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) VERN McKINLEY, ) ) Plaintiff, ) ) ) Civil Action No.: 12-1175 (GK) BOARD OF GOVERNORS OF ) ECF THE FEDERAL RESERVE ) SYSTEM, ) Defendant. ) )
[PROPOSED] ORDER
Upon consideration of Defendant the Board of Governors of the Federal Reserve Systems Motion for Summary Judgment, filed February 15, 2013, and the attached Memorandum of Points and Authorities in Support, Statement of Undisputed Material Fact, and Declarations, and based upon the entire record of these proceedings, it is, this __ day of ______, 2013 hereby ORDERED that defendants motion for summary judgment is GRANTED and plaintiffs motion for summary judgment is DENIED.
Gladys Kessler United States District Judge
Case 1:12-cv-01175-GK Document 17-1 Filed 02/15/13 Page 1 of 1 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 1 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 2 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 3 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 4 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 5 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 6 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 7 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 8 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 9 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 10 of 11 Case 1:12-cv-01175-GK Document 17-2 Filed 02/15/13 Page 11 of 11 Case 1:12-cv-01175-GK Document 17-3 Filed 02/15/13 Page 1 of 5 Case 1:12-cv-01175-GK Document 17-3 Filed 02/15/13 Page 2 of 5 Case 1:12-cv-01175-GK Document 17-3 Filed 02/15/13 Page 3 of 5 Case 1:12-cv-01175-GK Document 17-3 Filed 02/15/13 Page 4 of 5 Case 1:12-cv-01175-GK Document 17-3 Filed 02/15/13 Page 5 of 5
Exhibit A Case 1:12-cv-01175-GK Document 17-4 Filed 02/15/13 Page 1 of 4 05/15/2012 03:21 2025450190 JUDI CIAL WATCH May 15, 2012 VIA CERTIFIED MAlL & FACSIMILE (202-872-7565) Freedom of Informati.on Office Board of Governors of the Federal Reserve System 20th & Constitution Avenue, N.W. Washington, DC 20551 Re: Freedom of Information Act Request Dear Sir!Madam: 2012 M. 15 Pr1 3: 2 - - ~ PAGE 02/03 On September 16, 2008, the Board of Governors of the Federal Reserve System (''the Board") authorized the Federal Reserve Bank ofNew York under section 13(3) of the Federal Reserve Act to extend credit to AIG or any of its subsidiaries, in an amount up to $85 billion. Prior to the Board's vote to autholize the extension of credit, the Federal Reserve Bank ofNew York ("FRBNY") collected data, analyzed information, and undertook other tasks to determine the condition of AI G as well as of fmancial systems generally at the direction of and under the supervision ofthe Board. ln. addition, the Board relied on or used that infonnation during its decisionmaking as to whether to extend credit to AIG. Therefore, pursuant to FOIA, 5 U.S.C. 552 and 12 C.F.R. 261.2(i)(I)(i), I request that 1he Board produce, within twenty (20) business days, copies of any and all records ofthe Board located at the FRBNY concerning, regarding, or relating to the proposition that "the disorderly failure of AIG was likely to have a systemic effect on fmancial markets that were already experiencing a significant level of fragility. " Such records include, but are not limited to, more detailed meeting minutes, meeting notes, supporting memoranda, communications, and electronic messages and attachments. If any responsive record or portion thereof is claimed to be exempt from production under FOIA, please provide sufficient identifying information with respect to ea.ch allegedly exempt record or portion thereof to allow us to assess the propriety of the claimed exemption. Vaughn v. Rosen, 484 F.2d 820 (D.C. Cir. 1973), cert. denied, 415 U.S. 977 (1974). In addition, any reasonably segregable portion of a responsive record m.ust be provided, after redaction of any allegedly exempt material. 5 U.S.C. 552(b). I request that the responsive records be :furnished without any charge or at a charge below the fees established because disclosure ofthe infonnation contained in responsive records will contribute significantly to public understanding of the operations or activities of the government. 5 U.S.C. 552(a)(4)(A)(iii). I am a former em.ployee of the Board ofGoven:tors of the Federal Reserve, the Federal Deposit Insurance Corporation, the Resoluti.on. Trust Corporation, and the Office of Thrift Supervision. Since 1999, I have served as a consultant, legal advisor and regulatory policy expett on fmancial sector issues for governments in the United States, China, Nigeria, Indonesia, Ukraine, Kazakhstan, Latvia, the Philippines, Yugoslavia (now Montenegro), Kenya, Eastern Caribbean Currency Union, Belarus, Morocco, St1dau, Libya, Afghanistan, Anncnia, Kosovo, and Tajikistan. In addition, I a:m a Research Fellow at the Independent Insti.tute and author of the recently-published book Financing Fai.lure: A Century of Bailouts. Case 1:12-cv-01175-GK Document 17-4 Filed 02/15/13 Page 2 of 4 F - 2 0 1 2 - 0 0 3 7 5 05/15/2012 03:21 2025450190 JUDICIAL WATCH PAGE 03/03 Fi.JJal.ly, l have worked with Judicial Watch, a not-for-profit organization focused on transparency, accountability, and integrity in the federal government, in litigating four FOIA laws1.1its as well as roaldng numerous other FOIA requests for information about the ftnan.cial crisis of2008. All of the records that T have received under FOIA have been made available to the public at scribd.com/vemmck.inley. In sum, my interest in the records is to document the operations and activities of the federal government and to educate the public about these operations and activities. Given these circumstances, I am entitled to a public interest fee waiver of both search costs and duplication costs. Nonetheless, in the event our request for a waiver of search and/or duplication costs is denied, I am willing to pay up to $250.00 in search and/or duplication costs. However, I request that l be contacted before any such costs are incurred, in order to prioritize search and duplication efforts. In an effort to facilitate record production within the statutory time limit, I am willing to accept documents in electronic format When necessary, I am also willing to accept the ":rolling production" of records. If you do not understand this request or any portion thereof, or if you feel you require clarification of this request or any portion thereof, please contact me at vern _mckinley@yahoo.com.. Thank you, Vern McKio.ley Case 1:12-cv-01175-GK Document 17-4 Filed 02/15/13 Page 3 of 4 05/ 15/2012 03:21 2025450190 JUDICIAL WATCH Judicial Watch, Inc. .,: :_ FJ'_ ... : ;_ .. ! .. 1.: L 425 Third St., SW Suite 800 Washington, DC 20024 Telephone: Facsimile: 202-646-5172 202-646-5199 20!2 t-1. Y 15 PM :i: i../. FACSIMJLE TRANSMTSSION PAGE 01/03 TO: Freedom. oflnfo:on.ation. Officer, Board ofGovemors ofthe Federal Reserve System FROM: Vern McKinley DATE: May 1.5, 2012 RE: Freedom of Information Act Request FAX NO. : (202) 872-7565 NUMBER OF PAGES (including cover page): 3 Case 1:12-cv-01175-GK Document 17-4 Filed 02/15/13 Page 4 of 4
Exhibit B Case 1:12-cv-01175-GK Document 17-5 Filed 02/15/13 Page 1 of 3 Case 1:12-cv-01175-GK Document 17-5 Filed 02/15/13 Page 2 of 3 RULES REGARDING AVAILABILITY OF INFORMATION 12 CFR 261; AS AMENDED NOVEMBER 19, 1997 SECTION 261.13(i)
(i) Appeal of denial of request. Any person denied access to Board records requested under section 261.12 may file a written appeal with the Board, as follows:
(1) The appeal shall prominently display the phrase FREEDOM OF INFORMATION ACT APPEAL on the first page, and shall be addressed to the Freedom of Information Office, Board of Governors of the Federal Reserve System, 20th & C Street, N.W., Washington, D.C. 20551; or sent by facsimile to the Freedom of Information Office, (202) 872-7565.
(2) An initial request for records may not be combined in the same letter with an appeal.
(3) The appeal shall be filed within 10 working days of the date on which the denial was issued, or the date on which documents in partial response to the request were transmitted to the requester, whichever is later. The Board may consider an untimely appeal if
(i) it is accompanied by a written request for leave to file an untimely appeal; and
(ii) the Board determines, in its discretion and for good and substantial cause shown, that the appeal should be considered.
(4) The Board shall make a determination regarding any appeal within 20 working days of actual receipt of the appeal by the Freedom of Information Office, and the determination letter shall notify the appealing party of the right to seek judicial review.
(5) The secretary may reconsider a denial being appealed if intervening circumstances or additional facts not known at the time of the denial come to the attention of the secretary while an appeal is pending. Case 1:12-cv-01175-GK Document 17-5 Filed 02/15/13 Page 3 of 3
Exhibit C Case 1:12-cv-01175-GK Document 17-6 Filed 02/15/13 Page 1 of 2 Case 1:12-cv-01175-GK Document 17-6 Filed 02/15/13 Page 2 of 2
Exhibit D Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 1 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000009 September 16, 2008 forwarded email entitled "Fw: Top 20 Firms Exposure to AIG: Tier 1 impact" from Dianne Dobbeck (FRBNY) to NY BankSup BSG Senior Mgmt Team, and others with a xls attachment entitled "AIG Impact Analysis 9-16 - FINAL.xls. Attaches a matrix prepared by FRBNY supervisory staff regarding the Tier 1 impact of exposure to AIG on regulated LFIs. Communication among FRBNY supervisory staff regarding information provided to supervisors by regulated LFIs regarding exposure to AIG. Exemption 4: This document contains confidential commercial or financial information obtained by Federal Reserve Bank of New York ("FRBNY") supervisory staff from Board-regulated large complex banking organizations ("LCBOs"), also known as large financial institutions ("LFIs"), regarding the credit or other exposure of LCBOs to AIG, steps taken by LCBOs to guard against AIG-related risk, and related information. Provision of this information was mandatory. Withheld in Full 1 Page1of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 2 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000009 Con't Exemption 4 Con't: Disclosure is likely to cause substantial competitive injury to financial institution(s) or impair the Board's ability to obtain similar, necessary information in the future by diminishing the quality or reliability of information. Exemption 8: This document contains information obtained by FRBNY supervisory staff from Board-supervised LCBOs (also known as LFIs) regarding LCBOs' credit and other exposure to AIG, steps taken by LCBOs to guard against AIG-related risk, supervisors' analyses of information obtained from LCBOs, and similar supervisory information. Page2of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 3 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000009 Con't Exemption 8 Con't: This information was obtained or prepared by regulators for supervisory purposes to assess the risks to LCBOs of a possible AIG bankruptcy. This information is contained in or related to examination, operating or condition reports prepared by, on behalf of, or for the use of an agency responsible for the regulation or supervision of financial institutions. 000013 September 16, 2008 email entitled "AIG Update - Important" from Jacqueline Lovisa (FRBNY) to Brian Peters, Sarah Dahlgren and other FRBNY staff forwarding an email noting that AIG has notified 2 LFIs that AIG has rescinded its draw requests with an attachment titled "AIG response report 9-16-08.ppt" Communication among FRBNY supervisory staff re information obtained from LFIs re credit exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 000014-27 14-page PDF document, containing a report entitled "Credit Exposure to AIG" dated September 16, 2008 prepared by [LFI], attachment to email #000013, above Attachment containing information obtained by supervisors from LFIs regarding credit exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 14 Page3of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 4 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000048-53 PDF document entitled "Selected Financial Institutions' Economic Exposures to AIG", linked document to email #000046-47 from Sarah Dahlgren to other FRBNY staff (#000046-47 is not disputed by plaintiff and not included in this final Vaughn Index). Information provided to supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 6 000077-78 2-page email string from Brad Evans (FRB Richmond) to NY BankSup LFI CPC and other FRB supervisory staff entitled "Briefing email: Overview of Enterprise actions (Counterparty, Funding, Closeout etc.) (11:00 am meeting Senior Auditor, Senior Enterprise Executive Cmte), with 3 attachments entitled, "[LFI] Counterparty Exposure Tear Sheets - Heightened Exposure Lists.pdf", "[LFI] Weekend - Counterparty Failure Planning.pdf," and "Counterparty Readiness Planning Doc2.pdf" Communication from supervisory staff at FRB Richmond to FRBNY and other FRB supervisory staff attaching analyses and data regarding LFI counterparty exposure to AIG and actions taken by LFI to guard against AIG-related risk. Document contains some non-responsive information. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 2 000079-81 3-page email document entitled "RE:Weekend meetings" detailing summary of weekend meetings scheduled, attendees and agenda, attachment to email #000077-78, above Information provided by LFI to supervisors regarding counterparty failure planning. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 3 000092-105 14-page document labeled "Draft" with the header Counterparty Event Readiness Communication plan, detailing LFI's draft communication plans and actions, messages, summaries and points, attachment to email #000077-78, above Information provided by LFI to supervisors regarding event readiness planning. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 14 Page4of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 5 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000166-405 240-page document containing data charts with the header title FAS 157 CVA, attachment to email #000164-165 from Dianne Dobbeck to NY BankSup BSG Core Analysis forwarding a message concerning AIG data from the counterparty credit risk side (#000164-165 is not disputed by plaintiff and not included in this final Vaughn Index). Data obtained from supervised LFIs re exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 240 000416-477 62-page chart containing counterparty data, attachment to email #000410-413 from Dianne Dobbeck to Kyle Grieser (FRBNY) (#000410- 413 is not disputed by plaintiff and not included in this final Vaughn Index). Chart prepared by supervisors re LFI credit exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 62 000636 1-page document containing a chart with the header title "AIG Direct Risk" - Sept 15th 2008, containing counterparty risk exposure in USD, attachment to email #000635 from Raymond Bacon to Alexa Phil, Amy White and other FRBNY staff (#000635 is not disputed by plaintiff and not included in this final Vaughn Index) Attachment to email conveying information from an LFI re AIG exposure Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 000637 September 16, 2008 email from Dianne Dobbeck (FRBNY) to Deborah Bailey and Coryann Stefansson (Board), with ccs to FRBNY supervisory staff, entitled "Top 20 Firms Exposure to AIG:Tier 1 impact" with an attachment entitled "AIG Impact Analysis 9-16 - FINAL.xls" Communication among Board and FRBNY supervisory staff regarding information provided to supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 Page5of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 6 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000638-639 1-page chart containing a matrix of the top 20 firms' exposure to AIG entitled "Selected Financial Institutions' Exposures to AIG", attachment to email #000637, above Information provided to supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 2 000640 September 16, 2008 email from Tim Clark (Board) to Brian Peters and other FRBNY staff entitled "AIG Exposures" Communication among Board and FRBNY supervisory staff providing guidance on analysis of data obtained by FRBNY examiners from Board- regulated LCBOs for supervisory purposes. Exemption 8: This document is an email from a senior Board officer in the Board's Division of Banking Supervision and Regulation responsible for LCBO supervision to FRBNY examiners advising the examiners on how best to analyze information they obtained from Board- regulated LCBOs regarding the LCBOs' exposure to AIG. Emails 000641 and 000642- 643 below provide FRBNY examiners' response to this guidance and an explanation of their methods of analysis, as well as additional advice from the senior Board officer. Withheld in Full 1 Page6of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 7 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000640 Con't Exchanges such as these are important to the functioning of the bank examination process as they allow supervisors and examiners to exchange information and guidance in order to arrive at an accurate understanding of the risks confronting LCBOs and to tailor their supervisory response accordingly. Disclosure would chill the frank exchange of ideas among examiners and their superviosrs that is vital to the bank examination process. This information is contained in or related to examination, operating or condition reports prepared by, on behalf of, or for the use of an agency responsible for the regulation or supervision of financial institutions. Page7of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 8 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000641 September 16, 2008 email from Brian Peters (FRBNY) to Tim Clark and Kyle Grieser (FRBNY) entitled "AIG exposures," responding to issues raised in a email #000640 above Communication among Board and FRBNY supervisory staff responding to guidance on how to analyze AIG exposure data obtained by examiners from LCBOs for superviosry purposes. Exemption 8: See Bates 000640 above. Withheld in Full 1 000642-643 September 17, 2008 email string from Dianne Dobbeck to Steven Manzari (FRBNY) entitled "AIG Exposures" forwarding an email (#000641 above) responding to issues raised in #000640 above discussing AIG exposures Communication among Board and FRBNY supervisory staff responding to guidance on how to analyze AIG exposure data obtained by examiners from LCBOs for superviosry purposes.. Exemption 8: See Bates 000640 above. Withheld in Full 2 000644 September 16, 2008 email from Morgan Bushey (FRBNY) to Dianne Dobbeck and Brian Peters and other FRBNY staff entitled "AIG Impact Analysis - 9-16 v2.xls," with an attachment also entitled "AIG Impact Analysis 9-16 v2.xls" Communication among FRBNY supervisory staff regarding information provided to supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 Page8of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 9 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000653-654 September 13, 2008 email string from Sandra Lee (FRBNY) to NY BankSup BSG Core Analysis and other FRBNY staff forwarding an email entitled "Counterparty snapshots and collateral detail" with five attachments entitled "[LFI] exposure summary 20080613.xls," "[LFI] exposure summary 20080829.xls," "[LFI] exposure summary 20080829.xls," "[LFI] exposure summary 20080716.xls," and "Collateral Compostion.xls." Communication among FRBNY supervisory staff regarding information provided by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 2 000655 1 page attachment to #000653-654 above entitled "[LFI] exposure summary 20080613.xls" Attachment containing information provided to FRBNY supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 000656 1 page attachment to # #000653-654 above entitled "[LFI] exposure summary 20080829.xls," Attachment containing information provided to FRBNY supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 000657 1 page attachment to # #000653-654 above entitled "[LFI] exposure summary 20080829.xls," Attachment containing information provided to FRBNY supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 Page9of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 10 of 11 IndexofDisputedDocumentsWithheldinResponsetoFOIARequest2012375(AIG)ofVernMcKinley,Finalof2152013 Bates range Description of document Description of Withheld Material Exemption Withheld in Full or Redacted Approx. Number of pages 000658-660 3 page attachment to # #000653-654 above entitled "[LFI] exposure summary 20080716.xls," Attachment containing information provided to FRBNY supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 3 000661 1 page attachment to # #000653-654 above entitled "Collateral Compostion.xls." Attachment containing information provided to FRBNY supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 1 000665-884 Attachment entitled "FAS 157_CVA_DRV_SUMMARY _091208.xls." to email string #000662-664 from Bard Stermasi (FRBNY) to Paul Whynott and other FRBNY staff (#000662-664 is not disputed by plaintiff and not included in this final Vaughn Index). Attachment containing information provided to FRBNY supervisors by LFIs regarding exposure to AIG. Exemption 4: See Bates 000009 above. Exemption 8: See Bates 000009 above. Withheld in Full 219 Page10of10 Case 1:12-cv-01175-GK Document 17-7 Filed 02/15/13 Page 11 of 11