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Daryl M. Williams, Esq. (004631) BAIRD, WILLIAMS & GREER, L.L.P. 6225 North 24 Street, Suite 125 Phoenix, Arizona 85016 Telephone: (602) 256-9400 Facsimile: (602) 271-9308 Email: darylwilliams@bwglaw.net Attorneys for Rhodes Homes Arizona, LLC, Debtor and Debtor in Possession

E-File: March 10, 2010

UNITED STATES BANKRUPTCY COURT DISTRICT OF NEVADA In re: Case No.: BK-S-09-14814-LBR (Jointly Administered) Chapter 11 Hearing Date: April 8, 2010 Hearing Time: 9:30 a.m. Courtroom 1

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THE RHODES COMPANIES, LLC, aka Rhodes Homes, et al.,1 Debtors. Affects: All Debtors Affects the following Debtor(s)

APPLICATION OF ORDINARY COURSE PROFESSIONAL BAIRD, WILLIAMS & GREER, LLP FOR ALLOWANCE AND PAYMENT OF COMPENSATION AND REIMBURSEMENT OF EXPENSES IN EXCESS OF CAP PERMITTED BY THE ORDINARY COURSE PROFESSIONAL COMPENSATION ORDER; DECLARATION OF DARYL M. WILLIAMS IN SUPPORT THEREOF By this Application, Baird, Williams & Greer, LLP (Baird Williams), as an ordinary course professional for Rhodes Homes Arizona, LLC (the Debtor), one of the debtors and debtors in possession in the above-captioned cases (the Debtors), respectfully applies for an order of this

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The Debtors in these cases, along with their case numbers are: Heritage Land Company, LLC (Case No. 09-14778); The Rhodes Companies, LLC (Case No. 09-14814); Tribes Holdings, LLC (Case No. 09-14817); Apache Framing, LLC (Case No. 09-14818); Geronimo Plumbing LLC (Case No. 09-14820); Gung-Ho Concrete LLC (Case No. 09-14822); Bravo, Inc. (Case No. 09-14825); Elkhorn Partners, A Nevada Limited Partnership (Case No. 09-14828); Six Feathers Holdings, LLC (Case No. 09-14833); Elkhorn Investments, Inc. (Case No. 09-14837); Jarupa, LLC (Case No. 0914839); Rhodes Realty, Inc. (Case No. 09-14841); C & J Holdings, Inc. (Case No. 09-14843); Rhodes Ranch General Partnership (Case No. 09-14844); Rhodes Design and Development Corporation (Case No. 09-14846); Parcel 20, LLC (Case No. 09-14848); Tuscany Acquisitions IV, LLC (Case No. 09-14849); Tuscany Acquisitions III, LLC (Case No. 09-14850); Tuscany Acquisitions II, LLC (Case No. 09-14852); Tuscany Acquisitions, LLC (Case No. 09-14853); Rhodes Ranch Golf and Country Club, LLC (Case No. 09-14854); Overflow, LP (Case No. 09-14856); Wallboard, LP (Case No. 09-14858); Jackknife, LP (Case No. 09-14860); Batcave, LP (Case No. 09-14861); Chalkline, LP (Case No. 09-14862); Glynda, LP (Case No. 09-14865); Tick, LP (Case No. 09-14866); Rhodes Arizona Properties, LLC (Case No. 09-14868); Rhodes Homes Arizona, L.L.C. (Case No. 09-14882); Tuscany Golf Country Club, LLC (Case No. 0914884); and Pinnacle Grading, LLC (Case No. 09-14887).

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Court (a) allowing Baird Williams fees and costs for each of the months December 2009, January 2010 and February 2010 (collectively, the Payment Period) in excess of $25,000 for each of the months during the Payment Period in the total amount of $104,051.73; (b) allowing an administrative claim of Baird Williams in the amount of $18,120.84 for fees incurred prior to the Payment Period, but post-petition; and (c) granting any other relief that this Court deems necessary and appropriate (the Application). Baird Williams submits this Application in accordance with the Order Granting Debtors Motion Pursuant to Sections 105(a), 327, 328, and 330 of the Bankruptcy Code for an Order Authorizing the Debtors to Retain, Employ, and Compensate Certain Professionals Utilized by the Debtors in the Ordinary Course of Business [Docket Number 187] entered on May 18, 2009 (the OCP Order). In support of this Application, Baird Williams respectfully represents as follows: I. SUMMARY OF BAIRD WILLIAMS ENGAGEMENT 1. Baird Williams has been acting as the Debtors litigation counsel in the matter of

Rhodes Homes Arizona, LLC v. Stanley Consultants, Inc., County of Maricopa Superior Court for the State of Arizona, CV 2006-011358 (the Stanley Litigation), which Baird Williams filed for the Debtor in August, 2006. The case involves civil engineering work performed by Stanley Consultants, Inc. (Stanley) for the Debtor between 2004 and the end of 2006. The parties dispute the value of Stanleys civil engineering. The Debtor is claiming damages in excess of $25 million based upon a variety of legal grounds, including both breach of contract and professional malpractice. Stanley filed a counterclaim in the Stanley Litigation for unpaid invoices totaling in excess of $2 million (the Stanley Claim). II. THE OCP ORDER 2. Paragraph 3 of the OCP Order provides that an ordinary course professionals date of

employment is the date the ordinary course professional files a disclosure declaration (the Disclosure Declaration) in the form approved by the OCP Order. Baird Williams filed its

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Disclosure Declaration on September 11, 2009 [Docket No. 487], and no objections were filed. Accordingly, Baird Williams date of retention is September 11, 2009 (the Retention Date). 3. Paragraph 8 of the OCP Order states: The Debtors are authorized to pay to each

Ordinary Course Professional . . . without a prior application to the Court, 100% of the fees and disbursements incurred, upon the submission to, and approval by, the Debtors of an appropriate invoice setting forth in reasonable detail the nature of the services rendered and disbursements actually incurred, up to the lesser of (a) $25,000 per month per Ordinary Course Professional; or (b) $60,000 per month, in the aggregate, for all Ordinary Course Professionals. 4. Paragraph 10 of the OCP Order states: If in any given month the fees and expenses

for any one Ordinary Course Professional . . . exceed $25,000, such Ordinary Course Professional shall be required to apply for approval by this Court of all such Ordinary Course Professionals fees and expenses for such month; provided, however, that such Ordinary Course Professional shall be entitled to an interim payment of up to $25,000 in fees and expenses as a credit against the invoices for such month ultimately allowed by this Court. 5. Baird Williams is filing this Application pursuant to Paragraph 10 of the OCP Order

to obtain an order authorizing the Debtor to pay the fees and expenses in excess of $25,000 (the Monthly Overages) for each of the months December 2009, January 2010 and February 2010. In addition, prior to the Retention Date, Baird Williams incurred fees and expenses for post-petition work in the amount of $18,120.84 for which it seeks reimbursement herein. III. SUMMARY OF INVOICES, MONTHLY OVERAGES AND PAYMENTS; COMPENSATION REQUEST 6. In an invoice dated November 1, 2009 covering October 2009 fees and costs, Baird

Williams billed the Debtor $8,195.00 in fees and $203.33 in costs, for a total of $8,398.33. As this amount was under $25,000 and total payments to ordinary course professionals for the month did not exceed $60,000, pursuant to Paragraph 8 of the OCP Order the Debtor paid this invoice in full on November 16, 2009.

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7.

In an invoice dated December 1, 2009 covering November 2009 fees and costs, Baird

Williams billed the Debtor $19,270.00 in fees and $440.62 in costs, for a total of $19,710.62. As this amount was under $25,000 and total payments to ordinary course professionals for the month did not exceed $60,000, pursuant to Paragraph 8 of the OCP Order the Debtor paid this invoice in full on December 21, 2009. 8. In an invoice dated January 1, 2010 covering December 2009 fees and costs, Baird

Williams billed the Debtor $61,771.50 in fees and $2,533.46 in costs, for a total of $64,304.96. As this amount exceeded $25,000, pursuant to Paragraph 10 of the OCP Order the Debtor paid Baird Williams $25,000 on January 13, 2010. Pursuant to Paragraph 10 of the OCP Order, Baird Williams is seeking payment of the $39,304.96 Monthly Overage. A redacted copy of the January 1, 2010 invoice is attached hereto as Exhibit 1. All the invoices attached to the Application are redacted in order to protect attorney-client privilege and confidential information in the Stanley Litigation. 9. In an invoice dated February 1, 2010 covering January 2010 fees and costs, a redacted

copy of which is attached hereto as Exhibit 2, Baird Williams billed the Debtor $26,815.50 in fees and $7,578.28 in costs, for a total of $34,393.78. As this amount exceeded $25,000, pursuant to Paragraph 10 of the OCP Order the Debtor paid Baird Williams a total of $25,000.00 on February 3, 2010 and February 18, 2010. Pursuant to Paragraph 10 of the OCP Order, Baird Williams is seeking payment of the $9,393.78 Monthly Overage. 10. In an invoice dated March 1, 2010 covering February 2010 fees and costs, a redacted

copy of which is attached hereto as Exhibit 3, Baird Williams billed the Debtor $75,510.28 in fees and $4,842.71 in costs, for a total of $80,352.99. As this amount exceeded $25,000, pursuant to Paragraph 10 of the OCP Order the Debtor paid Baird Williams $25,000 on March 1, 2010. Pursuant to Paragraph 10 of the OCP Order, Baird Williams is seeking payment of the $55,352.99 Monthly Overage. 11. The following table summarizes the monthly fees and expenses incurred, payments

made to Baird Williams and the Monthly Overages during the Payment Period:

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February 1, 2010 February 28, 2010 Totals for Payment Period $80,352.99 $179,051.73

Period
December 1, 2009 December 30, 2009 January 1, 2010 January 31, 2010

Fees and Expenses Incurred

$64,304.96 $34,393.78

Payment Received
$25,000.00 $23,107.55 $1,892.45 $25,000.00 $75,000.00

Date Payment Received

01/13/10 02/03/10 and 02/18/10 03/1/10

Amount Owed (Amount in excess of $25,000)

$39,304.96 $9,393.78 $55,352.99 $104,051.73

12.

In December 2009, the Debtor made payments totaling $14,377.65 on account of

$19,408.47 invoices received (the Other Charges) from Baird Williams for fees and cost incurred during the post-petition period but prior to the Retention Date. The relevant invoices are attached hereto as Exhibit 4. Of the $19,408.47 invoices received, the parties have agreed that $1,287.63 is not owing, so the Debtors seek authority to pay $18,120.84 as an administrative expense claim. 13. Exhibit 5 lists the Baird Williams professionals who performed services for the

Debtor during the Payment Period, their billing rates and a summary of the hours billed and fees incurred on behalf of the Debtor by each of those persons. 14. Pursuant to this Application Baird Williams is seeking payment of both the Monthly

Overages and the unpaid portion of the Other Charges. IV. SUMMARY OF SERVICES RENDERED DURING THE PAYMENT PERIOD A. 15. Narrative Statement of Services All of Baird Williams services for the Debtors estates are related to the Stanley

Litigation. The discovery cutoff date in the Stanley Litigation is April 2, 2010 (the Discovery Cutoff Date). Monthly Overages occurred during the months of December 2009, January 2010 and February 2010. 16. In December 2009, Baird Williams spent a substantial amount of time: (a) defending

a motion for summary judgment in the Stanley Litigation; (b) analyzing the discovery produced by Stanley; (c) preparing a supplemental disclosure statement (the Supplemental Disclosure

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Statement) required by the judge in order for the Stanley Litigation to proceed in District Court; and (d) preparing for discovery, including travel time to meet with witnesses. 17. Most of the $39,304.96 Monthly Overage for December 2009 is attributable to the

increase in time devoted to discovery, including considerable preparation time, which was necessitated by the looming April 2, 2010 Discovery Cutoff Date. 18. In January 2010, Baird Williams prepared the Supplemental Disclosure Statement,

prepared for and conducted discovery in order to meet the Discovery Cutoff Date, and explored settlement alternatives. 19. Most of the $9,393.78 Monthly Overage for January 2010 is attributable to the need

to prosecute the Stanley Litigation in order to meet Court-ordered deadlines for the Supplemental Disclosure Statement and the Discovery Cutoff Date. 20. In February 2010, Baird Williams spent extensive time preparing for and conducting

depositions of key witnesses for the Stanley Litigation. In addition, Baird Williams also researched and prepared pleadings to defend a summary judgment motion filed by Stanley in the Stanley Litigation. 21. As in December 2009 and January 2010, the $55,352.99 Monthly Overage was

mainly due to the need to accelerate the completion of discovery prior to the April 2, 2010 Discovery Cutoff Date. Such work involved significant time preparing for depositions, attending lengthy depositions and travelling to the venue of the depositions. Such discovery was necessary in order to help provide the Debtor with the factual evidence necessary to support the Debtors $25 million claim in the Stanley Litigation. V. SUMMARY OF COSTS AND EXPENSES The Fee Guidelines require that an application seeking reimbursement of expenses include a summary listing of all expenses by category and month. To assist the Court in reviewing Baird Williams request for reimbursement of the expenses incurred in connection with his work for the Debtors during the Payment Period, the general categories of costs and expenses for which Baird Williams seeks reimbursement by this Application are described below. The total costs and
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expenses incurred during the Payment Period for which Baird Williams seeks reimbursement are $14,954.45. A. Air Fare The expenses in this category for the Payment Period were $2,411.05 in December 2009, $7,251.17 in January 2010 and $3,794.12 in February 2010, for a total of $13,456.34. B. Copies The expenses in this category for the Payment Period were $110.35 in December 2009, $202.14 in January 2010 and $497.16 in February 2010, for a total of $809.65. C. Westlaw Legal Research The expenses in this expense category for the Payment Period were $12.06 in December 2009, $55.79 in January 2010 and $541.33 in February 2010, for a total of $609.18. D. Mail/Data The expenses in this expense category for the Payment Period were $69.18 in January 2010 and $10.02 in February 2010, for a total of $79.20 VI. THE FEES AND EXPENSES REQUESTED SHOULD BE AWARDED BASED UPON APPLICABLE LAW Factors in Evaluating Requests for Compensation Pursuant to section 330 of the Bankruptcy Code, the Court may award to a professional person, reasonable compensation for actual, necessary services rendered, and reimbursement for actual, necessary expenses incurred. 11 U.S.C. 330. As set forth above, the fees for which Baird Williams requests compensation and the costs incurred are for actual and necessary services rendered and costs incurred. The fees and expenses requested by this Application are an appropriate award for the services of Baird Williams in acting as an ordinary course professional. The Stanley Litigation, which requests damages in the amount of $25 million, is an important asset of the Debtors estates, the successful litigation of which is essential to maximizing the value of the estates assets. During the Payment Period, 568.9 hours have been recorded by Baird Williams, and the hourly blended rate for the Payment Period is $288.45. Moreover, time and labor devoted is only one of many pertinent factors in determining an award of fees and costs. Based on the skills brought to bear in this case by Baird Williams and the

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benefit inured to the estates of the Debtors as a result of its work, Baird Williams submits that the compensation requested herein is reasonable and appropriate. The Time and Labor Required The time for which compensation is sought is set forth, in detail, in the professional fee statements of Baird Williams contained in the exhibits hereto. In light of the scope of services rendered and the results achieved during the Payment Period, Baird Williams services and time expenditures are reasonable. The Skill Requisite to Perform the Professional Services Properly Baird Williams believes it has exhibited a high level of skill in services provided to the Debtors and working on the behalf of the Debtors to fulfill their obligations to the Debtors estates, creditors and this Court. The Preclusion of Other Employment by Baird Williams Due to the Demands of Projects Completed on Behalf of the Debtors The projects involved a number of matters and issues that required substantial amounts of time, clearly precluding the acceptance of alternative employment as to the many hours worked. The Customary Fee The compensation Baird Williams seeks by way of this Application is the customary compensation sought by Baird Williams and other business professionals working on behalf of litigation clients in similar circumstances. The Amount Involved and the Results Obtained Baird Williams obtained excellent results on behalf of the Debtors estates for its work and the amounts incurred were reasonable and appropriate. The Experience, Reputation and Abilities of Baird Williams The experience, reputation, and abilities of Baird Williams are well known and respected in this community. Awards in Similar Cases The award Baird Williams seeks in this case is similar to awards that business professionals have received in similar cases. Exhibits 1-3 contain copies of Baird Williams time reports and 8

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records kept in the regular course of business reflecting the services rendered and the expenses incurred by Baird Williams during the Payment Period. The time reports are organized on a daily basis. Baird Williams charges for its professional services are based upon the time, nature, extent and value of such services, and the cost of comparable services in the Arizona and Nevada areas. The Debtors have reviewed the Application and support the relief requested herein. The requested fees and expenses shall be paid from the estates only as and when available. VII ADMINISTRATIVE CLAIM Section 503(b)(3)(D) of the Bankruptcy Code provides that an administrative expense shall be allowed for the actual, necessary expenses of a creditor making a substantial contribution in a chapter 11 case: After notice and a hearing, there shall be allowed administrative expenses . . ., including . . . the actual, necessary expenses, other than compensation and reimbursement specified in paragraph (4) of this subsection, incurred by . . . a committee representing creditors . . . other than a committee appointed under section 1102 of this title, in making a substantial contribution in a case under chapter . . . 11 of this title. 11 U.S.C. 503(b)(3)(D). Section 503(b)(4) of the Bankruptcy Code provides that: After notice and a hearing, there shall be allowed administrative expenses . . ., including . . . reasonable compensation for professional services rendered by an attorney or accountant of an entity whose expense is allowable under paragraph (3) of this subsection, based on the time, the nature, the extent, and the value of such services, and the cost of comparable services other than in a case under this title, and reimbursement for actual, necessary expenses incurred by such attorney or accountant. 11 U.S.C. 503(b)(4). The Ninth Circuit has stated that, generally, the test for substantial contribution is the extent of benefit to the estate. In re Christian Life Center, 821 F.2d 1370, 1373 (9th Cir. 1987). The motive behind the creditors efforts that benefit the estate is irrelevant. In re Celotex Corp., 227 F.3d 1336, 1338 (11th Cir. 2000) ([I]t is difficult to imagine a circumstance in which a creditor will 9

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not be motivated by self-interest in a bankruptcy proceeding.); In re DP Partners Ltd. Partnership, 106 F.3d 667, 673 (5th Cir. 1997) ([N]othing in the Bankruptcy Code requires a self-deprecating, altruistic intent as a prerequisite to recovery of fees and expenses under section 503). In most cases, any concern about a creditor benefiting is outweighed by the extent of the benefit . . . conferred on the estate. Cellular 101, 377 F.3d at 1097. In the present case, Baird Williams has provided a substantial benefit to the estate because Baird Williams has been prosecuting the Stanley Litigation, which is a valuable asset of the Debtors estate. Baird Williams has prosecuted the Stanley Litigation from its inception and through its expertise and institutional knowledge has advanced the litigation to the point where it will soon be ready for trial. Accordingly, the Debtor requests that payments for the Monthly Overages as well as the unpaid portion of the Other Charges be approved. VIII CONCLUSION The Debtors believe that the services rendered for which compensation is sought by this Application have been beneficial to the estates, that the costs incurred have been necessary and proper, and that the sums requested for the services rendered and costs incurred are fair and reasonable.

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EXHIBIT 1

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EXHIBIT 2

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EXHIBIT 3

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EXHIBIT 4

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EXHIBIT 5

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Exhibit 5

DECEMBER 2009 Attorney C. LaChance Daryl Williams Jeff Elder Mike Blair Hourly Rate 225 450 165 300 Current Hours Billed 5.1 79.1 80.6 39.1 203.9 Total for Application $1,147.50 $35,595.00 $13,299.00 $11,730.00 $61,771.50

Total Blended hourly rate = $302.95

JANUARY Attorney Daryl Williams Jeff Elder Mike Blair

2010 Hourly Rate 450 165 300 Current Hours Billed 30.5 33.7 25.1 89.3 Total for Application $13,725.00 $5,560.50 $7,530.00 $26,815.50

Total Blended hourly rate = $300.29

FEBRUARY 2010 Attorney C. Guttierez C. LaChance Daryl Williams Jeff Elder Mike Blair Hourly Rate 180 225 450 165 300 Current Hours Billed 26 55.7 85.83 64.1 44.1 275.73 Total for Application $4,680.00 $12,532.50 $34,491.28 $10,576.50 $13,230.00 $75,510.28

Total Blended hourly rate = $273.86

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1 2 3 4 5 6 7 8 9 In re: 10
P ACHULSKI S TANG Z IEHL & J ONES LLP

UNITED STATES BANKRUPTCY COURT DISTRICT OF NEVADA Case No.: BK-S-09-14814-LBR (Jointly Administered) Chapter 11 Hearing Date: April 8, 2010 Hearing Time: 9:30 a.m. Courtroom 1

11 12
ATTORNEYS AT LAW LOS ANGELES, CALIFORNIA

THE RHODES COMPANIES, LLC, aka Rhodes Homes, et al.,1 Debtors. Affects: All Debtors Affects the following Debtor(s)

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The Debtors in these cases, along with their case numbers are: Heritage Land Company, LLC (Case No. 09-14778); The Rhodes Companies, LLC (Case No. 09-14814); Tribes Holdings, LLC (Case No. 09-14817); Apache Framing, LLC (Case No. 09-14818); Geronimo Plumbing LLC (Case No. 09-14820); Gung-Ho Concrete LLC (Case No. 09-14822); Bravo, Inc. (Case No. 09-14825); Elkhorn Partners, A Nevada Limited Partnership (Case No. 09-14828); Six Feathers Holdings, LLC (Case No. 09-14833); Elkhorn Investments, Inc. (Case No. 09-14837); Jarupa, LLC (Case No. 0914839); Rhodes Realty, Inc. (Case No. 09-14841); C & J Holdings, Inc. (Case No. 09-14843); Rhodes Ranch General Partnership (Case No. 09-14844); Rhodes Design and Development Corporation (Case No. 09-14846); Parcel 20, LLC (Case No. 09-14848); Tuscany Acquisitions IV, LLC (Case No. 09-14849); Tuscany Acquisitions III, LLC (Case No. 09-14850); Tuscany Acquisitions II, LLC (Case No. 09-14852); Tuscany Acquisitions, LLC (Case No. 09-14853); Rhodes Ranch Golf and Country Club, LLC (Case No. 09-14854); Overflow, LP (Case No. 09-14856); Wallboard, LP (Case No. 09-14858); Jackknife, LP (Case No. 09-14860); Batcave, LP (Case No. 09-14861); Chalkline, LP (Case No. 09-14862); Glynda, LP (Case No. 09-14865); Tick, LP (Case No. 09-14866); Rhodes Arizona Properties, LLC (Case No. 09-14868); Rhodes Homes Arizona, L.L.C. (Case No. 09-14882); Tuscany Golf Country Club, LLC (Case No. 0914884); and Pinnacle Grading, LLC (Case No. 09-14887).

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P ACHULSKI S TANG Z IEHL & J ONES LLP

ORDER GRANTING APPLICATION OF ORDINARY COURSE PROFESSIONAL BAIRD, WILLIAMS & GREER, LLP FOR ALLOWANCE AND PAYMENT OF COMPENSATION AND REIMBURSEMENT OF EXPENSES IN EXCESS OF CAP PERMITTED BY THE ORDINARY COURSE PROFESSIONAL COMPENSATION ORDER [RE DOCKET NO. ] Upon consideration of the Application of Ordinary Course Professional Baird, Williams & Greer, LLP for Allowance and Payment of Compensation and Reimbursement of Expenses in Excess of Cap Permitted by the Ordinary Course Professional Compensation Order [Docket Number ___] (the Application)2 filed by Baird Williams & Greer, LLP (Baird Williams), and good cause appearing, IT IS HEREBY ORDERED: 1. 2. The Application is granted. The Court allows Baird Williams fees and costs for December 2009, January 2010

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and February 2010 (the Payment Period) in the aggregate amount of $179,051.73. 3. The Debtors are authorized and directed to pay Baird Williams the unpaid fees and

costs for the Payment Period in the amount of $104,051.73. 4. Baird Williams fees and costs for the period from the Petition Date until the

Retention Date, in the amount of $18,120.84, are allowed as an administrative claim, and the Debtors are authorized and directed to pay Baird Williams the $3,743.19 unpaid portion of this administrative claim.

APPROVED / DISAPPROVED: DATED this ___ day of April, 2010. By: UNITED STATES TRUSTEE August Landis Office of the United States Trustee 300 Las Vegas Blvd. S., Ste. 4300 Las Vegas, NV 89101
2

Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Application.

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P ACHULSKI S TANG Z IEHL & J ONES LLP

Submitted by: DATED this 8th day of April, 2010. By: /s/Zachariah Larson LARSON & STEPHENS Zachariah Larson, Esq. (NV Bar No 7787) Kyle O. Stephens, Esq. (NV Bar No. 7928) 810 S. Casino Center Blvd., Ste. 104 Las Vegas, NV 89101 (702) 382-1170 (Telephone) (702) 382-1169 zlarson@lslawnv.com Attorney for Debtors and Debtors in Possession

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LR 9021 Certification In accordance with LR 9021, counsel submitting this document certifies as follows (check one): ___ The court has waived the requirement of approval under LR 9021. ___ This is a chapter 7 or 13 case, and either with the motion, or at the hearing, I have delivered a copy of this proposed order to all counsel who appeared at the hearing, any unrepresented parties who appeared at the hearing, and each has approved or disapproved the order, or failed to respond, as indicated below [list each party and whether the party has approved, disapproved, or failed to respond to the document]: This is a chapter 9, 11, or 15 case, and I have delivered a copy of this proposed order to all counsel who appeared at the hearing, any unrepresented parties who appeared at the hearing, and each has approved or disapproved the order, or failed to respond, as indicated below [list each party and whether the party has approved, disapproved, or failed to respond to the document]: _ I certify that I have served a copy of this order with the motion, and no parties appeared or filed written objections.

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13 Submitted by: 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 DATED this 8th day of April, 2010. By: /s/ Zachariah Larson LARSON & STEPHENS Zachariah Larson, Esq. (NV Bar No 7787) Kyle O. Stephens, Esq. (NV Bar No. 7928) 810 S. Casino Center Blvd., Ste. 104 Las Vegas, NV 89101 (702) 382-1170 (Telephone) (702) 382-1169 zlarson@lslawnv.com Attorneys for Debtors

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