1 IN THE CIRCUIT COURT OF THE CITY OF ST LOUIS

2 STATE OF MISSOURI

3

4

5

6

7 PAUL GUZZARDO

8 vs

9 GRAND CENTER INC ET AL

10

11 Case No 0922-CC01036

12

13

14

15

16 DEPOSITION OF PAUL GUZZARDO

17

18 TAKEN ON BEHALF OF THE DEFENDANT

19 JUNE 27 2012

20

21

22

23

24

25

1 INDEX PAGE NO 2 INDEX PAGE 2 DEPOSITION INFORMATION 3 3 APPEARANCE PAGE 4 DIRECT EXAMINATION BY MS LUBBEN 5 4 NOTARIAL CERTIFICATE 238 TAX PAGE 239 5 EXHIBITS 6 DEFENDANT EXHIBIT NO DESCRIPTION PAGE NO 7 A Exclusive Representation 58 Agreement 8 B 8/19/2003 Friedman Letter 67

9 C 9/5/03 Guzzardo Letter 72

10 D Option Contract 77

11 E Folder B Graphics 92

12 F Documents Related to Financial 107

13 Feasibility

14 G 3/23/04 Emails & Attached Memo 113

15 H 3/23/04 Memo 115

16 I First Quarterly Report 117

17 J Jake Wagman Article 155

18 K 1/20/05 Friedman Email 156

19 L Series of Emails 158

20 M 1/31/05 Newman Email 168

21 N Projection Project Emails 178

22 O Petition 181

23 P The Light Project Materials 192

24 Q Logic Systems Invoice 200

25 R Guzzardo Lectures 231

1 IN THE CIRCUIT COURT OF THE CITY OF ST LOUIS STATE OF MISSOURI 2 PAUL GUZZARDO ) 3 )

4 Plaintiff )

5 )

6 vs ) Case No 0922-CC01036

7 )

8 GRAND CENTER INC ET )

9 AL )

10 )

11 Defendants )

12

13 DEPOSITION OF PAUL GUZZARDO produced sworn

14 and examined on JUNE 27 2012 between the hours of

15 9 00 in the forenoon and 4 15 in the afternoon of that

16 day at the offices of CALLIS PAPA HALE SZEWCZYK &

17 DANZINGER P C 1326 Niedringhaus Avenue Granite

18 City Illinois 62040 before Susannah L Walmsley a

19 Registered Professional Reporter Certified Court

20 Reporter and a Notary Public within and for the State

21 of Missouri in a certain cause now pending in the

22 Circuit Court of the City of St Louis State of

23 Missouri wherein PAUL GUZZARDO is Plaintiff and GRAND

24 CENTER INC ET AL Are Defendants taken on behalf

25 of the Defendants

1 A P P E A R A N C E S 2 For the Plaintiff CALLIS PAPA HALE SZEWCZYK & DANZINGER 3 By John T Papa 1326 Niedringhaus Avenue 4 Granite City Illinois 62040

5 (618) 452-1323

6 Jtp@callislaw com

7

8 For the Defendants

9 STINSON MORRISON & HECKER LLP

10 By Cicely I Lubben

11 7700 Forsyth Boulevard

12 Suite 1100

13 St Louis Missouri 63105

14 (314) 863-0800

15 Clubben@stinson com

16

17 Witness PAUL GUZZARDO

18

19 Court Reporter

20 Susannah L Walmsley RPR CCR MO #902

21 Midwest Litigation Services

22 711 North Eleventh Street

23 St Louis MO 63101

24 (314) 644-2191

25 1-800-280-3376

1 IT IS HEREBY STIPULATED AND AGREED by and

2 between counsel for the Plaintiff and counsel for the

3 Defendants that this deposition may be taken in

4 shorthand by Susannah L Walmsley a Registered

5 Professional Reporter Certified Court Reporter and

6 Notary Public and afterwards transcribed into

7 typewriting and the signature of the witness is

8 expressly waived

9 * * * * *

10 PAUL GUZZARDO

11 of lawful age produced sworn and examined on behalf

12 of the Defendants deposes and says

13 DIRECT EXAMINATION

14 BY MS LUBBEN

15 Q Good morning Mr Guzzardo

16 A Good morning

17 Q We just met in the hallway As you know

18 my name is Cicely Lubben and I represent the Grand

19 Center Defendants in the lawsuit that you ve brought

20 against them And today I m here to gather

21 information from you about your claim

22 Can you please state your full name?

23 A I m Paul A Guzzardo

24 Q Have you ever been deposed before?

25 A Yes

1 Q How many times?

2 A Maybe four or five times I haven t

3 thought about it

4 Q And you understand that you are under oath

5 today?

6 A Yes

7 Q And just briefly I need you to let me know

8 if you don t understand one of my questions If you

9 answer a question I will assume that you ve understood

10 it And you need to answer verbally so that the court

11 reporter can take down accurately your answers

12 A Of course

13 Q If you ve been through a deposition before

14 you ve probably heard those guidelines before?

15 A Sure

16 Q And also that you let me finish my question

17 before you respond and I will try to do the same and

18 not interrupt you

19 You mentioned that you ve been deposed four

20 or five times before Can you tell me about those

21 times what they were in connection with?

22 A The most recent would have been in 2001 I

23 was involved in litigation regarding a wireless

24 frequency company And that was with Attorney General

25 Jay Nixon and myself as the director of a board

1 Q And what is the name of that board?

2 A It was Humanities Instructional Television

3 but it became HITEC as the acronym changed

4 Q H-I-T?

5 A E-C

6 Q E-C okay And what about the other times?

7 A Well there was a property case back in the

8 nineties of a partnership I think I was deposed in

9 that I think It s been so long I don t remember if

10 I was deposed before I gave court testimony I think

11 I was It was a family partnership

12 Why do I remember that sometime I was

13 deposed involving Larry Calhoun and our law office

14 That s been years ago

15 Q What was the name of the law office?

16 A Calhoun and Guzzardo

17 Q Any other depositions?

18 A Well I said three four It s just been

19 so long those are the only things And those two

20 lateral ones you know are more precise

21 Q Okay Have you ever taken any depositions

22 before?

23 A Yes I have when I was practicing

24 full-time

25 Q And about how many depositions have you

1 taken?

2 A You know I really can t remember I was

3 practicing full-time in the lawyers practice for

4 13 years and I would suspect I would have taken at

5 least a deposition a month maybe

6 Q In that 13-year time period?

7 A I would suspect

8 Q And maybe more frequently when you were

9 practicing full-time?

10 A No that s when I was

11 Q Okay The 13 years?

12 A Yeah So there wasn t that much deposition

13 work

14 Q Okay Is there anything today about your

15 physical mental or emotional health that would

16 interfere with your ability to give accurate and

17 honest testimony today?

18 A I hope not

19 Q Are you on any medications today that would

20 interfere with your ability to understand my

21 questions?

22 A No No

23 Q Did you prepare for today s deposition?

24 A Well I did look at some of my you know

25 correspondence and files yes

1 Q Okay Did you speak with anyone other than

2 your attorney in preparation for today s deposition?

3 A No

4 Q And did you bring any documents with you

5 today?

6 A No I don t have anything with me

7 Q Okay And have you ever testified in court

8 before?

9 A Yes I have

10 Q You mentioned the property case from the

11 nineties?

12 A Yes

13 Q Do you think you testified in court in

14 connection with that matter?

15 A Yes I know I did

16 Q What about the HIT?

17 A No That case did not go to trial

18 Q And are there any other instances where you

19 testified in court?

20 A I m drawing a blank on that I don t

21 remember

22 Q Have you ever been sued before?

23 A I would have been countersued in an

24 insurance claim involving Travelers Insurance Company

25 and that would have been involving an elevator

1 incident in 1996

2 Q Okay Any other lawsuits against you?

3 A Where I m a Defendant?

4 Q Right

5 A And again I was Plaintiff countersued

6 No I don t think so

7 Q Okay Have you brought any other lawsuits

8 aside from the current one?

9 A Yes Well I described --

10 Q The HITEC one would that be one?

11 A The HITEC lawsuit

12 Q Okay?

13 A I would have brought as a partner a lawsuit

14 in a property action in the nineties against a

15 fraternal organization

16 Q What is the name of that fraternal

17 organizations?

18 A The Elks

19 Q Pardon me?

20 A The Elks Club

21 Q Okay

22 A I brought a lawsuit against a real estate

23 company The principal was a man by the name of Tim

24 Boyle I don t remember if he was the named Plaintiff

25 or some other corporation concerning some property on

1 Washington Avenue

2 Q What was the time period for that lawsuit?

3 A Early nineties probably yeah

4 I did have a lawsuit brought against a

5 doctor who had done a procedure I was a named

6 Plaintiff That was dismissed That was George

7 Zagarfracas I think that s all of them but I cannot

8 say that with 100 percent accuracy

9 Q So the ones you recall are the HITEC

10 lawsuit the nineties lawsuit against Elks Club the

11 Tim Boyle real estate matter and then an action

12 against a doctor for a procedure?

13 A Yes

14 Q Where do you currently reside?

15 A I currently have two residences Macomb

16 Illinois 1703 South Madison and then the other

17 residence I keep an apartment in La Capital Federal

18 Buenos Aires

19 Q And for how long have you had these two

20 dual residences?

21 A The Buenos Aires was purchased and designed

22 approximately five years ago and the Macomb residence

23 is really a family residence My mom doesn t live

24 there anymore It was an elderly home that I kind of

25 flip back and forth

1 Q So in about 2007 you moved to the Buenos

2 Aires residence?

3 A Yes Yes

4 Q And before that did you --

5 A Go ahead

6 Q So in 2007 you moved in the Buenos Aires

7 residence Do you spend a portion of each year in

8 Buenos Aires and a portion here?

9 A It varies but that is correct

10 Q Generally speaking do you spend the same

11 portion of each year in Buenos Aires?

12 A It depends The last year I ve been in the

13 UK more than Buenos Aires

14 Q Okay What portion of the last fives year

15 have you been in the U S as opposed to traveling to

16 Buenos Aires?

17 A Let s say half That s not exact

18 Q Prior to 2007 before you obtained the

19 Buenos Aires residence did you reside in the Macomb

20 Illinois residence?

21 A No I was in St Louis

22 Q And what was your address in St Louis?

23 A It was Cromwell which is in Clayton And

24 I m embarrassed I would say 725 Cromwell but I don t

25 think that s correct

1 Q No that s fine I don t need that

2 A Okay

3 Q How long did you reside at that residence?

4 A A year and a half two years Well let s

5 see Maybe three years

6 Q So maybe 2004 --

7 A Yes

8 Q -- time period to 2007?

9 A Yeah

10 Q And before that did you live somewhere else

11 in St Louis?

12 A I would have lived in another apartment

13 close by Cromwell for about a year and a half

14 Q So maybe 2002 2003?

15 A Yeah 2003 basically

16 Q Okay How did you decide to purchase a

17 residence in Buenos Aires and spend part of your time

18 there?

19 A I had been there before I had done work

20 with Argentine architects and so knew Buenos Aires

21 And there were some opportunities given with the

22 December 2001 currency collapse in Argentina

23 Q You said the December 2001 currency

24 collapse which made it more affordable for you to

25 move there and/or do your work there?

1 A Yes

2 Q What is your date of birth?

3 A 12/22/1949

4 Q I just want to go through your educational

5 background Where did you go to high school?

6 A I went to high school at Western Illinois

7 University Laboratory School

8 Q And then where did you go post high school?

9 A Western Illinois University

10 Q What years were you there?

11 A Actually the high school is on the campus

12 so you are part of it so you are there from freshman

13 to senior eight years but college would have been

14 67 through 71

15 Q And then did you go to postgraduate and law

16 school after that?

17 A Yes I did

18 Q Did you go directly into law school?

19 A Yes I did

20 Q Where did you go?

21 A St Louis U

22 Q And what year did you graduate from St

23 Louis you?

24 A 1974

25 Q And what state bar license have you had?

1 A Illinois and Missouri

2 Q And do you still maintain those as active?

3 A Yes Well when you say active?

4 Q Do you renew those licenses?

5 A I renew those but there are multiple

6 levels of activity on those

7 Q So perhaps you maintain the minimum?

8 A Yes Yes

9 Q In case you ever want to go back into the

10 practice of law?

11 A Of course yes

12 Q Do you have any intention to ever practice

13 law again?

14 A Time will tell

15 Q Any other education following law school?

16 A Not of a formal degree you know

17 matriculating model

18 Q Okay I want to go through your employment

19 following your graduation from SLU Law School What

20 was your first employment following graduation?

21 A A block away

22 Q What was the name?

23 A Calvo It was at that time the Law Offices

24 for Calvo

25 Q What was the name again?

1 A Horas Calvo

2 Q And how long were you employed there?

3 A Probably a year and a half

4 Q Were you an attorney there?

5 A Yes

6 Q And what was your next employment?

7 A It would have been Calvo and Guzzardo but

8 it was a different Calvo

9 Q Okay And how many years were you employed

10 there?

11 A That would have been 14 years

12 Q And would that have been up to about 1990?

13 A 89

14 Q And you were a partner in that Calvo and

15 Guzzardo Law Firm?

16 A Yes Yes

17 Q And where was your employment following

18 Calvo and Guzzardo?

19 A I took some time off I decided to do some

20 design work travel

21 Q Okay For how long did you take time off?

22 A Well the rest of my life as best as I can

23 I did some legal work for some people in Barcelona so

24 I moved to Barcelona for a while studied some

25 Spanish

1 Q Let s start in 1989 when you left Calvo and

2 Guzzardo When would be your next formal employment?

3 A Well I was working as a lawyer I did

4 some work for Jesuit Refugee Services in Asia for

5 about three months

6 Q What year?

7 A That would have been in 92 And then

8 after returning from Asia I would have been working

9 off and on with an attorney by the name of Linda

10 Murphy who was in Clayton

11 Q What years did you work with Linda Murphy?

12 A It would have crossed over It would have

13 been 92- 93

14 Q Any other formal employment?

15 A After Linda I did consulting an agency an

16 agent I guess you d call it work on a more casual

17 basis with Imrat Kahn who was at the time kind of an

18 international musician

19 Q What is the name again? Can you spell it?

20 A I-M-R-A-T for Imrat K-A-H-N

21 Q He was an international musician?

22 A Yes

23 Q And did you consulting work?

24 A Yes some contracts and work with him

25 trying to put together a book and some other things

1 Q And what years did you do that type of

2 work?

3 A I mean off and on that would have been --

4 I was developing property at the time That would

5 have been 94 95

6 Q Okay

7 A Maybe it slid into 96 but I m not sure

8 Q What other formal employment?

9 A Well I then began developing the 1521

10 building which was the old Walkover Shoe Factory on

11 Washington Avenue

12 Q So did you spend then some period of time

13 developing different properties in the Washington

14 Avenue area downtown?

15 A Yes Yes

16 Q And what years were you involved in I

17 guess we ll say real estate development in that area?

18 A Well in terms of buying a project and

19 trying to develop it I think the project was

20 purchased in 91 It would have been sat on for a

21 while And after leaving Linda I began a more more

22 aggressively trying to develop that property

23 Q And did you develop that property to

24 conclusion?

25 A Well --

1 Q I m not familiar with that building

2 A Yes there were a number of things which

3 were done on the property There was a loft that I

4 lived in there was an apartment which was rented

5 there was a nightclub that was developed and then the

6 property was sold

7 Q Okay When was the property sold?

8 A It would have been sold at the end of 2002

9 Q Are there other properties that you

10 developed in that area?

11 A No

12 Q So your primary project was the 1521

13 building?

14 A Yes

15 Q Are there any other projects or employment

16 that you worked on since then that we haven t talked

17 about?

18 A Since then?

19 Q Since mid nineties? I think we left off

20 you did the consulting work for the musician You did

21 the 1521 building what did you work on after that?

22 A Well I created Cabool Nightclub

23 Q What years did you create and/or operate

24 Cabool?

25 A Cabool in its earliest stage would have

1 probably opened up in 96 and ran through 98 in

2 somewhat different manifestations

3 Q Any other projects?

4 A Yeah on Washington Avenue I ran Media Arts

5 which was a not-for-profit

6 Q What years did you run Media Arts?

7 A Media Arts would have been running from I

8 would have taken over Media Arts probably 97 or so

9 and I think the corporation would have been closed in

10 2006 maybe It was a Non-For-Profit Missouri Arts

11 organization

12 Q What was your title or position with Media

13 Arts?

14 A Most of the time I was the president I

15 guess I think there was a period of time that I

16 stepped down maybe for nine months or something

17 Q Did you then return as president?

18 A Yes

19 Q Were you president at the time it closed in

20 2006?

21 A Yes Yes

22 Q Okay Did Media Arts have employees?

23 A Sometimes it did It depended upon the

24 funding

25 Q What kind of positions would the employees

1 have when you had them?

2 A They would have been executive directors

3 who would have been working with me

4 Q Okay Did you receive payment or

5 compensation in your role as president?

6 A No I didn t No I didn t I would have

7 been reimbursed obviously for expenses but no there

8 was no salary

9 Q So if you incurred any expenses or costs on

10 behalf of Media Arts Media Arts would repay you?

11 A Of course Of course

12 Q But you didn t receive a salary?

13 A No I didn t receive a salary from Media

14 Arts

15 Q And then to the extent Media Arts had

16 funding from time to time you had employees and who

17 would have been paid?

18 A Yes We had executive directors we had

19 DJ s VJ s disk jockeys

20 Q What was the purpose or mission of Media

21 Arts?

22 A Well I used Media Arts as a platform to

23 develop certain ideas regarding information technology

24 and the public s fear

25 Q What kind of projects or work would Media

1 Arts did Media Arts do in furtherance of that

2 purpose?

3 A Well Media Arts did a series of

4 installations ran a media lab at the corner of

5 Washington and Tucker Those are kind of general

6 It obviously had a list that would be

7 submitted to the funders The Regional Arts

8 Commission 2004 and I think the City of St Louis

9 through some funds gave money to Media Arts And we

10 would just break down on an annual basis the specifics

11 of what was done who was involved what the nature of

12 the audience was how wide the audience is That

13 would vary from year to year

14 Q So you mentioned that Media Arts received

15 funding from the Regional Arts Commission and the City

16 of St Louis Any other sources?

17 A And a group called 2004 And there may

18 have been -- and there would have been small donations

19 from individuals

20 Q Okay What other employment or significant

21 projects did you work on that we haven t talked about

22 yet?

23 A Well I also have my projects as a Fellow

24 at the University of Dundee

25 Q What year was that?

1 A Well I am currently a Fellow at the

2 University of Dundee That s in the School of the

3 Environment That s Dundee Scotland I started

4 doing some projects some you know minimal

5 compensation back in 2006

6 Q Okay Any other employment or projects? I

7 know you have done a lot of different things so I m

8 just wanting to hit on the significant long-term

9 projects

10 A There would be some projects with some pay

11 for me to come some place and do something but in

12 terms of carrying a card --

13 Q I understand

14 A You know I had a Media Arts card I had a

15 card with Linda Murphy I have a University of Dundee

16 card So that s how I m trying to answer this now

17 Q And that s helpful So are there any other

18 significant ones?

19 A That I would have a calling card that I

20 would give someone? The answer to that would probably

21 be no

22 Q Okay I want to back up just briefly

23 Your experience as an attorney when you practiced as

24 an attorney what kind of lawyer were you?

25 A Largely workmen s comp

1 Q As a lawyer did you ever draft review or

2 revise contracts for clients?

3 A Rarely Very rarely No I did very

4 little transaction No not for clients No I don t

5 think I ever did transactional work for clients

6 Q Okay Would you have reviewed any option

7 contracts for a client ever?

8 A No My partner Larry Calvo handled the

9 transactional work

10 Q Did you ever sign any contracts on behalf

11 of Calvo and Guzzardo like in connection with your

12 business as running your law firm?

13 A Sure I m sure I did You know I can t

14 be specific but I m sure I would have had to

15 Q Did you ever do any condemnation or eminent

16 domain type work when you were practicing as an

17 attorney?

18 A No I didn t

19 Q And then in connection with the

20 non-attorney work when you worked with Linda Murphy

21 or the consulting work did you the Media Arts work

22 did you have the opportunity to draft review or

23 revise contracts in connection with any of that work?

24 A Yes I dealt with subcontracts

25 involving -- I ll give you the acronym SLDC which I

1 guess is the St Louis Development Corporation

2 Q What would be an example of a type of

3 contract that you did?

4 A Well I was putting together with St Louis

5 Development Corporation a contract for a media plaza

6 at the corner of Washington and Tucker and I did get

7 involved in that contract And I think that had an

8 options provision It had multiple layers

9 Q And what was the year roughly of that

10 project?

11 A That would have been shortly before the

12 Media Box so we re probably talking it could have

13 been 99 or 2000 I would have to look at those

14 documents

15 Q And would that have been work you would

16 have been doing on behalf of the Media Arts?

17 A Yes

18 Q Because it s involving --

19 A Yes Media Arts There were two It was

20 Media Arts and another not-for-profit corporation by

21 the name of City something or other

22 Q Okay Do you recall any other instances

23 where you ve ever been involved with an options

24 contract other than this litigation?

25 A No I don t at this point I do not have a

1 recollection of that

2 Q What other type of contract work have you

3 done for as a consultant or with the Media Arts or

4 any of the other significant projects or employment

5 we ve talked about?

6 A I think I would have reviewed some

7 contracts for Imrat Kahn during you know my work

8 with him but my input was limited in terms of what he

9 would do

10 Q Okay Would those be contracts like for

11 him to perform at a venue?

12 A Yeah

13 Q Things like that?

14 A Yeah

15 Q Any other contract work that you recall as

16 you sit here?

17 A No but inevitably if you are alive today

18 one confronts contracts in various personal aspects of

19 one s life so of course I deal with some but I was

20 not a transactional attorney

21 Q Okay You mentioned the Media Arts

22 not-for-profit Have you ever served in any capacity

23 with any other not-for-profit entities?

24 A Well yes And the litigation with that

25 Attorney General Jay Nixon was regarding this matter

1 I was a Director of Humanities Instructional

2 Television

3 Q And what years did you serve as director?

4 A I would have I believe 1999 I would have

5 come on the board and I was director till you know

6 February of 2005 so that would have been six years or

7 so

8 Q Okay When were you involved -- did you

9 bring a lawsuit in some capacity against HIT?

10 A Yes I did I brought a lawsuit to remove

11 all of the directors for wrongdoing

12 Q What year was that lawsuit?

13 A I think it was 2000 I think it was 2000

14 Q And what was the outcome of that lawsuit?

15 A The outcome of the lawsuit was that the

16 directors were removed The Attorney General joined

17 me in the litigation and the directors were removed

18 Q And did you remain a director during this

19 whole time?

20 A Yes Yes

21 Q Okay And was some process put in place to

22 fill the empty spots for the directors that were

23 removed?

24 A Yes There is a procedure under Missouri

25 law regarding -- there s a complex series of bits that

1 come into play regarding this And that was done

2 where the corporation was reconfigured there had to

3 be sort of actions involving the Federal

4 Communications Corporation because we were holders of

5 a wireless license And it was a fairly complex

6 procedure

7 Q Okay

8 A But eventually resolved

9 Q Are there any other not-for-profit boards

10 that you served as a director officer?

11 A Yes I m embarrassed sometimes

12 Crossings Crossings was a musical organization which

13 put a series of musical events together and I would

14 have been on that board probably for four or five

15 years

16 Q What time period?

17 A I d say 99 through maybe 2004 maybe five

18 years

19 Q How did your service on that board end?

20 A I resigned I didn t have time You know

21 I don t -- nothing of any particular memory

22 Q Okay How did your service on the HITEC

23 board end in February 2005?

24 A Well I was -- in 2005 my term was coming

25 to an end and I had been asked by the president of the

1 board Fred Blake B-L-A-K-E who was the president of

2 math and philanthropy to submit a nomination for

3 another term So I submitted my name for another term

4 and there was an election held and I was not reelected

5 to the board

6 Q How long were the terms?

7 A Well the terms varied because in the

8 creation of the board the Attorney General felt it was

9 critical to have an inner -- you know an overlapping

10 structure

11 Q So it wasn t like all of the directors came

12 off at the same time?

13 A No No and because of the history of the

14 problems and the public face of that So there was a

15 structure put into play that we could agree on I had

16 a three-year term so if my term was coming to an end

17 in February I would have had the first three year

18 terms and then I think everybody had three-year terms

19 off that because we would have been overlapping

20 Q So in February 2005 your three-year term

21 was ending?

22 A Right

23 Q And you were looking to be renewed for

24 another three-year term?

25 A Correct

1 Q Did anyone from HITEC tell you the reasons

2 that you were not elected to another term?

3 A No there was no communication

4 Q And who made the decision -- let s see

5 You said you were asked to submit to another term the

6 election was held Who were the people who were

7 voting on --

8 A The board

9 Q So the other members of the board excluding

10 you did?

11 A Well you are saying excluding me and it s

12 curious I don t remember that

13 Q I m just trying to figure out who votes

14 A The board We were all voting at that

15 time

16 Q So you can vote for yourself?

17 A Yes

18 Q And who else you want?

19 A Yes yes yes I m sure

20 Q So in February of 2005 all of the members

21 of the board are given some kind of ballot?

22 A Yes

23 Q And they vote who is going to get removed?

24 A Of course

25 Q And who is to remain?

1 A Right

2 Q And no one on the board as of February 2005

3 gave you any reason for why you were not reelected in

4 2005?

5 A Yes that is correct I was not advised

6 Q Okay Have you ever served on any other

7 not-for-profit boards other than HITEC and Crossings?

8 A Media Arts of course

9 Q And Media Arts Yes I m sorry Media

10 Arts Crossings HITEC?

11 A Oh yes yes

12 Q I m sorry I m asking you to go through your

13 past

14 A Yes yes of course I was on the Sheldon

15 which is the Sheldon Arts Foundation I assume it was

16 called that yes the Sheldon Arts Foundation I was

17 on the Sheldon Arts Foundation

18 Q What years?

19 A I would have been on the Sheldon Arts

20 Foundation board from 19 -- it could have been 90

21 91 through 93 maybe

22 Q And how did your service on that board end?

23 A There was a falling out with the president

24 of the board Dr Lee Jardine and he asked me and

25 another member of the board to step down because of

1 policy disagreements

2 Q Who was the other member that was asked to

3 step down?

4 A He had a copper manufacturing business in

5 St Louis Excuse me Brandon I m sorry

6 Q That s fine If you remember it later just

7 let me know

8 A Yes

9 Q So in 93 94 you had a falling out with

10 the president and he asked you to step down and you

11 did?

12 A Yes

13 Q And you mentioned a policy disagreement

14 Can you just briefly tell me what the disagreement was

15 about if you recall?

16 A Of course I recall I m writing about it

17 now

18 The Sheldon had received a substantial

19 commitment for funding for an expansion from a Mr

20 Fisher who was the eventual funder for the Gateway

21 Not-For-Profit Corporation

22 And I had been I was a member of the board

23 when that came in and because of my reputation within

24 architectural circles I was asked to organize the

25 selection of the architects and to assist in

1 developing the program for the expansion of the

2 Sheldon Auditorium And that went on That process

3 that I oversaw in various capacities would change I

4 think I was a chairman of the committee and then a

5 member of the committee and then a sub of the

6 committee as I said to develop a design for it

7 And the design I believe contracts were

8 about to be let to build the design There was a

9 large ceremony awarding celebrating the design And

10 things went awry and the design was not used then to

11 complete the project so there was a dispute regarding

12 the development of the design and the termination of

13 the design

14 Q Okay And you said the funding came from

15 Fisher?

16 A Yes

17 Q Did you leave the project with any ill will

18 towards between you and Fisher?

19 A I never met Mr Fisher

20 Q He just provided the funding?

21 A I never met Mr Fisher

22 Q And you mentioned that he also provided

23 funding to Gateway Not-For-Profit Corporation?

24 A No I was just using that as a way to

25 identify and he had a fondness for Gateway and I

1 forget --

2 COURT REPORTER I m sorry?

3 BY MS LUBBEN

4 Q Okay Was there any relationship between

5 the Gateway Not-For-Profit Corporation and the Sheldon

6 Arts Foundation?

7 A I cannot answer that question because I

8 don t remember and I was not directly involved with

9 the funding whether or not Gateway came into

10 existence afterwards or whether there was a crossover

11 I just don t know

12 Q Any other not-for-profit boards?

13 A No I hopefully haven t forgotten

14 anything

15 Q Have you ever served on any for-profit

16 boards?

17 A No

18 Q Who is Sung Ho Kim?

19 A Sung Ho Kim is with AxiOme That s the

20 name of his company He is an architect and

21 instructor Washington University

22 Q When did you first have any contact with

23 Sung Ho Kim?

24 A I would have been introduced whether it

25 was April or May to meet Sung Ho Kim through Angela

1 Miller who is a Professor of Art History at Washington

2 University

3 Q What year roughly would that have been

4 that introduction through Angela Miller to Sung Ho

5 Kim?

6 A That would have been at the end of 2002

7 Q And what would have been the purpose of the

8 introduction to Sung Ho Kim?

9 A Well the year before Angela would have

10 arranged for me to meet and spend time with William

11 Mitchell William Mitchell recently deceased was

12 the Dean of Architecture at MIT and was the author of

13 a series of significant early books on information

14 systems in urban design Somewhat of a great man

15 And at that meeting with Mitchell and

16 Miller we discussed some of the ideas which were

17 driving my praxis and how MIT was a hot spot for the

18 development and study of these ideas

19 Q Okay Some of the ideas that you discussed

20 with Mitchell were some of those ideas ideas that

21 were ultimately incorporated into your Media Box

22 concept?

23 A Yes

24 Q And then Sung Ho Kim he came from MIT

25 right?

1 A Correct

2 Q And so is that how you kind of heard about

3 him?

4 A Yeah At that time though the name Sung Ho

5 Kim was not mentioned would not have been mentioned

6 Q Okay So it was maybe natural a year after

7 you had met Mitchell for Professor Miller to then

8 follow-up with you to meet --

9 A Yes

10 Q -- Sung Ho Kim?

11 A Yes

12 Q When did you first have contact with Sung

13 Ho Kim in connection with the Media Box?

14 I know you said you think you met him at

15 the end of 2002?

16 A Well when I met him we said let s discuss

17 some collaborative projects And for the next few

18 months we would have spent a fair amount of time

19 together Sung Ho would be showing me some of his

20 works He was from the Robotics Department of MIT

21 lab Again I m unclear on the defined divisions

22 within that

23 Q Okay?

24 A And I was showing him work which I had done

25 with Media Lab my Media Lab my nightclub and with

1 MetroLink which I have not mentioned

2 Q What is it called Metro?

3 A MetroLink

4 Q Oh MetroLink okay

5 A So that would have been an ongoing kind of

6 discourse for six months of 2002

7 Q Okay At some -- and if you ever need a

8 break just let me know

9 A Sure I m fine

10 Q So for six months you are showing each

11 other your work talking maybe about potential ideas

12 or projects going forward?

13 A Yes

14 Q What happened after that six months did

15 you select some task or project you were going to move

16 forward on? What was the next step in your

17 relationship with Sung Ho Kim?

18 A There was a great deal of give and take in

19 terms of ideas Sung Ho would talk about projects he

20 was trying to put together with other members of the

21 Wash U faculty

22 I introduced him to an architect who I had

23 worked with on the MetroLink project and also had set

24 up on a Columbia church project which I helped put

25 together Fabian Wonch (phonetic)

1 So it was kind of you know this rich

2 intellectual kind of social scene back and forth and

3 whether or not these ideas might find a place in St

4 Louis to develop I then introduced him to Eric

5 Friedman

6 Q When would that have been?

7 A Sometime probably in that six months I

8 don t -- I can t tell you anything more specific than

9 that

10 Q Okay Did you ever enter into any written

11 agreements with Sung Ho Kim?

12 A No The only thing at one point Eric had

13 an LLC and that would have been sometime but then

14 that expired and we did nothing further on it

15 Q And was that like GFK or GKF?

16 A Yeah something initials

17 Q Okay And do you know if there was ever an

18 operating agreement or any other written documents --

19 A No

20 Q -- other than --

21 A No no no

22 Q -- creating an LLC --

23 A It was like that was done and then we would

24 do something more if these things develop And

25 obviously nothing developed

1 Q So other than any documents related to GKF

2 or GFK you don t have any other written agreements

3 with Sung Ho Kim?

4 A No No

5 Q What was Sung Ho Kim s role in connection

6 with the Media Box?

7 A Well I mean the contract details you

8 know A lot of it --

9 Q Let me back up So you mean option

10 contract?

11 A Yeah Well --

12 Q Yeah yeah we ll get to that

13 A Yeah

14 Q Was Sung Ho was he involved in drafting or

15 negotiating the Option Contract?

16 A No No

17 Q Was he involved in any of the condemnation

18 proceedings that were involved in this lawsuit?

19 A No

20 Q What was Sung Ho Kim s role in connection

21 with any funding for the Media Box project?

22 A Sung Ho was working and had been working

23 and had a partner out of Thailand and there was -- in

24 the initial discussions he said I want you to meet my

25 partner possibly he and his family would have some

1 interest in investing in the Media Box And his name

2 was Todd I think they went to school together

3 Q Do you recall his last name?

4 A No I don t

5 Q So Sung Ho Kim said that Todd might have

6 interest in investing in Media Box?

7 A Yes

8 Q What about Sung Ho Kim himself did he have

9 any funds?

10 A No

11 Q Was a firm commitment ever received from

12 Todd?

13 A No

14 Q So other than a potential investment from

15 Todd Sung Ho Kim didn t have any involvement in

16 possible investment in the Media Box project?

17 A No

18 Q That s correct okay

19 So how would you describe Sung Ho Kim s

20 role with Media Box? Is it fair to say that he was

21 the person who was responsible for designing the

22 architectural design --

23 A You know --

24 Q -- component of the Media Box?

25 A Yeah He tried to create some

1 responsibilities yes He would have been the person

2 who would have been designing the structural

3 obviously with my -- in a collaborative fashion I

4 had designed a series of projects

5 Q Okay Other than designing the structure

6 for the Media Box in collaboration with you what other

7 responsibilities did Sung Ho Kim have in connection

8 with the Media Box project?

9 A Well you know we were trying to -- this

10 was a consortium with people thinking about ideas and

11 theory and what would be the functioning program So

12 okay architecture and program are almost impossible

13 to divide

14 Q Okay So would Sung Ho Kim also provide

15 input or feedback on the prospective program

16 content --

17 A Yes

18 Q -- for Media Box as well?

19 A I would give him copies of all my papers

20 invite him to talks I would give I would give talks

21 at his office to people who were doing drafting and

22 doing work and thinking about it the Media Box and

23 other projects that he had

24 Q When you say copies of all papers are you

25 referring to like published papers where you would

1 write on topics relevant to Media Box --

2 A Media Box

3 COURT REPORTER Please wait until she

4 finishes the question I can t hang on when you keep

5 interrupting

6 "When you say copies of all papers are you

7 referring to like published papers "

8 BY MS LUBBEN

9 Q Where you are describing or discussing

10 components of the Media Box?

11 A Or pre-Media Box papers also

12 Q Okay And then you said talks at his

13 office where they re doing the drafting

14 It s my understanding that Sung Ho Kim had

15 maybe a group of students or architects associated

16 with Wash U that would help him work on Media Box

17 designs is that --

18 A Yes Yes

19 Q Okay So from time to time you might come

20 and talk to him or other students at Washington

21 University about Media Box concepts or pre-Media Box

22 concepts?

23 A Correct

24 Q Okay Is there anything that we haven t

25 talked about any additional responsibility with Sung

1 Ho Kim in connection with the Media Box?

2 A I mean that s difficult to you know

3 instill years and work of projects with Sung Ho

4 Generally we ve covered the outlines

5 Q So it sounds like it was a collaboration

6 you did not have any written document that said here

7 is what Sung Ho is going to do specifically?

8 A No

9 Q Okay Did you pay Sung Ho Kim for the

10 architectural designs that he provided for the Media

11 Box?

12 A No I did not

13 Q Did you pay him any compensation for his

14 time in preparing that?

15 A No I did not

16 Q Did you pay any costs he might have

17 incurred in connection with preparing the Media Box

18 designs or models?

19 A No No I did not

20 Q Okay When was your --

21 A Yeah -- no Media Arts paid Sung Ho Kim

22 some money I did not But Sung Ho Kim did receive

23 money from Media Arts

24 Q Do you know how much money he received?

25 A No I cannot tell you that I mean I don t

1 remember but there were payments from Media Arts to

2 Sung Ho Kim

3 Q Were they payments for the actual designs

4 or for the costs of materials?

5 A I don t know whether or not the

6 corporation you know was that particular in terms of

7 him itemizing hours work or expenses I don t think

8 so but I don t remember

9 Q Do you have any idea what the amount was

10 was it under $1 000 or was it a huge amount?

11 A No it wasn t huge Could it have been

12 $3 000 one year? It never would have exceeded that

13 And could it have been over a couple of years? That s

14 possible but I don t --

15 Q And we are talking about work Sung Ho Kim

16 did in connection with the Media Box right?

17 A Yes

18 Q Not some other project?

19 A Right yes

20 Q When was your last contact with Sung Ho

21 Kim?

22 A It would have been in the summer of 2005

23 Q What was the last contact did you have an

24 email communication with him did you speak with him?

25 A I was at a I think I was at a dinner that

1 Eric Friedman had scheduled for Jill McGuire and some

2 other people in the arts community

3 Q So from about 2002 to 2005 you had a lot of

4 contact with Sung Ho Kim How come you haven t had

5 any contact with him since the summer of 2005?

6 A Well you know certain events which are

7 the basis of this lawsuit created a bit of a rift

8 Q Okay What is your rift with Sung Ho Kim?

9 A Well Sung Ho you know came to Washington

10 U as a -- what s the term Tenure in waiting

11 there s a term for that

12 Q He s hoping to put in enough time that

13 he ll get a permanent position there?

14 A Yes You can be hired as a --

15 Q Tenure track?

16 A Tenure track of course Yes of course

17 Sung Ho Kim came to Washington University with a

18 tenure track position

19 Subsequent to the Media Box contract or

20 around the same time Sung Ho Kim got married And he

21 married Heather Woffer who also got a position as a

22 tenure track professor at Washington University And

23 you know obviously that was important to them and

24 that was you know kind of the defining controlling

25 of their time

1 And after the Jim Day the series of events

2 that involved Jim Day and the Post Dispatch Wagman

3 article things got a little dicey

4 Q Okay So the Jim Day it s my

5 understanding that the Post Dispatch published an

6 article about Jim Day and the eminent domain issues in

7 late January or early February 2005?

8 A Yeah

9 Q So after that did Sung Ho Kim say something

10 to you to the effect that he didn t want to work with

11 you anymore or what do you mean when you say things

12 got dicey after that article with Sung Ho Kim?

13 A Well Sung Ho at the time of the article

14 was designing -- I forgot my other employments so I m

15 filling in some of the gaps now

16 Sung Ho Kim was designing the Secret Baker

17 stage sets for St Louis Community College I at that

18 time had been hired as Director of Secret Baker which

19 was the title of a play And Sung Ho was also hired

20 as the Stage Designer or AxiOme would have been hired

21 as the Stage Designer So that was going on at the

22 time of the article and the Post article press and

23 neither Sung Ho nor his wife Heather attended the

24 play

25 Q So is it your contention that Sung Ho and

1 his wife did not attend the play because of whatever

2 information was published in the Post Dispatch

3 article?

4 A You know I would read it that way

5 Q Did they ever tell you that?

6 A No

7 Q Did they ever tell you why they didn t

8 attend the play?

9 A We didn t -- no

10 Q Did you ever ask them?

11 A No

12 Q Following the play did you have any contact

13 or communications with them from the time of the play

14 to the summer of 05?

15 A Yes I believe there might have been a

16 meeting or two arranged by Eric Friedman to see if

17 there was the possibility of resurrecting the project

18 in light of this political maelstrom

19 Q Okay So when was the play do you

20 remember was it in the spring of 05?

21 A No No The play was in constant

22 production from -- production I shouldn t say in

23 preparation from mid January to the end of February

24 and it would have been running for a couple weeks the

25 last two weeks probably of January 2005

1 Q Okay So the play was in

2 January/February 2005?

3 A Or it was in production

4 Q In production?

5 A Yes

6 Q So the performance it would have been

7 presented in late February?

8 A Yes two weeks in late February

9 Q Okay So Sung Ho Kim did not attend the

10 Secret play that was in late February Between late

11 February and --

12 A I should add -- let me clarify

13 Q Sure

14 A Sung Ho and a couple of his students came

15 in for five minutes to take photos during the

16 performance It was slightly disruptive as to the

17 actual performance And then he left

18 Q And you think he was going in there so he

19 would have a record of the stage of the work he had

20 invested?

21 A Absolutely yes

22 Q Okay So between late February and the

23 dinner party in the summer 05 there may have been a

24 few meetings with Eric Friedman?

25 A Yes And was there one was there two

1 yes

2 Q Okay And we re going to come back later

3 and talk about those meeting more but let me move on

4 a little bit

5 Do you know if Sung Ho Kim continues to

6 work with -- on projects with Grand Center

7 Incorporated or the other Defendants in this lawsuit

8 in any capacity?

9 A From what I can read from the newspapers

10 yes

11 Q So you ve read about him doing different

12 projects with the Defendants?

13 A Yes

14 Q What is the Friedman Development Group?

15 A It s a real estate development group

16 commercial generally

17 Q And who is Eric Friedman?

18 A Eric Friedman is the principal of the

19 group

20 Q I understand you worked with Eric Friedman

21 and his company in connection with the Media Box

22 project Before Media Box had you worked with Eric on

23 other projects?

24 A Eric represented me in the sale of the 1521

25 building

1 Q Okay Any other projects you worked with

2 him on?

3 A We talked about other projects but in

4 terms of other projects where things were actually

5 done and contracts were signed it would only be those

6 two

7 Q When did you first have contact with Eric

8 in connection with the Media Box project?

9 A I called or sent him an email after I

10 received an email from Vince Schoemehl

11 Q When did you receive your phone call or

12 email from Vince Schoemehl?

13 A That would have been in July of 2003 It

14 could have been the last week in June but I don t

15 quite remember now

16 Q Sure That first contact from Vince

17 Schoemehl in 2003 what did he communicate to you?

18 A He said he was aware of my work and he

19 thought I would be a good fit for Grand Center And

20 there was a specific piece of property that he wished

21 to discuss with me and he indicated that he would like

22 to set up a meeting with me which would include Emily

23 Pulitzer and at that time the president of the board

24 whose name whose last name began with an N but I had

25 no contact with that man on any occasion but there

1 was a third name for that meeting

2 Q Okay And what was your response?

3 A Fine

4 Q Do you recall anything else you discussed

5 in that first communication?

6 A No I think that s fair

7 Q And so then a meeting was set up?

8 A Yes

9 Q And do you know when the meeting was? I

10 have some documents we can look at in a little bit

11 A Yes

12 Q Sometime after July 2003?

13 A 2003 It was July or August It may have

14 been later in July I m not 100 percent sure Within

15 a two to three-week period of time the meeting was set

16 up

17 Q Okay Who was present at the meeting?

18 A It would have been Sung Ho myself Eric

19 Friedman Vince Schoemehl and Emily Pulitzer

20 Q And what happened at the meeting?

21 A There would have been the casual

22 introductions I reviewed -- because it was Pulitzer

23 I reviewed my architectural work and had a series of

24 international magazines which had published my

25 projects

1 I remember pulling out a picture of me and

2 Gary the architect in a Spanish magazine where my

3 project was next to the Bilbao Museum

4 Q Okay

5 A So that was part of it

6 And then I think I gave a presentation of

7 Media Lab content as a kind of protocol for Grand

8 Center

9 And then the third part would have been

10 Sung Ho gave a tour of his office and showed the

11 various models of the various proposed projects

12 So that one two three

13 Q Okay What response did you get from Vince

14 Schoemehl?

15 A Everybody was highly enthusiastic

16 Q Same for Emily Pulitzer?

17 A Yes

18 Q Let me back up to your first communication

19 with Vince Schoemehl

20 When he first contacted you he said he was

21 aware of your work thought you would be a good fit

22 for Grand Center And you said he told you that he

23 had a specific piece of property that he wanted to

24 discuss with you Do you know at that time if there

25 was a specific piece of property in mind that he

1 communicated to you?

2 A I would backtrack "I want to talk to you

3 about some property that we have " Maybe that was the

4 line

5 Q Okay?

6 A And that is probably a fairer description

7 of what would have occurred in that phone call I

8 cannot remember whether or not it went down to "I have

9 a specific one"

10 Q Okay

11 A I just can t

12 Q But you don t recall him telling you or

13 referring to what we now know is the Day property?

14 A No I don t think so I don t think so

15 Q Now in this meeting with you Sung Ho

16 Eric Vince and Emily was there any discussion at that

17 in person meeting about where this potential project

18 would be located?

19 A I very much think so Obviously it s been

20 nine years but I m sure I left that meeting with a

21 certain excitement because of that property and its

22 relationship to the Pulitzer and its relationship to

23 the Contemporary which was under construction at that

24 time offered such a rare extraordinary opportunity as

25 a platform So I m almost I m almost positive that

1 we talked about the Day property

2 Q Would Vincent Schoemehl have been the

3 person to bring up that property or was this a

4 property that Sung Ho Kim had already seen and looked

5 at?

6 A Oh no no no

7 Q So who --

8 A It would have to be Vincent Schoemehl

9 Q Okay Do you remember anything specific

10 that he told you about that particular piece of

11 property that I m going to refer to as the Day

12 property?

13 A To my memory there were a series of events

14 afterwards And I m not able to pinpoint what

15 happened at that meeting and what might have happened

16 a few days later in a conversation that succeeded

17 those meetings

18 So within a week or so I was aware this was

19 a piece of property there were condemnation issues

20 condemnation was going to be getting -- there were

21 remediation issues

22 Whether or not that was discussed at that

23 meeting or where you know the phone calls between

24 Eric and myself elaborated and developed that within

25 the next two weeks I just don t remember

1 Q Okay Do you remember anything else

2 specific about your first in-person meeting with

3 Vincent Schoemehl and Emily Pulitzer?

4 A Just that it was extraordinarily congenial

5 and there seemed to be a great deal of excitement that

6 now with this TIF this is the type of project which

7 would be welcomed and could be done at Grand Center

8 Q When is the next time you had any

9 communication with Vincent Schoemehl or anyone else

10 associated with Defendants?

11 A Well at that time Eric Friedman was going

12 to become the point person And we were bringing

13 material to his office and he was sending material to

14 Grand Center so that was how the system began to

15 work

16 Q So Eric became the point person This is

17 late summer 2003?

18 A Yes

19 Q The Option Contract was signed in the

20 spring of 2004 What contact do you recall having

21 with Vincent Schoemehl direct contact with Vincent

22 Schoemehl between this meeting here and when the

23 Option Contract was signed?

24 A Well there was another meeting at Sung

25 Ho s office for further for thinking through these

1 issues And Craig Kaminer was at that meeting I

2 don t believe Emily Pulitzer was and I m almost sure

3 Vince was but I think Craig stayed later So that

4 would have been like a second actual physical meeting

5 Materials were moving back and forth I

6 put together summaries of work done The MetroLink

7 project was kind of sent to them

8 But then that meeting the second meeting

9 at Sung Ho Kim s office again I m suspecting 30 days

10 or so you know I dropped off things at the office of

11 Grand Center more in sort of a casual sort of way

12 ten-minute conversation or something like that

13 There was a consultant that came in from

14 Chicago that may have been in December that Grand

15 Center was bringing in to evaluate the district

16 I had received a call either directly from

17 Vince or Eric that they wanted to meet with me I

18 remember spending some time at their office discussing

19 Media Box concepts you know St Louis Media Heritage

20 consultants

21 Q Okay Let me back up a minute So you

22 mentioned this second in-person meeting with Craig

23 Kaminer Sung Ho Kim Vincent Schoemehl and yourself

24 Do you recall any discussions about the Day property

25 at that meeting?

1 A That would not have been the primary

2 purpose of the meeting And there may well have been

3 some secondary side remarks regarding condemnation

4 issues I don t recall that at that time

5 Q Okay And then you might have seen Vincent

6 Schoemehl in passing when you are passing off

7 materials to Grand Center from time to time?

8 A Correct

9 Q Do you recall discussing the Day property

10 with Mr Schoemehl during any of those meetings?

11 A If there was a discussion it would have

12 been a fairly quick hopefully things are moving

13 forward and nothing more than that

14 Q Do you remember any other contact with

15 Vincent Schoemehl in this summer 2003 to spring 2004

16 time period when the Option Contract was signed?

17 I m talking about the time period leading

18 up to the signing of the Option Contract Do you

19 recall any other discussions with Mr Schoemehl about

20 the Day property?

21 A About the Day property?

22 Q Right

23 A Face to face?

24 Q Or an email I mean I have the emails

25 Let s talk about on the phone or face to face

1 A No I don t recall face to face or on the

2 phone

3 Q Okay

4 THE WITNESS I m going to take a break for

5 just a second okay?

6 MS LUBBEN Sure

7 (A short break was then taken)

8 (Defendant Exhibit A Exclusive

9 Representation Agreement was then identified )

10 BY MS LUBBEN

11 Q I m handing you what we ve marked as

12 Exhibit A Can you identify this?

13 A That s -- oh yes That s an agreement

14 with Eric that he would be looking for property for

15 me

16 Q Okay So that s your signature on the

17 first page of the Exhibit A?

18 A Yes

19 Q So this is your Exclusive Representation

20 Agreement with Eric Friedman s company?

21 A Yes Yeah

22 Q And this is dated?

23 A 6/13

24 Q 6/13/03?

25 A Yes

1 Q Prior to June 13th 2003 what discussions

2 did you have with Eric Friedman or anyone else in his

3 company about what you were looking for as far as

4 property wise?

5 A Well Eric was my realtor on the sale of

6 the 1521 building

7 Q Right?

8 A And after the sale I discussed I might like

9 to use the proceeds for other property and would look

10 for some And it proceeded on a fairly casual basis

11 I was in and out And at one time he said let s start

12 looking more seriously and here is the agreement and I

13 said fine

14 Q Prior to signing this agreement did you

15 talk to him about what size of property you were

16 looking for?

17 A It was fairly spongy you know in terms

18 of you know what s out there what are things

19 costing what do I want to do You know I was -- it

20 was not terribly precise

21 We talked a little bit about you know if

22 someone else involved I mean Sung Ho and I had some

23 discussions that possibly we could have something for

24 Media Arts for rent So there were certain sort of

25 soft parameters which eventually found itself into the

1 Media Box

2 Q Before June 13th 2003 what did you tell

3 Eric about how much you were willing to spend?

4 A I don t think I said