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

Attached files

file	filename
8-K - FORM 8-K - Mr. Cooper Group Inc.	mm12-2210_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: 11-01-10 to 11-30-10

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		December 21, 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.
November 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 - 10/31/2010	262,250,350	3,680,891,717	4,667	750,404	17,967,399	4,563,290	3,966,427,827	53,675,102	50,728	53,725,831	4,020,153,658

Receipts

Interest & investment returns	41,601	583,900	1	119	2,735	255,972	884,328	8,514	110,572	119,086	1,003,414
Tax refunds						-	-			-	-
Proceeds from BOLI surrender						1,331,254	1,331,254			-	1,331,254
Other miscellaneous receipts						5,687	5,687			-	5,687
Total Receipts	41,601	583,900	1	119	2,735	1,592,912	2,221,268	8,514	110,572	119,086	2,340,354


Transfers

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


Disbursements

Salaries and benefits						291,660	291,660		-	-	291,660
Travel and other expenses						50,478	50,478		-	-	50,478
Occupancy and supplies						108,797	108,797		-	-	108,797
Professional fees						3,413,321	3,413,321		-	-	3,413,321
Other outside services						183,552	183,552		-	-	183,552
Ahmanson Executive Plan Settlement						330,802	330,802				330,802
Bank fees						19,851	19,851		10	10	19,862
US Trustee quarterly Fees						-	-		-	-	-
Directors fees						60,000	60,000		-	-	60,000
Taxes paid						864	864		-	-	864
Total Disbursements	-	-	-	-		4,459,324	4,459,324	-	10	10	4,459,334

Net Cash Flow	41,601	583,900	1	119	(2,997,265)	133,589	(2,238,056)	8,514	110,562	119,076	(2,118,980)

Cash - End of Month	262,291,951	3,681,475,616	4,668	750,523	14,970,135	4,696,879	3,964,189,772	53,683,617	161,290	53,844,906	4,018,034,678

GL Balance	262,291,951	3,681,475,616	4,668	750,523	14,970,135	4,696,879	3,964,189,771	53,683,617	161,290	53,844,906	4,018,034,678

Net value - short-term securities							563,633,440			222,185,870	785,819,310

Total Cash & Cash Equivalents							4,527,823,212			276,030,777	4,803,853,988

In re Washington Mutual, Inc., et al.

Case No. 08-12229 (MFW)

November 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 November 30, 2010

Washington Mutual, Inc.

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

Akin, Gump, Strauss, Hauer & Feld LLP	09/01/10 - 09/30/10	Wire	11/24/10	$	595,062.00	$	21,024.93	$	15,013,137.98	$	453,744.18
Alvarez & Marsal					-		-		47,447,817.24		2,192,901.84
Ashby & Geddes, P.A.	09/01/10 - 09/30/10	3020	11/18/10		36,517.60		2,907.33		553,799.50		61,672.36
Benesch, Friedlander, Coplan & Aronoff					-		-		24,742.50		1,677.26
Blackstone Advisory Partners LLP					-		-		1,350,000.00		59,356.43
Cole, Schotz, Meisel, Forman & Leonard, PA					-		-		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	08/01/10 - 08/31/10	3028	11/18/10		2,147.60		-		705,773.20		24,567.15
Elliott Greenleaf	07/01/10 - 08/31/10	3010	11/10/10		41,060.40		4,468.36		738,431.85		52,909.04
FTI Consulting, Inc.	08/01/10 - 08/31/10	Wire	11/04/10		132,989.80		1,231.43		5,615,818.35		59,278.78
Gibson, Dunn & Crutcher LLP					-		-		755,110.95		14,086.19
Grant Thornton					-		-		457,536.00		39,407.93
Joele Frank, Wilkinson Brimmer Katcher	10/01/10 - 10/31/10	2995	11/04/10		5,653.75		1,932.79		197,538.14		19,750.33
John W. Wolfe, P.S.	09/01/10 - 09/30/10	Wire	11/18/10		140,701.20		205.43		2,794,496.30		8,319.74
Kurtzman Carson Consultants LLC	10/01/10 - 10/31/10	Wire	11/18/10		222,390.61		1,876,893.42		2,364,415.39		3,913,584.25
McKee Nelson LLP / Bingham McCutchen LLP	08/01/10 - 08/31/10	3022	11/18/10		11,781.20		84.14		2,648,767.78		269,388.55
McKenna Long & Aldridge					-		-		1,394,061.40		33,541.01
Miller & Chevalier Chartered	07/01/10 - 08/31/10	3035	11/18/10		6,974.40		-		782,424.16		4,057.34
Milliman	07/01/10 - 07/31/10	3036	11/18/10		1,732.50		-		31,429.99		-
Pepper Hamilton LLP					-		-		2,262,066.03		124,650.15
Perkins Coie LLP	07/01/10 - 07/31/10	Wire	11/04/10		81,128.80		2,724.20		2,344,425.04		112,590.17
Peter J. Solomon Company	09/01/10 - 09/30/10	Wire	11/24/10		140,000.00		1,679.20		1,191,250.00		9,789.43
PricewaterhouseCoopers LLP					-		-		2,066,910.00		184,532.35
Quinn Emanuel Urquhart Oliver & Hedges					-		-		11,276,900.15		353,178.13
Richards, Layton & Finger P.A.	08/01/10 - 08/31/10	Wire	11/10/10		61,614.40		9,522.01		1,011,793.60		133,168.58
Shearman & Sterling LLP					-		-		1,143,472.46		19,022.66
Silverstein & Pomerantz, LLP					-		-		21,932.50		77.53
Simpson Thacher & Bartlett LLP	06/01/10 - 07/31/10	3041	11/18/10		10,671.60		221.44		499,475.85		12,693.57
Susman Godfrey LLP					-		-		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					-		-		28,457,551.11		743,266.91

Total				$	1,490,425.86	$	1,922,894.68	$	135,519,800.19	$	8,977,990.33

WMI Investment Corp.

		Check		Amount Paid - Nov'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)
November 2010 Monthly Operating Report -- UNAUDITED
MOR 2 Statement of Operations for the period 11/1/10 to 11/30/10

	Washington Mutual, Inc.						WMI Investment Corp.
	November 2010			Cumulative to Date			November 2010			Cumulative to Date
Revenues:
Interest income:
Cash equivalents		795,204			19,719,235			40,980			1,052,411
Securities		227,315			6,618,070			-			2,976,201
Notes receivable - intercompany		49,576			1,648,514			-			1
Other		-			1,031,979			-			-
Total interest income		1,072,095			29,017,799			40,980			4,028,613
Earnings (losses) from subsidiaries and other
equity investments		5,423,150			(174,665,675	)		(41,563	)		(5,787,093	)
Gains (losses) from securities / investments		(10,434	)		(10,152,091	)		371			(112,258,277	)
Other income		352,185			4,942,551			-			(0	)
Total revenues		6,836,997			(150,857,416	)		(212	)		(114,016,757	)

Operating expenses:
Compensation and benefits		454,225			11,369,434			-			-
Occupancy and equipment		84,581			2,306,380			-			-
Professional fees		435,809			14,764,033			-			148
Loss / (Income) from BOLI/COLI policies		(152,270	)		(9,961,827	)		-			-
Management fees / Transition services		-			2,284,560			-			-
Insurance		184,258			17,447,720			-			-
Other		160,469			3,857,183			14,461			596,403
Total operating expenses		1,167,073			42,067,483			14,461			596,552

Net profit (loss) before other income
and expenses		5,669,924			(192,924,899	)		(14,673	)		(114,613,309	)

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		5,669,924			(137,896,899	)		(14,673	)		(114,613,309	)

Reorganization items:
Professional fees		10,084,756			167,280,358			-			322,043
Claims Adjustments		26,008,266			121,740,970			-			-
US Trustee quarterly fees		17,000			203,000			-			12,025
Gains (losses) from sale of assets		-			-			-			-
Other reorganization expenses		1,126,719			16,668,119			-			-
Total reorganization items		37,236,741			305,892,447			-			334,068
Net profit (loss) before income taxes		(31,566,817	)		(443,789,346	)		(14,673	)		(114,947,377	)

Income taxes		-			4,050			-			-

Net profit (loss)		(31,566,817	)		(443,793,396	)		(14,673	)		(114,947,377	)

Income tax rate		0.0	%		0.0	%		0.0	%		0.0	%

Washington Mutual, Inc., et al.	Case No. 08-12229 (MFW)
November 2010 Monthly Operating Report -- UNAUDITED
MOR 3 Balance Sheet as of 11/30/2010 and 9/26/2008

	Washington Mutual, Inc.						WMI Investment Corp.
	11/30/2010			9/26/08			11/30/2010			9/26/08
Assets:
Unrestricted cash and cash equivalents		4,527,823,212			4,018,083,009			276,030,777			52,974,376
Restricted cash and cash equivalents		90,657,898			145,668,884			-			-
Investment securities		73,132,703			59,688,627			-			266,444,881
Accrued interest receivable		857,338			413,253			5,001			4,084,658
Income tax receivable		475,913,725			742,680,150			22,187,560			22,187,560
Prepaid expenses		2,689,102			11,311,510			-			-
Cash surrender value of BOLI/COLI		35,349,871			84,039,738			-			-
Funded Pension		39,173,922			638,870,071			-			-
Other investments		-			23,668,909			57,320,734			65,952,708
Investment in subsidiaries		1,502,349,825			1,895,218,467			-			-
Notes receivable - intercompany		-			58,001,133			565,844,197			565,844,197
Fixed Assets		161,180			-			-			-
Other assets		97,013,782			23,489,277			-			-
Total assets		6,845,122,558			7,701,133,028			921,388,269			977,488,380

Liabilities not subject to compromise (Postpetition):
Accounts payable		16,666,143			-			-			-
Accrued wages and benefits		1,421,127			-			-			-
Other accrued liabilities		21,357,842			-			14,825			-
Minority interest		1,115,438			3,104,022			-			-
Total post-petition liabilities		40,560,550			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		410,993,228			407,215,221			-			-
Other accrued liabilities		78,385,759			92,259,015			-			-
Other pre-petition liabilities		159			223			-			-
Total pre-petition liabilities		8,362,840,077			8,278,878,868			-			-

Total liabilities		8,403,400,626			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		(753,388,216	)		(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		(443,793,396	)		-			(114,947,377	)		-
Total shareholders' equity		(1,558,278,069	)		(580,849,862	)		921,373,444			977,488,380

Total liabilities and shareholder's equity		6,845,122,558			7,701,133,028			921,388,269			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. The confirmation hearing related to the Plan was held between December 1st and 7th, 2010. The Plan will become effective upon confirmation by the Court and the satisfaction of other conditions contained therein; however, the Bankruptcy Court has taken confirmation of the Plan under advisement and recently notified the Debtors that no decision regarding confirmation will be issued before the end of 2010.

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 and Settlement Agreement 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”). Additional refunds of approximately $456.9 million were paid into the segregated escrow account on December 7, 2010. 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.

November 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		26,418.00	-	217,254.75	(217,263.75	)	26,409.00					-
FICA -- Employee		3,385.67	-	20,199.21	(20,201.30	)	3,383.58					-
FICA -- Employer		3,385.67	26,294.56	-	(26,296.65	)	3,383.58					-
Unemployment		672.00	112.00	-	(448.00	)	336.00					-
Income	*	-	-	-	-		-					-
Other		-	-	-	-		-					-
Total Federal		33,861.34	26,406.56	237,453.96	(264,209.70	)	33,512.16	-	-	-	-	-

State and Local

CA Withholding		-	-	48,083.56	(48,083.56	)	-
CA Disability		-	-	1,026.48	(1,026.48	)	-
CA Unemployment		-	238.00	-	(238.00	)	-
CA Employment Training Tax		-	7.00	-	(7.00	)	-
WA Withholding	n/a	-	-	-	-		-
WA Disability		1,562.64	221.24	158.48	(1,182.92	)	759.44
WA Unemployment		-	-	-	-		-
Sales/Use	**	-	-	-	-		-
Real Property	n/a	-	-	-	-		-
Personal Property	n/a	-	-	-	-		-
Other		1,062.69	1,098.12	-	(863.59	)	1,297.22
		-					-
Total State and Local		2,625.33	1,564.36	49,268.52	(51,401.55	)	2,056.66	-	-	-	-	-


Total Taxes		36,486.67	27,970.92	286,722.48	(315,611.25	)	35,568.82	-	-	-	-	-

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 November



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 11/1/2010 through 11/30/2010

Property Tax Filings:

No property tax returns were filed during the period 11/1/2010 through 11/30/2010.


Sales/Use Tax Filings:

No sales/use tax returns were filed during the period 11/1/2010 through 11/30/2010.


Payroll Tax Filings:

Entity	Jurisdiction	Filing Description	Due Date	Date Filed
WMI	IRS (Federal)	Withholding summary of deposits and filings (semi-monthly)	11/03/2010	11/03/2010
WMI	IRS (Federal)	Withholding summary of deposits and filings (semi-monthly)	11/05/2010	11/05/2010
WMI	IRS (Federal)	Withholding summary of deposits and filings (semi-monthly)	11/19/2010	11/19/2010
WMI	California	Withholding summary of deposits and filings	11/19/2010	11/19/2010
WMI	California	Disability insurance filings	11/19/2010	11/19/2010
WMI	California	Unemployment summary of deposits and filings	11/19/2010	11/19/2010
WMI	California	Employment training tax reporting	11/19/2010	11/19/2010


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

Entity	Jurisdiction	Filing Description	Due Date	Date Filed
WMI	Washington	Business and occupation tax return	11/29/2010	11/22/2010

	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

Aetna, Inc.	$	18,276.40	$	-	$	-	$	-	$	18,276.40
Akin, Gump, Strauss, Hauer & Feld LLP		541,238.95		-		-		-		541,238.95
Alvarez & Marsal		1,704,855.71		-		-		-		1,704,855.71
Ashby & Geddes, P.A.		143,331.69		-		-		-		143,331.69
AT&T		2,286.23		-		-		-		2,286.23
Bagley Holdings LLC		56,297.71		-		-		-		56,297.71
Bingham McCutchen LLP / McKee Nelson LLP		12,684.27		-		-		-		12,684.27
Brouwer, Curt		819.26		-		-		-		819.26
Cole, Schotz, Meisel, Forman & Leonard		13,129.12		-		-		-		13,129.12
Comcast		199.90		-		-		-		199.90
Davis Wright Tremaine LLP		3,893.30		-		-		-		3,893.30
Elliott Greenleaf		37,672.42		-		-		-		37,672.42
FTI Consulting, Inc.		258,384.94		-		-		-		258,384.94
Gibson, Dunn & Crutcher LLP		25,952.48		-		-		-		25,952.48
Grayson, Helen		103.33		-		-		-		103.33
Hirata, Yana E.		208.65		-		-		-		208.65
John W. Wolfe, P.S.		286,747.64		-		-		-		286,747.64
Lifewise Assurance Company		1,577.61		-		-		-		1,577.61
Maples		8,000.00		-		-		-		8,000.00
McKenna Long & Aldridge		4,616,144.22		-		-		-		4,616,144.22
Merrill Communications LLC		126,972.99		-		-		-		126,972.99
Miller & Chevalier Chartered		142,254.28		-		-		-		142,254.28
Nguyen, Nicholas P.		99.00		-		-		-		99.00
Palsha, Jane		126.00		-		-		-		126.00
Pepper Hamilton LLP		163,193.36		-		-		-		163,193.36
Perkins Coie LLP		273,693.34		-		-		-		273,693.34
Peter J. Solomon Company		315,249.30		-		-		-		315,249.30
Quinn Emanuel Urquhart Oliver & Hedges		1,688,762.24		-		-		-		1,688,762.24
Richards, Layton & Finger P.A.		149,475.66		-		-		-		149,475.66
Robert Half Legal		40,231.48		-		-		-		40,231.48
Shearman & Sterling LLP		196,805.72		-		-		-		196,805.72
Simpson Thacher & Bartlett LLP		15,999.67		-		-		-		15,999.67
Struck, Peter		1,333.31		-		-		-		1,333.31
Susman Godfrey LLP		200,641.58		-		-		-		200,641.58
Vision Service Plan		194.20		-		-		-		194.20
Weil, Gotshal & Manges LLP		5,619,306.76		-		-		-		5,619,306.76

Total	$	16,666,142.72	$	-	$	-	$	-	$	16,666,142.72

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

Attached files

Mr. Cooper Group Inc. Reports

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