MATTHEW J. CHRISTIAN, ESQ. 2 SHLOMO S. SHERMAN, ESQ. · MATTHEW J. CHRISTIAN, ESQ. Nevada Bar No. 008024 2 SHLOMO S. SHERMAN, ESQ. Nevada Bar No. 009688 3 KOLESAR & LEATHAM 400 South

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MATTHEW J. CHRISTIAN, ESQ. Nevada Bar No. 008024

2 SHLOMO S. SHERMAN, ESQ. Nevada Bar No. 009688

3 KOLESAR & LEATHAM 400 South Rampart Boulevard, Suite 400

4 Las Vegas, Nevada 89145 Telephone: (702) 362-7800

5 Facsimile: (702) 362-9472 E-mail: [email protected]

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[email protected]

7 Attorneys for Receiver ROBB EVANS & ASSOCIATES LLC

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I FEDERAL TRADE COMMISSION,

Plaintiff,

MICHAEL BRUCE MONEYMAKER, a/k/a Bruce Moneymaker, Mike Smith, and Michael Bruce Millerd, individually, as an officer and director of the corporate defendants, and also doing business as Fortress Secured; DANIEL DE LA CRUZ, individually, as an officer and director of the corporate defendants, and also doing business as Fortress Secured; BELFORT CAPITAL VENTURES, INC., a corporation; DYNAMIC ONLINE SOLUTIONS, LLC, a limited liability company; HSC LABS, INC., a corporation; RED DUST STUDIOS, INC., a corporation; SEASIDE VENTURES TRUST, individually and as an officer and director of the corporate defendants; and JOHN DOE NO. 1, in his capacity as trustee of SEASIDE VENTURES TRUST,

Defendants.

Case No. 2:11 -cv-00461 -JCM (RJJ)

MOTION FOR ORDER:

(1) APPROVING RECEIVER’S FINAL REPORT AND ACCOUNTING;

(2) APPROVING RECEIVER’S AND PROFESSIONALS’ FEES AND EXPENSES FROM INCEPTION THROUGH CLOSING;

(3) AUTHORIZING ABANDONMENT OF UNADMINISTERED ASSETS AND DESTRUCTION OF RECORDS;

(4) DISCHARGING RECEIVER;

(5) RELIEVING RECEIVER OF ALL DUTIES AND LIABILITIES;

(6) AUTHORIZING THE TURNOVER OF ANY REMAINING FUNDS TO PLAINTIFF; AND ALL RELATED RELIEF; AND

(7) GRANTING RELIEF FROM LOCAL RULE 66-5 PERTAINING TO NOTICE TO CREDITORS

UNITED STATES DISTRICT COURT

DISTRICT OF NEVADA

Robb Evans & Associates LLC (the "Receiver"), pursuant to the Court’s Stipulated Order

for Injunction and Monetary Judgment entered January 24, 2012, hereby moves the Court for an

order:

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Case 2:11-cv-00461-JCM-CWH Document 119 Filed 05/22/13 Page 1 of 12

(1) approving the Receiver’s final report and accounting;

(2) approving the Receiver’s and professionals’ fees and expenses from the inception

of its appointment through its discharge

(3) authorizing the abandonment of any unadministered assets and the destruction of

the Receivership Defendants’ records;

(4) discharging the Receiver;

(5) relieving the Receiver of all duties and liabilities;

(6) authorizing the turnover of any remaining funds to Plaintiff Federal Trade

Commission;

(7) deeming notice of this Motion to be sufficient under Local Rule of Civil

Procedure 66-5(f) upon service of a notice of the filing of this Motion and the

Motion on all parties, all known non-consumer creditors of the estate, and all

parties in interest concurrently with the filing of this Motion with the Court, but

not on the tens of thousands of potential consumer creditors; and

(8) all related relief.

This Motion is made pursuant to Local Civil Rule 66-5 and is based upon the

memorandum of points and authorities set forth below, the Declaration of Kenton Johnson in

support hereof (the "Johnson Declaration"), any reply filed in support hereof, all other pleadings

and documentary evidence as may be presented to the Court by the Receiver; and any oral

argument entertained by the Court in connection with this Motion.

DATED this day of May, 2013.

Br- MATTHEW J. CHRISTIAN, ESQ. Nevada Bar No. 008024 SHLOMO S. SHERMAN, ESQ. Nevada Bar No. 009688 400 South Rampart Boulevard, Suite 400 Las Vegas, Nevada 89145

Attorneys for Receiver ROBB EVANS & ASSOCIATES LLC

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MEMORANDUM OF POINTS AND AUTHORITIES

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INTRODUCTION

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On March 29, 2011, Robb Evans & Associates LLC (the "Receiver") was appointed

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Temporary Receiver over Belfort Capital Ventures, Inc., Dynamic Online Solutions, LLC, HSC

Labs, Inc., Red Dust Studios, Inc., and their subsidiaries, affiliates, divisions, successors, and

assigns, and includes fictitious names under which they do business, including but not limited to

Centralized Customer Service, Uniguard, Freedom Subscription, Illustrious Perks, Select

Platinum Credit, and Kryptonite Credit, as defined in the Temporary Restraining Order

(collectively the "Receivership Defendants"). Pursuant to the Preliminary Injunction Order

entered April 15, 2011, the Receiver has been appointed permanent Receiver over the

Receivership Defendants.

After the entry of the Preliminary Injunction, the parties discussed settlement, resulting in

a Stipulated Order for Injunction and Monetary Judgment entered on January 24, 2012 (the

"Stipulated Order") that directed the Defendants to turn over certain assets to the Receiver for

liquidation and to assist the Receiver as required with selling the assets. Those assets, and the

Receiver’s efforts with respect thereto, are as follows:

A. Vehicles

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Defendant Michael Bruce Moneymaker (Moneymaker) responded to the Receiver’s

20 request to surrender a 2010 Polaris Razor, a 2009 Polaris Phoenix 200, a 2009 Yamaha Raptor

21 700, and a 2010 Zieman Customer Trailer F816 by providing a phone number of a mechanic.

22 The mechanic told the Receiver that Moneymaker delivered the Polaris Razor to him for repair

23 after an accident. The 2009 Polaris Phoenix 200 and the 2009 Yamaha Raptor 700 were stored

24 on the 2010 Zieman Customer Trailer with the 2010 Polaris Razor, and all vehicles remained at

25 the mechanic’s location. The mechanic stated that his bill for partial repair and storage was

26 approximately $8,049.

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1. 2010 Polaris Razor

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The Receiver determined that the value of the Polaris Razor was approximately $7,500

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I and negotiated with the mechanic to accept ownership of the Polaris Razor in exchange for the

I $8,049 amount due and release the other vehicles. The Receiver requests the Court to confirm

I turning over the 2010 Polaris Razor to the mechanic to settle all amounts due.

2. 2009 Yamaha Raptor 700

The Receiver advertised this vehicle in all-terrain vehicle websites and papers, but

received few offers. The Receiver ultimately sold the vehicle for a net recovery of $4,050, close

I to the market value.

3. 2009 Polaris Phoenix 200

The Receiver advertised this vehicle in all-terrain vehicle websites and papers, but

received no offers. The Receiver determined there was no retail interest in the vehicle, and sold

it to a vehicle wholesaler for a net recovery of $1,225.

4. 2010 Zieman Customer Trailer F816

The Receiver advertised the trailer in all-terrain vehicle websites and papers, but received

no offers. The Receiver determined there was no retail interest in the trailer, and sold it to a

vehicle wholesaler for a net recovery of $1,250.

B. Real Property

1. 39 Cassis Circle, Rancho Mirage, California

This property (the "Rancho Mirage Property") is a five year old, 4 bedroom, 4.5

I bathroom, 3,772 square-foot single story, single family residence located near Palm Springs,

I California. The Desert Heat Trust held title to the Rancho Mirage Property and, after reviewing

the Stipulated Order, the trustee transferred title to the Receiver. The house originally sold in

2008 for $1,428,000.

The Court approved the sale of the Rancho Mirage Property, and the receivership estate

received net sale proceeds of $63,610 after payoff of the first trust deed secured loan, deductions

for several delinquent items (including property taxes), and sales commissions.

2. 761 Mandalay Beach Road, Oxnard, California

This property (the "Oxnard Property") is a three-year old, 3 bedroom, 4 bathroom, 3,539

square-foot, three story, single-family beach-house residence with an ocean view located on the

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sand in Oxnard, California. The Oxnard Property and the improvements are in good condition

and are reasonably comparable with other on-market properties in the neighborhood. The land

on which the home was built originally sold in 2007 for $2,500,000.

On February 7, 2013, the Court approved a termination of the stay imposed by the

Receivership Order, pursuant to which the secured lender was permitted to complete its

foreclosure of the Oxnard Property in exchange for a payment of $50,000 to the receivership

estate.

C. Other Non-Cash Assets With a Market Value Greater Than $50,000

Defendant Michael Moneymaker stated he did not have any other non-cash assets with a

market value greater than $50,000. The Receiver did not locate any other non-cash assets with a

market value greater than $50,000 that belonged to any of the defendants or the Receivership

Defendants.

D. Evaluation of Two Pre-Receivership Judgments

During the course of the receivership, the Receiver learned of two default judgments

entered against certain of the Receivership Defendants or against property belonging to such

Receivership Defendants.

In one case, a former credit card processor in Illinois obtained a judgment for $393,000 in

October 2008 against Stored Value Marketing, Inc., Defendant Michael Moneymaker, and

Claudia Alvarez, in the State of Illinois. This judgment was then domesticated in the Superior

Court for the County of San Diego, California, and created a judgment lien against the Oxnard

Property, which was legally titled in Claudia Alvarez’s name. The Receiver, with the assistance

of its counsel, initially attempted to negotiate a settlement of the judgment lien that would have

permitted the Oxnard Property to be marketed and sold with a meaningful return to the

receivership estate. However, although the judgment creditor initially agreed to accept a

discounted payoff, it subsequently reneged on this agreement. Instead, the Receiver negotiated

an agreement with the secured lender on the Oxnard Property pursuant to which the Receiver

would obtain relief from the stay injunction to allow the secured lender to complete its non-

judicial foreclosure of the Oxnard Property, thereby extinguishing the junior judgment lien, in

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exchange for the payment of $50,000 to the receivership estate. The Receiver’s counsel assisted

in the preparation of the necessary pleadings to effectuate the terms of the agreement.

In the second instance, an individual in Michigan obtained a judgment for $59,000 in

November 2008 against Fortress Secured, Inc. and others for violating the Michigan Home

Solicitation Sales Act. The Receiver’s office has completed a nationwide search of the

Secretaries of States, including the states of California, Illinois, and Michigan, and has not

located any judgment lien on personal assets of any Receivership Defendant filed with any

Secretary of State; nor is there any indication that the Michigan judgment has been domesticated

in the State of California, or that any judgment lien was created thereby against any real property

belonging to any of the Receivership Defendants.

E. Report Of Receivership Receipts And Disbursements

As discussed above, the receivership estate has been impacted by limited assets, many of

which were highly leveraged with very little equity, and one of which was further burdened with

a pre-receivership judgment. The financial complications and physical conditions of the real

estate assets required substantial activity, discussions, and negotiations while marketing the

properties. For example, the Receiver’s staff and professionals dedicated extensive time to

analyzing and crafting possible options to recover any equity from the Oxnard Property.

Additionally, the Defendants formed, operated, and discarded numerous entities as part of

the pattern and practice to insulate and disguise themselves from the public and others. The

business and accounting records were marginally maintained with numerous co-mingled and

cross-entity transactions. There were also many payments to the Defendants, insiders, and

affiliated entities originating from numerous entities and accounts.

Consequently, in the first four months after its appointment, the receivership estate

incurred about $38,000 in expenses for forensic accountants to reconstruct records for the

Receiver’s first report and to complete and maintain proper accounting records. The receivership

estate also provided $41,000 to the Defendants for court-approved legal fees.

From the inception of the receivership on March 29, 2011, through December 31, 2011,

the receivership estate collected $127,349 from banks, credit card processors and others. Part of

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that money collected included a reserve balance of $50,999 from Check Gateway, a credit card

processor for a third-party program marketed by Receivership Defendants. The Receiver

confirmed that the third-party program transferred the reserve balance to the Defendants to pay

for customer service charges, and Check Gateway turned over the remaining reserve balance to

the Receiver.

Total receivership fees, including forensic accounting fees, amounted to $86,332. The

Receiver’s legal expenses amounted to $19,347, and Defendants’ legal fees were an additional

$40,839. Thus, total expenses exceeded the total receipts, resulting in a deficit of $23,387 as of

I December 31, 2011.

From January 1, 2012 through February 28, 2013 the receivership estate collected

$122,725 from selling and liquidating the two real properties and the personal property described

above. Marketing costs and other expenses to maintain the assets totaled $12,731. Receivership

fees to complete these activities totaled $48,452 and necessitated legal fees and costs in the

amount of $20,280. Thus, the receivership estate’s total expenses during this period were

$85,913, resulting in a surplus of $36,812 for the 14-month period, eliminating the prior period’s

deficit, and creating a small surplus of $13,425 as of February 28, 2013.

However, estimated expenses of $15,837 to close the receivership estate - consisting

primarily of receivership fees for the preparation of the final report and accounting and any

necessary court appearance, the preparation of final tax returns, and final legal expenses, will

likely consume the small surplus of $13,425 and create a final deficit of $2,412, which the

Receiver will absorb. If the final expenses prove less than the above estimate such that a final

surplus is created, the Receiver intends to forward any such remaining surplus to the Plaintiff

Federal Trade Commission as directed by the court in the Stipulated Order.

F. Request of the Court to Close the Receivership Estate

Accordingly, the Receiver requests that the Court:

1. Approve and ratify the activities and requests of the Receiver to the extent not

already approved by the Court; including, without limitation, turning over the 2010 Polaris Razor

to the mechanic to settle all amounts due;

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2. Approve the fees and expenses of the receivership estate described in the final

accounting, including the fees and expenses of the Receiver and its attorneys;

3. Authorize the Receiver to shred all documents of the Receivership Defendants;

4. Discharge the Receiver and its member, officers, employees, agents, attorneys and

I representatives, relieve all duties, liabilities, and responsibilities in this proceeding, and release

I the Receiver’s Bond;

5. Authorize the Receiver to apply the remaining estate funds to the Receiver’s fees

and expenses and legal expenses. To the extent that a deficit remains, the Receiver will absorb

such deficit; however, to the extent that the Receiver has over-estimated the final fees and

expenses and a surplus remains, the Receiver requests authorization from the Court to remit any

such surplus to Plaintiff Federal Trade Commission.

The Receiver has filed concurrently herewith its Final Report and Final Accounting,

attached collectively as Exhibit 44 1" to the Johnson Declaration. The fees of the Receiver, its

members and staff, are described in the billing records attached to the Johnson Declaration

collectively as Exhibit "2"; and the fees and expenses of the Receiver’s legal counsel are

attached as Exhibit "1" to the Declaration of Shlomo S. Sherman (the "Sherman Declaration")

filed concurrently herewith.

II

LEGAL AUTHORITY

A. The Relief Sought Is Appropriate To Allow The Receiver To Wind Up The Estate Forthwith

Section VI(B) and (C) of the Stipulated Order provide as follows:

B. The Receiver is directed to, within 180 days of the date of this Order, unless good cause is shown to extend the receivership beyond 180 days, file and serve on the parties a final report ("Final Report") and request for fees and expenses. The Final Report shall include the total amount of funds in the receivership estate. Any party may object within 15 days of receipt of the Final Report. Upon submission of the Final Report or upon this Court’s Order for final payment, whichever is later, the Receivership shall terminate; and

C. The Receiver is directed to transfer, after payment of the Receiver’s compensation and expenses, all remaining funds of the

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receivership estate to the Commission, or its designee or agent, by wire transfer in accordance with directions provided by the Commission.

The Receiver submits that its above-described activities and services constitute good

cause for the delay in the submission of its Final Report. As described in detail above and in the

Receiver’s Final Report, the estate assets, consisting of both real and personal property, required

fairly lengthy and involved marketing and closing activities.

The Rancho Mirage Property required six months of post-appraisal marketing to generate

an acceptable offer. After receiving the Court’s approval, the sale closed in October of 2012 -

270 days after the date of the Stipulated Order.

The Oxnard Property did not generate any acceptable offers by the end of November of

2012, which was after eight months of post-appraisal marketing and 300 days after the date of

the Stipulated Order. The Receiver then reached an agreement with the secured lender on the

Oxnard Property pursuant to which the Receiver obtained this Court’s approval to release the

Oxnard Property from the stay in exchange for a $50,000 payment to the receivership estate.

This payment was received by the Receiver in mid-February of 2013, about 395 days after the

date of the Stipulated Order.

The Receiver then completed its research and evaluation of default judgments against

certain Receivership Defendants, and prepared the Final Report.

The Receiver believes the condition of the real and personal property assets, and the

lengthy and involved actions needed to liquidate them, justified the additional days needed to

complete its duties and file and serve the Final Report.

The Receiver now seeks an order of the Court approving the Receiver’s Final Report,

approving the Receiver’s activities in the case, as well as those of its legal counsel, and

discharging the Receiver.

Court approval of a receiver’s actions and requests for instructions is consistent with

federal receivership practice as required by Federal Rules of Civil Procedure, Rule 66. See, 2

Clark on Receivers, § 383.1 (3d ed. 1992).

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The Court has wide latitude in supervising the Receiver and may provide for the

administration of the receivership as it deems appropriate. 13 Moore ’s Federal Practice, §

66.06[4] [a], (Matthew Bender 3d ed. Rev. 2011); Securities and Exchange Commission v.

Hardy, 803 F. 2d 1034, 1037 (9th Cir. 1986).

The relief sought in this Motion will promote the orderly and prompt wind up of the

receivership estate in an expeditious and cost-effective manner. The relief sought is customary

and appropriate in closing a receivership estate and discharging the Receiver. The fees and

expenses sought by both the Receiver and its counsel are reasonable under the circumstances

given the services rendered, and the scope of the case.

Accordingly, the Receiver respectfully requests the approval of its final report, its fees

and its expenses, of its discharge, and of the balance of the relief requested in the Motion.

B. Notice of this Motion is Sufficient Under the Circumstances and Should Be Approved

Local Rule of Civil Procedure 66-5 provides for service of notice of the hearing on

various motions by a Receiver concerning the administration of the estate, requiring that such

notice be served on all creditors of the receivership estate. Concurrently with the filing of this

Motion, the Receiver will have served a notice of filing of the Motion on the parties hereto along

with all known non-consumer creditors of the estate and other parties in interest, to provide them

with notice and an opportunity to be heard concerning the Motion.

In this case, there are believed to be an extremely large number of potential consumer

creditors who may have claims against the Receivership Defendants arising out of the business

operations of the Receivership Defendants prior to the Receiver’s appointment, although the

precise number, identity and location of such consumer creditors have not been determined by

the Receiver at this time. It would not be practicable or beneficial to the estate and its creditors

for the Receiver to attempt to identify and serve the potential consumer creditors with notice of

this and other similar administrative motions, and the expense and burden on the estate of

attempting to effectuate such service would drain the estate’s resources and cause undue

administrative expense. The Receiver will cause a copy of this Motion to be posted on the

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this Motion, the Receiver seeks an order providing that the notice requirement of that rule shall

be deemed satisfied if notice of the filing of the Motion is given by serving copies of all motion

papers on the parties to the action and by serving copies of the notice of filing of the motion on

all known non-consumer creditors and other parties in interest. The Receiver submits that such

service provides sufficient notice and an opportunity for hearing to the interested parties and

should be approved as adequate.

There is ample authority for approval of the scope and method of notice as set forth

above. This Court, as a court of equity supervising the receivership estate, may make

appropriate administrative orders governing the receivership, including limitations on and

changes in notice and other procedures. See F.R.C.P. 5(a) and (c) (authorizing the court to

modify service procedures when numerous defendants are involved in litigation). In addition,

pursuant to Local Rule of Civil Procedure 66-10, a receiver is directed to administer receivership

estates "as nearly as may be in accordance with the practice in the administration of estates in

Chapter 11 bankruptcy cases." Orders limiting notice when the Bankruptcy Code or Rules

would otherwise require notice to all creditors are routinely granted in bankruptcy cases to

promote the expeditious and economical administration of bankruptcy estates. See In re First

Alliance Mortgage Co., 269 B.R. 428, 442 (C.D. Cal. 2001) (referencing in dicta in the court’s

recitation of facts the bankruptcy court’s order limiting notice issued in that case); 11 U.S.C.

section 102(l)(A) (defining the phrase "after notice and a hearing" to mean "after such notice as

is appropriate in the particular circumstances, and such opportunity for hearing as is appropriate

in the particular circumstances"); 11 U.S.C. section 105(a) and (d) (granting broad equitable

powers to the court to issue orders "necessary or appropriate to carry out the provisions" of title

11 including "prescribing such limitations and conditions as the court deems appropriate to

Receiver’s website at www.robbevans.com/html/belfortcv.html, where interested parties and

creditors may review it in its entirety, exclusive of the voluminous time records, The Receiver

will also provide copies of the Motion to any interested party upon receipt of a written request

which may be directed to the Receiver as set forth in the Notice of Motion.

Based on the foregoing, to the extent that Local Rule of Civil Procedure 66-5 applies to

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ensure the case is handled expeditiously and economically"); and Fed. R. Bankr. P. 2002(m)

(authorizing the court to enter "orders designating the matters in respect to which, the entity to

whom, and the form and manner in which notices shall be sent except as otherwise provided by

these rules")

Accordingly, the Receiver respectfully requests that the Court approve the limited form

of notice described above.

III

CONCLUSION

For the foregoing reasons, it is respectfully requested that the Court issue an order for

relief as requested in the Motion.

DATED this 22 day of May, 2013.

KOLESAR &

By � \-’ MATTHEW J. CINSQ. Nevada Bar No. 008024 SHLOMO S. SHERMAN, ESQ. Nevada Bar No. 009688 400 South Rampart Boulevard, Suite 400 Las Vegas, Nevada 89145

Attorneys for Receiver ROBB EVANS & ASSOCIATES, LLC

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MATTHEW J. CHRISTIAN, ESQ. Nevada Bar No. 008024

2 SHLOMO S. SHERMAN, ESQ. Nevada Bar No. 009688 KOLESAR & LEATHAM 400 South Rampart Boulevard, Suite 400 Las Vegas, Nevada 89145 Telephone: (702) 362-7800

5 Facsimile: (702) 362-9472 E-mail: [email protected]

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[email protected]

7 Attorneys for Receiver ROBB EVANS & ASSOCIATES, LLC

8

9 UNITED STATES DISTRICT COURT

10 DISTRICT OF NEVADA

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FEDERAL TRADE COMMISSION,

Plaintiff,

vs.

MICHAEL BRUCE MONEYMAKER, alk/a Bruce Moneymaker, Mike Smith, and Michael Bruce Millerd, individually, as an officer and director of the corporate defendants, and also doing business as Fortress Secured; DANIEL DE LA CRUZ, individually, as an officer and director of the corporate defendants, and also doing business as Fortress Secured; BELFORT CAPITAL VENTURES, INC., a corporation; DYNAMIC ONLINE SOLUTIONS, LLC, a limited liability company; HSC LABS, INC., a corporation; RED DUST STUDIOS, INC., a corporation; SEASIDE VENTURES TRUST, individually and as an officer and director of the corporate defendants; and JOHN DOE NO. 1, IN HIS CAPACITY AS TRUSTEE OF SEASIDE VENTURES TRUST,

Defendants.

Case No. 2:11-cv-00461-JCM (RJJ)

DECLARATION OF KENTON JOHNSON IN SUPPORT OF MOTION FOR ORDER:

(1) APPROVING RECEIVER’S FINAL REPORT AND ACCOUNTING;

(2) APPROVING RECEIVER’S AND PROFESSIONALS’ FEES AND EXPENSES FROM INCEPTION THROUGH CLOSING;

(3) AUTHORIZING ABANDONMENT OF UNADMINISTERED ASSETS AND DESTRUCTION OF RECORDS;

(4) DISCHARGING RECEIVER;

(5) RELIEVING RECEIVER OF ALL DUTIES AND LIABILITIES;

(6) AUTHORIZING THE TURNOVER OF ANY REMAINING FUNDS TO PLAINTIFF; AND ALL RELATED RELIEF; AND

(7) GRANTING RELIEF FROM LOCAL 25 RULE 66-5 PERTAINING TO NOTICE

26 TO CREDITORS

27 I, KENTON JOHNSON, hereby declare and state as follows:

28 I am a member of Robb Evans & Associates LLC, appointed as Receiver in this

1399286 (5818-8)


case. I am one of the deputies to the Receiver responsible for the day-to-day supervision of the

receivership estate. If called upon to testify as to the facts set forth in this declaration, I could

and would testify competently thereto, as the facts are true and either within my personal

knowledge or based upon knowledge of such facts that I have gained from the books and records

of the receivership proceeding, including the books and records of the Receivership Defendants,

as defined below.

2. This Declaration is filed in support of the Receiver’s motion for an order

approving its final report and accounting, for its discharge, and for related relief (the "Motion")

3. On March 29, 2011, the Receiver was appointed Temporary Receiver over Belfort

Capital Ventures, Inc., Dynamic Online Solutions, LLC, JIISC Labs, Inc., Red Dust Studios, Inc.,

and their subsidiaries, affiliates, divisions, successors, and assigns, and includes fictitious names

under which they do business, including but not limited to Centralized Customer Service,

Uniguard, Freedom Subscription, illustrious Perks, Select Platinum Credit, and Kryptonite

Credit, as defined in the Temporary Restraining Order (collectively the "Receivership

Defendants"). Pursuant to the Preliminary Injunction Order entered April 15, 2011, the Receiver

has been appointed permanent Receiver over the Receivership Defendants.

4. I am one of the deputies to the Receiver responsible for the administration of the

receivership estate, including the investigation of assets and potential assets of the receivership

estate, review of the books and records of the receivership estate and the analysis of receivership

I assets.

5. After the entry of the Preliminary Injunction, the parties discussed settlement,

resulting in a Stipulated Order for Injunction and Monetary Judgment entered on January 24,

2012 (the "Stipulated Order") that directed the Defendants to turn over certain assets to the

Receiver for liquidation and to assist the Receiver as required with selling the assets. Those

assets, and the Receiver’s efforts with respect thereto, are as follows:

Vehicles

6. Defendant Michael Bruce Moneymaker (Moneymaker) responded to the

Receiver’s request to surrender a 2010 Polaris Razor, a 2009 Polaris Phoenix 200, a 2009

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Yamaha Raptor 700, and a 2010 Zieman Customer Trailer F816 by providing a phone number of

a mechanic. The mechanic told the Receiver that Moneymaker delivered the Polaris Razor to

him for repair after an accident. The 2009 Polaris Phoenix 200 and the 2009 Yamaha Raptor 700

were stored on the 2010 Zieman Customer Trailer with the 2010 Polaris Razor, and all vehicles

remained at the mechanic’s location. The mechanic stated that his bill for partial repair and

storage was approximately $8,049.

2010 Polaris Razor

7. The Receiver determined that the value of the Polaris Razor was approximately

$7,500 and negotiated with the mechanic to accept ownership of the Polaris Razor in exchange

for the $8,049 amount due and release the other vehicles. The Receiver requests the Court to

confirm turning over the 2010 Polaris Razor to the mechanic to settle all amounts due.

2009 Yamaha Raptor 700

8. The Receiver advertised this vehicle in all-terrain vehicle web - sites and papers, but

received few offers. The Receiver ultimately sold the vehicle for a net recovery of $4,050, close

to the market value.

2009 Polaris Phoenix 200

9. The Receiver advertised this vehicle in all-terrain vehicle websites and papers, but

received no offers. The Receiver determined there was no retail interest in the vehicle, and sold

I it to a vehicle wholesaler for a net recovery of $1,225.

2010 Zieman Customer Trailer F816

10. The Receiver advertised the trailer in all-terrain vehicle websites and papers, but

received no offers. The Receiver determined there was no retail interest in the trailer, and sold it

I to a vehicle wholesaler for a net recovery of $1,250.

Real Property

39 Cassis Circle, Rancho Mirage, California

11. This property (the "Rancho Mirage Property") is a five year old, 4 bedroom, 4.5

bathroom, 3,772 square-foot single story, single family residence located near Palm Springs,

California. The Desert Heat Trust held title to the Rancho Mirage Property and, after reviewing

1399286 (5818-8) -3-


1 the Stipulated Order, the trustee transferred title to the Receiver. The house originally sold in

2 2008 for $1,428,000.

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12. The Court approved the sale of the Rancho Mirage Property, and the receivership

4 I estate received net sale proceeds of $63,610 after payoff of the first trust deed secured loan,

5 I deductions for several delinquent items (including property taxes), and sales commissions.

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761 Mandalay Beach Road, Oxnard, California

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13. This property (the "Oxnard Property") is a three-year old, 3 bedroom, 4 bathroom,

8 3,539 square-foot, three story, single-family beach-house residence with an ocean view located

9 on the sand in Oxnard, California. The Oxnard Property and the improvements are in good

10 condition and are reasonably comparable with other on-market properties in the neighborhood.

The land on which the home was built originally sold in 2007 for $2,500,000.

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14. On February 7, 2013, the Court approved a termination of the stay imposed by the

13 Receivership Order, pursuant to which the secured lender was permitted to complete its

14 foreclosure of the Oxnard Property in exchange for a payment of $50,000 to the receivership

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estate. CI)

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Other Non-Cash Assets With a Market Value Greater Than $50,000

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15. Defendant Michael Moneymaker stated he did not have any other non-cash assets

18 with a market value greater than $50,000. The Receiver did not locate any other non-cash assets

19 with a market value greater than $50,000 that belonged to any of the defendants or the

20 I Receivership Defendants.

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Evaluation of Two Pre-Receivership Judgments

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16. During the course of the receivership, the Receiver learned of two default

231 judgments entered against certain of the Receivership Defendants or against property belonging

24 to such Receivership Defendants.

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17. In one case, a former credit card processor in Illinois obtained a judgment for

26 $393,000 in October 2008 against Stored Value Marketing, Inc., Defendant Michael

27 Moneymaker, and Claudia Alvarez, in the State of Illinois. This judgment was then

28 domesticated in the Superior Court for the County of San Diego, California, and created a

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judgment lien against the Oxnard Property, which was legally titled in Claudia Alvarez’s name.

The Receiver, with the assistance of its counsel, initially attempted to negotiate a settlement of

the judgment lien that would have permitted the Oxnard Property to be marketed and sold with a

meaningful return to the receivership estate. However, although the judgment creditor initially

agreed to accept a discounted payoff, it subsequently reneged on this agreement. Instead, the

Receiver negotiated an agreement with the secured lender on the Oxnard Property pursuant to

which the Receiver would obtain relief from the stay injunction to allow the secured lender to

complete its non-judicial foreclosure of the Oxnard Property, thereby extinguishing the junior

judgment lien, in exchange for the payment of $50,000 to the receivership estate. The Receiver’s

counsel assisted in the preparation of the necessary pleadings to effectuate the terms of the

agreement.

18. In the second instance, an individual in Michigan obtained a judgment for

$59,000 in November 2008 against Fortress Secured, ’Inc. and others for violating the Michigan

Home Solicitation Sales Act. The Receiver’s office has completed a nationwide search of the

Secretaries of States, including the states of California, Illinois, and Michigan, and has not

located any judgment lien on personal assets of any Receivership Defendant filed with any

Secretary of State; nor is there any indication that the Michigan judgment has been domesticated

in the State of California, or that any judgment lien was created thereby against any real property

belonging to any of the Receivership Defendants.

Report Of Receivership Receipts And Disbursements

19. As discussed above, the receivership estate has been impacted by limited assets,

many of which were highly leveraged with very little equity, and one of which was further

burdened with a pre-receivership judgment. The financial complications and physical conditions

of the real estate assets required substantial activity, discussions, and negotiations while

marketing the properties. For example, the Receiver’s staff and professionals dedicated

extensive time to analyzing and crafting possible options to recover any equity from the Oxnard

Property.

20. Additionally, the Receiver learned that Defendants formed, operated, and

1399286 (5818-8) -5-


discarded numerous entities as part of an apparent pattern and practice to insulate and disguise

themselves from the public and others. The business and accounting records were marginally

maintained with numerous co-mingled and cross-entity transactions. There also appeared to be

many payments to the Defendants, insiders, and affiliated entities originating from numerous

entities and accounts.

21. Consequently, in the first four months after its appointment, the receivership

estate incurred about $38,000 in expenses for forensic accountants to reconstruct records for the

Receiver’s first report and to complete and maintain proper accounting records. The receivership

estate also provided $41,000 to the Defendants for court-approved legal fees.

22. From the inception of the receivership on March 29, 2011, through December 31,

2011, the receivership estate collected $127,349 from banks, credit card processors and others.

Part of that money collected included a reserve balance of $50,999 from Check Gateway, a credit

card processor for a third-party program marketed by Receivership Defendants. The Receiver

confirmed that the third-party program transferred the reserve balance to the Defendants to pay

for customer service charges, and Check Gateway turned over the remaining reserve balance to

the Receiver.

23. Total receivership fees, including forensic accounting fees, amounted to $86,332.

The Receiver’s legal expenses amounted to $19,347, and Defendants’ legal fees were an

additional $40,839. Thus, total expenses exceeded the total receipts, resulting in a deficit of

I $23,387 as of December 31, 2011.

24. From January 1, 2012 through February 28, 2013 the receivership estate collected

$122,725 from selling and liquidating the two real properties and the personal property described

above. Marketing costs and other expenses to maintain the assets totaled $12,731. Receivership

fees to complete these activities totaled $48,452 and necessitated legal fees and costs in the

amount of $20,280. Thus, the receivership estate’s total expenses during this period were

$85,913, resulting in a surplus of $36,812 for the 14-month period, eliminating the prior period’s

deficit, and creating a small surplus of $13,425 as of February 28, 2013.

25. However, estimated expenses of $15,837 to close the receivership estate -

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1 I consisting primarily of receivership fees for the preparation of the final report and accounting

2 and any necessary court appearance, the preparation of final tax returns, and final legal expenses,

3 will likely consume the small surplus of $13,425 and create a final deficit of $2,412, which the

4 Receiver will absorb. If the final expenses prove less than the above estimate such that a final

5 surplus is created, the Receiver intends to forward any such remaining surplus to the Plaintiff

6 Federal Trade Commission as directed by the court in the Stipulated Order.

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26. The Receiver’s Final Report and Final Accounting are attached hereto as

8 I composite Exhibit 4".

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27. The fees of the Receiver, its members and staff, are described in the billing

10 records attached hereto as composite Exhibit "2".

28. As a member of Robb Evans & Associates LLC, I am familiar with the methods

and procedures used by the Receiver and its staff and employees to record the time spent

rendering services to receivership estates over which thc Receiver has been appointed. The

records attached hereto as and/or contained within Exhibits 1 and 2 are regularly prepared by the

members, staff and employees of the Receiver at or about the time of the services rendered and

each of whom has a business duty to accurately record the information regarding their services

set forth in these records. The records are reviewed by the Receiver’s accounting staff and

summarized in the Receivership Administrative Expenses and Fund Balance, attached hereto as

Exhibit 1-2.

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29. Based upon my experience with Robb Evans & Associates LLC, I believe the

21 Receiver’s methods and procedures for recording and accounting for time and services for the

22 receivership estates over which Robb Evans & Associates LLC have been appointed are reliable

23 and accurate.

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30. There are numerous potential interested parties and creditors of the receivership

25 estate. There were thousands of consumers who did business with one or more of the

26 Receivership Entities. There are also numerous potential non-consumer creditors of the

27 Receivership Defendants. Although it is unclear if all of the consumers are creditors of the

28 estate, they are potential creditors in the estate, and under Local Rule 66-5 may be considered

1399286 (5818-8) -7-


1 "interested parties" who should be served with notice of the hearing on this Motion. If the

2 Receiver is required to give notice to all of these persons, such a requirement would be

3 burdensome, time-consuming and expensive for the receivership estate, forcing the estate to

4 incur substantial photocopying and postage costs. The Receiver will cause a copy of this Motion

5 to be posted on the Receiver’s website at www.robbevans.com/html/belfortcv.html, where

6 interested parties and creditors may review it in its entirety, exclusive of the voluminous time

7 records, The Receiver will also provide copies of the Motion to any interested party upon receipt

8 of a written request which may be directed to the Receiver as set forth in the Notice of Motion.

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31. I declare under penalty of perjury that the foregoing is true and correct under the

10 laws of the State of Nevada.

Executed this 10 day of May, 2013, in Sun Valley, California.

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/L O AA ZkM (Ll)J KENTON(HNSON

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399286 (5818-8) -8-


EXHIBIT 1

EXHIBIT 1

Case 2:11-cv-00461-JCM-CWH Document 120-1 Filed 05/22/13 Page 1 of 23

ROBB EVANS & ASSOCIATES LLC Receiver of

Belfort Capital Ventures, Inc. et al.

FINAL REPORT OF RECEIVER’S ACTIVITIES AND REQUEST FOR APPROVAL OF FINAL REPORT & ACCOUNTING

February 28, 2013

This is the Final Report and Accounting to the Court. The Receiver’ has completed its duties required by the Orders issued by this Court. This report describes the activities of the Receiver from April 12, 2011 through February 28, 2013. The Receiver completed its report of initial activities in the Report of Temporary Receiver’s Activities March 29, 2011 through April 11, 2011. The Receiver has now sold or resolved all assets that were directed to be sold in the Stipulated Order for Injunction and Monetary Judgment entered January 24, 2012 (Stipulated Order).

Summary of Activities

After the Preliminary Injunction was entered on April 15, 2011, the parties began to discuss a settlement. The discussions lead to an agreement which was approved by the parties and this Court. The Court issued a Stipulated Order that directed the Defendants to turn over certain assets to the Receiver for liquidation and to assist the Receiver as required with selling the assets. The assets include the following real and personal property items.

All-Terrain Vehicles Defendant Michael Bruce Moneymaker (Moneymaker) responded to the Receiver’s request to surrender a 2010 Polaris Razor, a 2009 Polaris Phoenix 200, a 2009 Yamaha Raptor 700, and a 2010 Zieman Customer Trailer F816 by providing a phone number of a mechanic. The mechanic told the Receiver that Moneymaker delivered the Polaris Razor to him for repair after an accident. The 2009 Polaris Phoenix 200 and the 2009 Yamaha Raptor 700 were stored on the 2010 Zieman Customer Trailer with the 2010 Polaris Razor, and all vehicles remained at the mechanic’s location. The mechanic stated that his bill for partial repair and storage was approximately $8,049.

Reference to the Receiver in this report means the Receiver, the Receiver’s Deputies, its staff, and its counsel.

Page 1 of 1


2010 Polaris Razor The Receiver determined that the value of the Polaris Razor was approximately $7,500 and negotiated with the mechanic to accept ownership of the Polaris Razor in exchange for the $8,049 amount due and release the other vehicles. The Receiver requests the Court to confirm turning over the 2010 Polaris Razor to the mechanic to settle all amounts due.

2009 Yamaha Raptor 700 The Receiver advertised this vehicle in all-terrain vehicle websites and papers, but received few offers. The Receiver ultimately sold the vehicle for a net recovery of $4,050, close to the market value.

2009 Polaris Phoenix 200 The Receiver advertised this vehicle in all-terrain vehicle websites and papers, but received no offers. The Receiver determined there was no retail interest in the vehicle, and sold it to a vehicle wholesaler for a net recovery of $1,225.

2010 Zieman Customer Trailer F816 The Receiver advertised the trailer in all-terrain vehicle websites and papers, but received no offers. The Receiver determined there was no retail interest in the trailer, and sold it to a vehicle wholesaler for a net recovery of $1,250.

39 Cassis Circle, Rancho Mirage, California Subject property is a five year old, 4 BR 4.5 BA, 3,772 square-foot single story, single family residence located near Palm Springs, California. The Desert Heat Trust held title to the property and, after reviewing the Stipulated Order, the Trustee transferred title to the Receiver. The house originally sold in 2008 for $1,428,000.

Under Tab 1 are the full details of the appraisal process and the marketing activities and results for the property that were completed by the Receiver’s real estate broker. The attachment includes the complete details of the eventual sale of the property for $899,000.

The receivership estate received net sale proceeds of $63,610 after payoff of the first trust deed secured loan, deductions for several delinquent items including property taxes, and sales commissions.

761 Mandalay Beach Road, Oxnard, California The subject property is a three-year old, 313R, 4BA, 3,539 square-foot three story, single family beach house residence with an ocean view located on the sand in

Page 2 of 2


Oxnard, California. The property and the improvement are in good condition and are reasonably comparable with other on-market properties in the neighborhood. The land on which the home was built originally sold in 2007 for $2,500,000.

Under Tab 1 are the full details of the appraisal process and the marketing activities and results for the property that were completed by the Receiver’s real estate broker and the Receiver. The attachment includes the complete details of the eventual release of the property from the Stay of Action in exchange for a payment of $50,000.

Any Other Non-Cash Asset With a Market Value Greater Than $50,000 Defendant Michael Moneymaker stated he did not have any other non-cash assets with a market value greater than $50,000. The Receiver did not locate any other non-cash assets with a market value greater than $50,000 that belonged to any of the defendants.

Evaluation of Two Pre-Receivership Judgments

The Receiver learned of two default judgments entered against receivership defendants. A former credit card processor in Illinois obtained a judgment for $393,000 in October 2008 against Stored Value Marketing, Inc., which was entered in the Superior Court, County of San Diego. When the lender completed a non-judicial foreclosure of the Oxnard property, the junior judgment lien against the property was extinguished. An individual in Michigan obtained a judgment for $59,000 in November 2008 against Fortress Secured, Inc. and others for violating the Michigan Home Solicitation Sales Act. There is no record that the Michigan judgment has been entered in the Superior Court of California.

The Receiver’s office has completed a nationwide search of the Secretaries of States, including the states of California, Illinois, and Michigan, and has not located any Judgment Lien of personal assets filed with any Secretary of State.

Report of Receivership Receipts and Disbursements

As this report discussed above, the receivership estate has been impacted by limited assets, many of which were highly leveraged with very little equity, and were further burdened with pre-receivership judgments. The financial complications and physical conditions of the real estate assets required substantial activity, discussions, and negotiations while marketing the properties. The Receiver’s staff dedicated extensive time to analyzing and crafting possible options to recover any equity from the Mandalay Beach Road property.

Page 3 of 3


Additionally, the Defendants formed, operated, and discarded numerous entities as part of the pattern and practice to insulate and disguise themselves from the public and others. The business and accounting records were marginally maintained with numerous co-mingled and cross-entity transactions. There were also many payments to the Defendants, insiders, and affiliated entities originating from numerous entities and accounts.

Consequently, in the first four months after appointment, the receivership incurred about $38,000 of expense for forensic accountants to reconstruct records for the Receiver’s first report and to complete and maintain proper accounting records. The receivership also provided $41,000 to the Defendants for court-approved legal fees.

From the inception of the receivership, March 29, 2011, through December 31, 2011 the receivership collected $127,349 from banks, credit card processors and others. Part of that money collected included a reserve balance of $50,999 from Check Gateway, a credit card processor for a third-party program marketed by receivership defendants. The Receiver confirmed that the third-party program transferred the reserve balance to the Defendants to pay for customer service charges. Check Gateway turned over the remaining reserve balance to the Receiver.

Total receivership fees including forensic accounting fees were $86,332. Receivership legal expenses were $19,347 and Defendants’ legal fees were an additional $40,839. Total expenses exceeded receipts and created a deficit of $23,387 at December 31, 2011.

From January 1, 2012 through February 28, 2013 the receivership collected $122,725 from selling and liquidating two houses and personal property described earlier. Marketing costs and other expenses to maintain the assets totaled $12,731. Receivership fees to complete these activities totaled $48,452 and also required legal fees and costs of $20,280. The total receivership expenses were $85,913 leaving a surplus of $36,812 for the 14-month period, eliminating the prior period deficit, and creating a small surplus of $13,425 as of February 28, 2013.

However, estimated expenses of $15,837 to close the estate, primarily receivership fees for the final report and accounting and court appearance, final tax returns, and final legal expenses, will consume the small surplus of $13,425 and create a final deficit of $2,412, which the Receiver will absorb. If any of the estimated closing expenses are not used and a final surplus is created, the Receiver will then forward any remaining surplus to the plaintiff Federal Trade Commission as directed by the court

Page 4 of 4


in its January 24, 2012 Order. Under Tab 2 is the Receivership Administration Expenses & Fund Balance by Year and by Month with estimated expenses to close.

Request of the Court to Close the Receivership Estate

The Receiver requests that the Court:

1. Approve and ratify the activities and requests of the Receiver; including turning over the 2010 Polaris Razor to the mechanic to settle all amounts due,

2. Approve the fees and expenses of the receivership estate described in the final accounting, including the fees and expenses of the Receiver and its attorneys;

3. Authorize the Receiver to shred all documents of the receivership defendants; 4. Discharge the Receiver and its member, officers, employees, agents, attorneys

and representatives, relieve all duties, liabilities, and responsibilities in this proceeding, and exonerate the Receiver’s Bond;

5. Authorize the Receiver to apply the remaining estate funds to the Receiver’s fees and expenses and legal expenses. The Receiver will absorb the resulting deficit of $2,412.

Respectfully submitted,

/s/

Robb Evans & Associates LLC Receiver

Page 5 of 5


EXHIBIT 1-1

EXHIBIT 1-1


Details of the Appraisal Process and the Marketing Activities and Results for 761 Mandalay Beach Road, Oxnard, California

The Receiver obtained a qualified appraisal of the property in March, 2012 that concluded a fair market value of $2,525,000. In March, 2012 the total current delinquent taxes were $134,676, the total of mortgage principal, regular (non-default) interest, and allowed fees was $1,948,638, and projected sales commissions were about $150,000. The total of the encumbrances and sales commissions was $2,238,315, indicating available equity for the receivership estate of $361,685 at a sale price of $2.6 million, or $173,685 at a sale price of $2.4 million. The Defendant had believed the property was worth $3.0 million.

The Receiver engaged a local qualified realtor to market the property. The Receiver set the initial listing price at $2,600,000 based on the appraised value and data about other comparable properties. The realtor held open houses every Saturday and Sunday throughout the listing period and completed local as well as targeted out-of-town advertising. After 60 days of marketing, the realtor did not receive any purchase offers. Additionally, there were no substantial expressions of interest generated from the multiple open houses and internet and print advertising. The Receiver then reduced the listing price by $171,000 or 7% to $2,429,000. Shortly after reducing the price a buyer submitted an offer for $1,625,000 and, when rejected, increased it to $1,825,000. The encumbrances and sales commissions had now grown beyond the initial total of $2,238,315.

In September, 2012 after six months of marketing, the Receiver again lowered the list price and set the reduced price at $2,350,000. In six months, after reducing the listing price by an additional $79,000, or 3% of the original listing, the Receiver had now lowered the original list price by $250,000, or 10% of the original listing. The new pricing, along with continued open houses and other marketing, did not attract any new offers. However, the existing and only interested buyer increased its offer to $2,000,000 and did not respond to the Receiver’s counter offer of $2,350.000.

By the end of October, 2012 the Receiver had not received any additional offers or expressions of interest beyond the pending $2.0 million offer from the only interested party. At that time, the unpaid property taxes had increased to $162,312, and the total mortgage principal, regular (non-default) interest, and allowed fees was now $2,081,953.

The total of the encumbrances and sales commissions was now $2,385,265, about $147,000 higher than the original total six months earlier. Additionally, the Receiver learned about an out-of-state judgment lien recorded on the property for about

Page 1 of 1


$395,000. There was some discussion with the judgment creditor to settle the amount for about $35,000 but a settlement was never reached or concluded.

The existing loan on the property was delinquent about two years and the note holder had previously begun a non-judicial foreclosure, which was stayed by the Court’s orders. The Receiver discussed discounted payoff options with the lien holder to try to create some equity for the receivership estate with a sharply reduced sale price. After three-party discussions with the Federal Trade Commission, the note holder, and the Receiver, the Receiver and the note holder agreed upon a resolution.

The Receiver agreed that the note holder, with court approval, could complete a non-judicial foreclosure and market the property. The note holder agreed that it would share with the Receiver 50%, up to the first $100,000, of the net sale proceeds after selling expenses and the principal of $1,700,000. Under this scenario, a sale price of $2,150,000 would generate at least $100,000 of net sale proceeds from which to pay the receivership estate $50,000. The note holder believed he could locate a buyer and complete a sale for approximately $2,150,000.

The Receiver requested and the Court approved releasing the property at 761 Mandalay Beach Road, Oxnard, California from the Stay of Action and to allow the existing note holder to complete a non-judicial foreclosure. The Receiver confirmed the property went into escrow with a sale price of $2,175,000 and reviewed and confirmed the detailed selling expenses included in the proposed Sellers Escrow Statement were reasonable. The Receiver followed the escrow progress and collected the agreed-upon $50,000 settlement payment at the close of escrow.

Page 2 of 2


Details of the Appraisal Process and the Marketing Activities and Results for 39 Cassis Circle, Rancho Mirage, California

The Receiver obtained a qualified appraisal of the property in March, 2012 that concluded a fair market value of $970,000. The Receiver also solicited and obtained three Opinions of Value from local qualified real estate brokers. Two of the Opinions of Value ranged between $960,000 and $985,000 and the third ranged from $999,000 to$1,050,000. The Receiver selected a longtime broker who had sold several homes in the development before the onset of the real estate down-turn and agreed to an initial listing price of $999,000.

The Receiver’s broker held open houses every Saturday and Sunday for over six months and conducted local as well as targeted out of town advertising to prospects in the colder areas of the United States and Canada. However, during the six-month marketing period, the Receiver was presented with only one offer for $850,000. The buyer did not respond to the Receiver’s counter offer of $989,000.

When there was no further interest shown in the property, the Receiver agreed to reduce the listing price by 7°/h to $929,000. Subsequently there were two offers, one in the amount of $905,000 which was quickly withdrawn by the potential buyer. The Receiver negotiated the other offer from the initial amount of $850,000 to $899,000. The Receiver then sought and received approval from this court to complete the sale.

The Receivership Estate received net sale proceeds of $63,610 after deductions for several delinquent items. The deductions included defaulted property taxes from 2010 forward, $30,850, payoff of the delinquent first trust deed secured loan, including regular (non-default) interest and allowed fees, and insurance advances, $734,950, Home Owner’s Association assessments from 2010, including negotiated foreclosure and legal fees, $8,100, and 6.0% real estate commission, $53,940.


EXHIBIT 1-2

EXHIBIT 1-2


ROBB EVANS and ASSOCIATES, LLC Receiver of


Receivership Administration Expenses & Fund Balance by Year From Inception (March 29, 2011) to February 28, 2013 and Estimate to Close

Previously

Reported and 6/1/11- 1/1/12- 1/1/13- 6/1/11- Estimate Approved 12/31/11 12/31/12 2/28/13 2/28/13 to Close TOTAL

Funds Transferred In

Checkgateway, LLC

Nevada State Bank

Chase JP Morgan

Bank of America

Total Funds Transferred In

Sale of Assets

Mandalay Beach Property-Oxnard

Cassis Property-Rancho Mirage

ATV Polaris

ATV Yamaha

Zeman Trailer

Total Sale of Assets

Auction Proceeds

Cash

McDermott Will & Emery LLP

Willow Systems Corporation

Misc. Income

Total Funds Collected

Expense

Court Approve Defense Legal Fee

Asset Preservation

Advertising

Utilities

Appraisals

Tree Trimming

Repair & Maintenance

Postage Fee

Outside Help

Total Asset Preservation

0.00 50,999.44 0.00 0.00 50,999.44 0.00 50,999.44

13,501.01 0.00 0.00 0.00 0.00 0.00 13,501.01

20,273.23 0.00 0.00 0.00 0.00 0.00 20,273.23

0.00 0.00 100.00 0.00 100.00 0.00 100.00

33,774.24 50,999.44 100.00 0.00 51,099.44 0.00 84,873.68

0.00 0.00 0.00 50,000.00 50,00000 0.00 50,000.00

0.00 0.00 63,401.58 208.00 63,609.58 0.00 63,609.58

0.00 0.00 1,225.00 0.00 1,225.00 0.00 1,225.00

0.00 0.00 4,050.00 0.00 4,050.00 0.00 4,050.00

0.00 0.00 1,250.00 0.00 1,250.00 0.00 1,250.00

0.00 0.00 69,926.58 50,208.00 120,134.58 0.00 120,134.58

0.00 0.00 2,290.75 0.00 2,290.75 0.00 2,290.75

183.37 0.00 0.00 0.00 0.00 0.00 183.37

40,860.54 0.00 0.00 0.00 0.00 0.00 40,860.54

300.00 0.00 0.00 0.00 0.00 0.00 300.00

0.00 1,231.80 144.64 54.74 1,431.18 23.40 1,454.58

75,118.15 52,231.24 72,461.97 50,262.74 174,955.95 23.40 250,097.50

0.00 40,838.59 0.00 0.00 40,838.59 0.00 40,838.59

0.00 0.00 211.00 0.00 211.00 0.00 211.00

0.00 0.00 4,280.71 209.92 4,490.63 0.00 4,490.63

0.00 0.00 1,450.00 0.00 1,450.00 0.00 1,450.00

0.00 0.00 1,450.00 0.00 1,450.00 0.00 1,450.00

0.00 445.70 5,129.74 0.00 5,575.44 0.00 5,575.44

14.18 11.77 0.00 0.00 11.77 0.00 25.95

449.41 0.00 0.00 0.00 0.00 0.00 449.41

463.59 457.47 12,521.45 209.92 13,188.84 0.00 13,652.43

Page 1 of 3


ROBB EVANS and ASSOCIATES, LLC

Receiver of



Previously Reported and 6/1/11- 1/1/12- 1/1/13- 6/1/11- Estimate

Approved 12/31/11 12/31/12 2/28/13 2/28/13 to Close TOTAL

Receivership Fees & Costs

Receivership Fees

Receiver

K. Johnson

B. Kane

V. Miller

A.Jen

Total Receiver

Senior & Accounting Staff

C. DeCius

C. Callahan

L. Lee

F. Jen

J. Dadbin

N. Wolf

W. Wolf

Total Senior & Accounting Staff

IT Management

K. Chapin

E. Roop

Total IT Management

Supporting Staff

1,549.80 718.20 15,535.80 1,171.80 17,425.80 4,158.00 23,133.60

8,050.00 700.00 200.00 0.00 900.00 0.00 8,950.00

9,336.60 3,213.00 850.50 0.00 4,063.50 0.00 13,400.10

2,286.90 1,001.70 283.50 0.00 1,285.20 943.00 4,517.10

21,223.30 5,632.90 16,869.80 1,171.80 23,674.50 5,103.00 50,000.80

0.00 0.00 144.00 0.00 144.00 0.00 144.00

0.00 75.60 16,556.40 0.00 16,632.00 0.00 16,632.00

6,142.50 2,381.40 1,742.90 18.90 4,143.20 189.00 10,474.70

13,834.80 20,355.30 37.80 0.00 20,393.10 0.00 34,227.90

895.00 1,470.00 7,440.00 310.00 9,220.00 500.00 10,615.00

525.00 115.00 10.00 0.00 125.00 0.00 650.00

552.50 297.50 0.00 0.00 297.50 0.00 850.00

21,949.80 24,694.80 25,931.10 328.90 50,954.80 689.00 73,593.60

385.93 57.67 164.14 0.00 221.81 133.08 740.82

8,337.50 2,000.00 2,787.30 0.00 4,787.50 0.00 13,125.00

8,723.43 2,057.67 2,951.64 0.00 5,009.31 133.08 13,865.82

1,331.30 718.40 1,159.50 39.40 1,917.30 290.00 3,538.60

Total Receivership Fees

53,227.83 33,103.77 46,912.04

1,540.10 81,555.91

6,215.08 140,998.82

Receivership Costs

Tax Preparation

Travel Expense

Court Record

Re-production Cost

Bond Services

Bank Fees

0.00 0.00 3,538.61 0.00 3,538.61 7,000.00 10,538.61 1,641.12 63.25 312.82 0.00 376.07 0.00 2,017.19

0.00 11.24 0.00 0.00 11.24 0.00 11.24

0.00 181.08 0.00 0.00 181.08 0.00 181.08

617.00 0.00 100.00 0.00 100.00 100.00 817.00

0.00 0.00 12.00 0.00 12.00 0.00 12.00

Page 2 of 3





Previously Reported and 6/1/11- 1/1/12- 1/1/13- 6/1/11- Estimate

Approved 12/31/11 12/31/12 2/28/13 2/28/13 to Close TOTAL Telephone 6938 142.53 281.63 44.73 468.89 30.00 568.27 Postage /Delivery 140.68 1.65 127.28 4.11 133.04 15.00 288.72 Property Search 124.28 305.75 27.16 0.00 332.91 0.00 457.19 Misc. 0.00 0.00 0.80 0.00 0.80 0.00 0.80

Total Receivership Costs 2,592.46 705.50 4,400.30 48.84 5,154.64 7,145.00 14,892.10

Legal Fees & Costs

Kolesar & Leatham

Legal Fees 8,490.75 8,211.00 16,727.50 2,382.50 27,321.00 2,500.00 38,311.75 Legal Costs 620.37 2,025.23 1,110.73 59.55 3,195.51 0.00 3,815.88

Total Kolesar & Leatham 9,111.12 10,236.23 17,838.23 2,442.05 30,516.51 2,500.00 42,127.63

Total Legal Fees & Costs 9,111.12 10,236.23 17,838.23 2,442.05 30,516.51 2,500.00 42,127.63

Total Receivership Fees & Costs 64,931.41 44,045.50 69,150.57 4,030.99 117,227.06 15,860.08 198,018.55

Total Expense 65,395.00 85,341.56 81,672.02 4,240.91 171,254.49 15,860.08 252,509.57

Fund Balance 9,723.15 (33,110.32) (9,210.05) 46,021.83 3,701.46 (15,836.68) (2,412.07)

Page 3 of



Receiver of Belfort Capital Ventures, Inc. et al.

Receivership Administration Expenses & Fund Balance by Month From Inception (March 29, 2011) to February 28, 2013 and Estimate to Close

Previously

Reported and

Approved Jun 3O,11 Jul 31,11 Aug 3l,11 Sep 3O,11 Oct 3l,11 Nov 3O,11 Dec 3l,11 Jan 3l,12


Checkgateway, LLC 0.00 0.00 50,999.44 0.00 0.00 0.00 0.00 0.00 0.00

Nevada State Bank 13,501.01 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Chase JP Morgan 20,273.23 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Bank of America 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Funds Transferred In 33,774.24 0.00 50,999.44 0.00 0.00 0.00 0.00 0.00 0.00

Sale of Assets

Mandalay Beach Property-Oxnard 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Cassis Property-Rancho Mirage 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

ATV Polaris 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

ATV Yamaha 0.00 0.00 0.00 0.00 0.00 0.00 0.00 000 0.00

Zeman Trailer 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Sale of Assets 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Auction Proceeds 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Cash 183.37 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

McDermott Will & Emery LLP 40,860.54 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Willow Systems Corporation 300.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Misc. Income 0.00 0.00 398.45 833.35 0.00 0.00 0.00 0.00 0.00

Total Funds Collected 75,118.15 0.00 51,397.89 833.35 0.00 0.00 0.00 0.00 0.00

Expense

Court Approve Defense Legal Fee 0.00 0.00 40,838.59 0.00 0.00 0.00 0.00 0.00 0.00

Asset Preservation

Advertising 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Utilities 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Appraisals 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Tree Trimming 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Repair & Maintenance 0.00 445.70 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Postage Fee 14.18 0.00 0.00 11.77 0.00 0.00 0.00 0.00 0.00 Outside Help 449.41 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Asset Preservation 463.59 445.70 0.00 11.77 0.00 0.00 0.00 0.00 0.00

Page 1 of



Receiver of



Previously Reported and

Approved fun 3O,11 Ju131,11 Aug 3l,11 Sep 3O,11 Oct 3l,11 Nov 3O,11 Dec 3l,11 Ian 3l,12


Receivership Fees

Receiver

K.Johnson 1,549.80 0.00 0.00 0.00 0.00 529.20 189.00 0.00 151.20

B. Kane 8,050.00 225.00 150.00 25.00 0.00 300.00 0.00 0.00 25.00

V. Miller 9,336.60 1,852.20 189.00 415.80 0.00 680.40 75.60 0.00 567.00

A.Jen 2,286.90 491.40 283.50 18.90 113.40 94.50 0.00 0.00 18.90

Total Receiver 21,223.30 2,568.60 622.50 459.70 113.40 1,604.10 264.60 0.00 762.10


C. DeCius 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

C. Callahan 0.00 0.00 0.00 0.00 0.00 75.60 0.00 0.00 0.00

L. Lee 6,142.50 774.90 340.20 869.40 359.10 37.80 0.00 0.00 18.90

F.Jen 13,834.80 9,695.70 6,766.20 718.20 56.70 3,024.00 94.50 0.00 0.00

J. Dadbin 895.00 500.00 335.00 360.00 155.00 85.00 5.00 30.00 100.00

N. Wolf 525.00 85.00 10.00 5.00 0.00 15.00 0.00 0.00 0.00

W. Wolf 552.50 297.50 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Senior & Accounting Staff 21,949.80 11,353.10 7,451.40 1,952.60 570.80 3,237.40 99.50 30.00 118.90

IT Management

K. Chapin 385.93 0.00 0.00 57.67 0.00 0.00 0.00 0.00 0.00

E. Roop 8,337.50 1,250.00 0.00 750.00 0.00 0.00 0.00 0.00 350.00

Total IT Management 8,723.43 1,250.00 0.00 807.67 0.00 0.00 0,00 0.00 350.00

Supporting Staff

K. Wolf 288.00 394.00 0.00 0.00 0.00 0.00 0.00 0.00 32.00 Supporting Staff- Other 1,043.30 92.40 63.20 75.00 15.00 46.90 31.90 0.00 36.00

Supporting Staff 1,331.30 486.40 63.20 75.00 15.00 46.90 31.90 0.00 68.00

Total Receivership Fees 53,227.83 15,658.10 8,137.10 3,294.97 699.20 4,888.40 396.00 30.00 1,299.00

Receivership Costs

Tax Preparation 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Travel Expense 1,641.12 0.00 63.25 0.00 0.00 0.00 0.00 0.00 0.00

Page 2 of 9





Previously Reported and

Approved Jun 3O,11 Ju131,11 Aug 3i,11 Sep 3O,11 Oct 3l,11 Nov 3O,11 Dec 3l,11 Jan 3l,12 Court Record 0.00 0.00 11.24 0.00 0.00 0.00 0.00 0.00 0.00

Re-production Cost 0.00 157.12 23.96 0.00 0.00 0.00 0.00 0.00 0.00

Bond Services 617.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Bank Fees 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Telephone 69.38 53.81 29.45 12.03 13.91 17.43 15.90 0.00 18.07

Postage /Delivery 140.68 (1.55) 1.32 0.00 0.00 0.00 1.88 0.00 0.00

Property Search 124.28 238.74 58.97 0.00 0.00 8.04 0.00 0.00 0.00

Misc. 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Receivership Costs 2,592.46 448.12 188.19 12.03 13.91 25.47 17.78 0.00 18.07

Legal Fees & Costs

Kolesar & Leatham

Legal Fees

Legal Costs

Total Kolesar & Leatham

Total Legal Fees & Costs

Total Receivership Fees & Costs

Total Expense

Fund Balance

8,490.75 1,795.00 3,570.50 2,631.50 70.00 144.00 0.00 0.00 180.00

620.37 717.70 785.92 393.20 103.86 24.55 0.00 0.00 0.70

9,111.12 2,512.70 4,356.42 3,024.70 173.86 168.55 0.00 0.00 180.70

9,111.12 2,512.70 4,356.42 3,024.70 173.86 168.55 0.00 0.00 180.70

64,931.41 18,618.92 12,681.71 6,331.70 886.97 5,082.42 413.78 30.00 1,497.77

65,395.00 19,064.62 53,520.30 6,343.47 886.97 5,082.42 413.78 30.00 1,497.77

9,723.15 (19,064.62)(2,122.41) (5,510.12) (886.97) (5,082.42) (413.78) (30.00) (1,497.77)

Page 3 of



Receiver of



Feb 29, 12 Mar 3 1, 12 Apr 30, 12 May 31,12 Jun 30, 12 Jul 31, 12 Aug 31, 12 Sep 30, 12 Oct 31, 12


Checkgateway, LLC 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Nevada State Bank 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Chase JP Morgan 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Bank of America 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Funds Transferred In 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Sale of Assets

Mandalay Beach Property-Oxnard 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Cassis Property-Rancho Mirage 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 63,401.58

ATV Polaris 0.00 0.00 0.00 0.00 0.00 0.00 1,225.00 0.00 0.00

ATV Yamaha 0.00 0.00 0.00 0.00 4,050.00 0.00 0.00 0.00 0.00

Zeman Trailer 0.00 0.00 0.00 0.00 1,250.00 0.00 0.00 0.00 0.00

Total Sale of Assets 0.00 0.00 0.00 0.00 5,300.00 0.00 1,225.00 0.00 63,401.58

Auction Proceeds 0.00 1,886.50 404.25 0.00 0.00 0.00 0.00 0.00 0.00

Cash 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

McDermott Will & Emery LLP 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Willow Systems Corporation 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Misc. Income 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Funds Collected 0.00 1,886.50 404.25 0.00 5,300.00 0.00 1,225.00 0.00 63,401.58

Expense

Court Approve Defense Legal Fee 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Asset Preservation

Advertising 0.00 0.00 0.00 21100 0.00 0.00 0.00 0.00 0.00

Utilities 0.00 0.00 395.76 65587 1,129.03 489.33 473.22 445.67 291.06

Appraisals 0.00 1,450.00 0.00 000 0.00 0.00 0.00 0.00 0.00

Tree Trimming 0.00 350.00 450.00 000 200.00 250.00 0.00 200.00 0.00

Repair & Maintenance 0.00 0.00 777.00 510.00 600.00 1,977.29 220.00 145.00 900.45 Postage Fee 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Outside Help 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Asset Preservation 0.00 1,800.00 1,622.76 1,376.87 1,929.03 2,716.62 693.22 790.67 1,191.51

Page 4 of 9



Receiver of



Feb 29, 12 Mar 31, 12 Apr 30, 12 May 31, 12 Jun 30, 12 Jul 31, 12 Aug 31, 12 Sep 30, 12 Oct 31, 12


Receivership Fees

Receiver

K.Johnson 1,890.00 4,649.40 1,682.10 2,211.30 1,379.70 0.00 1,455.30 604.80 926.10

B. Kane 0.00 100.00 0.00 0.00 0.00 0.00 0.00 0.00 75.00

V. Miller 94.50 170.10 0.00 0.00 18.90 0.00 0.00 0.00 0.00 A.Jen 0.00 18.90 0.00 189.00 37.80 0.00 18.90 0.00 0.00

Total Receiver 1,984.50 4,938.40 1,682.10 2,400.30 1,436.40 0.00 1,474.20 604.80 1,001.10


C. DeCius 0.00 0.00 45.00 0.00 54.00 0.00 0.00 9.00 36.00

C. Callahan 699.30 3,780.00 1,644.30 2,343.60 3,685.50 1,663.20 94.50 359.10 1,965.60 L. Lee 37.80 56.70 1,553.90 0.00 0.00 0.00 18.90 0.00 37.80

F. Jen 0.00 37.80 0.00 0.00 0.00 0.00 0.00 0.00 0.00

J. Dadbin 110.00 2,350.00 0.00 1,630.00 1,080.00 395.00 425.00 255.00 560.00

N. Wolf 0.00 10.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 W. Wolf 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total Senior & Accounting Staff 847.10 6,234.50 3,243.20 3,973.60 4,819.50 2,058.20 538.40 623.10 2,599.40

IT Management

K. Chapin 0.00 0.00 70.98 0.00 93.16 0.00 0.00 0.00 0.00

E. Roop 2,437.50 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

Total IT Management 2,437.50 0.00 70.98 0.00 93.16 0.00 0.00 0.00 0.00

Supporting Staff

K. Wolf 116.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Supporting Staff- Other 108.90 76.90 261.00 189.20 115.90 42.40 45.40 51.60 27.20

Supporting Staff 224.90 76.90 261.00 189.20 115.90 42.40 45.40 51.60 27.20

Total Receivership Fees 5,494.00 11,249.80 5,257.28 6,563.10 6,464.96 2,100.60 2,058.00 1,279.50 3,627.70

Receivership Costs

Tax Preparation 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 3,538.61 Travel Expense 0.00 0.00 139.66 0.00 0.00 0.00 0.00 0.00 173.16

Page 5 of



Receiver of



Feb 29, 12 Mar 31, 12 Apr 30, 12 May 31, 12 Jun 30, 12 Jul 31, 12 Aug 31, 12 Sep 30, 12 Oct 31, 12

0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

100.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 12.00

20.89 24.67 24.25 2552 23.24 25.52 22.66 26.19 26.14

0.90 1.55 5.00 6.95 56.25 10.65 2.25 16.15 24.43

0.00 0.00 0.00 27.16 0.00 0.00 0.00 0.00 0.00

0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.80 0.00

121.79 26.22 168.91 59.63 79.49 36.17 24.91 43.14 3,774.34

0.00 170.00 6,020.00 1,18250 1,427.50 3,147.50 3,167.50 1,117.50 315.00

0.00 1.50 567.94 120.61 0.00 59.40 255.75 48.30 39.95

0.00 171.50 6,587.94 1,30311 1,427.50 3,206.90 3,423.25 1,165.80 354.95

0.00 171.50 6,587.94 1,30311 1,427.50 3,206.90 3,423.25 1,165.80 354.95

5,615.79 11,447.52 12,014.13 7,92584 7,971.95 5,343.67 5,506.16 2,488.44 7,756.99

5,615.79 13,247.52 13,636.89 9,30271 9,900.98 8,060.29 6,199.38 3,279.11 8,948.50

(5,615.79) (11,361.02) (13,232.64) (9,302.71) (4,600.98) (8,060.29) (4,974.38) (3,279.11) 54,453.08

Court Record

Re-production Cost

Bond Services

Bank Fees

Telephone

Postage/ Delivery

Property Search

Misc.

Total Receivership Costs

Legal Fees & Costs

Kolesar & Leatham

Legal Fees

Legal Costs

Total Kolesar & Leatham

Total Legal Fees & Costs


Total Expense

Fund Balance

Page 6 of



Receiver of



6/1/11- Estimate Nov 3O,12 Dec 3l,12 Ian 3l,13 Feb 28,13 2/28/13 to Close TOTAL


Checkgateway, LLC 0.00 0.00 0.00 0.00 50,999.44 0.00 50,999.44

Nevada State Bank 0.00 0.00 0.00 0.00 0.00 0.00 13,501.01

Chase JP Morgan 0.00 0.00 0.00 0.00 0.00 0.00 20,273.23

Bank of America 100.00 0.00 0.00 0.00 100.00 0.00 100.00

Total Funds Transferred In 100.00 0.00 0.00 0.00 51,099.44 0.00 84,873.68

Sale of Assets

Mandalay Beach Property-Oxnard 0.00 0.00 0.00 50,000.00 50,000.00 0.00 50,000.00

Cassis Property-Rancho Mirage 0.00 0.00 208.00 0.00 63,609.58 0.00 63,609.58

ATV Polaris 0.00 0.00 0.00 0.00 1,225.00 0.00 1,225.00

ATV Yamaha 0.00 0.00 0.00 0.00 4,050.00 0.00 4,050.00

Zeman Trailer 0.00 0.00 0.00 0.00 1,250.00 0.00 1,250.00

Total Sale of Assets 0.00 0.00 208.00 50,000.00 120,134.58 0.00 120,134.58

Auction Proceeds 0.00 0.00 0.00 0.00 2,290.75 0.00 2,290.75

Cash 0.00 0.00 0.00 0,00 0.00 0.00 183.37

McDermott Will & Emery LLP 0.00 0.00 0.00 0.00 0.00 0.00 40,860.54

Willow Systems Corporation 0.00 0.00 0.00 0.00 0.00 0.00 300.00 Misc. Income 144.64 0.00 0.00 54.74 1,431.18 23.40 1,454.58

Total Funds Collected 244.64 0.00 208.00 50,054.74 174,955.95 23.40 250,097.50

Expense

Court Approve Defense Legal Fee 0.00 0.00 0.00 0.00 40,838.59 0.00 40,838.59 Asset Preservation

Advertising 0.00 0.00 0.00 0.00 211.00 0.00 211.00

Utilities 141.22 259.55 59.29 150.63 4,490.63 0.00 4,490.63 Appraisals 0.00 0.00 0.00 0.00 1,450.00 0.00 1,450.00

Tree Trimming 0.00 0.00 0.00 0.00 1,450.00 0.00 1,450.00 Repair & Maintenance 0.00 0.00 0.00 0.00 5,575.44 0.00 5,575.44

Postage Fee 0.00 0.00 0.00 0.00 11.77 0.00 25.95 Outside Help 0.00 0.00 0.00 0.00 0.00 0.00 449.41

Total Asset Preservation 141.22 259.55 59.29 150.63 13,188.84 0.00 13,652.43

Page 7 of 9





6/1/11- Estimate Nov 3O,12 Dec 3i,12 Jan 3l,13 Feb 28,13 2/28/13 to Close TOTAL


Receivership Fees

Receiver

K. Johnson

B. Kane

V. Miller

A.Jen

Total Receiver


C. DeCius

C. Callahan

L. Lee

F. Jen

J. Dadbin

N. Wolf

W. Wolf

Total Senior & Accounting Staff

IT Management

K. Chapin

E. Roop

Total IT Management

Supporting Staff

K. Wolf

Supporting Staff - Other

Supporting Staff

Total Receivership Fees

Receivership Costs

Tax Preparation

Travel Expense

585.90 0.00 793.80 378.00 17,425.80 4,158.00 23,133.60

0.00 0.00 0.00 0.00 900.00 0.00 8,950.00

0.00 0.00 0.00 0.00 4,063.50 0.00 13,400.10

0.00 0.00 0.00 0.00 1,285.20 945.00 4,517.10

585.90 0.00 793.80 378.00 23,674.50 5,103.00 50,000.80

0.00 0.00 0.00 0.00 144.00 0.00 144.00

321.30 0.00 0.00 0.00 16,632.00 0.00 16,632.00

18.90 0.00 18.90 0.00 4,143.20 189.00 10,474.70

0.00 0.00 0.00 0.00 20,393.10 0.00 34,227.90

443.00 90.00 100.00 210.00 9,220.00 500.00 10,615.00

0.00 0.00 0.00 0.00 125.00 0.00 650.00

0.00 0.00 0.00 0.00 297.50 0.00 850.00

785.20 90.00 118.90 210.00 50,954.80 689.00 73,593.60

0.00 0.00 0.00 0.00 221.81 133.08 740.82

0.00 0.00 0.00 0.00 4,787.50 0.00 13,125.00

0.00 0.00 0.00 0.00 5,009.31 133.08 13,865.82

0.00 0.00 0.00 0.00 542.00 40.00 870.00

39.00 18.00 9.20 30.20 1,375.30 250.00 2,668.60

39.00 18.00 9.20 30.20 1,917.30 290.00 3,538.60

1,410.10 108.00 921.90 618.20 81,555.91 6,215.08 140,998.82

0.00 0.00 0.00 0.00 3,538.61 7,000.00 10,538.61

0.00 000 0.00 0.00 376.07 0.00 2,017.19

Page 8 of 9





6/1/11- Estimate Nov 30, 12 Dec 31, 12 Jan 31, 13 Feb 28, 13 2/28/13 to Close TOTAL

Court Record 0.00 0.00 0.00 0.00 11.24 0.00 11.24 Re-production Cost 0.00 0.00 0.00 0.00 181.08 0.00 181.08

Bond Services 0.00 0.00 0.00 0.00 100.00 100.00 817.00

Bank Fees 0.00 0.00 12.00 12.00) 12.00 0.00 12.00 Telephone 22.11 22.37 21.32 23.41 468.89 30.00 568.27

Postage /Delivery 1.80 1.35 1.35 2.76 133.04 15.00 288.72 Property Search 0.00 0.00 0.00 0.00 332.91 0.00 457.19 Misc. 0.00 0.00 0.00 0.00 0.80 0.00 0.80

Total Receivership Costs 23.91 23.72 34.67 14.17 5,154.64 7,145.00 14,892.10

Legal Fees & Costs

Kolesar & Leatham

Legal Fees 0.00 0.00 2,190.00 192.50 27,321.00 2,500.00 38,311.75

Legal Costs 16.58 0.00 59.55 0.00 3,195.51 0.00 3,815.88

Total Kolesar & Leatham 16.58 0.00 2,249.55 192.50 30,516.51 2,500.00 42,127.63

Total Legal Fees & Costs 16.58 0.00 2,249.55 192.50 30,516.51 2,500.00 42,127.63


1,450.59 131.72 3,206.12 824.87 117,227.06 15,860.08 198,018.55

Total Expense 1,591.81 391.27 3,265.41 975.50 171,254.49 15,860.08 252,509.57

Fund Balance

(1,347.17) (391.27) (3,057.41) 49,079.24 3,701.46 (15,836.68) (2,412.07)

Page 9 of


Documents

MATTHEW J. CHRISTIAN, ESQ. 2 SHLOMO S. SHERMAN, ESQ. · MATTHEW J. CHRISTIAN, ESQ. Nevada Bar No. 008024 2 SHLOMO S. SHERMAN, ESQ. Nevada Bar No. 009688 3 KOLESAR & LEATHAM 400 South