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z Cr- C L O p Oa V a^ d o ^ o O O 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Lloyd Winawer (State Bar No. 157823) lwinawer oodwin rocter.com GOOD PROCTER LLP Floor 10250 Constellation Blvd., Los Angeles, CA 90067 Telephone: 310-788-5177 Facsimile: 310-286-0992 Brian E. Pastuszenski (Pro Hac Vice Pending) bpastuszenski @ goodwinprocter.com Inez H . Friedman - Boyce (Pro Hac Vice Pending) ifriedmanb _^ oy ce oodwinprocter.com GOODWIN PROCTER LLP 53 Exchange 0P lace 2109 Boston, MA Telephone : 617-570-1000 Facsimile : 617-523-1231 m ;> o MM = r.M O ^ >o^ -- Z V, ^U N . Attor n eys for Def endants COUN"I'RYWI 13E HOME LOANS SERVICING LP, CWALT, INC., ALTERNATIVE LOAN TRUSTS (listed in the case caption) , COUNTRYWIDE HOME LOANS, INC., COUNTRYWIDE SECURITIES CORPORATION, STANFORD L. KURLAND ERIC P. SIERACKI, DAVID A. SPECTOR, N. JOSHUA ADLER, RANJIT KRIPALANI, and JENNIFER S. SANDEFUR UNITED STATES DISTRICT COURT FOR THE CENTRAL DISTRICT OF CALIFORNIA DAVID H. LUTHER Individually and On Case No. Behalf of All Others §imilarly Situated, t C V 0 7 0 8 1 6 5 GH K `S Plaintiff, NOTICE OF REMOVAL vs. COUNTRYWIDE HOME LOANS SERVICING LP, CWALT, INC. ALTERNATIVE LOAN TRUST 2005-J1, ALTERNATIVE LOAN TRUST 2005- ALTERNATIVE LOAN TRUST 2005-J4 , , ALTERNATIVE LOAN TRUST 2005-J5, ALTERNATIVE LOAN TRUST 2005-J6, ALTERNATIVE LOAN TRUST 2005-J7, ALTERNATIVE LOAN TRUST 2005-J8, ALTERNATIVE LOAN TRUST 2005-J9, ALTERNATIVE LOAN TRUST 2005-J10, ALTERNATIVE LOAN TRUST 2005-J 11, ALTERNATIVE LOAN TRUST 2005-J12, [Caption continued on following page] NOTICE OF REMOVAL

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Page 1: CWALT - Class Action 2007

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Lloyd Winawer (State Bar No. 157823)lwinawer oodwin rocter.comGOOD PROCTER LLP

Floor10250 Constellation Blvd.,Los Angeles, CA 90067Telephone: 310-788-5177Facsimile: 310-286-0992

Brian E. Pastuszenski (Pro Hac Vice Pending)[email protected] H . Friedman-Boyce (Pro Hac Vice Pending)ifriedmanb_ oyce oodwinprocter.comGOODWIN PROCTER LLP53 Exchange

0Place2109Boston, MA

Telephone : 617-570-1000Facsimile : 617-523-1231

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Attorneysfor DefendantsCOUN"I'RYWI13E HOME LOANS SERVICING LP, CWALT, INC.,ALTERNATIVE LOAN TRUSTS (listed in the case caption) ,COUNTRYWIDE HOME LOANS, INC., COUNTRYWIDESECURITIES CORPORATION, STANFORD L. KURLANDERIC P. SIERACKI, DAVID A. SPECTOR, N. JOSHUA ADLER,RANJIT KRIPALANI, and JENNIFER S. SANDEFUR

UNITED STATES DISTRICT COURT

FOR THE CENTRAL DISTRICT OF CALIFORNIA

DAVID H. LUTHER Individually and On Case No.Behalf of All Others §imilarly Situated, t CV 0 7 0 8 1 6 5 GHK `S

Plaintiff,NOTICE OF REMOVAL

vs.

COUNTRYWIDE HOME LOANSSERVICING LP, CWALT, INC.ALTERNATIVE LOAN TRUST 2005-J1,ALTERNATIVE LOAN TRUST 2005-ALTERNATIVE LOAN TRUST 2005-J4

,,

ALTERNATIVE LOAN TRUST 2005-J5,ALTERNATIVE LOAN TRUST 2005-J6,ALTERNATIVE LOAN TRUST 2005-J7,ALTERNATIVE LOAN TRUST 2005-J8,ALTERNATIVE LOAN TRUST 2005-J9,ALTERNATIVE LOAN TRUST 2005-J10,ALTERNATIVE LOAN TRUST 2005-J 11,ALTERNATIVE LOAN TRUST 2005-J12,

[Caption continued on following page]

NOTICE OF REMOVAL

Page 2: CWALT - Class Action 2007

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ALTERNATIVE LOAN TRUST 2005-J13,ALTERNATIVE LOAN TRUST 2005-J 14,ALTERNATIVE LOAN TRUST 2005-AR1,ALTERNATIVE LOAN TRUST 2005-IM1,ALTERNATIVE LOAN TRUST 2005-1CB,ALTERNATIVE LOAN TRUST 2005-2,ALTERNATIVE LOAN TRUST 2005-3CB,ALTERNATIVE LOAN TRUST 2005-4,ALTERNATIVE LOAN TRUST 2005-6CB,ALTERNATIVE LOAN TRUST 2005-7CB,ALTERNATIVE LOAN TRUST 2005-9CB,ALTERNATIVE LOAN TRUST 2005-10CB,ALTERNATIVE LOAN TRUST 2005-11 CB,ALTERNATIVE LOAN TRUST 2005-13CB,ALTERNATIVE LOAN TRUST 2005-14,ALTERNATIVE LOAN TRUST 2005-16,ALTERNATIVE LOAN TRUST 2005-17,ALTERNATIVE LOAN TRUST 2005-18CB,ALTERNATIVE LOAN TRUST 2005-19CB,ALTERNATIVE LOAN TRUST 2005-20CB,ALTERNATIVE LOAN TRUST 2005-21 CB,ALTERNATIVE LOAN TRUST 2005-22T1,ALTERNATIVE LOAN TRUST 2005-23CB,ALTERNATIVE LOAN TRUST 2005-24,ALTERNATIVE LOAN TRUST 2005-25T1,ALTERNATIVE LOAN TRUST 2005-26CB,ALTERNATIVE LOAN TRUST 2005-27,ALTERNATIVE LOAN TRUST 2005-28CB,ALTERNATIVE LOAN TRUST 2005-30CB,ALTERNATIVE LOAN TRUST 2005-31,ALTERNATIVE LOAN TRUST 2005-32T1,ALTERNATIVE LOAN TRUST 2005-33CB,ALTERNATIVE LOAN TRUST 2005-34CB,ALTERNATIVE LOAN TRUST 2005-35CB,ALTERNATIVE LOAN TRUST 2005-36ALTERNATIVE LOAN TRUST 2005-37'1,ALTERNATIVE LOAN TRUST 2005-38,ALTERNATIVE LOAN TRUST 2005-40CB,ALTERNATIVE LOAN TRUST 2005-41,ALTERNATIVE LOAN TRUST 2005-42CB,ALTERNATIVE LOAN TRUST 2005-43,ALTERNATIVE LOAN TRUST 2005-44,ALTERNATIVE LOAN TRUST 2005-45,ALTERNATIVE LOAN TRUST 2005-46CB,ALTERNATIVE LOAN TRUST 2005-47CB,ALTERNATIVE LOAN TRUST 2005-48T1,ALTERNATIVE LOAN TRUST 2005-49CB,ALTERNATIVE LOAN TRUST 2005-50CB,ALTERNATIVE LOAN TRUST 2005-51,ALTERNATIVE LOAN TRUST 2005-52CB,ALTERNATIVE LOAN TRUST 2005-53T2,ALTERNATIVE LOAN TRUST 2005-54CB,ALTERNATIVE LOAN TRUST 2005-55CB,

[Captioned continued on next page]

Page 3: CWALT - Class Action 2007

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ALTERNATIVE LOAN TRUST 2005-56,ALTERNATIVE LOAN TRUST 2005-57CB,ALTERNATIVE LOAN TRUST 2005-58ALTERNATIVE LOAN TRUST 2005-60t 1,ALTERNATIVE LOAN TRUST 2005-6 1,ALTERNATIVE LOAN TRUST 2005-62,ALTERNATIVE LOAN TRUST 2005-63,ALTERNATIVE LOAN TRUST 2005-64CB,ALTERNATIVE LOAN TRUST 2005-65CB,ALTERNATIVE LOAN TRUST 2005-67CB,ALTERNATIVE LOAN TRUST 2005-69,ALTERNATIVE LOAN TRUST 2005-70CB,ALTERNATIVE LOAN TRUST 2005-71,ALTERNATIVE LOAN TRUST 2005-72,ALTERNATIVE LOAN TRUST 2005-73CB,ALTERNATIVE LOAN TRUST 2005-74T1,ALTERNATIVE LOAN TRUST 2005-75CB,ALTERNATIVE LOAN TRUST 2005-76ALTERNATIVE LOAN TRUST 2005-772T1,ALTERNATIVE LOAN TRUST 2005-79CB,ALTERNATIVE LOAN TRUST 2005-80CB,ALTERNATIVE LOAN TRUST 2005-8 1,ALTERNATIVE LOAN TRUST 2005-82,ALTERNATIVE LOAN TRUST 2005-83CB,ALTERNATIVE LOAN TRUST 2005-84,ALTERNATIVE LOAN TRUST 2005-85CB,ALTERNATIVE LOAN TRUST 2005-86CB,ALTERNATIVE LOAN TRUST 2006-HY3,ALTERNATIVE LOAN TRUST 2006-HY 10,ALTERNATIVE LOAN TRUST 2006-HY11,ALTERNATIVE LOAN TRUST 2006-HY12,ALTERNATIVE LOAN TRUST 2006-HY13,ALTERNATIVE LOAN TRUST 2006-J1,ALTERNATIVE LOAN TRUST 2006-J2,ALTERNATIVE LOAN TRUST 2006-J3,ALTERNATIVE LOAN TRUST 2006-J4,ALTERNATIVE LOAN TRUST 2006-J5,ALTERNATIVE LOAN TRUST 2006-J6,ALTERNATIVE LOAN TRUST 2006-J7,ALTERNATIVE LOAN TRUST 2006-J8,ALTERNATIVE LOAN TRUST 2006-OA 0,ALTERNATIVE LOAN TRUST 2006-OA 1,ALTERNATIVE LOAN TRUST 2006-OA12,ALTERNATIVE LOAN TRUST 2006-OA16,ALTERNATIVE LOAN TRUST 2006-OA17,ALTERNATIVE LOAN TRUST 2006-OA18,ALTERNATIVE LOAN TRUST 2006-OA19,ALTERNATIVE LOAN TRUST 2006-OA21,ALTERNATIVE LOAN TRUST 2006-OA22,ALTERNATIVE LOAN TRUST 2006-OA3,ALTERNATIVE LOAN TRUST 2006-OA6,ALTERNATIVE LOAN TRUST 2006-OA7,ALTERNATIVE LOAN TRUST 2006-OA8,

[Caption continued on next page]

OF

Page 4: CWALT - Class Action 2007

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ALTERNATIVE LOAN TRUST 2006-OA9,ALTERNATIVE LOAN TRUST 2006-OC1,ALTERNATIVE LOAN TRUST 2006-OC10,ALTERNATIVE LOAN TRUST 2006-OC11,ALTERNATIVE LOAN TRUST 2006-OC2,ALTERNATIVE LOAN TRUST 2006-OC3,ALTERNATIVE LOAN TRUST 2006-OC4,ALTERNATIVE LOAN TRUST 2006-OC5,ALTERNATIVE LOAN TRUST 2006-OC6,ALTERNATIVE LOAN TRUST 2006-OC7,ALTERNATIVE LOAN TRUST 2006-OC8,ALTERNATIVE LOAN TRUST 2006-OC9,ALTERNATIVE LOAN TRUST 2006-2CB,ALTERNATIVE LOAN TRUST 2006-4CB,ALTERNATIVE LOAN TRUST 2006-6CB,ALTERNATIVE LOAN TRUST 2006-7CBALTERNATIVE LOAN TRUST 2006-11Ch,ALTERNATIVE LOAN TRUST 2006-12CB,ALTERNATIVE LOAN TRUST 2006-14CB,ALTERNATIVE LOAN TRUST 2006-15CB,ALTERNATIVE LOAN TRUST 2006-16CB,ALTERNATIVE LOAN TRUST 2006-18CB,ALTERNATIVE LOAN TRUST 2006-19CB,ALTERNATIVE LOAN TRUST 2006-20CB,ALTERNATIVE LOAN TRUST 2006-21 CB,ALTERNATIVE LOAN TRUST 2006-23CB,ALTERNATIVE LOAN TRUST 2006-24CB,ALTERNATIVE LOAN TRUST 2006-25CB,ALTERNATIVE LOAN TRUST 2006-26CB,ALTERNATIVE LOAN TRUST 2006-27CB,ALTERNATIVE LOAN TRUST 2006-28CB,ALTERNATIVE LOAN TRUST 2006-32CB,ALTERNATIVE LOAN TRUST 2006-33CB,ALTERNATIVE LOAN TRUST 2006-34,ALTERNATIVE LOAN TRUST 2006-35CB,ALTERNATIVE LOAN TRUST 2006-39CB,ALTERNATIVE LOAN TRUST 2006-41 CB,ALTERNATIVE LOAN TRUST 2006-42,ALTERNATIVE LOAN TRUST 2006-9T1,ALTERNATIVE LOAN TRUST 2006-5T2,ALTERNATIVE LOAN TRUST 2006-1311,ALTERNATIVE LOAN TRUST 2006-1711,ALTERNATIVE LOAN TRUST 2006-2911,ALTERNATIVE LOAN TRUST 2006-30T1,ALTERNATIVE LOAN TRUST 2006-36T2,ALTERNATIVE LOAN TRUST 2006-40T1,ALTERNATIVE LOAN TRUST 2006-45T1,ALTERNATIVE LOAN TRUST 2006-46,ALTERNATIVE LOAN TRUST 2007-2CB,ALTERNATIVE LOAN TRUST 2007-4CB,ALTERNATIVE LOAN TRUST 2007-6,ALTERNATIVE LOAN TRUST 2007-8CB,ALTERNATIVE LOAN TRUST 2007-10CB

[Caption continued on next page]

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ALTERNATIVE LOAN TRUST 2007-15CB,ALTERNATIVE LOAN TRUST 2007-AL 1,ALTERNATIVE LOAN TRUST 2007-HY2,ALTERNATIVE LOAN TRUST 2007-HY3,ALTERNATIVE LOAN TRUST 2007-HY4,ALTERNATIVE LOAN TRUST 2007-JI,ALTERNATIVE LOAN TRUST 2007-J2,ALTERNATIVE LOAN TRUST 2007-OA2,ALTERNATIVE LOAN TRUST 2007-OA3,ALTERNATIVE LOAN TRUST 2007-OA4,ALTERNATIVE LOAN TRUST 2007-OA6,ALTERNATIVE LOAN TRUST 2007-OA7,ALTERNATIVE LOAN TRUST 2007-OH1,ALTERNATIVE LOAN TRUST 2007-IT1,ALTERNATIVE LOAN TRUST 2007-3T1,ALTERNATIVE LOAN TRUST 2007-7T2,ALTERNATIVE LOAN TRUST 2007-9T1,ALTERNATIVE LOAN TRUST 2007-1 IT1,ALTERNATIVE LOAN TRUST 2007-12T1,ALTERNATIVE LOAN TRUST 2007-13,ALTERNATIVE LOAN TRUST 2007-14T2,COUNTRYWIDE HOME LOANS, INC.,COUNTRYWIDE SECURITIESCORPORATION,MORGAN STANLEY & CO.INCORPORATED,UBS SECURITIES LLCDEUTSCHE BANK SECURITIES INC.,CITIGROUP GLOBAL MARKETS INC.,LEHMAN BROTHERS INC.,GREENWICH CAPITAL MARKETS, INC.,EDWARD D. JONES & CO., L.P.,J.P. MORGAN SECURITIES INC.,CREDIT SUISSE FIRST BOSTON,GOLDMAN SACHS & CO.,BANC OF AMERICA SECURITIES LLC,BARCLAYS CAPITAL INC.,BEAR STEARNS & CO. INC.,STANFORD L. KURLAND,ERIC P. SIERACKI,DAVID A. SPECTOR,N. JOSHUA ADLERRANJIT KRIPALAN'I,JENNIFER S. SANDEFURand DOES 1 through 20, inclusive,

Defendants.

OF

Page 6: CWALT - Class Action 2007

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Defendants Countrywide Home Loans Servicing LP, CWALT, Inc., Alternative

Loan Trusts (listed in the case caption), Countrywide Home Loans, Inc., Countrywide

Securities Corporation , Stanford L. Kurland, Eric P. Sieracki , David A. Spector, N.

Joshua Adler, Ranjit Kripalani, and Jennifer S. Sandefur (collectively, the

"Countrywide Defendants"),' specially appearing solely for the purpose of submitting

this notice of removal and preserving and not waiving any defenses they may have

based on lack of personal jurisdiction or service of process, or any other defenses, by

their attorneys, hereby remove the above-captioned case pending in the Superior Cou

of the State of California, County of Los Angeles, to the United States District Court

for the Central District of California. Removal is based on 28 U.S.C. §§ 1332 and

1441, as amended in relevant part by the Class Action Fairness Act of 2005

("CAFA"), and authorized by 28 U.S.C. § 1453.

As grounds for removal, the Countrywide Defendants state as follows:

1. On November 14, 2007 plaintiff David H. Luther filed this putative state

court class action (the "State Court Action") by filing a complaint entitled David H.

Luther v. Countrywide Home Loans Servicing LP et al. (the "Class Action

Complaint") in the Superior Court of the State of California , County of Los Angeles

and on behalf of all persons or entities who acquired mortgage pass-through

certificates issued by defendant CWALT, Inc. ("CWALT") and sold nationally in

public offerings registered with the U.S. Securities and Exchange Commission under

Section [5] of the Securities Act of 1933 . This case was assigned docket number

BC380698.

` The other, separately represented defendants in this matter are Morgan Stanley& Co. Incorporated UBS Securities LLC, Deutsche Bank Securities Inc., CitiaroupGlobal Markets Inc ., Lehman Brothers Inc., Greenwich Capital Markets , Inc., dwardD. Jones & Co, L.P., J.P. Morgan Securities Inc., Credit Suisse First Boston (nowknown as Credit Suisse Securities (USA) LLC), Goldman Sachs & Co., Banc ofAmerica Securities LLC, Barclays Capital Inc., and Bear Sterns & Co. Inc. Thesedefendants have consented to the removal of this matter and have authorizedDefendants to represent that they are concurrently filing a Notice of Consent toRemoval.

OF REMOV.

Page 7: CWALT - Class Action 2007

1 2. The Class Action Complaint alleges, among other things, that certain public

2 offering registration statements filed by CWALT with the U.S. Securities and

3 Exchange Commission between January 2005 and June 2007 contained

4 misstatements, and asserts causes of action under Sections 11, 12(a)(2), and 15 of the

5 Securities Act of 1933, 15 U.S.C. §§ 77k, 771(a)(2), and 77o.

6 3. Pursuant to 28 U.S.C. §§ 1446(a) and 1441(a), this Notice of Removal is

7 being filed in the United States District Court for the Central District of California.

8 STATUTORY REQUIREMENTS - CLASS ACTION FAIRNESS ACT

9 4. This Court has Jurisdiction . Pursuant to 28 U.S.C. § 1332, as amended by

10 CAFA, a putative "class action" commenced after February 18, 2005 - i.e., the

11 effective date of CAFA - may be removed to the appropriate United States District

12 Court if. (a) the amount in controversy exceeds the sum or value of $5,000,000,

13 exclusive of interest and costs; and (b) any member of the putative class is a citizen of

14 a state different from any defendant. 28 U.S.C. § 1332(d)(2)(A).

15 5. CAFA is applicable to the State Court Action because the Action was

16 commenced on or about November 14, 2007 - i.e., after the effective date of CAFA.

17 28 U.S.C. §§ 1332, 1453.

18 6. In addition, the State Court Action is a "class action" within the meaning of

19 CAFA because Plaintiff seeks to represent a class of persons in a "civil action filed

20 under" California's class action statute, Cal. Code Civ. Proc. § 382 - Le., a "rule of

21 judicial procedure authorizing an action to be brought by 1 or more representative

22 persons as a class action." 28 U.S.C. §§ 1332(d)(1)(B), 1453(a).

23 7. Amount in Controversy . There is more than $5,000,000 in controversy in

24 the State Court Action. Under 28 U.S.C. § 1332(d), as added by CAFA, the amount in

25 controversy in a putative class action is determined by aggregating the amount at issue

26 in the claims of all members of the putative class. 28 U.S.C. § 1332(d)(6). Here, the

27 Class Action Complaint alleges that the defendants made false and misleading

28

11

statements in connection with the issuance of approximately $300 billion in mortgage

2NOTICE OF REMOVAL

Page 8: CWALT - Class Action 2007

1 certificates, and that the value of the certificates has declined su

2 subsequent to and due to the defendants' alleged violations. See Class Action

3 Complaint 1158, 86 and Prayer for Relief. While the Countrywide Defendants deny

4 that Plaintiff or any putative class member is entitled to recover any amount, and

5 specifically deny that Plaintiff or any putative class member is entitled to the relief in

6 the various forms sought, these allegations plainly make the aggregate amount in

7 controversy in this State Court Action more than $5,000,000, exclusive of interest and

8 costs. 28 U.S.C. § 1332(d)(2).

9 8. Citizenship of Parties . The requisite diversity of citizenship exists under 28

to U.S.C. §§ 1332(d)(2) and (d)(7). To establish diversity jurisdiction under CAFA, it is

11 sufficient that any one member of the putative class is a citizen of a state different from-^ n

N a 12 any one defendant, in contrast to the complete diversity requirement of typical diversity

e 13 jurisdiction. 28 U.S.C. § 1332(d)(2)(A). Among the defendants in the State Court40

14 Action, there are citizens of California, Connecticut, Delaware, Missouri, Nevada, New. y Y

0 o Q 15 York, New Jersey, North Carolina, and Texas, including Countrywide Securities

16 Corporation, which is a citizen of California, and Goldman Sachs & Co., which is a

17 citizen ofNew York. Because a natural person can be a citizen of at most one state -

18 his or her state of domicile - it follows afortiorari that at least one member of the

19 proposed class is a citizen of a state different from at least one defendant. Id.

20 9. No CAFA Exceptions Apply. Although the Countrywide Defendants deny

21 11that it is their burden to show that CAFA' s exceptions to jurisdiction in 28 U.S.C. §§

22 1332(d)(4), (5) and (9) do not apply, none does.

23 a. First, the exceptions in 28 U.S.C. §§ 1332(d)(4)(A) and (B) do not

24 apply because they are limited to cases where, among other things, more than two-

25 thirds of the putative class members are citizens of the State in which the action was

26 originally filed. 28 U.S.C. §§ 1332(d)(4)(A) and (B). There is no basis for

27 concluding that two-thirds of the members of the proposed class are citizens of

28 California;

3AL

Page 9: CWALT - Class Action 2007

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1 b. Second, the exception in Section 1332(d)(5)(A) does not apply

2 because the Defendants are individuals and corporate and other private entities, not

3 States, State officials , or other governmental entities. 28 U.S .C. § 1332(d)(5)(A);

4 c. Third, the exception in Section 1332(d)(5)(B) does not apply

S because the number of putative class members is alleged to be in excess of 100. 28

6 U.S.C. § 1332(d)(5)(B). Specifically , the Complaint alleges that there are "thousands"

7 of members of the putative class. See Class Action Complaint at ¶ 39; and

8 d. Finally, the exceptions in Section 1332(d)(9) do not apply because

9 this case does not solely involve a claim: (1) concerning a "covered security" under

io Section 16(f)(3) of the Securities Exchange Act of 1933; (2) relating to the internal

p 11 affairs or governance of a corporation or other form of business enterprise and arising

12 by virtue of the laws of the state in which such corporation or business enterprise isJ N S

13 organized; or (3) relating to the rights , duties (including fiduciary duties), and to

u 14 obligations relating to or created by or pursuant to any security. 28 U.S.C. §

D o 15 1332(d)(9).

U d 16 PROCEDURAL REQUIREMENTSN a

17 10. Removal to Proper Court. This Court is part of the "district and division

18 embracing the place where" this action was filed - Los Angeles County Superior

19 Court . 28 U.S.C. § 1446(a).

20 11. Consent to Removal. As shown below, and although it is not necessary, all

21 defendants consent to removal.

22 12. Removal is Timely . Defendants received by service the Summons and

23 Complaint no earlier than November 14, 2007. Receipt of the Summons and

24 Complaint was the first notice of the State Court Action or federal jurisdiction

25 received by Defendants. This Notice of Removal is being filed with the United States

26 District Court for the Central District of California on December 14, 2007, within 30

27 days after receipt by defendants Countrywide Home Loans Servicing LP, CWALT,

28 Inc ., Countrywide Home Loans, Inc., and Countrywide Securities Corporation,

4NOTICE OF REMOVAL

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through service or otherwise, of the Summonses and Complaint. See 28 U.S.C. §

1446(b).

13. Pleadings and Process . In accordance with 28 U.S.C. § 1446(a), attached

hereto as Exhibit A are file-stamped copies of all process, pleadings and orders served

upon the Countrywide Defendants in the State Court Action, namely the Summons,

Complaint, Civil Case Cover Sheet, Civil Case Cover Sheet Addendum and Statement

of Location, Proofs of Service of the Summons and Complaint on defendants Home

Loans Servicing LP, CWALT, Inc., Countrywide Home Loans , Inc., and Countrywide

Securities Corporation, and Court Order - Notice of Status Conference. See 28

U.S.C. § 1446(a).

14. Notice . The Countrywide Defendants will promptly serve a copy of the

Notice of Removal on Plaintiff's counsel and file with the Clerk of the Superior Court

of the State of California, County of Los Angeles, a Notice of Filing of Notice of

Removal pursuant to 28 U.S.C. § 1446(d).

15. Signature . This Notice of Removal is signed pursuant to Fed. R. Civ. P. 11.

See 28 U.S.C. § 1446(a).

16. Bond and Verification . Pursuant to Section 1016 of the Judicial

Improvements and Access to Justice Act of 1988, no bond is required in connection

with this Notice of Removal. Pursuant to Section 1016 of the Act, this Notice need

11 not be verified.

17. Based upon the foregoing, this Court has jurisdiction over this matter

pursuant to 28 U.S.C. § 1332, as amended by CAFA, and the claims may be removed

to this Court under 28 U.S.C. § 1453.

NOTICE OF REMOV

Page 11: CWALT - Class Action 2007

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WHEREFORE, this action should proceed in the United States District Court

for the Central District of California, as an action properly removed thereto.

Dated: December 14, 2007 Respectfully submitted,

Defendants COUNTRYWIDE HOMELOANS SERVICING LP, CWALT,INC., ALTERNATIVE LOANTRUSTS (listed in the case caption)COUNTRYWIDE HOME LOANS,INC., COUNTRYWIDE SECURITIESCORPORATION, STANFORD L.KURLAND ERIC P. SIERACKI,DAVID A. S^PECTOR, N. JOSHUAADLER, RANJIT KRIPALANI, andJENNIFER S. SANDEFUR

Lio. wmawerlw' er^goodwin_procter.comGO DA NPROCTER LLP10250 Constellation Blvd., 21 FloorLos Angeles CA 90067Telephone: 310-788-5177Facsimile: 310-286-0992

GOODWIN PROCTER LLPBrian E. Pastuszenski (Pro Hac VicePending)[email protected] H. Friedman-Boyce (Pro Hac VicePending)[email protected] Exchange PlaceBoston, MA 02109Telephone : 617-570-1000Facsimile : 617-523-1231

6E OF REMOVAL