Replies to post #6266 on Dime Bancorp Inc (fka DIMEQ)

[sidedraft]

Well done.

[ItsMyOption]

philip, Excellent job! Now lets see if this week judge has the balls to sign it. I would also think you will get a response from Debtors.

ILS

[linda1]

Do you have a copy of the Prospectus and Warrant Agreement printed out? You'll need these as a reference and any other relevant SEC filings and news releases.



" This development, just prior to the filing, in effect, nullified the contractual obligation that was

assumed by WMI in the DIME merger of 2001. WMI, was no longer the possessor of the 15% agency

obligation that it undertook in 2001. It also, was in breach of its obligation to navigate the Anchor

Litigation by failing to inform the LTWs of the change in its litigation obligation and it thus, can no

longer claim to be a party in this matter. "



ADDITIONAL THOUGHTS TO ABOVE STATEMENT -


WMI's own self-recognition of no longer having any obligations to the LTW Holders at Commencement Date is evident in its disregard of SECTION FOUR POINT FIVE of the WARRANT AGREEMENT - which required a Notice to be mailed out to LTW Holders in an Event of a " voluntary
or involuntary dissolution, liquidation or winding-up of the Company " - and its exclusion of
the LTWs in WMI's initial POR.


NOTE: MY NUMBER KEYS ARE NOT WORKING AND SO I HAVE TO USE WORDS IN PLACE.

[linda1]

PAGE ONE OF THE LTW PROSPECTUS - the reasons for the Anchor Litigation corresponds with the actions of WMI/JPM/FDIC against the LTW Holders.




" This document relates to the shares of our common stock to be issued if and

when the LTWs are exercised. The LTWs are securities that represent the right

to purchase, upon the occurrence of a trigger, shares of our common stock equal

in total value to 85% of the net after-tax proceeds, if any, from the lawsuit

we have brought against the United States government. The first step of the

trigger is our receipt of damages in this litigation.


We are pursuing a lawsuit against the government for breach of contract and

unlawful taking of property without compensation in contravention of the United

States Constitution. Our legal claim arose as a result of changes imposed by

the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 to the

rules for computing the regulatory capital of thrift institutions such as our

subsidiary, The Dime Savings Bank of New York, FSB. "

[linda1]

LTW PROSPECTUS: http://www.secinfo.com/dsvrt.56gn.htm



Further to your statements that the LTW Holders own eighty-five percent NET of the Anchor Litigation I would consider stating
an alternative argument at the Hearing - with references to the Prospectus:



IN THE ALTERNATIVE: EVEN IF WMI retained the Anchor Litigation on the Commencement Date



DIME/ WMI was only entitled to the NET proceeds AFTER the LTW Holders exercised the Warrants. This is clearly stated on PAGE EIGHT
of the PROSPECTUS under the heading of USE OF PROCEEDS:



" USE OF PROCEEDS

We will use the net proceeds that we receive upon the exercise of the LTWs for general corporate purposes. "



What the above statement clearly states to me is that the proceeds from the Anchor Litigation was to FIRST pay for the LTW Holders'
purchase of Common Stock - or other securities or property under the adjustment Section four.five of the Warrant Agreement - and
then only after such purchase by the LTW Holders happened could DIME/WMI use the NET PROCEEDS for general corporate purposes.


Therefore, only the NET proceeds AFTER the LTW Holders exercised the Warrants - and the New Common Stock or other securities or property
were PAID FOR from the proceeds - could WMI Claim the NET proceeds as an asset of the Company or, in the present case, the ESTATE.


And therefore, the LTW Holders have first entitlement to the Eighty -Five Percent NET of the Anchor Litigation, and the Company/ Estate
has only an entitlement to the NET proceeds AFTER the LTW Holders' exercise their Warrants.



WMI takes out of context an excerpt on PAGE EIGHTEEN of the PROSPECTUS as its basis for owning ALL of the Anchor Litigation Proceeds
- and which states:


" We will retain control of the litigation against the government and will retain 100% of the proceeds of any recovery of damages from our litigation. "



What is missing in the above excerpt is that there are liabilities in the form of expenses, legal fees and the purchase rights of the LTW Holders
that are to be paid for from the 100% of the proceeds retained by WMI.


The reason why the PROCEEDS were to be transferred to WMI from WMB is because the LTW Holder's purchase of the Common Stock or
other Securities or property were to be paid for directly from the proceeds, otherwise the WMI Equity would be paying for the LTW Holders'
purchases which would cause the price of the WMI Common Stock to drop.



What should be happening right now and in accordance with the intent and principles of the Prospectus and the Warrant Agreement,
is that the Three Hundred and Thirty Seven Million should be placed in a Trust until the Trigger Event. And then the LTW Warrants could be
exercised to purchase the reorganized Company's common stock, or other securities or property and the proceeds from the purchase would
be retained by the reorganized Company as Equity.


This was the purpose of Section four. five of the Warrant Agreement - which directed the board to make required adjustments in such Events
as a " voluntary or involuntary dissolution, liquidation or winding-up of the Company " - so that the Warrants could be exercised to purchase
common stock or OTHER SECURITIES OR PROPERTY.


In addition - in the Event that there was no sale of the Anchor Litigation to JPM and WMI retained the Anchor Litigation - then again what
would/should happen - in accordance with the intent and principles of the Prospectus and Warrant Agreement - is that the LTW Holders
would exercise their Warrants upon a Trigger Event for Reorganized Common Stock, or other Securities or Property of the the Reorganized Company.
And the Reorganized Company would retain the proceeds from the LTW Holders' purchases as Equity.



I totally agree with you that this is GRAND THEFT by Senior Creditors that bought up Senior Bonds at depressed prices and are now reaping all
AND MUCH MORE of the benefits of a Senior Creditor with payment in full plus hundreds of millions in interest - and with the blessings of the COURT.



ALL THE WHILE THE PRESENT AND ORIGINAL HOLDERS OF THE LTWs STAND BY ALMOST HELPLESSLY WATCHING THIS GRAND THEFT.