Thomas H. French Partner MAIN OFFICE: New York Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, N.Y. 10019-6099, U.S.A. T 212-728-8124 F 212-728-9124

Mr. French is a partner in the Corporate and Financial Services Department of Willkie Farr & Gallagher LLP in New York.  Mr. French specializes in structured finance and swap transactions.  He represents some of the world’s largest commercial and investment banks and asset-backed commercial paper conduits as well as public and private companies within the United States and abroad.

Mr. French has been involved in many notable structured finance transactions of the past decade, including a proprietary $1 billion credit linked note program, the $3 billion ground breaking First Union-Lehman Brothers-Bank of America commercial mortgage securitization, establishing the first Canadian commercial mortgage conduit and the first Canadian commercial mortgage securitization. He has acted as issuer’s counsel in the $875 million Kern River natural gas pipeline project financing, which was named as "North American Deal of the Year" by Project Finance International in 2002, and as counsel to Berkshire Hathaway in the $900 million Williams Production RMT natural gas assets credit facility.

Mr. French serves as program counsel to the $10 billion Eiffel Funding asset backed commercial paper conduit and regularly represents borrowers from other asset backed commercial paper conduits. He has experience securitizing many different types of assets including: collateralized debt obligations, structured insurance products, franchise and small business loans, equipment leases, trade receivables, intellectual property rights, charged-off credit card receivables, auto loans, home equity loans and telecommunications infrastructure receivables.

Mr. French also has experience negotiating various derivative products, including credit default swaps, cash flow swaps, total rate of return swaps as well as interest rate, equity and currency swaps.  Mr. French has extensive experience structuring special purpose investment vehicles which engage in derivative transactions.

Mr. French is a member of the American College of Investment Counsel (2003 annual meeting co-chair), the Commercial Mortgage Securities Association, the International Swaps and Derivatives Association and the New York State and American Bar Associations.  He has spoken at numerous conferences and seminars on various issues regarding asset-backed and commercial mortgage securitizations, including the securitization of esoteric assets, aircraft leases, charged-off credit card receivables, and franchise loans