DATE: 11/20/07

CORR. FILE Aaron Christie

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Paul Stape Dennis Gish

Jessee Ann R. Theresa

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CROSS REFERENCE

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The Actors Fund,
for everyone
in entertainment.

Celebrating 125 years.

APR 03 2007

729 Seventh Avenue, 10th Floor
New York, NY 10019

Join The Actors Fund today and get on the inside track for
Special Performances, VIP seating for shows and the chance
to enjoy the performing arts up close and personal.

Dear Friend,

I have good news for you! I am going to put you at the front of the line for the best seats in the house for Broadway shows, get you free tickets and invite you to some of the hottest events in town.

In just a moment, I will tell you how you can get on the inside track for all the best the arts and entertainment world has to offer. But first, I want to tell you about The Actors Fund and the remarkable things that are possible with the support of friends like you.

For nearly 125 years, The Actors Fund has been a safety net to help artists and entertainers in need. Since 1882 many people realized the critical need to support those who help bring the arts to life — in front of and behind the curtain. Buffalo Bill Cody, RH Macy, Edwin Booth and scores of others stepped forward to create The Actors Fund and support their colleagues in arts and entertainment.

When you think of artists and entertainers today, you probably imagine some of the most successful folks ... the ones who've made it big. But they are an exception. True, things are much better for artists now than they were 125 years ago, _but many people don't realize that the vast majority of men and women in entertainment are barely getting by._

Few artists have guaranteed employment for more than three to six months. Fewer than one out of three has adequate health coverage.

_So where do struggling entertainment professionals turn when they are in need of more than just a round of applause? The answer is The Actors Fund._

My name is Brian Stokes Mitchell. I'm one of the fortunate ones, enjoying a successful career in entertainment. Now, I am also deeply honored to serve as President of The Actors Fund and to help support other artists on their path to success.

I'm writing to invite you to join with me in a unique partnership for the arts by becoming the newest member of The Actors Fund today with a

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contribution of $50, $100, $250 or more. And with your gift, you will enjoy
the many fabulous benefits of membership.

But more importantly, you'll be supporting thousands of entertainment professionals who count on the help we provide. And the number of artists in need is growing by leaps and bounds.

Your gift will allow us to provide vital services and financial assistance to more than 8,000 entertainment industry professionals every year. Whether they are facing a serious illness, financial problems, a housing crisis or unemployment, The Actors Fund is here to help the people who brighten our stages and screens and make the world a better place for us all. But we can't do it without the support of friends like you.

That's why we really need you to become the newest member of The Actors Fund today.

What You'll Get in Return

When you join, we'll show our appreciation for your support by giving you insider access to the performances and artists you love. You choose the membership level that's right for you.

One of our most popular membership levels is the $100 Friend Level. When you join as a Friend, you'll receive:

• Notification of all Actors Fund events.

* Subscription to our *Marquee* newsletter with news and information about the world of performing arts.

• Our popular Actors Fund baseball cap.

* Access to purchase two outstanding house seat tickets, only available through The Actors Fund, for one Broadway show or one performance at selected theatres in Los Angeles (available Monday through Thursday).

Whether you can join at the Friend Level or another level, please know that every dollar will make a difference. Joining is as easy as returning the enclosed form with your gift today.

To help you understand how your gift will make a difference, I want to tell you about a talented young woman named Leah. The next time you go to a Broadway show, you might just see Leah on stage. Like hundreds of other artists, Leah has stayed on the path to a successful career in the arts thanks to The Actors Fund.

Just as I did, Leah dreamed of coming to New York and making her living as an actor and singer. And she did it. Working her way from show to show, Leah was living her dream.

Then, the unthinkable happened. A seemingly insignificant lump on her neck grew

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bigger and more painful. But Leah was determined to finish her show at the Paper Mill Playhouse. After all, she was only 24; it couldn't be anything serious. And, of course, the show must go on.

When her doctor said the words "thyroid cancer," Leah's dream was shattered. What would she do? Like most artists, she was living paycheck-to-paycheck. She had no health coverage. How was she going to pay her rent, let alone the bills for her operation and hospital stay? And what if the surgery damaged her vocal chords? What would happen to her career? As a performer myself, I know how terrified she must have been at the thought of losing her voice.

Leah was frightened and overwhelmed... but she was not alone. She turned to The Actors Fund to take the weight off her shoulders. One of our social workers helped Leah navigate a maze of public and private resources to cover the costs of her doctor visits, surgery and hospital stay. We provided emergency financial assistance to cover her rent ... we took all the steps necessary so that she could concentrate on what mattered most — getting better.

I'm proud that we were there for Leah ... and for thousands of other entertainment and performing arts professionals each year. But our ability to "be there" depends on friends like you. And the demand for our services is higher than ever before.

With the support of friends like you, we can carry out a comprehensive array of services. Just a sampling would include:

The Actors Fund's **HIV/AIDS Initiative** provides dedicated social workers and other resources to help men and women with HIV/AIDS learn to live with and manage their disease.

Fewer than 5% of all actors make a living at their trade alone. The Fund's **Actors Work Program** provides employment training, tuition assistance and job placement support to help entertainment professionals find dignified sideline careers.

Artists and entertainers are twice as likely to be uninsured as the general population. The Actors Fund's **Health Insurance Resource Center** is a vital source of information on getting health insurance, as well as financial aid resources and payment assistance.

The Actors Fund helps men and women in the arts find **secure and affordable housing**. We provide assisted living and skilled nursing care at The Lillian Booth Actors Home in Englewood, New Jersey; low-income and seniors housing at The Aurora on 57th Street in Manhattan and at the Palm View in West Hollywood.

Each year, the staff and I must raise several million dollars to fund these and other vital programs and we rely on support from members to reach that goal.

If we can reach this goal, we can help folks like the retired stage actor who is struggling with HIV, the out-of-work screenwriter with a pile of bills to pay or the stagehand on Broadway whose arthritis is making it difficult to do his job. But it's vital to have people like you by our side who know the importance of the arts in our society and sincerely want to help meet the

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