SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF NEW YORK

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In the Matter of the Application of BLEECKER CHARLES CO.,          : Index No.: 110835/02
                                                                   :
                              Petitioner,                          :
                                                                   :
For the Inspection of the Minutes of Meetings of the Directors and :
Shareholders and Record of Shareholders of 350 Bleecker Street     :  NOTICE OF CROSS
Apartment Corp.                                                    :      MOTION
                    -against-                                      :
                                                                   :
350 BLEECKR STREET APARTMENT CORP.,                                :
                                                                   :
                              Respondent.                          :
                                                                   :
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PLEASE TAKE, NOTICE, that upon the affidavit of Mark Lilien, sworn to on the 10th day of June, 2002, the exhibits annexed thereto, and the affidavit of David Goodman, sworn to on the 10th day of June 2002, the exhibits annexed thereto, and the memorandum of law and upon all of the pleadings and proceedings heretofore had herein, the respondent will cross move this Court, at IA Part 11, Room 351, located at the Supreme Courthouse, 60 Centre Street, New York, New York, on June 13, 2002, at 9:30 a.m., or as soon thereafter as counsel may be heard, for an order (i) dismissing the proceeding; (ii) awarding sanctions in the form of attorneys' fees for the frivolous nature of this proceeding and; (iii) granting such other and further relief as this Court deems just, proper and equitable.

Dated: New York, New York
           June 10, 2002