SUPREME COURT STATE OF NEW YORK
COUNTY OF NEW YORK
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350 BLEECKER STREET APARTMENT                     : Index #: 113271/02
CORPORATION 

               Plaintiff,                         : 
     
        -against-                                 :
                                                    VERIFIED ANSWER
KENNETH B. NEWMAN, individually and as              
managing/general partner of BLEECKER CHARLES      :
COMPANY and KENNETH B. NEWMAN 
REALTY CORP.,                                     :

               Defendants.
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KENNETH B. NEWMAN,                                :

           Defendant and Third-Party Plaintiff,   :

        -against-                                 : Index No. 591057/02

MARK LILIEN AND JAMES D. KAFADAR                  :

           Third-Party Defendants.                 :

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                THIRD-PARTY DEFENDANTS, by and through their attorneys, MITCHELL R. SCHRAGE & ASSOCIATES, PLLC, answer the defendant and third-party plaintiff, Kenneth B. Newman's Third-Party Complaint as follows:

1.             Third-party defendants deny the allegations contained within paragraphs 1 of the Third-Party Complaint except admit that Kenneth B. Newman was on the Board of Directors at some point in time.

2.             Third-party defendants deny the allegations contained within paragraph 3, 4, 6 and 7 of the Third-Party Complaint and refer interpretation of the pleadings to the trier of fact.

3.             Third-party defendants deny the allegations contained within paragraphs 5 and 8 of the Third-Party Complaint.

             WHEREFORE, third-party defendants demand judgement against the defendant/third-party plaintiff dismissing the Third-Party Complaint in all respects and judgement against the defendant/third-party plaintiff in the amount sought in the underlying Complaint, together with costs and disbursements.

Dated: New York, New York
             October 22, 2002

CLIENT'S VERIFICATION

STATE OF NEW YORK            )
                                                      ) ss.:
COUNTY OF NEW YORK         )

                   MARK LILIEN, being duly sworn, deposes and says:

                   Deponent is the third-party defendant in the within action.

                   Deponent has read the foregoing VERIFIED ANSWER and knows the contents thereof; the same is true to deponent's own knowledge, except as to the matters therein alleged upon information and belief, and those matters deponent believes to be true.

/s/ Mark Lilien
   Mark Lilien

Sworn to before me this
22nd day of October, 2002

CLIENT'S VERIFICATION

STATE OF NEW YORK            )
                                                      ) ss.:
COUNTY OF NEW YORK         )

                   JAMES D. KAFADAR, being duly sworn, deposes and says:

                   Deponent is the third-party defendant in the within action.

                   Deponent has read the foregoing VERIFIED ANSWER and knows the contents thereof; the same is true to deponent's own knowledge, except as to the matters therein alleged upon information and belief, and those matters deponent believes to be true.

/s/ James D. Kafadar
   James D. Kafadar

Sworn to before me this
22nd day of October, 2002