THE CLERK:   HOW DO YOU NOW PLEAD TO COUNT TWO OF THIS

INDICTMENT, ARE YOU GUILTY OR NOT GUILTY?

     THE DEFENDANT:   GUILTY.  

     EXAMINATION BY THE COURT.  

Q.   MR. MITNICK, HOW OLD ARE YOU?

A.   32.  

Q.   HOW FAR DID YOU GO IN SCHOOL?

A.   ELEVENTH GRADE.  

     THE COURT:   HE IS GOING TO SWEAR YOU NOW.  

     ( DEFENDANT KEVEN MITNICK DULY SWORN.  )

      EXAMINATION BY THE COURT.  

Q.   ONCE AGAIN, I KNOW HOW OLD YOU ARE, AND I KNOW HOW FAR

YOU WENT TO SCHOOL.   YOU DID NOT GRADUATE FROM HIGH SCHOOL?

A.   NO.  

Q.   TELL ME DID YOU GO TO ANY EXTENSION SCHOOL?

A.   YES.   I HAVE A G.E.D., AND I WENT -- I TOOK COLLEGE

COURSES.  

Q.   IN WHAT?

A.   COMPUTER SCIENCE.  

Q.   AS YOU STAND HERE TODAY, YOU ARE IN GOOD HEALTH?

A.   YES.  

Q.   AND YOUR MIND IS CLEAR?

A.   YES.  

Q.   YOU HAVE HAD AN ADEQUATE OPPORTUNITY TO TALK THIS OVER

WITH MR. YZURDIAGA?

A.   YES.  

Q.   AND WITH MR. STEINGARD?

A.   YES.  

Q.   YOU UNDERSTAND WHAT YOUR RIGHTS ARE?

A.   YES.  

Q.   DO YOU UNDERSTAND ALSO THAT YOU ARE NOT REQUIRED TO

PLEAD GUILTY.  

A.   YES, YOUR HONOR.  

Q.   YOU DO.   NOW DO YOU HAVE A PLEA AGREEMENT?

     MR. SCHINDLER:   YES, YOUR HONOR.   THERE IS A PLEA

AGREEMENT IN THIS MATTER.   THAT WAS FILED WITH THE COURT ON

ABOUT APRIL 9TH.  

     THE COURT:   FROM THE PLEA AGREEMENT READ HIM HIS RIGHTS.  

     MR. SCHINDLER WELL, YOUR HONOR, I THINK I AM

CONFUSED.   FROM THE AGREEMENT ITSELF HERE HIS RIGHTS ARE

NOT SPECIFICALLY SET OUT.   THE COURT IS REFERRING TO HIS

CONSTITUTIONAL RIGHTS.  

     THE COURT:   I AM.  

     MR. SCHINDLER:   MR. MITNICK HAS A RIGHT TO PROCEED 

TO TRIAL, TO HAVE THIS COURT ORDER ANY WITNESSES TO APPEAR 

ON HIS BEHALF.   HE HAS THE RIGHT TO REMAIN SILENT.   HE HAS A 

RIGHT TO HAVE THE ASSISTANCE OF COUNSEL.   THE COURT WILL 

APPOINT COUNSEL TO ASSIST HIM IF HE CANNOT AFFORD ONE.  

     YOU HAVE A RIGHT TO A JURY TRIAL.   YOU HAVE A RIGHT 

TO A JURY TRIAL, AND YOU HAVE A RIGHT TO BE PRESENT AT THAT 

TRIAL.   AT THAT TRIAL THE GOVERNMENT WOULD HAVE THE BURDEN

OF PROCEEDING TO PROVE THE CHARGES AGAINST YOU BEYOND A 

REASONABLE DOUBT.   YOU WOULD HAVE THE RIGHT TO HAVE YOUR 

ATTORNEY PRESENT AT THAT TRIAL AND IF YOU COULD NOT PAY AN 

ATTORNEY, THE GOVERNMENT WOULD PAY THE COUNSEL FOR YOU.   

THE COURT WOULD APPOINT THE COUNSEL, AND FURTHER, THAT YOUR 

COUNSEL WILL BE PAID.   AT THAT TRIAL YOU COULD NOT BE 

CALLED TO THE WITNESS STAND TO TESTIFY AGAINST YOURSELF.   

YOU WOULD HAVE A RIGHT TO REMAIN SILENT.   IN ADDITION, YOU 

WOULD HAVE NO BURDEN OF CALLING ANY WITNESSES OR PRODUCING 

ANY EVIDENCE, BUT IF YOU WANTED TO AND YOU WANTED THE COURT 

TO ASSIST YOU IN THAT REGARD, THE COURT WOULD DO SO.   YOU 

WOULD HAVE A RIGHT TO SEE ALL THE WITNESSES WHO WERE CALLED 

TO TESTIFY AGAINST YOU AND HAVE YOUR ATTORNEY CROSS EXAMINE 

THOSE WITNESSES.   IF YOU WERE CONVICTED AND YOU THOUGHT 

THERE WAS AN ERROR IN THE PROCEEDINGS, YOU WOULD HAVE A 

RIGHT TO APPEAL THAT CONVICTION TO A HIGHER COURT.   YOU 

HAVE ALL THOSE RIGHTS, AND WHEN YOU PLEAD GUILTY YOU GIVE 

UP ALL THOSE RIGHTS.   DO YOU UNDERSTAND THAT?

     THE DEFENDANT:   YES, YOUR HONOR.  

     THE COURT:   ALL RIGHT.   NOW, WHAT IS THE CHARGE TO 

WHICH HE IS PLEADING?

     MR. SCHINDLER:   TO A VIOLATION OF TITLE 18 UNITED

STATES CODE SECTION 1029, YOUR HONOR, WHICH SPECIFICALLY

CHARGES HIM WITH KNOWING POSSESSION OF MORE THAN 15 ACCESS

DEVICES.  

     THE COURT:   WHAT IS THE PENALTY FOR THAT?

     MR. SCHINDLER:   FIVE YEARS IMPRISONMENT, 250

THOUSAND DOLLAR FINE, SUPERVISED RELEASE OF 3 YEARS AND A

SPECIAL ASSESSMENT OF 50 DOLLARS, BUT IN THIS CASE BECAUSE

OF A PRIOR CONVICTION, IT IS A MAXIMUM OF 20 YEARS

IMPRISONMENT.  

     THE COURT:   ALL RIGHT.   NOW, MR. MITNICK, YOU 

UNDERSTAND THE CHARGE TO WHICH YOU PLEADED AND THE POSSIBLE 

PENALTY.  

     THE DEFENDANT:   YES, YOUR HONOR.  

     THE COURT:   YOU ARE PLEADING GUILTY FREELY AND 

VOLUNTARILY; ARE YOU?

     THE DEFENDANT:   YES, YOUR HONOR.  

     THE COURT:   YOU ARE PLEADING GUILTY AFTER HAVING 

DISCUSSED THIS WITH MR. STEINGARD AND MR. YZURDIAGA.  

     THE DEFENDANT:   YES, YOUR HONOR.  

     THE COURT:   ALL RIGHT.   NOW FIRST OF ALL, LET ME ASK 

YOU, YOU ARE PLEADING GUILTY HERE TODAY BECAUSE SOME 

PROMISES HAVE BEEN MADE TO YOU BY THE GOVERNMENT.  

     THE DEFENDANT:   YES.  

     THE COURT:   NOW JUST WITH RESPECT TO THIS PARTICULAR 

PLEA, WHAT HAS BEEN PROMISED TO HIM TO INDUCE HIM TO PLEAD 

GUILTY.  

     MR. STEINGARD:   SHOULD WE RESPOND?

     THE COURT:   YES, EITHER ONE OF YOU.  

     MR. STEINGARD:   THERE ARE CERTAIN GUIDELINE 

AGREEMENTS WHICH APPLY, AND I BELIEVE THEY WERE SET FORTH 

IN THE PLEA AGREEMENT FROM NORTH CAROLINA.   ALSO, IN 

EXCHANGE FOR HIS GUILTY PLEA TO COUNT 2, THE REMAINING 

CHARGES WILL BE DISMISSED AGAINST HIM.  

     THE COURT:   ALL RIGHT.   NOW, IS THAT CORRECT FROM THE 

GOVERNMENT'S STANDPOINT?

     MR. SCHINDLER:   THAT IS CORRECT, YOUR HONOR.  

     THE COURT:   IS THERE ANYTHING ELSE?

     MR. SCHINDLER:   NOT WITH RESPECT TO THIS MATTER; YOUR HONOR.  

     THE COURT:   NOW MR. MITNICK, YOU UNDERSTAND THE

PROMISES THAT HAVE BEEN MADE?

     THE DEFENDANT:   YES.  

     THE COURT:   NO OTHER PROMISES HAVE BEEN MADE TO YOU 

TO INDUCE YOU TO PLEAD GUILTY TO THIS CHARGE.  

     THE DEFENDANT:   CORRECT.  

     THE COURT:   IS THAT RIGHT, MR. YZURDIAGA?

     MR. YZURDIAGA:   THAT IS CORRECT, YOUR HONOR.  

     THE COURT:   WHAT CAN THE GOVERNMENT PROVE AGAINST 

HIM IN SUPPORT OF THIS CHARGE?

     MR. SCHINDLER:   YOUR HONOR, IF THIS MATTER WERE TO

PROCEED TO TRIAL, THE EVIDENCE WOULD DEMONSTRATE ON

APPROXIMATELY FEBRUARY 15TH OF 1995 AGENTS OF THE F.B.I.  

AND MARSHALS EXECUTED A SEARCH WARRANT AT MR. MITNICK'S

APARTMENT AT RALEIGH, NORTH CAROLINA.  

     AT THAT TIME THEY FOUND ON MR. MITNICK'S POSSESSION 

APPROXIMATELY 30 PAIRS OF WHAT ARE KNOWN AS M.I.N.'S AND 

E.S.N.'S WHICH ARE ACRONYMS RELATING TO THE SERIAL NUMBERS 

AND ACCESS CODES NECESSARY TO ACCESS CELLULAR TELEPHONE 

SERVICE, THAT MR. MITNICK HAD THESE WITHOUT THE 

AUTHORIZATON OF THE CELLULAR COMPANIES THAT HAD ISSUED BOTH 

THESE M.I.N.'S AND E.S.N.'S.  

     THESE M.I.N.'S AND E.S.N.'S ARE ESSENTIALLY THE 

KEYS, THE CODES THAT ARE REQUIRED TO ACCESS THE TELEPHONE 

SERVICE.  

     MR. MITNICK HAD, IN FACT, BEEN ACCESSING AND 

OBTAINING TELEPHONE SERVICE WITHOUT THE PERMISSION OF THE 

CELLULAR PROVIDERS.  

     THE COURT:   ALL RIGHT.   NOW MR. MITNICK, YOU HEARD 

WHAT THE GOVERNMENT SAID IT COULD PROVE AGAINST YOU IF YOU 

WENT TO TRIAL.   YOU HEARD THAT; DIDN'T YOU?

     THE DEFENDANT:   YES, YOUR HONOR.  

     THE COURT:   IS THAT WHAT YOU DID?

     THE DEFENDANT:   YES, YOUR HONOR.  

     THE COURT:   ALL RIGHT.   I WILL ACCEPT THE GUILTY

PLEA.   I WILL MAKE A FINDING THAT HE IS COMPETENT TO PLEAD

GUILTY, THAT HE UNDERSTANDS THE CHARGES AND THE PENALTY,

THAT THE PLEA IS FREE AND VOLUNTARY AND THAT THERE IS A

FACTUAL BASIS FOR IT.   NOW, AS I UNDERSTAND IT FROM WHAT I

HAVE READ IN THE FILE, I AM NOT GOING TO SENTENCE HIM TODAY.  

     MR. SCHINDLER:   THAT IS CORRECT, YOUR HONOR.  

     THE COURT:   IN THE INTERIM YOU WILL TAKE WHATEVER 

OTHER STEPS YOU ARE GOING TO TAKE.  

     MR. SCHINDLER CORRECT, YOUR HONOR.   WE WILL IN

ADDITION BE FILING A COMPREHENSIVE SENTENCING MEMORANDUM SO

THE COURT KNOWS EXACTLY WHAT WILL BE BEFORE HER AT THE TIME

OF SENTENCING AND WHAT THE ISSUES ARE.  

     THE COURT:   WHAT ABOUT YOU?  ARE YOU GOING TO FILE 

ANYTHING ON HIS BEHALF?

     MR. YZURDIAGA:   YES, WE ARE, YOUR HONOR.  

     THE COURT:   WHEN ARE YOU GOING TO DO THAT?

     MR. YZURDIAGA:   YOUR HONOR, WE ARE GOING TO NEED A

GOOD DEAL OF TIME.   MY SUGGESTION WOULD BE IN THE FIRST

MATTER TO SET THIS MATTER FOR A FURTHER STATUS CONFERENCE

IN APPROXIMATELY 30 DAYS.   I THINK THAT SHOULD BE 

SUFFICIENT TO RESOLVE THE REMAINING MATTERS.  

     THE COURT:   ALL RIGHT.  

     MR. YZURDIAGA:   AT THAT TIME WE CAN SET A

SENTENCING DATE IN THIS  MATTER.  

     THE COURT:   IS THAT WHAT YOU WANT, MR. STEINGARD?

     MR. STEINGARD:   YES, YOUR HONOR.  

     MR. SCHINDLER WITH ONE EXCEPTION, IF THE COURT

COULD SET A SENTENCING DATE SO THE MECHANICS CAN BE SET IN

MOTION TO COMMENCE BEGINNING THE P.S.I. REPORT.  

     THE COURT:   LET'S SET IT, AND THEN IF IT ISN'T AN 

AGREEABLE DATE -- SO YOU MAKE A SUGGESTION.  

     MR. SCHINDLER:   YOUR HONOR, WE HAD TALKED ABOUT

APPROXIMATELY 12 WEEKS IF THAT IS CONVENIENT FOR THE COURT.  

     MR. STEINGARD:   JULY 15TH, ROUGHLY 12 WEEKS.  

     THE COURT:   ALL RIGHT.  THEN SET THE STATUS 

CONFERENCE, MR. FLORES.  

     THE CLERK:   JULY 15 AT 1:30 FOR SENTENCING.  THE 

STATUS CONFERENCE WILL BE SET FOR MAY 20TH AT 1:30.  

     THE COURT:   THE NEXT PLEA WILL COMPLETE THE PLEAS.  

     MR. YZURDIAGA:   YOUR HONOR, ON MAY 2OTH I DO HAVE A

CONFLICT.  

     THE COURT:   YOU MAKE A SUGGESTION.  

     MR. YZURDIAGA:   IS 3:30 ALL RIGHT ON THAT SAME

DATE?

     THE COURT:   3:30 IS ALL RIGHT.  

     MR. STEINGARD:   TO ANSWER YOUR HONOR'S QUESTION, THE 

ANSWER IS YES.   THE STATUS CONFERENCE WILL RESOLVE ALL 

PLEAS.  

     THE COURT:   ALL RIGHT.   HERE IS THE ORDER.  

     NOW IS THERE ANYTHING ELSE?

     MR. YZURDIAGA:   ONE FINAL MATTER.  

     AS THE COURT IS AWARE MANY OF THE INMATES FROM THE 

M.D.C. ARE BEING TRANSFERRED TO A FACILITY IN SAN 

BERNARDINO.   WE HAVE PREPARED AN ORDER FOR THE COURT FOR 

THE BUREAU OF PRISONS OR THE WARDEN TO MAINTAIN MR. 

MITNICK'S HOUSING LOCALLY HERE AT M.D.C..   THAT WOULD BE 

NECESSARY TO RESOLVE THE FINAL ISSUES, THE REMAINING ISSUES 

WE HAVE ON THE TABLE WITH THE GOVERNMENT, AND ALSO I THINK 

IT WOULD BE HIGHLY CONVENIENT OR ADVANTAGEOUS FOR PROBATION 

TO HAVE HIM HERE LOCALLY AS WELL.  

     MR. SCHINDLER:   WE HAVE NO OBJECTION, YOUR HONOR.  

     WE ENVISION THERE WILL BE MULTIPLE APPEARANCES PRESUMABLY

BETWEEN NOW AND THEN, AND THEREFORE, THE SHUTTLING BACK AND

FORTH WOULD SEEM TO MAKE SENSE.  

     THE COURT:   I THINK I CAN DO THAT TO FACILITATE THE

NEGOTIATION.  IF THERE IS A PROBLEM ABOUT WHETHER THEY

HONOR THIS OR NOT, I THINK IF IT IS NOT HONORED A CALL

SHOULD BE MADE TO ME.   IN GENERAL, THESE ORDERS ARE NOT

ENFORCED.  

     MR. STEINGARD:   YOUR HONOR, WOULD YOU CONSIDER -- I 

WAS GOING TO INCLUDE THIS IN THE ORDER.   WOULD YOU CONSIDER 

AS PART OF YOUR ORDER DIRECTING THE BUREAU OF PRISONS TO 

CONTACT THE GOVERNMENT COUNSEL, DEFENSE COUNSEL AND THE 

COURT BEFORE MR. MITNICK IS TO BE MOVED?

     THE COURT:   I DON'T HAVE TO DO THAT.   I WILL GET A 

CALL.  

     MR. STEINGARD:   GOOD.  

     THE COURT:   IS IT UNDERSTOOD THAT I HAVE ACCEPTED 

THE GUILTY PLEA AND I ALSO FOUND HIM IN VIOLATION OF THE 

SUPERVISED RELEASE?

     MR. YZURDIAGA:   YES, IT IS, YOUR HONOR.  

     MR. STEINGARD:   THANK YOU.  

     MR. SCHINDLER:   WE WILL CONSULT WITH THE MARSHALS

TO INFORM THEM WHY THE COURT IS ENTERING THE ORDER AND THAT

IT WOULD BE IN THEIR INTERESTS TO KEEP HIM AT M.D.C.  

     THANK YOU, YOUR HONOR.  

     MR. STEINGARD:   THANK YOU, YOUR HONOR.  

     MR. YZURDIAGA:   THANK YOU, YOUR HONOR.