription. 13 Q. Okay. I just want to make -- clarify 14 and make sure. I take it you had that same 15 understanding at that time as to whatever 02:03:56 16 investments were made in the Zwirn fund. 17 A. Yes. 18 Q. Second, there was some testimony about 19 a Highbridge managed account, and I just wasn't 20 sure it came out clearly on the transcript. So 02:04:08 21 why don't you just state your understanding of 22 what was happening with respect to these declines 23 in the Highbridge managed account. 24 A. My understanding was the decline in 25 the -- in the account was in concert with a 02:04:24 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080867 Page 148 1 Hubsher - Confidential 2 decline in the Highbridge interest in the Zwirn 3 GP. 4 MR. ARFFA: That's it. 5 MR. SCHWARTZ: No questions. 6 MR. ARFFA: Did you have anything? 7 John? 8 MR. SIFFERT: I have something, but I'm 9 not going to do it. We'll do it at trial. 10 MR. ARFFA: Okay. 11 THE VIDEOGRAPHER: The time is 2:06 12 III. This concludes the videotaped deposition 13 of Elise Hubsher. We are off the record. 14 (Time noted: 2:06 p.m.) 15 16 17 ELISE HUBSHER 18 19 Subscribed and sworn to before me 20 this day of , 2011. 21 22 23 Notary Public 24 25 02:04:39 02:04:48 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080868 Page 149 1 2 CERTIFICATE 3 STATE OF NEW YORK 4 : ss. 5 COUNTY OF NEW YORK ) 6 7 I, LAURIE A. COLLINS, a Registered 8 Professional Reporter and Notary Public 9 within and for the State of New York, do 10 hereby certify: 11 That ELISE HUBSHER, the witness whose 12 deposition is hereinbefore set forth, was 13 duly sworn by me and that such deposition 14 is a true record of the testimony given by 15 the witness. 16 I further certify that I am not 17 related to any of the parties to this 18 action by blood or marriage, and that I am 19 in no way interested in the outcome of this 20 matter. 21 IN WITNESS WHEREOF, I have hereunto 22 set my hand this 25th day of May, 2011. 23 24 25 LAURIE A. COLLINS, RPR 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080869 1 2 3 4 INDEX WITNESS: EXAMINATION BY: Page 150 PAGE 5 Elise Hubsher Mr. Susman 6 6 Mr. Arffa 146 7 8 TRANSCRIPT MARKINGS 9 DIRECTIONS: 10 MOTIONS: 11 REQUESTS: 12 RULINGS: 13 TO BE FURNISHED: 14 15 EXHIBITS 16 NO. DESCRIPTION PAGE 17 18 Exhibit 31, e-mails 42 19 Exhibit 32, document 47 20 Exhibit 33, document 51 21 Exhibit 34, contact sheet by investor 52 22 Exhibit 35, document 53 23 Exhibit 36, second amended and restated 53 24 limited partnership agreement for 25 domestic fund 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080870 1 Page 151 2 Exhibit 37, PowerPoint presentation 58 3 Exhibit 38, document 60 4 Exhibit 39, document 64 5 Exhibit 40, document 71 6 Exhibit 41, document 71 7 Exhibit 42, document 71 8 Exhibit 43, document 73 9 Exhibit 44, e-mails 77 10 Exhibit 45, e-mails 78 11 Exhibit 46, document 80 12 Exhibit 47, document 81 13 Exhibit 48, e-mails 82 14 Exhibit 49, e-mails 84 15 Exhibit 50, e-mails 98 16 Exhibit 51, document 108 17 Exhibit 52, e-mail 109 18 Exhibit 53, document 117 19 Exhibit 54, document 121 20 Exhibit 55, e-mail 135 21 Exhibit 56, document 137 22 Exhibit 57, document 138 23 Exhibit 58, document 140 24 Exhibit 59, letter 141 25 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080871 Page 152 1 2 ERRATA SHEET VERITEXT REPORTING COMPANY 3 1250 Broadway New York, New York 10001 4 (212) 279-9424 5 CASE: Fortress v. Jeepers DEPOSITION DATE: May 25, 2011 6 DEPONENT: Elise Hubsher 7 PAGE/LINE(S)/ CHANGE 8 9 10 11 12 13 14 15 16 17 18 19 20 REASON 21 ELISE HUBSHER 22 SUBSCRIBED AND SWORN TO BEFORE ME THIS DAY OF 23 24 , 2011. 25 (NOTARY PUBLIC) MY COMMISSION EXPIRES: 212-267-6868 VERITEXT REPORTING COMPANY www.veritext.com 516-608-2400 EFTA01080872 [& - 58] Page I & 1 42 71:17,19,25 72:11 97:24 150:18 151:7 4268 45:2 43 73:18,20,22 74:9 77:25 151:8 44 77:20,22 79:18 1 151:9 45 42:10 78:16,18 78:18 79:15 80:4 113:14,15 114:17 115:12,16,24 116:5 151:10 46 80:16,18 151:11 47 81:12,14 97:25 150:19 151:12 48 82:23,25 151:13 49 84:10,12,12 91:18 94:16 151:14 & 1:18 3:4 4:4 5:21 6:3 22:10,10 27:3 0 03 112:19 07 112:13,20 1 51:3 69:24 137:21 10 49:8 69:25 129:9 10.03.06. 43:8 10/11 48:7 1000 3:15 10001 152:3 10019-6064 3:7 10036-7798 3:23 10110-3398 4:7 108 151:16 109 151:17 10th 84:14 1114 3:22 11224 91:25 11227 95:4 11233 94:19,21 95:8 11290 95:25 117 151:18 12 49:8 141:21 12/30 111:8 12/31/06 111:7,9 136:15 120 37:15,19,24 38:10,13 55:3 56:15 145:15 121 151:19 123 49:9 1250 152:3 1285 3:6 12th 77:11 79:11,15 135 151:20 137 151:21 138 151:22 13th 72:2 113:8,9 114:22 138:24 140 42:11 151:23 141 151:24 1425006537 1:8 5:10 146 150:6 149,577,000 13:17 14th 77:24 78:21 79:16,20 80:21 81:15 83:2 112:25 113:5,10 115:13 15 7:20 150 13:14 17th 141:21 1809 60:22 18th 42:24 19 54:7 193 54:8 1980 7:3,4,10 1:28 125:15 1st 9:13 140:14 142:5,6,8 2 2 51:8 78:20 91:18 94:7 20 1:22 2002 69:24 2003 8:13 111:24 2005 36:16 130:17 2006 7:7,7 8:13 9:5 17:19 27:25 28:4,14 28:15 36:16,23 37:8 42:24 43:18,21 44:7 59:9 60:9 82:10,19 113:9 114:22 138:5 139:19 140:14 141:21 2006/2007 36:12 2007 45:5 66:21 74:1377:11 84:14 89:16 90:11 92:16 93:4 95:20 107:18 108:11 112:25 113:5,13 115:13 136:3 138:3 2008 66:22 138:24 2009 9:13 2011 1:22 2:5 5:4 148:20 149:22 152:5,22 212 152:4 22nd 110:24 136:3 25 2:5 152:5 25th 5:4 149:22 279-9424 152:4 3 3 44:21 94:12 122:4 3.5 105:12 30th 89:16 95:20 96:3 31 42:19,22,22 44:22 112:13,20 150:18 32 47:5,7,8 150:19 33 51:11,13 95:24 150:20 34 52:6,8,9,15 150:21 35 53:10,12,12 150:22 36 53:22,25 54:3 112:10 150:23 37 58:11,13,13 59:23 151:2 38 60:2,5,5 151:3 38326 141:9 38330 140:22 141.19 38348 141:9 39 64:22,24,24 67:20 68:2,2 151:4 3rd 43:21 4 4 123:5 146:14 40 15:20 68:3 71:7,9 71:10,25 151:5 41 71:14,16,25 151:6 5 5 60:16,17,21 61:21 141:23 5/03 112:16 50 98:10,12 151:15 500 4:6 500,000 112:18 51 108:18,20 123:9 146:8 150:20 151:16 5100 3:14 52 109:18,21 110:21 110:21 150:21 151:17 53 110:21 117:5,7,8 120:15 121:16 150:22,23 151:18 54 121:20,21 151:19 55 135:23,25 151:20 56 137:13,15 151:21 560 2:9 5:6 57 138:20,22 151:22 58 140:2,4 141:12 141:17 151:2,23 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080873 [59 - applying] Page 2 59 141:3,5 151:24 6 ability 125:24 able 37:16 103:24 108:2 112:2 126:22 131:15 access 69:15 account 39:19 40:5 40:10,18 54:18 55:2 99:25 102:24 adopting 40:16 107:13 adoption 85:20 advice 80:9 advisors 65:18 aggressive 75:23 angry 75:7,9 animated 25:10,23 26:10 135:5 anniversary 37:18 38:6,6,12 56:20 86:24 87:8 88:5,12 88:20,22 89:12,15 6 150:5 60 151:3 64 151:4 7 7/1/05 111:10 71 151:5,6,7 55:10 56:15 57:24 76:3 93:3 111:15,20 73 151:8 58:2,10 66:5 68:12 agitated 24:25 131:22 77 151:9 68:15 74:13 79:14 agreed 39:8 141:24 annual 145:4,6 77002-5096 3:16 87:2,9,25 88:4 142:12,13 answer 10:23 11:2 78 151:10 89:11,17 90:14 agreement 39:12 21:20,22 25:5 34:12 8 92:17 93:9 96:12 53:23 54:5,12 56:3 36:14 40:13 45:17 80 29:10,11,20 30:2 97:2 100:22,25 139:25 142:17 46:3 48:22 57:8,21 30:6 32:6,15,23 101:5,17 102:6 150:24 58:25 60:25 66:7 33:21 34:8 35:24 104:6,20 105:9 agreements 124:14 67:15 68:14,25 36:3 41:6,9 60:14 106:4,17,21 113:16 ahead 10:23 70:19 70:19 72:19 74:4,7 60:17 61:6,10 62:5 115:12 117:10,18 120:14 135:21 75:12,22 76:25 62:16 72:17 73:5,9 117:22 118:10,17 al 5:9,9 77:16 78:8 80:13 78:25 113:8,9 119:18 120:10,11 alerted 26:8 81:22 84:7 86:9 114:23 132:9 124:2 126:3,10 alisa 83:6 87:4,11 97:6 101:9 139:19 151:11 128:21 131:4,10,21 allan 3:8 5:20 13:12 101:19 103:4 107:5 81 151:12 147:19,23,25 109:23 110:7 115:8 124:5 82 151:13 accounting 16:24 allow 107:17 131:9 131:12 134:6 84 151:14 18:25 22:17 39:4,8 allowed 46:21 89:10 136:23 143:13 8636 112:5,8,11 66:9,14,18,24 67:5 alluded 62:8 144:13 67:13,25 68:11 70:3 70:4,11 71:3 82:5,6 alternative 65:17 answered 56:4,6 85:22 115:7 134:5 9 9.1 54:15 83:21,23,25 84:3,5 amended 53:22 54:4 answering 81:6 9.1. 54:9 accounts 56:23 57:4 150:23 answers 120:23 9/1 112:6 57:17 58:7 79:13 americas 3:6,22 anybody 18:24 9/1/03 111:9,18 120:13 amount 13:5,12 85:10 131:20 9/30 111:20,21 accrued 20:23 39:9 45:3 62:5 63:6 132:21 9/30/03 111:19 accurate 66:15 63:7 68:10 69:17 apparently 13:7 9/30/06 68:16 action 149:18 119:20 43:20 72:5 139:13 9/30/07 105:4 activity 72:22 amounts 67:22 appears 58:14 90 144:24 145:16 actual 59:17 72:17 analysis 43:13,22 101:10 105:13 98 151:15 adapt 58:22 44:19 85:11,13 86:4 137:20 9:35 1:23 2:6 5:4 additional 22:11,14 99:14 100:7 103:12 applied 22:18 39:18 9:37 81:16 65:15,22 66:2 100:9 103:19 106:11 40:17 56:10 a 125:6 137:23 138:4 apply 40:5 55:17 a.m. 1:23 2:6 5:4 adjust 72:9 anderson 47:21 103:20 106:20 51:3,8 94:7 adopt 107:23 80:19,19 applying 40:9 ab 81:19 82:5 adopted 85:14 99:21 randrew 4:10 107:16 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080874 [appreciated - belonged] Page 3 appreciated 83:3 appreciation 55:9 appreciative 26:6 approach 39:20 appropriate 16:13 75:25 april 1:22 69:24 arbitration 1:2 5:11 14:14 41:15,16,17 41:25 42:4,10 116:21 and 125:18 arden 65:17 area 80:9 arffa 3:8 5:20,20 6:5 10:20 12:17 13:7,10 13:22,25 14:4 21:19 21:22 25:4 34:11 36:13 37:3,6 40:12 40:20 41:22 44:15 44:24 45:16 46:2 47:9 48:21 51:15 54:19 55:11 56:9,24 57:7,20 58:24 60:24 63:2,5 65:4,14 67:3 67:9,14 68:13,24 69:9,13 70:18 72:12 72:18 73:15 74:4,7 75:11,21 76:8,24 77:15 78:7 80:12 81:2,6,11,21 83:13 86:8,13 87:3,10 88:7,9 89:19,24 90:5,22,24 91:5,23 92:3,20 93:11,16 96:15 97:5 100:6,12 101:8,18 102:7 103:3 104:22 105:19 106:22 107:4 108:24 110:3 110:11,13 112:10 112:12 113:14 115:6 116:3,7 117:24 120:17 121:2,23 124:4,18 126:6 127:12 128:11 131:11 134:5 135:19 136:22 139:2 140:8 142:18 143:2,10,12 144:11,13 145:24 146:4,20 148:4,6,10 150:6 aside 42:13 74:25 asked 27:3 28:7 31:7,8 35:23,23 36:19 39:23 42:2,13 42:16 56:4,6 61:15 61:20 72:3,9,13 74:15 76:12,18 79:2 79:25 80:24 82:3,7 83:2 85:5 113:8,9 113:10 115:6 119:24 120:19 131:20 134:5 135:13,20 137:22 143:3,15,17,18,22 asking 24:23,24 25:18,25 29:8 35:19 35:25 40:7 44:14 56:2 60:12 62:16 63:17 72:6,15,21 73:3 74:12 77:12 78:3,5 79:19,23 80:22 89:22 92:22 102:13 114:5 117:25 119:16 135:14 138:3 asset 20:24 21:2,8 21:13,17 46:7 assets 46:25 128:5,6 144:16 assistant 80:20 assume 10:14 29:20 50:10 90:11 96:11 97:15 106:2 109:22 assumed 93:7 96:9 attached 78:23 83:10 84:17 139:2,8 139:11 attachment 43:7,9 43:10 attempting 89:3 attorneys 3:5,12,20 4:5 5:13 audit 138:5,6,15 audry 109:8 august 7:7 9:5 available 23:21 30:19 31:22 39:7 44:23 45:4 46:16 92:15 93:5 95:5,9 95:20 96:2,11,23 100:9,10,18 106:12 128:7 avenue 2:10 3:6,22 4:6 5:7 aware 11:23 16:3,4 16:10,12,23,24 42:9 43:25 44:4 64:10 117:9,11,14 118:18 118:23,24 119:18 120:24 128:15 130:10,11,15,18,19 130:23 134:4 143:7 144:2 b b 6:7 141:25 back 22:20 27:8 29:3,9 30:9 33:24 35:10,13,19 44:14 46:22 60:8 63:21 64:14 76:13 79:3 82:10,19 94:5,16 95:8 100:2,21 102:25 112:25 113:6,11 119:24 120:19 121:16 127:22 135:14,16 139:14,19 142:11 142:12 143:14 145:7,8 belong 21:9 background 6:17,18 belonged 57:11 backward 102:11 backwards 98:18 99:9,15,19 balance 74:13,15,19 75:10 balances 28:18 36:2 ballpark 13:12 based 38: I I 54:11 55:19 69:19 87:13 88:17 91:19 92:12 99:14 104:10 124:16,24 125:23 126:8 131:21 bases 55:24 basically 104:7 106:8 115:3 basis 54:17 57:5,18 57:19 69:19 bates 44:24 54:8 91:23 141:9 becker 48:3 50:20 began 41:16 begins 51:8 94:12 123:5 behalf 5:23 believe 21:11 22:9 28:2 29:13 30:16 32:25 35:25 59:3 60:7 74:16 81:18 82:21 99:12 109:3,5 109:22 114:11 142:13,19 147:3 believed 88:21 believes 56:10 127:13 beller 28:4,9,12,17 74:12,21 75:9,14,19 76:12,22 77:12,19 beller's 75:5 77:13 79:12 belligerent 75:23 76:3 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080875 [best - concert] Page 4 best 36:12,25 54:21 77:3 big 87:20 bit 52:9 98:19 99:9 99:20 blood 149:18 bob 66:12 book 59:2 bottom 84:14 136:14 137:21 bought 21:9,18 box 87:20 break 50:25 94:4 121:24 123:12 brf 54:8 briefly 133:2 broaden 143:25 broader 65:19 broadway 152:3 brought 18:6 19:6 39:22 bunch 53:5 83:18 business 9:23 10:6 55:4 56:17 businesses 9:22 butchkowski 83:7,8 buyer 142:14 c 1:1 3:2 4:2 149:2,2 calculate 128:16 calculated 74:18 123:25 124:16,24 125:23 calculation 70:23 84:3 calendar 38:2 55:5 56:17 144:25 call 18:12 23:22 50:22 63:22 64:12 64:14 68:11 80:22 80:24 133:24,25 134:11,12,14,22 135:8 138:17 called 6:8 10:18 26:7 42:13 50:21 123:11 140:6 calling 80:24 calls 17:6,11,14,22 18:21 19:6,1620:9 20:18,19 21:6,7,15 22:3,5,8,13,24 23:7 23:14,18 24:5,9,11 24:16 26:3,14,18,22 27:4,6,10,13,17,21 27:24 44:11 50:21 52:19 53:8,17,18 133:3 135:2,4,6,15 140:15,17 142:9,21 capital 8:2,9,15,25 9:16 11:15 12:2 28:18 39:18 40:5,10 40:18 54:18 55:2,10 56:15,22 57:4,17 68:12 74:13,15,19 75:10 79:12,14 87:2 87:9,25 88:4 89:11 89:17 90:14 92:17 93:9 96:12 97:2 100:22,25 101:5,16 102:5 104:6,20 106:4,17,20 113:16 117:10 124:2 126:3 127:17,22 128:3,7 128:20,22 129:15 131:4,10,20 caption 5:8 cara 42:23,25 43:2 74:14 99:2 136:3 care 115:4 139:25 careful 34:3 81:2 claiming 116:19 clarify 88:14 91:15 94:2 145:25 146:21 147:13 clear 10:21 19:20 30:5 41:13 47:10,13 case 5:8 55:20 152:5 61:8 91:7 93:17 cash 46:6,11,13,16 116:3 120:17 121:2 46:16 145:7,8 135:16 cashflows 43:8 clearly 61:19 84:7 categories 65:21 87:23 100:23 104:4 category 143:19 106:15 147:20 cause 25:22 caused 62:25 caution 12:17 cc'd 77:23 certain 12:11 15:16 16:24 23:16 29:17 33:9 37:7 91:8 100:13 108:7 127:18 certainly 62:22 82:17 104:10 certify 149:10,16 cfo 17:2 19:24 ch 98:22,25 100:14 101:24 chance 71:21 change 73:7 87:25 94:5 100:24 104:6 106:16,19,25 130:4 152:7 changed 11:7 36:15 37:6 82:16 changing 107:3 character 25:15 characterized 26:24 charge 66:9 check 39:7 66:13 chose 104:15,17 do 11:22 claim 41:6 claimants 1:6,12,12 3:5 5:22 client 48:11 clients 11:12 coheaded 7:22 college 6:20,20 collins 2:115:16 149:7,25 column 48:6 49:10 50:19 95:2,6 columns 47:23 50:14 come 18:7 22:20 46:13 67:12,24 68:20 77:9 86:16 108:2 113:19 128:18 140:24 comes 64:12 coming 89:15 93:3,4 commission 152:25 committee 8:6 14:19 14:20,25 common 45:13 communicate 20:3 26:9 communicated 77:4 communication 108:9,12,16 communications 75:14 company 1:113:13 7:6 9:5 19:8 49:2 52:23 80:23 118:16 119:5,6,8,21 152:2 complained 142:11 complaint 136:5,7,8 136:10,12,17,20 137:3,5,7,11 complaints 136:18 136:24 complete 56:14 139:11 concept 93:9,12 concern 44:7,12,17 62:25 concerns 77:14 concert 147:25 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080876 [concerted - 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hubsher] Page 9 furnished 150:13 further 22:10 149:16 futures 7:16,22 8:20 g g 95:2,6 118:19 gardener 48:15 garrison 3:4 5:21 gather 15:2 50:15 general 55:4 56:16 generally 26:5 30:17 31:20 42:3 50:20 55:17,20 63:19 77:2 80:10 121:13 124:3 136:24 generated 46:11 67:16 george 108:5 123:10 123:13 getting 66:14 74:2 gibson 22:10 108:13 give 7:8 40:22 44:24 74:17 77:2 88:9 126:22 129:8 133:8 133:20,22 142:12 144:24 145:24 given 106:5 130:6 149:14 giving 91:6 120:23 go 7:5 10:22 11:16 13:6,19 34:18 39:11 49:2 64:2 70:19 71:5 75:14 94:15,17 94:24 95:23,25 96:9 97:23 98:8 99:25 100:21 101:20 102:25 109:11 112:8 117:12 120:14 125:12 135:21 140:10 146:6 godfrey 2:9 3:11 5:6 godward 3:19 going 12:17 13:3,5 13:21 18:14,14 24:17,18,23 26:21 30:9 32:20,21 33:5 33:17 34:22 35:2 40:20,23 42:21 54:19 64:19 69:3 72:22 77:6 83:9 92:4 98:8 99:15 101:6 108:24 113:18,19 114:12 114:14 115:16,17 115:23 116:9 118:5 120:15 121:17 125:16 133:22 139:24 142:20 146:15 148:9 goldman 7:15 8:17 good 11:19 32:9 122:2 gossip 18:24 gotten 18:23 42:14 61:11 governing 125:5 gp 1:18 3:21 119:2 148:3 graduated 6:20 graph 44:22 great 35:7 53:16 137:24 group 7:17,24 9:9 9:16 64:18 66:5,10 66:15 67:17 69:11 71:4 82:6 104:12 105:11 121:14 growth 72:10 gruss 16:25 17:5,10 18:2 19:10,19 28:10 44:13 48:2 50:16 66:11 guard 48:15 guess 12:19 34:19 66:24 81:10 116:8 h h 6:7,7 half 43:23 77:25 hand 149:22 handing 113:14 handwriting 51:18 51:20,23 52:24,25 53:13,14 handy 65:11 hannah 3:9 6:5 110:4 happen 31:25 89:10 99:21 107:2 happened 34:17 129:11 happening 120:4 147:22 happens 91:21 hard 25:6 42:15 52:12,12,20 83:17 harry 3:17 5:18 28:3 28:12,17 47:9 93:25 94:3 102:13 109:7 123:8 145:24 146:10 head 9:8 11:23 118:19 headed 8:3 headquartered 8:3 hear 17:4,25 29:2 35:9 132:7,11 134:21 heard 17:10 18:23 73:4 130:7 hearing 14:7 19:23 29:6 44:13 hedge 8:7,18,22,25 9:18,25 15:3,6,8,17 125:25 126:17,21 128:15 144:6,9 146:24,25 147:7,10 held 2:8 5:5 46:10 help 33:17 97:22 helped 108:17 helping 32:18 33:6 hereinafter 142:2 hereinbefore 149:12 hereunto 149:21 hey 63:23 64:14 highbridge 117:9,18 117:21 118:2,3,9,16 118:17,20 119:17 120:9,11 121:9 147:19,23 148:2 higher 19:7 hint 30:8 hired 20:4 historic 102:11 105:24 historically 105:17 history 7:9 hold 90:5 127:22 holdings 1:19 honestly 13:15 honor 113:25 honors 6:21 house 81:3 houston 3:16 howe 42:23,25 64:25 71:11 76:11 99:2 136:3 hubsher 1:25 2:8 5:12 6:15,16 7:1 8:1 9:1 10:1 11:1 12:1 13:1 14:1 15:1 16:1 17:1 18:1 19:1 20:1 21:1 22:1 23:1 24:1 25:1 26:1 27:1 28:1 29:1 30:1 31:1 32:1 33:1 34:1 35:1 36:1 37:1 38:1 39:1 40:1 41:1 42:1 43:1 44:1 45:1 46:1 47:1 48:1 49:1 50:1 51:1,4,9 52:1 53:1 54:1 55:1 56:1 57:1 58:1 59:1 60:1 61:1 62:1 63:1 64:1 65:1 66:1 67:1 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080881 [ hul"her - 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liquidation] Page 11 investor 9:9 10:11 11:9 17:11,14 18:21 19:5 20:4,6 21:7,9 21:13,18 22:2,5,7 24:19 26:3 29:22 31:16 32:3,13 34:7 36:17 41:3,8 43:2 52:6,17,19 54:15,16 55:8 57:6,6,11,12 58:8,23 59:6 64:4,7 65:11 66:17 67:6,17 68:20,23 70:15 75:13,17 80:14 89:10,14 92:17 96:11 99:14 100:18 103:13 108:9,12 118:3 124:2,11,15 127:19 129:11 131:3 133:9 136:9 136:18,19 141:11 150:21 investor's 59:18 investors 8:5,18,23 9:18,20,21,25 10:7 10:12,15 11:10,11 12:24 13:5 20:9 26:5 36:11,21,24 37:9,9,10,15,21 38:7,25 41:5,15,19 41:25 42:12 44:8,14 46:10,18 50:21 57:17,25 58:20 59:10 63:16 64:10 65:7,16 66:8 85:17 85:24 98:22 99:21 99:23 100:2,11,14 101:24 102:20,23 103:7 104:8 106:2 116:14,25 132:2 133:23 142:24 143:4,8,23 144:4 involve 8:17 involved 8:20 12:12 14:16,22 19:10 48:4 115:10 120:12 126:16 130:13 144:7 involvement 108:8 108:15 involving 16:25 irregularities 16:25 irrespective 126:3 isolate 103:25 issue 17:5,10 18:2 18:25 32:19,21 33:7 33:16 48:3 64:21 70:15 124:9 139:25 issues 18:11 19:25 20:16,20 26:24 28:10 35:6 80:10 item 41:13 items 19:2122:11 22:14 I junior 75:24 J j 3:8,24 january 130:17 jeepers 1:8,11 3:12 5:9,18 94:25 95:10 97:21 136:4,15 137:8 139:9 152:5 jeffrey 23:24 24:12 27:22 29:2 39:22 49:2 78:4 85:7,8 97:10 132:8,13,17 144:2 job 9:7 20:5 41:3 133:11 jobs 8:16 john 4:8 6:2 98:7 148:7 johnson 4:13 11:14 joined 44:5 joins 11:14 125:18 jpmorgan 7:19 8:17 judicial 1:2 judiciary 5:10 june 9:13 89:15 93:4 95:20 96:3 k keep 121:18 133:10 keeping 137:11 kelly 47:21 50:13 80:19 kept 118:4 kill 83:9 kind 48:19 111:3 120:9 137:2 kinds 136:18 knew 43:15 45:18 know 12:18 13:11 21:2,17 23:24 28:13 28:15 30:22 32:17 36:20,25 45:11 47:24 50:7 52:13 55:12,22 64:2,4,7 65:17 69:6,25 71:23 83:19,22 84:9 92:4 93:21 98:8 104:22 104:25 106:10 108:7 109:13 110:7 110:9 112:22 126:24 127:17 128:3,21 129:4,9,12 129:15 131:8 137:10,19 138:9,13 141:20 knowledge 15:11 43:22 45:13 58:4,6 knows 127:20 kronish 3:19 I 1:1 6:7 lip. 3:11 I.p. 1:18 3:21 language 55:7 56:2 56:7,10 99:10 124:13 125:6 languages 54:14 lankier 4:4 6:2 large 8:23 12:15 13:245:11 119:20 larger 45:20 laurie 2:10 5:16 149:7,25 lawrence 18:4,18 23:20 31:5,11 lawyer 54:20 80:10 81:3 109:4,7 116:9 lawyers 115:18,24 learn 29:11 35:12 39:2 117:20 119:3 learned 20:17 21:23 learning 118:14 leave 11:15 lee 4:10 6:4 31:11 32:25 33:3,11 34:25 42:23 43:7 60:11 61:5 65:3 71:12 75:15,18 77:4,18,23 78:19 79:19 81:16 84:13 107:9 113:20 137:22 left (0:10 19:17 49:4 49:16,24 length 144:19 letter 29:7,9,14,15 30:6,11 78:23 130:15,20 141:3,6 141:25 151:24 letters 63:17 lexington 2:9 5:7 liabilities 128:5 liability 46:7 liebowitz 80:5,7,22 81:8 limited 39:12 53:23 54:4,11 56:14,19 124:13 140:6 150:24 line 49:3,6 62:3 152:7 lines 49:8,8 liquidate 62:5 liquidated 118:11 liquidation 62:20 120:3 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080883 [liquidity - million] Page 12 liquidity 37:10 45:8 45:12 46:15,17 68:19 105:14 111:13 127:18 137:23 138:4 145:5 145:13 list 13:4 98:22 100:14 101:24 102:4 listed 65:16,18 listen 23:5,12,18,22 24:5,9 27:23 listened 17:23 22:25 23:20 26:4,22 27:6 27:22 50:3 53:18 133:3 listening 23:8,14 24:16 27:10 53:8 134:2,3,19 little 52:9 94:16 99:9 99:20 116:3 119:17 llc 1:5,6,15,17,18,19 3:20,21 5:8 llp 3:4,19 4:4 5:21 5:25 located 5:6 lockup 15:14,21 16:2,7,13 45:24 46:4 126:9 130:2 144:23 lockups 15:12,23,24 16:17,22 45:22 123:22 126:7 128:16 144:20,22 145:19 146:24 147:2,5 log 136:4 long 8:8 9:10 12:8 16:12 35:11 45:22 46:5,5 120:3 128:6 146:5 look 39:5,1144:21 48:5,25 49:9 61:21 71:5,21 80:10 83:9 85:9 86:10 94:24,24 95:4 97:24,25 101:3 101:7 112:7 137:19 looked 30:24 59:3 71:24 99:6 looking 11:23 30:3 61:3 68:3 79:5 83:13 98:18 99:8,19 101:10,12,20 102:10 104:11 108:25 looks 52:5 loss 58:7,9 lot 55:12 93:23 123:10 louisiana 3:15 Ip 1 11:8,10112:16 Ipa 124:20 lunch 109:14 121:25 lyn 137:21 m mad 145:13 mail 42:23 43:7 63:19 76:11 77:11 77:23 78:19 79:11 83:2 84:13,15 85:4 98:13,17 109:18 110:16,20 123:9 135:23 136:2,2,14 139:8 151:17,20 mails 42:19 77:20 78:16 82:22,23 84:10 98:10 150:18 151:9,10,13,14,15 maintain 47:17 56:22 57:4 70:4 maintained 47:20 66:5,10 68:22 70:11 84:5 maintaining 66:3 major 6:21 majority 45:23 making 12:12 14:23 18:12 19:16 21:15 23:15 44:11 74:12 78:6,25 134:11 man 28:3 managed 117:10 118:10,17 119:18 119:21 120:10,11 120:12 147:19,23 management 7:6 9:5 9:12 19:8 20:22,22 43:15 48:12 118:16 119:5,6,8,21 manager 55:21 109:4 127:16,20 128:21 129:3,9 145:10 manager's 128:2 managers 64:17 managing 8:25 9:17 march 84:14 90:11 92:16 93:2 105:18 107:18 108:11 110:24 112:13,19 112:24 mark 109:2120:15 121:20 140:4 marked 42:19,21 47:5 51:11 52:7 53:10,24 58:12 60:2 60:17 64:22 71:7,14 71:17 73:18 77:20 78:16 80:16 81:12 82:23 84:10 98:10 108:18 109:18 117:5 121:21 135:23 137:13 138:20 140:2 141:3 market 144:6,10 marketing 7:23 8:4 8:24 9:8,17,24 10:6 10:9,14 11:12,17,24 141.11 marking 60:4 markings 150:8 marriage 149:18 match 46:8 127:18 128:5 matched 39:13 material 141:12 materials 41:19 42:14 mathematics 6:21 matter 5:22 105:24 149:20 mba 6:23,24 7:10 mean 9:24 37:4 70:23 81:24 87:16 97:21 100:10 101:14 116:18 119:4 134:16 means 50:16 98:25 meant 15:2 56:25 99:13 106:24 media 108:6 mediation 1:2 5:11 meeting 18:5,9,15 megan 4:13 member 8:5 43:2 memo 63:9 139:4,14 memory 72:2 73:2 73:14 74:2 79:6 96:7 101:2 103:5 141:14 142:3 mentioned 8:16 123:21 mentioning 134:25 message 23:17 49:4 49:16,24 method 126:10 mid 44:7 middle 17:16 36:16 98:21 million 13:14 29:10 29:11,20 30:2,6 32:6,15,23 33:21 34:8 35:24 36:3 41:6,9 42:10 49:10 60:14,18 61:6,10 62:6,16 69:25 72:17 73:5,9 78:25 105:12 113:9,10 114:23 129:9 132:9 139:19 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080884 [million - okay] Page 13 141:23 mind 26:15 128:18 mine 53:5 minus 84:23 minute 17:24 31:4 40:22 88:9 96:5 103:9 109:12 112:6 minutes 91:17 145:25 missing 114:20 model 89:3 90:18 92:11,24 96:19 97:17 99:18 100:8 107:7 modeled 89:9,13,16 90:10,15 95:17 modeling 89:21,24 90:2,7 92:7 96:8 97:13 99:20 107:10 moment 13:4 money 27:7 29:3 30:9,12 35:9,13,19 38:10 42:7 44:14,22 45:4,8,11,23 46:21 46:23 55:22 61:12 63:17 73:4 79:2,14 79:24 85:23 96:25 107:17 108:2 112:25 113:6,11 116:11 117:22 119:21,24 120:19 127:21 129:4 132:14 135:14,15 142:11 143:9 144:4 monitor 14:20 month 43:23 47:2 71:4 months 20:5 22:19 79:8 moot 13:6 morning 77:24 79:19 80:21 81:16 motions 150:10 moved 7:15,19,25 multiple 124:10 126:17 127:2 n n 1:1,1 3:2 4:2 123:2 123:2,2 150:2 name 5:2,11 6:13 43:8 59:18 112:17 126:12 135:2 named 28:3 names 104:3 109:24 123:10 126:20 144:9 narrowing 101:22 nature 34:6 116:18 nay 37:17,20 necessarily 34:15 59:21 65:10 need 13:12,25 34:20 63:23 64:14 81:18 81:24 84:18 97:18 98:7 102:25 115:4 128:2 139:10,15,21 needs 55:21 127:16 never 64:13 new 1:3,3 2:10,10 2:12 3:7,7,23,23 4:7 4:7 5:7,7 8:3 10:14 11:12 33:18 46:9 78:14 84:22,25 92:11 96:8 99:22,25 100:8,8 101:4 102:20,24 103:20 103:23 106:6,12 107:7,10,13,16,23 129:16 149:3,5,9 152:3,3 newly 20:4 i news 25:3 30:12 nicole 110:16,23 nine 68:4,5 noninvestor 59:7 noninvestors 59:7 northwater 7:25 8:8 8:15,25 11:15,21,22 i I 12:2 14:3,17 15:7 15:10,11,17 16:3,10 16:19 55:16 126:12 126:13,15 146:23 146:25 northwater's 126:25 notary 2:12 6:9 148:23 149:8 152:25 note 65:4 118:5 146:7 noted 122:7 123:3 148:14 notes 27:13,14 48:8 48:19,20 49:4,17,19 50:5,8,11 53:19,19 notice 37:16,19,25 38:10,13 55:3 56:16 144:24 145:15 notification 139:9 noting 57:10 november 60:9 78:12 82:10,19 113:8,9 114:22 139:19 141:21 142:10 number 5:10 44:9 45:20 49:9 52:8 54:8 75:3,6,9,10 83:11 106:7 numbered 141:9 numbers 70:5,11 75:4 76:18 81:18,25 82:7,15,19 83:19 99:10,19 0 o 1:1 123:2,2,2 o'clock 78:21 object 40:20,22 54:19 90:22 101:18 objection 14:11 21:19 25:4 34:11 36:13 37:3 40:12 44:15 45:15,16,25 46:2 47:4 48:21 55:11 56:9 57:7,20 58:24 63:2,3 67:3 67:14 68:13,24 69:9 70:18 72:12,18 75:11,20,21 76:23 76:24 77:15,17 78:7 80:12 86:8 87:3,10 88:7 89:19 92:19,20 93:11,16 96:14,15 97:5,7 100:6,12 101:8 102:7 103:3 106:22 107:4 115:6 124:4,18 126:6 128:11 131:11 135:19 136:21,22 142:18 143:10,12 objectionable 62:24 obviously 47:10 79:18 102:17 105:3 124:22 occasionally 71:5 occurred 75:16 89:12 october 17:15,16,17 42:24 43:18,2144:7 59:9 142:5,6,8 odd 21:16,25 62:11 62:15 offer 100:2 103:2 offering 59:8 office 5:6 8:4 18:7 offices 2:9 offshore 12:7,9 oh 43:9 47:25 52:14 63:13 86:15 88:10 89:23 94:22 104:14 105:23 okay 10:24 11:3 12:25 13:18 28:8 40:24 43:11 49:11 49:23 50:24 53:3 59:25 67:10 71:24 73:16 78:2 81:11 82:11,12 84:16 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080885 [okay - powerpoint] Page 14 overwhelming 45:22 90:11,18 92:2 93:22 94:18 95:15,18,22 96:5,6,19 98:16 99:6 100:20 103:12 105:12 106:13 110:14 111:14 112:5,6,9,12,15 115:22 116:7 132:6 137:2 140:21 147:13 148:10 old 95:16 96:24 99:22 100:4 102:22 102:23 107:20 once 16:4 29:25 55:21 76:18 135:8 one's 125:23 ones 20:13 onshore 57:25 open 41:13 42:4 operating 100:4 opportunistic 10:5 opportunities 11:19 144:14,15,16,23 145:4 opportunity 103:2 opposed 28:24 39:19 54:17 55:10 57:5 69:8 80:15 93:20 117:22 120:3 131:5 136:12 147:9 opt 112:3,4145:10 option 46:12,17 100:19 103:14 111:14 145:8,11 options 37:13 84:21 order 14:5 57:14 63:11 70:21 139:10 original 42:9 84:23 84:25 91:20,21 92:7 originally 66:24 112:17 outcome outreach overlook 149:19 26:7 50:21 71:3 p p 3:2,2,17 4:2,2 p.m. 94:12 122:4,7 123:3,5 125:16,20 146:14,18 148:12 148:14 package 64:9 page 42:22 44:21 52:22 54:7 60:20 83:14 91:12,18 94:19 98:21 111:7 137:21 140:21 141:13 143:21 150:4,16 152:7 paid 20:24 46:6,15 46:17,20 paperwork 137:3 paragraph 76:16 99:19 141.20 parentheticals 48:5 part 41:3 54:11 64:9 83:14 101:6 104:18 118:25 128:10 partial 105:8,11 partially 103:17 140:19 participate 20:8 27:23 50:2 107:12 113:21,24 114:15 participated 17:18 17:21 20:15 27:22 participating 7:23 31:10 participation 49:25 particular 42:17 55:9 58:21,22 63:12 69:4 80:8 124:7 125:6 126:4 131:5 139:15,22 parties 5:14 149:17 partner 55:4 56:16 56:19 partner's 56:14 partners 1:17 3:20 partnership 39:12 53:23 54:4,12 124:14 140:6 150:24 party 1:12,20 pass 145:23 paul 3:4 5:20 6:6 pause 40:25 54:23 71:20 73:21 99:5 103:11 109:17 112:21 118:6 125:17 144:12 payable 20:23 pending 98:5 pennsylvania 6:23 pension 7:24 8:23 people 16:24 31:16 45:18 59:13 75:24 78:20 101:3,14 102:4,18 103:22,25 104:12,17 105:25 106:3 108:22 109:5 110:24 120:9,10 131:9 138:18 142:22 people's 109:24 percent 33:9 perfect 46:7 perform 85:11 86:3 period 18:20 21:25 27:25 28:4,14 44:4 55:23 117:12,13 126:18 127:18,22 130:3 147:8 periodically 111:4 perry 16:25 17:5,10 19:10,14,21 48:2 50:16 66:11 person 20:5 32:13 41:4 50:5,11 96:25 105:4,16 person's 59:18 112:17 personally 6:3 26:7 132:13,18 pg 47:23 48:7 50:15 50:15 phone 140:16 piece 72:10 place 41:11 121:10 plaintiffs 141:22,24 plausible 40:10 please 6:14 56:7 84:l7 136:4 plus 37:10,24 45:8 55:9 105:13 111:23 111:24 145:13 point 16:23 18:9 21:23 22:4 29:2,22 35:8,12 37:7 42:5 43:16 56:7 59:14 74:21,24 76:8,9 85:13 90:3,15 106:3 117:9 118:8,14 119:23 120:18,18 126:5 129:22 130:23 pointing 67:18,19 points 27:16 65:14 polycom 134:15 poor 36:19 portfolio 16:21 46:10,13 144:25 portion 45:1154:24 102:15,17 135:15 position 9:11,14 12:23 13:23 14:2 40:2 47:11 87:7 positive 31:5 possible 44:11 possibly 18:18 23:19 potential 84:22 potentially 43:15 107:13 129:10,20 power 144:16 powerpoint 58:11 58:14,21 59:19 151:2 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080886 [ppm - recall] ppm 124:20 practical 130:12 practice 30:17 32:12 34:9 38:24 39:2,5 39:14 48:18 55:14 prefer 75:14,18 preliminary 74:20 76:18 77:12 prepare 30:18 31:21 32:3 45:10 61:20 72:3 79:20,25 85:5 prepared 65:11 71:11 73:11 137:19 preparing 72:25 present 4:12 presentation 58:11 58:14,22 59:2,16,18 59:20 151:2 presentations 58:20 59:10 president 141:11 presumably 104:18 presume 50:5 pretty 116:23 124:23 139:7 previous 127:13 previously 60:16 135:13 primarily 7:21 28:17 76:5 127:11 primary 7:16 prior 8:15 17:25 18:12,20 30:5 32:6 43:22,25 55:3 56:16 61:17 73:9 78:13 115:20 123:22 private 9:19 144:21 I 145:21 privilege 109:6 123:14 privileged 81:4,5 108:23 109:2 123:16 146:8 privy 119:15 121:11 pro 32:22 64:20 proactive 103:18 probably 49:7 52:20 53:4 63:22 65:19 77:5 110:7 144:17 problem 19:8 20:6 35:4 proceed 5:17 proceedings 11:14 125:18 proceeds 62:17 process 21.15 139:10 produced 13:8 product 66:16 production 123:16 professional 2:11 149:8 promised 132:8 promises 132:22 properly 57:14 prospective 59:10 provide 27:18 77:6 77:9 81:19 145:10 provided 44:3 56:21 58:2 76:19 80:9 82:2 provides 82:5 83:9 providing 25:19 public 2:12 6:9 148:23 149:8 152:25 pull 69:23 92:17 93:8,8 131:9,20 purchased 21:13 55:6 56:19 purpose 43:12 69:5 99:8 pursuant 141:22 pursue 35:2 pursued 32:20 33:5 put 33:20 34:15 59:17 76:12,21 96:2 103:14 117:24 136:9,17 putting 64:25 130:22 pwc 137:21 138:2 q quantity 106:6 quarter 37:17,20 38:11,12 55:5 56:18 70:22 71:4 111:14 111:19 quarterly 57:24 69:19 question 10:22,25 16:8 32:9 34:19 36:19 37:5 41:23 44:16 54:22 58:19 79:10 81:7 86:13 89:20 93:23 98:5 102:9 106:23 107:7 110:8,19 114:6 128:24 131:19 138:6,8 143:15,18 questioning 146:22 questions 25:12 39:23 42:13,16 66:7 91:15 118:2 148:5 quick 94:17 quid 32:22 64:20 quite 46:5 77:8 quo 32:22 64:20 quote 106:6 107:16 r r 3:2 4:2 6:7 123:2 149:2 raise 25:8 ran 129:23 147:7 reach 56:5 reached 142:16 reaction 19:23 20:2 25:3 26:4,16 75:6,8 75:15 read 39:15 56:10,11 56:11,13 61:24 86:24 99:17 103:9 Page 15 reading 138:9 real 94:17 141:5 144:15 realize 52:9 110:24 realized 38:4 really 24:23 26:19 30:22 32:20 52:20 55:12 72:21 74:18 89:22 98:14 108:21 128:10 139:15 reason 45:7 105:3 107:23 127:5,24 128:15 129:2 139:18 143:11 152:7 reasons 26:13 75:3 125:13 127:7,10,14 recall 12:16 13:15 14:7 15:21,24,25 16:9 17:13 18:3,8 18:17 19:4,12,14 21:14 24:15,17,19 25:14,24,24 26:25 27:2,5,9,20 28:25 29:6,15,24 30:10 31:10 32:14 40:7,14 41:8 43:12 44:10,16 44:18 47:7 50:18 51:13 60:8,13,15 61:19 62:10 66:21 73:22,24 74:8,10,11 74:14 75:5 76:7,10 77:13,18 78:5,13 79:10,17,22 80:3,23 81:9 82:18 85:3,12 86:14 89:12,20,25 90:10 92:14 99:12 108:4,11 111:2 113:17 114:3,5,7,10 114:25 115:14,15 115:25 116:8,9,12 118:8,14 119:11 120:4,5,6,8 121:3,4 121:6 126:8 127:3 130:21 132:5,6,20 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080887 [recall - requests] 134:7,24,25 135:3 135:11 137:12 138:22 140:5,12,13 144:5 recalled 16:6 receive 30:18 142:21 received 30:2 32:17 79:15 82:7 136:8,11 138:23 receiving 33:8 60:8 61:18 73:23 recess 51:6 94:10 146:16 recognize 51:18,22 52:2,9,14,15,24 53:13 54:3 60:17 64:24 71:10 110:16 110:20 140:24 recollection 16:17 16:20 35:16,22 36:12,25 61:4,13,14 73:6,8 114:20 125:10 133:6 recommended 11:24 record 6:13 17:8 48:18,19 51:5,10 54:2 56:12 58:7 65:5 91:15 92:6 94:9,14 109:11 110:18 117:25 118:5 120:18 121:19 122:6 123:7 125:12,16,20 137:17 146:7,7,15 146:18 148:13 149:14 record's 10:21 recorded 49:21 recount 132:16 recovery 1:5,14 10:13,17 11:11 58:7 58:9 redact 109:25 redemptions 32:7 redacted 52:11 63:15 86:11 99:15 87:20 104:7 110:10 100:9 102:12 105:8 redacting 98:14 111:4,7 112:14 redactions 109:23 139:10 redeem 70:16 78:9 reference 1:7 5:9 78:10 87:13,24 referring 85:4 123:9 100:3,21,23 103:2 refocused 11:17 103:18 104:5 105:4 refresh 61:3 71:25 106:15 111:12 79:5 96:7 101:2 116:11 131:15 103:5 141:14 142:3 138:24 refused 133:20 redeemed 43:16 regard 12:22 45:4 98:23,24 100:3 regarded 12:18 100:11,15,16,18 regarding 72:23 101:3,5,6,12,15,16 130:17 101:25 102:2,4,5,23 registered 2:11 103:15,16,17,22 149:7 104:15 105:5,22 regularly 44:20 112:19 70:13,25 84:6 redeemers 87:23 related 28:10 34:5 100:22 101:11 136:19,25 149:17 103:20 104:4 106:14 131:6 redeeming 44:8 102:18 111:9 112:16 115:11 redemption 29:21 Page 16 remove 32:22 reoffer 100:21 repeat 67:10 87:6 90:8 132:15 repeated 141:22 repeating 90:5 report 44:3 reported 57:17 reporter 2:11 5:15 68:9 83:8 131:18 149:8 reporting 69:18 152:2 reports 76:11 represent 5:15,22 5:25 146:11 representative 27:24 representatives 24:7 36:6 request 29:12,20,21 30:2,4,6,15,21,23 relates 67:20 relations 9:9 10:11 11:9 20:5,6 31:17 32:3,13 41:4 43:3 31:12,14,18 32:2,7 32:15,19,22 33:4,8 33:13,21,25 34:7,10 34:22 35:24 39:10 66:18 67:7,17 68:20 41:7 60:14,18 61:4 68:23 75:13,17 61:7,10,18,22 62:11 30:19 31:21,22 39:7 141:11 39:9,10,13 44:23 relationship 48:11 45:10 46:5,12 60:12 118:12,25 61:5,15,17 63:14 relevant 88:21 64:25 65:2,10 67:12 relied 56:3 67:21 68:19 72:3,16 reluctance 76:21 72:23,25 78:3 84:22 remain 9:10 102:18 84:24 85:5,21 86:19 remained 11:6 86:21 89:15 90:12 remaining 99:23 91:19 92:9,12,13,15 103:19 105:8,14 93:5 95:5,9,20 96:3 remember 14:4 96:10,23 97:11 21:24 26:14 29:8 100:19 103:14 44:2 48:14,16,16 105:12 117:3 72:22,24 73:8,10,11 130:17 131:13,14 73:13 113:2,4 132:3,18 136:13 114:16 119:9 137:18,23 135:14,22 62:24 63:4,11,25 64:11,15,1965:2,12 65:20 72:17 73:5,9 78:6,9,10,14 79:2 82:10 84:4,8 112:24 113:5,15,18,25 114:9,15,23 116:2,4 116:5,5,6,10 132:3 138:24 139:11,14 139:19,24 141:22 requested 65:3 requesting 137:20 requests 30:18 31:21 32:7 63:17 99:15 132:19 143:6 150:11 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080888 [require - 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wanted] Page 20 55:18,18 57:9,18,19 71:2 83:4,12,16,24 91:19 92:8,8,13,15 92:18 93:4,5 96:23 96:24,24 103:17,19 103:22 104:18 111:9 112:16 124:17 128:2 129:3 131:5 tranches 67:20 69:8 95:14 96:4 97:19 transcript 14:8 47:13 147:20 150:8 transfer 111:10 transfers 22:21,22 111:4 transmission 60:22 treated 102:21 140:9 trial 148:9 trick 73:15,17 tricky 73:12 tried 30:24 triggered 88:13 147:5,6,8 true 149:14 trust 1:11 3:13 24:3 49:2,12 52:23 80:23 try 103:7,25 112:5 trying 24:19,21 25:6 25:11 26:20 28:13 30:3 67:4 73:12,13 73:15 99:4 103:6,21 128:14 133:8,16 143:20 turn 10:2 41:2 54:7 60:20 91:12,18 94:19 95:8 111:6 112:5 140:21 two 19:21 20:5,16 20:20 22:19 24:10 27:21 32:16 37:8,15 37:18,18 38:6,6,7,9 38:12,13 47:3 54:15 54:25 55:5 56:18 59:5 84:21 87:24 88:5 98:23 100:15 100:19,24 101:11 101:15,25 102:4 103:13,13 104:5,7 105:7 106:16,25 110:22 111:13,15 112:18,20 128:18 129:13,15,17,19 146:21 types 36:24 typically 31:25 34:9 63:20 123:24 124:6 124:8 128:16 144:19 u 6:7 u.s. 8:5 uh 12:4 49:18 60:23 64:6 76:15 81:20 83:5 85:2 137:25 unaware 142:20 uncertainty 130:5 unclear 46:22 uncovered 19:21 underlying 127:19 understand 13:22 14:10 33:15,24 36:22 39:24 41:18 46:14 52:10 55:24 65:9 86:16 88:25 90:17 91:3,11,20 92:23 93:9 97:3,3,8 102:8 106:23 117:2 117:17,25 119:12 121:8 123:11 128:23 131:19 133:15 142:16 143:21 understanding 38:20 39:14 54:10 55:25 56:5 63:10 86:18,23 88:8,12 93:19 117:19 138:2 146:23 147:4,15,21 147:24 understood 34:16 64:18 85:15 87:7,12 88:3,16,20 90:20 91:9 93:14 97:9 127:5,7 128:25 underway 19:2 unintelligible 68:8 131:17 university 6:22 unsatisfied 133:16 unusual 62:15,18,19 62:22 update 72:6 83:3 updated 70:21 71:6 82:3 ups 19:7 upset 79:12 use 55:15 58:21 59:22 64:15 139:15 139:21 v 152:5 valid 30:4,15,21,23 31:12,13 39:10 63:13 valuation 74:22 value 1:5,14 10:13 10:17 11:11 38:18 68:6,12,15 69:7,20 69:21 71:2 83:4,12 83:16,24 105:9 116:23 values 67:23 69:21 82:3,20 83:11 variety 75:3 various 8:16 15:3 36:21,24 37:13 78:20 94:25 95:14 110:24 vassar 6:20 vehicles 9:19 verbalize 60:24 81:21 veritas 66:17 veritext 5:3,16 152:2 version 59:22 versus 5:9 84:25 85:25 86:12 89:5 99:22 vice 141:10 videographer 4:14 5:2 51:2,7 94:6,11 122:3 123:4 125:11 125:15,19 146:13 146:17 148:11 videotaped 51:3,8 94:7,12 122:4 148:12 view 86:19 88:3 95:13 96:24 117:3 123:12 vividly 25:25 voice 25:2,8 vrf 1:5 5:8 vs 1:7,13,16 w wait 10:20,21 41:22 67:9 96:5 112:6 143:17 want 9:25 13:11 35:13 36:25 47:13 56:11 81:7 82:15 84:13 91:7 93:17 94:23 97:23,24 98:18 107:23 108:21 112:7 114:19 120:17 121:2,24 127:12 128:4,7 135:16,18 136:2 141:19 143:25 145:25 146:21 147:13 wanted 30:12 33:21 35:9 61:12 69:23 VERITEXT REPORTING COMPANY 212-267-6868 www.veritext.com 516-608-2400 EFTA01080892 [wanted - 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