Case 1:06-Cv-03276-TPG Document 31 Filed 03/11/16 Page 1 of 7

Case 1:06-cv-03276-TPG Document 31 Filed 03/11/16 Page 1 of 7

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK —————————————————––––––––x : MOHAMMAD LADJEVARDIAN, et al., : 06 CIV. 3276 (TPG) : Plaintiffs, : : vs. : : THE REPUBLIC OF ARGENTINA, : : Defendant. : : —————————————————––––––––x

DECLARATION OF BRUCE G. HART

Bruce G. Hart declares pursuant to 28 U.S.C. § 1746:

1. I am an attorney with the law firm of Steamer Hart LLP, and am resident in the

firm’s New York office. I am a member in good standing of the bar of the State of New York

and am admitted to this Court. My firm represents the plaintiffs, Mohammed Ladjevardian,

Laina Corp., Baka in the above-captioned action (the “Plaintiffs”). Our clients are individuals

who are small bondholders with judgments against the Republic of Argentina (“Argentina” or

the “Republic”) currently valued at over $27mm in the aggregate. Unless otherwise stated, I am

personally familiar with the facts set forth herein.

2. I respectfully make this Declaration to put before this Court certain facts about

negotiations between my clients and the Argentina to resolve this pending litigation, and

documents related to Plaintiffs’ motion to remove the Special Master in these proceedings.

3. The Plaintiffs are all small bondholders who purchased their bonds in the initial offerings made by the Republic prior to its 2001 default. On or about June 15, 2007, the Court

entered judgment against Argentina in favor of Plaintiffs. (Exhibit 18, attached.)

Case 1:06-cv-03276-TPG Document 31 Filed 03/11/16 Page 2 of 7

4. Luis Caputo, Finance Secretary of Argentina, was designated by the new Macri

administration to represent Argentina in discussions with defaulted bondholder “holdouts”. In

mid-January 2016, Mr. Caputo visited New York in that capacity. It is my understanding that

the Special Master arranged a meeting among Mr. Caputo and his counsel, Eugenio Bruno, and

certain bondholders on or about January 13, 2016. Representatives from NML Capital, Ltd., the

Aurelius group of plaintiffs, Blue Angel, plaintiffs affiliated with Olifant Fund, Ltd., EM Ltd.,

and the Montreux group of plaintiffs (which I understand to include Montreux Partners, L.P., Los

Angeles Capital, Cordoba Capital, and Wilton Capital, Ltd.) reportedly attended this meeting,

which lasted approximately one hour and thirty minutes and the discussion focused on process

for future negotiations and the provisions of a non-disclosure agreement governing further

settlement negotiations. No representative of any small bondholder participated in that meeting

but it is my understanding that representatives of the Republic met with a representative of a

large group of small bond holders later that day, but no negotiations over settlement occurred.

(Declaration of Michael Spencer, Exhibit 20, attached; See also Exhibit 21: Transcript of March

1, 2016 Hearing before Hon Thomas Griesa, and particularly the arguments of Michael Spencer,

at 29-30, and Richard Levine, at 34-37 and 55-56).

5. On February 1, 2016, the Special Master scheduled a meeting between

representatives of Argentina and a committee representing certain plaintiffs. No one

representing the Plaintiffs or any other Small Bondholders was invited by the Special Master to

attend that meeting. (UId.U)

6. It is also my understanding that on February 4, 2016, that same group of creditors,

excluding EM and Montreux, which reportedly had settled with the Republic, met with three

representatives of Argentina from the Macri administration. At the meeting, representatives

2 Case 1:06-cv-03276-TPG Document 31 Filed 03/11/16 Page 3 of 7

from NML Capital, Ltd., the Aurelius group of plaintiffs, Blue Angel, and plaintiffs affiliated

with Olifant Fund, Ltd. showed the Argentine representatives a term sheet for a settlement of

their claims. I am advised that the meeting lasted about 20 minutes, and the Argentine

representatives left the meeting immediately after plaintiffs presented their term sheet and stated

that they planned to leave for Buenos Aires on a flight that evening. I am advised that no

negotiations occurred at that meeting. (UId.U)

7. Neither Plaintiffs, nor their legal representatives, have been invited to or attended

any meeting with representatives of Argentina, and have never had a one-on-one meeting with any representative or representatives of Argentina, despite multiple attempts to do so. They instead have been offered only a “take it or leave it” offer worth less than what has been offered to the larger bondholders. If Plaintiffs had been offered the deal that the larger bondholders received, they would receive 29% more than Argentina is currently offering. Specifically, the

Special Master has not invited Plaintiffs to any of the meetings held with Argentina’s representatives regarding the resolution of defaulted bonds or offered to arrange such meetings.

8. Plaintiffs are all individual small bondholders who purchased their bonds in

Argentina’s original offerings and have tried repeatedly in the last several weeks to engage directly in settlement negotiations, but have been excluded from the main negotiating meetings by the Special Master, and their attempts to have substantive negotiations have been ignored.

9. To that end, on March 9, 2016, Mr. Ladjevardian, wrote an email to the Special

Master (Exhibit 19, attached) stating in pertinent part as follows:

Dear Mr. Pollack:

I represent about $11mm of Argentina defaulted bonds. Our repeated efforts to get you involved to make our claim whole has gone to no avail and fallen to deaf ears. We intent [sic] to push for Parri Passu as to be equal to NML and Elliot group. If you

3 Case 1:06-cv-03276-TPG Document 31 Filed 03/11/16 Page 4 of 7

refuse to help us then we have no choice but to ask for another special master that is more sympathetic toward our position of Parri Passu....Thank you for reconsidering your position.

Mohammad Ladjevardian United Capital Investments Houston Texas.

10. Rather than understanding his frustrations and addressing with due concern Mr.

Ladjevardian’s fear about being excluded from the negotiations with Argentina, the Special

Master responded later that day as follows:

Dear Mohammad Ladjevardian: I do not recall receiving any prior e-mail from you ("our repeated efforts to get you involved"). I have received e-mails from others about your case and have duly responded to them and also brought them to the attention of the responsible Argentine officials. ( If I have the right case, I believe they said that there is some kind of marital dispute between you and your wife or ex-wife and they do not wish to get into the middle of a dispute about who owns the bonds ).

I might add that, like most people in life, I do not respond well to rudeness or threats. In this context, since I am a representative of the Court, I find your rudeness and threats particularly inappropriate. You are, of course, free to do as you see fit both with respect to your "push" for "Pari Passu to be equal to NML" and with respect to asking " for a special master more sympathetic toward [y] our position".

Please do not write me again unless it is to apologize. (emphasis added)

Very truly yours, Daniel A. Pollack (in my capacity as Special Master)

11. In other words, rather than taking seriously Mr. Ladjevardian’s concern of losing

millions of dollars due to being excluded from the negotiations with the Argentina

representatives (as have hundreds of small bondholders), the Special Master ordered Mr.

Ladjevardian – Uas an unprecedented precondition to any further communication with the

4 Case 1:06-cv-03276-TPG Document 31 Filed 03/11/16 Page 5 of 7

Special MasterU – to write an apology to the Special Master for alleged “rudeness and threats.”

We can only surmise that the Special Master was referring to Mr. Ladjevardian’s frustrated plea for help and statement that he would seek to have a different Special Master to help the plight of

Plaintiffs - as well as hundreds of similarly situated small bondholders - if the current Special

Master would not assist them.

12. Mr. Ladjevardian did in fact acquiesce to the Special Master’s demand and

provided a written apology (Exhibit 19) to the Special Master to assuage any perceived slight.

Notwithstanding adherence to this precondition, the Special Master neither acknowledged Mr.

Ladjevardian’s sincere written apology nor made any efforts to help the plight of the small

bondholders. Plaintiffs’ situation is similar to the many other small bondholders who have not

had a chance to negotiate with the Republic despite seeking to do so. (Exhibits 20 and 21,

attached.)

13. Attached hereto are true and correct copies of the following documents:

. Exhibit 1: June 1, 2015 Letter from Carmine D. Boccuzzi to Daniel A. Pollack, Esq.

. Exhibit 2: The article “Incoming Argentina official will begin debt talks ‘promptly’: mediator,” which was published by Reuters on December 9, 2015.

. Exhibit 3: The article “After 14 Years at Odds, Argentina Aims to Settle Debt With Hedge Funds,” which was published by the New York Times on February 2, 2016.

. Exhibit 4: The press release “Statement of Daniel A. Pollack, special master in Argentina bonds matter, Feb. 26, 2016,” which was posted on PR Newswire on February 26, 2016.

. Exhibit 5: The article “Argentina Debt Deal Faces Hurdles Despite Bond Offer,” which was published by the Wall Street Journal on February 7, 2016.

. Exhibit 6: The article “Argentina Reaches Partial Deal on Debt, But Holdouts Remain,” which was published by Bloomberg Business on February 5, 2016.

5 Case 1:06-cv-03276-TPG Document 31 Filed 03/11/16 Page 6 of 7

. Exhibit 7: The article “The vultures will try to get Judge Griesa to lift the injunction today,” which was published by Ambito Financiero on February 8, 2016, and an English translation.

. Exhibit 8: The transcript of the hearing before the United States Court of Appeals for the Second Circuit on February 24, 2016 in case number 15-1060.

. Exhibit 9: The press release “Statement of Daniel A. Pollack, special master in Argentina bonds matter, Feb. 5, 2016,” which was posted on PR Newswire on February 5, 2016.

. Exhibit 10: The press release “Statement of Daniel A. Pollack, special master in Argentina bonds matter, Feb. 12, 2016,” which was posted on PR Newswire on February 12, 2016.

. Exhibit 11: The press release “Statement of Daniel A. Pollack, special master in Argentina bonds matter, Feb. 16, 2016,” which was posted on PR Newswire on February 16, 2016.

. Exhibit 12: The press release “Statement of Daniel A. Pollack, special master in Argentina bonds matter, Feb. 22, 2016,” which was posted on PR Newswire on February 22, 2016.

. Exhibit 13: The transcript of the hearing before the U.S. District Court for the Southern District of New York on October 28, 2015 in case number 14-cv-8601.

. Exhibit 14: The biography of Daniel A. Pollack, which is posted on the website for McCarter & English, LLP.

. Exhibit 15: The article “Hedge Funds Suddenly Find Real Money Is Back in Argentina’s Debt,” which was published by Bloomberg Business on August 25, 2015.

. Exhibit 16: The article “Argentina agrees to borrow US$5 billion from Wall Street banks,” which was published by The Business Times on January 30, 2016.

. Exhibit 17: The article “Deutsche Bank Claims NML ‘Harassment’ Over Argentine Bonds,” which was published by Bloomberg Business on July 6, 2015.

. Exhibit 18: Judgment in Case No. 06 Civ. 3276 (TPG) filed June 15, 2007.

. Exhibit 19: Email exchange between Mohammed Ladjevardian and Special Master Pollack, dated March 9, 2016.

. Exhibit 20: Declaration of Michael C. Spencer In Opposition To Motion By Defendant The Republic of Argentina To Vacate the Parri Passu Injunctions, dated February 29, 2016.

6 Case 1:06-cv-03276-TPG Document 31 Filed 03/11/16 Page 7 of 7

. Exhibit 21: Transcript of March 1, 2016 Hearing before Hon Thomas Griesa.

I declare under penalty of perjury that the foregoing is true and correct.

Dated: March 11, 2016 New York, New York

By: U/s/Bruce G. Hart Bruce G. Hart

7 Case 1:06-cv-03276-TPG Document 31-1 Filed 03/11/16 Page 1 of 2

CLEARY GOTTLIEB STEEN & HAMILTON LLP L-AURENTALPERT MICHAELU WEINBERGER

DIANAL WOUMAN LONAIHNSILCRMAN R0CHELL TRAN ELL ONE LIBERTY PLAZA ETHANA KLINUNRERS STEVC OROWEITZ MICHAEL0 DAYAN JAMESA DUNANLE CARMINE0 ROCCUZI JR PMRYC ACOGIS NEW YORK, NY 10006-1470 STEVENSMLONE CRAG B BLACMD KIMBERLYBROWN BLACELOW PEAUEH IGENFRT ROBER J RAYMOND (212) 225-2000 KOATHEN S EMBERGER

NICON Z GRABAR AVRA C LFTSI FACSIMILE (212) 225-3999 FRANCESCAL. DELL HOWHARDS ZNELB WILLIAML. MCRAE WWW.CLEARYGOTTLIEB .COM JARONFACTOR A NDRWMWROCES LISA M SCHWEITZER JUAN G GIWALDEZ DUANEMCLAUGHLIN JANDESADUCANU BREONS PEACE MEREDITHE KOTLER CHANTALE KOBOULA WASHINGTON, DC - PARIS - BRUSSELS - LONDON - MOSCOW RESETa 0OREILLY FRANKFURT - COLOGNE - ROME - MILAN - HONG KONG

BEIJING * BUENOS AIRES . SAO PAULO * ABU DHABI - SEOUL MICHAELJ ALBANO

JENNIFERKENNEDY PARK Writer's Direct Dial: +1- 212-225-2508 E-Mail: [email protected]

June 1, 2015

BY E-MAIL

Daniel A. Pollack, Esq. McCarter & English, LLP 245 Park Avenue, 27th Fl. New York, NY 10 167

Re: NML Capital, Ltd v. Republic ofArgentina, No. 08 Civ. 6978 (TPG); et al.

Dear Mr. Pollack:

I write in response to your letter of April 20, 2015, in which you ask us to provide the response of the Republic of Argentina (the "Republic") to plaintiffs' purported invitation to engage in negotiations. The Republic has informed us that, after careful consideration, it has concluded that engagement at this time is not possible, in light of plaintiffs' persistence in conduct harmful to the Republic and the Republic's lack of confidence in a negotiation process under your supervision.

Plaintiffs claim to want to resolve this dispute on a consensual basis, but they have increased their unwarranted attacks on the Republic, both in and out of court. They have sought orders freezing immune diplomatic assets (most recently in France and Belgium) and sought to thwart clearly legitimate domestic debt issuances. They have tried to intimidate numerous parties by inundating them with subpoenas demanding information that is irrelevant to these proceedings, as well as, we understand, by threatening and harassing them. And they have made baseless threats to bring even more litigation, including the Aurelius plaintiffs' remarkable April 22, 2015 press release, which made the unfounded assertion that any owner of the Republic's debt would find itself a defendant in litigation brought by Aurelius (and which purported to impose document retention obligations on each and every owner of the Republic's debt).

CLEARY GOTTLIEB STEEN ac HAMILTON LLP OR AN AFFILIATED ENTITY HAS AN OFFICE IN EACH OF THE CITIES LISTED ABOVE Case 1:06-cv-03276-TPG Document 31-1 Filed 03/11/16 Page 2 of 2 Daniel Pollack, p. 2

Beyond all that, plaintiffs and ATFA, the entity they created to publicly harass the Republic, have continued their years-long campaign of attacking the Republic and its officials and fomenting negative press both here and abroad. The Republic's position is that the circumstances to engage in negotiations will not exist until plaintiffs' conduct ceases.

Nor does the Republic believe that engagement will occur under the the current Special Master framework. Since your July 30, 2014 press release, which the Republic considers inflammatory and in which you stated that a "Default" had occurred and that "ordinary Argentine citizens" were the "real victims," the Republic has had no confidence in your supervision of any negotiation process. The Republic's view has solidified over time, including because your latest press release, issued this past February, disclosed to the general public the confidential state of negotiations between the parties. The Republic does not view this process as productive or fair, and it declines plaintiffs' purported invitation to engage for this reason as well.

The Republic is willing to engage in negotiations in order to reach a fair, equitable, legal and sustainable solution with 100% of its creditors. However, until plaintiffs terminate the above-mentioned harassment of the Republic, including by withdrawing their baseless "enforcement" efforts against the Republic's diplomatic property in France and Belgium, and by desisting from their relentless misuse of the discovery process and their media campaign, it would not be possible to conduct any serious dialogue.

As counsel for the Republic, we will continue to communicate any messages from you to the Republic, and vice versa. However, for the reasons stated above, the Republic itself is not currently in a position to engage with plaintiffs. Under these circumstances, plaintiffs' "invitation" does not hold out the possibility of any actual resolution, but rather only promises, at best, a revival of last year's media circus. Very truly yors

Carmi eD. Bc z 2/28/2016 Case 1:06-cv-03276-TPGIncoming Argent in aDocument official will begi n31-2 debt ta lk sFiled 'promp tl03/11/16y': mediator | R ePageuters 1 of 4

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Markets | Wed Dec 9, 2015 7:16pm EST Incoming Argentina official will begin debt talks 'promptly': mediator NEW YORK | BY NATE RAYMOND

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A courtappointed mediator in the Argentina debt dispute said on Wednesday that the country's incoming secretary of finance intends to begin settlement talks in the long running litigation "promptly."

Daniel Pollack, a New York lawyer appointed to oversee the settlement discussions, confirmed he had a meeting earlier this week at his offices with the incoming finance

official, Luis Caputo. Our most compelling images of the week. Slideshow »

Syria's descent into war Pollack said Caputo expressed the intention of the new administration to commence settlement negotiations "promptly" after Argentine Presidentelect Mauricio Macri is sworn Iran votes into office on Thursday. Ever thought you could win the presidency? Download Now » http://www.reuters.com/article/usargentinadebtidUSKBN0TS1ZA20151210 1/4 2/28/2016 Case 1:06-cv-03276-TPGIncoming Argent in aDocument official will begi n31-2 debt ta lk sFiled 'promp tl03/11/16y': mediator | R ePageuters 2 of 4 Pollack said he also met a week earlier with representatives of bondholders holding $10 billion in judgments against Argentina. No substantive negotiations to resolve the litigation occurred at either meeting, he said in a statement.

The statement came a day after a spokesman for incoming Economy Minister Alfonso PratGay disclosed the meeting between Caputo and Pollack, who was named to oversee talks to resolve cases flowing from Argentina's $100 billion default in 2002.

Aurelius Capital Management, a leading creditor in the litigation, in statement later on Wednesday said it looked "forward to meeting with Argentina's new officials and working toward a prompt, constructive and longoverdue settlement to our dispute."

Macri, who was elected last month, has made settling the multiyear dispute between TRENDING ON REUTERS Argentina and creditors who rejected the terms of the country's 2005 and 2010 bond Marilyn Monroe sex film to be kept private restructurings a high priority. | 1

The holdout creditors spurned Argentina past debt restructurings, which resulted in 92 Congresswoman quits Democratic National Committee, endorses Bernie 2 percent of its defaulted debt being swapped and investors being paid less than 30 cents on Sanders the dollar. Trump's march stirs growing sense of Argentina defaulted again in July 2014 after refusing to honor court orders to pay $1.33 dread among Republicans 3 billion plus interest to holdouts including Elliott Management's NML Capital Ltd and Congresswoman quits Democratic Aurelius when it paid restructured bond holders. National Committee, endorses Bernie 4 Sanders U.S. District Judge Thomas Griesa in Manhattan, who has overseen the litigation, in October extended similar relief to holders of several billions of dollars more in defaulted Tech CEO Whitman calls Trump 'unfit' to be president 5 bonds.

The judge has repeatedly urged Argentina to reach a settlement, and appointed Pollack to

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But outgoing President Cristina Fernandez resisted settling and called the hedge funds Obama Eliminates Fee For Homeowners Who Switch To A 15yr Fixed Lowermybills.com suing the country "vultures" and "terrorists." Cisco calls this a $19 trillion opportunity, and you can join in! The Motley Fool Macri, the business friendly mayor of Buenos Aires who won the Nov. 22 presidential Warning: New Market Collapse Ahead: Get runoff election, last week expressed confidence that a deal could be reached with the ready for “Bloody Wednesday” Money and holdout creditors. Markets Jim Cramer Alerts Investors of His Trades Asked if it was possible in 2016, Macri said, "Yes, of course." Before He Makes Them The Street A jawdropping 6% cash back card is here (Reporting by Nate Raymond in New York; Editing by Jeffrey Benkoe and Tom Brown) Next Advisor

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http://nyti.ms/1QZTRzx

After 14 Years at Odds, Argentina Aims to Settle Debt With Hedge Funds

By ALEXANDRA STEVENSON FEB. 2, 2016 After a bitter faceoff for more than a decade between Argentina and a group of disgruntled New York hedge funds, both sides have come to the negotiating table with fresh hopes of a resolution.

But the dispute, which has left Argentina largely cut off from international markets, still promised a few twists as a new round of talks took place this week in Manhattan.

On Tuesday, Argentina struck a deal to pay $1.35 billion to a group of Italian investors whose bonds the country defaulted on in 2001, according to news reports.

The deal is the first settlement with socalled holdout creditors who have not participated in earlier restructurings over debt from nearly 15 years ago. But Argentina has yet to come to an agreement with the New York hedge funds — holdouts led by the billionaire Paul E. Singer’s Elliott Management.

A stalemate involving the creditors and Argentina’s last president, Cristina Fernández de Kirchner, led the country to default on its debt again in 2014. The new administration of President Mauricio Macri has indicated that

http://www.nytimes.com/2016/02/03/business/dealbook/after15yearsatoddsargentinaaimstosettledebtwithhedgefunds.html?_r=0 1/3 2/28/2016 Case 1:06-cv-03276-TPGAfter 14 Years at Odds, Ar g e nDocumenttina Aims to Se tt31-3le Debt W Filedith Hedg e03/11/16 Funds The N ePagew York T 2im ofes 3

it wants to resolve the debt as part of a bigger move to reform Argentina’s economy.

Luis Caputo, the newly appointed finance secretary, and other senior government representatives met this week with principals at the hedge funds — including Mr. Elliott’s NML Capital unit, Aurelius Capital, Montreux Partners, Dart Management and Davidson Kempner — in Manhattan, according to a courtappointed arbiter Daniel A. Pollack. The group is seeking a resolution for claims totaling around $9 billion, he added.

In dispute is how much Argentina should pay in interest.

At a news conference in Buenos Aires announcing the deal with Italian bondholders, Argentina’s economic minister, Alfonso PratGay, touched on the question of interest payments. “We have said that we will respect the bond principal and that we are going to be firm in negotiating the interest, and in this particular agreement we have achieved just that.”

But, Mr. PratGay added, “The difficulty that we have right now is that some bondholders want to be paid an interest rate that, under any type of judicial criteria, is unacceptable.”

The battle between Argentina and its holdout creditors stems from 2001, when the country defaulted on billions of dollars in debt. Argentina offered to exchange the bonds it defaulted on for new bonds worth significantly less, a move that holdouts rejected. NML Capital sued Argentina seeking full repayment — principal and interest — and a Manhattan district court judge ruled that whenever Argentina paid one group of bondholders, it would also have to pay the holdouts.

This ruling could complicate Argentina’s deal with Italian holdout creditors. As part of the deal reported on Tuesday, Argentina will pay 150 percent of the original $900 million that the Italian bondholders hold from Argentine debt issued more than a decade ago. These details were reported by

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Bloomberg and Reuters, citing Task Force Argentina, the representative for the bondholders.

There are other issues that stand to complicate negotiations. Mr. Caputo is expected to publicly announce a proposal for the New York hedge funds this week. But these holdouts have requested that Argentina sign a nondisclosure agreement promising not to discuss the negotiations publicly.

Under President Macri, who was sworn in as president in December, the government has already taken steps to reform the economy, removing capital controls on its currency, the peso. It has also made efforts to rebuild relationships with the financial community. Representatives from Argentina held meetings with members of the International Monetary Fund during the World Economic Forum in Davos, Switzerland, seeking to reset frayed relations under Ms. Fernández de Kirchner.

“I want to insist that after so many years of conflict, we are ready to reach a settlement agreement in fair conditions,” Mr. Macri said at a news conference during the forum in Davos on Jan. 22.

The negotiations between Argentina and its creditors are being watched closely by the investment world. On Tuesday, another New York hedge fund, Gramercy, filed a $1.3 billion claim against Peru over what Gramercy claimed is that government’s refusal to properly repay defaulted debt.

Jonathan Gilbert contributed reporting.

A version of this article appears in print on February 3, 2016, on page B3 of the New York edition with the headline: After 14 Years at Odds, Argentina Aims to Settle Debt With Hedge Funds.

http://www.nytimes.com/2016/02/03/business/dealbook/after15yearsatoddsargentinaaimstosettledebtwithhedgefunds.html?_r=0 3/3 2/28/2016 SCasetatemen t 1:06-cv-03276-TPGof Daniel A. Pollack, special ma s teDocumentr in Argentina bo 31-4nds ma tt e rFiled, Feb.... 03/11/16 NEW YORK , FPageeb. 26, 2 101 6of /P R1Newswire/

Statement of Daniel A. Pollack, special master in Argentina bonds matter, Feb. 26, 2016

()

NEW YORK, Feb. 26, 2016 /PRNewswire/ Daniel A. Pollack, Special Master presiding over the settlement negotiations between the Republic of Argentina and its Bondholders, issued the following statement today:

"Intensive discussions are continuing between the Republic of Argentina and major "holdout" Bondholders, including NML Capital Ltd., under my supervision. No Agreement in Principle has been reached or signed as yet, but progress has been made. All concerned are working diligently. Seniormost officials for the Republic and principals for the hedge funds are personally involved. I will have no further comment on this situation today."

SOURCE Daniel A. Pollack

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MǺŘĶĚȚȘ Ǻřģěňťįňǻ Đěbť Đěǻŀ Fǻčěș Ħųřđŀěș Đěșpįťě Bǿňđ Ǿffěř

Mǿșț Ų.Ș. ħěđģě fųňđș ħǻvěň’ț șįģňǻŀěđ țħěįř ǻppřǿvǻŀ ǿf Bųěňǿș Ǻįřěș’ș $6.5 bįŀŀįǿň ǿffěř

President Mauricio Macri at a Carnival celebration Saturday. He has vowed to end the debt standoff. PHOTO: EUROPEAN PRESSPHOTO AGENCY

Bỳ JŲĿİĚ ẄĚŘŇǺŲ ǻňđ ȚǺǾȘ ȚŲŘŇĚŘ Ųpđǻțěđ Fěb. 7, 2016 4:28 p.m. ĚȚ

Ǻň ěňđ țǿ ǻ șțǻŀěmǻțě ǿvěř Ǻřģěňțįňǻ’ș đěfǻųŀțěđ đěbț fǻčěș ǻ ňųmběř ǿf ħųřđŀěș đěșpįțě țħě čǿųňțřỳ’ș ňěẅ $6.5 bįŀŀįǿň ǿffěř țǿ Ų.Ș. bǿňđħǿŀđěřș Fřįđǻỳ, șǻįđ pěǿpŀě fǻmįŀįǻř ẅįțħ țħě mǻțțěř.

Ǻň ǻģřěěměňț ẅǿųŀđ ħǻvě țǿ čǿňțěňđ ẅįțħ ǻ ňųmběř ǿf țħǿřňỳ įșșųěș įň țħě Ų.Ș. ǻňđ Ǻřģěňțįňǻ ǻș ŀǻřģě đěbț ǿẅňěřș ħǻvěň’ț ỳěț șįģňǻŀěđ țħěįř ǻppřǿvǻŀ, țħěșě pěǿpŀě șǻįđ. Ǻřģěňțįňǻ įș țřỳįňģ țǿ șěțțŀě ẅįțħ țħěșě ħǿŀđǿųțș șǿ įț čǻň řěțųřň țǿ țħě ģŀǿbǻŀ bǿňđ mǻřķěț.

Țħě ģǿvěřňměňț’ș přǿpǿșǻŀ ẅǻș įțș fįřșț fǿřmǻŀ ǿffěř țǿ Ų.Ș. bǿňđħǿŀđěřș șįňčě http://www.wsj.com/articles/argentinadebtdealfaceshurdlesdespitebondoffer1454878184?cb=logged0.8988801063969731 1/4 2/12/2016 Case 1:06-cv-03276-TPGArgentina D Documentebt Deal Faces H 31-5urdles D eFiledspite Bo n03/11/16d Offer WSJ Page 2 of 4 Ǻřģěňțįňǻ đěfǻųŀțěđ ǿň mǿřě țħǻň $80 bįŀŀįǿň ǿf đěbț įň 2001, țħě ŀǻřģěșț ģǿvěřňměňț đěfǻųŀț ǻț țħě țįmě.

Țħě ǿffěř řěpřěșěňțěđ 75% ǿf țħě ǻmǿųňț bǿňđħǿŀđěřș șǻỳ țħěỳ ǻřě ǿẅěđ, ǻňđ ǻňỳ đěǻŀ įș ěxpěčțěđ țǿ șěřvě ǻș ǻ mǿđěŀ fǿř șěțțŀěměňț țǻŀķș ẅįțħ ħųňđřěđș ǿf ǿțħěř čřěđįțǿřș ẅħǿ ħǻvě șųěđ țħě ģǿvěřňměňț.

Mǿșț ǿf țħě Ų.Ș. ħěđģě fųňđș țħǻț ǿẅň țħě đěbț—įňčŀųđįňģ ǿňě ǿf țħě bįģģěșț čřěđįțǿřș, Pǻųŀ Șįňģěř’ș Ěŀŀįǿțț Čǻpįțǻŀ Mǻňǻģěměňț—ħǻvěň’ț șįģňǻŀěđ țħěįř ǻppřǿvǻŀ ǿf țħě ǿffěř, șǻỳ pěǿpŀě fǻmįŀįǻř ẅįțħ țħě mǻțțěř. Ǻňǻŀỳșțș běŀįěvě țħǻț șǿmě ǿf țħěșě bǿňđħǿŀđěřș fěěŀ ŀįțțŀě přěșșųřě țǿ řųșħ țǿ ǻň ǻģřěěměňț ǻňđ mǻỳ bě įňčŀįňěđ țǿ pųșħ fǿř běțțěř țěřmș.

Ẅħįŀě ňěẅŀỳ ěŀěčțěđ, bųșįňěșș-fřįěňđŀỳ Přěșįđěňț Mǻųřįčįǿ Mǻčřį ħǻș pŀěđģěđ țǿ ěňđ țħě șțǻňđǿff běțẅěěň Ǻřģěňțįňǻ ǻňđ bǿňđħǿŀđěřș, ħě įș ěxpěčțěđ țǿ fǻčě șțřǿňģ ǿppǿșįțįǿň fřǿm mųčħ ǿf țħě pǿpųŀǻțįǿň ǻňđ șǿmě měmběřș ǿf Ǻřģěňțįňǻ’ș Čǿňģřěșș, ẅħǿ ħǻvě đěřįđěđ bǿňđħǿŀđěřș ǻș “vųŀțųřěș.”

Ħųňđřěđș ǿf șmǻŀŀěř đěbțħǿŀđěřș mųșț ǻŀșǿ ģěț ǿň bǿǻřđ ẅįțħ ǻň ǻģřěěměňț. Țħěřě įș ǻ řįșķ țħǻț țħěșě mǿșțŀỳ ŀǿčǻŀ įňvěșțǿřș čǿųŀđ țřỳ țǿ șčųțțŀě ǻ đěǻŀ țħǻț ẅǿřķș fǿř bįģ Ų.Ș. ħěđģě fųňđș.

Ǻřģěňțįňǻ’ș ňěģǿțįǻțǿřș ħǻvě ǻŀřěǻđỳ ŀěfț Ňěẅ Ỳǿřķ Čįțỳ, țħě șěțțįňģ ŀǻșț ẅěěķ fǿř țħě mǿșț řěčěňț měěțįňģș țǿ břěǻķ țħě șțǻŀěmǻțě, ǻ șįģň țħǻț ňǿ įmměđįǻțě ǻģřěěměňț įș ěxpěčțěđ, șǻỳ pěǿpŀě břįěfěđ ǿň țħě mǻțțěř.

“İț’ș ňǿț țįmě țǿ pǿp țħě čħǻmpǻģňě,” șǻįđ Čħǻřŀěș Bŀįțżěř, ǻň ěčǿňǿmįșț ǻňđ fǿřměř șěňįǿř İňțěřňǻțįǿňǻŀ Mǿňěțǻřỳ Fųňđ șțǻffěř, ẅħǿ ħǻș běěň įňvǿŀvěđ įň mǻňỳ șǿvěřěįģň- đěbț řěșțřųčțųřįňģș. “İț’ș țħįș ķįňđ ǿf ųňįŀǻțěřǻŀ ǿffěř țħǻț ģǿț țħěm įňțǿ țřǿųbŀě fįvě ǻňđ ěvěň 10 ỳěǻřș ǻģǿ. Țħěỳ ňěěđ țǿ čǿmmųňįčǻțě ẅįțħ mǿřě čřěđįțǿřș ǻňđ ǻčțųǻŀŀỳ ňěģǿțįǻțě.”

Țħě đěfǻųŀț įșșųě ħǻș běěň ǻ ŀįňģěřįňģ ǻňđ pǻįňfųŀ přǿbŀěm fǿř Ǻřģěňțįňǻ běčǻųșě įț ěffěčțįvěŀỳ bǻřș țħě ģǿvěřňměňț fřǿm bǿřřǿẅįňģ ǻňỳ mǿňěỳ įň țħě įňțěřňǻțįǿňǻŀ čǻpįțǻŀ mǻřķěțș. Țħě ňěẅ ǻđmįňįșțřǻțįǿň vįěẅș ǻ ģŀǿbǻŀ bǿňđ ǿffěřįňģ ǻș čřųčįǻŀ fǿř řǻįșįňģ ňěẅ čǻpįțǻŀ țǿ șțįmųŀǻțě ǻň ěčǿňǿmỳ mįřěđ įň řěčěșșįǿň.

Mř. Mǻčřį ħǻș șǿmě řěǻșǿňș fǿř ǿpțįmįșm. Țħě Fįňǻňčě Mįňįșțřỳ șǻįđ įň ǻ șțǻțěměňț țħǻț șǿmě čřěđįțǿřș, įňčŀųđįňģ Đǻřț Mǻňǻģěměňț ǻňđ Mǿňțřěųx Pǻřțňěřș, ħǻđ ǻŀřěǻđỳ ǻģřěěđ țǿ ǻččěpț țħě ǿffěř. Řěpřěșěňțǻțįvěș ǿf țħǿșě fįřmș čǿųŀđň’ț bě řěǻčħěđ ǿř đěčŀįňěđ țǿ čǿmměňț. http://www.wsj.com/articles/argentinadebtdealfaceshurdlesdespitebondoffer1454878184?cb=logged0.8988801063969731 2/4 2/12/2016 Case 1:06-cv-03276-TPGArgentina D Documentebt Deal Faces H 31-5urdles D eFiledspite Bo n03/11/16d Offer WSJ Page 3 of 4 Mǻřķ Břǿđșķỳ, čħǻįřmǻň ǿf Ǻųřěŀįųș Čǻpįțǻŀ Mǻňǻģěměňț, ǻňǿțħěř ǿf țħě ŀěǻđ ħǿŀđǿųțș, șǻįđ țħǻț ħįș fįřm įș ňǿț įňșįșțįňģ ǿň ģěțțįňģ pǻįđ įň fųŀŀ. “Ẅě ħǻvě ǻŀẅǻỳș běěň ẅįŀŀįňģ țǿ țǻķě ǻ ħǻįřčųț,” ħě șǻįđ įň ǻ șțǻțěměňț.

Ěvěň Mř. Șįňģěř ħǻș șǻįđ ǻș řěčěňțŀỳ ǻș Jųŀỳ țħǻț ħįș fįřm ẅǿųŀđ bě ẅįŀŀįňģ țǿ ňěģǿțįǻțě ẅįțħ Ǻřģěňțįňě ǿffįčįǻŀș ǻňđ ǻččěpț ǻ đįșčǿųňț țǿ fųŀŀ vǻŀųě.

“İň țħě pǻșț, țħěșě ħěđģě fųňđș, pǻřțįčųŀǻřŀỳ Ěŀŀįǿțț, ħǻvě șǻįđ ‘ẅě’řě ěňțįțŀěđ țǿ fųŀŀ pǻỳměňț,’” șǻįđ Mǻřķ Čỳmřǿț, ǻ pǻřțňěř ẅįțħ BǻķěřĦǿșțěțŀěř įň Ẅǻșħįňģțǿň. “Țħě țřųțħ įș, ỳǿų čǻň’ț ģěț ǻ věřỳ đěțěřmįňěđ șǿvěřěįģň țǿ pǻỳ.”

Țħǻț Ǻřģěňțįňě ňěģǿțįǻțǿřș, įňčŀųđįňģ Fįňǻňčįǻŀ Șěčřěțǻřỳ Ŀųįș Čǻpųțǿ, țřǻvěŀěđ țǿ Ňěẅ Ỳǿřķ țǿ měěț ẅįțħ bǿňđħǿŀđěřș įș ǻ șțěp fǿřẅǻřđ. Mř. Mǻčřį běčǻmě pěřșǿňǻŀŀỳ įňvǿŀvěđ, ħǿŀđįňģ ǻ pħǿňě čǻŀŀ ẅįțħ țħě Ų.Ș. Đįșțřįčț Čǿųřț-ǻppǿįňțěđ měđįǻțǿř ŀǻșț ẅěěķ. Bỳ čǿňțřǻșț, Ų.Ș. bǿňđħǿŀđěřș’ řěqųěșț ŀǻșț ỳěǻř țǿ řěșųmě ňěģǿțįǻțįǿňș řěčěįvěđ ňǿ řěșpǿňșě fřǿm țħě fǿřměř Pěřǿňįșț-ŀěđ ģǿvěřňměňț.

Ỳěț pěǿpŀě ǿň bǿțħ șįđěș țħįňķ țħěřě įș mųčħ mǿřě ẅǿřķ țǿ bě đǿňě.

Ǻňỳ đěǻŀ ẅǿųŀđ ħǻvě țǿ ǿvěřčǿmě șįģňįfįčǻňț pǿŀįțįčǻŀ ǿppǿșįțįǿň. Fǿřměř Přěșįđěňț Čřįșțįňǻ Ķįřčħňěř mǻđě bŀǻmįňģ țħě ħǿŀđǿųțș ǻ pįŀŀǻř ǿf ħěř pǿŀįțįčǻŀ đįșčǿųřșě. Pǿșțěřș ǻňđ bǻňňěřș přǿčŀǻįměđ “Fǻțħěřŀǻňđ ǿř Vųŀțųřěș,” įmpŀỳįňģ țħǻț Ǻřģěňțįňěș ħǻđ țǿ čħǿǿșě běțẅěěň đěfěňđįňģ țħěįř čǿųňțřỳ ǿř běțřǻỳįňģ įț bỳ șįđįňģ ẅįțħ țħě bǿňđħǿŀđěřș.

Ǿň șǿčįǻŀ-měđįǻ ňěțẅǿřķș ǿvěř țħě ẅěěķěňđ, ǿppǿňěňțș ǿf țħě ģǿvěřňměňț’ș ǿffěř ǻččųșěđ Mř. Mǻčřį ǿf șěŀŀįňģ ǿųț, șǻỳįňģ țħǻț ěvěň įf Ǻřģěňțįňǻ pǻỳș țħě ħǿŀđǿųțș 75% ǿf ẅħǻț țħěỳ ǻřě ǿẅěđ, Mř. Șįňģěř ẅǿųŀđ bě mǻķįňģ ǻ ẅįňđfǻŀŀ.

“Běįňģ fřįěňđŀỳ ẅįțħ čřěđįțǿřș, țǻķįňģ ǿň đěbț ǻňđ șěđųčįňģ Ẅǻŀŀ Șțřěěț ěňđș ųp ŀěǻđįňģ țǿ bǻňķįňģ ǻňđ čųřřěňčỳ čřįșěș,” Ǻŀějǻňđřǿ Vǻňǿŀį, Ǻřģěňțįňǻ’ș čěňțřǻŀ-bǻňķ přěșįđěňț ųňđěř Mřș. Ķįřčħňěř, șǻįđ įň ǻ Țẅįțțěř pǿșț ǿň Șǻțųřđǻỳ.

Șǿmě șmǻŀŀěř Ǻřģěňțįňě đěbțħǿŀđěřș mǻỳ čǿňțįňųě țǿ ħǿŀđ ǿųț.

Jěňňįfěř Șčųŀŀįǿň, ǻ pǻřțňěř ǻț Přǿșķǻųěř Řǿșě ĿĿP řěpřěșěňțįňģ bǿňđħǿŀđěřș įň ěįģħț čŀǻșș-ǻčțįǿň čǻșěș įň Ňěẅ Ỳǿřķ, șǻįđ Ǻřģěňțįňǻ ħǻșň’ț įňčŀųđěđ țħěm įň ňěģǿțįǻțįǿňș. Țħě țẅǿ șįđěș ǻřě ǻřģųįňģ ǿvěř ħǿẅ țǿ qųǻňțįfỳ țħě șįżě ǿf țħǿșě čŀǻșșěș, ǻňđ Mș. Șčųŀŀįǿň șǻįđ șħě ẅǿųŀđ mǿvě fǿř ǻň įňjųňčțįǿň įf țħě ģǿvěřňměňț șěțțŀěș ẅįțħ ǿțħěř bǿňđħǿŀđěřș běfǿřě țħěỳ ħǻvě ǻģřěěđ țǿ ǻ đěǻŀ ẅįțħ ħěř čŀįěňțș.

“Țħěșě ǻřě ŀįțěřǻŀŀỳ țħě șǻmě bǿňđș,” șħě șǻįđ. “Ẅě ħǻvě țħě șǻmě řįģħțș.” http://www.wsj.com/articles/argentinadebtdealfaceshurdlesdespitebondoffer1454878184?cb=logged0.8988801063969731 3/4 2/12/2016 Case 1:06-cv-03276-TPGArgentina D Documentebt Deal Faces H 31-5urdles D eFiledspite Bo n03/11/16d Offer WSJ Page 4 of 4 Șǿmě țħįňķ țħě ħěđģě fųňđș ẅǿųŀđ bě ẅįșě țǿ mǻķě ǻ đěǻŀ, čǿňșįđěřįňģ țħǻț 93% ǿf Ǻřģěňțįňǻ’ș bǿňđħǿŀđěřș ħǻvě ǻŀřěǻđỳ ǻģřěěđ țǿ ǿffěřș țħǻț pǻỳ ǻbǿųț 30 čěňțș ǿň țħě đǿŀŀǻř.

“Țħěỳ ẅįŀŀ ňěvěř fįňđ ǻ mǿřě mǻřķěț-fřįěňđŀỳ ǻđmįňįșțřǻțįǿň įň Ǻřģěňțįňǻ țħǻň țħįș ǿňě. Șǿ, įf țħěỳ řějěčț ẅħǻț įș ňǿẅ ǿň ǿffěř—șǻỳ ǿųț ǿf ģřěěđ—țħǻň țħěỳ ẅįŀŀ přǿbǻbŀỳ ħǻvě țǿ ẅǻįț ǻ ẅħǿŀě ŀǿț ŀǿňģěř țǿ ģěț pǻįđ,” șǻįđ Jǻň Đěħň, ħěǻđ ǿf řěșěǻřčħ ǻț Ŀǿňđǿň-bǻșěđ ǻșșěț mǻňǻģěř Ǻșħmǿřě Ģřǿųp, ẅħįčħ ǿvěřșěěș ǻbǿųț $50 bįŀŀįǿň. Ħįș fįřm ǿẅňș Ǻřģěňțįňě bǿňđș bųț įșň’ț pǻřț ǿf țħě Ų.Ș. ģřǿųp đěǻŀįňģ ẅįțħ țħě ģǿvěřňměňț.

Ẅřįțě țǿ Jųŀįě Ẅěřňǻų ǻț Jųŀįě.Ẅěřňǻų@ẅșj.čǿm ǻňđ Țǻǿș Țųřňěř ǻț țǻǿș.țųřňěř@ẅșj.čǿm

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http://www.wsj.com/articles/argentinadebtdealfaceshurdlesdespitebondoffer1454878184?cb=logged0.8988801063969731 4/4 2/12/2016 Case 1:06-cv-03276-TPGArgentina Reaches P a rDocumenttial Deal on Debt ,31-6 But Ho ld oFileduts Rem 03/11/16ain Bloombe r g PageBusiness 1 of 3

Argentina Reaches Partial Deal on Debt, But Holdouts Remain

Katia Porzecanski Ben Bartenstein KatiaPorzo February 5, 2016 — 2:11 PM PST Updated on February 7, 2016 — 9:33 PM PST

Paul Singer, president, cochief executive officer, and cochief investment officer of Elliott Management Corp.

Photographer: Jacob Kepler/Bloomberg

Montreux Partners, Dart Management accept settlement offer

Past offer had imposed losses of 70 percent on defaulted bonds

Argentina reached preliminary accords with two of the six biggest creditors that successfully sued the country over its $95 billion default in 2001 yet the leader of the socalled holdout funds, billionaire Paul Singer’s Elliott Management, wasn’t among them.

Montreux Partners LP and Dart Management Inc. accepted the offer, which would settle demands for $9 billion at an average 75 cents on the dollar, depending on the nature of the investor’s claim.

The agreements represent a partial victory for newly installed President Mauricio Macri, who is seeking to end a decadelong legal tussle with the creditors that has hampered Argentina’s access to international capital markets and created a drag on a dollarstarved economy. Talks between the government and http://www.bloomberg.com/news/articles/20160205/argentinaofferingholdoutcreditorsabout75ofdebtclaims 1/3 2/12/2016 Case 1:06-cv-03276-TPGArgentina Reaches P a rDocumenttial Deal on Debt ,31-6 But Ho ld oFileduts Rem 03/11/16ain Bloombe r g PageBusiness 2 of 3 representatives of the creditors have taken place over the past five days at the office of mediator Daniel Pollack in New York.

“This is the beginning of the end,” said Mauro Roca, an economist at Goldman Sachs Group Inc. in New York. “This chapter will be closed this year.”

Argentina is still talking to the other holdouts and hopes that more funds may join the deal in coming days, Finance Minister Alfonso PratGay said in an interview with Radio Mitre on Saturday. The government offered to pay the bondholders in cash raised from issuing bonds abroad, sales that would require them to drop or suspend the lawsuits that prevent the country from accessing international capital markets.

Argentina’s offer includes three proposals that depend on the legal steps creditors have taken on their claims. Investors lacking a judgment and whose bonds include a socalled equaltreatment clause were offered as much as 72.5 percent on their claim, while investors with the same bonds who have a judgment will be paid 72.5 percent of the amount awarded by the court. Bondholders without an equaltreatment injunction were offered 150 percent of the principal amount of the bonds they own.

The agreement comes days after Argentina agreed to pay 50,000 Italian bondholders 54 percent of their $2.5 billion claim on defaulted debt in cash.

The Italian accord and the one reached Friday are subject to approval from Argentina’s Congress, which would also need to repeal a law that prevents the country from providing the holdouts with better terms than those the nation offered in restructurings.

Argentina has been blocked from paying its overseas debt since mid2014, when the U.S. Supreme Court left intact a ruling by U.S. District Judge Thomas Griesa that it must reach an agreement with creditors whose bonds have an equaltreatment clause before servicing debt issued in the country’s two restructurings. Griesa must sign off on any agreement between the parties in order to lift the injunction. Argentina will ask him to lift the injunction after as many funds as possible have joined the accord, Prat Gay said.

“This litigation has gone on for nearly 15 years since the original Argentine default of 2001, and the proposal by Argentina is an historic breakthrough,” Pollack wrote in the statement.

Montreux didn’t respond to two voicemails seeking comment. Dart’s press office declined to comment.

Four of the leading holdout creditors have yet to agree to a deal, Pollack said. Besides Elliott, other members of the group include Aurelius Capital Management, Bracebridge Capital LLC and Davidson http://www.bloomberg.com/news/articles/20160205/argentinaofferingholdoutcreditorsabout75ofdebtclaims 2/3 2/12/2016 Case 1:06-cv-03276-TPGArgentina Reaches P a rDocumenttial Deal on Debt ,31-6 But Ho ld oFileduts Rem 03/11/16ain Bloombe r g PageBusiness 3 of 3 Kempner Capital Management LLC. Spokesmen from Elliott and Aurelius declined to comment. Voicemails left at Davidson Kempner and Bracebridge weren’t immediately returned.

“It is my strong hope that, with continued negotiations those firms, too, will be able to resolve their differences and reach Agreements in Principle with Argentina,” Pollack wrote. “All concerned on the ‘holdout’ Bondholders side are working constructively to that end.”

Argentina, which borrowed more money internationally than any developing nation in the 1990s, defaulted in late 2001 following a fouryear recession. A onetoone currency peg to the dollar had made local companies lose competitiveness after Brazil, its largest trading partner, devalued its currency in 1999, causing growth in Argentina to stall.

(Corrects offer in 6th paragraph to show it pertains to those without injunction.)

Before it's here, it's on the Bloomberg Terminal.

• Argentina • Bonds

http://www.bloomberg.com/news/articles/20160205/argentinaofferingholdoutcreditorsabout75ofdebtclaims 3/3 Case 1:06-cv-03276-TPG Document 31-7 Filed 03/11/16 Page 1 of 7

Ambito Financiero

The vultures will try to get Judge Griesa to lift the injunction today THE STRATEGY IS NOW TO GET THE MAGISTRATE TO ACCEPT THE INJUNCTION SO THAT DEBT MAY BE ISSUED WITHOUT RISK OF ATTACHMENT

Monday, February 8, 2016

By Carlos Burgueño

Lifting of the injunction. This will be the legal formula that the government will now take to Thomas Griesa’s courtroom and, in practice, it involves a key step in Argentina’s strategy: getting the judge to hand down a “stay” in Argentina’s favor, during a term dictated by the New York judge, the term of validity of the “pari passu” clause from the December 2012 judgment in favor of the vulture funds, [which was] extended in October 2015 to the “me toos.” According to this clause, with any post-default debt payments made by Argentina, there should also be a settlement in favor of the holdouts. If Griesa agrees to impose this precautionary measure, Argentina would be released, during the negotiation period with creditors, from any possible sanctions against sovereign debt issuance within and outside the local market (including Wall Street). Thus, there would be no danger of Elliott, Aurelius or the other creditors who did not enter into the debt swaps going to court and declaring the placement illegal and executing attachments. In other words, Mauricio Macri’s Government could borrow freely, even before reaching a final agreement, closing the “trial of the century.” Another goal of the strategy deployed by Argentina will be to dismantle vulture funds Elliott and Aurelius’s main weapon in pressuring Argentina - preventing Argentina from placing debt. Consequently, there would be more pressure on them to approve the deal brought to New York by Luis Caputo.

Griesa is not obligated to immediately hand down the stay under this formula. Especially considering that two main contenders opposite Argentina, Paul Singer’s Elliott and Marc Brodsky’s Aurelius, refused the offer made by Argentina last Friday. However, there is a crucial card in Argentina’s hand: Daniel Pollack himself supports Argentina’s position and will today recommend that the judge endorse the Argentine offer. For the Special Master, as made public by the American lawyer himself, Argentina is now the party who is acting good faith in this lengthy case, and the ones creating obstacles are the creditors. At least the strongest among them.

For Pollack to have this position now, it was because of a key political move from Buenos Aires. “Can I do anything to help?” President Mauricio Macri asked Alfonso Prat Gay by telephone from Tucumán on Friday. The Finance Minister enthusiastically replied from Buenos Aires, “Yes, you should speak with The Special Master personally.” Macri did so, and, using his English (which was appreciated at the offices on Park Avenue), the President concluded the negotiations with Daniel Pollack. He called the Special Master at the point which from New York it became known that at least 20% of creditors would be accepting the offer that had led Secretary of Finance Luis Caputo to Pollack’s office, [the same point at which] Elliott and Aurelius were closing ranks to boycott the agreement. There was a key signal coming from the United States: for the first time since June 2014, Pollack was clearly in favor of Argentina’s Case 1:06-cv-03276-TPG Document 31-7 Filed 03/11/16 Page 2 of 7

position and was willing to make the necessary moves to give the story a happy ending this time.

Macri confirmed to the negotiator that Argentina was ready to end the “trial of the century” and that there was “good faith” on the part of his government. Pollack, already a little tired of the vulture funds pressuring him, gave him the key nod: he would himself talk to Griesa and ask him to endorse Argentina’s offer. And, as an added bonus, Pollack praised Macri’s “courage” in having speedily addressed the negotiation and settlement of the lawsuit against the creditors. He also noted that the offer that the government took to New York was not the same as the one Axel Kicillof had brought in June 2014 ([which consisted of] the same conditions as the 2010 debt swap), and which was rejected by 100% of the creditors.

What Pollack had been seeing in the last hours (specifically since last Tuesday) is that some creditors (many of them far from the definition of vulture) were inclined to accept what Caputo was offering them with “a sincere expression,” as he put it; and that the most recalcitrant, Paul Singer from Elliott and Mark Brodsky from Aurelius (a disciple of Singer, by the way), were those who insisted on postponing an agreement and stretching out the conflict to the fullest extent. There Pollack realized that the situation was exactly the opposite of 2014: Argentina was there in good faith to try and fix a problem, and Singer and Brodsky wanted to complicate things. Already on Thursday evening near the end of the day, Pollack put an arm around the shoulder of one of the members of the Argentine delegation with a big smile and a wink. At that point everything was going well, and the Special Master was openly prepared to go to bat for Argentina.

What remains clear from the five long days of negotiations in Pollack’s office is that the strategy pursued by Luis Caputo worked. The Finance Secretary managed to divide the vulture funds into two camps, one of which was close to signing an agreement that clashes with Elliott and company. He has managed to isolate Singer and Brodsky, and label them the “complicated guys” who do not want to reach an agreement, even though Argentina has recognized 100% of the principal owed to the creditors. In a sense, Caputo managed to make Singer look like an staunch radical, which is more or less the same as the Elliott head said of Kicillof in June 2014.

What happens next in this conflict? The negotiator will raise the offer to Griesa today, who must give his approval, and open up a sort of sign-up list for the creditors. From Buenos Aires it is assumed that many of the “me toos” will sign up, such as the so-called “Varela Group” (the 13 Argentines who decided not to enter the exchange swaps and chose to go to trial in Griesa’s courtroom). What the country is seeking is to get 75% of bondholders on board. This is not a random number. It is what is given in the bankruptcy law for private American companies to deem that a bankruptcy has been successful.

Griesa had pointed out in several different hearings that in the case of Argentina’s defaulted debt, this threshold was correct. The deadline for making this list would be February 29. Griesa will wait until then. Then the process will end and, if all goes as expected from Buenos Aires, those who have not accepted would be outside the agreement. Thus, the judge would end the “trial of the century” and there would be no more opportunities to litigate against Argentina. Also, this would close any already open lawsuits against the country; including the causes for Discovery, Case 1:06-cv-03276-TPG Document 31-7 Filed 03/11/16 Page 3 of 7

attachments on bonds such as the Bonar 24, the “alter ego” of the BCRA and the rest of the parallel actions brought by the vulture funds in US courts.

Case 1:06-cv-03276-TPG Document 31-7 Filed 03/11/16 Page 4 of 7

February 14, 2016

I hereby certify that I am a professional translator, that I abide by the Code of Ethics and Professional Practice of the American Translators Association, that I am fluent in Spanish and English, that I have employed a team of professional translators, and that we have translated, to the best of our knowledge, the attached document entitled

News Article

From Spanish into English

Signed,

Cathleen Waters

Founder, New World Medium

Translator of French, Spanish, Italian, Portuguese and English

American Translator’s Association Membership no. 257918

Case 1:06-cv-03276-TPG Document 31-7 Filed 03/11/16 Page 5 of 7

Ambito Financiero Buitres: intentarán hoy que el juez Griesa imponga cautelar LA ESTRATEGIA AHORA ES QUE EL MAGISTRADO ACEPTE EL "INJUCTION" Y SE PUEDA EMITIR DEUDA SIN PELIGRO DE EMBARGOS

Lunes, 8 de febrero de 2016

Por Carlos Burgueño

Lifting of the injunction. Ésta será la fórmula legal que el Gobierno llevará ahora al tribunal de Thomas Griesa y que, en la práctica, implica un paso clave para la estrategia argentina: que el juez dicte un "stay" a favor del país y que se detenga, durante el plazo que disponga el magistrado de Nueva York, la vigencia del "pari passu" del fallo de diciembre de 2012 a favor de los fondos buitre, extendida en octubre de 2015 para los "me too". Según esta cláusula, por cualquier pago de deuda posdefault que haga el país, también debería haber una liquidación a favor de los holdouts. Si Griesa aceptara imponer esta medida cautelar, la Argentina se liberaría, durante el tiempo que dure la negociación con los acreedores, de eventuales sanciones contra la emisión de deuda soberana dentro y fuera del mercado local (incluyendo Wall Street). Así, no existiría el peligro de que Elliott, Aurelius y el resto de los acreedores que no ingresaron en los canjes de deuda puedan presentarse y declarar ilegal la colocación y ejecutar embargos. En otras palabras, el Gobierno de Mauricio Macri podría endeudarse libremente, aun antes de un acuerdo final que cierre el "juicio del siglo". Otra meta de la estrategia desplegada por la Argentina será que se desmoronaría la principal arma que tienen los fondos buitre Elliott y Aurelius para presionar al país: impedir la colocación de colocar deuda. En consecuencia, tendrían más presiones para aprobar la oferta que llevó Luis Caputo a Nueva York.

Griesa no está obligado a dictar el "stay" bajo esta fórmula de manera inmediata. Más teniendo en cuenta que los dos principales contendientes contra el país, los fondos Elliott de Paul Singer y Aurelius de Marc Brodsky, se negaron a aceptar la propuesta argentina presentada el viernes pasado. Sin embargo, hay una carta importantísima a favor: el propio Daniel Pollack apoya la posición del país y hoy recomendaría al juez que avale la oferta argentina. Para el "special master", según hizo público el propio abogado norteamericano, el que ahora tiene buena fe en esta larguísima causa es la Argentina, y los que ponen trabas son los acreedores. Al menos los más fuertes.

Para que Pollack tenga ahora esta posición, hubo un movimiento político clave desde Buenos Aires. "¿Puedo hacer algo para ayudar?", preguntó el viernes desde Tucumán el presidente Mauricio Macri vía telefónica a Alfonso Prat Gay. Desde Buenos Aires, el ministro de Hacienda y Finanzas contestó entusiasmado: "Sí, que hables personalmente con el mediador". Así lo hizo Macri, y, usando su inglés (algo que se valoró en el despacho de Park Avenue), el Presidente cerró las negociaciones con Daniel Pollack. El Presidente llamó al "special master" cuando desde Nueva York ya se sabía que al menos un 20% de los acreedores estaban aceptando la propuesta que llevó el secretario de Finanzas, Luis Caputo, hacia el despacho de Pollack, y que Elliott y Aurelius cerraban filas para boicotear el acuerdo. Había una señal clave que venía desde los Estados Unidos: por primera vez desde junio de 2014, Pollack estaba claramente a favor de la Case 1:06-cv-03276-TPG Document 31-7 Filed 03/11/16 Page 6 of 7

posición de la Argentina y se mostraba dispuesto a moverse para que la historia terminara, ahora sí, con un final feliz.

Macri le ratificó al negociador que el país estaba dispuesto a terminar con el "juicio del siglo" y que había "buena fe" de parte de su Gobierno. Pollack, ya también algo cansado de la presión de los fondos buitre sobre su persona, le dio el guiño clave: él mismo hablaría con Griesa y le pediría que avale la propuesta argentina. Y, como regalo, Pollack ponderó la "valentía" de Macri por haber encarado tan rápidamente la negociación y la solución del juicio contra los acreedores. Y también destacó que la oferta que el Gobierno llevó hasta Nueva York no sea la misma que Axel Kicillof había traído en junio de 2014 (las mismas condiciones que el canje de deuda de 2010), y que había logrado el 100% del rechazo de los acreedores.

Lo que venía viendo Pollack en las últimas horas (concretamente desde el martes pasado) es que algunos acreedores (muchos de ellos lejos de la definición de buitre) iban aceptando lo que Caputo les mostraba "con cara de sinceridad", según su definición; y que los más recalcitrantes, Elliott de Paul Singer y Aurelius de Mark Brodsky (discípulo de Singer, por otro lado), eran los que insistían en postergar un acuerdo y en extender al máximo el conflicto. Ahí Pollack se dio cuenta de que la situación era exactamente la contraria a la de 2014: la Argentina venía de buena fe a arreglar un problema, y Singer y Brodsky querían complicar la parada. Ya el jueves por la noche, casi al final de la jornada, Pollack puso un brazo en el hombro de uno de los integrantes de la delegación argentina y le dio una sonrisa amplia y un guiño de ojo. Todo iba bien entonces, y ahora sí, el "special master" comenzaba a jugar abiertamente para la posición argentina

Lo que dejan claro las cinco largas jornadas de negociaciones en el juzgado de Pollack es que la estrategia aplicada por Luis Caputo dio resultado. El secretario de Finanzas logró quebrar a los fondos buitre en dos bandos, y que haya un grupo cercano a firmar un acuerdo que se enfrente a Elliott y compañía. Logró así aislar a Singer y Brodsky, y ponerlos en el lugar de los "complicados", que no quieren llegar a un acuerdo, pese a que el país le reconocía a los acreedores el 100% del capital adeudado. En cierto sentido, Caputo logró que se viera a Singer como un radical irreductible. Casi lo mismo que el dueño de Elliott decía de Kicillof en junio de 2014.

¿Cómo sigue ahora el conflicto? El negociador elevará hoy la oferta a Griesa, y éste debe dar su aval, y abrir una especie de listado para que los acreedores se vayan anotando. Desde Buenos Aires se descarta que muchos de los "me too" se anotarán, como también el denominado "Grupo Varela" (los 13 argentinos que decidieron no ingresar en los canjes y que eligieron hacer juicio en el tribunal de Griesa). Lo que buscará el país es que el 75% de los bonistas acepte. No es un porcentaje caprichoso. Es lo que indica la ley de "bancarrota" a las compañías privadas norteamericanas para que un concurso de acreedores sea exitoso.

Griesa siempre indicó en diferentes audiencias que, en el caso de la deuda argentina en default, ese nivel era el correcto. La fecha límite para confeccionar esta lista sería el 29 de febrero. Hasta ese día esperaría Griesa. Luego, daría por terminado ese proceso y, si todo sale como esperan desde Buenos Aires, el que no haya aceptado quedaría fuera del acuerdo. Así, el juez daría por terminado el "juicio del siglo" y no ofrecería más oportunidades para litigar contra la Argentina. Además, cerraría cualquier tipo de demanda ya abierta contra el país; incluyendo las causas por Case 1:06-cv-03276-TPG Document 31-7 Filed 03/11/16 Page 7 of 7

Discovery, embargos a bonos como Bonar 24, el "álter ego" del BCRA y el resto de los juicios paralelos que los fondos buitre mantienen en juzgados de los Estados Unidos.

Case 1:06-cv-03276-TPG Document 31-8 Filed 03/11/16 Page 1 of 30 Transcription February 24, 2016 New York, NY Page 1

1 U.S. COURT OF APPEALS FOR THE SECOND CIRCUIT

2 In the Matter of:

3 ------X

4 AURELIUS OPPORTUNITIES :

5 FUND II, LLC, et al., :

6 Appellees, : Case No. 15-

7 v. : 1060(L)

8 REPUBLIC OF ARGENTINA, : (2d Cir.)

9 Appellant. :

10 ------X

12 Wednesday, February 24, 2016

13 New York, New York

15 Proceedings before Judges Reena Raggi,

16 Peter W. Hall, and John M. Walker.

Alderson Court Reporting 1-800-FOR-DEPO www.aldersonreporting.com Case 1:06-cv-03276-TPG Document 31-8 Filed 03/11/16 Page 2 of 30 Transcription February 24, 2016 New York, NY

Page 2 Page 4 1 APPEARANCES: 1 extent the court is addressing 3675, I'm here on 2 2 behalf of appellees NML Capital, the Aurelius 3 On behalf of the Appellees: 3 appellees, and FFI and FFY Funds. 4 MATTHEW D. MCGILL, ESQ. 4 JUDGE RAGGI: Thank you. 5 Gibson Dunn & Crutcher 5 JUDGE HALL: And we also have another -- 6 1050 Connecticut Avenue, N.W. #200 6 JUDGE RAGGI: Anyone else? 7 Washington, D.C. 20036 7 JUDGE HALL: We have other people who've 8 (202) 887-3680 8 come in support of Argentina for some of the -- 9 [email protected] 9 for the remand. 10 10 MR. PASKIN: That's correct. There have 11 On behalf of the Appellants: 11 been other papers filed. 12 MICHAEL A. PASKIN, ESQ. 12 JUDGE RAGGI: But only the two of you 13 Cravath, Swaine & Moore, LLP 13 are going to be arguing. 14 Worldwide Plaza 14 JUDGE HALL: Only the two of you will be 15 825 Eighth Avenue 15 16 New York, New York 10019-7475 arguing. Okay. 17 (212) 474-1000 16 MR. PASKIN: But only the two of us will 18 [email protected] 17 be. 19 18 JUDGE HALL: That's fine. 20 19 JUDGE RAGGI: Well, if I understand it, 21 20 the motion for dismissal with prejudice is 22 21 Argentina's. The motion for this panel to 23 22 consider the remand motion -- the remand motion is

Page 3 Page 5 1 P R O C E E D I N G S 1 Argentina's, but the motion for this panel to 2 JUDGE RAGGI: Counsel, let me begin by 2 consider it is -- comes from your client, Mr. 3 saying this case is before the court for argument 3 McGill? Is that right? 4 of an appeal. But there have been motions filed 4 MR. MCGILL: That is correct, Your 5 recently, first of all, to dismiss the scheduled 5 Honor. 6 appeal with prejudice and then to have this panel 6 JUDGE RAGGI: All right. Well, we'll 7 entertain motions in a related case, which is 7 start with Argentina. And we have many questions 8 colloquially referred to by all parties as 8 on these motions. So I'm going to start, let 9 involving the "me too" injunctions, and to remand 9 Judge Hall start us off here. 10 that case for further action by the District 10 MR. PASKIN: Of course. 11 Court. 11 JUDGE HALL: I guess let me first make 12 I think we'd like to start by hearing 12 clear, Mr. Paskin, in the "me too" cases, is it 13 you all on the motions. And if everybody could 13 Argentina's motion also to refer this case -- 14 just identify themselves for us who is going to be 14 sorry, to remand this case under 12.1? 15 arguing, it would be helpful. 15 MR. PASKIN: Argentina's motion, yes, in 16 MR. PASKIN: Yes. May it please the 16 the "me too" cases is to remand under 12.1 based 17 court, Michael Paskin from Cravath, Swaine & 17 on the court's indicative ruling. 18 Moore, for the Republic of Argentina. 18 JUDGE HALL: And my colleagues will jump 19 JUDGE RAGGI: Thank you, Mr. Paskin. 19 in very shortly, but I think the first thing we 20 MR. MCGILL: May it please the court, 20 would like to know is with respect to that motion, 21 Judge Raggi, Matthew McGill, of Gibson Dunn & 21 why is Argentina not seeking to dismiss that 22 Crutcher, for the appellees in 1060. And to the 22 appeal with prejudice, as it is doing in this one?

2 (Pages 2 to 5) Alderson Court Reporting 1-800-FOR-DEPO www.aldersonreporting.com Case 1:06-cv-03276-TPG Document 31-8 Filed 03/11/16 Page 3 of 30 Transcription February 24, 2016 New York, NY

Page 6 Page 8 1 MR. PASKIN: Right. Well, frankly, Your 1 payment has to be made before the injunction can 2 Honor, I think dismissal with prejudice of that 2 be lifted? 3 appeal as a substantive issue would be appropriate 3 MR. PASKIN: That's correct. 4 and entirely consistent with the overall change in 4 MALE JUDGE: Well, how do you pay, make 5 strategy of the Republic here, which is we are not 5 payments and then lift the injunction if you don't 6 pursuing these old issues and these old appeals 6 lift the injunction first? That's one question. 7 and challenging the entry of these injunctions. 7 JUDGE RAGGI: Because the payments are 8 Things have obviously been moving, you 8 not in conformity with the -- 9 know, extremely quickly over the last several days 9 MALE JUDGE: The payments are not in -- 10 and couple of weeks, and the concern -- and it may 10 they're not in conformity with the pari passu. 11 be a baseless concern. But the concern with just 11 MR. PASKIN: Technically, the 12 dismissing the 3675 appeal, along with 1061, was 12 injunctions themselves apply to payments to the 13 does it procedurally interfere with our attempt to 13 exchange bondholders. 14 get the remand and make sure that we're on 14 MALE JUDGE: Right. 15 procedurally appropriate grounds with the District 15 MR. PASKIN: The payments that would be 16 Court's indicative ruling and the ability to have 16 made and conform consistent with Judge Griesa's 17 that converted into an actual order? 17 indicative ruling are payments to the holdout 18 JUDGE RAGGI: I'm not sure I understand. 18 bondholders, the litigants in these cases, who 19 You're looking for dismissal with prejudice in 19 settle with Argentina -- 20 this case. I would assume that the same concerns 20 MALE JUDGE: Don't the -- doesn't the 21 apply. 21 injunction enjoin Argentina from making anything 22 MR. PASKIN: Yes, I -- 22 other than pari passu payments?

Page 7 Page 9 1 JUDGE RAGGI: And that's why we are a 1 MR. PASKIN: The injunction enjoins 2 little perplexed as to why there are different 2 Argentina from making anything other than pari 3 applications in the two cases. 3 passu payments to the exchange bondholders. They 4 MR. PASKIN: Okay. Well, then apologies 4 can't make payments to the exchange bondholders 5 for the complexity there, Your Honor. But 5 unless they also are making payments to the 6 Argentina's position is it is not pursuing the 6 holdouts. 7 substance of either of the pending appeals. 7 MALE JUDGE: But the injunction doesn't 8 MALE JUDGE: I'd like to ask a few 8 cover the settlements. 9 questions if I could -- 9 MR. PASKIN: That's correct. The 10 MR. PASKIN: Of course. 10 injunction doesn't -- 11 MALE JUDGE: -- about the District 11 MALE JUDGE: Even though the contract 12 Court's order lifting the -- or opinion lifting 12 would? 13 the injunction. First of all, it's not lifting 13 MR. PASKIN: That -- that is -- that is, 14 the injunction because we have jurisdiction. So 14 you know, correct. Yes. And Judge Griesa, it 15 it's going to depend upon a remand or somehow 15 appears, is prepared to -- 16 getting it back before the district judge, right? 16 MALE JUDGE: Let -- 17 MR. PASKIN: Of course. 17 MR. PASKIN: -- proposes in his order 18 MALE JUDGE: And then the second 18 that he would -- 19 question that I have, though, are what are the 19 MALE JUDGE: -- let Argentina violate 20 terms of the lifting of the injunction? The 20 the pari passu clause of the contract in order to 21 injunction, as I read it, it looks like Argentina 21 effectuate the settlement. 22 has to take some legislative steps, and then 22 MR. PASKIN: That he would authorize

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Page 10 Page 12 1 those payments in order to bring about the 1 going to be a challenge, the challenge to the 2 settlement so that everybody can get paid. 2 indicative ruling or the challenge to the 3 JUDGE RAGGI: So -- 3 rationale behind it should happen as quickly as 4 MALE JUDGE: So let me just ask then, 4 possible. It should be converted to an order. 5 what is the realistic -- I mean, there's a lot of 5 If appellees want to take it up on 6 talk about an emergency here, and Monday has got 6 appeal, which presumably they do, then it can be 7 to be an emergency and everybody has got to settle 7 challenged. And in parallel with the process that 8 by then. And the date, the reason that's been 8 goes on in the legislature and the mechanics 9 fixed, apparently, is because the legislature is 9 behind effectuating payments to the settling 10 coming into session on the following day, March 10 bondholders, excuse me, we can get the certainty 11 1st. Correct? 11 as to whether the order that's been entered -- 12 MR. PASKIN: Correct. 12 that's proposed to be entered by the District 13 MALE JUDGE: So what is the indication 13 Court is an order that actually is going to stand. 14 that the legislature is going to do anything for - 14 And because without that, it puts -- it 15 - on March 1st or, for that matter, for the next 15 makes the entire situation untenable. And so 16 three months? 16 while Mr. McGill suggests that we should all wait 17 MR. PASKIN: Right. Well, the 17 and let the status quo of the last two years just 18 legislative process is going to take time. They 18 prevail, that doesn't really work, first of all, 19 have two houses of congress. There is a -- there 19 because the status quo has changed. The 20 is a house and a senate, frankly. 20 government has come in and changed its attitude. 21 MALE JUDGE: Right. So why wouldn't the 21 And based on that, the District Court 22 actual lifting of the "Lock Law" be -- and the 22 has changed its interpretation of, you know, what

Page 11 Page 13 1 other impediments to settlement be the triggering 1 equitably is required to do here. 2 event, at least as far as lifting the injunction 2 MALE JUDGE: When would the parties 3 is concerned, rather than having it be Monday? 3 appear before the district judge if a remand 4 MR. PASKIN: Well, the triggering event, 4 occurred? Because it seems to me there are lots 5 as far as lifting the injunction, is not only the 5 of questions about why this -- why -- I don't 6 change of the laws, but it's also getting these 6 understand quite right now why the February 29th 7 payments effectuated. 7 date is in place for the others to settle in order 8 MALE JUDGE: Well, you know -- 8 to benefit from -- in effect from the injunction. 9 MR. PASKIN: And just to continue, Your 9 Because if they don't settle by the 29th, then 10 Honor, if the question is why isn't there a delay 10 they are -- they have no injunction, right? 11 prior to remand in order to let the District Court 11 MR. PASKIN: Well, if they don't settle 12 enter his order because that appears to be -- that 12 by the 29th, and everything goes forward and the 13 appears to be appellees' position as to what 13 settling parties do get paid and the injunction -- 14 should happen, the issue there becomes in order to 14 and the order becomes effective, essentially, 15 effectuate the payments that are the other prong 15 that's correct. Appellees no longer -- who don't 16 of the conditions under the order, what really is 16 settle no longer have the injunction. 17 necessary is for there to be certainty about the 17 MALE JUDGE: This is effectively a cram- 18 meaning and viability of that order. 18 down provision. 19 If it's unclear whether upon making 19 MR. PASKIN: No, it's absolutely not 20 those payments that order would then be challenged 20 because -- because, first of all, the District 21 in this court and potentially overturned, then it 21 Court retains jurisdiction over the injunction. 22 can't work. And so the idea would be if there's 22 And as has been abundantly clear in the past, if

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Page 14 Page 16 1 it believes that Argentina is no longer -- is 1 settlements to happen. There have been billions 2 reverting to its old ways, to put it colloquially, 2 of dollars in settlements announced already, 3 the District Court obviously can put the -- you 3 pursuant to these new rules and the new approach 4 know, can impose the same restrictions or harsher 4 of Argentina's government. 5 ones or whatever it is that the District Court is 5 So it seems that the worst position that 6 inclined to do. 6 the appellees find themselves in is exactly the 7 JUDGE RAGGI: That would be a new order, 7 same position that they have been in, which is 8 and that would be appealable, and that's what the 8 winning everything in court, but not actually 9 nonsettling parties don't want to have to go 9 getting the satisfaction that they -- that they 10 through. 10 want. And now there is a way through it. 11 MR. PASKIN: If it's just a question, 11 So we would think, respectfully, that 12 Your Honor, of the effort of that, Argentina has 12 they should be in favor of a prompt remand of 13 taken the position -- and again, I'm not expecting 13 converting the indicative ruling into an order, 14 them to be taken on their words alone, which is 14 and if by that point, they haven't settled or 15 why there are these conditions in the lifting of 15 other people haven't, take it up on appeal. 16 the injunction. 16 Figure out what the rules are and then play by 17 We're abandoning the substantive 17 them. 18 arguments against the imposition of the original 18 MALE JUDGE: When is the injunction 19 injunctions. And by abandoning those arguments, I 19 actually lifted? It's not lifted for several 20 would expect that it's going to be very hard to 20 months, is that right, until the payments occur? 21 reassert them again, having lost them in past 21 MR. PASKIN: Until the payments occur. 22 years, having lost them on appeal before, and now 22 MALE JUDGE: When do they occur? Do we

Page 15 Page 17 1 having completely changed the strategy. 1 know roughly? 2 So there's a certain point at which the 2 MR. PASKIN: It -- ultimately, it will 3 new government has to be given an opportunity to 3 depend upon, I think, the quantity of payments 4 actually do what it says it's going to do with 4 required and the degree to which access to capital 5 these conditions applied and allow these 5 markets will be required in order to finance them. 6 settlements to happen because, and I realize that 6 MALE JUDGE: And so until that time, the 7 I'm running out of time, but -- 7 injunction remains in place. 8 JUDGE RAGGI: You're last on our 8 MR. PASKIN: Exactly. 9 calendar. 9 MALE JUDGE: And the district judges can 10 MR. PASKIN: But the -- but I think the 10 modify it or do whatever, hear arguments on that 11 other issue about the status quo is the status quo 11 score. 12 that prevailed for the last two years, as Mr. 12 MR. PASKIN: Of course. 13 McGill points out in his -- in one of his briefs, 13 MALE JUDGE: Then right now, as we stand 14 at least up until the new government took office 14 here now, who has settled? The papers seemed to 15 in December, was a status quo that inflicted 15 indicate that I think 14 percent have settled, and 16 tremendous pain on Argentina that they had brought 16 that's of the "me toos," I assume? 17 upon themselves, admittedly, but one that didn't 17 MR. PASKIN: Those were "me toos." The 18 actually succeed in moving settlement talks 18 14 percent referred to in the papers were the 19 forward, that didn't actually succeed in getting 19 initial settlements that were announced back on 20 any of these holdout bondholders paid. 20 February 5th or whatever the date was. 21 So now we have a process in place that 21 Since then the Special Master has made 22 allows those things to move forward, that allows 22 statements as additional cases and additional

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Page 18 Page 20 1 plaintiffs have settled. Those statements have 1 JUDGE RAGGI: Why should we dismiss? 2 come out on practically a daily basis of 2 MR. PASKIN: Well, first, with the 3 additional -- 3 question of dismissal of the other case, of the 4 MALE JUDGE: What's the tally? What 4 "me too" case, as I stated earlier, we are 5 it's now? 5 prepared to dismiss that. 6 JUDGE RAGGI: What's it now? 6 JUDGE RAGGI: With prejudice. 7 MR. PASKIN: I don't know what the exact 7 MR. PASKIN: With prejudice. 8 tally is, but I think we're now approaching $2 8 MALE JUDGE: Can you do that today? 9 billion rather than a little bit over $1 billion. 9 MR. PASKIN: Yes, I can do that today. 10 MALE JUDGE: In terms of percentage. 10 We can dismiss that with prejudice. I just wanted 11 JUDGE RAGGI: What percentage? Are we 11 to preserve procedurally the court -- the District 12 talking 25 percent, 40 percent? 12 Court's ruling and the ability to convert that 13 MR. PASKIN: I wouldn't want to be taken 13 into an order. 14 exactly on it, but I think about 25 percent is -- 14 JUDGE RAGGI: So your adversary 15 is where they are. 15 expressed some cost to that -- some question about 16 MALE JUDGE: And those are the "me 16 litigating costs and sanctions. What's 17 toos?" 17 Argentina's position with respect to costs? 18 MR. PASKIN: It's a -- it's a -- a good 18 Because I might have thought those were dictated 19 question. 19 by Rule 39. 20 MALE JUDGE: Any beyond "me too?" Any 20 MR. PASKIN: I think that at this point, 21 original holders? 21 first of all, I would expect appellees to be happy 22 MR. PASKIN: No. Good question. I 22 with the result and that the costs associated with

Page 19 Page 21 1 should know the answer to that question, but I 1 the particular appeal here seem to be a drop in 2 don't. So I'm not going to guess. 2 the bucket relative to -- relative to -- 3 JUDGE RAGGI: With respect to the motion 3 JUDGE RAGGI: You're acknowledging your 4 before us on dismissal with prejudice, you know, 4 responsibility for costs. How much is maybe 5 this was made just the other day. We're ready to 5 another question. But you're acknowledging your 6 hear this appeal and resolve it, and I'm wondering 6 responsibility for costs on behalf of your client? 7 why we shouldn't. 7 MR. PASKIN: I'm acknowledging the 8 You know, you said, well, you basically 8 client's, you know, potential responsibility for 9 abandoned the challenges to the original 9 costs, subject to a motion for costs that they 10 injunction, and so you're -- you know, there 10 would bring. 11 wouldn't be litigation of that again. But a 11 JUDGE RAGGI: And my understanding about 12 dismissal with prejudice leaves some ambiguity as 12 Rule 38 sanctions motions is that those can be 13 to what got resolved, and you know, I'm a little 13 sought even after dismissal. Does Argentina take 14 concerned about this, especially if you're not 14 any different view on that? I mean, if we dismiss 15 looking to dismiss with prejudice the "me too" 15 this case, are you going to dispute their ability 16 case, which would then perhaps leave you free, or 16 to seek sanctions? I mean -- 17 your client -- I understand that you're making a 17 MR. PASKIN: No. 18 representation for, but your client has changed 18 JUDGE RAGGI: -- you can dispute their 19 its mind before -- to resurrect issues that we're 19 right -- 20 prepared to address right now. 20 MR. PASKIN: Exactly. We may challenge 21 MR. PASKIN: Right. Understood, Your 21 the substance of it, but we won't -- but we won't 22 Honor. 22 challenge the procedural timeliness. Exactly.

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Page 22 Page 24 1 JUDGE RAGGI: We may have more 1 it quickly, you going right before Judge Griesa 2 questions, but I think we want to hear from your 2 this week and making whatever points you want to 3 adversaries first. 3 make? 4 MR. PASKIN: Thank you, Your Honor. 4 MR. MCGILL: Well, I would -- I would -- 5 MR. MCGILL: Thank you, Your Honors. 5 MALE JUDGE: The injunction is not going 6 And may it please the court, Matthew 6 to take effect. 7 McGill for the parties, as I described before. 7 MR. MCGILL: Well, that's exactly the 8 The District Court's indicative ruling 8 point. On Monday -- on Monday is when the offer 9 of just Friday gave Argentina's public tender 9 closes, this public tender offer. On Tuesday, 10 offer the force of a judicial ultimatum. 10 they can fulfill the conditions, and then it is a 11 JUDGE RAGGI: Before we get to the 11 springing vacatur of the injunction. 12 merits of what the District Court did, which may 12 JUDGE RAGGI: (Inaudible) to the court, 13 not even be in front of us, you've just heard 13 though? 14 Argentina say that it's prepared to have both 14 MR. MCGILL: They do not. 15 appeals dismissed with prejudice. They 15 JUDGE RAGGI: That's what the last line 16 acknowledge that they will be liable for costs, 16 of the judge's order says, the indicative ruling. 17 the amounts to be resolved, and that you can bring 17 Let me get it in front of me. I've got it. 18 a Rule 38 sanctions motion even after dismissal. 18 MR. MCGILL: And it says if the court of 19 In light of that position, why should we 19 appeal remands, the injunctions will be lifted 20 not grant dismissal with prejudice of the two 20 automatically upon fulfillment of these two 21 appeals? 21 conditions. 22 MR. MCGILL: Rule 42(b) dismissals are 22 MALE JUDGE: One of which is that the

Page 23 Page 25 1 within the discretion of the court, particularly - 1 Republic give notice that the payments are made. 2 - 2 MR. MCGILL: Right. 3 JUDGE RAGGI: Right. So now tell us why 3 JUDGE RAGGI: Right. It's the last line 4 not. 4 in the second -- 5 MR. MCGILL: And I -- and I will. Let 5 MR. MCGILL: But all that -- all that 6 me paint the picture of what the indicative ruling 6 can happen on Tuesday. The Lock Law can be 7 does and permits. 7 lifted. The payments can be made. We're talking 8 On Monday, that's February 29th -- on 8 about U.S., how many people have settled so far? 9 Monday, Argentina's public tender offer closes, 9 It's 20 percent. Twenty percent is what's 10 and on Tuesday, Argentina can fulfill the 10 settled. 11 conditions set forth in the order. The 11 The three funds that I mentioned before 12 injunctions are automatically lifted. There is no 12 -- NML, the Aurelius funds, and FFI and FFY -- 13 hearing, there has been no hearing on this motion. 13 we're 65 percent. My plea to the court is wait to 14 This was a -- this was presented by an 14 dismiss anything. We are -- we have had since 15 ex parte order to show cause. It was briefed on 15 Thursday -- 16 our side. Initially, we were told, you know, 16 JUDGE RAGGI: What is that going to mean 17 court had already closed for the Friday and 17 in terms of the District Court being able to 18 Monday, and our deadline was Tuesday at noon. At 18 decide what it's going to do here. 19 10:30 a.m. on Tuesday, the court extended it to 19 MR. MCGILL: I -- 20 Thursday. 20 JUDGE RAGGI: Because the alternative is 21 MALE JUDGE: What's to prevent you from 21 we're ready to hear the appeal, and we're ready to 22 going right -- if we dismiss these appeals and did 22 rule on it --

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Page 26 Page 28 1 MR. MCGILL: Right. And -- 1 MR. MCGILL: No, it's not. 2 JUDGE RAGGI: -- probably in a, you 2 MALE JUDGE: Both of these -- 3 know, very brief time. 3 MR. MCGILL: He entered the indicative 4 MR. MCGILL: And I can address that. 4 ruling, and he could have heard us on the ex parte 5 But the -- the point here is you have discretion 5 motion to enter an indicative ruling, and he chose 6 on just to whether or not to dismiss, and I think 6 not to. And he -- 7 you should wait to dismiss for the following -- 7 JUDGE RAGGI: But we -- we need to grant 8 MALE JUDGE: I don't understand, though. 8 dismissal or rule in this case so that the appeal 9 Why should we be in the position of having to 9 is over. You can make whatever application you 10 decide whether the settlement is effective or fair 10 have to the District Court. If you're not 11 or anything like that -- 11 successful, can't you appeal the unsuccessful 12 MR. MCGILL: Because -- 12 ruling and seek a stay if you want? 13 MALE JUDGE: -- because that's the 13 MR. MCGILL: Well, if Argentina would 14 District Court's normal responsibility. 14 consent now to a stay pending appeal -- 15 MR. MCGILL: It is -- 15 JUDGE RAGGI: Of course they're not 16 MALE JUDGE: This district judge has 16 going to consent to that. 17 been -- this district judge has been on this case 17 MR. MCGILL: Okay. 18 forever, and that's what you're asking us to do. 18 JUDGE RAGGI: You'll make the 19 You're asking us to weigh in and see if we can 19 application to the court. 20 help you get a better settlement. 20 MR. MCGILL: Well, then here's the 21 MR. MCGILL: No, I'm not. All I'm 21 problem. Now let me just try to paint it. If 22 asking for is for a little time for the 22 Argentina satisfies the conditions on Tuesday and

Page 27 Page 29 1 settlements that Argentina claims that they want 1 the injunctions are automatically lifted on 2 to take place. My point, my core point is that 2 Tuesday, on that same day, Argentina can change 3 this February 29th deadline is needless and 3 the payment mechanisms that have been in place for 4 counterproductive, and we have had no oppor -- 4 years that the injunction prohibits them from 5 JUDGE RAGGI: Well, why (inaudible) the 5 changing and, thereby, render the restoration of 6 District Court for an adjournment then or an 6 effective injunctive relief impossible. 7 extension if you need more time? Why should this 7 JUDGE RAGGI: I understand all these 8 court use a delay in either granting a dismissal 8 concerns you have, I do. But my question is how 9 motion or deciding the appeal? Why should it 9 do we use delay in ruling on motions for an appeal 10 delay either of those in order -- 10 to effectively grant you a stay of the lifting of 11 MR. MCGILL: Because -- 11 the injunction? 12 JUDGE RAGGI: -- in order to give you 12 MR. MCGILL: It is within your 13 time on something that's really a District Court 13 discretion to grant or to decline to grant a 14 matter? 14 dismissal. 15 MR. MCGILL: I -- I think there are two 15 JUDGE RAGGI: But why do the exercise 16 reasons, Judge Raggi. One is that we made 16 for the purpose you're urging? That doesn't seem 17 repeated requests to the District Court to be 17 to be our task. 18 heard on this motion and thus far have been -- 18 MR. MCGILL: And I'm -- the reason you 19 those requests have been declined. The order was 19 should exercise it is that it will facilitate the 20 entered and the -- 20 end of the litigation. What nobody wants is what 21 MALE JUDGE: But we have jurisdiction, 21 this order is going to create, which is the 22 isn't it? 22 cascade of appeals and stay motions and everything

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Page 30 Page 32 1 else. 1 the Argentine legislature will meet within a day 2 Let me finish. The -- my clients, the 2 or two of that. So, so you're suggesting that it 3 65 percent, we have had an agreement on economic 3 be put the other way, that Argentina lift the laws 4 terms with Argentina since Thursday. We're this 4 before your client settles. 5 close to a deal, this close. We've been 5 MR. MCGILL: The -- 6 discussing payment mechanics, ancillary 6 JUDGE RAGGI: I don't want to get into 7 provisions, and I should mention that our deal on 7 which makes sense, but that's what I understand 8 economic terms is closer to their public tender 8 the tacit reason. 9 offer than 100 percent. 9 MR. MCGILL: The indicative ruling is in 10 We are this close. Unfortunately, we've 10 place. The court, the District Court has signaled 11 had some hiccups in negotiating these mechanics. 11 its intention. 12 You know, the first payment, the payment mechanic 12 JUDGE RAGGI: Well, the indicative 13 that was suggested by the Special Master, it was 13 ruling is an indicative ruling. I mean, we have 14 discovered very late that it involved rather than 14 to -- we have to decide something and get the case 15 a wire transfer, it involved the use of paper 15 back to it before it can enter anything. I mean, 16 checks coming through FedEx. That was not going 16 I would almost understand your saying to us ask 17 to work. 17 the District Court before it makes it a final 18 So we're trying to find a payment 18 ruling to give you another opportunity to be 19 mechanics that work. This is a $5 billion 19 heard. 20 transaction, and we're being told that we have to 20 MR. MCGILL: We -- we would -- we would 21 sign it up on a page and a half agreement by 21 think at a minimum, we would be entitled to that. 22 Monday. 22 This is litigation -- just on the pari passu, I

Page 31 Page 33 1 If we have just a little time, we can 1 mean, the litigation has gone on for 15 years. 2 finish the deal. The economic terms are agreed. 2 MALE JUDGE: Given an opportunity to be 3 What they're asking for and what we're afraid of 3 heard, and he just enters an indicative ruling, 4 is that by hastening this back to the District 4 you have an automatic appeal and probably a very 5 Court, we're all going to be litigating stay 5 successful one, don't you think? 6 motions, stays pending appeal that will last -- 6 MR. MCGILL: I -- 7 JUDGE WALKER: How much time do you feel 7 MALE JUDGE: I mean, if you haven't been 8 you need to settle this? 8 heard up to this point, and he's not hearing you, 9 MR. MCGILL: What I suggested in my 9 and then he enters an injunction, and you're not - 10 papers on the remand motion, which I -- 10 - you're not -- 11 JUDGE WALKER: The balance of next week? 11 MR. MCGILL: I'm going to -- I'll be -- 12 MR. MCGILL: I think what would be 12 MALE JUDGE: -- lifts an injunction and 13 appropriate is that the court wait until Argentina 13 you're not prepared to -- 14 lifts its Lock Law. That is the first, but not 14 MR. MCGILL: I'll be back here on 15 the second condition that Argentina has set forth 15 Tuesday, saying I desperately need a stay pending 16 that would trigger the indicative ruling, and then 16 appeal. And, but the fact is, is that we really 17 that is when they'll be ready to pay. 17 don't want that. What we want is to settle these 18 We are -- you now, we are so close to 18 cases that have clogged the dockets of the 19 ending 15 years -- 19 District Court and this court for 15 years. 20 JUDGE RAGGI: We want to know before 20 JUDGE RAGGI: I understand that. I'm 21 they lift the laws how many parties they've 21 just not sure I understand why delay by this court 22 settled. Isn't that why there's the 29th and then 22 is an appropriate action by us to facilitate

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Page 34 Page 36 1 something like that. We review District Court 1 you going on that. You'll be in the same position 2 decisions. 2 as the dismissal with prejudice. 3 MR. MCGILL: Right. Well, one -- 3 MR. MCGILL: Yes, that's correct, Judge 4 JUDGE RAGGI: That's what we do. 4 Raggi. That's correct. And I'm not -- and what 5 MR. MCGILL: -- obviously, the "me too" 5 we're -- what we want to do is -- what we have 6 appeals have yet to be dismissed, and they may -- 6 argued is that this -- when it was just a motion 7 that may happen. And if they do, then we'll be in 7 to remand, we argued that the remand should wait 8 a different situation. They blew their briefing 8 until this -- this isn't even a real indicative 9 deadline of yesterday. So that fairly does 9 ruling. It's a conditional indicative ruling, 10 indicate an intent to dismiss the appeals. 10 right? 11 JUDGE RAGGI: They sought an extension. 11 It's an indicative ruling that it will 12 MR. MCGILL: So the -- you asked the, I 12 vacate if two conditions are satisfied. Now I 13 think, fine, what is the key question. Why should 13 think maybe seeing the force of that argument, 14 you exercise your discretion in this way? And I 14 Argentina has changed tactics again and in yet 15 think the -- the answer is that it will facilitate 15 another abrupt procedural maneuver has now said 16 the ends that everybody here is professing to want 16 we're going to dismiss the appeals outright, and 17 to achieve, and it is so close and it would be 17 this is all calculated to avoid a hasty -- this is 18 such a tragedy if it all vaporized because of a 18 all calculated to avoid any holdup in this court 19 hasty indicative ruling that was entered. 19 and to delay any entry of this order. 20 And I should just say, you know, my 20 And I think it is -- I would not be 21 clients are the lucky ones, right? My clients 21 protecting my clients' interests and I would not 22 have had the opportunity to negotiate. There are 22 be serving the interests of the other bondholders

Page 35 Page 37 1 dozens of plaintiffs who for whom it's the tender 1 involved in this appeal if we did not have an 2 offer or nothing. And maybe -- you know, maybe 2 opportunity to seek appellate review of that order 3 they'll be the ones taking the appeals. 3 once it's entered. And our very real concern, our 4 JUDGE RAGGI: You know, Judge Walker 4 very real concern is that Argentina will satisfy 5 asked you how long do you want, and you said you 5 all the conditions and make it impossible to 6 want until March 15 to lift -- 6 restore injunctive relief. 7 MR. MCGILL: Lifts the Lock Law. 7 This is an -- Argentina, I recognize 8 JUDGE RAGGI: Well, that's a curious way 8 that the government has changed -- 9 for us to act. We're going to delay a ruling. 9 MALE JUDGE: Relief of the very form -- 10 MR. MCGILL: Well -- 10 MR. MCGILL: Right. If you -- if you 11 JUDGE RAGGI: Not for two weeks, not 11 reversed -- 12 for, you know, two months, but until another 12 MALE JUDGE: -- hearing appeal on today. 13 sovereign takes certain action. That seems an 13 MR. MCGILL: If you reversed, if the 14 extremely curious thing when the two applications 14 indicative ruling were entered as an order to 15 before us are to dismiss with prejudice or to 15 vacate and you reversed, it could be, well, too 16 decide an appeal that we're prepared to hear you 16 bad, that we've changed the payment mechanics, and 17 on. 17 Bank of New York is no longer the trustee of the 18 MR. MCGILL: We will -- I'm perfectly 18 U.S. dollar bonds. It's now Nacion Fideicomisos, 19 happy to be heard on the 1060 appeal. I think the 19 which it bears mentioning, Argentina remains in 20 court should decide it. It should rule on the 20 contempt of court -- it's unpurged -- for their 21 merits, but -- 21 legislation to fire Bank of New York as trustee 22 JUDGE RAGGI: But that's going to keep 22 and to replace them with an Argentine institution.

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Page 38 Page 40 1 Judge Griesa had recognized that this 1 MALE JUDGE: In other words, you've 2 was a blatant attempt to evade the injunction. 2 heard what he said -- 3 So, actually, the legislative mechanism is already 3 MR. PASKIN: Yes. 4 in place in Argentina. It's already in place. 4 MALE JUDGE: -- and his concerns. Is 5 So there is no way under the structure 5 there a way you can address those? 6 of this order -- I've never seen anything like it. 6 MR. PASKIN: I think the way that I 7 It is a springing vacatur upon satisfaction of two 7 would address it is that his description of the 8 conditions that are entirely within Argentina's 8 terms is not accurate because it's not the "my way 9 control. It could make them happen tomorrow. It 9 or the highway" deadline. 10 could pass the law, and it can wire the funds. 10 MALE JUDGE: Well, he is saying that the 11 The injunction goes away. We change the 11 -- effectively, Argentina, once the injunction is 12 payment mechanics, and we're left with nothing 12 lifted, is free to alter all sorts of things and 13 except our judgments, which will keep the 13 make it very difficult for his clients to get paid 14 litigation going forever. 14 in any event. If you want a settlement here, why 15 JUDGE RAGGI: Why don't we hear briefly 15 -- you know, why wouldn't you want some period of 16 from Argentina, and you know, if you need to 16 time in which to effectuate that? 17 respond further, we'll hear you then. Thank you. 17 MR. PASKIN: The period of time, we've 18 MR. MCGILL: Thank you, Judge Raggi. 18 given a period of time. We're trying to 19 MALE JUDGE: Do you have a way of 19 effectuate settlements with as many parties as 20 addressing your adversaries' concerns here, if you 20 possible. I think that the existence of the firm 21 want to settle this case, by agreeing to a period 21 deadline is what, in fact, has brought the parties 22 of time that could be used to effectuate these 22 as close together as they are.

Page 39 Page 41 1 settlements so that it's not -- it's not what I 1 JUDGE RAGGI: But it's unlikely you'll 2 raised earlier, effectively, you know, "my way or 2 settle with everybody between now and Monday. 3 the highway" until Monday? 3 MR. PASKIN: It's -- 4 MR. PASKIN: Well, I think it's 4 JUDGE RAGGI: And the concern is if you 5 interesting, Your Honor, because Mr. McGill 5 get the injunction lifted, which would -- you 6 effectively said that this is all about settlement 6 know, the concern is the legislature changes the 7 leverage. And if the question is what's brought 7 law the next day and you transfer the money 8 the settlement negotiations as close to fruition 8 immediately to everyone, what you'll also do is, 9 as they have been with his clients and have 9 free of the injunction, change transfer agents, do 10 concluded them with other parties, it's hard to 10 all of the things that have allowed the court's 11 believe when he says that what's brought Argentina 11 injunction to limit Argentina's violation of the 12 to that position is the years of history of having 12 pari passu clause by, you know, basically taking 13 these injunctions in place. 13 the actions out of the supervision of the United 14 MALE JUDGE: Right. But -- 14 States court. 15 MR. PASKIN: It's -- 15 And while, you know, your client 16 MALE JUDGE: -- I'm asking a more direct 16 professes to have a new view of all of this, those 17 question. I'm asking a question as to whether or 17 of us who've been involved in the supervision of 18 not there is a possibility that there could be a 18 the litigation for 14 years know that there have 19 meeting of the minds on how this could play out, 19 been changes of heart over time. 20 rather than our hearing competing -- competing 20 MR. PASKIN: Absolutely understood, Your 21 considerations and having to wrestle with those. 21 Honor. I think the bottom line here, though, is 22 MR. PASKIN: Right. 22 that the situation that he posits is exactly the

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Page 42 Page 44 1 same situation that he's currently in and that 1 whatever -- 2 he's been in for years without an ability to get 2 MALE JUDGE: Do we have authority to 3 what his clients want. 3 order him to do certain things or at least in 4 JUDGE RAGGI: Well, except that at least 4 broad brush -- 5 for the last few years, there's been the 5 MR. PASKIN: You probably -- 6 injunction. 6 MALE JUDGE: -- that is, hold a hearing 7 MR. PASKIN: Right, and the -- 7 and hear from those parties that want to be 8 JUDGE RAGGI: And while that may not be 8 present prior to entering this order? 9 the triggering agent that has made the new 9 MR. PASKIN: Your Honor probably knows 10 administration take a different view, it certainly 10 the answer to that question better than I do. But 11 has to have played a part. 11 if -- but if you believe that that's something 12 MR. PASKIN: Of course, it's played a 12 that you can and should do, well, then we'll 13 part. And by the District Court having continuing 13 appear at the hearing and -- and defend the 14 jurisdiction to oversee those issues, if Argentina 14 positions that we've already articulated and that 15 steps -- 15 have already been responded to on the papers. 16 JUDGE RAGGI: If you start changing your 16 JUDGE RAGGI: Let me ask you another 17 transfer banks and all of this, the District Court 17 question. I was concerned with Mr. McGill that he 18 may not be able to enter the same kind of 18 was asking us to delay rulings as a way of 19 injunction that is presently in place. 19 ensuring that they would have the time to appeal 20 MR. PASKIN: But it still has the power 20 any action by District Court or at least delay any 21 -- regardless of any of those changes, it still 21 action until they were heard. 22 has the power to block -- to direct Argentina not 22 If we were to go ahead and rule, as

Page 43 Page 45 1 to make the other payments, essentially to direct 1 you're urging us to do, and the District Court 2 Argentina that it can't violate pari passu. 2 lifts the injunction, are you prepared to agree to 3 MALE JUDGE: You don't have -- are you 3 something like a 24- or 48-hour period before you 4 not at all concerned about the fact that Judge 4 take any action to give them at least a time to 5 Griesa has not accommodated the other side here in 5 come to the court and seek whatever redress they 6 terms of meeting with them to discuss the -- or to 6 want? 7 go over this indicative ruling? 7 That's not to say they'll be successful. 8 MR. PASKIN: Why Judge Griesa did what 8 But at least to ensure that before anything 9 he did, I wasn't before him either. So, so we 9 happens, they've had an opportunity to be heard by 10 don't know. 10 this court. 11 MALE JUDGE: Well, I understand that. 11 MR. PASKIN: As I said before, Your 12 But I mean -- 12 Honor, we have no objection to appropriate 13 JUDGE RAGGI: Would you have any 13 appellate review of what the District Court has 14 objection to it? I mean -- 14 articulated in its indicative ruling. 15 MALE JUDGE: If we were to -- 15 MALE JUDGE: Is the offer -- does the 16 JUDGE RAGGI: If we were going to send 16 offer that expires on the 29th, do you have 17 this back, do you have any objection to a meeting 17 authority to extend that offer? 18 with the judge and all these concerns being aired 18 MR. PASKIN: I do not. 19 before the final ruling is entered? 19 MALE JUDGE: Mm-hmm. 20 MR. PASKIN: We have no objection at all 20 MR. PASKIN: But as I was saying, first 21 to whatever proceedings Judge Griesa wishes to 21 of all, 24 or 48 hours, it functionally wouldn't 22 hold before he enters his orders. We want to do 22 matter because to get the laws changed is going to

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Page 46 Page 48 1 take more than 24 or 48 hours. To set up the 1 condition its dismissal on the court's entry of a 2 mechanics to pay the people who settle by the 2 stay pending appeal of some length of time -- it 3 deadline is going to take more than 24 or 48 3 could be brief -- to allow, to allow a properly 4 hours. 4 briefed and argued stay motion to happen before a 5 And as I explained earlier, as a 5 motions panel of this court. 6 practical matter, unless Argentina knows that the 6 JUDGE WALKER: You would have no problem 7 order that Judge Griesa anticipates entering is a 7 with us granting all the motions. But if we 8 good order that's going to hold up, then they 8 included with it a stay of any effectuation of the 9 can't -- they can't meet the conditions. They 9 order until -- to give you an opportunity to 10 need that certainty. 10 appeal and a directive to appear before Judge 11 So, so I would submit that we have just 11 Griesa? 12 the same interest in having finality associated 12 MR. MCGILL: I think -- I think, Judge 13 with that order as Mr. McGill says he has, and 13 Walker, you know, I've avoided talking about the 14 it's why I don't understand his suggestion that 14 substance of the indicative ruling. I think the 15 there be this delay built in. He should be as 15 indicative ruling is deeply, deeply flawed. 16 anxious as anybody to say this case should go back 16 JUDGE RAGGI: Right. But that's not at 17 to the District Court, reduce it to real orders 17 issue. 18 that are appealable, appeal it as quickly as 18 MR. MCGILL: But -- but I -- so I -- 19 possible, and all of that is going to happen very 19 JUDGE RAGGI: It's whether you have had 20 quickly. 20 an opportunity to be heard by the District Court, 21 JUDGE RAGGI: Anything else? Otherwise, 21 whether you have the opportunity to be heard by -- 22 I'm going to let Mr. McGill have the last word 22 MR. MCGILL: If we have an opportunity

Page 47 Page 49 1 here. 1 to be heard by both forums, I think that would 2 MR. PASKIN: No, that's all, Your Honor. 2 solve many of the concerns I have about the 3 Thank you. 3 picture I painted of the injunction going away 4 JUDGE RAGGI: Mr. McGill, you've heard 4 very suddenly. I do need to make just one more 5 what Argentina's position is on all of this. 5 point. 6 MR. MCGILL: If Argentina won't agree to 6 The "me too" appeals involve 49 7 a stay of even 24 hours, then this is a cram-down, 7 different cases. I am, you know, here -- in those 8 period. There is no other way to describe it. It 8 cases, I'm here for three -- three large hedge 9 is take the tender offer or you get nothing. That 9 funds that have the bulk of the claims. But there 10 -- 10 are dozens of other parties who have had no 11 JUDGE RAGGI: Well, let's talk factually 11 opportunity to negotiate. 12 -- 12 I urge the court to look at the letters 13 JUDGE WALKER: You're saying he doesn't 13 of Mr. Michael Spencer describing what he has had 14 have authority to do it, but we got the rest of 14 in terms of an opportunity to negotiate. 15 this week to sort it out. Suppose we say we'll -- 15 JUDGE RAGGI: To negotiate settlement? 16 we won't decide these motions for three days, and 16 MR. MCGILL: Negotiate a settlement. 17 then in the meantime we direct that the parties 17 He's not nobody. He's got almost $1 billion of 18 appear before Judge Griesa? 18 claims here. And he represents individuals from 19 MR. MCGILL: I think -- I think this 19 Argentina who bought these bonds at par before 20 court has ample authority and discretion under 20 default. He represents some small funds. But 21 Rule 42(b) to condition its dismissal on 21 there has been no meaningful opportunity for these 22 proceedings in the District Court. It could 22 people to negotiate.

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Page 50 Page 52 1 And for them, it really is a cram-down, 1 what's being proposed here? 2 and that is -- it is obvious. Any sentient being 2 MR. PASKIN: I think, Your Honor, that 3 can see what's going on here. It is settle with 3 with respect to the idea that we be directed to 4 the big guys and then tell everyone else on 4 appear before Judge Griesa, we have no objection 5 February 29th to take a hike. 5 to that whatsoever. 6 And I don't think this court should be 6 JUDGE RAGGI: And all parties, so that 7 party to it. I urge the court to condition any 7 all parties are -- 8 dismissal on at least those nonsettling parties 8 MR. PASKIN: Any party who wants to 9 having ample opportunity to be heard in the 9 appear. 10 District Court and to be heard in this court 10 MALE JUDGE: How about a stay pending 11 before any vacatur of the injunction takes effect. 11 any appeal? 12 JUDGE RAGGI: Well, I mean, let me ask 12 MR. PASKIN: A stay pending any appeal, 13 both parties again to avoid any misunderstanding 13 as Your Honor suggested, I think if you want to 14 about this. What you're suggesting is that if we 14 grant a stay that gives them enough time to apply 15 grant relief here, namely the dismissal, that the 15 for a stay to this court, we have no -- 16 order indicate that we understand this is sought 16 MALE JUDGE: We have a motions panel 17 for the purposes of allowing the indicative ruling 17 that hears cases on Tuesday. 18 to be an actual ruling and that before that's 18 MR. PASKIN: Yes. We have no problem 19 done, all parties in the two cases should have the 19 with that, Your Honor. 20 opportunity to be heard by the District Court? 20 (Side conversation.) 21 MR. MCGILL: I would add to that, Judge 21 JUDGE RAGGI: All right. Given the time 22 Raggi, that -- and before any vacatur takes effect 22 sensitivity of this, we'd like to conference and

Page 51 Page 53 1 that the court stay it for a whatever period of 1 ask you to wait. 2 time this court views is sufficient to -- 2 MR. PASKIN: Okay. Thank you, Your 3 MALE JUDGE: Well, we would stay it -- 3 Honor. 4 we would stay it until a proper stay motion with 4 MR. MCGILL: Very well, Your Honor. 5 more -- 5 JUDGE RAGGI: Okay. Thank you very 6 MR. MCGILL: Right. 6 much. 7 MALE JUDGE: -- with better papers and 7 THE BAILIFF: The court stands in 8 so forth could be made before a motions panel of 8 recess. 9 this court. 9 (Recess.) 10 MR. MCGILL: Right. And I don't want to 10 THE BAILIFF: The judges of the United 11 presume what length of time that should be. But 11 States Court of Appeals for the Second Circuit. 12 we would accept -- speaking for the people I 12 JUDGE RAGGI: Please be seated. First 13 represent, we would accept any, any conditions 13 of all, let me thank all counsel for their 14 that the court wants to impose. 14 arguments and responsiveness to our questions. 15 JUDGE RAGGI: But at this point, there 15 It is our inclination, subject to 16 are all kinds of ways. I've seen District Courts 16 hearing from you now, to grant the dismissals with 17 grant stays for only 24 hours on the theory that 17 prejudice, but subject to certain agreements that 18 then a judge of this court can decide whether to 18 we understand counsel to have indicated a moment 19 enter a longer stay. I've seen judges enter stay 19 ago. So I'm going to try to speak slowly and 20 for a week. So there are lots of ways that's 20 suggest that this is a draft of an order, but I 21 done. 21 think substantively it's -- it captures what we 22 Counsel, Mr. Paskin, what's your view on 22 want. I may have to clean up our syntax a little

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Page 54 Page 56 1 bit. 1 MR. MCGILL: So that it will take effect 2 We expect to note that motions to 2 only after a motion being made on notice, not ex 3 dismiss the appeals in, and then list all the 3 parte -- 4 docket numbers that pertain, have been sought in 4 MALE JUDGE: Right. 5 order to allow the District Court to enter orders 5 MR. MCGILL: -- in the District Court 6 indicated in its indicative ruling of February 6 and us having an opportunity to brief and be heard 7 19th. The motions are granted, pursuant to the 7 on that motion. 8 parties' agreement, one, that Argentina will give 8 JUDGE RAGGI: Well, my first sentence, 9 notice to all parties in these actions if it moves 9 which I know went by quickly, says that the 10 the District Court to formalize the indicative 10 motions to dismiss the appeals in docket numbers 11 rulings, and Argentina will afford parties an 11 whatever are sought in order to allow the District 12 opportunity to be heard before the District Court. 12 Court to enter orders indicated in its indicative 13 Then number two, Argentina agrees to the 13 ruling. So we are contemplating that the 14 entry of a stay of any order of the District Court 14 indicative ruling has no force in effect by 15 for up to two weeks so that the parties can file a 15 itself. This court has to return jurisdiction to 16 notice of appeal within two business days of the 16 the District Court, whereupon the ruling it's 17 order and then seek a stay from a motions panel of 17 indicated it wants to enter once it has 18 this court pending appeal. 18 jurisdiction could be entered. 19 You gentlemen want to think about this 19 And pursuant to your agreement, and 20 for a moment or talk among yourselves, we're happy 20 Argentina has to indicate whether this is correct, 21 to give you some time. Otherwise, the question is 21 Argentina has agreed it will give notice to 22 whether we've correctly understood what you just 22 everybody and afford them an opportunity to be

Page 55 Page 57 1 agreed to and whether there is any other concerns 1 heard when it says to Judge Griesa, you've got 2 we should be mindful of before we proceed in the 2 jurisdiction again, enter your orders. And it 3 way I'm just indicating. 3 will also agree to a modest stay so that you can 4 MR. MCGILL: May I be heard, Judge 4 come up and file your notice of appeal and move 5 Raggi? 5 for a stay and take your chances as to how that 6 JUDGE RAGGI: Sure. 6 will go for you. 7 MR. MCGILL: On the -- if I understand 7 MR. MCGILL: On the understanding that 8 correctly, the first of the two conditions you set 8 as the first condition, that there will be a 9 forth, it's that Argentina will provide notice to 9 motion filed in the District Court. 10 all of the affected parties that it is filing a 10 MALE JUDGE: Yes. Because the 11 motion to formalize the indicative ruling. 11 indicative ruling is just -- he's indicated what 12 MALE JUDGE: Right. 12 his ruling will be. He hasn't -- it's not a 13 MR. MCGILL: My -- this is -- I think 13 ruling yet. 14 the substance of that is fine except for one 14 MR. MCGILL: I understand that part. 15 unique feature of this indicative ruling is that I 15 MALE JUDGE: It won't be a ruling until 16 do not read it to contemplate any further action 16 he says it's a ruling. 17 by the District Court. 17 MR. MCGILL: I clearly understand that 18 MALE JUDGE: Well, the indicative ruling 18 part. What I -- what I am concerned about, and 19 -- 19 I'll just put it on the table, and I just want to 20 MR. MCGILL: Or excuse me, I misspoke. 20 make sure we all have a clear understanding since 21 MALE JUDGE: A precondition here is that 21 this is an agreement among the parties, is that -- 22 the indicative ruling can't take effect otherwise. 22 JUDGE RAGGI: Well, let me see if I can

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Page 58 Page 60 1 tweak language, but I'd first like to hear from 1 enter orders indicated in the indicative ruling. 2 Argentina so that I know exactly -- I'd like to 2 Or I could do both, as belt and suspenders, you 3 know whether we have an agreement on the large 3 know? Whatever, whatever -- I want to capture 4 points or not? 4 what you all have agreed to. 5 MR. PASKIN: Right. Yes, thank you, 5 MR. PASKIN: Right. I understand, Your 6 Your Honor. 6 Honor, and again, the way Your Honor described it 7 JUDGE RAGGI: Mr. Paskin? 7 is perfectly acceptable to us. But I think that 8 MR. PASKIN: With respect to the points 8 if you really want to ensure that notice happens, 9 as Your Honor laid them out, yes, we can agree to 9 I think that it needs to account for the 10 those conditions. 10 possibility that there would be no motion required 11 I believe the point that Mr. McGill was 11 in order to get the District Court to issue its 12 getting at is that -- is that it is possible, and 12 orders. 13 without knowing what the District Court's intent 13 So it could be that the District Court, 14 is, that the District Court doesn't believe a 14 prior to issuing such orders, must notify or must 15 further motion by Argentina is necessary in order 15 require Argentina to notify all parties of this 16 to just say I've received remand. Now I'm going 16 remand and the fact that -- something along those 17 to enter the orders. 17 lines. 18 MALE JUDGE: Does the order say -- does 18 JUDGE RAGGI: Would give you notice of 19 the indicative order say that it becomes effective 19 the remand. 20 as an order, as an order upon remand, or does it 20 MR. PASKIN: Exactly. 21 say -- is it silent? 21 JUDGE RAGGI: A final sentence could 22 MR. PASKIN: It's silent about that. 22 read, "Jurisdiction is returned to the District

Page 59 Page 61 1 So, but the question is because the motions were 1 Court in order to allow motions to be made, 2 put before the District Court on seeking the 2 consistent with the agreement of the parties 3 underlying substantive relief, the District Court 3 stated above." Something to that effect. 4 has those motions. And so the question, I 4 MR. PASKIN: Yes. 5 believe, for this court is not necessarily whether 5 JUDGE RAGGI: Now we have belt, 6 Argentina can agree to say if we move to formalize 6 suspenders -- 7 the order, we're going to give notice, but whether 7 MR. PASKIN: That would be fine, Your 8 -- but what to do in the event that the District 8 Honor. I would envision a one-line motion that 9 Court on its own determines that now that the case 9 says -- 10 has been remanded, I can just enter my orders. 10 MALE JUDGE: Or we could even say it a 11 JUDGE RAGGI: Well, let me suggest this, 11 little further, not only in order to, it's 12 though I could be blunter even than this. We 12 conditioned upon the District Court -- 13 would say that the motions are granted, pursuant 13 JUDGE RAGGI: On condition. 14 to the parties' agreements, one, that before any 14 MALE JUDGE: On condition that parties 15 indicative order is formalized, Argentina will 15 have notice and be able to appear before the 16 give notice to all parties of its intent to 16 District Court before any finalization of the 17 request such an order and an opportunity to be 17 indicative order. 18 heard before the District Court. 18 JUDGE RAGGI: All right. 19 Now that's one way of doing it, you 19 MR. PASKIN: That's certainly acceptable 20 know? Another is to say that motions to dismiss 20 to us, Your Honor. 21 the appeals have been sought in order to allow the 21 JUDGE RAGGI: Now I will need a little 22 District Court, upon motions of the parties, to 22 time to get this in, you know, cogent English.

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Page 62 Page 64 1 But you have another suggestion? 1 the parties were able to ensure that we've got 2 MALE JUDGE: Do you have something else? 2 everybody -- I'm sorry. 3 MR. MCGILL: I have one last friendly 3 MR. MCGILL: May I suggest something 4 suggestion. As part of the second condition, 4 that would make that very easy for Your Honor? 5 could you please in all cases waive Federal Rule 5 JUDGE RAGGI: Yes. 6 of Appellate Procedure 8, which would require us 6 MR. MCGILL: And with this -- this is on 7 to seek a stay in the District Court first? 7 the fly. But perhaps since he is -- since you are 8 MALE JUDGE: You're getting the stay, 8 dismissing everything, consolidate the two 9 pursuant to the order, I think. 9 appeals. Consolidate 1060 and 3675. Then it all 10 JUDGE RAGGI: Why should we do that? If 10 goes back down in one neat package. 11 the District Court grants you the stay, you've got 11 MALE JUDGE: Is that good? 12 what you want. Why should we eliminate that? 12 MR. PASKIN: That seems fine to me, Your 13 Maybe I'm missing something. 13 Honor. 14 MR. MCGILL: Well, I just -- the way I 14 MALE JUDGE: I'm sorry. I didn't hear 15 had understood what Your Honors had suggested was 15 what you said. It seems fine? 16 that the District Court would impose a stay for 16 MR. PASKIN: I said that seems fine. 17 two weeks in order for us to seek a stay pending 17 JUDGE RAGGI: All right. So it's 18 appeal in this court. And my reading of -- 18 consolidating the 1060 and the 1035? Is that -- 19 MALE JUDGE: You want us to waive the 19 MR. MCGILL: Yes. 20 requirement when you're seeking a stay with us 20 MALE JUDGE: 3675. 21 that you have sought the stay? 21 JUDGE RAGGI: 3675. 22 MR. MCGILL: Correct. 22 MR. MCGILL: And then what I envision

Page 63 Page 65 1 JUDGE RAGGI: Oh. 1 would happen is that, unfortunately, there is 2 MR. MCGILL: Yes. 2 many, many parties. So what we -- if there is an 3 JUDGE RAGGI: Oh. 3 appeal, there would be many appeals. So we would, 4 MR. MCGILL: It's a procedural 4 if the court wishes, we can move to consolidate at 5 formality. But I want to be observant of the 5 that time, or the court could include it in its 6 formalities. 6 order that any appeal from the order will be 7 MALE JUDGE: Tying your shoelaces with 7 consolidated in a single docket. 8 the belt and suspenders. 8 JUDGE RAGGI: I'm not inclined to 9 MR. MCGILL: Don't want to trip and 9 consolidate in advance of knowing what goes on and 10 fall. 10 who is appealing on what grounds, but I -- you can 11 MALE JUDGE: Absolutely. 11 certainly move to consolidate if everybody is 12 MR. MCGILL: I think with -- I would 12 bringing common issues or -- 13 also -- 13 MR. MCGILL: We've -- 14 JUDGE RAGGI: Rule 8? 14 JUDGE RAGGI: To do that, that's fine. 15 MR. MCGILL: Yes, of the appellate 15 MR. MCGILL: Historically, we've always 16 procedure rules. And I understand the court to be 16 -- 17 saying in the beginning when you said, when you 17 JUDGE RAGGI: We would consolidate 18 refer to all of the cases, we're talking about the 18 simply for purposes of the order. I think you may 19 consolidated appeals 15-1060 and 15-3675. 19 have a colleague who wants to consult. You are, 20 JUDGE RAGGI: I have, I think, seven 20 sir? 21 numbers just for the appeal today, and then there 21 MR. SPENCER: Michael Spencer from 22 are numbers there. Frankly, I would not mind if 22 Milberg, representing many of the bondholders

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Page 66 1 (inaudible). 2 I suggest for the convenience of the 3 parties, that you might indeed want to allow a 4 consolidated appeal by order now simply to avoid 5 us (inaudible). 6 JUDGE RAGGI: We'll consider that. I 7 need to think about that, and I'm sure my 8 colleagues do, too. 9 Anything else? 10 (No response.) 11 JUDGE RAGGI: All right. We will try to 12 get this in clean prose and out as soon as 13 possible. 14 Thank you all again for your attention 15 to this matter. 16 THE BAILIFF: The court stands 17 adjourned. 18 (Whereupon, the proceedings were 19 concluded.) 20 21 22

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A 27:6 announced 16:2 appellate 37:2 argentine 32:1 abandoned 19:9 administration 17:19 45:13 62:6 37:22 abandoning 42:10 answer 19:1 63:15 argued 36:6,7 14:17,19 admittedly 34:15 44:10 appellees 1:6 2:3 48:4 ability 6:16 15:17 anticipates 46:7 3:22 4:2,3 arguing 3:15 20:12 21:15 advance 65:9 anxious 46:16 11:13 12:5 4:13,15 42:2 adversaries 22:3 anybody 46:16 13:15 16:6 argument 3:3 able 25:17 42:18 38:20 apologies 7:4 20:21 36:13 61:15 64:1 adversary 20:14 apparently 10:9 application 28:9 arguments abrupt 36:15 afford 54:11 appeal 3:4,6 28:19 14:18,19 17:10 absolutely 13:19 56:22 5:22 6:3,12 applications 7:3 53:14 41:20 63:11 afraid 31:3 12:6 14:22 35:14 articulated abundantly agent 42:9 16:15 19:6 applied 15:5 44:14 45:14 13:22 agents 41:9 21:1 24:19 apply 6:21 8:12 asked 34:12 accept 51:12,13 ago 53:19 25:21 27:9 52:14 35:5 acceptable 60:7 agree 45:2 47:6 28:8,11,14 approach 16:3 asking 26:18,19 61:19 57:3 58:9 59:6 29:9 31:6 33:4 approaching 26:22 31:3 access 17:4 agreed 31:2 55:1 33:16 35:16,19 18:8 39:16,17 44:18 accommodated 56:21 60:4 37:1,12 44:19 appropriate 6:3 associated 20:22 43:5 agreeing 38:21 46:18 48:2,10 6:15 31:13 46:12 account 60:9 agreement 30:3 52:11,12 54:16 33:22 45:12 assume 6:20 accurate 40:8 30:21 54:8 54:18 57:4 argentina 1:8 17:16 achieve 34:17 56:19 57:21 62:18 63:21 3:18 4:8 5:7,21 attempt 6:13 acknowledge 58:3 61:2 65:3,6 66:4 7:21 8:19,21 38:2 22:16 agreements appealable 14:8 9:2,19 14:1,12 attention 66:14 acknowledging 53:17 59:14 46:18 15:16 21:13 attitude 12:20 21:3,5,7 agrees 54:13 appealing 65:10 22:14 23:10 aurelius 1:4 4:2 act 35:9 ahead 44:22 appeals 1:1 6:6 27:1 28:13,22 25:12 action 3:10 aired 43:18 7:7 22:15,21 29:2 30:4 authority 44:2 33:22 35:13 al 1:5 23:22 29:22 31:13,15 32:3 45:17 47:14,20 44:20,21 45:4 allow 15:5 48:3 34:6,10 35:3 36:14 37:4,7 authorize 9:22 55:16 48:3 54:5 36:16 49:6 37:19 38:4,16 automatic 33:4 actions 41:13 56:11 59:21 53:11 54:3 39:11 40:11 automatically 54:9 61:1 66:3 56:10 59:21 42:14,22 43:2 23:12 24:20 actual 6:17 allowed 41:10 63:19 64:9 46:6 47:6 29:1 10:22 50:18 allowing 50:17 65:3 49:19 54:8,11 avenue 2:6,15 add 50:21 allows 15:22,22 appear 13:3 54:13 55:9 avoid 36:17,18 additional 17:22 alter 40:12 44:13 47:18 56:20,21 58:2 50:13 66:4 17:22 18:3 alternative 48:10 52:4,9 58:15 59:6,15 avoided 48:13 address 19:20 25:20 61:15 60:15 B 26:4 40:5,7 ambiguity 19:12 appearances 2:1 argentinas 4:21 addressing 4:1 amounts 22:17 appears 9:15 5:1,13,15 7:6 b 22:22 47:21 38:20 ample 47:20 11:12,13 16:4 20:17 back 7:16 17:19 adjourned 66:17 50:9 appellant 1:9 22:9 23:9 38:8 31:4 32:15 adjournment ancillary 30:6 appellants 2:11 41:11 47:5 33:14 43:17

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Alderson Court Reporting 1-800-FOR-DEPO www.aldersonreporting.com 2/28/2016 SCasetatement 1:06-cv-03276-TPGOf Daniel A. Pollack, Special M a s tDocumenter In Argentina D e31-9bt Litig a t ioFiledn, Feb. ..03/11/16. NEW YOR K ,Page Feb. 5, 2101 6of /P R2Newswire/

Statement Of Daniel A. Pollack, Special Master In Argentina Debt Litigation, Feb. 5, 2016

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NEW YORK, Feb. 5, 2016 /PRNewswire/ Daniel A. Pollack, Special Master presiding over settlement negotiations between the Republic of Argentina and its "holdout" Bondholders issued the following statement today:

In my capacity as Special Master, I have met over the past week with highlevel Argentine government officials and seniormost principals of the leading institutional "holdout" Bondholders as well as attorneys for individual Bondholders. The negotiations were intense, but civil, and I am pleased to report that enormous progress has been made. Argentina today has released a proposal to settle with and pay the many defaulted Bondholders with cases in the Federal Court in New York pending before Hon. Thomas P. Griesa. The payments, if made, will total approximately $6.5 billion. The proposal is subject to two important conditions: 1. approval by the Argentine Congress, and 2. lifting of the Injunction that Judge Griesa issued several years ago.

This litigation has gone on for nearly 15 years since the original Argentine default of 2001, and the proposal by Argentina is an historic breakthrough which, if the conditions mentioned above are met, will allow Argentina to return to the global financial markets to raise much needed capital. I have personally spoken today by telephone to President Mauricio Macri and, earlier in the day, to Minister of the Economy Alfonso PratGay. They both stand solidly behind this proposal. Both have shown courage and flexibility in stepping up to and dealing with this longfestering problem which was not of their making. I also wish to acknowledge the tireless and meaningful contributions of their team on the ground in New York City, led by Secretary of Finance, Luis Caputo, and Vice Chief of the Cabinet, Mario Quintana. Others on their team worked around the clock to facilitate the negotiations, and there were many senior ministers in Buenos Aires who, although not physically present, were important to the process, in particular the Chief of the Cabinet, Marcos Pena.

On the "holdout" Bondholders side, all of the senior principals involved worked diligently to resolve differences between their firms and Argentina. Two of the six leading "holdouts" succeeded in doing so, and have signed Agreements in Principle with Argentina; four of the six have yet to reach agreement. It is my strong hope that,

http://www.prnewswire.com/newsreleases/statementofdanielapollackspecialmasterinargentinadebtlitigationfeb52016300216208.html 1/2 2/28/2016 SCasetatement 1:06-cv-03276-TPGOf Daniel A. Pollack, Special M a s tDocumenter In Argentina D e31-9bt Litig a t ioFiledn, Feb. ..03/11/16. NEW YOR K ,Page Feb. 5, 2201 6of /P R2Newswire/ with continued negotiations those firms, too, will be able to resolve their differences and reach Agreements in Principle with Argentina. All concerned on the "holdout" Bondholders side are working constructively to that end.

The events of this week and today were an important step in resolving Argentina's debt crisis; more remains to be done. No further statement will be made tonight.

SOURCE Daniel A. Pollack

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Statement Of Daniel A. Pollack, Special Master In Argentina Debt Litigation, Feb. 12, 2016

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NEW YORK, Feb. 12, 2016 /PRNewswire/ Daniel A. Pollack, Special Master presiding over settlement negotiations between the Republic of Argentina and its Bondholders, issued the following statement today:

This has been an eventful week in the negotiations between Argentina and its "holdout" Bondholders. As I had announced in a previous statement, two major "holdouts" reached agreements in principle with Argentina to settle their claims. Those two agreements in principle aggregated, between them, well over $1 billion. Claims by four other large "holdouts" were not resolved this week, but intensive discussions between and among high ranking Argentine Government officials, principals of those four firms and me have continued through the week. These discussions have gone late into the night and will continue. I do not know whether agreements in principle will be reached with these four Bondholders, but I will continue to do everything in my power to see that it happens. Any and all agreements in principle are subject to (1) the lifting of the Lock Law and the Sovereign Payment Law by the Argentine Congress and (2) the lifting or dissolution of the Injunction put in place by Hon. Thomas P. Griesa. Argentina has taken steps in this direction. Other parties with substantial holdings of defaulted Argentine bonds, beyond the four remaining large "holdouts," have come forward, expressed interest in settling, and are in the process of attempting to reach agreements in principle with Argentina. I will have no further statement on this matter today.

SOURCE Daniel A. Pollack

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Statement Of Daniel A. Pollack, Special Master In Argentina Debt Litigation, Feb. 16, 2016

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NEW YORK, Feb. 16, 2016 /PRNewswire/ Daniel A. Pollack, Special Master presiding over settlement negotiations between the Republic of Argentina and its Bondholders, issued the following statement today:

I am very pleased to report that the Republic of Argentina has reached an Agreement in Principle to settle the Brecher Class Action, pending before Honorable Thomas P. Griesa. The exact size of the class will not be known for several weeks, but the settlement is on a "claims made" basis, which will require each potential class member to demonstrate to the Court that he or she has been a continuous holder of the Bonds from the outset of the litigation in 2006 through the present date. The settlement fits within the numerics of the Proposal publically issued by the Republic on February 5, and calls for payment of 100% of the principal and 50% of interest on the principal for each class member. The settlement is subject to two conditions: first, the approval by the Congress of Argentina, including the lifting of the Lock Law and the Sovereign Payment Law, and 2) the lifting of the Injunctions by Judge Griesa. As Special Master I am continuing to try to bring about settlements with other Bondholders, and am hopeful that there will be more settlements to come. I will have no further comment on this Agreement in Principle today.

SOURCE Daniel A. Pollack

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Statement Of Daniel A. Pollack, Special Master In Argentina Debt Litigation, Feb. 22, 2016

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NEW YORK, Feb. 22, 2016 /PRNewswire/ Daniel A. Pollack, Special Master presiding over settlement negotiations between the Republic of Argentina and its "holdout" Bondholders issued the following statement today:

As Special Master, I am pleased to report that Agreements in Principle have now been reached by the Republic of Argentina with five other Bondholders for a total amount of approximately $250 million plus 185 million Euros. These Bondholders include Lightwater Corp, Old Castle Holdings, VR Capital, Procella Holdings and Capital Ventures International. I am continuing to work with the Republic of Argentina and all interested Bondholders to help them arrive at Agreements in Principle. These Agreements in Principle, like all others, are subject to two conditions: first, the lifting of the Lock Law and the Sovereign Payment Law, and second, the lifting of the Injunction by Judge Griesa. These Agreements in Principle are all within the framework of the February 5 Proposal issued by the Republic of Argentina, available to all Bondholders. I will have no further comment on this tonight.

SOURCE Daniel A. Pollack

http://www.prnewswire.com/newsreleases/statementofdanielapollackspecialmasterinargentinadebtlitigationfeb222016300224203.html 1/1 Case 1:06-cv-03276-TPG Document 31-13 Filed 03/11/16 Page 1 of 30

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1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK 2 ------x

3 NML CAPITAL, LTD.,

4 Plaintiff,

5 v. 14 CV 8601 (TPG)

6 THE REPUBLIC OF ARGENTINA,

7 Defendant.

8 ------x New York, N.Y. 9 October 28, 2015 2:08 p.m. 10 Before: 11 HON. THOMAS P. GRIESA, 12 District Judge 13 APPEARANCES 14 DECHERT, LLP 15 Attorneys for Plaintiff BY: ROBERT A. COHEN 16 CLEARY GOTTLIEB 17 Attorneys for Defendant BY: CARMINE D. BOCCUZZI, JR. 18

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1 THE DEPUTY CLERK: Oral argument in matters of NML

2 Capital Ltd. v. The Republic of Argentina and related cases.

3 All parties present, your Honor.

4 THE COURT: Sit down please everybody.

5 Who wants to start and speak in favor of the motion?

6 And it will be a good idea to use the lectern, please.

7 MR. COHEN: Thank you. Good afternoon, your Honor.

8 Robert Cohen from Dechert on behalf of plaintiff NML Capital.

9 I don't represent all of the plaintiffs in the 48 other actions

10 with motions pending before the Court today, but they have

11 given me permission to speak on their behalf.

12 Four years ago, in just 13 actions, your Honor

13 determined that Argentina breached the pari passu clause in the

14 1994 fiscal agency agreement. Your Honor determined that

15 specific performance in the form of what we have come to call

16 the pari passu injunction was the appropriate remedy for

17 Argentina's violations. That ruling was twice affirmed by the

18 Second Circuit, and the Supreme Court denied certiorari twice.

19 THE COURT: That was the injunction, right?

20 MR. COHEN: Yes, your Honor. Actually, it was the

21 whole package, the finding of liability and the injunction that

22 was awarded to remedy the breach.

23 The issue before your Honor is whether the plaintiffs

24 before you today, all of whom hold Argentine bonds issued under

25 the 1994 fiscal agency agreement, are entitled to the same pari

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1 passu injunction. I submit the answer is yes.

2 Just to remind your Honor, all of the plaintiffs that

3 are here today moved for partial summary judgment to establish

4 that Argentina had breached the pari passu clause as to them,

5 and in June your Honor granted partial summary judgment to most

6 of the plaintiffs here today. And last week, in 15 additional

7 cases, your Honor granted partial summary judgment on liability

8 to these plaintiffs.

9 So the only thing that's left to decide in all of

10 these actions is whether these additional plaintiffs are

11 entitled to the same pari passu injunction as was issued in the

12 original 13 cases. The pari passu injunction requires the

13 equal treatment of holders of bonds issued under the 1994 FAA

14 fiscal agency agreement with holders of bonds issued in the

15 2005 and 2010 exchanges. We call the holders of those bonds

16 the exchangers.

17 If Argentina chooses to pay the exchangers 100 percent

18 of what Argentina owes the exchangers or 75 percent of what it

19 owes them or 20 percent of what it owes them at any particular

20 time, the only obligation that the injunction imposes on

21 Argentina is that it pay the 1994 FAA bond holders in the same

22 proportion of what they are owed. If Argentina pays nothing to

23 the exchangers, then it need not pay anything to the 1994 bond

24 holders.

25 Issuing the proposed pari passu injunction here will

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1 ensure basic fairness. It would put these plaintiffs on equal

2 footing with the plaintiffs who now benefit from the pari passu

3 injunction. All creditors holding the same bonds with the same

4 rights under the pari passu clause are entitled to have the

5 same remedy to protect against Argentina's ongoing violative

6 conduct.

7 THE COURT: Let me ask you this. The parties that you

8 now represent, did they buy their bonds pursuant to the 1994

9 fiscal agency agreement, did all of them do that?

10 MR. COHEN: Yes, your Honor.

11 THE COURT: Okay. Go ahead.

12 MR. COHEN: Let me dispense with the standard that the

13 Court should apply in deciding whether to issue this remedy.

14 The requirements for specific performance relief, which is what

15 we seek, I think are easily met. Argentina's brief does not

16 even dispute that its violations of the pari passu clause are

17 causing plaintiffs irreparable injury for which there's no

18 adequate remedy at law. Argentina has already failed to

19 satisfy the many money judgments that have been entered against

20 it, and the plaintiffs' efforts to enforce those judgments have

21 been unsuccessful.

22 THE COURT: I want to interrupt you and let you come

23 back. But the parties who are now parties -- I'll put it this

24 way -- parties to the injunction, now, they didn't come to be

25 that way by any motion for specific performance. How did they

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1 get their rights and standing?

2 MR. COHEN: Your Honor, they all hold bonds issued

3 under the 1994 fiscal agency agreement. They all originally

4 sued to recover money for the failure to pay. After the

5 Supreme Court declined the petitions for certiorari in the 13

6 original cases, those plaintiffs, along with my client in the

7 actions in which we didn't yet have judgments or in which we

8 did have judgments, commenced new actions. And the cause of

9 action that's included in the new complaint asks for relief

10 under the pari passu clause. So we have new actions under a

11 different clause of the 1994 FAA agreement.

12 THE COURT: Say that again.

13 MR. COHEN: We have new actions pending in all of the

14 cases that are now before you seeking this relief, new actions

15 meaning actions that are separate from the actions in which

16 money judgments are pending or have been granted, at least in

17 most of the cases.

18 THE COURT: I guess I may be asking the same question,

19 but let me just go into this further.

20 MR. COHEN: Sure.

21 THE COURT: What we sometimes refer to as the 2012

22 injunction, if my memory is right, the main point of that was

23 to declare as a matter of law the rights of those plaintiffs

24 under the pari passu provision; am I right?

25 MR. COHEN: Yes, your Honor.

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1 THE COURT: Okay. And that came about, if my memory

2 is right, by virtue of a motion or motions in existing cases,

3 right?

4 MR. COHEN: Yes, your Honor. We amended the complaint

5 and made motions on the amended count in the original

6 complaints, yes. We had actions pending for money judgments.

7 We amended those complaints to add a count seeking relief under

8 the pari passu clause. We were granted leave to amend. We

9 filed the amended complaint, and then we moved for summary

10 judgment on liability and for relief in the form of the pari

11 passu injunction.

12 THE COURT: Okay. I don't want to quibble with you,

13 but I want to be clear about procedure.

14 MR. COHEN: Yes, sir.

15 THE COURT: What you have just described did not

16 literally, in express terms, involve actions for specific

17 performance; am I right?

18 MR. COHEN: No, your Honor. They asked for specific

19 performance in the form of the pari passu injunction. We asked

20 for the Court to find that there was a breach of the pari passu

21 clause, and to remedy that breach, the Court should issue

22 specific performance in the form of a pari passu injunction.

23 THE COURT: Now let me interrupt you. What I'm asking

24 about now probably doesn't make a lot of difference, but it's

25 still something in my mind. What is before the Court today are

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1 actions labeled literally, expressly, actions for specific

2 performance, right?

3 MR. COHEN: Motions for specific performance, yes.

4 THE COURT: Motions. Fair enough.

5 With regard to the actions that were before the Court

6 at the earlier time, were there motions labeled motions for

7 specific performance?

8 MR. COHEN: Yes, your Honor.

9 THE COURT: Okay. The reason I ask is I had not

10 remembered that particular label, and not that it makes a huge

11 amount of difference, but I still wanted to ask about it.

12 But, in other words, are you doing now what you did at

13 the earlier time?

14 MR. COHEN: Almost exactly the same. Let me explain

15 what happened the first time.

16 THE COURT: Okay.

17 MR. COHEN: The first time we moved for, in one

18 motion, for a finding that Argentina had breached the pari

19 passu clause and that the Court issue a specific performance

20 injunction, a pari passu injunction. The Court granted the

21 motion for breach and decided and denied the motion for relief

22 because the Court wanted to consider the appropriate relief

23 with respect to the injunction. And a few months later, your

24 Honor granted the injunction. But it was one motion the first

25 time. This time, we decided to break it into two.

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-13 Filed 03/11/16 Page 8 of 30

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1 THE COURT: Let me interrupt you. Is it correct --

2 obviously, if I've done it once, I want to know about it. But

3 is it correct that at the earlier time there were motions in

4 existing cases, which motions asked for specific performance of

5 the pari passu clause?

6 MR. COHEN: That's exactly right, your Honor.

7 THE COURT: Okay. Now, is it then correct that the

8 present application you make involves the same kind of actions

9 involving bonds and the 1994 FAA?

10 MR. COHEN: Yes, your Honor.

11 THE COURT: And are you now seeking to do what you did

12 then in requesting specific performance?

13 MR. COHEN: Yes, we are, your Honor.

14 THE COURT: Are there any new issues of substance or

15 is it simply a matter of taking the same kind of actions and

16 giving the same kind of remedy?

17 MR. COHEN: That's our position, your Honor. I was

18 going to address the three arguments that Argentina makes in

19 opposition to our motion, none of which I think is of merit.

20 But we think it is, essentially, it is the same motion, and all

21 of the equities and all of the law applies precisely the same

22 way as it did in the 13 actions.

23 THE COURT: All right. Why don't you address the

24 opposition arguments if you wish to do so now.

25 MR. COHEN: Yes. Argentina makes just three arguments

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1 in opposition to these motions. First, it argues that it

2 cannot possibly comply with the proposed injunction because

3 plaintiffs' claims here involve a larger amount of defaulted

4 debt than was involved in the 13 original motions.

5 THE COURT: Say that again.

6 MR. COHEN: Argentina claims that it cannot possibly

7 comply with a pari passu injunction here because the amount of

8 debt that the plaintiffs hold is much larger than was held by

9 the plaintiffs in the 13 original cases. And the response to

10 that, your Honor, is Argentina is simply wrong. It can comply

11 with the injunction because the injunction only requires that

12 if Argentina chooses to pay the exchangers, Argentina must make

13 a ratable payment to the plaintiffs.

14 And let me read to you from the Second Circuit which

15 explained how this injunction works and why the argument about

16 inability to pay really is of no merit. The Second Circuit

17 said in explaining how the injunction works, for example,

18 Argentina can pay all amounts owed to its exchange bondholders

19 provided it does the same for its defaulted bondholders --

20 meaning the FAA bond holders -- or it can decide to make

21 partial payments to the exchange bondholders, as long as it

22 pays a proportionate amount to the holders of the defaulted

23 bonds. Neither of these options would violate the injunctions.

24 The injunctions do not require Argentina to pay any bondholder

25 any amount of money.

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1 THE COURT: What was the last statement you made --

2 repeat that.

3 MR. COHEN: The injunctions do not require Argentina

4 to pay any bondholder any amount of money.

5 THE COURT: Go ahead.

6 MR. COHEN: So the issue of whether Argentina can

7 afford to pay some amount when the injunction does not require

8 it to pay anything is misplaced and should be rejected.

9 Argentina also uses this argument to suggest that

10 giving all the plaintiffs here the same pari passu injunction

11 would prejudice the exchangers because the republic might not

12 be able to pay all of what is owed to the exchangers and also

13 to the FAA bondholders. Again, Argentina is arguing that its

14 supposed inability to pay in full, which it doesn't have the

15 obligation to do, will cause a default on the exchange bonds.

16 Your Honor, the prospect of a default on the exchange

17 bonds, that is, a default to the exchangers, the people who

18 took the 2005 and 2010 exchanges, is a horse that's already

19 left the barn. When the Supreme Court denied cert and the pari

20 passu injunction became effective, Argentina chose to default

21 on the exchange bonds. So the idea that granting this

22 injunction is going to create some new harm for the exchangers

23 makes no sense.

24 And all of the horribles that we have heard about if

25 the injunction is granted, Argentina will be flung into some

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-13 Filed 03/11/16 Page 11 of 30

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1 desperate financial situation and be back to the circumstances

2 in 2001 which we heard when the Court was considering granting

3 the original injunction, of course, have not come to pass. So

4 there's no equity that suggests that this additional injunction

5 for the plaintiffs, who hold the same bonds as the original 13

6 plaintiffs do, is inequitable in any sense.

7 Again, the Second Circuit considered this argument and

8 it said this type of harm, harm threatened to third parties by

9 a party subject to an injunction who avows not to obey it, does

10 not make an otherwise lawful injunction inequitable. We are

11 unwilling to permit Argentina's threats to punish third parties

12 to dictate the availability or terms of relief under Rule 65.

13 So we've been down this road before. Your Honor

14 rejected this notion. And the Second Circuit, in strong

15 language, I think, affirmed your Honor.

16 THE COURT: I'm a little unclear about this issue or

17 nonissue, whatever it is, about third parties. I just don't

18 recall this enough, so can you go into that a little bit,

19 please.

20 MR. COHEN: Certainly, your Honor. In balancing the

21 equities that the Court undertook in deciding whether or not to

22 grant the pari passu injunction, the Court took into

23 consideration what the effect might be on third parties --

24 primarily, the exchange bondholders, and to some extent the

25 citizens of Argentina. And your Honor concluded and the Second

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1 Circuit affirmed that the impact on the exchangers was not as

2 important, if you will, as enforcing the rights of the 13

3 plaintiffs that were before you.

4 The way the injunction worked, it was up to Argentina

5 to do the right thing, and if they chose not to, that was not

6 going to influence the Court, nor the Second Circuit, in

7 deciding that it wasn't going to grant an injunction that the

8 law required.

9 THE COURT: Go ahead.

10 MR. COHEN: Argentina also fails to note that the

11 Second Circuit and your Honor considered that the exchangers

12 had been put on notice that their rights under the exchange

13 bonds might not be enforceable if the holders of the 1994 FAA

14 bonds attempted to enforce their rights.

15 What the Second Circuit said in that regard is

16 Argentina's contention that the injunctions are unfair to

17 exchange bondholders is all the less persuasive because before

18 accepting the exchange offers, they were expressly warned by

19 Argentina in the accompanying prospectus that there could be no

20 assurance that litigation over the FAA bonds would not

21 interfere with payments under the exchange bonds. Under these

22 circumstances we conclude that the amended injunctions have no

23 inequitable effect on exchange bondholders and find no abuse of

24 discretion.

25 So this goes to the interest of third parties, your

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1 Honor, particularly the exchangers, and whether the issuance of

2 an injunction is somehow inequitable because of the impact on

3 those parties.

4 I'd also like to mention, your Honor, that Argentina's

5 assertions that it can't pay, even though there's no obligation

6 under the injunction to pay anything, need to be taken with a

7 grain of salt. Argentina is what they call a G20 nation, which

8 means it's among the 20 major economies in the world. It has

9 repeatedly demonstrated its ability to make substantial

10 payments to other creditors, including a payment of $6 billion

11 this month to bondholder creditors, the settlement with Repsol

12 in February of last year for $5 billion.

13 THE COURT: I want to interrupt you. Go back over

14 that. The 6 billion refers to what, please?

15 MR. COHEN: To bonds not covered by the pari passu

16 injunction. Bonds that were not --

17 THE COURT: What happened as to them?

18 MR. COHEN: They matured and they were paid by

19 Argentina.

20 THE COURT: In what amount?

21 MR. COHEN: $6 billion.

22 THE COURT: Other bonds besides the 1994 FAA bonds,

23 right?

24 MR. COHEN: Yes.

25 THE COURT: All right.

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-13 Filed 03/11/16 Page 14 of 30

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1 MR. COHEN: They settled with Repsol for about

2 $5 billion. In February of 2014 and in May of 2014, they

3 settled with the Paris Club, which is a group of nations that

4 lent money to Argentina, and they repaid that debt, over

5 $9 billion.

6 In any event, Argentina can comply with the proposed

7 injunctions without paying plaintiffs in full. It can comply

8 without paying anything at all. It only needs to treat the FAA

9 bondholders equally with the exchangers.

10 Next Argentina points to a nonbinding United Nations

11 general assembly resolution to suggest that compelling

12 Argentina to live up to its promise made in the pari passu

13 clause would violate international law. Your Honor, the United

14 States did not vote in favor of that resolution. It does not

15 carry the force of law. And, most importantly, it has no

16 bearing on whether the pari passu clause is specifically

17 enforceable. But even if it did, your Honor, Argentina,

18 through its egregious behavior with respect to the FAA

19 bondholders, does not even meet the threshold requirements set

20 out in that resolution.

21 And Argentina also tries to reargue the meaning of the

22 pari passu clause by citing writings of some authorities who

23 are critical of this Court's and the Second Circuit's

24 interpretation of the pari passu clause, and I don't think I'll

25 spend any time responding to those arguments.

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1 Finally, Argentina argues that the Foreign Sovereign

2 Immunities Act prohibits the proposed injunctions with respect

3 to those actions in which money judgments have already been

4 granted. Some of the motions before your Honor are made in

5 actions where money judgments have been granted, and about 20

6 of the motions before your Honor today are in actions where

7 money judgments have not been granted.

8 THE COURT: Start again. Go back a sentence or two

9 and go over that again.

10 MR. COHEN: Argentina takes the position that the

11 Foreign Sovereign Immunities Act prohibits the granting before

12 the pari passu injunction in actions where money judgments have

13 been granted. They argue that the pari passu injunction is, in

14 effect, a judgment enforcement device. And I'll explain why

15 they're wrong, but I just wanted to point out that about 20 of

16 the actions before your Honor are prejudgment cases where this

17 argument doesn't even apply. This only applies to the cases

18 that are before you today where money judgments have been

19 granted.

20 They point to Section 1609 of the Foreign Sovereign

21 Immunities Act which concerns immunity from attachment, arrest,

22 and execution of a sovereign's property. The answer to that

23 argument is the same as the answer that was given in the first

24 13 cases, that the injunctions do not attach, arrest, or

25 execute on any property. The requested injunction requires

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-13 Filed 03/11/16 Page 16 of 30

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1 Argentina to pay plaintiffs if it decides to make payments to

2 the exchangers. Argentina does not have to pay anything to

3 comply with the injunction. And if the republic does choose to

4 pay, it can use whatever assets it likes to do so.

5 As the Second Circuit said in response to this very

6 same argument: Because compliance with the injunctions would

7 not deprive Argentina of control over any property, they do not

8 operate as attachments of foreign property prohibited by the

9 FSIA. That's exactly the same argument they're trying to make

10 today.

11 Your Honor, as we've said, all the plaintiffs who are

12 here before you today are seeking to be put on equal footing

13 with the plaintiffs who already have pari passu injunctions.

14 They should have the same rights under the pari passu clause,

15 and they should have the same relief. The republic should not

16 be able to discriminate among its 1994 FAA bondholders if and

17 when it decides it wants to resolve these actions.

18 You know, we've had a litany of reasons why these

19 cases can't be resolved over the years. Argentina couldn't

20 negotiate a settlement because the granting of the 13 original

21 pari passu injunctions would make it impossible to do so. And

22 we had the RUFO clause that was an impediment to settlement.

23 And when that clause expired at the end of 2014, of course, no

24 settlement discussions followed.

25 Granting these injunctions, when and if Argentina is

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17 FASLARGC

1 willing to engage in settlement discussions, will facilitate

2 those discussions rather than disrupt them. With the help of

3 the special master and with the coordination of all of the

4 plaintiffs who have been willing to coordinate their efforts

5 before the Court to make the granting of these injunctions as

6 simple and efficient as possible, we believe that if and when

7 Argentina is minded to sit and talk about resolution, having

8 these injunctions in place will be a plus and not a minus.

9 Thank you, your Honor.

10 THE COURT: All right. On the defense side, please.

11 MR. BOCCUZZI: Thank you, your Honor. Good afternoon,

12 your Honor. Carmine Boccuzzi from Cleary Gottlieb for the

13 Republic of Argentina.

14 What we are dealing with today are these "me too"

15 motions which are brought on behalf of approximately 530

16 plaintiffs and, in total, it implicates approximately

17 $6.1 billion in claims and judgments. While Mr. Cohen is right

18 that approximately 20 of the actions we're talking about are

19 post judgment, the dollar amount of the judgments held by

20 plaintiffs that we're talking about today are approximately

21 $5.3 billion.

22 So, in other words, of the amount of money before your

23 Honor, the vast majority today is in the form of post judgment

24 plaintiffs, approximately 500 of them, and the amount of those

25 judgments is approximately $5.3 billion. And that's

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18 FASLARGC

1 significant because of the last argument which Mr. Cohen

2 referenced that we're making, which is the one I'll start with,

3 which is an issue that was not before the Second Circuit and

4 that is the applicability of the FSIA and its limitations on

5 execution and process on a sovereign in the context of

6 judgments.

7 The cases in the 13 actions that Mr. Cohen was

8 referencing and you were discussing, those are all prejudgment

9 cases. These cases now, the majority of them in terms of

10 dollar amount, the 5.3 billion, are post judgment. And to be

11 clear, what plaintiffs are seeking in the proposed order they

12 gave to your Honor, the injunction, is to coerce payment on

13 those judgments.

14 And if you look at Section 2(b) of the proposed order,

15 that specifically includes in the definition of a ratable

16 payment the money that Argentina must pay to plaintiffs post

17 judgment interest. So we're clearly talking about judgments.

18 THE COURT: Just a minute. You're referring to a

19 proposed order, right?

20 MR. BOCCUZZI: Yes, your Honor.

21 THE COURT: Okay.

22 MR. BOCCUZZI: It's on page 5 of the proposed order in

23 paragraph 2(b), they define ratable payment to include pre- and

24 post judgment interest.

25 So we're talking about judgments and we're talking

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19 FASLARGC

1 about judgment enforcement. And the case law is very clear

2 that to enforce a judgment, you go through Rule 69. And the

3 law of this court in many cases we've litigated concerning

4 execution, enforcement of a judgment means we're talking about

5 Section 1609 and 1610 of the FSIA. That, of course, limits the

6 plaintiffs to property of the foreign state, here, Argentina,

7 in the United States.

8 THE COURT: Just a minute.

9 MR. BOCCUZZI: Yes, your Honor.

10 THE COURT: I've got the proposed order before me and

11 I'm looking at page 5. Paragraph A starts out, "whenever

12 Argentina pays." I don't see any language in this document

13 that in and of itself requires Argentina to pay.

14 MR. BOCCUZZI: Reading the rest of the paragraph it

15 says, Argentina shall concurrently in advance make a ratable

16 payment. And the next paragraph talks about what the ratable

17 payment includes.

18 THE COURT: You're ignoring the all important

19 introduction "whenever Argentina pays" and that's the idea. I

20 don't understand there to be any order proposed by the

21 plaintiffs which in and of itself requires Argentina to pay or

22 levies on property of Argentina. The idea is if or whenever

23 Argentina pays, there has to be the honoring of the pari passu

24 clause. But your argument, it seems to me, started out with

25 the idea that the plaintiffs are seeking an order which

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20 FASLARGC

1 literally in and of itself, here and now, says Argentina must

2 pay. I don't see it.

3 MR. BOCCUZZI: But let's look at it, your Honor. Two

4 points on that. The net result is if Argentina is not paying

5 the plaintiffs on their judgment, they are restrained from

6 paying the exchange bondholders. So that's a restraint on

7 payment by the republic.

8 THE COURT: There's no doubt of that, of course. But

9 that's different from ordering Argentina to pay something.

10 MR. BOCCUZZI: But then on the other side of it, the

11 way the injunction works is if Argentina is not paying the

12 plaintiffs, then it may not pay the exchange bondholders.

13 Because of the 13 existing injunctions or the injunctions that

14 exist in the 13 cases, those exchange bondholders are not

15 getting paid money now.

16 THE COURT: That's because of the pari passu clause.

17 MR. BOCCUZZI: But the effect of this order, if that's

18 already happening, then this order that they're asking you to

19 put in effect on behalf of billions of dollars of more claims

20 and judgments, that would bring the pari passu injunction

21 universe up to $8 billion, is clearly meant to do nothing other

22 than to coerce Argentina into paying these plaintiffs or else

23 why would they need it. They keep saying we're happy if we

24 don't get paid as long as nobody else is getting their money.

25 Well, the exchange bondholders are not getting their money

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21 FASLARGC

1 because of the injunctions that are in place already.

2 So clearly piling on with another $6 billion of

3 injunctions is meant to accomplish one end apart from the

4 restraint point and that is to coerce payment the way the

5 classic turnover order in the context of a post judgment

6 proceeding would do in any other case.

7 THE COURT: What is a classic turnover order?

8 MR. BOCCUZZI: A turnover order is when you get a

9 judgment against someone, then you're allowed to serve them or

10 entities that hold their property with a turnover order saying

11 property of the judgment debtor must now be turned over to

12 satisfy my judgment. And turnover orders have been held by

13 this Court and the Second Circuit and other courts to be

14 subject to the limitations of the Foreign Sovereign Immunities

15 Act because they're an execution device.

16 So when they say and they give you an order that the

17 thrust and the purpose of which is to coerce payment by

18 Argentina to turn over that money and they reference the

19 reserves, they reference other interests and property that

20 Argentina has outside the United States, all in an effort to

21 say there's money there that can be turned over, they're

22 implicating the Foreign Sovereign Immunities Act.

23 The Second Circuit didn't have that issue before them.

24 They didn't have because they didn't have post judgment cases.

25 And they didn't have a situation where because of existing

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22 FASLARGC

1 injunctions, quote/unquote equality, as plaintiffs see it, was

2 in effect, i.e., nobody was receiving money. And now they're

3 coming along, they're saying nobody is receiving money. Well,

4 give us more injunctions.

5 The only effect of those injunctions can be, the aim

6 and intent would be to coerce payment by the republic in the

7 context of holders of $5 billion plus of judgments. So that's

8 why our argument is that in the context of those motions for

9 those post judgment plaintiffs, there is a limitation by the

10 FSIA that prevents the entry of these injunctions.

11 The second point that we wanted to make is about the

12 ability to comply with the order. And, again, this is

13 interesting because we have submitted to your Honor -- and no

14 one disputes this -- in the Hanley declaration, Exhibit C, we

15 have a black line of their proposed order against the existing

16 injunctions. In the existing injunctions, there was a finding

17 that your Honor made that Argentina had the financial

18 wherewithal to pay the plaintiffs in the 13 actions the

19 $1.4 billion or so and satisfy their other obligations.

20 Now in the context of these new motions where we're

21 talking about the additional 6 billion plus, which would get

22 the number up to 8 billion total, they've stricken that

23 language from the order they gave to your Honor. So they're

24 not proposing a finding that in the context of these new dollar

25 amounts, another $6 billion of injunctions, that the Court make

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23 FASLARGC

1 a finding that there's financial wherewithal to make this

2 payment, this payment in full that they're demanding.

3 And it's not enough for Mr. Cohen to say, well, you

4 can pay 15 percent to the exchange bondholders and 15 percent

5 to the plaintiffs. That doesn't solve the issue. That causes

6 a default in the exchange debt and that just increases the

7 litigation that's before your Honor.

8 They're clearly saying as a matter of specific

9 performance, they need to be paid in full plus post judgment

10 interest on their claims and judgments before the Court. And

11 the case law is clear that this is not something --

12 THE COURT: That is not what they're saying, not at

13 all. They're saying if Argentina pays the exchangers, if

14 Argentina pays the exchangers, Argentina has to comply with a

15 contractual clause, the pari passu clause. But the important

16 thing is if. They're not asking me to act as if this is an

17 ordinary judgment which gets executed on, not at all.

18 MR. BOCCUZZI: But again, your Honor, in this context

19 of if, and they throw out just pay some, don't pay anything,

20 again, we're in this situation where the exchange bondholders

21 are not getting money, so what is the purpose for these

22 additional injunctions. Again, I would argue it's to coerce

23 payment in full.

24 Even if it's to coerce a settlement -- and we cite

25 cases in our brief that discuss that it's not proper just to

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24 FASLARGC

1 enter an order that's otherwise not justified as a matter of

2 law to coerce a settlement. But even if it's there to coerce a

3 settlement, this will only complicate it because everybody who

4 has a pari passu injunction has the right to veto what anybody

5 else gets if that person feels that they want more. That's the

6 situation that they have created, your Honor. They said the

7 exchange bondholders agree to what they got, we don't like

8 that, we want more, they don't get paid unless we get paid what

9 we want.

10 Now we have additional people saying we want that

11 power too. So if some plaintiffs who hold FAA bonds want to

12 reach a resolution and they're not happy with it, they can stop

13 that as well. So adding this in the context of existing

14 injunctions doesn't help the situation and that's why our last

15 point about the public interest, we don't think it's served by

16 adding to this.

17 But I also think this point is important in thinking

18 about the requirement that specific performance orders have to

19 be orders that can be complied with, and I think this is just a

20 bridge too far when we're talking about a number that gets us

21 up to $8 billion of prejudgment interest, post judgment

22 interest, and principal that all these additional hundreds of

23 plaintiffs are asking for.

24 And then finally on the public interest point, we do

25 make the point that, again, it's just spreading this veto power

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25 FASLARGC

1 among hundreds of more plaintiffs. It's complicating, if there

2 ever is going to be a resolution, how that can happen. And

3 it's also, again, your Honor, making it unfair for Argentina,

4 for the exchange bondholders, when the purpose of this is just

5 to coerce payment. And as we've explained, that creates those

6 other problems under both the FSIA and the law of specific

7 performance.

8 THE COURT: Look, there's a judge here. The judge has

9 no intention of coercing payment. The judge has no intention

10 of coercing a settlement. Those are concepts that you have

11 introduced and you know that that really isn't true.

12 There are certain legal rights. There are limitations

13 on those legal rights. And I've been sitting on this case for

14 a long time and the plaintiffs have come in not once and not

15 twice with theories of how they can recover and they generally

16 lost because they were trying, but it wasn't successful.

17 So the litigation has gone on for a very long time.

18 Hopefully there will be a settlement. But there's nothing I

19 can coerce or have any desire to coerce, not the slightest

20 desire.

21 Go ahead. Finish up what you have.

22 MR. BOCCUZZI: On that point, your Honor, just on the

23 coercion point -- and then I'll be done unless you have further

24 questions -- that's exactly how the plaintiffs framed these

25 injunctions when they presented them to you back before we were

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26 FASLARGC

1 up in the Second Circuit. They said, your Honor, enter these

2 orders and then Argentina will have to pay. They said

3 Argentina will have to pay because it won't want to go into

4 default to the exchange bondholders. So it was specifically --

5 and I recognize there's a judge here and I'm not casting any

6 aspersions on your Honor.

7 THE COURT: I know.

8 MR. BOCCUZZI: But the plaintiffs particularly see

9 this. And in the past before, when we tried to raise the pari

10 passu issue for your Honor back in the context of the first

11 exchange offer, they were explicit about saying this is a super

12 judgment enforcement mechanism. So it's always been about

13 making there be a payment on the judgments.

14 To avoid the issues, the legal issues that we've

15 raised both back in May and the one we're raising now, they

16 carefully just pick their prejudgment cases to bring their

17 original motions in. But now we're back to talking about post

18 judgment actions, and so the issues that I've raised are

19 relevant for this Court's consideration and were not considered

20 previously by the Second Circuit.

21 But I also think the coercion point is really

22 unavoidable in the context of how they frame them and how

23 they've tried to use them. This is meant to put pressure on

24 the republic to pay them and it has this collateral effect of

25 injuring the third party bondholders and that's our public

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27 FASLARGC

1 interest point.

2 And since this is about payment on the bonds in the

3 context of orders, whereas we've seen, it started with 13

4 actions. We're now up to 40 something actions. There are

5 other plaintiffs out there. Everybody who piles in and gets

6 this right can use it to veto a settlement and say no, you

7 can't pay plaintiff X, Y, and Z unless you pay me, X plus an

8 additional amount that I will only take and I will coerce you

9 to pay if you want to pay those other folks. So that's how

10 they have operated.

11 And, again, since we have injunctions in place, the

12 question becomes why are they insisting on this additional

13 amount. And my submission to your Honor is that it is this

14 issue of coercing a payment in full to them and to others and

15 it creates these problems as we've outlined in our papers and

16 I've just done today.

17 Thank you.

18 THE COURT: Anything else?

19 MR. COHEN: I'll just respond very briefly, your

20 Honor. I don't think we've heard anything new from

21 Mr. Boccuzzi in his response. I just note that it comes a

22 little hollow for counsel from Argentina to use an argument

23 that if we are at the settlement stage and there's a plaintiff

24 who wants more than some other plaintiffs, that that's a reason

25 not to grant these injunctions. We are so far away from any

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28 FASLARGC

1 indication that we're going to have a settlement discussion

2 that I think it's absurd to deny us the relief here because

3 someday, somehow, perhaps Argentina will negotiate with us. We

4 hope that happens, but that's not a reason not to grant the

5 injunction. Thank you.

6 THE COURT: I want to just briefly address the

7 suggestion of coercion. What we have are contracts. We have

8 the initial overriding contract, the fiscal agency agreement of

9 1994. That is the basic governing document. It's not a

10 document of coercion. It is a contract entered into by the

11 Republic of Argentina and other parties who have functions

12 under the contract. That is what this case has always been

13 about and always will be about. Contracts have certain terms.

14 They have certain requirements. Those requirements are not

15 generally labeled as coercion. They are contractual terms, and

16 that's all we have here. That is the beginning and the end of

17 it.

18 Now, I think the attorneys have completed what they

19 wish to say and we are going to adjourn in a moment. But I

20 would like to close by referring to something that I may have

21 very well referred to earlier but I want to go into it now and

22 that is to remind the parties of something, indeed, that I did

23 go into earlier, but which I regard as holding true today.

24 We are dealing with large amounts of money. But

25 negotiations and settlements have occurred before where large

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29 FASLARGC

1 amounts of money and difficult issues are involved and that can

2 certainly occur now and in the further course of the work in

3 this case. The Court, of course, cannot order a settlement.

4 But I want to say in this courtroom before the entire group

5 here that the way to ultimately resolve this litigation must

6 come through settlement. Unless the republic is willing and

7 able to pay 100 percent of the judgments and the amounts due to

8 plaintiffs, unless the republic wants to pay a hundred percent

9 on the judgments, which the republic does not indicate that it

10 will do, then there must be a settlement.

11 I have appointed a very able attorney as special

12 master. His name, as you know, is Daniel Pollack, and he has

13 been appointed under an order specifically requesting him and

14 directing him, indeed, to assist in obtaining a settlement of

15 this long running litigation.

16 I want to say before everybody in this courtroom that

17 it is very important that the parties, including the republic,

18 participate in settlement negotiations. And I will assume that

19 what may have gone on in the past about declining to

20 participate in such negotiations, I have to assume that on this

21 late date in this very lengthy litigation that that attitude is

22 over with and that the interested parties, all of them, will

23 participate in settlement negotiations.

24 That concludes our session. Thank you all very much.

25 Decision on the motion before me is reserved.

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2/28/2016 Case 1:06-cv-03276-TPGPolla c kDocument, Daniel A. | Prof e31-14ssionals | M FiledcCarte r 03/11/16& English Page 1 of 4

Daniel A. Pollack PRACTICE Business Litigation

INDUSTRY Investment Management T: 212.609.6900 245 Park Ave., 27th Flr. & Securities F: 212.645.0706 New York, NY 10167 EDUCATION [email protected] LL.B., Harvard Law School B.A./M.A., Oxford University, Oxford, Mr. Pollack is widely recognized as one of the preeminent trial England lawyers in the country in the conduct of financial litigation, B.A., Harvard University, advising corporations on issues of corporate governance and magna cum laude advising executives on employment agreements and exit agreements. BAR ADMISSIONS American College of Trial New York Lawyers Mr. Pollack received a B.A., magna cum laude, from Harvard COURT ADMISSIONS College, received an M.A. in Philosophy, Politics and U.S. Supreme Court Economics from Oxford University and an LL.B. from Harvard U.S. Court of Appeals, Law School. He founded and headed a wellknown boutique First Circuit law firm, Pollack & Kaminsky, and combined that firm with U.S. Court of Appeals, McCarter & English in 2009. On May 2, 2012, Mr. Pollack was Second Circuit named New York’s Office Managing Partner of McCarter & U.S. Court of Appeals, English. Third Circuit U.S. Court of Appeals, Mr. Pollack first came to public notice early in his career in a Fourth Circuit lengthy trial on behalf of institutional commercial paper holders U.S. Court of Appeals, against Goldman Sachs arising out of the collapse of Penn Seventh Circuit Central. His groundbreaking work in that trial is chronicled in U.S. Court of Appeals, several books published in recent years on Goldman Sachs, Ninth Circuit including "The Partnership" and “Money and Power.” U.S. Court of Appeals, Eleventh Circuit Following the Goldman Sachs trial, Mr. Pollack, representing U.S. District Court, Anchor Corporation, a large New Jerseybased mutual fund Eastern and Southern Districts of New York company, argued and won, in the Supreme Court of the United States, the landmark case on corporate governance in the U.S. District Court, District of Massachusetts mutual fund field, Burks v. Lasker. That case was the first to endorse the use of a Special Committee of Independent MEMBERSHIPS & Directors as a vehicle for determining the appropriate course AFFILIATIONS American College of Trial of action for a mutual fund company in litigation. Several years Lawyers, Fellow http://www.mccarter.com/DanielAPollack/ 1/4 2/28/2016 Case 1:06-cv-03276-TPGPolla c kDocument, Daniel A. | Prof e31-14ssionals | M FiledcCarte r 03/11/16& English Page 2 of 4 later, Mr. Pollack returned to the Supreme Court of the United American Bar Association, Member States, arguing the case of Daily Income Fund v. Fox, another New York State Bar mutual fund litigation. Association, Member Federal Bar Council, Mr. Pollack has also been the successful Lead Trial Counsel Member in three of the six mutual fund advisory fee cases that have Association of the Bar of been tried to judgment under Section 36 (b) of the Investment the City of New York, Member Company Act of 1940, including Schuyt v. Rowe Price Prime New York County Reserve Fund (for T. Rowe Price), Kalish v. Franklin Advisors Lawyers Association, (for Franklin Resources) and Meyer v. Oppenheimer (for Member Oppenheimer Management). Mr. Pollack was the successful New York University School of Law, Adjunct Lead Counsel in Smith v. Franklin Templeton Distributors (for Professor of Law in Trial Franklin Distributors), winning a dismissal of the case in June Practice 2010 in the United States District Court for the Northern University of Arizona, James Rogers College of District of California. Law, Adjunct Professor of Law in Employment Law In 2005 Mr. Pollack, acting on behalf of J. & W. Seligman, a American Art Committee mutual fund company, challenged New York Attorney General of the Harvard Art Elliot Spitzer by filing a lawsuit against him for exceeding his Museums, Chair Metropolitan Museum of authority in the markettiming investigations. At the time of Art, Bryant Fellow that lawsuit, The Wall Street Journal published an editorial entitled "Man Bites Dog" praising the courage of Seligman and Mr. Pollack for their willingness to stand up to Mr. Spitzer.

In 2010, Mr. Pollack became Lead Trial Counsel for Wells Fargo in a longpending series of three class actions under the Truth in Lending Act and the Fair Debt Collection Practices Act. The first of the cases is set for trial in the United States District Court for the Southern District of New York this year.

In 2014, Mr. Pollack, in a prestigious and highly publicized appointment, was named by Judge Thomas P. Griesa, United States District Judge for the Southern District of New York, to serve as Special Master to conduct and preside over settlement negotiations in the litigation between the Republic of Argentina and its bondholders. The assignment is ongoing and Judge Griesa has requested that Mr. Pollack continue to serve and attempt to effect a settlement notwithstanding the recent default by the Republic of Argentina.

During the course of his career, Mr. Pollack has tried over 20 civil jury trials to verdict and over 30 nonjury trials. He has appeared as appellate counsel in numerous federal and state appellate courts, is a Member of the Bar of the U.S. Supreme Court and is a Member of the Bar of the First, Second, Third, Fourth, Seventh, Ninth and Eleventh Circuits. He was elected a Fellow of the American College of Trial Lawyers in 1985. Representative corporate litigation clients have included T. Rowe Price Associates, FranklinTempleton, AIM, Fidelity, Wells Fargo Bank, UBS Asset Management, PNC Advisors, PNC Bank N.A., J. & W. Seligman and AMERIPRISE.

Another aspect of his practice since 1990 has focused on representing senior corporate executives or corporations in exit and entry negotiations and agreements. In this context he http://www.mccarter.com/DanielAPollack/ 2/4 2/28/2016 Case 1:06-cv-03276-TPGPolla c kDocument, Daniel A. | Prof e31-14ssionals | M FiledcCarte r 03/11/16& English Page 3 of 4 has, in recent years, advised the CEO of Putnam, the CEO of Rockefeller & Co, the CEO of Dresdner Kleinwort and the CEO of HSBC, among others. Mr. Pollack serves as an Adjunct Professor at the University of Arizona Law School, teaching a seminar on “Negotiating Employment Agreements.” He is named in the 20082016 issues of The Best Lawyers in America and is also named in the 20062015 issues of New York Super Lawyers.

Mr. Pollack chairs the American Art Committee of the Harvard Art Museums, and is a Bryant Fellow of the Metropolitan Museum of Art in New York City.

Mr. Pollack is married to Susan F. Pollack, a graduate of Radcliffe College and Harvard Law School and formerly Counsel to the law firm of Curtis MalletPrevost Colt & Mosle, LLP. Mr. and Mrs. Pollack have two adult children: a son who is a graduate of the Kellogg School of Management, Northwestern University and a daughter who is a graduate of Sloan School of Management, Massachusetts Institute of Technology.

RECOGNITIONS The Best Lawyers in America Recognizes 57 McCarter Attorneys in 2016 Referral Guide; Five Named “Lawyer of the Year”

NEWS 02/23/16 Daniel Pollack quoted in “Argentina Making Progress on Its Debts With U.S. Court Appointed Attorney’s Help," which appeared in JP Updates

11/03/15 Daniel Pollack quoted in “6 Tips For Lawyers Arguing Their 1st Supreme Court Case," which appeared in Law360

08/17/15 The Best Lawyers in America Recognizes 57 McCarter Attorneys in 2016 Referral Guide; Five Named “Lawyer of the Year”

11/10/14 Daniel Pollack featured in coverage of the recent expansion of his role as Special Master in continuing negotiations between bondholders and the Republic of Argentina

PUBLICATIONS 04/06/10 Is the Supreme Court the "new best friend" of the Fund Industry? Daniel A. Pollack http://www.mccarter.com/DanielAPollack/ 3/4 2/28/2016 Case 1:06-cv-03276-TPGPolla c kDocument, Daniel A. | Prof e31-14ssionals | M FiledcCarte r 03/11/16& English Page 4 of 4 Opinion Section, Board IQ

02/09/10 Is American Funds Case the Calm Before the Storm? Daniel A. Pollack Opinion Section, Board IQ

http://www.mccarter.com/DanielAPollack/ 4/4 2/28/2016 Case 1:06-cv-03276-TPGHedge Funds Suddenly F Documentind Real Money Is31-15 Back in A r gFiledentina's 03/11/16 Debt Bloom b e rPageg Busine s1s of 3

Hedge Funds Suddenly Find Real Money Is Back in Argentina's Debt

Katia Porzecanski KatiaPorzo August 25, 2015 — 9:00 PM EDT Updated on August 26, 2015 — 2:04 PM EDT

Invesco to BlackRock have added to positions in recent months Dollar bond prices at 19month high to eurodenominated notes

The real money is back in Argentina.

Before the country’s default in July 2014 (its second in 13 years), most longterm investors abandoned its bond market. As they rushed out, Argentina became a favorite of the hedgefund crowd, which made speculative bets on the fortunes of the troubled nation.

But in recent months, that’s started to change.

With presidential elections in October set to usher in a new administration, money managers from Invesco Ltd. to Allianz SE and Van Eck Global have begun to wade back into Argentina’s dollardenominated bonds.

Those “realmoney accounts,” industry speak for longterm investors such as mutual funds and pensions, are resurfacing on optimism that Argentina will, once and for all, resolve its differences with holdout creditors and end the country’s decadelong isolation from international markets.

“We decided to start stepping back,” said Sean Newman, who helps oversee $1.5 billion of emerging market debt at Invesco, which began rebuilding its debt positions in Argentina in the first quarter. “The macro imbalances which exist right now are not sustainable. There is recognition of a needed adjustment.”

Van Eck, Allianz, BlackRock Inc., and T. Rowe Price Group Inc. joined Invesco by adding to their bond holdings in Argentina last quarter, filing data compiled by Bloomberg show.

http://www.bloomberg.com/news/articles/20150826/hedgefundssuddenlyfindrealmoneyisbackinargentinasdebt 1/3 2/28/2016 Case 1:06-cv-03276-TPGHedge Funds Suddenly F Documentind Real Money Is31-15 Back in A r gFiledentina's 03/11/16 Debt Bloom b e rPageg Busine s2s of 3 They’re taking a page from hedgefund managers such as George Soros and Daniel Loeb, who together have staked billions betting that whoever succeeds President Cristina Fernandez de Kirchner will unwind some of her most radical policies, which have spurred runaway inflation, sapped foreign investment and all but shut Argentina out of overseas debt financing.

The reemergence of longterm investors can be seen in the widening gap between Argentina’s dollar denominated bonds, which are included in a widely followed emergingmarket sovereign debt index compiled by JPMorgan Chase & Co., and the nation’s euro securities, which are not.

The gap reached 11.2 cents on Aug. 21, the widest since January 2013.

“What’s giving you the prices you see on the screen are realmoney accounts buying Argentina on the margin,” said Sebastian Vargas, a strategist at Barclays. “They’re indexed to dollar assets.”

In May, Morgan Stanley surveyed about 50 clients and found that the majority who used indexes to benchmark performance were “underweight” in Argentina.

The survey also found that 80 percent planned to either boost or cull their positions well before the presidential election was held on Oct. 25. And if “early indications point towards a more favorably perceived election outcome,” those investors would move quickly to build their holdings, according to a report dated June 2.

While ruling party candidate Daniel Scioli is favored to win, he will probably move toward a “more independent platform” and “deliver a message of gradual change” to gain more votes and avoid the possibility of a runoff, according to Iker Cabiedes, an economist at New Yorkbased JPMorgan.

That may include ultimately resolving a dispute with billionaire Paul Singer’s hedge fund Elliott Management, which triggered Argentina’s second default. Fernandez has refused to negotiate with the hedge fund.

http://www.bloomberg.com/news/articles/20150826/hedgefundssuddenlyfindrealmoneyisbackinargentinasdebt 2/3 2/28/2016 Case 1:06-cv-03276-TPGHedge Funds Suddenly F Documentind Real Money Is31-15 Back in A r gFiledentina's 03/11/16 Debt Bloom b e rPageg Busine s3s of 3 Scioli said in a speech at the Council of the Americas on Wednesday that he would make necessary changes in Argentina, and that the country must attract investment.

Optimism about the next administration has helped shield Argentina from this month’s global selloff, said Yerlan Syzdykov, a money manager at Pioneer Investments. Argentina has the developing world’s bestperforming bonds this month, while emerging markets have lost 2.4 percent.

“Investors are pricing in that the mostrelevant candidates are putting the normalization of the debt situation as a goal on their agenda,” said Agustin Honig, the head of sales and trading at AdCap Securities in Buenos Aires.

Before it's here, it's on the Bloomberg Terminal.

• Argentina • Money • Hedge Funds • Debt • Invesco Ltd

http://www.bloomberg.com/news/articles/20150826/hedgefundssuddenlyfindrealmoneyisbackinargentinasdebt 3/3 2/28/2016 CaseAr g1:06-cv-03276-TPGentina agrees to borrow US$5 b i ll ioDocumentn from Wall Str e31-16et banks, G oFiledvernme n03/11/16t & Economy TPageHE BUS I1N EofSS 2TIMES

THE BUSINESS TIMES businesstimes.com.sg

http://www.businesstimes.com.sg/government-economy/argentina-agrees-to-borrow-us5-billion-from-wall- street-banks Argentina agrees to borrow US$5 billion from Wall Street banks

JAN 30, 2016 6:50 AM [NEW YORK] Argentina's central bank reached terms with seven Wall Street banks for US$5 billion of loans as the government looks to bolster reserves ahead of talks with holdout creditors next week.

The one-year loan, finalised Friday, will be backed by sovereign bonds, according to an e-mailed statement from the central bank.

Argentina has been seeking to shore up its central bank reserves after years of currency controls and policies that discouraged investment and depleted the country's supply of dollars.

Unable to tap international bond markets because of a decade-long feud with creditors left over from the nation's 2001 default, the country's cash hoard dropped to a nine-year low last month.

Next week, officials will begin settlement talks with holders of some defaulted bonds who won a US court order requiring they be paid in full.

HSBC Holdings Plc, JPMorgan Chase & Co and Banco Santander SA are each providing US$1 billion in loans, according to three people familiar with the matter who asked not to be identified because the information is private.

Deutsche Bank AG, Banco Bilbao Vizcaya Argentaria SA, Citigroup Inc and UBS Group AG will each provide US$500 million, the people said. The interest rate is Libor plus 6.15 percentage points, the people said.

Press officials for Citigroup, Santander, JPMorgan and HSBC declined to comment on the loan. Officials at BBVA, Deutsche Bank, UBS and Argentina's Finance Ministry didn't immediately reply to a request for comment. The central bank declined to comment beyond its statement.

http://www.businesstimes.com.sg/governmenteconomy/argentinaagreestoborrowus5billionfromwallstreetbanks 1/2 2/28/2016 CaseAr g1:06-cv-03276-TPGentina agrees to borrow US$5 b i ll ioDocumentn from Wall Str e31-16et banks, G oFiledvernme n03/11/16t & Economy TPageHE BUS I2N EofSS 2TIMES Finance Secretary Luis Caputo will meet debt mediator Daniel Pollack Feb 1 and Feb 2 in New York to begin the process of opening negotiations with the holdout creditors, according to a ministry official.

After bolstering reserves, Argentine authorities will have more bargaining power in the talks, according to Hernan Yellati, the head of research and strategy at BancTrust & Co.

"This is a good way of raising confidence and increasing reserves so that the government can negotiate with the holdouts without an urgency that might put Argentina in a situation where they need to accept worse terms," Mr Yellati said from Miami. "It's a positive first step."

Argentina's reserves rose by US$4.8 billion Friday to US$30 billion, the highest since Oct 2, according to a central bank statement a few hours after the deal was finalised Friday.

In his first month in office, President Mauricio Macri has undone policies put in place by his predecessors that throttled foreign investment, moving to remove currency controls and being talks with the holdout creditors.

In an interview with Bloomberg at the World Economic Forum in Davos, Switzerland, Mr Macri said he aims for a "realistic, reasonable settlement" with the holdouts.

"We want to finish all our conflicts of the past," he said.

The holdouts, who are trying to limit the nation's ability to raise money offshore to pressure Argentina to comply with a court order to repay their defaulted debt, subpoenaed HSBC in late December for information on Argentina's efforts to raise cash, according to a person familiar with the matter. US District Judge Thomas Griesa has prohibited Argentina from paying future overseas creditors before settling with the holdouts.

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http://www.businesstimes.com.sg/governmenteconomy/argentinaagreestoborrowus5billionfromwallstreetbanks 2/2 2/28/2016 Case 1:06-cv-03276-TPGDeutsche Bank Claim s DocumentNML ‘Harassme n31-17t’ Over A r g eFiledntine B o03/11/16nds Bloombe rg Page Busines s1 of 2

Deutsche Bank Claims NML ‘Harassment’ Over Argentine Bonds

Bob Van Voris July 6, 2015 — 6:28 PM EDT Updated on July 6, 2015 — 8:17 PM EDT

Deutsche Bank AG accused NML Capital and other Argentina bond holdouts of harassing banks that participate in legal debt offerings by the South American nation.

That harassment has included abusive demands for evidence, press leaks of confidential material and misstatements to a U.S. judge, Deutsche Bank said in a letter to U.S. District Judge Thomas Griesa in Manhattan Monday. The bank said it plans to ask him to throw out a subpoena by NML, a unit of Paul Singer’s Elliott Management, Aurelius Capital and other holders of defaulted Argentine debt.

“Plaintiffs’ true motivation is not discovery of relevant information but harassment of financial intermediaries,” Phillippe Zimmerman, a lawyer for the Frankfurtbased bank, said in the letter.

The hedge funds seek information from Deutsche Bank about $1.4 billion in Bonar 2024 bonds issued in April.

Griesa is overseeing disputes between Argentina and holders of bonds that the nation repudiated in 2001. He’s barred Argentina from paying on its restructured debt unless it also pays $1.7 billion owed to a group of defaulted bondholders led by NML and Aurelius. Griesa’s orders prevent Argentina from offering debt through bank operations in New York.

‘Fishing Expedition’

Zimmerman called the subpoena “the most recent voyage on a longrunning fishing expedition” seeking broad categories of information to punish Deutsche Bank for doing transactions with Argentina. The bank’s Argentina branch made bids on Bonar 2024 bonds, on behalf of customers of its London branch, Zimmerman said.

The lawyer said an NML lawyer falsely told Griesa that Deutsche Bank and Banco Bilbao Vizcaya Argentaria SA units in New York had subscribed to $1.5 billion of the bonds. He also accused the hedge http://www.bloomberg.com/news/articles/20150706/deutschebankaccusesnmlaureliusofimpropertactics 1/2 2/28/2016 Case 1:06-cv-03276-TPGDeutsche Bank Claim s DocumentNML ‘Harassme n31-17t’ Over A r g eFiledntine B o03/11/16nds Bloombe rg Page Busines s2 of 2 funds of leaking information that was ordered to be kept confidential.

Stephen Spruiell, an Elliott Management spokesman, declined to immediately comment on the letter. Aurelius spokesman Brian Schaffer didn’t immediately respond to voicemail and email messages after regular business hours seeking comment on it.

NML and Aurelius have told Griesa their demands for evidence are to identify Argentine assets that can be attached to pay judgments against the country.

The case is NML Capital Ltd. v. Republic of Argentina, 08cv06978, U.S. District Court, Southern District of New York (Manhattan).

Before it's here, it's on the Bloomberg Terminal.

• Deutsche Bank AG • Bonds • Argentina • Debt • Thomas Poole Griesa

http://www.bloomberg.com/news/articles/20150706/deutschebankaccusesnmlaureliusofimpropertactics 2/2 Case 1:06-cv-03276-TPG Document 31-18 Filed 03/11/16 Page 1 of 7 Case 1:06-cv-03276-TPG Document 31-18 Filed 03/11/16 Page 2 of 7 Case 1:06-cv-03276-TPG Document 31-18 Filed 03/11/16 Page 3 of 7 Case 1:06-cv-03276-TPG Document 31-18 Filed 03/11/16 Page 4 of 7 Case 1:06-cv-03276-TPG Document 31-18 Filed 03/11/16 Page 5 of 7 Case 1:06-cv-03276-TPG Document 31-18 Filed 03/11/16 Page 6 of 7 Case 1:06-cv-03276-TPG Document 31-18 Filed 03/11/16 Page 7 of 7 Case 1:06-cv-03276-TPG Document 31-19 Filed 03/11/16 Page 1 of 3

Mohammad Ladjevardian United Capital Investments Houston Texas.

Begin forwarded message:

From: Mohammad Ladjevardian Date: March 9, 2016 at 8:51:31 PM CST To: "Pollack, Daniel" Cc: Lkooros , Hamid Kooros , Hans Humes , "[email protected]" , Andersen Sleater Subject: Re: Our judgement against Argentina

Dear Mr Pollack: My ex wife name is part of our group.She own half of the bonds under our joint account name.You have received numerous requests from my lawyer Jessica Sleater, asking you to get involved and you have either not responded or passed us to the wolves.Believe me sir I meant no disrespect.I merely tried and try again to let you know that we have waited 15 years to get a fair treatment and we intend to get a fair share and expose anyone who tries to step on our right to get Parri Passu treatment. You sir as the representative of OUR court and OUR country have the obligation of defending OUR rights.Drifting over to the dark side is a reminder and not a threat.I am sure you will try to bring a fair conclusion to a long and ugly fight with Argentina to the best interest of your citizens or you need to step aside and allow a devoted United State patriot to step in your shoes.We have fought for too long and too hard to allow you or Argentina to cram down the same offer that is slightly better than the 2005 cram down.We will fight this until I have a will to fight you and Argentina.

Mohammad Ladjevardian United Capital Investments Houston Texas.

On Mar 9, 2016, at 8:10 PM, Pollack, Daniel wrote:

Dear Mohammad Ladjevardian: I do not recall receiving any prior e-mail from you ( "our repeated efforts to get you involved"). I have received e-mails from others about your case and have duly responded to them and also brought them to the attention of the responsible Argentine officials. ( If I have the right case, I believe they said that there is some kind of marital dispute between you and your wife or ex-wife and they do not wish to get into the middle of a dispute about who owns the bonds ).

I might add that, like most people in life, I do not respond well to rudeness or threats. In thisCase context, 1:06-cv-03276-TPG since I am a representative Document of the Court,31-19 I find Filed your 03/11/16 rudeness andPage threats 2 of 3 particularly inappropriate. You are, of course, free to do as you see fit both with respect to your "push" for "Pari Passu to be equal to NML" and with respect to asking " for a special master more sympathetic toward [y] our position".

Please do not write me again unless it is to apologize.

Very truly yours, Daniel A. Pollack ( in my capacity as Special Master )

-----Original Message-----

From: Mohammad Ladjevardian [mailto:[email protected]]

Sent: Wednesday, March 09, 2016 6:20 PM

To: Pollack, Daniel; Lkooros; Hamid Kooros; Hans Humes; [email protected]; Andersen Sleater

Subject: Our judgement against Argentina

Dear Mr. Pollack:

I represent about $11mm of Argentina defaulted bonds.Our repeated efforts to get you involved to make our claim whole has gone to no avail and fallen to deaf ears.We intent to push for Parri Passu as to be equal to NML and Elliot group.If you refuse to help us then we have no choice but to ask for another special master that is more sympathetic toward our position of Parri Passu....Thank you for reconsidering your position.

Mohammad Ladjevardian

United Capital Investments

Houston Texas.

This email message from the law firm of McCarter & English, LLP is for the sole use of the intended recipient(s) and may contain confidential and privileged information. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contact the sender by reply email and destroy all copies of the original message. Case 1:06-cv-03276-TPG Document 31-19 Filed 03/11/16 Page 3 of 3 Mohammad Ladjevardian United Capital Investments Houston Texas.

Begin forwarded message:

From: "Pollack, Daniel" Date: March 9, 2016 at 8:10:36 PM CST To: "'Mohammad Ladjevardian'" , "Lkooros" , "Hamid Kooros" , "Hans Humes" , "[email protected]" , "Andersen Sleater" Subject: RE: Our judgement against Argentina

Dear Mohammad Ladjevardian: I do not recall receiving any prior e-mail from you ( "our repeated efforts to get you involved"). I have received e-mails from others about your case and have duly responded to them and also brought them to the attention of the responsible Argentine officials. ( If I have the right case, I believe they said that there is some kind of marital dispute between you and your wife or ex-wife and they do not wish to get into the middle of a dispute about who owns the bonds ).

Please do not write me again unless it is to apologize.

Very truly yours, Daniel A. Pollack ( in my capacity as Special Master )

-----Original Message----- From: Mohammad Ladjevardian [mailto:[email protected]] Sent: Wednesday, March 09, 2016 6:20 PM To: Pollack, Daniel; Lkooros; Hamid Kooros; Hans Humes; [email protected]; Andersen Sleater Subject: Our judgement against Argentina

Dear Mr. Pollack: I represent about $11mm of Argentina defaulted bonds.Our repeated efforts to get you involved to make our claim whole has gone to no avail and fallen to deaf ears.We intent to push for Parri Passu as to be equal to NML and Elliot group.If you refuse to help us then we have no choice but to ask for another special master that is more sympathetic toward our position of Parri Passu....Thank you for reconsidering your position.

Mohammad Ladjevardian United Capital Investments Houston Texas. This email message from the law firm of McCarter & English, LLP is for the sole use of the intended recipient(s) and may contain confidential and privileged information. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contact the sender by reply email and destroy all copies of the original message. CaseCase 1:06-cv-03276-TPG 1:10-cv-05338-TPG Document Document 31-20 308 Filed Filed 02/29/16 03/11/16 Page Page 1 1 of of 6 6

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

PABLO ALBERTO VARELA, et al., Plaintiffs,

-against- 10 Civ. 5338 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

HORACIO GUIBELALDE, et al.,

Plaintiffs, -against- 11 Civ. 4908 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

RICARDO PONS, et al.,

Plaintiffs, -against- 13 Civ. 8887 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

[caption continued on next page]

DECLARATION OF MICHAEL C. SPENCER IN OPPOSITION TO MOTION BY DEFENDANT THE REPUBLIC OF ARGENTINA TO VACATE THE PARI PASSU INJUNCTIONS

February 29, 2016 CaseCase 1:06-cv-03276-TPG 1:10-cv-05338-TPG Document Document 31-20 308 Filed Filed 02/29/16 03/11/16 Page Page 2 2 of of 6 6

TORTUS CAPITAL MASTER FUND, LP,

Plaintiff, -against- 14 Civ. 1109 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

TORTUS CAPITAL MASTER FUND, LP,

Plaintiff, -against- 14 Civ. 3127 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

MIGUEL ANGEL BELOQUI, et al.,

Plaintiffs, -against- 14 Civ. 5963 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

HECTOR PEREZ, et al.,

Plaintiffs, -against- 14 Civ. 8242 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

VIRGILIA LUIS FOGLIA, et al.,

Plaintiffs, -against- 14 Civ. 8243 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

2 CaseCase 1:06-cv-03276-TPG 1:10-cv-05338-TPG Document Document 31-20 308 Filed Filed 02/29/16 03/11/16 Page Page 3 3 of of 6 6

MAXIMO DORRA, et al.,

Plaintiffs, -against- 14 Civ. 10141 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

JOSE PEDRO ANGULO, et al.,

Plaintiffs, -against- 15 Civ. 1470 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

EGAR RAMON LAMBERTINI, et al.,

Plaintiffs, -against- 15 Civ. 1471 (TPG) THE REPUBLIC OF ARGENTINA, Defendant.

DECLARATION OF MICHAEL C. SPENCER IN OPPOSITION TO MOTION BY DEFENDANT THE REPUBLIC OF ARGENTINA TO VACATE THE PARI PASSU INJUNCTIONS

Michael C. Spencer declares pursuant to 28 U.S.C. § 1746:

1. I am an attorney with the law firm of Milberg LLP, and am resident in the firm’s New York office. I am a member in good standing of the bar of the State of New

York and am admitted to this Court. I represent the several hundred plaintiffs, who are individual and small-fund holders of defaulted Argentine bonds, in the captioned actions.

3 CaseCase 1:06-cv-03276-TPG 1:10-cv-05338-TPG Document Document 31-20 308 Filed Filed 02/29/16 03/11/16 Page Page 4 4 of of 6 6

These plaintiffs all obtained pari passu injunctions from this Court in November 2012 or

October 2015. The total claim value of these bonds with pari passu injunctions, as of the end of January 2016, is approximately $686 million. Milberg also represents other bondholders who have not obtained pari passu injunctions. The claims of all Milberg’s bondholder clients who have sued in this Court total approximately $833 million.

Milberg also represents bondholders who have not sued here.

2. I respectfully submit this declaration in opposition to the motion by the

Republic of Argentina to vacate the pari passu injunctions issued by this Court in the captioned actions and in the actions brought by many other bondholder plaintiffs.

3. Many of my clients have expressed concern that they might be “left behind” if they do not accept the public offer, made by Argentina on its finance ministry website, on or before today, February 29, due to the terms of the offer and of this Court’s

Indicative Ruling. My clients do not want to accept the terms of that offer, and as far as I know, none of them has accepted.

4. The vast majority of these clients are individual investors who bought their bonds prior to default at full face value. Many of them acquired their bonds in amounts under $100,000, in preparation for their retirement, or for their children’s education, or for other long-term investment goals. Some of my clients have died, or lived in near penury, while waiting to collect on their bonds. Many of them are

Argentines, who bought their bonds as a patriotic response to entreaties to support the government. All these clients, as holdout bondholders, felt strongly that Argentina’s

“swap” offers of 2005 and 2010 were inadequate, and offensive because they were unilateral. These bondholders were able to resist the swaps in the hope that more

4 CaseCase 1:06-cv-03276-TPG 1:10-cv-05338-TPG Document Document 31-20 308 Filed Filed 02/29/16 03/11/16 Page Page 5 5 of of 6 6

equitable terms would be forthcoming; many others had no choice but to accept. Many of the bondholders were subject to vilification by the former Kirchner administration, especially those who were Argentines.

5. My clients were encouraged by the announced willingness of the incoming

Macri administration to open real negotiations with holdout bondholders. So far, for these bondholders, the promised negotiations have not materialized.

6. Several bondholder groups with large claims conferred in advance of the visit by Luis Caputo, Argentina’s finance secretary, to New York in mid-January. In accordance with normal creditor self-organization in workout situations, this group of the largest creditors presented itself to the Special Master for the initial meetings with

Argentina. The group included principals of NML, Aurelius, and Olifant, as well as me, representing the largest group of individual and small-fund bondholder plaintiffs. To the surprise of this entire group, the Special Master refused to allow me to attend the initial meeting with Mr. Caputo on January 13, 2016. The only stated reason was that I am a lawyer, whereas other attendees were to be principals of the funds. My numerous bondholder clients do not have a non-lawyer representative; also, Mr. Caputo reportedly was accompanied by counsel at the meetings. The Special Master did arrange for

Anthony Costantini of Duane Morris, who represents another large group of individual and fund bondholders, and me to meet with Mr. Caputo separately for a half-hour at the end of the day. No negotiations took place at that brief meeting.

7. Mr. Caputo’s group returned to New York for the week of February 1.

The Special Master arranged for Mr. Caputo to meet with the fund group on Monday,

February 1, but again explicitly and in writing refused to let me join, despite the request

5 CaseCase 1:06-cv-03276-TPG 1:10-cv-05338-TPG Document Document 31-20 308 Filed Filed 02/29/16 03/11/16 Page Page 6 6 of of 6 6

of the funds. In a meeting lasting two hours, Mr. Caputo reportedly presented an offer to the funds. The EM and Montreux funds reportedly accepted settlement offers on those terms on February 3.

8. Late in the day on Thursday, February 4, the NML-Aurelius-Olifant fund group met with Mr. Caputo for about 20 minutes just before he departed for the airport.

The funds presented Mr. Caputo with a term sheet with proposed settlement terms. The

Special Master allowed me to attend that meeting, but negotiations did not occur then either.

9. No other meeting between representatives of the new administration and me or other representatives of my clients has occurred. An Argentine government representative contacted me by email on Saturday, February 27, to try to arrange a call, and I welcomed any such call, but as of this writing that has not occurred.

I declare under penalty of perjury that the foregoing is true and correct.

Dated: February 29, 2016 New York, New York /s/ ______

Michael C. Spencer

6 Case 1:06-cv-03276-TPG Document 31-21 Filed 03/11/16 Page 1 of 60

1 G31dnmla

1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK 2 ------x NML CAPITAL, LTD., 3 Plaintiff, 4 v. 08 Civ. 6978(TPG) 5 09 Civ. 1707(TPG) THE REPUBLIC OF ARGENTINA, 09 Civ. 1708(TPG) 6 14 Civ. 8601(TPG) Defendant. 14 Civ. 8988(TPG) 7 ------x 8 AURELIUS CAPITAL MASTER, LTD., AURELIUS OPPORTUNITIES FUND II, 9 LLC, AURELIUS CAPITAL PARTNERS, LP, et al., 10 Plaintiffs, 11 v. 09 Civ. 8757(TPG) 12 09 Civ. 10620(TPG) 10 Civ. 1602(TPG) 13 THE REPUBLIC OF ARGENTINA, 10 Civ. 3507(TPG) 10 Civ. 3970(TPG) 14 Defendant. 10 Civ. 8339(TPG) 14 Civ. 8946(TPG) 15 ------x BLUE ANGEL CAPITAL I LLC, 16 Plaintiff, 17 v. 10 Civ. 4101(TPG) 18 10 Civ. 4782(TPG) THE REPUBLIC OF ARGENTINA, 14 Civ. 8947(TPG) 19 Defendant. 20 ------x (Caption continues)

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-21 Filed 03/11/16 Page 2 of 60

2 G31dnmla

1 ------x

2 Related cases:

3 10 Civ. 9587(TPG) 10 Civ. 5338(TPG) 4 14 Civ. 8630(TPG) 14 Civ. 8303(TPG) 5 14 Civ. 8242(TPG) 14 Civ. 4092(TPG) 6 14 Civ. 4091(TPG) 14 Civ. 7258(TPG) 7 14 Civ. 10016(TPG) 15 Civ. 1588(TPG) 8 15 Civ. 2611(TPG) 15 Civ. 5886(TPG) 9 14 Civ. 10064(TPG) 14 Civ. 7637(TPG) 10 15 Civ. 2577(TPG) 15 Civ. 5190(TPG) 11 14 Civ. 8739(TPG) 15 Civ. 3932(TPG) 12 11 Civ. 4908(TPG) 14 Civ. 10141(TPG) 13 14 Civ. 5963(TPG) 14 Civ. 1109(TPG) 14 14 Civ. 3127(TPG) 14 Civ. 7739(TPG) 15 15 Civ. 0710(TPG) 14 Civ. 8243(TPG) 16 13 Civ. 8887(TPG) 14 Civ. 9093(TPG) 17 14 Civ. 10201(TPG) 14 Civ. 7171(TPG) 18 14 Civ. 7169(TPG) 14 Civ. 7164(TPG) 19 14 Civ. 7166(TPG) 14 Civ. 9855(TPG) 20 14 Civ. 5849(TPG) 15 Civ. 1470(TPG) 21 15 Civ. 1471(TPG) 15 Civ. 6702(TPG) 22 15 Civ. 1553(TPG) 15 Civ. 1508(TPG) 23 15 Civ. 4767(TPG) 15 Civ. 4654(TPG) 24 15 Civ. 3523(TPG) 15 Civ. 4284(TPG) 25 ------x

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-21 Filed 03/11/16 Page 3 of 60

3 G31dnmla

1 ------x

2 Related Cases continued:

3 11 Civ. 8817(TPG) 15 Civ. 2369(TPG) 4 15 Civ. 7367(TPG)

5 ------x

7 New York, N.Y.

8 March 1, 2016 1:34 p.m. 9 Before: 10 HON. THOMAS P. GRIESA, 11 District Judge 12 APPEARANCES OF PARTICIPATING COUNSEL 13 DECHERT LLP 14 Attorneys for Plaintiff NML Capital BY: ROBERT A. COHEN 15 FRIEDMAN KAPLAN SEILER & ADELMAN LLP 16 Attorneys for Aurelius Plaintiffs, Blue Angel BY: EDWARD A. FRIEDMAN 17 DEBEVOISE & PLIMPTON 18 Attorneys for EM, Ltd. BY: MICHAEL B. MUKASEY 19 GIBSON, DUNN & CRUTCHER LLP 20 Attorneys for NML BY: THEODORE B. OLSON 21 HOLWELL SHUSTER & GOLDBERG LLP 22 Attorneys for Montreux Partners, Cordoba Capital, Wilton Capital 23 BY: MICHAEL S. SHUSTER

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-21 Filed 03/11/16 Page 4 of 60

4 G31dnmla

1 APPEARANCES CONTINUED

2 CRAVATH, SWAINE & MOORE LLP 3 Attorneys for Defendant Republic of Argentina BY: MICHAEL A PASKIN 4 LATHAM & WATKINS LLP 5 Attorneys for Euro Bondholders for Order BY: CHRISTOPHER J. CLARK 6 MILBERG LLP 7 Attorneys for Plaintiffs in Varela and 10 other actions (small bondholders) 8 BY: MICHAEL C. SPENCER

9 DUANE MORRIS LLP Attorneys for nonsettling plaintiffs group 10 BY: ANTHONY J.COSTANTINI

11 WEIL, GOTSHAL & MANGES LLP Attorneys for Attestor Master Value Fund LP, 12 Bybrook Capital Master Fund LP, Trinity Investments Limited, White Hawthorne, LLC 13 Yellow Crane BY: RICHARD L. LEVINE 14 GLEASON & KOATZ, LLP 15 Attorneys for Fazzolari and Julio Roberto Perez BY: ANU BHARGAVA 16 PROSKAUER ROSE LLP 17 Attorneys for small noteholders BY: JENNIFER R. SCULLION 18 MORGAN, LEWIS & BOCKIUS LLP 19 Attorneys for Red Pines and Trinity Intervenors BY: P. SABIN WILLETT 20 ANDERSEN SLEATER, LLC 21 Attorneys for Intervenor Mohammad Ladjevardian BY: JESSICA J. SLEATER 22 REED SMITH LLP 23 Attorneys for The Bank of New York Mellon as Indenture Trustee 24 BY: ERIC A. SCHAFFER

SOUTHERN DISTRICT REPORTERS, P.C. (212) 805-0300 Case 1:06-cv-03276-TPG Document 31-21 Filed 03/11/16 Page 5 of 60

5 G31dnmla

1 THE CLERK: Conference on the request for orders

2 granting the Republic's motion, NML Capital limited versus the

3 Republic of Argentina and all affiliated case captions.

4 All parties are present, your Honor.

5 THE COURT: Good afternoon. Please be seated.

6 Today's hearing is to give those who favor my

7 indicative ruling and those who oppose my indicative ruling the

8 opportunity to be heard. So I think that it has been organized

9 to the order of which you'll speak and so forth. So let's

10 proceed with the order that has been established.

11 THE CLERK: Your Honor, speaking for the motion, this

12 first speaker will be Mr. Michael Mukasey.

13 Mr. Mukasey, if you would please stand at the podium

14 and make your presentation.

15 MR. MUKASEY: May it please the Court:

16 Good afternoon, your Honor. I am Michael Mukasey, of

17 Debevoise Plimpton. I'm here for EM Limited, which is one of

18 the plaintiffs that has signed an agreement in principle to

19 settle its claims against Argentina and therefore supports

20 entry of a final order lifting the pari passu injunctions as

21 provided in your Honor's indicative ruling.

22 Before counsel for Argentina present their legal

23 position, I just want to go through a little bit of history

24 that got us here.

25 THE COURT: Could you speak just a little slower so I

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1 can absolutely hear you.

2 MR. MUKASEY: OK. The Court now has before it all of

3 the actions, 62 in all, in which plaintiffs have secured

4 injunctions to specifically enforce the pari passu clause and

5 the 1994 fiscal agency agreement. Argentina has moved before

6 this Court to issue a final order providing that you would

7 vacate the injunctions issued in all of those cases.

8 To use the terminology from your Honor's February 19

9 indicative ruling, Argentina is asking that this Court lift

10 both the original injunctions and the "me too" injunctions, the

11 original injunctions having been entered in February of 2012

12 and the "me too" injunctions in 2015. As the Court correctly

13 stated in the indicative ruling, the Court has to lift the

14 injunctions in all cases in order to avoid harming plaintiffs,

15 like my client EM and others, that have reached agreement in

16 principle with Argentina.

17 Argentine filed motions in this Court seeking relief

18 from the pari passu injunctions because the "me too" injunction

19 was then on appeal in Circuit Court. Your Honor issued an

20 indicative ruling that should the case be remanded from the

21 Second Circuit, your Honor would vacate the injunction based on

22 strong evidence of recently changed circumstances. And on

23 February 19th, after full briefing by plaintiffs and Argentina,

24 your Honor issued an indicative ruling, saying that if the

25 cases were remanded from the Court of Appeals, your Honor would

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1 enter an order conditionally lifting the pari passu injunctions

2 if, and only if, two conditions were met -- that is the Lock

3 Law, that was enacted by the Argentine Legislature that

4 prevented payment, would have to be repealed, and, second, that

5 Argentina would have to make full payment to all plaintiffs who

6 entered into agreements in principle with Argentine on or

7 before February 29, which was yesterday.

8 Argentina then took that indicative ruling to the

9 Second Circuit, asked that Court remand the "me too" cases to

10 this Court so that your Honor could enter a final order

11 conditionally lifting the injunctions. On February 24,

12 Argentina went further and dismissed its appeal pending before

13 the Court of Appeals seeking review of the "me too" injunction,

14 did that with prejudice. On the same day, they dismissed a

15 related appeal contesting the scope of the original injunction,

16 did that with prejudice as well. And the Second Circuit

17 immediately issued a mandate restoring jurisdiction to this

18 Court in all of those cases.

19 In its order dismissing the appeals, the Second

20 Circuit said that dismissal was subject to two conditions,

21 agreed to by the parties: First, that Argentina would request

22 a hearing before this Court at which all parties could be heard

23 before any final order is entered -- and that's why we're here

24 today -- and, second, that any final order vacating the

25 injunctions would be stayed for up to two weeks so that anybody

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1 who opposed the order could take an appeal to the Second

2 Circuit and ask for a further stay if they thought one was

3 warranted. Now, Argentina has moved this Court to enter a

4 final order conditionally vacating the injunctions in all cases

5 and has also asked, as the Second Circuit directed, that this

6 Court hold this hearing.

7 Now, the arguments supporting Argentina's request to

8 lift the pari passu injunctions are, if anything, even stronger

9 today than they were when your Honor issued the indicative

10 ruling on February 19. Argentina has now entered into

11 agreements in principle covering over $8 billion of claims in

12 these cases, but in order for any of those to go forward, the

13 pari passu injunction has to be lifted in all cases.

14 Your Honor unquestionably has the power to vacate an

15 injunction, that being an equitable remedy. You have the power

16 to vacate it in light of changed circumstances. And here the

17 evidence of changed circumstances is overwhelming. Your Honor

18 wrote in the indicative ruling that President Macri's election

19 changed everything, but since then a great deal more has

20 happened.

21 First, the substantial settlement agreements in the

22 records really speak for themselves. After years of

23 obstruction under the prior regime, in a short period of time

24 Argentina has managed to come to terms with the vast majority

25 of its creditors, leaving only a few parties who are holding

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1 out for more while preventing any of the settlements from going

2 forward. These holdouts may or may not agree to the terms

3 offered by Argentina. But whether they do or not, the

4 injunction has clearly served its purpose of encouraging

5 Argentina to engage in meaningful settlement negotiations.

6 Second, since the Court's indicative ruling, Argentina

7 has voluntarily abandoned its appeals challenging the Court's

8 authority to issue the injunctions. That, too, is evidence of

9 changed circumstances.

10 And, finally, Argentina has agreed that any relief

11 from the injunction should be conditioned both on repealing the

12 Lock Laws and payment of the settlements under the agreements

13 that were reached as of yesterday.

14 At this point, I think it's fair to say it's the

15 injunction itself, not Argentina, that stands in the way of

16 resolving this dispute. As your Honor found in the indicative

17 ruling, these changed circumstances have rendered the

18 injunctions inequitable and detrimental to the public interest.

19 The injunction is inequitable because it prevents

20 settling plaintiffs from receiving payment of their claims. My

21 client EM, for example, obtained a final judgment in this Court

22 more than 12 years ago, and it stands to receive approximately

23 $850 million by settling with Argentina. Allowing the

24 injunction to remain in place would only serve to empower

25 plaintiffs who have not settled to hold out for a better deal

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1 while preventing the settling plaintiffs from receiving the

2 settlement that they have agreed to. In order to avoid this

3 inequitable result, the injunction should be lifted in every

4 case in which it is entered because otherwise nothing can go

5 forward in any case.

6 The question before the Court is whether the interests

7 of the remaining holdouts in negotiating a better deal outweigh

8 the interest of the settling plaintiffs in resolving their

9 disputes, the interest of the exchange bondholders from

10 receiving payment of their bonds, and the interest of the

11 Argentine people generally in securing a better economic future

12 for their country.

13 For the reasons that are stated in the Court's

14 indicative ruling, the Court should exercise its discretion to

15 lift the injunctions entered in all cases upon the fulfillment

16 of two conditions, as your Honor set forth in the injunctive

17 ruling -- in the indicative ruling: First, termination of the

18 Lock Laws, and, second, payment to the parties who reached

19 agreements in principle on or before February 29.

20 Unless your Honor has specific questions of me, I'm

21 happy to yield to counsel for Argentina, Michael Paskin, and

22 I'll be happy to respond later on, if necessary, to any points

23 that get made by those who oppose lifting the injunction.

24 Thank you.

25 THE CLERK: Thank you, Mr. Mukasey.

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1 The next speaker will be Mr. Shuster.

2 Mr. Shuster, thank you.

3 MR. SHUSTER: Thank you.

4 Michael Shuster, your Honor, from Holwell Shuster &

5 Goldberg. I represent four of the settling plaintiffs --

6 Montreux Partners, Los Angeles Capital, Cordoba Capital and

7 Wilton Capital -- in four of the separate individual actions.

9 Your Honor, my clients favor the indicative ruling and

10 support Argentina's motion now that the ruling be made

11 permanent. The indicative ruling was correctly decided. My

12 plaintiffs were an early settler. My plaintiffs settled early

13 because it was obvious to them that Argentina had changed

14 dramatically its approach to this dispute, that it was very

15 serious about settling and resolving this and putting the case

16 behind it, and because it made an offer that was fair and

17 reasonable, and because the offer was fair and reasonable my

18 clients accepted it.

19 The case has reached this posture because the lead

20 plaintiffs, and other plaintiffs, have successfully pursued a

21 strategy in this court. We're here because of the Court's good

22 and wise decision making over the course of ten years, and

23 we're here because of the constructive and indispensable role

24 that the Special Master has played in bringing the parties

25 together so that this decade-long litigation can finally be put

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1 behind Argentina, the Court, and the parties.

2 From our perspective, the equities here have shifted

3 dramatically. We are highly sensible of the fact that on the

4 other side of this dispute is a sovereign state, a sovereign

5 state whose public finances have been handcuffed by virtue of

6 the injunctions that have been in place for a decade, properly

7 so given its conduct, but it's conduct has changed. Argentina

8 fought an election over this issue. President Macri was

9 elected in part over this issue. This is a matter of central

10 concern to the national life of a sovereign state -- and not a

11 wealthy state, a state which needs to be able to now gain

12 access to the capital markets so that it can raise capital not

13 only to settle this litigation but so that it can benefit its

14 people who are by no means wealthy.

15 So the government is prepared and has been prepared to

16 settle all of these claims. It has indicated that it will

17 actually repeal legislation that stands in the way of resolving

18 these matters. It is simply doing everything it can to be

19 responsive to the will of this Court, to the needs of the

20 parties, and to its own needs.

21 From our perspective, there are some parties here who

22 seem to want to snatch still more litigation from the jaws of

23 settlement. We think that would be a mistake. We think that a

24 historic resolution of this case is at hand not only for this

25 Court but for the Republic of Argentina and its people. To us

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1 the equities have shifted decisively in favor of lifting the

2 injunction, and for the sake of all concerned we strongly

3 support the motion and your Honor's indicative ruling.

4 THE CLERK: Thank you very much, sir.

5 Mr. Michael Paskin.

6 MR. PASKIN: Good afternoon, your Honor. Michael

7 Paskin from Cravath, Swaine & Moore for Argentina.

8 As Mr. Mukasey and Mr. Shuster have indicated, we are

9 in favor of the motion to convert into an order your Honor's

10 indicative ruling of eleven days ago. The indicative ruling

11 was based on sound findings of fact and an observation of the

12 changed circumstances that have obtained in the time since the

13 original injunctions were entered and, most specifically, in

14 the time since President Macri came into office just over two

15 months ago.

16 The issue to be decided today, your Honor, is really

17 quite simple. It's whether those circumstances that your Honor

18 has found have changed are still the case. And we believe that

19 they are even more so in place because your Honor's indicative

20 ruling also -- subsequent to your Honor's indicative ruling,

21 there have been additional settlements that have been agreed

22 upon, and Argentina has further demonstrated its willingness

23 and eagerness to put these issues behind it because it has

24 withdrawn appeals that were currently pending before the Second

25 Circuit because it is fully invested in the opportunity that

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1 your Honor is presenting them with to resolve these disputes

2 once and for all.

3 There are a few issues that have been raised in the

4 various submissions made over the last several days objecting

5 to the indicative ruling and suggesting that your Honor should

6 not convert it into a final order, and I'd like to address a

7 few of those.

8 Perhaps the most important one is the suggestion that

9 in some way it would be OK if the order vacating the

10 injunctions in place were not done across all cases but were

11 perhaps done on some cases but not others depending on whether

12 a party has agreed to a settlement or not. I submit, your

13 Honor, that while there are injunctions that have been entered

14 in multiple nonconsolidated cases, the injunctive relief in

15 play here is not a plural thing. It is a singular thing that

16 has been prescribing Argentina's conduct, that has been

17 preventing Argentina from boosting its economy through

18 resolving these cases and accessing the international capital

19 markets, and your Honor entered those rulings both in 2012, and

20 subsequently, based on a common set of circumstances that the

21 Court had observed at that time. Those circumstances, which

22 were common at the time to Argentina's conduct, have changed in

23 a way that is common to all cases.

24 So I respectfully submit that to the extent your Honor

25 converts the indicative ruling into a final order, which the

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1 Republic obviously believes should be done, that it be done

2 across all cases regardless of whether a settlement has been

3 reached in that particular case or not. And as a practical

4 matter, your Honor, this issue is critical. The reason that

5 it's critical is because if the injunction remains in place in

6 any single case, then the relief exists exactly as it has for

7 these past several years. It gives any nonsettling party not

8 only a veto power and the ability to exercise its own will to

9 settle or not settle as it sees fit, which, of course, is any

10 party's right, but it allows that party, whether it is a large

11 plaintiff such as NML or any of the smaller individual

12 plaintiffs who your Honor will probably be hearing from today,

13 it gives any one of them the ability to blow apart the entire

14 global settlement across all cases and across all parties,

15 because if the injunction remains in any one case, the relief

16 that the injunction prescribes remains in place regardless of

17 whether the order has been vacated in other cases.

18 Another issue that's been raised, your Honor, is that

19 certain parties have suggested that rather than enter an order

20 following on what the indicative order said that would set

21 conditions upon performance of which the injunctions in place

22 would automatically be vacated, there are certain objecting

23 parties who believe that the Court should hold a separate

24 hearing down the road after those conditions have been

25 satisfied and only at that time make a determination about

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1 whether the injunctions should actually be lifted. Again, we

2 submit, your Honor, that that is not a workable solution.

3 First, there are a lot of issues in play here,

4 including the need to get new legislation through Congress to

5 repeal the laws that have acted for so long as an impediment to

6 settlement in Argentina as well as the likely need to access

7 the capital markets in order to raise financing to fund these

8 settlements. If there is not certainty, your Honor, about the

9 import of your Honor's ruling and the decision that upon the

10 occurrence of certain conditions the injunctions will be

11 lifted, which we fully expect to be quickly briefed and argued

12 before the Second Circuit so that we can get a final answer on

13 that question as quickly as possible, then it becomes much

14 harder to implement those required changes. If there is

15 uncertainty about whether your Honor will ultimately decide to

16 vacate the injunctions even upon those conditions occurring,

17 then there will be uncertainty in the Congress in Argentina,

18 there will be uncertainty within the capital markets, and it

19 becomes more difficult to implement this plan of global

20 settlement than if your Honor does what your Honor has already

21 chosen to indicate in the indicative ruling, which is to put an

22 order in place that would go into effect -- that it would be

23 ordered immediately that would call for the automatic lifting

24 of the injunctions upon the occurrence of those two important

25 conditions, one being the required legislative changes and the

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1 second being payment to those parties who have reached

2 settlements.

3 Another objection that's been made in some of the

4 submissions of the last couple of days, your Honor, relates to

5 the supposed fairness or unfairness of the public settlement

6 proposal that was put forward by Argentina earlier this

7 month -- or, excuse me, on February 5th, because we're now in

8 March. As your Honor correctly observed in the indicative

9 ruling, the question of how fair or not or how reasonable the

10 terms of settlement are, whether the terms that have been

11 offered, the terms that had been accepted and reflected in

12 actual agreements, that is not a question that the Court needs

13 to get involved in or needs to decide in reaching the relief

14 that we are seeking. Those are not the changed circumstances

15 that are required.

16 The fact is -- and your Honor has observed -- that

17 circumstances have changed because of Argentina's general

18 openness towards --

19 THE CLERK: Time, counsel.

20 MR. PASKIN: -- and it's willingness to engage and

21 reflect those agreements with certain parties that have already

22 settled.

23 Thank you, your Honor.

24 THE CLERK: Thank you, Mr. Paskin.

25 Mr. Christopher Clark.

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1 MR. CLARK: Thank you, your Honor.

2 I represent the Euro bondholders and certain

3 affiliated exchange bondholders.

4 Argentina owes my clients billions of dollars. I

5 don't think anyone in this room disputes that it's fairly owed.

6 Your Honor has stressed repeatedly throughout these proceedings

7 that my clients have a right to be paid just as the holdout

8 bondholders have a right to be paid.

9 Your Honor perceived extraordinary circumstances in

10 this litigation and issued an extraordinary remedy, which was

11 an injunction, in a breach of contract case, prohibiting the

12 payment of my clients' due, and that's gone on for years.

13 That's gone on now to the tune of $3.1 billion being withheld

14 from my clients and other exchange bondholders by operation of

15 the injunction.

16 As your Honor indicated in the indicative ruling, the

17 extraordinary circumstances that merited the extraordinary

18 relief the Court granted are gone. Argentina is absolutely

19 engaging with the holdout bondholders. Argentina has settled

20 with the holdout bondholders, or the vast majority thereof.

21 Argentina is ready, willing and able, it seems, to repeal the

22 Lock Law and to pay on the settlements that have been agreed

23 to.

24 And so, as your Honor noted in the indicative ruling,

25 when you look at the equities here, the parties that have

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1 benefited are the holdout bondholders, who have engaged with

2 Argentina and worked out a settlement, and we're left

3 disadvantaged, your Honor. We've done nothing wrong. We hold

4 bonds. We've got payments that Argentina would like to make to

5 us, and at this point the only impediment from that fair and

6 just result is the injunction.

7 And so as your Honor correctly noted in the indicative

8 ruling, the balance of equities has changed; it's changed

9 materially. The facts on the ground have changed in that

10 Argentina has absolutely done the things the injunction was

11 meant to do. It wasn't meant to make them pay a certain amount

12 of money for a settlement that holdouts found acceptable. Your

13 Honor correctly noted, it was made to make them engaged. And

14 through the efforts of the Court and the Special Master and the

15 parties, they have done that. And at this point the equitable

16 result would be to grant the motion, start the process of my

17 clients getting paid their due and what they're owed. At this

18 point in this dispute, we're basically the only people with a

19 multibillion-dollar claim left that's not certain, and that's

20 not equitable, as your Honor noted.

21 So we fully support the granting of the indicative

22 ruling and ask that it be converted to a final order.

23 Thank you, your Honor.

24 THE CLERK: Thank you, Mr. Clark.

25 Now speaking against the motion will be Mr. Robert

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1 Cohen.

2 MR. COHEN: Good afternoon, your Honor. Robert Cohen,

3 from Dechert LLP, on behalf of plaintiff NML Capital.

4 Mr. Olson will be making our substantive argument. I

5 rise just to note for the record that we have withdrawn a

6 declaration that was submitted in support of our proposal, the

7 declaration of Mr. Jay Newman --

8 THE COURT: I am having a little trouble hearing you.

9 Just keep your voice up a little more, please.

10 MR. COHEN: Thank you, your Honor.

11 I rise, your Honor, just to note for the record that

12 we have withdrawn today the declaration of Mr. Jay Newman that

13 was submitted in support of our opposition papers, and we're

14 informed the Clerk's office has withdrawn that. So, we are not

15 relying on that declaration today.

16 THE CLERK: Thank you, Mr. Cohen.

17 Mr. Olson.

18 MR. OLSON: Thank you, your Honor. May it please the

19 Court:

20 My name is Theodore Olson, from Gibson Dunn &

21 Crutcher. I represent NML Capital. I have only one point to

22 make to your Honor. Together, NML Aurelius and Blue Angel and

23 Olifant represent 65 percent of the claims in this litigation.

24 As of yesterday, these plaintiffs entered into an agreement in

25 principle with Argentina to settle their claims in this

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1 litigation. This agreement is a monumental achievement. It is

2 a great tribute to the Court's patient and meticulous

3 supervision. It is also testimony to the tireless effort of

4 the Special Master and to the dedicated engagement of all of

5 the parties on all sides.

6 But the agreement is just at the edge of being

7 successful. Several steps must still occur, as you know,

8 before that success is finally realized. It is imperative that

9 these steps be handled delicately at this critical juncture.

10 Precipitous action now could jeopardize the settlements and

11 generate more litigation. We believe that everyone concerned

12 should want to avoid that possibility at all costs, Argentina

13 particularly. That goal is consistent with preserving this

14 remarkable achievement, and it is consistent with what the

15 Second Circuit sent us here to do.

16 With respect, we are concerned that entering the order

17 suggested in the Court's indicative ruling could well delay the

18 resolution of this case and might even put the settlement in

19 jeopardy. Argentina seems today even to be suggesting an

20 appeal. But as of yesterday morning, approximately 15 percent

21 of the plaintiffs in this litigation have not settled with

22 Argentina. If this Court enters an order that would vacate

23 their injunctions immediately, they are almost certain to

24 appeal from that order. If there are appeals, Argentina has

25 indicated that it might well delay any legislative action in

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1 Argentina to vacate the Lock Law. Appeals could last for

2 several months during which time everyone's settlement would be

3 in limbo and in jeopardy.

4 The far better result would be to postpone any order

5 vacating the injunctions so that these remaining plaintiffs can

6 have an opportunity to negotiate with Argentina. The

7 negotiations have moved quickly for those who are permitted to

8 negotiate. Argentina was able to negotiate settlements of 85

9 percent of the claims in 30 days, but many of those remaining

10 plaintiffs have not yet had an opportunity to negotiate with

11 Argentina either in person or through the Special Master. We

12 submit that with another 30 days Argentina could surely reach a

13 resolution with the remaining plaintiffs.

14 We believe, as this Court has repeatedly reminded us,

15 that settlement is the only way to resolve this litigation, and

16 negotiation is vastly more constructive than litigation, at

17 least now that Argentina is negotiating. Further negotiation

18 is the quickest route to the exit. An order vacating the

19 injunctions immediately is only a route, almost certainly, to

20 the Second Circuit. That should be the last thing that any of

21 us wants, including Argentina.

22 So we ask that the Court allow just 30 additional days

23 for orderly negotiations with the remaining plaintiffs to

24 continue before it takes any action to vacate the injunction.

25 It is a small request given the stake, the time that's already

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1 been invested in this case, and the great risk that if

2 precipitous action is taken.

3 Thank you, your Honor.

4 THE CLERK: Thank you, Mr. Olson.

5 Mr. Edward Friedman, please.

6 MR. FRIEDMAN: Good afternoon, your Honor. May it

7 please the Court:

8 I am Edward Friedman, with the firm of Friedman Kaplan

9 Seiler & Adelman. We represent plaintiffs Aurelius and Blue

10 Angel. My clients are part of the group representing

11 65 percent of the plaintiffs with injunctions who have entered

12 into an agreement in principle with Argentina yesterday along

13 with NML and Olifant.

14 We very much hope, your Honor, to see this settlement

15 consummated and performed. The reason why I am standing now in

16 opposition to the motion of Argentina for entry of an order is

17 that, first of all, we do agree 100 percent with what Mr. Olson

18 said on behalf of NML, that it is important for the Court not

19 to act precipitously and to allow at least 30 days for

20 negotiations to continue, to allow the Congress and Argentina

21 to act, and then there will be time for the Court to consider

22 the landscape and enter an order.

23 Whenever the Court enters an order based on its

24 indicative ruling, we believe there is one very important

25 clarification that is essential, and I did discuss this with

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1 counsel for Argentina a couple of days ago. I was surprised

2 that counsel for Argentina did not agree with my suggested

3 clarification, and I would like to explain to the Court what

4 that is and why we think it is essential in keeping with what

5 your Honor ruled in the indicative ruling.

6 If I may, your Honor, I would like to approach the

7 bench and hand to the Court the last page of the indicative

8 ruling with your Honor's conclusion and also the form of order

9 that we have proposed and the form of order proposed by the

10 Republic. And I have opened the two forms of order to the

11 relevant page.

12 (Pause)

13 I will explain in a moment, your Honor, exactly what

14 is the clarification we are requesting, which is in the

15 plaintiffs' proposed form of order, starting with "for the

16 avoidance of doubt." If I may, I would like to start with what

17 your Honor has already said in the indicative ruling.

18 As your Honor knows and can see, in the conclusion to

19 the Court's indicative ruling, the Court stated that it would

20 vacate the injunctions upon the occurrence of two conditions.

21 The second condition says that for plaintiffs that enter into

22 agreements in principle with the Republic on or before

23 February 29, 2016 -- and I'm going to pause because plaintiffs

24 NML, Aurelius, Blue Angel and Olifant are plaintiffs who have

25 entered into an agreement in principle on or before

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1 February 29, 2016 -- what the Court says for the injunctions to

2 be vacated is that the Republic must make full payment in

3 accordance with the specific terms of each such agreement. I

4 believe, your Honor, that the Court's ruling is very clear.

5 There must be full payment in accordance with the specific

6 terms of each agreement or else the injunctions will not be

7 vacated.

8 The agreement that Aurelius and the other plaintiffs

9 entered into with Argentina spells out the specific terms for

10 payment and other terms and conditions. Under our agreement in

11 principle, if Argentina fails to make full payment by April 14,

12 Aurelius and the other plaintiffs have the right in the

13 agreement to terminate. We hope payment is made. We entered

14 into the settlement agreement because we hope it will be

15 performed. But, obviously, our rights are very important to us

16 if Argentina does not make full payment in accordance with the

17 terms and if we, therefore, in accordance with the terms,

18 terminate the agreement.

19 When I spoke to counsel for Argentina, the

20 clarification that I suggested, which is now before your Honor,

21 says that for the avoidance of doubt, if plaintiffs do not

22 receive full payment in accordance with the specific terms of

23 the agreement in principle for any reason, including if

24 plaintiffs terminate the agreement in principle on or after

25 April 14, 2016, in accordance with the terms of the agreement

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1 in principle, the injunction shall remain in place. We believe

2 that clarification is exactly consistent with what your Honor

3 stated in the indicative ruling, namely, Argentina must make

4 full payment in accordance with the specific terms of the

5 agreement or else the injunctions are not vacated.

6 The position now being taken by Argentina, your Honor,

7 is that if my clients terminate the agreement in accordance

8 with the terms and are not paid, here's the situation they are

9 in according to Argentina, which we think is totally contrary

10 to your Honor's ruling. My clients would be in a situation

11 where they are not paid, Argentina says, but if Argentina goes

12 forward and pays other plaintiffs who have settlement

13 agreements, then the injunctions in favor of NML, Aurelius,

14 Blue Angel and Olifant, 65 percent of the plaintiff group,

15 those injunctions will be terminated, vacated.

16 The reason why we submit that is ridiculous,

17 inequitable and contrary to your Honor's indicative ruling is

18 that if you put aside the plaintiffs I am now speaking about,

19 the plaintiffs who represent 65 percent of the group, then we

20 have, as your Honor heard earlier, 15 percent of the plaintiffs

21 don't have agreements --

22 THE CLERK: Time, Mr. Friedman.

23 MR. FRIEDMAN: I will just finish these two sentences.

24 -- Argentina says, well, we've settled with

25 20 percent, it's actually 10 percent, your Honor, because

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1 10 percent are being paid in full, which was not offered to our

2 client. So the absurdity is if Argentina honors settlement

3 agreements with 10 percent of the plaintiffs, my clients'

4 injunctions are vacated. That is not what the indicative

5 ruling says.

6 Thank you, your Honor.

7 THE CLERK: Thank you, Mr. Friedman. Thank you, very

8 much.

9 Mr. Michael Spencer.

10 MR. SPENCER: Good afternoon, your Honor. Michael

11 Spencer from Milberg LLP. I represent the group that we've

12 called the small bondholders. These are bondholders in 11

13 actions with the caption starting with Varela v. the Republic

14 of Argentina.

15 We are the largest group, your Honor, of the

16 15 percent of the bondholders who have not yet settled. So we

17 are here today, your Honor, with a very specific and urgent

18 perspective, to ask your Honor very strongly, please, do not

19 vacate the injunctions until we have had the opportunity to

20 negotiate with Argentina, because we want to settle as well.

21 We haven't been able to negotiate toward a settlement yet.

22 There is no reason to rush entry of your Honor's indicative

23 order, and we would agree strongly with Mr. Olson's request

24 that the Court stay its hand for 30 days to allow us to

25 negotiate in accordance with the status quo that is presently

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1 in existence. We believe that comports with legality and with

2 the equities of the situation and will not throw us into the

3 Second Circuit, where everything that this Court has tried to

4 create so far might be jeopardized.

5 I have three things specifically to say to your Honor.

6 I would like to describe who we are. I would like to describe

7 why we have not settled, and I'd like to elaborate briefly on

8 exactly what I think the Court should do here today.

9 Your Honor, the claims that my group represents are

10 about $800 million. There are a number of other lawyers in the

11 courtroom today who also represent individual and small fund

12 bondholders who comprise the 15 percent who have not yet

13 settled. Most of us have been litigating since shortly after

14 the default in 2001. Most of these people, your Honor,

15 distinct from the hedge funds you just heard from, are

16 individuals or small funds. Most of them bought, your Honor,

17 predefault for the full face value of the bonds, and,

18 therefore, your Honor, they have a very different perspective

19 on this situation.

20 Most of them bought in small amounts. I get calls

21 every week from a $10,000 bondholder in Argentina who is very

22 nervous about this situation. Many of my clients are from

23 Argentina. Many of them bought the bonds because they were

24 beseeched for patriotic reasons by their country to make the

25 purchases. And, your Honor, they have been hanging on ever

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1 since in about 60 actions for my clients and others for other

2 lawyers that have been brought in this Court.

3 So, your Honor, I suggest we are the people that your

4 Honor has been trying to protect over the years so that we

5 could get to the point where the cases could be settled, and I

6 know your Honor's goal has been that and I know the Special

7 Master's goal has been that. So we were very happy when the

8 Macri administration announced late last year that it was open

9 to settlement. We share the Court's view on that.

10 So my second point, your Honor: Why haven't we

11 settled? And the short answer is, your Honor, due to the

12 circumstances of the negotiations, we have not yet had an

13 opportunity to negotiate with Argentina. As a practical

14 matter, your Honor, I think the main reason for that is that

15 the decision was made to allow the largest bondholders to go

16 first, and that may have been a reasonable approach to this,

17 your Honor. The smaller bondholders tried to get involved in

18 that process but we were told to wait our turn, which we have.

19 So, your Honor, we haven't been intransigent. There

20 is not an impasse. We are not greedy. We just haven't had a

21 chance to negotiate.

22 And I'm here, your Honor, to ask you, please, to give

23 us that chance. With the pari passu injunctions that we have

24 invested so much effort over the past two years to achieve,

25 leave the status quo for a month to give us a fair chance to

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1 negotiate.

2 We were astonished when Argentina on

3 February 11th asked your Honor to vacate the injunctions simply

4 because it was premature to do so, your Honor. Since we

5 haven't negotiated and since Argentina is very aware that we

6 have not had the chance to negotiate yet, it is unfair to

7 change the status quo until we have been allowed to bask in the

8 sunlight that the Macri administration says it has brought to

9 this situation. So far, we have not. So far, we have not been

10 able to negotiate substantively with Mr. Caputo and his team.

11 Your Honor, we will negotiate with them in New York.

12 We will negotiate with them in Buenos Aires. We will do it

13 with the Special Master or in any other way that seems

14 appropriate, but we need the opportunity to sit down with them.

15 And it is unfair and overly hasty, I submit, your Honor, to

16 change the present situation until we have been given that fair

17 opportunity to negotiate.

18 So my proposal, your Honor, is the same as the one

19 that Mr. Olson made, even though I didn't know he was going to

20 say what he said until he was at the podium here. My

21 rhetorical question is: What's the rush, your Honor? Please

22 stay your hand for a month, allow us to negotiate with

23 Argentina, and I believe, your Honor, that we will be able to

24 move the 85 percent that has currently been achieved up to

25 close to or at 100 percent.

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1 Your Honor, if the indicative ruling is entered as an

2 order, I am quite sure that I and the other lawyers

3 representing the 15 percent who have not settled --

4 THE CLERK: Time, Mr. Spencer.

5 MR. SPENCER: -- will have no choice but to appeal to

6 the Second Circuit, and as Mr. Olson and Mr. Friedman said,

7 that could ruin the delicate balance that favors negotiation

8 that we presently have.

9 Thank you.

10 THE CLERK: Thank you, Mr. Spencer.

11 Mr. Anthony Costantini.

12 MR. COSTANTINI: Good afternoon, your Honor. My name

13 is Tony Costantini of the Duane Morris firm. I represent a

14 real mix of plaintiffs. I have 115 individual bondholders in

15 one action, the Adami action. I also represent 10 different

16 institutional investors. So I've seen both

17 judgment/nonjudgment, settlement/nonsettlement, and I want to

18 contribute some thoughts.

19 The first thought that I have -- we will get it over

20 easily enough -- is that I agree entirely with what Mr. Olson

21 suggested in terms of the 30 days over. And as far as my

22 individual bondholder clients are concerned, I don't think I

23 could be as eloquent as Mr. Spencer just was before me, so I

24 will cut those parts of the argument.

25 I want to talk instead about two things. One is

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1 changed circumstances. We hear much from Mr. Paskin on how

2 much circumstances have changed. You have written in the

3 indicative ruling that circumstances have changed. But I think

4 there is a very important circumstance that has not changed.

5 Your Honor has ruled twice, and the Second Circuit has affirmed

6 twice, that the pari passu clause has been violated numerous

7 times by Argentina, that resulted in the payment of billions of

8 dollars to the exchange bondholders who have -- or who are

9 opposing today. That is the first thing.

10 And you have ruled twice, and the Second Circuit has

11 affirmed twice, that there is no money damages that can be

12 pursued because of the prior intransigence, and that

13 intransigence has not been removed. My clients only have an

14 equitable remedy, and to take that equitable remedy away for a

15 clear violation of the law that you've twice recognized is

16 inequitable, and we would oppose lifting the injunction

17 entirely.

18 I understand the concerns that many people have

19 expressed, and that you yourself expressed, in the indicative

20 opinion with regard to lifting the injunction, but I think if

21 you were inclined to do so, even though we would oppose it, I

22 think there are certain things that you need to focus on. One

23 is the conditions precedent. The first one, that Argentina

24 remove certain legislative impediments, I don't think you can

25 do that automatically, at least not to achieve confidence among

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1 the people otherwise. There is going to be a fight in the

2 Argentine legislature as to what gets passed in response to

3 that part of your condition. And you should maintain the right

4 to look at, review the Argentine legislative acts to see if

5 they truly do remove the impediments, particularly the

6 impediment with respect to collecting foreign money judgments

7 in Argentina, which is of great concern.

8 I also think, with respect to the second condition,

9 that that also should be reviewed for many of the reasons that

10 Mr. Friedman has so eloquently stated. I think, also, even

11 though I agree with the 30 days, there is no reason not to

12 extend the time to accept their offer from February 29th,

13 yesterday, for another three- or four-week period.

14 It is obvious from the submissions that have been made

15 from everybody that assuming we will, on everyone's part, that

16 there is confusion, lack of clarity, misunderstanding and

17 miscomprehension, and I don't say this in any way to denigrate

18 the work that has been done by the Special Master, which in my

19 view has been extraordinary, and you are to be complemented for

20 appointing Mr. Pollack as Special Master, but just yesterday I

21 had a client call at 10 o'clock in the morning and say, Tony,

22 you've been great but I'm accepting Argentina's settlement

23 offer. 10 o'clock at night the same client called me and said

24 I accepted their terms and they rejected it; there are

25 additional conditions they're imposing.

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1 Now, what are the merits or demerits of that

2 particular position? And I don't know enough to say it. I

3 think the extra time, both in terms of the protection for the

4 three weeks or the 30 days suggested by Mr. Olson would iron

5 out those kind of differences and get us closer. I also think

6 your Honor should consider if there is an alternative to

7 lifting the entire order. Maybe it can be lifted in stages.

8 I mean, we are certainly very, very sympathetic to the

9 concerns that are expressed by the other settling defendants.

10 They've lasted -- they've held out for as long as our clients

11 have, and we understand that, but we think that there are other

12 holders of external indebtedness who don't need to be treated

13 the same.

14 And the final thing I would suggest is that your Honor

15 is under an automatic stay of two weeks if you decide to lift

16 the order. There is no reason that you can't grant a stay

17 until the Second Circuit appeal is heard. And for my clients,

18 we are willing to agree right here and now to an expedited

19 briefing schedule in the Second Circuit so that this could be

20 accomplished as quickly as possible.

21 Thank you very much for your attention, your Honor.

22 THE CLERK: Thank you, Mr. Costantini.

23 Mr. Richard Levine.

24 MR. LEVINE: May it please the Court:

25 I'm Richard Levine, from Weil, Gotshal, for plaintiffs

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1 Attestor, Bybrook, Trinity, White Hawthorne and Yellow Crane,

2 "me too" plaintiffs. We represent a subset of the client

3 Mr. Costantini represents.

4 Let me say that I concur with almost all the arguments

5 we've heard this morning from Mr. Olson and Mr. Friedman and

6 Mr. Spencer and Mr. Costantini. My clients have not had the

7 opportunity to benefit from the changed circumstances that your

8 Honor has described in the indicative order in that we have not

9 yet had the opportunity to substantively engage with Argentina

10 or through the Special Master. We think that it would be

11 totally inequitable to pull the wool -- the rug out from under

12 us before we have had that opportunity. My clients are

13 slightly in a unique position in that they felt compelled

14 because of the February 29th deadline to be assured of being

15 treated fairly and fully with other settling plaintiffs to

16 tender settlement agreements yesterday. But as Mr. Costantini

17 indicated, there is confusion. There has been some pushback

18 from Argentina with respect to some of them. They don't know

19 exactly what Argentina is agreeing to. They think that all of

20 these things can be resolved if they have a chance to

21 negotiate. And they really think that the proposal to extend

22 the injunctive relief for another 30 days, as proposed by

23 Mr. Olson, the proposal to push forward the

24 February 29th deadline by three weeks, as articulated by

25 Mr. Costantini, are the only ways they can be treated fairly.

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1 There are three main points, your Honor, that I want

2 to briefly cover and otherwise we will rely on the arguments

3 set forth in our brief.

4 First, there is the issue of different treatment,

5 different dollar payments for plaintiffs with injunctive

6 orders, those who have and those who don't have injunctive

7 orders. Some of my clients have injunctive orders. Some of

8 them have made motions to your Honor for a pari passu

9 injunction, which the Court has not yet gotten to. And of

10 course, there are other bondholders out there who have the same

11 contractual rights who have not sought an injunction.

12 We believe that under the pari passu provision it is

13 completely unfair for Argentina to basically force on players,

14 on investors, the settlement which differentiates based on

15 whether or not they have an injunction, whether or not they

16 have moved for an injunction, which is still pending before

17 your Honor, or whether or not other bondholders have not moved.

18 It seems to us that's something which should be resolved

19 through negotiation, but, if not, it is something we think your

20 Honor needs to address. At a minimum, we ask that your Honor

21 enter the injunctive relief that is in pending motions with

22 retroactive effect so at least those who timely filed motions

23 are treated similarly with the plaintiffs who have received

24 injunctions from your Honor. We think that's required by the

25 pari passu provision and your Honor's and the Second Circuit's

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1 prior rulings therefor.

2 A second issue we have, your Honor, is that there

3 seems to be differing treatment by Argentina of the terms of

4 this unilateral order. That can't be. If it makes a

5 unilateral offer and it is accepted, it should be determined

6 and applied by Argentina consistently. So, for example,

7 Argentina in yesterday's submissions indicated it had

8 settlements with VR, Procella, and Red Pines. Each of these

9 plaintiffs have claims that extend back many years, bonds they

10 bought many years ago, and yet they have been accepted into the

11 settlement. Some of my clients have received questions or

12 comments on their settlement acceptance forms suggesting that

13 Argentina is questioning whether some of their older bonds

14 should be able to participate. That's not fair. If they make

15 a unilateral offer and it is accepted, it must be accepted as

16 to all similarly-situated plaintiffs, and we ask that your

17 Honor make clear that is something they are required to do.

18 Finally, just to reiterate on the point made by

19 Mr. Costantini and Mr. Spencer. Yesterday's deadline really

20 was unfair. As I indicated, my clients felt that -- my clients

21 are sophisticated investors. They are big boys. They still

22 felt they had no choice, because of the February 29th deadline

23 built into the offer, to tender settlement agreements yesterday

24 without ever having had the opportunity that 85 percent of the

25 bondholders had to engage with the Special Master, to engage

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1 with Argentina. That's just not fair.

2 Yesterday's deadline should be extended. Argentina

3 should be ordered to engage with all bondholders who want to

4 settle, who want to engage, and none of the injunctions, which

5 are based on pure contractual rights, as your Honor has

6 repeatedly found, should be lifted until at least there is that

7 opportunity to engage.

8 We thank you, your Honor. And we just say that

9 Argentina should not be able to rush this thing through but,

10 rather, your Honor should express the law to them to engage in

11 good faith negotiations with all the bondholders they have not

12 yet negotiated with. We think that's the minimum that equity

13 requires.

14 Thank you, your Honor.

15 THE CLERK: Thank you, Mr. Levine.

16 Attorney Anu Bhargava.

17 MS. BHARGAVA: May it please the Court:

18 Good afternoon, your Honor. Anu Bhargava, from

19 Gleason & Koatz. I represent individual and "me too"

20 bondholders Fazzolari and Julio Roberto Perez.

21 I join and adopt Mr. Olson's argument as our own and

22 on behalf of my clients.

23 Thank you so much, your Honor.

24 THE CLERK: Thank you very much, Ms. Bhargava.

25 The next speaker will be Ms. Scullion, Ms. Jennifer

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1 Scullion. Thank you.

2 MS. SCULLION: Good afternoon. Jennifer Scullion.

3 Your Honor, I represent eight classes of primarily very small

4 noteholders.

5 And let me just begin by saying although we oppose the

6 motion to vacate, if your Honor is still inclined to vacate, we

7 would adopt Mr. Olson's suggestion --

8 THE COURT: Can you start again and speak just a

9 little slower?

10 MS. SCULLION: Sure.

11 THE COURT: I have a little trouble understanding you.

12 MS. SCULLION: Absolutely.

13 Although we oppose, if your Honor does continue to

14 adopt the indicative ruling, we would ask that you adopt

15 Mr. Olson's suggestion of a 30-day period for substantive --

16 substantive -- negotiations with those who have not yet had the

17 opportunity to have those negotiations. Your Honor, those

18 people who have not had an opportunity include my clients. We

19 have tried repeatedly to have substantive negotiations. We

20 have been rebuffed at every turn. So if there is going to be a

21 substantive negotiation, if your Honor is going to order that,

22 I'd request that our classes be included in those substantive

23 negotiations.

24 Your Honor, I just want to address really two points.

25 One is this question of change of circumstances. As I think

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1 others have said, from my clients' perspective, there has been

2 no change of circumstances. You ask yourself, what were the

3 circumstances in 2005 and 2010? And they were that Argentina

4 decided unilaterally to make certain offers on its own terms

5 and on a take-it-or-leave-it basis. If you didn't take that

6 offer, you would not otherwise be paid; that was it.

7 The same circumstance exists today. The only thing --

8 the only thing Argentina has said that my clients are being

9 offered at this time is their unilateral standard offer, which

10 would impose a huge haircut on these classes who have held, by

11 definition, since 2004 at least continuously; frankly, most of

12 them have held much longer than that and bought before the

13 defaults.

14 And if we do not accept that offer, what is our

15 choice? Our choice is to continue to litigate to judgment, but

16 that has not changed. We still do not have Argentina agreeing

17 that if judgments are entered, that they will be honored, and

18 that was a factor that your Honor looked at and the Second

19 Circuit looked at in determining that injunctive relief was

20 necessary to protect rights. So, again, there have been no

21 change of circumstances from our clients' perspective.

22 The second point is a question of public interest, and

23 there is a line of special public interest. We agree that

24 there is a public interest in fostering settlement discussions,

25 but that means actual substantive negotiations. It does not

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1 mean here's an offer and that constitutes a settlement

2 negotiation. Enough has been said about that already.

3 But the other public interest here, I do submit, is in

4 the rule of law, and that's a public interest that serves not

5 only investors like my clients, who can then have some

6 assurance that the contractual rights that they've paid for are

7 going to be honored, but it also serves the interests of

8 Argentina and other sovereign debt issuers. If there is no

9 guarantee that the rule of law will be honored, then they won't

10 be able to issue debt at reasonable rates in the markets.

11 And what is happening right now, your Honor, is we

12 still have an undisputed pari passu violation and intended

13 further violations. There is really no dispute about that.

14 The question is remedy. And what's here right now is there

15 should be no remedy for a violation of your rights. If there

16 is no remedy, then there is no right and the rule of law is not

17 being upheld.

18 Your Honor, we respectfully request that you deny the

19 motion to vacate or adopt Mr. Olson's suggestion, in the

20 alternative, provided that we are included in those substantive

21 negotiations.

22 Thank you very much.

23 THE CLERK: Thank you, Ms. Scullion.

24 Mr. Willett.

25 MR. WILLETT: Good afternoon, your Honor. I'm Sabin

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1 Willett of Morgan Lewis. We represent the plaintiffs in the

2 Red Pines and Trinity cases. Those are Argentine pari passu

3 bonds that are governed by German and English law, and we are

4 intervenors in this proceeding just for purposes of addressing

5 the injunction.

6 I wanted to pick up on a point that creates a

7 technical problem for Mr. Paskin's order that you've heard a

8 lot about this afternoon, the people who tell you they have not

9 been able to negotiate with Argentina yet, and some of my

10 clients are in that same position. I should say, all 12 of

11 them have now settled -- all 12. But it's important that you

12 understand how did a person settle if he couldn't engage with

13 Argentina. And here's how.

14 Argentina published an offer on its website. The only

15 way you could settle, and be afforded the protections of the

16 indicative ruling, was to accept that offer without change by

17 February 29th. And that's what 11 of our clients did. One of

18 our clients did succeed in negotiating with Argentina and

19 reaching its own agreement, but all the rest had to simply take

20 Argentina's terms. Fair enough; it's a contract.

21 But here's the problem with Mr. Paskin's order. The

22 way you accepted that contract was you sent in a form listing

23 your bonds. The form itself provides that those bonds, which

24 are prescribed by the terms of the contract itself, are outside

25 the treatment of the settlement. If you were to enter

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1 Mr. Paskin's order, then Argentina would be able to

2 unilaterally decide which bonds are in and which bonds are out

3 of the settlement. If, on the other hand, your Honor takes up

4 Mr. Olson's suggestion and just waits 30 days, I expect any

5 problems like that could be resolved.

6 There is another way to solve this problem if you're

7 inclined to enter an order today and that picks up on a point

8 that you heard from Mr. Friedman. I have a very brief redline

9 of Argentina's order. If I could approach the bench, I could

10 describe for you this modest change that would be necessary?

11 And I should say, I gave a copy of this to Mr. Paskin

12 and Mr. Cohen before the hearing.

13 (Pause)

14 THE CLERK: Thank you.

15 MR. WILLETT: Your Honor, I turned it to page 6, the

16 last page of the order. And if you edit it simply to say that

17 the injunctions will be vacated upon your finding that the

18 conditions have been met, then all of the concerns that I think

19 you've heard from people on our side, or at least many of them,

20 would be addressed, and, I submit, Mr. Paskin's concerns will

21 be addressed, too.

22 He told us that he was worried that there would be

23 uncertainty if you don't rule today. Argentina would be -- its

24 parliament would be uncertain how to proceed; so would the

25 markets, he said. But they're going to be more uncertain if

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1 you enter an order today which automatically kicks in when

2 things are deemed to occur. No one will know what that means.

3 Whereas if it's up to your Honor, on a short-order of

4 notice brought by Mr. Paskin, who says I have now hit the

5 conditions, we have paid the people we settled with and we have

6 repealed the necessary laws, on very short notice your Honor

7 will be able to then vacate the injunctions. If that doesn't

8 happen, we're going to have the risk that all these people you

9 have heard about who haven't been able to engage, haven't

10 physically met Mr. Pollack, for example, they're going to be

11 stuck with Argentina's unilateral determination of whether a

12 specific bond is prescribed by the terms of its indenture or

13 trustee, as opposed to bringing that issue, if there is to be

14 such an issue, before your Honor.

15 Thank you very much, your Honor.

16 THE CLERK: Thank you, Mr. Willett.

17 Ms. Sleater.

18 MS. SLEATER: Thank you, your Honor, for the

19 opportunity to be heard today. I represent a group of small

20 bondholders who purchased their bonds in the 1990s. They are

21 real people. The largest holder is a 90-year-old man who is

22 disabled and hopes to use the interest from these bonds to

23 support himself.

24 We concur in all of the arguments that have been made

25 in opposition to entering the indicative ruling today.

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1 Our -- my clients don't have an injunction. They

2 filed an action in 2006 and have obtained judgment in 2007.

3 They have been waiting this entire time for Argentina to at

4 least speak to us. We have received no word --

5 THE COURT: I'll tell you, slow down a little bit.

6 MS. SLEATER: OK. We have received no word at all

7 from anybody on Argentina's side. We stand ready, willing and

8 able to enter into any kind of settlement negotiations. We

9 have no intention to blow apart any of the current settlements

10 that are out there. All we ask is for a reasonable amount of

11 time to engage in an opportunity to have these negotiations.

12 The Court has recognized the language in the bonds

13 holding that all bondholders, regardless of size, should

14 receive equal treatment, and this language is what caused your

15 Honor to enter these injunctions in the first place. So we

16 respectfully ask just that the Court grant a reasonable amount

17 of time for all bondholders to engage in negotiations of

18 settlement with Argentina.

19 Thank you.

20 THE CLERK: Thank you very much, Ms. Sleater.

21 Mr. Schaffer.

22 MR. SCHAFFER: Your Honor, Eric Schaffer, from

23 ReedSmith. I'm here on behalf of the Bank of New York Mellon,

24 as Indenture Trustee.

25 Your Honor, our issues are purely administrative.

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1 First, if the Court lifts the injunction, we will need to

2 understand when, how, and what distributions are to be made.

3 We will need guidance with regard to the record date for

4 payments and confirmation of amounts to be paid to the exchange

5 holders. Second, your Honor, we will want to ensure that the

6 Trustees' rights and protections under the indenture and under

7 orders of this Court are not impaired.

8 Your Honor, I believe that a supplemental order will

9 be necessary to deal with all of these mechanical issues, and,

10 your Honor, we have been working with counsel for the Republic

11 and we have received assurance with regard to all of the points

12 we've raised. So, we are hopeful of being able to address all

13 of that in a supplemental mechanical order, if you will.

14 Thank you, your Honor.

15 THE CLERK: Thank you, Mr. Schaffer.

16 Counsel now, the Court will afford time for rebuttal

17 of two minutes, whoever wants to rebut. And I will begin by

18 starting over again in the order in which we began.

19 Mr. Mukasey, do you care to offer two minutes of

20 rebuttal?

21 MR. MUKASEY: OK. Two minutes?

22 THE CLERK: Yes, sir. And you don't have to offer

23 rebuttal if you don't care to.

24 MR. MUKASEY: I care to.

25 With respect to Mr. Friedman's point about that if

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1 only 10 percent settle, there won't be any injunction in place

2 and that wasn't contemplated by the indicative ruling, that was

3 precisely what was contemplated by the indicative ruling

4 because at the time the indicative ruling was issued, we didn't

5 know what percentage of people would settle. The point is the

6 injunctions get lifted and people are free then to negotiate,

7 if they wish. What was not contemplated was that people would

8 be able to stand in the way of settlements that have already

9 been agreed to.

10 With respect to the claim that because there is an

11 appeal, an inequitable injunction should stay in place, there

12 is no basis for doing that. The prospect of an appeal which is

13 in the normal course should not be an excuse for keeping an

14 inequitable injunction in place.

15 Also, the terms of the agreement -- of the settlement

16 that has been reached by NML say essentially that if they don't

17 get paid by April 14th, it's not that the agreement is enforced

18 according to its terms, which is what your Honor put in your

19 indicative order, but, rather, that the agreement dissolves; it

20 is as if it didn't exist. That is not what your Honor

21 contemplated in saying that the agreement was to be performed

22 according to its terms, not if its terms call for

23 self-destruction, which is what the terms of the NML order call

24 for.

25 So for all of the above reasons, I request that the

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1 injunctions be lifted and that the parties be permitted to

2 proceed with this settlement.

3 Thank you.

4 THE CLERK: Thank you, Mr. Mukasey.

5 Mr. Shuster.

6 MR. SHUSTER: Thank you, your Honor. I'll be brief.

7 The way I understand what the lead plaintiffs are

8 saying -- that is, NML, Aurelius, Blue Angel and Olifant --

9 they are saying they have the right to walk away from their

10 agreement if they're not paid by April 14. Presumably, they

11 secured that right for themselves, and they say if they're not

12 paid by April 14, they may terminate, and that could leave them

13 in a vulnerable position if Argentina pays other parties after

14 April 14. And there's one simple answer to that problem for

15 them. Don't terminate. Don't terminate your agreement on

16 April 14. Leave it in place, the same way as every other

17 agreement is in place, and when everybody else gets paid,

18 you'll get paid. So that is an illusory problem and certainly

19 one of their own making.

20 The second point is by securing themselves that right,

21 they have underscored the urgency of untying Argentina's hands

22 in its entirety as soon as possible, because they have left

23 Argentina only six weeks to comply with that payment term. And

24 if indeed they have a right to terminate and take 65 percent of

25 the settlement away, that's all the more reason why Argentina

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1 needs to be freed up as soon as possible to get on with the

2 business of repealing the necessary legislation, accessing the

3 capital markets, and arranging payments for all settling

4 parties.

5 And, finally, as to the request for a further 30-day

6 stay, I will note only that the Second Circuit in its mandate

7 back to this Court was express that there would be a 14-day

8 stay by agreement of all parties, and that included the parties

9 who are now asking for a 30-day stay.

10 Thank you, your Honor.

11 THE CLERK: Thank you, Mr. Shuster.

12 Mr. Paskin.

13 MR. PASKIN: Thank you, your Honor. Mr. Mukasey and

14 Mr. Shuster have made some of these points. I'll be very

15 brief.

16 The issue that NML and Aurelius have raised with

17 respect to the right to terminate their agreement is, as

18 Mr. Shuster said, an illusory one. If they choose to terminate

19 their agreement because the financing can't be raised by

20 April 14th and because payment gets delayed beyond that date,

21 they can either walk away from their deal or they can stick

22 with it. If they walk away from their deal, they are no longer

23 a settling party, so the order and the relief and the

24 conditions contemplated in the indicative ruling no longer

25 include them in the group of people who are entitled to payment

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1 prior to the relief from the injunctions. If they choose to

2 stay in and wait for their payment, that's fine. And they can

3 make that choice whenever they want.

4 If they want to receive their $4.6 billion in

5 settlement proceeds, I would submit that they will likely wait.

6 If they have buyer's remorse and they have decided that those

7 terms are not good enough for them, then I suppose they'll

8 choose to walk away.

9 But what should not be allowed to happen by their

10 choice to walk away from this settlement is to blow up the

11 ability of every other party to settle. Your Honor should not

12 entertain that request. They should not be allowed to impose

13 conditions in the relief sought here that will allow them to

14 express a veto right over the injunctions being lifted.

15 If they wish, after the injunctions are lifted, to

16 pursue their contract remedies, they can do so. That has been

17 apparently an unsuccessful avenue for them for many years. We

18 would think that in reaching this deal they agreed to it

19 because they actually want to get paid. So they should behave

20 that way, and they should not try to interfere with the relief

21 that Argentina and others are now seeking to allow those

22 payments to happen --

23 THE CLERK: Time.

24 MR. PASKIN: -- to allow these settlements to go

25 through, and to allow this dispute to be put to rest.

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1 Thank you, your Honor.

2 THE CLERK: Thank you, Mr. Paskin.

3 Mr. Clark.

4 MR. CLARK: Very briefly, your Honor.

5 Your Honor heard from a number of small parties here

6 who are asking your Honor to give more time so that they can

7 individually negotiate with Argentina. There are thousands of

8 claimants, your Honor. There is one Special Master. He's

9 wired tirelessly. But the idea that a claimant with $10,000

10 worth of bonds is going to sit down individually with the

11 Republic of Argentina and the Special Master to work out a

12 tailored deal for that $10,000 worth of bonds while my clients

13 wait for their $3.1 billion in interest that hasn't been paid

14 for years is, I think, the definition of inequity.

15 Your Honor, it's been a fair process. It's been a

16 transformative process. The Special Master has brought a

17 settlement to the table that all parties could have adopted,

18 should have adopted, and can still maybe adopt. We should no

19 longer be held hostage by small parties who want a better deal

20 than everyone else got.

21 Thank you, your Honor.

22 THE CLERK: Thank you, Mr. Clark.

23 Messrs. Cohen and Olson, one minute apiece, or two

24 minutes.

25 Mr. Olson. Thank you.

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1 MR. OLSON: Thank you. Thank you, your Honor. May it

2 please the Court:

3 We're only making one point. Today, is there going to

4 be an immediate application of this order or is it going to be

5 postponed for 30 days to give the remaining parties an

6 opportunity to negotiate with Argentina to get their claims

7 resolved? We submit, and it's very simple, that if they don't

8 have that opportunity they're likely to appeal. If they

9 appeal, it's going to delay the entire process considerably,

10 and that puts everything at risk.

11 We all want this settlement to go through. We want

12 this litigation to be over. All of us I think in this room

13 hope to see the end and are seeing the light at the end of this

14 tunnel, thanks to the hard work of the Special Master, your

15 Honor, and the parties that have worked for this.

16 What we're suggesting is instead of inviting a

17 virtually automatic appeal by people who have the right to do

18 so -- and this was referred to by the Second Circuit during the

19 argument in that case. One of the judges said you've got a

20 virtually certain winning appeal. So we're saying that give

21 peace a chance, so to speak. Give 30 days to allow these

22 people to bring this to a resolution. If it doesn't happen,

23 we're no worse off. But if they are forced to do this, we are

24 worse off and everything is in jeopardy.

25 So that's all we're suggesting.

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1 THE CLERK: Thank you, Mr. Olson.

2 Mr. Friedman.

3 MR. FRIEDMAN: Your Honor, the indicative ruling

4 issued by this Court makes crystal clear that the goal of the

5 Court is to have the parties enter into settlement agreements

6 and that when the parties do so, if Argentina makes full

7 payment in accordance with the specific terms of those

8 agreements, the injunctions will be vacated. Aurelius, NML,

9 Blue Angel and Olifant entered into an agreement with Argentina

10 which has specific terms. We hope there will be full payment

11 in accordance with those terms, but if there is not, there is

12 no legal or equitable basis for vacating the injunctions in

13 favor of 65 percent of the plaintiff group just because a very

14 small minority of other plaintiffs have settled.

15 In effect, Argentina here is trying to change the

16 terms of the agreement entered into with NML, Aurelius,

17 Olifant, and Blue Angel. Under that agreement the injunctions

18 remain in effect unless these plaintiffs are paid, and at the

19 same time these plaintiffs agree that upon payment the

20 injunctions are vacated. That's what should happen, your

21 Honor.

22 We hope the settlement will be consummated. We hope

23 your Honor will not issue an order today, because that will

24 throw everything into delay and appeals. Thank you.

25 THE CLERK: Thank you, Mr. Friedman.

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1 Mr. Spencer.

2 MR. SPENCER: Your Honor, I think you have two

3 pathways open to you based on the arguments we've heard. One

4 of them is if you do issue an order today, litigation will

5 shift to the Second Circuit, and no one can predict the

6 schedule on which that will unfold or the outcome. And that

7 uncertainty, your Honor, is, unfortunately, almost certain to

8 throw a monkey wrench into the final resolution of these cases.

9 The other pathway, your Honor, is to give us some breathing

10 room so that the negotiation from the remaining 50 percent with

11 Argentina can have a fair chance to conclude.

12 Now, it's obvious from the argument that there is also

13 a dispute between the large settling bondholders, represented

14 by Mr. Cohen and Mr. Friedman, and Argentina. So that needs

15 some time to get resolved, as well.

16 And I think, your Honor, the benefits of staying your

17 hand for 30 days are obvious compared to the "let's go to the

18 Second Circuit" option, which suits no one's interest here.

19 Thank you.

20 THE CLERK: Thank you, Mr. Spencer.

21 Mr. Costantini.

22 MR. COSTANTINI: Your Honor, Tony Costantini again. I

23 have two brief comments to make.

24 One with respect to the Second Circuit mandate that

25 says that the order, if you read this order, shall be stayed at

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1 least 14 days. Your Honor has the power to do otherwise and

2 staying it for longer than 14 days if your Honor thinks it is

3 appropriate. And the suggestion that was made, that you are

4 obligated by the 14 days, you are in a sense but it must be at

5 least 14 days; but if you decide that it should be longer, that

6 would be appropriate.

7 The second point that I want to respond to is the one

8 made by Mr. Clark on behalf of the exchange bondholders. The

9 exchange bondholders have received billions of dollars over ten

10 years that were, by definition, illegal and in violation of the

11 pari passu clause. My clients and a lot of other clients

12 represented in this room have waited 15 years. I don't have

13 any sympathy for making the exchange bondholders wait a little

14 bit longer to get this all resolved.

15 Thank you very much.

16 THE CLERK: Thank you, Mr. Costantini.

17 Mr. Levine.

18 MR. LEVINE: Thank you, your Honor.

19 Following up with what Mr. Costantini was saying about

20 the remand order, the language is "Argentina agrees to a stay

21 of up to two weeks of any district court order formalizing the

22 indicative ruling." So the fact that Argentina has previously

23 agreed I don't think at all limits your Honor's hand in

24 deciding what to do in terms of a longer stay.

25 The other thing I want to point out is that my clients

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1 feel very disadvantaged and treated unfairly by the process to

2 date, because as indicated before, they have not been involved

3 with the Special Master, they have not met with him, they have

4 not met with Argentina, and yet since the indicative order has

5 come out they've seen Argentina begin to retrade. The

6 settlement offer, for example, said nothing about any

7 limitation on claims based on purported statute of limitations

8 defenses, which have never been litigated, never pushed by

9 Argentina, and yet since the indicative order has come out

10 we've begun to see Argentina making noise about that. That's

11 totally -- so, effectively, as I had said before, the rug is

12 being pulled out from under my clients, who have the same legal

13 rights and the same interests as the plaintiffs who have had

14 the opportunity to engage with Argentina.

15 So we think that there should be no doubt that the

16 indicative order should be delayed, whether it is done by a

17 stay, whether it is by moving the February 29th date back a

18 month, whether the order -- whether everything -- somehow time

19 is built in and Argentina is required to engage with the

20 bondholders who have been knocking on its door, who have been

21 reaching out to the Special Master and so far have not had an

22 opportunity. It really is unfair to require them to sit -- to

23 accept the, as they have, the settlement proposal when it's

24 unclear to what extent Argentina means what it says --

25 THE CLERK: Time, Mr. Levine.

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1 MR. LEVINE: Thank you, your Honor. We do need those

2 30 days.

3 THE CLERK: Thank you.

4 Ms. Bhargava.

5 MS. BHARGAVA: May it please the Court:

6 Your Honor, we a hundred percent agree with the 30-day

7 extension, and I join in and adopt Mr. Olson's argument on

8 behalf of my client. Thank you so much.

9 THE CLERK: Thank you very much.

10 Ms. Scullion.

11 MS. SCULLION: Nothing further. Thank you your Honor.

12 THE CLERK: Nothing further. Thank you.

13 Mr. Willett.

14 MR. WILLETT: Your Honor, the arguments of the

15 proponents of the motion come down to two words. Don't delay,

16 they say. Now, we agree with Mr. Olson about this, but if you

17 are not persuaded, if you feel you must enter an order today,

18 the suggestion that we made would not be any slower than

19 Mr. Paskin's order. His order doesn't become effective until

20 the conditions occur, or are deemed to occur. Ours becomes

21 effective and the proposal becomes effective when you find that

22 they have occurred. The difference might be a matter of days.

23 Also, that form of order, if you entered it today,

24 would not be appealable as of right. So we wouldn't have this

25 running around to the Second Circuit, and Argentina would

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1 have -- its parliament would have the clear statement by your

2 Honor that you will lift injunctions upon the occurrence of the

3 conditions.

4 Now, our concern in this regard is not hypothetical.

5 I just refer the Court quickly to the Lee affidavit. It's

6 docket 893. And it shows that one of our clients which had

7 negotiated a deal just before your ruling, on February 19th,

8 had Argentina pull that deal back the following Monday,

9 February 22nd. Honero is the name of that holder, and they had

10 no choice but to accept the bid on February 29th, given the

11 exigencies. The concern is that unless you have some control

12 over whether these conditions had occurred or not, we could

13 have the same kind of renege later.

14 Thank you, your Honor.

15 THE CLERK: Thank you, Mr. Willett.

16 Ms. Sleater.

17 MS. SLEATER: Nothing further.

18 THE CLERK: Thank you.

19 Mr. Schaffer.

20 MR. SCHAFFER: Your Honor, on several occasions the

21 Court has recognized that BNY Mellon acted very responsibly in

22 complying with the injunction. All that we ask now is to

23 maintain the integrity of the indenture in any orders of the

24 Court.

25 Thank you.

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1 THE CLERK: Thank you, Mr. Schaffer.

2 Your Honor, that concludes rebuttal.

3 THE COURT: Let me just say, this has been a

4 remarkable afternoon. Many people have spoken. They have

5 spoken briefly, and substantially. As a judge, I appreciate

6 that very, very much.

7 Now, the Court stands adjourned. Decision is

8 reserved.

10 - - -

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