FORM 7 - STATEMENT OF FINANCIAL AFFAIRS

Transcription

1 B7 (Official Form 7) (12/07) FORM 7 - STATEMENT OF FINANCIAL AFFAIRS UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA Debtor This statement is to be completed by every debtor. Spouses filing a joint petition may file a single statement on which the information for both spouses is combined. If the case is filed under chapter 12 or chapter 13, a married debtor must furnish information for both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed. An individual debtor engaged in business as a sole proprietor, partner, family farmer, or self-employed professional, should provide the information requested on this statement concerning all such activities as well as the individual s personal affairs. To indicate payments, transfers and the like to minor children, state the child s initials and the name and address of the child s parent or guardian, such as A.B., a minor child, by John Doe, guardian. Do not disclose the child s name. See, 11 U.S.C. 112 and Fed.R.Bankr.P. 1007(m). Questions 1-18 are to be completed by all debtors. Debtors that are or have been in business, as defined below, also must complete Questions If the answer to any question is "None," mark the box labeled "None." If additional space is needed for the answer to any question, use and attach a separate sheet properly identified with the case name, case number (if known), and the number of the question. Definitions In business. A debtor is in business for the purpose of this form if the debtor is a corporation or partnership. An individual debtor is in business for the purpose of this form if the debtor is or has been, within the six years immediately proceeding the filing of this bankruptcy case, any of the following: an officer, director, managing executive, or owner of 5 percent or more of the voting or equity securities of a corporation; a partner, other than a limited partner, of a partnership; a sole proprietor or self-employed full-time or part-time. An individual debtor also my be in business for the purpose of this form if the debtor engages in a trade, business, or other activity, other than as an employee, to supplement income from the debtor s primary employment. Insider. The term insider includes but is not limited to: relatives of the debtor; general partners of the debtor and their relatives: corporations of which the debtor is an officer, director, or person in control; officers, directors, and any owner of 5 percent or more of the voting or equity securities of a corporate debtor and their relatives; affiliates of the debtor and insiders of such affiliates; any managing agent of the debtor. 11 U.S.C. 101.

2 1. Income from employment or operation of business None State the gross amount of income the debtor has received from employment, trade, or profession, or from operation of the debtor's business, including part-time activities either as an employee or in independent trade or business, from the beginning of this calendar year to the date this case was commenced. State also the gross amounts received during the two years immediately preceding this calendar year. (A debtor that maintains, or has maintained, financial records on the basis of a fiscal rather than a calendar year may report fiscal year income. Identify the beginning and ending dates of the debtor's fiscal year.) If a joint petition is filed, state income for each spouse separately. (Married debtors filing under chapter 12 or chapter 13 must state income of both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) AMOUNT SOURCE $4,832, Gross Sales (as per Company s internal general ledger) $5,814, Gross Sales (as per Company s internal general ledger) $1,389, Gross Sales (through 6/25/06; as per Company s internal general ledger)

3 2. Income other than from employment or operation of business None X State the amount of income received by the debtor other than from employment, trade, profession, or operation of the debtor s business during the two years immediately preceding the commencement of this case. Give particulars. If a joint petition is filed, state income for each spouse separately. (Married debtors filing under chapter 12 or chapter 13 must state income for each spouse whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) AMOUNT SOURCE

4 3. Payment to creditors None X Complete a. or b., as appropriate, and c. A. Individual or joint debtor(s) with primarily consumer debts: List all payments on loans, installment purchases of goods or services, and other debts to any creditor made within 90 days immediately preceding the commencement of this case if the aggregate value of all property that constitutes or is affected by such transfer is less than $600. Indicate with an asterisk (*) any payments that were made to a creditor on account of a domestic support obligation or as part of an alternative repayment schedule under a plan by an approved nonprofit budgeting and creditor counseling agency. (Married debtors filing under chapter 12 or chapter 13 must include payments by either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF CREDITORS DATES OF PAYMENTS AMOUNT PAID AMOUNT STILL OWING

5 3. Payment to creditors (continued) None b. Debtor whose debts are not primarily consumer debts: List each payment or other transfer to any creditor made within 90 days immediately preceding the commencement of the case unless the aggregate value of all property that constitutes or is affected by such transfer is less than $5,475. If the debtor is an individual, indicate with an asterisk (*) any payments that were made to a creditor on account of a domestic support obligation or as part of an alternative repayment schedule under a plan by an approved nonprofit budgeting and credit counseling agency. (Married debtors filing under chapter 12 or chapter 13 must include payments and other transfers by either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAMES AND ADDRESS OF CREDITOR DATES OF PAYMENTS/ TRANSFERS AMOUNT PAID OR VALUE OF TRANSFERS AMOUNT STILL OWING See SOFA 10a and Exhibit 3b

6 3. Payment to creditors (continued) None c. All debtors: List all payments made within one year immediately preceding the commencement of this case to or for the benefit of creditors who are or were insiders. (Married debtors filing under chapter 12 or chapter 13 must include payments by either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAMES AND ADDRESS OF CREDITOR AND RELATIONSHIP TO DEBTOR DATES OF PAYMENT AMOUNT PAID AMOUNT STILL OWING See SOFA 10a and Exhibit 3c

7 4. Suits and administrative proceedings, executions, garnishments and attachments None a. List all suits and administrative proceedings to which the debtor is or was a party within one year immediately preceding the filing of this bankruptcy case. (Married debtors filing under chapter 12 or chapter 13 must include information concerning either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) CAPTION OF SUIT AND CASE NUMBER NATURE OF PROCEEDING COURT OR AGENCY AND LOCATION STATUS OR DISPOSITION See SOFA 4a Exhibit

8 4. Suits and administrative proceedings, executions, garnishments and attachments (Continued) None b. Describe all property that has been attached, garnished or seized under any legal or equitable process within one year immediately preceding the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include information concerning property of either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF PERSON FOR WHOSE BENEFIT PROPERTY WAS SEIZED DATE OF SEIZURE DESCRIPTION AND VALUE OF PROPERTY Attachments, garnishments or seizures of property occurring within one year prior to the commencement of the case currently are unknown.

9 5. Repossessions, foreclosures and returns None List all property that has been repossessed by a creditor, sold at a foreclosure sale, transferred through a deed in lieu of foreclosure or returned to the seller, within one year immediately preceding the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include information concerning property of either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF CREDITOR OR SELLER DATE OF REPOSSESSION, FORECLOSURE SALE, TRANSFER OF RETURN DESCRIPTION AND VALUE OF PROPERTY Repossessions, foreclosures and returns of Debtor s property are unknown.

10 6. Assignments and receiverships None a. Describe any assignment of property for the benefit of creditors made within 120 days immediately preceding the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include any assignment by either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF ASSIGNEE DATE OF ASSIGNMENT TERMS OF ASSIGNMENT OR SETTLEMENT Although numerous assignments to creditors may have occurred within the 120 days prior to the Petition Date as reflected in response to SOFA, Item 10, there were no known assignments for the benefit of creditors, in the sense of the Debtor being known to have agreed to a settlement with one or more creditors by assigning to an assignee its assets for collection or liquidation for such creditor(s) benefit.

11 6. Assignments and receiverships (Continued) None b. List all property which has been in the hands of a custodian, receiver, or court-appointed official within one year immediately preceding the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include information concerning property of either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF CUSTODIAN NAME AND LOCATION OF COURT CASE TITLE & NUMBER DATE OF ORDER DESCRIPTION AND VALUE OF PROPERTY It is currently unknown whether any property of the Debtor was in the possession or control of a custodian, receiver, or court-appointed official within one year immediately preceding the commencement of this case.

12 7. Gifts None List all gifts or charitable contributions made within one year immediately preceding the commencement of this case except ordinary and usual gifts to family members aggregating less than $200 in value per individual family member and charitable contributions aggregating less than $100 per recipient. (Married debtors filing under chapter 12 or chapter 13 must include gifts or contributions by either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF PERSON OR ORGANIZATION RELATIONSHIP TO DEBTOR, IF ANY DATE OF GIFT DESCRIPTION AND VALUE OF GIFT Paso Robles Rotary Unknown 08/01/07 $7,500. Cash Denim and Diamonds Unknown 09/27/07 $855. Cash

13 8. Losses None List all losses from fire, theft, other casualty or gambling within one year immediately preceding the commencement of this case or since the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include losses by either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) DESCRIPTION AND VALUE OF PROPERTY DESCRIPTION OF CIRCUMSTANCE AND, IF LOSS WAS COVERED IN WHOLE OR IN PART BY INSURANCE, GIVE PARTICULARS DATE OF LOSS Home appliances and furniture value at $80,000 Property was taken from construction site. There was no insurance on this property and a report has been filed with the District Attorney. 05/30/08

14 9. Payments related to debt counseling or bankruptcy None List all payments made or property transferred by or on behalf of the debtor to any persons, including attorneys, for consultation concerning debt consolidation, relief under the bankruptcy law or preparation of a petition in bankruptcy within one year immediately preceding the commencement of this case. NAME AND ADDRESS OF PAYEE DATE OF PAYMENT, NAME OF PAYER IF OTHER THAN DEBTOR AMOUNT OF MONEY OR DESCRIPTION AND VALUE OF PROPERTY Payments related to debt counseling or bankruptcy are unknown

15 10. Other transfers None a. List all other property, other than property transferred in the ordinary course of the business or financial affairs of the debtor, transferred either absolutely or as security within two years immediately preceding the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include transfers by either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF TRANSFERREE, RELATIONSHIP TO DEBTOR DATE DESCRIBE PROPERTY TRANSFERRED AND VALUE RECEIVED Assignments to Investors / Creditors. An extensive review of assignments to investors / creditors is currently underway. Certain of the assignments occurred from and after March 27, 2008, 90 days prior to the commencement of the case. The value of the assignments currently is unknown. Specifically, the Debtor was in the business of making and arranging real property secured loans utilizing primarily third party funding sources direct investors and funds from Estate Financial Mortgage Fund, LLC. Generally, the Debtor should have assigned to investors percentage interests in loans based on their relative contribution to the loan and recorded such assignment with the County recorder where the subject property was located within 10 days. Although such assignments were made during the applicable period, some assignments were made in the wrong amounts, some exceeded 100%, others were not made at all, many were not recorded at all, many were not recorded timely and some were recorded after March 27, 2008 (during the 90 days prior to the commencement of the case). Additionally, in connection with loan enforcement, the Debtor sometimes assigned interests in the collateral / property to investors. Again, some may not have been in the correct amount and some may have been recorded after March 27, All of these circumstances, financial transactions, assignments and recordings with respect to each loan and property are being analyzed and reconciled. This process will take a considerable amount of time to complete. Heritage Oaks Bank. A commercial pledge agreement was established with Heritage Oaks Bank on 4/2/08 which involved the assignment of properties as collateral. The value of the assignments is unknown. At the time of execution, Heritage Oaks Bank received assignments on properties in which the Debtor was an owner. These assignments may not have been recorded properly and in some cases Heritage Oaks Bank may have been assigned interests not owned by the Debtor. An extensive review of property assignments for the benefit of Heritage Oaks Bank is currently underway. As of the commencement of the case, title to certain real property, as to which the Debtor had previously arranged secured, real property loans, had been transferred to the Debtor and/or other investors, such that the property became real estate owned (REO). Prior thereto, the Debtor may have owned an interest in the subject loan on the property (whether based upon an investment in the loan, advances for the loan or fees owed with respect to the loan). Whether or the extent to which such title transfers effected transfers of interests in the property by or to the Debtor presently is uncertain. The Trustee continues to review the books and records and gather other information with respect to the REO, but has summarized current information on Exhibit 10a.

16 10. Other transfers (continued) None b. List all property transferred by the debtor within ten years immediately preceding the commencement of this case to a self-settled trust or similar device of which the debtor is a beneficiary. NAME OF TRUST OR OTHER DEVICE DATE(S) OF TRANSFER(S) AMOUNT OF MONEY OR DESCRIPTION AND VALUE OF PROPERTY OR DEBTOR'S INTEREST IN PROPERTY Transfers to a self-settled trust or similar device of which the debtor is a beneficiary are unknown.

17 11. Closed financial records None List all financial accounts and instruments held in the name of the debtor or for the benefit of the debtor which were closed, sold, or otherwise transferred within one year immediately preceding the commencement of this case. Include checking, savings, or other financial accounts, certificates of deposit, or other instruments; shares and share accounts held in banks, credit unions, pension funds, cooperatives, associations, brokerage houses and other financial institutions. (Married debtors filing under chapter 12 or chapter 13 must include information concerning accounts or instruments held by or for either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF INSTITUTION TYPE OF ACCOUNT, LAST FOUR DIGITS OF ACCOUNT NUMBER, AND AMOUNT OF FINAL BALANCE AMOUNT AND DATE OF SALE OR CLOSING Closed financial records are unknown

18 12. Safe deposit boxes None List each safe deposit or other box or depository in which the debtor has or had securities, cash, or other valuables within one year immediately preceding the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include boxes or depositories of either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF BANK OR OTHER DEPOSITORY NAME AND ADDRESSES OF THOSE WITH ACCESS TO THE BOX OR DEPOSITORY DESCRIPTION OF CONTENTS DATE OF TRANSFER OR SURRENDER, IF ANY Safe deposit boxes are unknown

19 13. Setoffs None List all setoffs made by any creditor, including a bank, against a debt or deposit of the debtor within 90 days preceding the commencement of this case. (Married debtors filing under chapter 12 or chapter 13 must include information concerning either or both spouses whether or not a joint petition is filed, unless the spouses are separated and a joint petition is not filed.) NAME AND ADDRESS OF CREDITOR DATE OF SETOFF AMOUNT OF SETOFF Setoffs are unknown

20 14. Property held for another person None List all property owned by another person that the debtor holds or controls. NAME AND ADDRESS OF OWNER DESCRIPTION AND VALUE OF PROPERTY LOCATION OF PROPERTY Multiple Borrowers and/or Investors of Debtor Multiple Investors of Debtor Multiple Investors of Debtor As of the commencement of the case, the Debtor held, and the Trustee presently maintains, a Construction Account. Investigation continues but the property may have been held in trust for disbursement in respect of construction loans to the borrowers or co-owners of the loan. Amount in account as of commencement of the case: $767, As of the commencement of the case, the Debtor held, and the Trustee presently maintains, a Loan Servicing Account. Investigation continues but the property may have been held in trust for disbursement to investors in respect of loans. Amount in account as of commencement of the case: $137, For interests in certain of the real properties and loans receivable listed in Schedules A and B of the Schedules of Assets and Liabilities as to which the Debtor holds legal tile, various investors may be co-owners holding equitable title. Investigation continues. Heritage Oaks Bank th Street Paso Robles, CA Heritage Oaks Bank th Street Paso Robles, CA Currently, the Loans are in the Debtor s records located at: 806 9th Street, Suite 1A, Paso Robles, CA The real property is located as set forth in Schedule B of the Schedules of Assets and Liabilities.

21 15. Prior address of debtor None X If debtor has moved within three years immediately preceding the commencement of this case, list all premises which the debtor occupied during that period and vacated prior to the commencement of this case. If a joint petition is filed, report also any separate address of either spouse. ADDRESS NAME USED DATE OF OCCUPANCY

22 16. Spouses and Former Spouses None X If the debtor resides or resided in a community property state, commonwealth, or territory (including Alaska, Arizona, California, Idaho, Louisiana, Nevada, New Mexico, Puerto Rico, Texas, Washington, or Wisconsin) within eight years immediately preceding the commencement of the case, identify the name of the debtor s spouse and of any former spouse who resides or resided with the debtor in the community property state. NAME

23 17. Environmental Information None X For the purpose of this question, the following definitions apply: "Environmental Law" means any federal, state, or local statute or regulation regulating pollution, contamination, releases of hazardous or toxic substances, wastes or material into the air, land, soil, surface water, groundwater, or other medium, including, but not limited to, statutes or regulations regulating the cleanup of these substances, wastes, or material. "Site" means any location, facility, or property as defined under any Environmental Law, whether or not presently or formerly owned or operated by the debtor, including, but not limited to, disposal sites. "Hazardous Material" means anything defined as a hazardous waste, hazardous substance, toxic substance, hazardous material, pollutant, or contaminant or similar term under an Environmental Law.

24 17. Environmental Information (continued) None a. List the name and address of every site for which the debtor has received notice in writing by a governmental unit that it may be liable or potentially liable under or in violation of an Environmental Law. Indicate the governmental unit, the date of the notice, and, if known, the Environmental Law: SITE NAME AND ADDRESS NAME AND ADDRESS OF GOVERNMENTAL UNIT DATE OF NOTICE ENVIRONMENTAL LAW Environmental Information is unknown

25 17. Environmental Information (continued) None b. List the name and address of every site for which the debtor provided notice to a governmental unit of a release of Hazardous Material. Indicate the governmental unit to which the notice was sent and the date of the notice. SITE NAME AND ADDRESS NAME AND ADDRESS OF GOVERNMENTAL UNIT DATE OF NOTICE ENVIRONMENTAL LAW Environmental Information is unknown

26 17. Environmental Information (continued) None c. List all judicial or administrative proceedings, including settlements or orders, under any Environmental Law with respect to which the debtor is or was a party. Indicate the name and address of the governmental unit that is or was a party to the proceeding, and the docket number. NAME AND ADDRESS OF GOVERNMENTAL UNIT DOCKET NUMBER STATUS OR DISPOSITION Environmental Information is unknown

27 18. Nature, location, and name of business None a. If the debtor is an individual, list the names, addresses, taxpayer identification numbers, nature of the businesses, and beginning and ending dates of all businesses in which the debtor was an officer, director, partner, or managing executive of a corporation, partner in a partnership, sole proprietor, or was self-employed in a trade, profession, or other activity either full- or part-time within six years immediately preceding the commencement of this case, or in which the debtor owned 5 percent or more of the voting or equity securities within six years immediately preceding the commencement of this case. If the debtor is a partnership, list the names, addresses, taxpayer identification numbers, nature of the businesses, and beginning and ending dates of all businesses in which the debtor was a partner or owned 5 percent or more of the voting or equity securities, within six years immediately preceding the commencement of this case. If the debtor is a corporation, list the names, addresses, taxpayer identification numbers, nature of the businesses, and beginning and ending dates of all businesses in which the debtor was a partner or owned 5 percent or more of the voting or equity securities within six years immediately preceding the commencement of this case. NAME AND ADDRESS LAST FOUR DIGITS OF SOC. SEC. NO./COMPLETE EIN OR OTHER TAXPAYER I.D. NO. NATURE OF BUSINESS BEGINNING AND ENDING DATES OF OPERATION Estate Financial Mortgage Fund, LLC 806 9th Street, Suite 1A Paso Robles, CA Real Estate Investment 01/17/02 to current

28 18. Nature, location, and name of business (continued) None X b. Identify any business listed in response to subdivision a., above, that is "single asset real estate" as defined in 11 U.S.C NAME ADDRESS

29 The following questions are to be completed by every debtor that is a corporation or partnership and by any individual debtor who is or has been, within six years immediately preceding the commencement of this case, any of the following: an officer, director, managing executive, or owner of more than 5 percent of the voting or equity securities of a corporation; a partner, other than a limited partner, of a partnership, a sole proprietor, or self-employed in a trade, profession, or other activity, either full- or part-time. (An individual or joint debtor should complete this portion of the statement only if the debtor is or has been in business, as defined above, within six years immediately preceding the commencement of this case. A debtor who has not been in business within those six years should go directly to the signature page.)

30 19. Books, records and financial statements None a. List all bookkeepers and accountants who within two years immediately preceding the filing of this bankruptcy case kept or supervised the keeping of books of account and records of the debtor. NAME AND ADDRESS DATES SERVICES RENDERED Pam Enchenberg 2643 Vineyard Circle Paso Robles, CA Seid & Zucker CPA s Mark F. Seid 935 Riverside Ave. Suite 1 Paso Robles, CA thru 06/25/ thru 06/25/08

31 19. Books, records and financial statements (continued) None X b. List all firms or individuals who within two years immediately preceding the filing of this bankruptcy case have audited the books of account and records, or prepared a financial statement of the debtor. NAME ADDRESS DATES SERVICES RENDERED

32 19. Books, records and financial statements (continued) None c. List all firms or individuals who at the time of the commencement of this case were in possession of the books of account and records of the debtor. If any of the books of account and records are not available, explain. NAME ADDRESS Pam Enchenberg 2643 Vineyard Circle Paso Robles, CA Mark F. Seid 935 Riverside Ave. Suite 1 Paso Robles, CA Joshua Yaguda Karen Guth 8530 Vineyard Drive Paso Robles, CA Vineyard Drive Paso Robles, CA 93446

33 19. Books, records and financial statements (continued) None d. List all financial institutions, creditors and other parties, including mercantile and trade agencies, to whom a financial statement was issued by the debtor within two years immediately preceding the commencement of this case. NAME AND ADDRESS DATE ISSUED During the two year period prior to the commencement of the case, the Debtor has provided financial statements to numerous interested parties.

34 20. Inventories None X a. List the dates of the last two inventories taken of your property, the name of the person who supervised the taking of each inventory, and the dollar amount and basis of each inventory. DATE OF INVENTORY INVENTORY SUPERVISOR DOLLAR AMOUNT OF INVENTORY (SPECIFY COST, MARKET OR OTHER BASIS)

35 20. Inventories (continued) None X b. List the name and address of the person having possession of the records of each of the inventories reported in a., above. DATE OF INVENTORY NAME AND ADDRESS OF CUSTODIAN OF INVENTORY RECORDS

36 21. Current Partners, Officers, Directors and Shareholders None X a. If the debtor is a partnership, list the nature and percentage of partnership interest of each member of the partnership. NAME AND ADDRESS NATURE OF INTEREST PERCENTAGE OF INTEREST

37 21. Current Partners, Officers, Directors and Shareholders (continued) None b. If the debtor is a corporation, list all officers and directors of the corporation, and each stockholder who directly or indirectly owns, controls, or holds 5 percent or more of the voting or equity securities of the corporation. NAME AND ADDRESS TITLE NATURE AND PERCENTAGE OF STOCK OWNERSHIP Karen Guth 8530 Vineyard Drive Paso Robles, CA Josh and Joeli Yaguda 8530 Vineyard Drive Paso Robles, CA Isabella Yaguda 8530 Vineyard Drive Paso Robles, CA President Vice President 85% Ownership 10% Ownership 5% Ownership

38 22. Former partners, officers, directors and shareholders None X a. If the debtor is a partnership, list each member who withdrew from the partnership within one year immediately preceding the commencement of this case. NAME ADDRESS DATE OF WITHDRAWAL

39 22. Former partners, officers, directors and shareholders (continued) None X b. If the debtor is a corporation, list all officers, or directors whose relationship with the corporation terminated within one year immediately preceding the commencement of this case. NAME AND ADDRESS TITLE DATE OF TERMINATION

40 23. Withdrawals from a partnership or distributions by a corporation None If the debtor is a partnership or corporation, list all withdrawals or distributions credited or given to an insider, including compensation in any form, bonuses, loans, stock redemptions, options exercised and any other perquisite during one year immediately preceding the commencement of this case. NAME AND ADDRESS OF RECIPIENT, RELATIONSHIP TO DEBTOR DATE AND PURPOSE OF WITHDRAWAL AMOUNT OF MONEY OR DESCRIPTION AND VALUE OF PROPERTY See SOFA 3c Exhibit

41 24. Tax Consolidation Group None X If the debtor is a corporation, list the name and federal taxpayer identification number of the parent corporation of any consolidated group for tax purposes of which the debtor has been a member at any time within six years immediately preceding the commencement of the case. NAME OF PARENT CORPORATION TAXPAYER IDENTIFICATION NUMBER (EIN)

42 25. Pension Funds None If the debtor is not an individual, list the name and federal taxpayer identification number of any pension fund to which the debtor, as an employer, has been responsible for contributing at any time within six years immediately preceding the commencement of the case. NAME OF PENSION FUND TAXPAYER IDENTIFICATION NUMBER (EIN) Estate Financial 401(k) Profit Sharing Plan and Trust

43 STATEMENT OF FINANCIAL AFFAIRS EXHIBIT 3b PAYMENTS TO CREDITORS

44 CASE NO: 0 Exhibit 3b. Payments to creditors Dates of payments/transfers Amount paid or value of transfers Names and Address of Creditor Amount still owing 24th Street Towne Homes, LLC 04/30/2008 5, th St. Suite 1A 06/06/2008 5, Paso Robles, CA Total for 24th Street Towne Homes, LLC: 10, Andrew W. Hays 03/31/ Attorney at Law 05/28/2008 7, Marsh Street San Luis Obispo, CA Total for Andrew W. Hays: 18, Applied Business Software 04/30/2008 3, Gundry Avenue 05/07/2008 2, Long Beach, CA /28/2008 1, /18/2008 4, /24/2008 1, Total for Applied Business Software: 12, Bandz Services Inc 03/31/2008 1, Annandale Ave 04/30/2008 2, Desert Hot Springs, CA /28/2008 2, /06/2008 1, Total for Bandz Services Inc: 6, Bryan Cave, LLP 05/07/ , , PO Box /28/ , , St. Louis, MO /11/ , , Total for Bryan Cave, LLP: 30, Builders Risk Plan 04/30/2008 5, P O Box Atlanta, GA Total for Builders Risk Plan: 5, Citi Card 05/15/ , /03/ Page 1 of 7

45 CASE NO: 0 Exhibit 3b. Payments to creditors Names and Address of Creditor Dates of payments/transfers Amount paid or value of transfers Amount still owing Total for Citi Card: 10, City of Paso Robles 06/09/ , Spring Street 06/09/ Paso Robles, CA Total for City of Paso Robles: 293, Countrywide Home Loans 03/31/2008 3, PO Box Van Nuys, CA /30/2008 3, Van Nuys, CA /06/2008 3, Total for Countrywide Home Loans: 10, David G. Ure 05/28/ , , Attorney at Law PO Box 1930 Paso Robles, CA Total for David G. Ure: 10, Diehl & Rodewald 03/31/2008 5, , Pacific Street 05/28/2008 5, , San Luis Obispo, CA /12/2008 8, , Total for Diehl & Rodewald: 18, Farella Braun & Martel 05/28/ , , Russ Building 235 Montgomery St. 06/23/2008 5, , San Francisco, CA Total for Farella Braun & Martel: 15, FCI Lender Services, Inc. 06/19/ , East Kaiser Blvd Anaheim Hills, CA Total for FCI Lender Services, Inc.: 39, First Insurance Funding Corp 03/31/2008 1, PO Bix /31/2008 1, Chicago, IL /16/2008 1, /06/2008 1, Page 2 of 7

46 CASE NO: 0 Exhibit 3b. Payments to creditors Names and Address of Creditor Dates of payments/transfers Amount paid or value of transfers Amount still owing Total for First Insurance Funding Corp: 7, First Press Partners, LLC 04/03/2008 6, th St. Suite 1A 05/01/2008 6, Paso Robles, CA /06/2008 6, Total for First Press Partners, LLC: 18, Franchise Tax Board 04/15/2008 6, PO Box /15/ Sacramento, CA /15/ /15/2008 6, /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ /15/ Page 3 of 7

47 CASE NO: 0 Exhibit 3b. Payments to creditors Names and Address of Creditor Dates of payments/transfers Amount paid or value of transfers Amount still owing Franchise Tax Board 04/15/ /15/ /15/ /15/ /15/ /15/ /15/ Total for Franchise Tax Board: 36, Hastings Enterprises 03/31/2008 7, "A" First St. 04/30/2008 7, Paso Robles, CA /06/2008 7, Total for Hastings Enterprises: 23, Heritage Oaks Bank 03/31/2008 8, th Street 04/07/ Paso Robles, CA /22/ , /16/ , /20/2008 6, /28/ , /30/2008 5, /06/ , , /18/2008 8, Total for Heritage Oaks Bank: 221, Internal Revenue Service 04/30/2008 6, Ogden, UT Total for Internal Revenue Service: 6, Jeffrey S. Benice 05/16/2008 6, , Center Tower 650 Town Center Drive 05/28/ , , Thirteenth Floor, Suite /23/ , , Total for Jeffrey S. Benice: 41, McColloch Consulting, LLC 04/30/2008 8, Page 4 of 7

48 CASE NO: 0 Exhibit 3b. Payments to creditors Names and Address of Creditor Dates of payments/transfers Amount paid or value of transfers Amount still owing 2450 Main St., Ste E 05/15/ , Cambria, CA /10/2008 7, /24/2008 7, Total for McColloch Consulting, LLC: 39, Neopost 03/26/2008 1, P O Box /28/2008 1, San Francisco, CA /11/2008 1, /14/ /15/2008 1, /18/2008 1, /09/2008 1, /15/ /27/2008 1, /06/2008 1, /14/ /18/2008 1, Total for Neopost: 9, Paso Robles Unified School District 06/09/ , Niblick Rd. Paso Robles, CA Total for Paso Robles Unified School District: 18, Paychex 03/31/ , Valentine Rd. Suite /31/2008 7, Ventura, CA /31/2008 1, /10/ /11/ /14/ , /14/2008 6, /14/2008 1, /29/ , Page 5 of 7

49 CASE NO: 0 Exhibit 3b. Payments to creditors Names and Address of Creditor Dates of payments/transfers Amount paid or value of transfers Amount still owing 04/29/2008 6, /29/2008 1, /12/ /15/ , /15/2008 6, /15/2008 1, /16/ /29/ , /29/2008 6, /29/2008 1, /10/ /13/ /14/ , /14/2008 6, /14/2008 1, Total for Paychex: 141, Pine Village Homeowners Association 04/14/2008 3, PO Box /16/2008 3, Corcoran, CA /03/2008 3, Total for Pine Village Homeowners Association: 9, Robert C. Rockwell 05/01/2008 4, R C Rockwell Construction 05/07/2008 2, Las Pilitas Rd 06/11/2008 1, Santa Margarita, CA Total for Robert C. Rockwell: 8, SLOCTC 06/06/2008 9, County Tax Collector Room 203 County Government Center Total for SLOCTC: 9, So Cal Sandbags 03/31/ , Page 6 of 7

50 CASE NO: 0 Exhibit 3b. Payments to creditors Names and Address of Creditor Dates of payments/transfers Amount paid or value of transfers Amount still owing Bosley Lane 04/30/2008 6, Corona, CA Total for So Cal Sandbags: 42, Verdin MarketingInk 05/28/2008 3, Broad St 06/19/2008 2, San Luis Obispo, CA /03/2008 4, Total for Verdin MarketingInk: 10, Grand Total: $ 1,115, Page 7 of 7

51 STATEMENT OF FINANCIAL AFFAIRS EXHIBIT 3c PAYMENTS TO INSIDERS

52 Case No: Exhibit 3c. Payments for the benefit of Insiders Names and Address of Creditor and Relationship to Debtor Dates Purpose of Withdrawal Amount Paid Karen Guth 06/30/2008 Unknown 10, Vineyard Dr. 05/15/2008 Unknown 5, Paso Robles, CA /24/2008 Unknown 3, President 04/04/2008 Unknown 75, /19/2008 Unknown 5, /19/2007 Unknown 30, /18/2007 Unknown 4, /21/2007 Unknown 5, /17/2007 Unknown 2, /01/2007 Unknown 8, /24/2007 Unknown 400, /18/2007 Unknown 5, /06/2007 Unknown 150, /02/2007 Unknown 30, /15/2008 Travel & Ent 2, /15/2008 Salary 6, /31/2008 Salary 6, /15/2008 Salary 6, /30/2008 Salary 6, /15/2008 Salary 6, /31/2008 Salary 6, /15/2008 Salary 6, /29/2008 Salary 6, /15/2008 Salary 6, /31/2008 Salary 6, /15/2008 Salary 6, /31/2007 Salary 6, /15/2007 Salary 6, /30/2007 Salary 6, /15/2007 Salary 6, /31/2007 Salary 6, /15/2007 Salary 6, /30/2007 Salary 6, /15/2007 Salary 6, /31/2007 Salary 6, /15/2007 Salary 6, /31/2007 Salary 6, /15/2007 Salary 6, /30/2007 Salary 6, Total Karen Guth: 880, Josh Yaguda 07/02/2008 Unknown 25, Vineyard Dr. 06/30/2008 Unknown 10, Paso Robles, CA /27/2008 Unknown 10, Vice President 05/15/2008 Unknown 10,000.00

53 Case No: Exhibit 3c. Payments for the benefit of Insiders Names and Address of Creditor and Relationship to Debtor Dates Purpose of Withdrawal Amount Paid Josh Yaguda (continued) 05/02/2008 Unknown 10, /30/2008 Unknown 3, /04/2008 Unknown 75, /30/2008 Unknown 10, /22/2008 Unknown 10, /28/2007 Unknown 1, /27/2007 Unknown 10, /24/2007 Unknown 100, /13/2007 Unknown 2, /13/2007 Unknown /13/2007 Unknown 10, /26/2007 Unknown 10, /15/2008 Salary 3, /31/2008 Salary 3, /15/2008 Salary 3, /30/2008 Salary 3, /15/2008 Salary 3, /31/2008 Salary 3, /15/2008 Salary 3, /29/2008 Salary 3, /15/2008 Salary 3, /31/2008 Salary 3, /15/2008 Salary 3, /31/2007 Salary 3, /15/2007 Salary 3, /30/2007 Salary 3, /15/2007 Salary 3, /31/2007 Salary 3, /15/2007 Salary 3, /30/2007 Salary 3, /15/2007 Salary 3, /31/2007 Salary 3, /15/2007 Salary 3, /31/2007 Salary 3, /15/2007 Salary 3, /30/2007 Salary 3, Total Josh Yaguda: $383,035.76

54 STATEMENT OF FINANCIAL AFFAIRS EXHIBIT 3c - PART 2 PAYMENTS TO INSIDERS

55 RR SOFA Exhibit 3b. Payments for the benefit of unknown insiders. Payee Payee Address Amount Date Description Payment Type Reference Number ACSC P O Box Santa Ana, CA $ 2, /29/2007 Auto insurance Check 7506 ACSC P O Box Santa Ana, CA $ 2, /20/2008 Auto insurance Check 8640 American Express P.O. Box , Fort Lauderdale, FL $ 4, /26/2007 Travel & Ent Check 3117 American General Life Insurance Company PO Box 4373 Houston, TX $ 2, /30/2008 Accounts Payable Bill Pmt -Check 8395 B & B Finish Attn: Bill Wilson, 9420 Jornada Lane Paso Robles, CA $ /13/2008 First Press Partners, LLC Check 8143 Bank of America P.O. Box 30610, Los Angeles, CA $ /13/2007 Automobile Expense Check 7522 Bank of America P.O. Box 30610, Los Angeles, CA $ /30/2007 Automobile Expense Check 7562 Bank of America P.O. Box 30610, Los Angeles, CA $ /11/2007 Automobile Expense Check 7672 Bank of America P.O. Box 30610, Los Angeles, CA $ /27/2007 Automobile Expense Check 7704 Bank of America P.O. Box 30610, Los Angeles, CA $ /07/2007 Automobile Expense Check 7804 Bank of America P.O. Box 30610, Los Angeles, CA $ /26/2007 Automobile Expense Check 7977 Bank of America P.O. Box 30610, Los Angeles, CA $ /08/2008 Automobile Expense Check 8018 Bank of America P.O. Box 30610, Los Angeles, CA $ /28/2008 Automobile Expense Check 8078 Bank of America P.O. Box 30610, Los Angeles, CA $ /03/2008 Accounts Payable Bill Pmt -Check 8207 Bank of America P.O. Box 30610, Los Angeles, CA $ /16/2008 Accounts Payable Bill Pmt -Check 8370 Bank of America P.O. Box 30610, Los Angeles, CA $ /30/2008 Accounts Payable Bill Pmt -Check 8398 Bank of America P.O. Box 30610, Los Angeles, CA $ /06/2008 Accounts Payable Bill Pmt -Check 8549 C & C Plastering 4090 Bassett Street, Santa Clara, CA $ 5, /27/2007 First Press Partners, LLC Check 7868 C & C Plastering 4090 Bassett Street, Santa Clara, CA $ 9, /28/2007 First Press Partners, LLC Check 3155 Chase PO Box Phoenix, AZ $ /23/2007 Automobile Lease Check 7555 Chase PO Box Phoenix, AZ $ /21/2007 Automobile Lease Check 7620 Chase PO Box Phoenix, AZ $ /27/2007 Automobile Lease Check 7709 Chase PO Box Phoenix, AZ $ /23/2007 Automobile Lease Check 7764 Chase PO Box Phoenix, AZ $ /26/2007 Automobile Lease Check 7865 Chase PO Box Phoenix, AZ $ /26/2007 Automobile Lease Check 7972 Chase PO Box Phoenix, AZ $ /28/2008 Automobile Lease Check 8084 Chase PO Box Phoenix, AZ $ /03/2008 Automobile Lease Check 8227 Chase PO Box Phoenix, AZ $ /31/2008 Accounts Payable Bill Pmt -Check 8295 Chase PO Box Phoenix, AZ $ /01/2008 Automobile Lease Check 8446 Chase PO Box Phoenix, AZ $ /27/2008 Automobile Lease Check 8512 Chase PO Box Phoenix, AZ $ /18/2008 Accounts Payable Bill Pmt -Check 8585 Chevron PO Box 2001 Concord, CA $ /11/2007 Automobile Expense Check 7675 Chevron PO Box 2001 Concord, CA $ /07/2007 Automobile Expense Check 7779 Chevron PO Box 2001 Concord, CA $ /26/2007 Automobile Expense Check 7982 Chevron PO Box 2001 Concord, CA $ /19/2008 Automobile Expense Check 8155 Chevron PO Box 2001 Concord, CA $ /24/2008 Accounts Payable Bill Pmt -Check 8264 Chevron PO Box 2001 Concord, CA $ /22/2008 Accounts Payable Bill Pmt -Check 8386 Chevron PO Box 2001 Concord, CA $ - 06/11/2008 Accounts Payable Bill Pmt -Check Chevron PO Box 2001 Concord, CA $ /18/2008 Accounts Payable Bill Pmt -Check 8586 CIG P.O. Box 2093, Monterey, CA $ /30/2007 Auto insurance Check 7564 CIG P.O. Box 2093, Monterey, CA $ /29/2007 Auto insurance Check 7635 CIG P.O. Box 2093, Monterey, CA $ /27/2007 Auto insurance Check 7710 CIG P.O. Box 2093, Monterey, CA $ /23/2007 Auto insurance Check 7761 CIG P.O. Box 2093, Monterey, CA $ /26/2007 Auto insurance Check 7955 CIG P.O. Box 2093, Monterey, CA $ /28/2008 Auto insurance Check 8082 Cingular Wireless PO Box Los Angeles, CA $ /13/2007 Telephone Check 7521 Citi Card Unknown $ 8, /13/2007 Travel & Ent Check 3124 Citi Card Unknown $ 4, /11/2008 Travel & Ent Check 3160 Citi Card Unknown $ 10, /15/2008 Travel & Ent Check 3170 Page 1 of 7

56 RR SOFA Exhibit 3b. Payments for the benefit of unknown insiders. Payee Payee Address Amount Date Description Payment Type Reference Number Citi Card Unknown $ /03/2008 Travel & Ent Check 8606 City of Cupertino Torre Avenue, Cupertino, CA $ 2, /27/2007 First Press Partners, LLC Check 7869 City of Paso Robles 1000 Spring Street, Paso Robles, CA $ 292, /09/2008 Park Street Partners B Check 3177 City of Paso Robles 1000 Spring Street, Paso Robles, CA $ /09/2008 Park Street Partners B Check 3179 City of Pismo Beach 760 Mattie Road, Pismo Beach, CA $ /26/2007 Hinds Ave Check 7957 City of Pismo Beach 760 Mattie Road, Pismo Beach, CA $ /26/2007 Hinds Ave Check 7958 City of Pismo Beach 760 Mattie Road, Pismo Beach, CA $ /26/2007 Hinds Ave Check 7959 City of Pismo Beach 760 Mattie Road, Pismo Beach, CA $ /13/2008 Accounts Payable Bill Pmt -Check 8243 City of Pismo Beach 760 Mattie Road, Pismo Beach, CA $ /26/2008 Accounts Payable Bill Pmt -Check 8283 Compas Hauling 1299 Leigh Ave, 31 San Jose, CA $ 1, /27/2007 First Press Partners, LLC Check 7866 Cuesta Title Tank Farm Rd, Suite 120 San Luis Obispo, CA $ 14, /16/2008 Doya Partners II LLC Voucher Check 8056 Cuesta Title Tank Farm Rd, Suite 120 San Luis Obispo, CA $ /31/2008 Doya Partners II LLC Voucher Check 8110 Cuesta Title Tank Farm Rd, Suite 120 San Luis Obispo, CA $ /07/2008 Doya Partners II LLC Voucher Check 8115 Decorative Plumbing Supply, Inc Industrial Rd #5 San Carlos, CA $ 1, /07/2008 First Press Partners, LLC Check 8469 Department of Real Estate P O Box Sacramento, CA $ /03/2008 Claire Manor, LLC Check 8325 Dimmers Electric 264 Christopher Ave Campbell, CA $ 6, /17/2008 First Press Partners, LLC Check 8062 Dimmers Electric 264 Christopher Ave Campbell, CA $ 2, /11/2008 First Press Partners, LLC Check 8234 DMV P O Box Sacramento, CA $ /30/2007 Licenses and Permits Check 7889 DMV P O Box Sacramento, CA $ /26/2007 Licenses and Permits Check 7986 DMV P O Box Sacramento, CA $ /26/2007 Licenses and Permits Check 7987 DMV P O Box Sacramento, CA $ /19/2008 Licenses and Permits Check 8153 Estate Financial, Inc th St., Suite 1A Paso Robles, CA $ /22/2008 Claire Manor, LLC Check 8509 Estate Financial, Inc th St., Suite 1A Paso Robles, CA $ 6, /18/2008 Claire Manor, LLC Check 8605 Estate Financial, Inc th St., Suite 1A Paso Robles, CA $ /23/2008 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ 6, /15/2007 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ 2, /26/2007 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ - 01/07/2008 First Press Partners, LLC Check th St., Suite 1A Paso Robles, CA $ 6, /15/2008 -SPLIT- Check th St., Suite 1A Paso Robles, CA $ /28/2008 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ 4, /11/2008 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ /12/2008 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ /21/2008 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ 2, /25/2008 Signature Homes th St., Suite 1A Paso Robles, CA $ 1, /25/2008 -SPLIT- Check th St., Suite 1A Paso Robles, CA $ 7, /11/2008 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ 5, /14/2008 Claire Manor, LLC Check th St., Suite 1A Paso Robles, CA $ 6, /13/2008 Claire Manor, LLC Check 8477 Ford Donnegan Engineering 770 East Shaw Avenue, Ste 218, Fresno, CA $ 1, /18/2007 Second Press Partners Check 3145 Franchise Tax Board P.O. Box , Sacramento, CA $ 18, /18/2007 State Check Franchise Tax Board P.O. Box , Sacramento, CA $ /16/ th Street Townhomes, LLC Check 7757 Franchise Tax Board P.O. Box , Sacramento, CA $ /16/ th Street Townhomes, LLC Check 7758 Franchise Tax Board P.O. Box , Sacramento, CA $ /16/2007 B Carole Deane Check 7753 Franchise Tax Board P.O. Box , Sacramento, CA $ 5, /16/2007 Doya Partners II LLC Voucher Check 7759 Franchise Tax Board P.O. Box , Sacramento, CA $ /16/2007 Herrontown Check 7754 Franchise Tax Board P.O. Box , Sacramento, CA $ /16/2007 Hinds Ave Check 7756 Franchise Tax Board P.O. Box , Sacramento, CA $ /16/2007 Three Bells Check 7760 Franchise Tax Board P.O. Box , Sacramento, CA $ /16/2007 Viana Check 7755 Page 2 of 7