SUPREME COURT OF THE STATE OF NEW YORKCOUNTY OF NEW YORK-------------------------------------------------------------------------X

:In the Matter of the Application of ELLIOT :MANAGEMENT CORPORATION, ELLIOT :ASSOCIATES, L.P. and ELLIOTT : Index No.INTERNATIONAL, :L.P., :

: AFFIDAVIT OF Petitioners, : MICHELLE CELARIER

: IN OPPOSITION TO For an Order Pursuant to Section 3102(c) of the Civil : PETITIONER’S MOTION Practice Law and Rules to Examine the Representatives : FOR ORDER OF And Records of EUROMONEY INSTITUTIONAL : DISCOVERY IN AID OFINVESTOR PLC d/b/a : LITIGATIONABSOLUTE RETURN + ALPHA, :

:Respondent. :

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MICHELLE CELARIER, being duly sworn, deposes and says:

1. I am the Editor-in-Chief of the financial news magazine, Absolute Return and

Alpha (“AR”), a magazine published on a monthly basis by Respondent, Euromoney

Institutional Investor PLC, a leading publisher for the past 41 years in the area of financial

journalism. I have personal knowledge of the facts set forth below. I respectfully submit this

Affidavit in opposition to Petitioner’s Motion For an Order of Discovery In Aid of Litigation

pursuant to Section 32102(c) of the Civil Practice Law and Rules.

2. Elliot Management Corporation, Elliott Associates, L.P. and Elliott International,

L.P. (collectively “Elliott”) seek the disclosure of a confidential news source, which may have

provided information contained in an investor letter (the “Investor Letter”) that Elliot routinely

provides to its hundreds, if not thousands, of investors. Information in the Investor Letter has

been included in reports published by AR on ___August 26, 2010________________ and

___August 31, 2010______________________ online and in print media by AR. It should be

noted that AR did not reproduce the actual Investor Letter in any media, but only reported on

information contained in the Investor Letter.

3. It is respectfully submitted that the relief requested must be denied as a matter of

law. Elliott is seeking disclosure from AR of the identity of one of its investors who may have

provided information contained in the Investor Letter to AR. This investor is a confidential news

source. The New York Reporter’s Shield Law provides journalists and news organizations an

absolute privilege to report information obtained from confidential sources without revealing the

identity of their source. Granting the Petitioner’s request would result in a disclosure of this

confidential news source in circumvention of New York Reporter’s Shield Law, which would be

unprecedented under the circumstances and would have a devastating chilling effect upon

financial journalism, and journalism in general. Even though New York’s law is quite clear that

AR is under no obligation to reveal its confidential sources, Elliott insists on conducting a “witch

hunt” to intimidate journalists and its own investors to avoid the publication of newsworthy

information.

4. My career as a financial journalist spans almost three decades. I am very familiar

with the standards required of quality journalism and aware of the steps necessary to properly

report newsworthy information. I earned a Bachelor’s degree in journalism from Oklahoma

State University. I later received a Master’s degree in business and economics journalism from

the University of Washington, where I was one of two journalists to be awarded a one-year

fellowship towards this degree. I have been working as a journalist covering finance since 1983,

when I moved to New York from Seattle.

5. For the past five years I have served as the editor of either AR or Absolute

Return, one of its predecessor publications. I was the editor of Absolute Return until it merged

with Alpha last year, at which time I was chosen to be the editor-in chief of the new magazine.

Under my editorship at AR, the magazine has won five ASBPE (American Society of Business

Publication Editors) awards, including best new publication of 2009. During my 27 years as a

professional financial journalist, and prior to joining Absolute Return, I was Editor of Investment

Dealers’ Digest, a weekly magazine covering Wall Street (1999-2005), U.S. editor of

Euromoney magazine (1995-1999), Senior writer, European editor and Senior editor at Global

Finance magazine (1987-1994), among other positions. While at Global Finance, I received a

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first place award for editorial excellence from ASBPE for an article on the Russian mafia,

“Gangster Economics,” published in 1993.

6. AR is a financial news magazine that is a thought leader for the hedge fund

industry, delivering authoritative content about hedge funds online and in print. AR is a must-

read for anyone hoping to keep ahead of the curve in the world of hedge funds, bringing

transparency and accountability to a secretive industry that is playing a growing role in the

financial markets and for institutional investors. Because hedge funds are private investment

vehicles, little information about them is available to the public. New financial regulations

passed in Congress this year will change that very little. At the same time, this industry controls

close to $2 trillion in assets globally. Historically hedge funds were for the super wealthy, but

now college endowments and corporate and public pensions are becoming their dominant

investors. These investors have long clamored for more transparency, a call that became louder

after the financial crisis of 2008. AR is the primary publication that serves the hedge fund

industry, its investors and their service providers. We provide sound, thorough and important

financial journalism. Our economy, our educational institutions and our retirements are best

served by a financial media that is independent of financial pressure or coercion.

7. Elliott Management, with about $17 billion in assets, is the fifteenth largest hedge

fund in the United States. It is also one of the oldest and has a strong track record, all of which

makes information about Elliott extremely newsworthy, not just for AR, but for every financial

publication and major news outlet. Both the opinions of founder Paul Singer and the positions

and performance of the fund are of great interest in the hedge fund community and elsewhere.

Elliott has a reputation for using its vast resources to exert its power and influence over

competitors, adversaries and now evidently financial journalism. 1

8. AR’s September 1, 2010 article, a copy of which is attached hereto for your

reference as Exhibit A, describes Elliott’s market positions and indicates that some of these

positions have had a negative impact on the fund’s performance last quarter. This information

1 Elliot principal Paul Singer, Paul Singer, was featured in the New York Times (August 28, 2010) in a page one story entitled, “G.O.P. Has a Potent Ally on Wall Street”, regarding Mr. Singer’s raising of millions of dollars through fundraisers he hosts for “like-minded candidates who often share his distaste for what they view as governmental over-meddling in the financial industry”.

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was obtained from a confidential source with the promise that his or her identity would not be

disclosed. The resulting report is newsworthy and is of the highest interest to AR’s readers in the

hedge fund industry.

9. It should be noted that the Investor Letters, despite efforts to characterize them as

the closely held confidential material that are never seen by the public (Scott Tagliarini

Affidavit, p.4), are often quoted in the media and information contained in Investor Letters is

widely circulated in the hedge fund industry. In fact, AR’s publication of information from the

Investor Letter (and disclosure of the Investor Letters to the press) is not unique. More than a

year ago, on May 14, 2009, Bloomberg News reported on Elliott’s positions.2 Elliott has not

objected to disclosure of Investor Letter content in the past when its performance was among the

highest in the industry. However, with its financial results lower this year, Elliott conveniently

claims the disclosure of Investor Letter content is a violation of its rights. Simply put, Elliott

wishes to “have its cake and eat it too”. The fact that Elliott has overlooked and even condoned

the disclosure of Investor Letter content in the past when its performance was better should be

noted when evaluating its present effort to suppress the details of less advantageous financial

information, which include an outrageous attempt to compel AR to reveal confidential news

sources in violation of AR’s rights under New York law.

10. The Investor Letter is available to all of Elliott’s many investors, which likely

number in the hundreds, if not thousands. The Investor Letters are admittedly circulated under

the terms of confidentiality, but the efforts to maintain confidentiality are not extraordinary.

Many investors and their investment advisers have access to the Investor Letters. Given the

number of people that have access to the Investor Letters, it is foreseeable, and quite frankly very

likely, that potential disclosure of the information contained in the Investor Letters would occur,

and in fact has occurred in the past without any prior known objection by Elliot.

11. Elliott claims that “publication of this confidential information will cause

significant harm to Elliott and negatively affect its competitive advantage in relation to other

market participants” and “would impact negotiations Elliot has” or “would give other market 2 Weblink reprints of two articles from AR that mention Elliott can be found on an Elliott Associates’ sponsored statement on Google http://www.elliottprofiles.com/

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participants a competitive advantage to the detriment of Elliott, affecting Elliott’s future results”

(Tagliarino Affidavit, p. 4). It is respectfully submitted that these vague, non-specific, inchoate

consequences, if any, are the natural result of information being circulated in the market and do

not constitute factors to undermine the absolute protection of confidential news sources afforded

by the New York Reporter’s Shield Law.

12. In its Petition, Elliott seeks “pre-action disclosure so that Elliott can ascertain the

identity of the person or persons who made unauthorized use of confidential, copyrighted

information.” Elliott seeks the identity of one of its own investors who has violated “his or her

confidentiality agreement” for the purposes of instituting a civil action for breach of contract

(Tagliarini Affidavit, p. 4). It is respectfully submitted, that instead of demanding a news

organization to reveal a confidential source – an action that AR vehemently opposes – Elliott has

other, admittedly less convenient, means available to obtain the information it seeks, should it

choose.

13. Elliott admits that the “Confidential Letter” was made available to a “defined set

of recipients via a password-protected website” (Tagliarini Affidavit, p. 2). If the consequences

are as dire as Elliott depicts, Elliott can proceed with identifying the “defined set of recipients”

by means and information available to them other than subverting the privilege afforded

journalists to protect their confidential sources under the New York Reporter’s Shield Law.

14. In closing, it is important to note that due to the secretive nature of hedge funds

financial journalists often rely on confidential sources to report information concerning hedge

funds. The protection of these sources’ identities is sacrosanct to our jobs as journalists. To grant

Elliott’s motion would set a dangerous precedent and have a chilling effect on freedom of the

press.

WHEREFORE, I respectfully request that Elliott’s Motions be DENIED in its entirety.

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STATE OF NEW YORK ) ) ss.:

COUNTY OF NEW YORK )

___________/Michelle Celarier/_______________________

Michelle Celarier

Sworn to before me this 1stday of September, 2010

____________________________ Notary Public

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