UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
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OMB Number:3235-0145
Expires: February 28, 2009
Estimated average burden
hours per response… 10.4
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Aspen Insurance Holdings Limited
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Ordinary Shares
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G05384105
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December 31, 2012
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(Date of Event which Requires Filing of this Statement)
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1
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Names of Reporting Persons.
Greenlight Capital, L.L.C.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
1,287,453 shares**
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
1,287,453 shares**
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,287,453 shares**
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
1.8%**
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12
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Type of Reporting Person (See Instructions)
OO
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1
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Names of Reporting Persons.
Greenlight Capital, Inc.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
3,117,650 shares**
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
3,117,650 shares**
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,117,650 shares**
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
4.4%**
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12
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Type of Reporting Person (See Instructions)
CO
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**SEE ITEM 4(b).
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1
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Names of Reporting Persons.
DME Management GP, LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
560,412 shares**
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
560,412 shares**
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
560,412 shares**
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
0.8%**
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12
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Type of Reporting Person (See Instructions)
OO
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**SEE ITEM 4(b).
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1
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Names of Reporting Persons.
DME Advisors, LP
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
684,978 shares**
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
684,978 shares**
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
684,978 shares**
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
1.0%**
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12
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Type of Reporting Person (See Instructions)
PN
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**SEE ITEM 4(b).
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1
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Names of Reporting Persons.
DME Capital Management, LP
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
1,112,154 shares**
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
1,112,154 shares**
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,112,154 shares**
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
1.6%**
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12
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Type of Reporting Person (See Instructions)
PN
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**SEE ITEM 4(b).
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1
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Names of Reporting Persons.
DME Advisors GP, LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
1,797,132 shares**
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
1,797,132 shares**
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,797,132 shares**
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
2.5%**
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12
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Type of Reporting Person (See Instructions)
OO
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**SEE ITEM 4(b).
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1
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Names of Reporting Persons.
David Einhorn
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
U.S. Citizen
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
4,914,782 shares**
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive Power
4,914,782 shares**
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
4,914,782 shares**
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
6.9%**
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12
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Type of Reporting Person (See Instructions)
IN
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**SEE ITEM 4(b).
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Item 4
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Ownership:
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Item 4(a)
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Amount Beneficially Owned:
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i)
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Greenlight LLC may be deemed the beneficial owner of an aggregate of 1,287,453 shares of Common Stock held for the accounts of Greenlight Fund and Greenlight Qualified.
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ii)
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Greenlight Inc. may be deemed the beneficial owner of an aggregate of 3,117,650 shares of Common Stock held for the accounts of Greenlight Fund, Greenlight Qualified and Greenlight Offshore.
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iii)
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DME Management GP may be deemed the beneficial owner of 560,412 shares of Common Stock held for the account of Greenlight Gold.
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iv)
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DME Advisors may be deemed the beneficial owner of 684,978 shares of Common Stock held for the account of the Managed Account.
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v)
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DME CM may be deemed the beneficial owner of 1,112,154 shares of Common Stock held for the accounts of Greenlight Gold and Greenlight Gold Offshore.
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vi)
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DME GP may be deemed the beneficial owner of 1,797,132 shares of Common Stock held for the accounts of Greenlight Gold, Greenlight Gold Offshore and the Managed Account.
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vii)
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Mr. Einhorn may be deemed the beneficial owner of 4,914,782 shares of Common Stock. This number consists of: (A) an aggregate of 1,287,453 shares of Common Stock held for the accounts of Greenlight Fund and Greenlight Qualified, (B) 1,830,197 shares of Common Stock held for the account of Greenlight Offshore, (C) 560,412 shares of Common Stock held for the account of Greenlight Gold, (D) 551,742 shares of Common Stock held for the account of Greenlight Gold Offshore, and (E) 684,978 shares of Common Stock held for the Managed Account.
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Item 4(b)
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Percent of Class:
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Item 4(c)
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Number of shares as to which each such person has voting and dispositive power:
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GREENLIGHT CAPITAL, L.L.C.
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By: /s/ DANIEL ROITMAN
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Daniel Roitman
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Chief Operating Officer
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GREENLIGHT CAPITAL, INC.
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By: /s/ DANIEL ROITMAN
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Daniel Roitman
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Chief Operating Officer
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DME MANAGEMENT GP, LLC
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By: /s/ DANIEL ROITMAN
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Daniel Roitman
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Chief Operating Officer
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DME ADVISORS, LP
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By: DME Advisors GP, LLC,
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its General Partner
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By: /s/ DANIEL ROITMAN
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Daniel Roitman
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Chief Operating Officer
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DME CAPITAL MANAGEMENT, LP
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By: DME Advisors GP, LLC,
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its General Partner
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By: /s/ DANIEL ROITMAN
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Daniel Roitman
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Chief Operating Officer
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DME ADVISORS GP, LLC
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By: /s/ DANIEL ROITMAN
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Daniel Roitman
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Chief Operating Officer
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/s/ DANIEL ROITMAN**
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Daniel Roitman, on behalf of David Einhorn
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