DAVID R. ZARO (BAR NO. 124334) TED FATES (BAR …sbcapitalreceiver.com/images/647_AM_s_4th_Fee_App.pdf1 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 811873.01/SD

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Case No. CV12-03237FOURTH INTERIM FEE APPLICATION OF GENERAL COUNSEL TO THE RECEIVER

LAW OFFICES

Allen Matkins Leck GambleMallory & Natsis LLP

DAVID R. ZARO (BAR NO. 124334) TED FATES (BAR NO. 227809) KIM A. BUI (BAR NO. 274113) ALLEN MATKINS LECK GAMBLE MALLORY & NATSIS LLP 515 South Figueroa Street, Ninth Floor Los Angeles, California 90071-3309 Phone: (213) 622-5555 Fax: (213) 620-8816 E-Mail: [email protected]

[email protected] [email protected]

Attorneys for Receiver Thomas A. Seaman

UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF CALIFORNIA

SAN JOSE DISTRICT

SECURITIES AND EXCHANGE COMMISSION,

Plaintiff,

vs. SMALL BUSINESS CAPITAL CORP.; MARK FEATHERS; INVESTORS PRIME FUND, LLC; and SBC PORTFOLIO FUND, LLC,

Defendants.

Case No. CV12-03237 FOURTH INTERIM FEE APPLICATION OF ALLEN MATKINS LECK GAMBLE MALLORY & NATSIS LLP, GENERAL COUNSEL TO THE RECEIVER Date: January 31, 2013 Time: 9:00 a.m. Ctrm: 4 - 5th Floor Judge: Hon. Edward J. Davila

Case5:12-cv-03237-EJD Document647 Filed12/04/13 Page1 of 44

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Allen Matkins Leck Gamble Mallory & Natsis LLP ("Allen Matkins"), general counsel for

Thomas A. Seaman, Court-appointed permanent receiver ("Receiver") for Small Business Capital

Corp. ("SBCC"), Investors Prime Fund, LLC ("IPF"), SBC Portfolio Fund, LLC ("SPF") and their

subsidiaries and affiliates ("Receivership Entities"), hereby submits this fourth interim application

for payment of professional fees and reimbursement of costs ("Fourth Fee Application") for the

period August 1, 2013 through October 31, 2013 ("Fourth Application Period"). Allen Matkins

seeks interim approval and payment of $89,981 in fees and $905.68 in expenses incurred during

the Fourth Application Period.

I. INTRODUCTION

The fees incurred by Allen Matkins during the Fourth Fee Application total $99,292.05 for

a total of 227.8 hours of work. However, Allen Matkins seeks interim approval and payment of

$89,981 in fees, which represents the number of hours worked multiplied by $395, the blended

hourly rate approved by the Court in connection with Allen Matkins' employment application. The

remaining $9,311.05 should be held back until the conclusion of the receivership.

The work performed, which is discussed in detail below and set forth task-by-task on

Exhibit A, is categorized as follows:

General Receivership 14.2 $6,537.60

Asset Recovery 27.1 14,602.50

Investigation/Reporting 7.8 3,430.80

Investor Communications 1.8 819.90

Sale of Assets/Disposition 11.6 5,737.05

Claims 31.0 16,159.50

Third Party Claims 9.7 2,860.65

Distribution 22.4 10,156.95

Employment/Fees 18.9 7,909.65

California Business Bank Litigation 83.3 31,077.45

TOTAL FEES 227.80 $99,292.05


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II. TASKS PERFORMED AND COSTS INCURRED

A. Introduction

During the Fourth Application Period, Allen Matkins worked diligently to assist the

Receiver with all legal matters pertaining to the receivership.1 As reflected in the bills attached as

Exhibit A, legal work performed by Allen Matkins' attorneys and staff during the Fourth

Application Period did not overlap with or duplicate the Receiver's work. Exhibit A provides a

detailed list of each and every charge during the Fourth Application Period, sorted by category of

work, person executing the work, and task performed.2

B. Categories and Descriptions of Work Performed

1. General Receivership

Allen Matkins' work in this category includes assisting the Receiver responding to motions

and other communications from Defendant Mark Feathers, reviewing pleadings and responses

filed by the Securities and Exchange Commission ("Commission") and Mr. Feathers, reviewing

the Court's order granting the Commission's motion for summary judgment, and advising the

Receiver regarding next steps in light of the Court's holdings. In particular, Allen Matkins assisted

the Receiver in preparing a response to Mr. Feathers' motion for leave to sue the Receiver (Docket

No. 577). The response was filed on August 2, 2013. Docket No. 585.

Additionally, Allen Matkins reviewed and advised the Receiver regarding (a) the

Commission's motion to extend the deadline to complete expert discovery (Docket No. 588) and

Mr. Feathers' response thereto (Docket No. 589), (b) Mr. Feathers' notice of appeal (Docket

No. 593), (c) the Court's order denying investor Stephen Pahl's motion to intervene, Mr. Feathers'

motion for leave to sue the Receiver, Mr. Feathers' request to appoint an expert, Mr. Feathers'

1 A detailed description of the status of the case may be found in the Receiver's First, Second,

Third, Fourth, Fifth, Sixth, and Seventh Interim Reports, filed in the instant action as Docket Nos. 30, 53, 77, 167, 386, 581 and 618. Specifically, the Seventh Interim Report (Dkt. No. 618) addresses the work of the Receiver and the status of the case during the Fourth Application Period.

2 While every effort is made to be consistent and accurate in the allocation of activities to the various categories, certain activities may lend themselves to more than one category or may simply be difficult to categorize. Nevertheless, Exhibit A reflects the actual time spent on any given activity and contains an accurate description of the services provided.


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motion to allocate additional funds, and other items (Docket No. 592), and (d) Mr. Feathers'

motion to intervene in an unrelated receivership matter in another court, which was summarily

denied by that court.

Finally, Allen Matkins' assisted and advised the Receiver with regard to a meritless

complaint lodged by Mr. Feathers with the California Department of Real Estate and a letter sent

to the Commission by investor Robert Gilroy with various inaccurate statements and assumptions

about the receivership and the ultimate distribution of assets. The reasonable and necessary fees

for work in this category total $6,537.60

2. Asset Recovery

Allen Matkins' time in this category focused primarily on two receivership assets – a loan

made to MCW Associates, whose principal's name is Steven Mutnick, and a loan made to

Peninsula Air Conditioning. With respect to the MCW loan, Allen Matkins assisted the Receiver

in analyzing and responding to letters and other communications from the borrower and its counsel

regarding its request the Receiver agree to a substitution of collateral for the loan. Allen Matkins

prepared a pre-negotiation agreement for MCW to sign, a standard pre-requisite to any negotiation

between lender and borrower, and advised the Receiver regarding legal issues and strategy.

Ultimately, MCW paid off the loan in full ($3,409,276.14) and the Receiver reconveyed the deed

of trust on MCW's property.

With respect to the Peninsula Air loan, Allen Matkins advised the Receiver regarding legal

issues and strategy pertaining to the borrower's default under the loan agreement, termination of

the forbearance period agreed on in April 2013, and foreclosure on the guarantor's real property

pursuant to the deed of trust obtained in connection with the forbearance agreement.

Allen Matkins also advised the Receiver on legal issues arising from a dispute regarding a

consulting contract. When the Receiver was appointed, he retained a few SBCC employees

critical to the ongoing operations of the business. One such employee handled many of the

servicing issues related to the Receivership Entities' SBA loans. That employee left to take

another job in July 2013. The Receiver promptly identified and had SBCC engage a consultant to

assist in servicing the SBA loans. In October, a dispute arose regarding the consulting agreement,


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which the Receiver hopes can be resolved. If not, the Receiver will have SBCC engage a new

consultant to assist in servicing the SBA loans.

Finally, Allen Matkins advised the Receiver regarding default and collection issues

pertaining to the Kallapa Rampur loan. Allen Matkins' reasonable and necessary fees for this work

total $14,602.50

3. Investigation and Reporting

Allen Matkins assisted the Receiver in preparing a detailed summary of his work during the

period April 1, 2013 through June 30, 2013 and drafting his Seventh Interim Report. Docket

No. 618. Allen Matkins' reasonable and necessary fees for this work total $3,430.80.

4. Investor Communications

Allen Matkins assisted the Receiver in responding to investor communications, inquiries

and requests. Allen Matkins' reasonable and necessary fees for this work total $819.90.

5. Sale of Assets and Disposition

This category contains Allen Matkins' time providing advice and counsel to the Receiver

regarding the potential sale of the Receivership Entities' SBA lending license and loan portfolio,

including participating in conferences with the SBA to discuss procedures for obtaining SBA

approval of potential bidders and the ultimate sale and initial work on the Receiver's upcoming

motion for approval of sale procedures. Allen Matkins also assisted in preparing a confidentiality

agreement executed by the consultant engaged to help market the SBA lending license and loan

portfolio for sale once the Court has approved the sale procedures. The reasonable and necessary

fees for Allen Matkins' work in this category total $5,737.05.

6. Claims

This category contains Allen Matkins' work in reviewing, analyzing, and objecting to

claims submitted by investors and creditors. In particular, Allen Matkins advised and assisted the

Receiver with issues relating to claims submitted by the SBA and IRS and participated in

conferences with the SBA regarding its $24 million contingent claim. The firm prepared an

omnibus objection to claims, which provides the Receiver's recommended allowed amount of all

investor and non-investor claims submitted to the Receiver. The omnibus objection to claims was


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filed on November 15, 2013. Docket No. 626. Allen Matkins' reasonable and necessary fees for

work in this category total $16,159.50.

7. Third Party Claims

Allen Matkins' time in this category focused on researching and analyzing claims against

certain third parties. In connection with this work, the Receiver recently filed an administrative

motion for permission to file documents under seal. Docket No. 645. Allen Matkins' reasonable

and necessary fees in this category total $2,860.65.

8. Distribution

Allen Matkins' time in this category relates to formulating and drafting the Receiver's

proposed Distribution Plan and his motion for approval. Considerable thought and analysis went

into formulating a plan that treats investor and non-investor claimants fairly and equitably under

the unique circumstances of this case. The Distribution Plan and motion for approval, which also

seeks authority to make interim distributions and automatic disallowance of late claims, were filed

on November 19, 2013. Docket No. 628. The reasonable and necessary fees for this work total

$10,156.95.

9. Employment and Fees

Allen Matkins prepared and filed its third interim fee application for the reasonable and

necessary fees incurred from January 1, 2013 through July 31, 2013. The third interim fee

applications of the Receiver and Allen Matkins were filed on September 20, 2013. Docket

Nos. 607, 608. The third interim fee applications, which cover a seventh-month period, are the

equivalent of two normal fee applications, which usually cover three-month periods. The

reasonable and necessary fees for Allen Matkins' work in this category total $7,909.65.

10. California Business Bank Litigation3

Pursuant to the Court's order authorizing the Receiver to pursue claims against California

Business Bank ("CBB") and its officers and directors (Docket No. 361), the Receiver's Complaint

3 The time descriptions contained in the bills for this category of work contain information

relating to attorney work product and strategy involved in the pending litigation against CBB and its officers and directors. For this reason, these bills are not attached hereto. The Receiver will provide these bills directly to the Court for in camera review upon request.


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was filed on May 2, 2013. During the Fourth Application Period, Allen Matkins assisted the

Receiver in preparing an opposition to motions to dismiss the Complaint filed by CBB and the

individual officers and directors. The firm participated in a Rule 26(f) meet and confer with

counsel for CBB and the individual defendants and prepared initial disclosures pursuant to

Rule 26(a), a Joint Case Management Conference statement, and a Joint Rule 26(f) report. Allen

Matkins analyzed issues relating to the Private Securities Litigation Reform Act and the stay of

discovery once a motion to dismiss securities fraud claims has been filed.

Allen Matkins also handled issues relating to service of the Complaint on the one

unrepresented individual defendant, N. Aaron Yashouafar. After several attempts at personal

service at his home and office, substitute service on Mr. Yashouafar was completed on August 21,

2013. Allen Matkins' reasonable and necessary fees in this category total $31,077.45.

C. Summary of Costs Requested

Allen Matkins requests the Court approve reimbursement of $905.68 in out-of-pocket

costs. Allen Matkins charges $.19 per page for copies and $1.00 per page for outgoing faxes.

There is no charge for incoming faxes. The itemization of such expenses is reflected in the

General Receivership category in Exhibit A and is summarized below:

Duplication $150.20

Document Search (incl. PACER, Lexis, Secretary of State) 461.90

Federal Express 81.38

Messenger 212.20

TOTAL COSTS $905.68

III. ALLEN MATKINS' FEES AND COSTS SHOULD BE APPROVED

The Receiver was appointed on June 26, 2012. Docket No. 16. He promptly engaged

Allen Matkins as his general counsel and the firm immediately started work to assist the Receiver

in stabilizing the Receivership Entities, addressing urgent legal issues, and reporting to the Court

on the Receiver's activities. Docket No. 30. Allen Matkins promptly sought approval of its

employment, which was granted by the Court on July 10, 2012. Docket Nos. 31 and 36. The


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employment application stated that Allen Matkins would achieve a blended hourly rate of $395

over the entire receivership.

Allen Matkins filed its First Interim Fee Application on December 6, 2012. Docket

No. 135. On May 15, 2013, the Court issued its Order Partially Granting First Interim Fee

Applications ("First Fee Order"). Docket No. 463. The Court approved only 59% of the fees

incurred by Allen Matkins during the first 14 weeks of the case (the First Fee Application Period).4

The First Fee Order states the primary rationale for the reduction "is that the Court objects to Allen

Matkins’ charging a blended hourly rate of $454.10." Id. at p. 7. Rather than reduce the allowed

fees to $395 per hour, the Court approved only $269.73 per hour.5 The Court did not find the

amount of time billed by Allen Matkins was unreasonable in relation to the tasks completed or the

quality of work was not satisfactory, but instead stated that receivers' counsel should only be

modestly compensated in cases where investors stand to recover a fraction of their losses. Allen

Matkins sought leave to seek reconsideration of the First Fee Order, which was denied.

By the time the Court entered the First Fee Order, the Receiver and Allen Matkins had filed

their Second Interim Fee Applications. Docket Nos. 338, 339. In light of the First Fee Order, the

Receiver and Allen Matkins sought leave to file a supplement to Allen Matkins' Second Interim

Fee Application. Leave was granted and Allen Matkins filed a supplemental brief, along with a

declaration from the Receiver and a request for judicial notice. Docket Nos. 549, 549-1, and

549-2. The supplemental brief highlighted cases, including those cited by the Court in the First

Fee Order, which hold that hourly rates for lawyers representing receivers in SEC cases "are

appropriate if they 'are in line with those prevailing in the community for similar services by

lawyers of reasonably comparable skill, experience, and reputation.'" SEC v. Byers,

590 F. Supp. 2d 637, 645 (S.D.N.Y. 2008) (quoting Blum v. Stenson, 465 U.S. 886, 896 n. 11

4 Although the First Fee Order states that 66% of the requested fees are allowed, the ruling

equates to a 41% reduction in Allen Matkins' fees because the Court applied its 34% reduction to the 90% interim payment Allen Matkins requested. Allen Matkins had proposed a 10% holdback, and therefore only requested an interim payment of 90% of fees incurred.

5 It appears the Court may have intended to approve $300 per hour, but because the 34% reduction was applied to the 90% requested, the approved hourly rate was only $269.73.


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(1984)); see also SEC v. Fifth Ave. Coach Lines. Inc., 364 F. Supp. 1220, 1222 (S.D.N.Y. 1973).

The supplemental brief and request for judicial notice also provided citations showing the

approved hourly rates of law firms representing receivers in other SEC enforcement actions in

California. These citations demonstrate that $395 per hour is at the low end of the range of hourly

rates approved by courts in these cases.

On August 16, 2013, the Court entered its Order Partially Granting Second Interim Fee

Applications ("Second Fee Order"). Docket No. 590. The Court again took issue with the firm's

blended hourly rate. However, instead of reducing the allowed fees to $395 per hour (which it

emphasized the firm should be held to), the Court approved a much lower hourly rate -- only

$327 per hour. Again, the Court did not find the amount of time billed by Allen Matkins was

unreasonable in relation to the tasks completed or the quality of work was not satisfactory, but

instead reiterated that receivers' counsel should only be modestly compensated in cases where

investors stand to recover a fraction of their losses. Thus, the Court allowed only 67% of the fees

incurred by the firm.6

The Receiver and Allen Matkins filed their Third Interim Fee Applications on

September 20, 2013. These applications were taken under submission by order entered on

November 18, 2013.

For the past 17 months, Allen Matkins has diligently and competently represented the

Receiver with regard to all legal issues in this complex SEC receivership. The results obtained, as

described in detail in the Receiver's seven interim reports, have been excellent. The Court has

never identified concerns with the quality of work performed by the Receiver or Allen Matkins.

At this point, the firm has only been paid approximately 62% of fees incurred during the first six

months of the case (June 26 through December 31, 2012). Although the Court approved an hourly

6 Although the Second Fee Order indicates that 75% of the fees requested are approved, Allen

Matkins volunteered to defer payment on 10% of the fees incurred until the conclusion of the receivership. When the Court imposed its reduction of 25%, instead of applying the reduction to the total amount incurred ($127,109.90), it applied the reduction to the 90% requested on an interim basis ($114,397.11), meaning Allen Matkins was only paid 67% of fees incurred during the Second Application Period.


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rate of $395 when it approved Allen Matkins' employment, it has only allowed the firm to be paid

a blended rate of $293.96 thus far.

The Receiver and Allen Matkins disagree with the Court's position that receivers and their

counsel should not be paid the fair value of their services simply because investors stand to suffer

losses. Such a rule is unsupported by the weight of authority regarding compensation of receivers

and their counsel and would rapidly drive skilled receivers and law firms away from complex

receiverships. This would substantially impair the ability of federal agencies and courts to protect

assets and provide meaningful recoveries to defrauded investors and consumers.

It takes a high degree of skill and business acumen to step into operating companies

accused of securities fraud, rapidly stabilize the businesses, preserve and protect the value of their

assets, conduct a forensic accounting, and provide detailed reports to the Court. Substantially

reducing the fees of receivers and their counsel in cases where, through no fault of the receiver,

investors stand to suffer significant losses (which is the case in almost all securities fraud

receiverships), will severely limit interest in such engagements. Accordingly, the Receiver and

Allen Matkins respectfully request the Court reconsider its position.

The Court states that "percentage cuts" are a "practical means of trimming fat from a fee

application." The Receiver and Allen Matkins respectfully submit that arbitrarily reducing fee

requests based on the assumption they contain "fat" is not appropriate or supported by the law.

The Receiver and Allen Matkins properly and accurately record their time in six-minute

increments and only bill time actually worked on the case. The Court does not identify any

improper time entries or explain why it believes the fee applications contain "fat" warranting such

drastic cuts.

Finally, the Receiver and Allen Matkins submit it is unfair to reduce Allen Matkins' fees to

hourly rates well below the $395 hourly rate approved in connection with the firm's employment

application. The Court approved a blended hourly rate at the beginning of the receivership and

affirmed Allen Matkins should be held to that rate, but nevertheless has reduced the firm's fees to

amounts well below the approved rate. The Receiver and Allen Matkins respectfully submit this

and future fee requests of Allen Matkins should be allowed at no less than $395 per hour. That


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amount for this application period is $89,981 (227.8 hours multiplied by $395). The remaining

$9,311.05 should be held back until the conclusion of the receivership.

IV. CONCLUSION

WHEREFORE, the Receiver and Allen Matkins request an order:

1. Approving on an interim basis Allen Matkins' fees totaling $89,981 for the Fourth

Application Period;

2. Approving on an interim basis Allen Matkins' reimbursement of costs totaling

$905.68 for the Fourth Application Period;

3. Authorizing and directing the Receiver to pay Allen Matkins from the assets of the

receivership estate; and

4. Granting such further and other relief as the Court deems just and proper.

Dated: December 4, 2013 ALLEN MATKINS LECK GAMBLE MALLORY & NATSIS LLP

By: /s/ Ted Fates TED FATES Attorneys for Receiver Thomas A. Seaman


EXHIBIT A


Exhibit A, Page 1 of 32






















11/20/1313:36:29 PROFORMA STATEMENT FOR MATTER 372456-00003 (Asset Recovery) 372456-00003

Trans Date Index Description of Service Rendered Timekeeper Hours Fees Sum

instructions of both Cathay Bank and Borrower in order to close without reconveyances delivered to escrow before payoff; telephone call with Teri Mayberry at Chicago re Chicago underwriting requirement that reconveyances be delivered prior to payoff because the lender is a private lender; review and revise reconveyances; email to Chicago with proposed reconveyances to be delivered upon receipt of payoff funds

10/10/13 6021056 Review communications and analyze Fates, Edward G. 0.7 292.95 13,432.50 issues regarding MCW loan and payoff/reconveyance (.4); discuss issues regarding SBA loan consultant and Peninsula Air loan with S. Vavak (.3).

10/15/13 6027727 Call with Receiver related to loan Zaro, David R. 0.8 468.00 13,900.50 payoffs, JBruno as to asset recovery and breach of consulting contract (.2). Review contracts with JBruno, review email and draft demand letter to JBruno re breach of consulting agreement (.6).

10/16/13 6029861 Follow-up on the JR Bruno contract Zaro, David R. 1.2 702.00 14,602.50 default, letter demand, revisions to same, forward same to client for review (.8). Address alternative approach to SBA loans and follow-up with Receiver as to refinancing (.4).

Proforma Summary

Timekeeper Number Timekeeper Hours Rate Amounts

000313 David R. Zaro 16.1 585.00 9,418.50 001587 Anne E. Klokow 4.3 553.50 2,380.05 001665 Edward G. Fates 6.7 418.50 2,803.95

27.1 14,602.50 Total Fees 14,602.50 Total Disbursements 0.00 Exhibit A, Page 12 of 32






11/20/13 13:36:29 PROFORMA STATEMENT FOR MATTER 372456-00005 (Investor Communications) 372456-00005

Preliminary Billing Form

Billing Atty: 000313 - Zaro Matter#: 372456-00005 Matter Name: Investor Communications

Date of Last Billing: 08-20-2013 Client Name: Seaman, Thomas/Receiver for SBCC; Mark Feathers

Proforma Number Client/Matter Joint Group# 372456-1

Fees for Matter 372456-00005 (Investor Communications)


08/26/13 5976064 Review "newsletter" from investor Fates, Edward G. 0.2 83.70 83.70 Gilroy sent to large investor list

08/27/13 5977342 Review and revise investor update for Fates, Edward G. 0.3 125.55 209-25 receivership website.

09/09/13 5989531 Call from investor Tang. Fates, Edward G. 0.3 125.55 334.80

09/19/13 6000254 Review investor letter filed with court; Fates, Edward G. 0.4 167.40 502.20 forward same to Receiver; discuss same with SEC's counsel.

10/04/13 6020284 Review/evaluate investor Zaro, David R. 0.4 234.00 736.20 correspondence, Receiver response and follow-up advice as to false representations by certain investors and approach to response (.4).

10/08/13 6018065 Review investor letter filed with Court. Fates, Edward G. 0.2 83.70 819.90

Proforma Summary


000313 David R. Zaro 0.4 585.00 234.00 001665 Edward G. Fates 1.4 418.50 585.90

1.8 819.90 Total Fees 819.90

Total Disbursements 0.00





















11/20/13 13:36:29 PROFORMA STATEMENT FOR MATTER 372456-00008 {Claims) 372456-00008


revisions to omnibus claim objection (.8).

10/24/13 6043358 Telephone conference with Mr. Pedowitz, L. 0.2 91.80 14,367.60 Seaman regarding rising tide analysis (.2).

10/25/13 6036668 Address Gilroy letter re claims, Zaro, David R. 1.1 643.50 15,011.10 SBNemails related to same (.5). Call with Receiver re SBA claim, Gilroy issues (.2). Assess the issues related to the SBA claim (.4).

10/25/13 6043464 Revise omnibus claim objection (.4); Pedowitz, L. 0.6 275.40 15,286.50 telephone conference with and emails with Ms. Juroe regarding exhibits (.2).

10/25/13 6035717 Review omnibus claim objection. Fates, Edward G. 0.4 167.40 15,453.90

10/28/13 6038733 Several calls to address claims Zaro, David R. 0.5 292.50 15,746.40 motion, follow-up with Receiver (.2). Call with Mr. Gilroy to address SBA claims (.3).

10/30/13 6043144 Attention to status of omnibus Pedowitz, L. 0.2 91.80 15,838.20 objections, changes to trade creditor status (.2).

10/31/13 6043232 Revise omnibus objections and Pedowitz, L. 0.7 321.30 16,159.50 exhibits, email to clerk regarding calendaring same (.7).

Proforma Summary


000313 David R. Zaro 16.8 585.00 9,828.00 000799 L. Pedowitz 9.6 459.00 4,406.40 001665 Edward G. Fates 4.6 418.50 1,925.10

31.0 16,159.50 Total Fees 16,159.50

Total Disbursements 0.00















11/20/13 13:36:29 PROFORMA STATEMENT FOR MATTER 372456-00012 (Employment/Fees) 372456-00012


regarding same.

09/05/13 5986103 Work on Allen Matkins' fee application Fates, Edward G. 0.7 292.95 6,319.35 covering seven-month period.

09/09/13 5988120 Communications with Receiver and Fates, Edward G. 0.2 83.70 6,403.05 SEC's counsel regarding fee applications.

09/13/13 5994928 Review and revise Receiver and Allen Fates, Edward G. 0.7 292.95 6,696.00 Matkins' fee applications, notices, proposed orders.

09/19/13 6000377 Discuss fee application issues with Fates, Edward G. 0.7 292.95 6,988.95 SEC's counsel and Receiver; revisions to Receiver's Third Interim Fee Application, notice and proposed order.

09/20/13 6000795 Discuss fee application issues with Fates, Edward G. 1.1 460.35 7,449.30 Receiver and finalize applications, notice, and proposed orders for filing (.8); send same to T. McDonnell for posting (.2); follow up re mailing to investors ( .1 ).

09/25/13 6004663 Emails with SEC's counsel regarding Fates, Edward G. 0.1 41.85 7,491.15 fee applications.

09/27/13 6007924 Review opposition to fee applications Fates, Edward G. 0.2 83.70 7,574.85 filed by Feathers.

09/30/13 6008707 Discuss fee application issues with Fates, Edward G. 0.8 334.80 7,909.65 SEC's counsel; review SEC's response to fee applications.

Proforma Summary


001665 Edward G. Fates 18.9 418.50 7,909.65 18.9 7,909.65

Total Fees 7,909.65 Total Disbursements 0.00



Documents

DAVID R. ZARO (BAR NO. 124334) TED FATES (BAR …sbcapitalreceiver.com/images/647_AM_s_4th_Fee_App.pdf1 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 811873.01/SD