Eight Mile Style, LLC et al v. Apple Computer, Incorporated

Filing 159

RESPONSE to 138 MOTION in Limine No. 2 to Exclude Testimony of Peter Paterno filed by Aftermath Records, Apple Computer, Incorporated. (Attachments: # 1 Index of Exhibits, # 2 Exhibit 1 - Paterno 4-30-08 Transcript Excerpts, # 3 Exhibit 2 - Paterno 11-20-08 Transcript Excerpts, # 4 Exhibit 3 - Paterno Designations, # 5 Exhibit 4 - Defendants' Expert Disclosure) (Lemoine, Melinda)

Eight Mile Style, LLC et al v. Apple Computer, Incorporated

Doc. 159 Att. 2

Eight Mile Style, LLC et al. v. Apple Computer Inc., et al. Case No. 2:07-CV-13164

EXHIBIT 1 Excerpt of transcript pages from the Deposition of Peter Paterno taken on April 30, 2008

5005843.1

Dockets.Justia.com

DEPOSITION OF PETER PATERNO
Page 2
UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA

F.B.T. PRODUCTIONS, LLC; ) AND EM2M, LLC, ) ) PLAINTIFFS,) ) VS. ) CASE NO. CV 07-3314 PSG (MANX) ) AFTERMATH RECORDS DOING ) BUSINESS AS AFTERMATH ) ENTERTAINMENT; INTERSCOPE) RECORDS; UMG RECORDINGS, ) INC.; AND ARY, INC., ) ) DEFENDANTS.) _________________________)

DEPOSITION OF PETER PATERNO, TAKEN ON BEHALF OF THE DEFENDANTS, AT 10250 CONSTELLATION BOULEVARD, 19TH FLOOR, CALIFORNIA, COMMENCING AT 2:15 P.M., WEDNESDAY, APRIL 30, 2008, BEFORE ALEJANDRIA BAKER, CSR NUMBER 11897.

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Page 10
14:17:56 14:17:59 14:18:01 14:18:04 14:18:06 14:18:08 14:18:12 14:18:14 14:18:17 14:18:20 14:18:21 14:18:21 14:18:23 14:18:26 14:18:27 14:18:32 14:18:33 14:18:35 14:18:40 14:18:44 14:18:48 14:18:56 14:19:03 14:19:06 14:19:08 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

THE GENERAL INSTRUCTIONS THAT I ORDINARILY GIVE, BUT JUST FOR PURPOSES OF CLARITY OF THE RECORD, I JUST WANT TO GIVE A FEW VERY BASIC INSTRUCTIONS. IN THIS DEPOSITION, I'LL BE ASKING YOU QUESTIONS, OBVIOUSLY. AND UNLESS YOU RECEIVE AN

INSTRUCTION NOT TO ANSWER, YOU'LL ANSWER MY QUESTIONS. IF YOU HAVE ANY QUESTIONS ABOUT THE VERBIAGE I USE OR DON'T UNDERSTAND IT, JUST TELL ME YOU DON'T UNDERSTAND IT, AND I'LL BE HAPPY TO REPHRASE IT. OKAY? A. Q. OKAY. AND IS THERE ANY REASON YOU CAN'T ANSWER ARE YOU

MY QUESTIONS HONESTLY AND ACCURATELY TODAY?

UNDER ANY MEDICATION OR TIRED THAT MIGHT AFFECT YOUR ABILITY TO ANSWER MY QUESTIONS HONESTLY AND ACCURATELY? A. Q. NO. OKAY. MR. PATERNO, WOULD YOU PLEASE

DESCRIBE FOR ME YOUR EXPERIENCE AS A LAWYER IN THE MUSIC BUSINESS. A. I STARTED DOING LEGAL WORK IN THE MUSIC

BUSINESS IN 1978, AND DID IT CONTINUOUSLY UNTIL 1990. BETWEEN 1990 AND 1994, I RAN A RECORD COMPANY, AND THEN THEREAFTER, I RETURNED TO PRACTICE LAW. MUSIC LAW SINCE THEN, UNTIL NOW. Q. OKAY. YOU GRADUATED FROM LAW SCHOOL IN I'VE BEEN DOING

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WHAT YEAR? A. Q. 1976. OKAY. AND WHEN YOU SAY THAT YOU WERE IN

THE MUSIC BUSINESS FROM '78 TO 1990, WHO DID YOU WORK FOR? A. WELL, I WAS A LAWYER. I'VE ALWAYS BEEN

IN THE MUSIC BUSINESS. Q. A. RIGHT. I WAS A LAWYER, DOING PRIMARILY MUSIC

WORK AT THE TIME, FOR MANATT PHELPS. Q. A. Q. WHICH IS A LAW FIRM HERE IN LOS ANGELES? YES. AND YOU WERE IN THEIR ENTERTAINMENT

DEPARTMENT OR MUSIC DEPARTMENT? A. Q. YES. OKAY. AND THEN YOU LEFT MANATT IN 1990;

IS THAT WHAT I UNDERSTAND? A. Q. YES. OKAY. END OF 1989. AND WHAT -- YOU SAID YOU WENT

THERE -- YOU LEFT TO RUN A MUSIC LABEL? A. Q. A RECORD COMPANY. RECORD COMPANY. WHAT WAS THE RECORD COMPANY? A. Q. HOLLYWOOD RECORDS. OKAY. AND WHY DID YOU LEAVE HOLLYWOOD

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RECORDS IN 1994? A. Q. BECAUSE THEY ASKED ME TO. OKAY. WHAT WAS YOUR POSITION AT

HOLLYWOOD RECORDS? A. Q. I WAS THE PRESIDENT. OKAY. AND WHEN YOU LEFT IN 1994, DID

YOU FORM YOUR OWN LAW FIRM AT THAT POINT IN TIME? A. I SPENT A YEAR TRYING TO GET A REAL JOB.

AND WHEN THAT DIDN'T HAPPEN, I WENT TO -- I WENT INTO BUSINESS WITH A COUPLE OF FRIENDS OF MINE, WHO ARE THE PEOPLE I'M IN BUSINESS WITH TODAY. Q. A. JILL BERLINER. Q. OKAY. AND YOUR LAW FIRM WAS FORMED AT AND WHO ARE THOSE PEOPLE? HOWARD KING AND KEITH HOLMES AND

THAT POINT IN TIME? A. Q. YES. NOW, IN CONNECTION WITH YOUR LEGAL

PRACTICE, DO YOU REPRESENT ARTISTS? A. Q. MOSTLY. MOSTLY ARTISTS. WHO ARE SOME OF THE BIGGER NAMED ARTISTS THAT YOU REPRESENT? MR. POMERANTZ: CAREER? OVER THE COURSE OF HIS

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BY MR. BUSCH: Q. YES. OVER THE COURSE OF YOUR CAREER,

WHO ARE SOME OF THE BIGGER NAMED ARTISTS THAT YOU'VE REPRESENTED? A. METALLICA, DR. DRE, GUNS N' ROSES, ALICE THERE'S

IN CHAINS, BRIAN SETZER, PEARL JAM, METALLICA. A LOT MORE. Q.

BUT YOUR PRIMARY -- THE PRIMARY FOCUS OF

YOUR PRACTICE IS REPRESENTING ARTISTS? A. Q. PRIMARY, YES. OKAY. HAVE YOU SPOKEN WITH ANYONE DID YOU DO ANYTHING TO

REGARDING YOUR DEPOSITION TODAY?

PREPARE FOR YOUR DEPOSITION TODAY? A. Q. A. YES. WHAT DID YOU DO? I MET WITH THESE GENTLEMEN. MR. BUSCH: OKAY. AND SINCE YOU'RE

REPRESENTING HIM, I ASSUME YOU'LL BE ASSERTING THE ATTORNEY-CLIENT PRIVILEGE CONCERNING YOUR COMMUNICATIONS IN THE PREPARATION OF THE DEPOSITION? MR. POMERANTZ: BY MR. BUSCH: Q. DID YOU -- WELL, LET ME ASK YOU THIS. HOW LONG DID YOU MEET WITH THE ATTORNEYS FOR UNIVERSAL? DON'T DISCLOSE WHAT YOU DISCUSSED, JUST YES.

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HOW -- HOW LONG DID YOU MEET WITH THEM TO PREPARE FOR YOUR DEPOSITION? A. Q. A. Q. ABOUT 45 MINUTES. OKAY. YES. WHAT DOCUMENTS DID YOU REVIEW? MR. POMERANTZ: I THINK YOU'RE ENTITLED DID YOU REVIEW ANY DOCUMENTS?

TO ASK HIM WHETHER ANY OF THEM REFRESHED HIS RECOLLECTION. QUESTION. SO IF YOU COULD RESTATE THE QUESTION. BY MR. BUSCH: Q. DID ANY OF THE DOCUMENTS THAT YOU I WOULD LET HIM ANSWER -- ANSWER THAT

REVIEWED REFRESH YOUR RECOLLECTION IN ANY WAY? A. Q. NOT REALLY. NOT REALLY. SO YOU HAD INDEPENDENT RECOLLECTION OF THE EVENTS AND THE CONTRACTS OR WHATEVER YOU REVIEWED WITHOUT EVER HAVING TO REVIEW THE DOCUMENTS? A. I HAD SOME SKETCHY RECOLLECTIONS. IT

WAS A LONG TIME AGO. Q. OKAY. HAVE YOU DISCUSSED THE CLAIMS

RAISED IN THESE LAWSUITS WITH ANY CURRENT OR FORMER EMPLOYEES OF THE DEFENDANTS IN THE CASES, AFTERMATH RECORDS OR UNIVERSAL RECORDS?

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A. Q. A. Q.

YEAH, PROBABLY. WITH WHOM? DAVID COHEN. OKAY.

YES.

AND POSSIBLY RAND HOFFMAN.

WHEN DID YOU DISCUSS THE ISSUES

RAISED IN THESE LAWSUITS WITH DAVID COHEN? A. Q. A. RECORDS. Q. TELL ME WHAT YOU SAID TO HIM AND WHAT HE I DON'T KNOW. WHO IS DAVID COHEN? HE'S THE GENERAL MANAGER OF INTERSCOPE

SAID TO YOU IN CONNECTION WITH THAT CONVERSATION. MR. POMERANTZ: MR. PATERNO. LET ME INSTRUCT YOU,

TO THE EXTENT THAT THOSE CONVERSATIONS ARE

PRIVILEGED, WITH YOU AS THE LAWYER AND THEM AS THE CLIENT, EITHER AS A CO-OWNER OF AFTERMATH OR WHATEVER, I WOULD INSTRUCT YOU NOT TO ANSWER IT. OBVIOUSLY IF THEY'RE NOT PRIVILEGED, THEN YOU CAN ANSWER THE QUESTION. THE DEPONENT: I'M -- THERE'S -- THERE'S

NOTHING SUBSTANTIVE IN ANY CONVERSATION I HAD WITH EITHER OF THEM. BY MR. BUSCH: Q. A. WHAT DO YOU MEAN BY THAT? I MEAN, I DON'T REALLY REMEMBER THE

CONVERSATIONS, BUT IT WAS SOMETHING ALONG THE LINES OF

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THAT -- "DO YOU KNOW WE'VE BEEN -- WE HAVE THIS LAWSUIT WITH F.B.T.?" AND I'D -- I'D -- I'D SAY, "YES," AND THAT WAS ABOUT IT. Q. BUT THERE WAS NO DISCUSSION OF THE

SUBSTANCE OR THE MERITS OF EITHER OF THE CASES? A. Q. I DON'T THINK SO. WHAT DO YOU UNDERSTAND THE ALLEGATIONS

IN THE F.B.T. CASE TO BE? MR. POMERANTZ: YOU CAN ANSWER THAT AS

LONG AS IT'S NOT BASED ON ANY PRIVILEGED COMMUNICATIONS. THE DEPONENT: I COULD BE WRONG. I KNOW

ONE OF THE CASES HAS TO DO WITH A CLAIM THAT DIGITAL DOWNLOADS ARE LICENSES, BUT NOT SALES. AS I KNOW. BY MR. BUSCH: Q. AND WHAT ABOUT IN THE APPLE LAWSUIT, THE THAT'S AS MUCH

LAWSUIT AGAINST APPLE? A. Q. I DON'T KNOW. OKAY. WHERE DID YOU GET YOUR

UNDERSTANDING THAT YOU JUST STATED AS FAR AS WHAT THE ISSUE IS IN THE F.B.T. CASE? A. Q. TRADE MAGAZINES. NOT FROM ANY CONVERSATIONS WITH ANYBODY

ASSOCIATED WITH EITHER THE PLAINTIFFS OR THE DEFENDANTS?

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A.

I DON'T KNOW.

I MEAN, I MIGHT HAVE EVEN

READ THE COMPLAINT. Q.

I DON'T REMEMBER. HAVE YOU SPOKEN TO ANYBODY

OKAY.

ASSOCIATED WITH THE PLAINTIFFS IN EITHER CASE ABOUT THE ISSUES INVOLVED IN THESE CASES? A. Q. I DON'T THINK SO. OKAY. HAVE YOU DISCUSSED ANY OF THE

ISSUES INVOLVED IN THESE CASES WITH DR. DRE? A. Q. NO. OKAY. LET'S GO BACK FOR A SECOND, IF WE

COULD, TO YOUR POSITION AND ACTIVITIES AT HOLLYWOOD RECORDS. WHAT WAS YOUR DAY-TO-DAY JOB RESPONSIBILITIES WHEN YOU WERE AT HOLLYWOOD RECORDS? A. WELL, I RAN THE COMPANY, SO I WAS THE

CHIEF EXECUTIVE. Q. AND WAS IT MICHAEL EISNER WHO TAPPED YOU

TO HEAD UP HOLLYWOOD RECORDS? A. Q. YES. OKAY. JUST GENERALLY IN YOUR ROLE AS

CHIEF EXECUTIVE, WHAT -- WHAT WERE YOU -- WERE YOU RESPONSIBLE FOR SIGNING ARTISTS? RESPONSIBLE FOR DOING? WHAT WERE YOU JUST

NEGOTIATING AGREEMENTS?

GENERALLY, WHAT WERE YOUR DUTIES AND RESPONSIBILITIES? A. MOSTLY MY RESPONSIBILITIES WERE

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OVERSEEING PEOPLE THAT SIGNED ARTISTS AND OVERSEEING PEOPLE THAT MARKETED RECORDS OVERSEEING PEOPLE THAT PROMOTED RECORDS. AND THAT WAS -- THAT'S KIND OF WHAT

YOU DO IN THAT JOB. Q. A. OKAY. BUT -YOU JUST

YOU DON'T REALLY DO ANYTHING.

MEET WITH PEOPLE THAT DO THINGS. Q. I UNDERSTAND. AND YOUR EXPERTISE THAT ALLOWED YOU TO HEAD UP THAT DEPARTMENT, WAS THAT OBTAINED THROUGH YOUR EXPERIENCE AT MANATT. A. Q. I MEAN, PARTLY, I GUESS. WELL, WHEN YOU WERE AT MANATT, WHAT WERE WERE YOU

YOUR -- WERE YOU NEGOTIATING AGREEMENTS?

INVOLVED WITH SIGNING ARTISTS ON BEHALF OF CLIENTS? WHAT WERE YOU -- WHAT WAS YOUR PRACTICE FOCUSED ON WHEN YOU WERE AT MANATT? A. MY PRACTICE WAS FOCUSED ON REPRESENTING

ARTISTS IN WHATEVER -- WELL, THAT WAS THE PRACTICE I DEVELOPED. COMPANIES. I STARTED OUT DOING A LOT OF WORK FOR RECORD I WAS -- MOST OF THE RECORD COMPANIES, WHEN

I STARTED OUT, DIDN'T HAVE IN-HOUSE LEGAL DEPARTMENTS, AND SO THEY USED OUTSIDE COUNSEL. AND WE WERE OUTSIDE COUNSEL FOR TWO OR THREE MAJOR LABELS, AND I DID A LOT OF THE AGREEMENTS

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WHEN I STARTED OUT. Q. AND HOW LONG DID THAT LAST BEFORE YOU

TRANSITIONED INTO REPRESENTING ARTISTS? A. WELL, ONE OF THE COMPANIES FELL ON HARD

TIMES, AND ANOTHER ONE OF THE COMPANIES MOVED TO NEW YORK, SO THEY MOVED A LOT OF THEIR BUSINESS TO NEW YORK IN THE EARLY '80S. AND SO -- YOU KNOW. AND THE CLIENTS

I DEVELOPED WERE PRIMARILY ARTISTS. Q. OKAY. AND WHO WERE THE -- WHO WERE THE

LABELS THAT FELL ON HARD TIMES IN THE 1980'S? A. WELL, R.S.O. RECORDS. THEY HAD A BIG

SURGE WITH THE BEE GEES, AND THEN IT DIDN'T LAST FOREVER. RECORDS. AND THEN WE ALSO DID WORK FOR ELECTRA/ASYLUM THEY MOVED TO THE EAST COAST. I STILL DID WORK FOR GEFFEN RECORDS THROUGH MOST OF THE '80S. Q. OKAY. GOING BACK, YOU SAID YOU

GRADUATED LAW SCHOOL, I BELIEVE, IN 1976 OR '77? A. Q. '76. DID YOU HAVE ANY EXPERIENCE IN THE

RECORD BUSINESS BEFORE YOU GRADUATED LAW SCHOOL? A. Q. A. Q. NO. OKAY. I BOUGHT RECORDS. DOES THAT COUNT?

I GUESS WE ALL WOULD HAVE --

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A. Q. A.

YEAH. -- SOME EXPERIENCE, THEN. NOBODY DOES THAT NOW, SO I GUESS NOBODY

IS GETTING EXPERIENCE. Q. A. Q. IS ANDRE YOUNG YOUR CLIENT? YES. OKAY. AND ANDRE YOUNG IS PROFESSIONALLY

KNOWN AS DR. DRE? A. Q. A. Q. A. Q. A. Q. YES. IS AFTERMATH YOUR CLIENT? YES. IS INTERSCOPE YOUR CLIENT? NO. AND IS U.M.G. YOUR CLIENT? NO. OKAY. WHAT IS THE NATURE OF YOUR SORRY.

RELATIONSHIP WITH ANDRE YOUNG/DR. J -- DR. DRE? A.

WHAT DO YOU MEAN, WHAT'S THE NATURE OF

MY RELATIONSHIP? Q. IS IT -- ARE YOU PARTNERS? IS HE SIMPLY

A CLIENT OF YOURS?

ARE YOU JOINT OWNERS OF ANYTHING?

(SPEAKING SIMULTANEOUSLY.) THE DEPONENT: HIS LAWYER. /// NO. I'M -- I'M -- I'M

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BY MR. BUSCH: Q. FOR WHAT ENTITIES? FOR HIM PERSONALLY

OR FOR OTHER ENTITIES HE OWNS OR CONTROLS? A. Q. PRETTY MUCH EVERYTHING HE DOES. OKAY. AND SO WHAT ARE THE BUSINESSES

THAT -- IN THE RECORD BUSINESS THAT ARE OWNED OR CONTROLLED BY DR. DRE? A. Q. COMPANY? A. THERE'S A COUPLE. THERE'S NOTHIN' GOING I HE OWNS THE PUBLISHING COMPANY. WHAT'S THE NAME OF THAT PUBLISHING

ON BUT FUNK AND MUSIC, HARDWORKING BLACK FOLK MUSIC. THINK THOSE ARE HIS TWO PRIMARY PUBLISHING COMPANIES. HE OWNS AN INTEREST IN AFTERMATH RECORDS. AND THOSE ARE HIS PRIMARY BUSINESSES.

THAT'S

HOW HE MAKES MONEY. Q. A. Q. A. OKAY. WHAT IS ARY, A-R-Y, INC.?

ARY, INC.? YES. IT'S A CORPORATE ENTITY OF DRE'S. I

THINK THAT'S THE ENTITY -- IT'S WHOLLY OWNED BY DRE, AND I THINK THAT'S THE ENTITY THAT'S A PARTNER WITH INTERSCOPE AND AFTERMATH MUSIC -- I MEAN AFTERMATH ENTERTAINMENT. Q. OKAY. DID YOU HAVE ANY INVOLVEMENT WITH

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THE FORMATION OF ARY? A. Q. A. DON'T REMEMBER. Q. A. Q. A. Q. CORPORATION? A. PERSONALLY, NO. SOMEBODY IN MY LAW FIRM PERSONALLY, NO. OKAY. MY FIRM MIGHT HAVE FORMED IT, BUT I IT WAS A LONG TIME AGO. ALL RIGHT. ARE YOU A BOARD MEMBER?

I DON'T THINK SO, BUT I MIGHT BE. YOU DON'T KNOW? NO. I HAVE NO IDEA.

ARE YOU AN INCORPORATOR OF THAT

MAY HAVE DONE IT. Q. OKAY. WHAT IS THE NATURE OF YOUR ROLE

WITH AFTERMATH RECORDS? A. Q. I'M THE LAWYER. OKAY. ARE YOU OUTSIDE COUNSEL? ARE YOU

PAID AS AN EMPLOYEE, A LAWYER WHO'S AN EMPLOYEE OF THE COMPANY, OR ARE YOU JUST OUTSIDE COUNSEL? A. Q. A. Q. RECORDS? A. YES. OUTSIDE COUNSEL. HAS IT CHANGED OVER TIME? NO. DO YOU NEGOTIATE ON BEHALF OF AFTERMATH

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Q.

OKAY.

HAVE YOU EVER REPRESENTED AN

ARTIST SIGNED TO AFTERMATH? A. Q. I DON'T THINK SO. OKAY. WHEN YOU SAY YOU NEGOTIATE ON

BEHALF OF AFTERMATH RECORDS, WHAT TYPE OF AGREEMENTS DO YOU NEGOTIATE ON BEHALF OF AFTERMATH RECORDS? A. PRIMARILY AGREEMENTS OF ARTISTS, ARTISTS

SIGNED TO AFTERMATH. Q. OKAY. HAS THAT ROLE EVER CHANGED, OR IS

THAT PRIMARILY THE TYPE OF WORK YOU'VE DONE FOR AFTERMATH RECORDS? A. THAT'S PRIMARILY WHAT WE DO. THEY HAVE

EMPLOYMENT AGREEMENTS.

WE DO THOSE FROM TIME TO TIME.

BUT, YOU KNOW, PRIMARILY IT'S ARTIST AGREEMENTS OR AGREEMENTS WITH PRODUCERS. Q. A. Q. A. IT'S PRIMARILY WHAT WE DO.

WHAT YEAR WAS AFTERMATH RECORDS FORMED? I THINK 1996. OKAY. I THINK IT'S AFTERMATH ENTERTAINMENT, IT SWITCHED

BUT I -- IT'S HARD -- THAT MAY BE WRONG. BACK AND FORTH. Q. A. Q. I'LL JUST SAY AFTERMATH. RIGHT. OKAY.

FROM 1996 UNTIL TODAY, HAS THE

NATURE OF THE NEGOTIATIONS, WHEN AN ARTIST IS SIGNED TO

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DEPOSITION OF PETER PATERNO
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AFTERMATH, CHANGED?

AND WHAT I MEAN BY THAT IS:

HAVE

THE PEOPLE WHO'VE BEEN INVOLVED ON THE AFTERMATH SIDE STAYED PRETTY MUCH CONSISTENT? A. Q. A. YES. OKAY. AND WHO HAVE THOSE PEOPLE BEEN?

ME, DRE, AND WHATEVER PERSON AT MY FIRM THERE'S --

HANDLES THE DRE ACCOUNT. Q. A.

WHAT DOES THAT MEAN? WE STAFF -- WE TYPICALLY STAFF A

PARTICULAR CLIENT WITH A -- IF IT'S MY CLIENT, WITH ME, SECOND IN COMMAND AND A PARALEGAL. Q. OKAY. SO BASICALLY YOU'RE THE LEAD GUY.

YOU PUT AN ASSOCIATE ON IT, AND YOU HAVE A PARALEGAL IN CONNECTION WITH EACH PROJECT? TELLING ME? A. YES. BUT THEN, OF COURSE, THE IS THAT WHAT YOU'RE

ASSOCIATES STAY THERE SO LONG THAT THEY ALL BECOME PARTNERS AND -- UNECONOMICAL, BUT, YOU KNOW, THAT'S WHAT WE DO. Q. A. OKAY. I UNDERSTAND. WE DON'T HAVE THE

WE'RE A SMALL FIRM.

BIG LEVERAGE THAT YOU BIG FIRMS HAVE. Q. WHAT IS THE NATURE OF AFTERMATH RECORDS

DOING BUSINESS AS AFTERMATH ENTERTAINMENT, DO YOU KNOW? A. NO, I DON'T KNOW.

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DEPOSITION OF PETER PATERNO
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STATE OF CALIFORNIA COUNTY OF LOS ANGELES

) ) )

SS.

DEPONENT'S DECLARATION

I CERTIFY UNDER PENALTY OF PERJURY THAT THE FOREGOING IS TRUE AND CORRECT.

EXECUTED AT ___________________ ON _______________.

____________________________ (SIGNATURE OF DEPONENT)

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DEPOSITION OF PETER PATERNO
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STATE OF CALIFORNIA COUNTY OF LOS ANGELES

) ) )

SS.

I, ALEJANDRIA BAKER, CERTIFIED SHORTHAND REPORTER, CERTIFICATE NUMBER 11897, FOR THE STATE OF CALIFORNIA, HEREBY CERTIFY: THE FOREGOING PROCEEDINGS WERE TAKEN BEFORE ME AT THE TIME AND PLACE THEREIN SET FORTH, AT WHICH TIME THE DEPONENT WAS PLACED UNDER OATH BY ME; THE TESTIMONY OF THE DEPONENT AND ALL OBJECTIONS MADE AT THE TIME OF THE EXAMINATION WERE RECORDED STENOGRAPHICALLY BY ME AND WERE THEREAFTER TRANSCRIBED; THE FOREGOING TRANSCRIPT IS A TRUE AND CORRECT TRANSCRIPT OF MY SHORTHAND NOTES SO TAKEN; I FURTHER CERTIFY THAT I AM NEITHER COUNSEL FOR NOR RELATED TO ANY PARTY TO SAID ACTION, NOR IN ANY WAY INTERESTED IN THE OUTCOME THEREOF. IN WITNESS WHEREOF, I HAVE HEREUNTO SUBSCRIBED MY NAME THIS 12TH DAY OF MAY, 2008.

____________________________

KELLI NORDEN AND ASSOCIATES

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