CAREER SUMMARY Corporate lawyer with in depth experience and expertise in securities, private, hedge and capital funds, Investment Company and Investment Advisers Acts, mergers and acquisitions and general corporate transactions. Served as outside general counsel to companies in industries including high-technology, alternative energy, packaging and jewelry. Clients included public corporations private equity funds biotech companies merchant investment banking firms venture capital funds two leveraged buy-out firms offshore investment funds and ten companies. Served as special acquisition counsel for packaging company leveraged buy-out fund SBICs individual investors represented Business Development Company (BDC) as outside general counsel. Admitted to practice in New York S.D.N.Y. and E.D.N.Y. Member of the Association of the Bar of the City of New York and the New York State Bar Association. Expertise with Dodd-Frank and Sarbanes-Oxley analyses memos and articles Initial public and secondary offerings (equity debt and convertibles) securities offerings private placements and financings for biotech companies rights and warrant offerings: asset securitization offerings bond option offering private placement offerings (equity debt and convertibles) general and limited partnership offerings. Negotiate and draft indentures partnership roll-ups and financings new LLC corporate and partnership securities products shelf registration statements broker-dealer registration compliance and research. Extensive research on 1933 Act and 1934 Act. Analyze draft and finalize S-1 S-3 and S-4 Registration Statements annual reports 10-Ks and 10-Qs proxy statements Schedules 13D and 13G Section 16 reporting and research. Supervise and work on Rule 144 144A transactions and Regulation D offerings.