EFTA00727481.pdf

AFFIDAVIT OF GLENN DUBIN STATE OF FLORIDA ) ss.: COUNTY OF PALM-BEACH Glenn Dubin, being duly sworn, deposes and says: 1. I am over twenty-one years of age and am competent to testify to the matters stated in this affidavit. I have personal knowledge of the facts and statements herein. Each of the facts and statements herein is true and correct. 2. Starting in 2002, an entity that I both owned and controlled, currently known as Dubin & Swieca Asset Management, LLC ("DSAM"), itself-owned interests in the general partner and in the investment manager of.. Zwirn Special Opportunities Fund, (the "Zwirn Fund"). The Zwim Fund was named after Daniel Zwim ("Zwim"). While Zwim was responsible for the day-to-day management and operations of the Zwim Fund, after Zwirn spun off his business from Hlghbridge /Zwim, [Jeffrey. we do not identify Highbridge/Zwim anywhere previously. Isn't it better to indicate that Zwim used to be affiliated with DSAM, the entity that Glenn owned and controlled?] -I helped introduce investors to Zwim, invested my personal and family foundation assets with Zwim, and my firm allocated assets of Highbridge Capital Corporation (HCC) to an account managed by Zwim's company which was also the investment manager of the Zwim Fund. 3. One of the early investors that I introduced to Zwirn was Jeffrey Epstein ("Epstein"). Epstein was both a personal friend of mine and a longrtimeervit investor in EFTA00727481 HCC. My understanding is that Epstein subsequently decided to invest assets in the Zwirn Fund through an entity called Financial Trust Company, Inc. 4. In the fall of 2006, Zwim called me and told me that he was firing the Zwim Fund's Chief Financial Officer. Zwirn told me that there had been various irregularities at the Zwirn Fund, including that investors' money was used to pay for an airplane that would be owned by Zwirn's company. 5. During October 2006, Zwim told me that he was making attempts to contact each investor in the Zwirn Fund, including Epstein, to explain the irregularities to them. 6. After speaking with Zwim, Epstein called me very upset. Epstein said that Zwim had initially described the irregularities as "nonmaterial", but on a subsequent call, Zwim's description of the issues made it clear to Epstein that the problems were in fact very material. Epstein told me that when he confronted Zwim about the earlier description of the irregularties, Zwirn said that his counsel had told Zwim to use the word "non-material". Epstein felt that Zwim had lied to him. Epstein told me that he wanted to redeem Financial Trust Company, Inc.'s entire investment in the Zwim Fund immediately and that Epstein had made that demand to Zwim. 7. I subsequently spoke to Zwim about Epstein's demand. Zwim was concerned that a complete redemption could cause a "run-on-the-bank." Zwim asked me to discuss with Epstein reducing his demand to one-half of Financial Trust Company, Inc.'s total capital account -in the Zwirn Fund at the time, and I agreed I would discuss it with Epstein. EFTA00727482 8. Subsequently, I participated in a three-way call with both Zwim and Epstein. During this call, Epstein demanded from Zwim the withdrawal of all of Financial Trust Company, Inc.'s capital account in the Zwim Fund. _Epstein said he wanted all of Financial Trust Company, Inc.'s his-140 plus million dollars -immediately-z: -Zwim responded that such a redemption could cause a "run-on-the-bank" and asked Epstein to reduce his redemption demand to half of that amountc Zwim said that if Epstein made only a partial redemption request, Zwim would honor the request quickly. During this discussion with Epstein,_Epstein agreed to redeem et-slightly more thant half7 and said he would redeem 80 million dollars. Zwim did not dispute that Epstein had the right to the total redemption of the Financial Trust Company, Inc.'s capital account in the Zwim Fund. It is my understanding, based on subsequent conversations with Epstein, that after this conversation, Epstein made a written request for the partial redemption of the Financial Trust Company, Inc.'s investment in the Zwim Fund and that Zwim refused to honor this request. Glenn Duhin Sworn to before me this day ofianuaryFebruary 2010. (Seal) PAGE Notary Public EFTA00727483 EFTA00727484