Maricela, attached is a draft of one of the Purchase Agreements in conection with the Raptor unwind. Similar agreements are envisioned for each of the other Raptor structures. The plan is to dissolve each Raptor entity [except for the entities involved in Raptor 3, namely Pronghorn I LLC and Porcupine, LLC] the day following the LJM buyout -- in other words, prior to the end of the quarter. [In the case of Raptor 3, since the note is monetized into Hawaii, this will need to remain in place until the take out of the note.] Please prepare the necessary documents for filing with the Secretary of State to dissolve the following entities:

Grizzly I LLC,
Timberwolf, LLC
Roadrunner I LLC
Bobcat, LLC 
Harrier I LLC
Talon, LLC







-----Original Message-----
From: Spradling, Mark [mailto:MSpradling@velaw.com]
Sent: Friday, September 21, 2001 10:48 AM
To: Mckean, George; Ephross, Joel; Vasconcellos, Brent
Cc: Osterberg, Edward; McCulloch, Bruce C.
Subject: Revised Purchase Agreement


Attached are the clean and redlined versions of the Purchase Agreement.









Mark R. Spradling
Vinson & Elkins L.L.P.
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