Richard and Bill:

Attached for your review and comment is a draft of the "Contentions of Fact"
portion of ECT Securities' Memorandum of Contentions of Fact and Law.

The Contentions of Law are being drafted separately, and will be forwarded to
you later this week.

      - Jonathan -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 ................................................

ALSCHULER GROSSMAN STEIN & KAHAN LLP
ATTORNEYS AT LAW
www.agsk.com

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...............................................
 - NSMMemoo.DOC