Mr. Cooper Group Inc. - FORM 8-K - EX-99.1 - EX.99.1 - MONTHLY OPERATING REPORT OCTOBER 2010

Attached files

file	filename
8-K - FORM 8-K - Mr. Cooper Group Inc.	mm12-0110_8k.htm

EXHIBIT 99.1

UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re Washington Mutual, Inc., et al.	Case No. 08-12229 (MFW)
	Reporting Period: 10-01-10 to 10-31-10

MONTHLY OPERATING REPORT

REQUIRED DOCUMENTS	Form No.	Document Attached	Explanation Attached
Schedule of Cash Receipts and Disbursements	MOR-1	Yes
Bank Reconciliation (or copies of Debtors’ bank reconciliations)	MOR-1a	Refer to attached stmt
Schedule of Professional Fees Paid	MOR-1b	Yes
Copies of bank statements	MOR-1c	Refer to attached stmt
Cash disbursements journals		n/a	Refer to MOR 1 for summary of all disbursements.
Statement of Operations	MOR-2	Yes	See attached notes
Balance Sheet	MOR-3	Yes	See attached notes
Status of Post petition Taxes	MOR-4	Yes
Copies of IRS Form 6123 or payment receipt		n/a	Payroll services outsourced including remission of taxes
Copies of tax returns filed during reporting period		n/a	See listing of filings
Summary of Unpaid Post petition Debts	MOR-4	n/a	Detail on face of balance sheet.
Listing of aged accounts payable	MOR-4	Yes
Accounts Receivable Reconciliation and Aging	MOR-5	n/a	No trade receivables
Debtor Questionnaire	MOR-5	Yes

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the documents attached are true and correct to the best of my knowledge and belief.


/s/ John Maciel		November 30, 2010
Signature of Authorized Individual*		Date

John Maciel		Chief Financial Officer
Printed Name of Authorized Individual		Title of Authorized Individual

*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

In re Washington Mutual, Inc., et al

Case No. 08-12229 (MFW)

DISCLAIMER

Washington Mutual, Inc. (“WMI”) and WMI Investment Corp. (together, the “Debtors”) caution investors and potential investors in WMI not to place undue reliance upon the information contained in this Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of WMI. 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 operating guidelines as described in the Chapter 11 Trustee Handbook, United States Department of Justice, May 2004 in accordance with 28 U.S.C §586(a)(3). The Monthly Operating Report was not audited or reviewed by independent accountants; does not purport to present the financial statements of WMI in accordance with generally accepted accounting principles; does not purport to present the market value of WMI’s assets and liabilities or the recoverability of WMI’s assets; is in a format prescribed by applicable bankruptcy laws; and is subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of an investor or potential investor in WMI’s securities, the Monthly Operating Report is complete. Results set forth in the Monthly Operating Report should not be viewed as indicative of future results. This disclaimer applies to all information contained herein.

On September 26, 2008 (the “Petition Date”), the Debtors each commenced voluntary cases under chapter 11 of title 11 of the United States Code with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). Prior to the Petition Date, on September 25, 2008, the Director of the Office of Thrift Supervision, appointed the Federal Deposit Insurance Corporation (the “FDIC”) as receiver for Washington Mutual Bank (“WMB”) and advised that the receiver was immediately taking possession of WMB’s assets. Immediately after its appointment as receiver, the FDIC sold substantially all the assets of WMB, including the stock of Washington Mutual Bank fsb, to JPMorgan Chase Bank, National Association (“JPMorgan”) pursuant to that certain Purchase and Assumption Agreement, Whole Bank, dated as of September 25, 2008 (the “Sale”).

Prior to the Petition Date, WMI and WMB jointly maintained their respective financial records. As a result of the Sale, many of the Debtors’ books and records were seized by the FDIC and transferred to the custody of JPMorgan. Accordingly, the Debtors are not in control of certain information relating to their operations and financial affairs, including, but not limited to, certain accounting information. In addition, as of the date of the Sale, substantially all of WMB’s employees became employees of JPMorgan. Accordingly, this Monthly Operating Report was prepared, in part, based upon the information and work product and/or representations made available to the Debtors and their professionals by representatives of WMB and JPMorgan.

Results represented in this Monthly Operating Report are consistent with WMI’s accounting practices as of the Petition Date. However, records of prepetition assets and liabilities, including, among other things, liabilities owed by WMI to WMB and its affiliates are likely to be adjusted. Further, claims have been filed against the Debtors in their chapter 11 cases that are not currently recorded on WMI’s books that, if allowed, would change the reported balances for pre-petition liabilities. The Debtors reserve all rights to amend the results represented in this Monthly Operating Report.

Washington Mutual, Inc., et al.
October 2010 Monthly Operating Report -- UNAUDITED	Case No. 08-12229 (MFW)
MOR 1 -- Schedule of Cash Receipts and Disbursements

	Washington Mutual, Inc.						WMI Investment Corp.
Account	Deposit	Deposit	Deposit	Deposit	Money Market	General		Deposit	General
Bank	WMB/JPM	WMB/JPM	WMB/JPM	WMB/JPM	Bank of America	Bank of America		WMB/JPM	Bank of America
Bank Account	xxx0667	xxx4234	xxx9626	xxx9663	xxx0658	xxx4228	WMI	xxx4704	xxx4231	WMI Inv Corp	Combined
GL Account	70 /10450	70 / 10441	70 / 10451	70 / 10452	70 / 12510	70 /10305	Total	467 / 10450	467 / 10305	Total	Total

Opening Balance - 09/30/2010	262,207,322	3,680,287,781	4,666	750,281	20,963,665	7,701,890	3,971,915,605	53,666,296	225,538	53,891,834	4,025,807,439

Receipts

Interest & investment returns	43,028	603,935	1	123	3,734	1,514,709	2,165,531	8,806	190,570	199,376	2,364,907
Tax refunds						-	-			-	-
Proceeds from BOLI surrender						4,191,013	4,191,013			-	4,191,013
Other miscellaneous receipts						-	-			-	-
Total Receipts	43,028	603,935	1	123	3,734	5,705,722	6,356,544	8,806	190,570	199,376	6,555,920


Transfers

Sweep to/(from) Money Market account					(3,000,000)	3,000,000	-				-
Transfer (to)/from Wells Managed Account						-	-		(365,000)	(365,000)	(365,000)
Total Transfers	-	-	-	-	(3,000,000)	3,000,000	-	-	(365,000)	(365,000)	(365,000)


Disbursements

Salaries and benefits						395,316	395,316		-	-	395,316
Travel and other expenses						18,871	18,871		-	-	18,871
Occupancy and supplies						856,786	856,786		-	-	856,786
Professional fees						8,999,266	8,999,266		-	-	8,999,266
Other outside services						1,451,799	1,451,799		-	-	1,451,799
Bank fees						29,049	29,049		55	55	29,104
US Trustee quarterly Fees						30,000	30,000		325	325	30,325
Directors fees						60,000	60,000		-	-	60,000
Taxes paid						3,235	3,235		-	-	3,235
Total Disbursements	-	-	-	-		11,844,322	11,844,322	-	380	380	11,844,702

Net Cash Flow	43,028	603,935	1	123	(2,996,266)	(3,138,600)	(5,487,779)	8,806	(174,810)	(166,004)	(5,653,783)

Cash - End of Month	262,250,350	3,680,891,716	4,667	750,404	17,967,399	4,563,290	3,966,427,826	53,675,102	50,728	53,725,830	4,020,153,656

GL Balance	262,250,350	3,680,891,716	4,667	750,404	17,967,399	4,563,290	3,966,427,826	53,675,102	50,728	53,725,831	4,020,153,657

Net value - short-term securities							563,586,766			222,167,485	785,754,251

Total Cash & Cash Equivalents							4,530,014,592			275,893,315	4,805,907,908

In re Washington Mutual, Inc., et al.

Case No. 08-12229 (MFW)

October 2010 Monthly Operating Report -- UNAUDITED

MOR 1a and MOR 1c -- Cash

Bank Reconciliations

The above-captioned debtors (the "Debtors") hereby submit this attestation regarding bank account reconciliations in lieu of providing copies of bank statements and copies of all account reconciliations.

I attest that each of the Debtors’ bank accounts is reconciled to monthly bank statements except those certain accounts ending in 0667, 9626, 9663 and 4704 (the “Excluded Accounts”). The Debtors’ standard practice is to ensure that each bank account is reconciled to monthly bank statements for each calendar month 30 days after month end.

In May 2009, JPMorgan started transitioning bank accounts from the WMB deposit platform to the JPMorgan deposit platform. Since the transition, JPMorgan has only provided the Debtors with bank account statements for certain months. The Debtors have not received bank statements for the period covered by this MOR for the Excluded Accounts. Therefore, the Debtors are unable to reconcile information related to the Excluded Accounts against a related bank statement. The Debtors have continued to record interest income on the accounts consistent with prior practice and based on an existing agreement with JPMorgan.

/s/ John Maciel

John Maciel

Chief Financial Officer

Washington Mutual, Inc.

	Case No. 08-12229 (MFW)
Washington Mutual, Inc., et al
MOR-1B: Schedule of Professional Fees Paid
Month Ended October 31, 2010

Washington Mutual, Inc.

		Check		Amount Paid - Oct '10		Amount Paid CTD
Payee	Period Covered	Number	Date	Fees	Expense	Fees	Expense

Akin, Gump, Strauss, Hauer & Feld LLP	08/01/10 - 08/31/10	Wire	10/28/10	$ 530,439.20	$ 18,728.34	$14,418,075.98	$ 432,719.25
Alvarez & Marsal	09/01/10 - 09/30/10	Wire	10/14/10	1,638,056.50	52,881.95	47,447,817.24	2,192,901.84
Ashby & Geddes, P.A.	08/01/10 - 08/31/10	2958	10/28/10	33,044.80	4,992.91	517,281.90	58,765.03
Benesch, Friedlander, Coplan & Aronoff				-	-	24,742.50	1,677.26
Blackstone Advisory Partners LLP	05/01/10 - 08/31/10	Wire	10/07/10	-	59,356.43	1,350,000.00	59,356.43
Cole, Schotz, Meisel, Forman & Leonard, PA	07/01/10 - 08/31/10	2961	10/28/10	17,490.40	10,429.86	17,490.40	10,429.86
CONSOR Intellectual Asset Management				-	-	255,318.00	3,249.00
CP Energy Group, LLC				-	-	91,347.88	159.47
Davis Wright Tremaine LLP	06/01/10 - 07/31/10	2944	10/21/10	3,333.60	48.22	703,625.60	24,567.15
Elliott Greenleaf				-	-	697,371.45	48,440.68
FTI Consulting, Inc.				-	-	5,482,828.55	58,047.35
Gibson, Dunn & Crutcher LLP	06/01/10 - 08/31/10	Wire	10/29/10	26,759.20	351.02	755,110.95	14,086.19
Grant Thornton				-	-	457,536.00	39,407.93
Joele Frank, Wilkinson Brimmer Katcher	09/01/10 - 09/30/10	2934	10/14/10	3,094.38	286.72	191,884.39	17,817.54
John W. Wolfe, P.S.	08/01/10 - 08/31/10	Wire	10/21/10	89,404.40	780.39	2,653,795.10	8,114.31
Kurtzman Carson Consultants LLC	09/01/10 - 09/30/10	Wire	10/28/10	42,839.39	145,738.86	2,142,024.78	2,036,690.83
McKee Nelson LLP / Bingham McCutchen LLP	09/01/10 - 09/30/10	2940	10/21/10	4,240.40	49.88	2,636,986.58	269,304.41
McKenna Long & Aldridge	07/01/10 - 08/31/10	Wires	10/21/10, 10/28/10	1,394,061.40	33,541.01	1,394,061.40	33,541.01
Miller & Chevalier Chartered				-	-	775,449.76	4,057.34
Milliman				-	-	29,697.49	-
Pepper Hamilton LLP	08/01/10 - 08/31/10	Wire	10/28/10	33,836.40	5,512.39	2,262,066.03	124,650.15
Perkins Coie LLP				-	-	2,263,296.24	109,865.97
Peter J. Solomon Company	06/01/10 - 08/31/10	Wires	10/07/10, 10/28/10	420,000.00	5,758.29	1,051,250.00	8,110.23
PricewaterhouseCoopers LLP				-	-	2,066,910.00	184,532.35
Quinn Emanuel Urquhart Oliver & Hedges	06/01/10 - 07/31/10	Wires	10/07/10, 10/28/10	1,016,242.40	32,146.47	11,276,900.15	353,178.13
Richards, Layton & Finger P.A.	07/01/10 - 07/31/10	Wire	10/07/10	89,348.00	14,981.96	950,179.20	123,646.57
Shearman & Sterling LLP	08/01/10 - 08/31/10	2952	10/21/10	2,684.00	41.52	1,143,472.46	19,022.66
Silverstein & Pomerantz, LLP				-	-	21,932.50	77.53
Simpson Thacher & Bartlett LLP				-	-	488,804.25	12,472.13
Susman Godfrey LLP	08/01/10 - 08/31/10	Wire	10/28/10	46,884.00	2,539.13	753,761.90	27,948.04
Towers Watson Pennsylvania Inc.				-	-	425,569.38	-
Venable LLP				-	-	825,235.16	34,992.10
Weil, Gotshal & Manges LLP	06/01/10 - 07/31/10	Wire	10/28/10	3,090,698.00	128,644.10	28,457,551.11	743,266.91

Total				$ 8,482,456.47	$ 516,809.45	$134,029,374.33	$7,055,095.65

WMI Investment Corp.

		Check		Amount Paid - Oct '10		Amount Paid CTD
Payee	Period Covered	Number	Date	Fees	Expense	Fees	Expense

CP Energy Group, LLC				-	-	22,000.00	42.77
Goldman, Sachs & Co.				-	-	300,000.00	-

Total				$ -	$ -	$ 322,000.00	$ 42.77

Washington Mutual, Inc., et al.	Case No. 08-12229 (MFW)
October 2010 Monthly Operating Report -- UNAUDITED
MOR 2 Statement of Operations for the period 10/1/10 to 10/31/10

				Washington Mutual, Inc.		WMI Investment Corp.
				October 2010	Cumulative to Date	October 2010	Cumulative to Date
Revenues:
	Interest income:
		Cash equivalents		775,278	18,924,031	44,069	1,011,431
		Securities		226,543	6,390,756	-	2,976,201
		Notes receivable - intercompany		47,977	1,598,938	-	1
		Other		-	1,031,979	-	-
			Total interest income	1,049,799	27,945,703	44,069	3,987,633
	Earnings (losses) from subsidiaries and other
		equity investments		(656,704)	(180,088,826)	(41,563)	(5,745,530)
	Gains (losses) from securities / investments			(43,735)	(10,141,657)	-	(112,258,648)
	Other income			100,513	4,590,366	-	(0)
			Total revenues	449,873	(157,694,413)	2,506	(114,016,545)

Operating expenses:
	Compensation and benefits			520,745	10,915,209	-	-
	Occupancy and equipment			87,136	2,221,799	-	-
	Professional fees			426,506	14,328,224	-	148
	Loss / (Income) from BOLI/COLI policies			(150,633)	(9,809,557)	-	-
	Management fees / Transition services			20,000	2,284,560	-	-
	Insurance			184,258	17,263,462	-	-
	Other			363,528	3,696,714	14,638	581,942
			Total operating expenses	1,451,540	40,900,411	14,638	582,091

			Net profit (loss) before other income
			and expenses	(1,001,667)	(198,594,823)	(12,132)	(114,598,636)

Other income and expenses:
	Interest expense:
		Notes payable - intercompany		-	-	-	-
		Borrowings		-	-	-	-
			Total interest expense	-	-	-	-
	Other expense / (income)			-	(55,028,000)	-	-

			Net profit (loss) before reorganization
			items	(1,001,667)	(143,566,823)	(12,132)	(114,598,636)

Reorganization items:
	Professional fees			12,349,075	157,195,602	-	322,043
	Claims Adjustments			29,704	95,732,704	-	-
	US Trustee quarterly fees			13,000	186,000	325	12,025
	Gains (losses) from sale of assets			-	-	-	-
	Other reorganization expenses			1,214,532	15,541,401	-	-
			Total reorganization items	13,606,311	268,655,706	325	334,068
			Net profit (loss) before income taxes	(14,607,978)	(412,222,530)	(12,457)	(114,932,704)

Income taxes				-	4,050	-	-

Net profit (loss)				(14,607,978)	(412,226,580)	(12,457)	(114,932,704)

Income tax rate				0.0%	0.0%	0.0%	0.0%

Washington Mutual, Inc., et al.	Case No. 08-12229 (MFW)
October 2010 Monthly Operating Report -- UNAUDITED
MOR 3 Balance Sheet as of 10/31/2010 and 9/26/2008

				Washington Mutual, Inc.		WMI Investment Corp.
				10/31/2010	9/26/08	10/31/2010	9/26/08
Assets:
	Unrestricted cash and cash equivalents			4,530,014,592	4,018,083,009	275,893,315	52,974,376
	Restricted cash and cash equivalents			90,962,745	145,668,884	-	-
	Investment securities			72,507,695	59,688,627	-	266,444,881
	Accrued interest receivable			844,539	413,253	5,000	4,084,658
	Income tax receivable			475,913,725	742,680,150	22,187,560	22,187,560
	Prepaid expenses			2,873,360	11,311,510	-	-
	Cash surrender value of BOLI/COLI			36,767,533	84,039,738	-	-
	Funded Pension			39,173,922	638,870,071	-	-
	Other investments			-	23,668,909	57,472,869	65,952,708
	Investment in subsidiaries			1,483,887,808	1,895,218,467	-	-
	Notes receivable - intercompany			12,989,059	58,001,133	565,844,197	565,844,197
	Fixed Assets			167,841	-	-	-
	Other assets			96,832,933	23,489,277	-	-
			Total assets	6,842,935,752	7,701,133,028	921,402,942	977,488,380

Liabilities not subject to compromise (Postpetition):
	Accounts payable			5,718,354	-	-	-
	Accrued wages and benefits			1,295,978	-	-	-
	Other accrued liabilities			24,285,168	-	14,825	-
	Minority interest			1,115,207	3,104,022	-	-
		Total post-petition liabilities		32,414,708	3,104,022	14,825	-

Liabilities subject to compromise (Pre-petition):
	Senior debt			4,132,421,622	4,126,545,947	-	-
	Subordinated debt			1,666,464,970	1,662,295,485	-	-
	Junior subordinated debt			765,674,200	752,445,436	-	-
	CCB Trust Preferred			69,554,647	-	-	-
	Intercompany payables			684,095,259	684,095,258	-	-
	Accounts payable			4,480,720	3,941,450	-	-
	Taxes payable			550,769,514	550,080,833	-	-
	Payroll and benefit accruals			386,847,225	407,215,221	-	-
	Other accrued liabilities			77,073,199	92,259,015	-	-
	Other pre-petition liabilities			198	223	-	-
		Total pre-petition liabilities		8,337,381,553	8,278,878,868	-	-

			Total liabilities	8,369,796,260	8,281,982,890	14,825	-

Shareholders' equity:
	Preferred stock			3,392,341,954	3,392,341,953	-	-
	Common stock			12,988,753,556	12,988,753,556	1,000,000,000	1,000,000,000
	Other comprehensive income			(753,537,472)	(222,770,180)	22,187,560	(36,644,880)
	Retained earnings - pre-petition			(16,742,191,966)	(16,739,175,191)	14,133,260	14,133,260
	Retained earnings - post-petition			(412,226,580)	-	(114,932,704)	-
			Total shareholders' equity	(1,526,860,508)	(580,849,862)	921,388,117	977,488,380

			Total liabilities and shareholder's equity	6,842,935,752	7,701,133,028	921,402,942	977,488,380

In re Washington Mutual, Inc., et al.

Case No. 08-12229 (MFW)

NOTES TO MOR-2 and MOR-3

Note 1: Plan of Reorganization and Settlement Agreement

On March 26, 2010, the Debtors filed a proposed plan of reorganization pursuant to chapter 11 of the Bankruptcy Code and related disclosure statement, which were subsequently amended.

Most recently, on October 6, 2010, the Debtors filed their Sixth Amended Joint Plan of Affiliated Debtors Pursuant to Chapter 11 of the Bankruptcy Code [D.I. 5548] (as it has been and may be amended, the “Plan”) and related Disclosure Statement [D.I. 5549] (the “Disclosure Statement”) with the Bankruptcy Court. The Plan is premised upon implementation of an Amended and Restated Settlement Agreement (as further amended, modified or supplemented, the “Settlement Agreement”), which represents a compromise of certain disputes among the Debtors, JPMorgan, the FDIC (as receiver for WMB and in its corporate capacity), the Creditors’ Committee and certain other parties-in-interest. By order, dated October 21, 2010, the Court approved the adequacy of the information contained in the Disclosure Statement, authorized the commencement of the solicitation of acceptances and rejections to the Plan and established December 1, 2010 for the commencement of the hearing to consider confirmation of the Plan. The Plan will become effective upon confirmation by the Court and the satisfaction of other conditions contained therein.

The Settlement Agreement is an integral part of the Plan and is subject to confirmation of the Plan. On the basis of the foregoing, the balance sheet and operating statement in this monthly operating report do not reflect any of the financial arrangements or settlements set forth in the Settlement Agreement.

The foregoing notwithstanding, aspects of the Plan are referred to in the Notes to MOR 2 and MOR 3 herein; however, users of this monthly operating report should refer to the Plan, Disclosure Statement, Settlement Agreement and related documents directly for complete information.

Note 2: Washington Mutual Preferred Funding

On September 25, 2008, the Office of Thrift Supervision concluded that an “Exchange Event” had occurred with respect to the following securities (the “Securities”):

·	Washington Mutual Preferred Funding Trust I Fixed-to-Floating Rate Perpetual Non-cumulative Trust Securities (to be exchanged into depositary shares representing Series I Perpetual Non-Cumulative Fixed-to-Floating Rate Preferred Stock of WMI);

·	Washington Mutual Preferred (Cayman) I Ltd. 7.25% Perpetual Non-cumulative Preferred Securities, Series A-1 (to be exchanged into depositary shares representing Series J Perpetual Non-Cumulative Fixed Rate Preferred Stock of Washington Mutual, Inc. (“WMI”));

·	Washington Mutual Preferred (Cayman) I Ltd. 7.25% Perpetual Non-cumulative Preferred Securities, Series A-2 (to be exchanged into depositary shares representing Series J Perpetual Non-Cumulative Fixed Rate Preferred Stock of WMI);

·	Washington Mutual Preferred Funding Trust II Fixed-to-Floating Rate Perpetual Non-cumulative Trust Securities (to be exchanged into depositary shares representing Series L Perpetual Non-Cumulative Fixed Rate Preferred Stock of WMI);

·	Washington Mutual Preferred Funding Trust III Fixed-to-Floating Rate Perpetual Non-cumulative Trust Securities (to be exchanged into depositary shares representing Series M Perpetual Non-Cumulative Fixed Rate Preferred Stock of WMI); and

·	Washington Mutual Preferred Funding Trust IV Fixed-to-Floating Rate Perpetual Non-cumulative Trust Securities (to be exchanged into depositary shares representing Series N Perpetual Non-Cumulative Fixed-to-Floating Rate Preferred Stock of WMI).

In accordance with the terms of the documents governing the Securities, the Conditional Exchange (as defined in the disclosure materials related to the Securities) of the Securities occurred on Friday, September 26, 2008 at 8:00 A.M. (New York time). The documentation governing the Securities contemplates that at the time of the Conditional Exchange, each outstanding Security was intended to be exchanged automatically for a like amount of newly issued Fixed Rate Depositary Shares or newly issued Fixed-to-Floating Rate Depositary Shares, as applicable, each representing a 1/1000th interest in one share of the applicable series of preferred stock of WMI. If and until such depositary receipts are delivered or in the event such depositary receipts are not delivered, any certificates previously representing Securities are deemed for all purposes, effective as of 8:00 AM (New York time) on September 26, 2008, to represent Fixed Rate Depositary Shares or Fixed-to-Floating Rate Depositary Shares, as applicable.

WMI and its advisors currently are assessing a number of legal, accounting and tax issues related to the Securities and the transactions related to the Conditional Exchange. Because of these unresolved issues, WMI has not yet reflected the Conditional Exchange and/or its attendant transactions on its financial statements, including any possible interests (direct or indirect, contingent or otherwise) in the Securities and the assets, as the case may be, of Washington Mutual Preferred Funding LLC.

Assuming that the Conditional Exchange had been completed in accordance with the terms of the relevant documentation, on a pro forma basis, WMI’s financial statements would reflect (a) a credit to shareholders’ equity of approximately $3.9 billion upon issuance of the new classes of preferred stock; (b) an investment in subsidiary (i.e. WMB) of approximately $3.9 billion upon contribution of the Preferred Securities by WMI to WMB; and (c) an immediate and corresponding write-down of such investment in subsidiary.

Pursuant to the terms of the Settlement Agreement, upon consummation of the Plan, WMI and relevant third parties will complete the ministerial actions attendant to the Conditional Exchange.

Note 3: Restricted Cash and Cash Equivalents

WMI’s restricted cash and cash equivalents of $91 million includes $34 million of accumulated dividends related to amounts held in escrow pertaining to that certain action styled as American Savings Bank, F.A et al. v United States, Case No 92-872C pending in the United States Court of Federal Claims, $53 million in a deposit account pledged as collateral to secure prepetition intercompany transactions between WMI and WMB and $4 million held as part of a Rabbi Trust.

Pursuant to the terms of the Settlement Agreement, upon consummation of the Plan, WMI will take possession of the $53 million deposit account pledged as collateral for prepetition intercompany transactions with WMB, free and clear of any interest or liens asserted by JPMorgan.

Note 4: Investment in Subsidiaries

WMI’s investment in subsidiaries represents the book value of WMI’s subsidiaries, including WMI Investment. This balance does not represent the market value of these entities.

WMI subsidiaries hold unsecured notes receivable from WMB or JPMorgan, as the case may be, totaling approximately $181 million.

Pursuant to the terms of the Settlement Agreement, upon consummation of the Plan, JPMorgan will repay with interest the unsecured notes receivable to WMI subsidiaries.

Note 5: Funded Pension

The funded pension balance reflects the (1) the market value of assets as of December 2, 2008 less (2) the November 2008 actuarial estimated settlement value of September 25, 2008 liabilities. The value does not

reflect any recent changes in market values, interest rate assumptions and the participants since November 2008 which could materially affect the results.

Pursuant to the terms of the Settlement Agreement, upon consummation of the Plan, WMI will transfer sponsorship of the pension plan to JPMorgan, including certain related assets, and JPMorgan will assume the pension plan liabilities.

Note 6: Taxes

The tax asset and liability balances are recorded consistent with WMI’s historical accounting practices as of the Petition Date and adjusted for refunds collected. Generally, tax related claims and payables are recorded on WMI’s books and records on a consolidated basis with the other members of the consolidated tax group and have not been adjusted for any potential claims against these assets. The current recorded balances do not reflect all expected refunds or payments as these amounts are currently being reviewed. The current estimate for the total expected refunds, net of potential payments, is in the range of approximately $2.7 - $3.0 billion (including interest but excluding tax refunds attributable to the Act, as described below). Various parties claim ownership rights to these refunds and to tax refunds in the amount of $250 million received by WMI during the period from the Petition Date to the date of the Settlement Agreement. As set forth in the Settlement Agreement, upon consummation of the Plan, WMI and JPMorgan will split the above-referenced net tax refunds 20%/80%, respectively (once received).

On November 6, 2009, the Worker, Homeownership, and Business Assistance Act of 2009 (the “Act”) was enacted into law. The Act provides, in pertinent part, that corporate taxpayers, subject to certain limitations, may elect to extend the permitted Net Operating Loss (“NOL”) carryback period from two years to five years (with such taxpayers only receiving half this benefit in the fifth year). Pursuant thereto, WMI elected to carry back its 2008 NOL five years. WMI currently estimates an additional expected tax refund attributable to the Act of approximately $2.8 billion, including interest, as to which there are competing claims of ownership. As set forth in the Settlement Agreement, upon consummation of the Plan, WMI and the FDIC will split the tax refunds attributable to the Act (and actually received) 69.643%/30.357%, respectively. Pursuant to the terms of the Plan and the Settlement Agreement, a certain portion of WMI’s share of such refunds will be distributed to certain holders of WMB Senior Notes in an amount equal to $335 million.

On September 7, 2010, the Bankruptcy Court approved certain settlements with the Internal Revenue Service (IRS), which settle approximately $5.2 billion (including interest) of the estimated $5.5 - $5.8 billion of expected refunds to be received. Approximately $4.6 billion of the settled refund amounts remained subject to review by the U.S. Congress Joint Committee on Taxation (the "Joint Committee"). The Joint Committee completed its review and on September 27, 2010 communicated to WMI that it had taken no exception to the conclusions reached by the IRS.

On October 7, 2010, the U.S. Department of Treasury paid approximately $4.77 billion of the expected refunds into a segregated escrow account that was established by WMI, JPMorgan and the FDIC, as receiver for Washington Mutual Bank, with Wells Fargo Bank, National Association, as escrow agent (the “Escrow Agent”). WMI expects that the balance of the expected refunds will be paid in the near term. The refunds, together with any interest and income relating thereto, shall remain in the escrow account until (a)(i) the effective date of the Settlement Agreement, and (ii) the receipt by the Escrow Agent of a joint written notice from an authorized officer of each of WMI, JPMorgan and the FDIC Receiver, (b) the mutual agreement of WMI, JPMorgan and the FDIC, which agreement is approved by an order of the Bankruptcy Court, or (c) entry of a final order by a court of competent jurisdiction that determines the ownership of the refunds between WMI, JPMorgan and the FDIC.

No 2010 provision or benefit from income taxes has been recorded as the NOL carry forward amounts from prior years are expected to be sufficient to offset income during the reported period. Income tax expense contains minimum taxes paid in certain states.

Note 7: Liabilities Subject to Compromise (Pre-Petition) – Payroll and Benefit Accruals

WMI’s pre-petition payroll and benefit accruals include balances reflecting WMI’s historic accounting policies related to pension accounting. Prior to the Petition Date, WMI recorded a $274 million liability in respect of such accruals and WMB recorded a $274 million asset, which amounts were netted out and eliminated on a consolidated basis. Neither balance was reported as an intercompany balance. WMI is analyzing these accounting entries and treatment within the context of its bankruptcy proceedings.

As set forth in the Settlement Agreement, upon consummation of the Plan, any potential liability related to this pension accounting will be waived.

Washington Mutual, Inc. / WMI Investment Corp.

October 2010 Monthly Operating Report -- UNAUDITED

MOR 4 Status of Postpetition Taxes

		Washington Mutual, Inc.					WMI Investment Corp
		Beginning Tax Liability	Amt approved for pmt	Taxes collected	Taxes remitted	Closing Balance Post Petition	Beginning Tax Liability	Amt approved for pmt	Taxes collected	Taxes remitted	Closing Balance Post Petition

Federal	NOTES

Withholding		26,572.00	-	52,832.00	(52,986.00)	26,418.00					-
FICA -- Employee		3,607.14	-	6,787.35	(7,008.82)	3,385.67					-
FICA -- Employer		3,607.14	35,365.47	-	(35,586.94)	3,385.67					-
Unemployment		448.00	224.00	-	-	672.00					-
Income	*	-	-	-	-	-					-
Other		-	-	-	-	-					-
Total Federal		34,234.28	35,589.47	59,619.35	(95,581.76)	33,861.34	-	-	-	-	-

State and Local

WA Withholding	n/a	-	-	-	-	-
WA Disability		1,182.92	221.24	158.48	-	1,562.64
WA Unemployment		-	-	-	-	-
Sales/Use	**	-	-	-	-	-
Real Property	n/a	-	-	-	-	-
Personal Property	n/a	-	-	-	-	-
Other		3,235.42	1,062.70	-	(3,235.43)	1,062.69
		-				-
Total State and Local		4,418.34	1,283.94	158.48	(3,235.43)	2,625.33	-	-	-	-	-


Total Taxes		38,652.62	36,873.41	59,777.83	(98,817.19)	36,486.67	-	-	-	-	-

NOTES

*	WMI has booked no federal income tax on its post-petition income tax provision, nor has it made any federal payments.
**	WMI does not have any Washington or City of Seattle sales/use tax liability for the month of October



I attest that all tax returns have been filed in accordance with federal / state / county / city requirements for the above period.


/s/ John Maciel
John Maciel Chief Financial Officer Washington Mutual, Inc., et al

Washington Mutual, Inc. and WMI Investment Corp.

Tax Return Filings

For the Period 10/1/2010 through 10/31/2010

Property Tax Filings:

No property tax returns were filed during the period 10/1/2010 through 10/31/2010.


Sales/Use Tax Filings:

No sales/use tax returns were filed during the period 10/1/2010 through 10/31/2010.


Payroll Tax Filings:

Entity	Jurisdiction	Filing Description	Due Date	Date Filed
WMI	IRS (Federal)	Withholding summary of deposits and filings (semi-monthly)	10/06/2010	10/06/2010
WMI	IRS (Federal)	Withholding summary of deposits and filings (semi-monthly)	10/08/2010	10/08/2010
WMI	IRS (Federal)	Withholding summary of deposits and filings (semi-monthly)	10/20/2010	10/20/2010
WMI	IRS (Federal)	Employer's quarterly federal tax return (quarterly)	11/01/2010	10/27/2010
WMI	California	Quarterly wage and withholding report (quarterly)	11/01/2010	10/27/2010
WMI	Washington	Unemployment summary of deposits and filings (quarterly)	11/01/2010	10/27/2010
WMI	Washington	Labor and industries (quarterly)	11/01/2010	10/27/2010


Corporate Income Tax/Franchise Tax/Gross Receipts Tax Filings:

Entity	Jurisdiction	Filing Description	Due Date	Date Filed
WMI & Subs	California	Corporation franchise or income tax return	10/15/2010	10/13/2010
WMI	Washington	Business and occupation tax return	11/01/2010	10/14/2010
WMI	City of Seattle	Business license tax return	11/01/2010	10/14/2010

	Case No. 08-12229 (MFW)
Washington Mutual, Inc., et al
MOR-4: Post Petition Accounts Payable Aging by Vendor
As of October 30, 2010

Washington Mutual, Inc.


Vendor	Current *	31 - 60	61- 90	91 and Over	Total

Adams, Marla	$ 75.00	$-	$-	$-	$ 75.00
Akin, Gump, Strauss, Hauer & Feld LLP	392,473.45	-	-	-	392,473.45
Ashby & Geddes, P.A.	105,517.43	-	-	-	105,517.43
Barr, Dorothea	2,127.00	-	-	-	2,127.00
Bingham McCutchen LLP / McKee Nelson LLP	19,657.74	-	-	-	19,657.74
Cole, Schotz, Meisel, Forman & Leonard	4,372.60	-	-	-	4,372.60
Davis Wright Tremaine LLP	3,517.90	-	-	-	3,517.90
Elliott Greenleaf	61,769.66	-	-	-	61,769.66
FTI Consulting, Inc.	240,992.18	-	-	-	240,992.18
Gibson, Dunn & Crutcher LLP	6,689.80	-	-	-	6,689.80
John W. Wolfe, P.S.	274,358.13	-	-	-	274,358.13
Martin, Colleen	595.00	-	-	-	595.00
McKenna Long & Aldridge	348,515.35	-	-	-	348,515.35
Mellon Investor Services, LLC	4,851.24	-	-	-	4,851.24
Miller & Chevalier Chartered	38,185.60	-	-	-	38,185.60
Pepper Hamilton LLP	32,677.20	-	-	-	32,677.20
Perkins Coie LLP	132,096.80	-	-	-	132,096.80
Peter J. Solomon Company	105,000.00	-	-	-	105,000.00
Puget Sound Beverage Service	216.75	-	-	-	216.75
Quinn Emanuel Urquhart Oliver & Hedges	254,060.60	-	-	-	254,060.60
Richards, Layton & Finger P.A.	138,549.01	-	-	-	138,549.01
Shearman & Sterling LLP	21,451.00	-	-	-	21,451.00
Simpson Thacher & Bartlett LLP	13,560.94	-	-	-	13,560.94
Susman Godfrey LLP	107,101.10	-	-	-	107,101.10
Weil, Gotshal & Manges LLP	3,407,179.47	-	-	-	3,407,179.47
Willingham, Michael	2,607.17	-	-	-	2,607.17
Wu, Weijia	156.00	-	-	-	156.00

Total	$ 5,718,354.12	$-	$-	$-	$ 5,718,354.12

NOTES

*Any holdback for professionals pursuant to their respective retention orders are included in “Current.”

DEBTOR QUESTIONNAIRE

Must be completed each month		Yes	No
1.	Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.		X
2.	Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.		X
3.	Have all post petition tax returns been timely filed? If no, provide an explanation below.	X
4.	Are workers compensation, general liability and other necessary insurance coverage in effect? If no, provide an explanation below.	X
5.	Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.		X

Mr. Cooper Group Inc. - FORM 8-K - EX-99.1 - EX.99.1 - MONTHLY OPERATING REPORT OCTOBER 2010 - December 1, 2010

Attached files

Mr. Cooper Group Inc. Reports