THIRD AMENDMENT TO

THIRD AMENDMENT TO THE JEFFREY E. EPSTEIN 2001 TRUST ONE I am the Grantor of THE JEFFREY E. EPSTEIN 2001 TRUST ONE ("the trust"). Pursuant to Article FIFTEENTH of the trust, I have the power to amend the trust. I amended the trust on June 27, 2003 and December 3, 2004. I hereby make this THIRD AMENDMENT to the trust as follows: FIRST I hereby add the following new subparagraph (e) to Article FIRST, paragraph II: "(e) Five Million Dollars ($5,000,000) shall be distributed to DARREN K. INDYKE, if he is then living, or if not to his issue who are then living." IN WITNESS WHEREOF, the undersigned has executed this THIRD AMENDMENT on the 4 I"( day of Ft I, , 2004. 389057.1 CONFIDENTIAL GJ 000225 SDNY_GM_00007902 EFTA_00 120574 EFTA01266325 ---PAGE BREAK--- STATE OF P7 ) ss.: COUNTY OF ) On the a day of in the year 200 , before me, the undersigned, personally appeared JEFFREY E. EPSTEIN, personally known to me to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual executed the instrument. 389057.1 Notar Public HARRY I. BELLER Notary Publi York No. Qualified in ockland County, Commission Expires Feb. 17.20% CONFIDENTIAL GJ 000226 SDNY_GM_00007903 EFTA_00 I 20575 EFTA01266326