BANKUNITED FINANCIAL CORP - FORM 8-K - EX-99.1 - DEBTOR'S SUMMARY CONSOLIDATED STANDARD MONTHLY OPERATING REPORT

BANKUNITED FINANCIAL CORP - FORM 8-K - EX-99.1 - DEBTOR'S SUMMARY CONSOLIDATED STANDARD MONTHLY OPERATING REPORT - April 26, 2011

Attached files

Attached files

file	filename
8-K - FORM 8-K - BANKUNITED FINANCIAL CORP	d8k.htm

Exhibit 99.1

UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

MIAMI DIVISION


IN RE:	}	CASE NUMBER 09-19940-LMI
	}	(Jointly Administered)
BANKUNITED FINANCIAL ⁽¹⁾	}
CORPORATION, ET AL.	}	JUDGE Hon. Laurel M. Isicoff
	}
DEBTOR.	}	CHAPTER 11

DEBTORS’ CONSOLIDATED STANDARD MONTHLY OPERATING REPORT (BUSINESS)


	FOR THE PERIOD
FROM	March 1, 2011	TO	March 31, 2011

Comes now the above-named debtor and files its Monthly Operating Reports in accordance with the Guidelines established by the United States Trustee and FRBP 2015.


		/s/ Joseph J. Luzinski, CRO
		Debtor’s Signature

Debtor’s Address		Attorney’s Address
and Phone Number:		and Phone Number:

c/o Development Specialists, Inc.		Greenberg Traurig, P.A.

200 South Biscayne Boulevard, Suite 1818		333 Avenue of the Americas

Miami, FL 33131-2329		Miami, FL 33131

(305) 374-2717		(305) 579-0500

Note: The original Monthly Operating Report is to be filed with the court and a copy simultaneously provided to the United States Trustee Office. Monthly Operating Reports must be filed by the 20th day of the following month.

For assistance in preparing the Monthly Operating Report, refer to the following resources on the United States Trustee Program Website, http://www.usdoj.gov/ust/r21/index.htm.

1)	Instructions for Preparations of Debtor’s Chapter 11 Monthly Operating Report

2)	Initial Filing Requirements

3)	Frequently Asked Questions (FAQs) http://www.usdoj.gov/ust/.

(1)	On the Petition Date, the following affiliated entities filed concurrently for Chapter 11:

BankUnited Financial Corporation (Case #09-19940)

BankUnited Financial Services, Inc. (Case #09-19941)

CRE America Corporation (Case #09-19942)

MOR-1 (3)

GENERAL DISCLAIMER

These bankruptcy cases were filed on May 22, 2009, the day after the regulatory seizure of Debtor BankUnited Financial Corporation’s wholly-owned banking subsidiary, BankUnited, FSB, and the ensuing sale of that subsidiary’s assets by the Federal Deposit Insurance Corporation to BankUnited, a de novo federal savings association organized under the laws of the United States (“New Bank”). The Debtors’ current Chief Restructuring Officer, Joseph J. Luzinski (the “CRO”) was appointed effective June 2, 2009, eleven days after these cases were filed. Nearly all of the books and records of the Debtors are presently in the possession of the FDIC or New Bank. Accordingly, the information contained herein is based on the information currently available to the CRO and is subject to modification as additional information becomes available.

Nothing herein shall be construed as an admission or determination by the Debtors as to any amount or value set forth herein, the validity of any debt listed herein, ownership of any asset listed herein, the completeness of any financial statement set forth herein, or otherwise as to the accuracy or completeness of any information contained herein. The Debtors expressly reserve the right to modify any and all information contained herein as additional information becomes available.

Disclaimer (3)

SCHEDULE OF RECEIPTS AND DISBURSEMENTS

FOR THE PERIOD BEGINNING March 1, 2011 AND ENDING March 31, 2011


Name of Debtor:	BANKUNITED FINANCIAL CORPORATION, ET AL.	Case Number	09-19940-LMI
Date of Petition:	May 22, 2009		(Jointly Administered)


				CURRENT MONTH			CUMULATIVE PETITION TO DATE
1.	FUNDS AT BEGINNING OF PERIOD			$	11,974,933	(a)	$	—	(b)

2.	RECEIPTS:
	A. Cash Sales			$	—		$	—

	Minus: Cash Refunds	(-	)	$	—		$	—

	Net Cash Sales			$	—		$	—

	B. Accounts Receivable			$	—		$	—

	C. Other Receipts (See MOR-3)			$	1,237		$	19,570,724

	(If you receive rental income, you must attach a rent roll.)
3.	TOTAL RECEIPTS *(Lines 2A+2B+2C)*			$	1,237		$	19,570,724

4.	TOTAL FUNDS AVAILABLE FOR OPERATIONS *(Line 1 + Line 3)*			$	11,976,170		$	19,570,724


5	DISBURSEMENTS
	A. Advertising			$	—		$	141,170

	B. Bank Charges			$	111		$	2,384

	C. Contract Labor			$	—		$	—

	D. Fixed Asset Payments (not incl. in “N”)			$	—		$	—	⁽¹⁾

	E. Insurance			$	—		$	—

	F. Inventory Payments (See Attach. 2)			$	—		$	—

	G. Leases			$	—		$	—

	H. Manufacturing Supplies			$	—		$	—

	I. Office Supplies			$	—		$	1,043

	J. Payroll - Net (See Attachment 4B)			$	—		$	—

	K. Professional Fees (Accounting & Legal)			$	189,465		$	7,462,978

	L. Rent			$	—		$	—

	M. Repairs & Maintenance			$	—		$	—

	N. Secured Creditor Payments (See Attach. 2)			$	—		$	—

	O. Taxes Paid - Payroll (See Attachment 4C)			$	—		$	—

	P. Taxes Paid - Sales & Use (See Attachment 4C)			$	—		$	—

	Q. Taxes Paid - Other (See Attachment 4C)			$	—		$	1,147

	R. Telephone			$	—		$	—

	S. Travel & Entertainment			$	—		$	562

	T. U.S. Trustee Quarterly Fees			$	—		$	45,500

	U. Utilities			$	—		$	—

	V. Vehicle Expenses			$	—		$	—

	W. Other Operating Expenses (See MOR-3)			$	845		$	130,191

6.	TOTAL DISBURSEMENTS *(Sum of 5A thru W)*			$	190,421		$	7,784,975

7.	ENDING BALANCE *(Line 4 Minus Line 6)*			$	11,785,749	(c)	$	11,785,749	(c)

I declare under penalty of perjury that this statement and the accompanying documents and reports are true and correct to the best of my knowledge and belief, subject to the General Disclaimer and footnotes to this Report.


This 21st day of April, 2011.		/s/ Joseph J. Luzinski, CRO
		(Signature)

(a)	This number is carried forward from last month’s report. For the first report only, this number will be the balance as of the petition date.

(b)	This figure will not change from month to month. It is always the amount of funds on hand as of the date of the petition.

(c)	These two amounts will always be the same if form is completed correctly.

(1)	Debtor has reclassified the work performed by Epic Bankruptcy Solutions from Contract Labor to Other Operating Expenses.

MOR-2 (3)

MONTHLY SCHEDULE OF RECEIPTS AND DISBURSEMENTS (cont’d)

Detail of Other Receipts and Other Disbursements

OTHER RECEIPTS:

Describe Each Item of Other Receipt and List Amount of Receipt. Write totals on Page MOR-2, Line 2C.


Description	Current Month		Cumulative Petition to Date
BUFC - Close Pre-Petition Bank Accounts	$	—	$	16,061,971

BUFC - Interest Income	$	636	$	14,595

BUFC - Retainer Recoveries	$	—	$	407,141

BUFC - Transfer of Brokerage Accounts from “Old Bank”	$	—	$	57,039

BUFC - Preference Recoveries	$	—	$	431,970

BUFC - Insurance Premium Refunds	$	—	$	191,931

BUFS - Close Pre-Petition Bank Accounts	$	—	$	2,033,234

BUFS - Interest Income	$	145	$	2,635

BUFS - Return of Suntrust Funds	$	—	$	98,238

BUFS - Commissions Revenue	$	390	$	905

BUFS - Refunds	$	50	$	413

BU Realty - Close “Old Bank” Bank Accounts	$	—	$	30,550

BU Realty - Interest Income	$	2	$	36

CRE - Close Pre-Petition Bank Accounts	$	—	$	239,791

CRE - Interest Income	$	15	$	274

TOTAL OTHER RECEIPTS	$	1,237	$	19,570,724

“Other Receipts” includes Loans from Insiders and other sources (i.e. Officer/Owner, related parties directors, related corporations, etc.). Please describe below:

OTHER DISBURSEMENTS:

Describe Each Item of Other Disbursement and List Amount of Disbursement. Write totals on Page MOR-2, Line 5W.


Description	Current Month		Cumulative Petition to Date
Corporate Filing Fees	$	150	$	1,050

Employee Expense Reimbursement	$	—	$	2,088

Financial Subscriptions	$	—	$	12,700

CRE - St. Regis Timeshare Annual Maintenance Fees	$	—	$	20,966

EDGAR Filing Fees	$	695	$	24,676

Stock Transfer Agent	$	—	$	30,314

IRS (non-tax payment)	$	—	$	14,000

Claims	$	—	$	12,816

Bank Error	$	—	$	—

Noticing Agent / Creditor Committee Support	$	—	$	11,581	⁽¹⁾

TOTAL OTHER DISBURSEMENTS	$	845	$	130,191

NOTE: Attach a current Balance Sheet and Income (Profit & Loss) Statement.

(1)	Debtor has reclassified the work performed by Epic Bankruptcy Solutions from Contract Labor to Other Operating Expenses.

MOR-3

BankUnited Financial Corporation, et al.,DIP

Consolidated Income Statement

For the Period Ended

March 31, 2011


Cash Basis	BankUnited Financial Corp., DIP			BankUnited Financial Svc., DIP		BU Realty Corp.			CRE America, Corp., DIP		TOTAL BUFC, et al., DIP
Ordinary Income/Expense
Income
Commissions Revenue		0			390		0			0		390
Insurance Premium Refunds		0			0		0			0		0
Preference Recoveries		0			0		0			0		0
Retainer Recoveries		0			0		0			0		0
Transfer from Old Bank		0			0		0			0		0

Total Income		0			390		0			0		390
Expense
Administrative		0			0		0			0		0
Advertising		0			0		0			0		0
Bank Charges		111			0		0			0		111
Board Compensation		0			0		0			0		0
Contract Labor		0			0		0			0		0
Insurance		0			0		0			0		0
Other Operating Expenses		695			0		150			0		845
Professional Fees
CRO Fees		20,000			0		0			0		20,000
Financial Advisor Fees
Fin. Advisor Fees - Committee		3,943			0		0			0		3,943
Fin. Advisor Fees - Debtor		35,999			0		0			0		35,999

Financial Advisor Fees		39,942			0		0			0		39,942
Financial Advisor Reimb Expense
Fin. Adv. Reimb Exp - Committee		0			0		0			0		0
Fin. Adv. Reimb Exp - Debtor		5,482			0		0			0		5,482

Financial Advisor Reimb Expense		5,482			0		0			0		5,482
Legal Fees
Legal Fees - Committee		50,201			0		0			0		50,201
Legal Fees - Debtor		71,126			0		0			0		71,126
Legal Fees - Other		0			0		0			0		0

Legal Fees		121,327			0		0			0		121,327
Legal Reimb Expenses
Legal Reimb Exp - Committee		743			0		0			0		743
Legal Reimb Exp - Debtor		1,971			0		0			0		1,971
Legal Reimb Exp - Other		0			0		0			0		0

Legal Reimb Expense		2,714			0		0			0		2,714

Total Professional Fees		189,465			0		0			0		189,465
Taxes		0			0		0			0		0
U.S. Trustee Quarterly Fees		0			0		0			0		0

Total Expense		190,271			0		150			0		190,421

Net Ordinary Income		(190,271	)		390		(150	)		0		(190,032	)

Other Income/Expense
Other Income
Other Receipts
Miscellaneous Receipts		50			0		0			0		50
Interest Income		636			145		2			15		797

Total Other Receipts		686			145		2			15		847

Total Other Income		686			145		2			15		847

Net Other Income		686			145		2			15		847

Net Incr./(Decr.) in Cash During Period		(189,585	)		534		(148	)		15		(189,184	)

Page 5 of 15

BankUnited Financial Corporation, et al.,DIP

Consolidated Income Statement

Inception to Date

(March 31, 2011)


Cash Basis	BankUnited Financial Corp., DIP		BankUnited Financial Svc., DIP		BU Realty Corp.		CRE America, Corp., DIP		TOTAL BUFC, et al., DIP
Ordinary Income/Expense
Income
Commissions Revenue		0		905		0		0		905
Insurance Premium Refunds		191,931		0		0		0		191,931
Other Receipts (See MOR-3)		0		98,238		0		0		98,238
Preference Recoveries		431,970		0		0		0		431,970
Retainer Recoveries		407,141		0		0		0		407,141
Transfer from Old Bank		11,391,219		2,033,234		30,550		239,791		13,694,794

Total Income		12,422,262		2,132,377		30,550		239,791.20		14,824,980
Expense
Administrative		53,158		0		0		0		53,158
Advertising		141,170		0		0		0		141,170
Bank Charges		2,385		0		0		0		2,385
Board Compensation		157,500		0		0		0		157,500
Contract Labor		0		796		0		0		796
Insurance		0		0		0		0		0
Office Supplies		1,043		0		0		0		1,043
Other Operating Expenses		54,370		300		300		21,266		76,236
Professional Fees
CRO Fees		470,000		0		0		0		470,000
Financial Advisor Fees		1,034,642		0		0		0		1,034,642
Financial Advisor Reimb Expense		23,839		0		0		0		23,839
Legal Fees		5,602,386		0		0		0		5,602,386
Legal Reimb Expense		174,612		0		0		0		174,612

Total Professional Fees		7,305,480		0		0		0		7,305,480
Travel & Entertainment		0		0		0		0		0
Taxes		0		0		0		0		0
U.S. Trustee Quarterly Fees		40,625		2,275		0		2,600		45,500

Total Expense		7,755,731		3,371		300		23,866		7,783,268

Net Ordinary Income		4,666,531		2,129,005		30,250		215,925		7,041,712
Other Income/Expense
Other Income
Other Receipts
Miscellaneous Receipts		50		363		0		0		413
Interest Income		14,595		2,636		36		275		17,542

Total Other Receipts		14,645		2,999		36		275		17,955

Total Other Income		14,645		2,999		36		275		17,955

Net Other Income		14,645		2,999		36		275		17,955

Net Income		4,681,177		2,132,004		30,286		216,200		7,059,667

Page 6 of 15

BankUnited Financial Corporation, et al.,DIP

Consolidated Balance Sheet

As of March 31, 2011


	BankUnited Financial Corp., DIP					BankUnited Financial Svc., DIP
ASSETS⁽¹⁾
Current Assets
Checking/Savings
Pre-Petition Bank Accounts		—	⁽²⁾				—	⁽²⁾
Post-Petition Bank Accounts		9,356,721					2,132,004
Brokerage Accounts		—					—
FHLB Overnight Deposit		51,636					—

Total Checking/Savings				9,408,357					2,132,004
Accounts Receivable				16,163					—	⁽³⁾
Other Current Assets
Deposits		—					—
Income Tax Receivable		1,008,753					197,196
Other Receivables		—					107,783	⁽³⁾
Prepaid Assets		—					—
Related Party Loans Receivable		14,504,588	⁽⁴⁾				—

Total Other Current Assets				15,513,341					304,979

Total Current Assets				24,937,861					2,436,983

Fixed Assets
Accumulated Depreciation		—					—
Furniture and Equipment		—					—

Total Fixed Assets				—					—
Other Assets
Deferred Offering Cost		—					—
Deferred Tax Asset		29,567					—
Investment in BKUN Stat Trust		7,121,000					—
Investment in Partnerships		1,346,915	⁽⁵⁾				—
Investment in Subsidiaries		—					—
Painting & Other Art Works		36,111					—
Timeshare		—					—
Trademarks		—					—

Total Other Assets				8,533,593					—

TOTAL ASSETS⁽¹⁾				33,471,454					2,436,983


Liabilities & Equity⁽¹⁾
Liabilities
Pre-Petition Liabilities
Accrued Expenses		652,578					—
Accrued Interest Payable		11,127,142					—
Convertible Notes -BUFC- 3.125%		120,000,000					—
Deferred Taxes		5,232,489					—
Forward Purchase Contract		2,652,223					—
Related Party Loans Payable		—					3,401,671	⁽⁴⁾
Sub Sr Note - BUFC - 6.37% 4/07		184,000,000					—
Subdebt@3MTH - BUFC- L+3% 09/07		12,500,000					—
Subnotes - BUFC		237,261,000					—

Total Pre-Petition Liabilities				573,425,431					3,401,671

Total Liabilities				573,425,431					3,401,671

Equity
Retained Earnings - Pre-Petition		(544,835,839	)				(3,096,692	)
Retained Earnings - Post Petition		4,681,177					2,132,004
Unrealized Gain/(Loss) on Investment in Partnerships		200,684					—
Total Equity				(539,953,978	)				(964,688	)

TOTAL LIABILITIES & EQUITY⁽¹⁾				33,471,454					2,436,983

The accompanying Notes to the Financial Statements constitute a material component of, and qualify in its entirety, the balance sheet listed above.

Page 7 of 15

BankUnited Financial Corporation, et al.,DIP

Consolidated Balance Sheet

As of March 31, 2011


	BU Realty Corp.				CRE America Corp., DIP				TOTAL BUFC, et al., DIP
ASSETS⁽¹⁾
Current Assets
Checking/Savings
Pre-Petition Bank Accounts		—	⁽²⁾			—	⁽²⁾			—
Post-Petition Bank Accounts		29,189				216,200				11,734,113
Brokerage Accounts		—				—				—
FHLB Overnight Deposit		—				—				51,636

Total Checking/Savings				29,189				216,200		11,785,750
Accounts Receivable				—				—		16,163
Other Current Assets
Deposits		—				—				—
Income Tax Receivable		—				613				1,206,562
Other Receivables		—				—				107,783
Prepaid Assets		—				—				—
Related Party Loans Receivable		1,097				7,460	⁽⁴⁾			14,513,145

Total Other Current Assets				1,097				8,073		15,827,490

Total Current Assets				30,286				224,273		27,629,403

Fixed Assets
Accumulated Depreciation		—				—				—
Furniture and Equipment		—				—				—

Total Fixed Assets				—				—		—
Other Assets
Deferred Offering Cost		—				—				—
Deferred Tax Asset		—				—				29,567
Investment in BKUN Stat Trust		—				—				7,121,000
Investment in Partnerships		—				—				1,346,915
Investment in Subsidiaries		—				—				—
Painting & Other Art Works		—				—				36,111
Timeshare		—				578,449				578,449

Trademarks		—				—				—

Total Other Assets				—				578,449		9,112,042

TOTAL ASSETS⁽¹⁾				30,286				802,722		36,741,445


Liabilities & Equity⁽¹⁾
Liabilities
Pre-Petition Liabilities
Accrued Expenses		—				—				652,578
Accrued Interest Payable		—				—				11,127,142
Convertible Notes -BUFC- 3.125%		—				—				120,000,000
Deferred Taxes		—				—				5,232,489
Forward Purchase Contract		—				—				2,652,223
Related Party Loans Payable		—				—				3,401,671
Sub Sr Note - BUFC - 6.37% 4/07		—				—				184,000,000
Subdebt@3MTH - BUFC- L+3% 09/07		—				—				12,500,000
Subnotes - BUFC		—				—				237,261,000

Total Pre-Petition Liabilities				—				—		576,827,103

Total Liabilities				—				—		576,827,103

Equity
Retained Earnings - Pre-Petition		—				586,522				(547,346,009	)
Retained Earnings - Post Petition		30,286				216,200				7,059,667
Unrealized Gain/(Loss) on Investment in Partnerships		—				—				200,684
Total Equity				30,286				802,722		(540,085,658	)

TOTAL LIABILITIES & EQUITY⁽¹⁾				30,286				802,722		36,741,445

The accompanying Notes to the Financial Statements constitute a material component of, and qualify in its entirety, the balance sheet listed above.

Page 8 of 15

BankUnited Financial Corporation, et al.,DIP

Notes to the Financial Statements

For the Period Ended

March 31, 2011

Notes to the Financial Statements:

(1)

All cash accounts are listed at their current cash balances. All other balances reported were obtained from Debtors’ trial balances prepared as of May 21, 2009. Actual existence, ownership, and value have not been confirmed as of the Reporting Date. This balance sheet is subject to change should any variations in asset and liability values be discovered subsequent to the filing of this Report.

(2)

All pre-petition bank accounts were closed in June 2009 when the balance of funds were transferred to the respective BankUnited Financial Corp., et al., DIP accounts.

(3)

LPL Financial Corporation (LPL) entered into an agreement with BankUnited Financial Corporation (BUFC) and BankUnited Financial Services (BUFS) to sell, in non-debtor subsidiary BankUnited, FSB bank branches using the BUFS name, financial planning products and advisory services, including equities, debt securities, open-end/closed-end mutual funds, and public limited partnerships. Commissions for the sale of these products are due semi-monthly. It has not been confirmed whether any commissions are currently outstanding and, if so, whether the amounts have been incorporated into the Debtor’s trial balance for the purposes of these financial statements.

(4)

Intercompany accounts included in the Debtors’ trial balances. In addition to outstanding balances with BUFS and CRE America Corp. (CRE), BUFC listed intercompany loans to BankUnited, FSB ($11,114,391) and BU Realty Corporation ($4,625), both of which are not included in the filing of this jointly-administered case.

(5)

Market value of investments in Malta Hedge Fund II, LP and SOAM Capital Partners, LP per the latest month-end or quarter-end statements provided.

Page 9 of 15

UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

MIAMI DIVISION


IN RE:	}	CASE NUMBER 09-19941-LMI
	}
BANKUNITED FINANCIAL	}
SERVICES, INC.	}	JUDGE Hon. Laurel M. Isicoff
	}
DEBTOR.	}	CHAPTER 11

DEBTORS’ CONSOLIDATED STANDARD MONTHLY OPERATING REPORT (BUSINESS)


	FOR THE PERIOD
FROM	March 1, 2011	TO	March 31, 2011

Comes now the above-named debtor and files its Monthly Operating Reports in accordance with the Guidelines established by the United States Trustee and FRBP 2015.


		/s/ Joseph J. Luzinski, CRO
		Debtor’s Signature

Debtor’s Address		Attorney’s Address
and Phone Number:		and Phone Number:

c/o Development Specialists, Inc.		Greenberg Traurig, P.A.

200 South Biscayne Boulevard, Suite 1818		333 Avenue of the Americas

Miami, FL 33131-2329		Miami, FL 33131

(305) 374-2717		(305) 579-0500

For assistance in preparing the Monthly Operating Report, refer to the following resources on the United States Trustee Program Website, http://www.usdoj.gov/ust/r21/index.htm.

1)	Instructions for Preparations of Debtor’s Chapter 11 Monthly Operating Report

2)	Initial Filing Requirements

3)	Frequently Asked Questions (FAQs) http://www.usdoj.gov/ust/.

MOR-1 (2)

GENERAL DISCLAIMER

This bankruptcy case was filed on May 22, 2009, the day after the regulatory seizure of Debtor BankUnited Financial Corporation’s wholly-owned banking subsidiary, BankUnited, FSB, and the ensuing sale of that subsidiary’s assets by the Federal Deposit Insurance Corporation to BankUnited, a de novo federal savings association organized under the laws of the United States (“New Bank”). The Debtors’ current Chief Restructuring Officer, Joseph J. Luzinski (the “CRO”) was appointed effective June 2, 2009, eleven days after these cases were filed. Nearly all of the books and records of the Debtors are presently in the possession of the FDIC or New Bank. Accordingly, the information contained herein is based on the information currently available to the CRO and is subject to modification as additional information becomes available.

Nothing herein shall be construed as an admission or determination by the Debtor as to any amount or value set forth herein, the validity of any debt listed herein, ownership of any asset listed herein, the completeness of any financial statement set forth herein, or otherwise as to the accuracy or completeness of any information contained herein. The Debtor expressly reserve the right to modify any and all information contained herein as additional information becomes available.

SCHEDULE OF RECEIPTS AND DISBURSEMENTS

FOR THE PERIOD BEGINNING March 1, 2011 AND ENDING March 31, 2011


Name of Debtor:	BANKUNITED FINANCIAL SERVICES, INC.	Case Number	09-19941-LMI
Date of Petition:	May 22, 2009


			CURRENT MONTH			CUMULATIVE PETITION TO DATE
1.	FUNDS AT BEGINNING OF PERIOD		$	2,131,470	(a)	$	—	(b)

2.	RECEIPTS:						.
	A. Cash Sales		$	—		$	—

	Minus: Cash Refunds	(-)	$	—		$	—

	Net Cash Sales		$	—		$	—

	B. Accounts Receivable		$	—		$	—

	C. Other Receipts (See MOR-3)		$	534		$	2,135,376

	(If you receive rental income, you must attach a rent roll.)
3.	TOTAL RECEIPTS *(Lines 2A+2B+2C)*		$	534		$	2,135,376

4.	TOTAL FUNDS AVAILABLE FOR OPERATIONS *(Line 1 + Line 3)*		$	2,132,004		$	2,135,376

5	DISBURSEMENTS
	A. Advertising		$	—		$	—

	B. Bank Charges		$	—		$	—

	C. Contract Labor		$	—		$	796

	D. Fixed Asset Payments (not incl. in “N”)		$	—		$	—

	E. Insurance		$	—		$	—

	F. Inventory Payments (See Attach. 2)		$	—		$	—

	G. Leases		$	—		$	—

	H. Manufacturing Supplies		$	—		$	—

	I. Office Supplies		$	—		$	—

	J. Payroll - Net (See Attachment 4B)		$	—		$	—

	K. Professional Fees (Accounting & Legal)		$	—		$	—

	L. Rent		$	—		$	—

	M. Repairs & Maintenance		$	—		$	—

	N. Secured Creditor Payments (See Attach. 2)		$	—		$	—

	O. Taxes Paid - Payroll (See Attachment 4C)		$	—		$	—

	P. Taxes Paid - Sales & Use (See Attachment 4C)		$	—		$	—

	Q. Taxes Paid - Other (See Attachment 4C)		$	—		$	—

	R. Telephone		$	—		$	—

	S. Travel & Entertainment		$	—		$	—

	T. U.S. Trustee Quarterly Fees		$	—		$	2,275

	U. Utilities		$	—		$	—

	V. Vehicle Expenses		$	—		$	—

	W. Other Operating Expenses (See MOR-3)		$	—		$	300

6.	TOTAL DISBURSEMENTS *(Sum of 5A thru W)*		$	—		$	3,371

7.	ENDING BALANCE *(Line 4 Minus Line 6)*		$	2,132,004	(c)	$	2,132,004	(c)


This 21st day of April, 2011.		/s/ Joseph J. Luzinski, CRO
		(Signature)

(a)	This number is carried forward from last month’s report. For the first report only, this number will be the balance as of the petition date.

(b)	This figure will not change from month to month. It is always the amount of funds on hand as of the date of the petition.

(c)	These two amounts will always be the same if form is completed correctly.

MOR-2 (2)

UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

MIAMI DIVISION


IN RE:	}	CASE NUMBER 09-19942-LMI
	}
CRE AMERICA	}
CORPORATION	}	JUDGE Hon. Laurel M. Isicoff
	}
DEBTOR.	}	CHAPTER 11

DEBTORS’ CONSOLIDATED STANDARD MONTHLY OPERATING REPORT (BUSINESS)


	FOR THE PERIOD
FROM	March 1, 2011	TO	March 31, 2011

Comes now the above-named debtor and files its Monthly Operating Reports in accordance with the Guidelines established by the United States Trustee and FRBP 2015.


		/s/ Joseph J. Luzinski, CRO
		Debtor’s Signature

Debtor’s Address		Attorney’s Address
and Phone Number:		and Phone Number:

c/o Development Specialists, Inc.		Greenberg Traurig, P.A.

200 South Biscayne Boulevard, Suite 1818		333 Avenue of the Americas

Miami, FL 33131-2329		Miami, FL 33131

(305) 374-2717		(305) 579-0500

For assistance in preparing the Monthly Operating Report, refer to the following resources on the United States Trustee Program Website, http://www.usdoj.gov/ust/r21/index.htm.

1)	Instructions for Preparations of Debtor’s Chapter 11 Monthly Operating Report

2)	Initial Filing Requirements

3)	Frequently Asked Questions (FAQs) http://www.usdoj.gov/ust/.

MOR-1

GENERAL DISCLAIMER

SCHEDULE OF RECEIPTS AND DISBURSEMENTS

FOR THE PERIOD BEGINNING March 1, 2011 AND ENDING March 31, 2011


Name of Debtor:	CRE AMERICA CORPORATION	Case Number	09-19942-LMI
Date of Petition:	May 22, 2009


			CURRENT MONTH			CUMULATIVE PETITION TO DATE

1.	FUNDS AT BEGINNING OF PERIOD		$	216,185	(a)	$	—	(b)

2.	RECEIPTS:
	A. Cash Sales		$	—		$	—

	Minus: Cash Refunds	(-)	$	—		$	—

	Net Cash Sales		$	—		$	—

	B. Accounts Receivable		$	—		$	—

	C. Other Receipts (See MOR-3)		$	15		$	240,066

	(If you receive rental income, you must attach a rent roll.)
3.	TOTAL RECEIPTS *(Lines 2A+2B+2C)*		$	15		$	240,066

4.	TOTAL FUNDS AVAILABLE FOR OPERATIONS *(Line 1 + Line 3)*		$	216,200		$	240,066

5	DISBURSEMENTS
	A. Advertising		$	—		$	—

	B. Bank Charges		$	—		$	—

	C. Contract Labor		$	—		$	—

	D. Fixed Asset Payments (not incl. in “N”)		$	—		$	—

	E. Insurance		$	—		$	—

	F. Inventory Payments (See Attach. 2)		$	—		$	—

	G. Leases		$	—		$	—

	H. Manufacturing Supplies		$	—		$	—

	I. Office Supplies		$	—		$	—

	J. Payroll - Net (See Attachment 4B)		$	—		$	—

	K. Professional Fees (Accounting & Legal)		$	—		$	—

	L. Rent		$	—		$	—

	M. Repairs & Maintenance		$	—		$	—

	N. Secured Creditor Payments (See Attach. 2)		$	—		$	—

	O. Taxes Paid - Payroll (See Attachment 4C)		$	—		$	—

	P. Taxes Paid - Sales & Use (See Attachment 4C)		$	—		$	—

	Q. Taxes Paid - Other (See Attachment 4C)		$	—		$	—

	R. Telephone		$	—		$	—

	S. Travel & Entertainment		$	—		$	—

	T. U.S. Trustee Quarterly Fees		$	—		$	2,600

	U. Utilities		$	—		$	—

	V. Vehicle Expenses		$	—		$	—

	W. Other Operating Expenses (See MOR-3)		$	—		$	21,266

6.	TOTAL DISBURSEMENTS *(Sum of 5A thru W)*		$	—		$	23,866

7.	ENDING BALANCE *(Line 4 Minus Line 6)*		$	216,200	(c)	$	216,200	(c)


This 21st day of April, 2011.		/s/ Joseph J. Luzinski, CRO
		(Signature)

(a)	This number is carried forward from last month’s report. For the first report only, this number will be the balance as of the petition date.

(b)	This figure will not change from month to month. It is always the amount of funds on hand as of the date of the petition.

(c)	These two amounts will always be the same if form is completed correctly.

MOR-2

Loan Amount

Source of Funds

Purpose

Repayment Schedule