Santa Monica Pictures, LLC, Perry Lerner, Tax Matters Partner - Page 297

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          “U.S. Video Film Rights” to 50 film titles for “$0.50 and other             
          good and valuable consideration.”40  According to this document,            
          EBD made no express or implied warranties or representations with           
          respect to these assets.                                                    
               According to a fourth document entitled “Assignment”, dated            
          as of December 10, 1996, EBD, on behalf of itself and its                   
          subsidiaries, Alpha, Epsilon, and Epic Pictures (collectively               
          “the EBD group”), assigned and transferred to CLIS the “U.S.                
          Video Film Rights” to 65 film titles (the EBD film rights) and 26           
          development projects (collectively “the EBD film library”) for              
          “$1 and other good and valuable consideration”.41                           
               According to a fifth document entitled “Resolutions of                 
          Credit Lyonnais International Services”, effective December 10,             
          1996, CLIS assigned, transferred, and contributed all its rights            
          and interests in the EBD film library to the capital of SMHC.               
               5.  Storage Conditions of the EBD Film Library                         
               In 1996, many of the films in the EBD film library were                
          stored at “the Epic warehouse”, which Epic Productions owned.               
          The Epic warehouse was a metal shell building, about 30,000                 
          square feet, located near the airport in Burbank, California,               

               40 The assignment, including its attached schedule, did not            
          define the term “U.S. Video Film Rights”; it identified the films           
          only by titles.                                                             
               41 The assignment, including its attached schedule, did not            
          define the term “U.S. Video Film Rights”; it identified the films           
          only by titles.                                                             





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