[on letterhead of:
State of New Jersey
Office of the Attorney General
Department of Law and Public Safety
Division of Criminal Justice]

October 27, 2005

Hersh Kozlov
Wolf Block
1940 Route 70 East
Cherry Hill, New Jersey 08003

Re: Heartland Fidelity Insurance Company / Benecard Services, Inc.; Case No. 2005-07517-D

Dear Mr. Kozlov:

Thank you for providing information concerning allegations that the above-captioned corporations violated the provisions of N.J.S.A. 19:34-45 and 19:34-32. Given the unique circumstances of this case, we are taking the unusual step of providing an explanation of our decision in this matter. After careful review, given the prior Attorney General opinions interpreting the relevant statutes and the reliance upon those opinions by the corporations and their attorneys, we have determined that criminal prosecution is not appropriate.

The present exercise of discretion to decline criminal prosecution in this particular matter does not constitute a finding by this Office that the above-referenced corporations and majority shareholders of those corporations are not covered by N.J.S.A. 19:34-45 or 19:34-32. Moreover, this decision should not be construed as endorsing or affirming the statutory interpretation of the above laws as set forth in those prior Attorneys General opinions. You are hereby on notice that we express no opinion and make no determination regarding our future interpretation of both N.J.S.A. 19:34-45 and 19:34-32 as those statutes may apply to campaign contributions of a majority stockholder of either Heartland Fidelity Insurance Company or Benecard Services, Inc. occurring after the date of this letter. Accordingly, the determination not to pursue a criminal prosecution in this matter at this time should not be construed as precedent or relied upon by your client to guide future conduct with respect to the application of the above-referenced statutes. It is my understanding that the Attorney General will be reviewing those earlier opinions and may issue further guidance to the public as appropriate.

Very truly yours

Ronald Susswein
Assistant Attorney General
Deputy Director, Major Crimes