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12-12020-mg Doc 5163 Filed 09/20/13 Entered 09/20/13 23:55:53 Main Document
Docket #5163 Date Filed: 9/20/2013

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Hearing Date and Time: November 7, 2013 at 2:00 p.m. (Prevailing Eastern Time)
Response Date and Time: October 23, 2013 at 4:00 p.m. (Prevailing Eastern Time)
MORRISON & FOERSTER LLP

1290 Avenue of the Americas
New York, New York 10104
Telephone: (212) 468-8000
Facsimile: (212) 468-7900
Gary S. Lee
Norman S. Rosenbaum
Jordan A. Wishnew
Counsel for the Debtors and

Debtors in Possession
UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF NEW YORK
)
In re: ) Case No. 12-12020 (MG)
)
RESIDENTIAL CAPITAL, LLC, et al., ) Chapter 11
)
Debtors. ) Jointly Administered
)
NOTICE OF DEBTORS’ OBJECTION TO PROOFS OF CLAIM

FILED AGAINST RESIDENTIAL CAPITAL, LLC BY
(I) RUTH ASSORGI (CLAIM NO. 2580); (II) JOHN R. FOSTER AND
ELIZABETH FOSTER (CLAIM NO. 2581) AND (III) MARK MOODY AND
SHERRILL MOODY (CLAIM NO. 2583) PURSUANT TO SECTION 502(b) OF
THE BANKRUPTCY CODE AND BANKRUPTCY RULE 3007
PLEASE TAKE NOTICE that the undersigned have filed the attached Debtors’
Objection To Proofs Of Claim Filed Against Residential Capital, LLC By (I) Ruth
Assorgi (Claim No. 2580); (II) John R. Foster And Elizabeth Foster (Claim No. 2581)
And (III) Mark Moody And Sherrill Moody (Claim No. 2583) Pursuant To Section 502(b)
Of The Bankruptcy Code And Bankruptcy Rule 3007 (the “Objection”), which seeks to
alter your rights by disallowing and expunging your claim against the above-captioned
Debtors.
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1212020130920000000000062
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PLEASE TAKE FURTHER NOTICE that a hearing on the Objection will take
place on November 7, 2013 at 2:00 p.m. (Prevailing Eastern Time) before the
Honorable Martin Glenn, at the United States Bankruptcy Court for the Southern District
of New York, Alexander Hamilton Custom House, One Bowling Green, New York, New
York 10004-1408, Room 501.
PLEASE TAKE FURTHER NOTICE that objections, if any, to the Objection
must be made in writing, conform to the Federal Rules of Bankruptcy Procedure, the
Local Bankruptcy Rules for the Southern District of New York, and the Notice, Case
Management, and Administrative Procedures approved by the Bankruptcy Court [Docket
No. 141], be filed electronically by registered users of the Bankruptcy Court’s electronic
case filing system, and be served, so as to be received no later than October 23, 2013 at
4:00 p.m. (Prevailing Eastern Time), upon: (a) counsel for the Debtors, Morrison &
Foerster LLP, 1290 Avenue of the Americas, New York, NY 10104 (Attention: Gary S.
Lee, Norman S. Rosenbaum, and Jordan A. Wishnew); (b) counsel for the committee of
unsecured creditors (the “Committee”), Kramer Levin Naftalis & Frankel LLP, 1177
Avenue of the Americas, New York, NY 10036 (Attention: Kenneth Eckstein and
Douglas Mannal); (c) the Office of the United States Trustee for the Southern District of
New York, U.S. Federal Office Building, 201 Varick Street, Suite 1006, New York, NY
10014 (Attention: Tracy Hope Davis, Linda A. Riffkin, and Brian S. Masumoto); and
(d) special counsel for the Committee, SilvermanAcampora LLP, 100 Jericho Quadrangle,
Suite 300, Jericho, NY 11753 (Attention: Ronald J. Friedman).
PLEASE TAKE FURTHER NOTICE that if you do not timely file and serve a
written response to the relief requested in the Objection, the Bankruptcy Court may deem
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any opposition waived, treat the Objection as conceded, and enter an order granting the
relief requested in the Objection without further notice or hearing.
Dated: September 20, 2013

New York, New York
/s/ Norman S. Rosenbaum
Gary S. Lee
Norman S. Rosenbaum
Jordan A. Wishnew
Telephone: (212) 468-8000
Facsimile: (212) 468-7900

3
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Hearing Date: November 7, 2013 at 2:00 p.m. (Prevailing Eastern Time)
Response Deadline: October 23, 2013 at 4:00 p.m. (Prevailing Eastern Time)

Telephone: (212) 468-8000
Facsimile: (212) 468-7900
Gary S. Lee
Norman S. Rosenbaum
Melissa A. Hager
Erica J. Richards


)
In re: ) Case No. 12-12020 (MG)
)
)
)
DEBTORS’ OBJECTION TO PROOFS OF CLAIM FILED AGAINST

RESIDENTIAL CAPITAL, LLC BY (I) RUTH ASSORGI (CLAIM NO. 2580);
(II) JOHN R. FOSTER AND ELIZABETH FOSTER (CLAIM NO. 2581) AND
(III) MARK MOODY AND SHERRILL MOODY (CLAIM NO. 2583) PURSUANT TO
SECTION 502(b) OF THE BANKRUPTCY CODE AND BANKRUPTCY RULE 3007
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TABLE OF CONTENTS
Page
I. PRELIMINARY STATEMENT ....................................................................................... 2

II. JURISDICTION, VENUE, AND STATUTORY PREDICATE ...................................... 3
III. BACKGROUND ............................................................................................................... 3
A. General Chapter 11 Cases Background ................................................................. 3
B. Chapter 11 Proceedings Related To Claims .......................................................... 4
C. Litigation Involving Claimants .............................................................................. 6
1. The Putative Class Action .......................................................................... 6
2. The Assorgi Foreclosure Actions............................................................... 7
3. The Foster Foreclosure Actions ................................................................. 8
4. The Moody Foreclosure Actions ............................................................... 8
D. The Claims ............................................................................................................. 9
1. The Assorgi Claim ..................................................................................... 9
2. The Foster Claim...................................................................................... 10
3. The Moody Claim .................................................................................... 10
IV. RELIEF REQUESTED .................................................................................................... 11
V. BASIS FOR RELIEF ....................................................................................................... 11
A. The Claims Are Not Properly Asserted Against Debtor ResCap ........................ 13
B. The Debtors Have No Liability With Respect To The Claims ............................ 13
1. The Debtors Are Not Liable To Assorgi.................................................. 13
2. The Debtors Are Not Liable To The Fosters ........................................... 14
3. The Debtors Are Not Liable To The Moodys .......................................... 15
C. The Claims Are Not Supported By Sufficient Documentation ........................... 15
D. The Class Complaint Fails To State A Claim ...................................................... 17
1. The Class Complaint Fails To Satisfy Rule 8(a) ..................................... 18
2. The Class Complaint’s Fraud-Based Claims Fail To Satisfy Rule
9(b) ........................................................................................................... 20
E. Because The Putative Class Has Not Been Certified And Thus No
Authorized Class Agent Exists To File The Claims, The Claims Were
Filed Improperly And Should Be Disallowed ..................................................... 21
VI. NOTICE ........................................................................................................................... 24
VII. NO PRIOR REQUEST .................................................................................................... 24
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TABLE OF CONTENTS
(continued)
Page
EXHIBITS:
Exhibit 1:
Exhibit 1-A: Assorgi Proof of Claim (Claim No. 2580)
Exhibit 1-B: Foster Proof of Claim (Claim No. 2581)
Exhibit 1-C: Moody Proof of Claim (Claim No. 2583)
Exhibit 2: Proposed Order
Exhibit 3: Delehey Declaration
Exhibit 4: Rosenbaum Declaration
Exhibit 5: Nosek Declaration
Exhibit 6: Request Letters
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TABLE OF AUTHORITIES
Page(s)
CASES
Ascroft v. Iqbal,
556 U.S. 662 (2009) .................................................................................................................18
Bell Atl. Corp. v. Twombly,

550 U.S. 544 (2007) .................................................................................................................18
Feinberg v. Bank of N.Y. (In re Feinberg),

442 B.R. 215 (Bankr. S.D.N.Y. 2010) .....................................................................................12
Foreman v. Salazano (In re Norvergence, Inc.),

405 B.R. 709 (Bankr. D.N.J. 2009) ...................................................................................19, 20
In re Adelphia Commc’ns Corp.,

Case No. 02-41729 (REG), 2007 Bankr. LEXIS 660 (Bankr. S.D.N.Y. Feb. 20, 2007) ........11
In re Allegheny Int’l, Inc.,

954 F.2d 167 (3d Cir. 1992).....................................................................................................11
In re Chateaugay Corp.,
104 B.R. 626 (S.D.N.Y. 1989).................................................................................................22
In re DePugh,
409 B.R. 125 (Bankr. S.D. Tex. 2009) ....................................................................................16
In re DJK Residential LLC,

416 B.R. 100 (Bankr. S.D.N.Y. 2009) .....................................................................................17
In re Ephedra Prods. Liability Litig.,

329 B.R. 1 (S.D.N.Y. 2005) .....................................................................................................22
In re Hight,
393 B.R. 484 (Bankr.S.D.Tex.2008) .................................................................................16, 24
In re Lois/USA, Inc.,
264 B.R. 69 (Bankr. S.D.N.Y. 2001) .......................................................................................20
In re Lundberg, No. 02–34542 (LMW),

2008 WL 4829846 (Bankr. D. Conn. Oct. 27, 2008)...............................................................16
In re Minbatiwalla,
424 B.R. 104 (Bankr. S.D.N.Y. 2010) .....................................................................................16
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TABLE OF CONTENTS
(continued)
Page
In re Musicland Holding Corp.,

362 B.R. 644 (Bankr. S.D.N.Y. 2007) .....................................................................................22
In re Oneida Ltd.,
400 B.R. 384 (Bankr. S.D.N.Y. 2009), ....................................................................................11
In re Porter,
374 B.R. 471, 480 (Bankr. D. Conn. 2007) .............................................................................16
In re Rockefeller Ctr. Props.,

272 B.R. 524 (Bankr. S.D.N.Y. 2000) .....................................................................................11
Jones v. Pollard-Buckinham,
348 F.3d 1072 (8th Cir. 2003) .................................................................................................19
Regis Technologies, Inc. v. Oien (In re Oien),

404 B.R. 311 ............................................................................................................................19
Swartz v. KPMG, LLP,

476 F.3d 756 (9th Cir. 2007) ...................................................................................................20
STATUTES & RULES
11 U.S.C. § 502(a) ...................................................................................................................11, 22
11 U.S.C. § 502(b)(1) ....................................................................................................................16
11 U.S.C. § 1109(b) .......................................................................................................................23
28 U.S.C. § 157 ............................................................................................................................1, 3
28 U.S.C. § 157(b) .......................................................................................................................1, 3
28 U.S.C. § 1334 ..........................................................................................................................1, 3
28 U.S.C. §§ 1408 and 1409 ........................................................................................................1, 3
Fed. R. Bankr. P. 1015(b) ................................................................................................................4
Fed. R. Bankr. P. 3001(f) .........................................................................................................16, 21
Fed. R. Bankr. P. 3007 ...........................................................................................................1, 3, 11
Fed. R. Bankr. P. 7023 ...................................................................................................................22
Fed. R. Bankr. P. 9014(c) ........................................................................................................18, 22
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TABLE OF CONTENTS
(continued)
Page
Federal Rule of Civil Procedure 8(a)(2) ..................................................................................18, 19
Federal Rule of Civil Procedure 23(g)(3) ......................................................................................23
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TO THE HONORABLE MARTIN GLENN,

UNITED STATES BANKRUPTCY JUDGE:
The debtors and debtors in possession in the above-captioned chapter 11 cases
(collectively, the “Debtors”)1 hereby file this objection (the “Objection”)2 seeking to disallow
and expunge the proofs of claim filed against Residential Capital, LLC (“ResCap”) by: (i) Ruth
Assorgi3 (“Assorgi”), designated as Claim No. 2580 (the “Assorgi Claim”), a copy of which is
annexed hereto as Exhibit 1-A; (ii) John R. Foster and Elizabeth Foster (the “Fosters”)
designated as Claim No. 2581 (the “Foster Claim”), a copy of which is annexed hereto as
Exhibit 1-B; and (iii) Mark Moody and Sherrill Moody (the “Moodys” and, together with
Assorgi and the Fosters, “Claimants”), designated as Claim No. 2583 (the “Moody Claim” and,
together with the Assorgi Claim and the Foster Claim, the “Claims”), a copy of which is
annexed hereto as Exhibit 1-C, in each case asserted individually and on behalf of one or more
alleged putative classes (collectively, the “Putative Class”), pursuant to section 502(b) of title
11 of the United States Code (the “Bankruptcy Code”) and Rule 3007(a) of the Federal Rules of
Bankruptcy Procedure (the “Bankruptcy Rules”) on the grounds that the Claims: (a) are not
properly asserted against ResCap; (b) fail to state a basis for liability against any of the Debtors;
and (c) are improperly filed as class claims.4 The Debtors seek the entry of an order,
1
The names of the Debtors in these cases and their respective tax identification numbers are identified on
Exhibit 1 to the Affidavit of James Whitlinger, Chief Financial Officer of Residential Capital, LLC, in Support of
Chapter 11 Petitions and First Day Pleadings [Docket No. 6], dated May 14, 2012.
2
Creditors and parties-in-interest with questions or concerns regarding the Debtors’ chapter 11 cases or the relief
requested in this Objection may refer to http://www.kccllc.net/rescapfor additional information.
3
The Assorgi Claim lists the name of the creditor as “Ruth Asorgi” while the exhibit lists an action allegedly
pending under the name “Allorgi”. As set forth herein, the Debtors have searched their own books and records and
various court records for both names, as well as variations of each. Based on that review, the Debtors believe that
the correct spelling of the claimant’s name is “Assorgi.” The arguments in support of the disallowance of the
Assorgi Claim set forth herein are applicable regardless of the spelling of the claimant’s name.
4
The Debtors reserve all of their rights to object on any other basis to the Claims not set forth in this Objection,
and to amend this Objection should any further bases to object to the Claims be discovered, as well as to seek
discovery from the Claimants.
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substantially in the form annexed hereto as Exhibit 2, granting the requested relief. In support of
the Objection, the Debtors submit the declaration of Lauren Graham Delehey, In-House
Litigation Counsel in ResCap’s Legal Department (the “Delehey Declaration,” attached hereto
as Exhibit 3), the declaration of Norman S. Rosenbaum of Morrison & Foerster LLP, counsel to
the Debtors (the “Rosenbaum Declaration,” attached hereto as Exhibit 4), and the declaration
of Robert D. Nosek (the “Nosek Declaration,” attached hereto as Exhibit 5) of
SilvermanAcampora LLP as Special Counsel for Borrower Issues (“Special Counsel”) to the
Official Committee of Unsecured Creditors (the “Creditors’ Committee”), and filed
contemporaneously herewith, and respectfully represent as follows:
I. PRELIMINARY STATEMENT
1. By the Objection, the Debtors seek to disallow and expunge the Claims
filed by the Claimants against Debtor ResCap, each of which asserts $5 million in claims
individually and on behalf of the Putative Class, as improperly filed proofs of claim and claims
as to which the Debtors have no liability. All of the Claims were filed by Heather Boone
McKeever (“McKeever”) on behalf of the respective Claimants (although none of the Claims
attaches any supporting documentation establishing that the claimants authorized McKeever to
file the Claims). Each Claim indicates that it is based on a class action lawsuit filed by the
respective Claimant against the Debtors. No such class action is currently pending, and, in the
case of Assorgi, it appears that no such action was ever filed.
2. The Fosters, the Moodys, and five other named plaintiffs (collectively, the
“Named Plaintiffs”) commenced a class action litigation against Debtors GMAC Mortgage,
LLC (“GMACM”), Residential Accredit Loans, Inc. (“RALI”), and Residential Funding
Company, LLC (“RFC” and, together with GMACM and RALI, the “Debtor Defendants”) and
more than a dozen non-Debtor defendants in the United States District Court for the Western
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District of Kentucky (the “District Court”) in September 2010 (the “Putative Class Action”).
The Putative Class Action, which was never actively prosecuted, was voluntarily dismissed by
the Named Plaintiffs in February 2011 and has not been re-filed. The Debtors have determined
that Assorgi has not been a party to the Putative Class Action or any other litigation against a
Debtor. Accordingly, the Putative Class Action does not give rise to any liability on the part of
the Debtors to any Claimant.
3. Additionally, the Putative Class described in the Putative Class Action
was never certified. As a result, the Claimants’ attempt to appoint themselves as authorized
representatives to act on behalf of a “class” for purposes of filing the Claims against ResCap (or
any other Debtor) is improper. Therefore, to the extent asserted on behalf of the Putative Class,
the Claims are also invalid and improper.
4. For the reasons set forth above and as described in more detail herein, the
Claims should be disallowed and expunged in their entirety.
II. JURISDICTION, VENUE, AND STATUTORY PREDICATE
5. This Court has jurisdiction to consider this matter pursuant to 28 U.S.C.
§§ 157 and 1334. Venue is proper in this district pursuant to 28 U.S.C. §§ 1408 and 1409. This
is a core proceeding within the meaning of 28 U.S.C. § 157(b). The statutory predicates for the
relief sought herein are section 502 of the Bankruptcy Code and Bankruptcy Rule 3007.
III. BACKGROUND
A. General Chapter 11 Cases Background
6. On May 14, 2012 (the “Petition Date”), each of the Debtors filed a
voluntary petition with the Bankruptcy Court for the Southern District of New York (the
“Court”) under chapter 11 of the Bankruptcy Code (collectively, the “Chapter 11 Cases”).
Since the Petition Date, the Debtors have operated their businesses and managed their properties
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as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. These
cases are being jointly administered pursuant to Bankruptcy Rule 1015(b). No trustee has been
appointed in the Chapter 11 Cases.
7. On May 16, 2012, the United States Trustee for the Southern District of
New York appointed the nine member Creditors’ Committee.
8. On June 20, 2012, the Court directed that an examiner (the “Examiner”)
be appointed, and on July 3, 2012, the Court approved Arthur J. Gonzalez as the Examiner
[Docket Nos. 454, 674]. On May 13, 2013, the Examiner filed his report under seal [Docket No.
3698] and on June 26, 2013, the Examiner’s report was unsealed and made available to the
public [Docket No. 4099].
9. On July 3, 2013, the Debtors filed the Joint Chapter 11 Plan Proposed by
Residential Capital, LLC, et al. and the Official Committee of Unsecured Creditors [Docket No.
4153] and the Disclosure Statement for the Joint Chapter 11 Plan of Residential Capital, LLC, et
al. and the Official Committee of Unsecured Creditors [Docket No. 4157] (the “Disclosure
Statement”). On August 23, 2013, the Court entered an order approving, inter alia, the
Disclosure Statement, as amended [Docket No. 4809].
B. Chapter 11 Proceedings Related To Claims
10. On July 3, 2012, the Debtors filed their Schedules of Assets and Liabilities
(collectively, the “Schedules”) and listed the claims of their known prepetition creditors therein.
None of the Claimants are listed as a creditor on the Schedules for ResCap or the Debtor
Defendants.
11. On July 17, 2012, the Court entered an order [Docket No. 798] appointing
Kurtzman Carson Consultants LLC (“KCC”) as the notice and claims agent in these Chapter 11
Cases. Among other things, KCC is authorized to (a) receive, maintain, and record and
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otherwise administer the proofs of claim filed in these Chapter 11 cases and (b) maintain an
official claims register for the Debtors.
12. On August 29, 2012, this Court entered an order approving the Debtors’
motion to establish procedures for filing proofs of claim in the Chapter 11 Cases [Docket No.
1309] (the “Bar Date Order”).5
13. On March 21, 2013, the Court entered an order (the “Procedures Order”)
[Docket No. 3294] approving, among other things, certain procedures to be applied in connection
with objections to claims filed by current or former borrowers (collectively, the “Borrower
Claims,” and the procedures relating thereto, the “Borrower Claims Procedures”). Based on
substantial input from the Creditors’ Committee and Special Counsel, the Procedures Order
includes specific protections for borrowers and sets forth a process for the Debtors to follow
before objecting to certain categories of Borrower Claims. For example, the Borrower Claims
Procedures require that prior to objecting to certain categories of Borrower Claims, the Debtors
must furnish the individual borrower with a letter, with notice to Special Counsel, requesting
additional documentation in support of the purported claim (the “Request Letter”). See
Procedures Order at 4.
14. The Debtors determined, in consultation with Special Counsel, that a
Request Letter was required to be sent to each Claimant under the Borrower Claims Procedures.
See Delehey Decl. ¶ 17; Rosenbaum Decl. ¶ 3; Nosek Decl. ¶ 5. The Claims did not include a
5
The Bar Date Order established, among other things, (i) November 9, 2012 at 5:00 p.m. (Prevailing Eastern
Time) as the deadline to file proofs of claim by virtually all creditors against the Debtors (the “General Bar Date”)
and prescribing the form and manner for filing proofs of claim; and (ii) November 30, 2012 at 5:00 p.m. (Prevailing
Eastern Time) as the deadline for governmental units to file proofs of claim (the “Governmental Bar Date”). (Bar
Date Order ¶¶ 2, 3). On November 7, 2012, the Court entered an order extending the General Bar Date to
November 16, 2012 at 5:00 p.m. (Prevailing Eastern Time) [Docket No. 2093]. The Governmental Bar Date was
not extended. To date, approximately 7,160 proofs of claim have been filed in these Chapter 11 Cases as reflected
on the Debtors’ claims registers.
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mailing address or contact information for the Claimants themselves. Accordingly, a Request
Letter was sent to McKeever as counsel to each Claimant on July 10, 2013, requesting that each
Claimant provide supplemental information regarding the basis for the respective Claim by
August 10, 2013. Copies of the Request Letters are attached hereto as Exhibit 6. See also
Delehey Decl. ¶ 18; Rosenbaum Decl. ¶ 3; Nosek Decl. ¶ 4. To date, no response to the Request
Letters has been received by the Debtors from any Claimant. See Delehey Decl. ¶ 18; Nosek
Decl. ¶ 7.
C. Litigation Involving Claimants
1. The Putative Class Action
15. On or about September 28, 2010, the Named Plaintiffs filed a class action
complaint (the “Class Complaint”) commencing the Putative Class Action against the Debtor
Defendants, and fifteen other named defendants (collectively, the “Defendants”) in the District
Court, captioned Foster, et al. v. Mortgage Electronic Registration Systems, Inc., et al.,
No. 3:10-cv-00611-CRS (W.D. Ky. Sept. 28, 2010). See Delehey Decl. ¶ 4. A copy of the Class
Complaint is attached to the Foster Claim, which is Exhibit 1-B hereto.
16. The Class Complaint asserted the following fourteen causes of action
(each, a “Count”), although it is unclear in certain instances which Counts were asserted against
which Defendants: (I): Violation of 18 U.S.C. § 1962 [Racketeer Influenced and Corrupt
Organizations Act (“RICO”)]; (II): Conspiracy and Violation of [Kentucky Revised Statutes]
(“KRS”) 506.040 (Criminal Conspiracy); (III): Violation of KRS 434.155 (Filing Illegal Liens);
(IV): Common Law Fraud and Injurious Falsehood; (V): Slander/Defamation of Title and Quiet
Title KRS 411.120; (VI): Fraud by Misrepresentation; (VII): Fraud by Omission and
Inducement; (VIII): Conspiracy to Commit Fraud by the Creation, Operation and Use of MERS
System; (IX): Conspiracy to Commit Wrongful Foreclosure by the Creation, Operation and Use
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of the MERS System; (X): Violations of the Kentucky Residential Mortgage Fraud Act (KRS
286.8-990); (XI): Unjust Enrichment; (XII): Violations of KRS 516.030 (Kentucky Forgery in
the Second Degree); (XIII): Violations of KRS 516.060 (Criminal Possession of a Forged
Instrument), and; (XIV): Violations of KRS 378.010 and 378.030 (Fraudulent Conveyance). See
Class Complaint.
17. The Named Plaintiffs sought, for themselves and on behalf of the Putative
Class, actual and compensatory damages, punitive damages, costs and attorneys’ fees, and
various forms of equitable relief including clearing and quieting title of mortgaged properties and
the issuance of an injunction preventing the filing or prosecution of foreclosure actions by any of
the Defendants. Id. at p. 122-23. The Class Complaint defined the proposed class to consist of
“all persons whose property has ever been encumbered by a mortgage in the name Mortgage
Electronic Registration Systems.” Id. at ¶ 216.
18. The Class Complaint was never served on the Debtor Defendants, and no
summons was ever issued. See Delehey Decl. ¶ 5.
19. On February 3, 2011, the Named Plaintiffs voluntarily dismissed the Class
Complaint without prejudice. See Delehey Decl. ¶ 6. Upon information and belief, the Class
Complaint was never re-filed. Id.
2. The Assorgi Foreclosure Actions
20. Although the Assorgi Claim does not reference any foreclosure actions
against Assorgi, a search of the online case records of the Court of Common Pleas for Beaufort
County, South Carolina (the “South Carolina State Court”) reveals that Assorgi is named as a
defendant in four separate foreclosure proceedings (the “Assorgi Foreclosure Actions”),6 three
6
Case Nos. 2010CP0706090; 2010LP0702976; 2012CP0703969; and 2012LP0701746.
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of which are still pending as of the date of this Objection. See Delehey Decl. ¶ 8. No Debtor is a
party to any of the Assorgi Foreclosure Actions. Id.
3. The Foster Foreclosure Actions
21. The Class Complaint attached to the Foster Claim identifies four separate
loans under which the Fosters are borrowers that are allegedly in “various stages of litigation” in
Hardin County Kentucky, Circuit Court (the “Hardin County Court”). See Class Complaint at
4-6. The status of each of those foreclosure actions (the “Foster Foreclosure Actions”), which
were commenced by GMACM against the Fosters and three of which have been completed, is
summarized below:
• Case 10-CI-00862 – foreclosure complete; REO sold on June 28, 2012;
• Case 09-CI-02248 – original foreclosure sale was cancelled; foreclosure

process was restarted on May 17, 2013; a new foreclosure sale date has
not yet been set;
• Case 09-CI-0209 – foreclosure complete; REO sold on June 24, 2011; and
• Case 10-CI-01862 – foreclosure complete and property currently held as

REO; eviction completed on July 2, 2013.
See Delehey Decl. ¶ 11. The Debtors’ books and records reflect no liability due and owing to the
Fosters in connection with the Foster Foreclosure Actions. Id.
4. The Moody Foreclosure Actions
22. The Class Complaint attached to the Foster Claim identifies twelve
separate loans under which the Moodys are borrowers that are subject to foreclosure proceedings
(collectively, the “Moody Foreclosure Actions” and, collectively with the Assorgi Foreclosure
Actions and Foster Foreclosure Actions, the “Foreclosure Actions”) in Madison County
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Kentucky, Circuit Court (the “Madison County Court”)7 or the Fayette County Kentucky,
Circuit Court (the “Fayette County Court”).8 See Class Complaint at 8-13. The descriptions of
the Moody Foreclosure Actions in the Class Complaint contain no reference to any Debtor and,
upon information and belief, no Debtor initiated any of the Moody Foreclosure Actions.9 See id.;
Delehey Decl. ¶ 12.
D. The Claims
1. The Assorgi Claim
23. On or about November 8, 2012, Assorgi, purporting to act individually
and on behalf of the Putative Class, filed the Assorgi Claim asserting a claim against ResCap in
the amount of $5,000,000.00. See Exhibit 1-A.
24. The Assorgi Claim describes the basis of the claim as “SC Class Action
GMAC Fraud/Forgery.” Id. In support, the Assorgi Claim attaches only a statement (the
“McKeever Statement”) initially filed by McKeever in the Chapter 11 Cases on August 24,
2012 in support of her Motion for an Order Appointing an Official Committee of Borrowers
Pursuant to Section 1102(a)(2) of the Bankruptcy Code [Docket No. 1264],10 which lists, among
others, an action allegedly captioned Allorgi v. GMAC Mortgage LLC and MERS, purportedly
pending in the South Carolina State Court and asserting causes of action for “securitization fraud
and forgery and slander of title.” Id. Neither the Assorgi Claim nor the McKeever Statement
7
Case Nos. 09-CI-1323; 09-CI-1592; 09-CI-1522; 09-CI-1300; 09-CI-1293; 09-CI-1297; 09-CI-1410; and
09-CI-1922.
8
Case Nos. 09-CI-4463; 09-CI-4513; 09-CI-6675; and 09-CI-4465.
9
The Moody Claim did not reference loan numbers or property addresses, nor did the Moodys respond to the
Request Letter requesting that information. The Debtors searched their books and records based on the limited
information provided and have determined that GMACM held or serviced three second-lien loans under which the
Moodys are borrowers. Delehey Decl. ¶ 13. Accordingly, GMACM may have been named as a co-defendant in the
foreclosure action brought by the servicer of the first-lien mortgage, although GMACM likely would not have
entered an appearance. Id.
10
The motion was denied pursuant to the Court’s Memorandum Opinion And Order Denying Motion For Order
Appointing An Official Committee Of Borrowers [Docket No. 1921], dated October 23, 2012.
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provides a case number for the class action described therein, nor is a copy of any complaint
attached.
25. The Debtors’ records reflect that they have not been served with a
complaint filed against them by Assorgi in any court. The Debtors also performed a search of
the online court records of the Court of Common Pleas for Beaufort County, South Carolina (the
“South Carolina State Court”), which indicated that no lawsuit has been filed by Assorgi in
that court. See Delehey Decl. ¶ 10. Accordingly, upon information and belief, Assorgi has never
filed suit against ResCap, or any other Debtor.
26. The Assorgi Claim did not reference loan numbers or property addresses,
nor did Assorgi (or her counsel, McKeever) respond to the Request Letter requesting that
information. Delehey Decl. ¶ 18. The Debtors searched their books and records based on the
limited information provided and were unable to conclusively determine whether Assorgi is a
borrower under any loan now or previously owned or serviced by the Debtors. Id. at ¶ 9.
2. The Foster Claim
27. On or about November 8, 2012, the Fosters, purporting to act individually
and on behalf of the Putative Class, filed the Foster Claim asserting a claim against ResCap in
the amount of $5,000,000.00. See Exhibit 1-B.
28. The Foster Claim describes the basis of the claim as “Class action fraud
and forgery RICO.” Id. In support, the Foster Claim attaches only the dismissed Class
Complaint. Id.
3. The Moody Claim
29. On or about November 8, 2012, the Moodys, purporting to act individually
and on behalf of the Putative Class, filed the Moody Claim asserting a claim against ResCap in
the amount of $5,000,000.00. See Exhibit 1-C.
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30. The Moody Claim describes the basis of the claim as “KY Class Action
GMAC Fraud/Forgery.” Id. In support, the Moody Claim attaches only the McKeever
Statement, which lists, among others, a class action allegedly captioned Moody v. Deutsche
Bank, GMAC Mortgage LLC, RALI and MERS, purportedly pending in the Fayette County Court
and asserting causes of action for “violation of Kentucky’s recording statutes, securitization and
document fraud . . . .” Id.
31. The Debtors have been unable to locate records of any such action.
Delehey Decl. ¶ 15. For purposes of this Objection, the Debtors have assumed that the “class
action” referenced is the Putative Class Action, which included the Moodys as Named Plaintiffs
before the case was voluntarily dismissed.
IV. RELIEF REQUESTED
32. The Debtors hereby file this Objection pursuant to section 502(b) of the
Bankruptcy Code and Bankruptcy Rule 3007, and seek the entry of an order, substantially in the
form annexed hereto as Exhibit 2, disallowing and expunging the Claims from the claims register
maintained in these Chapter 11 Cases.
V. BASIS FOR RELIEF
33. A filed proof of claim is “deemed allowed, unless a party in interest . . . objects.”
11 U.S.C. § 502(a). If an objection refuting at least one of the claim’s essential allegations is
asserted, the claimant has the burden to demonstrate the validity of the claim. See In re Oneida
Ltd., 400 B.R. 384, 389 (Bankr. S.D.N.Y. 2009), aff’d sub nom. Peter J. Solomon Co., L.P. v.
Oneida Ltd., No. 09-CV-2229, 2010 U.S. Dist. LEXIS 6500 (S.D.N.Y. Jan. 22, 2010); In re
Adelphia Commc’ns Corp., No. 02-41729 (REG), 2007 Bankr. LEXIS 660, at *15 (Bankr.
S.D.N.Y. Feb. 20, 2007); In re Rockefeller Ctr. Props., 272 B.R. 524, 539 (Bankr. S.D.N.Y.
2000), aff’d sub nom. NBC v. Rockefeller Ctr. Props. (In re Rockefeller Ctr. Props.), 266 B.R. 52
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(S.D.N.Y. 2001), aff’d, 46 Fed. App’x. 40 (2d Cir. 2002). The burden of persuasion is on the
holder of a proof of claim to establish a valid claim against a debtor. In re Allegheny Int’l, Inc.,
954 F.2d 167, 173-74 (3d Cir. 1992); see also Feinberg v. Bank of N.Y. (In re Feinberg),
442 B.R. 215, 220-22 (Bankr. S.D.N.Y. 2010) (stating the claimant “bears the burden of
persuasion as to the allowance of [its] claim”).
34. Further, Bankruptcy Code section 502(b)(1) provides, in relevant part, that a
claim may not be allowed to the extent that “such claim is unenforceable against the debtor and
property of the debtor, under any agreement or applicable law . . . .” 11 U.S.C. § 502(b)(1).
Whether a claim is allowable “generally is determined by applicable nonbankruptcy law.” In re
W.R. Grace & Co., 346 B.R. 672, 674 (Bankr. D. Del. 2006). “What claims of creditors are
valid and subsisting obligations against the bankrupt at the time a petition is filed, is a question
which, in the absence of overruling federal law, is to be determined by reference to state law.”
In re Hess, 404 B.R. 747, 749 (Bankr. S.D.N.Y. 2009) (quoting Vanston Bondholders Protective
Comm. v. Green, 329 U.S. 156, 161 (1946)).
35. Here, the Debtors object to the Claims on the basis that, after reviewing
the Debtors’ books and records and the supporting documentation attached to each of the Claims,
(a) the Claims are not properly asserted against Debtor ResCap, and (b) even if the Proofs of
Claim were filed against a Debtor that was a party to the Putative Class Action or any of the
Foreclosure Actions, no liability exists against such Debtors with respect to the Claims. Delehey
Decl. ¶ 16. For the reasons set forth below, each of the Claims fails to state a claim against any
of the Debtors and should be disallowed and expunged in its entirety.
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36. In addition, to the extent filed on behalf of the Putative Class, the Claims
were improperly filed in the Debtors’ Chapter 11 Cases and do not comply with applicable
provisions of the Bankruptcy Rules and Federal Rules of Civil Procedure (“FRCP”).
A. The Claims Are Not Properly Asserted Against Debtor ResCap
37. Pursuant to section 101 of the Bankruptcy Code, a creditor holds a claim against a
bankruptcy estate only to the extent that it has a “right to payment” for the asserted liability. See
11 U.S.C. § 101(5). Likewise, section 502(b)(1) of the Bankruptcy Code provides, in relevant
part, that the Court shall allow a claim except to the extent that “such claim is unenforceable
against the debtor and property of the debtor, under any agreement or applicable law for a reason
other than because such claim is contingent or unmatured.” 11 U.S.C. § 502(b)(1).
38. Claimants filed the Claims in an aggregate amount of $15 million solely
against Debtor ResCap on account of various alleged class actions. ResCap was not a party to
the Putative Class Action brought by the Moodys and Fosters, and Assorgi has never filed suit
against ResCap. Delehey Decl. ¶¶ 4, 10. There is no explanation whatsoever as to why the
Claims are properly asserted against Debtor ResCap. The Debtors believe the Claims are not
enforceable against Debtor ResCap under any applicable law or agreement. Additionally, the
Debtors’ books and records reflect no liability due and owing to Claimants by ResCap.
B. The Debtors Have No Liability With Respect To The Claims
1. The Debtors Are Not Liable To Assorgi
39. The Assorgi Claim asserts a $5 million claim arising under a “class
action” allegedly filed in the South Carolina State Court. See Assorgi Claim; McKeever
Statement, p. 1. That class action purportedly asserts causes of action for “securitization fraud
and forgery and slander of title” committed by GMACM through its employees and agents. Id.
The Assorgi Claim fails to provide a case number or other specific identifier for that alleged
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class action. Id. The Debtors have not been served with a complaint filed against them by
Assorgi in any court. See Delehey Decl. ¶ 10. Moreover, a search of the online court records for
the South Carolina State Court indicates that no such lawsuit has been filed by Assorgi in that
court. Id. However, a search of those same records reveals that Assorgi is a defendant in four
separate foreclosure actions in that jurisdiction. Id at ¶ 8. The Debtors are not now, nor have
they ever been, a party to any of those actions. Id. Additionally, Assorgi failed to respond to the
Request Letter, which requested additional information regarding the basis for the Assorgi
Claim. Delehey Decl. ¶ 18.
40. Based on the foregoing, the Assorgi Claim does not establish any liability
of the Debtors to Assorgi. Accordingly, the Debtors object to the Assorgi Claim as one as to
which the Debtors have no liability and request that it be disallowed and expunged on such basis.
2. The Debtors Are Not Liable To The Fosters
41. The Foster Claim asserts a $5 million claim arising under the Putative
Class Action. See Foster Claim. However, the Putative Class Action was voluntarily dismissed
by the Named Plaintiffs in February 2011 and never re-filed. See Delehey Decl. ¶ 6.
Accordingly, that action cannot serve as the basis for any liability on the part of the Debtors.
42. To the extent the Foster Claim is deemed to assert claims arising in
connection with the Foster Foreclosure Actions, the Debtors’ books and records reflect no
liability due and owing to the Fosters in connection with those actions. See Delehey Decl. ¶ 11.
Additionally, the Fosters failed to respond to the Request Letter, which requested additional
information regarding the basis for the Foster Claim. Id. at ¶ 18.
43. Based on the foregoing, the Foster Claim does not establish any liability of
the Debtors to the Fosters and has no merit. Accordingly, the Debtors object to the Foster Claim
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as one for which the Debtors have no liability and request that it be disallowed and expunged on
such basis.
3. The Debtors Are Not Liable To The Moodys
44. The Moody Claim asserts a $5 million claim arising under a “class action”
allegedly filed in the Fayette County Court. See Moody Claim; McKeever Statement, p. 1. That
class action purportedly asserts causes of action for GMACM’s “violation of Kentucky’s
recording statutes, securitization and document fraud. . . .” See McKeever Statement, p. 1. The
Moody Claim appears to conflate several lawsuits—the Moody Foreclosure Actions, which were
filed against the Moodys in the Fayette County Court and Madison County Court, and the
Putative Class Action, which was filed by the Named Plaintiffs in the District Court. No Debtor
initiated any of the Moody Foreclosure Actions.11 See Delehey Decl. ¶ 12. The Putative Class
Action did assert claims against certain Debtors; however, it was voluntarily dismissed by the
Named Plaintiffs in February 2011 and never re-filed. Id. at ¶ 6. Additionally, the Moodys
failed to respond to the Request Letter, which requested additional information regarding the
basis for the Moody Claim. Id. at ¶ 18.
45. Based on the foregoing, the Moody Claim does not establish any liability
of the Debtors to the Moodys. Accordingly, the Debtors object to the Moody Claim as one for
which the Debtors have no liability and request that it be disallowed and expunged on such basis.
11
Moreover, the Debtors believe that the Moodys are not borrowers under any loans secured by a first lien that is
or was serviced or owned by the Debtors (although the Debtors have determined that the Moodys are borrowers
under three second-lien loans serviced or owned by the Debtors). See Delehey Decl. ¶ 13. However, in the absence
of a loan number or property address, they have been unable to confirm this point. Delehey Decl. ¶ 14. As set forth
herein, the Debtors requested such additional identifying information in the Request Letter sent to the Moodys but
received no response. Id. at ¶ 18.
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C. The Claims Are Not Supported By Sufficient Documentation
46. The Debtors have determined that each of the Claims should be disallowed and
expunged because it lacks sufficient documentation and is unsupported by the Debtors’ books
and records. Although a properly filed proof of claim constitutes prima facie evidence of the
validity of the claim, Fed. R. Bankr. P. 3001(f), failure to attach the documentation required by
Bankruptcy Rule 3001 will result in the loss of the prima facie validity of the claim, In re
Minbatiwalla, 424 B.R. 104, 112 (Bankr. S.D.N.Y. 2010), citing In re Lundberg, No. 02–34542
(LMW), 2008 WL 4829846, at *2 (Bankr. D. Conn. Oct. 27, 2008); In re Hight, 393 B.R. 484,
493 (Bankr. S.D. Tex. 2008). Failure to attach sufficient documentation to a proof of claim can
result in disallowance of the claim under appropriate circumstances because absent adequate
documentation, the proof of claim is not sufficient for the objector to concede the validity of the
claim. Minbatiwalla, 424 B.R. at 119, citing In re Porter, 374 B.R. 471, 480 (Bankr. D. Conn.
2007) (“under some circumstances lack of [documentation required by Rule 3001(c)] followed
by a creditor's failure to appear or otherwise respond to an objection . . . made on the grounds of
insufficient annexed documentation may result in a disallowance of the claim on procedural (i.e.,
default) grounds”); see also In re DePugh, 409 B.R. 125, 137-38 (Bankr. S.D. Tex. 2009)
(holding that insufficient documentation is a valid basis for disallowing a claim as
“unenforceable against the debtor under applicable law” under 11 U.S.C. § 502(b)(1) because of
a lack of compliance with Bankruptcy Rule 3001).
47. The Claims here lack sufficient supporting documentation as to their
validity and amount and have no basis in the Debtors’ books and records. Specifically, each of
the claims are based on alleged class action lawsuits, but only the Foster Claim attaches a copy
of an actual complaint or a reference to case number, and that case was voluntarily dismissed
more than a year before the Debtors filed these Chapter 11 Cases. The Debtors have been unable
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to identify or locate records related to any other class actions brought by Claimants as described
in the Claims. See Delehey Decl. ¶¶ 10, 15. None of the Claims attaches copies of relevant
mortgage documents, much less a reference to a property address or loan number, that would
permit the Debtors to complete a thorough search of their books and records for any relationship
or transaction that could potentially give rise to a liability to Claimants. Moreover, each of the
Claimants failed to timely respond to the Request Letters, soliciting information that would allow
the Debtors to fully evaluate the Claims. Id. at ¶ 18. The Debtors submit that, in light of the
other objections to the Claims raised herein, the documentation purportedly provided by the
Claimants in support of the Claims is insufficient evidence of any liability of the Debtors to the
Claimants, much less $5 million in claims owed to each Claimant. In re Porter, 374 B.R. at 482
(“[I]n many cases . . . an Insufficient Doc. Objection fairly can be read to object on the grounds
that the proof of claim is insufficient (when taken together with the objector’s then-existing
knowledge base) for the objector to concede the validity of the claim asserted.” (citations
omitted)).
48. Because the Claimants have not provided adequate documentation
supporting the validity or amount of their claims against the Debtors, the Debtors request that the
Court disallow and expunge each the Claims in its entirety.
D. The Class Complaint Fails To State A Claim
49. The Debtors seek to expunge in their entirety the Claims for the reasons
set forth herein. Because the Foster Claim, and, presumably, the Moody Claim, incorporates by
reference the Class Complaint, this Objection also addresses the merits of the Class Complaint,
even though it is not currently pending before any court.
50. Several courts, including those in this district, have applied the federal
pleadings standards when assessing the validity of a proof of claim. See In re DJK Residential
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LLC, 416 B.R. 100, 106 (Bankr. S.D.N.Y. 2009) (“In determining whether a party has met their
burden in connection with a proof of claim, bankruptcy courts have looked to the pleading
requirements set forth in the Federal Rules of Civil Procedure.”) (citing In re Rockefeller Ctr.
Props., 272 B.R. 529, 542, n.17 (Bankr. S.D.N.Y. 2000), aff’d sub nom. NBC v. Rockefeller Ctr.
Props. (In re Rockefeller Ctr. Props.), 226 B.R. 52 (S.D.N.Y. 2001), aff’d, 46 Fed. App’x 40 (2d
Cir. 2002); Flake v. Alper Holdings USA, Inc. (In re Alper Holdings USA, Inc.), 398 B.R. 736,
748 (Bankr. S.D.N.Y. 2008) (“The documents attached to the proofs of claim should be treated,
for purposes of a motion to disallow claims, like documents that are attached to or relied upon in
a complaint are treated on a Rule 12(b)(6) motion to dismiss . . . .”) (citation omitted); In re
Nortel Networks, Inc., 469 B.R. 478, 479 (Bankr. D. Del. 2012) (applying the standards of Rule
9(b) to a review of amended claims that asserted claims for, inter alia, breach of fiduciary duty,
aiding and abetting breach of fiduciary duty, civil conspiracy, unjust enrichment, and
subrogation). Indeed, since a claim objection is a contested matter under Fed. R. Bankr. P.
9014(a), Rule 9(b) applies per Fed. R. Bankr. P. 9014(c). Accordingly, the validity of the
Claims, which appear to be based wholly on the assertions made in the Class Complaint, should
be adjudged under the pleading standards applicable to the Class Complaint.
1. The Class Complaint Fails To Satisfy Rule 8(a)
51. Pursuant to Federal Rule of Civil Procedure 8(a)(2), a “pleading that states
a claim for relief must contain . . . a short and plain statement of the claim showing that the
pleader is entitled to relief.”). Fed. R. Civ. P. 8(a)(2). Rule 8(a) “demands more than an
unadorned, the-defendant-unlawfully-harmed-me accusation.” Ascroft v. Iqbal, 556 U.S. 662,
678 (2009) (citation omitted). It is insufficient for a complaint to simply “le[ave] open the
possibility that a plaintiff might later establish some ‘set of undisclosed facts’ to support
recovery.” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 561 (2007). Rather, it must plead
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sufficient facts “to provide the ‘grounds’ of his ‘entitle[ment] to relief,’ [which] requires more
than labels and conclusions, and [for which] a formulaic recitation of the elements of a cause of
action will not do.” Id. at 555 (citation omitted). The purpose of Rule 8(a)(2) is to ensure that
the complaint “give[s] enough detail to illuminate the nature of the claims and allow defendants
to respond.” Regis Techs., Inc. v. Oien (In re Oien), 404 B.R. 311, 317 (Bankr. N.D. Ill. 2009
(emphasis added) (citations and internal quotation marks omitted). In other words each
defendant must know what he is charged with. See, e.g., Jones v. Pollard-Buckinham, 348 F.3d
1072, 1073 (8th Cir. 2003) (though inartful, pro se complaint satisfied Rule 8(a)(2) because “it
clearly identified how each defendant was involved in the conduct of which . . . [the plaintiff]
complains”); Forman v. Salazano (In re Norvergence, Inc.), 405 B.R. 709, 736-37 (Bankr.
D.N.J. 2009) (complaint’s setoff allegations inadequate because, among other things, it did not
identify specific defendants with specific transactions). The Class Complaint fails to meet this
standard in a variety of ways.
52. As an initial matter, the Class Complaint fails to identify what
relationship, if any, any Debtor is alleged to have to the Moodys. Further, the Class Complaint
fails to specify what actions each individual defendant took or details of the omissions and/or
misrepresentations each individual defendant made that would give rise to the claims asserted in
the Class Complaint, but instead couches its allegations in rambling generalities about the
illegality of the mortgage servicing business model over more than 120 pages, excluding
exhibits. In that regard, the Class Complaint violates the basic principle of Rule 8(a)(2),
inasmuch as the Class Complaint does not set forth “a short and plain statement of the
claim[s] . . . .” (emphasis added). As a result, the Class Complaint fails to put the defendants on
notice of any specific claim against them.
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53. Because the Moody Claim and Foster Claim are predicated on allegations
that fail to comply with Rule 8(a)(2)’s basic pleading standards, they should be disallowed and
expunged in their entirety on the basis above.
2. The Class Complaint’s Fraud-Based Claims Fail To Satisfy

Rule 9(b)
54. The Class Complaint similarly fails to meet the heightened standard of
particularity that Rule 9(b) imposes on fraud-based claims. Pursuant to Rule 9(b), “a party must
state with particularity the circumstances constituting fraud or mistake” if making allegations of
fraud. Fed. R. Civ. P. 9(b).
55. “In order to meet the ‘particularity’ requirement of Rule 9(b), ‘a plaintiff
[must] allege the time, place, and content of the alleged misrepresentations on which he or she
relied; the fraudulent scheme; the fraudulent intent of the defendants; and the injury resulting
from the fraud.’” Ind. State Dist. Council v. Omnicare, Inc., 719 F.3d 498 (6th Cir. 2013)
(internal quotation marks and citation omitted).12 “Essentially, [a complaint] should provide fair
notice to Defendants and enable them to ‘prepare an informed pleading responsive to the specific
allegations of fraud.’” Advocacy Org. for Patients & Providers v. Auto Club Ins. Ass’n, 176 F.3d
315, 322 (6th Cir. 1999). Further, Rule 9(b) “does not allow a complaint to merely lump
multiple defendants together but require[s] plaintiffs to differentiate their allegations when suing
more than one defendant . . . and inform each defendant separately of the allegations surrounding
his alleged participation in the fraud.” Gowan v. Patriot Group, LLC (In re Dreier LLP), 452
12
With respect to the choice-of-law rules applicable to the determination of “conduct-relating” rules of law, courts
look to the place of the tort. See In re Lois/USA, Inc., 264 B.R. 69, 108 (Bankr. S.D.N.Y. 2001). “For actions
sounding in fraud, the substantive law of the state in which the injury was suffered—rather that the state where
the fraudulent conduct was initiated—usually governs.” Id. (quoting Sack v. V.T. Low, 478 F.2d 360, 365 (2d
Cir.1973) (“[W]hen a person sustains loss by fraud, the place of wrong is where the loss is sustained, not where
fraudulent representations are made.”)). Based on these “choice of law” principles, the appropriate law to apply
to assess the validity of the Foster Claim and Moody Claim is Kentucky law.
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B.R. 391, 408 (Bankr. S.D.N.Y. 2011); In re Norvergence, 405 B.R. at 726-27. If the claim
“sounds in fraud,” plaintiffs must plead the whole claim with particularity against each
defendant. Gowan v. Amaranth (In re Dreier LLP), 452 B.R. 451, 462 (Bankr. S.D.N.Y. 2011).
56. Nine of the counts asserted against the Debtor Defendants in the Class
Complaint are asserted fraud claims or are premised on the existence of fraud and are, therefore,
subject to Rule 9(b). (See Class Complaint ¶¶ 256-260 (RICO violations); ¶¶ 261-300
(conspiracy to commit fraud); ¶¶ 307-311 (common law fraud and injurious falsehood), ¶¶ 312-
338 (slander/defamation of title); ¶¶ 339-340 (fraud by misrepresentation); ¶¶ 341-342 (fraud by
omission and inducement); ¶¶ 343-397 (conspiracy to commit fraud); ¶¶ 432-434 (violations of
the Kentucky Residential Mortgage Fraud Act) ¶¶ 454-458 (fraudulent conveyance).
57. The allegations in the Class Complaint fail to meet Rule 9(b)’s heightened
pleading standard with respect to each of these causes of action. The Class Complaint fails to
allege any specific misrepresentation, nondisclosure, or concealment by any specific defendant,
let alone the Debtor Defendants. Further, the Claimants have not identified the particular facts
specific to each defendant (including the Debtor Defendants) and how that defendant’s acts
harmed each plaintiff. The general allegations made by the Claimants, without distinguishing
one defendant from another or alleging specific facts about each defendant’s involvement in the
loan process or the alleged fraud, are insufficient to sustain the causes of action—and the claims
asserted by the Claimants against the Debtors—under Rule 9(b).
58. Accordingly, the fraud-based counts in the Class Complaint should be
disallowed because they do not state a claim in accordance with Rule 9(b). Fed. R. Bankr. P.
9014(c) (rendering Rule 9(b) applicable in contested matters); see also In re Nortel Networks,
Inc., 469 B.R. at 479 (applying the standards of Rule 9(b) to a review of claims).
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E. Because The Putative Class Has Not Been Certified And Thus No
Authorized Class Agent Exists To File The Claims, The Claims Were
Filed Improperly And Should Be Disallowed.
59. Bankruptcy Rule 3001 allows an authorized class representative to file a
class proof of claim as an agent of the class; however, a class representative becomes an
authorized agent only after the class is certified. See In re Ephedra Prods. Liability Litig., 329
B.R. 1, 5 (S.D.N.Y. 2005) (following the court’s findings in American Reserve, 840 F.2d 487
(7th Cir. 1988), regarding when a class representative becomes an effective and recognized agent
to file a class proof of claim); In re Chateaugay Corp., 104 B.R. 626, 630-32 (S.D.N.Y. 1989)
(same). If certification of the class is denied, then the prospective representative never becomes
an authorized agent and the individual class members will be responsible for filing their own
proofs of claim. See Am. Reserve Corp., 840 F.2d 487, 493-94 (7th Cir. 1988).
60. In expounding on this concept, the bankruptcy court in Musicland
explained that (a) a proof of claim properly filed in accordance with the Bankruptcy Rules is
prima facie evidence of the validity of the claim and (b) by certifying a class, the court is
effectively ratifying the representative’s authority to file the claim. See In re Musicland Holding
Corp., 362 B.R. 644, 651-52 (Bankr. S.D.N.Y. 2007). However, until class certification is
granted by a court of competent jurisdiction, the claim is in limbo because “‘[a] proof of claim
filed by a party who is not a creditor is not a properly filed proof of claim.’” Id. at 652 (citations
omitted). Therefore, “[a] proof of claim, improperly filed or improperly signed, is not prima
facie evidence of the debt, and until class certification, may not even be a ‘filed’ claim within the
meaning of 11 U.S.C. § 502(a).” Id. (citation omitted).
61. The Putative Class has not been certified in the Putative Class Action (nor
could it be) or in any other proceeding. See Delehey Decl. ¶ 7. Moreover, to date, the Putative
Class has not requested that this Court exercise its discretion under Bankruptcy Rule 9014(c) to
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apply Bankruptcy Rule 7023 in an effort to secure class certification.13 Cf. Ephedra, 329 B.R. at
7 (stating that as of the commencement of a bankruptcy case, class claimants have the right to
move for class certification by virtue of 11 U.S.C. § 1109(b), even before filing a proof of
claim). Instead, Claimants, purporting to act on behalf of the Putative Class, opted to file the
Claims as purported class claims in spite of not having first obtained such certification. In
addition, nothing on the face of, or attached to, the Claims provides evidence that the Putative
Class previously authorized any of Claimants to file the Claims on its behalf. 14 See Exhibits 1-
A, 1-B, 1-C. In the approximate ten months that have passed since the filing of the Claims, the
Claimants have not sought the requisite authority from this Court to file a class proof of claim.
62. Accordingly, the Debtors respectfully submit that the Court should find
that, to the extent the Claims were filed on behalf of the Putative Class, it was improperly filed
because (a) the Putative Class did not have a valid class claim against any Debtor as it lacked
“certified” class status prior to the Petition Date, and (b) Claimants failed to seek such
13
The Debtors assert that if the Putative Class were to move for certification by the Court, then such a motion
must be brought as a separate contested matter and cannot be incorporated as a response to this Objection. The
Debtors expressly reserve all rights to fully address any such request.
14
Indeed, McKeever was never authorized to act for the Putative Class under FRCP 23(g)(3). FRCP 23(g)(3)
provides that a court “may designate interim counsel to act on behalf of a putative class before determining whether
to certify the action as a class action.” Fed. R. Civ. P. 23(g)(3). No such order was entered by the District Court.
See Delehey Decl. ¶ 7.
Moreover, Bankruptcy Rule 3001(b) and (f) provides that a proof of claim must be executed by the creditor or
the creditor’s “authorized agent” in order to constitute prima facie evidence of the validity and amount of the claim.
The Claims were executed by McKeever; however, no power of attorney or other evidence that counsel was
authorized by the Claimants to execute on their behalf was attached to the Claims. An agent filing a proof of claim
on behalf of a creditor must “have express-and not merely implied-authority to do so.” In re North Bay Gen. Hosp.,
Inc., 404 B.R. 443, 459 (Bankr. S.D. Tex. 2009). Indeed, “[t]he proof of claim form itself requires evidence of
authority.” 9 COLLIER ON BANKRUPTCY ¶ 3001.06 (16th ed. Rev. 2012); but see In re Jensen, Case No. 09-14830
(MG), 2010 WL 424690 (Bankr. S.D.N.Y. Feb. 3, 2010). Accordingly, the Debtors reserve all rights to seek
discovery regarding the basis of McKeever’s authority to file claims on behalf of the Claimants and, if warranted,
object based on the ground that counsel lacked standing and/or authority to assert such claims on behalf of the
Claimants.
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certification from this Court since the Petition Date and prior to filing the Claims. As such, the
Claims should be disallowed and expunged from the Debtors’ claims register.
63. Therefore, for the reasons discussed herein, the Debtors object to and
request that the Claims be disallowed and expunged in their entirety.
VI. NOTICE
64. The Debtors have provided notice of this Objection in accordance with the
Case Management Procedures Order, approved by this Court on May 23, 2012 [Docket No. 141].
VII. NO PRIOR REQUEST
65. No previous request for the relief sought in this Objection has been made
by the Debtors to this or any other court.
WHEREFORE, the Debtors respectfully request entry of an order, substantially
in the form of Exhibit 2 attached hereto, (i) disallowing and expunging the Claims; and
(ii) granting such other and further relief as is just and proper.

New York, New York
Gary S. Lee
Norman S. Rosenbaum
Melissa A. Hager
Erica J. Richards
Telephone: (212) 468-8000
Facsimile: (212) 468-7900
Counsel for the Debtors and Debtors in

Possession
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ny-1105579
12-12020-mg Doc 5163-1 Filed 09/20/13 Entered 09/20/13 23:55:53 Exhibit 1-A
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Exhibit 1-A
Assorgi Proof of Claim (Claim No. 2580)
ny-1105579
Pg 2 of 7 Claim #2580 Date Filed: 11/8/2012
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12-12020-mg Doc 5163-2 Filed 09/20/13 Entered 09/20/13 23:55:53 Exhibit 1-B
(Part 1) Pg 1 of 70
Exhibit 1-B
Foster Proof of Claim (Claim No. 2581)
ny-1105579
(Part 1) Pg 2 of 70 Claim #2581 Date Filed: 11/8/2012
(Part 1) Pg 3 of 70
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12-12020-mg Doc 5163-4 Filed 09/20/13 Entered 09/20/13 23:55:53 Exhibit 3
Pg 1 of 19
Exhibit 3
Delehey Declaration
ny-1105579
Pg 2 of 19

Telephone: (212) 468-8000
Facsimile: (212) 468-7900
Gary S. Lee
Norman Rosenbaum
Melissa A. Hager
Erica J. Richards


)
In re: ) Case No. 12-12020 (MG)
)
)
)
DECLARATION OF LAUREN GRAHAM DELEHEY, IN-HOUSE LITIGATION

COUNSEL AT RESIDENTIAL CAPITAL, LLC, IN SUPPORT OF DEBTORS’
OBJECTION TO PROOFS OF CLAIM FILED AGAINST RESIDENTIAL CAPITAL,
LLC BY (I) RUTH ASSORGI (CLAIM NO. 2580); (II) JOHN R. FOSTER AND
ELIZABETH FOSTER (CLAIM NO. 2581) AND (III) MARK MOODY AND
SHERRILL MOODY (CLAIM NO. 2583)
I, Lauren Graham Delehey, declare as follows:
A. Background and Qualifications
1. I serve as In-House Litigation Counsel in the legal department at
Residential Capital, LLC (“ResCap”), a limited liability company organized under the laws of
the state of Delaware and the parent of the other debtors and debtors in possession in the above-
captioned chapter 11 cases (collectively, the “Debtors”). I have held this position since I joined
ResCap on August 1, 2011.
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2. In my role as In-House Litigation Counsel at ResCap, I am responsible for
the management of residential mortgage-related litigation, including class actions, mass actions
and multi-district litigation. Additionally, as a result ResCap’s Chapter 11 filing, my role has
significantly expanded to include assisting the Debtors and their professional advisors in
connection with the administration of the Chapter 11 Cases. I am authorized to submit this
declaration (the “Declaration”) in support of the Debtors’ Objection To Proofs Of Claim Filed
Against Residential Capital, LLC By (I) Ruth Assorgi (Claim No. 2580); (II) John R. Foster And
Elizabeth Foster (Claim No. 2581) And (III) Mark Moody And Sherrill Moody (Claim No. 2583)
Pursuant To Section 502(b) Of The Bankruptcy Code And Bankruptcy Rule 3007 (the
“Objection”).1
3. In my capacity as In-House Litigation Counsel, I am generally familiar
with the Debtors’ litigation matters, including the various actions involving the Fosters. Except
as otherwise indicated, all statements in this Declaration are based upon my personal knowledge;
information supplied or verified by personnel in departments within the Debtors’ various
business units; my review of the Debtors’ litigation case files, books and records, as well as other
relevant documents; my discussions with other members of the Debtors’ legal department;
information supplied by the Debtors’ consultants and counsel; or my opinion based upon my
experience, expertise, and knowledge of the Debtors’ litigation matters, financial condition and
history. In making these statements based on my review of the Debtors’ litigation case files,
books and records, relevant documents, and other information prepared or collected by the
Debtors’ employees, consultants or counsel, I have relied upon these employees, consultants, and
counsel accurately recording, preparing, collecting, or verifying any such documentation and
1
Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such terms in the
Objection.
2
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other information. If I were called to testify as a witness in this matter, I would testify
competently to the facts set forth herein.
B. Litigation Involving Claimants
1. The Putative Class Action
4. On or about September 28, 2010, the Named Plaintiffs filed a class action
complaint (the “Class Complaint”) commencing the Putative Class Action against the Debtor
Defendants, and fifteen other named defendants (collectively, the “Defendants”) in the District
Court, captioned Foster, et al. v. Mortgage Electronic Registration Systems, Inc., et al., No.
3:10-cv-00611-CRS (W.D. Ky. Sept. 28, 2010). A copy of the Class Complaint is attached to
the Foster Claim, which is attached as Exhibit 1-B to the Objection. ResCap was not named as a
party to the Putative Class Action.
5. The Class Complaint was never served on the Debtor Defendants, and no
summons was ever issued.
6. On February 3, 2011, the Named Plaintiffs voluntarily dismissed the Class
Complaint without prejudice. See Docket Report, attached as Exhibit A hereto. Upon
information and belief, the Class Complaint was never re-filed.
7. The Putative Class was not certified in the Putative Class Action or in any
other proceeding. Nor was an order authorizing McKeever to act for the Putative Class in the
Putative Class Action ever entered by the District Court.
2. The Assorgi Foreclosure Actions; Other Alleged Litigation
8. The Debtors’ counsel conducted a search of the online case records of the
Court of Common Pleas for Beaufort County, South Carolina (the “South Carolina State
Court”), and those records revealed that Assorgi is named as a defendant in four separate
foreclosure proceedings (the “Assorgi Foreclosure Actions”), three of which are still pending as
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of the date of the Objection. See Docket Reports, attached as Exhibit C hereto. The Debtors are
not now, nor have they ever been, a party to any of those actions. Id.
9. The Debtors searched their books and records based on the limited
information provided and were unable to conclusively determine whether Assorgi is a borrower
under any loan now or previously owned or serviced by the Debtors.
10. The Debtors’ records reflect that they have not been served with a
complaint filed against them by Assorgi in any court. The Debtors also performed a search of
the online court records of the Court of Common Pleas for Beaufort County, South Carolina (the
“South Carolina State Court”), which indicated that no lawsuit has been filed by Assorgi in
that court. See Index of Search Results, attached as Exhibit B hereto. Accordingly, upon
information and belief, Assorgi has never filed suit against ResCap, or any other Debtor.
3. The Foster Foreclosure Actions
11. The Class Complaint attached to the Foster Claim identifies four separate
loans under which the Fosters are borrowers that are allegedly in “various stages of litigation” in
Hardin County Kentucky, Circuit Court (the “Hardin County Court”). See Class Complaint at
4-6. Before the sale of their mortgage loan servicing platform, it was the Debtors’ business
practice to maintain information relating to mortgage foreclosures in their loan servicing
databases. The Debtors searched both their active and inactive servicing records for any files
regarding the Fosters corresponding to the information identified in the Class Complaint. Based
on that review, the Debtors determined that GMACM has commenced four foreclosure actions
against the Fosters (collectively, the “Foster Foreclosure Actions”), three of which have been
completed. According to the Debtors’ servicing records, the status of each of the Foster
Foreclosure Actions is as follows:
• Case 10-CI-00862 - foreclosure complete; REO sold on June 28, 2012;
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• Case 09-CI-02248 - original foreclosure sale was cancelled; foreclosure

process was restarted on May 17, 2013; a new foreclosure sale date has
not yet been set;
• Case 09-CI-0209 - foreclosure complete; REO sold on June 24, 2011; and
• Case 10-CI-01862 - foreclosure complete and property currently held as

REO; eviction completed on July 2, 2013.
The Debtors’ books and records reflect no liability due and owing to the Fosters in connection
with the Foster Foreclosure Actions.
4. The Moody Foreclosure Actions
12. The Class Complaint identifies twelve separate loans under which the
Moodys are borrowers that are subject to foreclosure proceedings (collectively, the “Moody
Foreclosure Actions” and, collectively with the Assorgi Foreclosure Actions and Foster
Foreclosure Actions, the “Foreclosure Actions”) in Madison County Kentucky, Circuit Court
(the “Madison County Court”) or the Fayette County Kentucky, Circuit Court (the “Fayette
County Court”). See Class Complaint at 8-13. The descriptions of the Moody Foreclosure
Actions in the Class Complaint contain no reference to any Debtor and, upon information and
belief, no Debtor initiated any of the Moody Foreclosure Actions.
13. The Debtors have conducted a search of their books and records based on
the limited information provided in the Moody Claim and have determined that GMACM held or
serviced three second-lien loans under which the Moodys are borrowers. Accordingly, GMACM
may have been named as a co-defendant in the foreclosure action brought by the servicer of the
first-lien mortgage, although GMACM likely would not have entered an appearance.
14. The Debtors believe that the Moodys are not borrowers under any loan
secured by a first lien that is or was serviced or owned by the Debtors. However, in the absence
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of a loan number or property address, they are unable to confirm this point with absolute
certainty.
15. The Moody Claim describes the basis of the claim as “KY Class Action
GMAC Fraud/Forgery” and, in support, the Moody Claim attaches only the McKeever
Statement, which lists, among others, a class action allegedly captioned Moody v. Deutsche
Bank, GMAC Mortgage LLC, RALI and MERS, purportedly pending in the Fayette County Court
and asserting causes of action for “violation of Kentucky’s recording statutes, securitization and
document fraud . . . .” See Moody Claim, attached to the Objection as Exhibit 1-C. The Debtors
have searched Fayette County Court records, as well as their own books and records, and have
been unable to locate records of any such action.
C. The Debtors’ Review of the Proofs of Claim
16. The Debtors, after reviewing the supporting documentation and their
books and records, have determined that (a) the Claims are not properly asserted against Debtor
ResCap, and (b) even if the Proofs of Claim were filed against a Debtor that was a party to the
Putative Class Action or any of the Foreclosure Actions, no liability exists against such Debtors
with respect to the Claims. The claims, which are based on some or all of the Putative Class
Action or the Foreclosure Actions, are filed against ResCap, which has never been a party to any
of the Actions.
D. The Debtors’ Compliance With The Borrower Claims Procedures
17. It is my understanding that in connection with the filing of the Objection,
the Debtors have complied with the Claim Objection Procedures. I have been advised by the
Debtors’ personnel acting under my supervision and attorneys with Morrison & Foerster LLP
(“M&F”), the Debtors’ bankruptcy counsel, that, in accordance with the Claims Objection
Procedures Order, prior to filing the Objection, the Debtors’ personnel conferred with
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SilvermanAcampora LLP as Special Counsel to the Creditors’ Committee for Borrower Issues
(“Special Counsel”) in determining that (a) each proof of claim that the Debtors intended to
include in the Objection was, or should be treated as, a Borrower Claim subject to the Borrower
Claims Procedures, and (b) that a Request Letter was required to be sent to each Claimant under
the Borrower Claims Procedures.
18. I am further advised that the Debtors also conferred with Special Counsel
in drafting the Request Letters. The Debtors sent a Request Letter to McKeever as counsel to
each Claimant on July 10, 2013, requesting that each Claimant provide supplemental information
regarding the basis for the respective Claim by August 10, 2013, with the Debtors providing
copies of such letters to Special Counsel, copies of which are attached to the Objection as
Exhibit 5. To date, no response to the Request Letters has been received by the Debtors from
any Claimant.
19. To the best of my knowledge, prior to the filing of the Objection, both the
Debtors and Special Counsel have fully complied with all other relevant terms of the Claims
Objection Procedures Order.
Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing
is true and correct.
/s/ Lauren Graham Delehey

Lauren Graham Delehey
In-House Litigation Counsel for
Residential Capital, LLC
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Exhibit A
Kentucky Western CM/ECF-DC-History/Documents Query Page 1 of 3
Pg 10 of 19
3:10-cv-00611-CRS Foster et al v. Mortgage Electronic Registration Systems, Inc. et al

Charles R. Simpson, III, presiding
Date filed: 09/28/2010
Date terminated: 02/07/2011
Date of last filing: 08/17/2011
History
Doc.
Dates Description
No.
Filed: 09/28/2010 Complaint
Entered: 09/30/2010
Docket Text: COMPLAINT filed by Brian Mason, Royce Wells, Charlotte A. Woodward,
1 Elizabeth Foster, Sherill A. Moody, John R. Foster, Augusta Mason, Mark Moody, Connie Wells
against All Defendants. Filing fee $ 350, receipt number L33024129. (Attachments: # (1)
Complaint Part 2, # (2) Complaint Part 3, # (3) Complaint Part 4, # (4) Complaint Part 5, # (5)
Exhibit A, # (6) Exhibit B) (AEP) (Additional attachment(s) added on 10/4/2010: # (7) Cover
Sheet) (RLK).
Filed: 09/28/2010 Case Assignment
Entered: 09/30/2010
2 Docket Text: Case Assignment (Random Selection): Case Assigned to Judge Charles R. Simpson
III. Magistrate designation: James D. Moyer. (AEP) Modified on 9/30/2010: corrected judge
(AEP).
Filed & Entered: 09/30/2010 Notice of Deficiency
3 Docket Text: NOTICE of Deficiency re [1] Complaint: Civil cover sheet not submitted with
complaint. Failure to comply will be brought to the attention of the Court. Response due by
10/7/2010. (AEP)
Filed & Entered: 09/30/2010 Notice (Other)
4 Docket Text: CLERK'S NOTICE ON SUMMONS to counsel. No summonses were tendered with
the complaint. (AEP)
Filed & Entered: 10/03/2010 Notice (Other)
5
Docket Text: NOTICE Civil Cover Sheet by Elizabeth Foster (McKeever, Heather)
Filed & Entered: 10/04/2010 Response to Notice of Deficiency
Docket Text: CLERK'S NOTICE: Response to [3] Notice of Deficiency received from Counsel.
Civil Cover Sheet attached by Clerk to DN 1. Nature of Suit and Cause of Action corrected.
(RLK)
Filed & Entered: 01/17/2011 Notice of Appearance/
6 Docket Text: NOTICE of Appearance by Shannon O'Connell Egan on behalf of LSR Processing,
Lerner Sampson & Rothfuss (Egan, Shannon)
Filed & Entered: 01/17/2011 Corporate Disclosure Statement
7
Docket Text: Corporate Disclosure Statement by LSR Processing. (Egan, Shannon)
8
Docket Text: Corporate Disclosure Statement by Lerner Sampson & Rothfuss. (Egan, Shannon)
https://ecf.kywd.uscourts.gov/cgi-bin/HistDocQry.pl?615977997602162-L_1_0-1 6/11/2013
Pg 11 of 19
Filed & Entered: 01/17/2011 Motion to Dismiss

Terminated: 09/06/2011
Docket Text: MOTION to Dismiss Class Action Complaint by Defendants LSR Processing,
9 Lerner Sampson & Rothfuss Responses due by 2/10/2011 (Attachments: # (1) Exhibit A, # (2)
Exhibit B, # (3) Exhibit C, # (4) Exhibit D, # (5) Exhibit E, # (6) Exhibit F, # (7) Exhibit G, # (8)
Exhibit H, # (9) Exhibit I, # (10) Exhibit J, # (11) Exhibit K, # (12) Exhibit L, # (13) Exhibit M, #
(14) Exhibit N, # (15) Exhibit O, # (16) Exhibit P, # (17) Exhibit Q, # (18) Exhibit R, # (19)
Proposed Order) (Egan, Shannon)
Filed & Entered: 02/02/2011 Motion to Dismiss
10
Docket Text: MOTION to Dismiss Class Action Complaint by Defendant Dinsmore & Shohl LLP
Responses due by 2/28/2011 (Attachments: # (1) Proposed Order) (VanderLaan, Aaron)
Filed & Entered: 02/02/2011 Notice of Appearance/
11 Docket Text: NOTICE of Appearance by Aaron A. VanderLaan on behalf of Dinsmore & Shohl
LLP (VanderLaan, Aaron)
12
Docket Text: Corporate Disclosure Statement by Dinsmore & Shohl LLP. (VanderLaan, Aaron)
Filed & Entered: 02/03/2011 Notice of Voluntary Dismissal
13
Docket Text: NOTICE of Voluntary Dismissal by Elizabeth Foster (McKeever, Heather)
Filed & Entered: 02/16/2011 Motion for Sanctions
Docket Text: MOTION for Sanctions Against Plaintiffs' Counsel by Defendants LSR Processing,
14 Lerner Sampson & Rothfuss Responses due by 3/14/2011 (Attachments: # (1) Exhibit A) (Egan,
Shannon) (Main Document 14 replaced on 2/17/2011) (RLK). (Additional attachment(s) added
on 2/17/2011: # (1) Memorandum in Support, # (2) Exhibit A to Memorandum in Support, # (3)
Affidavit of Shannon O'Connell Egan, # (4) Exhibit A to Affidavit, # (5) Exhibit B to Affidavit, #
(6) Exhibit C to Affidavit, # (7) Proposed Order) (RLK).
Filed & Entered: 02/16/2011 Affidavit
15 Docket Text: ERROR: AFFIDAVIT docketed by Counsel separate from Motion. Affidavit
attached by Clerk to DN 14. (Egan, Shannon) Modified on 2/17/2011 (RLK).
Filed & Entered: 02/16/2011 Proposed Order
16 Docket Text: ERROR: Proposed Order docketed by Counsel separate from Motion. Proposed
Order attached by Clerk to DN 14. (Egan, Shannon) Modified on 2/17/2011 (RLK).
Filed & Entered: 03/14/2011 Motion for Extension of Time to File
Terminated: 09/06/2011 Response/Reply
Docket Text: Verified Response and MOTION for Extension of Time to Answer [14] Lerner
17 Sampson & Rothfuss' MOTION for Sanctions filed by Elizabeth Foster. Responses due by
3/24/2011. (Attachments: # (1) Exhibit Ohio AG ABC News Report, # (2) Exhibit Ohio LSR
Class Action, # (3) Exhibit Congressional Report.1, # (4) Exhibit Congressional Report.2)
(McKeever, Heather) Modified on 3/24/2011: Added Motion as an event, Response date set as
3/24/2011 (RLK). (Additional attachment(s) added on 3/24/2011: # (5) Proposed Order) (RLK).
Filed & Entered: 03/15/2011 Notice of Deficiency
18
Docket Text: NOTICE of Deficiency re [17] Response to Motion: Propose order not submitted
with response. Failure to comply will be brought to the attention of the Court. Response due by
Pg 12 of 19
3/22/2011. (AEP)
Filed & Entered: 03/21/2011 Motion for Extension of Time to File
Terminated: 03/24/2011 Response/Reply
19 Docket Text: Proposed Order re [17] Response to Motion by Plaintiff Elizabeth Foster.
(McKeever, Heather) Modified on 3/24/2011: changed from Motion to Proposed Order and
corrected link (RLK).
Filed & Entered: 03/24/2011 Response to Notice of Deficiency
Docket Text: CLERK'S NOTICE: Response to [18] Notice of Deficiency received from Counsel.
Proposed Order attached by Clerk to DN 17. (RLK)
Filed & Entered: 03/24/2011 Notice of Docket Correction
Docket Text: NOTICE OF DOCKET CORRECTION re [17] Verified Response and MOTION
for Extension of Time to File Response/Reply. ERROR: Verified Response and Motion docketed
by Counsel as a Response. CORRECTION: Changed by Clerk from a Response to a Verified
Response and Motion. Response date of 3/24/2011 set. (RLK)
Filed & Entered: 03/24/2011 Notice of Docket Correction
Docket Text: NOTICE OF DOCKET CORRECTION re [19] MOTION for Extension of Time to
File Response/Reply as to [18] Notice of Deficiency Proposed Order. ERROR: Proposed Order
docketed by Counsel as a Motion. CORRECTION: Docket changed by Clerk to reflect document
as a Proposed Order, not a Motion. (RLK)
Filed & Entered: 03/31/2011 Reply to Response to Motion
Docket Text: REPLY to Response to Motion re [17] MOTION for Extension of Time to File
20 Response/Reply filed by LSR Processing. (Attachments: # (1) Memorandum in Support of Reply
to Ptf's Verified Response and Motion for an Extension of Time, # (2) Exhibit A - Email to
Shannon Egan from Heather McKeever) (Egan, Shannon)
Filed & Entered: 08/17/2011 Order on Motion for Sanctions
21 Docket Text: ORDER denying [14] Motion for Sanctions. Signed by Judge Charles R. Simpson,
III on 8/16/11. cc:counsel (JBM)
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Exhibit B
Public Index Search Page 1 of 1
Pg 14 of 19
Beaufort County
Fourteenth Judicial Circuit
Public Index
Beaufort County Home PageSouth Carolina Judicial Department Home PageSC.GOV Home Page
Search By...Court Type All Courts Court Agency Beaufort County Common Pleas
Case # Case Type All Case Types Case SubType All Case Sub-Types
Last Name/Business Assorgi First Ruth Middle Suffix
Party Type All
Action Type All Actions
Date Type Beginning Ending
Tax Map# From Through
Only for Civil Cases... Index Search All Lis Pendens Judgments Cross Index Search All Judgment For
Judgment Against
Search Reset Search Fields
Party Case Disposition Judgment Court

Name Case Number Filed Date Type Subtype
Type Status Date # Agency
Beaufort
Assorgi, Common Foreclosure County
Defendant 2010CP0706090 12/17/2010 Disposed 05/11/2012
Ruth A Pleas 420 Common
Pleas
Beaufort
Assorgi, Lis County
Defendant 2010LP0702976 12/17/2010 Pending Foreclosure
Ruth A Pendens Common
Pleas
Beaufort
Assorgi, Referred Common Foreclosure County
Defendant 2012CP0703969 11/20/2012
Ruth A To Master Pleas 420 Common
Pleas
Beaufort
Assorgi, Lis County
Defendant 2012LP0701746 11/20/2012 Pending Foreclosure
Ruth A Pendens Common
Pleas
CMSWeb 6.1
© 2011 South Carolina Judicial Department • All rights reserved
http://publicindex.sccourts.org/Beaufort/PublicIndex/PISearch.aspx 9/20/2013
Pg 15 of 19
Exhibit C
Pg 16 of 19
Beaufort County
Public Index
Switch View
Bac Home Loans Servicing Lp vs. Salvatore C Assorgi

Beaufort County Common
Case Number: 2010LP0702976 Court Agency: Filed Date: 12/17/2010
Pleas
Case Sub
Case Type: Lis Pendens Foreclosure File Type: Non-Jury
Type:
Assigned
Status: Pending
Judge:
Disposition Disposition
Disposition:
Date: Judge:
Original Source Original Case
Doc: #:
Judgment
Court Roster:
Number:
Case Parties Judgments Tax Map Information Associated Cases Actions Financials
Click the icon to show associated parties.

Date
Party Party Last
Name Address Race Sex Of
Type Status Updated
Birth
Assorgi, Ruth A Defendant 10/01/2010
Assorgi, Salvatore C Defendant 12/17/2010
Bac Home Loans
Plaintiff 12/17/2010
Servicing Lp
Cbc National Bank Defendant 10/01/2010
Countrywide Home
Loans Servicing Lp
Harbor Island Inn And
Ocean Villas Horizontal Defendant 10/01/2010
Property Regim
PO Box 11264 Columbia SC Plaintiff
Kelchner, John B 01/02/2013
292111264 Attorney
CMSWeb 6.1
http://publicindex.sccourts.org/Beaufort/PublicIndex/CaseDetails.aspx?County=07&Court... 9/20/2013
Pg 17 of 19
Beaufort County
Public Index
Switch View
Bank of America N A , plaintiff, et al VS Salvatore C Assorgi , defendant,

et al
Court Beaufort County Common
Case Number: 2010CP0706090 Filed Date: 12/17/2010
Agency: Pleas
Case Sub
Case Type: Common Pleas Foreclosure 420 File Type: Non-Jury
Type:
Assigned Solicitor / Master In Equity G
Status: Disposed
Judge: S And C P
Ended by Non Disposition Disposition Dukes, Marvin
Disposition: 05/11/2012
Jury Date: Judge: H III
Original Source Original
Doc: Case #:
Judgment Court
Number: Roster:

Date
Party Party Last
Type Status Updated
Birth
Bac Home Loans
Servicing Lp
Bank Of America N A Plaintiff 05/18/2012
Cbc National Bank Defendant 12/17/2010
Countrywide Home
Loans Servicing Lp
Harbor Island Inn And
Ocean Villas Horizontal Defendant 12/17/2010
Property Regim
Plaintiff
Kelchner, John Brian PO Box 11264 Columbia SC 29211 05/18/2012
Attorney
CMSWeb 6.1
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Beaufort County
Public Index
Switch View
Hsbc Bank Usa, National Association , plaintiff, et al VS Salvatore C

Assorgi , defendant, et al
Case Number: 2012LP0701746 Court Agency: Filed Date: 11/20/2012
Pleas
Case Sub
Case Type: Lis Pendens Foreclosure File Type: Non-Jury
Type:
Assigned
Status: Pending
Judge:
Disposition:
Date: Judge:
Doc: #:
Judgment
Court Roster:
Number:

Date
Party Party Last
Type Status Updated
Birth
Coffin Point Plantation
Homeowners Defendant 11/20/2012
Association, Inc
Corley, Reginald 220 Executive Center Dr. Plaintiff
11/20/2012
Patrick Columbia SC 29210 Attorney
Cwheq Inc Defendant 11/20/2012
Cwheq Revolving Home
Equity Loan Trust Series Defendant 11/20/2012
2007-C
Hsbc Bank Usa, Trustee Plaintiff 11/20/2012
National Association
Sequoia Mortgage Trust
2007-1
The Bank Of New York Trustee For Certificate Holders Defendant 11/20/2012
The Bank Of New York
Defendant 11/20/2012
Mellon
CMSWeb 6.1
Pg 19 of 19
Beaufort County
Public Index
Switch View
Hsbc Bank Usa, National Association , plaintiff, et al VS Salvatore C

Assorgi , defendant, et al
Case Number: 2012CP0703969 Court Agency: Filed Date: 11/20/2012
Pleas
Case Sub
Case Type: Common Pleas Foreclosure 420 File Type: Non-Jury
Type:
Referred To Assigned
Status:
Master Judge:
Disposition:
Date: Judge:
Doc: #:
Judgment
Court Roster:
Number:

Date
Party Party Last
Type Status Updated
Birth
Coffin Point Plantation
Homeowners Defendant 11/20/2012
Association, Inc
Corley, Reginald 220 Executive Center Dr. Plaintiff
12/13/2012
Patrick Columbia SC 29210 Attorney
Cwheq Inc Defendant 11/20/2012
Cwheq Revolving Home
Equity Loan Trust Series Defendant 11/20/2012
2007-C
Hsbc Bank Usa, Trustee Plaintiff 07/18/2013
National Association
Sequoia Mortgage Trust
2007-1
The Bank Of New York Trustee For Certificate Holders Defendant 11/20/2012
The Bank Of New York
Defendant 11/20/2012
Mellon
CMSWeb 6.1
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Exhibit 4
Rosenbaum Declaration
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)
In re: ) Case No. 12-12020 (MG)
)
)
)
DECLARATION OF NORMAN S. ROSENBAUM IN SUPPORT OF

DEBTORS’ OBJECTION TO PROOFS OF CLAIM FILED AGAINST
(III) MARK MOODY AND SHERRILL MOODY (CLAIM NO. 2583)
Norman S. Rosenbaum, pursuant to 28 U.S.C. § 1746, declares under penalty of perjury:
1. I am a partner in the law firm of Morrison & Foerster LLP (“M&F”). M&F
maintains offices for the practice of law, among other locations in the United States and
worldwide, at 1290 Avenue of the Americas, New York, New York 10104. I am an attorney
duly admitted to practice before this Court and the courts of the State of New York. By this
Court’s Order entered on July 16, 2012, M&F was retained as counsel to Residential Capital,
LLC and its affiliated debtors (the “Debtors”).
2. I submit this declaration (the “Declaration”) in support of the Debtors’ Objection
To Proofs Of Claim Filed Against Residential Capital, LLC By (I) Ruth Assorgi (Claim No.
2580); (II) John R. Foster And Elizabeth Foster (Claim No. 2581) And (III) Mark Moody And
Sherrill Moody (Claim No. 2583) Pursuant To Section 502(b) Of The Bankruptcy Code And
Bankruptcy Rule 3007 (the “Objection”) and in compliance with this Court’s Order entered
March 21, 2013, pursuant to section 105(a) of Title 11, United States Code (the “Bankruptcy
Code”) and Rules 1009, 3007 and 9019(b) of the Federal Rules of Bankruptcy Procedure
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approving: (i) Claim Objection Procedures; (ii) Borrower Claim Procedures; (iii) Settlement
Procedures; and (iv) Schedule Amendment Procedures [Docket No. 3294] (the “Claim
Objection Procedures Order”).
3. It is my understanding that in connection with the filing of the Objection, the
Debtors have complied with the Claim Objection Procedures Order. I have been advised by
attorneys under my supervision that in accordance with the Claim Objection Procedures Order,
prior to filing the Objection, the Debtors mailed request letters to (a) Ruth Assorgi (“Assorgi”),
(b) John R. Foster and Elizabeth Foster (the “Fosters”), and (c) Mark Moody and Sherrill
Moody (the “Moodys” and, together with Assorgi and the Fosters, “Claimants”) to request
additional supporting documentation and explanation in support of, respectively, Claim No. 2580
(the “Assorgi Claim”), Claim No. 2581 (the “Foster Claim”), and Claim No. 2583 (the “Moody
Claim” and, together with the Assorgi Claim and the Foster Claim, the “Claims”). I am further
advised that the Debtors conferred with SilvermanAcampora LLP as Special Counsel to the
Creditors’ Committee for Borrower Issues (“Special Counsel”) in drafting the request letters and
provided Special Counsel with copies of the request letters sent to the Claimants.
4. To the best of my knowledge, prior to the filing of the Objection, both the Debtors
and Special Counsel have fully complied with all other relevant terms of the Claim Objection
Procedures Order.

New York, New York
Norman S. Rosenbaum
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Exhibit 5
Nosek Declaration
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------------------------------------------------------------------x
In re: Chapter 11
Case No. 12-12020 (MG)
RESIDENTIAL CAPITAL, LLC, et al.
(Jointly Administered)
Debtors.
-------------------------------------------------------------------x
DECLARATION OF ROBERT D. NOSEK IN SUPPORT OF THE DEBTORS’

OBJECTION TO PROOFS OF CLAIM FILED AGAINST
(III) MARK MOODY AND SHERRILL MOODY (CLAIM NO. 2583)
Robert D. Nosek, pursuant to 28 U.S.C. § 1746, declares under penalty of perjury:
1. I am counsel to the firm SilvermanAcampora LLP (“SilvermanAcampora”),
with offices located at 100 Jericho Quadrangle, Suite 300, Jericho, New York 11753. I am duly
admitted to practice law before this Court and the courts of the State of New York. By this
Court’s Order entered November 30, 2012, SilvermanAcampora was retained as special counsel
to the Official Committee of Unsecured Creditors of Residential Capital, LLC, et al. for
borrower issues.
2. I submit this declaration (the “Declaration”) in support of the Debtors’ Objection
To Proofs Of Claim Filed Against Residential Capital, LLC By (I) Ruth Assorgi (Claim No.
2580); (II) John R. Foster And Elizabeth Foster (Claim No. 2581) And (III) Mark Moody And
Sherrill Moody (Claim No. 2583) Pursuant To Section 502(b) Of The Bankruptcy Code And
Bankruptcy Rule 3007 (the “Objection”) and in compliance with this Court’s Order entered
March 21, 2013, pursuant to section 105(a) of Title 11, United States Code (the “Bankruptcy
Code”) and Rules 1009, 3007 and 9019(b) of the Federal Rules of Bankruptcy Procedure
approving: (i) Claim Objection Procedures; (ii) Borrower Claim Procedures; (iii) Settlement
ny-1105579
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Procedures; and (iv) Schedule Amendment Procedures [Docket No. 3294] (the “Claims
Objection Procedures Order”).
3. Unless otherwise stated in this Declaration, I have personal knowledge of the
facts hereinafter set forth and, if called as a witness, I could and would testify competently
thereto.
4. Pursuant to the Claims Objection Procedures Order, prior to filing the Objection,
the Debtors provided SilvermanAcampora with copies of: Claim No. 2580 (the “Assorgi
Claim”) filed by Ruth Assorgi (“Assorgi”); Claim No. 2581 (the “Foster Claim”) filed by John
R. Foster and Elizabeth Foster (the “Fosters”); and Claim No. 2583 (the “Moody Claim” and,
together with the Assorgi Claim and the Foster Claim, the “Claims”) filed by Mark Moody and
Sherrill Moody (the “Moodys” and, together with Assorgi and the Fosters, “Claimants”), which
the Debtors intended to include in the Objection.
5. I or my designee at my direction first reviewed the Claims to determine if such
claims were actually filed without sufficient explanation or sufficient supporting documentation
to determine the validity of such claims. Thereafter, I or my designee at my direction conferred
with the Debtors and agreed that the Claimants should receive request letters, requesting
additional explanation and documentation in support of their claims.
6. I or my designee at my direction also conferred with the Debtors in drafting the
request letters. The Debtors advised SilvermanAcampora that they sent such request letters to
the Claimants’ putative representative, with the Debtors providing copies of such letters to
SilvermanAcampora.
7. SilvermanAcampora has reviewed the basis of the Claims and does not object to
the Debtors’ determination and reasoning for filing the Objection.
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8. To the best of my knowledge, prior to the filing of the Objection, both the Debtors
and SilvermanAcampora have fully complied with all other relevant terms of the Claims
Objections Procedures Order.

Jericho, New York
/s/ Robert D. Nosek

Robert D. Nosek
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Exhibit 6
Request Letters
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12-12020-mg Doc 5163 Filed 09/20/13 Entered 09/20/13 23:55:53 Main Document

Docket #5163 Date Filed: 9/20/2013

MORRISON & FOERSTER LLP

Counsel for the Debtors and

UNITED STATES BANKRUPTCY COURT

NOTICE OF DEBTORS’ OBJECTION TO PROOFS OF CLAIM

ny-1109924 ¨1¤544-)4 ^r«

York 10004-1408, Room 501.

PLEASE TAKE FURTHER NOTICE that objections, if any, to the Objection

Management, and Administrative Procedures approved by the Bankruptcy Court [Docket

Suite 300, Jericho, NY 11753 (Attention: Ronald J. Friedman).

relief requested in the Objection without further notice or hearing.

Dated: September 20, 2013

Counsel for the Debtors and

MORRISON & FOERSTER LLP

Counsel for the Debtors and

UNITED STATES BANKRUPTCY COURT

DEBTORS’ OBJECTION TO PROOFS OF CLAIM FILED AGAINST

I. PRELIMINARY STATEMENT ....................................................................................... 2

Exhibit 2: Proposed Order

Exhibit 3: Delehey Declaration

Exhibit 4: Rosenbaum Declaration

Exhibit 5: Nosek Declaration

Exhibit 6: Request Letters

Bell Atl. Corp. v. Twombly,

Feinberg v. Bank of N.Y. (In re Feinberg),

Foreman v. Salazano (In re Norvergence, Inc.),

In re Adelphia Commc’ns Corp.,

In re Allegheny Int’l, Inc.,

In re DJK Residential LLC,

In re Ephedra Prods. Liability Litig.,

In re Lundberg, No. 02–34542 (LMW),

In re Musicland Holding Corp.,

In re Rockefeller Ctr. Props.,

Regis Technologies, Inc. v. Oien (In re Oien),

Swartz v. KPMG, LLP,

STATUTES & RULES

11 U.S.C. § 502(a) ...................................................................................................................11, 22

11 U.S.C. § 502(b)(1) ....................................................................................................................16

11 U.S.C. § 1109(b) .......................................................................................................................23

28 U.S.C. § 157 ............................................................................................................................1, 3

28 U.S.C. § 157(b) .......................................................................................................................1, 3

28 U.S.C. § 1334 ..........................................................................................................................1, 3

28 U.S.C. §§ 1408 and 1409 ........................................................................................................1, 3

Fed. R. Bankr. P. 1015(b) ................................................................................................................4

Fed. R. Bankr. P. 3001(f) .........................................................................................................16, 21

Fed. R. Bankr. P. 3007 ...........................................................................................................1, 3, 11

Fed. R. Bankr. P. 7023 ...................................................................................................................22

Fed. R. Bankr. P. 9014(c) ........................................................................................................18, 22

Federal Rule of Civil Procedure 8(a)(2) ..................................................................................18, 19

Federal Rule of Civil Procedure 23(g)(3) ......................................................................................23

TO THE HONORABLE MARTIN GLENN,

The debtors and debtors in possession in the above-captioned chapter 11 cases

of Robert D. Nosek (the “Nosek Declaration,” attached hereto as Exhibit 5) of

Official Committee of Unsecured Creditors (the “Creditors’ Committee”), and filed

contemporaneously herewith, and respectfully represent as follows:

case of Assorgi, it appears that no such action was ever filed.

the Debtors to any Claimant.

3. Additionally, the Putative Class described in the Putative Class Action

the Claims are also invalid and improper.

Claims should be disallowed and expunged in their entirety.

II. JURISDICTION, VENUE, AND STATUTORY PREDICATE

5. This Court has jurisdiction to consider this matter pursuant to 28 U.S.C.