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Orix Memorandum

To: All OFS Team Members

From: Gary Corr

Date: March 12,2004

Re: Jeff Darlington

Jeff Darlington, Senior Vice President and Controller of OFS has tendered his resignation. Jeff, Shelly and Chase will be moving to Texas where Jeff will join CIT as CFO of a local division.  His last day with us will be Friday, April 2, 2004.

Carl Merz will serve as Chief Financial Officer and Controller of OFS and will retain responsibility for all New York and Kennesaw office accounting and Tax-related matters with this appointment. It is anticipated that Carl will be present here locally approximately 3-4 days per week.

We highly value Jeff's contributions and dedication to OFS.  He has served the company efficiently during his tenure and provided strong leadership.

He leaves with our best wishes.



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