March 3, 2011

The Honorable Mary Schapiro

Chairman
U,S, Securities and Exchange Commission
Washington, DC 20549

Dear Chairman Schapiro:

The Securities and Exchange Commission (" Commission" ) occupies a unique position
atop the structure of the U.S. financial markets. Its threefold mission — to protect investors,
maintain fair, orderly, and efficient markets, and facilitate capital formation — requires the
Commission to embody impartiality, competence, and independence. If the Commission loses
the confidence of investors, issuers, or the markets, the consequences for American economic
growth, innovation, and job creation will be severe.

To maintain both the appearance and the reality of impartiality, the Commission has
7 3
adopted strict canons of ethics and employee conduct regulations to prohibit and prevent
conflicts of interest, These rules supplement federal criminal laws" and regulations.'

The news that the Commission's general counsel, David Becker, has been named in a
lawsuit seeking the clawback of proceeds of an account with convicted Ponzi schemer Bernard

' See Securities and Exchange Commission, "The Investor's Advocate: How the SEC Protects Investors, Maintains
Market Integrity, and Facilitates Capital Formation,*' available ar htt: ! ! www.sec,oov/about/whativedo.shtml
(accessed March I, 2011).
17 C.F.R. sec. 200.50, e/ seE/.; 17 C.F.R. sec. 200.60 (An employee "should weigh carefully the question of his
qualification with respect to any matter wherein he or any relatives or former business associates or clients are
involved" ).
' 17 C.F.R. sec. 200.735-1, er seq.; 17 C.F.R. sec. 200.735-2 (Employees "must be constantly aware of the need to
avoid situations which might result either in actual or apparent misconduct or conflicts of interest"); 17 C.F.R. sec,
200.735-13(b) (" When ... a conflict of interest or an apparent conflict of interest on the part of an employee or
special Government employee arises, the Director of Personnel may order immediate action to end such conflict or
appearance of conflict of interest").
" 18 U.S.C. sec. 208(a) (prohibiting any federal officer employee fiom participating in a proceeding in which he has
a financial interest); 18 U.S.C. sec. 208(b)(1) (peismitting waivers for federal employees who make "full disclosure
of the financial interest" and receive "in advance a written determination ... that the interest is not so substantial as
to be deemed likely to affect the integrity of the services which the Government may expect from such officer or
empl oyee").
' 5 C.F.R. sec. 2640; 5 C.F,R, sec. 2640.101 (" The statute is intended to prevent an employee from allowing
personal interests to affect his official actions, and to protect governmental processes from actual or apparent
conflicts of interests").

PRINTED ON RECYCLED PAPER

'I he Honorable i%I«ry Schapiro
March 3. 2011
Page 2

Madoff is alalnllng. B e c k et' s palticipation in any aspect of the Commission's involvement vvith
the aftermath of tM«doff s fraud suggests multiple potential conflicts oI interest. It has also
7
subjected the Commission to further questions about its management and independence.

We appreciate i%4r. Becker's willingness to tneet with staff niembers of the House
Oversight and Government Reform Committee (" Oversight" ) and Senate Committee on the
Judiciary (" Judiciary" ) on Friday. February 25 — his last day as an employee of the Commission.
Mr. Becker conltrnaed to Oversight and Judiciary staff that his late mother's estate — ol ~vhich he
received a share through probate — had included an account with Bernard Madofl" s securities
firm (the ' ivladoff Account' ). Mr . Becker disclosed that the Madoff Account divas liquidated and
its proceeds used to pa> estate taxes.' A f ter taxes and specific bequests were paid out. the estate
divas divided between Mr, Becker and his tvvo brothers. M r . B ecker and his brothers have noiv
been sued I' or clavvback by Irving Picard, the trustee in charge of seized Madoff assets
("Picard"). whose complaint no~v seeks the return of $1.544,454 of the proceeds as ' non­
. · to
existent profits supposedly earned in the Account. but in reality ... other people's money."

tMr. Becker also conf>rmed that he participated in the Commission's decision to

recommend a particular method of valuing the "net equity" in Madoff accounts to the bankruptcy
court supervising Picard.'' Mr. Becker participated in drafting. editing, and filing briefs
representing the «gene~'s position on this topic i n the very same legal case in vvhich he was
later named a dcfenclant.'

To supplement the answers Mr. Becker provided about his receipt of the proceeds of the
tvladoft account, his disclosure of that fact to Commission officials, and his participation in
Madoff-related tasks, we request that you, and other Commission officials as indicated belovv.
please provide responses to the following questions:

Communication behveen tVlr. Becker and Chairman Schapiro

1. When did Mr. Becker first tell Chairman Schapiro that his late mother's estate had
included proceeds from the Madofl Account". What did Mr. Becker tell Chairman

"See Sarah Lynch, ctladofftt'testee lit'ts SEC.' 's top attotvter ivitlt stcit, REliTFRS, Feb. 23, 2011, ctvccilccble cct
htt ic 'ss n sv.iseutcrs.coin'irticle,'2011'02'23 us-niadoff-sec-becker-idUSTRE71M4KS20110223. Complaint, Initig
H. Pieat rl i:. Tlie Estate of Dot'otliv Becket., 11''tlliam P. Becket, Dctttiel I. Becket, acid Dcn'irl ctI. Becker, substantively
consolidated ivith In Re Bet.ttat all. ctladof/: Adv. Pt'o. No. 08-01789 (BRL), filed Noveinber 10, 2010, <n ailable at
htt >: 'onlitte.sss'.coin public resources'documents'022311becl erl. dt'.
' In recent years, the management and independence of the Cornniission have frequently been in question..S'ee, e.g.,
Committee on Oversight and Government Reform. Minority Staff RepoH. The SEC: Desigtieclfot. Fctilcct e,May l8,
2010. ai ccilable ccthtt ):, oversight.house.gov'itnaacs'stories'Re >orts'20100818S FCre ort. )df.
' Staff intervievv, t.eb. 25, 2011.
' Id.
C 0 n 1p
1ai i11 a t 1 4.
See Staff interview, Feb. 25, 2011; Letter fiom David Becker to Spencer Bachus, Jeb Hensarling, Randy
Neugebaur, and Scott Garrett, Feb. 25, 2011, at 3.
Staff interview. Feb. 25. 2011.
The Honorable Mary Schapiro
March 3, 2011
Page 3

Schapiro about the IVIadof'I'Account? Did Chairman Schapiro ask 1Vlr. Becl er for
additional information?

When Mr. Becker first told Chairman Schapiro that his late mother s estate had included
proceeds from the leadoff Account. did Chairman Schapiro direct ivlr. Bccker to disclose
that fact to the Con>mission's ethics counsel? Did Chairman Schapiro direct Mr. Becker
to disclose that fact to the Commission s Inspector General? Did Chairman Schapiro
direct Mr. Becker to disclose that fact to anyone else?

When Mr. Becker first told Chairman Schapiro that his late mother's estate had included
proceeds from the Madoff Account. did Chairman Schapiro direct that IMr. Becker recuse
himself from activities related to the Commission's involvement with the aftermath of
Madoff" s fraud?

When Mr. Becker first told Chairman Schapiro that his late mother's estate had included
proceeds from the Madoff Account, divas Chairman Schapiro aware that news media had
been reposing. as early as February 2009, that Picard might seek clawbacks front
investors who had received more f'iom their Madoff accounts than they had invested? '
Did Chairman Schapiro ask Mr. Becker the dollar amount of the proceeds of the Madoff
Account?

When iMr. Becker first told Chairtnan Schapiro that his late mother's estate had included
proceeds from the Madoff Account. did Chairman Schapiro ask Mr. Becker whether he
had, or might in the future have. a financial interest in any litigation surrounding the
disposition of seized assets of Madoff s him? Did Chairman Schapiro direct Mr. Beckcr
to determine whether he might face a clawback lawsuit?

When iMr. Becker first told Chairman Schapiro that his late mother's estate had included
proceeds from the Madof'f Account, did Chairman Schapiro direct Mr. Becker to take
any action with regard to the Madoff Account other than those listed in Requests Nos. 2­
57

After iMr. Becker s initial disclosure to Chairtnan Schapiro that his late mother's estate
had included proceeds from the Madoff Account. did Mr. Becker or Chairman Schapiro
mention the matter to one another again? If so, when?

Did Chairman Schapiro ever direct A<fr. Becker to take any action with regard to the
Madoff Account? If'so. what action?

' bee, e.g., Diana P. Henriques, "iVladoff Never iMade Supposed Investments," Zen' )'oi'k Times. I.eb. 20, 2009,
ai ailcii~/e a( litt ic ' we a.i»tii»es com'2009 02 2 I business I insdoft htntt (" Although custoiners svho received
substantiall> more fi.om their lvladoff account than thei put in may be required to return the escess mo»ey — a step
called a clawback — [Picard] and his IaA j'el lepeatedly tried to assure the audience [of Madoff investors] that it
tvould not be practical for them to seel' clasvbacks of small accounts fi.om customers of limited means').
The I-Ionorable iMary Schapiro
March 3, 2011
Page 0

Did Chairman Schapiro ever ask iMr. Becker for nlore information about the Madoff
Account? If so. what inl'ormation did she request? How did Mr. Becker respond?

Cornrnunication behveen VlIr. Becker and SEC Ethics Counsel William Lenox

10. When did iMr. Becker first tell the Conlmission's Ethics Counsel. Willianl Lenox, that
his late Inother's estate had included proceeds from the Madoff Account? What did IMr.
Becker tell Mr. Lenox about the Madoff Account? Did Mr . Lenox ask Mr. Becker for
additional information?

11. When Mr. Becker first told Mr. Lenox that his late mother's estate had included proceeds
from the Madoff Account, did Mr. Lenox direct Mr. Becker to disclose that fact to the
Commission's Inspector General'? Did Chairman Schapiro direct Mr. Becker to disclose
th'it tact to anyoile else?

12. When Mr. Becker first told Mr. Lenox that his late mother's estate had included proceeds
from the Madoff Account, did Mr. Lenox ask Mr. Becker vvhether he had. or might in the
future have. a financial interest in any litigation surrounding the disposition of seized
assets of Madoff s firm? D i d M r . Lenox ask Mr. Becker to determine vvhether he might
face a clavvback lawsuit?

13. When Mr. Becker first told Mr. Lenox that his late mother's estate had included proceeds
I'rom the Madoff Account, did Mr. Lenox direct that Mr, Becker recuse himself from
activities related to the Commission's involvement with the aftermath of Madoff's fraud' ?
If llot, vvhy not?

14. When Mr. Becker first told Mr. Lenox. that his late nlother's estate had included proceeds
from the Madoff Account. did Mr. Lenox find that Mr. Becker vvas not required to recuse
himself from activities related to the Conlnlission's involvement with the afternlath of
Madofi's fraud? If Mr. Lenox made this finding. on what information did he rely?

15. After Mr. Becker's initial disclosure to Mr. Lenox that his late mother s estate had
included proceeds from the iMadolf Account, did Mr. Becker or Mr. Lenox mention thc
n latter to one allotheI agai ll ? If so, when .

16. Did iVlr. Lenox exer ask Mr. Becker for more information about the Madoff Account? If
so. what infornlation did he request, how did Mr. Bccker respond?

17. Did Mr. Lenox repoit dircctl~ to Mr. Becker at any tinle between January 1. 2009. and
February 25, 2011'? Did Mr. Lenox s office report to Mr. Becker's office at any time
between January 1. 2009. and February 25. 2011?

18. Under the Comnlission's employee conduct regulations the Commission's general
counsel is responsible for "assuring that counseling and interpretations on questions of
fhe Honorable Mary Schapiro
March 3. 2011
Page 5

conflicts of interest and other matters covered by [the regulations] are available to all
members and employees.".. IA Did I i !Ir. Becker delegate this dut) to Mr. Lenoz or to
another Coluluission employee.

The <i'<iiaiverGranted by iiIIr. Lenox

19. On Ma) 0, 2009. Mr. Bcckerrequested. by e-mail," a xvaiver from Mr. Lenox to alloxx
hina to participate in the Conaniission's decision xvhether to instruct Picard to change his
interpretation of the definition of "securities positions" under the Securities Investor
Protection Act of 1970 (SIPA).' B v return e-tnail.'" Mr. Lenox granted Mr. Becker a
xvaix er to patticipatc (the ' Waiver' ). On xvhat grounds did Mr. Lenox base his decision
to grant the Waiver? Did Mr . Lenox base his decision to grant the Waiver on any
information other than the information communicated in Mr. Becker's May 4, 2009. e­
mailed request?

20. Did the Waiver allovv Mr. Becker to participate in the Commission's decision xvhether to
instruct Picard to change his interpretation of the term -net equity'' under SIPA? If not,
did Mr. Becker obtain approval from anyone else at the Conznaission to participate in this
decision?

21. Did the Waiver alloxv Mr. Becker to participate in meetings betxx een Cotnnsission
o fficials and inx estors in Madoff s investment firm. or theirrepresentatives? If not. did
ixfir. Becker obtain approval frotn anyone else at the Commission to participate in these
nleetlngs?

22. Mr. Becker told Oversight and Judiciary staff that he participated in the preparation and
filing of two legal brief's in the United States Bankruptcy Court for the Southern District
ot Nexv York on behalf of the Conanaission supporting, in part, Picard's interpretation of
the terna "net equity" (the "Trial Court Net Equity Briefs '). !8 Di d t h e Waiver alloxv Mr.
Becker to participate in the preparation and filing of these briefs, If not. did Mr. Becker
obtain approval from anyone else at the Commission to participate in the preparation and
filing of these briefs?

' 17 C.F.R. 200.7~5-15(a).

E-mail fiom David Becker to William Lenox, iVIay 4, 2009.
' 15 U.S.C. sec. 78aaa-ill.
E-mail froni William Lenox to David Becker, May 4. 2009.
IS
kxvlemorandum of Laiv of the Securities and Exchange Commission Supporting Trustee's Detertnination that Net
I quito' Should Not Be Based on Sccuritics Positions Listed on Last Statements, and Supporting in Part Trustee's
Determination that Viet Equity Should Bc Based Upon Aniounts Deposited Less Ainounts Withdraw'n. Sec»l'lrles
l»v<sroi Pi oreciioii C'oipoi aiio» i'. Be~ii<»'<I L..tladoff l»i esii»e»r 5'ec»iiries LLC'< Adv. Pro. No. 08-1789 (BRL),
filed December 11. 2009 (docket no. 1052). and Supplemental Memorandum of Laxv of the Securities and Exchange
Cornniission Supporting Trustee<s Determination that Net Equity Should Not Be Based on Securities Positions
Listed on Last Statenicnts, and Supporting in Part 'I rustee's Determination that Viet Fquity Should Be Based Upon
Atnounts Depositecl Less Ainounts Withdr<t'<vn, filed January 15, 2010 (docket no. 1768).
The Honorable Mary Schapiro
Xl'latch 3, 201 1
Page 6

23. Mr. Becker s name appears on an io«ic«s ciuiae legal brief supporting, in part, Picard's
deflnition ot the tenn "net equity" that the Commission filed with the United States
C ourt of Appeals for the Second Circuit (the "Appeals Court Net Equity Brief' ).l9 D i d
t he Waiver allow Mr. Becker to participate in the preparation and filing of this brief'. I f
not. did Mr. Becker obtain approval front anyone else at the Commission to participate in
the preparation and filing of this brief' ?

24. Other than the Waiver, did Mr. Lenox ever direct Mr. Becker to take any action with
regard to the ivIadoff Account? If so. ivhat action?

ter. Becker's Participation in Commission Actions Related to itladoff

25. In ho~v naany meetings between Commission officials and investors in Madoff's
investment lirm, or their representatives. did Mr. Becker participate? Did Mr. Beckei
disclose to any participant in any of these meetings that he had received proceeds from
the iMadoff Account?

26. What was the nature and extent of Mr. Becker's participation in the Commission's
decision whether to instruct Picard to change his interpretations of SIPA terms'? Did Mr .
Becker disclose to any other employee or official of the Commission who participated in
this decision that he had received proceeds from the Madoff Account?

27. In the Trial Court Net Equity Briefs and the Appeals Court Net Equity Brief, the
Commission supported in part, Picard's decision to use the "cash-in/cash-out" method of
valuing the net equity of accounts with Madoff's investment fitm instead of the "last
statement" method. Other than Mr. Becker. ivhich Commission employees and officials
participated in the decision to support Picard's position, in part? Was the decision the
subject of a vote of the five Commissioners? If so. which Commission oflicials i~ ere
present ivhen the vote occurred?

28. In the Trial Court Net Equity Briefs and the Appeals Court Net Equity Brief, the
Commission supported Picard's decision only partially. The briefs argue that "cash­
in/cash-out" is the correct method of valuing the net equity of Madoff accounts, but that
the amounts should be adjusted for inflation. For example. the Appeals Court Net Equit~
Brief. which bears Mr. Becker's name. argues

The Commission agrees generally that, on the facts of this case, net
equit~ should be based upon the cash-in/cash-out method. The
Commission believes. however. that in determining customer
claims under the cash-in/cash-out method. the amount ol the

1')
Brief of the Secui'ities and Exchange Commission,,Amicus Cioiae. in Support of Appellee and Affirmance of the
Order of the Bankruptcy Court, in /nje: Dernm r/ L. itladoffhn es«nent Secuiilies LLC, No. 10-2378-bk (L), filed
September 21, 2010 (docket no. 296).
The Honorable Mary Schapiro
March 3, 2011
Page 7

payment should be calculated in constant dollars by adjusting for

the effects of inflation.

When was the concept of an inflation adjustment for the cash-in/cash-out method first
discussed within the Commission staff? Which Commission official or employee first
suggested it?

The Inspector General's Investigation

29. The report prepared by the Commission's Inspector General describing the
Commission's failure to uncover Madoff s Ponzi scheme (the "IG Report" ) ' does not
mention the Madoff Account. Did any Commission employee or officer disclose the
Madoff Account to the Inspector General?

30. Did Mr. Becker, or the office of the general counsel, review the IG Report before it was
released?

Prospective Actions

31. Will the Commission require that senior officers publicly disclose potential clawback
liability arising out of their receipt of the proceeds of accounts with investment managers
and broker-dealers who are defendants in Commission enforcement actions?

32. Will the Commission require that senior officials recuse themselves from participating in
cases in which they may be named as defendants in clawback actions?

Document Requests

We also request that you produce the following documents, in electronic format, for the
time period January 1, 2011, to the present:

33. All documents and communications referring or relating to the Madoff Account.

34, All documents and communications referring or relating to any meeting or

communication between Mr. Becker and investors in Bernard Madoff's investment firm,
or their representatives.

Appeals Court Net Equity Brief at Introduction.

' U.S. Securities and Exchange Commission Office of Investigations, Investigation of Eailure of the SFC to
Uncover Bernard Madoff's Ponzi Scheme (Public Version), Report No. OIG-509 (August 31, 2009), available a/
htt://www.sec. ov/news/studies/2009/oi -509. df.
The Honorable Mary Schapiro
March 3, 2011
Page 8

35. All documents and communications referring or relating to the definition of net equity
under the Securities Investor Protection Act of 1970, including documents and
conununications referring or relating to the Commission's decision whether to instruct
Picard to change his interpretation and documents and communications referring or
relating to the Commission's decision on which interpretation to endorse in legal briefs
filed with the bankruptcy court for the Southern District of New York and the Second
Circuit Court of Appeals,

The Committee on Oversight and Government Reform is the principal oversight

committee of the House of Representatives and may at "any time" investigate "any matter" as
set forth in House Rule X. An attachment to this letter provides additional information about
responding to this request.

We ask that you provide the requested documents and information as soon as possible,
but no later than 5:00 p.m. on Monday, March 7, 2011. Thank you for your cooperation and
attention in this matter. If you have any questions about this request, please contact Chris Lucas
for the Committee on the Judiciary at (202) 224-5225 or Hudson Hollister for the Committee on
Oversight and Government Reform at (202) 225-5051. All formal correspondence should be
sentelectronicallyin PDF format to Chris Lucas ' u d icia - r e . senate. ovand
Hudson.Hollister m ail. house. ov.

Sincerely,

arrell Issa Charles E. Grassley

Chairman Ranking Member
Committee on Oversight and Government Reform Committee on the Judiciary
U.S. House of Representatives U.S. Senate

Attachment

CC: The Honorable Elijah E. Cummings, Ranking Minority Member

Committee on Oversight and Government Reform
U.S, House of Representatives

The Honorable Patrick Leahy, Chairman

Committee on the Judiciary
U.S. Senate
DARRELL E. ISSA, CALIFORNIA ELIJAH E. CUMMINGS, MARYLAND
CHAIRMAN RANKING MINORITY MEMBER

ONE HUNDRED TWELFTH CONGRESS

Congress nt tfje tIIIifteti StateS

Qouss of %,titrssttttotjitts
COMMITTEE ON OVERSIGHT AND GOVERNMENT REFORM
2157 RAYBURN HOUSE OFFICE BUILDING
WASHINGTON, DC 2051 5-6143

Majority I202I 225-5074

Minority (202) 225-5051

Res ondin to Committee Document Re uests

l. In complying with this request, you should produce all responsive documents that are
in your possession, custody, or control, whether held by you or your past or present
agents, employees, and representatives acting on your behalf. You should also
produce documents that you have a legal right to obtain, that you have a right to copy
or to which you have access, as well as documents that you have placed in the
temporary possession, custody, or control of any third party. Requested records,
documents, data or information should not be destroyed, modified, removed,
transferred or otherwise made inaccessible to the Committee.

2. In the event that any entity, organization or individual denoted in this request has
been, or is also known by any other name than that herein denoted, the request shall
be read also to include that alternative identification.

3. The Committee's preference is to receive documents in electronic form (i.e., CD,

memory stick, or thumb drive) in lieu of paper productions.

4. Documents produced in electronic format should also be organized, identified, and

indexed electronically.

5. Electronic document productions should be prepared according to the following

standards:

(a) The production should consist of single page Tagged Image File ("TIF"), files
accompanied by a Concordance-format load file, an Opticon reference file, and a
file defining the fields and character lengths of the load file.

(b) Document numbers in the load file should match document Bates numbers and
TIF file names.

(c) If the production is completed through a series of multiple partial productions,

field names and file order in all load files should match.
6. Documents produced to the Committee should include an index describing the
contents of the production. To the extent more than one CD, hard drii'e, melllol>:
stick, thumb drive. box or folder is produced. each CD, hard drive. memori stick,
thumb clrii e, boy or folder should contain an index describing its contents.

7. Documents produced in response to this request shall be produced together ii ith

copies of I]le labels, dii iders or identili'ing markers «'ith ivhich they ivere associated
ivhen the> «ere requested.

8. XVhen you produce documents, >'ou should identif> the paragraph in the Committee's
request to ivhich the documents respond.

9. It shall not be a basis for refusal to produce documents that any other person or entity
also possesses non-identical or identical copies o1 the sante documents.

10. If an> of the requested inlormation is onlyreasonabl>' ai:ailable in machine-readable

form (such as on a computer seri er. hard drii'e, or computer backup tape). i ou should
consult ivith the Committee staIT to determine the appropriate format in ivhich to
produce the information.

11. It compliance ivith the request cannot be macle in full, compliance shall be macle to
the extent possible and shall include an explanation of why full compliance is not
possible.

12. In the event that a document is «:ithheld on the basis of prii.ilege. provide a privilege
log containing the folloii ing intormation concerning any such document: (a) the
privilege assetted; (b) the type of document: (c) the general subject matter; (d) the
date, author ancl addressee; and (e) the relationship of the author and addressee to
each other.

13. If any document responsive to this request «as, but no longer is, in your possession,
custody, or control, identif'y the document (stating its date, author, subject and
recipients) and ei.plain the circumstances under v,hich the document ceased to be in
your possession. custody, or control.

14. If a date or other descriptive detail set forth in this request referring to a document is
inaccurate. but the actual date or other descriptive detail is known to you or is
otherivise apparent from the contest of the request. you should produce all documents
ivhich ivould be responsive as if the date or other descriptive detail ivere correct.

15. The time period coi ered by this request is included in the attached request, I o the
extent a time period is not specilted, produce relevant documents frona Januar>' I,
2009 to the present.

16. This recluest is continuing in nature and applies to any neivli-discovered information.
An> record. document. compilation of data or information. not produced because it
has not been located or discovered b>' the return date, shall be produced immediatel>'
upon subsequent location or discovery,
17. All documents sllall bc Bates-stamped sequential li' and produced sequentially.

18. Tivo sets ol documents shall be delii ered. one set to the Majoriti: Staff and one set to
the Minority Staff'. ii'hen documents are produced to the Committee, production sets
shall be delii:ered to the Majority Staff in Rooni 2157of the Rayburn House Office
Building and the Minorit>: Staff in Room '2471of the Rayburn House Oi fice Building.

19. Upon completion ol the document production. >'ou should submit a ivritten
certification, signed by >'ou or >'our counsel. stating that: (1) a diligent search has
been completed of all documents in your possession. custody. or control which
reasonably could contain responsive documents; and (2) all documents located during
the search that are responsive have been produced to the Committee.

Definitions

The term "document" means any ivritten, recorded, or graphic matter of any nature
ivhatsoei:er, regardless of how recorded, and ivhether original or copy, including. but
not limited to, the folloiving: memoranda, reports, expense reports. books, manuals.
instructions, financial reports. working papers, records, notes, letters, notices,
confirmations. telegrams, receipts, appraisals, pamphlets, magazines, neivspapers,
prospectuses. inter-office and intra-ol'fice communications, electronic mail (e-mail),
contracts, cables, notations of any type of conversation, telephone call. meeting or
other communication, bulletins. printed matter. Coniputer printouts, teletypes,
invoices, transcripts, diaries. analyses, returns, summaries, minutes. bills, accounts.
estimates, projections, comparisons, messages, correspondence, press releases,
circulars, financial statements, revieivs, opinions, offers. studies and investigations.
questionnaires and surveys, and ivork sheets (and all drat'ts, preliminary versions,
alterations, modifications, rei'isions, changes. and amendments of'any of the
foregoing, as ii ell as any attachments or appendices thereto), and graphic or oral
records orrepresentations of aliv kind (including without limitation. photographs,
charts, graphs, microfiche. microfilm, videotape, recordings and motion pictures). and
electronic, mechanical. and electric records or representations of any kind (including,
ivithout limitation, tapes, cassettes, disks, and recordings) ancl other ivritten, printed,
t> ped, or other graphic or recorded matter of any kind or nature, hoivever produced or
reproduced, and ivhether preserved in ivriting. film, tape, disk, videotape or
otherivise. A document bearing any notation not a pail of the original text is to be
considered a separate document, A draft or non-identical copy is a separate document
ii ithin the meaning ol'this term.

'I he term "communication" means each manner or means of disclosure or exchange

of information, regardless ol'means utilized, iihether oral. electronic, by document or
otherwise, ancl ivhether in a meeting, by telephone, facsimile, cniail. regular mail,
tele~es. releases. or otherivise.

3. The terms "and" and "or" shall be construed broadl> and either conjunctiveli or
disjunctively to bring ivithin the scope of this request any information ivhich niight
 otherwise be construed to be outside its scope. The singular includes plural number,
and vice versa. The masculine includes the feminine and neuter genders.

4, The terms "person" or "persons" mean natural persons, firms, partnerships,

associations, corporations, subsidiaries, divisions, departments, joint ventures,
proprietorships, syndicates, or other legal, business or government entities, and all
subsidiaries, affiliates, divisions, departments, branches, or other units thereof.

5. The term "identify," when used in a question about individuals, means to provide the
following information: (a) the individual's complete name and title; and (b) the
individual's business address and phone number.

6. The term "referring or relating," with respect to any given subject, means anything
that constitutes, contains, embodies, reflects, identifies, states, refers to, deals with or
is pertinent to that subject in any manner whatsoever.