	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

Samsonite Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

79604v105

(CUSIP Number)

Roger Barton

5650 Yonge Street, 5th Floor

Toronto, Ontario M2M 4H5

(416) 730-5321

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

April 19, 2004

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No.

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Ontario Teachers’ Pension Plan Board

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Ontario, Canada

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 115,174,749

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 115,174,749

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 115,174,749

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 34.3%

	14.	Type of Reporting Person (See Instructions) EP

Item 1.	Security and Issuer
	This Amendment No. 3 to Schedule 13D (the “Amendment”) amends and supplements the information set forth in the Statement on Schedule 13D filed by the Reporting Person on August 11, 2003 and amended by Amendment No. 1 on August 28, 2003 and Amendment No. 2 on September 25, 2003 with respect to the Common Stock, par value $0.01 per share (“Common Stock”), of Samsonite Corporation, a corporation incorporated under the laws of the State of Delaware (the “Issuer”). The principal executive offices of the Issuer are located at 11200 East 45th Avenue, Denver, Colorado 80239.

Item 2.	Identity and Background
	(a) This Amendment is being filed by Ontario Teachers’ Pension Plan Board (“Teachers”).
	(b) - (c) Teachers is an Ontario, Canada corporation, the principal business of which is the administration of a pension plan and management of a pension fund for Ontario teachers. The principal office and business address of Teachers is 5650 Yonge Street, 5th Floor, Toronto, Ontario M2M 4H5.
	The name, residence or business address, and present principal occupation or employment of each director, executive officer and controlling person of Teachers is set forth in Schedule A hereto, and is incorporated herein by reference.
	(d) Neither Teachers, nor to the best of Teachers’ knowledge, any of the persons identified in this Item 2 and Schedule A hereto has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
	(e) Neither Teachers, nor to the best of Teachers’ knowledge, any of the persons identified in this Item 2 and Schedule A hereto has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
	(f) Each of the directors and the executive officers of Teachers listed on Schedule A hereto is a citizen of Canada.

Item 4.	Purpose of Transaction
	Item 4 is hereby amended to add the following:
	Pursuant to a Purchase Agreement dated April 19, 2004 by and between Teachers and TCW/Crescent Mezzanine Investment Partners, L.P., TCW/Crescent Mezzanine Partners, L.P., TCW/Crescent Mezzanine Trust, TCW Leveraged Income Trust, L.P., and TCW Leveraged Income Trust II, L.P. (collectively the “Sellers”), Teachers purchased 1,174 shares of 2003 Convertible Preferred Stock of the Issuer (the “Preferred Stock”) and 4,110,045 shares of Common Stock for an aggregate purchase price of $2,681,480.51.

	Concurrently with such purchase, Teachers, Bain Capital (Europe) LLC (“Bain”) and ACOF Management, L.P. (“Ares” and together with Teachers and Bain, the “Investors”) entered into a letter agreement (the "April Letter Agreement"), relating to, among other things, an option agreement to be entered into between the Issuer, the Investors and Marcello Bottoli (the “Option Agreement”). Any description thereof is qualified in its entirety by reference to the April Letter Agreement. Pursuant to the April Letter Agreement, the Investors agreed to vote in favor of certain amendments to Issuer’s FY 1999 Stock Option and Incentive Award Plan and to purchase up to 1,889 shares of Preferred Stock if such amendments were not approved or if options were not granted pursuant to the Option Agreement.
Item 5.	Interest in Securities of the Issuer
	Item 5 is hereby restated in its entirety as follows:
	(a) - (b) As of the date of this Amendment, Teachers is the beneficial owner of 4,110,045 shares of Common Stock and 44,059 shares of Preferred Stock which, as of April 19, 2004, were convertible into 111,064,704 shares of Common Stock, representing approximately 34.3% of the shares of Common Stock outstanding, which percentage is calculated based upon 224,705,324 shares of Common Stock reported to be outstanding by the Issuer as of December 12, 2003, as adjusted pursuant to Rule 13d-3(d)(1). Teachers has sole voting and dispositive power over all of the shares of Common Stock and Preferred Stock beneficially owned by it. Except as described above, neither Teachers nor, to the best of Teachers’ knowledge, any of the persons listed in Schedule A hereto beneficially owns any Shares.
	(c) Neither Teachers nor, to the best of Teachers’ knowledge, any of the persons listed in Schedule A hereto has effected any transactions in the shares of Common Stock in the past sixty days, other than the transactions described herein.
	(d) Not applicable.

Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
	Item 6 is hereby restated in its entirety as follows:
	Except for the Stockholders Agreement, Major Stockholder Side Agreement, Letter Agreement, Executive Stockholders Agreement, April Letter Agreement, and the transactions described in this Statement, neither Teachers, nor, to the best of Teachers’ knowledge, any of the persons listed in Schedule A hereto has any contract, arrangement, understanding or relationship with any other person regarding any securities of the Issuer, including but not limited to transfer or voting of any such securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies.

Item 7.	Material to Be Filed as Exhibits
	Item 7 is hereby amended to add the following:
	Exhibit 5	Purchase Agreement, dated as of April 19, 2004, by and among Ontario Teachers’ Pension Plan Board and TCW/Crescent Mezzanine Investment Partners, L.P., TCW/Crescent Mezzanine Partners, L.P., TCW/Crescent Mezzanine Trust, TCW Leveraged Income Trust, L.P., and TCW Leveraged Income Trust II, L.P.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	ONTARIO TEACHERS’ PENSION PLAN BOARD, an Ontario, Canada corporation


	April 26, 2004
	Date
	/s/ Roger Barton
	Signature
	Roger Barton Vice President, General Counsel And Secretary
	Name/Title

SCHEDULE A

Executive Officers, Controlling Persons and Directors of Teachers, each of whom is a citizen of Canada.

Name	Residence or Business Address	Principal Occupation or Employment
Claude Lamoureux	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	President and Chief Executive Officer of Teachers

Robin Korthals (Chairperson)	Royal Trust Tower Toronto Dominion Centre 77 King Street West Suite 4545 Toronto, Ontario M5K 1K2	Chair

Ann Finlayson (Director)	40 Ruden Crescent Toronto, Ontario M3A 3H3	Self-employed journalist, speaker, freelance editor and consultant

Lucy Greene (Director)	1736 Caughey Lane Penetang, Ontario L9M 1X4	Retired Human Resources Executive for Sun Life Assurance Company of Canada

Gary Porter (Director)	820-439 University Ave Toronto, Ontario M5G 1Y8	Self-employed Chartered Accountant

Ralph Lean, Q.C (Director)	Cassels Brock & Blackwell 40 King Street West Suite 2200 Toronto, Ontario M5H 3C2	Corporate & Commercial Lawyer

John S. Lane (Director)	77 Dawlish Avenue Toronto, Ontario M4N 1H2	Retired Senior Vice President, Investments Sun Life Assurance Company of Canada

Name	Residence or Business Address	Principal Occupation or Employment

Guy Matte (Director)	7083 Notre-Dame Street Orleans, Ontario K1C 1J1	Former Executive Director of the Association des enseignantes et des enseignants franco-ontariens

J. Douglas Grant (Director)	257 Rosedale Heights Drive Toronto, Ontario M4T 1C7	Chairperson, Sceptre Investment Counsel Limited

Thomas O’Neill (Director)	33 Geraldine Court Don Mills, Ontario M3A 1N2	Former Chairperson, PwC Consulting

Robert Bertram	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Executive Vice President, Investments of Teachers

John Brennan	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Human Resources and Public Affairs of Teachers

Andrew Jones	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Finance of Teachers

Peter Maher	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Audit Services of Teachers

Roger Barton	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, General Counsel and Secretary of Teachers

Name	Residence or Business Address	Principal Occupation or Employment

Rosemarie McClean	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Member Services of Teachers

Morgan McCague	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Senior Vice President, Quantitative Investments of Teachers

Marcus Dancer	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Quantitative Investments of Teachers

Neil Petroff	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Senior Vice President, Fixed Income, International Equities and Foreign Exchange of Teachers

Brian Gibson	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Senior Vice President, Global Active Equities of Teachers

Dean Metcalf	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Merchant Banking of Teachers

Leo de Bever	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Senior Vice President, Research & Economics of Teachers

Russ Bruch	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Investment Operations & Chief Information Officer of Teachers

Phil Nichols	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, MIS Member Services of Teachers

Name	Residence or Business Address	Principal Occupation or Employment

Sean Rogister	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Fixed Income of Teachers

Barbara Zvan	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Asset Mix & Risk Management, Research & Economics of Teachers

Wayne Kozun	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, TAA & Real Return, Research & Economics of Teachers

Bruce Ford	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, International Equity Indices & Foreign Exchange

Jim Leech	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Senior Vice President, Merchant Banking of Teachers

Mark MacDonald	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Merchant Banking of Teachers

Ron Mock	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Alternative Investments of Teachers

Lee Sienna	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Merchant Banking of Teachers

Zev Frishman	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, International Equities of Teachers

Rosemary Zigrossi	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Venture Capital of Teachers

Ron Lepin	5650 Yonge Street 5th Floor Toronto, Ontario M2M 4H5	Vice President, Infrastructure of Teachers

EXHIBIT 5

PURCHASE AGREEMENT

This purchase agreement (the “Agreement”) is entered into this 19th day of April, 2004, by and between the TCW entities listed on Exhibit A hereto (“Sellers”), Ontario Teachers’ Pension Plan Board (“Purchaser”), with reference to the following facts:

R E C I T A L S

WHEREAS, Sellers currently own shares of the common stock, $0.01 par value per share (the “Common Stock”), and the preferred stock, par value $.01 per share (the “Preferred Stock,” and together with the Common Stock, the “Stock”), of Samsonite Corporation (the “Company”);

WHEREAS, Purchaser is currently a member of the board of directors of the Company;

WHEREAS, Purchaser holds a significant portion of the issued and outstanding Stock of the Company;

WHEREAS, Purchaser may have access to and/or be in possession of material, nonpublic, confidential information regarding the Company and its subsidiaries and/or its affiliates, including without limitation its financial condition, results of operations, businesses, properties, assets, liabilities, management, projections, appraisals, plans (including without limitation potential acquisitions and sales of assets and debt and equity financing activities) and prospects (collectively, the “Information”); and

WHEREAS, Sellers desire to sell and Purchaser desires to purchase 4,110,045 shares of the Common Stock and 1,174 shares of the Preferred Stock as well as all accrued and unpaid dividends related thereto (such shares and accrued and unpaid dividends being collectively referred to as the “Purchased Shares”) upon the terms and subject to the conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. Purchase and Sale of Purchased Shares.

1.1 Purchase and Sale. Sellers hereby sell, transfer and assign to Purchaser for closing on the Settlement Date (as defined below), and Purchaser hereby purchases from Sellers,

all of Sellers’ right, title and interest in the Purchased Shares, free and clear of any lien, pledge, or encumbrance of any kind.

1.2 Purchase Price. The purchase price to be paid by Purchaser to Sellers for the Purchased Shares is $2,681,480.51 (the “Purchase Price”). The Purchase Price shall be paid on the Settlement Date by wire transfer to an account(s) to be designated by Sellers.

1.3 Settlement Date. The settlement date shall be April 19, 2004 (“the Settlement Date”) in accordance with this Agreement, and the settlement shall occur at such time and place as mutually agreed upon between Purchaser and Sellers.

1.4 Conditions to Settlement. The obligations of each party to this Agreement are subject to the representations and warranties of the other party contained herein being true and correct on and as of the Settlement Date with the same effect as though such representations and warranties had been made on and as of the Settlement Date.

2. Representations and Warranties of Sellers. Sellers hereby represent and warrant to Purchaser as follows:

2.1 Due Execution, Delivery and Performance by Sellers. Sellers have full right, power and authority to enter into this Agreement and perform the transactions contemplated hereby. This Agreement constitutes the valid and legally binding obligation of Sellers, enforceable in accordance with its terms and conditions. No consent, approval, authorization or other order of any court, regulatory body, administrative agency or other governmental body is required for the execution and delivery of this Agreement or the consummation of the transactions contemplated hereby, and the execution, delivery and performance of this Agreement will not violate any judgment, order or decree to which Sellers are subject on the Settlement Date. The execution, delivery, and performance of this Agreement and all other agreements contemplated hereby have been duly authorized by the Sellers.

2.2 Title to Securities Sellers are the sole legal and beneficial owners of the Purchased Shares free and clear of any lien, pledge or encumbrance of any kind.

3. Other Acknowledgements and Agreements of Sellers. Sellers hereby acknowledge and agree that:

3.1 No Disclosure. This Agreement shall not be deemed to create any contractual duty to disclose any Information. Sellers acknowledge and agree that (i) Purchaser currently may have access to and/or be in the possession of, and later may come into possession of, Information that is not known to Seller and that may be material to a decision to buy the Purchased Shares, (ii) Purchaser has no duty (fiduciary or otherwise) to disclose to Sellers any of the Information, (iii) Sellers have determined to sell the Purchased Shares on the terms and conditions set forth herein notwithstanding their lack of knowledge of the Information and

notwithstanding that such Information, if known to Sellers, might affect the price at which Sellers would be willing to sell the Purchased Shares, (iv) Sellers have not requested and will not request from Purchaser any of the Information Purchaser may now have or of which Purchaser may later come into possession, (v) Sellers have not relied in any way upon any act, statement or omission of Purchaser with respect to the Company, any of its subsidiaries, any of its affiliates or the Purchased Shares, (vi) Sellers are experienced, sophisticated and knowledgeable in trading in securities of private and public companies and understands the disadvantage to which they are subject on account of the disparity of information between Purchaser and Sellers and (vii) Sellers has conducted their own investigation, to the extent that they have determined necessary or desirable regarding the Company, and Sellers have determined to enter into and complete the sale of the Purchased Shares based on, among other things, such investigation.

3.2 Waiver and Release. Upon receipt of the Purchase Price, Sellers, on their own behalf and on behalf of their successors and/or assigns, hereby forever waives, releases, discharges and dismisses any and all claims, rights, causes of action, suits, obligations, debts, demands, liabilities, controversies, costs, expenses, fees, and/or damages of any kind (including without limitation any and all claims alleging violations of federal or state securities laws, common-law fraud or deceit, breach of fiduciary duty, negligence or otherwise), whether directly, derivatively, representatively or in any other capacity, against Purchaser, the Company, its subsidiaries or any of their respective affiliates (including without limitation any and all of its and their respective past, present and/or future directors, officers, members, partners, employees, fiduciaries and agents, and each of their respective successors and assigns), in any way based upon, arising from, relating to or involving, directly or indirectly, the sale of the Purchased Shares and the non-disclosure of the Information (so long as such Information does not make false Purchaser’s representations or warranties contained in this Agreement) by Purchaser to Sellers in connection thereto. In connection with the foregoing release, Seller specifically waives any and all protections afforded by California Civil Code Section 1542, which provides as follows:

A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.

Sellers further hereby specifically waive any and all protections afforded by any state or federal statute or regulation that would, if enforced, have the effect of limiting the enforceability or effectiveness of the foregoing release or other foregoing provisions of this acknowledgment and agreement.

4. Representations and Warranties of Purchaser. Purchaser hereby represents and warrants to Sellers as follows:

4.1 Due Execution, Delivery and Performance by Purchaser. Purchaser has full right, power and authority to enter into this Agreement and perform the transactions contemplated hereby. This Agreement constitutes the valid and legally binding obligation of Purchaser, enforceable in accordance with its terms and conditions. No consent, approval, authorization or

other order of any court, regulatory body, administrative agency or other governmental body is required for the execution and delivery of this Agreement or the consummation of the transactions contemplated hereby, and the execution, delivery and performance of this Agreement will not violate any contract, order or decree to which Purchaser is subject on the Settlement Date. The execution, delivery, and performance of this Agreement and all other agreements contemplated hereby have been duly authorized by the Purchaser.

4.2 Sophisticated Purchaser. Purchaser (i) is a sophisticated entity and is able to bear any financial risks associated with the purchase of the Purchased Shares, (ii) has adequate information to make an informed decision regarding the purchase of the Purchased Shares, (iii) has such knowledge and experience, and has made investments of a similar nature, so as to be aware of and understand the risks inherent in the purchase in the Purchased Shares, (iv) has independently, and without reliance upon Sellers, and based on such information as Purchaser has deemed appropriate, made its own analysis and decision to purchase the Purchased Shares, and (v) is purchasing the Purchased Shares with investment intent and not with a view toward distribution.

4.3 Unregistered Securities Acknowledgment. Purchaser understands that the Purchased Shares have not been registered under the Securities Act of 1933, as amended (the “Act”), and may not be sold in the United States except pursuant to an effective registration statement, or pursuant to a duly available exemption from such registration requirements.

4.4 Accredited Investor. Purchaser is an “accredited investor” within the meaning of Regulation D promulgated under the Act. Purchaser is buying the Purchased Shares for Purchaser’s own account and for investment, not as nominee or agent, and not with the view to or for resale in connection with the distribution thereof.

5. Miscellaneous.

5.1 Further Assurances. Following the execution of this Agreement, each party hereto shall, from time to time, at the requesting party’s cost and expense, execute and deliver such additional instruments, documents, conveyances or assurances and take such other commercially reasonable actions as reasonably have been requested by the other party hereto to confirm and assure the rights and obligations provided for in this Agreement, and render effective the consummation of the transactions contemplated hereby.

5.2 Governing Law. This Agreement and the legal relations between the parties arising hereunder shall be governed by and interpreted in accordance with the laws of New York applicable to agreements made and to be fully performed therein, without respect to the conflict of laws provisions thereof.

5.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

5.4 Titles and Subtitles. The titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing, interpreting, implementing or enforcing this Agreement.

5.5 Recitals. The recitals to this Agreement are a part of this Agreement and are to be considered in construing, interpreting, implementing and enforcing this Agreement.

5.6 Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior written or oral discussions or agreements among the parties hereto with respect to the subject matter hereof and contains the sole and entire agreement among the parties hereto with respect to the subject matter hereof.

5.7 Severability. If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced by any law, regulation, rule or public policy, all other terms and provisions of this Agreement shall nevertheless remain in full force and effect and any trier-of-fact shall interpret this Agreement in the valid, legal and enforceable manner that corresponds most closely to the original intentions of the parties.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

TCW/CRESCENT MEZZANINE PARTNERS, L.P.

By:		TCW/Crescent Mezzanine, L.L.C.
		Its Investment Manager

By:
Name:
Title:

TCW/CRESCENT MEZZANINE TRUST

By:		TCW/Crescent Mezzanine, L.L.C.
		Its Investment Manager

By:
Name:
Title:

TCW/CRESCENT MEZZANINE INVESTMENT PARTNERS, L.P.


By:		TCW/Crescent Mezzanine, L.L.C.
		Its Investment Manager

By:
Name:
Title:

TCW LEVERAGED INCOME TRUST, L.P.

By:		TCW Advisers (Bermuda), Ltd.
		as its General Partner

By:
Name:
Title:

By:		TCW Investment Management Company
		as Investment Adviser

By:
Name:
Title:

TCW LEVERAGED INCOME TRUST II, L.P.

By:

TCW (LINC II), L.P.

as its General Partner

By:

TCW Advisers (Bermuda), Ltd.

its General Partner

By:

Name:

Title:

By:

TCW Investment Management Company

as Investment Adviser

By:

Name:

Title:

Address for Sellers:

11100 Santa Monica Blvd, Suite 2000

Los Angeles, CA 90025

Facsimile:

(310) 235-5967

Attn:

Christopher Wright

ONTARIO TEACHERS’ PENSION PLAN BOARD

By:

Lee Sienna

Vice President, Teachers’ Merchant Bank

5650 Yonge Street

Toronto, Ontario M2M 4H5

CANADA

Attention:

Lee Sienna

Michael Padfield

EXHIBIT A

SELLERS:

TCW/Crescent Mezzanine Investment Partners, L.P.

TCW/Crescent Mezzanine Partners, L.P.

TCW/Crescent Mezzanine Trust

TCW Leveraged Income Trust, L.P.

TCW Leveraged Income Trust II, L.P.

Under the Securities Exchange Act of 1934 (Amendment No. 3)*

Signature

Under the Securities Exchange Act of 1934
(Amendment No. 3)*