BRADFORD CORNELL

Selected Litigation and Consulting Experience by Area

VALUATION OF COMPANIES AND PROPERTY RIGHTS

Orange County v. Merrill Lynch et al. Retained by Michael Hennigan and Jim Mercer of Hennigan, Mercer and Bennet, the special counsel for Orange County and Orange County District Attorney William Overtoom to value the Countyís portfolio, analyze its risk exposure at various points in time and determine the impact of various trades on the performance of the portfolio. Testimony in bankruptcy court, December 1994. Testimony before the Grand Jury, February 1996

Fibreboard Corporation Asbestos Litigation. Retained by Michael Molland of Brobeck, Phleger & Harrison, attorneys for Fibreboard to develop a to estimate future investment performance of the settlement fund and to develop computer model to simulate the ability of the future to pay future claims and expenses. Deposition December 1993. Trial testimony January 1994.

Columbia Gas Transmission Corporation v. Columbia Gas Systems, Inc. Retained by Sidley and Austin to provide valuation analysis related to the bankruptcy of Columbia Gas Transmission Corporation. Analysis focused on valuation, solvency and the usefulness of the independent lender test to determine under capitalization. Deposition and trial testimony, October 1994.

Rodime Patent Litigation. Retained by Robert Sacks of Sullivan and Cromwell on behalf of Rodime to evaluate the damages to Rodime from Seagateís failure to honor patents related to the development of 3 1/2 inch hard drives. Deposition January 1994.

Sunkyong America, Inc. v. Pinkertonís, Inc. Retained by Elizabeth Mann of Howrey and Simon to estimate the damages, if any, associated with Pinkertonís alleged improper acquisition of excess inventory from Sunkyong America. Deposition January 1994.

Insurance Commissioner of California v. Executive Life Insurance Co. Retained by Kenneth Heitz of Irell & Manella and Ted Miller of Sidley & Austin, attorneys for Altus France, to opine whether the transaction in which Altus France purchased a portfolio of high-yield bonds from Executive Life was financially fair. Declaration August 1993. Judge Lewin ruled the transaction was fair in September 1993.

Hawkins v. Arthur D. Little. Retained by Russell Sauer of Latham and Watkins, attorney for Arthur D. Little, to value Arthur D. Littleís valuation subsidiary. Deposition March 1993. Case settled November 1993.

Leonard Green & Partners v. Roger B. Wachtell. Retained by Michael Hennigan of Howrey and Simon to value a general partnership interest in Green Equity Investors, a leverage buyout fund managed by Leonard Green & Partners. Deposition August 1992.

Salomon Brothers Profit Analysis. Retained by Salomon Brothers to work in conjunction with the firm's staff and attorneys from Cravath, Swaine & Moore and Munger, Tolles & Olson to estimate profits earned by Salomon as a result of improper bidding in auctions of U.S. Treasury securities. Report November 1991.

Burlington Northern Valuation Litigation. Retained by Jim Richmond from the Attorney Generalís Office in Washington and by C.A. Daw of Chandler, Dillon & Allyn to analyze appraisal of Burlington Northern Railroad. Deposition July 1991. Trial Testimony in Washington July 1992. Trial testimony in Iowa October 1992.

CF&I Fabricators of Utah v. The Pension Benefit Guarantee Corporation. Retained by John Labovitz of the law firm of Steptoe & Johnson attorneys for the Pension Benefit Guarantee Corporation to determine the appropriate rate for discounting the companyís pension liabilities. Trial testimony November 1992. In January 1993, the judge ruled in favor of the Pension Benefit Guarantee Corporation on this issue.

Golden State Transit v. The City of Los Angeles. Retained by Alan Rothenberg of Latham and Watkins, attorney for the City of Los Angeles, to estimate the value of Golden State Transit as of the end of the spring of 1981 for the purpose of computing damages. Deposition testimony March 1991 and April 1991. Declaration April 1991. Trial testimony June 1991.

Beverly Enterprises v. Bernard A. Magdovitz. Retained by Henry Kupperman of Brobeck, Phleger & Harrison, attorneys for Laventhol & Horwath, to analyze the relation between accounting information and corporate valuation in the context of a corporate acquisition. Deposition testimony July 1990.

ATT v. State Board of Equalization. Retained by Ed Hollingshead of the California State Attorney General's Office to analyze the State Board of Equalization's valuation of ATT real property for tax purposes. Deposition testimony September 1989. Trial testimony October 1990.

Weller v. ABC. Retained by Paul Flum of Morrison & Foerster, San Francisco, attorneys for ABC, to estimate the alleged lost business damages resulting from the broadcast of an investigative reporting series. Deposition testimony October 1986. Trial testimony April 1989.

Crocker Bank v. The City of San Francisco. Retained by James Bennett of Morrison & Foerster, San Francisco, attorneys for Crocker Bank, to analyze the present value of calculations of the net costs imposed on the municipal transit system by new construction activity. Deposition testimony January 1984. Trial testimony May 1984.

Atchison, Topeka and Santa Fe, et al. v. The State of California. Retained by Ed Hollingshead of the California State Attorney General's Office to evaluate appraisals prepared by the railroadsí experts. Deposition testimony January 1984. Trial testimony July 1984.

Union Pacific v. State of Idaho. Retained by C. A. Daw of the Idaho Attorney General's Office to testify on the value of Union Pacific Railroad. Deposition testimony September 1983. Trial testimony January 1984.

Trailer Train v. The State of California. Retained by the California Board of Equalization and the Attorney General's office to evaluate whether Trailer Train was earning a competitive rate of return on its investment in railroad cars. Testimony before the Board of Equalization January 1983. Trial testimony July 1983.

ENVIRONMENTAL IMPACT AND INSURANCE MATTERS

Mentor Implant Litigation. Retained by William Griffin of Brobeck, Phleger and Harrison on behalf of Mentor to analyze the impact of settlements and judgments of breast implant litigation on Mentorís ability to survive as a going concern. Declaration August 1993.

Southern California Gas Co. v. Texaco, et. al. Retained by Steven Marenberg of Irell & Manella and Steven OíNeill of Shephard, Mullin on behalf of a group of oil companies including Texaco, Shell and Exxon to estimate the damages associated with the delivery of gas with an unusually high level of nitrous oxide. Deposition January 1995.

FINANCIAL INSTITUTIONS

RTC v. Stroock, Stroock & Lavan. Retained by Peter D. Keisler and David L. Lawson of Sidley & Austin, attorneys for Stroock, Stroock & Lavan, to evaluate damages, if any, associated with investment in high yield bonds by Commonwealth Savings and Loan, and to analyze the impact of those investments on the institutionís growth. Deposition December 1993. Trial Testimony April 1994. Summary judgment was granted in favor of Stroock by Federal Judge Gonzalez.

Ahmanson v. Salomon. Retained by Robert Mazur and Douglas Liebhafsky of Wachtell, Lipton, Rosen & Katz to evaluate the analysis performed by Salomon with regard to Ahmansonís acquisition of the Bowery and to value certain income maintenance contracts between the Bowery and the FDIC. Expert report September 1993. Case settled September 1993.

Gill vs. American Savings Bank. Retained by Al Karel of Brobeck, Phleger and Harrison on behalf of the FDIC to estimate the value and solvency of American Savings at specific time periods, and to estimate the value of notes transferred between American Savings and its parent corporation, Financial Corporation of America.

Study of the Secondary Market for LDC Debt. Retained by the law firm of Munger, Tolles and Olson on behalf of special committees of the Boards of Directors of the Bank of America and Security Pacific National Bank to analyze the nature of the secondary market for LDC debt and to determine whether there was evidence that Security Pacificís trader executed trades that were below ìmarket prices.î Report and presentation to the special committee of the Security Pacific Board, September 1991. Presentation to the special committee of the Bank of America Board, June 1992.

Dai-ichi Kangyo Bank et. al. v. Bank of America. Retained by a consortium of law firms including Skadden, Arps, Slate, Meagher & Flom; Willkie, Farr & Gallagher; Jones, Day, Reavis & Pogue; and Sherman & Sterling representing eight of the world's largest banks including DKB, Sumitomo, Mitsubishi, Citibank and Rabobank Nederland to estimate the damages resulting from the improper servicing of government insured student loans. I worked primarily with Richard Drooyan of Skadden, Arps and Francis Menton of Willkie, Farr. Damage report September 1991. Deposition November 1991. Case settled March 1992.

ISSUES RELATED TO CORPORATE CONTROL TRANSACTIONS

SCI Television v. Ronald O. Perelman. Retained by Paul Rowe of Wachtell, Lipton, Rosen & Katz, attorneys for Mr. Perelman, to evaluate aspects of the question regarding whether fair consideration was paid when SCI Television purchased the stock of New World Entertainment and Four Star International. Declaration March 1994.

Tucson Electric Power v. SCE Corp. Retained by the law firm of Munger, Tolles and Olson on behalf of SCE Corp. to analyze the impact of SCEís bid for San Diego Gas and Electric on Tucson Electric Power in light of TEPís pending merger with SDG&E at the time of the bid. Deposition August 1992. Case settled September 1992.

Knudsen Milk Producers Litigation. Retained by Richard Posell of Shapiro, Posell & Close to evaluate the leveraged buyout of Foremost by Winn Enterprises from a financial standpoint. Deposition August 1992. Case settled September 1992.

Maxus v. Kidder, Peabody & Co. Retained by Marc Palay of Jones, Day, Reavis & Pogue to analyze the behavior of Natomas stock price prior to a bid by Diamond Shamrock to determine whether the price of Natomas was affected by trading by Ivan Boesky and, if so, to estimate the resulting impact on the price paid by Diamond Shamrock to acquire Natomas. Deposition July 1992. Case settled October 1992.

Epstein v. MCA. Retained by Paul Rowe of Wachtell, Lipton, Rosen & Katz and by John Spiegel of Munger, Tolles & Olson, attorneys for MCA and Matsushita, to compare the value of preferred stock to be received by Mr. Wasserman with the value of the $66 cash tender offer made to MCA shareholders. Declaration December 1990. Case decided in favor of MCA December 1990.

Rudd et. al. v. Kerkorian et. al. Retained by Michael Hennigan of Hennigan & Mercer, Los Angeles, attorneys representing the shareholders of United Artists, to provide a valuation of the United Artists Film Library and related assets in connection with the formation of New United Artists. Two declarations May 1989. Deposition testimony June 1990. Case settled September 1990.

Colan v. Mesa Petroleum. Retained by Darryl Snider of Brobeck, Phleger & Harrison, attorneys for Unocal, to evaluate the economics of the purchase of a large block of Unocal shares by Mesa partners via Jefferies & Co. Affidavit December 1988. Deposition testimony September 1989. Case settled January 1993.

Heckmann et. al. v. Ahmanson, et. al. Retained by Michael Hennigan of Hennigan & Mercer, Los Angeles, attorneys representing the shareholders of Walt Disney Productions, to estimate the damages to shareholders resulting from the Disneyís repurchase of shares from Reliance, Inc. at a premium price. Deposition testimony June 1989. Trial testimony July 1989. Case settled July 1989.

Anheuser Busch v. Paul Thayer, et. al. Retained by Paul Wolff and Lewis Ferguson of Williams & Connolly, Washington, D.C., attorneys for Anheuser Busch to determine if insider trading of Campbell Taggart, Inc. had an impact on the companyís stock price and caused Anheuser Busch to pay an inflated price when it acquired Campbell Taggart. Deposition testimony December 1987 and March 1988.

Newhall Land and Farming Class Action. Retained by James Schropp of Fried, Frank, Harris, Shriver & Jacobson and Luther Orton of Brobeck, Phleger & Harrison, attorneys for Newhall Land, to analyze the impact of partnership amendments on the welfare of unitholders. Affidavit May 1988.

CLASS ACTION AND GENERAL SECURITIES LITIGATION

Rosenbaum et. al. v. National Medical Enterprises. Retained by Robert Warren of Gibson, Dunn & Crutcher on behalf of NME to analyze the extent of potential damages associated with alleged failures to disclose problematic practices at the companyís psychiatric hospitals. Testimony at settlement hearing before Judge Irving July 1993. Follow-up report June 1994.

George J. Wade, et al. v. Industrial Funding Corp., et al. Retained by Evan Schwab of Bogle & Gates on behalf of Industrial Funding Corp. to analyze the damages, if any, associated with alleged violations of Rule 10(b)-5 and Section 11 with respect too release of information regarding the quality of the companyís existing lease portfolio and future earnings expectations. FinEcon also analyzed the adequacy of the risk factors contained in the Prospectus and the untimeliness of plaintiffsí filing their class action complaint. Declaration June 1994.

Heart Technology Class Action. Retained by Evan Schwab of Bogle & Gates on behalf of Heart Technology to analyze the damages, if any, associated with alleged violations of Section 10b-5 and Section 11 with respect to release of information regarding the development and financing of a new medical device. Deposition January 1994.

Cement Masons Pension Trust Arbitration. Retained by the Cement Masons Pension Trust and Mitchell Hutchins, the investment advisor to the Trust, to help settle a dispute regarding investments in mortgage backed securities on behalf of the Trust. The matter was settled in December 1993.

First Fidelity Bancorporation v. National Union Insurance Co. Retained by Gary Battistoni and Stuart Law of Drinker, Biddle & Reath on behalf of First Fidelity to analyze the impact of disclosures made by the bank on the price of its common stock and to estimate related damages. Deposition December 1992.

Mentor Corp. Class Action. Retained by Darryl Snider of Brobeck, Phleger & Harrison, attorneys for Mentor to evaluate the impact on Mentorís stock price of information regarding FDA evaluation of a new medical device. Deposition August 1992.

Salomon Forex, Inc. v. Laszlo N. Tauber. Retained by William D. Iverson of Covington & Burling on behalf of Salomon Forex to analyze the impact of bids in various Treasury auctions on foreign exchange rates and to study the prices received by Dr. Tauber in transactions involving forward and option contracts on foreign exchange. Deposition February 1992. Two declarations March 1992. Salomon Forex was awarded summary judgment on all counts in March 1992.

State of West Virginia v. Morgan Stanley & Co. and Goldman, Sachs & Co. Retained by Scott Wise of Davis, Polk & Wardwell and Norman Feit of Sullivan & Cromwell on behalf of Morgan Stanley & Co. and Goldman, Sachs & Co. to analyze trading by the State of West Virginia in government securities. Deposition December 1991. Trial testimony April 1992. Jury awarded $4 million in damages to the state, but found no evidence of fraud. Prior to my testimony the judge ruled as a matter of law that over $32 million in damages were caused by ultra vires transactions. The case is on appeal.

FHP International Corp. Class Action. Retained by John Spiegel of Munger, Tolles & Olson, attorneys for FHP, to analyze the impact of disclosures by FHP about ongoing developments in the health maintenance organization business and about FHPís marketing practices on the price of FHPís stock. Declaration March 1992.

Ramtek Corp. Class Action. Retained by Charles Patterson and Kenneth Hagen of Pillsbury, Madison & Sutro, attorneys for Sidler Amdec Securities to analyze the pricing of Ramtek convertible debentures in light of various disclosures by the firm. Deposition October 1991. Case settled March 1992.

DeLaurentiis Entertainment Group Class Action. Retained by William Lerach and Kirk Hulett of Milberg, Weiss, Bershad, Specthrie & Lerach, San Diego, attorneys for the DEG shareholders to estimate what the value of DEG would have been had the company made additional disclosures following the issuance of DEG stock. Deposition March 1991.

Saatchi & Saatchi Class Action. Retained by Darryl Snider of Brobeck, Phleger & Harrison, attorneys for Saatchi & Saatchi, to analyze the impact of disclosures made by Saatchi on the price of the companyís securities. Declaration February 1991.

Miniscribe Class Action. Retained by Cary Lerman of Munger Tolles & Olson, Robert Gooding of Howard, Rice, Nemerovski, Robertson & Falk and James Scarboro of Arnold & Porter, attorneys representing Miniscribe and its management, to evaluate the economic issues involved in a variety of class action lawsuits filed on behalf of the shareholders and bondholders of Miniscribe. SEC submission November 1990. Declaration December 1990.

Carolco Pictures Class Action. Retained by William Lerach and Eugene Mikolajczyk of Milberg, Weiss, Bershad, Specthrie & Lerach, San Diego, attorneys for Carolco shareholders to analyze the economic impact on the shareholders of Carolcoís repurchase of shares from Mario Kassar and related transactions. Declaration November 1990. Amended declaration December 1990.

City of San Jose v. Paine, Webber, Jackson & Curtis, et. al. Retained by Jan Adler of Milberg, Weiss, Bershad, Specthrie & Lerach, San Diego, attorneys for the City, to evaluate the financial risk of leveraged trading in government securities and to calculate damages to the City from unsuitable transactions in government securities. Declaration June 1989. Deposition testimony August, September and October 1989. Trial testimony May 1990. Jury awarded plaintiffs $30 million in damages June 1990.

First Interstate Class Action. Retained by John Spiegel of Munger, Tolles & Olson, attorneys for First Interstate, to analyze the impact of disclosures made by the bank on the price of their common stock and to estimate related damages. Prepared detailed charts and valuelines. Case settled September 1990.

Altos Computer Class Action. Retained by Jerome Congress of Milberg, Weiss, Bershad, Specthrie, & Lerach, New York, attorneys representing the Altos shareholders, to estimate the damages resulting from the alleged failure of Altos Computer to disclose relevant information about market conditions when issuing stock in 1982. Deposition testimony April 1989.

Washington Public Power Supply System (WPPSS) Class Action. U.S. District Court for the Western District of Washington, M.D.L. No. 551. Retained by Leonard Simon of Milberg, Weiss, Bershad, Specthrie & Lerach, San Diego, California, attorneys representing the WPPSS bondholders, to evaluate economic issues associated with financial instruments. Deposition testimony April 1988.

Laureys v. Commissioner. Retained by Ted Kletnick, Internal Revenue Service, New York to evaluate the economic risk involved in option straddle transactions. Report filed December 1987. Trial testimony April 1988.

OPTIONS, FUTURES AND DERIVATIVE SECURITIES

Chairman, Los Angeles Blue Ribbon Commission on City Investments. Appointed by Mayor Riordan to serve as Chairman of a Blue Ribbon Commission to examine the Cityís four major funds: the City Treasurerís fund and the pension funds for Police and Fire, City Employees and Water and Power. The Commission was asked to pay particular attention to the risks associated with investment in derivative securities.

SEC, CFTC v. Kemper Financial Services Inc. Retained by Ann Tighe of Cotsirilos, Stehpenson, Tighe & Streicker, attorneys for Kemper Financial, to analyze the relation between trading in S&P 500 futures contracts and underlying equity securities across a number of funds managed by Kemper.

ContiCommodity Services Litigation. Retained by David T. Pritikin of Sidley & Austin, attorneys for Continental Grain, to evaluate the economic impact of trades in government securities and related futures contracts. Declaration May 1989. Trial testimony March 1992. Jury awarded Continental Grain $137 million in damages. Subsequently retained by Mike Clark, the U.S. attorney, to testify in a criminal trial related to the same trading. Trial testimony August 1992. The defendant was found guilty.

Ferruzzi Group v. Chicago Board of Trade. Retained by Larry Hunt of Sidley & Austin, attorneys for Ferruzzi, to evaluate the impact of Ferruzziís soybean trading on the world market for soybeans in the summer of 1989. Declaration July 1990. Testimony in a hearing at the Chicago Board of Trade December 1990. Case settled March 1992.

Hunt v. IRS; U.S. Tax Court, Washington, D.C. Retained by Lawrence Fossi and Ewing Werling of Vinson & Elkins, Dallas, attorneys for Nelson Bunker Hunt, to analyze the value of loans, collateralized by futures contracts between members of the family of Nelson B. Hunt. Expert report submitted November 1987. Trial testimony January 1988.

UTILITY LITIGATION AND THE COST OF CAPITAL

Spin-off of Air Touch Cellular. Retained by Jerry Thayer of the California Public Utilities Commission on behalf of the Division of Rate Payer Advocates to analyze the financial impact on rate payers of the spin-off of Air Touch Cellular from Pacific Telesis. Testimony before Administrative Law Judge, March 1994.

Kern River Cost of Capital Study. Retained by Kathryn Edwards of Travis & Gooch on behalf of gas producers who ship their product through the Kern River Gas Pipeline to estimate the cost of equity capital for the pipeline. Report on the cost of capital March 1993. Testimony at the Federal Energy Regulatory Commission, December 1993.

Columbia Gas Transmission Company Bankruptcy. Retained by David Bennett of Thompson and Knight on behalf of a consortium of natural gas producers in the Southwest to estimate the appropriate discount rate to use when discounting bankruptcy claims that arose when Columbia defaulted on long-term natural gas contracts with the producers. Declaration May 1993. Arbitration testimony August 1993.

Study of the Valuation of Rate Base Regulated Utilities. Commissioned by a consortium of counties in the State of California to examine the relation between market value and various cost based measures of value for regulated telecommunications firms. The purpose of the study was to determine whether a systematic relation exists which can be relied upon in the determination of fair market value.

TA6-307 by Kuparuk Transportation Company. Retained by Terry Bird of Nutter, Bird, Marella, Boxer, Wolpert & Matz, Los Angeles, attorneys for the State of Alaska, to evaluate the appropriate rate of return on a crude oil pipeline in Alaska. Expert witness report filed September 1987.

Southern Union v. New Mexico Gas Consumers Class Action. Retained by John Spiegel of Morrison & Foerster, San Francisco, attorneys for Southern Union, to analyze the effect of a natural gas pricing agreement on the stock prices of several gas producers. Deposition testimony February and July 1984.

REAL ESTATE

Equitec Rollup Litigation. Retained by John Millian of Gibson, Dunn & Crutcher on behalf of Dean Witter to analyze the impact of a rollup on the value of a group of limited partnerships. Deposition May 1993. Declaration June 1993. Trial testimony March 1994.