Attached is a draft template for the Schedule and Paragraph 13 of a ISDA 
Master Agreement to be use by hedge funds.  The document has been reviewed by 
Cadwalader and contains a significantly enlarged range of representations and 
covenants of both the hedge fund and the investment manager.  I have not 
included in this draft the concept of an investment manager letter which was 
suggested by Cadwalader and which can be used when the investment manager 
does not agree to be a party to the ISDA Master Agreement.   I would 
appreciate it if each of you would take a look at the document and provide me 
with any comments you have.  I am meeting with David Mitchell of Cadwalader 
on Monday of next week.  I also plan to walk through the base document with 
Caroline Abramo and the others in New York on Sunday so that they can better 
understand why the ISDA for hedge funds is more complex than normal ISDAs.  
Finally, I am also attaching a list that I have prepared of the major changes 
that have been made to the standard ISDA to create the hedge fund template.  
Thanks.

Frank