THE BANK OF NEW
YORK MELLON
S00056898
OCTOBER 31
2008
KATO
INTERNATIONAL
LLC
BROADPOINT SECURITIES GROUP, INC
TOWER 49, 12
EAST 49TH
STREET
1 PENN PLAZA
NEW YORK, NEW
YORK
10017
NEW YORK, NY 10119-4000
OUR REFERENCE
NO. S00056898
BROADPOINT
SECURITIES GROUP, INC
AVAILABLE
WITH: THE BANK OF
NEW YORK MELLON
DRAWN ON
THE BANK OF NEW YORK
TO THE EXTENT
OF: ***USD1,
324,000.00 ***
EXPIRY
DATE:
OCTOBER 31 2009
PLACE OF
EXPIRY: OUR
COUNTERS
WE HEREBY
ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. S00056898 IN
FAVOR OF KATO INTERNATIONAL LLC FOR THE ACCOUNT OF BROADPOINT
SECURITIES GROUP, INC. FOR A SUM NOT EXCEEDING $1,324,000.00,
AVAILABLE BY YOUR DRAFTS AT SIGHT ON US EFFECTIVE IMMEDIATELY AND
EXPIRING AT OUR COUNTERS AT OUR CLOSE OF BUSINESS ON OCTOBER 31,
2009.
DRAFTS DRAWN
HEREUNDER MUST BE ACCOMPANIED BY A STATEMENT SIGNED BY ONE OF YOUR
OFFICERS READING AS FOLLOWS: "THE AMOUNT OF THE ACCOMPANYING DRAFT
IS DUE AND PAYABLE TO KATO INTERNATIONAL LLC BY THE BANK OF NEW
YORK MELLON UNDER A CERTAIN OFFICE LEASE DATED AS OF OCTOBER 31,
2008, BETWEEN KATO INTERNATIONAL LLC AND BROADPOINT SECURITIES
GROUP, INC.
DRAFTS DRAWN
HEREUNDER MUST INDICATE: "DRAWN UNDER LETTER OF CREDIT NO.
S00056898 OF THE BANK OF NEW YORK MELLON."
IT IS A
CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE AUTOMATICALLY
EXTENDED WITHOUT AMENDMENT FOR FURTHER PERIODS OF ONE YEAR FROM THE
PRESENT AND EACH FUTURE EXPIRATION DATE,
- CONTINUED ON NEXT PAGE -
TRN DCM-081021-6211100
BMSL PSN
01595 S903PF92
THE BANK OF NEW
YORK MELLON
OUR LETTER OF
CREDIT
S00056898
BROADPOINT
SECURITIES GROUP, INC
UNLESS, AT
LEAST THIRTY (30) DAYS PRIOR TO SUCH DATE, WE SHALL SEND YOU NOTICE
IN WRITING BY OVERNIGHT COURIER, TO THE ATTENTION OF YOUR BUILDING
MANAGER AT THE ABOVE ADDRESS THAT WE ELECT NOT TO RENEW