Plaintiff alleges upon information and belief (said information and belief being based, in part, upon the investigation conducted by and through its undersigned attorneys), except with respect to matters relating to the named plaintiff, its own acts a nd its suitability to serve as a class representative in this action, as follows:

1. This Court has jurisdiction over the subject matter of this action pursuant to Section 27 of the Securities Exchange Act of 1934 (the "Exchange Act"), 15 U.S.C. § 78aa.

2. The claims asserted herein arise under and pursuant to Sections 10(b) and 20(a) of the Exchange Act, 15 U.S.C. §§ 78j(b) and 78t(a) and the rules and regulations promulgated thereunder by the Securities and Exchange Commission ("SEC").

3. Venue is proper in this district pursuant to Section 27 of the Exchange Act, 15 U.S.C. § 78aa, because the events giving rise to the claims alleged herein occurred, in substantial part, in this district including the dissemination of the materi ally false and misleading Offering Circular, defined below.

4. In connection with the acts and conduct alleged in this complaint, defendants, directly and indirectly, used the means and instrumentalities of interstate commerce, including the mails and telephone communication.

5. On November 13, 1996, Florida Panthers Holdings, Inc. ("FPHI" or the "Company") conducted an initial public offering of 2.7 million shares of the Company's stock at $10 per share (the "IPO"). Defendants conducted the IPO in conjunction with the iss uance of an extraordinary amount of negative comments and information regarding the Company's potential for the next two to three years and gave a false impression of their intended direction for the Company. Defendants stated that the Company would suff er severe cash flow problems until the hockey team moved to a larger stadium that could generate greater revenues. While defendants continued their short term negative view of the Company's prospects, several of the Individual Defendants made very signif icant purchases of the Company's stock at prices close to $10.00 mark. As the Company's stock price stagnated at around $10.00 no information was made available to indicate that efforts would be made to move the stock upwards and thus plaintiff and the C lass sold their shares during the Class Period believing that the stock was a long haul investment with no short term opportunities for an increase in value. On December 22, 1996, the Company announced that it would purchase two valuable cash generating Florida resort properties from a group controlled by defendants Berrard, Huizenga, Johnson, Jr. and Rochon. Additionally Defendants stated that this was the first step in their plan to transform the Company from 'just a hockey team' to a 'diversified lei sure-time-based sports and entertainment company.' On the news of these valuable purchases that would increase cash flow and significantly reduce the Company's losses, the Company's stock price steadily rose and currently stands at approximately $32.00. While plaintiff and the Class sold their stock prematurely as they were unable to make an informed investment decision due to defendants' misrepresentations several of the Individual Defendants during the Class Period purchased 285,000 shares of the Compa ny's stock at $10.00 per share (or $2.87 million) and, at the closing price of January 24, 1997, now have increased their investment to $8.5 million, an increase of just under $6.0 million. Defendants, in order to obtain the Company's stock at artificial ly low prices, made misleading public statements and omitted to state material facts necessary to make the public statements made not misleading.

6. This action is brought as a class action, pursuant to Fed. R. Civ. P. 23, on behalf of all persons and entities who sold the common stock of FPHI between November 13, 1996 and December 22, 1996 and seeks to recover damages caused to plaintiff and t he Class defined below by defendants' violations of the federal securities laws.

7. Plaintiff Paul Susser purchased 200 shares of FPHI common stock on November 13, 1996 and sold these shares on December 4, 1996.

8. Defendant FPHI owns and operates the Florida Panthers, a professional hockey team (the "Panthers") of the National Hockey League (the "NHL"), Arena Development, a Florida limited partnership formed for the purpose of developing a new multi-purpose, sports and entertainment center (the "Broward County Civic Arena") in Broward County, Florida and Arena Operator, a Florida limited partnership formed for the purpose of managing and operating the Broward County Civic Arena.

9. Defendant H. Wayne Huizenga is Chairman of the Board of FPHI.

10. Defendant Richard H. Evans is President and a Director of FPHI.

11. Defendant Steven M. Dauria is Vice President and Chief Financial Officer of FPHI.

12. Defendant Steven R. Berrard is a Director of FPHI.

13. Defendant Harris W. Hudson is a Director of FPHI.

14. Defendant George D. Johnson, Jr. is a Director of FPHI.

15. Defendant Richard C. Rochon is a Director of FPHI.

16. Defendants Huizenga, Evans, Dauria, Berrard, Hudson, Johnson, Jr. and Rochon, will hereinafter be collectively referred to as the "Individual Defendants."

17. Plaintiff brings this action as a class action, pursuant to Fed. R. Civ. P. 23(a) and (b)(3). The class (the "Class") consists of all persons or entities who sold the common stock of FPHI (excluding defendants herein and their affiliates) between November 13, 1996 and December 22, 1996 (the "Class Period").

18. Joinder of all class members is impracticable.

19. There are questions of law and fact common to all Class members which predominate over any questions affecting only individual Class members, including:

(a) whether publicly disseminated statements issued by defendants misrepresented and omitted material information regarding the Company's potential value, future business plans and true prospects;

(b) whether defendants' conduct violated the federal securities laws; and

(c) whether plaintiff and members of the Class were be damaged and the measure of such damages.

20. Plaintiff's claims are typical of the claims of the members of the Class since all members of the Class were damaged as a result of defendants' wrongful conduct.

21. Plaintiff will fairly and adequately protect the interests of the members of the Class. Plaintiff has retained counsel competent and experienced in class action and securities litigation and has no interests antagonistic to or in conflict with the other members of the Class.

22. A class action is superior to other available methods for the fair and efficient adjudication of this controversy. Since the damages suffered by individual Class members may be relatively small, the expense and burden of individual litigation make it virtually impossible for the Class members individually to seek redress for the wrongful conduct alleged. Plaintiff knows of no difficulty which will be encountered in the management of this litigation which would preclude its maintenance as a class action.

23. The Company owns and operates the Florida Panthers, a professional hockey team of the NHL, Arena Development, a Florida limited partnership formed for the purpose of developing the Broward County Civic Arena in Broward County, Florida and Arena Ope rator, a Florida limited partnership formed for the purpose of managing and operating the Broward County Civic Arena.

24. Until November 13, 1996 the Company was 100% owned by defendant Huizenga. Huizenga has been Chairman of the Board since September 1996. Huizenga has enjoyed considerable success in many different business ventures and has been Chairman of the Boa rd and Chief Executive Officer of Republic Industries, Inc. ("Republic"), a diversified company with operations in the solid waste, electronic security services and out-of-home advertising industries, since August 1995. From September 1994 to October 199 5, Huizenga served as the Vice Chairman of Viacom, Inc., a diversified media and entertainment company a position he assumed upon its merger with Blockbuster Entertainment Corporation ("Blockbuster"). Prior thereto, Huizenga became a director of Blockbuster in February 1987 and served as its Chairman of the Board and Chief Executive Officer from April 1987 to September 1994. Since 1984, Huizenga has been an investor in several busine sses and is the sole shareholder and Chairman of the Board of Huizenga Holdings, Inc. ("Huizenga Holdings"), a holding and management company with various business interests and an affiliate of the Company. He is the owner of the Miami Dolphins and the F lorida Marlins. In addition, Huizenga owns Pro Player Stadium and has investments in numerous hotels and various other real estate ventures.

25. On November 13, 1996, the Company conducted an IPO for 2.7 million shares of the Company's Class A common stock shares by filing a prospectus with the SEC (the "Prospectus"). The Company was concurrently offering 4,600,000 shares to certain inves tors at a price per share equal to the IPO price per share (the "Concurrent Offering"). The total offering of 7,300,000 shares amounted to 58% of the Company's Class A Common Stock. The balance of 42% was to remain in the hands of defendant Huizenga. Huizenga holds all of the Company's Class B Common Stock, guaranteeing him total voting control and the ability to control the management and policies of the Company.

26. The second page of the Prospectus contained the following warning in large bold writing to potential investors:

THE SECURITIES TO BE OFFERED HEREBY SHOULD NOT BE PURCHASED WITH THE EXPECTATION THAT THE MARKET PERFORMANCE OF THE COMPANY WILL BE COMPARABLE TO THE PAST PERFORMANCE OF OTHER COMPANIES WITH WHICH MR. Huizenga HAS BEEN INVOLVED. IN PARTICULAR, PROSPECTIVE PURCHASERS SHOULD BE AWARE THAT INVESTMENTS IN SPORTS FRANCHISES HAVE NOT HISTORICALLY PROVIDED HIGH RATES OF RETURN COMPARED TO OTHER INVESTMENTS OF SIMILAR RISK.

27. The Prospectus continued, in its 'Risk Factors' section, to cast an air of unusual negativity over the Company's prospects. The Prospectus paid particular attention to the Company's upcoming problems in generating cash flow and stressed that unti l the Panthers moved from the small Miami Arena to the larger Broward County Civic Arena in the 1998-99 season, the Company would experience very serious problems generating cash flow. The following extracts from the 'Risk Factors' section of the Prospect us highlights defendant's negative statements regarding the Company:

HISTORY OF LOSSES AND UNCERTAINTY OF FUTURE RESULTS

The Company has not generated any earnings to date and has incurred net losses of approximately $937,000, $12.9 million, $16.1 million and $25.5 million for the seven months ended June 30, 1993 and the years ended June 30, 1994, 1995 and 1996, respectively. As of June 30, 1996, the Company had a deficit of approximately $55.4 million. The Panthers currently play in the Miami Arena, which has a seating capacity of 14,703, one of the smallest arenas in NHL. Under the terms of the Panthers' current lease, the Miami Heat of the National Basketball Association, as the primary tenant, controls revenue generated from the sale of suites and a majority of the advertising, limiting the Company's ability to generate certain revenue which is generally available to other NHL franchises. In addition, the size of the Miami Arena limits the Company's ability to generate certain revenue which is generally available to the NHL franchises. In addition,vthe size of the Miami Arena limits the Company's ability to generate revenue from the sale of additional tickets. See "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Business - - Hockey Operations - - Miami Arena." It is currently anticipated that the Panthers will incur net losses which could exceed $20.0 million per annum while playing at the Miami Arena. In the event the Broward County Civic Arena is not completed in time for the 1998-99 season, the Company could incur additional operating losses. There can be no assurance that the Company will ever achieve a profitable level of operations or that profitability, if achieved, can be sustained on an ongoing basis. See "Management's Discussion and Analysis of Financial Condition and Results of Operations."

NEED FOR ADDITIONAL CAPITAL

The continuing operations of the Company's business may require substantial capital infusions on a continuing basis. The Company intends to use the net proceeds of the Offerings, cash flow from operations and additional borrowings to finance its operations. Whether or when the Company can achieve cash flow levels sufficient to support is operations cannot be accurately predicted. Unless such cash flow levels are achieved, the Company will require additional borrowings or the sale of debt or equity securities, or some combination thereof, to provide funding for its operations. In the event the Company cannot generate sufficient cash flow from its operations, or is unable to borrow or otherwise obtain additional funds to finance its operations, the Company's financial condition or results of operations could be adversely affected. See "Management's Discussion and Analysis of Financial Condition and Results of Operations - - Liquidity and Capital Resources." (Emphasis Added)

28. Market observers heeded defendants' warnings about the Company's problems, particularly its cash flow problems, and remained very skittish about the Company's prospects. Paul Much of Chicago-based investment firm Houlihan Lokey Howard & Zukin was quoted in the November 15, 1996 edition of USA Today as stating that "the Panther's financial [sic] are not exactly enticing" and that "[t]he team has posted losses for the past three fiscal years". The Ft. Lauderdale Sun-Sentinel in a November 14 , 1996 article by business writer Larry Lebowitz stated that "analysts warn that the club could lose up to $20 million this year and may be several years from profitability. " The article quoted David Menlaw, president of IPO Financial Network in New Jer sey as stating, "I don't think the institutionals will touch this. This is a nostalgia buy rather than an investment."

29. Following the IPO the stock remained at an average price of $10.25 until December 23, 1996. Barrons reported in an article dated January 27, 1997 that Donaldson Lufkin & Jenrette, the IPO underwriter, absorbed the stock during the Class Period "li ke a sponge," thus maintaining the stock price at $10.00.

30. Notwithstanding the purported negative prospects for the Company several of the Individual Defendants engaged in extensive purchasing of the stock during the Class Period. During the Class Period defendants Hudson, Johnson, Rochon and Berrard made the following open market purchases of the Company's stock:

Johnson, Rochan, Berrard and Hudson purchased a total of 285,000 shares at approximately $10.00 amounting to an investment of approximately $2.87 million. Based on the stocks closing price of January 24, 1997 the 285,000 shares would now be valued at approximately $8.5 million amounting to an increase in value of nearly $6.0 million.

31. Defendants also had the following pre-existing initial holdings obtained through the Concurrent Offering at $10.00 per share:

Additionally, defendant Huizenga still held 42% of the Company's stock after the IPO.

32. On December 4, 1996 plaintiff sold his stock at $10.00 believing that the Company was very unlikely to take any actions to energize the stock and based upon defendants' negative statements regarding the Company and their failure to make any positiv e statements regarding the Company. Based on the information made available by defendants he believed that the Company was looking like a long haul investment with no short term prospects of an increase in the stock price. The Class, sharing plaintiff's concerns and without the benefit of the information available to defendants also sold during the Class Period at these artificially deflated prices averaging $10.25 per share. Plaintiff and the Class were given no reasons to believe that the Company was going to do anything in the short term. On the contrary defendants had given every indication that the Company would not make any significant advances until some cash flow could be generated by the hockey team's move to the larger Broward Count y Civic Arena. On Sunday, December 22, 1996 it became plain that plaintiff and the Class were not in possession of all material information.

33. On Sunday, December 22, 1996, the Company announced today that it had signed definitive agreements to acquire the Hyatt Regency Pier 66 Resort and Marina and Radisson Bahia Mar Beach Resort and Marina. Both properties are located in Fort Lauderdal e, Florida.

34. Defendant Huizenga was quoted in the PR Newswire dated December 22, 1996 as stating that: "The acquisition of these world famous and profitable resort properties and their strong cash flow is an important step as we begin buil ding Panthers Holdings into a diversified leisure time based sports and entertainment company." (Emphasis added)

35. Defendant Richard Evans, President of the Company, was also quoted in the same article as stating that: "We anticipate that the addition of these internationally renowned resorts will also provide abundant opportunities for cross marketing and me rchandising of services and products to be developed by Panthers Holdings."

36. Both the Hyatt Regency Pier 66 and Radisson Bahia Mar are owned and operated by The Rahn Group. The Rahn Group bought the Bahia Mar 2-1/2 years ago and Pier 66 3-1/2 years ago. The Rahn Group includes among its executives defendants Berrard, Huiz enga, Johnson, Jr. and Rochon. The Ft. Lauderdale Sun Sentinel in an article by business writer Larry Lebowitz on December 23, 1997 stated that "Huizenga and his investor friends owned about 80 percent of both resorts. " The Rahn Group also manages both properties. The article also quoted defendant Evans as stating that "This is our first major step in taking the holdings and turning it into a diversified leisure, recreation, sports and entertainment company. The article continues:

The hockey team is bleeding millions of dollars and most of the other units do not generate significant revenues yet.

By comparison, Pier 66 and Bahia Mar generate plenty of cash. Evans said the two properties will generate $43.5 million in gross revenues this year and about $12.5 million in earnings before interest, taxes, depreciation and amortization. (Emphasis added)

The cash flow could make the stock more attractive to institutional investors, who have largely regarded Panther Holdings as a novelty investment. (Emphasis added)

37. Hyatt Regency Pier 66 and Radisson Bahia Mar are among the most prestigious resorts in the Southeast United States. Pier 66 is located on the Intracoastal Waterway and encompass 22 acres consisting of 380 luxury guest rooms and 124 yacht ships. Th e Pier 66 marina ranks among the most exclusive yacht basins on the East coast and accommodates yachts up to 200 feet in length.

38. The Bahia Mar Beach Resort sits on a 40 acre site surrounded by the Atlantic Ocean and Intracoastal Waterway. The resort includes a 350 ship marina and a hotel containing 297 rooms. Bahia Mar is known worldwide for its hosting of the Fort Lauderd ale International Boat Show, the largest of its kind in the world. The Company had clearly shaken itself from its artificially imposed torpor. The purchase of these resort properties was the ultimate "inside deal". The properties were never on the mark et and the properties never truly changed hands due to the significant overlap between members of the Rahn Group and FPHI.

39. Defendant Evans was quoted in the Miami Herald, dated December 23, 1996 as stating that "he expects the Panthers stock, traded on NASDAQ under the ticker symbol PUCK, to get a boost from the deal because the hotels are profitable and h ave strong cash flows." (Emphasis added) He was quoted further as stating that "This is a significant acquisition", and that "[W]e would expect some positive impact on the value of the stock."

40. As Defendant Evans had stated the Company's stock reacted immediately by rising 28% on the opening of the market on Monday, December 23, 1996. On December 24, 1996 the stock rose 4 1/4 or 33% to a record high of $17.00 in trading of 835,000, three times the three month daily average of 221,000. Market analysts agreed that the purchase of these major resorts would reduce future losses by the Company and increase cash flow contrary to defendant's deflationary statements issued pursuant to the IPO. Marc Sulam of Donaldson, Lufkin & Jenrette Securities Corp. (one of the joint underwriters of the IPO) was quoted on December 24, 1996 on Bloomberg Business News as stating that "This acquisition will reduce losses for the next two years." He continued, "The perception was that this was just going to be a hockey team." Sulam was quoted as stating that he "had been expecting the Company to lose $1.25 in fiscal 1997" and "that the reduction in losses would be significant."

41. The perception of FPHI as just being a "just a hockey team, " as Marc Sulam stated, was no accident. Defendants carefully engineered a negative and limited impression of the Company leading to the stocks' stagnation at $10.00 per share. Plaintif f and the Class were denied the information necessary to make an informed investment decision and therefore sold the stock prematurely during the Class Period at these artificially deflated prices. Meanwhile several of the Individual Defendants eng aged in significant purchases of the stock at the artificially low levels during the Class Period. The stock stagnated while defendants prepared to close their "inside deal" of December 22, 1996.

42. Defendants were well aware of fact that the stock would live up to its true potential once FPHI the Company embarked on its course of creating, as defendant Huizenga stated, a "diversified leisure-time-based sports and entertainment company. " It was this new touting of the Company as a "diversified leisure time based sports and entertainment company" coupled with the resolution of the Company's cash flow problems through the purchase of the cash flow generating resort properties that energized th e Company's stock. These were the magic words that Wall Street was waiting for, and that were previously intentionally withheld by defendants, that gave the stock its impetus. As analyst Marc Sulam stated on December 24, 1996 on Bloomberg Business News," [t]he perception was that this was just going to be a hockey team. " Joseph Smith, a broker with First Fidelity Corp. of Florida, typified the investing public's sentiments. He was quoted in the Miami Herald, dated January 24 , 1997 as stating that "he personally brought [sic] the stock after Panthers announced the hotel acquisitions and he realized Huizenga intended to build the Company into more than a hockey team". Defendants did everything in their power to ensure that the inve sting public, including plaintiff and the Class, were not given any hope that the Company would amount to anything "more than just a hockey team". Plaintiff and the Class were prevented from making an informed investment decision regarding their investme nt. Plaintiff and the Class were not given the chance to reap the full benefits of their investment that became apparent in the aftermath of defendants' December 22, 1996 announcement.

43. Defendants chose to withhold the announcement of the purchase of these properties until they had completed their purchases of the Company's stock at artificially deflated prices. As shown above several of the Individual Defendants, in possession o f material non-public information that was available to all Defendants, engaged in extensive purchases of the Company's stock at artificially low prices and reaped significant benefits by now holding a stock valued at three times their original purchase p rice allowing them an increase of nearly $6.0 million an their investment. Furthermore, defendants' true intentions were omitted from the Prospectus for the same reasons i.e., to maintain the stock at artificially deflated levels to allow defendants to e ngage in extensive stock purchases at artificially low prices.

44. During the Class Period the market price of FPHI shares was consistently priced at approximately $10.00 per share. As soon as defendants announced the purchases of the resort properties on December 22, 1996 and their expanded plans for the Company the price of FPHI stock began to rise rapidly. The market price of Company shares increased rapidly from its average price of $10.00 per share during the Class Period to a closing price of $32.00 per share on January 24, 1997.

45. Plaintiff incorporates the allegations contained in the paragraphs above as if fully set forth herein.

46. This Count is brought on behalf of the Class against defendant FPHI and the Individual Defendants and is based upon Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 promulgated thereunder.

47. During the Class Period, defendant FPHI and the Individual Defendants, singly and in concert, directly or indirectly, engaged in a common plan, scheme, and unlawful course of conduct, pursuant to which they knowingly or recklessly engaged in acts, transactions, practices, and courses of business which operated as a fraud and deceit upon plaintiff and the other members of the Class, and made various deceptive and untrue statements of material facts and omitted to state material facts necessary in or der to make the statements made, in light of the circumstances under which they were made, not misleading to plaintiff and the other members of the Class as detailed below. The purpose and effect of that scheme, plan, and unlawful course of conduct was, among other things, to maintain the FPHI common stock during the Class Period at artificially depressed prices.

48. Throughout the Class Period, at the direction and under the control of, and with reckless disregard for the truth by the Individual Defendants, FPHI disseminated statements described above which represented to the Company's shareholders and to the investing public a very negative impression of the Company's business and that the Company's stock would remain stagnant for a further two years until the hockey team moved to a new larger stadium that would generate significant cash flow. Defendants, in an attempt to maintain the stock at artificially deflated levels in order to purchase the stock at these artificially low levels during the Class Period, failed to release any material information concerning their plans to turn FPHI into a 'diversified l eisure-time-based sports and entertainment Company' rather than just a hockey team. Those statements contained untrue statements of material fact regarding defendants' true intentions, and omitted to state material facts, such as defendants plans to purc hase valuable cash generating properties and to turn the Company into a diversified leisure-time-based sports and entertainment Company, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleadi ng.

49. During the Class Period, defendants, pursuant to said scheme, plan, and unlawful course of conduct, knowingly and recklessly issued, caused to be issued, participated in the preparation and issuance of deceptive and materially false and misleading statements to the investing public which were contained in various documents and other statements, as particularized above.

50. Defendants each knew and intended to deceive plaintiff and the other members of the Class, or in the alternative, acted with reckless disregard for the truth, when they failed to disclose or cause the disclosure of the truth to plaintiff and the ot her members of the Class.

51. As a result of the dissemination of the false and misleading statements set forth above, the market price of FPHI common stock was artificially depressed during the Class Period. Unaware of the false and misleading nature of the representations de scribed above plaintiff and the other members of the Class relied to their detriment on the integrity of the public market for the stock and management's and the Company's public representations in deciding to sell, and in selling, their shares of FPHI co mmon stock in the open market. Had plaintiff and the other members of the class known of the material information not disclosed by defendants, they would not have sold FPHI common stock at the artificially depressed prices that they did and would ultimat ely have been in the position to enjoy the stocks increased value in the wake of defendants' announcement of December 22, 1996 regarding the acquisition of several valuable resort properties and their intentions to transform FPHI into a 'diversified leisu re-time-based sports and entertainment Company' rather than just a hockey team.

52. Plaintiff and the other members of the Class have suffered substantial damages as a result of the wrongs herein alleged in connection with their sale of FPHI common stock during the Class Period.

53. By reason of the foregoing, defendant FPHI and the Individual Defendants, directly or indirectly, violated, Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder in that they: (a) employed devices, schemes, and artifices to defrau d; (b) made untrue statements of material facts or omitted to state material facts necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; or (c) engaged in acts, practices, and a course of business which operated as a fraud and deceit upon plaintiff and the other members of the Class in connection with their sales of FPHI common stock during the Class Period.

54. Plaintiff incorporates the allegations contained in the paragraphs above as if fully set forth herein.

55. This Count is asserted against the Individual Defendants and is based on Section 20(a) of the 1934 Act.

56. The Individual Defendants acted as controlling persons of FPHI, within the meaning of Section 20 of the 1934 Act. By reason of their positions as senior officers and/or directors of FPHI, the Individual Defendants had the power and authority to ca use or to prevent the wrongful conduct complained of herein.

57. By reason of such wrongful conduct, the Individual Defendants are liable to plaintiff and the Class pursuant to Section 20 of the Exchange Act. As a direct and proximate result of defendants' wrongful conduct, plaintiff and the other members of th e Class suffered substantial damages in connection with their sale of FPHI common stock during the Class Period.

58. Plaintiff incorporates the allegations contained in the paragraph above as if fully set forth herein.

59. Plaintiff asserts this Count, for violation of Section 20A of the Exchange Act, against the Insider Trading Defendants (Johnson, Rochon, Berrard, and Hudson, who purchased common stock contemporaneously with plaintiff's sale during the Class Period.

60. The Insider Trading Defendants collectively purchased at least 285,000 shares of FPHI common stock, realizing an increase in the value of their investment of just under $6 million based on a closing price of the stock on January 24, 1997 while in t he possession of material positive non-public information as set forth above.

61. During the time the Insider Trading Defendants purchased FPHI common stock while in the possession of material non-public information, plaintiff and other members of the Class, contemporaneously with the purchase of FPHI securities by these defend ants, sold securities of the same class purchased by the Insider Trading Defendants.

62. By virtue of the foregoing, the Insider Trading Defendants violated Section 20A of the Exchange Act.

63. As a result of the foregoing, plaintiff and the Class have suffered damages.

Wherefore, plaintiff, on his own behalf and on behalf of the Class, requests judgment as follows:

A. Certifying the Class as set forth herein and designating plaintiff as the representative thereof;

B. Awarding damages to plaintiff and the Class in an amount to be determined at trial;

C. Awarding plaintiff the cost and expenses incurred in prosecuting this action, including reasonable attorneys', accountants', and experts' fees; and

D. Awarding plaintiff and the Class such other and further relief as may be just and proper.

PAUL SUSSER, ("plaintiff"), declares, as to the claims asserted under the federal securities laws, that:

1. I have reviewed the attached complaint and authorized the filing thereof.

2. Plaintiff did not purchase the security that is the subject of the complaint at the direction of plaintiff's counsel or in order to participate in any private action arising under the federal securities laws.

3. Plaintiff is willing to serve as a representative party on behalf of a class, including providing testimony at deposition and trial, if necessary.

4. Plaintiff's transactions in Florida Panthers Holdings Inc. common stock during the Class Period are as follows:

5. In the past three years, plaintiff has not sought to serve and has not served as a representative party on behalf of a class in an action filed under the federal securities laws.

6. Plaintiff will not accept any payment for serving as a representative party on behalf of a class beyond plaintiff's pro rata share of any recovery, except such reasonable costs and expenses (including lost wages) directly relating to the representat ion of the Class as ordered or approved by the Court.

I declare under penalty of perjury that the foregoing is true and correct. Executed this 24 day of January, 1997.