IN THE UNITED STATES DISTRICT COURT

FOR THE NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

THERESA MONTURANO,

Derivatively on Behalf of Nominal

Defendant GROUPON, INC.,

Plaintiff,

V.

ERIC LEFKOFSKY, PETER BARRIS,

KEVIN EFRUSY, MELLODY HOBSON,

BRAD KEYWELL, TED LEONSIS,

ANDREW MASON, and HOWARD

SCHULTZ

Defendants,

and

GROUPON, INC.,

Nominal Defendant.

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No. 12-CV-02507

Judge Joan H. Lefkow

MOTION FOR ENTRY OF PRETRIAL ORDER NO. 1

CONSOLIDATING DERIVATIVE ACTIONS AND

APPOINTMENT OF LEAD PLAINTIFF AND CO-LEAD

DERIVATIVE COUNSEL

Plaintiff Theresa Monturano respectfully moves this Court for entry of the Pretrial Order

No. 1 consolidating derivative actions filed on behalf of Groupon, Inc. and appointing Lead

Plaintiff and Co-Lead Derivative Counsel, and in support of her motion, avers as follows:

I. Plaintiff Monturano filed her derivative complaint on April 5, 2012, which was

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assigned to this Court.

2. On April 12, 2012, Plaintiff Kent Wong filed his derivative complaint, which was

assigned to Judge Matthew F. Kennelly. On April 19, 2012, Defendants moved for reassignment

of the Wong action to this Court pursuant to'Local Rule 40.4. (Doc. No. 20) The Wong action is

based on the same factual predicate and the same legal theories as the Monturano action.

3. On April 30, 2012, Plaintiff Shawn Potter filed a derivative action, which was

assigned to Judge Joan B. Gottshall. The Potter action is also hased on the same factual

allegations and legal theories as the Monturano action. Based upon Defendants' representations.

Plaintiff expects that they will move for reassignment of the Potter action to this Court.

4. All three Plaintiffs allege that each of the individual defendants hreached their

fiduciary duties to Groupon, Inc. ("Groupon") and its shareholders hy, inter alia, failing to

implement necessary controls over Groupon's accounting function that ultimately forced

Groupon to restate its earning in March 2012. After defendants were forced to restate Groupon's

puhlicly reported financials in order to lower its earnings, Groupon's stock lost significant value,

the Securities and Exchange Commission initiated an investigation, and multiple securities class

actions were filed.

5. Once all of the subsequently filed similar actions are reassigned to this Court,

consolidation of the derivative actions is appropriate because each of these actions assert the

same claims, are based upon similar allegations, and are brought against the same defendants.

6. In order to assure the adequate representation and efficient litigation of the

derivative claims Plaintiff seeks the appointment of Harwood Feffer LLP ("Harwood Feffer")

and Wolf Haldenstein Adler Freeman & Herz LLP ("Wolf Haldenstein") as Co-Lead Derivative

Counsel. Harwood Feffer LLP and Wolf Haldenstein have extensive experience prosecuting

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derivative actions as demonstrated by their firm resumes annexed hereto respectively as Exhibit

A and Exhibit B. Additionally, Plaintiff seeks to appoint Miller Law LLC as Liaison Counsel.

7. In accordance with the recommendations of the Manual for Complex Litigation -

Third (2002), Plaintiff submits for the Court's consideration a proposed form of Pretrial Order

No. 1, which provides for, inter alia, the consolidation of the derivative actions, the appointment

of Lead Plaintiff, and the appointment of Co-Lead Derivative Counsel and Liaison Counsel.

Entry of this proposed order will ensure that the interests of all derivative plaintiffs are

adequately and efficiently represented in the prosecution of this action.

8. Plaintiff submits with this motion the accompanying memorandum filed herewith.

Dated: May 2,2012 Theresa Monturano,

By: s/Marvin A. Miller

MARVIN A. MILLER

MILLER LAW LLC

115 S. LaSalle Street, Suite 2910

Chicago, IL 60603

(312)332-3400

ROBERT I. HARWOOD

MATTHEW M. HOUSTON

HARWOOD FEFFER LLP

488 Madison Avenue

New York, NY 10022

(212) 935-7400

Attorneys for Plaintiff

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EXHIBIT A

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HARWOOD FEFFER LLP

FIRM DESCRIPTION

The law firm of Harwood Feffer LLP ("Harwood Feffer" or the "Firm")

specializes in complex, muiti-party litigation with an emphasis on securities

class actions, shareholder class and derivative actions, ERISA litigation,

and consumer protection. The Firm also handles more general complex

commercial litigation involving allegations of breach of contract, breach of

fiduciary duty, fraud, and negligence, as well as litigation involving labor

and employment, civil rights, anti-competitive conduct, and other

commercial claims.

Harwood Feffer is dedicated to prosecuting socially useful actions in

the most efficient manner and with the highest level of professional

competence. The structure of the Firm allows us a far greater degree of

independence, flexibility, and satisfaction than a large firm environment,

without sacrificing the quality of representation necessary to successfully

litigate complex actions throughout the country. The Firm maintains an

excellent reputation among both the plaintiffs' and defense bars. Our

adversaries and co-counsel know that we take a case to trial, if necessary,

to achieve a satisfactory result for our clients.

Harwood Feffer has been acknowledged by courts and by its peers to

be one of the leaders in the plaintiffs' shareholder advocacy bar. In this

regard, we have developed new law in the areas of tender offers, fiduciary

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Page 2

duty of corporate insiders to pubiic sharehoiders in mergers and takeovers,

and generai principles of required disclosure to shareholders and

institutional investors in public companies.

As a result, the Firm has been designated as lead, co-lead or special

counsel in numerous complex cases and other actions involving

shareholder rights and corporate governance. In the vast majority of such

actions, the Firm's skill and expertise has led to the recovery of substantial

monetary and equitable benefits for investors, stockholders, corporations,

and partnerships. By way of example, the following litigated actions, in

which the Firm served in a leadership capacity, were all brought to highly

successful conclusions: Din re First Capital Holdings Corporation

Financial Products Securities Litigation. MDL 901 (C.D.Cal.) (restoration of

over $1 billion in insurance policies and benefits); 2) In re Roval

Dutch/Shell Transport ERISA Litigation. (D.N.J.) (creation of settlement

fund of $90 million plus implementation of structural relief); 3) In re

Prudential Bache Energv Income Partnerships Securities Litigation. MDL

880 (E.D.La.) (creation of settlement fund in excess of $90 million); 4) In re

JWP Inc. Securities Litigation. (S.D.N.Y.) (creation of settlement fund in

excess of $37 million); 5) Morse v. McWhorter. (M.D. Tenn.)(creation of a

settlement fund of $49.5 million on behalf of investors in Columbia/HCA

Healthcare Corp.); 6) In re BankOne Securities Litigation. (N.D. III.)

(creation of a $45 million settlement fund); and 7) Sidnev Morse, et al. v.

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Abbott Laboratories, et al.. (N.D. III.) (creation of a $14.1 million settlement

fund following a jury verdict for plaintiffs).

The Firm has also been appointed Co-Lead Counsel in a Multidistrict

Litigation against FedEx Ground Package System, Inc. currently pending in

the Northern District of Indiana, Docket No. MD- 1700, involving actions

prosecuting claims on behalf of over 40 separate state and federal classes

from over 35 states. This litigation concerns FedEx Ground's practice of

misclassifying its driver employees as independent contractors.

Courts have often recognized the Firm's skill in class, derivative, and

ERISA actions. For example, in In re Electro-Catheter Securities Litigation.

Judge Nicholas Politan of the District of New Jersey stated:

[C]ounsel in this case are highly competent, very

skilled in this very specialized area and were at all

times during the course of the litigation that I

participated in, which was perhaps the major part of

the Court litigation here, always well prepared, well

spoken, and knew their stuff and they are a credit to

their profession. They are the top of the line.

In J. Michael v. SFBC International. Inc.. Judge Stanley R. Chesler of

the District of New Jersey stated:

The Court .. . is delighted, quite frankly, to

see the practicality of counsel on both sides in this

matter and that, indeed, settlement in this case and

at this early stage ends up with very substantial and

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practical benefits to ail the parties in this case and

ultimateiy to the corporation.

THE ATTORNEYS OF THE FIRM

Robert I. Harwood, senior partner of the Firm, graduated from

Wiiiiam and iViary Law Schooi in 1971, and has speciaiized in securities iaw

and securities litigation since beginning his career in 1972 at the

Enforcement Division of the New York Stock Exchange. iHe has

prosecuted numerous securities, ciass, derivative, and ERISA actions. iHe

has served as Acting Village Justice in Dobbs Ferry, New York since 1999.

He is a member of the Triai Lawyers' Section of the New York State Bar

Association and has served as a guest lecturer at triai advocacy programs

sponsored by the Practicing Law Institute, in a statewide survey of his

iegal peers pubiished by Super Lawyers Magazine, Mr. Harwood has been

consistentiy selected as a "New York Metro Super Lawyer." Super

Lawyers are the top five percent of attorneys in New York, as chosen by

their peers and through the independent research. He is also a Member of

the Board of Directors of the MFY Legal Services Inc., which provides free

legal representation in civil matters to the poor and the mentaliy ill in New

York City. Since 1999, Mr. Harwood has served as a Village Justice for the

Viilage of Dobbs Ferry, New York.

Commenting on Mr. Harwood's abilities, in In re Roval Dutch/Shell

Transport ERISA Litigation. (D.N.J.), Judge Bisseii stated:

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Page 5

the Court knows the attorneys in the firms involved

in this matter and they are highly experienced and

highly skilled in matters of this kind. Moreover, in

this case it showed. Those efforts were vigorous,

imaginative and prompt in reaching the settlement

of this matter with a minimal amount of discovery . .

. . So both skill and efficiency were brought to the

table here by counsel, no doubt about that.

Likewise, Judge Hurley stated in connection with In re Olsten

Corporation Securities Litigation. 97 CV-5056 (E.D.N.Y. Aug. 31, 2001),

wherein a settlement fund of $24.1 million was created: "The quality of

representation here I think has been excellent." Mr. Harwood was lead

attorney in Meritt v. Eckerd. 86 Civ. 1222 (E.D.N.Y. May 30, 1986), where

then Chief Judge Weinstein observed that counsel conducted the litigation

with "speed and skill" resulting in a settlement having a value "in the order

of $20 Million Dollars." Mr. Harwood prosecuted the Hoeniqer v. Avisworth

class action litigation in the United States District Court for the Western

District of Texas (SA-86-CA-939), which resulted in a settlement fund of

$18 million and received favorable comment in the August 14, 1989 edition

of The Wall Street Journal ("Prospector Fund Finds Golden Touch in Class

Action Suit" p. 18, col. 1). Mr. Harwood served as co-lead counsel in In Re

Interco Incorporated Shareholders Litigation. Consolidated C.A. No. 10111

(Delaware Chancery Court) (May 25, 1990), resulting in a settlement of

$18.5 million, where V.C. Berger found, "This is a case that has an

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Page 6

extensive record that establishes it was very hard fought. There were

intense efforts made by plaintiffs' attorneys and those efforts bore very

significant fruit in the face of serious questions as to ultimate success on

the merits."

Mr. Harwood served as lead counsel in Morse v. McWhorter.

(Columbia/HCA Healthcare Securities Litigation) (M.D. Tenn.), in which a

settlement fund of $49.5 million was created for the benefit of the Class, as

well as In re Bank One Securities Litigation, (N.D. III.), which resulted in the

creation of a $45 million settlement fund. Mr. Harwood also served as colead counsel in In re Safetv-Kleen Corp. Stockholders Litigation. (D.S.C.),

which resulted in a settlement fund of $44.5 million; In re Laidlaw

Stockholders Litigation. (D.S.C.), which resulted in a settlement fund of $24

million; In re AIG ERISA Litigation. (S.D.N.Y.), which resulted in a

settlement fund of $24.2 million; In re JWP Inc. Securities Litigation.

(S.D.N.Y.), which resulted in a $37 million settlement fund; In re Oxford

Health Plans. Inc. Derivative Litigation. (S.D.N.Y.), which resulted in a

settlement benefit of $13.7 million and corporate therapeutics; and In re

UNUMProvident Corp. Securities Litigation. (D. Me.), which resulted in the

creation of settlement fund of $45 million.

Joel C. Feffer, one of the senior members of the firm, was the

partner supervising the litigation of In re Home Shopping Network. Inc..

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Derivative Litigation. (S.D. Fia.), which created a settiement benefit in

excess of $20 miilion, and Edge Partners. L.P. v. Dockser. et ai.. (D. Md.),

which created a settiement benefit in excess of $11 miiiion. in addition, Mr.

Feffer was in charge of Dornberger v. Metropoiitan Life insurance

Companv in the Southern District of New Yori<, which created a settiement

benefit of more than $20 miiiion; the successful prosecution of the

Regeneron Pharmaceuticais. inc. Securities Litigation in the Southern

District of New Yori<, which created a settiement fund in excess of $4

miiiion; and Crovden Assoc. v. Tesoro Petroieum Corp.. et al.. (Del. Ch.),

which created a settiement benefit of $19.2 million on behalf of holders of

preferred stock of Tesoro Petroleum Corp.; and In re Aliiance

Pharmaceutical Corp. Securities Litigation. (S.D.N.Y.), which on the eve of

trial created a settlement of $4.75 million.

Mr. Feffer graduated from Georgetown University Law Center in 1967

and specialized in corporate law and securities litigation. Mr. Feffer is a

member of both the New York State and American Bar Associations.

Daniella Quitt, a member of the Firm, graduated from Fordham

University School of Law in 1988, is a member of the Bar of the State of

New York, and is also admitted to the United States District Courts for the

Southern and Eastern Districts of New York and the United States Court of

Appeals for the Second, Fifth and Ninth Circuits.

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Ms. Quitt has played a significant roie in numerous actions in which

iHarwood Feffer served as iead or co-lead counsel, wherein substantial

benefits were conferred upon plaintiff shareholders, such as In re SafetvKleen Corp. Stockholders Litigation. (D.S.C.) (settlement fund of $44.5

million); In re Laidlaw Stockholders Litigation. (D.S.C.) (settlement fund of

$24 million); In re UNUMProvident Corp. Securities Litigation. (D. Me.)

(settlement fund of $45 million); In re Harnischfeger Industries (E.D. Wise.)

(settlement fund of $10.1 million); In re Oxford Health Plans. Inc. Derivative

Litigation. (S.D.N.Y.) (settlement benefit of $13.7 million and corporate

therapeutics); In re JWP Inc. Securities Litigation. (S.D.N.Y.) (settlement

fund of $37 million); In re Home Shopping Network. Inc.. Derivative

Litigation. (S.D. Fla.) (settlement benefit in excess of $20 million); In re

Rexel Shareholder Litigation. (Sup. Ct. N.Y. County) (settlement benefit in

excess of $38 million); and Crovden Assoc. v. Tesoro Petroleum Corp.. et

aL, (Del. Ch.) (settlement benefit of $19.2 million).

In connection with the settlement of Alessi v. Beracha. (Del. Ch.), a

class action brought on behalf of the former minority shareholders of

Earthgrains, Chancellor Chandler commented: "I give credit where credit is

due, Ms. Quitt. You did a good job and got a good result, and you should

be proud of it."

Prior to joining Harwood Feffer in May 1991, Ms. Quitt represented

both plaintiffs and defendants in complex commercial litigation. Since her

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[i j ~ r ^_~«'——

Harwood Feffer LLP

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affiliation with Harwood Feffer, Ms. Quitt has focused her practice on

shareholder rights and ERISA ciass actions but continues to handie

general commercial and consumer litigation.

Matthew M. Houston, a member of the Firm, graduated from Boston

University School of Law in 1988. Mr. Houston is a member of the Bar of

the State of New York and the Commonwealth of Massachusetts. Mr.

Houston is also admitted to the United States District Courts for the

Southern and Eastern Districts of New York and the District of

Massachusetts. Mr. Houston has substantial courtroom experience

involving complex actions in federal and state courts throughout the

country. Mr. Houston was co-lead trial counsel in one the few ERISA class

action cases taken to trial asserting breach of fiduciary duty claims against

plan fiduciaries; Brieger et al. v. Tellabs, Inc., No. 06-CV-01882 (N.D. III.)

and has successfully prosecuted many ERISA actions; In re Royal Ahold

N.V. Securities and ERISA Litigation, Civil Action No. 1:03-md-01539. Mr.

Houston has been one of the principal attorneys litigating claims in multidistrict litigation concerning employment classification of pick up and

delivery drivers and primarily responsible for prosecuting ERISA class

claims; in re FedEx Ground Package Inc. Employment Practices Litigation,

3:05-MD-527 (MDL 1700). Mr. Houston also served as lead counsel in

multi-district class litigation seeking to modify insurance claims handling

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practices; In re UnumProvident Corp. ERISA Benefits Deniai Actions, 1:03-

cv-1000(MDL1552).

In addition to numerous empioyment cases, Mr. Houston has iitigated

actions asserting breach of fiduciary duty in the context of mergers and

acquisitions. iVIr. Houston has been responsible for securing millions of

dollars in additional compensation and structural benefits for shareholders

of target companies; in re instinet Group, inc. Siiareiioiders Litigation, C.A.

No. 1289 (Delaware Court of Chancery) Jasinover v. The Rouse Company,

Case No. 13-C-04-59594 (Maryland Circuit Court); McLaughiin v.

i-iouseiioid internationai, inc., Case No. 02 CH 20683 (Illinois Circuit

Court); Sebesta v. Tine Quizno's Corporation, Case No. 2001 CV 6281

(Colorado District Court); and Crandon Capitai Partners v. Sanford M.

Kimmei, C.A. No. 14998 (Delaware Court of Chancery).

Mr. Houston has played a principal role in numerous class actions

wherein substantial benefits were conferred upon plaintiffs: Pace American

Shareholder Litigation. 94-92 TUC-RMB (securities fraud class action

settlement resulting in a recovery of $3.75 million); In re Bay Financial

Securities Litigation. Master File No. 89-2377-DPW, (J. Woodlock) (D.

Mass.) (settlement of action based upon federal securities law claims

resulting in class recovery in excess of $3.9 million); Crandon Capital

Partners v. Sanford M. Kimmei. C.A. No. 14998 (J. Chandler) (Del. Ch.

1996) (settlement of an action on behalf of shareholders of Transnational

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Reinsurance Co. whereby acquiring company provided an additionai $10.4

million in merger); Goidsmith v. Technoiogy Solutions Company. 92 C 4374

(J. Manning) (N.D. III. 1992) (recoyery of $4.6 million as a result of action

alleging false and misleading statements regarding reyenue recognition).

Samuel K. Rosen, a member of the Firm, graduated Princeton

Uniyersity in 1965 and cum laude from Haryard Law School in 1968. Mr.

Rosen has had extensiye experience in securities class action litigation, as

well as complex corporate and commercial litigation. Mr. Rosen has also

represented public and priyate companies in matters of general corporate

concern.

In 1979, Mr. Rosen argued in the United States Supreme Court, and

won, the landmark case. Park Lane Hosiery Co.. Inc. y. Shore. 439 U.S.

322 (1979). Mr. Rosen played a key role in the successful prosecution of

Morse y. McWhorter. (M.D. Tenn.) (creation of a settlement fund of $49.5

million on behalf of inyestors in Columbia/HCA Healthcare Corp.) and In re

Olsten Corporation Securities Litigation. (E.D.N.Y.) (creation of a

settlement fund of $24.1 million).

James G. Flynn, a member of the Firm, graduated cum laude from

Fordham College in 1980 and cum laude from St. John's School of Law in

1988. Mr. Flynn is a member of the Bar of the State of New York and is

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also admitted to the United States District Courts for the Southern and

Eastern Districts of New York and to the United States Court of Appeais for

the Second and the Fifth Circuits.

iVIr. Fiynn has piayed a principai roie in numerous class, derivative,

and consumer actions wherein substantial benefits were conferred upon

investors and consumers, such as In re Executive Teiecard. Ltd. Securities

Litigation. 94 Civ. 7846 (CLB) (S.D.N.Y.) (settlement benefit in cash and

options of over $4 million in Federal securities action); In re Verizon Three

Wav Calling Litigation. No. 603484-01 (Sup. Ct. N.Y. County) (class action

settlement providing full refund of improper three way calling charges of up

to $2 million collected); In re Graham-Field Health Products. Inc. Securities

Litigation. No. 98-CV-1923 (DRH) (E.D.N.Y.) ($5,650,000 settlement of

Federal securities class action); and Geer v. Cox, et al.. Case No.

01-2583-JAR (D. Kan.) (derivative settlement of $2.5 million in class and

derivative action).

Prior to joining Harwood Feffer, Mr. Flynn represented both plaintiffs

and defendants in commercial and securities litigations and in class

actions. Since his affiliation with Harwood Feffer in 1994, Mr. Flynn has

focused his practice in the field of shareholder and consumer rights but

continues to handle general and complex commercial litigation as well.

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Peter W. Overs, Jr., Counsel to the Firm, was admitted to the New

York Bar in 1994 and the U.S. District Court, Southern and Eastern

Districts of New York in 1995. He is a graduate of St. Johns University

(J.D., 1993) and New York University (B.A., magna cum laude,

Departmental Honors in Philosophy, 1990). Mr. Overs authored "U.S. v.

Faqq: Stretching the Bounds of Privacy," 66 St. Johns L. Rev. 1193 (1993).

He is a member of the Association of the Bar, City of New York. Upon

graduation from iaw school, Mr. Overs served as law clerk to the Honorable

Paul J. Kelly, Jr., Circuit Judge, United States Court of Appeals for the

Tenth Judicial Circuit. Prior to becoming an associate of the Firm, Mr.

Overs represented both plaintiffs and defendants in antitrust and securities

class actions, complex commercial litigation and federal appeals.

Mr. Overs has played a significant role in the Firm's prosecution of

employment misclassification and related Fair Labor Standards Act claims

in In re FedEx Ground Package Svstem. Inc.. Emplovment Practices

Litigation. MDL No. 1700 and Reid, et al. vs. SuperShuttle Int'l. Inc., et al.

Civ. No. 1:08-cv-04854-JG-WP (E.D.N.Y.). Mr Overs' practice also

includes the prosecution of shareholder rights, consumer rights, securities

fraud, antitrust and ERISA class actions.

Tanya Korkhov, an associate of the Firm, was admitted to the bar in

2006. Ms. Korkhov graduated from New York University with a Bachelor of

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Arts in English and American Literature. Siie received iier J.D. from the

Benjamin N. Cardozo Schooi of Law in 2005, where as a member of the

Securities Arbitration Ciinic, she represented clients in securities-related

matters. Ms. Korkhov represented Cardozo on a four-member team in the

2005 and 2004 annual Willem C. Vis International Commercial Arbitration

Moot Competition held in Vienna, Austria. Ms. Korkhov is admitted to the

United States District Courts for the Southern and Eastern Districts of New

York.

Roy Shimon, an associate of the Firm, was admitted to the Bar of

the State of New York in 2007. Prior to becoming an associate of the Firm,

Mr. Shimon served as judicial intern to New York Supreme Court Justice

Ronald D. Hollie, and to New York State Supreme Court Justice/Associate

Justice Appellate Term Jaime A. Rios.

Mr. Shimon graduated with honors from Franklin & Marshall College

in 2003, where he was also inducted into the Pi Sigma Alpha and Alpha

Kappa Delta National Honor Societies. He received his J.D. from St. John's

University in 2006, where he served on the Board of the Moot Court Honor

Society, and as Vice President of the Entertainment & Sports Law Society.

Mr. Shimon is admitted to the United States District Courts for the Southern

and Eastern Districts of New York.

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EXHIBIT B

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FIRM

RESUME

WOLF

HALDENSTEIN

ADLER FREEMAN

a HERZ LLF

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vt

WOLF HALDENSTEIH ADLER FREEMAN & HERZ LL P

Founded in 1888, Wolf Haldenstein Adler Freeman & Herz LLP is a full ^ \

service law firm with practice groups in corporate/tax, pension/benefits, real • ' ;

estate, trusts and estates, healthcare, bankruptcy, limited partnerships, and j

civil and commercial litigation. The Firm has a particular specialty in i._ ^ . ;

complex class action litigation - including consumer, biotechnology, '; | •"" '^^ •

antitrust, shareholder, and ERISA litigation - under both federal and state '•''!

Wolf Haldenstein's total practice approach, supported by the Firm's midrange size, distinguishes the Firm from other firms. Our longstanding

tradition of a close attorney/client relationship ensures that each one of our

clients receives prompt, individual attention and does not become lost in an

institutional bureaucracy. Our team approach is at the very heart of Wolf

Haldenstein's practice. All of our lawyers are readily available to all of our

clients and to each other. The result of this approach is that we provide our

clients with an efficient legal team having the broad perspective, expertise

and experience required for any matter at hand. We are thus able to

provide our clients with cost effective and thorough counsel focused on our

clients' overall goals.

The Firm's offices are located at 270 Madison Avenue, New York, New

York 10016, telephone: (212) 545-4600, fax: (212) 545-4653; 55 West Monroe

Street, Suite 1111, Chicago, Illinois 60603, telephone: (312) 984-0000, fax:

(312) 984-0001 (Wolf Haldenstein Adler Freeman & Herz LLC); and

Symphony Towers, 750 B Street, Suite 2770, San Diego, Califorrua 92101,

telephone: (619) 239-4599, fax: (619) 234-4599. The Firm's web site address

is www.whafh.com.

WOLF

HALDENSTEEN

ADLER FREEMAN

& HERZ LLP

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THE FIRM

Wolf Haldenstein's Class Action Litigation Group has been recognized by

courts throughout the country as being highly experienced in complex

litigation, particularly with respect to securities, consumer, ERISA, FLSA

and state overtime and expose deductions, and antitrust class actions and

shareholder rights litigation. The Class Action Litigation Group consists of

33 attorneys and 8 paraprofessional assistants. Brief resumes of these

attorneys begin on page 19.

Also included are the resumes of attorneys from other areas of the Firm's

practice who routinely lend their expertise to the Firm's class action

litigators in the areas of tax, bankruptcy, corporate, trusts, labor, and ERISA

law. Hie ability to call upon the internal expertise of practitioners in such

varied areas of the law greatly enhances the strength and efficiency of the

Firm's representative litigation practice and, indeed, makes Wolf

Haldenstein unique among national firms specializing in class action

litigation.

The nature of the Firm's activities in representative litigation is extremely

broad. In addition to a large case load of securities fraud and other investor

class actions. Wolf Haldenstein has represented classes of com and rice

farmers in connection with the devaluation of their crops; contact lens

purchasers for contact lens manufacturers' violations of the antitrust laws;

merchants compelled to accept certain types of debit cards; insurance

policyholders for insurance companies' deceptive sales practices; victims of

unlawful strip searches under the civil rights laws; and various cases

involving violations of Internet users' on-line privacy rights.

The Firm's experience in class action securities litigation, in particular

public shareholder rights under state law and securities fraud claims arising

under the federal securities laws and regulations, including the Private

Securities Litigation Reform Act of 1995 ("PSLRA"), is particularly

extensive. The Firm was one of the lead or other primary counsel in

securities class action cases that have recouped billions of dollars on behalf

of investor classes, in stockholder rights class actions that have resulted in

billions of dollars in increased merger consideration to shareholder classes,

and in derivative litigation that has recovered billions of dollars for

corporations.

_ ,s

WOLF

HALDENSTEIN

ADLER FREEMAN

8t HERZ LL P

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responsibilities of investment companies and their advisors toward their '^^TTJl^

shareholders; claims under ERISA involving fiduciary duties of ERISA

Among its colleagues in the plaintiffs' securities bar, as well as among its

adversaries in the defense bar. Wolf Haldenstein is known for tlie high

ability of its attorneys, the exceptionally high quality of its written and oral

advocacy on behalf of class action clients, and its pioneering efforts in

difficult or unusual areas of securities or investor protection laws,

including: groundbreaking claims that have been successfully brought

under the Investment Company Act of 1940 regarding fiduciary

' ,•••:-•.'..-.•':••'•• ;

trustees who are also insiders in possession of adverse information ' i'/'"-,'.'•'•;,•'\

regarding their fund's primary stockholdings; the fiduciary duties of the ^.y-'j'Vj

directors of Delaware corporations in connection with change of control

transactions; the early application of the fraud-on-the-market theory to

claims against public accounting firms in connection with their audits of

publicly traded corporations; and the application of federal securities class

certification standards to state law claims often thought to be beyond the

reach of class action treatment.

Wolf Haldenstein's performance in representative litigation has repeatedly

received favorable judicial recognition. The following representative

judicial comments over two decades indicate the high regard in which the

Firm is held:

• KJ. Egleston L.P. v. Heartland Industrial Partners, et al, 2:06-13555

(E.D. Mich.) - where the Firm was Lead Counsel, Judge Rosen, at

the June 7, 2010 final approval hearing, praised the Firm for doing

"an outstanding job of representing [its] clients," and further

commented that "the conduct of all counsel in this case and the

result they have achieved for all of the parties confirms that they

deserve the national recognition they enjoy."

• Parker Priedland v. Iridium World Communications, Ltd., 99-1002

(D.D.C.) - where the Firm was co-lead counsel. Judge Laughrey

said (on October 16, 2008), "[a]ll of the attorneys in this case have

done an outstanding job, and I really appreciate the quality of

work that we had in our chambers as a result of this case."

• In re Dynamic Random Access Memory Antitrust Litigation, MDL-02-

1486 (N.D. Cal.) - where the Firm was co-lead counsel. Judge

Hamilton said (on August 15, 2007), "I think I can conclude on the

basis with my five years with you all, watching this litigation WOLF

HALDENSTEEN

ADLER FREEMAN

4 8t HER2 LLP

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progress and seeing it wind to a conclusion, that the results are

exceptional. The percentages, as you have outlined them, do put

this [case] in one of the upper categories of results of this kind of

[antitrust] class action. I am aware of the complexity .. . I thought

that you all did an exceptionally good job of bringing to me only

those matters that really required the Court's attention. You did

an exceptionally good job at organizing and managing the case,

assisting me in management of the case. There was excellent

coordination between all the various different plaintiffs' counsel

with your group and the other groups that are part of this

litigation. .. . So my conclusion is the case was well litigated by

both sides, well managed as well by both sides."

In re Comdisco Sec. Litigation, 01 C 2110 (N.D. 111. July 14, 2005) -

Judge Milton Shadur observed: "It has to be said . . . that the

efforts that have been extended [by Wolf Haldenstein] on behalf of

the plaintiff class in the face of these obstacles have been

exemplary. And in my view [Wolf Haldenstein] reflected the kind

of professionalism that the critics of class actions . . . are never

willing to recognize. .. . I really cannot speak too highly of the

services rendered by class counsel in an extraordinary difficult

situation."

In re MicroStrategy Securities Litigation, 150 F. Supp. 2d 896, 903

(E.D. Va. 2001) - where the Firm was co-lead counsel. Judge Ellis

commented: "Clearly, the conduct of all counsel in this case and

the result they have achieved for all of the parties confirms that

they deserve the national recognition they enjoy."

In Re Toys R Us Antitrust Litigation, 98 MDL 1211 (NG), 191 F.R.D.

347, 351, 356 (E.D.N.Y. 2000) - where the Firm served as co-lead

and liaison counsel. Judge Gershon wrote: "Class counsel are

highly skilled and experienced and can fairly and adequately

represent the interests of the class ... . Counsel for both the class

plaintiffs and the States have well-earned the compensation that

they request."

Yud V. SafTLok, No. 98-8507-Civ-Hurley (S.D. Fla. Dec. 15, 1999) -

where the Firm was sole lead cotxnsel, the court stated: "The

attorneys have done an outstanding amount of work and fine legal

:=-|

I

I

WOLF

HALDENSTEIN

ADLER FREEMAN

8c HERZ LLP

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 24 of 73 PageID #:123
work in a short period of time to bring this class action to

resolution in a successful fashion."

Kurzweil v. Philip Morris Com-panies, 94 Civ. 2373, 94 Civ. 2546

(MBM) (S.D.N.Y. Nov. 13, 1998) - where the Firm was sole lead

counsel, then Chief Judge Mukasey, in approving a $116.5 million

settlement stated: "In this case, this represents a lot of good, hard,

serious work by a lot of talented lawyers and I appreciate it on

both sides."

Paramount Communications v. QVC Network Inc., 637 A.2d 34, 37 n.2

(Del. 1994) - where the Firm was co-lead counsel for the

Paramount shareholders, the Supreme Court of Delaware noted

"its appreciation of .. . the professionalism of counsel in this

matter in handling this expedited litigation with the expertise and

skill which characterize Delaware proceedings of this nature." The

Court further "commended the parties for their professionalism in

conducting expedited discovery, assembling and organizing the

record, and preparing and presenting very helpful briefs, a joint

appendix, and oral argument."

In re Laser Arms Corp. Securities Litigation, 794 F. Supp. 475, 496

(S.D.N.Y. 1989) - where the Firm was lead counsel, the Court

stated "plaintiffs' counsel have demonstrated their experience in

securities litigation and the Court is confident that counsel will

proceed vigorously on behalf of all class and subclass members."

In re Public Service Co. of Indiana Derivative Litigation, 125 F.R.D. 484,

486 (S.D. Ind. 1988) - concerning the construction of the Marble

Hill Nuclear Power Plant, where the Firm was lead counsel, tlie

court said: "Throughout the life of this litigation, it has been both

vigorously prosecuted and aggressively defended by thoroughly

competent coimsel on all sides."

In re Public Service Co. of New Hampshire Derivative Litigation,

84-220-D (D.N.H. 1986) - involving the construction of the

Seabrook Nuclear Power Plant, where the Firm was lead counsel,

the court said of plaintiffs' counsel that "the skill required and

employed was of the highest caliber."

i<

i'

' li

1

_ ' 1

WOLF

HALDENSTEIN

ADL-ER FREEMAN

8t HERZ LLP

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 25 of 73 PageID #:124
• In re Warner Communications Securities Litigation, 618 F. Supp. 735,

749 (S.D.N.Y. 1985) - where the Firm served as co-lead counsel, the

court noted the defendants' concession that "'plaintiffs' counsel

constitute the cream of the plaintiffs' bar.' The Court cannot find

fault with that characterization."

• Steiner v. Equimark Cory., No. 81-1988 (W.D. Pa. 1983) - a case

involving complex issues concerning banking practices in which

the Firm was lead counsel, then District Judge Mannsman

described, in part, the work the Firm performed:

We look at the complexity of the issue, the novelty

of it, the quality of work that, as the trial judge, I am

able to perceive, and then, finally, the amount of

recovery obtained: I think I have certainly said a lot

in that regard. I tliink it's been an extraordinary

case. I think it's an extraordinary settlement.

Certainly defense counsel and plaintiffs' counsel as

well are all experienced counsel with a tremendous

amount of experience in these particular kinds of

cases. And under those circumstances .. . I think it

was, really, the strategy and ingenuity of counsel in

dividing up the workload and strategizing the cases

as to who was to do what and what ultimately

should be done to bring about the settlement that

was achieved.

SECURITIES CASES

Wolf Haldenstein is a leader in the class action litigation field and is

currently or has been the court-appointed lead counsel, co-lead counsel, or

executive committee member in some of the largest and most significant

class action lawsuits currently pending across the United States, including:

• The Investment Committee of the Manhattan and Bronx Surface Transit

Operating Authority Pension Plan v. JPMorgan Chase Bank., N.A., 09-

cv-4408 (SAS) (S.D.N.Y.).

• Newman v. Pamily Management, et al. (Madoff feeder fund litigation

re FM Low Volatility Fund LP), 08-cv-11215 (LBS) (S.D.N.Y.).

WOL F

HALDENSTE[ N

ADL.ER FREEMA N

ek HERZ LL P

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• In re Tremont Securities Law, State Law and Insurance Litigation,

Insurance Action, (Madoff related litigation against certain

insurance companies, investment advisors and funds), 09-CV-557

(TPG) (S.D.N.Y.). '•/••• •

• In re Initial Public Offering Securities Litigation, 21 MC 92 (SAS) ! . '

(S.D.N.Y.).

• Inland Western Securities Litigation, Case No. 07 C 6174 (N.D. 111.) l^-'^^y^,

• In re Triad Hospitals, Inc. Shareholder Litigation, Case No. 296-00435- ^-p:w'v:.i'y^;"?l

07 (Tex. 296th Dist. Ct.). LlkiMiS!"'*

• Clear Channel Shareholder Litigation, Cause No. 2006-CI-17492 (Tex.

408th Dist. Ct.)

• In re American Pharmaceutical Partners, Inc. Shareholder Litigation,

Consolidated C.A. No. 1823-N (Del. Ch. Ct.).

• In re Tlwrnburg Mortgage, Inc. Securities Litigation, No. 07-815

(D.N.M.).

• In re General Growth Properties, Inc. ERISA Litigation, Master File

No. 08-CV-6680 (N.D. 111.).

• In re Schering-Plough Corporation ENHANCE ERISA Litigation, No.

08 Civ. 1432 (D.N.J.).

• In re UBS AG ERISA Litigation, 1:08-cv-6696 (S.D.N.Y.).

• In re Morgan Stanley ERISA Litigation, 07 Civ. 11285 (S.D.N.Y.).

• Comcast Corp. ERISA Litigation, C.A. No. 08-773 (E.D. Pa.).

• In re American Express ERISA Litigation, 08-CV-10834 (S.D.N.Y.).

• In re Textron Inc. ERISA Litigation, 09-CV-542 (D.R.I.).

DERrvATivE CASE S

Wolf Haldenstein is a leader in the derivative litigation field and is

WOLF

HALDENSTEIN

ADLER FREEMAN

8 8t HERZ LL P

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currently leading covinsel in some of the most significant derivative actions

pending in the United States, including:

• In re Mutual Fund Investment Litigation, MDL No. 1586 (D. Md.).

• AIG, Inc. Consolidated Derivative Litigation, C.A. No. 769-N (Del. Ch.

Ct).

• In re Bank of America Corporation Stockholder Derivative Litigation,

C.A. No. 4307-VCS (Del. Ch. Ct.). ^!^UL^'^M

i{'il"- !.:"•'? •'.-"i

• In re Citigroup, Inc. Shareholder Derivative Litigation, C.A. No. 3338- [l"ilili--i!'ii!j

cc (Del. Ch. Ct.).

• In re Ambac Financial Group, Inc. Shareholder Derivative Litigation,

C.A. No. 3521-VCL (Del. Ch. Ct.).

• In re Silicon Storage Technology, Inc. Derivative Litigation, No. 606-

04310JF (N.D. CaL).

• In re MBIA Derivative Action, 08 Civ. 1515 (KTK) (S.D.N.Y.).

• In re Atmel Corp. Derivative Litigation, Master File No. 06-4592 JF

(HRL) (N.D. Cal.).

• In re Novellus Systems, Inc. Derivative Litigation, Master File No. C

06-03514 RMW (N.D. Cal.).

• In re Verisign, Inc. Derivative Litigation, Master File No. C-06-4165-

PJH (N.D. Cal.).

• In re Huron Consulting Group, Inc. Derivative Litigation, 09-cv-6284

(N.D. 111.).

PRIVATE ACTIONS FOR INSTITUTIONAL INVESTORS

In addition to its vast class action practice, the Firm also regularly

represents iiistitutional clients such as public fimds, investment funds,

limited partnerships, and qualified institutional buyers. The Firm has

represented institutional clients in non-class federal and state actions

concerning a variety of matters, including private placements, disputes with

investment advisors, and disputes with corporate management. Examples

of such cases include: WOLF

HALDENSTEIN

ADLER FREEMAN

9 8t HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 28 of 73 PageID #:127
steed Finance LDC v. Laser Advisers, Inc., 99 Civ. 4222 (PKC)

(S.D.N.Y.), a fraud, negligence, breach of contract and breach of

fiduciary duty action brought by a hub fund, a related feeder fund ,,_ ,„ ...^

and individual investors in the feeder fund against the funds' , . •. •-'..• i

former investment advisors for mispricing certain securities and •.'. • • ••" • "I

derivative instruments in the funds' fixed-income securities . •.' : •' •)

portfolio. ^—-••• ' i

• Diversified Asset Securitization Holdings I, L.P. v. Enterprise Mortgage ,.,.. iiS. , ^,. . l

Acceptance Co, LLC, et al, 02 Civ. 10228 (SWK) (S.D.N.Y.), a federal ftSSlSil

and state securities fraud action brought by limited partnerships

that pooled the investments of various insurance companies

against the issuer and management and controlling shareholder of

the issuer, concerning misrepresentations made in connection with

a private placement of certificates representing interests in a

securitized pool of loans made to franchise operations of car care

businesses, gas stations, convenience stores and quick service

restaurants.

• Gramercy Park Investments v. Airfiind International, No. 97-22734B

(Mass. Super. Ct.); Gramercy Park Investments v. The Krupp Realty

Fund, No. 97-1612 (Mass. Super. Ct.); Geodyne Resources v. Gramercy

Park Investments, No. CJ-96-05548 (Dist. Ct. Okla.); Gramercy Park

Investments v. Wells Real Estate Fund, No. 97-A-0241-3 (Ga. Super.

Ct.); Gramercy Park Investments v. Swifi Energy, No. 96-61729 (Dist.

Ct. Tex.); and Lexington Family Investments v. Dean Witter, No.

15217-96 (N.Y. Sup. Ct.); actions brought on behalf of institutional

investors in state courts throughout the nation demanding

inspection of investor lists and other corporate and partnership

information.

• Madison Partnership Liquidity Investors v. American Gable TV

Investors, 97 Civ. 4950 (JSM) (S.D.N.Y.); and Madison Partnership

Liquidity Investors v. PLM Equipment Growth Fund, 98 Civ. 4057

(JSM) (S.D.N.Y.); actions brought on behalf of institutional

investors against fund management for improper defensive

actions taken in response to investors' acquisitions of large

positions in funds.

The Firm has also acted as special counsel to investors' committees in efforts

to assert the investors' interests without resort to litigation. For example, WoLF

HAIJ3ENSTEIN

ADLER FREEMAN

10 8t HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 29 of 73 PageID #:128
the Firm served as Counsel to the Courtyard by Marriott Limited Partners

Committee for several years in its dealings with Host Marriott Corporation,

and as Special Counsel to the Windsor Park Properties 7 and 8 limited

partners to insure the fairness of their liquidation transactions.

ANTITRUST LITIGATION

Wolf Haldenstein is a leader in the field of antitrust and competition p-x|;^j|;5Kl!^^^;

litigation. Tlie Firm actively seeks to enforce the federal and state antitrust i;,';^;?:;.,^;:''"'iivt

laws to protect and strengthen the rights and claims of businesses, 'i"'-:':f^|rv;i'"!':

organizations, and consumers throughout the United States. To that end, L-iLiilLL-Iliil

Wolf Haldenstein commences large, often complex, antitrust and trade

regulation class actions and other cases that target some of the most

powerful and well-funded corporate interests in the world. Many of these

interests exert strong influence over enforcement policy that is in the hands

of elected officials, so that private enforcement provides the only true

assurance that unfair and anticompetitive conduct will be duly scrutinized

for compliance with the law. These cases frequently bring to light

concealed, unlaw^ful behavior such as price fixing, monopolization, market

allocation, monopoly leveraging, essential facilities, tying arrangements,

vertical restraints, exclusive dealing, and refusals to deal. Wolf

Haldenstein's Antitrust Practice Group has successfully prosecuted

numerous antitrust cases and aggressively advocates remedies and

restitution for businesses and investors wronged by violations of the

antitrust laws.

Wolf Haldenstein attorneys have served or currently serve as lead counsel,

co-lead counsel, or as executive committee members in some of the largest

and most significant antitrust class action lawsuits, including:

• In re Dairy Farmers of America, Inc. Cheese Ajttitrust Litigation, No.

l:09-cv-03690, MDL No. 2031 (N.D. 111.) - ConsoHdated litigation

alleging manipulation of cheese and milk futures to raise prices of

dairy products.

• In re Evanston Northwestern Healthcare Corp., No. 06-4446-JHL (N.D.

111.) - Illegal monopolization and attempted monopolization of

relevant market.

WOL F

HALX>ENSTE(N

ADUER FREEMAN

11 6«HER2LL P

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In reMcDonough, et al. v. Toys "R" Us, Inc., et al. No 2:06 CV 00242-

AB (E.D. Pa.) - Retail price maintenance aiititrust litigation. Class

certification was granted tinder the Third Circuit's standards for .^ ,

class certification as clarified by In re Hydrogen Peroxide, 552 F.3d •' j

305 (3d Cir. 2008) and the case settled for a total class recovery of . • ' I

$35.5 million. • i

In re Text Messaging Antitrust Litigation, No. 08-C-7082-MFK (N.D. r:'-j'V?r7TT

111.) - Horizontal price fixing litigation. Antitrust suit alleging that [T'^bC-'^''/•'•' ••

the four national wireless communications service providers i'-'.V- :°v--l''ii:''i;'^

implemented a price fixing conspiracy to raise and stabilize prices '':v:;'; •'• • ',•

for text messaging services. ~^-.—.*-—».

In re Sidfuric Acid Antitrust Litigation, No. 03-4576, MDL No. 1536

(N.D. 111.) - Horizontal price fixing and market allocation antitrust

litigation.

Schoenbaum v. E.I. DuPont de Nemours & Co., No. 05-CV-01108 ERW

(E.D. Mo.) - Consolidated antitrust case concerning price fixing

and monopolization claims pertaining to soybean and corn seeds

containing Monsanto's Roundup Ready and/or YieldGard genetic

traits.

BIOTECHNOLOGY AND AGRICULTURAL LITIGATION

Wolf Haldenstein is a leader in biotechnology and agricultural litigation.

The firm has represented U.S. row crop farmers and others harmed by crop

supply contamination, price fixing of genetically-modified crop seeds, and

false claims and representations relating to purportedly "organic" products.

The firm has prosecuted actions in these fields against domestic and

international biotechnology and crop science companies under the federal

and state antitrust laws, consumer protection and deceptive trade practice

statues, and the common law. As a leader in this field. Wolf Haldenstein

pioneered approaches now commonly used in these types of cases,

including the use of futures-based efficient market analyses to fashion

damages models relating to the underlying commodity crops. The firm has

served or is currently serving as lead or co-lead counsel in some of the most

significant biotechnology and agricultural class actions pending or litigated

in the United States, including:

WOL F

HALDENSTEIN

ADLER FREEMAN

12 8c HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 31 of 73 PageID #:130
In re Genetically Modified Rice Litigation, MDL 1811 (E.D. Mo.) -

Multidistrict product liability litigation brought on behalf of

United States long-grain rice producers seeking to recover

damages they sustained resulting from the contamination of the

U.S. rice supply with unapproved, genetically-modified rice seed

traits developed and tested by Bayer CropSdence LP and related

entities. Settled on July 1, 2011 for $750,000,000.

OVERTIME AND COMPENSATION CLASS ACTIONS

Wolf Haldenstein is a leader in the field of class action litigation on behalf of

employees who have not been paid overtime or other compensation they

are entitled to receive, or have had improper deductions taken from their

compensation. These claims for violations of the federal Fair Labor

• In re hnprelis Herbicide, Sales Practice and Products Liability Litigation,

MDL No. 2284 (E.D. Pa.) - Multidistrict class action litigation

brought by landowners and landscapers against E.I. DuPont de [v'i'rVi'viV.x.'iNemours and Company seeking to recover damages for tree and

other foliage death and other harm caused by DuPont's Imprelis

herbicide.

• In re StarLink Corn Products Liability Litigation, MDL No. 1403 (N.D.

111.) - Class action that recovered $110 million for U.S. corn farmers

who sustained market losses arising fromi defendants'

contamiiiation of the U.S. food corn supply with an improperly

bioengineered com seed product.

• In re ConAgra Foods, Inc., MDL No. 2291 (CD. Cal.) - Multidistrict

class action lawsuit against ConAgra arising out of its marketing

of its Wesson Oil products as being "100% Natural," when they

are actually made from genetically-modified plants or geneticallymodified organisms.

• Schoenbaum v. E.I. DuPont de Nemours and Company, et at. Case No.

4:05-cv-01108 ERW (E.D. Mo.) - Consolidated antitrust cases

concerning genetically modified corn and soybean seeds.

WOL F

HALDENSTEI N

ADLER FREEMAN

13 Qt HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 32 of 73 PageID #:131
Standards Act and state labor laws, allege improper failure to pay overtime

and otlier wages, and improper deductions from compensation for various

company expenses. Wolf Haldenstein is currently lead or co-lead counsel, „_..

or other similar lead role, in some of the most significant overtime class ' j

actions pending in the United States, including those listed below: ' . ' i

• Lavoice v. Citigroup Global Markets, Inc., 06-0756 (S.D.N.Y.) '... i

Basile v. A.G. Edwards, Inc., 06-cv-0833 (N.D.N.Y) h'i •;•.•;;•:#• ^

Rosenthal v. A.G. Edwards & Sons, Inc., 06-3995 (D.N.J.) I^ i^^;?.Si' H

Palumbo v. Merrill Lynch, 06-2104 (E.D.N.Y.)

Garrison v. Merrill Lynch, 06-3553 (D.N.J.)

Roles V. Morgan Stanley, 05-7889 (E.D.N.Y.)

Lenihan v. Morgan Stanley, 06-00794 (D. Conn.)

Klein v. Ryan Beck, 06-03460 (S.D.N.Y.)

Badain v. Wachovia, 06-06321 (W.D.N.Y.)

Garcia v. Lowe's Home Centers, Inc., Case No. GIC 841120 (S.D.

Supr.)

Weinstein v. MetLife, Inc., 06-cv-04444-SI (N.D. Cal.)

WOL F

HALDENSTEIN

ADL,ER FREEMAN

14 6c HERZ LL P

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THE CLASS ACTION LITIGATION GROUP

The qualifications of the attorneys in the Wolf Haldenstein Litigation Group - .,

are set forth below and are followed by descriptions of some of the Firm's ^ i

attorneys who normally practice outside the Litigation Group who • • ' \

contribute significantly to the class action practice from time to time. '•. • • i

PARTNERS •'•• -•"'•••"'•"'"''- '•

DANIEL W . KRASNER: admitted: New York; Supreme Court of the United ,-::f..b.A-^:^r. i

States; U.S. Courts of Appeals for the Second, Third, Fourth, Sixth, Eighth, ^•-^[./•'.•T-'''-'I'..

Ninth, Tenth, and Eleventh Circuits; U.S. District Courts for the Southern d.-iilCTM,ij,li-L_

and Eastern Districts of New York, Central District of Illinois, and Northern

District of Michigan. Education: Yeshiva College (B.A., 1962); Yale Law

School (LL.B., 1965). Mr. Krasner, a partner in the Firm's New York office,

is the senior partner of Wolf Haldenstein's Class Action Litigation Group.

He began practicing law with Abraham L. Pomerantz, generally credited as

the first "Dean of the Class Action Bar." He foimded the Class Litigation

Group at Wolf Haldenstein in 1976.

Mr. Krasner received judicial praise for his class action acumen as early as

1978. See, e.g., Shapiro v. Consolidated Edison Co., [1978 Transfer Binder]

Fed. Sec. L. Rep. (CCH) & 96,364 at 93,252 (S.D.N.Y. 1978) ("in the Court's

opinion the reputation, skill and expertise of .. . [Mr.] Krasner,

considerably enhanced the probability of obtaining as large a cash

settlement as was obtained"); Steiner v. BOC Financial Corp., [1980 Transfer

Binder] Fed. Sec. L. Rep. (CCH) & 97,656, at 98,491.4, (S.D.N.Y. 1980) ("This

Court has previously recognized the high quality of work of plaintiffs' lead

counsel, Mr. Krasner"). The New York Law Journal referred to Mr. Krasner

as one of the "top rank plaintiffs' counsel" in the securities and class action

fields. In connection with a failed 1989 management buyout of Umted

Airlines, Mr. Krasner testified before Congress.

More recently, Mr. JCrasner has been one of the lead attorneys for plaintiffs

in some of the leading Federal multidistrict cases in the United States,

including the IPO Litigation in the Southern District of New York, the

Mutual Fund Timing Litigation pending in the District of Maryland, and

several Madoff-related litigations pending in the Southern District of New

York. Mr. Krasner has also been lead attorney in several precedent-setting

shareholder actions in Delaware Chancery Court and the New York Court

of Appeals, including American International Group, Inc. v. Greenberg, 965 WoLF

HALDENSTEIN

ADL,ER FREEMAN

15 8t HERZ LLP

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 34 of 73 PageID #:133
t' 1

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...i

A.2d 763 (Del. Ch. 2009) and the companion certified appeal, Kirschner v.

KPMG LLP, Nos. 151, 152, 2010 N.Y. LEXIS 2959 (N.Y. Oct. 21, 2010);

Teachers' Retirement System of Louisiana and City of New Orleans Employees'

Retirement System, derivatively on behalf of nominal defendant American

International Group, Inc., v. PricewaterhouseCoopers LLP, No. 152 (New York,

October 21, 2010); In re CNX Gas Corp. S'holders Litig., C.A. No. 5377-VCL,

2010 Del. Ch. LEXIS 119 (Del. Ch., May 25, 2010); In re CNX Gas Corp.

S'holders Litig., C.A. No. 5377-VCL, 2010 Del. Ch. LEXIS 139, (Del. Ch. July

5, 2010), appeal refused, 2010 Del. LEXIS 324, 2010 WL 2690402 (Del. 2010).

Mr. Krasner has lectured at the Practicing Law Institute; Rutgers Graduate

School of Business; Federal Bar Council; Association of the Bar of the City of

New York; Rockland County, New York State, and American Bar

Associations; Federal Bar Council, and before numerous other bar, industry,

and investor groups.

FRED TAYLOR ISQUITH: Fred Taylor Isquith is a Senior Partner in Wolf

Haldenstein Adler Freeman & Herz LLP. He can be contacted at 270

Madison Avenue, New York, NY 10016; (212) 545-4600;

Isquith@whafli.com.

A frequent author, lecturer, and participant in Bar committees and other

activities, Mr. Isquith has devoted his career to complex financial litigation

and business matters.

After graduation from Columbia University Law School (J.D. 1971), Mr.

Isquith became a member of the Bar of the State of New York. He is also a

member of the Bars of the District of Columbia; Supreme Court of the

United States; U.S. Courts of Appeals for the First, Second, Third, Fourth

and Eighth Circuits; U.S. District Courts for the Southern, Eastern and

Northern Districts of New^ York, District of Arizona, District of Colorado,

Northern and Central District of Illinois, Western District of Michigan and

District of Nebraska.

Mr. Isquith currently writes a weekly column of class action for The Class

Act, a publication of the National Association of Shareholders and

Consumer Attorneys and appears monthly as a columnist for Law 360.

Among his articles and writings are: Concepcion Commands a Case-hy-Case

Analysis, (March, 2012); Dec. 20, 2011 - 3 Big Decisions (February, 2012); Case

Study: Damasco v. Clearwire (January, 2012); Redefining Loss Causation In y^

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Mutual Fund Cases (December, 2011); Tlie Delaware Chancery Court as

Corporate Regulator (November, 2011); Case Study: Atkinson V. Morgan Asset

Management (October, 2011); 2 Months After Dukes . . . (September, 2011); ;_.;__ . „.„^;;,

Interpretation of Arbitration Provision Post-Concepcion (August, 2011); In • • \

Context: Recent Class Action Jurisprudence (July, 2011); SLUSA and State Court '' .' • j

Securities Actions (Jime, 2011); Addressing Multiforum Deal Litigation (May,

2011); Clarifying Jurisdiction for Foreign. Claimants, Law 360 (May 18, 2010); i --J

^Nithin the SEC (Securities Law 360, April 15, 2010); Is It Material? Depends [U?<iW}jfW'

On Who You Ask (April, 2011); In Re Bear Stearns — 1 Concealment, 3 Results S§" '

(March, 2011); Interlocutory Appeals and Twombly In 7th Circ. (February,

2011); Does Securities Enforcement Make Corps. Stronger? January, 2011); ITze W^iMB'fi^J^

End of Class Actions? Not Likely (December, 2010); Interpreting Morrison v.

National Australia Bank (November, 2010); Five Cases Impacting Investors in

Public Cos. (September, 2010); Del. Opinion to Inform Future Freeze-Out

Mergers (August, 2010); Spring Supreme Court Roundup (June 9, 2010); Wither

the SEC? No Place New (April, 2010); A nird and Fourth Look at the Bank

of America Opinion, Securities Law 360 (October 23, 2009); Guest Column:

New Ruling on Rating Agencies Responsibilities Bears Close Scrutiny, Securities

Docket (September 18, 2009); An SEC Monopoly Will Not Work, (Institutional

Investors Services, 2007); A Flexible Approach to Loss Causation, (2005); Wolf in

Sheep's Clothing: Tort Reform (2004, SRI); Ethics Coing Astray By Small Steps,

(2004); Tlie Seven Year Itch (2003); A Scalpel in Your Hand: Litigation as a Tool

(2002, SRI); Anatomy of a Deposition . . . Complex Financial Case (2002, NYC

Bar); Federal Civil Practice Supplement, Representative Actions, (NYSBA,

2000); Post Arbitration Remedies, for an Introduction to Securities Arbitration

(NYSBA, 1994).

Further he is a lecturer called upon by the Academy and Bar. For example.

Class Actions with Caution, (Touro School, 2011); The Federal Pleading

Standards after Twombly; Touro Law School (2010). Panelist with the

Antitrust Committee of the New York City Bar Association Regarding

Private Equity Transactions and the Implications of the Supreme Court's

Recent Decisions (2008); Developments in Class Actions; (NYSBA, 2007);

IPO Tie In/Claims Seminar, Professional Liability Underwriter Society;

Securities Arbitration New York State Bar Association; Real Estate Exit

Strategies, American Conference Institute; Fundamental Strategies in

Securities Litigation (NYSBA, CLE Program). He has been active in the Bar

Association's activities: President's Committee on Access to Justice (2010);

Committee on Evidence (2007 - ); Committees on Legislation and Federal

Courts, 1984-1988), Committee on Securities, The Association of the Bar of WOLF

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the City of New York (Committee on Federal Courts; Committee on

Antitrust); New York County Lawyers' Association (Former Chair: Business

Tort/Consumer Fraud-Tort Law Section); Brooklyn (Member: Committee on

Civil Practice Law and Rules, 1983-1987; New York State (Member:

Committee on Legislation, Trial Lawyers Section, 1981- ); the District of

Colimibia Bar; and Legislation and Civil Practice Law and Rules Committee

of the Brooklyn Bar Association; Vice President if the Institute for Law and

Economic Policy. Mr. Isquith has been Chairman of the Business

Tort/Consumer Fraud Committee of the Tort Law Section of the New York

State Bar Association and is a memiber of that Association's Committees on

Securities Law and Legislation. He also serves as a judge for the Moot Court

Competition of Columbia University Law School. Mr. Isquith served as

President of the National Association of Securities and Commercial Law

Attorneys in 2003 and 2004.

Mr. Isquith is frequently quoted in the Wall Street Journal, the New York

Times, and other national publications.

The April 1987 issue of Venture magazine listed Mr. Isquith as among the

nation's top securities class action attorneys. Since 2006 Mr. Isquith has been

elected as among the top 5% of attorneys in the New York City

metropolitan area chosen to be included in the Super Lawyers Magazine.

Martindale Hubbell registers Mr. Isquith as one of the Preeminent Lawyers

(2010), Avenue Magazine, Legal Elite (2010).

JEFFREY G . SMITH: admitted: New York; California; Supreme Court of the

United States; U.S. Courts of Appeals for the Second, Third, Fourth, Fifth,

Sixth, Seventh, Eighth and Ninth Circuits; U.S. Tax Court; U.S. District

Courts for the Southern and Eastern Districts of New York, Southern,

Central and Northern Districts of California and the Districts of Colorado

and Nebraska. Education: Vassar College (A.B., cian laude generali, 1974);

Woodrow Wilson School of Public and International Affairs, Princeton

University (M.P.A., 1977); Yale Law School (J.D., 1978). At Yale Law School,

Mr. Smith was a teaching assistant for the Trial Practice course and a

student supervisor in the Legal Services Organization, a clinical program.

Member: The Association of the Bar of the City of New York; New York

State and American (Section on Litigation) Bar Associations; State Bar of

California (Member: Litigation Section); American Association for Justice.

Mr. Smith has frequently lectured on corporate governance issues to

.!

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professional groups of Fund trustees and investment advisors as well as to

graduate and undergraduate business student groups, and has regularly

served as a moot court judge for the A.B.A. and at New York University

Law School. Mr. Smith has substantial experience in complex civil

litigation, including class and derivative actions, tender offer, merger, and

takeover litigation. Mr. Smith is rated "AV" by Martindale Hubble and,

since its inception in 2006, has been selected as among the top 5% of

attorneys in the New York City metropolitan area chosen to be included in

the Super Lawyers Magazine.

FRANCIS M . GREGOREK: admitted: California; New York; United States

Courts of Appeals for the Second and Ninth Circuits; United States District

Courts for the Southern and Eastern Districts of New York and the

Southern, Central, and Northern Districts of California. Education:

University of Virginia (B.A., magna cum laude, 1975). Phi Beta Kappa, Phi

Alpha Theta International Historical Honor Society; University College,

Durham University, England; New York University School of Law (J.D.,

1978). Mr. Gregorek is the Managing Partner of the Firm's San Diego office.

Throughout his 32 year career, Mr. Gregorek's practice has focused on

complex commercial litigation and class action practice on both the trial and

appellate court levels, in federal and state courts nationwide, in the areas of

securities, antitrust, consumer protection, and technology. Mr. Gregorek

has also represented foreign governments involved in complex commercial

litigation in United States federal courts. As part of that representation, Mr.

Gregorek has worked in conjunction with the heads of ministerial

departments, ambassadors, and consular officials of those countries charged

by their goveriiments with overseeing the litigations, as well as the attorney

general of a government he was representing. Throughout these litigations,

Mr. Gregorek met with such government officials to advise and plan

strategy iii addition to keeping them fully up-to-date on the progress of the

litigation.

Mr. Gregorek has served as lead counsel, co-lead counsel, or in other

leadership positions in numerous class and other complex litigations

throughout the United States. For example. In re Dole Shareholder Litigation,

Case No. BC281949 (Super. Ct. Los Angeles Coimt^, 2003). Mr. Gregorek

and the Firm served as co-lead counsel in this case, arising from a proposed

going-private transaction in which Dole's Chief Executive Officer, David

Murdock, sought to acquire the shares of Dole stock not then owned by him

for $29.50 per share. A settlement of the action for $172 million.

'H

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representing a payment of an additional $4 per share over Murdock's

offering price, was reached after months of intense litigation. Additionally,

the settlement reqvdred improvements to the shareholder approval process, _.._^.

including a "majority of the minority" provision as well as enhanced ^

disclosures regarding the merger terms, process, and financial operations of ' ' • j

Dole designed to guarantee a fully informed shareholder vote. At the time • • j

of the case's settlement, the $172 million recovered for the class was one of • -'

the top 10 recoveries ever achieved on behalf of a class. Judge Anthony J. p''^^;^';;J';Ki>i

Mohr, who presided over the action, stated at the final settlement hearing: •,•'''['-':''i! •••''^-!'/;

"Co-Lea d Counse l di d excellent first class work. " Id. jl,,'C=L:/;,';';''if';-^i

As an additional example, Mr. Gregorek and the Firm served as co-lead L......,«.i.,i*^,--

counsel in Bamboo Partners LLC v. The Robert Mondavi Corp., et ah, Case No.

26-27170 (Super. Ct. Napa Coimty, 2004), a class action arising from an

unsolicited $1.3 billion offer (cash and debt assumption) from Constellation

Brands, Inc. for The Robert Mondavi Corp. The plaintiffs challenged not

only the valuations assigned to Mondavi's assets and the price of the deal,

the process and the disclosures followed, but, most importantly, the

allocation of the purchase price between the Mondavi family and

Mondavi's public shareholders. Initially, the settlement required enhanced

disclosures regarding the merger terms, process, and financial operations of

Mondavi designed to guarantee a fully informed shareholder vote.

Subsequently, a settlement of the action for $10.8 million, representing some

30% of the alleged damages suffered by Mondavi's public shareholders,

was reached after years of intense litigation over the proper interpretation

of Mondavi's Articles of Incorporation involving unprecedented questions

of corporate governance under both California and Delaware law.

CHARLES J. HECHT: admitted New York, United States Supreme Court,

United States Court of Appeals for the Second Circuit; United States Court

of Appeals for the Fifth Circuit; United States Court of Appeals for the

Seventh Circuit; United States Court of Appeals for the Sixth Circuit; United

States Court of Appeals for the Third Circuit; United States Court of

Appeals for the Ninth Circuit; United States Court of Appeals for the

Eleventh Circuit; United States District Court for the Southern District of

New York; United States District Court for the Eastern District of New

York; United States District Court for the; Eastern District of Wisconsin and

the United States Court of Appeals for the Seventh Circuit. Education: Mr.

Hecht is a graduate of Cornell University and Cornell University Law.

Charles J. Hecht is a partner of the firm, with over 40 years' experience in

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securities and commodities transactions, litigation, and arbitration. He has

more than 50 published decisions on cases in which he was the sole or lead

counsel, in areas ranging from securities and commodities fraud to

constitutional and contract disputes.

Mr. Hecht has provided expert testimony before the Internal Revenue

Service with respect to the impact of proposed tax regulations on preferred

stock hedged with commodity futures and options. He has authored articles

on mergers and acquisitions, earn outs, commodities, hedging, derivatives,

and arbitration jurisdiction and damages. Since 2005 he has been the legal

columnist for smartpros.com, an online newsletter for financial

professionals.

He has been active in the New York State Bar Association's continuing legal

education program, regularly speaking about class actions and serving as

the Chairman of tlie program on securities arbitration in 1995. In 1996, Mr.

Hecht was a principal coauthor of the New York Federal Practice Section's

Report on Securities Class Fees. He is also an arbitrator for the American

Arbitration Association and COMEX.

Before entering private practice, Mr. Hecht was with the Division of

Corporate Finance (Washington, D.C. main office) of the Securities and

Exchange Commission. He is actively involved with businesses in China

and is a member of the United States-China Chamber of Commerce.

Notable Cases include, CMIA Partners Equity Ltd. v. O'Neill, 2010 NY Slip

Op 52068(U) (Sup. Ct. N.Y. Co., 2010), Hecht v. Andover Assocs. Mgmt. Corp.,

11 Misc 3d 1202(A) (Sup. Ct. Nassau Co., 2010), and Sacher v. Beacon Assoc.

Mgmt. Corp., 27 Misc 3d 1221 (A) (Sup. Ct. Nassau Co., 2010). The CMIA case

is the first time that a New York state court examined shareholder

derivative suits under Cayman Islands law. The Hecht case was the first

Madoff-related feeder fund case to survive a motion to dismiss in the

United States.

'-V.!

£kt If *> ^ Us ML^ k wL .

MARY JANE FAIT: admitted: New York; Illinois; U.S. District Courts for

the Southern and Eastern Districts of New York, and Northern District of

Illinois; U.S. Court of Appeals for the Seventh Circuit. Education: St. John's

College and University of Illinois (B.A., Economics, 1976); Cornell Law

School (J.D., 1979). Member: Chicago Bar Association; Illinois Bar

Association; Antitrust Division of the American Bar Association.

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PETER C. HARRAR: admitted: New York; U.S. District Courts for the

Southern, Eastern and Northern Districts of New York. Education:

Princeton University (A.B., with high honors, 1980); Columbia University ;

(J.D., 1984). Phi Beta Kappa. Mr. Harrar has extensive experience in i ,

complex securities and commercial litigation on behalf of individual and , " •

institutional clients. ; i

1 .. . •, . 1

LAWRENCE P. KOLKER: admitted: New York; U.S. Courts of Appeals for ^'U'} y .i.;.V

the Second and Eleventh Circuits; U.S. District Courts for the Southern and ii'r';';?''''*/'!'^;::-.'i

Eastern Districts of New York, Western District of Michigan and the District i^^^',':!'';'-"^ -"i".'!

of Colorado. Education: State University of New York at Binghamton j:^^J.^,J,l.i

(B.A., 1978); Brooklyn Law School (J.D., 1983). Editor, Brooklyn Law Review,

1982-1983. Panelist, Early Neutral Evaluator for the Eastern District of New

York, 1992-1997. Lecturer, Brooklyn Law School, 1989. Assistant

Corporation Coxinsel, City of New York, 1983-1987. Member: The

Association of the Bar of the City of New York; New York State Bar

Association. Mr. Kolker has spoken at numerous conferences of the

Investment Program Association and the Strategic Research Institute

concerning limited partnership tender offers and litigation strategies, and

has published articles entitled "Litigation Strategies for Limited Partnersliip

Tender Offers" (February 1996) and "Limited Partnership Five Percent

Tender Offers" (October 1997) in Standard & Poor's Review of Securities and

Commodities Regulation. Mr. Kolker has acted as lead counsel in numerous

class and derivative actions asserting the rights of investors since joining

Wolf Haldenstein in 1989. Mr. Kolker also counsels investment

management firms in transactional and securities matters and represents

them in corporate and business litigation.

MARK C. RIFKIN: admitted: New York; Pennsylvania; New Jersey; U.S.

Supreme Court; U.S. Courts of Appeals for the Second, Third, Fifth, and

D.C. Circuits; U.S. District Courts for the Southern and Eastern Districts of

New York, the Eastern and Western Districts of Pennsylvania, the District of

New Jersey, the Eastern District of Wisconsin and the Western District of

Michigan. Education: Princeton University (A.B., 1982); Villanova

University School of Law (J.D. 1985). Contributor, PACKEL & POULIN,

Pennsylvania Evidence (1987). Mr. Rifkin has extensive experience in

complex class and derivative actions in securities, ERISA, antitrust,

intellectual property, and consumer protection litigation. Mr. Rifkin has

extensive trial experience in class and derivative actions, including In re

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National Media Corp. Derivative Litig., C.A. 90-7574 (E.D. Pa.), Upp v. Mellon

Bank, N.A., C.A. No. 91-5229 (E.D. Pa.), where the verdict awarded more

than $60 million iii damages to the Class (later reversed on appeal, 997 F.2d

1039 (3d Cir. 1993)), and In re AST Research Securities Litigation, No. 94-1370

SVW (CD. CaL), as well as a niimber of commercial matters for individual

clients. Mr. Rifkin has lectured before diverse business and professional

organizations in the areas of securities and complex litigation and corporate

governance, serves as a moot court judge for the A.B.A. and at New York

University Law School, and is a frequent guest lecturer to graduate and

undergraduate economics and finance students on corporate governance

topics.

MICHAEL JAFFE: admitted: California; New York; U.S. District Courts for

the Southern and Eastern Districts of New York. Education: University of

California at Berkeley (B.S., with highest distinction, 1982); Hastings College

of the Law, University of California (J.D., 1987). Judicial Extern to the

Honorable Thelton E. Henderson, Northern District of California,

1986-1987. Member: The Association of the Bar of the City of New York.

Languages: French.

BETSY C. MANIFOLD: admitted: Wisconsin; New York; California; U.S.

District Courts for the Western District of Wisconsin, Eastern and Southern

Districts of New York, and Northern, Central and Southern Districts of

California. Education: Elmira College; Middlebury College (B.A., cum

laude, 1980); Marquette University (J.D., 1986); New York University.

Thomas More Scholar. Recipient, American Jurisprudence Award in

Agency. Member: The Association of the Bar of the City of New York.

Languages: French.

ALEXANDER H . SCHMIIDT: admitted: New York; New Jersey; United

States Supreme Court, United States Court of Appeals for the Second

Circuit, and the United States Court of Federal Claims. Education: State

University of New York, Stony Brook (B.A., 1981); Brooklyn Law School

(J.D., 1985). Mr. Schmidt concentrates on sophisticated commercial

litigation, including matters involving antitrust, class actions, banJdng,

commercial factoring, securities fraud, civil RICO, real estate, intracorporate and partnership disputes, and legal and accounting malpractice.

His noteworthy, groundbreaking successes include Dresses For Less, Inc. v.

CIT Group/Commercial Services, Inc., 2002 U.S. Dist. LEXIS 18338; 2002-2

Trade Cas. (CCH) P73,828 (S.D.N.Y. Sept. 30, 2002) (sustaining Sherman Act

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claims against commercial factoring industry); Atkins & O'Brien L.L.P. v. ISS

Int'l Serv. Sys., 252 A.D.2d 446; 678 N.Y.S.2d 596 (1st Dep't 1998) (lawyers

could recover future fees under estoppel exception to general rule that ,

client can terminate relationship at any time as lawyers founded law firm ; '.•'.!

and expended start-up costs based on client's promises of future fees); Bank ' " . '. '•

Brussels Lambert v. Credit Lyonnais (Suisse) S.A., 160 F.R.D. 437 (S.D.N.Y. ; .•

1995) (attorney client privilege held waived as to inadvertently disclosed ' '

documents not protected by "common interest" doctrine). Mr. Schmidt was ^J'fV:r:K=.

an Assistant Adjunct Professor of Law at Brooklyn Law School in 1998 and cfr'l.f';*-"};" Vv:

1999, where he co-taught a seminar on Federal Discovery Practice. LJ-'r/j.';!!,•=:•;•./:;••;

:iiii

GREGORY M . NESPOLE: admitted: New York; U.S. District Courts for the

Southern and Eastern Districts of New York; United States Court of Appeals

for the Second, Fourth, and Fifth Circuits. Education: Bates College (B.A.,

1989); Brooklyn Law School (J.D., 1993). Member: The Association of the Bar

of the City of New York; New York State Bar Association. Mr. Nespole's

experience includes complex civil and criminal litigation. Mr. Nespole is

responsible for the investigation, initiation and prosecution of securities

class actions and derivative litigations on behalf of the firm throughout the

Country. Mr. Nespole also devotes a considerable amount of time to

litigating issues surroiinding mergers and acquisitions. Mr. Nespole also

represents corporate defendants with respect to class certification issues and

structuring class-wide settlements. He has been approved as a panel

attorney by a major insurance company to address certification issues. Mr.

Nespole is the co-chair of the firm's Madojf Litigation Task Force. He has

been elected a "Super Lawyer" each year since 2009.

DEMET BASAR: admitted: New York; New Jersey; U.S. District Court for

the District of New Jersey, Southern District of New York, and Eastern

District of Wisconsin. Education: Fairleigh Dickinson University (B.A.,

summa cum laude, 1984), Phi Omega Epsilon; Rutgers University School of

Law (J.D., 1990). Recipient, West's Scholarship Award, Senior Notes and

Comments Editor, Rutgers Law Review. Member: The Association of the Bar

of the City of New York. Languages: Turkish.

ADA M J. LEVITT: admitted: Illinois; Supreme Court of the United States;

U.S. Courts of Appeals for the First, Seventh, and Eighth Circuits; U.S.

District Courts for the Northern and Southern Districts of Illinois, Northern

District of Indiana, District of Nebraska, District of Colorado, and the

Northern and Eastern Districts of Texas. Education: Columbia College, WOLF

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Columbia University (A.B., magna cum laude, 1990); Northwestern

University School of Law QD., 1993). Member: President, Class Action Trial

Lawyers of the National Trial Lawyers; American Law Institute (Members

Consultative Groups: Principles of the Law of Aggregate Litigation, the

Restatement of the Law (Third) Restitution and Unjust Enrichment, and the

Restatement of the Law (Third) Torts: Liability for Economic Loss); Board of

Advisors of the American Constitution Society for La'w and Policy (Chicago

Lawyer Chapter); Seventh Circuit Contributing Editor, Class Actions &

Derivative Suits (ABA); Consulting Participant: "Calculation of Securities

Litigation Damages" (National Association of Public Pension Attorneys,

Securities Litigation Damages Calculation Taskforce). Puhlications: CAFA

and Federalized Ambiguity: The Case for Discretion in the Unpredictable Class

Action, 120 YALELJ. ONLINE 233 (2011); Taming the Metadata Beast, N.Y. LAW

JOURNAL, May 16, 2008; Foreign Investors Serving as Lead Plaintiffs in U.S.-

Based Securities Cases, International Practice Section Newsletter (Association

of Trial Lawyers of America, Washington, D.C.), Winter 2004 and Spring

2005; Proposed Rule 225: A Death Warrant for Class Actions in Illinois, 93 III .

B.J. 202 (2005); The Big Business Wish List: Proposed Illinois Supreme Court Rule

225 and the Demolition of Consumer Rights, The Class Act (The Newsletter of

the National Association of Securities and Consumer Law Attorneys),

February 25, 2005; and An Illinois Lawyer's Guide to Service of Process in

Mexico, 82 III. B.J. 434 (1994).

Mr. Levitt has testified before the Illinois Supreme Court Rules Committee

on class action practice and related issues. He also speaks nationally on a

wide range of topics, including: (a) "Class Actions in Medical Device and

Pharmaceutical Litigation," HarrisMartin TVM/Actos Litigation Conference

(Miami, January 25, 2012); (b) "Trial Lawyers and Class Actions: Protecting

Consumers and Elevating Your Practice," The National Trial Lawyers Trial

Lawyers Summit (Miami Beach, January 25, 2012); (c) "Current

Developments in Consumer Protection Litigation," Louisiana State Bar

Association, 11th Annual Class Action/Mass Tort Symposium (New

Orleans, December 9, 2011); (d) "Imprelis Herbicide Litigation Spotlight,"

HB Litigation Conferences (November 2, 2011); (e) "Multi-State Litigation in

the Post-CAFA World," Law Seminars International, Litigating Class

Actions Conference, (Chicago, October 24-25, 2011) (Conference Co-Chair);

(f) "Ethical Implications of Class Action and Mass Tort Settlements,"

American Association for Justice, Summ.er Conference (New York, July 12,

2011); (g) "Modifying Your Approach for Multi-State Class Actions," Law

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20, 2011); (h) "Privacy Litigation: The Evolution in Theories and Outcomes,"

International Association of Privacy Professionals "Privacy Academy"

(Boston, September 2009); and (i) "Legal Strategies to Fight Negative Effects

of Genetic Engineering," 2007 Public Interest Environmental Law

Conference (Eugene, March 2007). In recognition of his achievements, Mr.

Levitt has been rated "AV" by Martindale-Hubbell, was named one of

Avenue Magazine's "Legal Elite,", is an Illinois "Super Lawyer," and is i _ -

included in the 2011 Lawdragon 500 Leading Lawyers in America. [ :'^'-"';.[

Substantially all of Mr. Levitt's practice is focused on complex commercial ' -' " ^ '

Litigation and class action practice on both the trial and appellate court i- ''-' . '''

levels, in federal and state courts nationwide, in the areas of securities, '

antitrust, consumer protection, technology, and agricultural law. Since

1993, Mr. Levitt has served as lead counsel, co-lead coxonsel, or in other

leadership positions in numerous class and otlier complex litigations

throughout the United States that have resulted in recoveries in excess of $1

billion for his clients and other class members. He presently serves as CoLead Counsel in ht re Genetically Modified Rice Litigation, MDL No. 1811

(E.D. Mo.), in which he represents the interests of United States long-grain

rice producers seeking to recover damages they sustained resulting from

the contamination of the U.S. rice supply with unapproved, geneticallymodified rice seed traits. That case settled on July 1, 2011 for $750,000,000.

He is also serving as Interim-Co-Lead Counsel in In re Imprelis Herbicide,

Sales Practice and Products Liability Litigation, MDL No. 2284 (E.D. Pa.), a

multidistrict class action lawsuit brought by landoAvners and landscapers

against E.I. DuPont de Nemours and Company seeking to recover damages

for tree and other foliage death and other harm caused by DuPont's

Imprelis herbicide. In addition to those cases, Mr. Levitt served as Co-Lead

Counsel in In re StarLink Corn Products Liability Litigation, MDL No. 1403

(N.D. ni.), where he recovered $110,000,000 on behalf of U.S. corn farmers

who sustained market losses resulting from the contamination of the U.S.

corn supply with genetically-modified StarLink corn.

In addition, Mr. Levitt is presently serving as Co-Lead Counsel in several

other national class action cases, including In re Reebok Easytone Litigation,

No. 4:10-cv-11977-FDS (D. Mass.), a false advertising consumer class action

in which Mr. Levitt and co-counsel achieved a $25 million cash refund

settlement for class members; In re Porsche Cars North America, Inc., Plastic

Coolant Tubes Products Liability Litigation, MDL No. 2233 (S.D. Ohio), a

consumer class action concerning defective parts in certain models of the WOL F

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Porsche Cayenne; In re ConAgra Foods, Inc., MDL No. 2291 (CD. CaL), a

consumer class action against ConAgra pertaining to its marketing of its

Wesson Oil products as being "100% Natural," when they are actually

made fromi genetically-modified plants or genetically-modified organisms;

and In re Sony Gaming Networks and Customer Data Security Breach Litigation,

MDL No. 2258 (S.D. CaL), a data breach class action arising out of the Sony

defendants' alleged negligence leading to a system shutdown and theft of

class members' personal information. Mr. Levitt also provides, or has

provided legal services to various private companies involving complex

litigation and general corporate matters.

THOMAS H . BURT: admitted: New York; U.S. District Courts for the

Southern and Eastern Districts of New York, Eastern District of Michigan.

Education: American University (B.A., 1993); New York University (J.D.,

1997). Articles Editor with New York University Review of Law and Social

Change. Mr. Burt is a litigator with a practice concentrated in securities

class actions and complex commercial litigation. After practicing criminal

defense with noted defense lawyer Jack T. Litman for three years, he joined

Wolf Haldenstein, where he has worked on such notable cases as In re Initial

Public Offering Securities Litigation, No. 21 MC 92 (SAS) (S.D.N.Y.)(a novel

and sweeping amalgamation of over 300 class actions which resulted in a

recovery of $586 million); In re MicroStrategy Securities Litigation, No. 00-473-

A (E.D. Va.)(recovery of $192 million); In re DRAM Antitrust Litigation, No.

02-CV-1486 (PJH) (N.D. Cal.) (antitrust case resulting in $315 million

recovery); In re Computer Associates 2002 Class Action Securities Litigation, No.

02-CV-1226 (TCP) (E.D.N.Y.)(settled, together with a related fraud case, for

over $133 million); K.J. Egleston L.P. v. Heartland Industrial Partners, et ah,

2:06-13555 (E.D. Mich.)(recovery included personal assets from former

Reagan Administration budget director David A. Stockman); and Parker

Priedland v. Iridium World Communications, Ltd., 99-1002 (D.D.C.)(recovery of

$43.1 million). Mr. Burt has spoken on several occasions to investor and

activist groups regarding the intersection of litigation and corporate social

responsibility.

RACHELE R. RICKERT: admitted: California; U.S. District Court for the

Southern District of California. Education: Point Loma Nazarene College

(B.A., 1994); University of California, Hastings College of the Law Q.D.,

1997). Member: State Bar of California. Former Deputy Alternate Public

Defender for the County of San Diego. Ms. Rickert is located in the firm's

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San Diego office. She practices corporate derivative and class action

litigation including securities, consunier, antitrust, employment and general

corporate and business litigation. Ms. Rickert has played a significant role

in litigating numerous class and derivative actions, including In re Apple &

AT&TM Antitrust Litigation, Master File No. C 07-05152 JW (N.D. Cal.)

(antitrust class action against Apple Inc. and AT&T Mobility LLC regarding

aftermarkets for iPhone wireless service and applications); Ardon v. City of

Los Angeles (2011) 52 Cal.4th 241 (challenging the City of Los Angeles'

telephone users tax on behalf of the City's taxpayers); DeFrees, et al. v.

Kirkland, et al, No. CV 11-04272 GAF(SPx) (CD. Cal.) (shareholder

derivative action); Bamboo Partners LLC, et al. v. Robert Mondavi Corp., et al.

(shareholder class action that settled for $10.8 million in 2007); and Lewis, et

al. V. American Spectrum Realty, Inc., et ah, (shareholder class action that

settled for $6.5 million in 2004).

STACEY KELLY BREEN: admitted: New York; New Jersey; U.S. District

Courts for the Southern and Eastern Districts of New York. Education:

New York University (B.A., 1997); Rutgers School of Law - Newark (J.D.,

2000). Member: New York State Bar Association; New York County

Lawyers Association

MATTHEW GUINEY: admitted: New York. Education: The College of

William & Mary (B.A. in Government and Economics 1998); Georgetown

University Law Center (J.D. 2002).

OF COUNSEL

ROBERT ABRAMS: admitted: New York; U.S. Court of Appeals for the

Third Circuit; U.S. District Courts for the Southern and Eastern Districts of

New York, Eastern District of Missouri, District of Maryland, and District of

Delaware. Education: Haverford College (B.A., 1961); Columbia University

(Ph.D., 1966), Brooklyn Law School (J.D., 1992). Woodrow Wilson Fellow;

International Business Law Fellow. Adjunct Professor, Mediation Clinic,

Brooklyn Law School, 1983-1984. Mr. Abrams was formerly a Professor of

Political Science at Brooklyn College and the Graduate Center of the City

University of New York. Member: New York State Bar Association. Mr.

Abrams is the author of books on the theory of collective choice (Columbia

University Press) and voting theory (Sage), as well as articles on Soviet

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WOL F

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politics, game theory and bargaining and negotiations. He has focused his

practice on complex securities, ERISA, and consumer actions.

He was co-lead counsel in In re Tyson Foods, Inc., before the Delaware • . ' i

Chancery Court, which settled claims of breach of fiduciary duty in ;" . • ' ,'

connection with related party transactions and spring loading of options for ' • •]

Tyson management. ,|

He is currently active in litigation on behalf of securities brokers, bringing i'ri-' ^V!,:"-::',:!

claims for overtime pay and improper deductions from compensation

against six major brokerage houses under the federal Fair Labor Standards

Act and New York, New Jersey and Connecticut Labor Law. These cases

include Lavoice v. Citigroup Global Markets, Inc.; Basile v. A.G. Edwards, Inc.;

Rosenthal v. A.G. Edwards & Sons, Inc.; Palumbo v. Merrill Lynch; Garrison v.

Merrill Lynch; Roles v. Morgan Stanley; Lenihan v. Morgan Stanley; Klein v.

Ryan Beck; and Badain v. Wachovia.

Mr. Abrams was the firm's primary representative to the executive

committee representing NationsBank shareholders in In re BankAmerica

Corp. Sec. Litig^ which resulted in an award of $490 million to NationsBank

and BankAmerica shareholders. He was also co-lead counsel in a New York

state consumer protection class action against AT&T Wireless Corp., Naevus

V. AT&T Corp^ which resulted in an award valued at $40 million for the

class members.

ROBERT B. WEINTRAUB: admitted: New York; Supreme Court of the

United States; U.S. Court of Appeals for the Federal and Second Circuits;

District of Columbia; U.S. District Courts for the Southern and Eastern

Districts of New York. Education: Syracuse University (B.A., cum laude,

1972); Georgetown University Law Center (J.D., 1977). Member: 1975-1977,

Articles Editor and Member: Executive Board, 1976-1977, Law and Policy in

International Business, Georgetown International Law Journal. Assistant

Editor, Competition Working Group, "The OECD Guidelines for

Multinational Enterprises: A Business Appraisal," 1977. Author, "Law

Backs Women Warriors," National Law Journal, June 7,1993. Co-contributor:

Chapter 7, "The Celler-Kefauver Act of 1950," 4 Legislative History of the

Federal Antitrust Laws and Related Statutes, edited by E. BCintner, Chelsea

House Publishers, 1980. Mediator, U.S. District Court, Southern District of

New York. Member: The Association of the Bar of the City of New York

(Member: Committee on Securities Regulation; Council on International

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Affairs; Chair, 1991-1994 and Member: 1987-1990, Committee on Military

Affairs and Justice; International Arms Control and Security Affairs,

1990-1991); and American Bar Association. He has covmseled corporations

on contract negotiation and antitrust matters, and provided antitrust advice

on mergers to the arbitrage department of a major brokerage house. He has

served as an arbitrator for the NYSE, the NASD and the Municipal

Securities Rulemaking Board and as a mediator for the federal District

Court in New York. Mr. Weintraub also previously served as Senior Vice

President and General Counsel of a broker-dealer investment bank which is ,,;. f-t-;, ,._;.

a member of the NYSE, the NASD and other principal exchanges. Mr. f''-"''^' |":'j;-v;^f5

Weintraub has particular experience in litigation involving investment •!:,-''"'*''"'.f !.'d

firms and broker-dealers.

KATE MCGUIRE : admitted: New York; U.S. District Courts for the

Southern and Eastern Districts of New York. Education: Uruversity of

California at Santa Cruz (B.A. 1995), Georgetown University Law Center

(J.D., 1998); Member: Georgetown Immigration Law Journal.

ASSOCIATES

THEODORE B. BELL: admitted: Michigan; Illinois; 7th Circuit Court of

Appeals; United States District Courts for the Northern, Central and

Southern Districts of Illinois. Education: University of Michigan (B.A.,

1988); University of Detroit Mercy School of Law (J.D., 1992).

MALCOLM T. BROWN: admitted: New York, New Jersey, Pennsylvania,

United States District Courts for the Southern and Eastern Districts of New

York, District of New Jersey and Eastern District of Pennsylvania.

Education: University of Pennsylvarua (B.A., Political Science 1988) and

Rutgers University School of Law (J.D. 1994).

MARTIN RESTITUYO: admitted: New York. Education: Queens College

(B.A., 1998); Hofstra University School of Law Q.D. 2002); Hofstra

University, Frank G. Zarb School of Business (M.B.A., Finance, 2005). Mr.

Restituyo did postgraduate work at the Universidad Autonoma de Santo

Domingo, Santo Domii-igo, in the Dominican Republic, and studied at

Faculte de Droit de l'Universite de Nice, in Nice, France. Mr. Restituyo was

the Assistant Town Attorney for North Hempstead, New York (2004-2006),

an Adjunct Professor at John Jay College of Criminal Justice (2005), and was

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in the Nassau Coimty Department of Economic Development (2002-2004).

In 2003, he was awarded the "Distinguished Alumni Award" from Hofstra

University's Clinical Program. He is a member of the Nassau County Bar

Association, the Women's Bar Association, the Hispanic Bar Association,

the Dominican Bar Association and Hofstra University School of Law,

Alumni Board.

JOHN TANGREN: admitted: Illinois, the Northern District of Illinois and the r-'fi'••{••••'•" • r

District of Colorado. Education: The University of Chicago (A.B., ' '.' •"> _-

Philosophy and Music, 2000) and the University of Chicago Law School f- -',', . ,^

with honors (J.D. 2003) where he was Executive Editor of tlie University of ['_' ". ' , "••

Chicago Legal Forum. Before joining Wolf Haldenstein, Mr. Tangren "" "

practiced complex commercial litigation as an associate in the Chicago

office of a large global firm. His primary area of practice is class action

litigation.

PATRICK H . MORAN: admitted: Wisconsin, the United States Court of

Appeals for the Seventh Circuit and the United States District Court for the

Eastern District of Wisconsin. Education: University of Iowa (B.A.

Economics, 1999); Marquette University Graduate School of Business

Administration (M.B.A., Accounting, 2004); Marquette University Law

School (J.D. 2003), where he was a member of the Marquette University

Law Review and published The Federal and Ninth Circuits Square Off:

Refusals to Deal and the Precarious Intersection between Antitrust and

Patent Law, 87 MARQ. L. REV. 387 (2003). Before joining Wolf Haldenstein,

Mr. Moran served as a law clerk to the Hon. John L. Coffey of the United

States Court of Appeals for the Seventh Circuit. In addition, Mr. Moran has

held positions with a big four accounting firm as an international tax

consultant and as an associate for a large securities class action law firm,

specializing in litigation concerning mergers and acquisition.

MICHAEL LISKOW: admitted: California, U.S. District Court for the

Northern District of California. Education: University of Kansas (B.A.,

Psychology, 2001); University of Pennsylvania Law School (J.D. 2005),

where he was the Symposium Editor of the Jourrial of Constitutional Law.

Before joining Wolf Haldenstein, Mr. Liskow was a clerk for the Honorable

Steven H. Levinson of the Supreme Court of Hawaii, and a Fulbright

Teaching Assistant to the Slovak Republic.

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EDMUND S. ARONOWITZ: admitted: New York (2006), U.S. District Court

for the Southern District of New York (2008). Education: Cornell

University (B.A. with honors. History, 2002); Cornell Law School (J.D. with

honors, 2005), where he was a Managing Editor of the Cornell Journal of

Law and Public Policy and a Bench Editor on the Moot Court Board. Prior

to joining Wolf Haldenstein, Mr. Aronowitz served as a law clerk to the

Hon. Robert L. Hinkle of the United States District Court for the Northern

District of Florida and practiced complex commercial litigation as an

associate in the New York office of a large global firm. •" , ' "

HELENA LYNCH: admitted: New York (2006); United States District Court "' ;_'' • '•' "

for the Southern District of New York (2006) and the Eastern District of

New York (2011); U.S. Court of Appeals for the Second Circuit.

Education: State University of New York at Stony Brook (B.A. magna cum

laude, Phi Beta Kappa, Psychology); New York Law School (J.D., suimna cum

laude, 2005) where she was named a John Marshall Harlan Scholar in

international law and served as an Executive Articles Editor on the New

York Law School Law Review. Ms. Lynch's practice focuses primarily on

securities class action and complex commercial litigation. Before joining the

firm, Ms. Ljmch was an associate in the New York office of a global law firm

where she represented clients in complex multi-district and cross-border

litigation and arbitration, with a particular emphasis on securities litigation.

From 2007 to 2008, Ms. Lynch served as a law clerk to the Honorable Roger

J. Miner, Senior Judge, United States Court of Appeals for the Second

Circuit.

ALAN D . WEISS: admitted: Florida (1994); United States District

Court for the Southern District of Florida. Education: Tufts

University (B.A., economics, 1985; M.A., economics 1988); University

of Miami School of Law (J.D. 1993). Prior to joining the firm, Mr.

Weiss was a Vice President and Financial Advisor for a major Wall

Street brokerage firm. Previously, Mr. Weiss ran his own brokerdealer where he was an options trader for eight years and through

which he would become the portfolio manager of an options arbitrage

based hedge fund. Mr. Weiss started his law career in Hollywood,

Florida where he represented investors who were harmed by

fraudulent or unsuitable investments, against major Wall Street

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brokerage firms. His primary area of practice is securities class action

litigation.

LYDIA A. KEANEY: admitted: New York (2008), United States District Court

for the Southern District of New York (2009). Education: Temple

University (B.A. magna cum laude, Phi Beta Kappa, English, 2004); University

of Pennsylvania Law School (J.D. 2007), where she was a Production Editor

of the University of Pennsylvania Journal of Constitutional Law. Prior to

joining Wolf Haldenstein, Ms. Keaney was an associate at SNR Denton US

LLP, where her practice focused on complex commercial litigation with an

emphasis on class actions. She also has experience in commercial

arbitrations, constitutional law, and appellate practice.

BETH LANDES: admitted: New York (2011). Education: Connecticut

College (B.A., Philosophy, 2005); Duke University Law School (J.D., 2010).

Ms. Landes' primary areas of focus are securities, derivative and ERISA

litigation.

MAJA LUKIC: admitted: New York (2011). Education: Memorial

University of Newfoundland (B.F.A., Theater, 2007); Cornell Law School

Q.D. 2010), where she served as ai-\ Articles Editor on the Cornell Law

Review.

33

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WOLF HALDENSTEIN PARTNERS WHO REGULARLY

PROVIDE THEIR NON-LITIGATION EXPERTISE TO CLASS

ACTION LITIGATION MATTERS

CHARLES H . BALLER: admitted: New York. Education: New York

University (B.S., magna cum laude, 1954); Columbia University (LL.B., 1957);

New York University (L.L.M., Taxation, 1962). Beta Gamma Sigma; Beta

Alpha Psi. Harlan Fiske Stone Scholar. Co-Editor and Contributing Author,

April, 1981, with 1986 Supplement, Business Acquisitions, Practicing Law

Institute. Member: The Association of the Bar of the City of New York; New

York State and American Bar Associations. Mr. Bailer has worked in the

office of Chief Counsel, Internal Revenue Service (Interpretative Division).

A lecturer and author for the Practicing Law Institute (co-editor of the

reference work Business Accjuisitions: Planning and Practice), Mr. Bailer is a

corporate and tax attorney with extensive expertise in mergers and

acquisitions, complex estate planning (particularly relating to corporate and

business holdings), and employee benefits and compensation, including

ERISA.

ERIC B. LEVINE: admitted: New York; U.S. Courts of Appeals for the

Second and Eleventh Circuits; U.S. District Courts for the Southern and

Eastern Districts of New York, and Eastern District of Midiigan; U.S. Tax

Court. Education: State University of New York at Buffalo (B.A., swmna

cum laude, 1974); University of Pennsylvania (J.D., cum laude, 1977). Order

of the Coif, Phi Beta Kappa. Associate Editor, University of Pennsylvania Law

Review, 1976-1977. Member: The Association of the Bar of the City of New

York; New York State Bar Association. Mr. Levine's practice focuses on

complex commercial and civil litigation, including in the area of bankruptcy

and receivership litigation, creditors' rights, and lender liability.

MARK C. SiLVERSTEIN: admitted: New York. Edwcflfion: State University

of New York at Binghamton (B.S., sunima cum laude, 1980); New York

University (J.D., cum laude, 1983). Order of the Coif. Editor, Journal of

International Law and Politics, 1982-1983. Member: the Association of the

Bar of the City of New York; New York State; American Bar Associations.

Mr. Silverstein serves as general counsel to corporations and handles

matters involving tax planning and mergers and acquisitions. He also

provides counseling in the structure of complex settlements and the

administration of complex claims administrations.

! •••

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I .

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ELI D . GREENBERG: admitted: New York. Education: New York

University (B.S., magna cum laude, 1981). New York University Q.B., 1984).

Beta Gamma Sigma. Lecturer, New York University. Member: American

Health Lawyers Association. Mr. Greenberg has extensive experience in

pension, tax, benefits, and ERISA.

SUBSTANTIAL RECOVERIES OBTAINED IN REPRESENTATIVE

PAST CLASS ACTION CASES IN WHICH WOLF HALDENSTEIN

WAS LEAD COUNSEL OR HAD ANOTHER SIGNIFICANT ROLE

• In re Initial Public Offering Securities Litigation, 21 MC 92 (SAS)

(S.D.N.Y.)(class recovered $586 million).

• In re BatikAmerica Corp. Securities Litigation, MDL Docket No. 1264

(JFN) (E.D. Mo.) (class recovered $490 million).

• In re Dynamic Random Access Memory Antitrust Litigation, (MD-02

1486 (N.D. Cal.) (class recovered $325 million).

• In re MicroStrategy, Inc. Securities Litigation, Civ. No. 00-473-A (E.D.

Va.) (class recovered $160 million in cash and securities).

• Kurzweil v. Philip Morris Cos., 94 Civ. 2373, 94 Civ. 2546 (S.D.N.Y.)

(securities fraud) (class recovered $116.5 million in cash).

• In re Starlink Corn Products Liability Litigation, (N.D. 111.) (class

recovered $110 million).

• In Computer Associates 2002 Class Action Sec. Litigation, 2:02-CV1226 (E.D.N.Y.) ($130 million settlement in this and two related

actions).

• In re Sepracor Inc. Securities Litigation, Civ. No. 02-12338 (MEL) (D.

Mass.) (classes recovered $52.5 million).

• In re Transkaryotic Tlterapies, Inc., Securities Litigation, C.A. No. 03-

10165-RWZ (D. Mass) (class recovered $50 million).

• In re Iridium Securities Litigation, C.A. No. 99-1002 (D.D.C.) (class

recovered $43 million).

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In re Merrill Lynch & Co., Inc. Global Technology Fund Securities

Litigation, 02 CV 7854 (JFK) (SDNY); and In re Merrill Lynch & Co.,

Inc. Focus Twenty Fund Securities Litigation, 02 CV 10221 (JFK) „ „ '..

(SDNY) (class recovered $39 million in combined cases). ;

In re CNL Hotels & Resorts, Inc. Securities Litigation, No. 6:04-cv-1231 \

(Orl-31) (class recovered $35 million, and lawsuit also instrumental , _ ]

in $225 million benefit to corporation). -.,...•-V-I.,.T^.;|

Master File No. 06-CV-4130-DGT-AKT $34.4 million recovery).

In re Monster Worldwide, Inc. Stock Option Derivative Litigation, Master

File No. 06cv4622 (S.D.N.Y.) ($32 million recovery and corporate

governance reforms).

Berger v. Compaq Computer Corp., Docket No. 98-1148 (S.D. Tex.)

(class recovered $29 million).

In re Arakis Energy Corporation Securities Litigation, 95 CV 3431

(E.D.N.Y.) (class recovered $24 million in cash).

In re E.W. Blanche Holdings, Inc. Securities Litigation, Civ. No. 01-258

(D. Minn.) (class recovered $20 million).

In re Globalstar Securities Litigation, Case No. Ol-CV-1748 (SHS)

(S.D.N.Y.) (class recovered $20 million).

In re Luxottica Group S.p.A. Securities Litigation, No. CV 01-3285

(E.D.N.Y) (class recovered $18.25 million).

In re Musicmaker.com Securities Litigation, CV-00-2018 (CD. Cal.)

(class recovered $13.75 million).

In re Comdisco Securities Litigation, No. 01 C 2110 (MIS) (N.D. 111.)

(class recovered $13.75 million).

In re Acclaim Entertainment, Inc., Securities Litigation, C.A. No. 03-

CV-1270 (F.D.N.Y.) (class recovered $13.65 million).

In re Concord EFS, Inc. Securities Litigation, No. 02-2097 (MA) (W.D.

Term) (class recovered $13.25 million).

In re Cablevision Systems Corp. Shareholder Derivative Litigation, I" , "".LV,. '*'J

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In re Baiisch & Lomb, Inc. Securities Litigation, 01 Civ. 6190 (CJS)

(W.D.N.Y.) (class recovered $12.5 million).

In re Allaire Corp. Securities Litigation, 00-11972 (D. Mass.) (class

recovered $12 million).

Bamboo Partners LLC v. Robert Mondavi Corp., No. 26-27170 (Cal.

Sup. Ct.) (class recovered $10.8 million).

Curative Health Services Securities Litigation, 99-2074 (E.D.N.Y.)

(class recovered $10.5 million).

City Partnership Co. v. Jones Intercable, 99 WM-1051 (D. Colo.) (class

recovered $10.5 million).

In re Aquila, Inc., (ERISA Litigation), 04-865 (W.D. Mo.)

($10,500,000 recovery for the class).

In re Tenfold Corporation Securities Litigation, 2:00-CV-652 (D. Utah)

(class recovered $5.9 million).

In re Realogy Corp. Shareholder Litigation, No. 2621-N (Del. Ch.).

In re Industrial Gas Antitrust Litigation, 80 C 3479 and related cases

(N.D. 111.) (class recovered $50 million in cash and coupons).

In re Chor-Alkalai and Caustic Soda Antitrust Litigation, 86-5428 and

related cases (E.D. Pa.) (class recovered $55 million).

In re Infant Formula Antitrust Litigation, MDL No. 878 (N.D. Fla.)

(class recovered $126 million).

In re Brand Name Prescription Drugs Antitrust Litigation, No. l:94-cv00897, M.D.L. 997 (N.D. IU.) (class recovered $715 million).

Landon v. Freel, M.D.L. No. 592 (S.D. Tex.) (class recovered $12

million).

Holloway v. Peat, Marwick, Mitchell & Co., No. 84 C 814 EU (N.D.

Okla.) (class recovered $38 million).

In re The Chubb Corp. Drought Insurance Litigation, C-1-88-644

(S.D. Ohio) (class recovered $100 million.).

3 ^

1 ^

mmiffiilt

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Wong V. Megafoods, Civ-94-1702 (D. Ariz.) (securities fraud) (class

recovered $12.25 million).

In re Del Val Financial Corp. Securities Litigation, 92 Civ 4854

(S.D.N.Y.) (class recovered $11.5 million).

In re Home Shopping Network Shareholders Litigation, Consolidated

Civil Action No. 12868, (Del. Ch. 1995) (class recovered $13

million).

In re Paine Webber Limited Partnerships Litigation, 94 Civ 8547

(S.D.N.Y.) (class recovered $200 million).

In re Bristol-Meyers Squibb Co. Securities Litigation, 92 Civ 4007

(S.D.N.Y.) (class recovered $19 million).

In re Spectrum Information Technologies Securities Litigation, CV 93-

2245 (E.D.N.Y.) (class recovered $13 million).

In re Chase Manhattan Securities Litigation, 90 Civ. 6092 (LJF)

(S.D.N.Y.) (class recovered $17.5 million).

Prostic V. Xerox Corp., No. B-90-113 (EBB) (D. Conn.) (class

recovered $9 million).

Steiner v. Hercules, Civil Action No. 90-442-RRM (D. Del.) (class

recovered $18 million).

In reAmbase Securities Litigation, 90 Civ 2011 (S.D.N.Y.) (class

recovered $14.6 million).

Steiner v. Phillips (In re Southmark Securities Litigation), CA No. 3-89-

1402-D (N.D. Tex.) (class recovered $70 million).

Steiner v. Ideal Basic Industries, Inc., No. 86-M 456 (D. Colo. 1989)

(securities fraud) (class recovered $18 million).

Tucson Electric Power Derivative Litigation, 2:89 Civ. 01274 TUC.

ACM (corporation recovered $30 million).

Alleco Stockholders Litigation, (Md. Cir. Ct. Pr. Georges County)

(class recovered $16 million).

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& HER2 LLP

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• In re Revlon Group, Inc. Shareholders Litigation, No. 8362 (Del. Ch.)

(class recovered $30 million).

• In re Taft Broadcasting Company Shareholders Litigation, No. 8897

(Del. Ch.) (class recovered $20 million).

• In re Southland Corp. Securities Litigation, No. 87-8834-K (N.D.Tex.)

(class recovered $20 million). « ••--•—

• In re Crocker Bank Securities Litigation, CA No. 7405 (Del. Ch.) (class ['\ \,^..,^ '"

recovered $30million). r'l j^ - ^,;

• In re Warner Communications Securities Litigation, No. 82 Civ. 8288

gFK) (S.D.N.Y.) (class recovered $17.5 million).

• Joseph V. Shell Oil, CA No. 7450 (Del. Ch.) (securities fraud) (class

recovered $200 million).

• In re Flight Transportation Corp. Securities Litigation, Master Docket

No. 4-82-874, MDL No. 517 (D. Minn.) (class recovered $50

million.).

• In re Whittaker Corporation Securities Litigation, CA000817 (Cal.

Super. Ct., Los Angeles County) (class recovered $18 million).

• Naevus International, Inc. v. AT&T Corp., C.A. No. 602191/99 (N.Y.

Sup. Ct.) (consumer fraud) (class recovered $40 million).

• Sewell V. Sprint PCS Limited Partnership, C.A. No. 97-188027/CC

3879 (Cir. Ct. for Baltimore City) (consumer fraud) (class recovered

$45.2 million).

• In re Vytorin/Zetia Marketing, Sales Practices and Products Liability

Litigation, 2:08-cv-285 (D.N.J.) (class recovered $41.5 million).

REPRESENTATIVE REPORTED OPINIONS SINCE 1990 IN

WHICH WOLF HALDENSTEIN WAS LEAD COUNSEL OR

HAD ANOTHER SIGNIFICANT ROLE

FEDERAL APPEALS COURT OPINIONS

• See Messner v. Northshore University HealthSystem, F.3d , No.

10-2514 (7* Cir. Jan. 13, 2012). WoLF

HAL-DENSTEI N

ADLER FREEMAN

39 8t HER2 LLP

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 58 of 73 PageID #:157
•

In re Text Message Antitrust Litigation, 630 F.3d, 622 (7* Cir. 2010).

Harzewski v. Guidant Corp., 489 F.3d 799 (7th Cir. 2007). __^_^ _

In re Pharmatrak, Inc. Privacy Litig., 2003 U.S. App. LEXIS 8758 (1st \ .'

Cir. May 9, 2003).

I

Berger v. Compaq Computer Corp., 257F.3d475 (2001), clarified, 279 ]ZS'-Z^.-'^

F.3d 313 (5th Cir. 2002). pl-VU-fiirj^J

l ' :'''i.--;. . '• '''•'.•. :

• In re Bankamerica Corp. Securities Litigation, 26 3 F.3 d 79 5 (8t h Cir. L^'-'-- -;•;.: :;''''".;;

2001). PlMM'-'

• Wright V. Ernst & Young LLP, 152 F.3d 169 (2d Cir. 1998).

• Romine v. CompuServe Corp., 160 F.3d 337 (6th Cir. 1998).

• Felzen v. Andreas, 134 F.3d 873 (7th Cir. 1998).

• Brown v. Radica Games (In re Radica Games Securities Litigation), No.

96-17274,1997 U.S. App. LEXIS 32775 (9th Cir. Nov. 14,1997).

• Robbins v. Roger Properties, 116 F.3d 1441 (11th Cir. 1997).

• In re Painewebber Inc. Limited Partnerships Litigation, 94 F.3d 49 (2d

Cir. 1996).

• Glassman v. Computervision Corp., 90 F.3d 617 (1st Cir. 1996).

• Alpern v. Utilicorp United, Inc., 84 F.3d 1525 (8th Cir. 1996).

• Shaw V. Digital Equipment Corp., 82 F.3d 1194 (1st Cir. 1996).

• Rileij V. Simmons, 45 F.3d 764 (3d Cir. 1995).

• Stepak V. Addison, 20 F.3d 398 (11th Cir. 1994).

• County of Suffolk v. Long Island Lighting Co., 907 F.2d 1295 (2d Cir.

1990).

FEDERAL DISTRICT COURT OPINIONS

• Schoenbaum v. E.I Dupont De Nemours and Co., 2007 WL 2768383

(E.D. Mo. Sept. 20, 2007).

WOL F

HALDENSTEIN

ADLER FREEMA N

40 Be HERZ LLP

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 59 of 73 PageID #:158
Jeffries v. Pension Trust Fund, 99 Civ. 4174 (LMM), 2007 U.S. Dist.

LEXIS 61454 (S.D.N.Y. Aug. 20, 2007).

Klein v. Ryan Beck, 06-Civ. 3460 (WCC), 2007 U.S. Dist. LEXIS 51465 ]

(S.D.N.Y. July 13, 2007). j

Cannon v. MBNA Corp. No. 05-429 GMS, 2007 U.S. Dist. LEXIS

48901 (D. Del. 2007). .,,"J,",.[,^,.."^ '

In re Aquila ERISA Litig., 237 F.R.D. 202 (W.D. Mo. 2006). [; •?;'';'{ * ;,;

Smith V. Aon Corp., 238 F.R.D. 609 (N.D. III. 2006). ^^ _.! :^

In re Sepracor Inc. Securities Litigation, 233 F.R.D. 52 (D. Mass. 2005).

In re Transkaryotic Therapies, Inc. Securities Litigation, No. 03-10165,

2005 U.S. Dist. LEXIS 29656 (D. Mass. Nov. 28, 2005).

In re Luxottica Group, S.p.A. Securities Litigation, 2005 U.S. Dist.

LEXIS 9071 (E.D.N.Y. May 12, 2005).

In re CNL Hotels & Resorts, Inc. Securities Litigation, 2005 U.S. Dist.

LEXIS 38876, No. 6:04-cv-1231-Orl-31KRS (M.D. Fla. May 9, 2005).

Johnson v. Aegon USA, Inc., l:01-CV-2617 (N.D. Ga. Sept. 20, 2004).

Freeland v. Iridium World Communications, Ltd., 99-1002 (D.D.C.

Aug. 31, 2004).

In re Acclaim Entertainment, Inc. Securities Litigation, 03-CV-1270

(E.D.N.Y. June 22, 2004).

In re Sepracor Inc. Securities Litigation, 308 F. Supp. 2d 20 (D. Mass.

2004).

In re Concord EFS, Inc. Securities Litigation, No. 02-2697 (W.D. Tenn.

Jan. 7, 2004).

In re Enterprise Mortgage Acceptance Co., LLC, Sec. Litig., 02-Civ.

10288 (SWK) (S.D.N.Y. Nov. 5, 2003).

In re PerkinEbner, Inc. Securities Litigation, 286 F. Supp. 2d 46 (D.

Mass. 2003).

WOL F

HALDENSTEIN

ADLER FREEMAN

41 8c HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 60 of 73 PageID #:159
In re Initial Public Ojfering Securities Litigation, 241 F. Supp. 2d 281

(S.D.N.Y. 2003).

In re Comdisco Securities Litigation, No. 01 C 2110, 2003 U.S. Dist.

LEXIS 5047 (N.D. 111. Mar. 31, 2003).

City Partnership Co. v. Cable TV Fund 14-B, 213 F.R.D. 576 (D. Colo.

2002).

In re Allaire Corporation Securities Litigation, Docket No. 00-11972 -

WGY, 2002 U.S. Dist. LEXIS 18143 (D. Mass., Sept. 27, 2002).

In re StarLink Corn Products Liability Litigation, 212 F.Supp.2d 828

(N.D. 111. 2002)

In re Comdisco Securities Litigation, 166 F.Supp.2d 1260 (N.D. HI.

2001).

In re Crossroads Systems, Inc. Securities Litigation, Master File No. AOO-CA-457 JN, 2001 U.S. Dist. LEXIS 14780 (W.D. Tx. Aug. 15,

2001).

In re MicroStrategy, Inc. Securities Litigation, 150 F. Supp. 2d 896

(E.D. Va. 2001).

Lindelow v. Hill, No. 00 C 3727, 2001 U.S. Dist. LEXIS 10301 (N.D.

111. July 19, 2001).

In re MicroStrategy, Inc. Securities Litigation, 148 F. Supp. 2d 654

(E.D. Va. 2001).

Jeffries v. Pension Trust Fund of the Pension, Hospitalization & Benefit

Plan of the Electrical Industry, 172 F. Supp. 2d 389 (S.D.N.Y. 2001).

Carney v. Cambridge Technology Partners, Inc., 135 F. Supp. 2d 235

(D. Mass. 2001).

Weltz V. Lee, 199 F.R.D. 129 (S.D.N.Y. 2001).

Schoers v. Pfizer, Inc., 00 Civ. 6121, 2001 U.S. Dist. LEXIS 511

(S.D.N.Y. Jan. 23, 2001).

42

WOL F

HALDENSTEIN

ADLER FREEMAN

a HERZ LLP

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Kurzweil v. Philip Morris Cos., 94 Civ. 2373 (MBM), 2001 U.S. Dist.

LEXIS 83 (S.D.N.Y. Jan. 9, 2001).

Goldherger v. Bear, Stearns & Co., 98 Civ. 8677 QSM), 2000 U.S. Dist. '' " "'

LEXIS 18714 (S.D.N.Y. Dec. 28, 2000). ; -

' I "^

In re Newell Rubbermaid, Inc., Securities Litigation, Case No. 99 C ' ' i

6853, 2000 U.S. Dist. LEXIS 15190 (N.D. 111. Oct. 2, 2000). S^Jl'Z-'

Stanley v. Safeskin Corp., Case No. 99 CV 454 BTM (LSP), 2000 U.S. \>^.r.j^,^^

Dist. LEXIS 14100, Fed. Sec. L. Rep. (CCH) P91, 221 (S.D. Cal. Sept. [.iy'i 1^0'

18,2000). ^:^i4:-t'LKIn re MicroStrategy, Inc. Securities Litigation, 115 F. Supp. 2d 620

(E.D. Va. 2000).

In re USA Talks.com, Inc. Securities Litigation, 2000 U.S. Dist. LEXIS

14823, Fed. Sec. L. Rep. (CCH) P91, 231 (S.D. Cal. Sept. 14, 2000).

In re Sotheby's Holdings, Inc. Securities Litigation, 00 CIV. 1041

(DLC), 2000 U.S. Dist. LEXIS 12504, Fed. Sec. L. Rep. (CCH) P91,

059 (S.D.N.Y. Aug. 31, 2000).

Dwnont v. Charles Schwab & Co., Inc., Civil Action No. 99-2840 2000

U.S. Dist. LEXIS 10906 (E.D. La. July 21, 2000).

Merger v. Compaq Computer Corp., Civil Action No. H-98-1148, 2000

U.S. Dist. LEXIS 21424 (S.D. Tex. July 17, 2000).

In re BankAmerica Corp. Securities Litigation, 95 F. Supp. 2d 1044

(E.D. Mo. 2000).

In re Carnegie International Corp. Securities Litigation, 107 F. Supp. 2d

676 (D. Md. 2000).

Berger v. Compaq Computer Corp., Civil Action No. H-98-1148, 2000

U.S. Dist. LEXIS 21423 (S.D. Tex. Mar. 13, 2000).

In re Imperial Credit Industries Securities Litigation, CV 98-8842 SVW,

2000 U.S. Dist. LEXIS 2340 (CD. Cal. Feb. 23, 2000).

Sturm V. Marriott Marquis Corp., 85 F. Supp. 2d 1356 (N.D. Ga.

2000)- WOLF

HALDENSTEIN

ADLER FREEMAN

43 8i HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 62 of 73 PageID #:161
In re Health Management Systems Securities Litigation, 82 F. Supp. 2d

227 (S.D.N.Y. 2000).

Dumont v. Charles Schwab & Co., Inc., Civil Action No. 99-2840, 2000

U.S. Dist. LEXIS 619 (E.D. La. Jan. 19, 2000).

In re MicroStrategy, Inc. Securities Litigation, 110 F. Supp. 2d 427

(E.D. Va. 2000).

In re BankAmerica Corp. Securities Litigation, 78 F. Supp. 2d 976 (E.D.

Mo. 1999).

Kurzioeil v. Philip Morris Cos., 94 Civ. 2373 (MBM), 1999 U.S. Dist.

LEXIS 18378 (S.D.N.Y. Nov. 24,1999).

In re Nanophase Technologies Corp. Litigation, 98 C 3450,1999 U.S.

Dist. LEXIS 16171 (N.D. 111. Sept. 27,1999).

In re Clearly Canadian Securities Litigation, File No. C-93-1037-VRW,

1999 U.S. Dist. LEXIS 14273 Cal. Sept. 7,1999).

Yuan V. Bayard Drilling Technologies, Inc., 96 F. Supp. 2d 1259 (W.D.

Okla. 1999).

In re Spyglass, Inc. Securities Litigation, No. 99 C 512,1999 U.S. Dist.

LEXIS 11382 (N.D. HI. July 20,1999).

Carley Capital Group v. Deloitte & Touche, L.L.P., 1:97-CV-3183-TWT,

1999 U.S. Dist. LEXIS 11595 (N.D. Ga. June 30,1999).

Blue Cross & Blue Shield ofN.J., Inc. v. Philip Morris, Inc., 98 CV 3287,

1999 U.S. Dist. LEXIS 11363 (E.D.N.Y. June 1,1999).

Carley Capital Group v. Deloitte & Touche, L.L.P., 1:97-CV-3183-TWT,

1999 U.S. Dist. LEXIS 1368, Fed. Sec. L. Rep. (CCH) P90, 429 (N.D.

Ga. Jan. 19,1999).

Longman v. Food Lion, Inc., 186 F.R.D. 331 (M.D.N.C. 1999).

Walsingham v. Biocontrol Technology, Inc., 66 F. Supp. 2d 669 (W.D.

Pa. 1998).

;'

44

WOL F

HALJDENSTE[ N

ADLER FREEMAN

& HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 63 of 73 PageID #:162
Sturm V. Marriott Marquis Corp., 26 F. Supp. 2d 1358 (N.D. Ga.

1998).

Carley Capital Group v. Deloitte & Touche, L.L.P., 27 F. Supp. 2d 1324

(N.D. Ga. 1998). ;'

In re MobileMedia Securities Litigation, 28 F.Supp.2d 901 (D.N.J. ;

Weikel v. Tower Semiconductor, Ltd., 183 F.R.D. 377 (D.N.J. 1998).

In re Health Management Systems Securities Litigation, 97 Civ. 1865

(HB), 1998 U.S. Dist. LEXIS 8061 (S.D.N.Y. May 27,1998).

In re Painewebher Ltd. Partnership Litigation, 999 F. Supp. 719

(S.D.N.Y. 1998).

Carley Capital Group v. Deloitte & Touche, L.L.P., l:97-cv-3183-TWT,

1998 U.S. Dist. LEXIS 23222 (N.D. Ga. Feb. 10,1998).

In re TCW/DW North American Government Income Trust Securities

Litigation, 95 Civ. 0167 (PKL), 1997 U.S. Dist. LEXIS 18485 (S.D.N.Y.

Nov. 20,1997).

Wright V. Ernst & Young, LLP, 97 Civ. 2189 (SAS), 1997 U.S. Dist.

LEXIS 13630 (S.D.N.Y. Sept. 9,1997).

Felzen v. Andreas, No. 95-2279,1997 U.S. Dist. LEXIS 23646 (CD. 111.

July 7,1997).

Felzen v. Andreas, No. 95-2279,1997 U.S. Dist. LEXIS 23647 (CD. 111.

July 7,1997).

A. Ronald Sirna, Jr., P.C. Profit Sharing Plan v. Prudential Securities,

Inc., 964 F. Supp. 147 (S.D.N.Y. 1997).

Kurzweil v. Philip Morris Companies, 94 Civ. 2373 (MBM), 1997 U.S.

Dist. LEXIS 4451 (S.D.N.Y. April 8,1997).

Bobrow V. Mobilmedia, Inc., Civil Action No. 96-4715,1997 U.S. Dist.

LEXIS 23806 (D.N.J. March 31,1997).

Kalodner v. Michaels Stores, Inc., 172 F.R.D. 200 (N.D.Tex. 1997).

WOLF

HALDENSTEIN

ADL.ER FREEMAN

45 & HER Z LLP

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 64 of 73 PageID #:163
In re Painewebber Ltd. Partnerships Litigation, ,171 F.R.D. 104

(S.D.N.Y. 1997).

t,

.'_•

i

-

1 -

(

' .

i

\

'•

A. Ronald Sirna, Jr., P.C. Profit Sharing Plan v. Prudential Securities,

Inc., 95 Civ. 8422 (LAK), 1997 U.S. Dist. LEXIS 1226 (S.D.N.Y. Feb.

7,1997).

Dresner Co. Profit Sharing Plan v. First Fidelity Bank, N.A., 95 Civ.

1924 (MBM), 1996 U.S. Dist. LEXIS 17913 (S.D.N.Y. Dec. 3,1996).

Simon v. American Power Conversion Corp., 945 F. Supp. 416 (D.R.I.

1996).

Til Industries, Inc., 96 Civ. 4412 (SAS), 1996 U.S. Dist. LEXIS 14466

(S.D.N.Y. Oct. 1,1996).

In re TCW/DW North American Government Income Trust Securities

Litigation, 941 F. Supp. 326 (S.D.N.Y. Oct. 1,1996).

In re Painewebber Ltd. Partnership Litigation, 94 Civ. 8547 (SHS), 1996

U.S. Dist. LEXIS 9195 (S.D.N.Y. June 28,1996).

In re Tricord Systems, Inc., Securities Litigation, Civil No. 3-94-746,

1996 U.S. Dist. LEXIS 20943 (D. Minn. April 5,1996).

In re Painewebber Limited Partnership Litigation, 94 Civ. 8547 (SHS),

1996 U.S. Dist. LEXIS 1265 (S.D.N.Y. Feb. 6,1996).

Zitin V. Turley, [1991 Transfer Binder] Fed. Sec. L. Rep. (CCH) \

96,123 (D. Ariz. June 20,1994).

In re Southeast Hotel Properties Limited Partnership Investor

Litigation, 151 F.R.D. 597 (W.D.N.C. 1993).

STATE COUR T OPINION S

Ardon v. City of Los Angeles, 52 Cal.4th 241 (2011).

In re Tyson Foods, Inc., Consolidated Shareholder Litigation, 919 A. 2d

563 (Del. Ch. 2007).

Naevus Int'l v. AT&T Corp., 283 A.D.2d 171, 724 N.Y.S.2d 721

(2001).

^ ^ WOL F

HALDENSTEIN

ADLER FREEMAN

46 & HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 65 of 73 PageID #:164
Paramount Communications, Inc. v. QVC Network, Inc., 637 A.2d 34

(Del. Super. Ct. 1994).

In re Western National Corp. Shareholders Litigation, Consolidated

C.A. No. 15927, 2000 Del. Ch. LEXIS 82 (May 22, 2000).

In re Cencom Cable Income Partners, L.P. Litigation, C.A. No. 14634,

2000 Del. Ch. LEXIS 90 (May 5, 2000).

In re Cencom Cable Income Partners, L.P. Litigation, Consolidated

C.A. No. 14634, 2000 Del. Ch. LEXIS 10 (Jan. 27, 2000).

In re Marriott Hotels Properties II Limited Partnership Unitholders

Litigation, ConsoUdated C.A. No. 14961, 2000 Del. Ch. LEXIS 17

(Jan. 24, 2000).

Romig V. Jejferson-Pilot Life Insurance Company, 132 N.C. App. 682,

513 S.E.2d 598 (Ct. App. 1999), aff'd, 351 N.C. 349, 524 S.E.2d 804

(N.C. 2000).

Wallace v. Wood, 752 A.2d 1175 (Del. Ch. 1999).

Greenwald v. Batterson, C.A. No. 16475,1999 Del. Ch. LEXIS 158

guly 26,1999).

Brown v. Perrette, Civil Action No. 13531,1999 Del. Ch. LEXIS 92

(May 18,1999).

In re Cencom Cable Income Partners, L.P. Litigation, C.A. No. 14634,

1997 Del. Ch. LEXIS 146 (Oct. 15,1997).

In re Marriott Hotel Properties II Limited Partnership Unitholders

Litigation, ConsoUdated C.A. No. 14961,1997 Del. Ch. LEXIS 128

(Sept. 17,1997).

In re Cheyenne Software Shareholders Litigation, Consolidated C.A.

No. 14941,1996 Del. Ch. LEXIS 142 (Nov. 7,1996).

Seinfeld v. Robinson, 246 A.D.2d 291, 676 N.Y.S.2d 579 (N.Y. 1998).

Werner v. Alexander, 130 N.C. App. 435, 502 S.E.2d 897 (N.C. Ct.

App. 1998).

47

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WOLF

HALDENSTEIN

ADLER FREEMAN

8i HERZ LL P

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 66 of 73 PageID #:165
NON-DISCRIMINATION POLICIES

Wolf Haldenstein does not discriminate or tolerate harassment against any

employee or applicant because of race, creed, color, national origin, sex, age,

disability, marital status, sexual orientation, or alienage or citizenship status

and designs its hiring practices to ensure that minority group members and

women are afforded equal employment opportunities without

discrimination. The Firm is in compliance with all applicable Federal, State,

County, and City equal employment opportunity laws.

Wolf Haldenstein is proud of its long history of support for the rights of,

and employment opportunities for, women, the disadvantaged, and

minority group persons, including the participation in civil rights and voter

registration activities in the South in the early 196O's by partners of the

Firm; the part-time employment of disadvantaged youth through various

public school programs; the varied pro bono activities performed by many of

the Firm's lawyers; the employment of many women and minority group

persons in various capacities at the Firm, including at the partner level; the

hiring of ex-offenders in supported job training programs; and the use of

minority and women-owned businesses to provide services and supplies to

the Firm.

h:

WOLF HALDENSTEIN ADLER FREEMAN & HERZ LLP

27O MADISON AVENUE

NEW YORK, NY 10016

TELEPHONE: 212-545-4600

TELECOPIER: 212-545-4653

WWW.WHAFH.COM

SYMPHONY TOWERS

750 B STREET. SUITE 2770

SAN DIEGO. CA 92101

TELEPHONE: 619-239-4599

TELECOPIER: 619-234-4599

55 WEST MONROE STREET

SUITE 1111

CHICAGO, lL 60603

TELEPHONE: 312-984-0000

TELECOPIER: 312-984-0001

48

WOLF

HALDENSTEIN

ADLER FREEMAN

8t HERZ LLP

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 67 of 73 PageID #:166
EXHIBIT C

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 68 of 73 PageID #:167
IN THE UNITED STATES DISTRICT COURT

FOR THE NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

THERESA MONTURANO,

Derivatively on Behalf of Nominal

Defendant GROUPON, INC.,

Plaintiff,

V.

ERIC LEFKOFSKY, PETER BARRIS,

KEVIN EFRUSY, MELLODY HOBSON,

BRAD ICEYWELL, TED LEONSIS,

ANDREW MASON, and HOWARD

SCHULTZ,

Defendants,

and

GROUPON, INC.,

Nominal Defendant.

)

No. 12-CV-02507

Judge Joan H. Leflcow

[PROPOSED] PRETRIAL ORDER NO. 1 CONSOLIDATING

DERIVATIVE ACTIONS AND APPOINTING LEAD

PLAINTIFF AND CO-LEAD ERISA COUNSEL

WHEREAS, Plaintiff Theresa Monturano has alleged, among other things, that the individual

defendants Eric Leflcofslcy, Peter Barris, Kevin Efrasy, Mellody Hobson, Brad Keywell, Ted Leonsis,

Andrew Mason, and Howard Schultz, breached their fiduciaiy duties to Groupon, Inc. ("Groupon")

and its shareholders; and

WHEREAS, there are multiple derivative actions against Groupon presently pending before

1

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 69 of 73 PageID #:168
the Court;

NOW THEREFORE, IT IS HEREBY ORDERED as follows:

1. The derivative actions shall be consolidated.

2. Theresa Monturaiio is appointed Lead Plaintiff in the consolidated derivative action.

3. Plaintiffs' selection of Co-Lead Counsel for the derivative actions is approved. The

law firms of Wechsler Harwood LLP and Wolf Haldenstein Adler Freeman & Herz LLP are

appointed Co-Lead Counsel. The law firm of Miller Law LLC is appointed Liaison Counsel.

4. Co-Lead Counsel shall have authority to speal< for Plaintiffs in matters regarding pretrial and trial procedures, and shall make all work assignments in such a manner as to facilitate the

orderly and efficient prosecution of this litigation and to avoid duplicative or improductive effort.

Additionally, Co-Lead Counsel shall have the following responsibilities:

a. to brief and argue motions and file opposing briefs in proceedings initiated by

other parties;

b. to initiate and conduct discoveiy;

c. to act as spokesperson at coiirt conferences and heauings;

d. to consult with and call meetings of plaintiffs' counsel when they

deem it appropriate;

e. to consult with and employ experts;

f. to negotiate with and enter into agreements with defendants' counsel

with respect to settlement and other matters; and

g. to perform such other duties as they deem necessaiy, or as may be expressly

authorized by further order of the Court.

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 70 of 73 PageID #:169
5. Co-Lead Coimsel shall be responsible for coordinating all activities and appearances

on behalf of Plaintiffs and for disseminating notices and orders of this Court.

6. No motion, application or request for discovery shall be sei-ved or filed, or other

pretrial proceedings initiated, on behalf of Plaintiffs, except tlirough Co-Lead Counsel.

7. All notices, proposed orders, pleadings, motions, discoveiy, and memoranda shall be

sei"ved upon Plaintiffs by service upon Co-Lead Counsel.

8. Co-Lead Counsel shall be available and responsible for communications to and from

tliis Court. Co-Lead Counsel shall be responsible for the creation and maintenance of a master

service list of all parties and their respective counsel.

9. Defendants' counsel may rely upon all agreements made with Co-Lead Counsel, or

other duly authorized representatives of Plaintiffs, and such agreements shall be binding on Plaintiffs.

10. Wlien a case that aiises out of the same operative facts as the derivative action is

hereinafter filed or transferred to tliis Court, it shall be consolidated with tliis derivative action and the

Clerk of Com! shall:

a. File a copy of tliis Order in the separate file for such action;

b. Mail a copy of tlois Order to the attorneys for the plaintiff in the newly-filed or

transfeiTed action and to any new defendant in the newly-filed or transferred

action; and

c. Malce the appropriate docket entiy.

The Court requests the assistance of counsel in calling to the attention of the Clerk of this

Court the filing or transfer of any case that might be properly considered part of the derivative action.

SO ORDERED:

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 71 of 73 PageID #:170
Joan H. Lefkow

United States District Judge

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 72 of 73 PageID #:171
CERTIFICATE OF SERVICE BY ELECTRONIC MEANS

I, Marvin A. Miller, one of the attorneys for plaintiffs, hereby certify that on May 4,

2012, semce of tlie foregoing document was accomplished piu-suant to ECF as to Filing

Users and I shall comply with LR 5.5 as to any party who is not a Filing User or

represented by a Filing User.

/s/ Marvin A. Miller

Marvin A. Miller

Case: 1:12-cv-02507 Document #: 25 Filed: 05/04/12 Page 73 of 73 PageID #:172