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UNITED STATES DISTRICT COURT FOR
THE SOUTHERN DISTRICT OF NEW YORK

____________________________________

UNITED STATES OF AMERICA,
and
STATE OF NEW YORK, by and through
its Attorney General,
and
STATE OF ILLINOIS, by and through
its Attorney General,

         PLAINTIFFS,

                  v.

SONY CORPORATION OF AMERICA
and
LTM HOLDINGS, INC.
d/b/a LOEWS THEATRES,
and
CINEPLEX ODEON CORPORATION,
and
J.E. SEAGRAM CORP.

         DEFENDANTS.
____________________________________

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98 CIV. 2716 (MP)

Filed: January 6, 2000



AFFIDAVIT OF BURNEY P.C. HUBER


I, Burney P.C. Huber, do depose and say:

1. I am an attorney with the United States Department of Justice, Antitrust Division, assigned to this matter. I make this affidavit in support of Plaintiff's Motion for Appointment of Alex D. Moglia as Trustee.

2. Plaintiff's Motion for Appointment of Alex D. Moglia as Trustee is made pursuant to the Final Judgment in this case, and is not opposed by the defendants.

3. The facts set forth in the Memorandum in Support of Motion of the United States for Appointment of a Trustee are true and accurate to the best of my belief and knowledge.

4. A copy of the Final Judgment and a copy of the brochure for Alex D. Moglia and Associates are attached hereto.



  _______________________________

Burney P. C. Huber (BH 6293)
Attorney for the United States



Subscribed and sworn to before me
this day of January 2000


_______________________________
Notary Public