April 2, 2010 8K DOC


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 2, 2010

Mesa Air Group, Inc.
(Exact name of registrant as specified in its charter)

 

Nevada
000-15495
85-0302351
 (State or other jurisdiction of incorporation)
 (Commission File Number)
(I.R.S. Employer Identification Number)

410 North 44th Street, Suite 700
Phoenix, Arizona    85008

(Address of principal executive offices including zip code)

(602) 685-4000
(Registrant's telephone number, including area code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Item 8.01    Other Events.

On April 2, 2010, Mesa Air Group, Inc. (the "Company") filed the Monthly Operating Report for the period from January 5, 2010 to February 28, 2010 with the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"). The Bankruptcy Court has had jurisdiction over the reorganization proceedings under Chapter 11 of the United States Bankruptcy Code for the Company and each of its wholly-owned subsidiaries since January 5, 2010. A copy of the Monthly Operating Report is attached as Exhibit 99.1 to this report and is incorporated by reference into this Item 8.01.

The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the Company's securities. The Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying with the monthly reporting requirements of the Office of the United States Trustee. The Monthly Operating Report was not audited or reviewed by independent accountants, is in a format prescribed by applicable requirements of the Office of the United States Trustee and is subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of an investor or potential investor in the Company's securities, the Monthly Operating Report contains any information beyond that required by the Office of the United States Trustee. The Monthly Operating Report also contains information for periods that are shorter or otherwise different from those required in the Company's reports pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and such information might not be indicative of the Company's financial condition or operating results for the period that would be reflected in the Company's financial statements or in its reports pursuant to the Exchange Act. Results set forth in the Monthly Operating Report should not be viewed as indicative of future results.

Item 9.01    Financial Statements and Exhibits

Exhibit No.

Description

99.1

Monthly Operating Report for the Period from January 5, 2010 to February 28, 2010


SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

  MESA AIR GROUP, INC.

Date: April 2, 2010

  By:        /s/ BRIAN S. GILLMAN
 
  Name:   BRIAN S. GILLMAN
  Title:    Executive Vice President and General Counsel


EXHIBIT INDEX

Exhibit No.

Description

99.1

Monthly Operating Report for the Period from January 5, 2010 to February 28, 2010


April 2, 2010 8K Exhibit 99.1

Exhibit 99.1

UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
 
 
Debtors: Mesa Air Group, Inc., et al. (1)
Case Number: Jointly Administered 10-10018 (MG)
 
 
Monthly Operating Report for the Period:
Month ended February 28, 2010
 
Federal Tax ID # 85-0302351
 
Debtors' Address:
410 N 44th Street Suite 700
Phoenix, AZ 85008
 
 
Monthly Net Income/(Loss): ($0.246) million
 
 
Debtors' Attorney:
Pachulski, Stang, Ziehl & Jones LLP
780 Third Avenue, 36th Floor
New York, NY 10017-2024
Telephone: (212) 561-7700
Fax: (212) 561-7777
http://www.pszjlaw.com
 
 
Report Preparer: Mesa Air Group, Inc.
 
The undersigned, having reviewed the attached report and being familiar with the Debtors'
financial affairs, verifies under the penalty of perjury that the information contained therein is
complete, accurate and truthful to the best of my knowledge. (2)
 
 
 
Date: April 1, 2010   /s/ Mike Lotz
                                      Mike Lotz
                                      President and Chief Financial Officer
 
 
(1) See next page for a listing of Debtors by case number.
(2) All amounts herein are unaudited and subject to revision. The Debtors reserve all rights to revise this report.

MESA AIR GROUP, INC., ET AL.
MONTHLY OPERATING REPORT
     
(1) The Debtors in these jointly administered cases are as follows:    
     
    Case
Debtor Name
  Number
Mesa Air New York, Inc.   10-10017
Mesa Air Group, Inc.   10-10018
Mesa In-Flight, Inc.   10-10019
Freedom Airlines, Inc.   10-10020
Mesa Airlines, Inc.   10-10021
MPD, Inc.   10-10022
Ritz Hotel Management Corp.   10-10023
Regional Aircraft Services, Inc.   10-10024
Air Midwest, Inc.   10-10025
Mesa Air Group Airline Inventory Management, LLC   10-10030
Nilchi, Inc.   10-10027
Patar, Inc.   10-10028

2


MESA AIR GROUP, INC., ET AL.
SCHEDULE OF DISBURSEMENTS
                 
          Disbursements for     Disbursements for
    Case     month ended     January 5, 2010 to
Debtor Name
  Number
    February 28, 2010
    January 31, 2010
Mesa Air New York, Inc.   10-10017   $ -   $ -
Mesa Air Group, Inc.   10-10018     1,244,806     1,128,964
Mesa In-Flight, Inc.   10-10019     -     -
Freedom Airlines, Inc.   10-10020     1,945,715     1,137,194
Mesa Airlines, Inc.   10-10021     30,568,004     20,791,947
MPD, Inc.   10-10022     156,100     102,356
Ritz Hotel Management Corp.   10-10023     -     -
Regional Aircraft Services, Inc.   10-10024     519,981     575,558
Air Midwest, Inc.   10-10025     147     195
Mesa Air Group Airline Inventory Management, LLC   10-10030     5,833,085     811,717
Nilchi, Inc.   10-10027     -     -
Patar, Inc.   10-10028     -     -

3


MESA AIR GROUP, INC., ET AL.
MONTHLY OPERATING REPORT
INDEX
         
         
Description       Page
Condensed Consolidated Debtors-in-Possession Statement of Operations for the month ended        
February 28, 2010 and filing to date       5
Condensed Consolidated Debtors-in-Possession Balance Sheets as of February 28, 2010        
and all subsequent periods post-petition date       6
Condensed Consolidated Debtors-in-Possession Statement of Cash Flows for the month ended        
February 28, 2010 and filing to date       7
Notes to the Condensed Consolidated Monthly Operating Report       8

4


MESA AIR GROUP, INC., ET AL.
MONTHLY OPERATING REPORT
CONDENSED CONSOLIDATED DEBTORS-IN-POSSESSION STATEMENT OF OPERATIONS

(In $U.S. 000's)       Month ended     January 5, 2010     Filing
        February 28, 2010
    to January 31, 2010
           to Date       
                     
Revenues:                    
     Passenger     $ 65,457    $ 61,488    $ 126,945 
     Cargo              
     Other       463 
    381 
    845 
          Total revenue       65,921 
    61,869 
    127,789 
                     
Operating expenses:                    
     Flight operations       19,787      20,719      40,507 
     Flight operations - nonoperating aircraft       5,291      2,163      7,453 
     Aircraft fuel       14,992      15,953      30,945 
     Aircraft and traffic servicing       3,701      3,897      7,598 
     Maintenance       13,788      10,826      24,615 
     Promotion and sales       333      190      523 
     General and administrative       3,342      3,040      6,382 
     Depreciation and amortization       3,322      2,926      6,248 
     Impairment of long-lived asset      
   
   
          Total operating expenses       64,556 
    59,714 
    124,270 
                     
Operating Income (Loss)       1,365      2,155      3,520 
                     
Nonoperating income (expense)                    
     Interest income       369      322      691 
     Interest expense       (1,565)     (1,343)     (2,908)
     Other, net (Note 9)       309 
    (323)
    (14)
          Total nonoperating income (expense)       (887)
    (1,344)
    (2,231)
                     
Income (loss) before reorganization items and income taxes       478      811      1,288 
                     
     Income taxes       (132)     (87)     (219)
     Loss (gain) on reorganization items (Note 5)       854 
    1,060 
    1,914 
                     
Income (loss) before discontinued operations       (244)     (162)     (407)
                     
     Loss (gain) from discontinued operations      
    (704)
    (702)
                     
Net income (loss)     $ (246)
  $ 542 
  $ 296 

The accompanying notes are an integral part of the financial statements.

5


MESA AIR GROUP, INC., ET AL.
MONTHLY OPERATING REPORT
CONDENSED CONSOLIDATED DEBTORS-IN-POSSESSION BALANCE SHEETS

(In $U.S. 000's, except share data)              
        February 28, 2010
    January 31, 2010
               
  ASSETS            
Current Assets:              
     Cash and cash equivalents     $ 78,707    $ 67,471 
     Short-term investments       873      885 
     Restricted investments       11,660      12,764 
     Receivables, net of allowance       15,600      10,130 
     Inventories, net of allowance       27,329      27,267 
     Prepaid expenses and other assets       125,212 
    141,547 
Total current assets       259,380      260,063 
               
Property and equipment, net       550,459      552,378 
Security and other deposits       11,787      11,786 
Other assets       134,057 
    133,964 
Total Assets     $ 955,683 
  $ 958,191 
               
  LIABILITIES AND SHAREHOLDERS' EQUITY            
Liabilities not subject to compromise:              
Current Liabilities:              
     Accounts payable (Note 7)     $ 4,634    $ 4,817 
     Air traffic liability       4,151      3,791 
     Other accrued expenses       42,205      41,659 
     Income tax payable       3,460      3,597 
     Deferred revenue and other current liabilities      
   
Total current liabilities not subject to compromise       54,450      53,863 
               
Deferred credits and other liabilities       102,581      104,612 
Long term deferred income tax       156,719      156,719 
Other long-term debt post petition      
   
Total liabilities not subject to compromise       259,300 
    261,332 
               
Liabilities subject to compromise (Note 6)       536,132 
    537,002 
Total liabilities       849,882 
    852,196 
               
Stockholders' equity:              
     Preferred stock, no par value, authorized              
          2,000,000 shares; none issued          
     Common stock, no par value and additional paid-in capital,              
          900,000,000 shares authorized; 175,217,249 and               
          175,217,249 shares issued and outstanding, respectively       118,676      118,676 
     Deferred Stock Compensation       1,469      1,417 
     Retained Earnings       (14,345)
    (14,098)
Total stockholders' equity       105,801 
    105,995 
               
Total liabilities and stockholders' equity     $ 955,683 
  $ 958,191 

The accompanying notes are an integral part of the financial statements.

6


MESA AIR GROUP, INC., ET AL.
MONTHLY OPERATING REPORT
CONDENSED CONSOLIDATED DEBTORS-IN-POSSESSION STATEMENT OF CASH FLOWS

(In $U.S. 000's)         Month ended     January 5, 2010     Filing to
          February 28, 2010
    to January 31, 2010
           Date       
                       
Cash flows from operating activities:                      
     Net income (loss) from continuing operations       $ (248)   $ (162)   $ (410)
     Net income (loss) from discontinued operations             704      706 
     Net income (loss)         (246)
    542 
    296 
                       
     Adjustments to reconcile net loss to net cash used                      
          in operating activities:                      
          Depreciation and amortization          3,323      3,362      6,685 
          Impairment charges             (1,080)     (1,080)
          Amortization of deferred credits          (1,464)     (1,338)     (2,802)
          Amortization of restricted stock awards          52      65      118 
          Amortization of contract incentive payments         27      27      55 
          Provision for obsolete expendable parts and supplies         108      127      235 
     Changes in operating assets and liabilities:                    
          Net (purchases) sales of investment securities         12      (885)     (873)
          Receivables         (5,470)     3,626      (1,844)
          Expendable parts and supplies         (170)     (13)     (183)
          Prepaid expenses and other assets         16,335      19,133      35,469 
          Other assets         50      50      100 
          Accounts payable         1,098      9,026      10,124 
          Income taxes payable         (137)     569      432 
          Air traffic liability                
          Other accrued liabilities         916      9,188      10,103 
          Reorganization items         (854)     (1,060)     (1,914)
     Net cash provided by (used in) operating activities         13,581 
    41,339 
    54,920 
                       
Cash flows from reorganization activities                      
          Net cash provided by (used in) reorganization activities        
   
   
                       
     Total net cash proved by (used in) operating activities        
   
   
                       
Cash flows from investing activities:                      
          Capital expenditures          (1,378)     (1,538)     (2,916)
          Proceeds from sale of flight equipment and expendable inventory                
          Change in restricted cash          1,104            1,104 
          Equity method investment         (213)     340      127 
          Investment deposits                
          Change in other assets          16      11      27 
          Net returns (payments) of lease and equipment deposits          (1)
    (47)
    (48)
     Net cash (used in) provided by investing activities         (471)
    (1,235)
    (1,706)
                       
Cash flows from financing activities:                      
          Principal payments on long-term borrowings         (1,874)
    (1,867)
    (3,740)
                       
     Net cash (used in) provided by financing activities         (1,874)
    (1,867)
    (3,740)
                     
Increase (decrease) in cash and cash equivalents         11,236      38,238      49,474 
                       
Cash and cash equivalents at beginning of period         67,471 
    29,233 
    29,233 
                       
Cash and cash equivalents at end of period       $ 78,707 
  $ 67,471 
  $ 78,707 

The accompanying notes are an integral part of the financial statements.

7


MESA AIR GROUP, INC., ET AL.

NOTES TO MONTHLY OPERATING REPORT

1. Background and Organization

General - Mesa Air Group, Inc. ("Mesa" or the "Company") is a holding company whose principal subsidiaries operate as regional air carriers providing scheduled passenger and airfreight service. As of February 28, 2010, the Company served 126 cities in 41 states, the District of Columbia, Canada, and Mexico and operated a fleet of 120 aircraft with approximately 650 daily departures.

Chapter 11 Reorganization Cases - On January 5, 2010 (the "Petition Date"), Mesa Air Group, Inc. and its eleven subsidiaries (the "Debtors") filed voluntary petitions for relief under chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of New York (the "Court"). The Debtors continue to operate their businesses as "debtors-in-possession" under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. On January 14, 2010, the Office of the United States Trustee for the Southern District of New York appointed a statutory committee of unsecured creditors.

2. Basis of Presentation

Condensed Consolidated Debtor-in-Possession Financial Statements - The unaudited financial statements and supplemental information contained herein represent the condensed consolidated financial information for the Debtors. The results of operations for the period from January 5, 2010 to January 31, 2010 were estimated based upon estimates that included the use of statistical data, processed revenue, fuel purchases and a pro-ration of calendar days within the month of January. Amounts presented in the unaudited Statement of Cash Flows for the period from January 5, 2010 to January 31, 2010 were based on estimated asset and liability balances as of the filing date and actual balances as of January 31, 2010, as well as the aforementioned estimated results of operations for the period from January 5, 2010 to January 31, 2010.

American Institute of Certified Public Accountants Statement of Position 90-7, "Financial Reporting by Entities in Reorganization under the Bankruptcy Code" ("SOP 90-7"), which is applicable to companies in chapter 11, generally does not change the manner in which financial statements are prepared. It does, however, require that the financial statements for periods subsequent to the filing of the chapter 11 petition distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. The Debtors' financial statements contained herein have been prepared in accordance with the guidance in SOP 90-7. Further information concerning the Debtors' accounting policies will be found in the footnotes to our Annual Report on Form 10-K for the period ended September 30, 2009 once filed and subsequent filings on Form 10-Q when filed with the United States Securities and Exchange Commission.

The unaudited consolidated financial statements have been derived from the books and records of the Debtors. Certain financial information, however, has not been subject to procedures that typically would be applied to financial information presented in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP") and, upon the application of such procedures, the Debtors believe that the financial information will be subject to changes. These changes could be material. The information furnished in this report includes primarily normal recurring adjustments, but does not include all of the adjustments that typically would be made for quarterly financial statements in accordance with U.S. GAAP. Certain prepaid balances and pre- and post- petition trade accounts payable balances are subject to further review and reclassification. In addition, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, this report should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the period ended September 30, 2009 once filed and subsequent filings on Form 10-Q when filed with the United States Securities and Exchange Commission.

The results of operations contained herein are not necessarily indicative of results that may be expected from any other period or for the full year, and may not necessarily reflect the consolidated results of operations, financial position and cash flows of the Debtors in the future.

Case Number: 10-10018 (MG) (Jointly Administered)

8


Intercompany Transactions - Intercompany transactions between Debtors have been eliminated in the financial statements contained herein.

Property and Equipment, net - Recorded at cost net of accumulated deprecation.

Taxes - Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in future years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company records deferred tax assets for the value of benefits expected to be realized from the utilization of alternative minimum tax credit carry forward, capital loss carryforward and state and federal net operating loss carryforward. We periodically review these assets to determine the likelihood of realization. To the extent we believe some portion of the benefit may not be realizable, an estimate of the unrealized position is made and an allowance recorded. The Company and its consolidated subsidiaries file a consolidated federal income tax return. As of February 28, 2010, the Company estimated an effective tax rate of 35%.

The Debtors have received approval to pay pre-petition employee withholding obligations in addition to employment and wage-related taxes, sales and use taxes, and certain other taxes due in the normal course of business through certain first day motions. As such, the Debtors have paid such taxes when due. In addition, all post-petition tax obligations have been fully paid to the proper taxing authorities to the extent they were due during the current reporting period.

Further, employee withholding obligations are pre-funded by the Debtors and paid directly by the Debtors' payroll contractor, Automatic Data Processing, Inc. ("ADP"). Thus, no further information regarding taxes is included in this report.

3. Insurance

All insurance premiums have been paid to the proper insurance company or broker when due during the current reporting period, and all insurance policies are in force as of the filing of this report.

4. Cash Management System & Use of Cash

The Court has entered interim orders authorizing the Debtors to continue to use their existing cash management system including: (i) investment guidelines; (ii) maintenance of existing bank accounts and business forms; and (iii) the authorization to open and close bank accounts. The Debtors are continuing to collect and disburse cash since the Petition Date using the existing cash management system.

Case Number: 10-10018 (MG) (Jointly Administered)

9


5. Reorganization items

SOP 90-7 requires separate disclosure of reorganization items such as realized gains and losses from the settlement of pre-petition liabilities, provisions for losses resulting from the reorganization and restructuring of the business, as well as professional fees directly related to the process of reorganizing the Debtors under Chapter 11. The Debtors' reorganization items consist of the following:

(In $U.S. 000's)           January 5, 2010      
      Month ending     to     Filing to
      February 28, 2010
    January 31, 2010
           Date       
Professional fees directly related to reorganization   $ 854    $ 1,060    $ 1,914 
Unsecured claims allowed by the court            
Loss on sale-leaseback transactions            
Write-off of debt issuance cost            
Gains on the sale of aircraft            
Cost related to the early return and sale of aircraft            
Write-off of note receivable            
Loss/(gains) on contract terminations, net            
Other    
   
   
     Total loss/(gain) on reorganization items   $ 854 
  $ 1,060 
  $ 1,914 

Professional fees directly related to the reorganization ("Professional Fees") include fees associated with advisors to the Debtors, the statutory committee of unsecured creditors and certain secured creditors. Professional Fees are estimated by the Debtors and will be reconciled to actual invoices when received.

6. Liabilities Subject to Compromise

As a result of the Chapter 11 Filings, most pre-petition indebtedness is subject to compromise or other treatment under a plan of reorganization. Generally, actions to enforce or otherwise affect payment of pre-Chapter 11 liabilities are stayed. At hearings held in January and February, the Court granted final approval of many of the Debtors' "first day" motions covering, among other things, human capital obligations, supplier relations (including fuel supply and fuel contracts), insurance, customer relations, business operations, certain tax matters, industry agreements, utilities, case management and retention of professionals.

The Debtors have been paying and intend to continue to pay undisputed post-petition claims in the ordinary course of business. In addition, the Debtors may reject pre-petition executory contracts and unexpired leases with respect to the Debtors' operations, with the approval of the Bankruptcy Court. Damages resulting from rejection of executory contracts and unexpired leases are generally treated as general unsecured claims and will be classified as liabilities subject to comprise. Holders of pre-petition claims will be required to file proofs of claims by a bar date to be determined by the Court. The deadline for the filing of proofs of claims against the Debtors in this case has not been set yet.

A bar date is the date by which claims against the Debtors must be filed if the claimants wish to receive any distribution in the Chapter 11 cases. Differences between liability amounts estimated by the Debtors and claims filed by creditors will be investigated and, if necessary, the Court will make a final determination of the allowable claim. The determination of how liabilities will ultimately be treated cannot be made until the Court approves a Chapter 11 plan of reorganization. Accordingly, the ultimate amount or treatment of such liabilities is not determinable at this time.

SOP 90-7 requires pre-petition liabilities that are subject to compromise to be reported at the amounts expected to be allowed, even if they may be settled for lesser amounts. The amounts currently classified as liabilities subject to compromise may be subject to future adjustments depending on Court actions, further developments with respect to disputed claims, determinations of the secured status of certain claims, the values of any collateral securing such claims, or other events.

Case Number: 10-10018 (MG) (Jointly Administered)

10


Liabilities Subject to Compromise consist of the following:

(In $U.S. 000's)

      February 28,     January 31,
      2010
    2010
Accounts payable and other accrued expenses   $ 68,090    $ 66,810 
Accrued interest expense     5,937      6,197 
Accrued maintenance events        
Write-off of debt issuance cost        
Secured aircraft debt     391,771      393,692 
Other secured debt     10,407      10,414 
Unsecured debt     59,928      59,889 
Convertible bonds    
   
     Total liabilities subject to compromise   $ 536,132 
  $ 537,002 

Liabilities subject to compromise include trade accounts payable related to pre-petition purchases, all of which were scheduled for payment in the post-petition period. As a result, the cash flows from operations were favorably affected by the stay of payment related to these accounts payable.

7. Post-petition Accounts Payable

To the best of the Debtors' knowledge, all undisputed post-petition accounts payable have been and are being paid under agreed-upon payment terms except for approximately $4.6 million of invoices received, not yet paid, as of February 28, 2010.

8. Owned and Leased Aircraft

On January 26, 2010, the Court approved the abandonment of twenty (20) Beech 1900D aircraft and related airframe, engines, propellers, avionics and all other equipment, parts and components installed in or on, or acceded to, or associated with the related aircraft.

The Debtor is currently developing a fleet plan to address the remaining owned and leased aircraft. The Debtor continues to accrue lease and interest expenses in accordance with pre-petition contracts until lease and debt agreements are finalized and approved by the Court. The line item labeled Flight Operations - Nonoperating Aircraft includes lease expense related to aircraft currently not in operation.

9. Other, Net

Other, Net includes gain / (loss) on disposal of assets, debt conversion expense, recognition of our share of gain/(loss) in our Hawaiian joint venture and other miscellaneous expenses. This total excludes gains / (losses) on minority investments that are reported quarterly.

Case Number: 10-10018 (MG) (Jointly Administered)

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10. Payments to Insiders

Of the total disbursements listed herein, the amounts paid to insiders during the current reporting period are as follows:

Name
  Type of Payment
  Amount Paid (Feb 1 - Feb 28)
Ornstein,Jonathan G   Wages / Expenses   42,115.36
Lotz,Michael J   Wages / Expenses   32,452.19
Gillman,Brian S   Wages / Expenses   26,087.30
Foley,Paul F   Wages / Expenses   13,461.60
James Swigart   Wages / Expenses   13,988.84
Keith Kranzow   Wages / Expenses   11,923.04
Butler,David K   Wages / Expenses   11,538.40
Gary Appling   Wages / Expenses   9,733.27
Eric Gust   Wages / Expenses   7,580.56
Skellon,Paul   Wages / Expenses   8,523.97
Ferverda,Michael L   Wages / Expenses   7,692.32
Chris Pappaioanou   Wages / Expenses   6,538.40
Edward Gomes   Wages / Expenses   6,538.40
Ryan Gumm   Wages / Expenses   7,043.59
Robert Hornberg   Wages / Expenses   6,153.92
Kenley Chambers   Wages / Expenses   5,384.64
Thayer, Richard   Wages / Expenses   10,750.00
Beleson,Robert   Wages / Expenses   8,250.00
Altobello,Daniel   Wages / Expenses   7,750.00
Manson III,Joseph   Wages / Expenses   5,250.00
Nostrad,Peter   Wages / Expenses   8,250.00
Parker,Maurice   Wages / Expenses   4,750.00
Bonilla,Carlos   Wages / Expenses   5,250.00

Case Number: 10-10018 (MG) (Jointly Administered)

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