This is to advise you that final regulations issued under Section 409A of the Internal Revenue Code require that deferred compensation plans be in documentary compliance with the requirements of Section 409A and such regulations on or before December 31, 2008. We suggest that fund managers review any deferred compensation plans that they may have, whether with offshore funds or with their employees, and contact us to discuss the changes, if any, that should be made to such deferred compensation plans to conform the plans to these requirements. The failure to bring a deferred compensation plan into compliance with the requirements of Section 409A could result in the immediate taxation of compensation, significant penalties and interest charges.

We strongly advise you to contact us to discuss any necessary changes that need to be made to your investment management agreements or other deferred compensation arrangements. These changes must be made on or before December 31, 2008, so please do not wait until the last minute. Please feel free to contact Peter Pront (212-574-1221), Dan Murphy (212-574-1210), or Jim Cofer (212-574-1688).