CERTIFICATE OF FORMATION
OF
DEAUVILLE EUROPEAN FUND, L.L.C.
The undersigned, desiring to form a limited liability company pursuant to
the Delaware Limited Liability Company Act, 6 Delaware Code, Chapter 18, hereby
certifies as follows:
FIRST: The name of the limited liability company is: Deauville European
Fund, L.L.C.
SECOND: The address of its registered office in the State of Delaware is
c/o National Corporate Research, Ltd., 615 South DuPont Highway
Dover, Delaware 19901 (Kent County).
IN WITNESS WHEREOF, the undersigned has executed this Certificate of
Formation this 21st day of November, 2000.
DEAUVILLE EUROPEAN FUND, L.L.C.
By: /s/ STEVEN M. FELSENTHAL
-----------------------------
Name: Steven M. Felsenthal
Title: Authorized Person