Exhibit E

1
Davis Shapiro Lewit &
New York

01
s, LLP
-

Beverly Hills

October 19, 2012 VIA FEDERAL EXPRESS: Mr. Daniel B. Hayes, sq. 150 South Rodeo Drive Suite 200 Beverly Hills, CA 90212 Dear Danny, As you may already have received, we sent you a notice of expulsion (a copy is attached in case you didn't receive it via certified mail yet, as was required). Enclosed with this letter, is a check made payable to you for $96,138.83. The reason for this, is because we made a distribution of $500,000.00 of available cash according to the following formula: to each of SS, P1 and DH, 30% of each of our respective collections as reported to us by Steve Rice as of October 15, 2012, LESS payments already received by each of us, to date, This figure alone equaled $686,673.59 so as to respect your wishes for us not to draw from the LOC, we reduced each of our respective payments by $62,224.53. Enclosed is a worksheet, which shows the calculations and how each of our payments were derived. You should feel free to cash this check "without prejudice" to any position you feel you may have. More importantly, after you have reviewed the expulsion letter, you will see that it is our desire to form a new relationship with you, one that hopefully will address your stated concerns about your responsibility on the LOC, gives you clarity on Prodege, and permits us to continue to work together notwithstanding our obvious differences in goals and paths. We are certainly mindful of not causing you any unnecessary stress. That said, we are under duress as well. We are hopeful that we can work this out amicably, as we owe that to ourselves to at least try, and in this regard, we will send you a proposal for your consideration. We expect you to receive it in the spirit intended.

689 Fifth Avenue I

Fifth floor

New York, New York 10022

Lastly, nobody is yet aware of what is happening (except we will need to tell Rice today). Part of this process will be to mutually decide the timing and content as we know this is important to you. Obviously the foregoing will only be possible in informal talks. Let's set a call to discuss these issues, as soon as possible.

Respectfully, and with reservation of rights.

Best,

Steve and Peter

DS H
LLP Davis Shapiro Lewit & Hayes,

New York I Beverly Hills

VIA CERTIFIED MAIL #7009 0820 0001 5264 0747 October 18, 2012 Daniel B. Hayes, Esq. 150 South Rodeo Drive, Suite 200 Beverly Hills, CA 90212 Re: Our Partnership Agreement effective as of January 1, 2005 Dear Danny: As you are well aware, the past few weeks have been an Incredibly challenging time for us. Our inability to come to an agreement on the various issues deriving from Prodege and stemming from that, the concomitant symbolism of our failure to timely finalize our Partnership tax return, our inability to find common-ground on fundamental methodologies and a comprehensive approach to taking the firm into the future, our increasingly poor communication, all point towards the conclusion that In our current business structure, we no longer have a tenable working relationship. It is with great sadness, that we feel compelled, in the best interests of the Partnership, our staff, and continued operation of the firm, to exercise our right pursuant to Section 8.02 of the Partnership Agreement, and by operation of this notice, expel you from the Partnership. Notwithstanding the foregoing, it is our hope that we can establish a new business relationship with you on a contractual basis similar in form to that which we have with Adelman. Of course, you are entitled to the amounts owed to you pursuant to Sections 8.05 and 8.07(a) of the Partnership Agreement. As difficult as this will be for all concerned, it is our hope that you share our goal of making the transition as efficient and friction-free as possible; given our deep personal feelings for one another and our history together. In light of this, and notwithstanding that Prodege is an Originated Asset as defined in the PartnershipAgreement, we are prepared, in consideration of a smooth transition, to treat this more favorably to you than is provided in the Partnership Agreement. Finally, we have not informed anyone of our decision, and we should discuss an orderly, mutual method of informing our staff. We must apologize for the necessity of our reserving rights and will understand your need to do same if you reply. We would like to schedule a call with you as soon as is practical after your receipt of this notice, to discuss the various issues we need to resolve. Unfortunate as these circumstances may be, we sincerely wish you the warmest regards. Peter and Steve on behalf of D Shapiro Lewit & Hayes, LLP.

689 Fifth Avenue I

Fifth Floor I

New York, New York 10022

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