INDEX OF DEFINED TERMS - Banca di Legnano

Level: 2 – From: 2 – Wednesday, July 21, 2010 – 13:20 – eprint6 – 4247 Section 10
class of persons who acquired ARS directly from defendants and who held those securities as of February
13, 2008. Plaintiffs seek to recover alleged losses in the market value of ARS allegedly caused by the
decision of the Issuer and ML&Co. and others to discontinue supporting auctions for the securities.
Plaintiffs seek treble damages and seek to rescind at par their purchases of ARS. On January 15, 2009,
defendants, including the Issuer and ML&Co., filed a motion to dismiss the complaints. On January 25,
2010, the District Court dismissed the two cases with prejudice. On March 1, 2010, plaintiffs in the Mayor
and City Council of Baltimore, Maryland v. Citigroup et al., and Mayfield et al. v. Citigroup Inc. et al.
cases filed a notice of appeal from the order of the U.S. District Court for the Southern District of New
York dismissing those cases.
Since October 2007, numerous arbitrations and individual lawsuits have been filed against the
Issuer, BANA, BAS, BAI, MLPF&S and in some cases ML&Co. by parties who purchased ARS. Plaintiffs
in these cases, which assert substantially the same types of claims, allege that defendants manipulated the
market for, and failed to disclose material facts about, ARS. Plaintiffs seek compensatory and punitive
damages totaling in excess of US$2.6 billion as well as rescission, among other relief.
Countrywide Bond Insurance Litigation
General Information
On September 30, 2008, Countrywide Financial Corporation (“CFC”) and other Countrywide
entities were named as defendants in an action filed by MBIA Insurance Corporation (“MBIA”), entitled
MBIA Insurance Corporation, Inc. v. Countrywide Home Loans, et al., in New York Supreme Court, New
York County. The action relates to bond insurance policies provided by MBIA with regard to certain
securitized pools of home equity lines of credit and fixed-rate second lien mortgage loans. MBIA allegedly
has paid claims as a result of defaults in the underlying loans, and claims that these defaults are the result
of improper underwriting. On August 24, 2009, MBIA filed an amended complaint in the action, which
includes allegations regarding five additional securitizations, and adds the Issuer and Countrywide Home
Loans Servicing, LP as defendants. The amended complaint alleges misrepresentation and breach of
contract, among other claims, and seeks unspecified actual and punitive damages, and attorneys’ fees from
the Countrywide defendants and from the Issuer as an alleged successor to the Countrywide defendants.
On October 9, 2009, the Issuer and the Countrywide defendants filed a motion to dismiss certain claims
asserted in the amended complaint.
On January 28, 2009, Syncora Guarantee Inc. (“Syncora”) filed suit, entitled Syncora Guarantee
Inc. v. Countrywide Home Loans, Inc., et al., in New York Supreme Court, New York County against CFC
and certain other Countrywide entities. The action relates to bond insurance policies provided by Syncora
with regard to certain securitized pools of home equity lines of credit. Syncora allegedly has paid claims as
a result of defaults in the underlying loans, and claims that these defaults are the result of improper loan
underwriting. The complaint alleges misrepresentation and breach of contract, among other claims, and
seeks unspecified actual and punitive damages, and attorneys’ fees. The defendants have moved to dismiss
certain of the claims.
On July 10, 2009, MBIA filed a complaint, entitled MBIA Insurance Corporation, Inc. v. Bank of
America Corporation, Countrywide Financial Corporation, Countrywide Home Loans, Inc., Countrywide
Securities Corporation, et al., in Superior Court of the State of California, County of Los Angeles, against
the Issuer, CFC, various Countrywide entities and other individuals and entities. MBIA, which amended
the complaint on November 3, 2009, purports to bring the action as subrogee to the note holders for
certain securitized pools of home equity lines of credit and fixed-rate second lien mortgage loans. The
complaint is based upon the same allegations set forth in the complaints filed in the MBIA Insurance
Corporation Inc., v. Countrywide Home Loan et al., action and asserts claims for, among other things,
misrepresentation, breach of contract, and violations of certain California statutes. The complaint seeks
unspecified damages and declaratory relief. On December 4, 2009, the Issuer and various defendants filed
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