Case 1:12-cv-00033-JRN Document 12 Filed 02/29/12 Page 1 of 32

Case 1:12-cv-00033-JRN Document 12 Filed 02/29/12 Page 7 of 32UNITED STATES DISTRICT COURTFOR THE WESTERN DISTRICT OF TEXASAUSTIN DIVISIONSECURITIES AND EXCHANGE COMMISSION, :Plaintiff,Civil Action No.: 1-12-cv-00033v.LIFE PARTNERS HOLDINGS, INC., BRIANPARDO, R. SCOTT PEDEN, ANDDAVID M. MARTINDefendants.DEFENDANTS LIFE PARTNERS HOLDINGS, INC. AND R. SCOTT PEDEN'SMOTION TO DISMISS AND BRIEF IN SUPPORTDefendants, Life Partners Holdings, Inc. ("LPHI") and R. Scott Peden ("Peden")(collectively "Defendants"), file this Motion to Dismiss, pursuant to Rules 8(a), 9(b), and12(b)(6) of the Federal Rules of Civil Procedure, and respectfully show the Court as follows:I. PRELIMINARY STATEMENTPlaintiff seeks to hold Defendants liable for alleged misrepresentations and omissions inviolation of the federal securities laws. However, in fact, the Complaint contains only partialdisclosures and blatant misrepresentations of fact.By way of example, Plaintiff claims thatreports Life Partners, Inc. ("LPI") filed with the Texas Department of Insurance established thatinsureds underlying 80% of matured policies facilitated by LPI using Dr. Donald Cassidy's lifeexpectancy estimates had outlived those estimates. In truth, more than 44% of those insuredsdied at or prior to the estimates provided by Dr. Cassidy, making Plaintiff s 80% figure animpossibility.DEFENDANTS LIFE PARTNERS HOLDINGS, INC. AND R. SCOTT PEDEN'S MOTION TO DISMISSAND BRIEF IN SUPPORT - Page 1