                                                                        1



          1   

          2   UNITED STATES BANKRUPTCY COURT

          3   SOUTHERN DISTRICT OF NEW YORK

          4   - - - - - - - - - - - - - - - -x

          5   

          6       In Re:  SILVIA NUER

          7   
                          Debtor,
          8   
              - - - - - - - - - - - - - - - -x
          9   

         10   

         11   
                      DEPOSITION OF SCOTT WALTER
         12   
                          New York, New York
         13   

         14   

         15   

         16   

         17   

         18   

         19   

         20   

         21   

         22   

         23   

         24   

         25   




                                                                        2



          1   

          2   

          3   

          4                   March 16, 2010

          5                   11:10 a.m.

          6   

          7             Deposition of SCOTT WALTER, held

          8   at the offices of United States Trustee's

          9   Office, 33 Whitehall Street, before Dale

         10   W. Tice, RPR, a Notary Public of the State

         11   of New York.

         12   

         13   

         14   

         15   

         16   

         17   

         18   

         19   

         20   

         21   

         22   

         23   

         24   

         25   




                                                                        3



          1   

          2   APPEARANCES:

          3   
                        GARDERE WYNNE SEWELL LLP
          4             Attorneys for the witness
                        1000 Louisiana
          5             Suite 3400
                        Houston, Texas 77002
          6   
                        BY:  MICHAEL P. CASH, ESQ.
          7   

          8   
                        TEITELBAUM & BASKIN, LLP
          9             Attorneys for Chase
                        3 Barker Avenue
         10             Third Floor
                        White Plains, New York  10601
         11   
                        BY:  JAY TEITELBAUM, ESQ.
         12   

         13   
                        UNITED STATES TRUSTEES OFFICE
         14             Attorneys for U.S. Trustee
                        33 Whitehall
         15             New York, New York  10004

         16             BY:  GREG ZIPES, ESQ.

         17   
                        LINDA M. TIRELLI, ESQ.
         18             Attorney for Debtor
                        202 Mamaroneck Avenue
         19             White Plains, New York 10601

         20   
                        ALSO PRESENT:
         21   
                        Audrey Willams
         22   

         23   

         24   

         25   




                                                                        4



          1   

          2                   STIPULATIONS

          3               IT IS HEREBY STIPULATED AND

          4   AGREED, by and among the attorneys for the

          5   respective parties hereto, that the

          6   filing, sealing, and certification of the

          7   within deposition shall be and the same

          8   are hereby waived;

          9               IT IS FURTHER STIPULATED AND

         10   AGREED that all objections, except as to

         11   form of the question, shall be reserved to

         12   the time of the trial;

         13               IT IS FURTHER STIPULATED AND

         14   AGREED that the within deposition may be

         15   signed before any Notary Public with the

         16   same force and effect as if signed and

         17   sworn to before the Court.

         18   

         19   

         20   

         21   

         22   

         23   

         24   

         25   




                                                                        5



          1   

          2             SCOTT WALTER,

          3             the Witness herein, having first

          4   been duly sworn by the Notary Public, was

          5   examined and testified as follows.

          6             MR. CASH:  Before we start, I'd

          7       like to put something on the record.

          8             We are here voluntarily.  We

          9       don't believe the witness has been

         10       properly served.  We don't believe

         11       service was properly effected.

         12             We are here, though, as an

         13       accommodation because we want to have

         14       this case move forward to which we are

         15       a nonparty.

         16             Mr. Walter is here voluntarily

         17       and we are trying to cooperate.

         18             MR. ZIPES:  I'm Greg Zipes from

         19       the U.S. Trustee's office.  We are

         20       actually going to serve you with a

         21       subpoena right now.  This is for an

         22       appearance on Friday.  If you would

         23       like we can come back on Friday.

         24             MR. CASH:  Here we are

         25       voluntarily.  We are here for the




                                                                        6



          1               SCOTT WALTER

          2       case, but we can talk about that

          3       later.

          4             MR. ZIPES:  I have a statement

          5       for the record.  I wasn't quite

          6       expecting it to turn this early.  The

          7       U.S. Trustee duly served a subpoena on

          8       Scott Walters through Cheryl Newman.

          9       That took place on February 24th,

         10       2010.  The record should reflect that

         11       the e-mail was not returned from Ms.

         12       Newman, that there was no comment

         13       about service of the subpoena not

         14       being appropriate until yesterday

         15       afternoon when in response to a phone

         16       call by me, Greg Zipes, to Mr. Cash,

         17       an e-mail actually after the time

         18       specified on the subpoena for LPS to

         19       provide certain documents, those

         20       documents were not responded to.  That

         21       document request was not responded

         22       to.

         23             Mr. Cash, for the first time,

         24       stated that the subpoena somehow was

         25       not valid.  So we are prepared to put




                                                                        7



          1               SCOTT WALTER

          2       this before the Court and --

          3             MR. CASH:  Fair enough.

          4             MR. ZIPES:  -- we will deal with

          5       it.

          6             MR. CASH:  Okay.  Let's roll.

          7       Oh, I have brought the default

          8       services agreement between Washington

          9       Mutual and Fidelity, National

         10       Foreclosure Bankruptcy Solutions, May

         11       17, 2004.  This is the only one in

         12       effect.  There is no agreement between

         13       Chase and Fidelity.

         14             I am willing to produce this if

         15       we can get a confidentiality agreement

         16       before I do so.  If not, I will just

         17       bring it back to Texas with me.  It's

         18       up to you.

         19             MR. ZIPES:  The U.S. Trustee

         20       served the subpoena requesting this

         21       document.  It was requested as of

         22       yesterday.  That deadline was not

         23       complied with by LPS.  We are hearing

         24       today that some sort of

         25       confidentiality agreement is




                                                                        8



          1               SCOTT WALTER

          2       necessary.  Obviously my office would

          3       have cooperated if we knew it was an

          4       issue.  But we didn't get that

          5       information until yesterday afternoon.

          6             So we may have to come back to

          7       do a deposition with respect to that

          8       document.  And the Court may have to

          9       ultimately decide that decision.

         10             MR. CASH:  We are happy for you

         11       to come to Florida to take his

         12       deposition.

         13             MR. TEITELBAUM:  Jay Teitelbaum,

         14       counsel for Chase.

         15             Since Mr. Cash and Mr. Walter

         16       are here, first suggestion is that we

         17       proceed as best we can with the

         18       deposition with whatever parties

         19       reserving whatever rights they need to

         20       to, you know, object down the road.

         21             With respect to this default

         22       services agreement, which I haven't

         23       seen, perhaps Mr. Cash can make a

         24       statement as to what you believe would

         25       be an appropriate confidentiality




                                                                        9



          1               SCOTT WALTER

          2       agreement, and maybe we can reach

          3       agreement so we can proceed with the

          4       deposition based on that.  And if not,

          5       not.  I have no idea.

          6             MR. ZIPES:  There are rules of

          7       evidence.  Obviously, if a party wants

          8       to assert confidential -- withholding

          9       a document on the basis of

         10       confidentiality, or some other reason,

         11       there are procedures, and I'm not

         12       necessarily accepting the

         13       appropriateness of this procedure.

         14             MR. TEITELBAUM:  Let me make an

         15       suggestion, though, is that certainly

         16       any confidentiality, and I agree with

         17       you, a party would have to seek

         18       protective order, et cetera, but what

         19       parties can do is agree for the

         20       purposes of this deposition that it

         21       would be confidential, subject to the

         22       ability of either party to move to

         23       compel the document to be produced

         24       more broadly, or to seek a protective

         25       order.  But absent that protective




                                                                       10



          1               SCOTT WALTER

          2       order, at least see what's in it and

          3       proceed with the depo.  I don't have a

          4       dog in this fight, but I'm here, it's

          5       costing us all money.  I'm trying to

          6       get it to move forward.

          7             MR. CASH:  Here is where we are:

          8       We didn't have to be here because we

          9       weren't properly served.  But we came

         10       anyway.  I didn't have to bring the

         11       document because it wasn't properly

         12       served, but I brought it anyway.

         13             All I need is an agreement that

         14       it can be used for this deposition and

         15       then it will be returned.  It cannot

         16       be used for any other purpose.  No

         17       copies of it can leave here.

         18             And then if down the road we

         19       want to have a fight about whether you

         20       all can get and use it again, so be

         21       it.  I brought it as an accommodation

         22       because you wanted to ask questions on

         23       it.  So I brought it.

         24             MR. ZIPES:  We will take up with

         25       the court because we're being




                                                                       11



          1               SCOTT WALTER

          2       sandbagged at the time of the

          3       deposition with the document.  You had

          4       a subpoena.  You chose to ignore the

          5       subpoena.  And that is your decision.

          6       And we will put it before the Court.

          7             MS. TIRELLI:  Linda Tirelli,

          8       representing the debtor.

          9             Has this document been disclosed

         10       in any other case?

         11             MR. CASH:  No, not where it's

         12       not been subject to confidentiality

         13       and a protective order.

         14             MS. TIRELLI:  Has this ever been

         15       disclosed where it's public record?

         16             MR. ZIPES:  Are you saying that

         17       agreement of this kind --

         18             MR. CASH:  Stop, both of you.

         19             What I'm telling you I've got

         20       here, if you want to use it, subject

         21       to the conditions I put on it for this

         22       deposition, it's here.

         23             If not, ask your questions.

         24             MR. TEITELBAUM:  Would everybody

         25       agree if Mr. Zipes wants to do it in




                                                                       12



          1               SCOTT WALTER

          2       camera review to the Court?

          3             MR. CASH:  But for today what

          4       I'm saying is if you want to have it

          5       in your hands, read it, use it, look

          6       at, ask questions about it, so be it.

          7             MR. ZIPES:  I would also note,

          8       for the record, that I believe Chase

          9       can also produce this document.

         10             Since we didn't have notice that

         11       this was even an issue until yesterday

         12       afternoon, we might have been able to

         13       get this document some other way.

         14             But since the subpoena was not

         15       complied with, and first I heard that

         16       the document was not going to be

         17       produced was yesterday after the time

         18       and date that the document was

         19       supposed -- excuse me.

         20             MR. CASH:  Let's just ask

         21       questions.  We're done.

         22             MR. ZIPES:  Since it wasn't

         23       produced, we will take it up with the

         24       court.

         25             MR. CASH:  I withdraw the offer.




                                                                       13



          1               SCOTT WALTER

          2             MR. ZIPES:  Well, we are done

          3       today.  We are done.  We will put it

          4       before the Court.

          5             MR. CASH:  You're done?  You're

          6       done?  We will move for sanctions

          7       because we flew our butts all the way

          8       up here, and you knew you were going

          9       to do this, and -- are you kidding me?

         10             If you flew us both up here

         11       knowing today that you weren't -- we

         12       are not going to be here on the 19th.

         13       I'm putting that on the record.  Two

         14       days notice for a deposition.

         15             MR. ZIPES:  There is a discovery

         16       conference tomorrow and we are going

         17       put this before the judge tomorrow.

         18             MR. CASH:  We're not even a

         19       party.  This court doesn't have

         20       jurisdiction over us.

         21             MR. ZIPES:  We will see.

         22             MR. CASH:  Okay.  So we are for

         23       a depo.  If everybody doesn't want to

         24       take it besides the U.S. Trustee -- if

         25       any of the other parties want to ask




                                                                       14



          1               SCOTT WALTER

          2       questions, but we ain't coming back.

          3       Not without an order from a court that

          4       has jurisdiction over us.

          5             MR. ZIPES:  You will get your

          6       order.  And we will be back.

          7             MS. TIRELLI:  I don't think it's

          8       appropriate to go forward under these

          9       circumstances.

         10             MR. CASH:  You could have picked

         11       up the phone and called me before I

         12       got on an airplane this morning if you

         13       knew you weren't going to be going

         14       forward with the deposition.

         15             I sent you a letter that said I

         16       was going to object and I sent you a

         17       letter telling you the subpoena was

         18       invalid.  So you knew yesterday.  You

         19       knew yesterday what the parameters

         20       were, that we are coming up here.  He

         21       knew we were both coming from far away

         22       today, that we were flying, to give a

         23       deposition.

         24             In fact, we talked yesterday,

         25       counsel, at length, about you were




                                                                       15



          1               SCOTT WALTER

          2       going to ask as many questions as you

          3       could, do as much as you could.

          4             Let's go forward because, as I

          5       said, if we just want to stip the

          6       confidentiality, and you said no.  And

          7       now we come all the way up to New York

          8       today from Houston, and from

          9       Minnesota, and you tell us after a

         10       five-minute little diatribe on the

         11       record that you are not going to

         12       proceed with the deposition.  That is

         13       extreme bad faith.

         14             MR. ZIPES:  Mr. Cash, don't

         15       point your finger at me.  That is

         16       number one.

         17             Mr. Cash, let's not talk about

         18       bad faith.  Let's talk about ignoring

         19       a subpoena.

         20             MR. CASH:  It's not a valid

         21       subpoena.

         22             MR. ZIPES:  You ignored the

         23       subpoena.

         24             MR. CASH:  Have you read Rule

         25       45?




                                                                       16



          1               SCOTT WALTER

          2             MR. ZIPES:  Mr. Cash, you

          3       weren't involved when the subpoena was

          4       served.  The subpoena was served.  You

          5       didn't raise it.  That is bad faith.

          6       Not raising your objection until the

          7       day before a subpoena.

          8             MR. CASH:  I don't have to

          9       object to your defective subpoena

         10       before the deposition.  Rule 45 lays

         11       forth exactly --

         12             MR. ZIPES:  We served a subpoena

         13       today, as well, and we don't waive our

         14       right to state that the subpoena is

         15       valid.

         16             MR. CASH:  Object on the record.

         17       I'm objecting to this subpoena.  And

         18       I'm objecting to the document

         19       production.  Read the rules,

         20       counselor.  Move to compel.

         21             What do you want to do?  Do you

         22       want to talk, or do you want to walk?

         23             MR. ZIPES:  We will put it

         24       before the Court.  I will ask

         25       questions and we will put it before




                                                                       17



          1               SCOTT WALTER

          2       the Court.  Mr. Cash, there will be an

          3       order entered.

          4             MR. CASH:  Really?  Do you know

          5       what the Court is going to do?  Nice.

          6             MR. ZIPES:  It's a sign of a

          7       weak case.  You definitely don't --

          8             MR. CASH:  We are not a party.

          9       Do you understand?

         10             MR. ZIPES:  Let's get into this.

         11             MR. CASH:  We are here to

         12       accommodate your case.

         13   BY MR. ZIPES:

         14       Q     Mr. Walter, good afternoon to

         15   you.  My name is Greg Zipes.  I'm with the

         16   United States Office of Trustee.  We are

         17   here a component of the Department of

         18   Justice charged with, among other things,

         19   the orderly administration of Chapter 7/11

         20   cases.

         21             We have this deposition

         22   scheduled in order to question LPS

         23   regarding certain facts that occurred in

         24   the case of In re: Newer 1416.

         25             Mr. Scott Walter, I will ask you




                                                                       18



          1               SCOTT WALTER

          2   this:  Are you aware that a subpoena was

          3   issued requiring your appearance today?

          4             MR. CASH:  Object to the form of

          5       the question.  Assumes facts not in

          6       evidence.

          7       Q     And you can answer the question.

          8       A     I understand that there was a

          9   deposition today.

         10       Q     Okay.  Are you aware that a

         11   subpoena was issued?

         12       A     I'm aware that I had a

         13   deposition today.

         14       Q     Are you aware that a subpoena

         15   was issued?

         16             MR. CASH:  Objection.  Asked and

         17       answered.  You don't have to answer it

         18       again.

         19       Q     Are you answering the question?

         20   Was there something about the question

         21   that you didn't understand?

         22       A     No.  I understood the question.

         23       Q     Do you know what a subpoena is?

         24       A     I do.

         25       Q     Are you aware that a subpoena




                                                                       19



          1               SCOTT WALTER

          2   was issued requiring your appearance

          3   today?

          4             MR. CASH:  Objection.  Object to

          5       the form of the question.  Assumes

          6       facts not in evidence.

          7       Q     I'm asking him if he knows.

          8             MR. CASH:  No.  You are asking

          9       if that subpoena -- I will tell you,

         10       if you let me.  You said that a

         11       subpoena was issued requiring his

         12       attendance.  The subpoena does not

         13       require his attendance.  The required

         14       HPI does not comply with the terms of

         15       Rule 45.  So you are trying to

         16       validate your invalid subpoena.

         17   BY MR. ZIPES

         18       Q     Okay.  Are you aware that a

         19   subpoena was issued by the U.S. Trustee's

         20   Office in this case in connection with LPS

         21   Default Services, Inc.?

         22       A     I don't have personal

         23   recollection of a subpoena.

         24       Q     You have never seen a subpoena?

         25       A     I have seen a subpoena.




                                                                       20



          1               SCOTT WALTER

          2       Q     Was that subpoena from the U.S.

          3   Trustee's Office the LPS Default

          4   Solutions, Inc.?

          5       A     I don't believe that I have seen

          6   a subpoena from you.  I merely meant -- I

          7   have seen a subpoena in my life.

          8       Q     Okay.  Did you review any

          9   documents prior to today's deposition?

         10       A     Yes.

         11       Q     What documents did you review?

         12       A     An assignment of mortgage.

         13             MR. ZIPES:  All right.  I'm

         14       going to mark as UST/LPS 1 an

         15       assignment of mortgage dated November

         16       1, 2008.

         17             (UST/LPS Exhibit 1 marked for

         18       identification.)

         19   BY MR. ZIPES

         20       Q     Do you recognize this document

         21   that I placed before you?

         22       A     Yes.

         23       Q     And what is that document?

         24       A     It is an assignment of mortgage.

         25       Q     Is that the assignment of




                                                                       21



          1               SCOTT WALTER

          2   mortgage that you were referring to

          3   before?

          4       A     Yes.

          5       Q     Can you just recite at the top

          6   of that what document you are looking at

          7   so the record is clear?

          8       A     The document is called

          9   "assignment of mortgage."

         10       Q     And that is your signature on

         11   it?

         12       A     It is.

         13       Q     Or a copy of your signature, I

         14   should say.  You signed an original of

         15   this, correct?

         16       A     Correct.

         17       Q     Let me ask you, below your

         18   signature is handwritten "Scott Walter

         19   attorney in fact."

         20             Do you see that?

         21       A     I do.

         22       Q     Is that your handwriting?

         23       A     No.

         24       Q     Let me refer you above the

         25   signature line which has "In witness




                                                                       22



          1               SCOTT WALTER

          2   whereof, the Assignor has caused these

          3   presents sign to be signed by its duly

          4   authorized officer of this 1st day of

          5   November, 2008."

          6             Do you see that?

          7       A     I do.

          8       Q     Is that your handwriting?

          9       A     No.

         10       Q     Do you know whose handwriting

         11   that is?

         12       A     No.

         13       Q     And the same goes for your name

         14   underneath?

         15       A     I'm sorry.  You asked me two

         16   questions before.  It's not my

         17   handwriting.  I don't know who wrote it.

         18       Q     I was asking about 1, November,

         19   2008.  You testified that wasn't your

         20   handwriting, correct?

         21       A     It is not my handwriting.

         22       Q     Just to be clear, the "Scott

         23   Walter" and the "Scott Walter attorney in

         24   fact" as well?

         25       A     Correct.




                                                                       23



          1               SCOTT WALTER

          2       Q     Do you recall signing this

          3   document?

          4       A     I don't independently recall

          5   signing this particular document.

          6   However, that is my signature.

          7       Q     Do you have any records that

          8   would indicate when this document was

          9   signed?

         10       A     November 1, 2008.

         11       Q     Do you have any other records

         12   that would indicate when this document was

         13   signed by you?

         14       A     Yes.

         15       Q     What are those other documents?

         16       A     Within the monitoring platform

         17   that monitors the activities of attorneys,

         18   that system of record would have been

         19   memorialized with this date.

         20       Q     Okay.  Let me get back to

         21   your -- I will have further questions

         22   about this.  But let me get back to your

         23   background.

         24             Did you review any other

         25   documents prior to today's deposition?




                                                                       24



          1               SCOTT WALTER

          2       A     No.

          3       Q     Did you have any discussions

          4   with anyone regarding today's deposition?

          5       A     No.  My attorney.

          6       Q     Outside of counsel.  And the

          7   answer is?

          8       A     No.

          9       Q     When did you review this

         10   document, the assignment?

         11       A     Well, obviously I reviewed it on

         12   November 1, 2008.  But for deposition I

         13   reviewed it last week.  I can't recall

         14   which day.

         15       Q     Mr. Walter, where do you reside?

         16       A     I reside in St. Paul, Minnesota.

         17       Q     Let me quickly take you through

         18   your level of schooling.  What is your

         19   latest degree?

         20       A     I have a Bachelor of Arts in

         21   literature.

         22       Q     When did you receive that from

         23   and from where?

         24       A     2003.  Chapman University.

         25       Q     Did you go into college straight




                                                                       25



          1               SCOTT WALTER

          2   out of high school?

          3       A     I did.

          4       Q     Have you had any post-college

          5   education of any kind?

          6       A     I'm not sure what you are asking

          7   me.

          8       Q     Fair enough.

          9             Any post-graduate degrees that

         10   you studied for?

         11       A     No.

         12       Q     Do you hold any professional

         13   licenses?

         14       A     No.

         15       Q     Okay.  My intention is not to go

         16   through your entire work history.  But

         17   tell me broadly how many places have you

         18   worked before your current place of

         19   employment?

         20       A     Two.

         21       Q     Then I will take it through

         22   because it's not too many.

         23             Tell me where you first worked?

         24       A     I worked at a movie theater.

         25       Q     And that was 2003 to what?




                                                                       26



          1               SCOTT WALTER

          2       A     Prior to that.

          3       Q     Tell me when you started and

          4   when you ended?

          5       A     1994 to 1999.

          6       Q     Let me move on.  After you

          7   graduated, I was more focused on.

          8             So where have you worked after

          9   you graduated?

         10       A     Fidelity National Financial,

         11   which is now Lender Processing Services.

         12       Q     Okay.  So when I say "LPS" I'm

         13   referring to Lender Processing Services,

         14   okay?

         15       A     Okay.

         16       Q     When did Fidelity turn into LPS

         17   do you know?

         18       A     I can't recall the exact day.

         19       Q     Were you there when that

         20   happened?

         21       A     I was.

         22       Q     Can you give me an approximate

         23   timeframe of when that happened, two

         24   years?

         25       A     Year and a half, two years ago,




                                                                       27



          1               SCOTT WALTER

          2   near and a half.

          3       Q     Are you employed by anybody

          4   other than LPS?

          5       A     No.

          6       Q     Okay.  So tell me briefly, let's

          7   start with Fidelity.  When did you

          8   start -- it's the same company, though,

          9   isn't it, one is Sun One, one is success

         10   of in interest to the other?

         11       A     Correct.

         12       Q     So tell me when you started with

         13   Fidelity?

         14       A     December 2003.

         15       Q     What was your initial job

         16   function there?

         17       A     I was an operations specialist.

         18       Q     What were your job functions as

         19   an operations specialist?

         20       A     I supported a particular

         21   processing within the system of record

         22   that our technology company provides.  I'm

         23   done.

         24       Q     Tell me what Fidelity and LPS

         25   generally do?




                                                                       28



          1               SCOTT WALTER

          2       A     LPS provides technology

          3   solutions to help the mortgage industry

          4   track and monitor certain activities.

          5       Q     Does it use a computer system to

          6   do that?

          7       A     It does.

          8       Q     And before when you mentioned

          9   that there might be a separate record of

         10   this assignment, is that recorded on the

         11   computer system?

         12       A     Correct.

         13       Q     I'm mentioning Fidelity now and

         14   we are starting with Fidelity.  I'm not

         15   sure if the system has changed or the

         16   functions --

         17       A     You are not confusing me, but if

         18   you do I will let you know.

         19       Q     So Fidelity and LPS you would

         20   describe them in similar terms in terms of

         21   what they do?

         22       A     Correct.

         23       Q     How long did you have this

         24   initial role at LPS at Fidelity?

         25       A     A year.




                                                                       29



          1               SCOTT WALTER

          2       Q     And then what did you do after

          3   that?

          4       A     I was promoted.

          5       Q     What was your new job function?

          6       A     Supervisor.

          7       Q     And tell me your job functions

          8   as supervisor?

          9       A     Managing operations specialist.

         10       Q     Give me, in general, we are not

         11   here to go in-depth, about what happens at

         12   LPS.  But tell me just briefly in, and

         13   generally what are some of the functions

         14   that you did as when you talk about this,

         15   the operations?

         16       A     We provide administrative

         17   support to the technology system and help

         18   folks use it.

         19       Q     Tell me who LPS' clients are?

         20             MR. CASH:  Object to that.  It's

         21       proprietary.  Don't answer.  It's not

         22       relevant to this case.

         23       Q     The objection is noted.  You may

         24   answer.

         25             MR. CASH:  I'm instructing you




                                                                       30



          1               SCOTT WALTER

          2       not to answer.

          3       Q     Is Chase a client of or customer

          4   of LPS?

          5       A     To my understanding,

          6   technically, no.

          7       Q     Let's continue with your job

          8   functions.  You were a supervisor for

          9   approximately a year, you said.  You said

         10   that after a year you became a supervisor.

         11             How long were you a supervisor?

         12       A     About a year and a half.

         13       Q     As part of your role as

         14   supervisor, did you deal with anybody

         15   outside of Fidelity?

         16       A     No.

         17       Q     Anybody you supervised still --

         18       A     No.

         19       Q     How many people did you

         20   supervise during that time period?

         21       A     25.

         22       Q     And then after that, we are up

         23   to approximately 2005 or so.  So what did

         24   you do after that?

         25       A     I was promoted.




                                                                       31



          1               SCOTT WALTER

          2       Q     And what was your job at that

          3   point?

          4       A     Manager.

          5       Q     How long were you a manager?

          6       A     A year.

          7       Q     What were some of your functions

          8   as a manager?

          9       A     Managing supervisors.

         10       Q     Did you deal with any outside

         11   parties during that time period?

         12       A     Yes.

         13       Q     Who did you deal with?

         14       A     Attorneys and customers.

         15       Q     What did you do in connection

         16   with dealing with attorneys and customers?

         17       A     I assisted them with using our

         18   technology solution.

         19       Q     What did you do after that?

         20   That takes us through 2006 or so.

         21             So what did you do after that?

         22       A     I was promoted.

         23       Q     And what was your job title at

         24   that point?

         25       A     Assistant vice-president.




                                                                       32



          1               SCOTT WALTER

          2       Q     I should ask, were all these

          3   jobs in Minnesota?

          4       A     Yes.

          5       Q     At the same address?

          6       A     Yes.

          7       Q     And that address is?

          8       A     1270 Northland Avenue, Mendota,

          9   Minnesota, 55112.

         10       Q     So now you are an assistant VP

         11   at the point we are talking about?

         12       A     Yes.

         13       Q     So what were your job functions

         14   as assistant VP?

         15       A     Directing managers.

         16       Q     Do you still have that position?

         17       A     I do not.

         18       Q     So how long were you an

         19   assistant?

         20       A     A year and a half.

         21       Q     How many people were under you

         22   at that point?

         23       A     I had four direct reports.

         24       Q     And how many reported to them,

         25   if you know?




                                                                       33



          1               SCOTT WALTER

          2       A     80.

          3       Q     Did you have contact with

          4   outside parties as part of this job?

          5       A     Yes.

          6       Q     And who were they?

          7       A     Attorneys and customers.

          8       Q     Could customers be attorneys?

          9       A     I suppose they could, but I

         10   don't see them as that way.

         11       Q     When you use the word

         12   "customer," tell me who is a customer?

         13       A     My customers are entities within

         14   the mortgage industry who use my

         15   technology solution.  And when I reference

         16   "attorneys" I mean their attorneys.

         17       Q     So these entities can be

         18   attorneys or non-attorneys?

         19       A     They can be.

         20       Q     Well, are they?

         21       A     No.

         22       Q     Are they both?

         23       A     No.

         24       Q     Well, when you referred to the

         25   entities, just tell me what you are




                                                                       34



          1               SCOTT WALTER

          2   referring to?

          3             MR. CASH:  Objection to your

          4       question.  You can answer it, if you

          5       know what he is asking.

          6       A     Can you say it a different way.

          7       Q     I think you said that entities

          8   within the mortgage industry that you

          9   dealt with?

         10       A     Servicers, banks.

         11       Q     And you would reference these as

         12   customers.  So these were the customers of

         13   Fidelity?

         14       A     Correct.

         15       Q     Now, I might not have been clear

         16   with my question, but you had mentioned

         17   attorneys could be or could not be.  It

         18   might have been my question was not clear.

         19   But are any attorneys customers of

         20   Fidelity as well?

         21       A     They certainly could be, but in

         22   my job duties, attorneys are my customers

         23   attorneys.

         24       Q     Okay.  Well, how many more jobs

         25   did you have after this one?




                                                                       35



          1               SCOTT WALTER

          2       A     Just one more.

          3       Q     Let me ask you a few more

          4   questions about this job that you had as

          5   an assistant.

          6             As part of your job function,

          7   did you sign documents on behalf of

          8   customers?

          9       A     I did.

         10       Q     And what kind of documents did

         11   you sign?

         12       A     Assignments of mortgage, deeds

         13   of trust, substitutions of trustee.

         14       Q     I will ask you a general

         15   question that may not be a fair question,

         16   but the assignments of mortgage, if we

         17   focus on those, do you ever review the

         18   information contained in the assignments

         19   before you sign the assignments?

         20       A     Yes.

         21       Q     And what is the type of

         22   information that you review?

         23       A     I review that the entity name in

         24   which I'm executing on behalf of, I truly

         25   have its authority to execute that




                                                                       36



          1               SCOTT WALTER

          2   document.

          3       Q     Any other part of the document

          4   that you review?

          5       A     No.

          6       Q     Is it fair to say that since you

          7   started signing these assignments that

          8   that is what you would check on the

          9   assignments?

         10       A     Yes.

         11       Q     Has that procedure changed at

         12   all since you started signing assignments?

         13       A     No.

         14       Q     Do you have, and when I say you

         15   I'm talking about LPS and/or Fidelity,

         16   does Fidelity and/or LPS have any

         17   protocols in writing with respect to the

         18   situations where you can sign an

         19   assignment?

         20       A     Yes.

         21       Q     Is that in the form of a manual?

         22       A     Yes.

         23       Q     Has that manual been in

         24   existence in one form or another since you

         25   started signing these?




                                                                       37



          1               SCOTT WALTER

          2       A     Yes.

          3       Q     Have you received any specific

          4   training on when can you sign assignments?

          5       A     Yes.

          6       Q     How often do you get training on

          7   that?

          8       A     I receive training on it at

          9   least twice a year until I stopped signing

         10   assignment in 2009.

         11       Q     Is it fair to say that you've

         12   had that bi-yearly training since you

         13   started signing those assignments?

         14       A     Yes.

         15       Q     And just to establish a

         16   timeframe for that, it would be around

         17   2005, 2006 is when you started signing

         18   those?

         19       A     Yes.

         20       Q     And the manual has also been in

         21   existence since that point?

         22       A     Yes.

         23       Q     I assume it's changed in certain

         24   ways.  But do you have copies of those

         25   manuals going back to 2005?




                                                                       38



          1               SCOTT WALTER

          2       A     I don't personally, like,

          3   oversee the operation that owns the

          4   manuals.  So I couldn't say.

          5       Q     You are not involved with

          6   creating those manuals, are you?

          7       A     No.

          8       Q     You mentioned that you signed

          9   documents.

         10             Let me take you through your

         11   last position at LPS.  Are we now in the

         12   LPS realm of Fidelity as -- how did LPS

         13   come to be your company that you work for?

         14       A     My personal recollection is that

         15   it was a spin-off.

         16       Q     So you were an assistant

         17   managing director at the time that the

         18   spin-off occurred, correct?

         19       A     No.  I had been promoted.

         20       Q     So you have been promoted to

         21   your current position?

         22       A     Correct.

         23       Q     So tell me about your current

         24   position.  What do you do other than

         25   supervising probably the assistants?




                                                                       39



          1               SCOTT WALTER

          2       A     I am a vice-president with LPS

          3   Default Solutions.  I do oversee assistant

          4   vice-presidents.

          5       Q     Tell me what your job functions

          6   are generally?

          7       A     To manage the assistant

          8   vice-presidents, and to direct them with

          9   various projects, procedures, and

         10   protocols.

         11       Q     Give me a little bit more meat

         12   to that answer.  You are not -- are you

         13   involved with procuring customers?

         14       A     I am not.

         15       Q     Is that your department?

         16       A     It is not.

         17       Q     Are you involved with

         18   interfacing with outside counsel and/or

         19   customers?

         20       A     Yes.

         21       Q     And tell me what the nature of

         22   those interactions are?

         23       A     Assisting both the customers and

         24   the attorneys with using the technology

         25   solutions we provide.




                                                                       40



          1               SCOTT WALTER

          2       Q     Tell me a little bit about, if

          3   you can, in a few minutes, what technology

          4   solutions you provided in the bankruptcy

          5   area?

          6             MR. CASH:  I'm going to object.

          7       Anything after 2008 --

          8             MR. ZIPES:  You are objecting

          9       before I ask the questions.  I didn't

         10       even finish asking the question.

         11             MR. CASH:  Okay.  Finish asking.

         12       Anything after 2008 isn't relevant.

         13             We are something about something

         14       he signed what did fit or does since

         15       2008 is of no import in this case so

         16       anything after the date of the

         17       assignment, which is apparently in

         18       question, in this case is not relevant

         19       to any issue in this case.  I'm not

         20       going to have him go into it.  And you

         21       and I talked about this yesterday.

         22       Assignment of mortgage answer any

         23       questions about the assignment.  So

         24       that objection.

         25   BY MR. ZIPES




                                                                       41



          1               SCOTT WALTER

          2       Q     Mr. Walter, I think we were

          3   talking about when you became a

          4   vice-president.

          5             Is that what you became?

          6       A     Correct.

          7       Q     In your job functions, and you

          8   were describing a little bit about your

          9   job functions in connection with customers

         10   and outside counsel.  Is one of the things

         11   that you helped outside customers on is in

         12   connection with bankruptcy cases?

         13       A     Yes.

         14       Q     And what did you do?

         15       A     I assist customers and attorneys

         16   with using our technology solutions that

         17   track and monitor and liaison bankruptcy

         18   activities.

         19       Q     Has that been your role since

         20   you started as vice-president?

         21       A     Yes.

         22       Q     Are you responsible for a

         23   particular geographical area?

         24       A     I am not.

         25       Q     Are you responsible for the




                                                                       42



          1               SCOTT WALTER

          2   entire United States?

          3       A     Our technology platform for

          4   bankruptcy is a nationwide template.

          5       Q     Do you oversee that?

          6       A     I do.

          7       Q     When you first started as

          8   vice-president, did LPS prepare

          9   assignments of mortgage?

         10       A     No.

         11       Q     So I think you testified before

         12   that you signed assignments.  What would

         13   be the circumstances when you would sign

         14   an assignment?

         15       A     First, I would have authority to

         16   do so by my customer.  Their attorney

         17   would determine an assignment is required.

         18   They would submit it to be executed.

         19       Q     Are you familiar with the term

         20   "motion for relief from the automatic

         21   stay?"

         22       A     I am.

         23       Q     Tell me what you think it is.

         24       A     Okay.  Well, I do want to say

         25   that I'm not an attorney.  But my




                                                                       43



          1               SCOTT WALTER

          2   understanding of MMFR, motion for relief

          3   from the automatic stay,  is a motion a

          4   party files seeking relief from the

          5   automatic stay that goes into place when a

          6   bankruptcy is filed by a debtor or an

          7   entity.

          8       Q     That's pretty good.  Okay.

          9             And are you familiar with what a

         10   mortgage assignment is?

         11       A     I am.

         12       Q     What is your understanding of

         13   what a mortgage assignment is?

         14       A     My understanding is it's a

         15   document which assigns ownership of the

         16   mortgage from one entity to another.

         17       Q     How many employees of LPS report

         18   to you?

         19       A     120.

         20       Q     That's been pretty consistent

         21   since you have started as vice-president?

         22       A     Yes.

         23       Q     Do they all work out of your

         24   office?

         25       A     Yes.




                                                                       44



          1               SCOTT WALTER

          2       Q     When you sign an assignment, is

          3   it always in your office?

          4       A     Yes.

          5       Q     In connection with your present

          6   job as vice-president, have you ever had

          7   contact with employees of JP Morgan Chase?

          8       A     I have.

          9       Q     How do you communicate with

         10   them:  E-mail, telephone?

         11       A     Telephone and within the

         12   technology solution.

         13       Q     What would be a reason to

         14   communicate with them?

         15       A     A question about a process, or

         16   assistance in developing the process to

         17   track a certain activity, or to assist

         18   their attorneys in procuring certain

         19   things they may require.

         20       Q     Let me just focus on bankruptcy.

         21             Do you have communications with

         22   Chase in connection with

         23   bankruptcy-related issues?

         24       A     I do.

         25       Q     And have you had that




                                                                       45



          1               SCOTT WALTER

          2   communication with them since you started

          3   as vice-president?

          4       A     Yes.

          5       Q     Do others in your department

          6   also -- I'm calling it "the department."

          7   What is the proper way of referring to the

          8   people that --

          9       A     My department.

         10       Q     Do other people in your

         11   department also have contact with Chase in

         12   connection with bankruptcy cases?

         13       A     Yes.

         14       Q     You referred to a computer

         15   system before.  When you started, when you

         16   started as vice-president, what was the

         17   name of that computer system?

         18       A     The LPS desktop.

         19       Q     Okay.  I don't need a huge

         20   explanation of this computer.  Is this the

         21   only one, this program, is this the only

         22   one that you deal with?

         23       A     It is the only one I deal with.

         24       Q     Okay.  So does outside counsel

         25   or servicers have access to this LPS




                                                                       46



          1               SCOTT WALTER

          2   desktop as well?

          3       A     Yes, they do.

          4       Q     Do they have access to

          5   everything that you have access -- well,

          6   tell me how it works.  Tell me, is it done

          7   by debtor, is it done by case, how is it

          8   set up?

          9       A     It's done by loan number.  And

         10   if they want technology solution, if a

         11   bankruptcy to have been filed on

         12   particular loan number, the technology

         13   solution would allow that bankruptcy to be

         14   tracked by the attorney, and the customer,

         15   and as well as tie in any subsequent loans

         16   that may also be in the desktop.

         17       Q     And then it will notify -- is it

         18   a particular letter system degree to a

         19   certain degree it tells customers when

         20   certain events are due and that sort of

         21   thing?

         22       A     It does.  The customers and the

         23   attorneys use it to track many various

         24   activities within bankruptcy.

         25       Q     But it doesn't generate an




                                                                       47



          1               SCOTT WALTER

          2   assignment of mortgage or that sort of the

          3   thing?

          4       A     No.  The attorney drafts it.

          5       Q     You have clearly heard of Silvia

          6   Nuer before today.  I shouldn't say that.

          7             Have you heard of the name

          8   Silvia Nuer before today?

          9       A     Yes.

         10       Q     And in what context did you hear

         11   of that name?

         12       A     Speaking to my attorney.

         13       Q     Are you aware that Silvia Nuer

         14   had a mortgage that was the subject of a

         15   motion for relief from the automatic stay

         16   in this case?

         17       A     I am now aware.

         18       Q     But you just recently became

         19   aware?

         20       A     Yes.

         21       Q     You didn't review any other

         22   documents other than this assignment of

         23   mortgage in connection with Silvia Nuer?

         24       A     No.

         25       Q     Would it be your job function to




                                                                       48



          1               SCOTT WALTER

          2   review other documents in a bankruptcy

          3   case?

          4       A     No.

          5       Q     Now, turning your attention to

          6   UST/LPS 1.  This is dated November 1,

          7   2008.  Do you know if this document was

          8   actually assigned on November 1, 2008?

          9       A     I can say with a certainty that

         10   it was.

         11       Q     Okay.  So how can you say?

         12       A     Because I won't execute unless

         13   the date is complete when the notary hands

         14   it to me.

         15       Q     What about the writing

         16   underneath "Scott Walter attorney in

         17   fact," that would also be there before you

         18   sign it?

         19       A     Yes.  And I would check that

         20   it's correct.

         21       Q     In this particular case, what

         22   does "attorney in fact" mean?

         23       A     "Attorney in fact" is -- you

         24   want a definition of "attorney in fact?"

         25       Q     No.  What is your layman's




                                                                       49



          1               SCOTT WALTER

          2   understanding of "attorney in fact?"

          3             MR. CASH:  Object to the extent

          4       it calls for legal conclusion.  But

          5       your understanding you certainly can

          6       give.

          7       A     My attorney said it's a document

          8   from an individual or an entity giving

          9   another individual or entity authority to

         10   do certain things on their behalf.

         11       Q     Have you seen this document that

         12   is the basis for indicating you're

         13   attorney in fact?

         14       A     Yes.

         15       Q     What is that document?

         16       A     It's a document from Chase

         17   authorizing my company to execute certain

         18   documents on their behalf.

         19       Q     I'm not trying to trick you.  Is

         20   that the limited power of attorney, is

         21   that what it would be?  Can I show you a

         22   document.  Let's mark this as UST/LPS

         23   Exhibit 2.

         24             (UST/LPS Exhibit 2 was marked

         25       for identification.)




                                                                       50



          1               SCOTT WALTER

          2   BY MR. ZIPES

          3       Q     Mr. Walter, I will ask you if

          4   you recognize this document?

          5       A     I do.

          6       Q     Is this the document that

          7   provides you with that authority as

          8   attorney in fact?

          9       A     That is my understanding.

         10       Q     Is this the document that you

         11   would have referred to before you signed

         12   this?

         13       A     Yes.

         14       Q     Is there any other document that

         15   you would have referred to before signing

         16   this?

         17       A     Likely not.

         18       Q     Okay.  And, again, I just want

         19   the record to be clear.

         20             Do you actually recognize this

         21   as being the document that you looked at?

         22             MR. TEITELBAUM:  Which document?

         23       Q     The limited power of attorney,

         24   which is UST/LBS 2.  And let me, just for

         25   ease of reference, on the second page,




                                                                       51



          1               SCOTT WALTER

          2   it's signed by James Miller, JP Morgan

          3   Chase Bank, National Association.  It's

          4   dated October 22, 2008.

          5       A     Well, it's in my manual.

          6       Q     So there was no other limited

          7   power of attorney to your knowledge?

          8       A     In relation to this assignment,

          9   no.

         10       Q     Did you provide this limited

         11   power of attorney to anybody in connection

         12   with this case?

         13       A     I did not.

         14       Q     And the record should reflect

         15   this has the name Scott Walter,

         16   vice-president.

         17       A     It does.

         18       Q     Can you turn to page two of the

         19   assignment which is UST's Exhibit 1?

         20       A     Um-hum.

         21       Q     And you will see there's a

         22   notary indicated there.

         23       A     I do.

         24       Q     Do you know why this notary is

         25   not on the page you signed it?




                                                                       52



          1               SCOTT WALTER

          2       A     I couldn't say.

          3       Q     Do you know who --

          4       A     It's Adrian Mitchell.

          5       Q     Does she work in your office?

          6       A     She does.

          7       Q     What is her position in your

          8   office?

          9       A     She works on a team that

         10   provides administrative assistance of

         11   printing documents.

         12       Q     Did she actually see you sign

         13   this document?

         14       A     I can't independently where she

         15   saw me sign this one or not, but she does

         16   watch me sign documents.

         17       Q     Have you signed any documents

         18   that were subsequently notarized outside

         19   your presence in the past?

         20       A     Not that I'm aware of.

         21       Q     As a practice, the notary would

         22   actually be done in your presence?

         23       A     They would bring me the

         24   document.  They would watch me sign it.

         25   Then they take it away.




                                                                       53



          1               SCOTT WALTER

          2       Q     So they wouldn't actually

          3   physically sign their name necessarily, or

          4   stamp it as a notary?

          5       A     They may.  I couldn't say

          6   whether they do or not.

          7       Q     You don't pay attention to it

          8   one way or the other?

          9       A     That is one way to put it.

         10             I just can't recall if every

         11   time the notary, when I hand it back to

         12   them, turns around to my desk in my corner

         13   and stamps it right in front of me.  But

         14   they do watch me sign them.

         15       Q     Is there anything in your manual

         16   that describes the procedure for signing

         17   these, having a notary present when you

         18   sign?

         19       A     I don't have personal knowledge

         20   of a manual that would do that.  The

         21   manual I was referring to earlier is just

         22   about the signing authorities and the

         23   types of documents.

         24       Q     Okay.  With respect to that

         25   manual, just talking about the signing




                                                                       54



          1               SCOTT WALTER

          2   authority section, how many pages is that?

          3       A     I couldn't say.

          4       Q     More than five?

          5       A     More than five.

          6       Q     This is just -- let me just ask

          7   you again.  I think I asked it before.

          8   But I just wanted to be clear.  You don't

          9   have any independent recollection of

         10   signing this actual assignment, do you?

         11       A     I do not.

         12       Q     Do you know who Daniel

         13   Montgomery is?

         14       A     I do.

         15       Q     Who is she?

         16       A     Daniel Montgomery is an

         17   operations specialist in our area.

         18       Q     Do you supervise her?

         19       A     Not directly.

         20       Q     Does she work in a different

         21   department?

         22       A     She works in my department.

         23       Q     When you say "not directly,"

         24   does she indirectly, do you advise her

         25   through someone else?




                                                                       55



          1               SCOTT WALTER

          2       A     Yes.

          3       Q     Has she personally done any work

          4   for you since in connection with this

          5   case?

          6       A     Not that I can recall.

          7       Q     Does LPS have a record of

          8   anybody within LPS who's worked on this

          9   loan, I guess it would be by loan since

         10   the bankruptcy filing?

         11       A     Technology solution, as part of

         12   its standard function memorializes

         13   quote-unquote touch on the file.

         14       Q     But you haven't reviewed that in

         15   connection with this bankruptcy, this

         16   deposition?

         17       A     I have not.

         18       Q     In connection with this

         19   assignment, did anybody else at LPS other

         20   than Adrian Mitchell work on this

         21   assignment?

         22       A     Not that I'm aware of.  I mean

         23   other than the attorney who drafted it.

         24       Q     You have no recollection, as you

         25   stated, so if I ask you questions about




                                                                       56



          1               SCOTT WALTER

          2   whether you had any communications with

          3   attorneys, you would have no recollection

          4   of that?

          5       A     Well, I guess I could say the

          6   attorney contacted us via technology

          7   solution, that they required an assignment

          8   by submitting it through the technology

          9   solution.  But if you remember, if you are

         10   saying directly communicated with an

         11   attorney, no.

         12       Q     And because I didn't ask that in

         13   a clear way, you are stating that you have

         14   no recollection of talking with an

         15   attorney on this?

         16       A     I have no recollection.

         17       Q     Do you ever speak with attorneys

         18   in connection when your signing an

         19   assignment of mortgage?

         20       A     Yes.

         21       Q     Would that be your routine

         22   practice to speak with the attorney?

         23       A     In certain circumstances.

         24       Q     And what would those

         25   circumstances be?




                                                                       57



          1               SCOTT WALTER

          2       A     The entity that I'm being asked

          3   to execute under, I don't have the

          4   authority to sign the document.  So I may

          5   reach out and say what are you trying to

          6   assign and help liaison if the customer

          7   needs to execute it, help push that over

          8   to them.

          9       Q     And as part of this assignment

         10   of mortgage it wouldn't be your role to

         11   download this, and/or however it's done,

         12   from outside counsel?  Your job would be

         13   just someone comes in and hands you this

         14   assignment.

         15       A     The attorney submits it,

         16   proactively sends it to me, yes, and then

         17   there's a group that prints it and brings

         18   it to me.

         19       Q     Have you ever dealt with the

         20   Baum law firm personally?

         21       A     Yes.

         22       Q     Do you know who Natalie Grigg

         23   is?

         24       A     No.

         25       Q     Do you know who Amy Polowy is?




                                                                       58



          1               SCOTT WALTER

          2       A     I do.

          3       Q     Have you spoken with anyone at

          4   the Baum firm within the last four months?

          5       A     Yes.

          6       Q     Is it frequent?

          7       A     It depends what you define

          8   frequent.  I don't want to get semantical,

          9   but I have spoken with them more than once

         10   in the past four months.

         11       Q     Not about this case, correct?

         12       A     No, no.

         13       Q     So if -- I'm assuming you didn't

         14   ask --

         15       A     I have not spoken to the Baum

         16   law firm with regard to this case.

         17       Q     So if an affidavit was prepared

         18   by Natalie Grigg in this case you wouldn't

         19   have reviewed that affidavit?

         20       A     No.

         21       Q     Do you know if anybody at LPS

         22   did review an affidavit?

         23       A     I couldn't say.

         24       Q     If someone had, would it be

         25   indicated in that screen that shows the




                                                                       59



          1               SCOTT WALTER

          2   touch, as you refer, what did you call it?

          3       A     Well, it's the notes section of

          4   our LPS desktop.

          5             MR. ZIPES:  Okay.  I have no

          6       further questions at this time.  We

          7       are going to put some issues before

          8       the Court, but I will ask again, that

          9       that the request in the subpoena be

         10       complied with with respect to the

         11       default and services agreement with

         12       any amendments thereto, be produced,

         13       and also my office is willing to

         14       consider any reasonable

         15       confidentiality agreement that counsel

         16       wants to send along, but we have not

         17       received that to date.  And that

         18       request is coming for the first time

         19       at this deposition.  So it may get

         20       resolved tomorrow.  Or it may not get

         21       resolved tomorrow.

         22             MR. CASH:  Since that got put on

         23       the record, I will reiterate, I have

         24       brought the document.  It is here.  It

         25       is available to all counsel to utilize




                                                                       60



          1               SCOTT WALTER

          2       in deposition if they choose.  The

          3       only thing I ask in return is that we

          4       have an agreement that for the limited

          5       purpose of this deposition the

          6       document will be held in confidence,

          7       it will not be utilized in any other

          8       case, or for any other purpose.

          9             Any portions of the document

         10       which are referenced in the deposition

         11       will be marked as confidential as

         12       well, the deposition testimony, and it

         13       will be sealed for the purposes of

         14       this deposition.  That does not waive

         15       anybody's right to later seek the

         16       document in toto.  It does not waive

         17       anybody's right to later use the

         18       document if so ordered in a more

         19       global manner.

         20             It is simply a way to clear the

         21       hurdle today of not having access to

         22       the document so that every one has.

         23       Ability to use it today without me

         24       waiving my right to its protection.

         25       That is all I'm trying to accomplish.




                                                                       61



          1               SCOTT WALTER

          2             MR. ZIPES:  Okay.

          3             MR. CASH:  So I making a offer

          4       again.

          5             MR. ZIPES:  So we are going to

          6       put it before the Court.  And it's

          7       possible that everybody will be back

          8       here to be examined so that the

          9       witness can be examined on this

         10       document.

         11             MR. TEITELBAUM:  Wait.  Before

         12       we perhaps move forward, in fairness

         13       to all, I will state for the record, I

         14       would be in favor of trying to proceed

         15       along the lines suggested by counsel.

         16             The document is here, the

         17       witness is here, everyone's rights are

         18       here, that is up to you.

         19             But procedurally I want Mr. Cash

         20       to be fully aware of precisely what

         21       you are saying.  There is a telephonic

         22       conference before the Court tomorrow

         23       on Chase's motion for protective

         24       order.  That is telephonic.  You can

         25       choose to be a party to it or not.




                                                                       62



          1               SCOTT WALTER

          2       But what I'm hearing Mr. Zipe say is

          3       he is going to raise these issues

          4       tomorrow.  So I will state for the

          5       record I am not here representing LPS.

          6       Mr. Cash is.  I would not be able to

          7       and I will not take any position at

          8       the conference tomorrow with respect

          9       to these issues.  Just as I have not

         10       taken a position today, this is LPS

         11       proprietary work product.  They are

         12       taking their positions.  So I am not

         13       taking that position.

         14             I just wanted to be clear for

         15       the record before the court.

         16             MR. ZIPES:  That --

         17             MR. CASH:  It's clear.  LPS has

         18       no formal -- LPS is not a party to

         19       this.

         20             MR. ZIPES:  That's the 409th

         21       time you've said that.

         22             MR. CASH:  The first LPS no is

         23       not a party.  The Court does not have

         24       any jurisdiction over LPS in this

         25       case.  LPS is a corporation.  We are




                                                                       63



          1               SCOTT WALTER

          2       in Florida.  This gentleman is here

          3       from Minnesota.  We are here as an

          4       accommodation.  If they want to have a

          5       hearing on a motion that is not before

          6       the Court, or on documents that are

          7       not before the Court, then apparently

          8       that is whatever the U.S. Trustee's

          9       Office thinks is appropriate.

         10             We will seek our protection in

         11       the proper courts in the proper

         12       jurisdictions to the extent they are

         13       necessary, if we are ever properly

         14       served with a subpoena.

         15             MR. ZIPES:  I will state one

         16       other item for the record.  107 favors

         17       open proceedings.  And we are not

         18       going to preemptively close this

         19       hearing because some attorney is

         20       saying he has a right to call

         21       something confidential.  You are going

         22       to have your burden that whether it's

         23       before this court or some other court

         24       and we will deal with it.  But the

         25       statement that you are going




                                                                       64



          1               SCOTT WALTER

          2       preemptively stated that something is

          3       confidential without having the Court

          4       rule on it and violate the basic

          5       premise that these proceedings are

          6       supposed to be each proceedings

          7       without giving any notice and without

          8       giving any explanation as to why that

          9       is the case or not trying to limit

         10       your request deem these confidential,

         11       it's a big problem from my office's

         12       perspective.  And you are absolutely

         13       right, we will deal with that in the

         14       right court, whether it's the

         15       bankruptcy courts or we will figure

         16       that out.

         17             MR. CASH:  Perhaps you didn't

         18       understand my offer.  I am not asking

         19       for anyone to have a conclusive ruling

         20       of confidentiality.

         21             MR. ZIPES:  I'm not accepting

         22       your premise -- you have already said

         23       four times what your offer is.  So we

         24       can move on.  We are just wasting

         25       time.  Do you have anything?




                                                                       65



          1               SCOTT WALTER

          2             MR. CASH:  I'm going to go ahead

          3       and finish my statement.

          4             What I am offering, again,

          5       because apparently it's unclear to the

          6       United States Trustee, is not a ruling

          7       that this is confidential.  Not a

          8       pre-emptive designation that this is

          9       confidential for all future purposes.

         10             What I am saying is, in order to

         11       accommodate everyone, the witness is

         12       here, we are here, the document is

         13       here.  Debtor's counsel is here.

         14       Chase counsel is here.  The U.S.

         15       Trustee is here.

         16             The U.S. Trustee thinks that

         17       there may be some relevance to this

         18       document.  I disagree.  But I have

         19       brought it.

         20             I only ask that because there is

         21       clearly a disagreement on the

         22       propriety of the subpoena, there is

         23       clearly a disagreement as to whether

         24       or not we have to be here, unless that

         25       is resolved, rather than have




                                                                       66



          1               SCOTT WALTER

          2       everybody re-assemble, can we treat

          3       the document as confidential for

          4       today, only with everyone reserving

          5       the right to challenge that or require

          6       me to establish it at a later date.

          7       The only thing I'm trying to avoid is

          8       giving the document today and then

          9       before it can be properly ruled on

         10       having it used in a nonconfidential

         11       way.

         12             So what I'm trying to do is

         13       accommodate everybody's concerns:

         14       Yours to have the document.  Mine to

         15       protect it.  To protect my rights

         16       regarding whether the subpoena is

         17       appropriate.  But to not simply

         18       unilaterally determine it's not.  So I

         19       have brought the document and simply

         20       asked that it be kept confidential

         21       until such time as the Court can rule

         22       on it with you reserving all rights to

         23       argue that it's not and me having to

         24       proffer that it is.  I'm trying

         25       accommodate everyone.




                                                                       67



          1               SCOTT WALTER

          2             MR. ZIPES:  The burden would be

          3       on you.  So the record is clear, we

          4       can go on.  You got the last word.  So

          5       go ahead.

          6             MS. TIRELLI:  Let's take a

          7       break.

          8             (Recess from the record.)

          9   BY MS. TIRELLI:

         10       Q     Mr. Walter, my name is Linda

         11   Tirelli.  I represent the debtor, Silvia

         12   Nuer, in this case.  I do want to thank

         13   you for coming from Minnesota to testify

         14   today.  I do appreciate it.

         15             I'm going to be asking you some

         16   questions.  If I'm repetitive of what Mr.

         17   Zipes has already asked you, just bear

         18   with me.

         19             I'm going to try to skip over

         20   the questions if they do seem repetitive.

         21   Have you ever been deposed before?

         22       A     Yes.

         23       Q     And how many times?

         24       A     Less than 10.

         25       Q     Over what period of time would




                                                                       68



          1               SCOTT WALTER

          2   you say you were deposed less than 10?

          3       A     Last five years.

          4       Q     Have you been deposed this year

          5   at all?

          6       A     In what capacity?  Work.

          7       Q     In what cases?

          8       A     Am I allowed to say this?  It

          9   was a case in Washington.

         10       Q     Any other cases?

         11       A     Not that I recall.

         12       Q     And that case is in Washington.

         13   Did that also deal with Chase?

         14       A     Not that I recall.

         15       Q     Washington Mutual?

         16       A     Not that I recall.

         17       Q     Long Beach Mortgage Loan

         18   Company?

         19       A     Not that I recall.

         20       Q     What do you recall about that

         21   case in Washington?

         22       A     Just that I was deposed and they

         23   were asking about an assignment of

         24   mortgage I signed.

         25       Q     Do you recall who the attorney




                                                                       69



          1               SCOTT WALTER

          2   was that deposed you?

          3       A     I don't recall.  But I do -- I

          4   mean, I have her name in my records.

          5       Q     Does the name Melissa Hullsman

          6   ring a bell?

          7       A     I can't say for sure.

          8       Q     Are you familiar with any cases

          9   currently pending in the United States

         10   outside of New York involving LPS and JP

         11   Morgan Chase?

         12       A     Not that I'm aware of.

         13       Q     Are you familiar with an entity

         14   known as Deutsche Bank?

         15       A     Yes.

         16       Q     That is the trustee for a

         17   particular trust having to do with this

         18   case?

         19             MR. TEITELBAUM:  Objection.

         20       Form.

         21       A     Can you say it a different way.

         22       Q     Sure.

         23             If you take a look at the

         24   assignment of mortgage that you signed.

         25   If you could just identify for me who the




                                                                       70



          1               SCOTT WALTER

          2   assignee is?

          3       A     Deutsche Bank National Trust

          4   Company, as trustee for Long Beach

          5   Mortgage Trust, et cetera, 2006-2003.

          6   Witness hand from a Lastenia, California

          7   06771.

          8       Q     So when you signed that

          9   assignment of mortgage, that was the

         10   entity that was actually accepting the

         11   assignment?

         12             MR. TEITELBAUM:  Objection.  Go

         13       ahead.

         14       A     I mean, it is the assignee, but

         15   it appears from this document it's a

         16   assignment of mortgage keeping the change

         17   through the different entity changes.  And

         18   I signed it as a attorney in fact for

         19   Chase for Deutsche.

         20       Q     I'm sorry.  You signed it as

         21   attorney in fact for Deutsche?

         22       A     I didn't mean it the way you

         23   said it.  So I will restate my answer:

         24   That I signed as attorney in fact for JP

         25   Morgan Chase bank.




                                                                       71



          1               SCOTT WALTER

          2       Q     If you look at that assignment.

          3   It indicates that there was consideration

          4   passed between parties.  Do you see a

          5   paragraph indicating that?

          6       A     I see the paragraph.

          7       Q     Am I right that it says in the

          8   sum of one dollar and other viable

          9   consideration paid to the above assignor

         10   you received sufficiency which is

         11   acknowledged by the scene hereby assigns.

         12             Is there is there an actual

         13   receipt for any consideration that has

         14   been passed between these parties?

         15             MR. TEITELBAUM:  Objection.

         16       Relevance.

         17             MR. CASH:  Objection.  Calls for

         18       speculation.

         19       A     I couldn't say.

         20       Q     Are you aware of any?

         21       A     Not that I am aware of.

         22       Q     Did you negotiate this deal?

         23       A     No.

         24             MR. TEITELBAUM:  Objection.

         25   BY MS. TIRELLI:




                                                                       72



          1               SCOTT WALTER

          2       Q     So when you signed this

          3   assignment, what was your understanding

          4   that you were actually doing?

          5       A     My understanding is that the

          6   attorney was doing some sort of review in

          7   regard to the title.  They decided or

          8   determined they needed this assignment of

          9   mortgage.  It was drafted and submitted to

         10   me.  I verified I could execute it.  So I

         11   executed it.

         12       Q     So when you executed it, was it

         13   your intention at that time to actually be

         14   conveying property owned by Chase to some

         15   other entity?

         16             MR. TEITELBAUM:  Objection.

         17       A     Can you say it one more time.

         18       Q     What was your intention when you

         19   signed this document, what did you intend

         20   for this document to do exactly?

         21       A     To exercise the assignment as

         22   drafted by the attorney on Chase's behalf.

         23       Q     So it was your continued

         24   understanding that by signing this you

         25   were actually transferring property that




                                                                       73



          1               SCOTT WALTER

          2   belonged to Chase?  When I say property, I

          3   mean the actual homeowner of the loan.

          4             MR. TEITELBAUM:  Jay, are you

          5       asking for his understanding?

          6             MR. CASH:  It calls for a legal

          7       conclusion.

          8       Q     I'm asking for your

          9   understanding.  You signed the document.

         10             MR. CASH:  Objection.  His

         11       understanding is irrelevant.  The

         12       legal export is that you will and that

         13       calls for a legal conclusion.

         14             MR. TEITELBAUM:  Objection.

         15   BY MS. TIRELLI:

         16       Q     What was your understanding of

         17   the effect of this document at the time

         18   that he signed it?

         19             MR. TEITELBAUM:  Objection.

         20       Relevance.

         21             MR. CASH:  Same objection.  Go

         22       ahead.

         23       Q     You can answer.

         24       A     I don't know what was in the

         25   attorney's mind.




                                                                       74



          1               SCOTT WALTER

          2       Q     Do you recall the attorney

          3   asking you to assign this?

          4       A     I do not have personal

          5   recollection of this assignment of

          6   mortgage.

          7       Q     But you are sure that an

          8   attorney asked you to sign this?

          9       A     I can say that the standard

         10   procedures and the procedures comes, which

         11   I follow every time, that an attorney

         12   drafted this assignment, and asked it to

         13   be executed.

         14       Q     Did you do any sort of research

         15   before signing this document to make sure

         16   that Chase actually owned the loan that

         17   was to be assigned?

         18             MR. TEITELBAUM:  Objection.  You

         19       are assuming facts --

         20             MS. TIRELLI:  I'm asking if he

         21       did research.

         22             MR. TEITELBAUM:  -- I will state

         23       that are not in evidence.

         24   BY MS. TIRELLI:

         25       Q     You can answer.




                                                                       75



          1               SCOTT WALTER

          2       A     Can you just re-read.

          3             (The question was read back by

          4   the court reporter as recorded above.)

          5             MR. TEITELBAUM:  State my

          6       objection.  Go ahead.

          7       A     No.

          8       Q     Did you at any time do any

          9   research as to find out who owns this

         10   loan?

         11       A     No.

         12       Q     So the time that you signed this

         13   it would be fair to say that you didn't

         14   know who owned this loan?

         15       A     At the time I signed this

         16   document I did not know personally who

         17   owned the loan.

         18       Q     But yet you signed the document

         19   as attorney in fact for Chase, to assign

         20   this loan, correct?

         21             MR. TEITELBAUM:  Objection.

         22       Calling for legal conclusion again.

         23             MR. CASH:  Don't answer that.

         24       It's a legal conclusion.  We are not

         25       asleep.




                                                                       76



          1               SCOTT WALTER

          2   BY MS. TIRELLI:

          3       Q     What was your understanding in

          4   terms of relationship when you signed this

          5   document on behalf of Chase?

          6       A     Whose relationship with Chase?

          7       Q     LPS.

          8       A     My understanding is that I am a

          9   duly-appointed officer on the limited

         10   power of attorney and Chase had given me

         11   authority to execute assignments of

         12   mortgages on their behalf.

         13       Q     So you are an officer of Chase

         14   as per that document?

         15       A     No.  My understanding is that

         16   I'm just a power of attorney limited to

         17   the document UST/LBS 2.

         18       Q     Do you work for Chase?

         19       A     I do not.

         20       Q     Have you ever worked for Chase?

         21       A     I have not.

         22       Q     Have you ever received a 1099

         23   from Chase?

         24       A     I have not.

         25       Q     Have you ever received a pay




                                                                       77



          1               SCOTT WALTER

          2   check from Chase?

          3       A     I have not.

          4       Q     Gratuity?

          5       A     No.

          6             MR. CASH:  We will stipulate he

          7       doesn't friggin' work for Chase.

          8             MS. TIRELLI:  Thank you.

          9   BY MS. TIRELLI:

         10       Q     What is the network agreement?

         11             MR. CASH:  Objection.  Not

         12       relevant to any issue in this case.

         13       Don't answer that.  What our

         14       agreements are proprietary.

         15             MS. TIRELLI:  I asked --

         16             MR. CASH:  I heard the question.

         17       And I made the objection and I made

         18       the instruction.  What is your next

         19       question?

         20             MR. TEITELBAUM:  Objection.

         21       Relevance.

         22   BY MS. TIRELLI:

         23       Q     Do you know what a network

         24   agreement?

         25       A     A network agreement.




                                                                       78



          1               SCOTT WALTER

          2             MR. CASH:  Do you know what it

          3       is?  It's a yes or no.

          4       A     Yes.

          5       Q     Do you know whether or not there

          6   was a network agreement between LPS and

          7   Chase?

          8       A     I don't know.

          9       Q     Do you know whether or not there

         10   is a network agreement between Fidelity

         11   and Washington Mutual?

         12       A     Not that I'm aware of.  I'm not

         13   a contract guy.

         14       Q     Who would be in charge then of

         15   knowing what contracts exist between the

         16   various entities?

         17             MR. CASH:  Objection.

         18       A     I couldn't say.

         19       Q     I think you testified back in

         20   the beginning that technically Chase is

         21   not a client.

         22       A     Just reviewing with my attorney

         23   preparing for this deposition we reviewed

         24   various topics.

         25       Q     Okay.  So what do you mean by




                                                                       79



          1               SCOTT WALTER

          2   technically they are not a client?

          3       A     It is my understanding that any

          4   agreements that may or may have been in

          5   place with Washington Mutual are legacied

          6   to Chase.  However, I'm not personally

          7   aware of any agreement with Chase itself.

          8       Q     As far as you know, is this loan

          9   currently being serviced by Chase?

         10       A     I don't personally know.

         11       Q     Would you have access to that

         12   information?

         13       A     I would have access to a

         14   memorialized record of it if it was in our

         15   system.

         16       Q     When a client requires services,

         17   how is it that the network firms are

         18   assigned, if you know?

         19             MR. CASH:  Objection.  No, no,

         20       no.  Objection.  That is proprietary.

         21       That is what we do internally.  We are

         22       not going to answer that.  It's not

         23       relevant to any issue in this case.

         24   BY MS. TIRELLI:

         25       Q     Is LPS a publicly-traded




                                                                       80



          1               SCOTT WALTER

          2   company?

          3       A     Yes.

          4       Q     As such, there are documents

          5   that are on file with the Securities and

          6   Exchange Commission, correct?

          7       A     Yes.

          8       Q     And are you familiar with the

          9   documents that are on file with the

         10   Securities and Exchange Commission?

         11       A     No.

         12       Q     What is "referral" as that term

         13   is used within your company?

         14             MR. CASH:  Objection.  Not

         15       relevant to any matter in this case.

         16       Don't answer that.  This isn't a

         17       deposition about LPS and how it does

         18       business.  We will answer all the

         19       questions in the world about this case

         20       and this document.  We are not going

         21       to answer any more questions about

         22       LPS.  And that is where we will just

         23       -- we will just go home.

         24             So proceed as you wish, but it

         25       may not be for very long if we don't




                                                                       81



          1               SCOTT WALTER

          2       change the line of questioning real

          3       fast here.

          4   BY MS. TIRELLI:

          5       Q     When this document was signed,

          6   how was that billed and to whom it was

          7   billed?

          8       A     I couldn't say.

          9       Q     Do you keep a log of the

         10   assignments that you execute?

         11       A     The LPS desktop memorializes all

         12   of them.

         13       Q     And is there a particular fee

         14   that is charged?

         15             MR. CASH:  Objection.

         16       Proprietary.  Don't answer.

         17             MS. TIRELLI:  I do have about

         18       actually --

         19             MR. CASH:  Then get to those.

         20       Next question about LPS general

         21       business practices and fees and all

         22       that, it's over, we are leaving.

         23             MS. TIRELLI:  You made your

         24       point.  No need to grandstand.

         25             MR. CASH:  I'm just making you




                                                                       82



          1               SCOTT WALTER

          2       understand because the last attempt

          3       you didn't.  So I'm going to give you

          4       one more chance.  Go ahead.

          5   BY MS. TIRELLI:

          6       Q     Mr. Walter, when this was

          7   executed, was Ms. Nuer billed for that

          8   action?

          9             MR. TEITELBAUM:  Objection.

         10       A     I don't know.

         11       Q     Well, who would pay for that?

         12       A     I don't know.

         13             MR. TEITELBAUM:  Objection.

         14       Q     Is that something Chase would

         15   bill the client?

         16             MR. TEITELBAUM:  Objection.

         17       A     I don't know.

         18       Q     When attorneys' fees through

         19   your network are billed to the client,

         20   when I'm saying to the borrower, is there

         21   any credit given for any monies that are

         22   paid back to LPS?

         23             MR. CASH:  Okay.  We are gone.

         24             MR. TEITELBAUM:  I want to put

         25       an objection.  Each one of my prior




                                                                       83



          1               SCOTT WALTER

          2       objections, none of these questions

          3       related to any of the issues in this

          4       case.  Putting aside anything LPS

          5       counsel is saying about proprietary or

          6       confidential, they do not relate to a

          7       single issue in this case.  They are

          8       not in a single objection to the

          9       motion for relief filed.

         10             And in the type of questioning

         11       which will be subjected to our hearing

         12       before the judge tomorrow.

         13             MR. CASH:  And for the record,

         14       LPS came as an accommodation.  We came

         15       here to try to answer questions about

         16       a document that clearly is in issue.

         17       One of our employees executed it.  And

         18       we came here to answer any questions

         19       about that document that the U.S.

         20       Trustee or anybody else had.  Debtor's

         21       counsel.

         22             We didn't come here to testify

         23       on LPS business practices.  LPS is not

         24       a party in this case.  LPS is not here

         25       to answer questions about its business




                                                                       84



          1               SCOTT WALTER

          2       practices, and its fees, and what it

          3       charges and what it doesn't.  Those

          4       are proprietary.

          5             Now, I'm asking you one more

          6       time:  Do you have questions about

          7       this document that do not have to do

          8       with LPS business practices?

          9             MR. ZIPES:  Please don't point

         10       your finger.  That is ridiculous.

         11             MS. TIRELLI:  Thank you, Greg,

         12       for that.

         13             MR. CASH:  Do you have any

         14       questions about this document period?

         15             MS. TIRELLI:  I do have

         16       questions regarding how a document

         17       executed by an employee of LPS

         18       purporting to be an officer of Chase

         19       ended up in this case?  Yes, I do have

         20       some.

         21             MR. TEITELBAUM:  No one is

         22       purporting to be an officer of Chase.

         23       That was not the testimony.  That is

         24       not what the document says.  And the

         25       record is not going to be muddied by




                                                                       85



          1               SCOTT WALTER

          2       your characterizations.  That's wrong,

          3       Ms. Tirelli.  I really must object to

          4       those characterizations.  So you want

          5       to stick to the facts, stick to the

          6       facts.  The witness testified he is

          7       not an officer of Chase.  He is not an

          8       employee of Chase.  The document

          9       provide that he is an officer of LPS

         10       with a power of attorney.  Those are

         11       the documents that have been marked.

         12             MR. CASH:  The only thing I see,

         13       Exhibit 1 is what you had by Scott

         14       Walter attorney in fact.  Never says

         15       as an officer.  And there is nowhere

         16       in the limited power of attorney that

         17       it references him as an officer of

         18       Chase.  So do you have any more

         19       questions about these documents?

         20   BY MS. TIRELLI:

         21       Q     Are you familiar with the list

         22   of parties on this limited power of

         23   attorney?

         24       A     I am.

         25       Q     Are they all currently employees




                                                                       86



          1               SCOTT WALTER

          2   of LPS?

          3             MR. TEITELBAUM:  Objection to

          4       relevance.

          5       A     To the best of my knowledge,

          6   yes.

          7       Q     Are you familiar with what

          8   pooling and servicing agreement is?

          9       A     I understand what a pooling and

         10   servicing agreement is, yes.

         11       Q     What is your understanding of

         12   what a pooling and servicing agreement is?

         13             MR. TEITELBAUM:  Objection.

         14       A     In the simplest sense, my

         15   understanding is that it's an agreement

         16   between a pool and their servicer on how

         17   they are going to service whatever the

         18   pool has asked them to service or hired

         19   them to service.

         20       Q     Have you seen a pooling and

         21   servicing agreement in this case?

         22       A     No.

         23       Q     Are you aware of whether or not

         24   this particular loan is owned by a trust?

         25             MR. TEITELBAUM:  Objection.




                                                                       87



          1               SCOTT WALTER

          2       Q     I'm asking if you are aware.

          3       A     I am aware.

          4       Q     Of?

          5       A     Your question.

          6       Q     Okay.  I'm sorry.  Are you aware

          7   who owns this loan?

          8             MR. TEITELBAUM:  Objection.

          9       A     No.

         10       Q     Are you aware of whether or not

         11   this loan was transferred into a trust

         12   prior to 2008?

         13       A     No.

         14       Q     Did you do anything to research

         15   that before signing this document?

         16       A     No.  I relied on counsel.

         17       Q     And where does counsel receive

         18   their information from?

         19             MR. CASH:  Objection.  Calls for

         20       speculation.

         21             MR. TEITELBAUM:  Objection.

         22       A     You would have to ask them.

         23       Q     Maybe I'm just trying to

         24   understand what LPS' role is here.  It

         25   seems to me that LPS, and correct me where




                                                                       88



          1               SCOTT WALTER

          2   I'm wrong here, is some sort of

          3   intermediary between the servicers and the

          4   attorneys.

          5             MR. CASH:  Object to the

          6       characterization.  Relevance.

          7       Q     Could you explain that

          8   relationship.  I'm not clear on why  --

          9             MR. CASH:  Bye-bye.  We're gone.

         10       Thanks, y'all.

         11             MR. ZIPES:  You have been served

         12       with a subpoena as well.  It was

         13       placed in the hands of --

         14             MR. CASH:  We will take it.  But

         15       I'm -- do you have a copy of the Rule

         16       45 at all?  Would you like me to send

         17       it to you?

         18             MR. ZIPES:  I'm not answering

         19       any of your questions.

         20             MR. TEITELBAUM:  I actually had

         21       two questions I could ask.

         22             MS. TIRELLI:  I have not

         23       finished my line of questioning for

         24       the record.

         25             MR. CASH:  Oh, yeah, you have.




                                                                       89



          1               SCOTT WALTER

          2             MR. TEITELBAUM:  I'm not trying

          3       to cut you off.

          4             MS. TIRELLI:  I understand.  I'm

          5       stating for the record that I have not

          6       completed my line of questioning.

          7             MR. ZIPES:  Neither has the U.S.

          8       Trustee's Office.

          9             MS. TIRELLI:  I would like to

         10       continue this.

         11             MR. TEITELBAUM:  Two quick

         12       questions.

         13   BY MR. TEITELBAUM:

         14       Q     Mr. Walter, Jay Teitelbaum,

         15   attorney for Chase.

         16             You testified, I believe, that

         17   the outside counsel proactively, and I

         18   wrote it down, sends the assignment to

         19   you.

         20             Do they send it to you

         21   personally?  Do they send it to LPS?

         22       A     They send it to LPS desktop.

         23       Q     I want to clarify that it's not

         24   identified for your signature in

         25   particular?




                                                                       90



          1               SCOTT WALTER

          2       A     No.

          3       Q     So there are other people at LPS

          4   who might have executed assignments other

          5   than yourself?

          6       A     Yes.

          7       Q     The other question I had was,

          8   you had mentioned that the technology

          9   solution memorializes every touch.  That

         10   technology is accessible to the client as

         11   well as to LPS, correct?

         12       A     Absolutely.

         13             MR. TEITELBAUM:  Thank you.

         14             MR. CASH:  Does anybody have any

         15       more questions about the?

         16             MS. TIRELLI:  When you state

         17       access to the client, who is the

         18       client?

         19             MR. TEITELBAUM:  Objection.  My

         20       question was client.  And I didn't

         21       say --

         22             MR. ZIPES:  Which apparently we

         23       are not allowed to ask, but apparently

         24       you are asking.

         25             MR. TEITELBAUM:  In fairness,




                                                                       91



          1               SCOTT WALTER

          2       the question that was objected to was

          3       to identify specific clients of LPS.

          4       And I didn't ask that question.  I

          5       just asked --

          6             MR. ZIPES:  You asked a general

          7       question which we are not allowed to

          8       ask.

          9             MS. TIRELLI:  Could we have the

         10       question read, please.  Have the read

         11       question read back.

         12             MR. CASH:  You have been allowed

         13       to ask general questions.

         14             MS. TIRELLI:  He can answer any

         15       questions, he was asked our attorneys

         16       clients.  Do you have clients?  That

         17       is fine.  When you ask the specific

         18       identity of our specific clients, that

         19       is proprietary, and we are not going

         20       to answer those questions.

         21             So you asked is it accessible to

         22       the clients in general.  Able to

         23       answer that.  If you want to ask

         24       questions about this document, not

         25       yourselves.




                                                                       92



          1               SCOTT WALTER

          2             What we are not going to sit

          3       here and do and go through what LPS

          4       does, what their business is.  We are

          5       not going to do that and I have tried

          6       to make it as clear as I can.

          7             If nobody has any other

          8       questions about this document.

          9             MR. TEITELBAUM:  One more

         10       question.

         11             MS. TIRELLI:  But I have asked

         12       to have that question read back.

         13             (The question was read back by

         14       the court reporter as recorded above.)

         15             MR. TEITELBAUM:  Two more, if I

         16       may.

         17   BY MR. TEITELBAUM:

         18       Q     I believe, Mr. Walter, prior to

         19   executing what's been marked as UST/LPS 1,

         20   did you, in fact, determine that you had

         21   authority to execute this document?

         22       A     My procedures and protocols are

         23   to do so.  And I follow my procedures

         24   every time.

         25       Q     And just tell me, what are the




                                                                       93



          1               SCOTT WALTER

          2   procedures that you followed to make that

          3   determination, recognizing that you don't

          4   necessarily have specific recollection of

          5   this document?

          6       A     I have a manual, and my business

          7   knowledge of my signing authorities

          8   provided to me in the signing authority

          9   for my customers.  I will check the

         10   signatory block.  And then I will verify

         11   in my manual that I have the authority.

         12   And if so, I will execute it.  If not, I

         13   will not.

         14             MR. TEITELBAUM:  Thank you.

         15             MR. CASH:  Anybody else on the

         16       document?  Any other questions on the

         17       execution of the document.

         18             MS. TIRELLI:  Not at this time.

         19       But I'm reserving my right to ask

         20       questions again later.

         21             MR. CASH:  Let me ask you a

         22       couple of questions.

         23   BY MR. CASH:

         24       Q     Do you know if LPS is a party in

         25   this case?




                                                                       94



          1               SCOTT WALTER

          2       A     I do not know.

          3       Q     Is this deposition site more

          4   than 100 miles from where you reside?

          5       A     It is.

          6       Q     Is it more than 100 miles from

          7   where you are employed?

          8       A     Yes.

          9       Q     Is it more than 100 miles from

         10   where you regularly transact business?

         11       A     It is.

         12       Q     Were you ever personally served

         13   with a deposition notice by anyone over

         14   the age of 18 prior to today?

         15       A     No.

         16       Q     It was sent to Sheryl Newman at

         17   LPS, correct?

         18       A     I believe so.

         19       Q     And this is not a subpoena to

         20   LPS, it is to Scott Walter, to you.

         21       A     Actually, that is not me.

         22       Q     Why not?

         23       A     Because my name is Scott Walter.

         24       Q     That is not even you?

         25       A     No.




                                                                       95



          1               SCOTT WALTER

          2       Q     And you have never been served

          3   with a subpoena in your name personally?

          4       A     No.

          5             MR. CASH:  All right.  Thanks.

          6       We're out.

          7   

          8             [TIME NOTED:  1:25 p.m.]

          9             ____________________________
                              SCOTT WALTER
         10   

         11   
              ________________________
         12   Subscribed and sworn to
              before me this _________
         13   day of ________________, 2010.

         14   _______________________
                  Notary Public
         15   

         16   

         17   

         18   

         19   

         20   

         21   

         22   

         23   

         24   

         25   




                                                                       96



          1   

          2                      I N D E X

          3   
              WITNESS     EXAMINATION BY         PAGE
          4   

          5   SCOTT WALTER
                              MR. ZIPES           7
          6   
                              MS. TIRELLI        67
          7   

          8   
                              E X H I B I T S
          9   
              EXHIBIT     DESCRIPTION            PAGE
         10   
              UST/LPS 1   Assignment of
         11               mortgage                20

         12   UST/LPS 2   Limited power of
                          attorney                50
         13   

         14   

         15   Attorney GREG ZIPES, from UNITED STATES
              TRUSTEES OFFICE has retained all
         16   exhibits.

         17   

         18   

         19   

         20   

         21   

         22   

         23   

         24   

         25   




                                                                       97



          1   

          2                    CERTIFICATION

          3   

          4               I, DALE W. TICE, RPR, a

          5   Notary Public for and within the State of

          6   New York, do hereby certify:

          7               That the witness whose

          8   testimony as herein set forth, was duly

          9   sworn by me; and that the within

         10   transcript is a true record of the

         11   testimony given by said witness.

         12               I further certify that I am

         13   not related to any of the parties to this

         14   action by blood or marriage, and that I am

         15   in no way interested in the outcome of

         16   this matter.

         17               IN WITNESS WHEREOF, I have

         18   hereunto set my hand this 16th day of

         19   March, 2010.

         20   

         21               _______________________

         22                    DALE W. TICE, RPR

         23                  *     *     *

         24   

         25   




                                                                       98



          1   

          2               ERRATA SHEET
                 VERITEXT/NEW YORK REPORTING, LLC
          3   
              CASE NAME: IN RE:  SILVIA NUER, Debtor
          4   DATE OF DEPOSITION: March 16, 2010
              WITNESS' NAME: Scott Walter
          5   
              PAGE/LINE(S)/    CHANGE          REASON
          6   ____/_______/_________________/________
              ____/_______/_________________/________
          7   ____/_______/_________________/________
              ____/_______/_________________/________
          8   ____/_______/_________________/________
              ____/_______/_________________/________
          9   ____/_______/_________________/________
              ____/_______/_________________/________
         10   ____/_______/_________________/________
              ____/_______/_________________/________
         11   ____/_______/_________________/________
              ____/_______/_________________/________
         12   ____/_______/_________________/________
              ____/_______/_________________/________
         13   ____/_______/_________________/________
              ____/_______/_________________/________
         14   ____/_______/_________________/________
              ____/_______/_________________/________
         15   ____/_______/_________________/________
              ____/_______/_________________/________
         16   ____/_______/_________________/________
              ____/_______/_________________/________
         17   ____/_______/_________________/________
              ____/_______/_________________/________
         18   ____/_______/_________________/________

         19   
                              _______________________
         20                         SCOTT WALTER

         21   
              SUBSCRIBED AND SWORN TO
         22   BEFORE ME THIS______DAY
              OF_______________, 2010.
         23   
              _______________________
         24       NOTARY PUBLIC

         25   MY COMMISSION EXPIRES__________________




