PH1 652719v1 10/07/04 

IN THE UNITED STATES DISTRICT COURT 

FOR THE EASTERN DISTRICT OF PENNSYLVANIA 

PNC BANK, NATIONAL ASSOCIATION, 

 Plaintiff 

 v. 

JONATHAN SHIEKMAN, 

 Defendant 

 v. 

ADMIRAL WINE & LIQUOR CO. 

630 S. 21st Street 

Irvington, NJ 07111 

 Third-Party Defendant 

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CIVIL ACTION 

NO. 04cv4264 

 

THIRD-PARTY COMPLAINT

Defendant, Jonathan Shiekman (“Defendant”), by and through his attorneys, Fox 

Rothschild LLP, files the within Third-Party Complaint against Third-Party Defendant, Admiral 

Wine & Liquor Co. (“Admiral”), and, in furtherance thereof, avers as follows: 

BACKGROUND

1. The Plaintiff, PNC Bank, National Association (“PNC Bank”), commenced the 

within action against Defendant for damages alleged to have arisen out of a breach of a Support 

Agreement, Exhibit “B” to Plaintiff’s Complaint. 

2. A copy of Plaintiff’s Complaint is attached hereto as Exhibit “1” and incorporated 

herein for purposes of this Third-Party Complaint. 

3. According to the allegations in Plaintiff’s Complaint: 

a. Parliamant Import Company (“Parliament”) and PNC Bank entered into a 

certain Loan and Security Agreement and related amendments (called collectively the 

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PH1 652719v1 10/07/04 

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“Loan Agreement”) as of February 27, 1992 and subsequently. See Exhibit “A” to 

Plaintiff’s Complaint, attached hereto as Exhibit “1”. 

b. Defendant entered into a Support Agreement with PNC Bank dated 

October 7, 1997, and Parliament and Admiral entered into an Asset Purchase Agreement 

dated July 7, 2003. The Asset Purchase Agreement is attached to Plaintiff’s Complaint as 

Exhibit “C”. 

c. Allegedly by virtue of the supposed breach of certain conditions in the 

Support Agreement concerning representations about the place, existence, and condition 

of the inventory of wines and liquors of Parliament after the Asset Purchase Agreement 

was executed, PNC asserts it suffered certain damages, which is denied by Defendant. 

4. Shiekman is an adult individual residing at 8 Ashbridge Lane, Linwood, NJ 

08221. 

5. Admiral is a recognized corporation doing business in both the State of New 

Jersey and the Commonwealth of Pennsylvania and has an office located at 3303 Atlantic 

Avenue, Atlantic City, New Jersey. 

6. Shiekman is the Chief Executive Officer and President of Parliament and 

shareholder of Parliament. 

7. Third-Party Defendant Admiral was fully aware of the PNC Bank loan agreement 

and lien upon inventory at the time it executed the Asset Purchase Agreement. 

PNC BANK’S CLAIM AGAINST DEFENDANT

8. PNC Bank claims that Defendant, in connection with the Asset Purchase 

Agreement, sold all of Parliament’s then existing inventory of wines to Admiral, and that 

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Defendant caused the inventory to be transferred to Admiral’s location at 630 S. 21st Street, 

Irvington, New Jersey. Exhibit “A” at ¶16. 

9. PNC Bank asserts that Defendant, in so doing, breached the Support Agreement. 

Exhibit “A” at ¶15. 

10. PNC Bank claims that Defendant, in so doing, caused it damages in an amount 

equal to $505,303.11. 

11. Suitable demand has been made of Admiral to pay for the inventory which has 

been sold and the unsold inventory, but it has refused to do so. 

CLAIMS AND RELIEF DEMANDED

12. To the extent the finder of fact determines that Defendant has liability for some or 

all of the allegations in the Complaint, which liability has been expressly denied, said liability is 

the responsibility of Third-Party Defendant, Admiral, under the Asset Purchase Agreement by 

virtue of having purchased and taken actual and/or constructive possession of the inventory, and 

by materially breaching the Asset Purchase Agreement by not paying for the inventory in 

accordance with the terms of the Asset Purchase Agreement. 

13. To the extent PNC Bank alleges that Defendant’s action or failure to take certain 

action caused it to sustain damages as a result of the defalcation, Admiral is either: 

a. Liable over to Defendant on PNC Bank’s cause of action; or 

b. Jointly and severally liable with Defendant on PNC Bank’s cause of 

action. 

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WHEREFORE, Defendant demands judgment in his favor against Admiral and against 

all other parties, together with any other relief the Court deems proper, including interest and 

costs as applicable. 

____________________________________ 

KEAN K. McDONALD, ESQUIRE (km3632) 

FOX ROTHSCHILD LLP 

2000 Market Street, 10th Floor 

Philadelphia, PA 19103 

215-299-2862 

Attorneys for Defendant, 

Jonathan Shiekman 

Date: 

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PH1 652719v1 10/07/04 

CERTIFICATE OF SERVICE

 I, Kean K. McDonald, Esquire, attorney for defendant, Jonathan Shiekman, hereby 

certify that a true and correct copy of the within Third-Party Complaint was served via U.S. Mail 

upon the parties listed below. 

 _________________________________________ 

 Kean K. McDonald (km3632) 

James W. Hennessey, Esquire 

Dilworth Paxson LLP 

3200 Mellon Bank Center 

1735 Market Street 

Philadelphia, PA 19103-7595 

Attorneys for Plaintiff 

Date:________________________ 

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