proud to have

other Prudential executives and business visitors stay at the

hotel.   Prudential executives also made significant use of the

hotel facilities for meetings and entertainment and were very

pleased with the service that they and their guests received at

the hotel.

     Cox did not spend much of his own time actually running the

Gateway Hilton.   Over the years, Cox delegated more and more

duties in the hotel’s operation to Connolly.   In 1981, Connolly
                               -137-

was dissatisfied living in Newark and requested that Cox transfer

him to another hotel that Cox managed in Atlanta.  Connolly to Essex Corp. (the

Connolly promissory note) requiring annual payments for 9 years

and a final balloon payment in 1991.   Exh. 4015.70

     f.   MHM and GHM Hotel Management Contracts

     In October 1979, MHM was awarded a management contract for a

new hotel being constructed on Madison Avenue in Morris Township,

New Jersey (the Madison Hotel).   Exh. 688.   In February 1980,

Prudential provided financing for this hotel.     Exh. 1010.     In

August 1981, MHM also began managing a newly opened Hilton Hotel



     69
        Eulich had no recall of these matters at trial.        Eulich,
Transcr.