cohn lifland pearlman herrmann & knopf llp peter...

Case 2:09-cv-01120-JLL-CCC Document 1 Filed 03/12/2009 of 26

COHN LIFLAND PEARLMANHERRMANN & KNOPF LLP

PETER S. PEARLMANPark 80 Plaza West-OneSaddle Brook, NJ 07663Telephone: 201/845-9600201/845-9423 (fax)

COUGHLIN STOIA GELLERRUDMAN & ROBBINS LLP

DARREN J. ROBBINSMATTHEW P. MONTGOMERY655 West Broadway, Suite 1900San Diego, CA 92101Telephone: 619/231-1058619/231-7423 (fax)

Attorneys for Plaintiff

UNITED STATES DISTRICT COURT

DISTRICT OF NEW JERSEY

KAREN M. BAUER, Individually and ) No.on Behalf of All Others Similarly )Situated, ) CLASS ACTION

Plaintiff, COMPLAINT FOR VIOLATION OFTHE FEDERAL SECURITIES LAWS

VS. )

PRUDENTIAL FINANCIAL, INC., )ARTHUR F. RYAN, RICHARD J. )CARBONE, PETER B. SAYRE, )DENNIS G. SULLIVAN, FREDERIC )K. BECKER, GORDON M. )BETHUNE, GASTON CAPERTON, )GILBERT F. CASELLAS, JAMES G. )CULLEN, WILLIAM H. GRAY III, )

DEMAND FOR JURY TRIAL

[Caption continued on following page.]


JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES)A. UNRUH, CITIGROUP GLOBAL )MARKETS INC., MERRILL LYNCH, )PIERCE, FENNER & SMITH )INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, )UBS SECURITIES LLC, WACHOVIA )CAPITAL MARKETS, LLC, BANC )OF AMERICA SECURITIES LLC, )RBC CAPITAL MARKETS )CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS )LLP, )

Defendants. )


NATURE OF THE ACTION

1. This is a securities class action on behalf of all persons who acquired

depositary shares of the 9% Junior Subordinated Notes (the "Securities") of Prudential

Financial, Inc. ("Prudential" or the "Company") pursuant and/or traceable to a false

and misleading registration statement and prospectus (collectively, the "Registration

Statement") issued in connection with the Company's June 2008 initial public offering

of the Securities (the "Offering"). This action asserts strict liability claims under the

Securities Act of 1933 ("1933 Act") against Prudential, its officers and/or directors, its

auditors, and the investment banks which underwrote the Offering (collectively,

"defendants").

2. Prudential is a financial services company that offers a variety of

products, including life insurance, annuities, retirement-related services, mutual funds,

investment management and real estate services.

3. Defendants consummated the Offering pursuant to the false and

misleading Registration Statement, selling 36.8 million shares of the Securities at $25

per share, for proceeds of over $920 million. The Registration Statement incorporated

Prudential's financial results for 2007 and the first quarter of 2008.

4. Prudential ultimately announced huge writedowns associated with its

exposure to subprime mortgages and the goodwill on the Company's books associated

with certain of its subsidiaries, causing the price of the Securities to decline.

5. The true facts which were omitted from the Registration Statement were:

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(a) The Company's asset-backed securities collateralized with

subprime mortgages were impaired to a greater extent than the Company had

disclosed;

(b) The Company's goodwill associated with certain of its subsidiaries

was impaired to a greater extent than the Company had disclosed;

(c) Defendants failed to properly record losses for impaired assets; and

(d) The Company's internal controls were inadequate to prevent the

Company from improperly reporting its impaired assets.

JURISDICTION AND VENUE

6. The claims asserted herein arise under and pursuant to § § 11, 12(a)(2) and

15 of the 1933 Act, 15 U.S.C. §§77k, 771(a)(2) and 770.

7. This Court has jurisdiction over the subject matter of this action pursuant

to 28 U.S.C. § 1331 and §22 of the 1933 Act.

8. Venue is proper in this District pursuant to 28 U.S.C. §1391(b), because

Prudential maintains offices in this District, the Underwriter Defendants conduct

business in this District, and many of the acts and practices complained of herein

occurred in substantial part in this District.

9. In connection with the acts alleged in this Complaint, defendants, directly

or indirectly, used the means and instrumentalities of interstate commerce, including,

but not limited to, the mails, interstate telephone communications and the facilities of

the national securities markets.

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PARTIES

10. Plaintiff Karen M. Bauer residing at 17818 Stoneridge Drive, North

Potomac, Maryland acquired the Securities pursuant or traceable to the Offering and

has been damaged thereby.

11. Defendant Prudential is a financial services company that offers a variety

of products, including life insurance, annuities, retirement-related services, mutual

funds, investment management and real estate services. It is headquartered in

Newark, New Jersey.

12. Defendant Arthur F. Ryan ("Ryan") was, at relevant times, Chairman,

Chief Executive Officer and a director of the Company. Ryan signed the false and

misleading Registration Statement.

13, Defendant Richard J. Carbone ("Carbone") was, at relevant times, Senior

Vice President and Chief Financial Officer of the Company. Carbone signed the false

and misleading Registration Statement.

14. Defendant Peter B. Sayre ("Sayre") was, at relevant times, Controller of

the Company. Sayre signed the false and misleading Registration Statement.

15. Defendant Dennis G. Sullivan ("Sullivan") was, at relevant times, Vice

President (Principal Accounting Officer) of the Company. Sullivan signed the false

and misleading Registration Statement.

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16. Defendant Frederic K. Becker ("Becker") was, at relevant times, a

director of the Company. Becker signed the false and misleading Registration

Statement.

17. Defendant Gordon A Bethune ("Bethune") was, at relevant times, a

director of the Company. Bethune signed the false and misleading Registration

Statement.

18. Defendant Gaston Caperton ("Caperton") was, at relevant times, a

director of the Company. Caperton signed the false and misleading Registration

Statement.

19. Defendant Gilbert F. Casellas ("Casellas") was, at relevant times, a

director of the Company. Casellas signed the false and misleading Registration

Statement.

20. Defendant James G. Cullen ("Cullen") was, at relevant times, a director

of the Company. Cullen signed the false and misleading Registration Statement.

21. Defendant William H. Gray III ("Gray") was, at relevant times, a director

of the Company. Gray signed the false and misleading Registration Statement.

22. Defendant Jon F. Hanson ("Hanson") was, at relevant times, a director of

the Company. Hanson signed the false and misleading Registration Statement.

23. Defendant Constance J. Horner ("Horner") was, at relevant times, a

director of the Company. Horner signed the false and misleading Registration

Statement.

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24. Defendant Karl J. Krapek ("Krapek") was, at relevant times, a director of

the Company. Krapek signed the false and misleading Registration Statement.

25. Defendant James A. Unruh ("Unruh") was, at relevant times, a director of

the Company. Unruh signed the false and misleading Registration Statement.

26. The defendants referenced above in ¶T12-25 are referred to herein as the

"Individual Defendants."

27. Defendant Citigroup Global Markets Inc. ("Citigroup Global") is the

brokerage and securities arm of Citigroup. Citigroup Global was an underwriter for

the Offering.

28. Defendant Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill

Lynch") provides capital markets services, investment banking and advisory services,

wealth management, asset management, insurance, banking, and related products and

services on a global basis. Merrill Lynch was an underwriter for the Offering.

29. Defendant Morgan Stanley & Co. Incorporated ("Morgan Stanley") is a

global financial services firm that, through its subsidiaries and affiliates, provides its

products and services to customers, including corporations, governments, financial

institutions and individuals. Morgan Stanley assists public and private corporations in

raising funds in the capital markets (both equity and debt), as well as in providing

strategic advisory services for mergers, acquisitions and other types of financial

transactions. Morgan Stanley was an underwriter for the Offering.

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30. Defendant UBS Securities LLC ("UBS") provides a range of financial

products and services worldwide. UBS was an underwriter for the Offering.

31. Defendant Wachovia Capital Markets, LLC ("Wachovia") provides a

range of financial products and services worldwide. Wachovia was an underwriter for

the Offering.

32. Defendant Banc of America Securities LLC ("Banc of America") is the

investment banking arm of Bank of America. Banc of America offers trading and

brokerage services, debt and securities underwriting, debt and equity research, and

advice on public offerings, leveraged buyouts, and mergers and acquisitions. Banc of

America was an underwriter for the Offering.

33. Defendant RBC Capital Markets Corporation ("RBC") is the corporate

and investment banking division of Royal Bank of Canada. RBC was an underwriter

for the Offering.

34. Defendant J.P. Morgan Securities Inc. ("J.P. Morgan") is a subsidiary of

JPMorgan Chase & Co., a leading global financial services firm with assets of $2.2

trillion. The firm is a leader in investment banking, financial services for consumers,

small business and commercial banking, financial transaction processing, asset

management and private equity. J.P. Morgan was an underwriter for the Offering.

35. Pursuant to the 1933 Act, the defendants referenced in T¶27-34 above are

referred to herein as the "Underwriter Defendants."

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36. The Underwriter Defendants are liable for the false and misleading

statements in the Registration Statement. In connection with the Offering, the

Underwriter Defendants drafted and disseminated the Registration Statement and were

paid fees in connection therewith. The Underwriter Defendants' failure to conduct an

adequate due diligence investigation was a substantial factor leading to the harm

complained of herein.

37. Defendant PricewaterhouseCoopers LLP ("PwC") is an audit, tax and

advisory firm that served as Prudential's auditor during the relevant period and, with

its consent, was named as having certified a portion of the Registration Statement, as

well as the financial statements in Prudential's Form 10-K for 2007.

CLASS ACTION ALLEGATIONS

38. Plaintiff brings this action as a class action pursuant to Federal Rule of

Civil Procedure 23(a) and (b)(3) on behalf of a class consisting of all persons or

entities who acquired the Securities pursuant or traceable to the Company's false and

misleading Registration Statement for the Offering and who were damaged thereby

(the "Class"). Excluded from the Class are defendants, the officers and directors of

the Company, at all relevant times, members of their immediate families and their

legal representatives, heirs, successors or assigns, and any entity in which defendants

have or had a controlling interest.

39. The members of the Class are so numerous that joinder of all members is

impracticable. The Securities were actively traded on the NYSE. While the exact

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number of Class members is unknown to plaintiff at this time and can only be

ascertained through appropriate discovery, plaintiff believes that there are hundreds of

members in the proposed Class. Record owners and other members of the Class may

be identified from records maintained by Prudential or its transfer agent and may be

notified of the pendency of this action by mail, using the form of notice similar to that

customarily used in securities class actions.

40. Plaintiff's claims are typical of the claims of the members of the Class as

all members of the Class are similarly affected by defendants' wrongful conduct in

violation of federal law that is complained of herein.

41. Plaintiff will fairly and adequately protect the interests of the members of

the Class and has retained counsel competent and experienced in class and securities

litigation.

42. Common questions of law and fact exist as to all members of the Class

and predominate over any questions solely affecting individual members of the Class.

Among the questions of law and fact common to the Class are: whether the 1933 Act

was violated by defendants' acts as alleged herein; whether statements made by

defendants to the investing public in the Registration Statement misrepresented

material facts about the business, operations and management of Prudential; and to

what extent the members of the Class have sustained damages and the proper measure

of damages.

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43. A class action is superior to all other available methods for the fair and

efficient adjudication of this controversy since joinder of all members is

impracticable. Furthermore, as the damages suffered by individual Class members

may be relatively small, the expense and burden of individual litigation make it

impossible for members of the Class to individually redress the wrongs done to them.

There will be no difficulty in the management of this action as a class action.

THE FALSE AND DEFECTIVE REGISTRATIONSTATEMENT AND PROSPECTUS

44. On or about March 16, 2006, Prudential filed with the Securities and

Exchange Commission ("SEC") a Form S-3 Registration Statement and Prospectus

using a "shelf' registration or continuous offering process. Under the shelf, Prudential

would be permitted to sell securities described in various prospectus supplements in

one or more offerings. The prospectus supplements would form part of the

Registration Statement for each offering. The securities were to be issued by

Prudential. The Form S-3 stated:

The SEC allows us to incorporate by reference the information wefile with it, which means that we can disclose important information toyou by referring you to those documents. The information incorporatedby reference is an important part of this prospectus, and information thatwe file later with the SEC will automatically update and supersede thisinformation. Information furnished under the applicable items of ourCurrent Reports on Form 8-K is not incorporated by reference in thisregistration statement and prospectus, unless specifically stated in aprospectus supplement. We incorporate by reference the documentslisted below and filings that we will make after the date of filing theinitial registration statement and prior to the effectiveness of theregistration statement, and any future filings made by us with the SEC

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under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Actof 1934, as amended, which we refer to as the "Exchange Act" ... .

45. On, February 27, 2008, Prudential filed its Form 10-K with the SEC for

the year 2007. This Form 10-K was incorporated by reference into the Registration

Statement. The Form 10-K reported net income for 2007 of $3.7 billion, assets of

$485.8 billion, and stockholder equity of $23.5 billion. The Form 10-K also included

the following statement by PwC:

REPORT OF INDEPENDENT REGISTERED PUBLICACCOUNTING FIRM

To the Board of Directors and Stockholdersof Prudential Financial, Inc.:

In our opinion, the consolidated financial statements listed in theaccompanying index present fairly, in all material respects, the financialposition of Prudential Financial, Inc. and its subsidiaries at December 31,2007 and December 31, 2006 and the results of their operations and theircash flows for each of the three years in the period ended December 31,2007 in conformity with accounting principles generally accepted in theUnited States of America. In addition, in our opinion, the financialstatement schedules listed in the index appearing under Item 15.2 presentfairly, in all material respects, the information set forth therein when readin conjunction with the related consolidated financial statements. Alsoin our opinion, the Company maintained, in all material respects,effective internal control over financial reporting as of December 31,2007, based on criteria established in Internal Control — IntegratedFramework issued by the Committee of Sponsoring Organizations of theTreadway Commission (COSO). The Company's management isresponsible for these financial statements and financial statementschedules, for maintaining effective internal control over financialreporting and for its assessment of the effectiveness of internal controlover financial reporting, included in Management's Annual Report onInternal Control Over Financial Reporting, listed in the accompanyingindex. Our responsibility is to express opinions on these financialstatements, on the financial statement schedules, and on the Company'sinternal control over financial reporting based on our integrated audits.

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We conducted our audits in accordance with the standards of the PublicCompany Accounting Oversight Board (United States). Those standardsrequire that we plan and perform the audits to obtain reasonableassurance about whether the financial statements are free of materialmisstatement and whether effective internal control over financialreporting was maintained in all material respects. Our audits of thefinancial statements included examining, on a test basis, evidencesupporting the amounts and disclosures in the financial statements,assessing the accounting principles used and significant estimates madeby management, and evaluating the overall financial statementpresentation. Our audit of internal control over financial reportingincluded obtaining an understanding of internal control over financialreporting, assessing the risk that a material weakness exists, and testingand evaluating the design and operating effectiveness of internal controlbased on the assessed risk. Our audits also included performing suchother procedures as we considered necessary in the circumstances. Webelieve that our audits provide a reasonable basis for our opinions.

A company's internal control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability offinancial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accountingprinciples. A company's internal control over financial reportingincludes those policies and procedures that (i) pertain to the maintenanceof records that, in reasonable detail, accurately and fairly reflect thetransactions and dispositions of the assets of the company; (ii) providereasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generallyaccepted accounting principles, and that receipts and expenditures of thecompany are being made only in accordance with authorizations ofmanagement and directors of the company; and (iii) provide reasonableassurance regarding prevention or timely detection of unauthorizedacquisition, use, or disposition of the company's assets that could have amaterial effect on the financial statements.

/S/ PRICEWATERHOUSECOOPERS LLPNew York, New YorkFebruary 27, 2008

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46. The Registration Statement further incorporated by reference Prudential's

Form 10-Q filed with the SEC on May 1, 2008 for the quarter ended March 31, 2008.

That Form 10-Q stated:

Prudential Financial, one of the largest financial servicescompanies in the U.S., offers individual and institutional clients a widearray of financial products and services, including life insurance,annuities, mutual funds, pension and retirement-related services andadministration, investment management, real estate brokerage andrelocation services, and, through a joint venture, retail securitiesbrokerage services. We offer these products and services through one ofthe largest distribution networks in the financial services industry.

During the latter half of 2007 and continuing through the firstquarter 2008, dislocations in the credit and capital markets, initiallydriven by broad market concerns over the impact of sub-prime mortgageholdings of financial institutions, have generally resulted in increasedcost of credit for financial institutions in the marketplace. While credithas generally become more expensive, Prudential Financial's ability toaccess the capital markets has not been materially impacted.

47. The Form 10-Q reported net income of $69 million, assets of $478.3

billion, and total stockholders' equity of $22.7 billion.

48. On or about June 24, 2008, Prudential filed its Prospectus Supplement for

the Offering, which forms part of the Registration Statement and pursuant to which

Prudential sold 36.8 million shares of the Securities to the public at $25 per share.

The Prospectus Supplement stated:

The SEC allows us to incorporate by reference the information wefile with it, which means that we can disclose important information toyou by referring you to those documents. The information incorporatedby reference is an important part of this prospectus, and information thatwe file later with the SEC will automatically update and supersede thisinformation. Information furnished under the applicable items of our

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Current Reports on Form 8-K is not incorporated by reference in thisregistration statement and prospectus, unless specifically stated in aprospectus supplement. We incorporate by reference the documentslisted below and filings that we will make after the date of filing theinitial registration statement and prior to the effectiveness of theregistration statement, and any future filings made by us with the SECunder Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Actof 1934, as amended, which we refer to as the "Exchange Act" ... .

49. The Registration Statement/Prospectus Supplement contained untrue

statements of material fact or omitted to state other facts necessary to make the

statements made therein not misleading and was not prepared in accordance with

applicable SEC rules and regulations. Specifically, the Registration Statement/

Prospectus Supplement failed to disclose that:

(a) The Company's asset-backed securities collateralized with

subprime mortgages were impaired to a greater extent than the Company had

disclosed;

(b) The Company's goodwill associated with certain of its subsidiaries

was impaired to a greater extent than the Company had disclosed;

(c) Defendants failed to properly record losses for impaired assets; and

(d) The Company's internal controls were inadequate to prevent the

Company from improperly reporting its impaired assets.

POST-OFFERING EVENTS

50. On February 4, 2009, the Company issued press release entitled

"Prudential Financial, Inc. Announces 2008 Results," which stated in part:

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Prudential Financial, Inc. today reported a net loss for its FinancialServices Businesses of $1.096 billion ($2.42 per Common share) for theyear ended December 31, 2008, compared to net income of $3.512billion ($7.61 per Common share) for 2007. After-tax adjusted operatingincome for the Financial Services Businesses was $1.117 billion ($2.69per Common share) for 2008, compared to $3.322 billion ($7.21 perCommon share) for 2007. Adjusted operating income is a non-GAAPmeasure as discussed below, which includes charges in the fourth quarterof 2008 for writeoffs of goodwill and declines in value of investments incertain operating joint ventures amounting to approximately $1.32 perCommon share.

For the fourth quarter of 2008, the Financial Services Businessesreported a net loss of $1.640 billion ($3.85 per Common share),compared to net income of $792 million ($1.75 per Common share) forthe fourth quarter of 2007. The Financial Services Businesses reported aloss, based on after-tax adjusted operating income, of $878 million($2.04 per Common share) for the fourth quarter of 2008, compared toafter-tax adjusted operating income of $787 million ($1.74 per Commonshare) for the fourth quarter of 2007.

The U.S. Retirement Solutions and Investment Managementdivision reported a loss, on an adjusted operating income basis, of $975million for the fourth quarter of 2008, compared to adjusting operatingincome of $500 million in the year-ago quarter.

... [T]he current quarter loss includes a charge of $97 million towrite off the entire balance of goodwill associated with the Company'sacquisition of Allstate's variable annuity business in 2006.

Corporate and Other operations re sulted in a loss, on anadjusted operating income basis, of $264 million in the fourth quarter of2008, compared to a loss of $52 million in the year-ago quarter. Thecurrent quarter loss includes a charge of $117 million to write off theentire balance of goodwill for the Company's real estate and relocationbusiness....

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Assets under management amounted to $558 billion atDecember 31, 2008, compared to $648 billion a year earlier.

The net loss of the Financial Services Businesses amounted to$1.640 billion for the fourth quarter of 2008, compared to net income of$792 million in the year-ago quarter.

The current quarter net loss includes $511 million of pre-tax netrealized investment losses and related charges and adjustments. Netrealized investment losses in the current quarter include $1.192 billion oflosses from impairments and sales of credit-impaired investments and$304 million representing decreases in market value of certain externallymanaged investments in the European market. The losses fromimpairments and sales of credit-impaired securities reflect $570 millionon fixed maturity investments, including $214 million relating to asset-backed securities collateralized by sub-prime mortgages, and $601million of impairments on equity securities....

... Gross unrealized losses include $1.781 billion related to asset-backed securities collateralized by sub-prime mortgages.

51. On February 5, 2009, on the Company's fourth quarter 2008 earnings

conference call, defendant Carbone made the following statements:

The impairments of goodwill and joint venture investmentsamounted to $653 million on a pretax basis. This charge reflects thewrite-off of the entire balances of goodwill for three areas — the variableannuity business we acquired from Allstate, our internationalinvestments business and our real estate and relocation business, as wellas a portion of our operating and joint venture investment in ourinternational investments business.

The $1.2 billion of impairments and credit-related losses on salesincluded $570 million for fixed maturities, $601 million for the equities,and $21 million from other investments. The $570 million for fixedmaturities reflected $506 million of impairments, including $400 millionthat were credit-related, and $64 million for sales of credit-impairedsecurities. $214 million of these losses were on subprime paper, with theremainder primarily on corporate holdings in services, manufacturing

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and finance sectors. The credit-related impairments and losses on salestotaling about $460 million compared to a range of $300 million to $400million that we had estimated for credit losses on our Investor Day backin December.

Roughly $1.8 billion of total gross unrealized losses at year-endrelates to subprime holdings, an increase of $600 million from the thirdquarter, as the market for these securities weakened when expectedgovernment purchases under the TARP program failed to materialize,and the residential housing market continued to decline.

52. On February 10, 2009, Bloomberg announced in a press release:

Prudential Financial Inc., the second-largest U.S. life insurer, may bedowngraded by Moody's Investors Service after two straight quarterlylosses.

"Depressed equity markets will not only increasingly raise the costof the variable annuity business for the company, but could also result inadditional impairments," the ratings firm said today in a statement on theNewark, New Jersey-based insurer.

53. In response to these disclosures, the price of the Securities declined from

$21.30 on February 9, 2009 to $20.10 the next day, a 5.6% drop.

54. On February 19, 2009, Business Wire published an article entitled "Fitch

Downgrades Prudential Financial's Ratings; Outlook Negative," which stated in part:

Fitch Ratings has downgraded Prudential Financial, Inc.'s seniorunsecured debt rating to `BBB' from À-' and commercial paper ratingto `F2' from `F 1', as well as the insurer financial strength (IFS) ratingsof PRU's primary domestic life insurance subsidiaries to À+' fromÀA-'. The Rating Outlook is Negative....

Today's ratings actions reflect Fitch's updated review of PRU'sexposure to the volatile credit and investment market conditions, whichare negatively impacting its investment results, earnings performanceand capital levels.

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In addition, PRU has an above average exposure to subprime residentialmortgage-backed securities and commercial mortgage backed securitiesrelative to peers.

55. In response to these disclosures, the price of the Securities declined from

$19.35 on February 18, 2009 to $16.09 the next day, a 17% drop.

COUNT

Violations of Section 11 of the 1933 ActAgainst All Defendants

56. Plaintiff repeats and realleges each and every allegation contained above.

For purposes of this Count, plaintiff expressly excludes and disclaims any allegation

that could be construed as alleging fraud or intentional or reckless misconduct, as this

Count is based solely on claims of strict liability and/or negligence under the 1933

Act.

57. This Count is brought pursuant to § 11 of the 1933 Act, 15 U.S.C. §77k,

on behalf of the Class, against all defendants.

58. The Registration Statement was false and misleading, contained untrue

statements of material facts, omitted to state other facts necessary to make the

statements made not misleading, and omitted to state material facts required to be

stated therein.

59. Prudential is the registrant for the Offering. As issuer of the shares,

Prudential is strictly liable to plaintiff and the Class for the misstatements and

omissions.

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60. The Individual Defendants named in this Count were responsible for the

contents and dissemination of the Registration Statement. Each of the Individual

Defendants named in this Count signed or authorized the signing of the Registration

Statement or were identified in the Prospectus.

61. The Underwriter Defendants named herein were responsible for the

contents and dissemination of the Registration Statement.

62. PwC acted as Prudential's auditor and was named by consent as having

certified a part of the Registration Statement as well as Prudential's financial results

included in its 2007 Form 10-K.

63. None of the defendants named herein made a reasonable investigation or

possessed reasonable grounds for the belief that the statements contained in the

Registration Statement were true and without omissions of any material facts and were

not misleading.

64. By reason of the conduct herein alleged, each defendant violated, and/or .

controlled a person who violated, § 11 of the 1933 Act.

65. Plaintiff acquired the Securities pursuant and/or traceable to the

Registration Statement for the Offering.

66. Plaintiff and the Class have sustained damages. At the time of their

purchases of the Securities, plaintiff and other members of the Class were without

knowledge of the facts concerning the wrongful conduct alleged herein and could not

have reasonably discovered those facts prior to mid-2008. Less than one year has

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elapsed from the time that plaintiff discovered or reasonably could have discovered

the facts upon which this Complaint is based and the time plaintiff filed this

Complaint. Less than three years has elapsed between the time that the Securities

upon which this Count is brought were offered to the public and the time plaintiff filed

this Complaint.

COUNT II

Violations of Section 12(a)(2) of the 1933 ActAgainst Prudential and the Underwriter Defendants

67. Plaintiff repeats and realleges the allegations set forth above as if set

forth fully herein. For purposes of this Count, plaintiff expressly excludes and

disclaims any allegation that could be construed as alleging fraud or intentional or

reckless misconduct, as this Count is based solely on claims of strict liability and/or

negligence under the 1933 Act.

68. By means of the defective Prospectus, the defendants named herein

assisted in the sale of shares of the Securities to plaintiff and other members of the

Class.

69. The Prospectus contained untrue statements of material fact, and

concealed and failed to disclose material facts, as detailed above. Defendants named

herein owed plaintiff and the other members of the Class who purchased the Securities

pursuant to the Prospectus the duty to make a reasonable and diligent investigation of

the statements contained in the Prospectus to ensure that such statements were true

and that there was no omission to state a material fact required to be stated in order to-19-


make the statements contained therein not misleading. Defendants, in the exercise of

reasonable care, should have known of the misstatements and omissions contained in

the Prospectus as set forth above.

70. Plaintiff did not know, nor in the exercise of reasonable diligence could

have known, of the untruths and omissions contained in the Prospectus at the time

plaintiff acquired the Securities.

71. By reason of the conduct alleged herein, these defendants violated

§ 12(a)(2) of the 1933 Act, 15 U.S.C. §771(a)(2). As a direct and proximate result of

such violations, plaintiff and the other members of the Class who purchased the

Securities pursuant to the Prospectus sustained substantial damages in connection with

their purchases of the Securities. Accordingly, plaintiff and the other members of the

Class who hold such shares have the right to rescind and recover the consideration

paid for their shares, and hereby tender their shares to the defendants sued herein.

Class members who have sold their shares seek damages to the extent permitted by

law.

COUNT III

Violations of Section 15 of the 1933 ActAgainst the Individual Defendants

72. Plaintiff repeats and realleges each and every allegation contained above.

For purposes of this Count, plaintiff expressly excludes and disclaims any allegation

that could be construed as alleging fraud or intentional or reckless misconduct, as this

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Count is based solely on claims of strict liability and/or negligence under the 1933

Act.

73. This Count is brought pursuant to § 15 of the 1933 Act, 15 U.S.C. §77o,

against the Individual Defendants.

74. Each of the Individual Defendants was a control person of Prudential by

virtue of his or her position as a director, senior officer and/or major shareholder of

Prudential which allowed each of these defendants to exercise control over Prudential

and its operations.

75. Each of the Individual Defendants was a culpable participant in the

violations of § 11 of the 1933 Act alleged in the Count above, based on their having

signed or authorized the signing of the Registration Statement and having otherwise

participated in the process which allowed the Offering to be successfully completed.

PRAYER FOR RELIEF

WHEREFORE, plaintiff prays for relief and judgment, as follows:

A. Determining that this action is a proper class action and certifying

plaintiff as a Class representative;

B. Awarding compensatory damages in favor of plaintiff and the other Class

members against all defendants, jointly and severally, for all damages sustained as a

result of defendants' wrongdoing, in an amount to be proven at trial, including interest

thereon;

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C. Awarding plaintiff and the Class their reasonable costs and expenses

incurred in this action, including counsel fees and expert fees;

D. Awarding rescission or a rescissory measure of damages; and

E. Such equitable/injunctive or other relief as deemed appropriate by the

Court.

JURY DEMAND

Plaintiff hereby demands a trial by jury.

DATED: March 12, 2009 COHN LIFLAND PEARLMANHERRMANN & KNOPF LLP

PETER S. PEARLMAN

s/ Peter S. Pearlman PETER S. PEARLMAN

Park 80 Plaza West-OneSaddle Brook, NJ 07663Telephone: 201/845-9600201/845-9423 (fax)




SACptDraft\Securities\Cpt Prudential Financial.doc

-22-

Case 2:09-cv-01 120-JLL-CCC Document 1 Filed 03/12/2009 of 26

CERTIFWATION 01 , NAMED PLAINTIFF_

I FED FRAL SECtAUTTES LAWS

KARENNI NI, BAUER ("Plaintill T') declares:

I Plaintiff' has reviewed a cornpiai tit. and. ClUthOrized its filing).

11). acquire the security that is the Subject of this action at thePlaintiff did not ,

direction of plaintifPs counsel or in order to participate in this private action or any

other litigation under the federal securities la-'vs.

plaintiff is willin to serve aas a representative party on behalf of theg

-yk ass, incl udin^) providing testimon% at deposit i on and trial, -ecessai

4, PlainfifT has ni ,cwle the fallowing transaction(s 1) dUringl the Class Period in

the securities ihat are the subject of this actiow..... ...... . .. . . ............... . .. . . . ................... . .... . .......... .

Acquisitions; N Umber «t" Shams 1 Acqui-siti)n Price P

Date Acquired... . _

Acq uired Sharc,......... .......... ___ ........... ------- . ......

06/244)8 400 sharC5 S214,00. . . ............... . . . . . ...... . .......

. . ....... ....... . .... .. . .......... . ......... . .... ..............

. .. .. . .. ... .... ... . . ... . .. ..... . . . . .. ..... . . ... . ...... . ....... ... . ....

Sales: Number W'Sharcs Selfine I I I-ice Per

Date Sold Soki

- - - - --__----

......... .... . ..... . . . . ................. . ... . ... . ... ........

.. . ..... ... .... .. ... .....

5. I'llaLati ff has not sought to serve or served as a representative part- for a

ckass in an. action filed. urt(ler the federal securities IaNvs except as detailed bek',-,w

duri,ne the three Years prior to the date of this Certification:

6. The Plaintiff will riot accept any 1,-tayrnent for

serving is a representati Ve

party on behalf of [lie class beyond the Plaintiff's pro rata share of any recovery,

PRUDEWIAL 121NANCIAL

Case 2:09-cv-01 120-JLL-CCC Document 1 Filed 03/12/2009 of 26

exci-, pt n.-,asonable ZPISiS Mid expenses (inc l Udin-lost wageg) directl y relati ng.V- ^ ^, 0

th,, rc-pres-Imintion olftho class as Ordered or approved by the court.

I declave under pumalty of' peijury that the For-e going is true and correct.

KAT^L,N.\T BAVER

... ........ ..

Case 2:09-cv-01120-JLL-CCC Document 1-2 Filed 03/12/2009 Page 1 of 2

®JS 44 (Rev. 12/07, NJ 5/08)CIVIL COVER SHEET

The JS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service ofpleadings or other papers as required by law, except as providedby local rules of court. This form, approved by the Judicial Conference of the United States In September 1974, is required for the use oft he Clerk of Court for the purpose of initiatingthe civil docket sheet. (SEE INSTRUCTIONS ON THE REVERSE OF THE FORM.)

I. (a) PLAINTIFFS DEFENDANTS

Karen M. Bauer See Attached Rider.

(b) County of Residence of First Listed Plaintiff Not N.J. Resident County of Residence of First Listed Defendant Which is a NJ resident is

(c) Attorney ' s (Firm Name, Address, Telephone Number and Email Address)

Essex County

NOTE: INLAND CONDEMNATION CASES, USE THE LOCATION OF THE

Peter S. Pearlman, Esq. LAND INVOLVED.

Cohn Lifland Pearlman Herrmann & Knopf LLPAttorneys (If Known)

Park 80 Plaza West OneSaddle Brook, New Jersey 07663 201-845-9600

H. BASIS OF JURISDICTION (Place an "X" in One Box Only) III. CITIZENSHIP OF PRINCIPAL PARTIES(Place an "x' in one Box for Plaintiff(For Diversity Cases Only) and One Box for Defendant)

O 1 U.S. Government N 3 Federal Question PTF DEF PTF DEFPlaintiff (U.S. Government Not a Parry) Citizen of This State O 1 O 1 Incorporated or Principal Place 0 4 0 4

of Business In This State

0 2 U.S. Government 0 4 Diversity Citizen of Another State 0 2 0 2 Incorporated and Principal Place 0 5 0 5Defendant (Indicate Citizenship of Parties in Item III) of Business In Another State

Citizen or Subject of a 0 3 0 3 Foreign Nation 0 6 0 6Foreign Country

IV. NATURE OF SUIT (Place an "x" in one Box only) ' CONTRACT TORTS FORFEITI)RE7PENALTY'. BANKRUPTCY OPHER5TATiJTES

0 110 Insurance PERSONAL INJURY PERSONAL INJURY 0 610 Agriculture 0 422 Appeal 28 USC 158 0 400 State Reapportionment0 120 Marine 0 310 Airplane 0 362 Personal Injury - 0 620 Other Food & Drug 0 423 Withdrawal O 410 Antitrust0 130 Miller Act 0 315 Airplane Product Med. Malpractice 0 625 Drug Related Seizure 28 USC 157 0 430 Banks and Banking0 140 Negotiable Instrument Liability 0 365 Personal Injury - of Property 21 USC 881 0 450 Commerce0 150 Recovery of Overpayment 0 320 Assault, Libel & Product Liability 0 630 Liquor Laws i "^RROPERTY=RIGHTS 0 460 Deportation

& Enforcement ofludgment Slander 0 368 Asbestos Personal 0 640 R.R. & Truck 0 820 Copyrights 0 470 Racketeer Influenced and0 151 Medicare Act 0 330 Federal Employers' Injury Product 0 650 Airline Regs. 0 830 Patent Corrupt Organizations0 152 Recovery of Defaulted Liability Liability 0 660 Occupational 0 840 Trademark 0 480 Consumer Credit

Student Loans 0 340 Marine PERSONAL PROPERTY Safety/HeaM 0 490 Cable/Sat TV(Excl. Veterans) 0 345 Marine Product Cl 370 Other Fraud 0 690 Other 0 810 Selective Service

0 153 Recovery of Overpayment Liability 0 371 Truth in Lending LABOR < -- SOCIAI <8ECMTY- `' N 850 Securities/Commodities/of Veteran's Benefits 0 350 Motor Vehicle 0 380 Other Personal 0 710 Fair Labor Standards 0 861 HIA (1395f) Exchange

0 160 Stockholders' Suits 0 355 Motor Vehicle Property Damage Act 0 862 Black Lung (923) 0 875 Customer Challenge0 190 Other Contract Product Liability 0 385 Property Damage 0 720 Labor/Mgmt, Relations 0 863 DIWC/DIWW (405(8)) 12 USC 34100 195 Contract Product Liability 0 360 Other Personal Product Liability 0 730 Labor/Mgmt.Reporting 0 864 SSID Title XVI 0 890 Other Statutory Actions0 196 Franchise Injury & Disclosure Act 0 865 RSI (405(g)) 0 891 Agricultural Acts

I REAL PROPERTY CIVIL RIGHTS PRISONER PETITIONS ; 0 740 Railway Labor Act FEDERAL TAX SUITS 0 892 Economic Stabilization ActO 210 Land Condemnation 0 441 Voting 0 510 Motions to Vacate 0 790 Other Labor Litigation 0 870 Taxes (U.S. Plaintiff 0 893 Environmental Matters0 220 Foreclosure 0 442 Employment Sentence 0 791 Empl. Ret. Inc. or Defendant) 0 894 Energy Allocation Act0 230 Rent Lease & Ejectment 0 443 Housing/ Habeas Corpus: Security Act 0 871 IRS—Third Party 0 895 Freedom of Information0 240 Torts to Land Accommodations 0 530 General 26 USC 7609 Act0 245 Tort Product Liability 0 444 Welfare 0 535 Death PenaltyIMMIGRATION' O 900Appeal of Fee Determination0 290 All Other Real Property 0 445 Amer. w/Disabilities - 0 540 Mandamus & Other 0 462 Naturalization Application Under Equal Access

Employment 0 550 Civil Rights 0 463 Habeas Corpus - to Justice0 446 Amer. w/Disabilities - 0 555 Prison Condition Alien Detainee 0 950 Constitutionality of

Other 0 465 Other Immigration State Statutes0 440 Other Civil Rights Actions

V. ORIGIN (Place an "X" in One Box Only) Appeal to District

6t I Original O 2 Removed from 0 3 Remanded from 0 4 Reinstated or 0 5 Transferred from 0 6 Multidistrict 0 7 Judge fromProceeding State Court Appellate Court Reopened another district Litigation Magistrate

(specify) Judgment Ci e U v at e er wh ch you are filing (Do not cite jurisdictional statutes unless diversity):1 .S. G. ^C,`^^a^'M o

VI. CAUSE OF ACTION Brief description of cause:Shareholders class action for traud in sale of securities.

VII. REQUESTED IN O CHECK IF THIS IS A CLASS ACTION DEMANDS CHECK YES only if demanded in complaint:

COMPLAINT: UNDER F.R.C.P. 23 Unliquidated JURY DEMAND: 96 Yes O No

VIII. RELATED CASE(S)(See instructions):

JUDGE DOCKET NUMBER

Explanation:

DATE SIGNATURE OF ATTORNEY OF RECORD

03/11/2009 s/ Peter S. Pearlman


JS 44 Reverse (Rev. 12/07, NJ 1/08)

INSTRUCTIONS FOR ATTORNEYS COMPLETING CIVIL COVER SHEET FORM JS 44

Authority For Civil Cover Sheet

The JS 44 civil cover sheet and the information contained herein neither replaces nor supplements the filings and service of pleading or other papers as requiredby law, except as provided by local rules of court. This form, approved by the Judicial Conference of the United States in September 1974, is required for the useof the Clerk of Court for the purpose of initiating the civil docket sheet. Consequently, a civil cover sheet is submitted to the Clerk of Court for each civil complaintfiled. The attorney filing a case should complete the form as follows:

I. (a) Plaintiffs-Defendants. Enter names (last, first, middle initial) of plaintiff and defendant. If the plaintiff or defendant is a government agency, use onlythe full name or standard abbreviations. If the plaintiff or defendant is an official within a government agency, identify first the agency and then the official, givingboth name and title.

(b)County of Residence. For each civil case filed, except U.S. plaintiff cases, enter the name of the county where the first listed plaintiff resides at the timeof filing. In U.S. plaintiff cases, enter the name of the county in which the first listed defendant resides at the time of filing. (NOTE: In land condemnation cases,the county of residence of the "defendant" is the location of the tract of land involved.)

(c) Attorneys. Enter the firm name, address, telephone number, and attorney of record. If there are several attorneys, list them on an attachment, notingin this section "(see attachment)".

II. Jurisdiction. The basis of jurisdiction is set forth under Rule 8(a), F.R.C.P., which requires that jurisdictions be shown in pleadings. Place an "X" in oneof the boxes. If there is more than one basis of jurisdiction, precedence is given in the order shown below.

United States plaintiff. (1) Jurisdiction based on 28 U.S.C. 1345 and 1348. Suits by agencies and officers of the United States are included here.

United States defendant. (2) When the plaintiff is suing the United States, its officers or agencies, place an "X" in this box.

Federal question. (3) This refers to suits under 28 U.S.C. 1331, where jurisdiction arises under the Constitution of the United States, an amendment to theConstitution, an act of Congress or a treaty of the United States. In cases where the U.S. is a party, the U.S. plaintiff or defendant code takes precedence, and box1 or 2 should be marked.

Diversity of citizenship. (4) This refers to suits under 28 U.S.C. 1332, where parties are citizens of different states. When Box 4 is checked, the citizenship of thedifferent parties must be checked. (See Section III below; federal question actions take precedence over diversity cases.)

III, Residence (citizenship) of Principal Parties. This section of the JS 44 is to be completed if diversity of citizenship was indicated above. Mark this sectionfor each principal party.

IV. Nature of Suit. Place an "X" in the appropriate box. If the nature of suit cannot be determined, be sure the cause of action, in Section VI below, is sufficientto enable the deputy clerk or the statistical clerks in the Administrative Office to determine the nature of suit. If the cause fits more than one nature of suit, selectthe most definitive.

V. Origin. Place an "X" in one of the seven boxes.

Original Proceedings. (1) Cases which originate in the United States district courts.

Removed from State Court. (2) Proceedings initiated in state courts may be removed to the district courts under Title 28 U.S.C., Section 1441. When the petitionfor removal is granted, check this box.

Remanded from Appellate Court. (3) Check this box for cases remanded to the district court for further action. Use the date of remand as the filing date.

Reinstated or Reopened. (4) Check this box for cases reinstated or reopened in the district court. Use the reopening date as the filing date.

Transferred from Another District. (5) For cases transferred under Title 28 U.S.C. Section 1404(a). Do not use this for within district transfers or multidistrictlitigation transfers.

Multidistrict Litigation. (6) Check this box when a multidistrict case is transferred into the district under authority of Title 28 U.S.C. Section 1407. When this boxis checked, do not check (5) above.

Appeal to District Judge from Magistrate Judgment. (7) Check this box for an appeal from a magistrate judge's decision.

VI. Cause of Action. Report the civil statute directly related to the cause of action and give a brief description of the cause. Do not cite jurisdictional statutesunless diversity. Example: U.S. Civil Statute: 47 USC 553

Brief Description: Unauthorized reception of cable service

VII. Requested in Complaint. Class Action. Place an "X" in this box if you are filing a class action under Rule 23, F.R.Cv.P.

Demand. In this space enter the dollar amount (in thousands of dollars) being demanded or indicate other demand such as a preliminary injunction.

Jury Demand. Check the appropriate box to indicate whether or not a jury is being demanded.

VIII. Related Cases. This section of the JS 44 is used to reference related pending cases if any. If there are related pending cases, insert the docket numbersand the corresponding judge names for such cases. Provide a brief explanation of why the cases are related.

Date and Attorney Signature. Date and sign the civil cover sheet.









KAREN M. BAUER, Individually and on ) No.Behalf of All Others Similarly Situated, )

CLASS ACTIONPlaintiff, )

VS. )SUMMONS

PRUDENTIAL FINANCIAL, INC., ARTHUR)F. RYAN, RICHARD J. CARBONE, PETERB. SAYRE, DENNIS G. SULLIVAN, )FREDERIC K. BECKER, GORDON M. )BETHUNE, GASTON CAPERTON, )GILBERT F. CASELLAS, JAMES G. )CULLEN, WILLIAM H. GRAY III, )



JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A. )UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER )& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP, )

Defendants.

FROM THE STATE OF NEW JERSEYTO THE DEFENDANT(S) NAMED ABOVE:

PRUDENTIAL FINANCIAL, INC.c/o CT Corporation System

111 Eight AvenueNew York, NY 10011

The plaintiff, named above, has filed a lawsuit against you in the Superior Court of NewJersey. The Complaint attached to this Summons states the basis for this lawsuit. If you dispute thisComplaint, you or your attorney must file a written answer or motion and proof of service with thedeputy clerk of the Superior Court in the county listed above within 35 days from the date youreceived this Summons, not counting the date you received it. (The address of each deputy clerk ofthe Superior Court is provided.) If the complaint is one in foreclosure, then you must file yourwritten answer or motion and proof of service with the Clerk of the Superior Court, Hughes JusticeComplex, CN-971, Trenton, New Jersey 08625. A $135.00 filing fee payable to the Clerk of theSuperior Court and a completed Case Information Statement (available from the deputy clerk of theSuperior Court) must accompany your answer or motion when it is filed. You must also send a copyof your answer or motion to plaintiff s attorney whose name and address appear above, or to plaintiff,if no attorney is named above. A telephone call will not protect your rights; you must file and servea written answer or motion (with fee and completed Case Information Statement) if you want thecourt to hear your defense.

If you do not file and serve a written answer or motion within 35 days, the court may enter ajudgment against you for the relief plaintiff demands, plus interest and costs of suit. If judgment isentered against you, the Sheriff may seize your money, wages or property to pay all or part of thejudgment.


If you cannot afford an attorney, you may call the Legal Services office in the county whereyou live. A list of these offices is provided. If you do not have an attorney and are not eligible forfree legal assistance, you may obtain a referral to an attorney by calling one of the Lawyer ReferralServices. A list of these numbers is also provided.

s/Donald F. Phelan CLERK OF THE SUPERIOR COURT

DATED: March 12, 2009

NAME OF DEFENDANT TO BE SERVED:

PRUDENTIAL FINANCIAL, INC.c/o CT Corporation System

ADDRESS OF DEFENDANT TO BE SERVED:

111 Eighth AvenueNew York, NY 10011


ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Clerk of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House- 1st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL

LEGAL SERVICES (201)798-2727BERGEN COUNTY: (609)465-3001 LEGAL SERVICESDeputy Clerk of the Superior (201)792-6363Court CUMBERLAND COUNTY:Case Processing Section Deputy Clerk of the Superior HUNTERDON COUNTY:Room 119 Court Deputy Clerk of the SuperiorJustice Center, 10 Main Street Civil Case Management Office CourtHackensack, NJ 07601-0769 Broad and Fayette Streets Civil DivisionLAWYER REFERRAL P.O. Box 615 65 Park Avenue(201)488-0044 Bridgeton, NJ 08302 Flemington, NJ 08862LEGAL SERVICES LAWYER REFERRAL LAWYER REFERRAL(201)487-2166 (609)692-6207 (908)735-2611

LEGAL SERVICES LEGAL SERVICESBURLINGTON COUNTY: (609)451-0003 (908)782-7979Deputy Clerk of the SuperiorCourt ESSEX COUNTY: MERCER COUNTY:Central Processing Office Deputy Clerk of the Superior Deputy Clerk of the SuperiorAttn: Judicial Intake Court CourtFirst Floor, Courts Facility 237 Hall of Records Local Filing Office, Courthouse49 Rancocas Road 465 Dr. Martin Luther King, Jr. 175 S. Broad Street, P.O. BoxMt. Holly, NJ 08060 Blvd. 8068LAWYER REFERRAL Newark, NJ 07102 Trenton, NJ 08650(609)261-4862 LAWYER REFERRAL LAWYER REFERRALLEGAL SERVICES (973)622-6207 (609)585-6200(609)261-1088 LEGAL SERVICES LEGAL SERVICES

(973)624-4500 (609)695-6249CAMDEN COUNTY:Deputy Clerk of the Superior GLOUCESTER COUNTY: MIDDLESEX COUNTY:Court Deputy Clerk of the Superior Deputy Clerk of the SuperiorCivil Processing Office Court Court1st Floor, Hall of Records Civil Case Management Office Administration Building101 S. Fifth Street Attention: Intake Third FloorCamden, NJ 08103 First Floor, Court House 1 Kennedy Sq., P.O. Box 2633LAWYER REFERRAL 1 North Broad Street, P.O. Box New Brunswick, NJ 08903-2633(609)964-4520 129 LAWYER REFERRALLEGAL SERVICES Woodbury, NJ 08096 (732)828-0053(609)964-2010 LAWYER REFERRAL LEGAL SERVICES

(609)848-4589 (732)249-7600


MONMOUTH COUNTY:Deputy Clerk of the Superior PASSAIC COUNTY:Court Deputy Clerk of the Superior SUSSEX COUNTY:71 Monument Park Court Deputy Clerk of the SuperiorP.O. Box 1262 Civil Division CourtCourt House, East Wing Court House Sussex County Judicial CenterFreehold, NJ 07728-1262 77 Hamilton Street 43-47 High StreetLAWYER REFERRAL Paterson, NJ 07505 Newton, NJ 07860(732)431-5544 LAWYER REFERRAL LAWYER REFERRALLEGAL SERVICES (973)278-9223 (973)267-5882(732)866-0020 LEGAL SERVICES LEGAL SERVICES

(973)345-7171 (973)383-7400MORRIS COUNTY:Deputy Clerk of the Superior SALEM COUNTY: UNION COUNTY:Court Deputy Clerk of the Superior Deputy Clerk of the SuperiorCivil Division Court Court30 Schuyler PI., P.O. Box 910 92 Market Street, P.O. Box 18 1st Floor, Court HouseMorristown, NJ 07960-0910 Salem, NJ 08079 2 Broad StreetLAWYER REFERRAL LAWYER REFERRAL Elizabeth, NJ 07207-6073(973)267-5882 (609)678-8363 LAWYER REFERRALLEGAL SERVICES LEGAL SERVICES (908)353-4715(973)285-6911 (609)451-0003 LEGAL SERVICES

(908)354-4340OCEAN COUNTY: SOMERSET COUNTY:Deputy Clerk of the Superior Deputy Clerk of the Superior WARREN COUNTY:Court Court Deputy Clerk of the SuperiorCourt House, Room 119 Civil Division Office Court118 Washington Street New Court House, 3rd Floor Civil Division OfficeToms River, NJ 08754 P.O. Box 3000 Court HouseLAWYER REFERRAL Somerville, NJ 08876 413 Second Street(732)240-3666 LAWYER REFERRAL Belvidere, NJ 07823-1500LEGAL SERVICES (908)685-2323 LAWYER REFERRAL(732)341-2727 LEGAL SERVICES (973) 267-5882

(908)231-0840 LEGAL SERVICES(973) 475-2010











vs.j SUMMONS




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A.UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER )& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP, )

Defendants. )


ARTHUR F. RYAN10 Oak Forest Lane

Mendham, NJ 07945








ARTHUR F. RYAN


10 Oak Forest LaneMendham, NJ 07945


ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Clerk of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House - 1 st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL




(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010



PETER S. PEARLMANPark 80 Plaza West-OneSaddle Brook, NJ 07663Telephone: 201/84-5,9600201/845-9423 (fax)


DARKEN J. ROBBINSMATTHEW P. MONTGOMERY655 West Broadway, Suite 1900San Diego, CA 92101Telephone: 619/231-1058619/231-7423 (fax)




KAREN M. BAUER, Individually and on ) No.Behalf of All Others Similarly Situated,


VS.j SUMMONS

PRUDENTIAL FINANCIAL, INC., ARTHUR )F. RYAN, RICHARD J. CARBONE, PETERB. SAYRE, DENNIS G. SULLIVAN, )FREDERIC K. BECKER, GORDON M. )BETHUNE, GASTON CAPERTON, )GILBERT F. CASELLAS, JAMES G. )CULLEN, WILLIAM H. GRAY III, )




Defendants. )


RICHARD J. CARBONE469 Edinboro Road

Staten Island, NY 10306








RICHARD J. CARBONE


469 Edinboro RoadStaten Island, NY 10306






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











SUMMONSvs. )

PRUDENTIAL FINANCIAL, INC., ARTHUR)F. RYAN, RICHARD J. CARBONE, PETER )B. SAYRE, DENNIS G. SULLIVAN, )FREDERIC K. BECKER, GORDON M. )BETHUNE, GASTON CAPERTON, )GILBERT F. CASELLAS, JAMES, G. )CULLEN, WILLIAM H. GRAY III, )



JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A. )UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER )& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP,

Defendants. )


PETER B. SAYRE29 East Drive

Livingston, NJ 07039








PETER B. SAYRE


29 East DriveLivingston, NJ 07039


ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Cleric of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House - 1 st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL




(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS.j SUMMONS





Defendants. )


DENNIS G. SULLIVAN653 d Street #202Troy, NY 12180








DENNIS G. SULLIVAN


65 3`d Street #202Troy, NY 12180






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES .(973) 475-2010











VS. )SUMMONS





Defendants. )


FREDERIC K. BECKER5 Kips Ridge #COOSVerona, NJ 07044

The plaintiff, named above, has filed a lawsuit against you in the Superior Court of NewJersey, The Complaint attached to this Summons states the basis for this lawsuit. If you dispute thisComplaint, you or your attorney must file a written answer or motion and proof of service with thedeputy clerk of the Superior Court in the county listed above within 35 days from the date youreceived this Summons, not counting the date you received it. (The address of each deputy clerk ofthe Superior Court is provided.) If the complaint is one in foreclosure, then you must file yourwritten answer or motion and proof of service with the Clerk of the Superior Court, Hughes JusticeComplex, CN-971, Trenton, New Jersey 08625. A $135.00 filing fee payable to the Clerk of theSuperior Court and a completed Case Information Statement (available from the deputy clerk of theSuperior Court) must accompany your answer or motion when it is filed. You must also send a copyof your answer or motion to plaintiff s attorney whose name and address appear above, or to plaintiff,if no attorney is named above. A telephone call will not protect your rights; you must file and servea written answer or motion (with fee and completed Case Information Statement) if you want thecourt to hear your defense.







FREDERIK K. BECKER


5 Kips Ridge #COOSVerona, NJ 07044




LEGAL SERVICES LEGAL SERVICESBURLINGTON COUNTY: (609)451-0003 (908)782-7979Deputy Clerk of the SuperiorCourt ESSEX COUNTY: MERCER COUNTY:Central Processing Office Deputy Clerk of the Superior Deputy Clerk of the SuperiorAttn: Judicial Intake Court CourtFirst Floor, Courts Facility 237 Hall of Records Local Filing Office, Courthouse49 Rancocas Road 465 Dr. Martin Luther King, Jr. 175 S. Broad Street, P.O. BoxMt. Holly, NJ 08060 Blvd, 8068LAWYER REFERRAL Newark, NJ 07102 Trenton, NJ 08650(609)261-4862 LAWYER REFERRAL LAWYER REFERRALLEGAL SERVICES (973)622-6207 (609)585-6200(609)261-1088 LEGAL SERVICES LEGAL SERVICES


(609)848-4589 (732)249-7600



(973)345-7171 (973)383-7400MORRIS COUNTY:Deputy Clerk of the Superior SALEM COUNTY: UNION COUNTY:Court Deputy Clerk of the Superior Deputy Clerk of the SuperiorCivil Division Court Court30 Schuyler PI., P.O. Box 910 92 Market Street, P.O. Box_ 18 1st Floor, Court HouseMorristown, NJ 07960-0910 Salem, NJ 08079 2 Broad StreetLAWYER REFERRAL LAWYER REFERRAL Elizabeth, NJ 07207-6073(973)267-5882 (609)678-8363 LAWYER REFERRALLEGAL SERVICES LEGAL SERVICES (908)353-4715(973)285-6911 (609)451-0003 LEGAL SERVICES


(908)231-0840 LEGAL SERVICES(973) 475-2010



PETER S. PEARLMANPark 80 Plaza West-OneSaddle Brook, NJ 07663Telephone: 201/84-5-9600201/845-9423 (fax)








vs. )SUMMONS

PRUDENTIAL FINANCIAL, INC., ARTHUR)F. RYAN, RICHARD J. CARBONE, PETERB. SAYRE, DENNIS G. SULLIVAN, )FREDERIC K. BECKER, GORDON M. )BETHUNE, GASTON CAPERTON, )GILBERT F. CASELLAS, JAMES G. )CULLEN, WILLIAM R GRAY III, ) )




Defendants. )


GORDON M. BETHUNE3340 Del Monte Drive

Houston, TX 77019








GORDON M. BETHUNE


3340 Del Monte DriveHouston, TX 77019


ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Clerk of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House-1st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL




(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS





Defendants. )


GASTON CAPERTONRural Route 7

Shepherdstown, WV 25443








GASTON CAPERTON


Rural Route 7Shepherdstown, WV 25443






(609)848-4589 (732)249-7600




(908)354-4340OCEAN COUNTY: SOMERSET COUNTY:Deputy Clerk of the Superior Deputy Clerk of the Superior WARREN COUNTY:Court Court Deputy Clerk of the SuperiorCourt House, Room 119 Civil Division Office . Court118 Washington Street New Court House, 3rd Floor Civil Division OfficeToms River, NJ 08754 P.O. Box 3000 Court HouseLAWYER REFERRAL Somerville, NJ 08876 413 Second Street(732)240-3666 LAWYER REFERRAL Belvidere, NJ 07823-1500LEGAL SERVICES (908)685-2323 LAWYER REFERRAL(732)341-2727 LEGAL SERVICES (973) 267-5882

(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A. )UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC, and )PRICEWATERHOUSECOOPERS LLP, )

Defendants. )


GILERT F. CASELLAS4339 Canoas DriveAustin, TX 78730








GILBERT F. CASELLAS


4339 Canoas DriveAustin, TX 78730






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS





Defendants,


JAMES G. CULLEN79 East 79th Street #10ENew York, NY 10075








JAMES G. CULLEN


79 East 79th Street #I OENew York, NY 10075






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











vs. )SUMMONS




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A. )UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP, )

Defendants.


WILLIAM H. GRAY III5256 Fisher Island DriveMiami Beach, FL 33109








WILLIAM H. GRAY III


5256 Fisher Island DriveMiami Beach, FL 33109


ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Clerk of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House -1 st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL




(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











SUMMONSVS. )





Defendants. )


JON F. HANSON601 Holland Road, Apt. B

Far Hills, NJ 07931








JON F. HANSON


601 Holland Road, Apt. BFar Hills, NJ 07931






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS.j SUMMONS





Defendants.


CONSTANCE J. HORNER3171 Porter Street, NWWashington, DC 20008








CONSTANCE J. HORNER


3171 Porter Street, NWWashington, DC 20008






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A. )UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP, )

Defendants. )


KARL J. KRAPEK11 Pembroke DriveAvon, CT 06001








KARL J. KRAPEK


11 Pembroke DriveAvon, CT 06001






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010



PETER S. PEARLMANPark 80 Plaza West-OneSaddle Brook, NJ 07663Telephone: 201/845 -9600201/845-9423 (fax)








SUMMONSVS. )





Defendants.


JAMES A. UNRUH304 Doe Raymond LoopForest Lakes, AZ 85931








JAMES A. UNRUH


304 Doc Raymond LoopForest Lakes, AZ 85931






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A. )UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER )& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP, >

Defendants. )


CITIGROUP GLOBAL MARKETS INC.388 Greenwich StreetNew York, NY 10080

(Attn: Manager or Person in Charge)








CITIGROUP GLOBAL MARKETS INC.(Attn: Manager or Person in Charge)


388 Greenwich StreetNew York, NY 10080






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS





Defendants. )


MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATEDc/o CT Corporation System









MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATEDc/o CT Corporation System








(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS





Defendants. )


MORGAN STANLEY & CO. INCORPORATEDc/o CT Corporation System









MORGAN STANLEY & CO. INCORPORATEDc/o CT Corporation System




ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Cleric of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House- 1st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL




(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010



PETER S. PEARLMANPark 80 Plaza West-OneSaddle Brook, NJ 07663Telephone: 201/845 -9600201/845-9423 (fax)








SUMMONSvs. )





Defendants. )


UBS SECURITIES LLCc/o Corporation Service Company

80 State StreetAlbany, NY 12207








UBS SECURITIES LLCc/o Corporation Service Company








(609)848-4589 (732)249-7600




(908)354-4340OCEAN COUNTY. SOMERSET COUNTY:Deputy Clerk of the Superior Deputy Clerk of the Superior WARREN COUNTY:Court Court Deputy Clerk of the SuperiorCourt House, Room 119 Civil Division Office Court118 Washington Street New Court House, 3rd Floor Civil Division OfficeToms River, NJ 08754 P.O. Box 3000 Court HouseLAWYER REFERRAL Somerville, NJ 08876 413 Second Street(732)240-3666 LAWYER REFERRAL Belvidere, NJ 07823-1500LEGAL SERVICES (908)685-2323 LAWYER REFERRAL(732)341-2727 LEGAL SERVICES (973) 267-5882

(908)231-0840 LEGAL SERVICES(973) 475-2010











SUMMONSVS. )





Defendants. )


WACHOVIA CAPITAL MARKETS, LLCc/o Corporation Service Company









WACHOVIA CAPITAL MARKETS, LLCc/o Corporation Service Company







(973)624-4500 (609)695-6249CAMDEN COUNTY:Deputy Clerk of the Superior GLOUCESTER COUNTY: MIDDLESEX COUNTY:Court Deputy Clerk of the Superior Deputy Clerk of the SuperiorCivil Processing Office Court Court1st Floor, Hall of Records Civil Case Management Office Administration Building101 S. Fifth Street. Attention: Intake Third FloorCamden, NJ 08103 First Floor, Court House 1 Kennedy Sq., P.O. Box 2633LAWYER REFERRAL 1 North Broad Street, P.O. Box New Brunswick, NJ 08903-2633(609)964-4520 129 LAWYER REFERRALLEGAL SERVICES Woodbury, NJ 08096 (732)828-0053(609)964-2010 LAWYER REFERRAL LEGAL SERVICES

(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











SUMMONSVS. )




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A.UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER )& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP,

Defendants. )


BANC OF AMERICA SECURITIES LLCc/o CT Corporation System









BANC OF AMERICA SECURITIES LLCc/o CT Corporation System


111 Eight AvenueNew York, NY 10011






(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











vs. )SUMMONS





Defendants. )


RBC CAPITAL MARKETS CORPORATIONRoyal Bank Plaza

200 Bay StreetToronto Ontario M5JW7 Canada

(Attn: Manager or Person in Charge)








RBC CAPITAL MARKETS CORPORATION


Royal Bank Plaza200 Bay Street

Toronto Ontario M5J2W7 Canada


ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Clerk of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House-1st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL




(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010











VS. )SUMMONS




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A. >UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP, )

Defendants. )


J.P. MORGAN SECURITIES INC.c/o CT Corporation System









J.P. MORGAN SECURITIES INC.c/o CT Corporation System








(609)848-4589 (732)249-7600



(973)345-7171 (973)383-7400MORRIS COUNTY:Deputy Clerk of the Superior SALEM COUNTY: UNION COUNTY:Court Deputy Clerk of the Superior Deputy Clerk of the SuperiorCivil Division Court Court30 Schuyler PI., P.O. Box 910 92 Market Street, P.O. Box 18 1st Floor, Court HouseMorristown, NJ 07960-0910 Salem, NJ 08079 2 Broad StreetLAWYER REFERRAL LAWYER REFERRAL Elizabeth, NJ 07207-6073(973)267-5882 (609)678-8363 LAWYER REFERRAL -LEGAL SERVICES LEGAL SERVICES (908)353-4715(973)285-6911 (609)451-0003 LEGAL SERVICES


(908)231-0840 LEGAL SERVICES(973) 475-2010



PETER S. PEARLMANPark 80 Plaza West-OneSaddle Brook, NJ 07663Telephone: 201/84-5-9600201/845-9423 (fax)








VS. )SUMMONS




JON F. HANSON, CONSTANCE J. )HORNER, KARL J. KRAPEK, JAMES A.UNRUH, CITIGROUP GLOBAL MARKETS )INC., MERRILL LYNCH, PIERCE, FENNER )& SMITH INCORPORATED, MORGAN )STANLEY & CO. INCORPORATED, UBS )SECURITIES LLC, WACHOVIA CAPITAL )MARKETS, LLC, BANC OF AMERICA )SECURITIES LLC, RBC CAPITAL )MARKETS CORPORATION, J.P. MORGAN )SECURITIES INC. and )PRICEWATERHOUSECOOPERS LLP,

Defendants,


PRICEWATERHOUSECOOPERS LLPc/o CT Corporation System









PRICEWATERHOUSECOOPERS LLPc/o CT Corporation System




ATLANTIC COUNTY: LEGAL SERVICESDeputy Clerk of the Superior CAPE MAY COUNTY: (609)848-5360Court Deputy Cleric of the Superior HUDSON COUNTY:Civil Division, Direct Filing Court Deputy Clerk of the Superior1201 Bacharach Boulevard, Central Processing Office CourtFirst Floor 9 N. Main Street Superior Court, Civil RecordsAtlantic City, NJ 08401 Box DN-209 Dept.LAWYER REFERRAL Cape May Court House, NJ Brennan Court House- 1st Floor(609)345-3444 08210 583 Newark AvenueLEGAL SERVICES LAWYER REFERRAL Jersey City, NJ 07306(609)348-4200 (609)463-0313 LAWYER REFERRAL




(609)848-4589 (732)249-7600





(908)231-0840 LEGAL SERVICES(973) 475-2010

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