UNITED STATES DISTRICT COURT

MIDDLE DISTRICT OF LOUISIANA

U.S. BANK NATIONAL ASSOCIATION, CIVIL ACTION NO. ________

AS INDENTURE TRUSTEE, ON BEHALF
OF THE HOLDERS OF THE CASTLE-PEAK JUDGE ___________________
2011-1 LOAN TRUST,
MORTGAGE-BACKED NOTES, SERIES 2011-1 MAGISTRATE _____________

VERSUS

FIRST AMERICAN TITLE

INSURANCE COMPANY

NOTICE OF REMOVAL

Defendant First American Title Insurance Company (“First American”), pursuant

to 28 U.S.C. § 1441 and § 1446, gives notice of the removal of this suit from the Twentieth

Judicial District Court for the Parish of East Feliciana, State of Louisiana, to the United States

District Court for the Middle District of Louisiana for the reasons set forth below:

1.

On January 9, 2013, Plaintiff U.S. Bank National Association, as Indenture

Trustee, on behalf of the holders of the Castle-Peak 2011-1 Loan Trust, Mortgage-Backed Notes,

Series 2011-1, (“US Bank”) filed suit, captioned “U.S. Bank National Association, as Indenture

Trustee, on behalf of the holders of the Castle-Peak 2011-1 Loan Trust, Mortgage-Backed Notes,

Series 2011-1 v. First American Title Insurance Company” Case No. 42,262, Division A, against

Case 3:13-cv-00101-JJB-SCR Document 1 02/19/13 Page 1 of 6

First American in the Twentieth Judicial District Court for the Parish of East Feliciana,

Louisiana.

2.

First American was served with the suit through the Louisiana Secretary of State,

its registered agent for service, on or about January 22, 2013.

3.

This Court has original subject matter jurisdiction over this civil action based

upon diversity jurisdiction under 28 U.S.C. § 1332, because the matter in controversy exceeds

$75,000, exclusive of interest and costs, and there is complete diversity among the parties.

Therefore, this case may be removed to this Court pursuant to 28 U.S.C. § 1441.

4.

Defendant First American is a California corporation with its principal place of

business in California. For purposes of diversity jurisdiction, a corporation is deemed to be a

citizen of any State by which it has been incorporated and of the State where it has its principal

place of business. 28 U.S.C. § 1332 (c)(1). “Principal place of business refers to the place where

the corporation’s high level officers direct, control, and coordinate the corporation’s activities.”

Hertz Corp. v. Friend, 130 S.Ct. 1181, 1186 (2010). Thus, for purposes of diversity jurisdiction,

Defendant First American is a citizen of California.

5.

US Bank brings this petition as “Indenture Trustee” on behalf of the holders of the

Castle Peak Loan Trust. Petition, Introductory Paragraph.

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 6.

Fed. R. Civ. Proc. 17(a) provides that a “trustee of an express trust” is a “real

party in interest,” and may sue in its own name “without joining the person for whose benefit the

action is brought.” US Bank has alleged that it is the “designated assignee” of “all rights, title,

and interest” in the loan, mortgage, property and policy of title insurance at issue in its petition,

and that it is the “proper party in interest.” Petition, ¶ 9.

7.

A trustee is a real party in interest, and the citizenship of the trustee of an

indenture controls for diversity purposes. See Navarro Sav. Ass'n v. Lee, 446 U.S. 458, 465, 100

S.Ct. 1779, 1784 (1980) (trustee, as a real party in interest, may invoke the diversity jurisdiction

of the federal courts on the basis of their own citizenship without regard to the citizenship of the

trust beneficiaries); Mullins v. TestAmerica, Inc., 564 F.3d 386, 397, n.6 (5th Cir 2009)

(citizenship of a trust is that of its trustee); Manufacturers and Traders Trust Co. v. HSBC Bank

USA, N.A., 564 F.Supp.2d 261, 263 (S.D.N.Y., 2008), citing Navarro, 446 U.S. at 464-65

(holding that even though note holders retained certain powers over the trustees, the court must

look at the citizenship of the indenture trustee for diversity purposes). Therefore, the citizenship

of US Bank controls.

8.

US Bank is a national banking association chartered and regulated by the Office

of the Comptroller of the Currency. A national bank is deemed to be a citizen of the States in

which it is located. 28 U.S.C. § 1348 (“all national banking associations shall, for the purposes

of all other actions by or against them, be deemed citizens of the States in which they are

respectively located.”) Interpreting this statute, the Supreme Court has held that, for purposes of

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diversity jurisdiction, a national bank is a citizen of the State in which its main office is located,

as set forth in its articles of association. Wachovia Bank v. Schmidt, 546 U.S. 303, 126 S. Ct.

941, 942, 163 L. Ed. 2d 797 (2006).

9.

The Articles of Association of US Bank provide that its main office is located in

Cincinnati, Ohio. See Amended and Restated Articles of Association , US Bank, N.A, attached

as Exhibit 1. Therefore, for purposes of diversity jurisdiction, US Bank is a citizen of Ohio.

10.

As Defendant First American is a citizen of California and US Bank is a Citizen

of Ohio, complete diversity exists between Plaintiff and Defendant.

11.

Further, the amount in controversy, exclusive of interest and costs, exceeds the

$75,000 jurisdictional minimum of 28 U.S.C. § 1332. US Bank alleges that it has suffered

“damages in excess of $120,000.” Petition, ¶ 10. “Where the plaintiff has alleged a sum certain

that exceeds the requisite amount in controversy, that amount controls if made in good faith.”

Allen v. R & H Oil & Gas Co., 63 F.3d 1326, 1335 (5th Cir. 1995). While First American denies

that US Bank is entitled to recover the amounts alleged, the amount in controversy plainly

exceeds the sum or value of $75,000, exclusive of interest and costs.

12.

US Bank served First American with the state court petition on or about January

22, 2013. Thus, pursuant to 28 U.S.C. § 1446(b), this Notice of Removal is timely filed within

thirty days of First American’s receipt, through service or otherwise, of the initial pleading in the

state court action.

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 13.

In accordance with 28 U.S.C. § 1446(d), a copy of this Notice of Removal is

being provided to counsel for Plaintiff and to the Clerk of the Twentieth Judicial District Court

for the Parish of East Feliciana, State of Louisiana, which thereby effects this removal.

14.

In accordance with 28 U.S.C. § 1446(a), First American attaches a copy of all

executed process, pleadings, and orders served upon them in this action as Exhibit 2.

WHEREFORE, Defendant First American Title Insurance Company files this

Notice of Removal and prays that the captioned state court action now pending in the Twentieth

Judicial District Court for the Parish of East Feliciana, State of Louisiana, be removed to this

Court and that this Court enter any necessary orders or process in order that this suit may

proceed as if it had originally commenced in this Court.

Respectfully submitted,

GORDON, ARATA, McCOLLAM,

DUPLANTIS & EAGAN, LLC
201 St. Charles Avenue, 40th Floor
New Orleans, Louisiana 70170-4000
Phone: (504) 582-1111 Fax: (504) 582-1121

By:/s/ Phillip J. Antis, Jr.

Steven W. Copley, #16869
Donna Phillips Currault, #19533
Phillip J. Antis Jr., #29067
Patrick “Rick” M. Shelby # 31963

Attorneys for First American

Title Insurance Company

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 CERTIFICATE

I hereby certify that I have served a copy of the above and foregoing Notice of

Removal to counsel of record by facsimile, electronic mail or U.S. Mail, postage prepaid, on this

19th day of February, 2013.

s/ Phillip J. Antis, Jr

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Case 3:13-cv-00101-JJB-SCR Document 1-1 02/19/13 Page 1 of 1
 EXHIBIT 1

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Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 2 of 22
1..-,.,."... ".
'> ·r ~

u.s. BANK NATIONAL AsSOCIATION

CHA.RTERNO.24

_~.AMENDEn..ANnRESTAnD~._ ,
ARTICLES OF ASSOCIATION

These, .. Amended and Restated .,Articles of Association supersede the Articles of

Association of Firstar Bank:. National Association, being renamed u,s. Bank National,
Association. (the '<Association"), heretofore int~ffect.

FIRST: ThetitleoftheAssociatioitsha11 be '''U.s. Bank National Association."

SECOND: Themajnqffice of the Association shall be in the City of Cincinnati. County

of I-la:rnilttln, State of Ohio. The general business of the Association shall be conducted at its
main office and its branches.

THIRD: The Board of Directors ofthe Associaiion shall consist ofnot less than five (5)
nor morethantwentywfive (25) 8hareholders~ the exact number of Directors within such
minimum and maximum limits to be fixed and detennip.e(} ftom time to time by resolution ofa
majority of the full Board of Dire;ctors or by resolution, of the shareholders at any annual or
specialmooti1lg, thereof. ,Unless otherwise provided by the laws of the United. States, any
vacancym the Board ofDirebtors for any reason. including ahiucrease in the number thereof,
may be filled by action of the Board of Directors.

FOURTH: The annual meeting of the shareholders for the election of Directors and the
transaction of whatever other bUSiness. may be brought. before said meeting shall be held 'at the
main office or such other place as the Board ofDirectotBlllay designate, on the day of each year
specified thereof bytbe Bylaws, but if no election is held on that day. it maybe held on any
subsequent day according to the provisionsoflaw;a:nd all elections shall be held according to
the provisions Of'law; and aU elections shall be held according to such lawful regulations as ma.y
be prescribed by the Board ofDirectots. .

1l'IFTII:The aggregate number of shares of cOnunon stock that the Association· has
authority to issue is 3.640,OOO,.all of which are of one class OnlYf each such share having a par
value of $5.00 (the "Common Stock"). The Association shall also have authority to issue
2,411~935 shares ofpreferred stock, without par value (the "Preferred Stock").

No holder of shares of the capital stock of any class of the Association shall .ll~ve any
pre~emptive or preferential right of subscription to any shares of any classnf ~tockof the
Association, whether now or hereafter autho~d) or to any obligations convertible into stock of
the Association issued or sold, not any right of subscription to any thereof other than such, if
any, as the Board of Directors, in itSdiscretiol1, may from time to time determine and at such
prlce as the Board .ofDirectors may from time to time fix.

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 3 of 22

 The Associatio~ at any time and from. time to tUne, may a~thorlze and issue debt
obligations, whether or not subordinated, withoutthe approval of the shareholders.

Secti(Jn5.01~ Series A Preferred Stock. Pursuant to the provisions of this Article Fifth,
a series of Series A Non-CumulatiyePteferted Stock,. consisting of aile hund:red sixty-seven
··11iOusano"{167.000)"'shares:"ishereby .establiSlioo"W1o·-author!Zed -'to-be"isguea;-md-'ina<ld:itl:an~tcr----­
sUQh mattei's s'peci~d elsewherefu 1his Article Fifth, sllch Series A Non~CumulativeP~ferted
Stock shall have the fonowing powers, preferences and relative, 'participating. optional or other
special rights and qualifications. limitations or restrictions: .

(a) Designati()nandAmount~ The shares of Preferred Stock shall be designated as

the Series A Norv.CumulatiVePreferred stock (the "Series A Preferred Stock'f), and the.number
ofshares constituting the Series A Preferred Stock shall be one hundred sixty-seven thousand
(167,000). The liquidation preference of the Series A Preferred Stock shall be $1,000 per shate
(the "Series A Liquidation Value").

(b) Rank. The Series A Preferred Stock shall; with respect to dividend rights ana
upon Hquidation, dissolution and winding upof,the Association, rank (1) senior to all cl~sesand
series of ComntonStock of'tbe Association and to all classes and series of capital stock of the
Association now or hereafierautborized, issued or o\ltstanding, which by their terms expressly
provide that tbeyare junior to the Series APrefeuedStock as to dividend distributions and
distributions upon the liquidation, dissolution or winding up of the Association, or which do not
specify their rank (collectively with the Conunon Stock,the "Series A Junior Securities'')t (il) on
a parity with the Series B Preferred Stock and the Series C Preferred Stock and each other class
of capital. stock or series of preferred stockIssued by the Association after the date hereof, the "
terms of which specifically providetbat such class or series will rank on ~.parity with theBeries
A Preferred Stock as. to dividend distributions and distributions upon the liquidation, dissolution
or winding up of the ,Association (collectively witbthe Series B Preferred Stock ao,d the Series C
Preferred Stock, the HSeries A Parity Securities"); and (iii) junior 10 each other class of capital
~t9ck Of series of preferred stock issued by th~,Association after the date hereof; the terms of
which specifically provide that sUCh. class or .series will rank senior to the Series A Pteferred
Stock as to dividend distributions and distributions upon the liquidation" dissolution or winding
up of the Association (collectively. the t~Series ASeniorSecuritiesU ) .
(¢) Dividends. Dividends are payable on the Senes APreferred Stock as follows:
(1) The holders of shares of the· Series A Preferred Stock in preference to the
Series A Junior Secuntiesshall be entitled to receive, out of funds leg~llyavailable fot
that purpose, and whenf asfand if declared by lhe l3oardo! Directors of the Association,
di:vidends payable in cash at the ann,ualrate of eight percent (8%) of the Series A
Liquidation Value (the'·Series A Dividend Rate").

(ii) Dividend~ on the Series A. Pteferred Stock shall be non"cumlllative.

Dividends not paid on any Series A Dividend Payment Date shall not accumulate
thereafter.. Dividends $hall accumulate from the ~first day of any-Series A DiVidend
Period to but excluding the inimediatelysucceeding Series A Dividend payment Date.
Dividends, if and when declared) shall be payable in arrears in cash oil each Series A

-2-

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 ·Divid~dPayment Date of each year -with respect to the Series A Dividend Perlod~ding
on the daybnmediately prior to such Series A DIvidend Payment Date at the Series A
Dividend Rate to holders oft~pol'd attheclose ofbusincss on the applic;;able Record Date,
commencing on December 31. 2000 with respect to any shares of Series A Preferred
Stock' issued prior to that S~ries.A Dividend Payment Date; provided that dividends
.'-.paYaple -OiltIle""'Senes A.-Prererred "StocK'''on th-e--S-extesA'DiVidend '-Paymem-Date . .
immediately followirigthe fll'stSeries A Divideild.Perlod foUowingthe Issue Dtl,te(and
any dividend payable fot a periodlessthan-alullsemiannual period) shall beprQrated for
fueperiod and computed ohthe basisofa :360~day year oftwelve30~daymonths and the
actual number .ofdaY$lnsuch Series A Divid~d Period; and provided. further, that
dividends payable on the Series- A Preferred Stock on the Series A Dividend 'Payment
Date immediately ·.folloWing· the. first Series A Dividend Per:iod following the Issue Date
shall include any accU!ll.ulatedand unpaid dividends on· t.he. Realty Company Series B
Exchangeable Stock exchanged for the Series A Preferred Stock as of the Exchange Date
for the then currenidivldend period~Dividends on such Serles,A Preferred Stock shall be
paid only in casfu
(iii) No dividends on shares of Series A P~f~rred Stock shall be declared by
the Board of Directors or paid or set apart for payment· by the Board ofDirectors or paid
or setapa.rt for payment by the. Associatiqnif such declaration or payment shall be
restricted or prohibited by law.
(Iv) Holders of shares {jfSeries A Preferred Stock shall not be entitled to any
dividends ine:x:~ess of full dividends declared.. as ·llerem provided, on the shares ofSerIeg'.
A Preferred Stock, No interest, or.sum ofmo.i1~y.in lieu of.interest, sball be payable in
.respect ofany dividend payment on the shares ofSeries A Preferred Stock that may be in
arrears.
(v) (A) So long as any shares of Series A Preferred Stock are outstanding,
no divide1lds (other than dividends or distributions paid in shares of, or options, warrants
or rights to subscribe for or purchase' shares of, Series A Junior Securities and other than
aspl'ovided in clause (B) below) shall be declared, paid or set aside for paymentQtother
distribution upon any Series A Junior Securities or any other Series A Parity Securities,
nor shaUmy shares of any Series A Junior Securities or any other Series A Parity
Securities be redeemed, purchased or otherwise ~cquired for any consideration. (or any
moneys be paid. to or set aside or made available for a sinking fund for the redemption of
any shares of any such stock) by the Association (except by Convef$ion into or exchange
for shares of,or'options, warrants or rights to subscribe for or purchaseJ Series A Junior
Securities) unless, in each case, the full dividends on alI outstanding shareS of the Series
i'i Preferred Stock shall have been declared and paid, when due, for the Series A
Di-videndPeriod,if any, terminating on or immediately pdor to the date of payment in
respect of such dividend, distribution. redemption, pu.rehase or acquiSition. .
. .

(B) When dividends foranySerles A Dividend Period arenO't paid in

full. as provided in clause CA) above. Qntheshares of the Series A Preferred Stock or any
other Senes A Parity Secunnes, dividepds may be declared and paid. pn any such shares
for any dividend period therefor, but oIily if such dividends are declared and paid pro rata
so. that the amotmtofdividends declared. and paid per share on the shares of the Series A

·.3.-

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 5 of 22

 Preferred Stock and any other Series A Panty Securities, in all eases shall bear W each
other the simlerat10 that the amount of Wlpalddividendsper share on the shares. of the
Series A Preferred Stock for such Series A Dividend Period and such other Series A
Parity Securities for the corresponding dividend period bear to each other.
----(d) "Uq:1iidation'Pr-efe"fimtr. "

(1) In the event of any volunt~l'Y or involuntary liquidation, dissolution or

wiildingup of the affairs ofthe Association. the holders of shares of Series A Preferred
Stock; then outstanding shall be entitled to be paid out of the assets of the Associati<>n
available fordistrlbution to its shareholders an amount ineash equal to the SeJ:ies A
Liquidation VaLue for Clachshare outstanding, plus an atnount in cash equal to altunpaid
dividends thereon for the then currentSeries A Dividend Period, whether Of.oot earned or
declared,' before any payment shall be' made or any assets distributed to the "holders of
Series A Junior Securities. If the assets of the Association are not sufficient to pay in full
the liquidation payments payable to .the holders of otltStanding shares of the Series A
Preferred. Stock and any Series. A Parity Securities,· then the holders of all such shares
shall share ratably in such distribution of assets in accordance with the amount which
would be payable on such distribution if the amounts to which the holders of outstanding
sharesofSerles A Preferred Stock and fuebolders of outstanding shares ofsuch Series A
Parity Securities are entitled were pa:idiIlfull.

(ii)For the purpose of this Section 5,01(d),.nelther the voluntary sale,

coIlveyanc.e. e:x:change or transfer (for . cash. shares of stock. securities or other
consideratiOti) of all or substantially all of the property or assets of the Association. nor
the consolidation or merger of the Association, shall be deemed to be a volulltary or
involuntary liqUidation. dissolUtion • ·o~ winding up .of· .the Association, unlesS such
voluntarysale7 conveyance,. e:x:changeor transfer shall be in connection with· a .plan of
JiquidatioA. dissolution or winding up of the Associatioll.
(e) Redemption. The. Series A PrefetredStockis not redeemable prior to December
31, 2021. On or after such date, the Series APreferredStock shall be redeemable~ in wholeotin
part. at the option of the Association, but with the consent of the Comptroller of the CUrrency
and any other appropriatereguiatory authorities, ifrequired, for cash out of any source of funds
legally available, at a redemption price equal to 100% of the Series A Liquidation Yalue per
share plus' unpaid dividends thereonaccumuJated since the immediately preceding Series A
DhiidendPayinent Date (the "Series A Redemption Price'l). Any date of such redemption is
referred to as the"Serles A Redemption Date. II If fewer than all the outstanding shares of Series
A Preferred. Stock are to be redeemed, .the Association will select tho!)e to be redeemed by lot or
pro .rata or by any other method as may be determined by the Board of Directors to be equitable;
The Series A Preferred Stock is not subject to any sin1cing fimd.
(t) Procedure for lledemption.

(i) Upon redemption .of the Series A Preferred Stock pursuant to Section
5.01(e)heteof. notice of such redemption (a "SeriesANotice of Redemption") shall be
mailed by lll'St-class maiI, postage prepaid. not less than thirty (30) days nor more than

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 6 of 22

 sixty (60) days prior to the SenesA Redemption Date to the holders of record of the
shares tobel'~eemediat their ,respective addresses ·.as they shall appear in the records of
the Assppiation;provided,however.tliat failure :to give such notice or any defect therein
orin the mailing thereof shall not affect the validity of the prooeeding for the redeinpnon
of any shares so to be redeemed except as tQthe holUer to whom theA.ssociaiionhas
fai1ed·t6~gIYe·· sU:Cfinotice or except$lo.ili.eno1Ueno~whom lfott~ewar4efeeti'V~,·-'E!l:ch­
such notice ·shaUstate:(A) th~Series; A. Redexnptioli Date; (B) the Series A-Redel1lpnon
Price; (G) the. plaqe. or places where certificates for such shares are to besUl1,'~n4ered for
paYA1en~of the Series A Redemption Price; and (D) the . CUSIPnumbet of the shares
being r~deemed.
(U) IfaSeriesANoti~ ofRedem.ptioIi'shallhaYe been given as aforesaid and
the .Association shall havedepositedortot pefore the Series A RedemptioIl Datea.sum
sufficient to redeem the sl1ares ofSeries A Preferred Stock as to which a Series A Notice
qf Redemption has been given in trUsf with .the Transfer Agent with.itrevo~bl~
instructions and'aufuority to pay the Series A Redel11ption Price t6 the holders thereOf, or
if nostlch deposit is. made, then. upon theSerles A .Redemption Date (unless the
Association shall default in making payment of the 'Series A RedemptionPrioe),·all rights
6fthe holders thereof as shareholders of the AssociatiQn, hy reason of theownership of
such shares (except ~h' right to receive the Series A Redemption Price. thereof' without
interest) shall cease andt¢rrninate. and such shares shall no longer be deemed outstanding
for .any purpose. The Association shall be entitled to recelyeJ from time to time, fromthe
Transfer .Agent the· interest, if any, earned· on such moneys dePosited with it, and the
holders of any shares so redeemed shall 'have no claim to atiysllch interest" In.casethe
holder of any shares of Series A Preferred Stock so called for redemption shall not claim
the Series A Redemption Price fodtsshares within twelve (12) monthS aflerthe related
Series A Redemption Date, the Transfer Agent shall. upon demand, pay over to the
Association· such amountl'emaining· on deposit, and, the Transfer Agent shall there\!pon
be relieved of all responsibility to the holder of such shares; and such holder shall .look
only to the Association forpaymerttthcreof.
(iii) Not later than IdOp.m" EastemStandard Time,on the Business Day
hnmediate1ypreceding. the Serles A .RedemptiQn Date, the Association shall irrevocably
deposit with the Transfer.· Ag~nt sufficient fundsfot the payment. <crr the Series A
Redemption Price fort11e'shares to be redeemed 011 the Series A Redemption Date and
shall. give the Transfer Agent irrevocable instructiQns to apply such furtds,and; if
applicable and so specIfied in the instructions, the income and proceeds therefrom, to the
payment of such Series A Redemption Price. The Association may direct the Transfer
Agent to invest any liuch available fimds, provided that the proceeds of any such
investment will be available to the Transfer Agent in Milwaukee. Wisconsin at the
opening of business on such Series A Redemption Date.
(iv) Except as, otherwise expressly set forth in this SectionS.Ol(t), nothing
contained in these AInended and Restated Articles of Association shall1imit any legal
right ofthe Association to purchase or otherwise acquire 'any shares of Series A Preferred
Stock at any price, whether higher or lower than the Series A RedemptionPricc$ in
private negotiated transactions, the oyer~the.. counWr market or otherwise•

• .5-

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 (v) Ifthe Association shall not have funds legally available fOl"the redemption
of all of the shares· of Series A Preferred Stock on any Series A Redemption Date; .:the
Association shall redeem on the Series A Redemption Date. only the tlumber of shares of
Series 'APreferred Stock as it shall have legally available funds tQ redeem, as determined
it;l an equitable manner, andthe remainder of the shares of Series APreferred Stock shall
'~.'-redeeiIied. .iit' tne option" 'of 'tl:ie-AssoC1atioii;'-oif~tlie ~ear1iesl:pfticti,ca151e date next
following tne day on which the Associationshall fitsthavefunds legally available for the
redemption of such shares.
(g) Reagluired Shares, Shares of the Series' A Preferred. Stock that have. been
redeemed,; purchased or otherwise acquired by the Associatiouare not subject toreissuance or
resale as shares of Senea A Preferred Stock and shall be held in treasury, Such shares shall
revert to the statqs ofau.thQrizedbut unissuedsbares of preferred $tock~ undesignated as to series.
until the Board of Directors ofthe Association shall designate them again for issuance as part of
a series.

(h) VC)ting Rights. Except asothenviserequired byapplica.ble law, the holders of

Series APteferted .Stock $hall nQt have~y voting rights. .

Section 5.02. Series U Prefw.ed Stock. PursuanUothe provisions ofthis Article Fifth,
a senes of Series B NOl1-CumtilatiVePreferred Stock; c.onsisting of one million four hundred
:oine.tY",foUi' thousand. nine hundred thirty..:five (1;494,935) shares. is.hel'eby established ·and
authorized to be issued,and in additionto·suehmatters specified else\vhere in tbis,ArlicleFiftb.,
such SerlesBNon-CumulativePreferred Stock shallhavethefol1owingpowers,prefetences .and
rel1rtive~participating, optioIW1 or other spepial rights and qualifications, limitations or
restrictions:
(a) . Designation and Amount. The shares of Preferred Stock shall be designated as
the Series B NOll-Cl,lmulative Preferred Stock.(the "Serie$ B Preferred Stock',),and the number
of shares constitUting the Series B Preferred Stock shall be one million four hundred ninety-four
thousand nine hutldred thirty.five (1,494,935). The liquidatioh. preference of the SeriesB
PreferredStockshall beSl,OOOperShare (the "Series B Liquidation Value''').
(b) Rank. The Series BPreferred Stock shall, with respect to dividend rights and
upon liquidation, dissolution and winding up of the AssociationJ rank (i) senior to all classes and
series of Common Stock of the Association and to all classes and series of capital stock of the
Association now or hereafter authorize4•. i.Baued or outstanding. which by their terms expressly
provide that they are' junior to the SeriesB Preferred Sl6pk as· to dividend distributions and
distributions uponfue liquidation, dissolution or winding tlPof the Association, or which do not
specify their rank (collectively with the Common Stock, thc<"Series B Junior. Securities"); (il) on
a parity with the Series A Preferred Stock and the Series C Preferred Stock and each otherolass
of capital. stock or series of preferred stock issued by the Assot-iation. after the datehereoft the
terms'or Which specifically provide 11m! such classo!series will rank on a panty with the Series
B Preferred Stock as to dividend distributions and distributions upon the liquidation. dissolution
or winding up of the Association (collectively with the Series A Preferred StoCk and the Series C
Prcferwd Stock, the ~'Series BPatity. Securities");' and(iii) Junior to each other class of capital
stock or series of preferred stock issued by the Association after the date hereof:. the terms of
whichspecifica11y provide that such class or senes will rank senior 10 the SeriesB Preferred

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Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 8 of 22

.-
Stock as b:tdividend distribufionsand distributions upon me liquidation, dissolution or winding
up of the. Assoc~ation (collectively,the "Series B Sellior Securities".

(c) Dividends.bividendsarepayahleQu theSeries':BPreferred Stockas,follows:

. -,~-~~" m Th¢"hQIders·'of-·the:Series-:a-I)referred,Stock~in·preference~to-the,
Series B Junior Securities sllallbe entitled to receive, out of funds legally
available for that purpose,andwhen,. as, audif. deolared by the Board of Directors
of the Association,dividendlipayable in cash> at the applicable annual rate set
forth in this Section 5.02(c)(i)belowoflheSeries B Liquidation Value (the
"Series B Dividend Rate"): .

(1) With respect tQ dividends payable on each Series B

Dividend Payment Date occ1lr1ing fromtha Issue Date through December
31, 2005, the SeriesB Dividend Rate shall be eightaudseven-eighths
percent (8.87S%); and

(Z)Thereafter. dividends shall accrue at a variable rate per

annum equal to the 5-year CMT Rate plus two percent (2%). On
Decel11ber31,2005, audon December 31 every five (5) years thereafter,
-the previous dividend rate shall be replaced by the tilen-current 5-year
GMT Rate plus two percent (2%), The S-year CMT Rate for each ;5..year
period shall be determined by the Calculation, Agent on the second
BtlsJ.ness Day imine<,tiately. preceding the first <lay of such period (each a
"CMT Determination Date~·).

(ii) .Dividends. on the Series B." Preferred Stock sha!lbe non-cumUlative.

Dividends not pillet .on any Series B Dividend Fayment· Datesha:ll not accumulate
therea.fter. Dividends shall acournulatefrom the first day of any Series A Dividend, Period
to but excludingtheiminedia.i¢ly succeeding Series A Dividend Payl11ent,Date.
Dividends, if and wIlen declared, shall be payable,iIia.rrears in Cash on each Series B
Dividend Payment Date of each year with respect to the Series B Dividend Period ending
on the day immediately prior to such Series B Dividend Payment Date at the Series B
Dividend Rate pershafe to:holders of record at the close of business on the'apDlicable
Record Date com1tlencingon the Exchange Date wltb,respect to any sbaresof Series B
j

Preferred Stock issued prior to that Series B Dividend Payment Date; provided that
dividends payable on the Series BPrefened Stock on the Series B Dividend Payment
Date immediately following the first Series B Dividend period following the Issue Date
(and any dividend payable for a period less than a full quarterly period) shall he prorated
for the period and computed on the basis ofa 3(jOwday' year of twelve 30-clay months and
the actual number of days in such Series. B Dividend Period; and provided, :further~that
dividends payable. on the Series ·B.· Preferred Stock .on .the Series B Dividend Payment
Date immediately following the first Series B Dividend Feriod following the Issue Date
51001 include' any accumulatedaud unpaiddivitieIlds· on me Realty CQmpany Series C
E:x:Yhangeable Stock exchanged for the SeriesBPreferred Stock as ofthe Exchange Date
for the then cutrent dividend period. Dividends on such SeriesB Preferred St.ock shalLbe
paid only in cash.

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 9 of 22

 (iii) No dividends on shares of Series:S ,Preferred Stock shall be declared by
the Board of Directors or paid or set apart fat payment by the Board ofDirectors or paid
or set apart forpaymenthy the Associatiol1if -such declaration or' payment shall be
restnctedorprohibitedbyIaw. '
"" ~(tv)·--nnlderS.l)fl~hares··\')f-Series1Tl?refened-Stock-shal:l-notbe-·e.ntit1e(lto~a:ny·
4ividencisln excess oiiUIl divld~n4s declared, as hereinptovided, on theshares'ofSenes
,13Pref~ed Stock No interest" or sum of money in lieu of interest, shall be payable in
tespectof any dividend payment on the shares of Series ',.13,'-preferred Stock thal maybe in
arrears.
,,(v) CAl So long as any shares of Series 13,Preferred Stock are outstanding.
no dividends (other than dividends or distributions paid ill shares of" or options, warrants
or rights to subscribe for or purchase shares o~.Secies BJuniorSecurities and other than
as provided in clause (B) below) shall be declared, paid or set aside for payment or other
clistrlhution upon any SeriesB Juniot Securities or any other Series B Parity Securities,
nor. shall any. shares of cany Series B Junior Securltiesor any other Series B Parity
Securltiesberede~med, pwchased or otherwise acquired for any .cOl1$ideration (or any
moneys be paid to or set aside or made available fora sinking fund for the redemption of
any shares of any such stock) by the Association (except by conversion into or eXchange
for shares of, or options, warrants or rights to subscribe for or purchase) Series 13 Junfur
Securities)un1ess, in.each c~e~ the full dividends on ail outstandingshates of the Series
.13 Preferred Stock shall have been declared and paid, wl1en due, for the Series B Dividend
Perlod,if any, tenninatingonor immediately prior tollie date of payment in respect.of
such dividend, distribution, tedemption, purchase or acquisition,

(B) WhendiyidendsfOr any Serles13Dividend Period are uotpaidin

MIt as provided in clause (A) above, on tbeshares oithe Series 13 Preferred Stock or any
other Series 13 ParltySecurities, dividends may be decl~ed and paid on any such shares
for.a.ny dividendpenod·therefor, but only ifsuchdivldends ate declared and paid pro rata
So that the am01.ln.t of dividends declared and paid per. share on the shares oithe SeneaB
Preferred Stock ~daI1yother Series BParity Securities~in all cases shall bear to eaCh
other the san1era~o that the amount of l,U.1paid dividenqsper share on the shares of the
Series BPl'~erred Stock for such Series 13 DividendPerlQd and such other Series B
Parity Securiti(.'ls for the corresponding diVidendperlod bear to each other.

(d) LiquidationPreferellce,

(i) In the event of any voluntary or involuntary liquidation; dissolution or

winding up of'the affairs of the Association, the holders of shares of Series B Preferred
Stock then outstanding shalL be entitled to be paid out of the assets of' the Association
available for distribUtion to its shareholders an .aInolint in cash equal to the·· Series B
Liquiq.auon Value for each share outstanding, plus an amount in cash equal to all unpaid
dividends thereon for the then current Series B Dividend Period, whether or not earned or
4ec1m:ed, before any. payment shall be made or any asSets distributed to the holders of
Series B Junior Securities. If the !:iSsets of the Association ate not sufficient to pay in full
the Uquidation payments payable to the holders of outstanding shares of the Series B

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 10 of 22

 Preferred Stock .and any Series BParity Securities, thenthl,': holders of all such shares
shalf share ratably in such distribution of assets in accordance with the amount which
would be payable· on such distribution if the runounts to which the holders of outstanding
shares of Series B Preferred Stock and the holders c,>f outstanding shares of such Series B
.JJui!}f$ecurltiesare entitled were paid in full.
"'":": . _ - , , - ~ .. _ ..... H.~N..... ""'" ._"A_.'
-"=
. ", ...
··· .."'~,..··_._""_,_~"'~~." ..• ".'>.;...~m~~" _ _ "'H_""''''~~._''''''''''''''''''-'''''''N .

(ii) For the purpose of this Section 5.02(d). neither the YolUlltary sale.
conveyance, exchange or . transfer·. (for cash~ shares of stock,securities or other
consideration) of all or substantiallY aU of the property' or assets ofllie Association, nor
the consolidation ·ormerger of the Association. shall be deemed to be a voluntary or
involuntary liqUidation, .·dissolutionor winding up .oJ the Association. unless. such
vol~sal~t cQnveyance$. e~change. octransfer shall be in connection 'lNith a plan of
liquidatio.n. dissolution or winding up of the Association.
(e) RedemptJon.The Series B Preferred Stock is not redeemable prior to Decernber
31,2005. On such date and o.neach fifth anruversary of such date. the Senes BPreferred Sto.ck
shall be redeemable., in Whole or in part, at the option ofthe Asso.ciation, but with the consent of
the. Co.mptroller of the Currency and any o.therappropriate regulatoryauthorlties, if required,. for
cash out of any soutceof funds legally available, ·at a redemptio~pnce equal to 100% o.fthe
SenesE LiquidationVal,ue per share plus unpaid .dividends thereon accumulated since the
immediately preceding SerfesB Dividend Payment Date (the "Series B Redemption Price"),
Any da~ of such r~emptio.n is referred to asth.e "Series B Redemption Date." If f¢wer than all
the outstanding shares of' Series B Prmrred Sto.ck are to bered(lemed, the Association will select
those to be redeemed by lot or pro· rata or by any other method as mayb.e determined .by the
Board. of Directors to be equitable. ..

TheBenes B PrefeITed Stock is not subject toanysinldng fund.

(f) Procedure for Redemption.

(i) Upon redemptionoftbe SenesB Preferred Stock pursuant to

section S.02(e} hereof, notice of such redemption (a "Series B Notice of Redemption'ry
shall bemailedbyfll.st-class mail, postage prepaid, not le8$ th.an thirty (30) days nor
mo.re than sixty (60) dayspriQr to the SeriesB Redemption D~te to the polders of record
of the shares to be redeemed. at theIr respective addresses as they shallappeat in the
records of the Asso.ciation;ptovided, however~ that failure to give such notice or any
defect therein or in the mailing thereof shall not ttffectthe validity. of the prOCeeding fo.r
the redemption of any shares .sO. to be redeemed except astQ ,tIie holder to whom the
Association has failed to give such noti,ce or except as to the holder to whtjmnotice was
defective. Each such notice shall ;state:· (Al the SeriesB Redemption Date; (B) the Series
'B RedempnonPrice; (C) the p1ace of places where certificates fo.t S\lC~ shares ate tabe
surrendered for payment oithe Series B Redemption .Price; and (0) th~ CUSIP number of
.the shares being redeemed.
eii) lfa Senes B Notice of Redemption shall have been given as afotesaidand
the Association shall have deposited on or before the SenesB Redemption Date a sum
sufficient to. redeem the shares o.f Series B Preferred Stock &i. to which a Senes B Notice
of Redemption has been given in trust with the Transfer Agent 'lNith irrevocable

·9·

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 11 of 22

 mstr;ucnons and authority to paytbe Series Be Redemption Price totheholderstheteof, or
if no such deposit is made~thenupon1hec Series B Redemption Date (unless the
Association shall defamtin mwng payment of the Series B Redemption Price). aU rights
of the holders thereof as shareholders of the Association by reason of theo'Wnershipof
such share~ (except their right to receive the Series 13 Redemption Prlcethereof without
·--:ini~-st)s11i11 ceaSeanaterminate,caiid suclis}l:i=1res:-snalrncrlongeroeaeemedotlt$tai1Qing
foranYPUIppse. The Association shall be entitled to receive, from time to time, from the
Transfer Agent· the interest, if any, earned on such . moneys deposited with it. and the
holders of any shares so redeemed shall have. np cl~ to any such interest. In casetbe
holder of any shares of Series B Preferred Stockso called for redemption shall not claim
the Series, B Redemption Price for its shares within twelve (l2)months after the related
SeriesBRedemption Da~) the Transfer Agent shall, upon demand. pay over to the
Associ:atipn such amount re.maiIlingon deposit.· and the Transfer Agent shall thereupon
be relieved· of all respobBibilityto,fueholder of such Shares, and such .holder shall look
only to the Association forpaynient thereof
(iii) Not later than 1:30 p.m.} Eastem.S~dard Time, on the Business Day
hnmediatelypreceding the Series B RedemptionDate,th~ .Association shall irrevocably
deppsit with the Transfer Agent sufficient funds for the payment of the Series B
Redemption Price fot the: shares to b~ redeemed On the Series B R~dertipti()n Date and
shall giVe the Transfer AgentirrevQcable instructions to apply such funds, and; if
app1icableands(),specifi~ditl:the instructi()lls~ the mcome and proceeds therefrom. to the
payment of suchSeriesB Redemption prree. The Association may direct the Transfer
Agent··to invest any such avallable.fur1ds, provided. that the proceeds of any. such
investment will be available to the Transfer Agent in Milwaukee, Wisconsin at the
opening of business on such SeriesB Redemption Date.
(iv) Except as otherwise ·expressly ·$et forth in this Section 5.02(t), nothing
co:ntainedinthese Amended and Restated. Att1cles of Association shall limit any'legal
right of the Association· to .purchase or otherwise acquire any shares ofSeriesB Preferred
Stock at anyprlceJ whether higher or lower than the Series B Redemption Price,in
private negotiated transactiol1S; the over-the-counter market .or otherwise.
Cv) lfibe Association shall not have funds legally availablefor the redemption
of allof the shares .of Senes B .Preferxed Stock ott any Series B Redemption Date, the
Assoqiation shall redeem on the Series B Redemption Date oIllythe number of shares of
Series B Preferred Srock as it shall have legally available funcis to redeem, as determined
man equitable manner, and the relnainder of the shares. of Series BPreferxed. Stock shall
be redeemed, at the option of the, Associatipn~ on the earliest practicable. date next
folIo\ving the day on which the Association;,shall 'first have funds legally available, for the
~d~mption of such shares.

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 12 of 22

'. "

(g) Reacquired. Shares. Shares ot the Series B Preferred Stock that. have been
redeemed, .purchased otollierwise acquired by the Associationa:re.not subject to reissuance or
resale as shares of Series B Preferred Stock and shall beheid in treasury. Such shares shall
revert ~o the statusofauth()rized'h~lt wlissuedshares of preferred stock~ undesignatedas .toseries,
until the 13oardo{ :Directors of the AssQaiatiol1 shall designate them ~gain for issuance. aspm.t of
aseties: " '."". ...".
-~, .,
~;- ." ........."".,...................._.",
''''"~'-'''-' --"........ , .,. ,., ......

(h) Votillg Rigbts. Except as otherwise required by applicable law, the holders of
Series B .Preferred Stock shall not have any voting rights.
Section 5.03. Se.ries C Preferred ·Stock. Pursuant fo the pro'VisiollS of this Amcle
Fiftb, a. series of Series C Non-Cwtiulativel'referred Stoc~consisting of sevenhumired fifty
thousand (750,000) shares) is hereby established and authorized to be issued, and in addition to
such matter$specified elsewhere in this Article Fifth, such Series C Non-Cumulative Preferred
Stock shall have the f<;tHaWing powers, preferences and relative. participating, optional or other
special rights and qualilicatiol1s~ limitations or resmctiol1$:'
(a) Designation and Amount. Theshaies <;tf Preferred Stook shall be designated as
the Sel'iesC Non-Cumulative PreferredStock(the "Sedes G Preferred Stock")~. and ·th~ number
of shares~o1JStitutingthe Series C 'Preferre4 .S~o.r;k.shall be seven hundred fifty. thousand
(750,000). The liqUid,ationprefere,nce oftheSeriest;>Preferred Stock shall be $.1.000 per share
(the "Serles C Liquidation Value H),

(b) Rank. The Series C Preferred Stock shall, 'With. respect to dividend rights and
upon liquidation, dissolution and winding up of the Association.. rarik(i) senior to all classes and
series of Cptmnon Stock of the Association anci to all classes and series of capital stock oillie
Association now or· hereafter authorized, issued or outstanding, which by their tenns e>;.pressly
provide that they~e junior to the. Serie~ C Preferred ·Stoqk·as to dividend distributions and
distributions upon the liquidati()~ dissolution or windingup oithe Associaupl1, or which do not
specify their rank (collectively with the CommonStoc~.the "Series C JUnior Securities"); (U)on
a parity with the Series A Preferred. Stool<. and the Series B Preferred. Stock and each other class
of capital :stock or series of preferred stock IssUed by the Association after the date hereQt:the
termsofwllich specifi(!aliyprovideiliat such classo! series will rank on a parity with the Series
C P:t;eferred Slock as to dividend distributions and distributions upon the liquidation, dissolution
or winding up a/the Association (collectivelywith the Series A PrefettedStock and the Series B
Preferred StQCk, the "Series CPatity Securitiesi');an:d(iii) junior to each other class of capital
stock. or series of preferred stock. iS$ued hy the. Association after the date hereof•. the terms of
wmchspecifically provide that such class or series will rank. senior to the Series C Preferred
Stock as to dividend distributions and distributi()ns upon the liquidation, dissolution or winding
up of the Association (col1ectively, t1w ftSenes C Senior Securities").
(c) Dividends. Dividends ate payable on the Series CPreferred Stock as fOllows:

(i) The holders of the Senese Preferred Stock in preference to the

Series C Junior Securities shall be .enfit1cd to receive, out of funds legally
available for that purpose, and When, a$1 and if dcclared>by the Board of Directors
of the Association, diVidends payable in cash at the annual rate of 7.75% of the
Seriese Liquidation Value('Ule "Series C Dividend Rate").

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 13 of 22

 eii) Dhridencison the Series C Preferred. Stock shall be non-cumulative.
Dividends not paid on any Series C Dividend Payment Date shall not accumulate
ther~after. Dividends shall accumulate from the first day of any Series C Dividend Pyriod
to but excluding the immediately succeeding .Senes C Dividend Payment Date.
Dividends, if and when declared, shall be payable in arrears in cashon each Series C
. l)iv1aend-paymenfDate-ofeaClrYear·W1nrrespect~Wtli(fSenes~C-DtviC1ena-~nott:eJ:lding­
on the day1n:unedia~ly prior to such Series C'DiVidend Payment Date at the Series C
pividendRate per share to holders of record at the close of busmessonthe applicable
Record Date, commencing on the ExcbangeDate with; respect to any shares of Series c.
Preferred Stock. issue~ .prior to •tlurt,;S.edes C Dividend Payment Date;. provided that
dividends payable on the Series CPrefetredStock on the Series C Dividend Payment
Date immediately following thefustSenes C Dividend Period following the Issue Date
(and any dividend payabLe for ape#od.less. than a full quarterly period) shall be prorated
for the period and computed on. the basis ofa 360..dayyear of twelve 30~daymoll1h:s and
the actualnwnber of days ill su.ch Seri.esC Dividend Period; and provided,further, that
dividends payable on the Series CPreferred Stock on the Series C DividclldPayment
Date .immediately following the first Series C Dividend Period folloWing the Issue Date
shall include any accumu.lated andunpafd dividends on the Funding Company
Exchangeable 8ecuritie~ exchanged for the Series C Preferred Stock as of the Exchange
Date for the then current dividend period. Dividends on such Series C Preferred Stock
shatl be paid only in cash.
(iii) No dividends on shares of SeriesCPreferred Stock shall be declared by
the Boardef Directors or paid or set apart forpaymertt by the Board ofDirectors or paid
Qr .set .a.part for payment by the Association if such 'declaration or payment sha11be
restricted or prohibited by law.
(iv) Holders of shares Q£ Series C Preferred Stock shall not be .entitled to any
dividends in excess offuU dividends declared, as herein provided, on the shares of Senes
C Preferred Stock. .No interest, or sum of money in lie~ Qfinterest, shall be payable in
respect of any dividend payment on the shares of Series· C Preferred Stock that may be in
arrears.
(v) (A) So long as any shares of Series CPreferted Stock are outstandfug,
no dividends (other than dividends or distributions paid in shares of, or optiollSt warrants
or rights to subscribe for or purchase shares of, Series C Junior Securities and other than
as provided in clause (B) below}shall be declared, paid or set aside for payment or other
distribution upon any Series G Junior Securities or any other SenesC ParltySecurities,
Ilorshall .any shares of any Series G Junior Securities or any other Series C Parity
Secu,rities be redeemed, purchased· Or otherwise acquired for any consideration (CIt any
moneys be paid to or set aside or made ~vailable fora'sinking fund for the redemption of
any shares of any such stock) by the Association (except by conversion· into or exchange
for shares of, oroptiollS, warrants or rights to subscribe fOf or purchase, Senes C Junior
Securities) unless, :in each case, the full· divid¢nds on alloutstandl:ng shares of the Series
C Preferred Stock shall have been declared and paid, when due, for the Series C Dividend
Period, ifan'y, terminating on·oritnmediately prior to the date of payment in respect of
such dividend. uistribution,:redemption.s purchase or acquisition.

-12-

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 14 of 22

 (B) When dividends for any Series C Dividend Period are not paid in
full, as.provided in clause (A) above, on the shares of the Series CPreferred Stock or any
other Series C Parity Securities, dividends may be declared. and paid. on any such shares
for'any dividend period therefor, bl,lt only if such dividends are declared and paid pro rata
"so tllifthe-amoUnt ·oIaiviaends aecrare(nm.(l":paia·p~fshareon tlieshafes orne 8enes'C
Preferred Stock and any other Series C Parity Securities,. in aU 'cases shall bear to each
other the same ratio that the amount of unpaid dividends per share on the shares of the
Series C Preferred Stock fotsuch Series C Dividend Period and such other Series C
Parity Securities for the corresponding dividend period bear to each other.

(d) LiguidationPreference.

(i) In the event of any voluntary or involuntary liquidation, dissolution or

winding up of the affairs of the Association, the holders of shares of Series C Preferred
Stock then outstanding shall be entitled to be paid out of the assets of the Association
available for distribution to its shareholders an amount in cash eqQal to the SeriesC
Liquidation Value for each share outstanding, plus an amount in cash equal to all unpaid
dividends thereon for the then current Seriese Dividend Period, whether or not earned or
declared, before any payment shall be l11adeor any assets distributed to the holders of
Series C Junior Securities. If the assets of the Association are not sufficient to pay in full
the liquidation payments payable to the holders of outstanding shares of the Series C
Preferred Stock and any Series C Parity Securities, then the holders of all such shares
shall share ratably in such distribution of assets in accordance with the amount which
would be payable on such distribution if the amounts to which the holders of outstanding
shares of Series C Preferred Stock and the holders of outstanding shares of such Series C
Parity Securities are entitled were paid in full.

(ii) For the purpose of this Section 5.03(d), neither the. voluntary sale,
conveyance, exchange. or transfer (for cash, shares of stock, securities or other
consideration) of all or substantially all of the property or assets of the Association, nor
the consolidation or merger of the Association, shall be deemed to be a voluntary or
involuntary liq~dation, dissolution or winding up of the Association, unless such
voluntary sale, conveyance, exchange or transfer shall be in connection with a plan of
liquidation, dissolution or winding up of the Association.

(e) Redemption. The Series C Preferred Stock shall be redeemable at any time, in
whole or in part, at the option of the Association, but with the consent of the Comptroller of the
Currency and any other appropriate regulatory authorities, if required, for cash out of any source
of funds legally available, at a redemption price equal to 100% of the Series C Liquidation Value
per share plus unpaid dividends thereon accumulated since the immediately preceding Series C
Dividend Payment· Date (the "Series G Redemption Price"). Any date of such redemption is
referred to as. the "Series C Redemption Date." If fewer than all the outstanding shares of Series
C Preferred Stock are to be redeemed, the Association will select those to be redeemed by lot or
pro rata or by any other method as may be determined by the Board of Directors to be equitable.

The Series C Preferred Stock is not subject to any sinking fund.

- 13 -

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 15 of 22

 (f) Pro~ed'qreror· Redemp.tion.

(i). . Upon redemption of theSerles C Preferred Stock pursuant to

Section S.03(~) hereof, no(iceof such redemption (a «Series C Notice of Redemption")
shall be mailed by .first..classmail, postage prepaid, not less than thirty (30) days nor
lPoret1uilcsixty'(6Q)d~s'prfO:r1:tnbe-$efies>C JtedemptionDate to theholders-of"record
of iheshares tobe>redeemed at their respective a4dresses as they shall appear in the
records of the Association; . proYided,.however, that failure to give such .110tioe or any
defect themnor in tile mailing thereofshaU. not •affect the validity of the proceeding for
the redefuption of any shares sO to be redeemed except as to the holder to whom the
Association has failed to give such notice or e}\ceptas to the holder to whom notice was
defectiYe_ Each su.ch notice shall state: (A) 'the Series C Redemption Date; (B) the Series
C Redemption Price; (C) the place or: places where certificates for such sluu"esare to be
surrendered for payment of the Series C Redemption Price; and (D) the CUSIP number of
the snareS being redeemed.
(ii) .. If a Seriese Notice of Redemption shall have been given as aforesaid and
the Association . ~hall have deposited on or. before. the Series C Redempti.oD. Dat~ .~ . sum
sufficient to redeem the shares of Series C Prefen:edStock as to whlcha Series CNotice
of Redemption. has been given intrust with the Transfer Agent withittevocable
insttuotions~d ~uthority to pay ·the Series C Redemption Price to> th~ holders thereof$or
if no such. deposit is made, . then upon .the .Series C RedeIilption Date (unless the
AssQciatu,nsball defaultill tttakfug, payment of the Series C R~demptioll Price). all rights
of the holders thereof as shareholders of the Associatioll by reason of the OWnerShip of
such $hates (except theirrlghtto receive the Series C Redemption Price thereof without
interest)sball cease and terminate, and such Shares shall no 10J:lg¢rbed~ed outstanding
for lUlypurpose. The Association shal.l be entitled to receive,f]:om time to time~from the
Transfer Agent the interest, lfany, earned on such moneys deposited With H,and. the
'holders of any shares so redeemed shall have no claim to any sl,l.Ch interest. Incase the
holder of any shares of Series C Preferred· Stock so called for redemption shaH not claim
the Series C Redemption. Price for: itssbares within twelve (l2)rnonths after the related
SeiiesC Redemption Datet the. Tr~sfer Agent shall, upon demand, pay· over to the
Associatiotl such amount remaining on depositjand the Transfer Agent shall thereupon
be. relieved of all responsibiUtytothe holder of such shares, and such bolder shall look
only to the Association for payment thereof.

(iii) Not later than 1:30p,m., Eastern Standard Tilne. on the Business Day
immediately preceding the Senese. Redemption Date, ilie Association shall irrevocably
d~osit with the Transfer Agent sufficient funds fur the payment of the Series C
Redemption Price for the shares to be redeemed·.ou the Series C Redemption Date and
shall give the Transfer Agent irrevocable instructiol?s to apply such fundsl and" if
applicable and so specified in the instructions, the inGomeand proceeds therefrom. to the
payment or such Series C Redemption Price; The Association may direct the Tnmsfer
Agent to invest any such available funds, provided that the proceeds of arty such
investment 'will be available to the Transfer Agent in Milwaukee, WIsconsin at the
opening ofbu~iness on such Series C Redemption Date.

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 (i\!) . Except as otherwise expressly set forth in ·1his .Section 5.03(f). nothing
contained in these AmertdedandRestated Articles of Association shall limit any legal
right of the Association to purchase or otherwise acquire any shares of Series C Preferred
Stock at any price, whether higher or lower than the Series C Redemption Price, in
_. ----.-E..r!~te m~got~tedtrimsac~ons~the over-tho-counter market ?r"~~erwi::~:.._, _ _ __
(v) If the. Association shall not have funds legally ava.ilable for'theredemption
of all {)f:the shares of Series e Preferred Stock on any Series C Redemption Date, the
Association shall redeem on the Series GRedemptionDate only the number Of shares of
SeriesCPrererred Stock as itshaU have legally available funds to redeem, as detemrlned
luan equitable manner,. and the remainder of the share.s.ofSeJ:iesCPreferted Stock shall
be redeemed, at the option of the Association,on.tl1e earliest practicable date next
following the day on whlch the Association shall firsth/ive funds legally available for the
redemption of .such shares;

(g) R~cgtlired Shares, Shares of the Series. C Preferred Stock that have been
redeemed.PUtcl1ased or otherwise acquired by the Associati{)u are not subject to reissuance or
resale as sbares orSeries C Preferred Stock and shall beheldultreasury. Such shares shall
revert to thestf,ltus of authorized but unissued shares.ofpref'erred stock, undesignated as to series.
until the Board of Directors of the Association shall designate them again for issuance as part of
asenes.
(h) Voting Rights. Except as otherwise required by applicable law, the holders of
Series C PrefettedStock shall not have any voting rights.

. Section 5.04. Defitlitions~ For the pUrpoSe of Sections 5.01, 5;02 and 5.P3 hereof, the
following terms shall have the meanings indicated:
US-year CMTRate· for anyCMTDetermination Date will be the rate equal to:
j

(i) the weeklyav~age interest rate of u.s, Treasury securities havip.g an

index maturltyofflve years for the week that ends immediately berore the
week in which the. relevant CMT Determination Da.te falls, as such rate
appears on page H 7052" on Telerate (or such other page as may replace the
1052 page on that service or any successor services) under the heading" .•.
Treasury Constant Maturities .•. Federal Reserve Board Release H.15 ...
Monday~ Approximately 3:45 p.m."

(ii) lfthe' applicable rate .described in clause (i)· above is not displayed on
Telefa~I>\\ge7052 at 3;00 p,m~, New York City time, on thetelevimt
CMTDeterrilination Date~thenthe5:-year CMT Rate will be the Tr~asury
oonstantmaturity rate applicable to a five-year index maturity for the
weekly average as published in H.15(519) (as defined below) •.

(iii) If the applicable rate described in clause (ii) abqve does no~ appear in
H. 15(5 19) at 3:00 p.m'J New York City time, on the relevant CMT
Detertninatid:il Date"theh the 5-year CMT Rate will be. the Treasury
constant maturity rate, or other U.S. Treasury rate t applicable to a five-

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Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 17 of 22

 year index maturity with reference to the relevant CMT Determination
Date~that:

(a) is published by the Board of Oovemorsoffhe Federal Reserve

System, or th~U.S.Department of the Treasury; and

(b) is' determined by the AssociatiQ~l to . . b!'::comparable'to the

applicable rate formerly displayed on Teleratepage 7052 and.
published·inH.15(S19).

(iv) If the rate described in clause (ill) above does not appear at 3:00 p.m.,
New York City time, on the relevant CMTDetermination 'Pate, than theS . .
year eMIRate \v111 be the yield to maturity of the arithmetic mean of the
secondary lnarket offered rates for Treasury notes haVing an original
maturltyofappr~atelyfive years and a remaining term. to maturity of
not less than . ' four years, and in a representative .~ount.asof
approximately 3:30' p;m.. NeW York. City thne, on the relevant CMT
DetenninationDate•.a$·quoted by three primary U.S. government
securities dea1ersinNewYork City selected by·· the Association. In
selecting these .offered1at~s,the Association will request quotations from
nveprlmary dealers and: will disregard the highest quotation - Of, ifthere
is ,equality, oneofthehignest - and the: lowestquotatio~ :- or, if the}re is
equality,Qne of the lowest.

(v) If the Association is unable to obtain three quotations of the kind

described in clause (iv)abQvef the CMT Rate wiUbe the yield to maturity
of the arithmetic. ineanofthe secondary market .offered rates for Treasury
notes with an .original maturity longer than five years . and a remaining
term to maturity closest to fiveyea,i's,and in a representative amoUht; as of
approximately 3:30 p.m.,New York City time, on the relevant CMT
l)etermination Date, as,qupted by the three primary U.s. governmental
securities dealers in New York City selected by the Association. In
selecting these offered rates, the AssociationWlll request quotations from
five primary declares .and will disregard the highest quotation - or, ifthcre
is equality, one of the highest - and the lowest quotation, or~ if there is
equality one of the lowest.
$ .

(vi) Iffewer than five but more than two primary dealers are quoting offered
rates as described above in clause (v), then tbe5;.year CMT Rate for the
relevant eM! Determination Date will be based on the arithmetic mean of
the offered rates so obtai~d, and neither the highest nor the lowest of
tbose quotations will be disregarded.
(vii) If two or fewer primary dealerS are quoting offered rates as described
above Inclattse· (v)~ the5-year. eMT Rate in effect for the new dividend
period will be the 5..year CM'I'Rate in effect for the prior dividend period.

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Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 18 of 22

 As used in this definition, "H.1S(S19)" means the weekly statistical ,release entitled
"StatisticruRelease H.15(519)/' or any successor pubtication,publlshed by the Board of
Governors orthe Federal Reserve System.

Absent manifest err()r~ the Associ!=ttion!sdetermination of the 5-year CMT Rate Will be
flnat ancfbinding.-··-··' .... ,.. . - _. - - - -... ,.-'-----

..As~ociation;l means u.s.

Bank National Association (formerly .named Firstar Bank.,
National Association)~a national banking association~

"BUSiness Day" means a day. on whlchtheNe"" York Stock Exchange is open for trading
and which is not a day on which banking institUtions in The City of New Yotkand MilwaUkee.
Wisconsin are authodzed or required bylaw or executive order to close~

;'Calcutatitm Agent" means. my Person authorized by the Association to determine the

Series B Dividend Rate. which initially shall be the Association.

lICMT Determination Date n 'ha$the meaning set forthfu Section 5.02(0)(i)(2) hereof.

"DIvidend Payment Date" means, as the context requires, a Series A Dividendfayment

Date, a Series J3 Dividend Payment Dale ora Series C Dividend Payment Date.

"ExeJu:mgeDate" means,asthe context require$(any date on which the Renlty Company

Series B E~changeable Stock is e:x;changed ror the Series A Preferred Stock, anyda~eoll which
the Realty Corrlpany Seri.es C Exchangeable Stock is exchanged fof. the Series B Preferred Stock,
or any date on which the Fundlng Company Exchangeable Securities are exchanged for the
Series C Preferred Stock.. .

"Pirstar Realty" means Firstar RealtyL,L.C•• an Illinois· limited liability company.

"Funding Company Exchangeable Securities" means the Non·CumUlative Exchangeable

Preferred Securities ofUSB Funding LLC, a Delaware limited liability c(}mpany~ .

"Issue Date" means, as the conte).i requir~s, the first date on which shares of Series ,A
Preferred Stock. Series B Preferred Stock or SeriesC Preferred Stock are isslled.

UPerson" means anyindivldual, flrm, bank or other enu'o/ and shall include any successor
(by merger or otherwise) of-such enti'o/.

"Realty Company Series B Exchangeable Stock" m~ the Series .B Non·Cumulative

Exchangeable Preferred Stock ofFirstar Realty.

"Really Company Series C Exchangeable Slock" means the Senes C Non-Cumulative

Exchangeable Preferred Stock of Firstar Realty.

"Record Date" means the 15th day of the month in which the applicable Dividend
Payment Date falls for dividends declared by the Board of DirectorS.

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 19 of 22

 ·,

"Series .4 Dividend Payment Date" mel3l1S each June 30 I3l1d December 31 of each year.
"Sen'es A Dividend Period" is the perlodfrom a Series A Dividend Paynren~ Date to, but
eX(.lluding. the next succeeding Series ADividend Payment Date, except that the initial Series A
~rilvidend PetiodSlialrcoriinHmceon~t1ie«"date Of the ongina:}""lssWlhCe Cifsb:ar~s-of·Series'" k
Preferred Stock.

'~Serle$A Dividend Rate" has. the meaning set forth in Section 5.01(0)(i) hereof.

"Series A Junior Sec'l!rUies" has the meaning set forth in Section 5,01 (b). hereof.

"Sf!ries if Liquidation.Value"lhas$e meaning set forth in Section 5.01(a)h~eof;

"Series A Notice ofRedemption" has the meaning set forth in Section 5 ,Ol(f)(i) hf;;tepf.

"8eriesA Partly S(ufurities" has the mea;¢ngsetforth in Section 5:.01(b) hereof.

"Series A Preferred Stoc/iJ has the meaning set fortll in Section 5.01 (a) hereof.

"Series A Redemptitm Date" has thetneaning set forth in Section 5.01 (e) hereof.

':Series A Redemption Prjce~'hasthe mel3l1ing$ettbrth in SectiQn5,Ol(e) hereof;

41.Series A Sen/or Securities" has them~anlng set forth in Se:ction 5.01(b).hcreof.

'fSeries.B DiVidend Payment Date" means each June 30 aIld December 31 of each year,

"Series B Dividend Period'.' 'isthepenQQ from a SenesB Dividend Payment Date tb,but
\}~cltlding,
thellextsucceedingSeriesB Dividend PaYlllent Date"exceptlliat the initial Series B
Dividend Period shall commence on the original issuance of shares of Series B Preferred Sto¢l<.

'V;eries BDivideizdRate"has the meaning set forthiIl Section 5.02(c}(i) hereof.

"Serie~ B Junior Securities" has the meaning set forth in Section 5.02(b) hereof.

"Series B Liquidation Vc4ue" has the meaning set forth in Section 5 .02(a) hereof.

'V;eFies B Notice of~edemption~? has the meaning set forth iIl SectionS.02(f)(i) hereof.

'~8erJes B Parily Securities

U
has the meaning set forth inSectionS.02(b) hereof.

~:Series B PreferredStocJ('h~ the meaning set forth iIl Section 5;02(a) hereof

(~8eries B Redemption Daten has the meaning set forth in Section 5.Q2(e) hereof.

"'SerJes B Reciemption Price1'has the meaning set forth in Section 5.02(e) hereof.

-1&-

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 20 of 22

 "SltriesBSenlo7.Securitiest ) has the meaning set forth in Section S.02(b) hereof.

"SeriesCDivldend Payment Date 1J means each January lS and July 150£ each year.

"SerieS-CDlvidendPetl;JCff is ihei)enQd' froma-S-erles-:-C'IH Videna"PaymenfDafe'to;but

excluding, the next succeeding SeriesC Dividend Paynlcnt Dl,lte. e'Xcepttb.at the initialSeries C
Dividend Period shall commenCe on the original issuance of shares ofSeries C Preferred Stock.

'~Series C Dividend Rate" has the meaning setforth in Section S.03(c){i) hereof.

'''Series C Junior Securities" h$S ~ n1~g set forth in Sectiun 5.03(b) hereo~.

t"Series C Liquidation Value."'fuls the meaning set forth in Section S.03(a.) hereof.

"Series C Notice o!Redemptlott"'has themeahing set forth in Section S.03(f)(i) hereof.

"Series CParity Securities" has themeaning.setforth in Section 5.03(b) hereof.

"Series CPreforred Stoc!?; has the meaning set forth.in Section 5.03(30) hereof.

'''Series C Redemptloh Date~' has the meaning set furth in SectionS.03(e) hereof:

'''S~ries C Redemption Pri¢e'i1has fuemeaning set forth in Section :S.03(e) hereof:

"Series C Seniar Securities" has themeaningsetforthin Section S.03(b) hereof.

"Transfer Agent" means a bank or trustcompany as maY be appointed from time to time
by the Board of Directors Qffue Association~ ora committee ther~f, to act as transfer agent
paying agent and registrar of the Series A Preferred Stock,. the Series B Preferred Stock and the
Seri'esC Preferred Stock.

SIXTH: The Board of Directors shall appoint one of its members President of the
Association, who shall be Chairman of the Board, unless the Board appoints another Director to
be theChl.lirman of the Board, The Board of'Oirectors shall have the power to appolntQne QT
more Vice Presidents; and ·to appoint. Ii Cashier an4 such other officers and employees as maybe
requU'ecltotransact the Business of the AssQciation. TheBoat'dof Directors shall have the
,Power to define the duties of the officers and employees of the Association; to fix the salaries to
be paid to them; to dismiss them; to require bonds from them and to fix the penalty thereof; to
regulate the m~er in which any increase ot the capital of the Association shall be made; to
manage and &dmini~ter the business affairs of the Association; to Plake allBylaws lhat it may be
lawful for them to. make and generally to .do and petfonn all acts that it may> be legal for a Board
of DirectOf'S to do and perfonn.

SEVENTB:The Board of Directors, without need for .approval of shareholders l shall

have the power to change the location of the main office of the Association, subject to such
limitations as from time to time may be provided by law; and shall have. the. power to establish or

~ ,19-

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 21 of 22

ch~ge the location of anybrru:u::P or br~ches of the Association to any other locatio:n~ without
the approval of the shareholders; but subject to the approval oftbe Comptroller of the Cl)rrency.

EIGHTH: The corporate ex.lstenee'ofthe Association shall continue until terminated in

accordance With the. laws of the United States.

NINTH: TIle Boatcl of Directors of the Association, the Cha.irirum of the··}3oard•. the
President, or any three or more holders ofCo1Illtl.on Stockownmg, in the aggregate, not less than
twenty-five percent of the .CoinlnPn. .Stock of this Association, may call a special meeting of
shareholders at any time. Unless otherwise provided by the laws ofthe United Stat¢s, a notice of
the time,place. and purpose of every .annual and special meeting of the shareholders shall be
given by .fust.. classmaiI. postage prepaid, mailed at least ten (10) days prior to the date of such
meeting to· each shareholder ofteeord .entitled to vote at such meeting at his address as shown
upon the books of the Associauc)Jl.

TENTH: Any persou. his heirs. executors, or administrators, .may be indemnified or

:reimbursed by the Association forreasonaQle expenseliactually incUrred in connection with any
action, suit; or proceeding, civil or criminal, to which he Qr they shall be1l1ade a party by reason
ofhis beingorlulving been a Director, officer. or employee of the Assoc1ation or of any firm,
c0111otation~. or .organization whic.h .he serve.d. in any such capacity at the request of the
Association, Provided, however, that ho person shall be so indemnified or reimbursed in relation
to any mafier in sucliaction,$qit, or procee~gast(') Which hesha11 flna11yhe adjudged·to have
b~rigtiiltyof or liable for gross negligence, willful misconduct or criminalacts.in the
performance of his duties to the Association. And, provided further, that no person shall be so
indemnified or reimbursed in :celation Wany matter insilch action.~ suit, or proceeding which has
been made the subject of a compromise settlement except· With the approval of a court. of
competent jurisdiction.,· or the holders of record of a majority of the outstanding shares of the
Association~or the Board of Directors, acting by vote of Directors. not parties to the same or
substantially the same actiQn~ suit or proceeding, constituting a majority of the whole number of
Directors; And,provided further, that no Director,. .officer or employee shall be soindenmified
or reimbursed for expenses,p¥Iialtiesor otherpayments incurred in an administrative proceeding
or action instituted by an appropriate bank regUlatory agency where said proceeding or action
results in a final order assessmgcivilmoneypenalties or requiringaffirmativc action by an
individual or individuals in the. form of payments.to the Association. The foregoing right of
indemnification shall not be exclusive. of other rights to which such person, his heirst executors,
or administrators~ may be entitled as a matter of law. The Association may, upon theaf'fiI'q1ative
vote of a majoclty of its Board of Dhectors, purchase in.surance for the purpose of inde~nnifying
its Directors. officers and othetemployees to the extent that such indemriification is allowed in
the preceding paragrapb.. Suchinsutance may. but need.not, be for the benefit of all Directors,
officers1 or employees~

ELEVENTH: Exce.ptas otherwise specifically provided in Article Fifthhereof~ these

Amended and Restated Artlclesof Association may be amemied at any regular or special
meeting of the shareholders by theaffirrnative.vote· of the holders of a majority of the
outstanding shares of Common Stock of the· Association, unless ·the vote of the holders of a
greate,r amount of stock is required by law and in that case by the vote of the holders of such
greater amount.

-20-

Case 3:13-cv-00101-JJB-SCR Document 1-2 02/19/13 Page 22 of 22

 EXHIBIT 2

Case 3:13-cv-00101-JJB-SCR Document 1-3 02/19/13 Page 1 of 7

 02/19/2013 08:39 2256833556 EFP CLERK PAGE 132/132
P;;lge 1/1 CIVIL, 00000042262, Transaction Date: 01/09/2013

"':':';.,
J1iIWJa.J

CITATION
M6
~
U9JlANX,NATIONALASSOC·/NDENTURE 0/sr;42262
'TRVSTEE·ETAL Dl\oWoII;A
..' V.t. 2rP IlldleJitI))1.!ttid COIIrI
ParWr DfEIIIi FdlcIl/1Il1
FIRST AMERICAN T1'1'LE INS CO Slate ofLouJs1iDJa

3f

FIRST AMERICAN TITLE INSURANCE COMPANY, 11IROUGH ITS REGISTERED

To:
AGENT: LOUISIANASECRETARY OFSTATE
8585 ARCHIVES AVENUE ,,
, ,',,', >M,toN ROUGE, LA 70809
:, '" (\;i.,: ',""/flt~~Y SUMMONED jQcomply with.Jhi! demand ofthe.pla,intif!spetition,..a,Jrue 'anJ
faithful copy whereofaccompanies this citation, or to make an appearance by filing an answer or other
, ple~n8.thei'*, in writing, with the Clerk ofCourt at his office in 'the town a/Clinton, Loui~iana, within !
,,:JJf/JI1J:l1SJdays after the service hireof; and your failure to so comply will subject you to the penalty of I"

, 'iiaV,tng'(l de/aidt judgment rendered agai/l$t you. ,

Witness my Official Hand and Seal ofOffice at Clinton, Lollisiana this 9TH day 0/JANUARY, 2013,

A_ AND, ,CQRRECr C(IIf

David Dart
CltrhlC(Nrl I

'At :lfIo',._.,.:":~;?j:i , : W· ~ i
I
w., ':iIqRN
650 PO'YDRAS STREET, SUITE 1500
NEW OR.l.E1NS. LA 70130
!
!
REGf.\VED
/ii:- t1.6.~~diil$':;kejoiloWing marud docwnems: " "j'AtnU~
~"., ',' ' :!.1Jim~giiilihes .
, ReqUestfor Admission ofFacts '
Other U.ltsl\E~\ff'S9"
--·-··--·--·--·-S~~·"-·"··---·--·-----

f~~'+- ",iCi "toto ,

~e4
Received on the _ _ day of ' «~ ~ and onJ~1$___ day of
, or. ~".<'I 0 ~'l.~\ISJ • ~'t.~~~
__ ....,-_~J ~O' se(ldtfe@..~~tyqsf&jws: ' •
~~ ~~~ ~~ ~~~, ~~~~
o~ , ~ <;p\'>~ i.t.~~ • u'ill!.. V'
PersolUl/ Service on the party he" ' (J!PII~1 0 of< ~
Domicillflry Service on the party HI sin ~t;i,;;;;,'\~~~~a~th~is;;;d~onu;;;;,r.;cil~e:t;in;-jl1;;he;-;p;;;'arri;is;bh-;;'in~t[leWhands;;J,~of
\'U'" • (\~-r. 0
'f(aPtrson apparently ever the age ofsixteen years, living
-and-:-res-'~'d'~'flg-I:-'n-sa-:-id':'"do:-m-I:-'ci::-le-a-nd:-w--;h-o/J-e-~'fui'other facts co~cte"d with this service, [learned by
",ird.#!!!,~gt/le.;sai~J1~r~on,
" .'''" . I': . '"
~. ',~
saidparty"ilein'l?eing
.
absent from his residence at the time ofsaid service,

Returned:
Parish of_ _ _ _ _ _ _ _ _ _ _ this ___ day of_ _ _ _ _ _-', 20~_,

Service

Mileage
$

$ ~:-------------~---------
DepU1)l Sheriff
I \
i
Total $ ALED !
r
I

~013, I
~. I
'. "

[ RETURN COPY 1 State 0/ LA

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