Firm report December 2007 n Winstead PC

Dear Clients and Friends of the Firm:

On behalf of our attorneys and staff, I am pleased to present Winstead’s 2007 Firm Report. The report highlights some of our recent legal work and practice group success stories, as well as individual achievements.

During the past year, our attorneys and staff continued to focus on adding value to our clients’ businesses and individual matters. We sharpened our approach to success by working hard to serve as an extension of your business team and delivering results on your terms. Our business strategy is to do this without fanfare or glitz. This strategy, combined with our legal expertise, simply means that we are “roll-up-our-sleeves” lawyers committed to using our broad legal experience to relentlessly pursue innovative solutions for you.

In addition to pursuing exceptional service to our clients, we also completed a firm makeover, which brands Winstead as a trusted advisor. As part of this makeover, we implemented a new practice group structure, launched a new corporate brand, redesigned our Web site, enhanced our practice groups with highly skilled attorney new hires and found important ways to improve our business processes for your benefit.

Strategically, Winstead is focused on representing major companies regionally and nationally in the financial services, real estate and technology industries. We advise mid-market and large businesses, providing a core range of legal services that are critical to their operation and success. From our broad corporate practice to high-stakes litigation and appellate matters, we are committed to helping our clients meet their business objectives.

Our commitment to clients requires us to take a streamlined and more focused approach to our goals. These goals include building on Winstead’s already strong foundation, advancing our client service, enhancing our diversity initiatives, recruiting the best and brightest attorneys, and making sure that Winstead is completely focused on adding value to your business.

The accomplishments highlighted in this year’s Firm Report illustrate our commitment to your success and the depth of Winstead’s practice. Representing you is a privilege that we must continue to earn each day. Thank you for entrusting us to work for you. We wish you continued success.

If we can be of assistance to you in any way, please contact me at dbraham@winstead.com.

Best Wishes,- Denis Clive Braham, Chairman & CEO

table oF Contents

Winstead Practice and Industry Groups ...........................2

Winning For Our Clients ..............................................3-19

Business & Transactions

•Business Restructuring/Bankruptcy ...............................3

•Corporate & Securities .................................................4

•Finance & Banking .......................................................5

•Government Relations ..................................................6

•Public Finance .............................................................7

•Real Estate Banking, Insurance Companies & Fund Advisors ...........................................................7

•Real Estate Development & Investments ........................8

•Real Estate Structured Finance ................................... 11

•Taxation, Employee Benefits & Private Business ...........11

•Wealth Preservation ................................................... 13

Litigation & Dispute Resolution

•Appellate ................................................................... 13

•Commercial Litigation ................................................ 14

•Construction .............................................................. 15

•Energy & Environmental Law....................................... 15

•Government Enforcement & Regulated Industries Litigation ................................................... 16

•Intellectual Property ................................................... 17

•Labor, Employment & Immigration ............................... 17

•Securities Litigation & Enforcement ............................. 18

•Tort & Insurance Litigation .......................................... 18

Professional Excellence ................................................. 19

Diversity Committee Report ........................................... 21

Community Relations Report ......................................... 22

Pro Bono Report ............................................................ 23

Leadership Winstead ..................................................... 24

New Attorneys and Shareholders ................................... 25

Commitment to Clients & Core Values ............................ 27

Austin | Dallas | Fort Worth | Houston | San Antonio | The Woodlands | Washington, D.C. | WINSTEAD.COM

At Winstead, we help our clients solve their toughest business challenges. And that means focusing on a multitude of practice areas from business and transactions to litigation and dispute resolution. Led by a qualified team of attorneys and experienced professionals, each practice area delivers the perfect combination of practical knowledge and responsive service. And it’s all backed by a get-it-done attitude.

BuSINESS & TRANSACTIONS

Business Restructuring/BankruptcyPractice Group Leader – Philip L. Lamberson

Corporate & SecuritiesPractice Group Leader – Mark G. Johnson

Finance & BankingPractice Group Leader – Michael W. Hilliard

Government RelationsPractice Group Leader – William LaForge

Public FinancePractice Group Leader – M. Paul Martin

Public & Regulatory LawPractice Group Leader – Forrest C. Roan

Real Estate Banking, Insurance Companies & Fund AdvisorsPractice Group Leader – Keith H. Mullen

Real Estate Development & Investments Practice Group Leader – Mike C. McWilliams

Real Estate Structured FinancePractice Group Leader – Kevin A. Sullivan

Taxation, Employee Benefits & Private BusinessPractice Group Leader – Thomas R. Helfand

Wealth PreservationPractice Group Leader – John F. Bergner

LITIGATION & DISPuTE RESOLuTION

AppellatePractice Group Leader – Craig T. Enoch Commercial LitigationPractice Group Leader – Jeffrey L. Joyce

ConstructionPractice Group Leader – Dale E. Butler

Energy & Environmental LawPractice Group Leader – Thomas T. Hutcheson

Government Enforcement & Regulated Industries LitigationPractice Group Leader – Linda J. Burgess

Intellectual PropertyPractice Group Leader – Robert C. Shaddox

Labor, Employment & ImmigrationPractice Group Leader – Dan Dargene

Securities Litigation & EnforcementPractice Group Leader – Thomas L. Taylor, III

Tort & Insurance LitigationPractice Group Leader – Michael C. Wright

Winstead serves a vast range of industries. The list below represents just a few of our key industry groups.

• Aviation

• Biotechnology

• Construction

• Energy & Natural Resources

• Financial Services

• Government

• Insurance

• Nanotechnology

• Real Estate

• Sports Business & Public Venues

• Technology

• Telecommunications

• Transportation

To learn more about Winstead’s practice and industry groups, please visit winstead.com

Winstead praCtiCe and industry Groups

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The following examples of client work, while not a comprehensive list of all our recent work, demonstrate the breadth of Winstead’s talent and experience.

BuSINESS & TRANSACTIONS DEPARTmENT

business restruCturinG/bankruptCyWhether by tough negotiation or litigation, placing our clients in the optimal position for out-of-court workouts and bankruptcies is the focus of Winstead’s Business Restructuring/Bankruptcy Practice Group.

• Served as administrative agent for a syndicate of lenders, owed approximately $100 million, in a Chapter 11 case involving one of the largest orthodontic physician practice management groups (PPMs) in the United States. In addition to confirming the reorganization plan, we also obtained the dismissal of our client bank from a lender-liability lawsuit.

• Acted as administrative agent for a syndicate of lenders, owed approximately $75 million, to a Kentucky coal mining operation. Negotiations and collateral shore-up in this case are ongoing, with the able assistance of our coal mining and environmental expert, Stan Harvey.

• Represented a large publicly traded bank, which is a secured lender, in a Chapter 11 reorganization for one of the largest candle designers and manufacturers in the southwest.

• During 2007, our attorneys managed 15 matters from the special assets division for one of our largest banking clients, which is responsible for all corporate and commercial loans west of the Mississippi. The offices we represented included Dallas, Phoenix, San Diego, Los Angeles and San Jose.

• Represented a leading investment firm and a large international financial services company as the majority bondholders of one of the largest copper miners and refiners in the U.S. in connection with the company’s Chapter 11 reorganization in Corpus Christi.

• Acted on behalf of our client, the Official Committee of Unsecured Creditors, in the Chapter 11 reorganization for a defense contractor. We negotiated a settlement with the debtor’s secured creditor, equity holder and major creditors, which allowed confirmation of a workout plan. We are currently representing the post-confirmation trustee.

• Obtained a highly significant judgment—which equitably subordinated the secured claims of two insiders—for a national restaurant franchise in a Chapter 11 case. The judgment resulted in the recovery of nearly $3 million for unsecured creditors; and it is the only case, of which we are aware, that involves the subordination of claims resulting from a disclosed insider loan to a publicly traded company. The judgment was recently affirmed by the district court and is pending appeal before the U. S. Court of Appeals for the 5th Circuit.

• Represented a joint-venture party in bankruptcy-related litigation and in the restructure of respective rights and obligations under significant concession agreements for the development of oil and gas properties in the Republic of Columbia.

• On behalf of our client, strategic buyers of assets and businesses, we assisted in transactions under Section 363 of the Bankruptcy Code involving businesses in the printing and reprographics and garage-door manufacturing industries.

• Offered counsel to a private equity investor group providing debtor-in-possession and exit financing in the restructure of a technology company. This manufacturer of engineered products has proprietary thermal, arc and fire resistant qualities for garments worn in industrial, fire services and military operations.

• Represented one of the nation’s largest providers of financial services in the successful restructure of a $25 million loan to a telecommunications equipment services company.

• On an ongoing basis, our attorneys represent one of the nation’s largest financial companies in the enforcement of our client’s rights as a lender on multifamily financing products. Our representation includes enforcement of loan obligations; counseling asset managers in loan workouts and restructures; and advice in connection with Chapter 11 reorganizations filed by single-asset real estate borrowers.

• Represented the Official Committee of Unsecured Creditors in the Chapter 11 case of a design, marble and granite company and secured the successful confirmation of a workout plan.

• Defended our client, the principals of an acquisition company, against claims brought by the trustee and third-party creditors alleging alter-ego liability, fraudulent transfers, equitable subordination, recharacterization of debt, and claim disallowance.

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• Represented a NASDAQ-listed company in connection with its $10 million acquisition of a privately held software company.

• Assisted a business owner in a $65 million sale of a wholesale food distributor.

• Represented a purchaser of a travel agency in a $14 million acquisition.

• Represented a seller of a $40 million wholesale food distributor.

• Served as legal counsel to a board of directors of a NASDAQ-listed company in relation to a $1 billion unsolicited offer to acquire the company.

• Assisted a privately held service company in an $80 million sale transaction related to the publicly held acquirer going private in a private-equity transaction.

• Engaged by an investor group to assist in the formation and $6 million capitalization of a general acute-care hospital.

• Represented a NASDAQ-listed company in connection with a proposed $1 billion merger with another NASDAQ-listed company.

• Represented a NASDAQ-listed biotech manufacturing company regarding a $250 million international joint venture.

• Assisted a privately held chemical distribution company in a $40 million joint venture with a major NYSE-listed oil company.

• Served as legal counsel to a privately held technology company regarding a proposed $100 million initial public offering.

• Provided legal counsel to an investor group in the organization and the capitalization of a privately held Houston-based consolidator in the steel fabrication business.

• Represented a privately held worldwide engineering and consulting firm in a $60 million sale to private-equity investors in a leveraged sale/recapitalization transaction.

• Assisted a privately held hospital equipment company in a $10 million syndicated private placement.

• Engaged by a private investor to assist in the placement of a private biotech company.

• Represented a NYSE-listed pipeline company in connection with a $70 million asset acquisition and a $200 million asset exchange, as part of a $1 billion pipeline build-out.

• Served as legal counsel to a private company in connection with raising $6 million for a new business venture.

• Assisted a private company in connection with a $12 million redemption of multiple principal shareholders and the negotiation of a related credit facility.

• Represented a business owner in an $11 million sale of a privately held company.

• Engaged by a public telecommunication company in connection with its negotiation of a wireless broadband network license agreement with the City of Houston.

• Represented a purchaser in a $35 million acquisition of multiple affiliated medical practices and the negotiation of a related $100 million credit facility.

• Served as legal counsel to a private equity firm in connection with $56 million in aggregate investments in three separate companies.

• Represented a public company, as licensee, in a $25 million acquisition of worldwide license rights.

• Assisted a public company in connection with a $30 million disposition of two foreign manufacturing facilities.

• Engaged by a private purchaser to assist in a $35 million acquisition of 28 franchised restaurants.

• Provided legal counsel to an over-the-counter (OTC) bulletin board company in a $60 million sale of a stockholder offering pursuant to a registration rights agreement.

• Assisted a marketing company in an $18.8 million sale of substantially all of its assets.

Corporate & seCuritiesBig deals. Major experience. Senior lawyers’ hands-on case management. Efficiently staffed matters. In our representation of public and private companies, Winstead’s Corporate & Securities Practice Group attorneys are known for closing deals that count without over-lawyering the process.

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• Represented a private investor in a $42 million private placement of Series C Convertible Preferred Stock with a private biotech company.

• Served as legal counsel to a Housing Authority in a tax credit partnership to develop, construct and operate a 160-unit project of affordable housing for seniors.

• Assisted a general partner and co-developer in a tax credit partnership to develop, construct and operate a 108-unit affordable housing project for seniors.

• Represented a private company in a $23 million asset sale to the U.S. subsidiary of a French public company.

• Engaged by a public company to assist with a $59 million acquisition of a minority interest in a subsidiary.

• Assisted a public company with a $124 million sale of a wholly owned subsidiary.

• Represented a privately held ownership group in a stock sale transaction, with related FCC approval, in selling a Houston-based, over-the-air television broadcast station for $30 million.

Our bank regulatory and corporate activities practice continues to grow and prosper. In 2007, we were instrumental in developing the preferred entry strategy for a major financial institution relocating its home office to Dallas from out-of-state and introducing it to the relevant regulatory authorities, as well as providing additional support through our Real Estate Development & Investments; Litigation; Government Relations; Labor, Employment & Immigration; Corporate & Securities; and Intellectual Property groups. The Finance & Banking team represented a constitutional challenge to regulatory interpretations in the home equity lending arena; assisted in the sale of a national bank and in the establishment by a federal savings bank of its home equity lending program; obtained an interpretive letter from the Office of the Comptroller of the Currency regarding investment and lending authority of a national bank; and obtained regulatory approval for, and organized, a bank holding company that issued trust preferred securities.

Supporting our Real Estate Structured Finance Practice Group, we handled the acquisition and disposition of more than $500 million of loans and participating interests in loan portfolios and, in coordination with our colleagues in Business Restructuring/Bankruptcy, have begun to handle whole-loan acquisitions for a major Dallas-based hedge fund. A further expansion of fund activities included representing a hedge fund in its $60 million of syndicated credit secured by the hedge fund’s management fees and those of various affiliates.

Working with our colleagues in the Real Estate Banking, Insurance Companies & Fund Advisors group, we developed a revolving credit product that proved to be of interest to one of our insurance clients and we handled its first foray into the area — a $350 million syndicated credit facility, with secured and unsecured tranches, the proceeds of which were used to acquire and remodel multi- and single-tenant offices, industrial facilities and research and development properties.

We have strengthened our working relationship with the Public Finance Practice Group and actively participate with them in matters involving letters of credit, other forms of credit enhancement, collateral arrangements, and ISDA swap and hedge products, thus helping to ensure that Winstead clients have the best representation and experience we collectively have to offer. The Export-Import Bank of the United States provides U.S. government guarantees to support foreign sales by American companies that use U.S. products and to create and maintain American jobs. This is a specialized area of financing, but Winstead had the experience and expertise to handle a number of major transactions in 2007, including the only Ex-Im Bank guaranteed credit facility to a public company.

Ever wonder where the cash you get out of an ATM comes from or who owns it? We know. One of our clients is a leader in this field, and we

Expanding FociWinstead’s Finance & Banking practice is broadening and expanding beyond its traditional foci, and we have had some exciting new developments and opportunities in 2007. Winstead has become the go-to firm in Texas for a major ATM network and has even seconded a lawyer to support the client’s sole in-house Texas counsel, a Winstead alumnus. Our representation of this client will allow us to expand and deepen our electronics funds transfer expertise. In fact, we were able to assist another client in an ACH dispute that was promptly and efficiently resolved as a result of our experience in working with our client who is one of the leading electronic funds service providers.

FinanCe & bankinGWinstead has one of the largest and most experienced finance and banking practices in the southwest, serving financial institutions, financial services companies and other lending organizations. Our representation spans virtually all aspects of the banking and financial services industry’s business activities.

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structured, helped implement and documented a $450 million contract cash solutions transaction in which our client provided the cash used in 6,500 ATMs throughout the country.

Finally, we became one of only two Texas-based firms designated on a top-tier bank holding company’s select list of key approved counsel.

More Traditional WorkIn 2007, we handled billions of dollars of syndicated credit facilities secured by producing oil and gas properties in Texas, Oklahoma, Kentucky, Tennessee, Arkansas, Louisiana, Mississippi and several other western states with support from our Energy & Environmental lawyers. Winstead’s Finance & Banking Practice Group continues to be active in the project financing of biofuels and other renewables in Texas, Illinois, Missouri and other Midwestern states with substantial input and support from our Energy & Environmental Law; Real Estate Development & Investments; Real Estate Banking; Insurance Companies & Fund Advisors; and Construction practice groups.

We also handled a multitude of lending transactions, both originations and workouts/restructures, of all types and sizes. In the $250 million to more than $1 billion category, we handled multi-currency credit facilities for a reinsurance holding company (with standby letter of credit and swingline facilities and an accordion feature) and secured credit facilities for, among others, financial services, healthcare, investment, energy, media and telecommunications companies.

$25 million and greater transactions included secured credit facilities for a large C-store (gasoline sales/food) chain and for communications, coal mining, and oil and gas companies; fitness equipment manufacturers; facility expansions; marine and oil field services companies; dairy products manufacturers; automobile dealerships; and regional heavy equipment dealers, to name but a few industries. We also handled many hundreds of loans and equipment leases involving single lenders or small clubs of lenders across a wide spectrum of industries and transaction types.

For Winstead’s Corporate & Securities and Real Estate Development & Investments clients, as well as those who sought our services independently because of our market knowledge and breath of experience, we also successfully handled many borrower-side assignments, including several in the $250 to $450 million range.

Given the current turmoil in the debt and equity markets and tightening credit standards, we anticipate significant interaction with our Litigation and Business Restructuring/Bankruptcy colleagues in 2008.

• Represented a worldwide operator of hotels and lodging facilities during the final days of the 80th Texas Legislature to secure approval of an amendment that was crucial to preserving the company’s $350 million PGA Tour resort development project in San Antonio.

• Assisted a publicly traded international biotechnology company in opposing a competitor’s effort in the U.S. Congress to undermine U.S. patent law and protection for domestically produced biotechnology products.

• Assisted a professional sports franchise in securing statutory authority and federal funding for an Army Corps of Engineers project on Johnson Creek in Arlington, Texas. Obtaining this authority was critical to the development of the client’s new stadium.

• Shareholder Paul N. Wageman, in his role as chairman of the board of directors for the North Texas Tollway Authority (NTTA), led the NTTA’s successful legislative efforts that resulted in the passage of SB 792 and its winning $3.3 billion bid to finance, design, construct and maintain SH 121.

• Founded and currently representing a joint venture in pursuit of a $420 million groundwater project in Central Texas. The proposed project will serve a 10-county area and includes acquisition of water rights in Lee and Milam counties, well-field and gathering systems, and a 71-mile pipeline for transmission to the Guadalupe Blanco River Authority.

• Represented a private commercial real estate development and investment company in securing a 404 permit for a major retail development in San Marcos, Texas, and assisted in the purchase of the property from the Texas General Land Office.

• Represented a Class I horse track in amending state law to provide access to local tax money to be utilized in attracting the Breeders’ Cup.

Government relationsWinstead’s Government Relations Practice Group represents clients before federal, state and local governments, positioning our clients’ concerns at the forefront of the agendas of legislative and regulatory decision makers.

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• Assisted four counties along the Mexican border, and we are currently involved in six new international bridge financings.

• Handled several city financings as bond counsel and underwriters’ counsel, as well as financings of large and small cities, including numerous bond elections on May 12, 2007.

• Instrumental in several changes in law by the 80th Legislature, which adjourned on May 28, 2007. These changes add new tools for financings by Texas entities.

• Handled the $260 million refinancing of a publicly owned hotel.

• Continued involvement in military housing financings, including a $355 million refinancing for Navy installations in the northeast area of the United States.

• Currently serving as bond counsel to several special districts and water districts and recently served as bond counsel for a major metropolitan water district refunding.

• Represented a state agency client as bond counsel with two series totaling nearly $54 million. On behalf of our client, we also handled a declaratory judgment against the Attorney General’s office.

• Served as bond counsel for a Texas college district, while handling issues totaling more than $36 million and using all of the resources of the college, such as debt taxes, maintenance taxes and various revenue sources. We also represented several independent school districts.

• Served as counsel for the $150 million issues for a performing arts project; and served as the trustee’s counsel for bank redevelopment bonds and as underwriter’s counsel for a school district and three large city transactions.

• Worked with members of the Government Relations and Sports Business & Public Venues Practice Groups in representing the financial guarantors in the financing of a new NFL stadium in New Jersey.

publiC FinanCeSolidly founded on traditional public finance techniques, Winstead’s Public Finance Group attorneys are respected for their participation in groundbreaking financings across the nation.

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• Engaged by a life insurance company as its sole outside counsel for the company’s new capital markets group. Initial deals include mortgage note purchase, participation in a $350 million loan to a real estate fund; and A/B/C loan structure secured by 26 senior living facilities in multiple states.

• Represented a life insurance company in the design and implementation of its new “construction to perm” loan program. Initial deals include a $15 million loan to build an apartment project in Oregon; and an $84 million loan to build a high-rise apartment project in Jersey City, New Jersey.

• Served a government-sponsored agency as its sole outside general counsel, nationwide, for all of its apartment workouts and foreclosures. The engagement included creating a technology solution focused on better risk-management of local counsel.

• Assisted a life insurance company with the largest mortgage loan ever funded by the client.

• Engaged by an insurance company and pension fund advisor to restructure its CMBS loan origination program.

• Represented a national bank in the creation of its single-family, builder-finance loan program and to act as regional counsel. Also expanded an engagement by another savings institution to handle, nationally, its single-family, builder-finance loan program.

• Created a new lending niche with a $50 million revolving line of credit facility for a newly created financing company. The credit facility is guaranteed by the parent real estate operating company, “net” of mezzanine debt and secured by pledges of ownership interests in certain affiliate entities.

• Represented the agent bank in a nearly $98 million syndicated real estate construction loan, which involved the construction of five buildings containing approximately 329,322 net rentable square feet

real estate bankinG, insuranCe Companies & Fund advisorsActing as a strategic real estate finance resource for banks, insurance companies and investment advisors, Winstead’s location in Texas is the right time zone for clients wherever located – allowing Winstead to execute our clients’ objectives – both in Texas and across the nation.

of residential space, approximately 47,809 net rentable space of retail and commercial space, and a parking garage with approximately 1,273 stalls.

• Represented the agent bank in an $87 million syndicated real estate construction loan for the construction of a retail shopping center involving demolition of existing improvements, construction of multiple buildings for the new shopping center, and construction of tenant improvements to the newly constructed buildings.

• Acted on behalf of a national bank to provide $100 million for an unsecured revolving credit facility for acquisition of qualifying industrial properties.

• Represented a national bank to provide $70 million for a construction facility on a design-build project, which is slated to be the first silver certified LEED office building in Houston, Texas.

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• Represented a leading development company in acquiring a 38-acre island along the south side of Clear Lake in League City, Texas. There will be two high-rise condominium tower sites, 12 “estate” single-family lots, several townhouse sites and two mid-rise condominium sites. The project is very high-end. Access to the island will be over a 4-lane bridge with brick pavers on all the drive areas.

• Provided counsel to one of the largest real estate investment trust companies listed on the New York Stock Exchange in a seven-center, two-state $375 million portfolio acquisition in Washington and California; a five-center $265 million portfolio in Florida; and a five-center, three-state $275 million portfolio.

• Represented a regional real estate operating company and its affiliates in connection with the sale of five golf courses, three clubhouses and related facilities for $30 million, including creation of a condominium unit and a pro shop, restaurant and locker room.

• Assisted a real estate client in connection with the lease of approximately 10 acres of land for development by the lessee of a multi-use retail, residential, office and hotel development.

• Represented a large publicly traded bank in negotiating a lease for 400,000 square feet of data processing space in the InfoMart and 235,000 square feet of expansion, renewal and amendment for back office operations in One Main Place, Dallas, Texas.

• Provided counsel for a leading retail property owner in connection with the acquisition of 160 acres of land in Houston, Texas. The property will be used for the development of a premium outlet mall and power center.

• Currently representing one of the largest multifamily real estate investment trusts (REITS) in the nation, in a variety of large transactions – typically $35 million to $50 million for a single apartment complex. The following are a few examples of successful transactions:

Reverse 1031 ExchangesOur client made the decision last year to sell a number of its older properties, but would only sell properties after acquiring replacement property. The strategy was to avoid interrupting the stream of “funds from operations,” the measuring stick for REITS. As a result, Winstead became very active in purchasing replacement properties in advance of selling properties and utilizing the “reverse 1031” vehicle to avoid tax gains on the eventual sales. Those who have been involved with “reverse 1031s” know that it is a significantly different process than a standard forward 1031 and involves considerably more legal work.

Redevelopment Area in Washington, D.C.We assisted our client in acquiring half a city block on North Massachusetts Avenue in Washington, D.C. for a mid-rise apartment project.

Florida Development ProjectsAssisted our client with two development projects in Florida. Both involved transactions in which our client acquired property from a retail developer, with both parties entering into a variety of co-development and cost-sharing agreements.

• Represented one of the largest real estate investment trust companies

listed on the New York Stock Exchange. The transactions involved acquiring existing shopping centers and industrial properties, such as warehouses, that have been developed and owned by third parties. Winstead’s work consisted of negotiation and documentation of

real estate development & investmentsWinstead attorneys guide clients in prominent real estate projects across the nation. Representing regional and national real estate developers and investors, Winstead attorneys advise and guide clients’ sales, purchases, equity investments and funding.

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purchase and sale agreements; review of title and survey; negotiations and documentation for assumption of existing mortgage loans on the acquired properties; participation and drafting of closing documents; and generally supervising closing procedures. Year-to-date through July 25, 2007, this client has acquired properties with a purchase price exceeding $700 million.

• Represented one of the largest real estate investment trust companies in negotiating and drafting documents for the acquisition of land that will be the site for new development – either by fee acquisition or by ground lease. On behalf of our client, we also negotiated and documented construction contracts with contractors, and engineers and architects; as well as handling zoning matters. At the end of second quarter 2007, our client had 37 projects in various stages of development with a projected final cost of approximately $830 million.

• Represented one of the largest real estate investment trust companies in shopping center sales that do not fit the company’s current strategy for one of several reasons, such as geographical location or having fulfilled their potential growth. On behalf of our client, we negotiated and documented a purchase and sale agreement and closing documents and supervised the administration of the closing procedure.

• Worked on joint ventures with several institutional investors acting for a major corporate pension fund; and a Building Investment Trust, as trustee for approximately 138 union pension funds. The joint ventures have acquired large portfolios of both industrial properties and shopping centers. The documentation is relatively sophisticated, with our client receiving disproportionate distributions of operating cash flow, if the projects meet certain cash-on-cash hurdles and disproportionate distributions of capital proceeds (from sale of projects), and if the projects meet certain hurdles based on internal rates of return.

• Represented a leading real estate investment firm based in Dallas in a variety of real estate transactions. The following are a few recent examples: a $70 million mixed-use development located in the old Mueller Airport site in Austin; a $140 million multifamily portfolio acquisition from a real estate firm, with the firm staying in as a joint-venture partner; a $115 million office building acquisition in New York City with a local joint-venture partner; a $105 million office building acquisition in New York City with a local joint-venture partner; a $65 million multifamily development on the Katy Trail in Dallas; and two coastal island developments in Texas.

• Represented the same real estate investment firm in a complex transaction in Ontario, Canada. The transaction involved an industrial purchase and redevelopment for a venture between our client and another leading real estate development company.

• Provided assistance on a $180 million redevelopment of a large shopping center in Houston. The development will be a mixed-use project.

• Represented an $85 million multifamily acquisition in downtown Los Angeles.

• Assisted with a $65 million multifamily development in downtown Dallas.

• Represented a large real estate development company in relation to a 30-story residential condominium in the Dallas Arts District. The work included an Interstate Land Sales filing and complete representation in relation to the development.

• Represented a real estate developer in relation to a high-rise residential condominium in San Antonio, including an Interstate Land Sales filing.

• Represented a real estate developer in relation to a mixed-use development on Mustang Island, New Corpus Christi. The development includes a residential element, a marina and hotel components.

• Represented a real estate development group in relation to a mixed-use development in Fairview, Texas, including retail, office, residential and national anchor tenants.

• Provided counsel for a university as ground lessor of property in connection with the development of a Presidential Library.

• Continuing representation of a real estate development corporation in the development of mixed-use projects in downtown Dallas, including retail, office, residential apartments and for-sale condominiums.

• Represented a real estate investment and development firm in a mixed-use project, including retail, for-sale condominiums, residential apartments, townhomes and a public park in Richardson, Texas.

• Worked with a real estate investment and development firm in a mixed-use project, including a hotel, for-sale condominiums and retail in Austin, Texas.

• Continued representation of a real estate and finance company in relation to an industrial business park in the Town of Flower Mound, Texas.

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• Represented a client in the sale of a portfolio of 22 properties in the Dallas Design District. The sale price was more than $70 million.

• Worked with a client in the sale of a portfolio of six hotel properties in five states. The sale price was $75 million.

• Represented a client in the sale of a large hotel in Memphis, Tennessee. The sale price was $45 million.

• Represented a client in the purchase of a shopping center in Los Gatos, California, with the necessary accompanying financing. The purchase price was $28.25 million.

• Worked with a client in the purchase of a shopping center in Springfield, Virginia, with the accompanying financing. The purchase price was $22.75 million.

• Represented a client in the purchase of a portfolio of five industrial properties in Orlando, Florida, with the accompanying financing. The purchase price was $32.2 million.

• Assisted a client in the disposition of the Grand Avenue District of Southlake Town Square, through an asset-over partnership division. The sale price was nearly $101 million.

• Represented the developer in a $41 million construction loan for the development of a condominium in San Antonio.

• Assisted a client, one of the leading banks in the southwest region, on a $40 million development loan for the development of a subdivision in Trophy Club, Texas.

• Completed approximately 120 leasing transactions for one of the largest broadband and wireless communication companies in the nation. These transactions include leases or licenses for new cell tower sites, amendments to existing leases or license agreements, and subleases with other wireless service providers.

• Currently working on the acquisition of a large hotel in downtown Austin, which involves creating a condominium regime to separate ownership of the hotel from the remainder of the mixed-use complex.

• Providing ongoing work on the development of a hotel with for sale residential units in the Fort Worth Convention Center on behalf of our client, a large luxury hotel chain.

• Completed the negotiation of a real estate services agreement on behalf of a large health care system. The work involved engaging a property management company to manage the client’s two-million-square-foot real estate portfolio.

• Completed the sale of a nine-property industrial portfolio, on behalf of a leading real estate development company, to a national REIT.

• Continued work on the development of mixed-use properties in Frisco, Texas, and Austin, Texas, on behalf of a real estate investment firm.

• Completed work on the development of multiple medical office buildings in Dallas, Plano, Grapevine and Fort Worth on behalf of a large health care system.

• Completed the acquisition of land in Puerto Vallarta on behalf of a luxury hotel chain for the development of a new resort hotel and related amenities.

• Provided capital markets work on behalf of a real estate investment group to support their acquisition and development activities.

• Represented a real estate development company in connection with a lease of more than 200,000 square feet of space. The lease was comprised of two new buildings to be built in Frisco, Texas. This transaction was selected as the “Best Headquarters or Corporate Campus Move” in the Dallas Business Journal’s Best Commercial Real Estate Deals.

• Represented a real estate development company in connection with a lease of space (approximately 29,000 square feet) in Frisco, Texas. This deal was nominated in the same “Best Real Estate Deals” category as the transaction listed above.

• Assisted in representing an NFL franchise in closing their latest financing phase for the team’s new stadium project.

• Represented a leading bank in connection with its negotiation and consummation of the lease for its new corporate headquarters in Dallas. The lease will initially comprise approximately 160,000 square feet with rights that could increase the overall leased space to more than 300,000 square feet.

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• Represented a client in a $190 million financing transaction secured by 20 industrial properties across the United States. This complex financing was structured to accommodate both the securitization concerns of the mortgage lender for CMBS purposes and the investor’s concerns that the transaction be “Sharia compliant” for purposes of compliance with Islamic law. Certain properties were leasehold estates rather than fee interests and certain properties were subject to PILOT (payment in lieu of taxes) structures with local development agencies.

• Provided assistance with a $115 million CMBS loan secured by an office park in Rolling Meadows, Illinois. The loan was subsequently bifurcated into two CMBS loans.

• Represented the originator of a floating rate bridge financing secured by the previous Federal Reserve Bank Building in downtown Dallas, which is being repositioned for office and technology use. The financing was structured to accommodate placement in a CDO.

• Helped with a $50 million bridge loan slated for the renovation and conversion to medical office condominiums of a property in Union Square, San Francisco, California.

• On behalf of a client, handled a $50 million mezzanine loan behind a $230 million life company senior loan, which was secured by ten shopping centers in Phoenix, Arizona.

• Represented the originator of a floating-rate bridge financing secured by a hotel property in downtown Dallas. The property is being repositioned and reflagged under a different franchise. The transaction includes extensive reserves for remodeling and renovation of top floors of the hotel. The financing was structured to accommodate placement in a CDO.

• Represented a $90 million multi-phase construction loan on a 200-acre mixed-use project in Cherry Hill, New Jersey. The financing was structured to accommodate placement in a CDO.

• Worked with a client on a $40.5 million CMBS loan secured by an office building located in Chicago, Illinois. The transaction was

real estate struCtured FinanCeCounseling in structured finance since the inception of the industry, Winstead’s Real Estate Structured Finance Practice Group has closed more than 5,000 securitized loans, transactions valued from one million to half a billion dollars.

structured to accommodate significant renovation of the improvements and to mitigate the lender’s concerns with abnormal tenant rollover and rent abatement rights.

• Represented a $32 million CMBS loan secured by a leasehold interest in a retail center in Kappa, Hawaii. The transaction was structured to accommodate the fee purchase and subsequent merger of the leasehold and fee estates via complex third party escrows and self-effective documentation.

• Represented a $23.34 million CMBS loan secured by a seven-property industrial portfolio located in and around Chicago, Illinois. This financing was structured to incorporate an A/B note structure, as well as the partial release/partial defeasance of multiple properties.

• Provided assistance on a $34 million, multi-phase credit facility consisting of two senior construction loans, two mezzanine loans, and another “off-site” mezzanine loan. The transactions were for the construction of office buildings and infrastructure located in Pleasanton, California. The financing was structured to accommodate placement in a CDO.

• Assisted with a financing transaction secured by a shopping center in Texas. This transaction involved the acquisition of a leasehold and fee interest from a single owner, where the lender sought to preserve the distinction between these two estates.

• Represented a $40 million financing transaction secured by a shopping center in Arizona. This loan was structured to accommodate the future funding of a portion of the loan proceeds out of unadvanced reserve holdbacks subject to future draws and mandatory advancement provisions and, in order to allow for the securitization of the loan, implemented a two-note structure where only one of the notes was funded at closing.

• Provided tax planning and tax due diligence for numerous taxable and tax-free corporate mergers and acquisitions of public and private companies.

taxation, employee beneFits & private businessWinstead attorneys are at the forefront of advice, planning and advocacy for both taxation and benefits at the local, state, federal and international levels. The group has broad experience in the energy, financial services, real estate, construction, sports, technology and tax-exempt industries.

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• Provided tax planning and analysis with regard to the issuance of publicly traded debt by a public corporation.

• Provided tax and organizational planning for funds made up of taxable, tax-exempt and foreign partners investing in triple net lease properties.

• Provided tax and organizational planning for funds investing in raw land properties.

• Provided tax and organizational planning for offshore hedge funds.

• Provided international and U.S. tax planning for investments by foreign investors in U.S. real estate.

• Provided international tax planning for a U.S. energy company planning to register shares on the London exchange.

• Provided international tax planning to combine affiliated entities doing business in the U.S. and Canada.

• Formed hundreds of new limited partnerships and limited liability companies to own properties and to conduct businesses of all types.

• Represented investors in a 5500-acre Austin area tax-structured land acquisition.

• Represented numerous tax-exempt nonprofit organizations in connection with requests for exemptions and ruling requests from the IRS, and in connection with planning for specific transactions.

• Obtained a ruling from the IRS to extend a two-year period for replacing property lost by condemnation or casualty.

• Drafted restatements of profit sharing and 401(k) plans for several different Fortune 500 companies, adding automatic enrollment features and new safe-harbor contribution requirements.

• Assisted several Fortune 500 companies with new equity plans and new Section 423 stock purchase plans.

• Assisted several Fortune 500 companies with negotiation of officer employment agreements, specifically taking into account final Section 409A regulations.

• Assisted several domestic subsidiary corporations of a publicly traded Mexican corporation with an amendment and restatement of retirement plans and with the amendment of various welfare plans.

• Assisted plan fiduciary committees of private- and publicly- traded companies with analysis of fiduciary standards under ERISA and compliance issues.

• Assisted a health system with amendment of nonqualified deferred compensation plans for compliance with final Section 409A regulations and IRS filing for implementation of correction procedures with respect to a qualified retirement plan.

• Assisted a Fortune 500 company with a Texas Occupational Injury Plan and with a severance plan for employees to be acquired in an upcoming merger.

• Represented a nonprofit corporation with respect to the tax issues involved in the development of a $160 million continuing care retirement community and then took over the complete representation of the owner in two complex bond offerings.

• Created new organizational structures to eliminate the franchise tax liability with respect to entities’ passive investment income under the new Texas revised franchise tax.

• Merged numerous entities into newly formed entities to avoid application of the Texas revised franchise tax prior to July 1, 2007.

• Completed favorable settlements in four family limited partnership tax court cases.

• Won three cases against the Internal Revenue Service involving operating losses for ranching operations.

• Representing the CEO of a significant client in a “passive activity loss” case against the Internal Revenue Service filed with the Federal Claims Court.

• Planned for several “sale up” transactions where land to be developed is sold to a related entity in order to maximize capital gain income.

• Created numerous entities whereby employees providing services could participate as “profits partners” in order to receive capital gain rather than ordinary income.

• Served as “trusted advisors” to numerous private and family-owned businesses, including businesses in the real estate, construction, financial services and energy industries.

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Winstead’s Wealth Preservation Practice Group is focused on providing sophisticated, innovative and objective legal services for all aspects of our clients’ wealth preservation and transfer. We understand that every client, family, trust and estate is unique, and our attorneys customize their planning to meet each individual client’s needs. To accomplish this goal, we work together as a team, drawing from our collective years of experience, to help find the most efficient, cost-beneficial solutions for our clients. We focus on tax-sensitive estate planning, estate administration, trust administration, and family wealth transfer for business executives, professionals, closely held business owners, and other high-net-worth individuals and their families.

Our wealth preservation attorneys work closely with our colleagues from several other areas of the firm, including income tax, corporate, real estate, and employee benefits to handle all facets of our clients needs, from typical transfer tax issues to the most sophisticated wealth transfer techniques.

Our attorneys work extensively in tax-efficient planning for transfers of business interests and family investments, as well as in structuring the ownership of new businesses and investment opportunities to build overall family net worth laterally, rather than solely in the senior family member’s generation.

Although tax planning is an important element of estate planning, we believe it must be coupled with the client’s personal objectives in building, maintaining and transferring wealth. In initial meetings with our clients, we strive to understand their goals, as well as their families, assets, liabilities and overall wealth preservation and transfer goals. Only then do we recommend and assist in implementing objective and innovative solutions and strategies to help our clients achieve and enhance their goals. Our attorneys’ expertise extends not only to the planning stages of a client’s life, but also to the administration, distribution, funding, tax reporting, beneficial interests and rights, and fiduciary responsibilities involving trusts and estates.

Winstead’s Wealth Preservation attorneys are highly qualified and offer the finest, yet discreet, counsel to our clients. Several of our attorneys are board-certified in estate planning by the Texas Board of Legal Specialization. In addition, our group includes members of the American College of Trust and Estate Counsel. And all of our Wealth Preservation attorneys belong to one or more of the estate planning, probate and transfer tax sections of the American Bar Association, State Bar of Texas, or the Austin, Dallas or Houston Bar associations. In fact, many of our attorneys hold leadership positions within these groups and are also frequent speakers on a wide range of topics relating to their practices, including local, statewide and national engagements, as well as presenting tax-related issues and comments at IRS tax forums and to the U.S. Department of Treasury.

LITIGATION & DISPuTE RESOLuTION

• Provided tax and organizational counsel to restructure private businesses to provide for succession of leadership.

• Provided tax and organizational counsel to real estate owner and developer of $100,000,000 Frisco town square development.

Wealth preservationIn our counsel to high net worth individuals, fiduciaries, financial institutions and charities, Winstead attorneys develop and implement innovate approaches that meet clients’ objectives in a tax efficient manner.

• Winstead’s Appellate Practice Group represented a large automobile dealership as lead counsel for the appellees. In a one-two punch, the Texas Supreme Court agreed with Winstead’s arguments. The Court established factors that must be considered in awarding punitive damages, suggesting any award should be in line with statutory penalties for similar conduct (which in some cases amounts to no more than $10,000 to $20,000). The Court also reversed longstanding Texas precedent adverse to Winstead’s client’s position, holding instead that parties must specifically establish entitlement to attorneys’ fees rather than rely on merely showing their work was intertwined between work for which attorneys’ fees are authorized and work for which they are not.

• Winstead’s Appellate Practice Group represented one of the nation’s largest association of underwriters in an appellate case monitored closely by the insurance industry because it was one of the first bad faith cases involving a homeowners’ mold claim to be tried after the 2001 $32,000,000 Ballard verdict, resulting from a media-hyped mold scare. Winstead led the trial and appellate defense team. Though plaintiffs claimed millions, the jury found damages to be de minimus. On appeal, Winstead argued for an interpretation of Texas Insurance Code, Article 21.55 (regarding prompt payment of claims) that was consistent with best insurance industry practices. The intermediate court of appeals agreed. (The Supreme Court denied the petition for review in 2007.)

appellateWinstead’s Appellate Practice Group, led by senior shareholders with nearly 50 years of judicial experience, is the “go to” group for Texas state and federal appeals.

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• Oil and Gas/Statute of Frauds – reversed $1 million fraud verdict because, in the absence of a written contract, the statute of frauds bars consideration of an alleged royalty interest in an oil and gas lease as a damages measure.

• Property Rights – affirmed a trial court judgment protecting property owner’s rights to just compensation for taken property against the government’s argument that it need not pay all the damages because the property owner did not originally purchase the property all at one time.

• Land Annexation – reversed the trial court’s denial of a request for a temporary restraining order to prevent a town from taking any steps toward annexation of property before arbitrating a dispute over the annexation.

CommerCial litiGationCommercial litigation is a significant part of Winstead’s practice. Our group leverages the knowledge, resources and experience of our full-service business law firm with a litigation bench of more than 100 attorneys strong. When litigation is necessary, our goal is to work with clients to develop and implement an effective and efficient strategy.

• Represented an insurer in a statewide class action. Winstead obtained a favorable ruling from the Texas Supreme Court, which decertified the class action.

• Represented a multinational insurance company in a nationwide class action in which 15 million potential class members sought 13 billion dollars in damages. Winstead obtained a ruling from the court that the case could not be certified as a class action. Consequently, after three years of litigation, the plaintiffs’ attorneys dismissed all claims.

• Represented a global investment management firm in a conduit loan case in which the borrower improperly changed the collateral property from a Holiday Inn to Clarion Inn. Winstead prevailed at trial by establishing fraud. The case is currently pending on appeal.

• Worked with the assignee of a bank in a malpractice case against the bank’s former auditors. After a weeklong trial in district court in Athens, Texas, the jury awarded our client an amount in excess of $1 million. The jury found that the auditors had improperly failed to detect that a material amount of the bank’s assets were actually unregistered investment contracts sold to the bank as a part of a third-party Ponzi scheme.

• Represented a national financial institution in a trial in Galveston County, Texas, over the priority of certain liens on commercial property. We prevailed at trial on our client’s counterclaim, and our client was awarded declaratory relief and attorney’s fees.

• Provided counsel to a global investment management firm seeking more than $8 million against debtors for violation of certain single-purpose entity restrictions. The case was tried before the court in a bench trial in Houston and is currently awaiting the court’s decision.

• Represented an investor group that acquired a majority interest in a $90 million real estate project. This “minority oppression” case concerned the valuation of certain partnership interests under a buy/sell provision. The plaintiff sought damages in excess of $9 million. We dissolved a temporary restraining order and blocked a temporary injunction. After a mediation, the case settled on terms favorable to our client.

• Currently representing a Chicago-based hedge fund seeking to collect on a letter of credit related to a $22 million loan to a Houston-based automobile dealer and finance company. The case is pending.

• Provided counsel to the chairman of the board of directors of a transportation logistics company in a federal lawsuit involving alleged cyber crimes and misappropriation of trade secrets. The competitor had incriminating e-mail proof that the president and certain other representatives had hacked into the competitor’s computers a confidential amount of times. The case settled without our client contributing to the settlement.

• Represented a bank in the collection of a $5 million guaranty on a golf course development in Las Vegas. We were able to recover the full amount of the guaranty plus attorneys’ fees. After the case, we advised the national bank on other distressed golf course loans in other states.

• Advising the non-working-mineral-interest owners in a dispute over charges for the drilling and completion of two gas wells in the Barnett Shale. The working-interest owners were charged more than $14.5 million for two wells that should have cost no more than $7 million. The case is currently pending.

• Represent a related group of commercial property owners in a lawsuit against the Dallas Central Appraisal District (DCAD). The DCAD increased the appraised value of the property owners’ properties by more than $150 million in one year. We are challenging the appraisal process as unconstitutional and in violation of certain Texas statutes. The case is currently pending.

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Transactional Work

• Negotiated construction contracts for a new power plant project in Lufkin, Texas for a national fabrication and machining facility.

• Negotiated architect, interior design and construction contracts for the development and construction of a downtown convention center and hotel.

• Representation of multiple publicly traded real estate investment trust companies in drafting design and construction contracts for various projects on a nationwide basis.

• Negotiated an architect agreement and construction contracts for a California winery.

• Negotiated design professional and construction contracts for a large condominium project in Dallas, Texas.

• Increased work for owners and developers in drafting design and construction contracts for multifamily and condominium projects.

Litigation Work

• Represented large real estate investment and development companies in condominium construction-defect litigation lawsuits.

• Represented a real estate investment firm on a construction-defect litigation case involving a large apartment project in New Orleans, Louisiana.

ConstruCtionWinstead’s Construction Practice Group has the experience to advise and represent clients on any construction-related issue they encounter. Some of our key clients include owners, developers, contractors and financial institutions.

enerGy & environmental laWBy integrating multiple areas of practices, Winstead’s energy and environmental lawyers are able to provide clients with the highest quality of legal representation in transactions, litigation and regulatory work.

Winstead significantly expanded the scope of this practice group by adding several senior lawyers with in-depth experience in both energy and environmental matters. The group encompasses virtually all aspects of Winstead’s Energy & Environmental practice, including litigation, government relations, regulatory and transactional work. The primary focus of this practice group is to enhance our litigation, transactional and regulatory services for the firm’s energy and environmental clients. Currently, Winstead regularly represents:

• two of the world’s four largest oil companies in litigation matters• several major energy companies with related government relations

work• a substantial number of mid-sized and smaller oil, gas and energy

and/or pipeline companies in both litigation and transactional work• a blue ribbon list of environmental clients

We have also organized an environmental law subgroup of the Energy & Environmental Law Practice Group. This group consists of attorneys in four offices who handle all aspects of environmental law, including litigation, regulatory, transactional and legislative.

Attorneys in our practice group have tried numerous arbitrations and cases this past year and enjoyed some major victories, not only at the trial court level, but also on appeals to various state courts and the Fifth Circuit Court of Appeals. For example, we are currently handling thousands of alleged exposure cases for a client in Louisiana; a class action in Arkansas for another major energy client; and several large litigation, arbitration and transactional matters for other energy and environmental clients

• Worked with a large university on a construction-defect litigation on campus.

• Represented a real estate investment trust on a construction-defect claim and damages related to contractor defaults in Texas and Virginia.

• Represented a publicly owned engineering, procurement, construction, and maintenance service company in connection with a lawsuit involving an Austin area toll road.

• Prosecuted a mortgage fraud claim on behalf of a national bank. The case involved multiple misrepresentations relating to the collateral, the purpose of the loan and the borrower’s financial history. The trial proceeded to the bench, after we defeated the borrower’s attempts to circumvent a jury waiver provision in the loan documents. Our client was awarded approximately $5 million in actual damages, with a punitive damages award of $1 million.

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In September, Winstead’s Government Enforcement & Regulated Industries Litigation Group was created. The practice group was formed to respond to the stepped-up efforts by government officials and regulatory agencies to enforce consumer protection statutes and industry regulations. The expertise of the practice group is what sets us apart from other Texas law firms. Below are examples of matters the group has handled.

National Home mortgage Lender – As part of a multi-state team, Winstead represented a national home mortgage lender defending against alleged deceptive lending practices investigated by a State Attorney General’s multi-state taskforce. We took the lead in negotiating the settlement with the Texas Attorney General and settled the matter without litigation.

Direct marketing – Represented a national direct marketing company in a suit filed in Texas by the Texas Attorney General and in suits filed in numerous other states by those states’ Attorneys General. At issue were allegations of false and misleading advertising and violations of the Deceptive Trade Practices Act and other consumer laws of various states. All matters were favorably resolved in all states without a finding of violation of any law.

Auto Insurance – Counseled a major insurer on its response to a Civil Investigative Demand regarding the use of credit scores in underwriting auto insurance.

Lender – Represented a lender making property tax loans in a lawsuit by the Texas Attorney General alleging violations of the Texas Deceptive Trade Practices Act and the Property Tax Code. The suit requested injunctive relief, rescission of thousands of consumer contracts, disgorgement of

Government enForCement & reGulated industries litiGationAt the intersection of government and business, there exist significant government regulation and consumer protection challenges. It is here where Winstead’s Government Enforcement & Regulated Industries Litigation attorneys serve their clients, preventing, prevailing over or minimizing the effects of any civil enforcement action.

funds received and millions of dollars in civil penalties. The matter was successfully resolved with no injunction, no assessment of civil fees or penalties, dismissal of the case and entry of an assurance of voluntary compliance.

Investment Company – After the representation of a national real estate and securities investment training company under investigation by the Consumer Protection Division of the Texas Attorney General’s office, the investigation was dropped without the filing of a suit by the Attorney General.

Pharmaceutical – Advised and counseled a pharmaceutical company in litigation with the Texas Attorney General alleging overpricing of drugs used in Medicaid and Medicare programs.

Payday Lender – Defended the interests of multiple payday lending companies in lawsuits and in responding to Civil Investigative Demands in connection with investigations and/or lawsuits brought by the Texas Attorney General. At issue were alleged violations of the Texas Deceptive Trade Practices Act and various consumer credit laws and regulations.

Communications Corporation – Represented a large communications company responding to a Civil Investigative Demand in connection with investigation of an advertising campaign that included a lottery. The matter was resolved without the filing of a suit by the Attorney General.

Title Insurance – Provided ongoing counsel to several insurers in responding to Civil Investigative Demands in connection with the Texas Attorney General’s civil investigation into industry practices regarding the collecting and protecting of title information.

Health Benefit Cards – Represented service providers in Civil Investigative Demand brought by Texas Attorney General regarding the use of discount health benefit cards.

Highway Contractors – Defended a major highway contractor against an open records demand before the Texas Attorney General in a proceeding to decide whether the contractor’s bid before a state agency was public information.

throughout the State of Texas. Our regulatory and governmental relations practice for energy and environmental clients is at one of the highest levels in Winstead’s history.

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In 2007, the firm’s Intellectual Property Practice Group was restructured and enhanced. Eleven intellectual property attorneys and six patent agents/advisors, four of whom have Ph.D.s, joined the group during the past year. We also integrated a lateral intellectual property group, including five new practitioners and their entire staff. The addition of these new attorneys expands Winstead’s capabilities in the area of intellectual property.

The Intellectual Property Practice Group also expanded its technical expert resources in the areas of molecular biology, physical chemistry and pharmaceutical chemistry. This additional expertise allows Winstead to increase its market from a base of nanotechnology work into the areas of biotechnology and nano-bio. As a result, Winstead has enhanced its client service in the life sciences area.

For our biotechnology and related start-up businesses, our attorneys advise at every stage of a company’s growth. We counsel biotech innovators, organizations and investors through a wide range of phases and issues. Winstead attorneys also provide our clients with in-depth nanotechnology resources. We counsel nanoscientists, emerging companies, research universities and Fortune 500 companies. Winstead’s nanotechnology attorneys and patent agents have represented some of the world’s most renowned nanoscientists, including a Nobel Laureate.

Our Intellectual Property Practice Group attorneys were recently involved in the following types of cases:

• Collaborated with our Litigation practice to manage a patent infringement defense action in Tyler, in the Eastern District of Texas.

• On behalf of a client, obtained a favorable settlement prior to any discovery after briefing a specific nuance of patent law giving the defendant an implied license under self-help and Texas U.C.C. provisions.

• Handled a matter, in the Southern District of Texas, involving trademark, patent and contract issues, and obtained a TRO, a preliminary injunction and a favorable settlement on the client’s behalf.

• Handling a plaintiff’s case in Tyler, out of the Austin office.• Recently answered on behalf of an oilfield equipment manufacturing

client involved in multiparty litigation in Tyler. The damages alleged

Winstead’s Labor, Employment & Immigration Practice Group is one of the largest in the state. We represent a wide range of employers in various industries with respect to employment-related issues. Listed below are a few significant developments within our group during the past 12 months:

• Obtained summary judgment for telecommunications companyThree former employees filed individual lawsuits against a Winstead telecommunications client. Several claims were asserted in each lawsuit. Winstead obtained a summary judgment on all claims in two of the cases, and 11 of the 12 claims in the third case.

in this multiparty oilfield case are $100 million, and Winstead was selected to handle the client’s defense in the face of inordinate marketing pressure from several other intellectual property litigation firms.

• Ongoing efforts with our Litigation and Energy practices to support our client’s technology and intellectual property matters.

• Retained to represent a client in the area of RFID technology. Several key patents have now been allowed, and the firm was hired to initiate a licensing and enforcement program for these patents.

Transactional IP Counsel Winstead attorneys advise in all areas of IP transactions, including contracts, joint ventures, licensing agreements and public offerings for high technology companies. In mergers and acquisitions, IP transfers and business deals, Winstead IP attorneys often team with our Corporate & Securities Practice Group on behalf of both purchasers and sellers. We deliver a thorough evaluation and analysis of issues triggered by impending purchases, policies, procedures and audits.

IP Litigation Winstead attorneys resolve complex IP litigation issues in the district and federal courts, U.S. Court of Appeals for the Federal Circuit, U.S. Patent and Trademark Office and U.S. International Trade Commission. Our attorneys are equally skilled at achieving favorable outcomes in alternative dispute resolutions forums.

labor, employment & immiGrationWhether bulletproofing clients against discrimination claims, defeating harassment litigation at summary judgment or drafting and enforcing strategic employment agreements, Winstead attorneys know that the best workplace disputes are those that never occur.

intelleCtual propertyIn best-case scenarios, a company’s intellectual property policies are strategic and protective. In not-so-best circumstances, IP assets are quietly ignored. Winstead’s Intellectual Property Practice Group manages both situations, along with all IP issues triggered between worst- and best-case scenarios.

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• Represented a publicly traded biotechnology company and its management in a shareholder class action alleging breach of fiduciary duty and aiding and abetting arising from the company’s $919 million merger.

• Provided counsel to a senior executive of a global investment management organization in a class action before a Multi-District Litigation panel in the United States District Court for the District of Maryland. The class action was alleging violations of the federal securities laws and breach of fiduciary duty related to “market timing” and other practices.

• Represented an offshore broker-dealer in a civil injunctive action initiated by the Fort Worth office of the Securities and Exchange Commission to enjoin the alleged unlawful distribution of securities.

• Assisted a global financial services organization in an enforcement investigation initiated by the New York Stock Exchange concerning alleged sales practice and supervisory violations in its Houston offices. The matter also involved representations of the company in an investigation initiated by the Dallas District NASDR concerning alleged sales practice and supervisory violations in its San Antonio/Corpus Christi complex.

• Won an arbitration case for a mushroom growerWinstead recently represented the nation’s largest grower of fresh mushrooms in a dispute over an employee injury. The client refused to pay a several thousand dollar settlement demand, and the case was set for an arbitration hearing. At the conclusion of the hearing, the arbitrator ruled for Winstead’s client, and the employee received nothing.

• Retained by a restaurant chainOur group was recently retained to represent a large Houston-based restaurant chain on several employment-related matters. It is anticipated that the scope of this representation will continue to expand as the client continues to grow.

seCurities litiGation & enForCementWinstead’s Securities Litigation & Enforcement Practice Group offers its clients a wealth of experience at all levels of federal and state securities regulation and private litigation.

• Represented a diversified financial services company in a regulatory inquiry, of national scope, which was initiated by the NASD Division of Market Regulation. The matter concerned the firm’s fixed-income trading desk and related policies and procedures.

• Offered counsel to a global financial services organization in five securities arbitrations involving alleged sales practices violations, including claims of unsuitable recommendations related to commodities hedge funds and structured by a Financial Advisor in Fort Worth. In each case, the claimant sought damages in the high six or low seven figures. In the first case, the panel awarded the claimant zero damages on a $1.7 million claim. Following the win, the remaining four claims were successfully settled.

• Represented a global financial services organization in the United States District Court for the Northern District of Texas in opposing a motion to vacate a defense verdict in an arbitration before the New York Stock Exchange in which claimants sought in excess of $1 million.

• Represented a major oil company in five toxic tort trials involving more than 15,000 plaintiffs claiming various injuries from various substances allegedly released into the atmosphere. The client received favorable jury verdicts in each of those trials resulting in the plaintiffs recovering nothing.

• Defended and defeated class certification in three toxic tort matters for a major oil company.

• Obtained summary judgment for a large casualty company in federal court in Houston on a $2.8 million claim by a large energy firm and its insurer.

• Obtained a favorable settlement for seven professional E&O claims against a prominent local accounting firm alleging it was involved in promoting “son of boss” tax shelters.

• Received a favorable settlement of an audit case against a prominent Waco accounting firm alleging it had erred in an audit of a local firm.

tort & insuranCe litiGationWith a litigation bench more than 100 attorneys deep, Winstead strategically resolves the legal threats facing corporations, businesses and insurers with trial-proven, industry-experienced counselors.

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• Acted as the primary co-author of the 2007 revisions to the Mortgage Bankers Association white paper on mold and indoor air quality.

• Participated in a jury trial of a non-subscriber personal injury case for a retail grocery chain, which resulted in our obtaining a no-negligence jury verdict on behalf of our client.

• Defended and appealed a favorable trial verdict in a non-compete case related to reinsurance recovery.

• Represented a national hair care product manufacturer in a non-subscriber case. The manufacturer is a new client for the firm.

• Represented a national third-party logistic company for damages to high value computer and electrical components. On behalf of our client, we obtained a favorable settlement, which maintained an existing working relationship.

• Recently began representing a publicly traded national motor carrier in catastrophic injury and death accidents.

• Represented a leading insurance company in the evaluation of directors and officers coverage issues involving alleged claims exceeding $60 million against a top worldwide insurance broker related to the placement of workers compensation insurance in Texas.

• Act as outside general counsel for a major real estate management company, including assistance with the management of claims, defense of insurance coverage declaratory judgment actions and consultation on insurance policy renewals.

proFessional exCellenCe

the FirmWinstead began 2007 with new leadership. Denis Braham assumed the post of chairman and CEO on January 1.

Winstead’s shareholders approved a new governance structure for the firm that moved away from the former section arrangement into a departmental structure. The new structure has two departments – Business & Transactions and Litigation & Dispute Resolution, led by Ed Peterson and Jay Madrid, respectively. Each department has multiple practice groups led by a practice group leader.

Michelle Rieger, Peyton Smith and Mike Alessio were elected to the firm’s Executive Committee. Michelle is the first of Winstead’s female shareholders to be elected, and Peyton is the first Austin shareholder to serve on the committee since Pete Winstead finished his term in December 2004. Mike has been a member of the firm’s Real Estate practice since 1995 and is known for his strong leadership skills and dedication to the firm.

Jeff Hage was named managing shareholder of the Dallas office. Jeff has been with the firm since 1981, and he replaced Tom Helfand, who served as Dallas’ managing shareholder for 15 years. Alex Gonzales, who has more than 19 years of legal experience working in the Austin region, was

named managing shareholder of the Austin office. He succeeded David Hewlett, who served as managing shareholder for seven years.

Winstead welcomed attorneys and staff who joined the firm from the former Jenkens & Gilchrist and several other firms. The firm is proud of the caliber of these new hires and pleased they have joined Winstead.

The firm’s name was officially changed to Winstead PC, and the firm rolled out a new brand, logo and Web site in September.

The firm officially launched the Women’s Alliance and declared 2007 the Year of the Woman at Winstead.

The Executive Committee appointed Melissa Stewart as the firm’s marketing shareholder; Greg Erwin as the firm’s overall hiring shareholder; and Dale Butler as the technology chair.

Winstead’s Houston office relocated to the JPMorgan Chase Tower, and the Washington, D.C. office moved into new space on 20th Street, NW, in the heart of the federal district.

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honorsA+ Houston Diversity Report Card RatingWinstead’s Houston and The Woodlands offices received an A+ rating in the Houston Multi-Bar Diversity Committee’s Report on Law Firm Hiring and Retention of Minority Lawyers. Winstead was one of only two law firms that received an A+ grade.

Chambers & Partners USA GuideWinstead’s Real Estate, Banking and Finance, Construction, Immigration, and Taxation practice areas received high marks. In addition, several of the firm’s attorneys were ranked as some of America’s leading business lawyers.

Texas Super LawyersFifty-five Winstead attorneys were selected as Texas Super Lawyers by Law & Politics magazine and were published in the October issues of Texas Monthly and Texas Super Lawyers.

The Best Lawyers in America 2007Fifty-eight Winstead attorneys were selected through a peer-review survey of top attorneys in the country.

D Magazine: Best Lawyers in DallasEleven Winstead attorneys were recognized as Best Lawyers in Dallas.

Houston Business Journal: Best Places to WorkWinstead was listed as one of the Best Places to Work in Houston. Winstead’s Houston and The Woodlands offices qualified for the listing, which was based on an employee survey.

Texas Monthly: Rising StarsTwenty-four Winstead attorneys were named Rising Stars. Only 2.5 percent of Texas attorneys receive this honor each year.

Worth Magazine: Top 100 Attorneys in the U.S. This list once again included John Bergner, chair of the Wealth Preservation Practice Group. John was one of just four Texas lawyers named to the magazine’s Top 100.

Lawdragon: 500 Leading Dealmakers Denis Braham and John Nolan were named among the 500 Leading Dealmakers for 2007 by Lawdragon. Attorneys who make this list handle headline-making transactions.

H Texas Magazine: Houston’s Top LawyersThree Houston attorneys were recognized for their outstanding performance and professional reputation in the legal industry.

Talmage Boston received a Presidential Citation from the State Bar of Texas for his outstanding contributions over the past year.

Houston Lawyers Foundation named Jim Lemond one of its inaugural Legacy Fellows based on his outstanding professional and civic contributions.

Dan Branch, Dallas shareholder and member of the Texas House of Representatives, was selected to chair the House Select Committee on Higher and Public Education Finance.

Houston Associate Demetra Liggins was elected to serve as chair-elect of the Houston Bar Association’s Bankruptcy Section. She also was elected to serve on the Texas Young Lawyers Association Board of Directors.

Two shareholders were elected as council members to the State Bar of Texas Construction Law Section. Robert Bass was elected chair, and Michelle Rieger was elected vice-chair.

Gov. Rick Perry appointed John Menchaca to the One-Call Board.

San Antonio Associate Daniel Martinez was elected to serve as trustee of the San Antonio Bar Foundation.

Dallas Associate Erik Hsu was named to the Board of Directors for the Young Taiwanese Chamber of Commerce of Dallas/Fort Worth.

Harry Joe and Ryan Farha were elected to leadership positions at the University of North Texas. Harry was elected to the Board of Directors of the University of North Texas Foundation. Ryan was named to the University of North Texas Exes Board of Directors.

Tom Thomas became the non-executive chairman of the Pier 1 Imports Board of Directors.

Bill LaForge delivered the commencement address for the Stetson University College of Law in Florida. He also received an honorary degree. Bill is the president of the Federal Bar Association and chairman of its Board of Directors.

Phil Freeman was elected to serve on the board of the San Antonio Technology Accelerator Initiative (SATAI).

Robert Witte recruited 100 Dallas lawyers known as MDA’s Dallas Legal Leaders: The Hot Hundred Who Care, each of whom pledged to give and/or raise $1,000 for the Muscular Dystrophy Association. The resulting $100,000 donation paid for the 2007 Dallas-area MDA summer camp, enabling more than 100 kids with muscular dystrophy to spend a week at camp in June.

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From focus groups to sponsorships, Winstead’s Diversity Committee has been busy throughout the 2006-2007 fiscal year. Highlights and accomplishments include the following:

• Working alongside diversity consultant Jane DiRenzo Pigott of the R3 Group LLC, the Diversity and Executive Committees adopted the Diversity Action Plan for 2007-2009 in May. The Diversity Action Plan details specific action items for the firm to undertake with respect to leadership, firm culture, recruiting, retention, promotion and communication. A series of follow-up diversity training sessions for our firm’s leadership will be conducted.

• The Diversity Committee declared 2007 the Year of the Woman at Winstead. In May, the firm officially launched its first affinity group – the Women’s Alliance. The Women’s Alliance addresses topics of interest to women at the firm, such as business development, leadership opportunities, retention and alternative work schedules. In October, the Women’s Alliance hosted a two-day workshop in Dallas to strategize and discuss key issues.

• As part of the Diversity Action Plan, firm leadership participated in diversity training with Jane DiRenzo Pigott in August. Participants included the Executive Committee, department heads, practice group leaders, office managing shareholders and administrative department heads.

• The Diversity Committee supported a number of organizations and events including:

– Co-sponsor of the Jackie Robinson Foundation Scholarship Program

– Anti-Defamation League seminars and awards luncheon– Black Law Students Association– Hispanic National Bar Association– 2007 Impulse Artist Series– Minority Corporate Counsel Association

– National Asian Pacific American Bar Association– Texas Diversity Council Symposiums– Texas Minority Counsel Program– Thurgood Marshall Legal Society

• Efforts are underway to adopt a new alternative work policy, and revise Winstead’s mentoring program and assignment systems.

• The Diversity Committee is currently developing a new Law School Diversity Outreach and Scholarship Program.

For questions regarding the Women’s Alliance, please contact Teresa Schneider at 713.650.2709.

For questions regarding the Diversity Committee, please contact Tom Forestier at 713.650.2749.

Tom ForestierChair, Diversity Committee

Teresa SchneiderChair, Women’s Alliance

diversity Committee report

Alex Valdes was elected to serve as secretary of the Hispanic Bar Association of Austin.

Vernon Rew was honored by the Downtown Fort Worth YMCA and, for the second time, received the Henry Meadows Volunteer of the Year Award.

Robert Bass was honored for his outstanding Quarter Century of Service with the Lumbermen’s Association of Texas.

Craig Enoch received Southern Methodist University’s Distinguished Alumni Award, the highest honor the university bestows upon its graduates.

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Community relations report

Committed to our Communities Winstead’s commitment to serving our communities dates back to the firm’s inception. We support our communities by providing pro bono legal assistance to low-income individuals and non-profit organizations, supporting charitable organizations and volunteering our time as board members of local community organizations. Some of the organizations Winstead proudly supported in 2007 include:

Jewish Community Center of DallasJohn H. Reagan Elementary School – DallasKids Who Care, Inc.The Leukemia & Lymphoma SocietyLone Star Girl Scout CouncilLyric Opera of AustinMake-A-Wish FoundationMarch of DimesMeals on Wheels and MoreMedina Valley ISD Education FoundationMuscular Dystrophy AssociationPaws for PatriotsPartners in Education- Travis Heights Elementary Post Oak Family YMCAPromise House, Inc.Pulmonary Hypertension AssociationRonald McDonald HouseSER Jobs For ProgressSouth Montgomery County YMCASpecial OlympicsSt. Jude Children’s Research HospitalState Fair of TexasSusan G. Komen for the CureTexas Alcoholism Foundation Texas Community Building with Attorney ResourcesThe Helping Hand for ChildrenThe Woodlands Arts CouncilTITASUnited Way of AmericaVICTORY BoardVolunteer Legal ServiceWest Austin Youth AssociationWomen Helping WomenWoodlands Rotary Club

YMCA

American Cancer SocietyAmerican Heart AssociationAmerican SIDS InstituteArthritis FoundationAttorneys Serving the CommunityAustin Children’s MuseumAustin Museum of Art Boys & Girls Clubs of the Capital AreaBoy Scouts of AmericaBrock Elementary Candlelighters ChildhoodCancer FoundationCASAChildren’s Justice ProjectCook Children’s Health Care SystemColorado River FoundationCrystal Charity BallCystic Fibrosis FoundationDallas Center for the Performing ArtsDallas OperaDallas Symphony Orchestra Dallas Theater CenterDallas Zoological SocietyDisabled American VeteransDowntown DallasEl Paso Symphony Orchestra AssociationEntrepreneur’s Foundation - Freedom DayEugene Field Elementary SchoolFort Worth Museum of Science and HistoryGreater Dallas Council on Alcohol & Drug AbuseHabitat for HumanityHeritage Society of Austin Hill Country ConservancyHidalgo Foundation of Bexar CountyHouston Grand OperaHouston Livestock Show and RodeoInterfaith of The WoodlandsJackie Robinson Foundation

Winstead greatly supports the right to legal representation, especially access for the less fortunate, marginalized and disadvantaged. Our attorneys, paralegals and legal assistants donate numerous hours each year to a wide variety of organizations and individuals. Below are a few representative pro bono projects:

Assistance to the indigent: • Working with FUNED of Honduras, a Tegucigalpa-based organization to

provide life-transforming business loans in third-world countries• Represented an AIDS victim threatened with eviction • Assisted disabled persons with obtaining and sustaining social security

benefits so they could support their families• Represented a father in custody proceedings involving his son, where

the mother had already killed the daughter by violent shaking • Counseled indigents faced with deportation and other immigration-

related issues • Assisted in numerous divorce and custody proceedings • Participated in the ABA’s Death Penalty Representation Project and

provided assistance in several habeas corpus proceedings• Defended and ensured due process for indigents charged with lesser

crimes

Assistance to nonprofit organizations:• Volunteered legal time and resources to assist a Houston nonprofit

organization that places hard-to-adopt children in caring homes• Assisted the South Dallas Inner-City Community Development

Corporation in taking ownership of five properties for development of community projects in Dallas

• Counseled ARTS Center Stage, an Austin nonprofit supervising the redevelopment of the Municipal Auditorium

• Donated legal services, money and other resources to assist in the design, permitting and construction of a building for Vogel Alcove, a day-care facility for homeless children

Leaders in the Community: The following is a list of organizations in which Winstead attorneys currently serve as pro bono general counsel or legal counsel or special counsel for projects.

Academy of Medicine, Engineering and Science of TexasAsian American Forum, Inc. Avalon Place Property Owners’ AssociationBig Brothers Big Sisters of Central TexasBritish American Business Counsel - DFW FoundationCatholic Charities of the Archdiocese of Galveston-HoustonDallas Lutheran SchoolDallas Symphony OrchestraDallas Tennis AssociationDallas Texans Soccer ClubDaVinci School

DIAL - Developing Independent Adult LivingFamily EldercareFUNED, HondurasGreater Dallas Chamber Young ProfessionalsGreater Houston Convention and Visitors BureauHouston Golf Association Houston International Seafarers’ CentersJesuit College Preparatory School Young Alumni AssociationJewish Federation of Greater HoustonKardivas, Inc. KIPP, Inc. (Knowledge is Power Program)Legal Aid of Northwest TexasLifeWorksMeals on Wheels and MoreMercy StreetMuseum of Nature and Science - Dallas, TexasNCAA 2011 Men’s Final Four - Local Organizing CommitteeNorth Dallas Chamber of CommerceNorth Texas Super Bowl XLV Host CommitteeNorthwest Assistance Ministries, Inc.Prison Entrepreneurship ProgramProvidence Homes DallasReal Estate CouncilRegents School of AustinSalesmanship Club of Dallas Sam Houston Area Council - Boy Scouts of AmericaSinanian Development, Inc.Super Bowl 2004 Host CommitteeTexas Corinthian Yacht ClubTexas Urban Forestry CouncilUplift EducationWinston SchoolThe Woodlands Children’s MuseumYET Centers of HoustonYoung Widow - Chapter Two

Legal Aid Organizations:Several Winstead attorneys volunteer for various legal aid organizations that are instrumental in preserving “equal access to justice.” Some of these organizations include:

• Dallas Volunteer Attorney Program• Court Appointed Special Advocates (CASA)• Houston Volunteer Attorney Program• Legal Aid of Northwest Texas• Texas C-Bar• Volunteer Legal Services of Central Texas

For more questions regarding Winstead’s pro bono legal assistance, please contact John Reenan, at 214.745.5109 or jreenan@winstead.com.

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Kent Pearson

Chad Robinson

Julie Sassenrath

Erica Thomas

Congratulations to the members of Leadership Winstead 2007. And special appreciation to the coordinating shareholders of Leadership Winstead 2007, Linda Burgess and Phil Lamberson.

Leadership Winstead is a program designed to reward those associates in the firm who have demonstrated a high level of leadership, loyalty, and work ethic by (a) further developing in those associates the core values and history of Winstead; (b) exposing associates to the business side of the firm; (c) developing our associates’ leadership potential and skills; and (d) enhancing our associates’ overall experience with the firm. Senior shareholders assist by developing an agenda for interactive programs on various topics. The associate members and shareholder advisors meet formally once a month with more informal settings throughout the year.

Members of Leadership Winstead 2007 include:

Lorin Combs

Rob Hailey

Josh Lebar

Demetra Liggins

Linda Burgess – Coordinating Shareholder

Phil Lamberson – Coordinating Shareholder

Alex Allemann

Patrick Cohoon

Peter Madden

Jeff Matthews

Rebecca Massiatte

Melissa Prentice Lorber

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neW attorneys & shareholders

NEW ATTORNEySWinstead welcomes the following attorneys who joined the firm in 2007:

Kelle Acock – AssociateAustin, Construction

Alex Allemann – AssociateAustin, Corporate & Securities

Claude Anello – ShareholderHouston, Real Estate Development & Investments

Zeena Angadicheril – AssociateDallas, Real Estate Structured Finance

Jeff Autrey – Of CounselAustin, Corporate & Securities, Insurance

Al Axe – ShareholderAustin, Energy & Environmental Law

Vicky Bernabe – AssociateHouston, Real Estate Development & Investments

Cathryn Berryman – ShareholderDallas, Intellectual Property

Nicole Betters – AssociateHouston, Commercial Litigation, Energy & Environmental Law

Nathan Block – AssociateHouston, Energy & Environmental Law, Real Estate Development & Investments

michael Blue – AssociateAustin, Real Estate Development & Investments

Lindsey Bragg – AssociateDallas, Real Estate Development & Investments

Corby Brooks – AssociateAustin, Taxation, Employee Benefits & Private Business

Brenda Kay Brown – Of CounselDallas, Real Estate Banking, Insurance Companies & Fund Advisors

T.J. Campbell – AssociateThe Woodlands, Corporate & Securities

michael Cook – ShareholderAustin, Taxation, Employee Benefits & Private Business

Rowland Cook – ShareholderAustin, Corporate & Securities

Keith Courtney – ShareholderAustin, Energy & Environmental Law

Courtney Davis – Staff AttorneyDallas, Real Estate Structured Finance

Steven Davis – AssociateDallas, Real Estate Development & Investments

Sierra Dean – AssociateDallas, Finance & Banking

Harry Dollar – AssociateHouston, Real Estate Development & Investments

Ira Domnitz – AssociateHouston, Intellectual Property

Jason Flaherty – AssociateAustin, Wealth Preservation

Raph Flood – AssociateDallas, Real Estate Development & Investments

Joe Fonlon – AssociateHouston, Intellectual Property

mandy Ford – AssociateAustin, Corporate & Securities

Phil Freeman – ShareholderSan Antonio, Corporate & Securities

Nancy Furney – ShareholderDallas, Taxation, Employee Benefits & Private Business

Keneisha Green – AssociateDallas, Real Estate Development & Investments

John Hall – AssociateSan Antonio, Public Finance

Keith Hopkinson – Of CounselAustin, Corporate & Securities, Insurance

Ashley Hutcheson – AssociateDallas, Construction

Harry Joe – ShareholderDallas, Labor, Employment & Immigration

Isaac Johnson – AssociateHouston, Real Estate Development & Investments

mary Keller – ShareholderAustin, Corporate & Securities, Insurance

Andy Kever – ShareholderAustin, Corporate & Securities

David Keyes – ShareholderHouston, Finance & Banking

Koy Killen – AssociateFort Worth, Commercial Litigation

Jennifer Kracht – AssociateAustin, Corporate & Securities

Kathy Lindauer – ShareholderAustin, Corporate & Securities

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Amy Lott – AssociateDallas, Corporate & Securities

Brian mangum – AssociateAustin, Intellectual Property

Rebecca massiatte – AssociateDallas, Labor, Employment & Immigration

John menchaca – ShareholderAustin, Corporate & Securities

Stan moore – ShareholderDallas, Intellectual Property

Carl myers – AssociateAustin, Commercial Litigation

Jennifer Neubauer – AssociateFort Worth, Commercial Litigation

Lisa Normand – AssociateDallas, Commercial Litigation

Lori Oliphant – ShareholderDallas, Taxation, Employee Benefits & Private Business

Bill Parrish – ShareholderAustin, Commercial Litigation, Intellectual Property, Government Enforcement & Regulated Industries Litigation

Benita Lee Prol – AssociateAustin, Public Finance

Tom Reddin – ShareholderDallas, Labor, Employment & Immigration

Ross Robinson – ShareholderDallas, Intellectual Property

Billy Rohrlich – AssociateThe Woodlands, Corporate & Securities

John Rutherford – ShareholderDallas, Corporate & Securities

Paul Rynerson – AssociateDallas, Labor, Employment & Immigration

Leslie Scheuermann – AssociateDallas, Commercial Litigation

Derek Seal – AssociateAustin, Energy & Environmental Law

Laura Sims – ShareholderDallas, Real Estate Development & Investments

martha Smiley – Of CounselAustin, Corporate & Securities

Heather Smith – Of CounselDallas, Finance & Banking

Nickolas Spiliotis – AssociateHouston, Labor, Employment & Immigration

Bruce Stockard – ShareholderDallas, Real Estate Structured Finance

Lisa Tilley – AssociateDallas, Real Estate Structured Finance

Jeff Tinker – AssociateDallas, Intellectual Property

John Tolbert – AssociateDallas, Real Estate Structured Finance

Sean urich – AssociateDallas, Labor, Employment & Immigration

Andrea Walker – Staff AttorneyDallas, Intellectual Property

Erick Wang – AssociateHouston, Corporate & Securities

Norasha Williams – AssociateHouston, Labor, Employment & Immigration

Tamra Williams – AssociateDallas, Real Estate Development & Investments

Kelly Hilgers Winship – AssociateAustin, Appellate

Gary Zausmer – ShareholderAustin, Commercial Litigation

NEW SHAREHOLDERSWinstead congratulates the following attorneys promoted to shareholder in January 2007:

Paul AubertThe Woodlands, Corporate & Securities, Biotechnology

Bud EhrlichHouston, Intellectual Property, Biotechnology, Nanotechnology, Sports Business & Public Venues

Laurie JardineDallas, Commercial Litigation

Richard LeuchtDallas, Finance & Banking

Frasher murphyDallas, Business Restructuring/Bankruptcy

Chris NixonDallas, Real Estate Structured Finance

Bill WeinbergDallas, Real Estate Development & Investments

neW attorneys & shareholders

Commitment to Clients & Core values

Winstead Commitment to ClientsWe are more than just your attorneys – our knowledge of your business and industry makes us an extension of your core business team. We are practical, roll-up-our-sleeves lawyers committed to using our broad legal experience to relentlessly pursue innovative solutions on your terms. Our Core Values include:

TeamworkWe accomplish more together than we could alone, knowing that inclusiveness is essential to teamwork, and we are willing to give more than we receive.

ExcellenceWe expect and accept only the best.

Personal GrowthWe challenge ourselves and will continually examine and raise our expectations.

RespectWe respect each other, our clients, our adversaries and the law. We support and take pride in our firm and each other.

IntegrityWe are fair and honest in all we do. The truth is absolute - regardless of consequences.

Dependability We take responsibility, act professionally and will meet or exceed expectations.

IntensityWe are committed to and relentlessly pursue all we undertake.

Service We serve our clients, our firm, each other, our profession and our community.

CommitmentWe are loyal to our clients and each other, and provide long-term opportunity and stability.

office locations

austin401 Congress AvenueSuite 2100Austin, Texas 78701512.370.2800 office 512.370.2850 fax

dallas5400 Renaissance Tower1201 Elm StreetDallas, Texas 75270214.745.5400 office214.745.5390 fax

Fort Worth1100 Carter Burgess Plaza777 Main StreetFort Worth, Texas 76102817.420.8200 office817.420.8201 fax

houston1100 JPMorgan Chase Tower600 Travis StreetHouston, Texas 77002713.650.8400 office713.650.2400 fax

san antonio700 North St. Mary’s StreetSuite 1900San Antonio, Texas 78205210.277.6800 office210.277.6810 fax

the Woodlands600 Town Center One1450 Lake Robbins DriveThe Woodlands, Texas 77380281.681.5900 office281.681.5901 fax

WashinGton, d.C.1120 20th Street, NWSuite 700, North BuildingWashington, D.C. 20036202.572.8000 office202.572.8001 fax

©2007 Winstead PC

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