December 22, 2013 VIA E-MAIL (scrane@longmeadow.org) AND FIRST CLASS MAIL Stephen J.

Crane Town Manager Town of Longmeadow 20 Williams Street Longmeadow, MA 01106 Re: Response to Longmeadow Counterproposal Dear Stephen: This will confirm receipt of your letter dated December 20, 2013, with the "Longmeadow Counterproposal". At the outset, I want to thank you and the Longmeadow Select Board for convening Friday night's meeting to prepare this offer, in order to meet our requested time line. Unfortunately, MGM will not be able to accept this proposal. In our view, as far apart as both parties are on dollars, we are even farther apart conceptually. Consistent with the intent of the State law, our offers to all of MGM Springfields abutting communities, attempted to provide a mechanism by which all potentially impacted communities would be protected from significant adverse impacts through a robust empirically-based look back approach, which MGM would fund. We believe our approach has been validated by the fact that we have executed Surrounding Community Agreements with five out of the seven abutting communities. Based upon my understanding of your counterproposal, Longmeadow is requesting more than $1 million upfront for unspecified mitigation and fee reimbursement (8 times that agreed to by any other abutting community), $500,000 annually in mitigation payments, escalated at 2.5% annually (3-4 times that agreed to by any other abutting community), and the benefits of the look back approach.

I understand from press reports this weekend that the Town's legal counsel had originally recommended to you to make a counterproposal of $250,000 annually, and that the Select Board chose to double that request in the counterproposal that was ultimately sent. I am sure your internal deliberation process was more thoughtful than that report would indicate, but please understand that it was precisely this kind of arbitrary "bid low/ask high" process we were trying to avoid with the look back structure. As you are well aware, the applicable law provides that a gaming operator is only responsible for mitigating significant actual known net impacts, and to be clear, we have no data, nor have we been provided with any data that would indicate Longmeadow will suffer such impacts from our project. Notwithstanding this, instead of asking the abutting communities such as Longmeadow to accept that at face value, we offered the look back approach, in addition to guaranteed minimum annual payments, which we are confident, more than complies with the law's requirements. We believe your counterproposal is inconsistent with the law and perverts the intent of our offer by seeking large upfront payments, large annual payments (all of which would be guaranteed even if Longmeadow suffers no impact), in addition to downside protection through the look back approach. As you know, we were hoping to avoid any of our abutting communities from having to prove (or fail to prove, as we think the case will be) their surrounding community status in front of the Gaming Commission, but that is where we find ourselves with Longmeadow, given how far apart the parties are. If you have any data-based support for any of the amounts you have requested, please forward to our attention so that we can have a productive discussion in front of the Commission in January. Sincerely,

Michael C. Mathis Vice President of Global Gaming Development Attachment cc: Marie Angelides, Longmeadow Selectwoman John Ziemba, Ombudsman, Massachusetts Gaming Commission Michael C. Lehane, Esq. (Murphy, Hesse, Toomey, & Lehane LLP) Frank Fitzgerald, Esq.