(Transcribed from the original)

December 28, 1998

R. James Martin
501 Sycamore Lane #327
Euless, TX 76039

Dear James,

Thank you for your recent letter outlining your concerns about First Health's response to your letter of September 13, 1998. I have spent considerable time reviewing all of the correspondence you have sent over the last several months regarding the status of your medical claims. In your September 13 letter, you asked First Health to provide an explanation as to why certain of your claims were not reimbursed by the Plan. This type of request is classified as an appeal and First Health provided you with a detailed response.

James, Metromedia Restaurant Group will consider your letter of September 13 to be your first appeal. You are entitled to an additional appeal under the Plan. To be sure that you understand the appeals process, I am providing you with a copy of the appeals procedure on a subsequent page explaining the process (please note that I have inserted Mary Jo Thompson's direct mailing address for your convenience). This is the process described in your Summary Plan Description.

In a recent e-mail message to me you expressed concern about PPO discount levels and other issues. In order to be sure that all of these and any other issues are addressed, please list each claim specifically that you are questioning and the particular issued related to that claim. You should address that appeal to First Health (address on following page). I would also suggest that you provide me with a copy as well. We will attempt to answer you subsequent appeal as quickly as possible.

I look forward to your response as we continue to work together to resolve your issues.



Sincerely,



Linda M. Farina
Senior Director
Employee Benefits


______________________________________________________________________________

How To Appeal A Denial Of Benefits

If your claim for benefits is denied, you are entitled to a full review by the plan administrator. All requests for a review of denied benefits should include a copy of the initial denial letter and any other pertinent information. Send all information to:

FIRST HEALTH Strategies (TPA), Inc.
15710 JFK Blvd., Suite 500
Houston, TX 77032
Attn.: Mary Jo Thompson

The steps in the review process are outlined below:

1) Generally, you will receive written notification of the denial within 90 days after the filing. The notice explains:

the reason for denial;
the plan provision(s) on which it is based;
any additional material or information needed to make the claim acceptable and the reason it is necessary; and
the procedure for requesting a review.

If special circumstances require more than 90 days for processing the claim, you will be notified of the fact, in writing, within 90 days of the filing. The notice you receive will explain what special circumstances make an extension necessary and indicate a date when the final decision is expected to be made. The extension may be for up to another 90 days.

If you receive no response of any find within 90 days after filing a claim, you may consider the claim denied. You should proceed to Step 2, just as though you have received a denial notice.

2) Within 60 days after receiving a denial notice, you or your authorized representative may do the following:

submit a written request to the company for a review of the denial;
look at relevant documents; and
submit issues, comments and additional information as appropriate.

3)Generally, within 60 days after the request for review is received, a decision on the denial will be made. You will receive a copy of the decision, including the specific reasons for it and references to the plan provisions on which it is based.

If special circumstances require a review period of longer that 60 days, the time for making a final decision may be extended. However, the total review period cannot be longer than 120 days.

If a final decision is not given within 120 days, you may consider the claim denied on review.