Nutter, McClennen & Fish, LLP

ATTORNEYS AT LAW

ONE INTERNATIONAL PLACE
BOSTON, MASSACHUSETTS 02110-2699
TELEPHONE: 617 439-2000         FACSIMILE 617 973-9748
CAPE COD OFFICE                 DIRECT DIAL NUMBER
HYANNIS, MASSACHUSETTS               (617) 439-23280


July 7, 1997
72556-1



VIA FACSIMILE

Linda D. Thompson
Attorney at Law
UNDISCLOSED

        Re: FDIC v. Sweeney

Dear Ms. Thompson,

        Please be advised that my client does not accept the premises or conclusions of the "proposal" you made to me by letter dated July 3, 1997, and acordingly rejects it. Your "proposal," based on erroneous recitation of facts and law, merely rehashes arguments which the courts have already rejected. See Sweeney v. Resolution Trust Corp., 16 F.3d 1 (1st Cir. 1994), cert. denied, 513 U.S. 914 (1994), rehearing denied, 513 U.S. 1105 (1995). Your failure to confront the factual and legal reality can serve no purpose but delay.

        By letter dated June 30, 1997, Acting Chairman Andrew C. Hove, Jr., reminded your clients that their intransigence and delaying tactics, capped by their failure to participate in a mediation arranged by their own attorney, required that they vacate my clients' properties before making any settlement proposal.

    While we remain willing to entertain a settlement offer from
    you, you must first peacefully resolve the outstanding eviction
    order with the U.S. Marshals Service and leave our property.
    Once you have vacated our property, we will consider a
    reasonable settlement proposal from you, as well as purchase
    offers from other interested parties.

        In spite of this plain language, your clients have failed to vacate my client's properties. I therefore repeat and emphasize the following points to you. First, my client cannot continue to


NUTTER, McCLENNEN &FISH, LLP
Linda D. Thompson
July, 7, 1997
Page 2


delay or justify further costs to taxpayers. Second, my client expects that, in compliance with the Court's Orders, the U.S. Marshals Service will evict your clients from its properties.

        I have also addressed all of the substantive points raised in your letter dated July 7, 1997, which you sent by facsimile. Please contact me if you have any questions.

              Very truly yours,



              Joseph F. Shea
JFS/pm