Thank you for having taken the time to meet with me.

I am enclosing for your information a generic set of compliance procedures
suited to a trading environment.  This type of policy document could be a
part of a group of materials and training programs aimed at avoiding market
abuse and anti-competitive behavior, and in any event, controlling any
damage from any violative conduct by demonstrating the company's diligent
good faith efforts to comply with applicable law and regulation.  If you
wish to pursue this further, we would be delighted to assist.

Since the real value of such a program comes from marrying general legal
principles with relevant market situations, I would suggest that (1)
materials and training focus on well crafted business-specific hypotheticals
and that legal principals be explained to the degree necessary to address
those situations; and (2) the project involve a close collaboration whereby
you supply insights into the relevant business situations and we prepare the
written materials which are then used in a video taped training session(s)
at your office in which we jointly present and analyze the hypotheticals
with an emphasis on taking questions and providing practical approaches.

David Yeres
Clifford Chance Rogers & Wells
200 Park Avenue
New York, NY 10166
Tel: (212) 878-8075
Fax: (212) 878-8027
email: david.yeres@cliffordchance.com

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