SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK. In the matter of the application of. Index No /2011

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SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK In the matter of the application of THE BANK OF NEW YORK MELLON (as Trustee under various Pooling and Servicing Agreements and Indenture Trustee under various Indentures), BlackRock Financial Management Inc. (intervenor), Kore Advisors, L.P. (intervenor), Maiden Lane, LLC (intervenor), Maiden Lane II, LLC (intervenor), Maiden Lane III, LLC (intervenor), Metropolitan Life Insurance Company (intervenor), Trust Company of the West and affiliated companies controlled by The TCW Group, Inc. (intervenor), Neuberger Berman Europe Limited (intervenor), Pacific Investment Management Company LLC (intervenor), Goldman Sachs Asset Management, L.P. (intervenor), Teachers Insurance and Annuity Association of America (intervenor), Invesco Advisers, Inc. (intervenor), Thrivent Financial for Lutherans (intervenor), Landesbank BadenWuerttemberg (intervenor), LBBW Asset Management (Ireland) plc, Dublin (intervenor), ING Bank fsb (intervenor), ING Capital LLC (intervenor), ING Investment Management LLC (intervenor), New York Life Investment Management LLC (intervenor), Nationwide Mutual Insurance Company and its affiliated companies (intervenor), AEGON USA Investment Management LLC, authorized signatory for Transamerica Life Insurance Company, AEGON Financial Assurance Ireland Limited, Transamerica Life International (Bermuda) Ltd., Monumental Life Insurance Company, Transamerica Advisors Life Insurance Company, AEGON Global Institutional Markets, plc, LIICA Re II, Inc., Pine Falls Re, Inc., Transamerica Financial Life Insurance Company, Stonebridge Life Insurance Company, and Western Reserve Life Assurance Co. of Ohio (intervenor), Federal Home Loan Bank of Atlanta (intervenor), Bayerische Landesbank (intervenor), Prudential Investment Management, Inc. (intervenor), and Western Asset Management Company (intervenor), Index No. 651786/2011 Assigned to: Kapnick, J. OMNIBUS PROPOSED ORDER GRANTING PETITIONS TO INTERVENE Motion Sequence 003 Motion Sequence 004 Motion Sequence 005 Motion Sequence 006 Motion Sequence 007 Motion Sequence 009 Motion Sequence 011 Petitioners, -against- WALNUT PLACE LLC, WALNUT PLACE II LLC, WALNUT PLACE III LLC, WALNUT PLACE IV LLC, WALNUT PLACE V LLC, WALNUT PLACE VI LLC, WALNUT PLACE VII LLC, WALNUT PLACE VIII LLC, WALNUT PLACE IX LLC, WALNUT PLACE X LLC, WALNUT PLACE XI LLC (proposed intervenors), POLICEMEN'S ANNUITY & BENEFIT FUND OF CHICAGO, THE WESTMORELAND COUNTY EMPLOYEE RETIREMENT SYSTEM, CITY OF GRAND RAPIDS GENERAL RETIREMENT SYSTEM, CITY OF GRAND RAPIDS POLICE AND FIRE RETIREMENT SYSTEM (proposed

intervenors), TM1 INVESTORS, LLC (proposed intervenor), FEDERAL HOME LOAN BANK OF BOSTON, FEDERAL HOME LOAN BANK OF CHICAGO, FEDERAL HOME LOAN BANK OF INDIANAPOLIS, FEDERAL HOME LOAN BANK OF PITTSBURGH, FEDERAL HOME LOAN BANK OF SAN FRANCISCO, FEDERAL HOME LOAN BANK OF SEATTLE (proposed intervenors), V RE-REMIC, LLC (proposed intervenor), THE WESTERN AND SOUTHERN LIFE INSURANCE COMPANY, WESTERN-SOUTHERN LIFE ASSURANCE COMPANY, COLUMBUS LIFE INSURANCE COMPANY, INTEGRITY LIFE INSURANCE COMPANY, NATIONAL LIFE INSURANCE COMPANY, FORT WASHINGTON INVESTMENT ADVISORS, INC. on behalf of FORT WASHINGTON ACTIVE FIXED INCOME LLC (proposed intervenors), CRANBERRY PARK LLC, and CRANBERRY PARK II LLC (proposed intervenors), Respondents, for an order pursuant to CPLR 7701 seeking judicial instructions and approval of a proposed settlement. Proposed intervenors Walnut Place LLC, Walnut Place II LLC, Walnut Place III LLC, Walnut Place IV LLC Walnut Place V LLC, Walnut Place VI LLC, Walnut Place VII LLC, Walnut Place VIII LLC, Walnut Place IX LLC, Walnut Place X LLC, Walnut Place XI LLC, Policemen s Annuity & Benefit Fund of Chicago, The Westmoreland County Employee Retirement System, City of Grand Rapids General Retirement System, City of Grand Rapids Police and Fire Retirement System, TM1 Investors, LLC, Federal Home Loan Bank of Boston, Federal Home Loan Bank of Chicago, Federal Home Loan Bank of Indianapolis, Federal Home Loan Bank of Pittsburgh, Federal Home Loan Bank of San Francisco, Federal Home Loan Bank of Seattle, V Re-REMIC, LLC, The Western and Southern Life Insurance Company, Western- Southern Life Assurance Company, Columbus Life Insurance Company, Integrity Life Insurance Company, National Life Insurance Company, Fort Washington Investment Advisors, Inc. on behalf of Fort Washington Active Fixed Income LLC, Cranberry Park LLC, and Cranberry Park II LLC, having duly petitioned by their attorneys for an order pursuant to CPLR 401, 1012, and 1013 permitting them to intervene as party respondents in this proceeding, directing that - 2 -

they be added as respondents, directing that the caption of this proceeding be amended by adding them thereto as respondents, and granting such other and further relief as may be just, proper, and equitable, and the Court having received no opposition to the petitions to intervene, and the motion having regularly come to be heard, it is hereby ORDERED, that the petitions to intervene are granted, and the Walnut Place entities, Policemen s Annuity & Benefit Fund of Chicago, The Westmoreland County Employee Retirement System, City of Grand Rapids General Retirement System, City of Grand Rapids Police and Fire Retirement System, TM1 Investors, LLC, Federal Home Loan Bank of Boston, Federal Home Loan Bank of Chicago, Federal Home Loan Bank of Indianapolis, Federal Home Loan Bank of Pittsburgh, Federal Home Loan Bank of San Francisco, Federal Home Loan Bank of Seattle, V Re-REMIC, LLC, The Western and Southern Life Insurance Company, Western- Southern Life Assurance Company, Columbus Life Insurance Company, Integrity Life Insurance Company, National Life Insurance Company, Fort Washington Investment Advisors, Inc. on behalf of Fort Washington Active Fixed Income LLC, Cranberry Park LLC, and Cranberry Park II LLC, are permitted to intervene in the above-captioned proceeding as intervenorsrespondents, and it is further ORDERED, that the caption of this proceeding shall be amended after August 30, 2011, to add the intervenors-respondents and any additional intervenors that are permitted by the Court. ENTER, J.S.C. - 3 -

SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK In the matter of the application of THE BANK OF NEW YORK MELLON (as Trustee under various Pooling and Servicing Agreements and Indenture Trustee under various Indentures), BlackRock Financial Management Inc. (intervenor), Kore Advisors, L.P. (intervenor), Maiden Lane, LLC (intervenor), Maiden Lane II, LLC (intervenor), Maiden Lane III, LLC (intervenor), Metropolitan Life Insurance Company (intervenor), Trust Company of the West and affiliated companies controlled by The TCW Group, Inc. (intervenor), Neuberger Berman Europe Limited (intervenor), Pacific Investment Management Company LLC (intervenor), Goldman Sachs Asset Management, L.P. (intervenor), Teachers Insurance and Annuity Association of America (intervenor), Invesco Advisers, Inc. (intervenor), Thrivent Financial for Lutherans (intervenor), Landesbank BadenWuerttemberg (intervenor), LBBW Asset Management (Ireland) plc, Dublin (intervenor), ING Bank fsb (intervenor), ING Capital LLC (intervenor), ING Investment Management LLC (intervenor), New York Life Investment Management LLC (intervenor), Nationwide Mutual Insurance Company and its affiliated companies (intervenor), AEGON USA Investment Management LLC, authorized signatory for Transamerica Life Insurance Company, AEGON Financial Assurance Ireland Limited, Transamerica Life International (Bermuda) Ltd., Monumental Life Insurance Company, Transamerica Advisors Life Insurance Company, AEGON Global Institutional Markets, plc, LIICA Re II, Inc., Pine Falls Re, Inc., Transamerica Financial Life Insurance Company, Stonebridge Life Insurance Company, and Western Reserve Life Assurance Co. of Ohio (intervenor), Federal Home Loan Bank of Atlanta (intervenor), Bayerische Landesbank (intervenor), Prudential Investment Management, Inc. (intervenor), and Western Asset Management Company (intervenor), Index No. 651786/2011 Assigned to: Kapnick, J. OMNIBUS PROPOSED ORDER GRANTING PETITIONS TO INTERVENE Motion Sequence 003 Motion Sequence 004 Motion Sequence 005 Motion Sequence 006 Motion Sequence 007 Motion Sequence 009 Motion Sequence 011 Petitioners, -against- WALNUT PLACE LLC, WALNUT PLACE II LLC, WALNUT PLACE III LLC, WALNUT PLACE IV LLC, WALNUT PLACE V LLC, WALNUT PLACE VI LLC, WALNUT PLACE VII LLC, WALNUT PLACE VIII LLC, WALNUT PLACE IX LLC, WALNUT PLACE X LLC, WALNUT PLACE XI LLC (proposed intervenors), POLICEMEN'S ANNUITY & BENEFIT FUND OF CHICAGO, THE WESTMORELAND COUNTY EMPLOYEE RETIREMENT SYSTEM, CITY OF GRAND RAPIDS GENERAL RETIREMENT SYSTEM, CITY OF GRAND RAPIDS POLICE AND FIRE RETIREMENT SYSTEM (proposed

intervenors), TM1 INVESTORS, LLC (proposed intervenor), FEDERAL HOME LOAN BANK OF BOSTON, FEDERAL HOME LOAN BANK OF CHICAGO, FEDERAL HOME LOAN BANK OF INDIANAPOLIS, FEDERAL HOME LOAN BANK OF PITTSBURGH, FEDERAL HOME LOAN BANK OF SAN FRANCISCO, FEDERAL HOME LOAN BANK OF SEATTLE (proposed intervenors), V RE-REMIC, LLC (proposed intervenor), THE WESTERN AND SOUTHERN LIFE INSURANCE COMPANY, WESTERN-SOUTHERN LIFE ASSURANCE COMPANY, COLUMBUS LIFE INSURANCE COMPANY, INTEGRITY LIFE INSURANCE COMPANY, NATIONAL LIFE INSURANCE COMPANY, FORT WASHINGTON INVESTMENT ADVISORS, INC. on behalf of FORT WASHINGTON ACTIVE FIXED INCOME LLC (proposed intervenors), CRANBERRY PARK LLC, and CRANBERRY PARK II LLC (proposed intervenors), Respondents, for an order pursuant to CPLR 7701 seeking judicial instructions and approval of a proposed settlement. Proposed intervenors Walnut Place LLC, Walnut Place II LLC, Walnut Place III LLC, Walnut Place IV LLC Walnut Place V LLC, Walnut Place VI LLC, Walnut Place VII LLC, Walnut Place VIII LLC, Walnut Place IX LLC, Walnut Place X LLC, Walnut Place XI LLC, Policemen s Annuity & Benefit Fund of Chicago, The Westmoreland County Employee Retirement System, City of Grand Rapids General Retirement System, City of Grand Rapids Police and Fire Retirement System, TM1 Investors, LLC, Federal Home Loan Bank of Boston, Federal Home Loan Bank of Chicago, Federal Home Loan Bank of Indianapolis, Federal Home Loan Bank of Pittsburgh, Federal Home Loan Bank of San Francisco, Federal Home Loan Bank of Seattle, V Re-REMIC, LLC, The Western and Southern Life Insurance Company, Western- Southern Life Assurance Company, Columbus Life Insurance Company, Integrity Life Insurance Company, National Life Insurance Company, Fort Washington Investment Advisors, Inc. on behalf of Fort Washington Active Fixed Income LLC, Cranberry Park LLC, and Cranberry Park II LLC, having duly petitioned by their attorneys for an order pursuant to CPLR 401, 1012, and 1013 permitting them to intervene as party respondents in this proceeding, directing that - 2 -

they be added as respondents, directing that the caption of this proceeding be amended by adding them thereto as respondents, and granting such other and further relief as may be just, proper, and equitable, and the Court having received no opposition to the petitions to intervene, and the motion having regularly come to be heard, it is hereby ORDERED, that the petitions to intervene are granted, and the Walnut Place entities, Policemen s Annuity & Benefit Fund of Chicago, The Westmoreland County Employee Retirement System, City of Grand Rapids General Retirement System, City of Grand Rapids Police and Fire Retirement System, TM1 Investors, LLC, Federal Home Loan Bank of Boston, Federal Home Loan Bank of Chicago, Federal Home Loan Bank of Indianapolis, Federal Home Loan Bank of Pittsburgh, Federal Home Loan Bank of San Francisco, Federal Home Loan Bank of Seattle, V Re-REMIC, LLC, The Western and Southern Life Insurance Company, Western- Southern Life Assurance Company, Columbus Life Insurance Company, Integrity Life Insurance Company, National Life Insurance Company, Fort Washington Investment Advisors, Inc. on behalf of Fort Washington Active Fixed Income LLC, Cranberry Park LLC, and Cranberry Park II LLC, are permitted to intervene in the above-captioned proceeding as intervenorsrespondents, and it is further ORDERED, that the caption of this proceeding shall be amended by adding the Walnut Place entities, Policemen s Annuity & Benefit Fund of Chicago, The Westmoreland County Employee Retirement System, City of Grand Rapids General Retirement System, City of Grand Rapids Police and Fire Retirement System, TM1 Investors, LLC, Federal Home Loan Bank of Boston, Federal Home Loan Bank of Chicago, Federal Home Loan Bank of Indianapolis, Federal Home Loan Bank of Pittsburgh, Federal Home Loan Bank of San Francisco, Federal Home Loan Bank of Seattle, V Re-REMIC, LLC, The Western and Southern Life Insurance Company, Western-Southern Life Assurance Company, Columbus Life Insurance Company, Integrity Life Insurance Company, National Life Insurance Company, Fort Washington Investment Advisors, Inc. on behalf of Fort Washington Active Fixed Income LLC, Cranberry Park LLC, and Cranberry Park II LLC, as parties thereto and the Clerk of the Court is directed to replace the - 3 -

above caption with the following caption in this matter: SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK In the matter of the application of THE BANK OF NEW YORK MELLON (as Trustee under various Pooling and Servicing Agreements and Indenture Trustee under various Indentures), BlackRock Financial Management Inc. (intervenor), Kore Advisors, L.P. (intervenor), Maiden Lane, LLC (intervenor), Maiden Lane II, LLC (intervenor), Maiden Lane III, LLC (intervenor), Metropolitan Life Insurance Company (intervenor), Trust Company of the West and affiliated companies controlled by The TCW Group, Inc. (intervenor), Neuberger Berman Europe Limited (intervenor), Pacific Investment Management Company LLC (intervenor), Goldman Sachs Asset Management, L.P. (intervenor), Teachers Insurance and Annuity Association of America (intervenor), Invesco Advisers, Inc. (intervenor), Thrivent Financial for Lutherans (intervenor), Landesbank BadenWuerttemberg (intervenor), LBBW Asset Management (Ireland) plc, Dublin (intervenor), ING Bank fsb (intervenor), ING Capital LLC (intervenor), ING Investment Management LLC (intervenor), New York Life Investment Management LLC (intervenor), Nationwide Mutual Insurance Company and its affiliated companies (intervenor), AEGON USA Investment Management LLC, authorized signatory for Transamerica Life Insurance Company, AEGON Financial Assurance Ireland Limited, Transamerica Life International (Bermuda) Ltd., Monumental Life Insurance Company, Transamerica Advisors Life Insurance Company, AEGON Global Institutional Markets, plc, LIICA Re II, Inc., Pine Falls Re, Inc., Transamerica Financial Life Insurance Company, Stonebridge Life Insurance Company, and Western Reserve Life Assurance Co. of Ohio (intervenor), Federal Home Loan Bank of Atlanta (intervenor), Bayerische Landesbank (intervenor), Prudential Investment Management, Inc. (intervenor), and Western Asset Management Company (intervenor), Index No. 651786/2011 Assigned to: Kapnick, J. Petitioners, -against- WALNUT PLACE LLC, WALNUT PLACE II LLC, WALNUT PLACE III LLC, WALNUT PLACE IV LLC, WALNUT PLACE V LLC, WALNUT PLACE VI LLC, WALNUT PLACE VII LLC, WALNUT PLACE VIII LLC, WALNUT PLACE IX LLC, WALNUT PLACE X LLC, WALNUT PLACE XI LLC (intervenors), POLICEMEN'S ANNUITY & BENEFIT FUND OF CHICAGO, THE WESTMORELAND - 4 -

COUNTY EMPLOYEE RETIREMENT SYSTEM, CITY OF GRAND RAPIDS GENERAL RETIREMENT SYSTEM, CITY OF GRAND RAPIDS POLICE AND FIRE RETIREMENT SYSTEM (intervenors), TM1 INVESTORS, LLC (intervenor), FEDERAL HOME LOAN BANK OF BOSTON, FEDERAL HOME LOAN BANK OF CHICAGO, FEDERAL HOME LOAN BANK OF INDIANAPOLIS, FEDERAL HOME LOAN BANK OF PITTSBURGH, FEDERAL HOME LOAN BANK OF SAN FRANCISCO, FEDERAL HOME LOAN BANK OF SEATTLE (intervenors), V RE-REMIC, LLC (intervenor), THE WESTERN AND SOUTHERN LIFE INSURANCE COMPANY, WESTERN-SOUTHERN LIFE ASSURANCE COMPANY, COLUMBUS LIFE INSURANCE COMPANY, INTEGRITY LIFE INSURANCE COMPANY, NATIONAL LIFE INSURANCE COMPANY, FORT WASHINGTON INVESTMENT ADVISORS, INC. on behalf of FORT WASHINGTON ACTIVE FIXED INCOME LLC (intervenors), CRANBERRY PARK LLC, and CRANBERRY PARK II LLC (intervenors), Respondents, for an order pursuant to CPLR 7701 seeking judicial instructions and approval of a proposed settlement. ENTER, J.S.C. - 5 -

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