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For more than three decades, Greenberg Traurig has delivered practical, business-focused solutions for clients, from emerging companies to Fortune 500 corporations. Our international network of offices provides a multi-disciplinary team with the strategic business, legal, and political experience required to solve the increasingly complex needs of regional, national, and global companies.

Statement of Practice

Administrative Law, Admiralty Law, Agricultural Law, Aircraft Finance and Leasing, Alternative Dispute Resolution, Americans with Disabilities Act, Antitrust, Appellate Practice, Arbitration, Aviation Law, Bankruptcy, Banks and Banking, Biotechnology, Broadcasting Law, Brownfields Redevelopment, Business Immigration, Business Law, Class Action Defense, Commercial Litigation, Communications Law, Constitutional Law, Construction Law, Consumer Finance, Copyrights, Corporate Governance, Corporate Law, Customs and International Trade, Education Law, Employee Benefits, Executive Compensation, Energy, Entertainment Law, Environmental Law, ERISA, FCC Licensing, FCC Regulation, Federal Government Law, Federal Legislative Law, Finance, Financial Institutions Law, Franchises and Franchising, Gaming Law, Government Affairs, Government Contracts, Governmental Law, Health Care, Immigration Law, Indians and Native Populations, Information Technology, Insurance Coverage, Intellectual Property, International Business Law, International Trade, Joint Ventures, Labor and Employment, Land Use, Legislative Practice, Litigation, Lobbying, Maritime Law, Mediation, Mergers, Acquisitions and Divestitures, Mining Law, Motion Pictures and Television, Multimedia Law, Music Law, Nonprofit and Charitable Organizations, Oil and Gas Law, Partnership Law, Patents, Privatization, Probate, Public Finance, Public Infrastructure, Public Utility Law, Railroad Law, Real Estate, Regulatory Law, Resorts and Leisure, Securities, Sports Law, Strategic Alliances, Structured Finance, Sweepstakes, Taxation, Telecommunications Law, Trade Regulation, Trademarks, Transportation, Trusts and Estates, White Collar Criminal Defense, Wills, Workouts, Zoning Law.

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Address

5100 Town Center Circle, Suite 400
Boca Raton, FL 33486, (Palm Beach Co.)

Phone

Phone: 561-955-7600
Facsimile: 561-338-7099

Website

http://www.gtlaw.com

Firm/Affiliate Offices

(For biographical data on Miami, Florida, Wilmington, Delaware, New York, New York, Washington, D.C., Chicago, Illinois, Atlanta, Georgia, Boston, Massachusetts, Las Vegas, Nevada, McLean, Virginia, Philadelphia, Pennsylvania, Phoenix, Arizona, Fort Lauderdale, Florida, West Palm Beach, Florida, Orlando, Florida, Tallahassee, Florida, Tampa, Florida, East Palo Alto, California, Irvine, California, Sacramento, California, Santa Monica, California, Denver, Colorado, Florham Park, New Jersey, Dallas, Texas, Houston, Texas, Albany, New York, White Plains, Florida, Amsterdam, Netherlands, Shanghai, China and London, England personnel, see Professional Biographies at those locations)

Jeffery A. Bahnsen's practice involves a variety of corporate, securities and finance matters, focusing primarily on public and private equity and financing transactions, with emphasis on mergers and acquisitions, emerging company and venture capital transactions, corporate restructurings and reorganizations and joint ventures.

In the area of private equity and financing transactions, Jeffery advises clients on the full range of legal work involved in the formation and structure of their business, and the initial and ongoing capitalization of such business. In addition, Jeffery has assisted his private equity clients in effecting various exit strategies such as mergers, asset sales and public offerings. He also has experience in assisting distressed public and private companies with restructurings, reorganizations and workouts.

Jeffery provides wide-ranging legal counsel to companies engaged in mergers, acquisitions and corporate financing work, including joint ventures and private and public debt offerings on behalf of a variety of domestic and foreign private and public companies.

Jeffery also counsels various emerging or growth companies on general corporate matters, venture capital financing and securities offerings. A significant number of companies that he counsels are engaged in the information technology industry, including companies focused on enabling e-commerce, Internet and application service providers, and other enterprises that are engaging in various aspects of business on the Internet.

Areas of Concentration

· Securities law

· Mergers and acquisitions

· General corporate law

· Venture capital transactions

· Public and private equity offerings

· Intellectual property matters

· Real estate law

· Joint ventures

Significant Representations

· Representation of a Republic of Moldova entity in its acquisition of a U.S. public company and its ongoing operations in the United States.

· Representation of a private entity in its $45 million debt and equity restructuring and subsequent closing of a new $25 million line of credit.

· Representation of a public company in its $121 million acquisition via a third-party cash tender offer.

· Representation of a public company in its going private transaction.

· Representation of public and private acquirers and target companies in numerous mergers and acquisitions.

· Representation of numerous companies and underwriters in public offerings.

Articles, Publications, & Lectures

Articles

· Speaker at Venture Capital Financing conference on Current Venture Financing Trends in The New Economy

· Instructor for daylong seminars on real estate law and agency relationships

· Guest lecturer on real estate law for the College of Business Administration at the University of Central Florida

(Also at West Palm Beach Office). Practice Areas: Corporate & Securities; Hotels, Resorts & Clubs; Land Development.Email: Jeffery A. Bahnsen

Bridget A. Berry (Shareholder) born April 9, 1959; admitted to bar, 1985, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. Court of Appeals, First Circuit; U.S. District Court for the District of Puerto Rico; U.S. District Court for the Middle District of Florida; U.S. District Court for the Southern District of Florida. Education: Universite Catholique de l'Ouest, Angers, France (Awarded diploma in French Economics, Chamber of Commerce and Industry of Paris, 1978); University of Notre Dame (B.A., American Studies and French, cum laude, 1981); Florida State University College of Law (J.D., cum laude, 1985) Articles and Notes Editor, Florida State University College of Law; Chief Justice Boyd, Supreme Court of Florida, 1984-1985.

Bridget Berry counsels clients relating to business disputes, and advocates on behalf of clients in jury and non-jury, state and federal court actions and arbitrations.

Bridget regularly counsels employers relating to federal and state laws and regulations. She represents employers in various types of litigation under federal and state statutes and common law, including gender and age discrimination, disability, wage and hour claims, and Equal Employment Opportunity (EEOC) investigations.

Areas of Concentration

Bridget has significant experience in civil actions including:

· Real property and title insurance litigation

· Construction, development, and acquisition litigation

· Copyright, trademark, trade name, and trade secret litigation

· Probate, guardianship, and fiduciary litigation

· Business dissolutions

· Foreclosure on real estate and preferred ship mortgages and security interests in tangible and intangible personal property

· Receiverships

· Securities litigation

· Tax appeals

· General contractual disputes

Professional & Community Involvement

· United Way of Palm Beach County, 1996-Present
- Chair of Improving the Lives of Seniors Impact Area, 2006-Present
- Women's Leadership Counsel, 2008
- Member of Board of Directors and Executive Committee, 2002-Present
- Member of Oversight Committee, 2006-Present
- Member of Strategic, Emerging and Contingency Needs Committee, 2006-Present
- Recipient of the United Way Chairman's Award for Unsung Heroes, 2008
- Campaign Cabinet 2006-2007
- General Counsel to United Way, 2002-2006
- Chair of Improving the Lives of Seniors Impact Area, 2006

· Member, Palm Beach County Bar Association, Business Court Committee, 2007-2008

· Chairperson, Alternative Dispute Resolution Committee, Palm Beach County Bar Association, 1998-2000

· Member and Education Subcommittee Chairperson, ADR Committee, 1997-1998

· Member, ADR Committee, 1996-1997

· Active Member, Juvenile Advocacy Project of the Legal Aid Society, Palm Beach County, 1993-Present

· Board of Directors, Council on Child Abuse and Neglect, 1988-1989

· Member, Palm Beach County Bar Association, 1985-Present

Noteworthy Experience

· Transactional law and litigation in San Juan, Puerto Rico, 1990-1991

Articles, Publications, & Lectures

· Adjunct Professor, Palm Beach Atlantic College, MBA Program, Legal Environment of Business Course, 1999, 2000

· Author, "The Right To Die: Florida Breaks through Legal Deadlock," 12 Fla. St. U. L. Rev. 607 (1985)

Member: Palm Beach County Bar Association (Member, Business Court Committee, 2007-2008; Chairperson, Alternative Dispute Resolution Committee, 1998-2000).

(Also at West Palm Beach Office). Practice Areas: Litigation; Labor & Employment.Email: Bridget A. Berry

Mark F. Bideau (Shareholder) born Plainfield, New Jersey, 1958; admitted to bar, 1983, Pennsylvania; 1986, Florida. Education: Temple University (B.B.A., summa cum laude, 1980); Temple University James E. Beasley School of Law (J.D., summa cum laude, 1983).

Areas of Concentration

· Complex commercial litigation and business disputes

· Securities Litigation - Class Action and Derivative Cases

· SEC Investigations

· Products Liability, Labor and Employment matters, including discrimination and statutory claims

· Probate and construction related matters

Significant Representations

· Represents public and private clients in all types of complex commercial litigation and securities matters.

· Lead trial counsel for large financial institution in class action jury trial asserting damage claim in excess of $50 million.

· Represented Sunbeam Corporation in securities litigation in various shareholder and derivative actions with damage claims exceeding $100 million. Represented Sunbeam Corporation in contract disputes with former Chairman of the Board, Al Dunlap.

· Represented senior officers and directors of public companies in SEC investigations.

· Successfully defended Fortune 100 Company in Section 16(b) litigation alleging short-swing profits of $34 million.

· Assisted Singer Asset Finance Company LLC in developing a mechanism to acquire and securitize proceeds of lottery winnings from Florida lottery and insignificant litigation matters.

· Represented major health insurer in numerous state and federal lawsuits involving ERISA and other HMO related matters.

· Part of legal team representing George W. Bush and Dick Chaney in Florida Presidential litigation.

· Successfully represented major employers in all types of employee disputes, including discrimination, ADA, FLSA claims in federal and state courts throughout Florida, as well as in EEOC investigations.

· Represented Rexall in significant litigation matters including defamation claims, contract disputes involving parties in multiple countries.

· Product liability defense of national manufacturers of consumer products in significant litigation, both individual and class actions.

· Represents various private and public companies in significant contract disputes involving high ranking officers and directors.

· Represented major home builders and developers including Technical Olympics U.S.A. (f/k/a Engle Homes), Center Homes, Toll Brothers, Inc and GL Homes in all types of construction, development, land acquisition and homeowner disputes.

· Represented national developers such as The Goodman Company (thirteen story office tower and accompanying garage; Lazovitz, Inc (dispute involving the construction of two nursing home facilities in Dade County and an adult apartment complex); Yale Properties (luxury high-rise beachfront condominiums); Cigna Insurance Company as surety, (Manatee County prisons); KRAVCO, Inc. (regional shopping malls); and Mellon Bank (condominium defect litigation involving 670 condominium units).

· Probate Matters include - will construction, contested claims, and disputes between and among personal representatives, including corporate fiduciaries.

Awards & Recognition

· Selected by Super Lawyers magazine, 2006, 2007, 2008 and 2009

· Listed, Best Lawyers in America, 2009

· Listed, 2005 Legal Elite, Florida Trend Magazine, listing of Florida's top attorneys as selected by their peers

(Also at West Palm Beach Office). Practice Areas: Litigation, Class Actions, Construction; Labor & Employment; Securities; Pharmaceutical & Medical Device Litigation.Email: Mark F. Bideau

Shannon Bothwell (Shareholder) born Melbourne, Florida, May 29, 1976; admitted to bar, 2001, Florida. Education: Wake Forest University (B.A., 1998); Yale Law School (J.D., 2001).

Shannon Bothwell focuses her practice on transactions involving real property, including acquisition, financing and operations. Shannon has substantial experience negotiating leases of retail and other commercial properties on behalf of both owners and tenants.

Formerly an in-house attorney for a federally chartered bank, Shannon also advises financial institutions on regulatory and compliance matters including capital adequacy, fiduciary activities, Regulation W and Regulation Y.

Areas of Concentration

· Real estate financing

· Commercial leasing

· Real estate investment trusts

· Financial institutions regulatory compliance

· Corporate transactions

Professional & Community Involvement

· Graduate, Leadership West Palm Beach, Class of 2009

Previous Employment

· Corporate Counsel, Lydian Private Bank, 2003 - 2005

Articles, Publications, & Lectures

· Speaker, "Risk Management Issues in New Regulatory Frameworks" presented to the Florida International Bankers Association, Miami, April 2009

(Also at West Palm Beach Office). Practice Areas: Real Estate; Financial Institutions; Retail.Email: Shannon Bothwell

Howard Bregman (Managing Shareholder, West Palm Beach and Boca Raton Locations) born Hartford, Connecticut, 1949; admitted to bar, 1975, Ohio; 1979, Pennsylvania; 1983, Florida. Education: Hobart and William Smith Colleges (B.A., 1971); Case Western Reserve University School of Law (J.D., cum laude, 1975) Member of the Law Review and the Order of the Coif.

Howard Bregman, Manager of Greenberg Traurig's West Palm Beach and Boca Raton offices joined the firm in 1991. In addition to representing residential community developers and other real estate clients, he has represented numerous retail and wholesale distribution clients.

Areas of Concentration

· Real estate

· Commercial development

· Financing

· Sales, acquisitions and leasing

· Residential development

· Golf course development

· Leasing

Significant Representations

· Represents mixed-use residential community developers and developers of golf courses and golf course communities, including Ironhorse Country Club, Winston Trails Country Club, The Preserve and Mizner Country Club.

· Represented numerous clients in the acquisition, sale, development and financing of commercial properties and office buildings, regional malls and other retail developers, operators and lenders.

· Represented the owner of the Mahogany Run Golf Resort in St. Thomas, the Virgin Islands, the FPA Corporation in its sale of the course at the Boca Golf and Tennis Club to the owner of the Boca Raton Hotel, the purchase of St. Lucie West, a 4,000 acre PUD in St. Lucie, Florida, as well as the sale of numerous golf courses in the Southeast United States.

Professional & Community Involvement

· United Way of Palm Beach County

- Executive Committee, 1997-Present

- Legal Counsel, 1997-Present

- Member, Board of Directors, 1992-Present

· President, Center for Information and Crisis Services

· Past Member, Board of Directors, Deaf Service Center

· Past President and Member, Executive Committee, The Children's Place and Connor's Nursery

· Past Member, Board of Directors, Armory Art Center

Awards & Recognition

· Selected, "The Leaders of South Florida Business," The Power Issue, South Florida Business Leader magazine, 2009

· Selected by Super Lawyers magazine, 2006, 2007, 2008 and 2009

· Listed, Best Lawyers in America, 2008 and 2009

(Also at West Palm Beach Office). Practice Areas: Real Estate; Hotels, Resorts & Clubs.Email: Howard Bregman

Morris C. Brown (Shareholder) born Pontiac, Michigan, 1945; admitted to bar, 1972, New York; 1976, Florida. Education: Washington University in St. Louis (A.B., 1967); Washington University in St. Louis School of Law (J.D., 1970) Associate Editor, Law Review; Order of the Coif.

Morris has been practicing for more than 35 years, primarily in the areas of general corporate and securities law, representing investors, venture capitalists, corporations and others in private and public capital formation, mergers and acquisitions.

Areas of Concentration

· Corporate and securities

· Public offerings

· Mergers and acquisitions

Awards & Recognition

· Selected by Super Lawyers magazine, 2007 and 2009

· Listed, "Florida Legal Elite," Florida Trend magazine, 2006

(Also at West Palm Beach Office). Practice Areas: Corporate & Securities; Mergers & Acquisitions.Email: Morris C. Brown

Joseph C. Coates III (Shareholder) born Philadelphia, Pennsylvania, July 2, 1963; admitted to bar, 1988, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. Court of Appeals, First Circuit; U.S. Court of Appeals, Tenth Circuit; U.S. Court of Appeals, Third Circuit; U.S. District Court for the Middle District of Florida; U.S. District Court for the Southern District of Florida. Education: The Citadel, South Carolina (B.S., cum laude, 1985); Florida State University College of Law (J.D., with highest honors, 1988) Order of the Coif.

Joe focuses his practice on securities litigation, regulatory and class actions and serves as the head of the West Palm Beach Securities Litigation Group. He has represented most of the major broker/dealers in all aspects of their business, including federal and state courts, regulatory matters, and arbitrations. Joe's representation of clients include appearances as appellate counsel in securities litigation cases in federal and state courts. Joe also focuses on shareholder derivative and corporate governance litigation.

Areas of Concentration

· Securities fraud defense

· Class actions

· Securities arbitration

· Complex commercial litigation

· Shareholder derivative/ corporate governance

Significant Representations

· Successfully defended broker-dealer firms in hundreds of arbitration proceedings.

· Successfully prosecuted a claim on behalf of FPL Group, Inc.'s cable television subsidiary in a breach of partnership and right of first refusal case.

· Defeated class certification of putative nationwide class action brought against a national broker-dealer in the Middle District of Florida.

· Successfully defended broker-dealers in federal and state court litigation.

· Successfully defeated a qui tam action in the Middle District of Florida against a national health care corporation.

Professional & Community Involvement

· Member, Palm Beach County Bar Association

Awards & Recognition

· Listed, Chambers & Partners USA Guide, an annual listing of the leading business lawyers and law firms in the world, 2007-2009 editions

Military Experience

· Captain, U.S. Army. Served in the Army JAG Corps with 24th Infantry Division (Mechanized) in Saudi Arabia and Iraq during the Persian Gulf War

Member: Palm Beach County Bar Association.

(Also at West Palm Beach Office). Practice Areas: Litigation; Subprime & Mortgage Markets.Email: Joseph C. Coates III

Rebecca G. DiStefano (Shareholder) born 1969; admitted to bar, 1999, Florida. Education: University of Georgia (A.B., 1991); Nova Southeastern University Shepard Broad Law Center (J.D., magna cum laude, 1999); Georgetown University Law Center (LL.M., with distinction, 2005).

Rebecca G. DiStefano concentrates her practice in the areas of securities regulation, corporate finance, corporate governance, private equity and venture capital, broker-dealer compliance, and mergers and acquisitions law. Rebecca counsels public and private companies in areas including debt and equity financing, registration of securities under the Securities Act of 1933, continuing disclosure requirements of the Securities Exchange Act of 1934, initial and continued listing of securities on the stock exchanges and electronic quotation systems and the creation and organization of non-U.S. regulated investment vehicles including private equity funds and hybrid funds.

Areas of Concentration

· Securities Regulation

· Registration of Securities

· Private Offerings

· Periodic Reporting

· Section 16 Reporting

· Executive Compensation Issues

· Insider Trading Plans and Compliance

· Blue Sky Laws

· Non-U.S. Regulated Funds

· Mergers & Acquisitions

· Stock Purchases

· Asset Purchases

· Joint Ventures

· Tender Offers

· Williams Act Reporting

· Financial Services

· Broker-Dealer Regulation

· Banking Regulation

· Investment Adviser Regulation

Professional & Community Involvement

· Member, American Bar Association

· Member, Gold Coast Venture Capital Association

Awards & Recognition

· Listed, Legal 500 UK, 2009 edition

Articles, Publications, & Lectures

Articles

· Author, "Disgorgement of Executive Compensation Under Section 304 of the Sarbanes-Oxley Act of 2002 - Did Congress Really Intend Strict Liability?" Journal of Law and Business, The University of Wisconsin, Volume 13, 2006

Member: American Bar Association; Gold Coast Venture Capital Association.

Languages: French, Conversational. Practice Areas: Corporate & Securities; Real Estate Funds; Life Sciences; Financial Institutions; Intellectual Property & Technology.Email: Rebecca G. DiStefano

Gary M. Dunkel (Shareholder) born Long Branch, NJ, 1957; admitted to bar, 1982, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. Court of Appeals, Federal Circuit; U.S. District Court for the Southern District of Florida. Education: Duke University (B.S., Management Science, 1979); Vanderbilt Law School (J.D., 1982).

Gary Dunkel is a board-certified business litigation attorney who has a background that includes the conduct of civil litigation from initial complaint through trial.

Areas of Concentration

· Business disputes

· Real estate litigation

· Creditors' rights

· Bank litigation

· Non-compete lawsuits

· Foreclosures

· Commercial landlord-tenant disputes

Significant Representations

· Successful representation of Palm Beach custom home builder in arbitration proceeding resulting in a multi-million dollar recovery.

· Successful prosecution of administrative law bid protest concerning $40M school construction project.

· Representation of lenders in multi-million dollar foreclosure lawsuits.

· Successful in defense of automobile dealerships in jury trials alleging unfair and deceptive trade practices.

· Obtained order defeating class action certification in a multimillion dollar action brought against auto dealerships concerning the use of non original equipment in the repair of vehicles.

Professional & Community Involvement

· Member, Palm Beach County Bar Association

· Member, The Florida Bar

· Board of Directors, Palm Beach Fellowship of Christians and Jews, 2004-

· Board of Directors, Legal Aid Society of Palm Beach County, 2003-

· Chairman, Palm Beach Region, Duke University Alumni Admissions Committee, 2000-

· Founder, Past President and Board of Directors, Duke Club of the Palm Beaches Inc., 1994-

· Board of Directors, Leadership Development Chair, Anti-Defamation League, Palm Beach Region, 1997-2002

· Board of Directors, Jewish Family and Children's Services, 1994-1997

· President and Chairman of the Board of Directors, West Palm Beach Housing Development, Inc., 1990-1994

· Board of Directors, Temple Beth El, 1988-2002

· Florida Bar Judicial Evaluation Committee, 1983-1984

· Florida Bar Economic Compensation Committee, 1983-1984

Awards & Recognition

· Selected by Super Lawyers magazine, 2006-2009

· Legal Aid Society of Palm Beach County Pro Bono Attorney of the Month, December, 2002

Articles, Publications, & Lectures

Articles

· Quoted, "Change of Plans," José Lambiet Page Two, Palm Beach Post, February 14, 2007

· Quoted, "Addison Construction's Final Award by Arbitration Panel Over Contract to be More than Two Million," Palm Beach Daily News, February 1, 2007

· Quoted, "Developer cancels $50 million project for downtown Fort Pierce," Fort Pierce Tribune, September 13, 2006

· Quoted, "Lawyers Turn Tables on Judges," South Florida Sun Sentinel, June 7, 2005

· Quoted, "Palm Beach Wealthy Suspect is Serial Litigant," The Palm Beach Post, April 25, 2005

· Quoted, "Catalfumo Wins Another One," The Palm Beach Post, Jose Lambiet's Page Two Column, March 16, 2005

· Quoted, "Multi-millionaire Developer Cleared of Battery Says Faith Carried Him Through," South Florida Sun-Sentinel, March 3, 2005

· Referenced, "High-powered Developer Found Not Guilty of Assault," Daily Business Review, March 2, 2005

· Quoted, "Appeals Court Halts Trial," The Palm Beach Post, July 28, 2004

· Quoted, "Attorneys Rally 'Round Catalfumo," The Palm Beach Post, Alexandra Clough's column, July 18, 2004

· Mentioned, "Gary Dunkel Elected Board Member of the Legal Aid Society of Palm Beach County," South Florida Business Journal, July 2, 2004 - July 8, 2004

· Quoted, "Man in Wilkes Hotel Deal Owes $2M," The Palm Beach Post, May 13, 2004

· Quoted, "Lana Marks Closes Temporarily," Palm Beach Daily News, December 28, 2003

· Quoted, "West Palm Mayor Hit with Foreclosure Suit on Home," South Florida Sun-Sentinel, December 23, 2003

· Quoted, "Appraiser Irked After Port St. Lucie Shuts Out Firm," The Palm Beach Post, October 12, 2003

· Referenced, "Tenants Say Apartment Complaints Behind Landlord's Decision to Evict," The Palm Beach Post, October 29, 2002

· Quoted, "Builders to Split School Projects," The News (Stuart, FL), October 19, 2002

· Quoted, "Rival Accuses Catalfumo of Illegal Lobbying," The Palm Beach Post, July 31, 2002

· Quoted, "Judge Rules Builder Choice Improper," Martin County News, July 3, 2002

· Quoted, "School Board Might Re-Start Bid Process for New Jensen High," The Palm Beach Post, July 2, 2002

· Quoted, "Mario Lemieux Won't Get House He and Manalapan Couple Fought Over," Daily Business Review, April 29, 2002

· Quoted, "Face-Off in Palm Beach," The Wall Street Journal, February 8, 2002

· Quoted, "Lemieux Sues Man, 91, Over Florida Mansion," National Post (Canada), February 2, 2002

· Quoted, "Hockey Star Sues Ex-Manalapan Official," The Palm Beach Post, January 30, 2002

· Quoted, "Real Estate Lawsuit Pits Heavy Hitters," Palm Beach Post, Linda Rawls, Residential Real Estate Column, December 11, 2000

· Mentioned, "George W. Bush Legal Dream Teams," The Palm Beach Post, December 1, 2000

· Quoted, "Bush/Gore 2000: Judge Decides Today Whether He Can Order County Re-vote," Palm Beach Post, November 20, 2000

· Featured, "Class Action Victory for WPB Shareholder Gary Dunkel," GT News, June 5, 2000

Lectures

· Lecturer, National Business Institute on real property foreclosure

Member: Palm Beach County Bar Association; The Florida Bar (Member: Judicial Evaluation Committee, 1983-1984; Economic Compensation Committee, 1983-1984).

(Board Certified Business Litigation Lawyer, Florida Bar Board of Legal Specialization and Education) (Also at West Palm Beach Office). Practice Areas: Litigation; Automotive Dealerships; Financial Institutions.Email: Gary M. Dunkel

Jason M. Fedo (Shareholder) born Hartford, Connecticut, August 14, 1974; admitted to bar, 1999, Florida; U.S. Court of Appeals, Sixth Circuit; U.S. District Court for the Northern District of Florida; U.S. District Court for the Southern District of Florida; Supreme Court of Florida. Education: Duke University (B.A., Public Policy Studies, 1996); University of Miami School of Law (J.D., summa cum laude, 1999) Editorial staff, Miami Law Review; Dean's Honor and Priscilla Schneller Scholarships.

Jay Fedo represents broker/dealers and their employees in all aspects of their business, including litigation in arbitration, state and federal trial courts, appellate courts, and before regulators and self-regulatory agencies. He has handled a wide range of matters including sales practice disputes, alleged research conflicts issues, customer malfeasance (i.e. Ponzi schemes), employment matters, regulatory investigations and contract disputes. He has successfully tried numerous matters to conclusion in jurisdictions across the country.

Areas of Concentration

· Securities litigation and arbitration

· General commercial litigation

· Employment litigation

Professional & Community Involvement

· United Way Leadership Circle, 2004-present

· Certified Legal Intern, Guardian Ad Litem Program for the 11th Judicial Circuit, Dade County, Florida, 1998

· Dean's Fellow, University of Miami School of Law; teaching contracts, 1997-98

· Volunteer Teacher, Triangle Day School, Durham, N.C.; Mathematics, 1996

· Intern, Georgetown University Law Center, Criminal Justice Clinic, 1995

Internship

· Certified Legal Intern, Guardian Ad Litem Program for the 11th Judicial Circuit, Dade County, Florida, 1998

· Research Assistant, Professor Marc Fajer, University of Miami School of Law, 1997

· Intern, Georgetown University Law Center, Criminal Justice Clinic, 1995

(Also at West Palm Beach Office). Practice Areas: Litigation.Email: Jason M. Fedo

David J. Gellen (Shareholder) born Miami Beach, Florida, November 29, 1967; admitted to bar, 1992, Georgia; 2003, Florida. Education: University of Florida (B.A., with high honors, 1989); Temple University James E. Beasley School of Law (J.D., 1992).

David J. Gellen practices general corporate and transactional law. Prior to joining the firm as a Shareholder in May 2007, David served as Vice President and General Counsel of Pace Micro Technology Americas.

David has negotiated and concluded numerous agreements involving the design, development, manufacture, and supply of digital technology including set-top boxes (STBs) for sale to a variety of satellite, cable television, telephony, and internet (voice over Internet Protocol - VoIP) companies located throughout North and South America.

He has significant industry knowledge and transactional experience related to the licensing, porting and integrating of operating systems (OS), conditional access systems (CA), and software applications, including, for example, video-on-demand (VOD), electronic program guides (EPGs), and open cable application platforms (OCAP), as well as other emerging technologies for technology products deployed in the digital television market including STBs and embedded media terminal adapters (eMTAs).

David has been involved with negotiating various types of development and purchase agreements for technology products containing hardware components including semiconductor chips, modules and hard disc drives, among others.

He has negotiated outsource agreements with domestic and international companies including original equipment manufacturers (OEMs) for product design, engineering and manufacturing services in Asia, India and Mexico.

As part of his corporate practice, David provides strategic advice in connection with the offensive and defensive protection of intellectual property rights for his clients including the consideration for patent, copyright and trademark protection.

David has negotiated and concluded a wide array of other types of commercial contracts, including but not limited to a variety of general business, employment, and real estate contracts.

To help his clients avoid costly litigation, David consistently provides creative and practical solutions to resolve pre-litigation business disputes.

Areas of Concentration

· Corporate and Business Transactions

· Telecommunications (Broadband Technology)

· Intellectual Property

· Licensing (Software and Hardware)

· Technology Transactions

· Asset Acquisition Agreements

· Manufacturing and Outsourcing Agreements

· Purchase, Supply, Reseller and Distribution Agreements

· Warranty, Repair and Service Agreements

· Transportation and Logistics Agreements

· ISO Quality and Environmental Management Systems (QMS and EMS)

· Internal Audit Programs

· Litigation Claim Avoidance, Risk Management and Damage Control

Professional & Community Involvement

· Member, The Florida Bar

- Business Law, Labor and Employment Law Sections

· Member, The State Bar of Georgia

- Corporate Counsel, Intellectual Property, and Technology Sections

· Member, Atlanta Bar Association

- Corporate Counsel Section

· Member, American Bar Association

- Business Law, Labor and Employment Law, and Litigation Sections

· Member, South Palm Beach County Bar Association

· Former Judge, Southern Regional National Appellate Advocacy Competition

· Member, Association of Corporate Counsel (2001 - 2007)

- Corporate and Securities Law, Labor and Employment Law, eCommerce, Intellectual Property, Litigation, and International Legal Affairs Committees

- ACC South Florida Chapter

· Member, South Florida Group of Regional Counsel of Multinational Corporations (2004 - 2007)

· Industry Arbitrator, Philadelphia Stock Exchange (former role)

· Past sponsor, Cystic Fibrosis Foundation

· Chairperson, State Bar 1996 Olympic Force Committee

· United Way of Metropolitan Atlanta (former leadership role)

· Supporter, Leukemia & Lymphoma Society Corporate Walk

· Supporter, The Susan G. Komen, Breast Cancer Foundation, Race for the Cure

Other Experience

· David was previously a partner in the Atlanta office of a well respected national law firm where he represented corporate, governmental and individual clients in the defense of commercial, securities, and employment matters in Federal and state courts nationwide as well as in arbitration, mediation, administrative, and regulatory proceedings before the SEC, NASD, NYSE, AMEX, AAA, and state agencies.

Articles, Publications, & Lectures

Books

· Co-author-Chapter, "Scope of Securities Exchange Act of 1934," Understanding the Securities Laws, Practising Law Institute, 2000

Lectures

· Presentation on Non-Disclosure Agreements and Protection of Company Proprietary and Confidential Information (Trade Secrets, etc.)

Miscellaneous

· Co-author, Q&A on "Selling Away," NSCP Currents, A Publication of the National Society of Compliance Professionals (NSCP), January/February, 1996

· Co-author, Workshop Program Overview on How to Handle and Respond to Regulatory Examinations, 2001 NSCP Southern Regional Membership Meeting, April 30, 2001

Member: The Florida Bar (Member, Business Law, Labor and Employment Law Sections); State Bar of Georgia (Member, Corporate Counsel, Intellectual Property, and Technology Sections); Atlanta Bar Association (Member, Corporate Counsel Section); American Bar Association (Member, Business Law, Labor and Employment Law, and Litigation Sections); South Palm Beach County Bar Association; Association of Corporate Counsel (Member, Corporate and Securities Law, Labor and Employment Law, eCommerce, Intellectual Property, Litigation, and International Legal Affairs Committees, South Florida Chapter, 2001-2007); South Florida Group of Regional Counsel of Multinational Corporations.

(Also at West Palm Beach Office). Practice Areas: Corporate & Securities; Intellectual Property & Technology; Technology, Media & Telecommunications.Email: David J. Gellen

Tracy L. Gerber (Shareholder) born Tampa, Florida; admitted to bar, 1994, Florida; U.S. District Court for the Middle District of Florida; U.S. District Court for the Southern District of Florida; U.S. District Court for the District of Colorado. Education: Tulane University (B.A., History, 1991); University of Florida Levin College of Law (J.D., 1994).

Tracy Gerber concentrates her practice on the representation of financial services industry clients in all aspects of their business. In addition to handling traditional sales practice disputes and regulatory matters on behalf of broker-dealers, Tracy has significant experience in employment law. Tracy's employment practice includes all aspects of employment litigation, including federal and state statutory discrimination, wrongful discharge, retaliation, sexual harassment, the protection of proprietary information and enforcement of non-compete agreements.

Tracy has represented major broker-dealers in arbitrations before the Financial Industry Regulatory Authority, the New York Stock Exchange, the National Association of Securities Dealers and the American Arbitration Association, as well as in state and federal court.

Tracy has wide-ranging experience in arbitrator selection strategy and causal challenges of arbitrators. Tracy has consulted in the selection strategy for more than 1,000 arbitration panels. She developed and maintains the firm's national arbitrator database, which contains background information and awards history for more than 3,500 arbitrators throughout the United States. Tracy also serves as an arbitrator for the Financial Industry Regulatory Authority.

Areas of Concentration

· Employment litigation and arbitration

· Securities litigation and arbitration

· Commercial litigation

Professional & Community Involvement

· Member, Palm Beach County Bar Association

· Emeritus Member, American Inn of Court, Palm Beach County Chapter

· Member, Florida Association for Women Lawyers, Palm Beach County Chapter

· Advisory Council Member, Timber Trace Elementry School, 2006-2007

· Member, Timber Trace Elementary Parent Teacher Association

· Member, Temple Beth David Parent Teacher Organization

· Leader, Brownie Troop #699, Girl Scouts of Palm Glades, 2005-present

Awards & Recognition

· AV® Peer Review Rated

Member: Palm Beach County Bar Association; American Inn of Court (Emeritus Member, Palm Beach County Chapter); Florida Association for Women Lawyers (Member, Palm Beach County Chapter).

(Also at West Palm Beach Office). Languages: Spanish. Practice Areas: Securities Litigation; Labor & Employment Litigation; Litigation.Email: Tracy L. Gerber

Glenn A. Gerena (Shareholder) born Miami, Florida, October 10, 1962; admitted to bar, 1987, Florida. Education: University of Miami (B.B.A., magna cum laude, 1984); University of Miami School of Law (J.D., cum laude, 1987) Article and Comments Editor, University of Miami Law Review.

Glenn A. Gerena has substantial experience in many transactional areas, including general contracts, corporate, and real estate. Glenn specializes in club, recreational facilities and resort matters, including assisting resort and residential developers in (i) structuring and documentation for club membership programs for golf, country club, alpine, and social facilities and marina slip sales programs, and (ii) selling and turning over recreational facilities to members. Glenn has also significant experience in drafting and negotiating club and marina management agreements, access agreements and golf course design agreements.

Areas of Concentration

· Club, marina and resort

· Community development

Significant Representations

· Represented club owners in a variety of club membership program restructuring, including:

- (i) conversions to refundable membership deposit programs (such as Ocean Edge Club in Cape Cod, MA),

- (ii) conversions to equity member-owned programs (The Old North State Club in Badin, NC and Crested Butte Country Club in Colorado),

- (iii) mergers (Pelican Isle Yacht Club in Naples, Florida, and Melrose Club in Daufuskie Island), and

- (iv) combining different clubs into a single club (St. James Plantation in North Carolina)

· Represented developers in turnovers of equity clubs to members, including Orchid Island Golf & Beach Club, outside Vero Beach, FL, Kensington Golf & Country Club and Pelican Isle Yacht Club both in Naples, FL, Kings Creek Country Club in Rehoboth Beach, DE, Fisher Island Club in Miami, Florida, and Barrington Golf Club in Aurora, Ohio.

· Represented developers in sale of club facilities to members or members groups, including sales of the Pasadena Yacht & Country Club in St. Petersburg, Florida and Alaqua Country Club in Orlando, FL.

· Documentation for marina slip sales programs, including Pelican Isle Marina in Naples, FL, Hammock Beach Marina in Palm Coast, Florida, and Marco Island Marina, in Marco Island, FL.

· Negotiated club and hotel management agreements, including at Ritz Carlton, Sarasota, Tierra del Sol in Aruba, and Four Seasons at Peninsula Papagayo in Costa Rica.

Professional & Community Involvement

· Member, Urban Land Institute

Other Experience

· Prepared Club Membership Marketing Plans and other marketing analyses

Articles, Publications, & Lectures

Articles

· Author, "Your Club and Its Membership Documents," Your Club and the Law , Vol. II Club Managers Association of America, March, 1997

· Co-Author, "United States v. Doe and its Progeny: A Reevaluation of the Fifth Amendment's Application to Custodians of Corporate Records," 40 University of Miami Law Review 793, 1986

Speeches

· Program Co-Chair and Speaker, Golf & Resort Development Conference (CLE International), Naples, Florida, March 30 - 31, 2006

· Speaker, Golf, Mountain & Resort Development Conference (CLE International), Park City, Utah, August 11-12, 2005

Member: Urban Land Institute.

(Also at West Palm Beach Office). Practice Areas: Real Estate; Hotels, Resorts & Clubs; Land Development.Email: Glenn A. Gerena

Laurie L. Gildan (Shareholder) born New York, N.Y., 1960; admitted to bar, 1985, Florida. Education: The Wharton School of the University of Pennsylvania (B.S., magna cum laude, 1982); Harvard Law School (J.D., cum laude, 1985).

Laurie's experience in real estate is broad and wide-ranging, and has included representing developers and lenders with respect to loan restructuring, analysis of default situations and entitlement reviews of residential, golf course, commercial, office and warehouse properties. She has broad experience in the representation of homebuilders and land bankers. Laurie also has the unique distinction of being a registered baseball agent.

Areas of Concentration

· Loan restructuring

· Development project work -outs

· Land banking

· Land acquisition for home builders

· Construction and permanent loans

· Sales and purchases of commercial properties

· Sales and purchases of luxury residences

· Residential golf course community development

· Retail, office and warehouse leasing

· Utility sales and acquisitions

· Business park development

· Resolution of complex title issues

Significant Representations

· Homebuilders in land acquisition, development, and restructuring issues.

· Land bankers in acquisition/option transactions and workouts.

· Sellers and purchasers of office buildings.

· Lenders in construction and permanent loans on projects as varied as country clubs, office buildings, shopping centers and warehouses.

· Developers in the formation of business parks.

· Seller of office park to a New York-based REIT.

· Nursing home operator in acquisitions and sales of facilities.

· Developers of residential communities.

· National retailers on their complex leasing matters throughout the United States.

· Investors in shopping center projects nationwide.

· Title insurers on resolution of title disputes.

Professional & Community Involvement

· Member, Board of Directors, Palm Beach County Literacy Coalition, 2004-2008
- Board Member of the Year, 2008
- Chair of the Board of Directors, 2004-2006

· Chair, Board of Directors, Palm Beach County Cultural Council, 2002-2003

· Chair, Board of Trustees, Florida Stage, 1993-2001

· Vice Chairman, Board of Directors, Suncoast High School Foundation

· Active Member, Commercial Real Estate Women of Fort Lauderdale/Palm Beach

· Active member, Executive Women of the Palm Beaches

Awards & Recognition

· Listed, Best Lawyers in America, 2009

· Listed, "Top Lawyer - Real Estate," South Florida Legal Guide, 2009

· Selected, "Top Women in Florida Commercial Real Estate," Florida Real Estate Journal, 2004

· Legal Aid Pro Bono Award, 2000

· Selected, "Woman of Distinction," March of Dimes, 2000

· Selected, "Up & Comers," South Florida Business Journal, 1995

Noteworthy Experience

· Land banking for homebuilders

· Major League Baseball player agent

(Also at West Palm Beach Office). Practice Areas: Real Estate; Retail.Email: Laurie L. Gildan

Phillip C. Gildan (Shareholder) admitted to bar, 1984, Florida; Supreme Court of the United States. Education: Dartmouth College (A.B., magna cum laude, 1981) Member of Phi Beta Kappa; Daniel Webster and Rufus Choate Scholar; Harvard Law School (J.D., cum laude, 1984).

Phillip C. Gildan has wide-ranging experience in corporate matters, mergers and acquisitions, and counseling a variety of industries on strategic, business, finance, governance and transactional matters. Phillip's industry experience includes public utilities (electric, gas, water, wastewater, reclaimed water, solid waste), real estate (infrastructure development, quasi-governmental entity finance) and club and resort (formation, membership plans, equity conversion, exit strategies).

Areas of Concentration

· Mergers and acquisitions / project finance / management consulting

· Public utilities (electric/gas/water/sewer/stormwater)

· Infrastructure privatization / municipalization

· Club / association / government enterprise representation

Professional & Community Involvement

· Member, The American Bar Association's Public Utility, Communications and Transportation Law Section

· Member, American Public Power Association

· Member, American Waterworks

· Coach, Youth Baseball & Basketball

Awards & Recognition

· Selected by peers as Leading American Attorney

· Listed, Who's Who in America; Who's Who in the World; Who's Who in American Law

Articles, Publications, & Lectures

Articles

· "Marrying New Electric Generation Facilities with Existing Wastewater Treatment Plants," Public Works, February, 2002.

· "Electric Deregulation Provides Opportunity for Wastewater Treatment Facility Owners," Water Engineering & Management, June 2002.

· "Turning the Tables: What To Do If Your Communication Site is Condemned," Business Radio, June 1995.

· "The Argument Against Wholesale Utility Rates," American City and County, April, 1994.

· "Country Club Turnover Time," Developments, June 1997.

· Co-author in "The Anatomy of a Quick-Take," American City and County, March 1991; and "Quality Cities," February, 1993.

Lectures

· Experienced lecturer on such topics as "Utility Revenue Generating Strategies;" "Utility Restructuring;" "Municipalization of Private Utilities"; "Privatization of Public Infrastructure;" and "Utilities Changing Environment."

Member: American Bar Association (Member, Public Utility, Communications and Transportation Law Section); American Public Power Association.

(Also at West Palm Beach Office). Practice Areas: Corporate & Securities; Public Infrastructure; Public Utilities; Hotels, Resorts & Clubs; Energy & Natural Resources; Transportation; Project & Infrastructure Finance; Climate Change; Green Building & Sustainable Development; Carbon Credits.Email: Phillip C. Gildan

Lorie M. Gleim (Shareholder) admitted to bar, 1995, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. District Court for the Middle District of Florida; U.S. District Court for the Northern District of Florida; U.S. District Court for the Southern District of Florida. Education: University of Pennsylvania (B.A., History, 1991) graduated Phi Alpha Theta; The Wharton School of the University of Pennsylvania (B.S., Economics, 1991); University of Florida Levin College of Law (J.D., with honors, 1995).

Lorie concentrates her practice on complex litigation, focusing in the areas of commercial and securities litigation. She has substantial experience in state and federal court as well as before the American Arbitration Association and New York Stock Exchange. Lorie has litigated matters involving commercial and contract disputes, securities class actions, employment discrimination, trade secrets and non-competition agreements, Fair Labor Standards Act, real estate issues, including commercial leases.

Areas of Concentration

· Complex commercial litigation

· Complex business disputes

· Securities class actions

· Employment law

· Appellate Practice

Significant Representations

· Represented public and private clients in complex commercial litigation matters.

· Represented Sunbeam Products, Inc. in contractual disputes and securities class action.

· Represents Morgan Stanley in securities class action and customer arbitrations.

· Represented clients in obtaining or defending injunctions for covenants not to compete.

· Represented clients in the successful resolution of FLSA collective action claims.

· Represented clients in bond validation proceedings.

Professional & Community Involvement

· Leadership Committee Member, United Way of Palm Beach County

· Executive Committee Member, Board of Directors for YMCA of the Palm Beaches

· Member, Palm Beach County Bar Association
- Judicial Relationships Committee
- Law Week

· Founding Member and Project Leader, BRIDGES (Building Relationships to Insure Greater Educational Success), a Wharton West Philadelphia Project, dedicated to assisting gifted, urban minority youths in middle school, to develop both academically and emotionally

Awards & Recognition

· Recognized as one of the "Top Up and Comers in South Florida," South Florida Legal Guide, 2004-2005

Member: Palm Beach County Bar Association (Member, Judicial Relationships Committee).

(Also at West Palm Beach Office). Practice Areas: Litigation.Email: Lorie M. Gleim

Dennis W. Hillier (Shareholder) born Kingston, Ontario, Canada, February 7, 1943; admitted to bar, 1968, Florida. Education: University of Florida (B.S.B.A., 1965); University of Florida Levin College of Law (J.D., 1968).

Dennis W. Hillier, founding partner of the law firm Hillier & Associates, P. A., concentrates his practice on corporate and real estate law, with emphasis on the design of club membership programs. Dennis is recognized as the pioneer in the industry of equity club conversions and membership programs. During the past 30 years, he has designed more than 1,800 membership programs throughout the United States, Caribbean, Europe and the Pacific Rim. Dennis has designed these programs for a wide variety of developments encompassing a broad range of amenities and target markets, including golf, tennis, equestrian, yacht and social facilities for communities with low density and permanent residents, to resort-oriented communities.

Dennis also has wide-ranging experience in preparing the legal infrastructure for residential and resort developments, including property owners association documents, declaration of restrictive covenants, sales contracts and sales registration requirements, real estate acquisition and disposition agreements, and environmental compliance plans.

His knowledge of the hospitality industry also includes preparing management, operational, franchise, financing and refinancing, and recreational access agreements for resorts.

Areas of Concentration

· Recreation and hospitality practice

· Real estate

· Corporate

· Taxation

· Contracts

Significant Representations

· Represented developers in selling more than 200 clubs to the members by converting the club to an equity club that owns and operates the club facilities.

· Created club membership programs that have enabled developers to recoup their investment in recreational facilities in conjunction with real estate and club membership sales.

· Designed and created club membership programs that are an integral part of private residence clubs.

· Obtained significant rulings and Technical Advice Memoranda from the Internal Revenue Service indicating that certain types of membership deposits paid by members to acquire a club membership are nontaxable loans and are not subject to interest imputation requirements.

· Obtained no action letters from the Securities and Exchange Commission and state securities agencies indicating that club membership programs do not require a securities registration.

· Represented owners and developers with regard to hotel franchise and management agreements.

· Represented lenders in the securitization of loans regarding club membership programs.

· Created a database, including market research, regarding more than 4,000 clubs and golf courses that are used for recommending amenity strategies and designing club membership programs.

· Developed long-term business strategies for developers, resort owners, and companies in the golf and club industry.

· Club marketing group developed marketing plans for clubs, and conducted training sessions to instruct cub sales personnel in implementing sales and marketing strategies.

Professional & Community Involvement

· Member, American Bar Association

· Member, Florida Bar Association

· Member, Palm Beach County Bar Association

· Member, Urban Land Institute

· Member, National Club Association

· Member, National Golf Foundation

Awards & Recognition

· Listed, Best Lawyers in America, 2007-2010

· AV® Peer Review Rated

Other Experience

· Legal Writing Instructor, University of Florida Levin College of Law

Articles, Publications, & Lectures

Articles

· Author, "The Future of the Club Industry," The Club Marketing Report, May 1996

Lectures

· Lecturer, MPC Forum, RCL Co, Denver, 2004

· Lecturer, Golf Resort Dev., Orlando, 2003, Scottsdale 2003, Naples, 2004

· Lecturer, "Golf Club Structures for a New Generation of Buyers," ULI, Phoenix, 2003

· Lecturer, "The Life Cycle of a Golf Course Community," Marketing and Sales Institute, Scottsdale, 2003

· Lecturer, "Current Developments in the Club Industry," Hilton Head, 2003

· Lecturer, "Developing Master Planned and Resort Communities," ULI, New Port Beach, CA, June 2002

· Lecturer, Rocky Mountain Land Use Institute, March 2002

· Lecturer, "Developing Golf Courses and Communities," ULI, Rancho Mirage, February 2002

· Lecturer, CLE International, Golf Mountain & Resort Dev. Conf., Beaver Creek, CO, 1999, 2000, Sarasota and Vail, 2002

· Lecturer, "Golf Course Ownership and Operating Strategies," ALIS, Hollywood, CA, February 2002

· Lecturer, "Raising Capital Through Resort Memberships," Lodging Conference, Phoenix, AZ, January 2002

· Lecturer, Smart Golf and Community Development, University of Colorado at Boulder, April 2001

· Lecturer, "Developing Golf Course Communities," Urban Land Institute, Charleston, February 2001

· Lecturer, Builder Magazine Active Adult Workshop, Naples, FL, 1999

· Lecturer, "Breakout - Current Developments in Club Industry," Fort Lauderdale, 1997

· Lecturer, "Innovative Golf Club Structures, Different Types of Memberships: How Do They Enhance a Project," Linking Golf to Real Estate Conference, Silverado, CA, 1996

· Lecturer, "Special Considerations For Country Clubs," Florida Institute of CPA's, Orlando, 1996

· Lecturer, "Designing a Membership Program - 14 Keys to Success," Recreation & Resort Development Conference, Atlanta, 1996

· Lecturer, "Public Policy, Community Support and The Permitting Process," Wharton Real Estate Center, 1992, 1994, 1995, 1996

· Lecturer, "Golf Lures Wall Street into the Resort Business," Resort Forum, San Antonio, 1995

· Lecturer, "When To Turn Control Over to the Homeowners Association" Institute for International Research Developing a Golf Course Community, Hilton Head, 1995

· Lecturer, "Linking Golf to Real Estate Development," Palm Springs, 1994

· Lecturer, "How to Avoid Taxes on Membership Sales," Crittenden Golf Expo, Atlanta, 1994

· Lecturer, "Development Opportunities in the Caribbean," 1993, Puerto Rico, 1994

· Lecturer, "Feasibility Issues -Infrastructure Financing," Urban Land Institute, 1993

· Lecturer, "Mixed Use Resort Communities", 1993

· Lecturer, "Marketing Club Membership Programs," Resort Golf, Country Club & Marina Development Conference, Mexico City, 1993

· Lecturer, "Building A Club Membership At Your Club or Hotel," MIPIM Conference, Cannes, France, 1993

· Lecturer, "Club Structures," Linking Real Estate to Golf Course Development, 1992

· Lecturer, "Real Estate Opportunities South of the Border," Urban Land Institute, 1992

· Lecturer, "Alternate Resort Products That Create Value," Urban Land Institute, 1992

· Lecturer, "Maximizing Return from Resort/Club Memberships," 1992

· Lecturer, "New Variations From Traditional Timesharing," American Resort & Residential Development Association, Annual Resort Convention, 1991-1992

· Lecturer, "Destination Resorts-Trends & Innovations," Sasaki Assoc. Inc. Conference, 1991

· Lecturer, "Alternative Interval Programs," ARDA Annual Resort Convention, 1991

· Lecturer, "Maximizing Return From Resort/Club Memberships," International Golf Development & Investment Conference, Monte Carlo, 1991

· Lecturer, Pacific Rim Conference (Pannell Kerr Forster), 1991

· Lecturer, "Golf Course Development in South Florida," 1990

· Lecturer, Urban Land Institute Symposium, Golf Expo 90

· Lecturer, Concept et Maintenance De Terrains De Golf, Geneva, Switzerland, 1990

Member: American Bar Association; The Florida Bar; Palm Beach County Bar Association; Urban Land Institute.

(Also at West Palm Beach Office). Practice Areas: Real Estate; Hotels, Resorts & Clubs; Land Development; American Indian Law.Email: Dennis W. Hillier

Mark D. Hillier (Shareholder) born West Palm Beach, Florida, September 15, 1973; admitted to bar, 2000, Florida. Education: American University (B.A., 1997); Vanderbilt University Law School (J.D., 2000) President, The Federalist Society; President, Criminal Law Society; Member, Business Law Society; Member, Entertainment Law Society.

Mark D. Hillier has worked in several architectural, land planning, legal, and consulting firms in the Recreational and Hospitality Practice since 1992. Mark is experienced in the areas of recreation and hospitality law, corporate, real estate, securities, and taxation and has been active in events of the Urban Land Institute (ULI) Southeastern/Caribbean Council and the national ULI. Mark also has experience in structuring marina slip membership programs, resort membership programs, community based and stand-alone golf and country club membership programs in the United States, Canada, the Caribbean and Mexico.

Areas of Concentration

· Recreation and hospitality law

· Corporate law

· Real estate

· Securities

· Taxation

Significant Representations

· Represented land developers, amenity owners and member groups in structuring club membership programs including:

- Formulating new specialized stand-alone clubs (such as International Polo Club Palm Beach in Florida and The Shoals Club in North Carolina)

- Restructuring existing golf, country and resort clubs to fund amenity expansions and renovations and increase cash flow (Muirfield Golf Club in Ohio and Royal Palm Yacht & Country Club in Florida)

- Structuring community-based private, semi-private, and resort clubs to accelerate residence and homesite absorption (Timberline Golf Club in Alabama and Bay Creek Resort & Club in Virginia)

- Designing and documenting slip membership programs that enabled marina owners to capitalize on marina investments (The Yacht Club at Emerald Bay in the Bahamas and Sunset Harbour Yacht Club in Florida)

· Researched Do-Not-Call legislation and prepared club marketing strategy that incorporated new telephone contact restrictions.

· Represented land developers and amenity owners in negotiating amenity access agreements and hotel management agreements.

· Represented land developers and amenity owners in designing Founder Membership Programs to fund facilities construction.

Professional & Community Involvement

· Full Member, Urban Land Institute, 2000-Present

- Southeast Florida and Caribbean District Council, Executive Committee, 2004-present, Chair, Young Leaders Group Committee, 2003-2004

- Recreational Development Council, Gold Flight, 2003-Present

· Member, American Bar Association, 2000-Present

· Member, Phi Delta Phi Legal Fraternity, 1998-Present

Internship

· Intern, Victor S. Johnson III, District Attorney General, Nashville, TN, 1998-1999

· Intern, Congresswoman Ileana Ros-Lehtinen, Washington, D.C., 1996-1997

Articles, Publications, & Lectures

Lectures

· Moderator, "Condo-Hotels and Golf," Urban Land Institute, Developing Golf Courses and Resort Communities Conference, Indian Wells, California, April 2006

Speeches

· Speaker, "Partnering for Profit: New Ways to Provide Infrastructure," Urban Land Institute, Developing Master Planned Communities Conference, Denver, Colorado, June 2005

· Speaker, WFR Fractions Conference, 2004

Miscellaneous

· Moderator, Crittenden Golf Inc. Show, San Diego, California, 2005

· Journal of Entertainment Law & Practice, 1998-2000

Member: Urban Land Institute (Full Member, 2000—; Member, Southeast Florida and Caribbean District Council, Executive Committee, 2004—; Chair, Young Leaders Group Committee, 2003-2004; Member, Recreational Development Council, Gold Flight, 2003—); American Bar Association.

(Also at West Palm Beach Office). Languages: Spanish. Practice Areas: Real Estate; Hotels, Resorts & Clubs; Land Development; American Indian Law.Email: Mark D. Hillier

Padma G. Hinrichs (Shareholder) born Vizag, India, November 16, 1973; admitted to bar, 1998, Kentucky; 2002, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. District Court for the Middle District of Florida; U.S. District Court for the Southern District of Florida. Education: Truman State University (B.A., Political Science, magna cum laude, 1995); Indiana University School of Law - Bloomington (J.D., 1998).

Padma Hinrichs litigates complex commercial disputes in state and federal court. She has successfully represented a broad range of clients in matters such as contract disputes, business torts, construction defect litigation, shareholder and partnership disputes, products liability, class actions, employment discrimination, FLSA claims, and a variety of real estate disputes including claims arising under ILSA.

Areas of Concentration

· Complex commercial litigation

· Products liability

· Business torts

· Class action defense

· Construction defect litigation

· Commercial landlord-tenant disputes

Significant Representations

· Represented major home builders and real estate developers in land acquisition and land development litigation.

· Represented home builders in construction defect litigation and homeowner and association disputes.

· Defended national manufacturer of consumer products in multiple products liability cases.

· Represented a national bank against claims of fraud in connection with the sale of stock in a second bank and in class actions.

· Represented closely held corporations in shareholder disputes and dissolution proceedings.

· Defended manufacturers of asbestos and Phen-fen in multi-state class actions.

· Represented New York casino development company in lawsuit against world's largest casino company for anti-trust violations and interference claims.

· Researched and drafted state specific marketing and product testing guidelines for internal, nationwide use by national tobacco company.

· Represented nationwide telecommunications company in a multi-million dollar tax assessment case before the Kentucky Board of Tax Appeals.

· Represented corporate taxpayers in protest of sales and use tax and franchise tax assessments.

· Successful in certifying class of corporate plaintiffs in class action asserting state and federal constitutional challenges to the computation of taxable capital for purposes of calculating license tax in Kentucky.

· Represented state appointed liquidator in the dissolution of insurance company and sought damages for malpractice from national accounting firm.

· Represented publicly traded company in investigating accounting malpractice and securities fraud.

Professional & Community Involvement

· Member, The Florida Bar

· Member, Kentucky Bar Association

· Member, Palm Beach County Bar Association

· Member, American Inn of Court, Palm Beach County Chapter

· Member, Florida Association for Women Lawyers, Palm Beach County Chapter

Awards & Recognition

· Listed by Super Lawyers magazine as a Rising Star, 2009

Internship

· Legislative Intern for Representative Philip G. Smith, Missouri House of Representatives, Jefferson City, MO, 1995

Articles, Publications, & Lectures

Articles

· Co-author, "Recent Developments in Products, General Liability, and Consumer Law," Tort and Insurance Law Journal, Vol. 35, No. 2, Winter 2000

Member: The Florida Bar; Kentucky Bar Association; Palm Beach County Bar Association; American Inn of Court (Member, Palm Beach County Chapter); Florida Association for Women Lawyers (Member, Palm Beach County Chapter).

(Also at West Palm Beach Office). Languages: Spanish, Conversational; Telugu. Practice Areas: Litigation.Email: Padma G. Hinrichs

Phillip H. Hutchinson (Shareholder) born Blountstown, Florida, December 2, 1967; admitted to bar, 1998, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. District Court for the Middle District of Florida; U.S. District Court for the Northern District of Florida; U.S. District Court for the Southern District of Florida. Education: University of Florida (B.S., 1990); University of Florida Levin College of Law (J.D., 1997) Comment Advisor, Florida Law Review, Selections Committee; Florida Trial Team; Vice President, ABA Advocate, Competition Master.

Phillip concentrates his practice on complex litigation, focusing in the area of commercial litigation. He has substantial experience in state and federal court. Phillip has litigated matters involving commercial and contract disputes, product liability disputes, eminent domain actions, employment discrimination, construction defects non-competition agreements, Fair Labor Standards Act, real estate issues, including commercial leases.

Areas of Concentration

· Complex commercial litigation

· Complex business disputes

· Product liability

· Eminent domain

· Securities

· Employment law

· Jury trials and arbitrations

· Appellate practice

Significant Representations

· Represented public and private clients in complex commercial litigation matters.

· Represented automobile manufacturer in roll-over accident in Florida.

· Represented public transportation agencies in eminent domain matters.

· Represented Fortune 500 company in defense of a section 16 (b) securities claim.

· Represented clients in the successful resolution of FLSA collective action claims.

· Represented home developer in defense of a mold infestation claim.

· Represented clients in employment discrimination cases.

Professional & Community Involvement

· Leadership West Palm Beach Class, 2003

· Inns of Court, Fall 1996

· Southeastern Consortium for Minorities in Engineering

(Also at West Palm Beach Office). Practice Areas: Litigation.Email: Phillip H. Hutchinson

Jon Andrew Jacobson (Shareholder) born Miami, Florida, March 11, 1968; admitted to bar, 1998, Florida and Massachusetts; U.S. Court of Appeals, Eleventh Circuit; U.S. Court of Appeals, First Circuit; U.S. Court of Appeals, Tenth Circuit; U.S. District Court for the District of Massachusetts; U.S. District Court for the Middle District of Florida; U.S. District Court for the Northern District of Florida; U.S. District Court for the Southern District of Florida. Education: Johns Hopkins University (B.A., 1990); New York University (M.A., French Literature, 1991); Duke University School of Law (J.D., 1998).

Jon Jacobson is an experienced litigator who focuses his practice on securities defense work. Jon has represented corporate and individual clients in civil actions in state and federal courts (at the trial and appellate level), in regulatory investigations, and in arbitrations and mediations around the country. Jon has handled a wide range of matters including sales practice disputes, alleged research conflict issues, customer malfeasance (i.e., Ponzi schemes), employment matters, registration issues, and contract disputes. He also has wide-ranging experience successfully representing and counseling broker/dealers in disputes involving customers, employees, and regulatory agencies.

Areas of Concentration

· Securities litigation

· Employment

· General commercial

Professional & Community Involvement

· Member, Florida Bar Association

· Member, Palm Beach County Bar Association

· Member, Massachusetts Bar Association

· Member, American Bar Association

· Member, Federal Bar Association

· Teaching Assistant, Phillips Andover Academy, English as a Second Language, 1990

· Teacher, Bilingual USA, English as a Second Language, 1990, 1992-94

Noteworthy Experience

· State Intern, State of Maryland, International Division, Department of International Business Development; 1991-92

· Assistant Editor, The Hearst Corporation, Hearst Magazine Division, Motor Boating & Sailing (New York), 1992-94

· Trader, Banque Paribas, Paribas Capital Markets (New York and London), International Equity Lending, 1994-95

Articles, Publications, & Lectures

Articles

· Co-Author, "Respect Your Elders: A Survey of the Rules and Laws that Apply to Claims Brought by Senior Investors," 1686 PLI/Corp 265 (Aug. 6, 2008)

· Co-Author, "Appellate Review of Arbitration Decisions," Vol. 40, No. 16 Rev. Secs. & Comm. Reg. 185 (Sept. 19, 2007)

· Co-Author, "What Happens in Arbitration, Stays in Arbitration," 1615 PLI/Corp. 749 (Aug. 8, 2007)

· Co-Author, "Less Than Zero: The Evidentiary Value of Research Analyst Settlements," 1440 PLI/Corp. 619 (Aug. 11, 2004)

· Author, "Your Place or Mine: The Enforceability of Choice-of-Law/Forum Clauses in International Contracts," 8 Duke J. Comp. & Int'l. L. 469 (Spring 1998)

· Co-Author, "Punitive Damages in Arbitration: An Undue Process," 958 PLI/Corp. 599 (Sept.-Oct. 1996)

Member: The Florida Bar; Palm Beach County Bar Association; Massachusetts Bar Association; American Bar Association; Federal Bar Association.

(Also at West Palm Beach Office). Languages: Esperanto; French; Spanish. Practice Areas: Litigation; Financial Institutions.Email: Jon Andrew Jacobson

Jeffrey S. Kahn (Co-chair, ESOP Group) born New York, N.Y.; admitted to bar, 1977, New York; 1978, Florida; U.S. District Court for the Eastern District of New York; U.S. District Court for the Southern District of New York. Education: University of London (1972); Case Western Reserve University (B.A., cum laude, 1973); Hofstra University School of Law (J.D., 1976).

Jeffrey S. Kahn focuses his practice on employee benefits, executive compensation, and the design and implementation of Employee Stock Ownership Plans ("ESOPs"). A frequent lecturer and author, Jeff has published articles in numerous professional and trade magazines and has lectured frequently before professional, charitable, financial, and business audiences on ERISA, ESOPs, IRAs and other employee benefit subjects.

Areas of Concentration

· Design, drafting, and administration of all forms of qualified plans

· Design and implementation of leveraged and non-leveraged ESOPs

· Employee Benefit Mergers and Acquisitions issues

· ERISA Reporting and Disclosure Compliance

· Design and drafting of non-qualified employee benefit programs

· Advice on Fiduciary and Prohibited Transaction Rules under ERISA

· Distribution planning for large pension and IRA accounts

Significant Representations

· ERISA counsel to Nationwide Mutual Insurance Co. in its $115 million sale of The 401(k) Companies to The Charles Schwab Corporation.

· Represented Thayer Capital in leveraged ESOP buyout of Naumann Hobbs, Inc., a materials handling and logistics provider.

· Negotiated the Employee Benefit and Executive Compensation aspects for Isogon Corporation, a software company, as seller in its sale to IBM.

· Negotiated the Employee Benefit and Executive Compensation aspects for FXM, Inc. as purchaser in its approximately $115 million acquisition of a controlling interest in the Elvis Presley estate from Priscilla and Lisa-Marie Presley.

· ERISA counsel to J Manheimer Inc. in connection with its sale to Mastertaste, a division of Kerry.

· ERISA counsel to Com Vest Investment Partners II LLC in its acquisition of Catalyst International, Inc. by merger of a newly formed subsidiary of Com Vest with and into Catalyst.

· Negotiated the Employee Benefit and Executive Compensation aspects for Atlas Holdings, LLC as purchaser in its $35 million acquisition of a lumbermill business from Weyerhaeuser Company.

· Represented HealthCentersOnline, Inc., a medical content website, in its acquisition of iVillage, Inc.

· ERISA counsel in the seminal case involving a Spousal Waiver of a Retirement Benefit in a Postnuptial Agreement (Lasche v. The George W. Lasche Retirement Plan).

Professional & Community Involvement

· The Florida Bar
- Member, Employee Benefits Committee, Tax Section

· Chair, South Palm Beach County Bar Association, Employee Benefits Committee

· Founder and Chair, Annual Employee Benefits Conference, Boca Raton, FL

· Member, New York State Bar Association, Committee on Employee Benefits, Taxation Section

· Member, The ESOP Association

· Member, National Center for Employee Ownership

· Member, American Society of Pension Professionals & Actuaries (ASPPA)

· Jewish Federation of South Palm Beach County
- President, Jewish Community Foundation (1997-2001)
- Past Chair of Professional Advisory Committee
- Chair, Federation's Pension Committee

· Member, Corporate Cabinet, State of Israel Bonds

· Professional Advisory Committee, Center for the Arts at Mizner Park

Awards & Recognition

· Listed, "Best of the Bar," South Florida Business Journal, 2005

· Jewish Federation of South Palm Beach County, 2001 Endowment Achievement Award

· United Jewish Communities Endowment Achievement Award, 2001

· Israel Leadership Award (Israel Bonds)

· Coach of the Year, Soccer Association of Boca Raton, 1999

Clerkship

· Justice Bertram Harnett, Supreme Court of the State of New York, 1976

Articles, Publications, & Lectures

Articles

· Co-Author, "Employee Stock Ownership Plans for Subchapter S Corporations", Florida Bar Tax Section Bulletin, February 2006

· Author, "Year-End Retirement Planning under the Pension Protection Act of 2006"

· Author, "ESOPs for the Private Sector," Journal of Compensation and Benefits, May/June 2003

· Co-Author: "Spousal Waivers of Retirement Plan Death Benefits," The CPA Journal, September, 1995

· ERISA Contributor to "Life Insurer Insolvency: Liability Concerns of Agents and Brokers," Journal of the American Society of CLU and CHFC, May 1992

Recent Magazine Articles and Lectures:

· ESOPs, a Corporate, Tax, and Employee Benefits Tool

· "The New Non-qualified Deferral Compensation Rules"

· "Large Pension and IRA Distributions"

· "Retirement Plans for Professionals & Business Owners"

Books

· Author, "Employee Benefit Plans, ERISA and Insurance Agents," 150 page chapter in Responsibilities of Insurance Agents and Brokers, a four-volume treatise, published by Matthew Bender & Co., 1978-2002

Lectures

· Pensions- Planning under the 2006 Pension Act

· ESOPS - Unlocking the Equity in Private Businesses

Miscellaneous

· Recent Media Appearances:

· Retirement Plan Developments "Wealth & Wisdom," WXEL TV, February 2006

· Year-End Retirement Planning "Wealth & Wisdom," WXEL-TV, October 2004

· Current Developments in Executive Compensation, BRET TV, August 2002

Member: The Florida Bar (Member, Employee Benefits Committee, Tax Section); South Palm Beach County Bar Association (Chair, Employee Benefits Committee); New York State Bar Association (Member, Committee on Employee Benefits, Taxation Section); The ESOP Association; American Society of Pension Professionals & Actuaries.

(Also at West Palm Beach Office). Practice Areas: Global Benefits & Compensation; ESOP; Tax; Wealth Management; Insurance Regulatory & Transactions.Email: Jeffrey S. Kahn

Bradford D. Kaufman (Chair, National Securities Litigation Group) born New York, N.Y., March 24, 1960; admitted to bar, 1987, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. Court of Appeals, Sixth Circuit; U.S. Court of Appeals, Tenth Circuit; U.S. Court of Appeals, Third Circuit; U.S. District Court for the District of Colorado; U.S. District Court for the Middle District of Florida; U.S. District Court for the Southern District of Florida; Supreme Court of the United States. Education: Florida State University (B.S., Criminology, 1982); Stetson University College of Law (J.D., cum laude, 1986) National Moot Court Board, Member; Dana Merit Scholar; American Jurisprudence Award.

Brad focuses his practice on securities litigation and regulatory actions. He has also represented virtually every major broker/dealer in all aspects of their business, including traditional litigation in state and federal court as well as arbitrations. Brad has also defended both securities class actions and shareholder derivative claims. Brad has appeared as counsel in securities cases in most of the Federal Circuit Courts in the United States as well as before the United States Supreme Court. He has also appeared on behalf of clients in regulatory proceedings, arbitrations and administrative actions before the New York Stock Exchange, National Association of Securities Dealers, Commodities Futures Trading Commission, National Futures Association, American Stock Exchange, Philadelphia Stock Exchange and Securities and Exchange Commission. Brad is currently defending shareholder derivative actions alleging impropriety associated with option backdating.

Areas of Concentration

· Securities Litigation

· Securities Regulatory Actions and Investigations

· Employment law

Awards & Recognition

· Selected by Super Lawyers magazine, 2006-2009

· Frequent speaker at Securities Litigation and Arbitration Conferences, including the Practicing Law Institute, The American Conference Institute and the Securities Industry Association

· Listed, Chambers & Partners USA Guide, an annual listing of the leading business lawyers and law firms in the world, 2007-2008 edition

· Listed, Best Lawyers in America, 2008 and 2009

· Listed, "Top Lawyers," South Florida Legal Guide, 2009

(Also at West Palm Beach Office). Practice Areas: Securities Litigation; Subprime & Mortgage Markets.Email: Bradford D. Kaufman

Marvin A. Kirsner (Shareholder) born Cincinnati, Ohio, March 12, 1956; admitted to bar, 1982, Florida; U.S. Court of Federal Claims; U.S. Tax Court. Education: Boston University (B.S., 1978); University of Florida Levin College of Law (J.D., with honors, 1981); University of Florida Levin College of Law (LL.M., Taxation, 1982).

Marvin's primary areas of practice deal with corporate, transactional and industry specific tax issues.

Areas of Concentration

· Internet tax and electronic commerce tax issues

· Multistate tax issues

· Federal and state tax controversies

· Federal and state tax planning for business transactions, mergers, acquisitions and divestitures

· Telecommunication tax matters

· Bankruptcy tax matters

· State tax incentives for corporate relocation

· Entertainment industry tax issues

· Energy tax incentives

Significant Representations

· Handles federal income tax, estate and gift tax, multi-state sales tax controversies, Florida intangible tax, documentary stamp tax and corporate income tax controversies at the audit, appeal and trial levels.

· Performs tax planning functions for business and family wealth planning transactions, including corporate reorganizations, mergers, acquisitions, and divestitures, nonrecognition transactions, real estate transaction, business formations and dissolutions, workouts, liquidations and estate and gift tax matters.

· Advises clients on all aspects of Internet and electronic commerce and telecommunication tax issues.

· Negotiates tax and economic incentives with state and local governments in connection with corporate relocation and expansion.

Professional & Community Involvement

· Member, Florida Motion Picture Industry Development Council

· Chairman, Jewish Community Foundation of Palm Beach County, 1988-1990

· Former President, Palm Beach Tax Institute

· Member, American Bar Association, Taxation Section

Awards & Recognition

· Listed, Best Lawyers in America, 2008-2010

· Selected by Florida Super Lawyers magazine, 2007 and 2009

· Recipient, Distinguished Community Service Award, Boca New Leadership Division of the Anti- Defamation League, 1999

Articles, Publications, & Lectures

Articles

· Author, "The Front Line of the E-Commerce Tax Battle, Update," E-Commerce Times (August 2009)

· Author, "The Front Line of the E-Commerce Tax Battle, Part 2," E-Commerce Times (June 2009)

· Author, "The Front Line of the E-Commerce Tax Battle, Part I," E-Commerce Times (June 2009)

· Co-Author, "D.C. Circuit Court of Appeals Reverses Opinion That Encouraged Settlement of Employment Law Claims" The Checkoff (March 2008)

· Author, "Why Economic Development Tax Incentives Are in Trouble," Banker and Tradesman, February 27, 2006

· Author, "Tax Match: The States vs. the Services," Telecommunications Online, September 28, 2005

· Author, "The Effect of Bankruptcy on a Subchapter S Election," The Bankruptcy Strategist, September 2003

· Author, "Congress May Resolve Battle over Intangible Holding Companies," World Trade Executive Inc., Practical U.S. Tax Strategies, Vol. 2, No. 9, September 2002

· Author, "Taxation of E-Commerce in the United States," Global eCommerce Law and Business Report, December 2001

· Co-author, "Being Held Personally Liable for Debtor Company's Unpaid Taxes," New York Law Journal, August 27, 2001

· Author, "A Congressional About Face," TheDeal.com, January 4, 2001

· Author, "Domain Name Purchases Could Hit a Taxation Snag," South Florida Business Journal, July 2000

· Author, "The Future of State and Local Sales Taxation of Electronic Commerce," Electronic Commerce Advisor, September/October, 1999

Speeches

· Speaker, OAS Conference on Electronic Commerce

· Speaks frequently on topics dealing with tax related issues

Member: Palm Beach Tax Institute (Former President); American Bar Association (Member, Taxation Section).

(Also at West Palm Beach Office). Practice Areas: Tax; Technology, Media & Telecommunications; Retail; Hotels, Resorts & Clubs; Energy & Natural Resources; Transportation; Automotive Dealerships; Climate Change; Gaming; American Indian Law.Email: Marvin A. Kirsner

Susan Fleischner Kornspan (Shareholder) born New York, N.Y., March 5, 1965; admitted to bar, 1990, Florida; U.S. Court of Appeals for the District of Columbia; Circuit U.S. Court of Appeals, Eleventh Circuit; U.S. District Court for the District of Maryland; U.S. District Court for the Middle District of Florida; U.S. District Court for the Southern District of Florida; Supreme Court of the United States. Education: Georgetown University (B.A., 1987); University of Miami School of Law (J.D., cum laude, 1990).

Susan has been named one of the "Top 50 Women" lawyers in Florida in "Super Lawyers" magazine for two of the last three years. Susan is a business, trusts/estates and utility litigator who focuses her practice on representing companies, individuals and governmental entities in resolving controversies through court proceedings, trials, alternative dispute resolutions and administrative proceedings. Susan has served as lead trial counsel in numerous trials before juries, judges, agencies and administrative boards. Before joining Greenberg Traurig, Susan served as the chairperson of the litigation department of a well respected West Palm Beach firm and prior thereto, she began her litigation practice at a well known, international Washington, D.C. firm. While Susan is headquartered in Greenberg Traurig's West Palm Beach office, she litigates cases throughout Florida and co-counsels with her partners outside the state, from Los Angeles to New York.

Areas of Concentration

· Business litigation

- Contract and corporate litigation and appeals

- Construction litigation and appeals

- Business torts litigation and appeals

- Real estate litigation and appeals

- Banking litigation and appeals

- Employment litigation and appeals

- Condominium, HOA, POA and Club litigations and appeals

- Bid protests

- Securities litigation and appeals

- Eminent domain litigation and appeals

· Probate, trusts and estates litigation and appeals

- Trustee actions

- Beneficiary actions

- Guardianship proceedings

- Removal of trustees

- Breach of fiduciary duty

- Mismanagement

- Breach of trust

- Undue influence

· Utility litigation

- Public utility litigation and appeals

- Service territory disputes and appeals

- Utility consultation, dispute resolution, legislation and acquisitions

- Annexations and appeals

- Rate litigation

Significant Representations

· Business Litigation

- Represent manufacturers, marketers, not-for-profit corporations, financial institutions, governmental entities and numerous other business entities and individuals in matters involving claims of breach of contract, fraud, breach of fiduciary duty, theft of trade secrets, employment discrimination, conversion, civil theft, ILSA, tortious interference, eminent domain, and other corporate, contractual, real estate and business tort claims.

- Defended service provider under multi-million dollar contract with developer corporations and obtained $7 million judgment on counterclaim, which judgment was upheld on appeal and collected in full.

- Defended innovative technology inventors and investors against multi-million dollar claims of fraud and punitive damages, resulting in judgment on same for defendants.

- Defended developer against class action claim of fraudulent trade practices in connection with its reservation agreements, resulting in judgment of dismissal, which judgment was affirmed on appeal and attorney's fees awarded.

- Enjoined former executives of various client corporations from competing with and using trade secrets of the companies.

- Defended employer against claims of race, age and disability discrimination, resulting in dismissal of action.

- Defended not-for-profit corporation in real estate and contract dispute involving multi-million dollar golf courses and club properties, resulting in settlement by which corporation retained all disputed monies.

- Defended corporation in defeating class action certification.

- Defended not-for-profit corporation in class action contract dispute, resulting in summary judgments against class members.

- Prosecuted bid protest, resulting in reversal of agency's adverse bid decision for award of $43 million construction project.

- Prosecuted wrongful termination claim for chief executive officer, resulting in award for officer.

- Defended bank against multi-million dollar claims arising from losses in investment accounts, resulting in dismissal of action on final summary judgment, which judgment was upheld on appeal.

- Defended country club against claims challenging capital charges and structure, resulting in judgment for defendant.

- Defeated attempt to enjoin vote on club's equity conversion plan.

- Defended ILSA and real estate contract actions, obtaining summary judgments.

- Litigated property owners' eminent domain claims and governmental entities' inverse condemnation and eminent domain proceedings.

- Defended individual in contractual and property dispute involving multi-million dollar land trust, resulting in denial of claim.

· Probate, Trusts and Estates Litigation

- Prosecuted and defended multi-jurisdiction actions for trustee removal, undue influence, breach of fiduciary duty, fraud and breach of contract for high-profile, nine-figure estate, including media and crisis management.

- Prosecuted beneficiary's breach of fiduciary action against trustees involving $5 million marital and testamentary trusts, resulting in settlement by which beneficiary obtained trust funds.

- Prosecuted removal of co-trustee action involving family residuary trust, resulting in temporary and then permanent removal of trustee and judgments, affirmed on appeal, including awards of attorney's fees for trial and appeals.

- Prosecuted and defended petitions to determine incapacity; guardianship proceedings.

- Represented primary beneficiary against personal representatives and professionals for claims of undue influence and improper trust and estate administration, resulting in settlement by which funds were paid over to beneficiary.

- Represented individuals in commercial and dissolution proceedings to interpret various trust instruments.

· Utility Litigation

- Defended and upheld many public utilities' contracts, rate and fee structures, and recouped millions of dollars in unpaid and underpaid utility charges.

- Defended municipal annexation against service territory challenge, upholding annexation.

- Defended municipality's reclaimed water system expansion and service territory, resulting in judgment for defendant defeating challenge.

- Prosecuted and obtained judgment permitting municipal utility to surcharge utility customers.

- Defeated challenge to and appeal of municipal annexation.

- Negotiated and structured more than $250 million in utility acquisitions.

- Represent governmental entities, utilities, and developers in service territory disputes.

- Represented clients and appeared before the Florida Public Service Commission.

- Consult with and assist utilities on legislation, operations and finances.

· Significant Published Decisions

- Developer Reservation Agreements: Zlotnick v. Premier Sales Group, Inc. et al., 431 F.Supp.2d 1290 (S.D. Fla. 2006), affirmed on appeal, 480 F.3d 1281 (11th Cir. 2007)

- Utility Service Areas: City of Auburndale v. Town of Polk City, 898 So. 2d 1101 (Fla. 2d DCA 2005)

Professional & Community Involvement

· Appointed Member, Ad Hoc Committee on Rules and Procedure for the United States District Court, Southern District of Florida, appointed by Chief Judge Moreno by Order dated August 30, 2007

· Board of Directors, Greenberg Traurig Fellowship Foundation

· Admissions Interviewer, Georgetown University, 1999-present

· Pro Bono Liaison, Greenberg Traurig

· Pro Bono Clinics, Palm Beach County, German Ghetto Reparations Program applications for area residents, 2008-2009

· Lawyer-Delegate, U.S. Eleventh Circuit Judicial Conference, 2006

· University of Miami Law Alumni Association

- Director, 2003-2006

- Secretary, 2005-2006

· Judicial Administration and Evaluation Committee, The Florida Bar, 2004-2006

- Vice Chair, 2005-2006

· Judicial Evaluation Committee, The Florida Bar, 1998-2004

· Fee Arbitration Committee, The Florida Bar, 1998-2004

- Vice Chair, 2003-2004

· Client Relations Committee, The Palm Beach County Bar Association, 1998-2000

· Greenberg Traurig Recruiting Committee

· Board of Young Governors, The Governors Club of the Palm Beaches, 1998-2001

· The Florida Bar

· The District of Columbia Bar

· American Bar Association (and Litigation Section)

· Palm Beach County Bar Association

Awards & Recognition

· AV® Peer Review Rated

· Selected by Super Lawyers magazine, 2006-2009

- Selected as one of the Top 50 Female Lawyers in Florida, 2007

· Listed, "Florida Legal Elite," Florida Trend magazine, 2004-2008

· Listed, "Top Lawyers," South Florida Legal Guide, 2009

· Listed "Top Up and Comers," South Florida Legal Guide, 2005

· Listed, "Best of the Bar," South Florida Business Journal, 2003-2004

· Listed, Who's Who in America, 57th edition and 58th edition

· Listed, Who's Who in American Law, 14th edition

· Listed, Who's Who of American Women, 21st edition and 25th edition

· Florida Bar Certificates of Meritorious Public Service, 1998-2004

· Order of Barristers

· The Florida Bar Young Lawyers Division Scholarship Recipient

· State Moot Court Champion, The Florida Bar

Articles, Publications, & Lectures

Articles

· Co-author, "Expansion of a Trustee's Authority May Not Relax the Standard of Care," Estate Planning Magazine, Vol. 29, No. 7, July 2002

Member: The Florida Bar (Member, 2004-2006 and Vice Chair, 2005-2006, Judicial Administration and Evaluation Committee; Member, Judicial Evaluation Committee, 1998-2004; Member, 1998-2004 and Vice Chair, 2003-2004, Fee Arbitration Committee); Palm Beach County Bar Association (Member, Client Relations Committee, 1998-2000); District of Columbia Bar; American Bar Association (Member, Litigation Section).

(Also at West Palm Beach Office). Practice Areas: Litigation; Public Utilities; Public Infrastructure; Hotels, Resorts & Clubs; Labor & Employment.Email: Susan Fleischner Kornspan

Marcia H. Langley (Shareholder) born Philadelphia, Pennsylvania, October 1, 1960; admitted to bar, 1985, Florida. Education: The Wharton School of Business of the University of Pennsylvania (B.S.E., Economics, 1982); University of Miami School of Law (J.D., cum laude, 1985) Associate Editor, University of Miami Inter-American Law Review.

Marcia H. Langley joined Greenberg Traurig's real estate department as a Shareholder in April of 1998 after 7 years at Atlantic Gulf Communities Corporation where she served as Vice President/General Counsel. Prior to Atlantic Gulf, Ms. Langley served as General Counsel and Secretary to the Board of Directors of Gulfstream Housing Corporation, a large real estate development company based in Jacaranda and Tampa Florida.

Areas of Concentration

· Real estate

· Commercial and residential development

· Sales, acquisitions and financing

Significant Representations

· Representation of a real estate development company in a $100 million Working Capital and Term Loan Facility Senior Secured Credit Facility.

· Representation of Seller in sale of Stonybrook Apartments (approx. 400 units) in Boynton Beach, Florida.

· Representation of owner/investors in acquisition and disposition of 1600 unit multi-family portfolio in Hillsborough County, Florida.

· Representation of buyers and sellers in acquisition and sale of multiple office and shopping center properties.

· Representation of developers and home builders in acquisition of large subdivision projects, development and sale of lots and homes.

· Representation of buyers and sellers of multifamily properties.

· Representation of developers in creation and implementation of property owner's associations.

Professional & Community Involvement

· Member, American Corporate Counsel Association

· Member, Wharton Club of South Florida

· Member, The Florida Bar, Real Property, Probate and Trust Law Section

Member: American Corporate Counsel Association; Wharton Club of South Florida; The Florida Bar (Member, Real Property, Probate and Trust Law Section).

(Also at West Palm Beach Office). Practice Areas: Real Estate.Email: Marcia H. Langley

David M. Layman (Shareholder) born Pensacola, Florida, July 28, 1955; admitted to bar, 1980, Florida. Education: University of Florida (B.A., with high honors, 1977); University of Florida Levin College of Law (J.D., with honors, 1979) Chief Tax Editor of the Law Review; Vice President of Florida Blue Key.

David has concentrated his practice in commercial real estate transactions and land use law for over twenty-five years.

Areas of Concentration

· Commercial real estate

· Land use law

Significant Representations

· Purchasers and sellers of billions of dollars of commercial properties.

· Developers of condominium projects, including the ultra-luxury Il Lugano, in Palm Beach, Florida.

· National banks in over a billion dollars of commercial real estate loans; including the closing of a $145 million development and construction loan for a national bank on a large residential resort development in Palm Beach County.

· Represented the purchaser of numerous resorts and hotels, including the Holiday Isle Resort in the Florida Keys; and the historic Georgian Terrace Hotel in Atlanta, Georgia.

· Represented CSC Union Square Ltd. in a $58 million refinancing of the Union Square apartment complex in Palm Beach Gardens with Deutsche Bank Mortgage Capital.

· Involved in the purchase of a regional mall with a price of over $200 million.

· Represented national banks in environmental matters, including the removal of underground storage tanks, clean-up of contaminated soil, and financial reimbursement from the State of Florida.

· Buyers and sellers of multi-million dollar homes.

· Owners of various projects in land use and zoning matters before local and state governments, obtaining a binding determination that two projects that were not DRIs.

· Parties to construction contracts, including the owner of a $19 million office tower.

· A large landowner in all office, industrial and warehouse leasing in Palm Beach and Broward Counties.

· A national bank in a successful property tax appeal, in which the assessment of property was reduced from almost $8 million to approximately $100,000.

· The City of West Palm Beach in drafting its Concurrency Management Ordinance.

· Various landowners in condemnation matters.

Professional & Community Involvement

· President, Palm Beach County Bar Association, Young Lawyers Section

· Member, Board of Governors of The Florida Bar's Young Lawyers Division.

· President, The Children's Place at Home Safe, Inc.; a facility which provides housing and centralized intervention services for children who are the victims of sexual and physical abuse

· Member, Board of Directors of St. George's Homeless Center, Rivera Beach, Florida

· President, Palm Beach County Planning Congress

· Member, Board of Directors, South Florida Science Museum

· Junior Warden and Vestry (governing board) Member, Holy Trinity Episcopal Church, West Palm Beach

· Vice President, Board of Directors of the Ronald McDonald House of Jacksonville

· Member, Board of Directors of the Cultural Council of Greater Jacksonville

Awards & Recognition

· Recipient of Palm Beach County Legal Aid Society's 2008 Pro Bono Award for Nonprofit Law

· Listed, Legal 500 US, 2008 edition

· Recognized as one of "South Florida's Top Dealmakers of the Year in Finance," Daily Business Review, 2005

· Listed, Leading American Attorneys

· Listed, Who's Who in America

· Listed, Who's Who in American Law

· Listed, Who's Who in the South and Southwest

Articles, Publications, & Lectures

Articles

· Author, "Concurrency and Moratoria," 71 Florida Bar Journal 49, January 1997

· Author, "Limited Casinos Fails? Who Needs the Voters!," The Gaming Lawyer, Summer, 1995

· Author, "Compromise to Avoid Disputes on Construction Projects," Jacksonville Business Journal, Commercial Real Estate, November 3, 1995

· Author, "Tenants Need Help to Negotiate a Lease," Jacksonville Business Journal, Commercial Real Estate, May 12, 1995

· Author, "With a Little Help, Appealing a Tax Assessment is Simple," Jacksonville Business Journal, July 2, 1993

· Author, "Legal Pitfalls to Avoid in Building Contracts," Area Development Sites, & Facility Planning, January, 1989

· Author, "Legal Pitfalls to Avoid in Building Contracts," Building Industry News, August, 1987

· Author, "Building Contract is Study in Compromise,"South Florida Business Journal, August 3, 1987

· Author, "Spot Zoning: Defining an Often-Abused Term," 56 Florida Bar Journal 740, October, 1982

· Author, "A Practitioner's Guide To Consistency Problems Resulting From The Local Government Comprehensive Planning Act of 1975," 55 Florida Bar Journal 803, December, 1981

· Co-author, "Waiting for the Go: Concurrency, Takings and the Property Rights Act," Vol. 20, No. 2, Nova Law Review Winter, 1996

· Co-author, "Spot Zoning, Contract Zoning, and Conditional Zoning," CLE of The Florida Bar, 2nd Ed., 1994

· Co-author, "Spot Zoning, Contract Zoning, and Conditional Zoning," CLE of The Florida Bar, 1987

· Co-author, "Local Government Plan Consistency and Citizen Standing; Renard in the Chicken Coop?" Journal of Land Use and Environmental Law 127, Vol. 1, No. 2, Spring, 1985

· Co-author, "Purposes and Limitations of Zoning," CLE of The Florida Bar, 1982; and "Planned Unit Developments," CLE of The Florida Bar, 1982

Lectures

· Co-Chair, Real Estate Restructuring Seminar, CLE International, Orlando, Florida, March, 2009

· Lecturer for The Florida Bar and others on the topics of land use law and real estate law

Member: Palm Beach County Bar Association (President, Young Lawyers Section); The Florida Bar (Member, Board of Governors, Young Lawyers Division).

(Also at West Palm Beach Office). Practice Areas: Real Estate; Financial Institutions.Email: David M. Layman

Pamela Sherman Linden (Shareholder) born Steubenville, Ohio, March 10, 1975; admitted to bar, 2000, Florida. Education: University of Florida (B.A., Political Science, with honors, 1997) Chairwoman, J. Wayne Reitz Union Board of Managers; President, UF Panhellenic Council; President, Alpha Omicron Pi International Sorority; University of Florida Hall of Fame, Inductee; Omicron Delta Kappa Honor Society; Dean's List; University of Florida Levin College of Law (J.D., with honors, 2000) Honors: Legal Research Writing; Appellate Advocacy; Teaching Assistant, Appellate Advocacy; Teaching Assistant, Legal Research and Writing; Board of Masters, UF Student Government Judicial Court; Associate Attorney General, UF/SG Student Honor Court; Chief of Staff, UF Student Government; Director of Women's Affairs Cabinet; Florida Blue Key: Executive Board Member; Associate Coordinator of Divisions; UF Athletic Association: Student Member, Intercollegiate Athletic Committee.

Areas of Concentration

· Real estate transactions

Professional & Community Involvement

· Member, Palm Beach County Bar Association

· Member, Florida Bar Association, EASLS Section

· Member, Legal Aid Society Pro-Bono Recognition Evening

· Volunteer Mentor, Palm Beach County Schools HOSTS Program

Awards & Recognition

· Selected by Super Lawyers magazine as a Rising Star, 2009

Member: Palm Beach County Bar Association; The Florida Bar (Member, EASLS Section).

(Also at West Palm Beach Office). Practice Areas: Real Estate.Email: Pamela Sherman Linden

Alfred J. Malefatto (Shareholder) born Brooklyn, New York, 1953; admitted to bar, 1980, Florida; U.S. Court of Appeals, Eleventh Circuit; U.S. District Court for the Middle District of Florida; U.S. District Court for the Northern District of Florida; U.S. District Court for the Southern District of Florida. Education: New York University (B.A., 1975); University of Florida Levin College of Law (J.D., 1979).

Al has been practicing environmental, land use and administrative law in Florida since 1980. He represents Fortune 500 companies, developers, small businesses, and local governments in a variety of environmental permitting, enforcement and transactional matters, and in all manners of Florida land use proceedings. He leverages his in-depth knowledge and broad experience to keep clients up to date on regulatory trends before regulations are adopted and counsels clients when environmental issues arise. Al is intimately familiar with all aspects of environmental permitting and land development entitlements, and has handled a broad range of projects and activities, including condominium marina and mixed-use developments, brownfields redevelopment, land use and environmental approvals for utility plants, contaminated property remediation and the defense of enforcement actions by local, state and federal governmental agencies. He also guides clients involved in corporate and real estate transactions through necessary and important due diligence evaluations. He is a recognized leader in the field of environmental law with a Martindale-Hubbell AV® Peer Review Rating and is listed in Best Lawyers in America, Florida Super Lawyers, and every edition of Chambers & Partners USA Guide since its inception in 2003.

Areas of Concentration

· Environmental law

· Land use and zoning law

· Administrative and governmental law

Significant Representations

· Successfully represented major energy company in obtaining land use and environmental approvals for two electric generation facilities.

· Obtained numerous environmental and land use approvals for a luxury assisted living facility constructed at former landfill site.

· Oversaw environmental remediation and redevelopment of hi-tech manufacturing facility to a mixed-use office and commercial park.

· Negotiated a development agreement for a 2 million square foot regional shopping mall.

· Obtained land use approvals for luxury condo development, Palm Beach Gardens, FL.

· Successfully defended amendments to City of Riviera Beach's Comprehensive Plan necessary for major redevelopment of the City's waterfront.

· Assisted in obtaining environmental permits for construction of vital roadway link in Central Florida.

· Negotiated favorable settlements with Florida Department of Environmental Protection in enforcement actions involving wastewater treatment facilities.

Professional & Community Involvement

· President, The Forum Club of the Palm Beaches, 2007-2008
- Board Member, 2000-2003, 2004-present

· Member, Executive Council, Environmental and Land Use Law Section of The Florida Bar, 1985-1993; served as Section Chairman from 1991-1992

· Gubernatorial Appointee, Board of Treasure Coast Regional Planning Council, 1984-1986

· President and Board Member, Friends of the Gale Academy of Environmental Science and Technology, Inc. (Forest Hill H.S., West Palm Beach)

· Board Member, Grassy Waters Preserve, West Palm Beach

Awards & Recognition

· Listed, Best Lawyers in America, 2006-2010

· Listed, Chambers & Partners USA Guide, an annual listing of the leading business lawyers and law firms in the world, 2003-2009, every edition

· Listed, Environment, Who's Who Legal: Florida 2008

· Selected by Super Lawyers magazine, 2007-2009

· AV® Peer Review Rated

Previous Employment

· Assistant General Counsel, Florida Department of Environmental Regulation

· Regional Planning Council, Treasure

Member: The Florida Bar (Section Chairman, 1991-1992 and Member, 1985-1993, Executive Council, Environmental and Land Use Law Section).

Practice Areas: Environmental; Land Development; Energy & Natural Resources; Governmental Affairs.Email: Alfred J. Malefatto

Craig T. McClung (Shareholder) born Middletown, Ohio, 1959; admitted to bar, 1984, Ohio; 1990, Florida. Education: The Ohio State University (B.A., 1981); The Ohio State University Moritz College of Law (J.D., with honors, 1984) Order of the Coif; University of Miami School of Law (LL.M., Estate Planning, 1990).

Craig's legal practice involves all aspects of personal wealth and business planning for domestic and international clients, including tax planning, business structuring and estate planning. A substantial portion of Craig's practice involves advanced planning techniques for the preservation of individual wealth and business capital.

Areas of Concentration

· Personal wealth and business planning

· Domestic and international tax planning

· Business structuring

· Estate planning

Articles, Publications, & Lectures

Articles

· Co-author, "Beyond the Basic SUPERFREEZE," discussing advanced tax planning alternatives for "freezing" the taxable value of an individual's wealth, Taxes magazine, January 1997

· National legal columnist, Daily Racing Form, 1993 - 1996; writing a monthly column about legal issues for horse owners

Lectures

· Lectured throughout the United States about estate planning, business planning and capital acquisition for persons involved in Thoroughbred racing industry

(Also at West Palm Beach Office). Practice Areas: Tax; Trusts & Estates; Wealth Management.Email: Craig T. McClung

Stephen A. Mendelsohn (Shareholder) born New York, N.Y., December 30, 1958; admitted to bar, 1984, New York; 1990, Florida; U.S. Court of Appeals for the District of Columbia Circuit; U.S. Court of Appeals, Eleventh Circuit; U.S. Court of Appeals, Second Circuit; U.S. District Court for the Eastern District of New York; U.S. District Court for the Middle District of Florida; U.S. District Court for the Northern District of New York; U.S. District Court for the Southern District of Florida; U.S. District Court for the Southern District of New York. Education: Colgate University (B.A., cum laude, 1980); Hofstra University School of Law (J.D., 1983) Articles Editor, Labor Law Journal.

Stephen Mendelsohn concentrates his practice on all aspects of commercial litigation through trial and appeal. Stephen counsels employers in all aspects of the employment relationship including contracts, terminations, non-competes, trade secrets, and discrimination cases. He also concentrates on employment issues in colleges, universities and private schools. He represents corporate clients in finance, sales, acquisition, and in the creation of hedge funds and private placements. Previously, Stephen served as an Assistant Attorney General for the New York State Department of Law.

Areas of Concentration

· Commercial litigation

· Securities litigation

· Employment and education law

· Construction law

· Corporate law

Significant Representations

· Successfully represented bank in merger and acquisition litigation.

· Successfully defended New York State and private employers in numerous Title VII and other employment cases.

· Represented Yonkers, N.Y. Teachers Union in school desegregation case.

· Defended State of New York in landmark case concerning the care of the mentally retarded.

· Defended State of New York in class action cases concerning state-wide prison conditions.

· Successfully defended numerous securities broker-dealers and registered representatives before the NASD and NYSE.

· Created numerous hedge funds and commodity pools.

· Advised colleges and universities in connection with tenure, leaves of absence, termination, student aid, student discipline, and state and federal regulatory compliance.

· Represented bank in initial public offering of stock and private placements of securities.

Professional & Community Involvement

· Member, New York State Bar Association

· Member, The Florida Bar Association

· Chair, Jewish Community Relations Council

· Assistant Secretary, Jewish Federation, South Palm Beach County, Florida

Awards & Recognition

· James and Marjorie Baer Outstanding Leadership Award, Jewish Federation, South Palm Beach County, 2002

Other Experience

· Assistant Attorney General, State of New York

· Former Special Assistant Attorney General, Commonwealth of Massachusetts

· Former Special Assistant Attorney General, State of Connecticut

Articles, Publications, & Lectures

Articles

· Co-author, "The Impact of Bankruptcy on Dissolution of Marriage in Florida", 1997

· Author, "Excessive Use of Force: Seeking Redress For Constitutional Violations," The Florida Bar Journal, Vol. LXVI, No. 1, The Florida Bar, January 1992

Member: New York State Bar Association; The Florida Bar; Jewish Federation (Assistant Secretary, South Palm Beach County, Florida Chapter).

(Also at West Palm Beach Office). Languages: French; Spanish. Practice Areas: Litigation; Financial Institutions; Government Litigation.Email: Stephen A. Mendelsohn

Teresa J. Moore (Shareholder) admitted to bar, 1992, Florida. Education: University of Florida (B.S., Interdisciplinary Engineering Studies, 1983); University of Florida (B.S., Engineering Science, 1984); The Ohio State University (M.S., Civil Engineering, 1986); University of Miami School of Law (J.D., 1991).

Areas of Concentration

· Transportation

· Governmental and administrative law, including procurement and construction law

· Liquor license law

· Environmental and land use law

· Zoning

Significant Representations

· Serves as General Counsel of the South Florida Regional Transportation authority, a statutorily-created entity which currently operates a commuter rail service in South Florida

· Actively involved in the Firm's representation as General Counsel of the Miami-Dade Expressway Authority, a statutorily-created entity which controls the major toll roads in Miami-Dade County.

· Represents clients in obtaining alcoholic beverage licenses, as well as associated permits and licenses

· Represents governmental clients on administrative law issues, both general and transportation and construction-related, including procurements, inter-local agreements and legislative amendments.

· Represents residential and commercial developers, utilities, local governments, and special districts on matters involving land use, environmental and planning issues, including wetlands, groundwater, contamination, zoning, and permitting

· Serves as General Counsel to the Winston Trails Community Development District (East).

· Represents clients in environmental and land use litigation, both at the lower and appellate levels.

· Formerly served as Compliance Counsel to American Bankers Insurance Group, advising on the insurance laws in 50 states. Also participated in legislative and regulatory lobbying efforts.

· Prior to that, served as an engineer with the Florida Department of Transportation.

Professional & Community Involvement

· The Florida Bar (Environmental and Land Use Law Section)

· Palm Beach County Bar Association

· American Bar Association

· Leadership Palm Beach County (member of the Board 2000-2003, Secretary, 2002-2003)

· Palm Beach County Planning Congress

Member: The Florida Bar (Member, Environmental and Land Use Law Section); Palm Beach County Bar Association; American Bar Association.

(Also at West Palm Beach Office). Practice Areas: Environmental; Hotels, Resorts & Clubs; Energy & Natural Resources; Transportation.Email: Teresa J. Moore

Ned R. Nashban (Shareholder) born Milwaukee, Wisconsin; admitted to bar, 1973, Wisconsin; 1987, Florida; U.S. District Court for the Eastern District of Wisconsin; U.S. District Court for the Middle District of Florida; U.S. District Court for the Southern District of Florida; U.S. District Court for the Western District of Wisconsin; Supreme Court of the United States. Education: University of Wisconsin Law School (J.D., 1973).

Ned Nashban is a litigation shareholder with a global practice in the areas of business law, commercial litigation, bankruptcy/creditor's rights, and problem loan workouts. In more than 30 years of practice and advising businesses and financial institutions, he has become familiar with all kinds of industries. Ned has full-practice licenses in the states of Florida and Wisconsin and has been granted limited admission to practice in cases in many other jurisdictions through the United States. He works with clients worldwide, including clients from the United Kingdom, Brazil, Mexico, Canada, and China.

Areas of Concentration

· Prosecuting or defending litigation in or related to bankruptcy cases, including preference claims, fraudulent transfer claims, and non-dischargeability litigation

· Representation of purchasers of assets out of bankruptcy estates

· Commercial litigation of various business disputes

Significant Representations

· Representation of secured and unsecured creditors in reorganization proceedings and related litigation.

· Representation of investors in a publicly traded retirement facility operation with claims of fraud and misrepresentation.

· Litigation of general contract and ownership disputes on behalf of a variety of persons and corporations.

· Representation of purchasers of assets out of bankruptcy estates.

· Prosecuting or defending litigation in or related to bankruptcy cases, including preference claims, fraudulent transfer claims, declaratory judgment claims, contract-related business litigation and non-dischargeability litigation.

· Contacts with major turnaround specialists, accountants and other attorneys and consultants in various industries. Substantial experience with purchasing assets out-of-bankruptcy proceedings.

Professional & Community Involvement

· Member, National Board of Directors, Development Corporation for Israel

· Member, American Bar Association

· Member, Milwaukee Bar Association, Bankruptcy Law, Real Property, Probate and Trust Law Sections

· Member, State Bar of Wisconsin

· Member, The Florida Bar

· Member, Commercial Law League of America

· Member, Bankruptcy Bar of South Florida

· Member, Palm Beach County Bar Association

· Chairman, South Palm Beach County State of Israel Bonds

· Member, North American Jewish Forum and Israel Forum

· Member, National Campaign Cabinet, State of Israel Bonds

Member: Development Corporation for Israel (Member, National Board of Directors); American Bar Association; Milwaukee Bar Association (Member, Bankruptcy Law, Real Property, Probate and Trust Law Sections); State Bar of Wisconsin; The Florida Bar; Commercial Law League of America; Bankruptcy Bar of South Florida; Palm Beach County Bar Association; South Palm Beach County State of Israel Bonds (Chairman); North American Jewish Forum and Israel Forum; State of Israel Bonds (Member, National Campaign Cabinet).

(Also at West Palm Beach Office). Practice Areas: Litigation; Business Reorganization & Bankruptcy.Email: Ned R. Nashban

Alan H. Pleskow (Co-Chair Real Estate Finance Practice Group) born 1958; admitted to bar, 1986, New York; 2003, Florida. Education: State University of New York at Buffalo (B.A., cum laude, 1980); State University of New York at Buffalo Law School (J.D., 1985).

Alan H. Pleskow focuses his practice on real estate and financial institution matters, representing domestic and foreign lenders, borrowers, investors, developers, landlords, and tenants. Prior to joining the firm, Alan served as head of the real estate finance group in the New York City office of a Boston-based law firm. Alan is also a co-founder and principal of PKMI, Inc., a manufacturer of medical devices and Zavee, LLC, a third party manager of loyalty and reward programs.

Areas of Concentration

· Construction, permanent, mezzanine, bridge and conduit loan financings

· Preferred equity transactions

· Forward commitments

· Loan workouts and restructures

· Loan enforcement and bankruptcy reorganizations

· Loan syndications and participations and loan and portfolio sales and acquisitions

· Letters of credit

· Hotels and golf courses

· Sales and acquisitions of commercial real estate

· Leasing

· Joint ventures

· Asset based lending

Significant Representations

· Represented an institutional lender in connection with the issuance and funding of a $200 million forward commitment relating to the construction of up to fifteen assisted living facilities to be located throughout the country.

· Represented an institutional lender in connection with a $425 million financing of a "land banker."

· Represented an institutional lender in connection with a credit facility in the aggregate amount of $200 million relating to the acquisition of "fixed based operations" and airline charter companies to be located throughout the country.

· Represented an institutional lender in connection with a $195 million acquisition and renovation loan relating to an office building located in Boston.

· Represented a pension fund in connection with the development and construction of two mixed-use projects located in New York City involving an aggregate cost of $115 million and supported by New York State Housing Finance Agency bonds.

· Represented a real estate company in connection with the acquisition, construction and financing of a large condominium project located in New York City. In addition, represented the company in connection with certain "TIC" matters relevant to the transaction.

· Represented an institutional lender in connection with a credit facility in the aggregate amount of $200 million secured by hotels located throughout the country.

· Represented a REIT in connection with the acquisition of a large medical office building located in New York City.

· Represented a bank in connection with construction loans in the aggregate amount of $250 million to construct a hotel, office building and retail project in San Francisco.

· Represented a bank in connection with a $120 million loan secured by over 100 properties located throughout the country.

· Represented an institution lender in connection with credit facilities in the aggregate amount of $300 million relating to the acquisition of single credit tenant occupied buildings.

· Represented an investor in the acquisition and subsequent sale of a landmark building located on Wall Street in New York City.

· Represented an institutional lender in connection with the issuance of a $100 million forward commitment relating to the construction of a condominium project in Florida.

· Represented an institutional lender in connection with the $40 million restoration financing of a "vertical mall" located in New York City and in connection with the subsequent bankruptcy reorganization of the owner of the project.

· Represented an institutional investor in the acquisition and development of 2,700 acres of land in Texas.

· Represented an institutional lender in connection with the financing for the acquisition and development of eight golf courses located throughout the country.

· Represented an institutional lender in connection with a $200 million credit default swap.

· Represented a real estate company in connection with the acquisition of an 1,100 room hotel.

· Represented a public real estate company in connection with its merger with another public real estate company.

· Represented an institutional investor in connection with the $1.3 billion acquisition of an office building located in New York City.

· Represented a hotel company in connection with the acquisition of a hotel from a bankrupt entity pursuant to a "363 sale."

Professional & Community Involvement

· Member, New York State Bar Association

Awards & Recognition

· Listed, Florida: Transactions & Finance, The Legal 500 US: Volume IV

Member: New York State Bar Association.

(Also at New York, N.Y. and West Palm Beach Offices). Practice Areas: Real Estate; Financial Institutions.Email: Alan H. Pleskow

Bruce C. Rosetto (Shareholder) born Ridgewood, New Jersey, 1958; admitted to bar, 1982, New Jersey; 1994, Florida. Education: LaSalle University (B.A., 1979); Villanova University School of Law (J.D., 1982).

Bruce C. Rosetto represents private and public companies, private equity funds, investment banks and banks. His practice focuses on entrepreneurs and small to middle market public companies throughout the United States in a variety of industries, including life sciences, bio-tech, banking, environmental, manufacturers, technology, entertainment and many others. He frequently counsels clients in the following areas:

Areas of Concentration

· Mergers & acquisitions

· Corporate finance

· General corporate transactional work

· Corporate governance

· Debt and equity financings

· Securities

· Investment banking

· Broker/Dealer regulation

· Intellectual property and licensing

· Employment law

· Banking

· Real estate transactions

Significant Representations

· $10 million acquisition of environmental company.

· $50 million SPAC offering.

· $15 million asset sale for entertainment company.

· $1.2 million private placement offering for medical diagnostic company.

· $36 million private placement offering for bank.

· $40 million bank merger.

· $18 million firm commitment secondary offering.

· $5 million offering for home products company.

· $5 million offering for homeland security company.

· $4 million private placement for computer electronics firm.

· $17 million asset purchase of real estate portfolio.

· $9.4 million private placement for real estate fund.

· *The above representations were handled by Mr. Rosetto prior to joining Greenberg Traurig.

Professional & Community Involvement

· Vice Chairman and Director, Enterprise Development Corporation

· Member, Association for Corporate Growth

· Member, Florida Venture Forum

· Member, Gold Coast Venture Capital Association

· Member, Business Advisory Council of Florida Atlantic University

Awards & Recognition

· Finalist, Inc. Magazine's Entrepreneur of the Year Award, 1991

Other Experience

· Chairman and CEO of venture backed environmental company

· Executive Vice President and General Counsel for NASDAQ NMS public company in manufacturing industry

Member: Association for Corporate Growth; Florida Venture Forum; Gold Coast Venture Capital Association.

Practice Areas: Corporate & Securities.Email: Bruce C. Rosetto

Stephen D. Sanford (Shareholder) born New York, N.Y., January 19, 1951; admitted to bar, 1983, New York; 1987, Florida. Education: State University of New York College at Old Westbury (B.A.); St. John's University School of Law (J.D.).

Stephen D. Sanford started his legal career with Mudge Rose Guthrie Alexander & Ferdon in New York City in 1982, specializing in public finance. He joined Greenberg Traurig, P.A. in West Palm Beach, Florida in 1994. Since he began his career, he has represented all of the various participants in a wide variety of municipal transactions.

Areas of Concentration

· Public finance

· Letter of credit

· Workout transactions

Significant Representations

· Represents many major Florida issuers of municipal debt including Palm Beach County, Manatee County and Boca Raton, as well as many community development districts, community redevelopment agencies and local housing finance authorities

· Represents underwriters, credit enhancers, trustees and developers in connection with municipal bonds, including Goldman Sachs, Smith Barney, Raymond James, U.S. Bank, Wells Fargo Bank, Commerce Bank and Lennar Homes

Professional & Community Involvement

· Member, Local Government Law Section, The Florida Bar

· Member, Local Government Finance Officers Association and the Association of Local Housing Finance Agencies

Awards & Recognition

· Listed, Best Lawyers in America, 2010

Member: The Florida Bar (Member, Local Government Law Section); Local Government Finance Officers Association and the Association of Local Housing Finance Agencies.

(Also at West Palm Beach Office). Practice Areas: Public Finance; Financial Institutions.Email: Stephen D. Sanford

Marc I. Sinensky (Shareholder) born Brooklyn, New York, November 11, 1949; admitted to bar, 1978, New York; 1979, District of Columbia; 1989, Florida. Education: State University of New York College at Oneonta (B.A., 1971); Syracuse University College of Law (J.D., 1977); Syracuse University (M.B.A., 1977).

Marc Sinensky has over thirty years experience specializing in all types of business transactions and real estate transactions. His practice is focused on complex real estate, corporate and business transactions, including, complex commercial litigation.

Areas of Concentration

· Real estate

· Corporate

· Financing

· Complex commercial litigation

Significant Representations

· Real Estate

- Represented purchaser in connection with the acquisition of vacant land in Orlando, Florida for the purpose of developing a hotel/hotel condominium.

- Represented purchaser in connection with the acquisition of two high rise office buildings known as the MONY Towers in Syracuse, New York, which were subject to long-term credit tenant leases.

- Represented purchaser in connection with purchase of land remainder interests with respect to eleven Kroger supermarkets located in Georgia, Tennessee, and Kentucky.

- Represented purchaser in connection with the acquisition of remainder interest in land with respect to Nestle’s distribution center, Mira Loma, California.

- Represented purchaser in connection with the acquisition and financing of the El Paso natural gas headquarters building in El Paso, Texas which was subject to a long term credit tenant net lease.

- Represented seller in connection with the sale of the El Paso natural gas headquarters building in El Paso, Texas which was subject to a long term credit tenant net lease.

- Represented purchaser in connection with the acquisition and financing of five retail properties leased to Circuit City subject to long term credit tenant net leases located in the midwest and eastern United States.

- Represented seller in connection with the sale of five retail properties leased to Circuit City subject to long term credit tenant net leases located in the midwest and eastern United States.

- Represented purchaser in connection with the acquisition and financing of ten Wal-Mart facilities which were subject to long term credit tenant leases located in the eastern and midwestern United States.

- Represented seller in connection with the sale of ten Wal-Mart facilities which were subject to long term credit tenant leases located in the eastern and midwestern United States.

- Represented purchaser in connection with the acquisition and financing of a Bank of Washington office building located in Spokane, Washington, subject to a long term credit tenant net lease.

- Represented purchaser/lessor in connection with the acquisition and development of an ethanol plant located in Evans, Colorado.

- Represented seller in connection with the sale of a Bank of Washington office building located in Spokane, Washington, subject to a long term credit tenant net lease.

- Represented purchaser in connection with the acquisition of a 49% interest in the US West office buildings located in Phoenix and Tucson, Arizona.

- Represented seller in connection with the sale of a 49% interest in the US West office buildings located in Phoenix and Tucson, Arizona.

- Represented purchaser in connection with the acquisition and financing of three service operating centers leased to US West subject to long term credit tenant leases located in Colorado and Arizona.

- Represented seller in connection with the sale of three service operating centers leased to US West subject to long term credit tenant leases located in Colorado and Arizona.

- Represented purchaser in connection with the acquisition and then sale of a shopping center located in Boca Raton, FL.

- Represented purchaser in connection with a 45,000 square foot office building located in Fort Lauderdale, FL.

- Represented purchaser in connection with the acquisition, financing and leasing of a 100,000 square foot office building in Santa Monica, California.

- Represented seller in connection with the sale of a 100,000 square foot office building in Santa Monica, California.

- Represented purchaser in connection with the acquisition, financing, syndication and leasing of a portfolio of eleven apartment complexes located in Houston, Texas.

- Represented developer/lessee in connection with the long term lease and development of ocean front property in the City of Riviera Beach.

- Represented purchaser in connection with the acquisition, syndication and leasing of a portfolio of seven apartment complexes located in Memphis, Tennessee.

- Represented Seller in connection with the sale of an office/apartment house in New York City.

- Represented purchaser and sellers in connection with the acquisition, financing, leasing and sale of numerous and various apartment complexes, shopping centers and office building located throughout the eastern, southern and southwestern portions of the United States.

- Represented owner in connection with the remediation of building located in Boca Raton, Florida, that was the subject of an anthrax attack.

- Represented purchaser in connection with the acquisition of the former Bethlehem Steel headquarter complex in Bethlehem Pennsylvania.

- Represented purchaser in connection with the acquisition of land located in Nazareth, Pennsylvania.

- Represented seller in connection with the sale of poultry litter fired power plant in Benson, Minnesota.

- Represented purchaser in connection with the acquisition and financing of poultry litter fired power plant in Benson, Minnesota.

- Represented purchaser in connection with the acquisition of a 175,000 square foot office/storage/warehouse facility with Niagara Mohawk Power Corp.

- Represented seller in connection with the sale of a 175,000 square foot office/storage/warehouse facility with Niagara Mohawk Power Corp.

· Corporate

- Represented numerous entities in connection with their formation, including without limitation, in connection with negotiating and drafting partnership agreements, operation agreements, shareholder agreements, buy sell agreements and all other forms of organizational documents.

- Represented investor in connection with the acquisition of interests in a nationwide retail shoe store company.

- Represented clients in all phases with respect to the organization and growth of businesses, including organizational structure, employment agreements, covenants not to compete, confidentiality agreements, distribution agreements and other material agreements related to the operation of such entities.

- Represented parties in connection with the unwinding and disentanglement of failed partnerships, limited liability companies and corporations.

- Represented various entities in connection with mergers, acquisitions and sales, including the structuring of such transactions, the negotiation and drafting of the transaction documents and the closing of such transactions.

- Represented the seller in connection with the sale of a multi-state insurance brokerage firm with offices in New York, New Jersey and Florida.

- Represented Seller in connection with the sale of an insurance company located in New York.

- Represented Seller in connection with the sale of an online credit processing company located in the State of Florida.

- Represented Purchaser in connection with the acquisition of a fitness center located in Florida.

- Represented founder in connection with the organization and operation of a piano bar.

- Represented founders in connection with the organization and growth of an international transcription service business; the company was based in Florida and the transcription services were performed in India.

- Represented investors in connection with the evaluation, structuring and acquisition of interests in public and privately held companies, including professional sport franchises (major league baseball, national football league and national hockey league teams). Some of these representations included the negotiation of the stadium lease.

· Complex Commercial Litigation

- Represented parties to purchase and sale agreements with respect to litigation arising out of such agreements.

- Represented lenders in connection with foreclosures.

- Represented parties to joint venture agreements with respect to litigation arising out of such agreements.

- Represented parties to letters of intent with respect to litigation arising out of such letters of intent.

- Represented parties to partnership agreements with respect to litigation arising out of such partnership agreements.

- Represented owners in connection with litigation against brokers with respect to breach of brokerage agreements and breach of fiduciary duty.

- Represented parties to business contracts in connection with breaches and litigation arising out of such contracts.

Articles, Publications, & Lectures

Articles

· Author, "Sale-Leasebacks: The Timing is Ripe," Florida Real Estate Journal, May 1-15, 2001

· Author, "Sale-Leasebacks," GT Review, 2001

(Also at West Palm Beach Office). Practice Areas: Corporate & Securities; Real Estate; Litigation; Structured Finance & Derivatives; Technology, Media & Telecommunications; Financial Institutions.Email: Marc I. Sinensky

Barry A. Weiss (Shareholder) born Hempstead, New York, 1956; admitted to bar, 1984, California; 2001, Florida; U.S. District Court for the Northern District of California. Education: Cornell University (B.S., 1978); Cornell Law School (J.D., 1982).

Barry A. Weiss focuses his practice on US and international mergers and acquisitions, joint ventures and commercial development and project finance transactions. He represents developers, lenders, equity investors and others in acquisitions and divestitures and in the development and financing of energy, infrastructure and other projects, and counsels companies worldwide on project agreements, including joint ventures and partnership arrangements, development and concession agreements, power purchase and other off-take agreements, construction contracts, operation and maintenance agreements, fuel supply agreements, management agreements and related contracts and international business transactions.

Mr. Weiss has been involved in more than US$8 billion in complex financings and acquisitions in Asia, Australia, Europe, India, Latin America and the United States. He previously served as general counsel to two leading independent power companies in the United States, including their international operations.

Areas of Concentration

· Joint Ventures

· Mergers & Acquisitions

· Corporate Partnership

· Project Finance

· Energy

· Utilities

· Cross-Border Transactions

· Construction

Significant Representations

· Merger and Acquisition and General Corporate Transactions*

- Represented purchaser in acquisition of SSM Coal B.V.

- Represented purchaser in $600 million acquisition of Great Lakes Carbon

- Represented purchaser in $120 million acquisition of Applied Industrial Materials Corporation from Walter Industries

- Represented seller in divestiture of international terminal and services business

- Represented seller in divestiture of metals business to an international buyer

- Represented sellers of Brazil / Mexico internet advertising business to Yahoo!

- Represented purchaser in acquisition of HVAC distribution business in Florida and Mexico and in acquisition of gate business

- Represented sponsor in connection with establishment of operations and development of coal storage and terminal facility in Brazil

- Represented Save-A-Lot in international business expansion

- Represented winning bidder in $1.5 billion privatization of Victorian electric distribution company (Citipower); financing of purchase, including issuance of off-shore debt and equity (Australia)

- Represented sponsor (Entergy) in structuring of $500 million capital (equity) fund for use in privatization investments (Australia)

- Represented sponsor (Entergy) in structuring and documenting $250 million Asian investment fund for planned acquisitions (Hong Kong)

- Represented bidder (Entergy) in $1.2 billion privatization of Victorian gas distribution companies (Australia)

- Represented participant in establishment of joint venture in Kuwait to produce / market calcined petroleum coke

- Represented seller (FPLE) in sale of 20 MW wood-fired electric generating facility in Maine to Canadian buyer (Boralex)

- Represented owner (FPLE) in sale of 80 MW waste-wood project in Virginia (Multitrade)

- Represented owner (FPLE) in divestiture of hydro-electric portfolio (Maine)

- Represented owners (LG&E) in divestiture of biomass projects (West Enfield, Jonesboro, Maine) (90 MW)

- Represented purchaser (LG&E) of limited partner interests in 100 MW of wind projects (California)

- Represented purchaser in $600 million acquisition of Great Lakes Carbon

- Represented developer (LG&E) in connection with potential acquisitions and investments in wind turbine companies (California/Texas)

- Represented bidder (Newport Generation) in analysis of bid for purchase of interest in El Paso's portfolio of California projects

- Represented sponsor (LG&E) in sales to limited partners of interests in coal-fired projects (Southampton, Altavista, Hopewell, Virginia) (210 MW)

- Represented bidder (LG&E) in analysis and preparation of bid for acquisition of several IPP companies (Hydra Co; J. Makowski)

- Represented bidder (Campbell Soup) in bid to acquire Bumble Bee Seafood

- Represented Sutro & Co. in sale of securities business to John Hancock Insurance

- Represented LBO sponsor in connection with leveraged buy-outs, including financing of Levi Strauss & Co.

- Represented Latchford Glass in connection with acquisition by Vitro S.A. (Mexico)

- Represented founder and Chairman Al Duffield in connection with financing and sale of shares in PeopleSoft

- Represented Dillingham Corporation in sale of rock quarries to Dutra & Co. and in corporate restructuring

- Represented purchaser in $120 million acquisition of Applied Industrial Materials Corporation from Walter Industries

- Represented technology sponsor in research and development joint venture with Gas Research Institute

- Represented US Steel Credit in aircraft financings

- Represented California Business Interiors in sale of Steelcase distribution business

- Represented Hadson Power in sale of company to LG&E

- Represented Clothestime and Cost-Plus Markets in store acquisitions and in numerous securities filings and corporate governance matters

- Represented buy-out fund in potential acquisition of Viking Office Products and CompCare

- Represented Republic Supply Company (Fluor Daniel subsidiary) in sale of company

- Represented American Continental Corporation (owner of Lincoln Savings and Loan) in negotiations with bondholders, other creditors and bankruptcy proceedings

· Project Finance and Development Transactions*

- Asia Pacific/Australia

- Represented joint venture parties (Entergy) in development of mine and railroad infrastructure to service 900 MW power station (Australia)

- Represented sponsor (Entergy) of Wandoan 665 MW mine-mouth coal project and in acquisition of site from MIM Holdings

- Represented sponsor (Entergy) in development of 900 MW Tarong coal-fired project in Queensland with Queensland Government (Australia)

- Represented sponsor (Entergy) in development of 224 MW Peak Downs mine-mouth waste coal project in Queensland in partnership with BHP Coal (Australia)

- Represented sponsor (Entergy) in development of 650 MW Wivenhoe gas-fired project in Queensland (Australia)

- Represented developer (Entergy) in joint venture, power purchase and fuel supply negotiations for several cogeneration projects (one using residual petroleum) (India)

- Represented developer (Entergy) in joint venture and power purchase agreement negotiations for over 500 MW of power (Sibolga, Amurang, Tanjung Jati B -- Indonesia)

- Represented operator (Entergy) in negotiation of O&M agreement for 400 MW gas-fired Liberty project (Pakistan)

- Latin and South America

- Represented Caterpillar Financial in connection with bid on 300 MW oil-fired project (Honduras)

- Represented Entergy in connection with negotiation of joint development agreement for several projects in Mexico

- Represented developer (Entergy) in joint venture and bid for 300 MW Cadereyta petroleum coal project (Mexico)

- Represented developer (Entergy) in preparation of proposal for 200 MW gas-fired project in Mexico City area with Luz y Fuerza (Mexico)

- Represented developer (Entergy) in preparation of bid with Mitsui for CFE / Merida gas-fired project (Mexico)

- Represented sponsor (LG&E) in joint venture negotiations with Electricidad de Caracas and in EPC and O&M contract negotiations with Siemens-Westinghouse for Maraven 315 MW IPP project (Venezuela)

- Represented EPC contractor (LG&E) in Mendoza gas-fired project (Argentina)

- Europe/Middle East

- Represented project sponsor (Entergy) in EPC contract for 800 MW Saltend gas-fired project (United Kingdom)

- Represented operator (Entergy) in negotiation of MOU for gas-fired project in Egypt

- United States

- Represented sponsor (FPLE) in connection with $400 million construction term loan facility for two gas-fired projects (Marcus Hook, Pennsylvania and Calhoun, Alabama)

- Represented sponsor (FPLE) in connection with $425 million Rule 144-A bond offering for financing of Doswell, Virginia gas-fired facilities

- Represented owner (FPLE) in sale/leaseback and financing of 54 MW wind project in Oklahoma

- Represented developer (FPLE) in tolling agreement negotiations with Duke Energy f