1 2 3 4 5 6 7 8 9 10 11 12

KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067-6049 TELEPHONE: (310) 407-4000

LEE R. BOGDANOFF (State Bar No. 119542) JONATHAN S. SHENSON (State Bar No. 184250) DAVID M. GUESS (State Bar No. 238241) KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 Avenue of the Stars, 39th Floor Los Angeles, CA 90067 Telephone: (310) 407-4000 Facsimile: (310) 407-9090 Bankruptcy Counsel for Debtors and Debtors In Possession Debtors' Mailing Address 3411 N. Perris Blvd. Perris, CA 92571 National R.V. Holdings, Inc.'s Tax I.D. #XX-XXX-1079 National R.V., Inc.'s Tax I.D. #XX-XXX-5022

UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA RIVERSIDE DIVISION In re NATIONAL R.V. HOLDINGS, INC., a Delaware corporation; NATIONAL R.V., INC., a California corporation, Debtors. Case No.: 6:07-17941-PC Chapter 11 Jointly Administered with Case No.: 6:07-17937-PC DECLARATION OF DAVID M. GUESS RE: NON-OPPOSITION TO MOTION FOR ORDER AUTHORIZING REJECTION OF CERTAIN EXECUTORY CONTRACTS AND UNEXPIRED LEASES No Hearing Required

13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

1 2 3 4 5 6 7 8 9 10 11 12
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067-6049 TELEPHONE: (310) 407-4000

I, David M. Guess, declare as follows: 1. I am an attorney who is admitted to practice law in the State of California and who

is admitted to practice before this Court. 2. I am an attorney with Klee, Tuchin, Bogdanoff & Stern LLP ("KTB&S"),

bankruptcy counsel to National R.V. Holdings, Inc. and National R.V., Inc., the debtors and debtors in possession in the above-captioned chapter 11 cases (the "Debtors"). 3. On January 31, 2008, the Debtors filed with the Court their Notice of Motion and

Motion for Order Authorizing Rejection of Certain Executory Contracts and Unexpired Leases (the "Motion"). A true and correct copy of the Motion is attached hereto as Exhibit A. 4. 5. The Motion was served on all parties entitled to notice on January 31, 2008. Local Bankruptcy Rule 9013-1(g) provides that the Motion may be granted

without a hearing unless a hearing is specifically requested by filing and serving a written response that complies with Local Bankruptcy Rule 9013-1(a)(7) within 15 days of the date of service of the Motion (i.e., February 15, 2008). 6. I am familiar with KTB&S's business practices regarding the receipt and In accordance with those practices, any

13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

distribution of correspondence and documents.

opposition to the Motion or request for a hearing on the Motion, if received by KTB&S, would be distributed to me and to the other members of KTB&S who are representing the Debtors. The deadline to object to the Motion and request a hearing thereon passed on February 15, 2008. As of February 16, 2008, I have not received any opposition to, or request for a hearing on, the Motion. On February 16, 2008, I verified that no other members of KTB&S who are

participating in these cases have received such an opposition or request. 7. On February 16, 2008, I reviewed the docket for the Debtors' bankruptcy case by

using the Court's PACER service, and have ascertained that no party has filed an opposition or hearing request regarding the Motion. A true and correct copy of the docket for the period from January 31, 2008 through February 16, 2008 is attached hereto as Exhibit B.

1 2 3 4 5 6 7 8 9 10 11 12
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067-6049 TELEPHONE: (310) 407-4000

I declare under penalty of perjury that the foregoing is true and correct. Executed this 16th day of February, 2008, at Los Angeles, California.

/s/ David M. Guess DAVID M. GUESS

13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

1 2 3 4 5 6 7 8 9 10 11 12
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067-6049 TELEPHONE: (310) 407-4000

EXHIBIT A

NOTICE OF MOTION AND MOTION FOR ORDER AUTHORIZING REJECTION OF CERTAIN EXECUTORY CONTRACTS AND UNEXPIRED LEASES

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1 2 3 4 5 6 7 8 9 10 11 12
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

LEE R. BOGDANOFF (State Bar No. 119542) JONATHAN S. SHENSON (State Bar No. 184250) DAVID M. GUESS (State Bar No. 238241) KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 Avenue of the Stars, 39th Floor Los Angeles, CA 90067 Telephone: (310) 407-4000 Facsimile: (310) 407-9090 Bankruptcy Counsel for Debtors and Debtors In Possession Debtors' Mailing Address 3411 N. Perris Blvd. Perris, CA 92571 National R.V. Holdings, Inc.'s Tax I.D. #XX-XXX-1079 National R.V., Inc.'s Tax I.D. #XX-XXX-5022 UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA RIVERSIDE DIVISION In re NATIONAL R.V. HOLDINGS, INC., a Delaware corporation; NATIONAL R.V., INC., a California corporation, Debtors. Case No.: Chapter 11 Jointly Administered with Case No.: 6:07-17937-PC NOTICE OF MOTION AND MOTION FOR ORDER AUTHORIZING REJECTION OF CERTAIN EXECUTORY CONTRACTS AND UNEXPIRED LEASES; MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT THEREOF; DECLARATION OF THOMAS J. MARTINI IN SUPPORT THEREOF No Hearing Required Local Bankruptcy Rule 9013-1(g) 6:07-17941-PC

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102293.1

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

TO THE HONORABLE PETER H. CARROLL, UNITED STATES BANKRUPTCY JUDGE; THE OFFICE OF THE UNITED STATES TRUSTEE; COUNSEL FOR THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS; THE DEBTORS'

SECURED LENDERS; AND OTHER PARTIES INTEREST: PLEASE TAKE NOTICE THAT National R.V. Holdings, Inc. and National R.V., Inc., the debtors and debtors in possession in the above-captioned chapter 11 cases (collectively, the Debtors), hereby file this Notice of Motion and Motion for Order Authorizing the Rejection of Certain Executory Contracts and Unexpired Leases (the Motion). By the Motion, the Debtors request entry of an order authorizing the Debtors to reject the executory contracts and unexpired personal property leases described hereinbelow (the Rejected Leases),1 effective as of January 31, 2008 (the date this Motion was filed and served).. As the Debtors are proceeding with an orderly liquidation of their assets, they have determined that the Rejected Leases no longer have any operational value to them. The Debtors also believe that the Rejected Leases have little, if any, assignable value, and that the cost and difficulty of locating potential assignees to the various, individual Rejected Leases does not justify such efforts. By rejecting these agreements, the Debtors are cutting off any further liability of the estates. The Debtors therefore move this Court for entry of an order approving their rejection of the Rejected Leases, effective as of the date of service of this Motion. As set forth in the annexed Memorandum of Points and Authorities, there is good and sufficient cause for granting this Motion. Bankruptcy Code section 365(a) permits a debtor in possessionsubject to court approvalto reject its unexpired leases and executory contracts whenever the debtor determines that they have no value to its estate. The Debtors have

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1

concluded that the Rejected Leases likely have no value to their estates and could expose the

25 26 27 28

Notwithstanding the relief sought herein, the Debtors shall and do hereby reserve the right(s) to argue that the Rejected Leases are not executory contracts or unexpired personal property leases within the meaning of section 365 of the Bankruptcy Code in connection with any objection to any claim that may be asserted by any non-debtor party to such agreement or otherwise. Moreover, in the event there is a determination that any such agreement is not an executory contract or unexpired personal property lease, the Debtors reserve the right(s) to argue that the property subject to any such agreement was abandoned effective as of the date the subject agreement would have otherwise been deemed rejected.

102293.1

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

Debtors to unnecessary administrative liabilities. PLEASE TAKE FURTHER NOTICE that the non-debtor parties to the Rejected Leases should immediately contact the Debtors to make arrangements for the return of any equipment or other property provided to the Debtors under the Rejected Leases. The Debtors may be contacted as follows: National R.V. Holdings, Inc., Attn: David Wilson,

dwilson@nationalrv.com, 3411 N. Perris Blvd., Perris, CA 92571; Telephone: (951) 943-6007 ext. 5376; Fax: (951) 943-8498. PLEASE TAKE FURTHER NOTICE THAT this Motion is based upon the annexed Memorandum of Points and Authorities, the annexed Declaration of Thomas J. Martini, the record in these cases, including all pleadings and documents filed by the Debtors, the arguments and representations of counsel, and any oral or documentary evidence presented at or prior to the time of the hearing on the Motion. PLEASE TAKE FURTHER NOTICE that pursuant to Local Bankruptcy Rule 9013-1(g)(1), the Debtors request that the Court grant the Motion without a hearing, unless a hearing is requested by a party in interest. Pursuant to Local Bankruptcy Rule 9013-1(g)(1) any response or opposition to the Motion or a request for a hearing on the Motion must be in writing, must otherwise comply with Local Bankruptcy Rule 9013-1(a)(7), and must be filed with the Court and served upon bankruptcy counsel for the Debtors at the address set forth in the upper left-hand corner of the first page hereof no later than fifteen (15) days from the date of service of this Motion (i.e., by no later than February 14, 2008). Pursuant to Local Bankruptcy Rule 9013-1(a)(11), the failure to timely file and serve a written opposition may be deemed by the Court to be consent to the granting of the relief requested herein. [CONTINUED ON NEXT PAGE]

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102293.1

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

WHEREFORE, the Debtors respectfully request that this Court enter an order: (1) authorizing the Debtors to reject the Rejected Leases effective as of the date of filing and service of this Motion (i.e., January 31, 2008), and (2) granting to the Debtors any other relief that the Court deems necessary and appropriate.

DATED: January 31, 2008

/s/ David M. Guess DAVID M. GUESS, an Attorney with KLEE, TUCHIN, BOGDANOFF & STERN LLP Bankruptcy Counsel for Debtors and Debtors in Possession

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102293.1

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

MEMORANDUM OF POINTS AND AUTHORITIES I. BACKGROUND A. General Background.

The Debtors commenced these cases by filing voluntary petitions for relief under chapter 11 of the Bankruptcy Code on November 30, 2007 (the "Petition Date"). The Debtors filed these cases in order to conduct an orderly disposition of their assets, and to maximize the value of those assets for the benefit of the economic stakeholders of their estates. The Debtors' principal business is the manufacture and distribution of recreational vehicles throughout the United States and Canada. Since 1964, from their Perris, California facility, the Debtors have designed, manufactured, and marketed some of the industry's highest quality "Class A" gas and diesel RVs across several branded product lines, including Dolphin, Pacifica, Sea Breeze, Surf Side, Tradewinds, and Tropi-Cal. As of the Petition Date, the Debtors were the ninth largest manufacturer of "Class A" motor homes in the country. As the Debtors are proceeding with an orderly liquidation of their assets, they have determined that the Rejected Leases no longer have any operational value to them. The Debtors also believe that the Rejected Leases have little, if any, assignable value, and that the cost and difficulty of locating potential assignees to the various, individual Rejected Leases does not justify such efforts. By rejecting these agreements, the Debtors are cutting off any further liability of the estates. The Debtors therefore move this Court for entry of an order approving their rejection of the Rejected Leases, effective as of the date of service of this Motion. II. THE REJECTED LEASES By and through this Motion, the Debtors seek authority to reject the following: Master Equipment Lease Agreement, dated on or about April 7, 2002, with Citicorp Del-Lease Inc. dba Citicorp Dealer Finance relating to Linde Forklift, Model H30T, Serial Number H2X351L0793330

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85299.1

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

Master Equipment Lease Agreement, dated on or about March 27, 2002, with Citicorp Del-Lease Inc. dba Citicorp Dealer Finance relating to Linde Forklift, Model H30T, Serial Number H2X351M0884530

Equipment Lease Agreement #7299234-001, dated on or about April 5, 2004, with GE Credit Corporation relating to Sharp Copier System, Model ARM350N, Serial Number 35062927

All leases with Xerox, other than the leases for the following equipment: o o o o o Model WC 55, Serial Number NWL033636 Model WC 55, Serial Number NWL052833 Model WC 55, Serial Number NWL052846 WC M20i, Serial Number RYU416379 WC M20i, Serial Number RYU416381 III. ARGUMENT

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A.

Sound Business Reasons Support Debtors Decision to Reject the Contracts and Leases.

Bankruptcy Code section 365(a) provides that, "subject to the court's approval [a debtor in possession] may assume or reject any executory contract or unexpired lease of the debtor." 11 U.S.C. 365(a). Courts apply the "business judgment test" in determining whether a debtor in possession's proposed assumption or rejection of an executory contract or unexpired lease is appropriate under Bankruptcy Code section 365. See, e.g., Robertson v. Pierce (In re Chi-Feng Huang), 23 B.R. 798, 799-800 (B.A.P. 9th Cir. 1982); Commercial Fin. Ltd. v. Hawaii Dimensions, Inc. (In re Hawaii Dimensions, Inc.), 47 B.R. 425, 427 (D. Haw. 1985); see also Group of Institutional Investors v. Chicago, Milwaukee, St. Paul & Pacific R.R. Co., 318 U.S. 523, 550 (1943) ("[T]he question whether a lease should be rejected . . . is one of business judgment."). Under the business judgment test, if assumption or rejection would benefit the debtor's estate, the court should approve the debtor's proposed assumption or rejection. In re Hawaii Dimensions, Inc., 47 B.R. at 427 ("Under the business judgment test, a court should
85299.1

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

approve a debtor's proposed rejection if such rejection will benefit the estate."); accord In re ChiFeng Huang, 23 B.R. at 801. In fact, in Summit Land Co. v. Allen (In re Summit Land Co.), 13 B.R. 310 (Bankr. D. Utah 1981), the court concluded that a debtor's decision to reject a lease should be granted as a matter of course: [C]ourt approval under Section 365(a), if required, except in extraordinary situations, should be granted as a matter of course. To begin, this rule places responsibility for administering the estate with the trustee, not the court, and therefore furthers the policy of judicial independence considered vital by the authors of the Code. Second, this rule expedites the administration of estates, another goal of the Bankruptcy Reform Act. Third, the rule encourages rehabilitation by permitting the replacement of marginal with profitable business arrangements . . . ." 13 B.R. at 315. The Debtors have determined, in their business judgment, that it is in the best interests of their estates and creditors to reject the Rejected Leases. The Court should give this

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determination considerable deference. Even without this deference, the Debtors' decision to reject the Rejected Leases should be approved given the fact that the Debtors shortly will have no ongoing business operations, and that the Rejected Leases therefore have no operational value to the estates. The Debtors also have determined that the Rejected Leases likely have no value or equity that could be realized from assignment. Absent rejection, the Debtors would simply accrue unnecessary administrative obligations which they today they cannot satisfy. The Debtors request that the Court approve rejection of the Rejected Leases under section 365(a) of the Bankruptcy Code effective as of the date of filing and service of the Motion. See, e.g., Pac. Shores Dev., LLC v. At Home Corp. (In re At Home Corp.), 392 F.3d 1064, 1072 (9th Cir. 2004) (" 365(d) confers on bankruptcy courts the equitable authority to approve the rejection of a lease retroactive to the motion filing date"). This Court has the authority to enter an order rejecting the Rejected Leases that is effective as of the date on which the Motion was filed and served (i.e., January 31, 2008). See, e.g., Thinking Machines Corp. v. Mellon Fin. Svc. Corp. (In Re: Thinking Machines Corp), 67 F.3d 1021, 1028 (1st Cir. 1995); Pac. Shores Dev., LLC v At Home Corp. (In re At Home Corp.), 292 B.R. 195 (N.D. Cal. 2003).
85299.1

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

As noted above, the Debtors are liquidating and shortly will have no ongoing business operations. Upon service of the Motion, the non-debtor parties to the Rejected Leases will notified of the Debtors intended rejection and be directed to retrieve the equipment and property that is the subject of the Rejected Leases. Further, the property and/or services that are the subject of the Rejected Leases are of no value to the Debtors and failure to reject the Rejected Leases could result in unnecessary administrative expenses to the estates which, for the reasons already noted, these estates are likely to be unable to satisfy. Accordingly, the Debtors believe it is in the best interests of their estates and creditors to reject the Rejected Leases effective as of the date of this Motion (i.e., January 31, 2008). III. CONCLUSION WHEREFORE, the Debtors respectfully request that this Court enter an order: (1) authorizing the Debtors to reject the Rejected Leases effective as of the date of filing and service of the motion (i.e., January 31, 2008), and (2) granting to the Debtors any other relief that the Court deems necessary and appropriate.

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85299.1

DATED: January 31, 2008

/s/ David M. Guess DAVID M. GUESS, an Attorney with KLEE, TUCHIN, BOGDANOFF & STERN LLP Bankruptcy Counsel for Debtors and Debtors in Possession

Exhibit A

1 2 3 4 5 6 7 8 9 10 11
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067 TELEPHONE: (310) 407-4000

DECLARATION OF THOMAS J. MARTINI I, Thomas J. Martini, declare as follows: 1. I am the Chief Financial Officer and Treasurer of National R.V. Holdings, Inc.,

a Delaware corporation ("NRVH"), and the Chief Financial Officer and Treasurer of National R.V., Inc., a California corporation ("NRV"). NRVH and NRV (together, the "Debtors") are debtors and debtors in possession in the above-captioned chapter 11 cases. 2. In these capacities, and in conjunction with the efforts of other members of the

Debtors' senior management, I am involved on a day-to-day basis with all aspects of the Debtors' affairs, including business operations, strategic planning, financial reporting, human resources, legal affairs and other management activities, including the Debtors' efforts to address their current financial difficulties. 3. As a consequence, I review and work extensively with the books and records of

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85299.1

the Debtors, including their business plans, financial statements and projections, business analyses and reports, contracts and other legal documents, notes and correspondence and the like. On a regular basis, I witness and/or participate in negotiations with lenders, vendors and other creditors of the Debtors, and have worked closely with personnel from all aspects of the Debtors' business operations. 4. Based upon all of the foregoing, I have developed an intimate familiarity with:

(a) the Debtors' books and records, which are maintained in the ordinary course of business under my supervision and control as custodian (and under the control of other members of senior management), (b) the Debtors' business and financial history, and their current business and financial situation, and (c) the financial and operational details of the Debtors' business operations, and (d) the recreation vehicle industry generally. 5. I submit this declaration in support of the accompanying Motion for Order

Authorizing the Rejection of Certain Executory Contracts and Unexpired Leases (the "Motion"). Except as otherwise stated herein, if called as a witness, I could and would competently testify to the matters set forth herein from my own personal knowledge.

Exhibit A

Exhibit A

Exhibit A

National R.V. Holdings Inc. - U.S. Mail

ARRACHE CLARK & POTTER THOMAS S. CLARK 4800 EASTON DRIVE SUITE 114 BAKERSFIELD, CA 93309 AUDIOVOX SPECIALIZED APPLICATIONS, LLC JULIA WILLIS 53200 MARINA DRIVE ELKHART, IN 46514

Served 1/31/2008
BARACK FERRAZZANO KIRSCHBAUM & NAGELBER WILLIAM J. BARRETT 200 WEST MADISON ST., SUITE 3900 CHICAGO, IL 60606

BEST BEST & KRIEGER, LLP FRANKLIN C. ADAMS, ESQ. PO BOX 1028 RIVERSIDE, CA 92502-1028

BEST BEST & KRIEGER, LLP RICHARD T. EGGER 3500 PORSCHE WAY, SUITE 200 ONTARIO, CA 91764

BLAKELEY & BLAKELY LLP SCOTT E. BLAKELY, ESQ. 1000 QUAIL STREET, SUITE 200 NEWPORT BEACH, CA 92660

CAL. DEPT. OF INDUSTRIAL RELATIONS ATTN: JIM WARE SELF-INSURANCE PLANS 2265 WATT AVE STE 1 SACRAMENTO, CA 95825 DANNER & MARTYN, LLP DANIEL E. MARTYN, JR. 110 E. THOUSAND OAKS BLVD., SUITE 244 THOUSAND OAKS, CA 91360

CITICORP DEL-LEASE, INC. DBA CITICORP DEALER FINANCE 450 MAMARONECK AVE. HARRISON, NY 10528

COOKSEY, TOOLEN, GAGE, DUFFY & WOOG C/O RANDALL P. MROCZYNSKI, ESQ. RE FREIGHTLINER LLC 535 ANTON BOULEVARD, TENTH FLOOR COSTA MESA, CA 92626 DUANE MORRIS, LLP KATHRYN M.S. CATHERWOOD 101 WEST BROADWAY, SUITE 900 SAN DIEGO, CA 92101

DANNER & MARTYN, LLP DIANA S. PONCE-GOMEZ 110 E. THOUSAND OAKS BLVD., SUITE 244 THOUSAND OAKS, CA 91360

EDWIN J. SIMCOX, ESQ. 4259 SOUTH SHELBY STREET INDIANAPOLIS, IN 46227

EVANS & LUPTAK, P.L.C. MARILYN H. MITCHELL 7457 FRANKLIN ROAD, SUITE 250 BLOOMFIELD HILLS, MI 48301-3612

FIRST INDUSTRIAL, L.P. 114 PACIFICA, SUITE 220 IRVINE, CA 92618

FIRST INDUSTRIAL, L.P. P.O. BOX 10036 PASADENA, CA 91189

FOLEY & LARDNER LLP JILL L. MURCH 321 NORTH CLARK STREET, SUITE 2800 CHICAGO, IL 60610-4764

FOLEY & LARDNER LLP KEITH C. OWENS 555 SOUTH FLOWER STREET, SUITE 3500 LOS ANGELES, CA 90071-2411

FOLEY & LARDNER LLP LARS A PETERSON 321 NORTH CLARK STREET, SUITE 2800 CHICAGO, IL 60610-4764

FRITTS FORD ATTN: JOHN A BOYD THOMPSON & COLEGATE LLP 3610 14TH STT RIVERSIDE, CA 92501 GENERAL ELECTRIC CAPITAL CORP. 1961 HIRST DRIVE MOBERLY, MO 85270

GE CAPITAL P.O. BOX 3083 CEDAR RAPIDS, IA 52406-3083

GE CAPITAL P.O. BOX 740441 ATLANTA, GA 30374-0441

GREENBERG TRAURIG, LLP ATTN: DAVID B KURZWEIL, ESQ. THE FORUM, 3290 NORTHSIDE PKWY STE. 400 ATLANTA, GA 30327 LANKENAU & MILLER LLP STUART J. MILLER 132 NASSAU STREET, SUITE 423 NEW YORK, NY 10038

INTERNAL REVENUE SERVICE PO BOX 21126 PHILADELPHIA, PA 19114

KLEE TUCHIN BOGDANOFF & STERN LLP ATTN DAVID M GUESS 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CA 90067

MISSOURI DEPARTMENT OF REVENUE SHERYL L MOREAU BANKRUPTCY UNIT PO BOX 475 JEFFERSON CITY, MO 65105 OFFICE OF THE US TRUSTEE ATTN: TIMOTHY J. FARRIS 3685 MAIN ST., SUITE 300 RIVERSIDE, CA 92501

MOLDO DAVIDSON FRAIOLI SERROR & SESTANOVICH LLP PETER A. DAVIDSON 2029 CENTURY PARK EAST, 21ST FLOOR LOS ANGELES, CA 90067 PACHULSKI STANG ZIEHL & JONES, LLP HAMID R. RAFATJOO, ESQ. 10100 SANTA MONICA BLVD., 11TH FLOOR LOS ANGELES, CA 90067-4100

NAUTICA APPAREL, INC. LISA A. WHITNEY 40 WEST 57TH STREET NEW YORK, NY 10019

PLOTKIN, RAPOPORT & NAHMIAS GARY A. PLOTKIN, ESQ. 16633 VENTURA BLVD., SUITE 800 ENCINO, CA 91436

PRIMESHARES 60 MADISON AVENUE, 2ND FLOOR NEW YORK, NY 10011-1600

RECOVERY MANAGEMENT SYSTEMS CORP RAMESH SINGH 25 SE 2ND AVENUE SUITE 1120 MIAMI, FL 33131-1605

RICHARD H. BENES 716 CORDOVA STREET SAN DIEGO, CA 92107-4220

Page 1 of 2

Exhibit A

National R.V. Holdings Inc. - U.S. Mail

SOUTHEAST OFFICE EQUIPMENT, INC. 908 MAGNOLIA AVE. AUBURNDALE, FL 33823 THE GARDNER FIRM J. CECIL GARDNER 1119 GOVERNMENT STREET POST OFFICE DRAWER 3103 MOBILE, AL 36652 WEILAND, GOLDEN, SMILEY, WANG EKVALL & STROK, AUTUMN D. SPAETH, ESQ. 650 TOWN CENTER DRIVE, SUITE 950 COSTA MESA, CA 92626 THE GARDNER FIRM M. VANCE MCCRARY 1119 GOVERNMENT STREET POST OFFICE DRAWER 3103 MOBILE, AL 36652

Served 1/31/2008

THE GARDNER FIRM MARY E. OLSEN 1119 GOVERNMENT STREET POST OFFICE DRAWER 3103 MOBILE, AL 36652 XEROX CAPITAL SERVICES, LLC P.O. BOX 660501 DALLAS, TX 75266-0501

WEILAND, GOLDEN, SMILEY, WANG EKVALL & STRO EVAN D. SMILEY, ESQ. 650 TOWN CENTER DRIVE, SUITE 950 COSTA MESA, CA 92626

XEROX CORP. PO BOX 7413 PASADENA, CA 91109-7413

XEROX CORPORATION ATTN INQUIRY DEPARTMENT 1303 RIDGEVIEW DRIVE LEWISVILLE, TX 75057

Creditors: 45

Page 2 of 2

Exhibit A

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Display Receipt

Page 1 of 4

MIME-Version:1.0 From:cmecfhelpdesk@cacb.uscourts.gov To:Courtmail@cacbei.cacb.circ9.dcn Bcc: aspaeth@wgllp.com, awhatnall@daca4.com, bblakeley@bandblaw.com, christine.e.bau Message-Id:<18989195@cacb.uscourts.gov> Subject:6:07-bk-17941-PC Motion to Reject Lease or Executory Contract

Content-Type: text/html IMPORTANT: PLEASE DO NOT REPLY TO THIS E-MAIL MESSAGE. Replies to this e-mail will not receive a response. All inquiries or requests must be directed to the ECF Support Center via email at ECF_support@cacb.uscourts.gov or by phone at (213) 894-2365. ***NOTE TO PUBLIC ACCESS USERS*** You may view the filed documents once without charge. To avoid later charges, download a copy of each document during this first viewing. U.S. Bankruptcy Court Central District Of California Notice of Electronic Filing The following transaction was received from Guess, David entered on 1/31/2008 at 1:41 PM PST and filed on 1/31/2008 Case Name: National R.V. Holdings, Inc. Case Number: 6:07-bk-17941-PC Document Number: 190 Docket Text: Motion to Reject Lease or Executory Contract and Notice of Motion (with proof of service) Filed by Debtor National R.V. Holdings, Inc. (Guess, David) The following document(s) are associated with this transaction: Document description:Main Document Original filename:C:\Documents and Settings\DGuess\Desktop\Download\LEASE REJECTION MOTION.pdf Electronic document Stamp: [STAMP bkecfStamp_ID=1106918562 [Date=1/31/2008] [FileNumber=189891930] [4a7117cddaccaca098a6d116e398c164c2bc84a2293919ced10c899b7fd4dad1a9 e3fc6b50edb18bd29a547bfe2c3e732f20eb5a1fa5685819aed53ad3d38cb3]] 6:07-bk-17941-PC Notice will be electronically mailed to: Franklin C Adams franklin.adams@bbklaw.com

Christine E Baur christine.e.baur@bakernet.com, joseph.r.dunn@bakernet.com;janet.d.gertz@bakernet.com;ali.m.m.mojdehi@bakernet.com;christopher.a Bradley D Blakeley bblakeley@bandblaw.com

Exhibit A
https://ecf.cacb.uscourts.gov/cgi-bin/DisplayReceipt.pl?886446981074306-L_944_0-1 2/15/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Display Receipt

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John A Boyd

jboyd@tclaw.net kmcatherwood@duanemorris.com michaeline.correa@hellerehrman.com

Kathryn M Catherwood Michaeline H Correa Peter A Davidson Richard T Egger Timothy J Farris David Guess Daniel A Lev

pdavidson@mdfslaw.com richard.egger@bbklaw.com timothy.j.farris@usdoj.gov

dguess@ktbslaw.com dlev@sulmeyerlaw.com randym@cookseylaw.com

Randall P Mroczynski Keith C Owens Gary A Plotkin Hamid R Rafatjoo Autumn D Spaeth Adam M Starr

kowens@foley.com gplotkin@prnlaw.com hrafatjoo@pszjlaw.com, hrafatjoo@pszjlaw.com aspaeth@wgllp.com

starra@gtlaw.com ustpregion16.rs.ecf@usdoj.gov

United States Trustee (RS) Andrew F Whatnall

awhatnall@daca4.com

6:07-bk-17941-PC Notice will not be electronically mailed to: Richard H Benes 716 Cordova Street San Diego, CA 92107-4220 Thomas S Clark 4800 Easton Dr Ste 114 Bakersfield, CA 93309 Don Ray Drive-A-Way Company of California, Inc. c/o Gary A. Plotkin, Esq. 16633 Ventura Blvd. Suite 800 Encino, CA 91436-1836 Don Ray Drive-A-Way Company of Pennsylvania, Inc. c/o Gary A. Plotkin, Esq.

Exhibit A
https://ecf.cacb.uscourts.gov/cgi-bin/DisplayReceipt.pl?886446981074306-L_944_0-1 2/15/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Display Receipt

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16633 Ventura Blvd. Suite 800 Encino, CA 91436 Don Ray Drive-A-Way Company, Inc. c/o Gary A. Plotkin, Esq. 16633 Ventura Blvd. Suite 800 Encino, CA 91436-1836 J Cecil Gardner 1119 Government St POB 3013 Mobile, Al 36652 Billy J Hargrove 1870 E Pomona Rd Yakima, WA 98901-9338 Intellectual Property Law Office of Joel D. Voelzke , - Kibel Green Inc 2001 Wilshire Blvd Suite 420 Santa Monica, CA 90403 Knusaga Corporation 7457 Franklin Road Ste 250 Bloomfield Hills, MI 48301-3612 M Vance McCrary 1119 Government St POB 3013 Mobile, Al 36652 Sheryl L. Moreau Missouri Dept of Revenue BK Unit 301 W High St Rm 670 POB 475 Jefferson City, MO 65105-0475 O'Melveny & Meyers LLP , Mary Elizabeth Olsen 1119 Government St POB 3013 Mobile, Al 36652 Diana S Ponce-Gomez 100 E Thousand Oaks Blvd Ste 244

Exhibit A
https://ecf.cacb.uscourts.gov/cgi-bin/DisplayReceipt.pl?886446981074306-L_944_0-1 2/15/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Display Receipt

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Thousand Oaks, CA 91360 Recovery Management Systems Corp Attn: Ramesh Singh 25 SE 2nd Ave Ste 1120 Miami, FL 33131-1605 San Diego's 10,000 RV 5925 Kearny Villa Rd Suite 100 San Diego, CA 92123

Exhibit A
https://ecf.cacb.uscourts.gov/cgi-bin/DisplayReceipt.pl?886446981074306-L_944_0-1 2/15/2008

1 2 3 4 5 6 7 8 9 10 11 12
KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067-6049 TELEPHONE: (310) 407-4000

EXHIBIT B

DOCKET OF IN RE NATIONAL R.V. HOLDINGS, INC., 6:07-17941-PC FROM JANUARY 31, 2008 TO FEBRUARY 16, 2008

13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

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JNTADMN, PlnDue, DsclsDue, Incomplete

U.S. Bankruptcy Court Central District Of California (Riverside) Bankruptcy Petition #: 6:07-bk-17941-PC
Assigned to: Peter Carroll Chapter 11 Voluntary Asset Debtor National R.V. Holdings, Inc. 3411 N. Perris Blvd. Perris, CA 92571 (951) 943-6007 Tax id: 33-0371079 Date Filed: 11/30/2007

represented by David Guess Klee, Tuchin, Bogdanoff & Stern LLP 1999 Ave of the Stars 39th Fl Los Angeles, CA 90067 310-407-4028 Fax : 310-407-9090 Email: dguess@ktbslaw.com Hamid R Rafatjoo Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd Ste 1100 Los Angeles, CA 90067 310-277-6910 Email: hrafatjoo@pszjlaw.com

U.S. Trustee United States Trustee (RS) 3685 Main Street, Suite 300 Riverside, CA 92501

represented by Timothy J Farris 3685 Main St Ste 300 Riverside, CA 92501 951-276-6977 Fax : 951-276-6973 Email: timothy.j.farris@usdoj.gov Docket Text

Filing Date 01/31/2008

# 190

Motion to Reject Lease or Executory Contract and Notice of Motion (with proof of service) Filed by Debtor National R.V. Holdings, Inc. (Guess, David) (Entered: 01/31/2008) BNC Certificate of Mailing - Transfer of Claim (RE: related document(s)174 , Transfer of Claim filed by Creditor Debt Acquisition Company of America V LLC) No. of Notices: 1. Service

01/31/2008

191

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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Date 01/31/2008. (Admin.) (Entered: 01/31/2008) 01/31/2008 192 BNC Certificate of Mailing - Transfer of Claim (RE: related document(s)175 , Transfer of Claim filed by Creditor Debt Acquisition Company of America V LLC) No. of Notices: 1. Service Date 01/31/2008. (Admin.) (Entered: 01/31/2008) Notice of Entry of: (A) Final Order (I) Authorizing Debtors to Utilize Cash Collateral Pursuant to 11 U.S.C. Section 363, (II) Granting Adequate Protection Pursuant to 11 U.S.C. Sections 361, 362 and 363, (III) Providing Other Relief, and (IV) Scheduling Final Hearing Pursuant to Bankruptcy Rule 4001; and (B) Order Establishing Procedures for Interim Payment of Fees and Expenses to Professionals (with proof of service) Filed by Debtor National R.V. Holdings, Inc.. (Guess, David) (Entered: 02/01/2008) Transfer of Claim Transfer Agreement 3001 (e) 1 Transferor: 46th District Agricultral To Debt Acquisition Company of America V, LLC Filed by Creditor Debt Acquisition Company of America V LLC. (Whatnall, Andrew) (Entered: 02/04/2008) Transfer of Claim Transfer Agreement 3001 (e) 1 Transferor: Gladney Manufacturing To Debt Acquisition Company of America V, LLC Filed by Creditor Debt Acquisition Company of America V LLC. (Whatnall, Andrew) (Entered: 02/04/2008) Transfer of Claim Transfer Agreement 3001 (e) 1 Transferor: Star Shield Armor To Debt Acquisition Company of America V, LLC Filed by Creditor Debt Acquisition Company of America V LLC. (Whatnall, Andrew) (Entered: 02/04/2008) Receipt of Tape Duplication Fee - $26.00 by 30. Receipt Number 60018024. (admin) (Entered: 02/05/2008) 197 Motion to Appoint Creditors Committee (committee of equity holders) Filed by Interested Party Ad Hoc Committee of Equityholders; and memorandum of points and authorities in support thereof (Mcdonald, Latisha) (Entered: 02/05/2008) Application shortening time Filed by Interested Party Ad Hoc Committee of Equityholders re motion of equity holders for appointment of official committee of equity holders (Mcdonald, Latisha) (Entered: 02/05/2008) Declaration of Ali M.M. Mojdehi in support Filed by Interested Party Ad Hoc Committee of Equityholders (RE: related document(s)198 Application shortening time). (Mcdonald, Latisha) (Entered:

02/01/2008

193

02/04/2008

194

02/04/2008

195

02/04/2008

196

02/04/2008

02/04/2008

02/04/2008

198

02/04/2008

199

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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02/05/2008) 02/04/2008 200 Certificate of Service Filed by Interested Party Ad Hoc Committee of Equityholders (RE: related document(s)198 Application shortening time, 197 Motion to Appoint Creditors Committee) and declaration of Ali M.M. Mojdehi in support of motion. (Mcdonald, Latisha) (Entered: 02/05/2008) ORDER shortening time Signed on 2/5/2008 (RE: related document (s)198 , Application shortening time filed by Interested Party Ad Hoc Committee of Equityholders). (Mcdonald, Latisha) (Entered: 02/05/2008) Hearing Set (RE: related document(s)197 Motion to Appoint Creditors Committee filed by Interested Party Ad Hoc Committee of Equityholders) Hearing to be held on 2/19/2008 at 10:30 AM Crtrm 303, 3420 Twelfth St., Riverside, CA 92501 for 197 (Mcdonald, Latisha) (Entered: 02/05/2008) 210 Stipulation and ORDER thereon Granting Motion for relief from the automatic stay under 11 U.S.C. section 362 (Action in NonBankruptcy Forum) with creditor Alberto Aleman & graceiela Garcia) Signed on 2/5/2008 with notice of entry of judgment or order & certificate of mailing. (Green, Yolanda) (Entered: 02/08/2008) BNC Certificate of Mailing - Transfer of Claim (RE: related document(s)194 , Transfer of Claim filed by Creditor Debt Acquisition Company of America V LLC) No. of Notices: 1. Service Date 02/06/2008. (Admin.) (Entered: 02/06/2008) BNC Certificate of Mailing - Transfer of Claim (RE: related document(s)195 , Transfer of Claim filed by Creditor Debt Acquisition Company of America V LLC) No. of Notices: 1. Service Date 02/06/2008. (Admin.) (Entered: 02/06/2008) BNC Certificate of Mailing - Transfer of Claim (RE: related document(s)196 , Transfer of Claim filed by Creditor Debt Acquisition Company of America V LLC) No. of Notices: 1. Service Date 02/06/2008. (Admin.) (Entered: 02/06/2008) Statement Regarding Professional Fees and Expenses of Klee, Tuchin, Bogdanoff & Stern LLP for December 2007 (with proof of service) Filed by Debtor National R.V. Holdings, Inc.. (Guess, David) (Entered: 02/07/2008) Statement Regarding Professional Fees and Expenses of Klee, Tuchin, Bogdanoff & Stern LLP for January 2008 (with proof of

02/05/2008

201

02/05/2008

02/05/2008

02/06/2008

202

02/06/2008

203

02/06/2008

204

02/07/2008

205

02/07/2008

206

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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service) Filed by Debtor National R.V. Holdings, Inc.. (Guess, David) (Entered: 02/07/2008) 02/07/2008 207 Notice of Monthly Statement Regarding Professional Fees and Expenses of Klee, Tuchin, Bogdanoff & Stern LLP for December 2007 (with proof of service) Filed by Debtor National R.V. Holdings, Inc.. (Guess, David) (Entered: 02/07/2008) Notice of Monthly Statement Regarding Professional Fees and Expenses of Klee, Tuchin, Bogdanoff & Stern LLP for January 2008 (with proof of service) Filed by Debtor National R.V. Holdings, Inc.. (Guess, David) (Entered: 02/07/2008) Notice of Hearing Filed by Interested Party Ad Hoc Committee of Equityholders (RE: related document(s)197 Motion to Appoint Creditors Committee (committee of equity holders) Filed by Interested Party Ad Hoc Committee of Equityholders; and memorandum of points and authorities in support thereof (Mcdonald, Latisha)). Hearing to be held on 2/19/2008 at 10:30 AM Crtrm 303, 3420 Twelfth St., Riverside, CA 92501 for 197, (Mcdonald, Latisha) (Entered: 02/12/2008) Certificate of Service Filed by Interested Party Ad Hoc Committee of Equityholders (RE: related document(s)197 Motion to Appoint Creditors Committee & Notice of hearing on motion). (Mcdonald, Latisha) (Entered: 02/12/2008) Certificate of Service Filed by Interested Party Ad Hoc Committee of Equityholders (RE: related document(s)198 Application shortening time, 197 Motion to Appoint Creditors Committee and Declaration of Ali M.M Mojdehi). (Mcdonald, Latisha) (Entered: 02/12/2008) Declaration of Joseph R. Dunn regarding notice and service of order shortening time on hearing regarding motion of ad hoc committee of equity holders for appointment of Official Committee of Equity Holders Filed by Interested Party Ad Hoc Committee of Equityholders (RE: related document(s)197 Motion to Appoint Creditors Committee). (Mcdonald, Latisha) (Entered: 02/12/2008) Declaration re: non opposition with proof of service Filed by Debtor National R.V. Holdings, Inc. (RE: related document(s)167 Motion to Set Last Day to File Proofs of Claim and Proofs of Certain Administrative Expense Requests, and to Approve Form and Manner of Notice Thereof; Notice of Motion (with proof of service)). (Guess, David) (Entered: 02/08/2008) Request for special notice Filed by Creditor Dan Gamel Inc w/proof of service. (Mcdonald, Latisha) (Entered: 02/12/2008)

02/07/2008

208

02/07/2008

215

02/07/2008

216

02/07/2008

217

02/07/2008

218

02/08/2008

209

02/08/2008

213

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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02/08/2008

214

Notice of Change of Address Filed by Creditor D&W Inc. (Mcdonald, Latisha) (Entered: 02/12/2008) Transfer of Claim Transfer Agreement 3001 (e) 1 Transferor: M & M Coach Specialists To Debt Acquisition Company of America V, LLC Filed by Creditor Debt Acquisition Company of America V LLC. (Whatnall, Andrew) (Entered: 02/11/2008) Transfer of Claim Transfer Agreement 3001 (e) 1 Transferor: Norco Industries To Debt Acquisition Company of America V, LLC Filed by Creditor Debt Acquisition Company of America V LLC. (Whatnall, Andrew) (Entered: 02/11/2008) Declaration re: Declaration of No Objection Re the Official Committee of Creditors Holding Unsecured Claims to Employ Pachulski Stang Ziehl & Jones LLP as Counsel Filed by Debtor National R.V. Holdings, Inc. (RE: related document(s)160 Application to Employ Pachulski Stang Ziehl & Jones LLP as Counsel to Official Committee of Unsecured Creditors Application of the Official Committee of Unsecured Creditors for an Order Authorizing and Approving the Nunc Pro Tunc Employment of Pachul). (Attachments: # 1 Exhibit A# 2 Exhibit B# 3 Exhibit C) (Rafatjoo, Hamid) CORRECTION: Attorney selected incorrect party. Correction has been made, see docket entry#220. Modified on 2/13/2008 (Bolden, Lorraine). (Entered: 02/12/2008) Declaration re: non opposition Declaration of No Objection Re the Official Committee of Creditors Holding Unsecured Claims to Employ Pachulski Stang Ziehl & Jones LLP as Counsel Filed by Attorney Official Commitee of Unsecured Creditors (RE: related document(s)160 Application to Employ Pachulski Stang Ziehl & Jones LLP as Counsel to Official Committee of Unsecured Creditors Application of the Official Committee of Unsecured Creditors for an Order Authorizing and Approving the Nunc Pro Tunc Employment of Pachul). (Attachments: # 1 Exhibit A# 2 Exhibit B# 3 Exhibit C) (Rafatjoo, Hamid) (Entered: 02/12/2008) Declaration re: non opposition Declaration of No Objection Re The Official Committee of Creditors Motion for An Order Aprpoving Information Access Protocol Under Section 1102(B)(3) of the Bankruptcy Code Filed by Attorney Official Commitee of Unsecured Creditors (RE: related document(s)171 Motion (Notice of) of the Official Committee of Unsecured Creditors for Order Approving Information Access Protocol under Section 1102(b)(3) of the Bankruptcy Code; Memorandum of Points and Authorities; and Declaration of Hamid R. Rafatjoo in Support). (Rafatjoo, Hamid) (Entered: 02/12/2008)

02/11/2008

211

02/11/2008

212

02/12/2008

219

02/12/2008

220

02/12/2008

221

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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02/12/2008

222

Order Granting Motion To Set Set Last Day To File Proofs of Claim (Related Doc # 167)(2) Approving form and manner of notice thereof Signed on 2/12/2008. Proofs of Claims due by 5/28/2008. Government Proof of Claim due by 8/11/2008 with Notice of Entry. (Jeanmarie, Cynthia) (Entered: 02/13/2008) Notice of Submission of Letter from Securities & Exchange Commission Regarding the Appointment of an Official Committee of Equity Holders Filed by Interested Party Ad Hoc Committee of Equityholders. (Attachments: # 1 Certificate of Service) (Mojdehi, Ali) (Entered: 02/13/2008) BNC Certificate of Mailing - Transfer of Claim (RE: related document(s)211 , Transfer of Claim filed by Creditor Debt Acquisition Company of America V LLC) No. of Notices: 1. Service Date 02/13/2008. (Admin.) (Entered: 02/13/2008) BNC Certificate of Mailing - Transfer of Claim (RE: related document(s)212 , Transfer of Claim filed by Creditor Debt Acquisition Company of America V LLC) No. of Notices: 1. Service Date 02/13/2008. (Admin.) (Entered: 02/13/2008) Notice (Amended) of Submission of Letter from Securities & Exchange Commission Regarding the Appointment of an Official Committee of Equity Holders (re Docket Nos. 197 and 223) Filed by Interested Party Ad Hoc Committee of Equityholders. (Attachments: # 1 Certificate of Service) (Mojdehi, Ali) (Entered: 02/14/2008) Statement (Verified) of Baker & McKenzie LLP Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure Filed by Interested Party Ad Hoc Committee of Equityholders. (Mojdehi, Ali) (Entered: 02/14/2008) Application for Compensation Pachulski Stang Ziehl & Jones LLP'S Coversheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses for the Period December 17, 2007 - December 31, 2007 for Official Commitee of Unsecured Creditors, Creditor Comm. Aty, Period: 12/17/2007 to 12/31/2007, Fee: $31,186.80, Expenses: $575.21. Filed by Attorneys Hamid R Rafatjoo, Official Commitee of Unsecured Creditors (Rafatjoo, Hamid) (Entered: 02/14/2008) Notice of motion/application Notice of Pachulski Stang Ziehl & Jones LLP Coversheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses for the Period December 17, 2007 - December 31, 2007 Filed by Attorney Official Commitee of Unsecured Creditors (RE: related document(s)228 Application for Compensation Pachulski Stang Ziehl & Jones LLP'S

02/13/2008

223

02/13/2008

224

02/13/2008

225

02/14/2008

226

02/14/2008

227

02/14/2008

228

02/14/2008

229

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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Coversheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses for the Period December 17, 2007 - December 31, 2007 for Official Commitee of Unsecured Creditors, Creditor Comm. Aty, Period: 12/17/2007 to 12/31/2007, Fee: $31,186.80, Expenses: $575.21. Filed by Attorneys Hamid R Rafatjoo, Official Commitee of Unsecured Creditors (Rafatjoo, Hamid)). (Rafatjoo, Hamid) (Entered: 02/14/2008) 02/14/2008 230 Application for Compensation Pachulski Stang Ziehl & Jones LLP's Coversheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses for the Period January 1, 2008 - January 31, 2008 for Official Commitee of Unsecured Creditors, Creditor Comm. Aty, Period: 1/1/2008 to 1/31/2008, Fee: $47,916.00, Expenses: $2,251.41. Filed by Attorneys Hamid R Rafatjoo, Official Commitee of Unsecured Creditors (Rafatjoo, Hamid) (Entered: 02/14/2008) Notice of motion/application Notice of Pachulski Stang Ziehl & Jones LLP'S Coversheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses for the Period January 1, 2008 - January 31, 2008 Filed by Attorney Official Commitee of Unsecured Creditors (RE: related document(s)230 Application for Compensation Pachulski Stang Ziehl & Jones LLP's Coversheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses for the Period January 1, 2008 - January 31, 2008 for Official Commitee of Unsecured Creditors, Creditor Comm. Aty, Period: 1/1/2008 to 1/31/2008, Fee: $47,916.00, Expenses: $2,251.41. Filed by Attorneys Hamid R Rafatjoo, Official Commitee of Unsecured Creditors (Rafatjoo, Hamid)). (Rafatjoo, Hamid) (Entered: 02/14/2008) Order Granting Application to Employ Hamid R Rafatjoo, Esq. of Pachulski Stang Ziehl & Jones LLP attorney for the Official Committee of Unsecured Creditors (Related Doc # 160) Signed on 2/14/2008 with Notice of Entry. (Jeanmarie, Cynthia) (Entered: 02/15/2008) Opposition to (related document(s): 197 Motion to Appoint Creditors Committee filed by Interested Party Ad Hoc Committee of Equityholders) UNITED STATES TRUSTEE'S OPPOSITION TO MOTION OF AD HOC COMMITTEE FOR APPOINTMENT OF OFFICIAL COMMITTEE OF EQUITY HOLDERS; DECLARATIONS OF UNITED STATES TRUSTEE, PETER C. ANDERSON AND ATTORNEY TIMOTHY J. FARRIS; WITH PROOF OF SERVICE Filed by U.S. Trustee United States Trustee (RS) (Attachments: # 1 Exhibit A# 2 Exhibit B# 3 Exhibit C# 4 Exhibit A1# 5 Exhibit B-1# 6 Exhibit C-1# 7 Affidavit POS) (Farris, Timothy) (Entered: 02/15/2008)

02/14/2008

231

02/14/2008

233

02/15/2008

232

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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02/15/2008

234

Objection (related document(s): 197 Motion to Appoint Creditors Committee filed by Interested Party Ad Hoc Committee of Equityholders) for Appointment of an Official Committee of Equityholders Filed by Attorney Official Commitee of Unsecured Creditors (Rafatjoo, Hamid) (Entered: 02/15/2008) Declaration re: non opposition with proof of service Filed by Debtor National R.V. Holdings, Inc. (RE: related document(s)183 Application to Employ Venable LLP as Special Labor and Employment Counsel (with proof of service)). (Guess, David) (Entered: 02/15/2008) Request for judicial notice in Connection with Objection of the Official Committee of Unsecured Creditors to Motion of Ad Hoc Committee of Equityholders for Appointment of an Official Committee of Equityholders Filed by Attorney Official Commitee of Unsecured Creditors (RE: related document(s)234, Objection). (Attachments: # 1 Exhibit 1# 2 Exhibit 2# 3 Exhibit 3 (first part)# 4 Exhibit 3 (second part)# 5 Exhibit 4# 6 Exhibit 5) (Rafatjoo, Hamid) (Entered: 02/15/2008) Application to Employ Harper Realty & Development Co., Inc. as Broker Pursuant to Bankruptcy Code Sections 327, 328 and 330 for the Purpose of Selling Certain Real Property of the Debtors and Motion for Order Approving and Authorizing the Sale of Real Property Free and Clear of All Liens, Claims and Other Interests (with notice and proof of service) Filed by Debtor National R.V. Holdings, Inc. (Guess, David) (Entered: 02/15/2008) Notice of Entry of Order (1) Fixing Deadlines for Filing Proofs of Claim and Certain Administrative Expense Requests; and (2) Approving Form and Manner of Notice Thereof (with proof of service) Filed by Debtor National R.V. Holdings, Inc.. (Guess, David) (Entered: 02/15/2008) Certificate of Service Filed by Interested Party Ad Hoc Committee of Equityholders (RE: related document(s)227, Statement). (Mojdehi, Ali) (Entered: 02/15/2008) Statement re Motion of Ad Hoc Committee of Equity Holders for Appointment of Official Committee of Equity Holders [Docket #197] (with proof of service) Filed by Debtor National R.V. Holdings, Inc.. (Guess, David) (Entered: 02/15/2008) Application to Employ Xroads Solutions Group, LLC as Financial Advisors and Consultants Application for Order Authorizing and Approving (1) the Employment of Xroads Solutions Group, LLC as Financial Advisors and Consultants Nunc Pro Tunc Effective as of

02/15/2008

235

02/15/2008

236

02/15/2008

237

02/15/2008

238

02/15/2008

239

02/15/2008

240

02/15/2008

241

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

CM/ECF - U.S. Bankruptcy Court (v3.1 - LIVE) - Docket Report

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January 17, 2008 Filed by Debtor National R.V. Holdings, Inc. (Rafatjoo, Hamid) (Entered: 02/15/2008) 02/15/2008 242 Declaration re: Declaration of Disinterestedness of Michael Schwarzmann for XRoads Solutions Group, LLC Under Bankruptcy Rule 2014 with Exhibits A, B and C and Proof of service Filed by Attorney Official Commitee of Unsecured Creditors (RE: related document(s)241 Application to Employ Xroads Solutions Group, LLC as Financial Advisors and Consultants Application for Order Authorizing and Approving (1) the Employment of Xroads Solutions Group, LLC as Financial Advisors and Consultants Nunc Pro Tunc Effective as). (Rafatjoo, Hamid) (Entered: 02/15/2008) Notice of motion/application Notice Pursuant to Local Bankruptcy Rule 2014-1(b) of Submission of Application for Order Authorizing and Approving (1) the Employment of XRoads Solution Group, LLC as Financial Advisors and Consultants; and (2) Modified Fee Application Procedures Filed by Attorney Official Commitee of Unsecured Creditors (RE: related document(s)241 Application to Employ Xroads Solutions Group, LLC as Financial Advisors and Consultants Application for Order Authorizing and Approving (1) the Employment of Xroads Solutions Group, LLC as Financial Advisors and Consultants Nunc Pro Tunc Effective as of January 17, 2008 Filed by Debtor National R.V. Holdings, Inc. (Rafatjoo, Hamid)). (Rafatjoo, Hamid) (Entered: 02/15/2008)

02/15/2008

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PACER Service Center

Transaction Receipt
02/16/2008 09:37:53 PACER Login: kt0053 Client Code: Search Criteria: Cost: 1733 6:07-bk-17941-PC Fil or Ent: filed From: 1/31/2008 To: 2/19/2008 Doc From: 0 Doc To: 99999999 Term: included Format: HTML 0.48

Docket Description: Report Billable Pages: 6

Exhibit B
https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?647555856809466-L_889_0-1 2/16/2008

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KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067-5061 (310) 407-4000

PROOF OF SERVICE I declare that I am over eighteen years of age and that I am not a party to this action. My business address is 1999 Avenue of the Stars, Thirty-Ninth Floor, Los Angeles, California 90067-6049. On February 16, 2008, I served a true and correct copy of the following document(s) on the parties indicated on the attached list by using the method indicated below:
DECLARATION OF DAVID M. GUESS RE: NON-OPPOSITION TO MOTION FOR ORDER AUTHORIZING REJECTION OF CERTAIN EXECUTORY CONTRACTS AND UNEXPIRED LEASES

By Facsimile Machine: I personally caused the above-referenced document(s) to be transmitted to the person(s) and at the telecopy number(s) indicated on the attached list. I confirmed that the intended recipient received the transmission either: By reviewing the transmission report(s) that the facsimile machine generated; or By contacting the recipient(s) by telephone at the telephone number(s) number indicated on the attached list. By Electronic Mail: The above-referenced documents were transmitted to the persons at the email addresses indicated on the attached list. By First-Class Mail: I am readily familiar with the business practice of collection and processing of correspondence for mailing with the United States Postal Service. I know that the document(s) listed above was deposited with the United States Postal Service on the same day this declaration was executed in the ordinary course of business. I know that the above-referenced document(s) were placed into the envelopes, the envelopes were sealed and addressed as set forth on the attached list and, with postage thereon fully prepaid, the envelopes were placed for collection and mailing on this date, following ordinary business practices, in the United States mail at Los Angeles, California. By Overnight Courier: I caused the above-referenced document(s) to be delivered by overnight courier service for delivery as indicated on the attached list.\ I declare that I am a member of the bar of this Court and that this declaration was executed at Los Angeles, California on February 16, 2008. I declare under penalty of perjury that the foregoing is true and correct. /s/ David M. Guess David M. Guess

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KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 AVENUE OF THE STARS, 39TH FLOOR LOS ANGELES, CALIFORNIA 90067-5061 (310) 407-4000

SERVICE LIST

Office of the United States Trustee Office of the U.S. Trustee Attn: Timothy J. Farris, Esq. 3685 Main St. Suite 300 Riverside, CA 92501 Timothy.J.Farris@usdoj.gov

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