Orange County Bankruptcy Case Creditors

(Note: The following are petitions filed in conjunction with the Orange County bankruptcy case. This petition was filed on behalf of Orange County Investment Pools, an investment instrument of Orange County. It includes a list of the entity's 20 largest unsecured creditors, as well as a complete list of creditors.) BRUCE BENNETT (State Bar No. 105430), and STUTMAN, TREISTER & GLATT PROFESSIONAL CORPORATION 3699 Wilshire Boulevard, Suite 900 Los Angeles, California 90010 Telephone: (213) 251-5208 Special Reorganization Counsel for Debtor TERRY A. ANDRUS (State Bar No. 56457), County Counsel LAWRENCE M. WATSON (State Bar No. 36222) Assistant County Counsel OFFICE OF THE ORANGE COUNTY COUNSEL 10 Civic Center Plaza P.O. Box 1379 Santa Ana, California 92702 Telephone: (714) 834-3316 Counsel to Debtor UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA In re ORANGE COUNTY INVESTMENT POOLS, an instrument of the County of Orange Case No. SA 94- Chapter 9 LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS (No Hearing Required) Following is the list of the debtor's creditors holding the 20 largest unsecured claims. This list is prepared in accordance with Fed. R. Bankr. R. 1007(d) for filing in this chapter 9 case. The list does not include (1) those persons who come within the definition of "insider" set forth in 11 U.S.C. section 101(30), or (2) secured creditors unless the value of the collateral is such that the unsecured deficiency places the creditor among the holders of the 20 largest unsecured claims. DATED: December 6, 1994 [signed: Terry Andrus] LARGEST 20 INVESTMENT POOL PARTICIPANTS County of Orange Transp. Corr. Agencies OCERS OCTA Capistrano Unified Garden Grove USD Irvine USD Newport-Mesa Unified Saddleback Valley Unified Santa Ana Unified North O.C. Comm. Coll. Orange County Dept of Education Schools Excess O.C. Sanitation District City of Anaheim City of Irvine City of Montebello City of Santa Ana Irvine Ranch Water District Orange County Water District Moulton Niguel Water District ------------------------------------------- STATEMENT OF ATTORNEYS FOR DEBTOR PURSUANT TO BANKRUPTCY CODE SECTION 329(a) AND BANKRUPTCY RULE 3016(b) (STUTMAN, TRIESTER & GLATT PROFESSIONAL CORPORATION) Pursuant to section 329(a) of the Bankruptcy Code, 11 U.S.C. section 329(a), and Bankruptcy Rule 3016(b), Bruce Bennett, a member of Stutman, Triester & Glatt Professional Corporation (the "Firm"), states as follows: 1. During the one-year period prior to the date of the filing of this chapter 9 petition, the Firm has received no compensation from the Orange County Investment Pools, a political subdivision of the State of California, (the "Investment Pools"). In addition, the Firm has not received a retainer for legal services to be rendered as special reorganization counsel to the Investment Pools in this chapter 9 case. In connection with the filing of the chapter 9 petition, the Investment Pools have agreed to pay the Firm a reasonable fee for professional services to be rendered in the case. 2. The Firm has not shared nor agreed to share such compensation with any other person except as among the members of the Firm. 3. As the Investment Pools are aware, the Firm received a very preliminary telephonic inquiry from First National Bank of Boston ("First Boston") concerning its representation in connection with this matter. No confidential factual information was received, and First Boston and the Firm agree that representation was not undertaken by the Firm. Further, the Firm has received express authorization from First Boston's counsel to proceed with representation of Investment Pools in this matter; however, the lawyer receiving the original telephonic inquiry from First Boston will not be involved in any aspect of this case directly involving First Boston. Based on the foregoing, it is my understanding that the Investment Pools waives any potential conflict of interest raised by this initial inquiry. 4. Members of the Firm may be investors in certain bonds of the County of Orange ("County") or municipalities that may have invested in the Investment Pools' funds. The Firm also may represent entities that owe the County taxes and other obligations. In light of the County's aggregate indebtedness, the Firm believes that these amounts are not material. 5. The Firm may also represent the County, an affiliated entity, in its related case under chapter 9. DATED: December 6, 1994 BRUCE BENNETT, a Member of STUTMAN, TRIESTER & GLATT PROFESSIONAL CORPORATION Special Reorganization Counsel for Debtor -------------------- Case No. SA 94- Chapter 9 LIST OF CREDITORS Attached is the list of the Debtor's creditors. The undersigned, a duly authorized officer of the Orange County Investment Pools named as debtor in this case, hereby executes this document on behalf of the Orange County Investment Pools and declares under penalty of perjury that the information set forth therein is true and correct to the best of his/her knowledge, information and belief. Executed this 6th day of December, 1994 at Santa Ana, California. [signed: Terry Andrus] Presented by: BRUCE BENNETT, a Member of STUTMAN, TRIESTER & GLATT PROFESSIONAL CORPORATION Special Reorganization Counsel for Debtor ID # ENTITY NAME 100 COUNTY OF ORANGE 200 TRANSP. CORR. AGENCIES 300 OCERS 400 OCTA SCHOOL DISTRICTS: ANAHEIM ELEMENTARY BUENA PARK ELEMENTARY CENTRALIA ELEMENTARY CYPRESS ELEMENTARY FOUNTAIN VALLEY ELEMENTARY FULLERTON ELEMENTARY HUNTINGTON BEACH CITY/ELEM. LA HABRA ELEMENTARY LOWELL JOINT ELEMENTARY MAGNOLIA ELEMENTARY OCEAN VIEW ELEMENTARY SAVANNA WESTMINSTER ANAHEIM UNION HIGH FULLERTON HIGH HUNTINGTON BEACH HIGH BREA-OLINDA CAPISTRANO UNIFIED GARDEN GROVE USD IRVINE USD LAGUNA BEACH UNIFIED LOS ALAMITOS UNIFIED NEWPORT-MESA UNIFIED ORANGE UNIFIED PLACENTIA UNIFIED SALLEBACK VALLEY UNIFIED SANTA ANA UNIFIED TUSTIN UNIFIED COAST COMM. COLLEGE NORTH O.C. COMM. COLL. RANCHO SANTIAGO SADDLEBACK COMM. COLLEGE ORANGE COUNTY DEPT. OF ED. SAN JOAQUIN ELEM. YORBA LINDA ELEM. SHANDON USD FOUNDATION TRUST FUND CFD #8 COUNTY SCHOOL SERVICE CODESP JPA PROPERTY AND LIABILITY DEBT SERVICE SPECIAL RESERVE PUBLIC EMPLOYEE'S RETIREMEN O.C. WORK COMP INS. GREATER ANAHEIM SP ED GE SCHOOLS COMM. REVOLVE TEACHER'S RET. ANNUITY UNAPPORTIONED SCH MONIES S.A. INS. COMPRE. LIAB. CAPO LAGUNA REG OFF PROG PAYROLL REVOLVE-WARR PAYROLL REVOLVE-CHEC WEST O.C. SELF FUND WORK SO. O.C. PROP/LIA JT PWRS O.C. SCHOOL DISTRICT O.C. FRINGE BENEFITS SCHOOLS EXCESS AREA WIDE SCHOOL TAX SCHOOL BLDG AID 500 TOTAL SCHOOLS: 600 O.C. SANITATION DISTRICT CITIES: ANAHEIM ATASCADERO BREA BUENA PARK CAPISTRANO BEACH CLAREMONT COSTA MESA CYPRESS DANA POINT FOUNTAIN VALLEY FULLERTON GARDEN GROVE HUNTINGTON BEACH IRVINE LA HABRA LA PALMA LAGUNA BEACH LAGUNA NIGUEL LAGUNA HILLS LAKE FOREST LOS ALAMITOS MADERA CO. SUPERINT. INVEST. MILPITAS MISSION VIEJO MONTEBELLO MOUNTAIN VIEW NEWPORT BEACH ORANGE PLACENTIA SAN CLEMENTE SANTA ANA SANTA BARBARA SEAL BEACH STANTON TUSTIN VILLA PARK WESTMINSTER YORBA LINDA 700 TOTAL CITIES: WATER DISTRICTS: 800 IRVINE RANCH WATER DISTRICT 1100 OCWD MOULTON NIGUEL SANTA MARGARITA ALISO WATER MGMT AGENCY TRI CITIES CAPISTRANO BEACH WATER YORBA LINDA WATER SCWD MUNICIPAL SO. CA. CSTL. WTR. RESEARCH COASTAL MWD TOTAL WATER DISTRICTS: 900 BANK OF CA - PARS ROSSMOOR CDS TREASURER CFD 90-1 INVEST OPTIMA OF ORANGE COUNTY CUYAMA CSD S.E. REG. RECLAMATION AUTH. SDIA INVESTMENTS MIDWAY CITY SANITARY SUNSET BEACH SANITARY SOUTH LAGUNA SANITARY DANA POINT SANITARY VOLUNTEER CTR. OF O.C. WEST CAPO BAY COMM. SVCS. OTHER DISTRICT TOTALS: MERRILL LYNCH FIRST BOSTON MORGAN STANLEY NOMURA PRUDENTIAL SECURITIES PAINE WEBBER FUJI SECURITIES SMITH BARNEY PARIBAS CAPITAL MARKETS SANWA CANTOR FITZGERALD BANK OF AMERICA --------------------------------- LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS Following is the list of the debtor's creditors holding the 20 largest unsecured claims. This list is prepared in accordance with Fed. R. Bankr. R. 1C07(d) for filing in this chapter 9 case. The list does not include (1) those persons who come within the definition of "insider" set forth in 11 U.S.C. section 101(30), or (2) secured creditors unless the value of the collateral is such that the unsecured deficiency places the creditor among the holders of the 20 largest unsecured claims. Dated: December 6, 1994 ISSUE ID: COP 1985 Harbor Court/Office Rehab ($34m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Marie Tamura PHONE NUMBER: (213) 345-0627 ISSUE ID: COP 1986 Telecommunications ($37m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: COP 1991 Loma Ridge/Data Center ($31m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: COP 1991 Civic Center Expansion ($86m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: COP Civic Center Parking Ref. ($34m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: COP 1992 Juvenile Justice Center Ref. ($103m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: COP 1988 Solid Waste Management ($88m) TRUSTEE/PAYING AGENT: First Trust California 101 California Street, Suite 1150 San Francisco, CA 94111 CONTACT: Susan Vargas PHONE NUMBER: (415) 274-2531 ISSUE ID: COP 1989 Juvenile Justice Center (refunded in `92) TRUSTEE/PAYING AGENT: First Trust California 101 California Street, Suite 1150 San Francisco, CA 94111 CONTACT: Susan Vargas PHONE NUMBER: (415) 274-2531 ISSUE ID: Master Lease 1 ($13m) TRUSTEE/PAYING AGENT: First Trust Center 180 East Fifth Street St. Paul, MN 55101 CONTACT: Cynthia Schroer PHONE NUMBER: (612) 244-0705 ISSUE ID: Master Lease II ($16m) TRUSTEE/PAYING AGENT: First Trust Center 180 East Fifth Street St. Paul, MN 55101 CONTACT: Cynthia Schroer PHONE NUMBER: (612) 244-0705 ISSUE ID: Master Lease III ($25m) TRUSTEE/PAYING AGENT: First Trust Center 180 East Fifth Street St. Paul, MN 55101 CONTACT: Cynthia Schroer PHONE NUMBER: (612) 244-0705 ISSUE ID: NDAPP 1992 A and B ($31m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: Santa Ana Heights 1993 Refunding ($58m) TRUSTEE/PAYING AGENT: Seattle First National Bank c/o BankAmerica State Trust Co. Corporate Trust Department 1100 Second Avenue, 5th Floor Seattle, WA 98101 CONTACT: Nancy Stahl PHONE NUMBER: (206) 585-8665 CONTACT: Diana Young PHONE NUMBER: (206) 585-8661 ISSUE ID: CFD 87-1 Dimensions CFD 87-3 Mission Viejo CFD 87-4 Foothill Ranch CFD 87-5(A-D) Santa Margarita CFD 87-8 Coto de Caza (all together, $239m) TRUSTEE/PAYING AGENT: First Trust of California Corporate Trust Department 333 South Grand Avenue, Suite 3030 Los Angeles, CA 90071 CONTACT: Teresa Wall PHONE NUMBER: (213) 346-9242 ISSUE ID: CFD 88-1 Aliso Viejo ($219m) TRUSTEE/PAYING AGENT: First Trust of California Corporate Trust Department 333 South Grand Avenue, Suite 3030 Los Angeles, CA 90071 CONTACT: Teresa Wall PHONE NUMBER: (213) 346-9242 ISSUE ID: AD 88-1 Irvine Coast ($165m) TRUSTEE/PAYING AGENT: State Street Bank & Trust Co. Corporate Trust Department P.O. Box 960 New York, NY 10265 CONTACT: Julie Salovitch Miller PHONE NUMBER: (212) 612-3448 ISSUE ID: AD 94-1 Golden Lantern Reasesmnt Dist ($15m) TRUSTEE/PAYING AGENT: Seattle First National Bank c/o BankAmerica State Trust Co. Corporate Trust Department 1100 Second Avenue, 5th Floor Seattle, WA 98101 CONTACT: Matthew Brockhaus PHONE NUMBER: (206) 585-8642 ISSUE ID: Pension Obligation Bonds ($320m) TRUSTEE/PAYING AGENT: U.S. Trust Company of California 555 S. Flower Street, #2700 Los Angeles, CA 90071-2429 CONTACT: Margaret Swindall PHONE NUMBER: (213) 696-2815 ISSUE ID: Airport Terminal ($242m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: Airport Loading Bridges ($6m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 ISSUE ID: Airport Refunding ($80m) TRUSTEE/PAYING AGENT: Bank of America Corporate Trust Administration 8510 333 S. Beaudry Avenue, 25th Floor Los Angeles, CA 90017-3217 CONTACT: Annette Soderholm PHONE NUMBER: (213) 345-0617 COP'S, CFD'S, AD'S, REDEVELOPMENT TRUSTEE First Trust of California, N.A. as Indenture Trustee for $239,340,000 South County Public Finance Authority Special Tax Revenue Bonds 1994 Series C (Foothill Area), 8-24-54 First Trust of California, N.A. as Indenture Trustee for 333 South Grand Ave, Ste. 3030, Los Angeles, California $162,360,000 1994 Series A (Series Lien Bonds) $56,965,000 Series B (Junior Lien Bonds), 6-14-94 ----------------------------------- STATEMENT OF ATTORNEYS FOR DEBTOR PURSUANT TO BANKRUPTCY CODE SECTION 329(a) AND BANKRUPTCY RULE 3016(b) (STUTMAN, TRIESTER & GLATT PROFESSIONAL CORPORATION) Pursuant to section 329(a) of the Bankruptcy Code, 11 U.S.C. section 329(a), and Bankruptcy Rule 3016(b), Bruce Bennett, a member of Stutman, Triester & Glatt Professional Corporation (the "Firm"), states as follows: 1. During the one-year period prior to the date of the filing of this chapter 9 petition, the Firm has received no compensation from the County of Orange, a political subdivision of the State of California (the "County"). In addition, the Firm has not received a retainer for legal services to be rendered as special reorganization counsel to the County in this chapter 9 case. In connection with the filing of the chapter 9 petition, the County has agreed to pay the Firm a reasonable fee for professional services to be rendered in the case. 2. The Firm has not shared nor agreed to share such compensation with any other person except as among the members of the Firm. 3. As the County is aware, the Firm received a very preliminary telephonic inquiry from First National Bank of Boston ("First Boston") concerning its representation in connection with this matter. No confidential factual information was received, and First Boston and the Firm agree that representation was not undertaken by the Firm. Further, the Firm has received express authorization from First Boston's counsel to proceed with representation of the County in this matter; however, the lawyer receiving the original telephonic inquiry from First Boston will not be involved in any aspect of this case directly involving First Boston. Based on the foregoing, it is my understanding that the County waives any potential conflict of interest raised by this initial inquiry. 4. Members of the Firm may be investors in certain bonds of the County or municipalities that may have invested in the County's investment pool. The Firm also may represent entities that owe the County taxes and other obligations. In light of the County's aggregate indebtedness, the Firm believes that these amounts are not material.