INDEX OF DEFINED TERMS - Banca di Legnano

Level: 2 – From: 2 – Wednesday, July 21, 2010 – 13:20 – eprint6 – 4247 Section 10
registration statements and prospectus supplements, in violation of Sections 11 and 12 of the Securities
Act, and seeks unspecified compensatory damages and rescission, among other relief.
On May 14, 2009, the Issuer (as the alleged successor-in-interest to MLPF&S), CSC, IndyMac
MBS, IndyMac ABS, and other underwriters and individuals, were named as defendants in a putative class
action complaint, entitled Police & Fire Retirement System of the City of Detroit v. IndyMac MBS, Inc., et
al., filed in the U.S. District Court for the Southern District of New York. On June 29, 2009, the Issuer (as
the alleged successor-in-interest to CSC and MLPF&S) and other underwriters and individuals were
named as defendants in another putative class action complaint, entitled Wyoming State Treasurer, et al. v.
John Olinski, et al., also filed in the U.S. District Court for the Southern District of New York. The
allegations, claims, and remedies sought in these cases are substantially similar to those in the IBEW Local
103 case. On July 29, 2009, Police & Fire Retirement System and Wyoming State Treasurer were
consolidated by the U.S. District Court for the Southern District of New York and a consolidated amended
complaint was filed on October 9, 2009. The consolidated complaint named the Issuer as a defendant
based on allegations that the Issuer is the “successor-in-interest” to CSC and MLPF&S. BAS and CSC
were not named as defendants. Prior to the consolidation of these matters, the IBEW Local 103 case was
voluntarily dismissed by plaintiffs and its allegations and claims were incorporated into the consolidated
amended complaint. A motion to dismiss the consolidated amended complaint was filed on November 23,
2009.
In re Initial Public Offering Securities Litigation
Beginning in 2001, BAS, ML&Co., MLPF&S, other underwriters, and various issuers and others,
were named as defendants in certain putative class action lawsuits that have been consolidated in the U.S.
District Court for the Southern District of New York as In re Initial Public Offering Securities Litigation.
Plaintiffs contend that the defendants failed to make certain required disclosures and manipulated prices of
securities sold in initial public offerings through, among other things, alleged agreements with institutional
investors receiving allocations to purchase additional shares in the aftermarket and seek unspecified
damages. On December 5, 2006, the U.S. Court of Appeals for the Second Circuit reversed the District
Court’s order certifying the proposed classes. On September 27, 2007, plaintiffs filed a motion to certify
modified classes, which defendants opposed. On October 10, 2008, the District Court granted plaintiffs’
request to withdraw without prejudice their class certification motion. The parties agreed to settle the
matter in an amount that is not material to the Issuer’s Consolidated Financial Statements and, on October
5, 2009, the District Court granted final approval of the settlement. Certain objectors to the settlement have
filed an appeal of the District Court’s certification of the settlement class to the U.S. Court of Appeals for
the Second Circuit. On March 2, 2010, the objectors withdrew their discretionary appeal to certification of
the settlement class and filed an appeal of the order by the U.S. District Court for the Southern District of
New York approving the settlement.
Interchange and Related Litigation
General Information
The Issuer, BANA, BA Merchant Services LLC (f/k/a National Processing, Inc.) and MBNA
America Bank, N.A. are defendants in putative class actions filed on behalf of retail merchants that accept
Visa and MasterCard payment cards. Additional defendants include Visa, MasterCard, and other financial
institutions. Plaintiffs seeking unspecified treble damages and injunctive relief, allege that the defendants
conspired to fix the level of interchange and merchant discount fees and that certain other practices,
including various Visa and MasterCard rules, violate federal and California antitrust laws. The class
actions, the first of which was filed on June 22, 2005, are coordinated for pre-trial proceedings in the U.S.
District Court for the Eastern District of New York, together with individual actions brought only against
Visa and MasterCard, under the caption In Re Payment Card Interchange Fee and Merchant Discount Anti-
Trust Litigation. On January 8, 2008, the District Court dismissed all claims for pre-2004 damages. On
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