IN THE UNITED STATES DISTRICT COURT

FOR THE EASTERN DISTRICT OF PENNSYLVANIA

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LOS ANGELES COUNTY EMPLOYEES RETIREMENT 

ASSOCIATION, a California public pension fund,

Plaintiff,

v.

JOHN J. RIGAS, TIMOTHY J. RIGAS, JAMES P. 

RIGAS, MICHAEL J. RIGAS, PETER L. VENETIS, 

DENNIS P. COYLE, LESLIE J. GELBER, PETE J. 

METROS, ERLAND E. KAILBOURNE, JAMES R. 

BROWN, DELOITTE & TOUCHE, LLP, BANC OF 

AMERICA SECURITIES, LLC, and SALOMON SMITH 

BARNEY HOLDINGS, INC.,

Defendants.

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CIVIL ACTION NO. 02-CV-4086

UNCONTESTED MOTION OF DEFENDANTS 

SALOMON SMITH BARNEY HOLDINGS, INC. 

AND BANC OF AMERICA SECURITIES, LLC FOR 

SPECIAL ADMISSION PRO HAC VICE OF OUT-OF-STATE COUNSEL

Defendants Salomon Smith Barney Holdings, Inc. and Banc of America Securities, 

LLC (“Defendants”) through their associate counsel, Stradley, Ronon, Stevens & Young, LLP, 

hereby move this Court to allow the special admission pro hac vice of the attorneys listed below, 

to participate in the pre-trial, trial and post-trial proceedings in the above-captioned matter. In 

support of this motion, Defendants aver as follows:

1. Defendants have retained Stradley, Ronon, Stevens & Young, LLP, 2600 

One Commerce Square, Philadelphia, Pennsylvania 19103, to serve as associate counsel of 

record in this case. The law firm of Cleary, Gottlieb, Steen & Hamilton (“Cleary Gottlieb”), One 

Liberty Plaza, New York, NY 10006, has been retained as Defendants’ primary counsel.

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 1 of 9
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2. By this motion, Defendants seek the special admission pro hac vice of the 

following out-of-state attorneys from the Cleary Gottlieb law firm who are familiar with the legal 

interests of Defendants that are at interest in this litigation: Mitchell A. Lowenthal, Esq., David E. 

Brodsky, Esq., Jennifer L. Kroman, Esq., and Stuart N. Mast, Esq.

3. Mr. Lowenthal, a partner at Cleary Gottlieb, is admitted to the bar of the 

state of New York. He is also admitted to practice before the United States District Courts for 

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

Wisconsin. In addition, he is admitted to practice before the United States Courts of Appeals for 

the Second Circuit and Ninth Circuit, and the United States Supreme Court. (See Declaration of 

Mitchell A. Lowenthal, Esq., attached hereto as Exhibit “A.”)

4. Mr. Brodsky, also a partner at Cleary Gottlieb, is admitted to the bar of the 

state of New York. He is also admitted to practice before the United States District Courts for 

the Eastern District of New York and the Southern District of New York, and the United States 

Court of Appeals for the Second Circuit. (See Declaration of David E. Brodsky, Esq., attached 

hereto as Exhibit “B.”)

5. Ms. Kroman, also of Cleary Gottlieb, is admitted to the bars of the states of 

New Jersey, New York and California. She also is admitted to practice before the United States 

District Courts for the Southern District of New York and the Central District of California. (See

Declaration of Jennifer L. Kroman, Esq., attached hereto as Exhibit “C.”)

6. Mr. Mast, also of Cleary Gottlieb, is admitted to the bar of the state of 

New York. He is also admitted to practice before the United States District Courts for the 

Southern District of New York and the Eastern District of New York. (See Declaration of Stuart 

N. Mast, Esq., attached hereto as Exhibit “D.”)

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 2 of 9
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7. Mr. Lowenthal, Mr. Brodsky, Ms. Kroman and Mr. Mast are members in 

good standing of all the aforementioned bars, and none has been disciplined by any court. In view 

of the relationship that Defendants have with these attorneys, it is in the Defendants’ best interests 

for these attorneys to participate fully on their behalf in this action.

8. Counsel for Plaintiffs have been consulted and do not oppose the special 

admission pro hac vice of these attorneys.

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 3 of 9
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WHEREFORE, Defendants Salomon Smith Barney Holdings, Inc. and Banc of 

America Securities, LLC respectfully request that this Court specially admit Mitchell A. 

Lowenthal, Esq., David E. Brodsky, Esq., Jennifer L. Kroman, Esq., and Stuart N. Mast, Esq., 

and that they be permitted to participate actively in all phases in this action, including all pre-trial, 

trial and post-trial proceedings before this Court.

Respectfully submitted,

David C. Franceski, Jr.

Thomas W. Dymek

STRADLEY, RONON, STEVENS & YOUNG, LLP

2600 One Commerce Square

Philadelphia, PA 19103-7098

(215) 564-8065

Attorneys for Defendants

Salomon Smith Barney, Inc. and 

Banc of America Securities, LLC

Of Counsel:

Mitchell A. Lowenthal

David E. Brodsky

Jennifer L. Kroman

Stuart N. Mast

CLEARY, GOTTLIEB, STEEN & HAMILTON

One Liberty Plaza

New York, NY 10006

Dated: November 27, 2002.

615580

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 4 of 9
IN THE UNITED STATES DISTRICT COURT

FOR THE EASTERN DISTRICT OF PENNSYLVANIA

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LOS ANGELES COUNTY EMPLOYEES RETIREMENT 

ASSOCIATION, a California public pension fund,

Plaintiff,

v.

JOHN J. RIGAS, TIMOTHY J. RIGAS, JAMES P. 

RIGAS, MICHAEL J. RIGAS, PETER L. VENETIS, 

DENNIS P. COYLE, LESLIE J. GELBER, PETE J. 

METROS, ERLAND E. KAILBOURNE, JAMES R. 

BROWN, DELOITTE & TOUCHE, LLP, BANC OF 

AMERICA SECURITIES, LLC, and SALOMON SMITH 

BARNEY HOLDINGS, INC.,

Defendants.

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CIVIL ACTION NO. 02-CV-4086

ORDER

AND NOW, this day of , 2002, upon consideration of the 

uncontested motion of Defendants Salomon Smith Barney Holdings, Inc. and Banc of America 

Securities, LLC for special admission pro hac vice of out-of-state counsel, Mitchell A. 

Lowenthal, Esq., David E. Brodsky, Esq., Jennifer L. Kroman, Esq., and Stuart N. Mast, Esq.; 

and,

For good cause shown;

It is hereby ORDERED that Defendants’ motion for special admission pro hac 

vice is GRANTED; and,

It is FURTHER ORDERED that Mitchell A. Lowenthal, Esq., David E. Brodsky, 

Esq., Jennifer L. Kroman, Esq., and Stuart N. Mast, Esq. of the law firm of Cleary, Gottlieb, 

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 5 of 9
Steen & Hamilton are permitted to participate actively in all phases of the above-captioned 

litigation, including all pre-trial, trial and post-trial proceedings before this Court.

J.

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 6 of 9
CERTIFICATE OF SERVICE

I, Thomas W. Dymek, hereby certify that on this 19th day of September, 2002, I 

caused a true and correct copy of the foregoing to be served upon the following:

VIA FIRST CLASS, U.S. MAIL

Geoffrey C. Jarvis, Esquire

Stuart M. Grant, Esquire

Megan D. McIntyre, Esquire

GRANT & EISENHOFER PA

1201 N. Market Street, Suite 2100

Wilmington, DE 19801-2599

Penny Conly Ellison, Esquire

Thomas S. Biemer, Esquire

DILWORTH PAXSON LLP

3200 Mellon Bank Center

1735 Market Street

Philadelphia, PA 19103-7595

Patrick J. O'Connor

COZEN O'CONNOR

1900 Market Street

Philadelphia, PA 19103

Joel E. Tasca, Esquire

BALLARD SPAHR ANDREWS & INGERSOLL LLP

1735 Market Street, 51st. Floor

Philadelphia, PA 19103

Robert L. Hickok, Esquire

Jeremy Heep, Esquire

PEPPER HAMILTON LLP

3000 Two Logan Square

18th and Arch Streets

Philadelphia, PA 19103-2799

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 7 of 9
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Philip C. Korologos, Esquire

BOIES, SCHILLER & FLEXNER LLP

333 Main Street

Armonk, New York 10504

Daniel C. Fleming, Esquire 

Henry Oh, Esquire

WONG FLEMING PC

1528 Walnut Street, Suite 1602

Philadelphia, PA 19102

Matthew H. Meade, Esquire

MORRISON & FOERSTER LLP

1290 Avenue of the Americas

New York, NY 10104-0050

Thomas W. Dymek

Doc. #610781

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 8 of 9
CERTIFICATE OF UNCONTESTED MOTION

I hereby certify that the foregoing motion is uncontested.

Thomas W. Dymek

Case 2:02-cv-04086-HH Document 21 Filed 09/19/2002 Page 9 of 9