IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF COLUMBIA

UNITED STATES OF AMERICA

c/o Department of Justice

Washington, D.C. 20530,

Plaintiff,

v.

SCOTT R. SACANE

20 Marshall Street

Suite 320

South Norwalk, CT 06854,

Defendant.

CASE NUMBER 1:05CV01897

JUDGE: Paul L. Friedman

DECK TYPE: Antitrust

DATE STAMP: 9/26/2005

STIPULATION

It is stipulated by and between the undersigned parties, by their respective attorneys, that:

(1) the parties consent that the Court may file and enter a Final Judgment in the form attached to this Stipulation, on the Court's own motion or on the motion of any party at any time, and without further notice to any party or other proceedings, if Plaintiff has not withdrawn its consent, which it may do at any time before the entry of judgment by serving notice of its withdrawal on Defendant Scott R. Sacane and filing that notice with the Court;

(2) Defendant Scott R. Sacane waives any objection to venue or jurisdiction for purposes of this Final Judgment and authorizes Matthew Dontzin, Esquire, of The Dontzin Law Firm L.L.P., to accept service of all process in this matter on his behalf; and

(3) in the event Plaintiff withdraws its consent or if the proposed Final Judgment is not entered pursuant to this Stipulation, this Stipulation shall be of no effect whatever and the making of this Stipulation shall be without prejudice to any party in this or any other proceeding.

FOR THE DEFENDANT:

/s/

Matthew S. Dontzin

The Dontzin Law Firm L.L.P.

6 East 81st Street

New York, NY 10028

(212) 717-2900

Counsel for Defendant

Dated: 9/26/05

FOR THE PLAINTIFF:

/s/

Thomas O. Barnett

Acting Assistant Attorney General

Department of Justice

Antitrust Division

Washington, D.C. 20530

(202) 514-2401

/s/

Susan A. Creighton

Director

/s/

Bernard A. Nigro, Jr.

D.C. Bar No. 412357

Deputy Director

/s/

Daniel P. Ducore

D.C. Bar No. 933721

Assistant Director

/s/

Roberta S. Baruch

D.C. Bar No. 269266

Deputy Assistant Director

Bureau of Competition

Federal Trade Commission

6th Street and Pennsylvania Ave., N.W.

Washington, D.C. 20580

(202) 326-2861