Petrocelli 0716 Exhibits 3 Key Documents in Siegel - Shuster Superman Legal History

EXHIBIT 16
Case 2:10-cv-03633-ODW-RZ Document 459-3 Filed 07/16/12 Page 1 of 186 Page ID

#:27213
EXHIBIT 16
177
#:27214

EXHIBIT 17
#:27215
te, -
WARNER COMMUNICATIONS INC.
August 8, 1988
MARTIND PAY5ON
or.cc or r...e
ANO GCNCIRAL COUNSEL
Mr. Joseph Shuster
256 South Robertson
Beverly Hills, CA 90211
Dear Joe:
I know from Joanne Siegel that she has kept you up to date
as to the discussions and correspondence which have taken place
between she, Jerry and I, and the new compensation arrangements
which Warner Communications has agreed to for Jerry's and your
benefit.
Retroactive to January 1, 1988, we will be making payments
to each of you and Jerry at the rate of $80,000 per annum, plus
an annual cast of living increase of up to 10%, commencing 1989
based upon the U.S. Department of Labor statistics for the cost
of living applicable to the Los Angeles area. In addition we
will make a one-time payment of $15,000 (less withholding
taxes). We have also agreed to reimburse Jerry and. Joanne for
the reasonable moving expenses which they will incur on their
move to a new apartment. At the time such expenses are paid,
we will make a similar payment to you, even though you will not
be incurring any such expenses.
I am pleased to enclose a check in the amount of $11,550
representing the 1988 special payment of $15,000 Less
withholding taxes.
Steve Ross, Deane Johnson and William Sarnoff join me in
extending to you our best personal wishes.
1/ 1(
Sin er 2 ly
Martin D. Payson
Enclosure
cc: Joanne Siegel
75 ROCKEFELLER PLAZA, NEWYORK, N.Y. 10019 212-484-6520
Confidential
W B005603
EXHIBIT 17
178
#:27216

EXHIBIT 18
#:27217
Ku0.1.1, r 111/.1
10111
4\. 212
\1.1irlin D. 11 .on
Chm.n.in
11+,1 GoicrilCounwl
TIMEWARNERINC.
March 12, 1990
Mrs. Joanne Siegel
11928 Darlington Avenue, apt. 102
Los Angeles, CA 90049
Dear Joanne:
This is to let you know that the cost of living for the
Los Angeles area for 1989 increased by 5.15% over 1988.
Accordingly, I am instructing the payroll department to make
the 5.15% increase, to be applied to Jerry and Joe's compen-
sation retroactive to January 1, 1990.
With best wishes to you, Jerry and Joe.
C rd'al y,
Martin D. Payson
cc: Joe Shuster
Elaine Klein
DCC00004908
EXHIBIT 18
179
#:27218

EXHIBIT 19
#:27219
%.5 R ocket- cllerPlata
Ncw York, NY 10019
212 484 6520
Martin D. Payson
\i,cr Chairman
TIME WARNER INC.
March 5, 1991
Mrs. Joanne Siegel
11928 Darlington Avenue, Apt. 102
Dear Joanne:
Please be advised that the cost of living for the Los
Angeles area for 1990 increased by 5.45% over 1989.
Accordingly, I am instructing the payroll department
to make the 5.45% increase, to be applied to Jerry and
Joe's compensation retroactive to January 1, 1991.
With best wishes to you, Jerry and Joe.
Since
Martin D. ayson
cc: Joe Shuster
Elaine Klein
DCC00005669
EXHIBIT 19
180
#:27220

EXHIBIT 20
#:27221
#:27222

EXHIBIT 20
#:27223
#:27224

EXHIBIT 21
#:27225
EXHIBIT 21
182
#:27226
EXHIBIT 21
183
#:27227

EXHIBIT 22
#:27228
316 Horton Ln. NW
Albuquerque, NM 87114
August 21, 1992
Marty Payson, Vice-President
Time Warner
75 Rockefeller Plaza
New York, NY 10019
Dear Mr. Payson,
This will be one of the most difficult letters I've ever written
and one I wish I didn't have to write. As you know, your friend and my
brother, Joe Shuster, died on July 30. Joe and I were very close.
Every week we talked on the phone. Back in the late 1940's and 1950's
when Joe was struggling, I helped support him by sending him a weekly
check so he could go on creating new ideas and hopefully sell them.
My brother Frank knows this because he took over supporting Joe after
I married in 1955. I was happy to do this because I loved him.
Joe always assured me that I would be taken care of after his demise.
I have just returned from Los Angeles where I spent a very stressful
two weeks arranging for Joe's funeral, disposing of the belongings
in his apartment and trying to get the financial affairs in order. In
going through his papers I was shocked to learn that Joe did not only
not have much money in the bank but that he had almost $20,000 in
credit card debts and unpaid bills (copies of bills enclosed). He
only had one active bank account at Security Pacific National Bank with
$23,773 in it, in which he received his direct deposit checks from
Time Warner. I do not have access to his account until the legal things are set-
tled while the 20% interest continues to accrue on his credit card debt.
I could not find any other assets except two dormant bank accounts with
$167 and $11 in them. I thought Joe might have had a small life insurance
policy through his pension to pay his final debts and expenses.
Unfortunately, he did not.
As heir to his Will, I am responsible for paying off his credit card
debts, along with any bills that will be coming in and forwarded to me--
utilities, half month's rent, unknown credit debts, legal fees, etc. Today
I received another bill from the County Coroner. Thankfully, Paul Levitz
said Time Warner would cover it.
I find myself in a financial plight. How could Joe Shuster end up
with an estate of almost nothing? And what if more debt and bills come in?
His estate may not even be able to cover it. It's bad enough to lose a
family member with whom you are close but it's devastating when they leave
a burden of large unpaid debts and bills which the estate can barely cover.
On top of this, my son and I had great expenses flying out to California,
staying at a motel, renting a car, etc. My husband and I are of modest
means. We live on my husband's modest pension and this was very expensive
for us. In addition, we still don't know how much the legal fees will be.
The estate may not cover it at all.
EXHIBIT 22
DCC00006477
184
#:27229
This is very embarrassing for me to have to write to you this way.
It's unbelievable to me that Joe could have so little considering the
generosity shown by Time Warner in raising the pension income of
Siegel and Shuster. Through his 1991 tax return and 1992 pay memos,
I found out he was receiving $2,627 twice a month after withholding or
$63,000 a year after taxes. I had my son itemize Joe's 1992 checks and
bank statements to see where his money went. We've been able to account
for most of his checks. From January of 1992 to the middle of July, we
found he wrote almost $31,000 in checks, plus there are other checks
still unaccounted for. In a little over six months, he spent everything
he took in.
Almost $1,500 a month went for rent. Almost $500 for utilities. We
also found that over $1,200 a month was being paid to Joanne Siegel for
some kind of commission for including him in the pay raise. It appears
that for quite a few years, she has been taking 20% of his income as
an agent's commission for getting pay raises for Siegel and Shuster.
All of this consumed about $3,200 a month. The rest went for groceries (home
delivered), personal and health items, and lots of clothes and stereo
systems that filled his large apartment from floor to ceiling which he
gave to charity at the end.
Joe was very generous. He likeito spend on himself and he liked to
give things away. In Joe's interview by a reporter from the Toronto Star
who came to Joe's apartment, he wrote, "Ohe corner of his apartment is
jammed with stereo components--three turntables, several tapedecks, and a
dozen high-power speakers--that will be donated to the visually impaired."
This must have cost thousands of dollars. Yet, when I came to his
apartment, more equipment had been bought and every room was jamm-packed
from floor to ceiling full of stereo components and speakers. This time
he promised this to the Music Department of the Los Angeles Valley College.
When they came to take the equipment, they showed me a letter authorizing
them to get it for this good cause. This equipment must have cost thousands
and thousands of dollars. He also had every closet stuffed full of jackets
and clothes piled everywhere.
Joe's ladyfriend admitted to me how generous he had been to her and
her son. Her son is a psychology professor and I asked if he could tell
me why Joe spent so much money. He said that Joe was a compulsive buyer
triggered by years of deprivation, so when he had a chance, he went on
shopping sprees. He was also very generous and gave when he heard there
was a need.
I am glad Joe spent the last years of his life happy. Joe Shuster was
a kind, generous, and creatively brilliant man. He made great contributions
to this world. Unfortunately, Joe left his family with a crushing burden
of unpaid debts and bills and only a tiny estate to cover it. Joe did not
like to deal with business. And now he has put a terrible burden on me which
I know he never intended. The kindness and generosity of Warner Communications
and now Time Warner has been demonstrated in the past. Any help that
Time Warner could give to the
family of Joe Shuster to pay his final debts and
expenses would be warmly appreciated at this time of mourning. The Shuster
family looks forward to seeing you at the memorial service on September 24.
-2-
EXHIBIT 22
DCC00006478
185
#:27230
With warmest regards,
(-)
Jean Shuster Peavy
Enclosed: The bill from the County Coroner.
A schedule of Joe's debts with copies of statements.
His latest bank statement from Security Pacific.
An itemization of the amounts of most of his checks written in 1992.
The agreement with Joeanne Seigel to take 20% of his income and copies
of the two latest checks to her.
EXHIBIT 22
DCC00006479
186
#:27231
Schedule of Debts of Joe Shuster
Due Date Creditor Amount
8-24-92 Sears Charge $5,325.54
8-21-92 First Select VISA 5,280.76
8-21-92 BankAmericard VISA 2,742.75
as of 8-19-92 The Broadway 2,415.15
8-13-92 Circuit City Stores 1,161.--
8-14-92 Security Pacific Bank Card 1,061.18
7-9-92 JC Penney 101.16
8-13-92 Century Cable 103.02
July/August Electric bill based on 1-7-92 bill 200
8-7-92 Telephone bill 130
8-1 to 8-13 assessment for 1/2 month rent 750
1992 Final Tax Returns-Tax Counsel Assc. 300
Total Debts and Final Obligations $19,570
LEGAL/PROBATE FEES STILL UNKNOWN
EXHIBIT 22
DCC00006480
187
#:27232
,32
156,00
August 24, 1992
,7 Ii Utiaige
( Liox Aeu
Cll CUCAMGACA91729
1 111111011141111.111411111111111111 s 11111113 11111111
JOSEPH M SHUSTER
11944 MONTANAAVE
LOS ANGELES CA 90049-503 3
TRANSACTIONS
Jul 11 PAYMENT - THANK YOU . . . . . . . -$200.00
Jul 15 CAT07R354310, CATALOG SALE, 800-366.3000. ..... 5 41
SPECIAL ACCOUNT INFORMATION
The amount due shown above includes a past due amount, You
should send the entire amount duo now. If payment has been
made recently, please disregard this request.
FINANCE CHARGE RATES
Average ANNUAL
Date of charges
Daily fi:ii)fIce PERCENTAGE RATE

All
ver $000 19.2%

, '.cunt Number: 29 8
tlithnj date: July 25, 1992
ACCOUNT SUMMARY
Previous balance $5,43 5,59
. 200.00
5.41
000
54
HELPFUL INFORMATION
Available Credit: 31,694
If the amount of Available Credit is not
sufficient. or you have a question, call:
(800) 877-8498
M F 9-9, SAT 9-0
Mail any billing error notices to:
P.O. BOX 5001
RCH CUCAMONGACA91729-0000
Please include your account
number with any correspondence.
SEARSCHARGE BONUS CLUB
Great Newsl Now the SearsCharge
Bonus Club pays you back in
money-saving certificates every time
your SearsChargo purchases build up
to $200 or more. You need only
$140.48 more in charges to earn your
bones. It pays to shop at Sears!
Monthly Average FINANCE
Periodic Rate Daily Balance CHARGE
1.6% $5,283 .89 184_54
Total payments
Total charges
'fetal credits
Finance charge
Nowbalance
Minimum due:
Due date:
" $156.00 '01

August 24, 1882 ss,
^r *
NOTE: See other side for important Information

Total $84.54

Tear elf and mail this coupon with your payment in
the enclosed ,:!nvelope. Your payment trust arrive
by thedue (1.1:e to avoidadditional finance charges.
Make check r.ayatrie to Sears, Roebuck and Co. and
include your account number on the check. 6490
SEARS PAYMENT CENTER
P.O.;IrOX 860020
i'ASADENACA91186-0020
JOSEPH MSHUSTER
Account Number: 29 6 . 1
Billing data
July 25, 1992

Newbalance:
Minimumdue::
Clue data:
Address change? Check In box belowand
write your newaddress on the Clack.
EXA IT 21'
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DCC00006481
#:27233
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SICN IKE TO ENROLLfrnnstcy Cafttlwideli
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P.O. nox 0560
!ANCMSTER, NH 03 108-9560
FIR'.. SELECT VISA
P.O. BOX 9560
relANCHESIER, NH 03108-9560
JOSEPH M SHUSTER
11964 MONTANA AVE
LOS ANGELES CA 90049-5033
TO
MIST
11111.111111.11 110
760
TACH HE
(ESCRIPTION PEFERENCENUWER
07-27'PAYMENT RECEIVED THANK YOU
7-27 CREDIT PROTECTION
07-27 74168.512209000001410550
07-.27
126.16PY
20.12
FRrJTECT YOUR GOOD CREDIT t:I.TN =DT AC.TRWE or APEN! SIGN THE BOX AT THE TOP or YOUR - STATEMENT
AND PROTECT YOUR ACCOUNT AGAINST UNEMPLOYMENT OR DISABIL/TY. SEE ENCLOSED BROCHURE FOR DETAILS.
FOR CUSTOMER SERVICE ON YOURiFIRST SELECT VISA,
CALL TOLL-FREE AT 1-8(0-964-6000.
AVERAGEDAILY BALANCE
PERIDOIC AA
DALY
_,00 ... 60000, 21.90
2 310.54____ 0600,0,0 219u
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PAYMENT MEDATE
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EXHIBIT 22
189
DCC00006482
#:27234
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ANNUAL PERCENTAGE RATE (%)
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PASADENA p CA
TO
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JOSEPH 11 SHUSTER
11944 MONTANA AV 305
W LOS ANGELES CA 90049-5026
BANK OF AMERICA
CARO CENTER
PASADENA, CA 91127
MAKE, C.HeCTC. PAYABLE
11/1.HIS OF Mar.:1mAN 13
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MAIL PAYMENT TO:
0105
90100109000274275402400469998790100109000274275 *3** 920038669
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RETURN PAYMENr COUPON WrfN YOUR CHECK ANO P rEP ME STATEMENT PORTION BELOW in YOUR PtC04.
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EXHIBIT- 22
190
#:27235
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ACCOUNT NUMBER
1111111111978
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APT 305.
11944 MONTANA AVE
W LOS ANGELES, CA 90049-

PAYMENT SHOULD BE
DECEIVED BY
26 AUG 03 92
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TOTAL:7-2376.3
110.00
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P.O. BOX 52094
PHOENIX, AZ. 85072-2094
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AUDIO SYSTMS & COMPNTS
MAIL PAYMENT-THANK YOU
SUMMER? DON'T FORGET YOUR CARD
IS ACCEPTED AT WEINSTOCKS,
CONVENIENTLY LOCATED THROUGHOUT
NEVADA, NEW MEXICO, UTAH
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EXHIBIT 22
DCC00006484
191
#:27236
400 RRB 7 13 3
SECUPITY PACIFIC BANK, N.A.
BANKCARD SERVICES
PO BOX 2930
PHOENIX, ARIZONA 85038
1111111111.11 00 s s
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DCC00006485 EXHIBIT 22
192
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BANKCARD SERVICES
BANKCARD PROCESSING
PASADENA CA 91052-0002
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JOSEPH SHUSTER
11944 MONTANA
LOS ANGELES
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CA 90049-5026
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PAYMENT - THANK YOU
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16.95
$114 4.23 5100.00 f I044.23 $0.00 $0.00 816.95061.
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TO OBTAIN THE MOST CURRENT BALANCE, CREDIT LIMIT OR LAST
PAYMENT, CALL THE LOCAL PHONE NUMBER ABOVE. USE YOUR ACCOUNT
NUMBER AND THE LAST 4 DIGITS OF THE PRIMARY SOCIAL SECURITY
NUMBER. PRESS 1 AND THEN 4. IT'S EASY TO USE!
scridinq uc...sto, BANKCARD CUSTOMER SERVICE, P0 BOX 52327, PHOENIX AZ, 85072
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#:27237
Cn--PEc.r Pf PAY1011411
12.00
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01- 08!
A FRIENDLY REMINDER...HE HAVE NOT YET RECEIVED YOUR: PAYMENT.
CA1CH THE SUPER BOWL ON A 016; SCREEN IV!
REFERENCE NUMBER
PLEASE PAY THE A
cf.
AvERAGE LACNATHLN
DAILY BALANCE PEUOOPC FLAT
1,070.2 1.6500%19.80%5
.0Q 1.6500419.80%$
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SENDINDIA:US$ TO
CIRCUIT CITY STORES, INC.
P.O. BOX 11768
RICHMOND, VA 25230
nV"TELE"0"E"800-477-6761
4011E: Ste ROVO, S4 Sib! I. IrEponsn* 1, 000f1
SEE ES
ACCOUNT NUMBER
wmWMO,
In.GI 34$134.00
CLOSOAD DAT2ITATNENT LA,AkDATE
P.S,
11/41(11
7.00
OLAI Dos cy
UN PATINNTBIA
67.00
JAN 08,199ZFE0 02,1222
To sYoNI AA ed0 halal Finsoos C harge pe r .iite New Etafffinctr by P./ANNA DuoCow
7.6
.00
-omoa
. 00, .
r cAllovu
50
DE SCRIP UON
ATE PAYMENT CHARGE
EXHIBIT 22
DCC00006486
193
#:27238
NokKes
SWIY
Account Statement
P.O. BOX 4444
BUENA PARK CA 90624
(114) 228 - 1200
ACCOUNT NUMUER 1111111113 7-8
CURRENT BILUNG DATE 06 - 13- 92
! PAGE 01 OF 01 to Av A01410,01 FinalKe Char9e., Pay New EllianCe BvIt 07-09'92
nc 1, anie TvCC McnIOYSCM44yet
LATE CHARGE
; Oats
06-
OUR ACCOUNT I PAST DUE. PLEASE PAY THE AMOUNT DUE OF $48.80
ODAY.
BALANCE
SUMMARY
PREVIOUS
VALANCE
PAYMENTS
ANL) CREDITS
MAJOR 98.79 .00
OTHER .00 .00
TOTAL 98.79 .00
charlePr,'
+ FINANCE
CHARGE
+ CHARGES
+NEW
BALM=
100.36
',MUM
YMENT
48.80
.00
48.80
". rerfr,t Ce It ' rrtant Otomustion and fiu,arkir, et
1.57 .00
.00 .80
1.57 .80
JCPenney
C2ustott;er Se/vice
isOur Number OnePriority
SAL
TYPE
ON
BALANCE OF AS OF
.TN
aALANCE
ii , fiv $
kwrltmi
i t AiODIC
PAIEiSI%
ANNUAL
PERCENTAGE
RATE(S)
%
ON
BALANCE
OYER E
vOr41101
` E "OfaIC
'Àl "*)*
ANNUAL
PERCENTAGE
RATE(S) %
M B 95.44 06 - 92 ALL 1.65 19.8
Your Finance Charge Methodis (see reverse)
PLEASE DETACH AND RETURN TWS STUB WITH YOUR PAYMENT
ACCOUNT MOANER: II
S7 -81
PSSYMENT SHOULO REACH HS EY: 07-09-92
Indicate Address/Telephone Changes Here
CAt. &a*. Ey C.d.
Mosses*
km Cods
WRITE
BALANCE
MINIMUM
AMOUNT
TYPE
PAO
MAJOR
101.16
48.80
TOTAL
101.16
48.80
ZIP + 4 PRESORT
JOSEPH SHUSTER
11944 MONTANA AV 305 4580 PARADISE BLV NW
LOS ANGELES CA 90049 - 5026 ALBUQUERQUE NM 87201 66
0004562
198 67413 473 78 3 0 00048800010116

EXHIBIT 22
DCC00006487
194
#:27239
YOUR PHONE SERVICE WILL BE TEMPORARILY DISCONNECTED
UNLESS WE RECEIVE PAYMENT OF '0 .1 JR PAST DUE BILL BY

AUGUST 14,1992
::f 111 s 11 1:0DE
62 013 25 00580
(40 C'.7,1iforlIi=i
PAI E.:
1((2
8-07-92
820-2446
AMI rilic
13 0.00
01 1717 8202446 880309 03
I rif )1111111m cr I)
RN' 11 1 11%1\1 1 q' 1
wi..10 if , 1
yui , l; 51 F EmrofiAfmI . DISC' 'WU' 011 EE REQUIRED TO PAY THE FOLLOWING
tAu0E.s IN AUDI I ION 10 1HE FULL M.101..crl PuE !:1:f CL:E I I IE TELEPHONE WILL BE RECONNECTED:
IIEGONNEC I CNA!
DEPOSi I
23.00
10 AVOID 'THESE MCI RONAL CHARGES, FL PAYMENT TODAY. AN ENVELOPE IS ENCLOSED FOR
nuR CONvEt HENCE. ALLOW 5 DAYS FOR upc:Firi Or MAIL cR CONTACT ACOMPANY REPRESENTATIVE AT THE
CUSTOMER BILLING CEMER TO OBlAIN THE fE,' I IFST IN-PERSON PAYMENT LOCATION BYCALLING TOLL FREE TO:
PLEASE BRING THE ENTIRE NOTICE WHEN PA,/No IN PERSON.
1 800 223 -6177
PERrIANEN T DISCONNECTION
ACCOUNTS ARE IEMPOFIARILY LASCONNEC I Ell re.)11 (JULY SEVEN CALENDAR DAYS. AFTER WHICH TIME THE
SERVICE Is PERMANEN1LyDISCONNECTED. uNLF:, :s SPECIAL ARRANGEMENTS ARE INITIATED BYTHE SUBSCRIBER
AND AGREED TO BY THE COMPANY. IF THE SE livi(:E IS PERMANENTLY DISCONNECTED, AN APPLICATION FOR NEW
SERVICE WILL BE REQUIRED, WHICH WILL REQ UIRE rAvinc; NEwSERVICE CONNECTION CHARGES IN ADDITION
TO THE DELINQUENT AMOUNT DIJE AND THE rirrnsiT BEFORE SERVICE WILL BE INSTALLED.
72517 82002446 880309 702620 7 00013000 6 08 11
"fillS LOWER PORTION Wfi47.51:iiii3AS;MENT
01 1717 8202446 880309 03
AMOUNT DUE S
GTE CALIFORNIA
PAYMEN PriOr..:Ef'zSING
SHUSTER, JOS. 71?
11944 MONTANA AV, APT 305
72517 82002446 880309 702620 7 00013000 6 08 11
SEE REVERSE SIDE
FORM 90003 489 (4.911
EXHIBIT 22
DCC00006488
195
ri Nu' it 'I!, 1 \if I ,,! !It
#:27240
JO
21
00
0
CE NT URY
.,*7 CABLE
2939 NEBRASKA AVENUE
SANTA MONICA CA 90404-4028
DATE DUE
08/13/92
CENTURY CABLE
COMMITTED TO
COMMUNITY
SERVICE!
PLEASE RETURN THIS TOP PORTION ONLY, WITH REMITTANCE TO --N
PLEASE MOICATE
AMOUNT ENCLOSED
000-07-92-A-C
10 xxl ZP 7.26440.DS
24 JOE SHUSTER
1 11944 MONTANA AVE APT 305
LOS ANGELES CA
90049-5026
CENTURY CABLE
PO BOX 10201
VAN NUYS CA 91401-0201
08614 213 457 01 5 8 0103 02
CENTURY CABLE
ACCOUNT NUMBER
2939 NEBRASKA AVE 08614-213457-01-5
SANTA MONICA, CA
FOR- 11944 MONTANA AVE APT 305
6/30 PREVIOUS BALANCE 103.02
7/11 PAYMENT - THANK YOU 103.02-
8/01- 8/31 BASIC SERVICE 24.20
8/01- 8/31 ADD'L OUTLET 4.75
8/01- 8/31 DISNEY TRAP X FREE *
8/01- 8/31 CONVERTER RENTAL 2.75
8/01- 8/31 CONVERTER RENTAL 2.75
8/01- 8/31 VCR FREE *
8/01- 8/31 ADD'L PREM. SVC 5.72
8/01- 8/31 PREMIUM SERVICES 62.85
SHOWTIME,DISNEY
CINEMAX
HBO
MOVIE CHANNEL
7/31 AMOUNT DUE 103.02
AUG 01 THRU AUG 31, 1992
BILLED FROMBILLED TO DATE DUE imci=1"11
8/01/92 8/31/92 08/13/92 7/27/92
BILLING/REPAIR: 453-2233
MON-FRI 7AM-9PM AND SAT 8AM-9PM
LOBBY: MON-FRI 8AM-6PM, SAT 8AM-4:30PM
**RATES MAY INCLUDE FRANCHISE FEES
WHERE APPLICABLE*.*
OUR BUSIEST TIMES ARE MONDAYS
AND THE DAY AFTER BILLS ARE
DELIVERED. OUR LEAST BUSY DAYS
ARE WEDNESDAY AND THURSDAY. IF
YOU HAVE A BILLING QUESTION,
PLEASE TRY TO CALL DURING THESE
LESS BUSY TIMES.
EXHIBIT 22
DCC00006489
196
#:27241
1 .1/7.: t s ,11.1i
rrvr
"p. - i
JOSEPH M SHUSTER
11944 MONTANA AV 305 ACCTIT 4-04-61024-11944-00-0305-3-01

BILL ISSUE DATE 01/09/92
AMOUNT OF PREVIOUS BILL 112.54
PAYMENTS SINCE 11/04/91 S 112.54-
ELECTRIC RESIDENTIAL RATE R1A SERVICE DATES
10/31/91 TO 01/07/92
SERVICE CHARGE 2 MONTHS X $ 0.30/MO $ 0.60
ENERGY USED 1,850 KWH X $ 0.06624 122,54
ENERGY COST ADJUSTMENT 1,850 KWH X $ 0.02520 46.62
LOW INCOME SUBSIDY CHARGE 1,850 KWH X $ 0.00083 1.54
METER 01-ELECTRIC TOTAL $ 171.30
CHARGES IMPOSED BY NON-DWP AGENCIES
CITY UTILITY TAX 171.30 X 10.0%
STATE ENERGY SURCHARGE 1,850 KWH X $ 0.00020
PLEASE PAY THIS AMOUNT NOW DUE s 188.i112)

METER USAGE INFORMATION
METER TYPE METER NUMBER READS CURRENT PREVIOUS CONSTANT
01 E 6-596677 78177 76327 1
$ 17.13
0.37
USAGE
1850
METER
01
DAYS
THIS YR LAST YR
68 67
USAGE
THIS YR LAST YR
1850 2118
DAILY AVERAGE
THIS YR LAST YR
27 32 KWH
EXHIBIT 22
197
DCC00006490
#:27242
;AN V10EN E-BUNDY OFFICE
1.1q80 SAN VICENTE BLVD
.0S ANGELES CA 90049
IA*
**I
JOSEPH SHUSTER
11944 MONTANA AVE APT 305
1 . 7
(310) 247-2800
1,4 o

JUt4 19 92 - JUL
AUG 19 92
CHECKING ACTIVITY
21 92
7,
tium(IFIt
4
11111s 11111N
t f.
TYPE DATE AMOUNT TYPE DATE AMOUNT TYPE DATE AMOUNT
1154 JUL06 150.48 1186 JUL02 210.00 1202m JUL13 200.00
1177* JUN19 250.00 1188* JUL01 100.00 1203 JUL13 103.02
113 1). JUN25 1245.00 1190* JUL09 100.00 1226* JULI4 31.30
11834 JUN29 250.00 1191 JUL06 61.24 1227 JUL16 59.32
1184 JUN23 98.79 1192 JUL06 1423.00 1228 JUL20 131.44
1185 JUN24 125.44 1193 JUL20 1211.00 1229 JUL20 150.00
ELECTRONIC ACTIVITY
COMPANY
NAME
HARMER C OMANI C A
WARNER COMIUNIC A
WARNE01)14,NI C A
DAILYBALANCES
TRANSACTION
DESCRIPTION
PAYROLL DO
PAYROLL OD
PAYROLL DO
COMPANY IDENTIFICATION
DATE NUMBER
920619 552-49-7503
420703 552-49-7503
920717 552-49-7503
POST
DATE AMOUNT
JUN19
irscor
JU Cl7 _
2627.60
2627.60 f
2627.60
DATEBALANCEDATEBALANCEDATE BALANCEDATE BALANCE
JUN19 24173.84 JUN29 22454.61 JUL06 23131.49 JUL16 22643.85
JUN23 24075.05 JUL01 22354.61 JuL09 23037.49 JUL17 25271.45
JUN24 23949.61 JUL02 22144.61 JUL13 22734.47 JUL20 23773.01
JUN25 22704.61 JuL03 24772.21 JUL14 22703.17
CHECKING ACCOUNT SUMMARY
BEGINNING BALANCE . . . . . . * *
TOTAL Of 3 DEPOSITS
TOTAL Of 18 CHECKS/OTHER DEBITS.
SERVICE CHARGE. . .
LUDING BALANCE. .
21796.24
7882.80
5906.03
.00
R01E ATMS FOR EASIER BANKING. NOMYOU CAN USE YOUR READYDANKINO CARD TO GET
CASH AT BANK OF AMERCIA YERSATELLER ATMS HITH NO NETHORK CHARGE.
EXHIBIT 22
198
DCC00006491
#:27243
* 1 8 - 8 0 6 0 C 1
1 4 1 1 .
+ Z C - 9 L C C
+ Z S - 1 0 C 1 7
+ 8 9 - 5 8 C 1 7
+ L 5 8 0 6 5
C 6 - C L Z 1 7
1
+ 1 6 . L 0 1 7 C
+ 1 7 6 . t 7 5 Z 5
* 0
* Z C . 9 L C C
+ 0 0 0 5 1
+ 1 7 1 7 L C L
+ Z C 6 5
+ O C I C
+ Z O . 0 0 1
+ 0 0 - 0 0 Z
+ 0 0 . 1 1 , Z 1
+
+ 1 7 2 . ' 9
6 6 1 .
Z 6 t 7 9 0 0 0 0 0 0 G
Z Z 1 1 8 I H X 3
+ 6 . L
1 5 . 1 8 1
+ 0 0 . L L
+ O O . Z C
0 0 L 6 1 .
6 0 L 9
0 0 8 6
6 9 . L Z 1
+ 0 0 . 0 0 6
0 0 0 5
9 . 5 9 1 7
L Z . 5 1 '
+ 0 0 1 . 1 2 1
1
7 L 0 1 1 .
0 0 6 1 7 1 .
+ Z 5 t 0 P r i
0 0 . 0 0 1 .
0 0 . 0 0 t
0 0 . 0 1 Z
+
+ 6 9 5 0 1
0 0 . 5 1 7 Z t
+ 5 1 7 C L
+ 0 0 5 1 1
+ E 8 . 5 5
0 0 . 0 5 Z
L Z 9 Z t
+ 8 t 7 . 0 5 1
+ Z O . 0 0 1 .
+ 0 1 7 . 1 1 1
+ 0 0 - 0 C / 7 "
* 0 9 . 5 8 C 1 7
0 0 . 1 1 Z 1
6 L 8 6
0 0 - 0 5 Z
0 0 - t 7 t Z
L 5 . 9 6
Z Z 9 Z t

O C 0 1
0 0 . 0 0 Z
0 0 . 0 0 1
5 L - 0 8
0 0 1 7 C
0 0 0 5 1
o 0 c 1
8 6 Z
1 6 L 0
0 0 . 1 1 L
0 0 1 7 , 1 1 .
0 Z I C
0 0 8 5
L L . L O L
0 0 C Z I "
l Z 0 0 1
0 6
+ 1 5 - 8 0 6 5
8 C - V O C
0 0 1 Z I
Z O C 0 1
0 0 : i
0 0 1 . 1 L
+ C 9 . Z I C
+ 0 5 . Z 1 7 1
9 9 6 5
0 0 . . I
+ 0 0 - 0 5
+ V L . O Z I
+ 0 0 . 0 0 Z
0 9 . L 8 t
t t . 9 8 t
+ 0 I C
0 0 . 0 0 Z
+ V Z - 5 1 1 1
5 L - 1 , 1 7
t Z 1 7 5 1 .
9 0 . L Z
5 0 L 3
+
+ 0 0 - 0 0 Z
Z 1 7 - 1 5
L Z 9 Z I
6 1 . . t f l 7
o 0 - t 1
+
1 " 6 . 1 7 5 Z 5
0 0 1 1 Z 1
0 0 0 5
O Z - L 1 7
0 0 . 0 0 '
0 0 . 0 0 Z
0 0 - 0 0 Z
0 0 . 0 5 "
G Z - 5 L
0 0 . 0 0 5 '
0 0 . 9 C
5 L - 5 1 t
L 5 . 1 9
L 9 . 1 7 V
0 5 0 1 7
3 J
#:27244
Joseph Shuster
1)944 Montana Ave
Apt. 305
May 27, 1986
11928 Darlington Ave
Apt. 102
May 27, 1986
Dear Joe,
Your commission check to me dated May 15, 1986, which we thought had gotten
lost in the mail, finally arrived. As you have given me another check to replace
this one, I am returning this one to you as you requested on the phone.
To avoid future conflision, please make a notation in your checkbook that this
one was returned to you.
Enclosed also are 3 copies each of the two documents you requested as a favor
to you,( I made a special trip to have these xeroxed for you). One document is
dated April 21, 1979 and the other March 23,1983, covering your agreement to pay
me 20% of all bonuses and /or increases in lifetime income from D.C. Comics and/or
Warner Communications which I have secured (and shall in the future secure) on
your behalf. I hope these copies will be helpful to you.
From now on, would you please mark your commission checks to me,"Re: percentage
fee for income increase negotiation", or if applicable, "Re: percentage fee for
bonus'', rather than putting the inaccurate "manager's commission", Or "agent's
commission", as you have in the past?
This will accurately state that I only negotiate bonuses and income increases
for you on your lifetime income, and do not seek employment for you.
darmest regards.
As ever,
Joanne Siegel
P.S. I will go to the W.L.A. postoffice to mail this with signed receipt requested
to make sure your enclosed check and the documents reach you safely.
EXHIBIT 22
DCC00006493
200
#:27245

EXHIBIT 23
#:27246
EXHIBIT 23
201
#:27247

EXHIBIT 24
#:27248
EXHIBIT 24
202
#:27249

EXHIBIT 25
#:27250
EXHIBIT 25
203
#:27251
EXHIBIT 25
204
#:27252
EXHIBIT 25
205
#:27253
EXHIBIT 25
206
#:27254
EXHIBIT 25
207
#:27255
EXHIBIT 25
208
#:27256
EXHIBIT 25
209
#:27257
EXHIBIT 25
210
#:27258
EXHIBIT 25
211
#:27259

EXHIBIT 26
#:27260
EXHIBIT 26
212
#:27261
EXHIBIT 26
213
#:27262
EXHIBIT 26
214
#:27263
EXHIBIT 26
215
#:27264
EXHIBIT 26
216
#:27265
EXHIBIT 26
217
#:27266
EXHIBIT 26
218
#:27267
EXHIBIT 26
219
#:27268
EXHIBIT 26
220
#:27269

EXHIBIT 27
#:27270
EXHIBIT 27
221
#:27271
EXHIBIT 27
222
#:27272
EXHIBIT 27
223
#:27273
EXHIBIT 27
224
#:27274
EXHIBIT 27
225
#:27275
EXHIBIT 27
226
#:27276
EXHIBIT 27
227
#:27277
EXHIBIT 27
228
#:27278
EXHIBIT 27
229
#:27279

EXHIBIT 28
#:27280
EXHIBIT 28
230
#:27281
EXHIBIT 28
231
#:27282
EXHIBIT 28
232
#:27283
EXHIBIT 28
233
#:27284
EXHIBIT 28
234
#:27285
EXHIBIT 28
235
#:27286
EXHIBIT 28
236
#:27287
EXHIBIT 28
237
#:27288
EXHIBIT 28
238
#:27289

EXHIBIT 29
#:27290
EXHIBIT 29
239
#:27291
EXHIBIT 29
240
#:27292
EXHIBIT 29
241
#:27293
EXHIBIT 29
242
#:27294
EXHIBIT 29
243
#:27295
EXHIBIT 29
244
#:27296
EXHIBIT 29
245
#:27297
EXHIBIT 29
246
#:27298
EXHIBIT 29
247
#:27299

EXHIBIT 30
#:27300
EXHIBIT 30
248
#:27301
EXHIBIT 30
249
#:27302
EXHIBIT 30
250
#:27303
EXHIBIT 30
251
#:27304
EXHIBIT 30
252
#:27305
EXHIBIT 30
253
#:27306
EXHIBIT 30
254
#:27307
EXHIBIT 30
255
#:27308
EXHIBIT 30
256
#:27309

EXHIBIT 31
#:27310
EXHIBIT 31
257
#:27311
EXHIBIT 31
258
#:27312
EXHIBIT 31
259
#:27313
EXHIBIT 31
260
#:27314
EXHIBIT 31
261
#:27315
EXHIBIT 31
262
#:27316
EXHIBIT 31
263
#:27317
EXHIBIT 31
264
#:27318
EXHIBIT 31
265
#:27319

EXHIBIT 32
#:27320
Aug-l 4-06 I 2: 08pm Fron-
T-935 P. 003/ 006 t -542
IOU{T
vErvuRE AGREEMET{n
AGREEMEM rnade as of Novernb er zj,200lby and between
pacific picrures
Corporation ("PPC")
with offices at 23852 Pacific Coast Highway,
Suite 555, Malibu,
CA 90265
;
tel. (3lO) 589-5151; fax: (310)
SE9-51i2 and Jean A.
peavy
and her soo
Mark wancn Peary (tklaMark
wanen
peary)
(individualty
and collcctively,
'Claimants")
located at 51 Carnino Cabo, Santepe, New Mexico
g750g;
tel. / fax: (505)
466-4551, regarding thc foroatiou of r
joint
venfiue for thc purpose of rerrieving,
enforcing and oxploiting all of Joe Shuster'e, and his estatc's rights,
glaims,
copyrights,
property,
utle and intercsts in and to Joe Shuster's creations (hereinafler,
such rights,
proPerty aud clairns, ue individually and collectively rcforrcd to as tbe "Rights,').
t. Thc Rights sball includc witbout li'nitetior\
all currcnt and future rights,
claiuts, title, copyrighte and intereets in and ro each chfiracter, s0ory clement, and indicia
ossociated wit[ and all rights ro proceeds
frorn,,supERlVIAN,,, or the
!.supERIv[AN'
stories and comic books, such as, without
timitation,
,,Superman," ..clark
Kenl"
,T.ois
LaDe," "Iimmy Olsen;lf "I-ex Luther,"'T,anlLan$,"..Mr.
Mxy4plk,",,Suporboy,r,
"supergirl,"'"Ihe Daily Planet," "Kryptoq" "Kryptonitci'and.,smailville."
i
r. r'. 2,
,
In consideration of tbe munral covenanls contained hirein and othor good
and valuabtq consideration,
PPC and Glaimaqts hercby form a
joint
veo$rc (rhe
"Vnhrc")
to investigate, retrieve, enforce and exploit tho Rights, including without
Iimitation,
via the establishment of Joe Sbuster's e8tato and the estate,s tefbination
pursuant to section 3oa (c) of thc u.s. copyright
Law
Clitlo
l?, u.s,c.) of any and all
gant
or ransfen by Joe Shustcr of any copyrighr interest in his creations. In
considcration for PPC'S contibutions to the Venturc and the mu$al covenants contained
herein Clairnants hereby transfcr and assign to the Vennrrc their rights, titlc aod interests
b Oe Rights.'The name
of tbe Vennrre shall be the "foe Shuster Venh[e." Thc Venture's
ofEcc address shall be the carfonria addrBss sct forth above.
3, PPC *ill pay any and all costs and expenses of rho Veuture, including the
lcgal fecs and costs of sening up Ioe Shuster's estare, U,S. copyright office costs sucb aô
doctrment retrieval costs and filing
fecs, researeh costs, and any and all attomcys' fees,
costs and disbursements in connection witb any legal actions or disputes conceming the
cnforcemeut and/or defense. of the Rigbts and tbe Vennrc. Iq additiou to attomeys, fees,
PPC will bc responsible for tbe paymqnt of any legal filing fees, expert witness fees,
subpoena and service of pmcess
fees, jury
fees, deposition hanscript costs, photocopying,
134
EXHIBIT 32
266
#:27321
i uc-14-06 l ?: 06pn
Frora-
T-935 P. 004/ 006 t -342
Page2
Joint Venturc Agreemcnt
/ Joc Shustcr
ntzStor
postage'
long distance telephone and
fax ch.arges, computenzed
legal researsh, rcporter,s
fees, costs
for preparation
of exhibits and demonsbuive
evidencc, travel costs outside of
the Los Angeles area if required, and uessenger fees. Any and all anomeys, fees payable
on a contingency
basis will be paid
solcly out of PPC'S sharc of Proceeds set forth in
paragraph
5 below.
4, The rerms of any and alt agreemente regard.ing any of the Rights, io *y
respect, sball be subject to the express
wrinen appncvrl of Clainraut and
ppg.
Tbo
parties
eacb warant
and represent that after signing
this Agreemcnt 15ey will not without
tho express writtcn conscnt of all the pafties transfer, limit
or cncumber tho Rigbts io any
rsq)ect.
5. Any and all moneys and proceeds
rcceived frou the enforcement,
scttlcmeot
orcxploitation
of ury of the Rights, including without rimi13d6a,
Frxed and
contingent
compensatiou,
settlemeat
orjudgrnent amounts, purchase prices, option or
quitclaim
fees, and/or royalties ("
proceeds"),
wi11be sbare4
divided aud payabre: fifry
percent (Sovo) to claim.ants and fiftypcrcenr,5o%)to
ppc.
The parties will use all
rcasonable efforts to have Joe Shuster's estate/ad-inisbator
and third party payors, if
aly' direc0y pay to the ClaiE nts and PPC their respective fifty percent (50%) shffe of
Proceeds, hiorto the above dishibution
of hocecds, PPC will be entitled to recoup all of
its out'of-pockct
oxpcnses under this Agrccmcnt subject to thc presenarion
16 elaimnnts
of a rcasonable accouutiug and receipts for said exlrcnscc.
6' All aotices, cor.rsspondencc
and paymcntr to cach party under this
Agreemeut shall !s sent to tbe respectivc
addrusses sot forth on pagc I of rhis Agrecment
rrnlsss
either party nodfies irre otber of an addrcss
cbaagc in writing.
7' The Venturc and/or the Esiate of Joc Shustcr (to be establisbed hercunder)
will relpin Marc Toberoff, Esq. to rcnder legal sendces in counection witb the B-:6hr and
tho Venture, includi"S in connection
witn all legal dieputes, titigascn, arbitation andlor
rnediatiou regarding tbc Righb; to implement, enforte and prosecute
the Rights; and to
handlo the negotiation of any contracts regarding
erploitation of tbe Righa.
r"nâ@l]ppf.+r-
135
EXHIBIT 32
267
#:27322
i ur - 14- 06
l 2: 08pm
Fr om-
T-035 P. 005/ 00s F-542
Page 3
Joint Venture
Agreement
/ Joe Shuster
tlt27tOl
8' The term ("Termu
)
of the Venhue shall extend for the firll duratioa of the
Righs and any cxploitatioa
of the Rigbts. Upon tbc cxpiration of the Tcrm and thc
winding-up
of thc ventuc
or in the evcnt of terminatiou
of tbe venturp
for any r3ason,
all Rights, propefiy
or assee of the venture will bc held fifty porcent (so%)by
the
Qtainenk and frfty percent (5070\
by
ppC
as tenanis in commoa, and
Cleimenrs 8!d
ppc
will cach be entitled to reccive and continue 0o receivo fifty percon t (s}%)of
all hoceeds
derived from the Rieha afier rrnrinatiou
of thc venhr.
9' To cover tbe unlihely event that
Marc Toberoff die s or is disabled;
ppC
will pdor to servicc of any noricc of termination
regarding tbc Rights (pursuant
!o Section
30a (c)
of tbc u's. Copyright
Law) eitber (a)
anango for a suitablc replaccncnt Bnomey
experienced
in copyright litigation and willing to enforce tho Rights on solely a
gsptingent
fee basis: or
O)
if no such replacembnt
attoruey is arranged [6 6[rnin
.!gy
nan" iusuraoce for Mr. Toberoff in thc arnount of
gls0,Om
payabte solely to Claimaats.
10. All parties sgree to executc such furtber documents and to pcrform such
further acts as may be reasonab\t
necessaf,y or desirablc to carry out the purpoees
and
effect of this Agreement,
including without timihlisp
an irrcvocable letter of authori[
insuusring tbe administrator
of Joe shuster's EstaE to divide and disbune
alt hocecds
from the Rights as set forth in paragraph
5 above. wben required bercunder,
consent sball
not bc unreasonably witbheH
by any party regarding the businese of the Vcnturc. The
parties
hereby aDDrove
Michael Catron for appoioment
as the adrrinistrator of Joe
Shushr's Estatc,
oncc it is cstab[shcd"
I I' This Agrecment containc
thc frrll understanding of the part!:s and
sup:rsedes
all prior
or conlemporaoeous
uoderstandings whether written or oral with
respect to thc subject nlattcr
bercof and may not be modified except in nrritins signed by
thc pafty
to be bowrd. By counteniguing
thie Agreeoent tho parries
each rchowledge
that tbey clearly trndcrstand thc terms and conditione of tlus Agrecment; and hrve agreed
to rhess
terms and conditions
after detailcd aad mature dcliberafon. The parties firther
acknowledge
that thcy have not signcd this Agreement in reliancc on any promise
or
represenution Dot expreasly set forth in this Agreemcnt.The
parties have mutually
participated
in the negotiation
and iuzfting
of this .lgreemeniand
agree that the tenns
of
this Agreement sball not be construed
more favorably to cne party than the orher.
To tbc
extent any provilon
of this Agr,eement
is found invalid, said provision sball
be stricken
utlnD
lar
,,7
136
EXHIBIT 32
268
#:27323
' Aug- 14- 06
l Z: 0Epn
Page
4
Joint Venfure
Ageemcnt
/ Joe Shuster
nt23t0l
and shdl
not affect
the validity
of the remaiaing
p,rovisioos
bereof,
TLis Agreemont
shall bind aud in'rp
to the bcncfit
ol tn, partics,
their
reopective
hcirs,
successor'
and assigns. Executed
f66imilg
copies
of this ag."n
nt shall be valid
acceptable
substitutcs
for executed
originals.
ll'
*
1*:renrshalr
be governed
by the raws of california
appricablc
to agrecmcnts
madc and to be performcd
thereh.
Agreed,
understood
and accepted;
Pacifi c Picnrres
Corporation
ftt7.'-a---
Dal e:
tl l ar. ZA.
ZooT
-
Dac:
Q-oa
I
Datn:
tlnv-"|X,Z=,*s|
T-03t
P. 006/ 008
t -542
137
EXHIBIT 32
269
#:27324

EXHIBIT 33
#:27325
J ^ ?aR' i i
"`
. ^ ,. . - ^ ^
^ I ^ / '^ 'v''Jl) ^ . ^ 1^ ^ ',^ 9^ '1'. ':11
^
^^^J^2T USE C7NLY
_Jt^HN D. PETT^<I F:, L=sq. (^;;N ^_ s-1 ^,}
RD1, PLLOCK, PETTKER, GALI^^?AITH ^ CANILL
'^ A Law Corporation ,
^
L + - ^
444 South Plower Street , Suite 1 X00
. . - ^ . ) _' ^
C^^^T u.' SK
`
ti ^ ^
Los Angeles, California 90071 -2901
^
S At^tGElr
,4T70RNY R Name ; MARK WARREN ^?EARY
`
OURT F CALIFOR O
}
1 1
J^ J
SUPERI R C O NIA; COUNTY OF Los Angeles
.
Ui}
^}
s^ R ^ a^^ R ss_ 111 N. H11 Stret
âûNOanoRess : 111 N H11 Street
^^
JAHN /^^ ^^^^= .
G ^^Y ANO z iP cÔ^: Los Angeles, CA 90012
BRANG HNAME: Central Dlstrlct
' '
^Ê,
^^Ê^^ r ^' 4
ESTATE of ( t v a m e } : JOSEPH SHUSTER, also k^^^wn as JOE '
SHUSTER
jl^^ s t
ÊCED^N^
^ _ _ ) Probate of W11 and for L etters Testamentary
c ase N uê^^^:
PETITION FOR ^
Probate of W11 and for L etters of Administration ^^^^_ ^^^
with Will Annexed
_ _
H ^ R^ ^ c ^ A^ F,.
L etters of Admnstraton t,
J
^^ f e m ,
^ / ^ ^ L etters of Spec ial Administration
,
; `
Authorzaton to Administer Unde`r the Independent EP7-
^ ^
^ ^ ^ ^ : . - r
^
^
Administration of Estates Act ^_Î with limited authority ' ^}
1. Publi cati on wi ll be i n (specify game ^fnewspaper): DAILY JC} URNRL
a. CX _^ Publi cati on êquest^d. b. ^ Publi cati on to be arranged.
2. Peti ti oner (name of each): MARK WARREN PEARY
a. i^ J decedent's will and codicils, if any, be admitted to probate.
b. _X^ (nam e ): MARK WARREN PEARY
be appointed {1 } ^ executor
(2} ^ ^ adminst^ ator wth will annexed
and L etters issue upon qual^fic atan.
(3} ^ adrninistrator
(4} L^ special administrator
.,
.Y
.u
^ .
^ ,
c. _X ^ that (___^ full !,^ li mi ted autho^ ty be granted to admi ni ster under the Independent Admi ni strati on of Estates Act.
d. (1} ^ bond not be êqured far the reasans stated i n i tem 3d.
{2}
^ $ bond be fi xed. It wi ll be furni shed by an admi tted surety i nsurer or as otherwi se provi ded by law.
(Spec^ry reasons ^Âttachment 2 ^f the amount s different from the max/mum req^red by P^bate Code sectân
8482.)
(3} ' ^ $ i n deposi ts i n a blocked account be allowed. Recei pts w11 be fi led.
(Specify nsttut^ on aid location):
3. a. Decedent died on (dafe): July 30, 199 2 at (place ): West Los Angeles, California
(1} ^ ^ a resident of the county namd above.
(2} ^ a nonresi dent of Cali forni a and left an estate n the county named above located at
(specify location perm^tt^ng
pubtcata ^n the newspapernamed iîtem 1):
b. Street address, city, and county of decedent's residence at Time of death (spe cif y): 11944 Montana Avenue #305, West Los
Angeles, County of Los Angeles, California 9 0049
c. Character a^ d estimated value of the property af the estate:
(1} Personal property: ^ None
(2} Annual gross income from
(a} real property: $ None ^ ' '"^, ^" `' ^
rri a: ^ - ^ n ^
(b} personal property: ^ None ^ ^ ' ^ ^ ' ^
r w. c` ^
Total: ^ None rî ^ ^= -+
-
(3} Real property: ^ None
d .
( 1 ) 0
(2) [^
e .
W11 waives bond.
r ^ ^ +. . '. ^ 7 . ;^ ,^ ^ r7
(If futt authority underthe lndepe^ de^ tAdmnistraf^ orx^pfste^R^ t fs rû^sfd,
state fhe fair market value of the real pâperty less e^c ^ bra ês.) ^ x
c^+
Special administrator is the named executor and the w11 waives b2fnd. - ' `' `^ ; ^ ^
^ _ ^ _^ .
All benefi ci ari es are adults and have wai ved bond, a ^ d the wi ll does not requi re a bond.
(A^x waver as^tt^c^^.in^^rt
d(2). )
All he^s at law are adults a ^ d have waived bond . (Af f ix waver as At t a chm e nt d(3).)
Soie personal representative is a c orporate fiduciary ar an exempt government agenc y.
Decedent died intestate.
Copy of decedent's will dated: 6!28/19 88 ^ codicils dated:
(^ The will and all codicils are self- proving (Prob. Code, 8220).
(Continued on reverse)
requests
.. w ^ -
^ t7 I "1
,- ,
r . , . a
^ :^
^ : "_
^ . . , - ,
. ^ :^ ^ ^ 2
are affixed as Attac^ ^ ^ iint e(2}.
rorm^P^Ved^yme
PETITION FOR PROBATE I.,dI
Probate Cod_, 8002, 15O
Judicial Cox^ cil of Galdornia
^ - 111jRev;:^ la^ uar^ ^ , 1^ s^ [ SO^ i~l ^ S"
Ma^ tlatory Use [1/1/2000]
PUS
EXHIBIT A
4
Case 2:10-cv-03633-ODW -RZ Document 334-7 Filed 10/24/11 Page 2 of 15 Page ID
#:22027
EXHIBIT 33
270
#:27326
n the Matter of the Estate of' J(7SEPÎ SHU^TEIR, e^:edent
Eos Aneles Connty, Calforna, Superor Court -Central Dstrêt
^TT ^CHME1^tT 2c
Repue^ ted 4ddtonal P^ wer
l.' ^^^t^^sted ^cdi ti ^nal Power
P^:^ i ^ i ^^ner r^ûe^^s that the court grant hm the followi ng power ^^ addi ti on
to th general ji o^ ers conferred upon hi rr^ by law and under the Independnt
Admi ni strati on al f ââ^^s Act: the power to terminate pror transfers ^^f the decedent`s
copyrigf^t(s) p^rsuunt to Section ^3(l4(e} of the Cnited States Copyright Act, 17 U.SC.
,^30^(c)(2)^D), and ta maintain and defend ^^n behalf of the decedent and the estate all
pr^ce^'^^^^^<_^.,^n^cessarôr ap^^ropriate in connection with this action.
EXHIBIT A
5
#:22028
EXHIBIT 33
271
#:27327
Yn the Matter of the Ostate of JC?SE^' Î HHUT^R, Decedent
Los Angeles County, Cali forni a, Superi or Court -^- Central hJi strct
ATTACf3[MENT 2d{1}, ^{c} an 3{d){1}, {2) ^ l {^ )
I` â bond should be requi red of peti ti oner to act ^ ^ I ^: ^^ ^ c utor, or f a bond s
requi red by the Court, i t should be for nomi nal amount, for tl^c Iollowi ng reasons.
L The fi rst Warned Executor, Jean Adele T' ; ^ vy, hu ^ ; smed and fled a
Decli râti an to Act as Personal Represen^^^t^ve nd Wai ve ul l,ond of Mark Warren
Peary as Personal Representati ve. Jean Ade1c Peavy, who i s the si ster of the decedent, i s
also the sole benefcary under the dec^^tc^t' s Wll and the sole hei r a law of the
decedent' s estate under the laws of i ntestacy.
2. Peti ti oner s the alternate named ) ^;s^^^cutor under the decedent' s Wi 11, and
the decedent' s Wi ll wai ves bond.
3. Peti ti oner, who i s the son of lean Adele Peavy, i s the nephew of the
decedent.
4. A probate proceedi ng wi threspect to the decedent' s estate would be
unnecessary but for the fact that a personal represntati ve of hi s estate needs to be
appoi nted for tlê purpose of terrnnati^g prior transfers raf the decedent`s copyright(s)
pursuant to Section ,^304(c) of the United States Copyright net, I7 U.S.C. ^304(c)(2)(I^).
Thi s ri ght of the personal representati ve of the dcedent' s estate to termi nate pri or
transfers of the decedent' s c^pyrght{s) was enacted i nto federal law as part of the Sonny
Boni Copyri ght Act effecti ve October 21, 1998. The purpose of suchnew law, enacted
aver si x years after the decedent' s death, ^^ to gi ve authors and thr estates tlê power to
recover previ ously assi gned capy^ ghts wi thi n ti me lmts dl^neated i n the stat^^te.
5. All assets of the decedent, wi ththe excepti on of the decedent' s i nterest n
and to the e^^pyrights, whi chc^^rrently have an undetrmi ned vlue, were of mi ni mal
value and transferred througha 13101 affi davi t by Jean Adele Peavy shortly after the
decedent' s deathon July 3 ^, 1992.
Dated: ^^^^ ^/ ^ ^^ , 2003
261 503_1 .d oc
EXHIBIT A
6
#:22029
EXHIBIT 33
272
#:27328
^n the Matter of the l^;sta[e of,I^JSEPH SHUSTET^, Decedent
Los Angeles County, Califurnia, Superior Court - Central Distrct
ATTACHMENT 3e(2)
(Zâst) Last Wll and Testament
^ ^ ^ ^ ^ ^ u7ds ^ ^ ^ ^ ^ 1^ ^ ^ ^ ^ s,,t^ ^ ^ ^ t^ 1 ^ ,^ Will
1 ^ ^ c d^ cedent di ed more ^ l r ^ ^^ 10 yars ago o 3 July ^ , 1992. Peti ti oner
and athc^^ ^^û^^ly members have made a di li gent and extensi ve searchfor the ori gi nal Wi ll
executed by the decedent on June 28, 1988, but have been unable to fi nd i t. Pettoner
has only found a copy of suchW11, whi chhe i s sub^xî tti ng for probate as the decedent' s
lost Wi ll. Petton^;r beli eves that the o^gi nal of suchWi ll has been lost or i nadvertently
dstroyed. There would be no reason for the decedent to hve revoked suchWi 11 by
destroyi ng i t, because the terms of the Wi ll repli cate the result f the decedent di ed
i ntestate. Under boththe W11 and the 1a^vs on i ntestacy, peti ti oner' s mother, Jean Adele
Peavy, who i s the decedent' s si ster and sole survi vi ng hei r at law, would be the sole
benefi ci ary of the decedent' s estate and, but for her declnton to act, would be enti tled to
be appoi nted personal representati ve. Furthr, under boththe decedent' s 1i 11 and the
laws of i ntestacy, by reason of the declnatons to act that hve been i sled concurrently
wi ththi s peti ti on, peti ti oner i s enti tled to be appoi nted personal representati ve.
The decedent never marri ed and never had any ssue.
261503 1. doc
EXHIBIT A
7
#:22030
EXHIBIT 33
273
#:27329
^
^
^
D
a
t
s
d
EXHIBIT A
8
#:22031
EXHIBIT 33
274
#:27330
IÂIOW A1L I' EI250N^ BY T^-i EÊ PRESIa^+ITS;
That, ^
JCIEPH SHUSTER
of ^ Gl . h_o_^, , ^^ :^^_2es, â1^.êr^^^ ^ .a ^F .
bei ng of sound and di sps^ng mi nd and memory, and nt acti ng under duress, menace, fra^.i c^ or the
undue i nfluence of any peson whmsoever, d make, publi shand declare thi s my Last W11 and
Testament. ^ '
I.
I herei^y declare that I am the brother of JEAN^F PF:AV` ^
at the ti me of the execu#an of thi s Wi ll.
IL
I make ô bequest , gift or devise t my children named in Paragrph I, or to any other child o^
^hldrn hereafter born to or adopted by me, except as herenafter stated, knowing their
Î` ^^ wi ll provi de for them. ,
- ' (mother, or fuihe^
it
I hereby di rect ai d order that all just debts for whi chproper clai ms are fi led agai nst my estte,
and the expenses of my last i llness and funeral, be pai d by my execut ri X as soon after my death
as s practi cable; provi ded, however, that thi s di recti on shall not authori ze any credi tor t' o requi re
payment of any debt or obli gati on pri or to i ts normal maturi ty n due course.
I V.
I gi ve, devi se and ^^queathunto JEAN A.ÊZF L' FAVY all of the rest, resi due and
remai nder of my estate, whether real o^ personal, ai d wheresoever si tuated. In the event that
Jean Adele Peary shall predecease me, or ^^ the event that both
Jean Adele Peay and I shall di e as a result of a common acci dent, i llness or
di saster, then I gi ve, devi se and bequeaththe resi due and remai nder of my estate to my nephe^^, (:
^!IARK WARREN PEARY `
. 1
V .
I hreby nominate and appoint my s.^ ^1:Rr ^' Jean. Adele Peaty- ,
exec^^t^' ^ of thi s my Last W11 and Tesia le^ t, t aFt wi thot ^ri d. 'n the. event that my
si fter , , i s,fr: any reason:unable,or unwli i i i g to aci as executr.:^_x__hereof, I nomi nate
and ^; ppoint ' ' ^
Mark Warren Pe^^y ^^ ^ ^ to act as
execul^r _. also wi thout h^_^.d.
^
EXHIBIT A
9
#:22032
EXHIBIT 33
275
#:27331
VÎ; `
her direct that my estate be settled wth` aut the intervention of any court , except ta the
extent requi reel by law, and tht my execut.^..^._ settle my estate n sucha mnner as shall seem
best ai d mast canvenently to ^_..^,.and I hereby empower my executr., _ _ to rrârtgage, lease
sell, exchang and Canvey the pe^sanal d real property of my estate wi thout an order of court
fi r that purpose and wthout natce, approval a^ confrrâton ai d n all other respects to admn-
ster and settle my estate wthaut the i nterventi on of court..
. ? ^
EXHIBIT A
10
#:22033
EXHIBIT 33
276
#:27332
Vil. ^ ^ _ _ ^ ^ 'x
I h:^ ^6y revok any an^ ^^l f^ rmer W1ls and Codci ls thereto ^ Yade by me and declare thi s my
In Wi tness Wher^^^^f I have hereunto set my hand thi s __` ^` ^ ^ day af
Z. ast ^^lrll and 1 ^^;1 ^^^ênt^
:.
^TAT) ^ C7F CALÎF ^ 1RNIA
; ",
Cau^ ty a
Eachof tt-h-e^ undersi gned, bei ng fi rst duly sworn on ^âth, states that on thi s
^ day af
(1} lam over the age of ei ghteen (18} years and competent to be a Wi tness to the Wl1 of
JOSEPH SH^JSTER
' '
(the Testao^.._) ;
(Z} The Testatc^^ , i n my presence a^ d i n the presence of the other Wi tnesses whose si gnatures
appear below:
(a) Declared the foregoi ng i nstrument cansst^g of nn^^
pages, of whi chthi s s the last
to be hi p W11;
(b)
Requested me and the other Wtêsses ta aci as Wi tnesses to hi ^
Wi ll a^ d to make
ths affi davi t, a^ d
(c) Sgêd suchi ^si rume^t;
(3) I beli eve the Testat ^r
to be of sound mi nd, and that n so declari ng a ^ d si gni ng, hP
was not acti ng under an duress, me^^ê,-frond; o^^ undue nfluence;- -
(4} The other wi tnesses a^ d I, ^ the presence of t` he Testat ^r a^ d af eachother now affi x
our si gnatures as Wi tnesses t th Wi ll and make th,a affdav^tt: -
Wi t- ^ ss ^ ^W' t
^^^ ^^
C^Ù2f `^t ,^^- ^^^è .. ^^ c . i^^`f^-^ ^7^À^ ^ . ^
^(1
Add^ss^
^t^-
^ ^
Add ^ r s s e 1 ^
ff ^ t
^ ^ ^ f ' ^t- ^'^ t C c ^b r t i,. t :6 ?^ ^
r
^ i11t I . ; ^ ^ ; t . . .,1
, . .1. ; ^ , .
r,-li _ .. .
. . ^ t
Witness
Address
^r ^^sat^^+r
o^F + v a s a _ .
F. PATRICI{ HAGERTY
NOTARY PUBLIC-CAUFORNIA
PR1N1ClP0. 4 OFFtC; îN - ^
LO5 ANGELES COUNTY
mi ssi on Expres Apri 23, I99
^^ +s++
:. ^ , ^ . . ,.
i1

EXHIBIT A
11
#:22034
EXHIBIT 33
277
#:27333
n t1^ c ^^latter of the ]^' ^tate ^ etti l^. i'l1 S^^TER, Deeedent
][^,s ^ ,êlcs County> CaCfornia, Sup ^^ r C ^ xrt - Central DStrct
1TT^ 1C11;^ i1{;.^ T ^ ^ ^
l^ nreî ^ ê ^ ^^ t 1' ('alif r ^ i^ n 1'er^ aner t Addre55
I, Mar^ Warren Pary, the prupsc ^ ^, ^^^-, ^ ^ 1 rcp^ cêntati ve, am a no^ - reside^ t of
Calfarni a. f resde n the State af New ^lcxi ca at the 1u11awn reside^ ce address:
51 Cami no Cabo
Santa Vi e, NM 8750$
I hereby ca^sent to act as the personal representati ve af the estate af my uncle,
JosephShuster.
Dated^ _. . . ^ ^ 1:
^'
(^, ` ` ^ , 2003
261 503_1 .d oc
EXHIBIT A
12
#:22035
EXHIBIT 33
278
#:27334
In the ^^latter of the Estate of JOSEPÎ SHUSTEi 2, Decedent
Los 1rt;.;clc,^ County, California, Superior Court - Central District
ATTACHINT 8
The fai lawi ng s lst af the names, relatonshps, ages, and addresses, s^far ^^knawn to
ar reasonably ascertainable by petitioner, af (1) all persons naed in decedent's will and
codicils, whether lving ar deceased, (2} all persons named ar checked n items 2, 5, 6,
and 7, and (3) all benefica^ es f ^visee trust in wheh the trustee and personal
} ^rc,^c ^^^tive are the same persen:
Name and. Address ^Relati onshi i ^
Mark Warren Peary
51 Cami no Caha
Santa Fe, NM 87S0
Jean Adele Peavy
^ I Cami na Cal^
Santa Fe, NM 87508
Dawn L. Peavy
11405 Lake Nemi
El Pass, Texas 74936
Peti ti ner^Nephew
Si ster
Nece
^
Adult
Adult
Adult
^ ^ sa^ _1.ao
EXHIBIT A
13
#:22036
EXHIBIT 33
279
#:27335
1
J
J
_
< t
^
H
z
2
^
4
5
6
7
3
9
1 0
1 1
1 2
a
^^
^^
^
^
^ ^
^^_. ^,^
ma -=d^ 13
^^^^
^ a^ ^ 14
u ^
^ ^ ^^z
^^^ ^
15 o-g ^
Y Q^-^ ^
C J
ZWtW-
^ z 16
od
^ ^ u
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1 7
1 8
1 9
20
21
22
23
24
- ;25
^ ^ ^ 2^
_> ; 27
^ ^ 28
RODI. PI I OC` T^, T' TTKR, GALBRÎT-I
& C;^ 1 ^ I1. F.. A L^ ^ Corporati on
JOI 1 ^ ^ 1) . 1' 1â ^ 1^111 ^ 1^(S$N 42346)
444 ô l 1 ^lu c 5treet, Sui te 1700
Los ,1 n^^ :1 c;, Cali forni a 9007 ^-2901
Telephc>^ c: (2^3) 895-4900
Pacsimi 1 ^ ^ {21 ^ ) 395- 4921
Attorneys for MARK. WARREN PARY
SUPERIOR COURT OF THE STATE OF CALIFORhÎA
F' OR THE CONT OF LOS ANCI_ÊS, CENTRAL
In re the Matter of the Estate of
JOSEPH SHUSTER, also known as
JOE S -IUSTER
Decedent.
CAS NO. ^ ^
DECLINATIN TC} ACT AS PERSC} NAL
REPRESENTATIVE AN^J WAIVER OF BOND
OF MARK. WARREN PEAKY AS PERSONAL
RPRESENTATNE
I, JEAN ADELE PEAVY, state as follows
1. I am the only si bli ng of the decedent, JOSEPH SHUSTR. The decedent"s and my
parents are bothdeceased, havi ng predeceased the decedent. I have two chi ldren, bothof whom
survi ved the decedent. They are Marlc Warren Peary and Dawn L. Peavy.
2. I am the sole benefi ci ary under the decedent' s Vt' i ll dated June 28, 1988, and am
nomi nated to act as Executor under suchW11.
3. I hereby decli ne to serve as personal representati ve of the decedent' s estate, whether
as Executor of the decedent' s W11 or Admi ni strator of hi s estate.
4. I hereby wai ve the requi rement of a bond by Mark Warren Peary, whether acti ng as
DECLINATIQN TO ACT AS PERSQNAL R^PRESENÂTIVE AND WAIVER OF SOND OF ^L42K VÂRREN PEY AS PERSONAL
REPRESENTATIVE
EXHIBIT A
14
#:22037
EXHIBIT 33
280
#:27336
1
2
3
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llECL1NATON TO ACT AS PERSONAL REPRESENTATIVE AND WAIVER OF BOND OF MARK WREN PEY AS PERSONAL
REPRESENTATIVE
EXHIBIT A
15
#:22038
EXHIBIT 33
281
#:27337
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RODI, POLLOCI^_ PE"1 TKER, G ALBRAIT I
& CAHILL, A Law Corporation
JOI-IN D. PE^`1^ K 1^ :1: f^ BN 42^ 4^^
444S^ uth fl^ wer Strc t, Suite 1700
L os t^ rrc lc ;. Ca1Îi^ r ^ ^ 90071 -?901
Te1e^> h ^nc : 213 ) 895-4900
I^^tc ^,i nilc : (? 1 > } 8 95-4921
3
4
Att^rlê^s l^r MARK WARREN PEARY 5
6
7
Sli PERIOR COURT OF TH NATE OF CALIFORNIA 8
FOR THE COUNTY OF LOS ANGELES, CENTRAL 9
1 0
1 1
1 2
In re the Matter ^f the Estate of
JOSEPH SI-ILTSTER^ also known as
JOE SI-TUSTEK
Decedent.
CASE NO.
NOMINATION OF PERSONAL REPRESENTATIVE,
DECLINATION TO ACT, AND WAKER OP BOND
OF MARK WARREN PEARY
I, DAWN L, PEARY, state and declare as follows:
1. I am the ni ece of JOSEPH SHUSTER (the "decedent") , the decedent named herei n,
bei ng the daughter ^f the decedent' s si ster, Jean Adele Peavy. My brother s Mark Warren Peary.
2. If the decedent' s Wi ll s not admi tted to probate and an Executor thereof s not
appoi nted and f my mother, Jean Adele Peavy, decli nes to act as personal representati ve of the
decedent' s estate, I am a person enti tled to equal pri ori ty for appoi ntment as the personal
representati ve of the decedent' s estate wi thmy brother, MARK WARREN PEARY.
1 9
20
21
22
23
24
25
^. If for any reason MARK WAN PEARY i s not appoi nted by the Court as
Executor of the decedent' s Wi ll, I hereby nomi nate MARK WARREN PEY of Albuquerque,
New Mexi co, to serve as the personal representati ve of the decedent' s estate wi thout the
1
NOMINATION OF PERSONAL REPRESENTATIVE, DECLINATION TO ACT, AND WAVER OF BOND OF MARK WREN PEARY
EXHIBIT A
16
#:22039
EXHIBIT 33
282
#:27338
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rqui remnt of any bond, pursuant to the authori ty provi ded t m under Secti ons 841 and 845
of th Cali forni a ^' robate Cade, and I dcli ne tc^ act as suchprsonal reprsentat^v.
4: My i ntent i n mati ng ths nomi nati on i s t^^ ensure th appoi ntment of a person that I
trust ta serve as thpersonal representati ve of nay ui ^ ^^ l ^^ ^ ^; ^::; [ate,
I declare undr penalty of perjury undr the laws of the State of Caforrî a, that the
foregoi ng i s true and correct.
3
4
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Executd on
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, 2QO^, i n l Paso, Txas.
2
OMINATION OF PERSONAL REPRESENTATIVE, DECLINATION TO ACT, AND WAIVER OF BOND OF MK WARREN PEAKY
EXHIBIT A
17
#:22040
EXHIBIT 33
283
#:27339

EXHIBIT 34
#:27340
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RODT , POLLOCT^, PETTKER, GALI3RAITH
& CANIT:L, h. .aw Corporation
JOHN ^. l'ETT1^ 1R (SBN 42346)
444 South Flower Street, Sete 1760
Las Angeles, CA 90l ^ -29 ^
Telephone: 213-895-49
Facsimile: 21 3-895-4 7S
Attorneys far MARK. WÊN PERY,
Petitaner
SUPERIOR COURT OF TAE STATE OF CALIFO A
FOR THE COUNTY OF LOS ANGELES
In the Matter of the Estate of
JOSEPH SHUSTER, also known as JOE
SHUSTER,
Deceased.
NO. BP-080635
ORDER ADMITTING WILL TO
PROBATE, APPOINTING EXECUTOR
AND AUTHORIZING INDEPENDENT
ADMINISTTION OF ESTATE WITH
LIMITED AUTHORITY
Hearing Date: 8-25-03
Dept. 5 at 9:15 a.m.
Petitfoner,
MARK WARRN PERRY, filed his petitfon far probate of will and for letters
testamentary and for autharizaton to administer estate under the Independent Administration of
Estates Act with limited autharty of the estate of Jasph Shuster, also known as Joe Shuster,
deceased (the "decedent"), and such petitfan came on regularly for hearing and approval by the
Court at 9:15 a.m. on August 25, 203, in Department 5 of the above-entitled Court, the
Honorable H. RONALD HAUPTMAN, Judge Pro Tem presiding. JOHN D. PETTKER of Rodi,
Pollock, Pettker, Galbraith & Cahill, A Law Corporation, appeared as the attorney for petitfaner,
and no ane appeared in opposition.
On evidence given to the satisfaction of the Court, THE COURT FINDS THAT:
1. All notices required by law have been given.
ORDER ADMITTING WILL TO PROBATE, APPOINTING EXECUTOR AND ATHORIZING IAEA WÎ'H LITED AUTHORITY
EXHIBIT B
18
#:22042
EXHIBIT 34
284
#:27341
1 2.
af Calif^rna.
The d^^t^cîeâ ^1ed an July 30, 1992, a resident f the County ^f Las Angeles, State
3 3. The decedent died testate,
leaving a will dated June 28, 198$. This will has never
4 b^^^^^ r^;voked but was last ar inadvertently destroyed. Such w11 is adrntted to probate by Minute
^'
5 C)rder on August 2^, 2003, as the decedent's last Will, and its pr^vsions are as follows:
^
LAST WILT:., AND TESTAMENT OF
7 KNC}W ALL PERSENS BY TÎESE PRESENTS:
$
I
9 That, I JSEPH SI-
ILTSTER, af W. Las Angeles, California, being of sound and disposing mind
I O and mern^^^ y, and not acting under duress , menace, fraud or the undue influence of any person
^^ whomsoever, do make, publish and declare this my Last Will and Testament.
^ ^
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I herbydeclare that I am the brother of JEAN ADELE PEAVY at the time of the
xeeutan of tt is Wi11.
'^^s"=
^^^^^
^
^
1 5
Il
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gift or devise to my children named in Paragraph I, or to any other
I make no bequest
; ^
,
^ ^
^ ^. ^
^ 1 7
child ar children hereafter born to or adopted by me, except as hereinafter stated, knowing their
^
18 N!A will provide far them.
1 9
I^
2 0 I
hereby direct and order that all just debts for which proper claims are filed against my
2 1
estate, and the expenses of my last illness and funeral, be paid by my executrix as soon after my
2 2
death as s practicable; provided, however, that this direction shall not auth^
^ ze any creditor to
2 3
require pa^rnent ^f any debt ^r obligation prior to its normal maturity n due course.
2
N
2 5
I give devise and bequeath unto JEAN ADELE PEAVY all ^f the rest, residue and
^2 6
remainder of my estate, whether real or personal, and wheresoever situated. I^^ the event that Jean
2 7
Adele Peavy shall predecease me, or in the event that both Jean Adele Peavy and I shall die as a
2 8
/ / /
2
ORDER ADMITTING WILL TO PROBATE, APPOINTING EXECUTOR ANDAUTHORIZING IAEA WITH L^vIITEDAUTHORITY
EXHIBIT B
19
#:22043
EXHIBIT 34
285
#:27342
1
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result of a common accident , illness or disaster, then I give, devise and bequeath the residue nd
remainder ofmy estate to my nephew, MA.RI^ WAl2.rE2EN PEY.
V
I hereby nominate and appoint my sister, Jean Adele Peavy, executrix ofthis my Last W11
and Testament, to act without bond. In the event that my sister s for any reason. unabl or
unwilling to act as executrix here^^ I nominate and appoint Mark Warren Peary to act as executor,
also without bond.
VI
I further direct that my estate be settld without the intervention of any court, except to the
extent re^lured by law, and that my executrix settl my estate in such a manner as shall seem best
and most conveniently to her, and I hereby empower my executrix t^ mortgage, lease, sell,
exchange and convey the personal and real property of my estate without an order of court for that
purpose and without notice, approval or confirmation and in all other respects to administer and
settle my estate without the intervention of court.
VII
I hereby revoke any and all former Wills and Codicils thereto made by me and declare this
my Last Wli and Testament.
Ire Witness Whereof I have hereunto set my hand this 28^ day Of June, 1988.
JOSEPH SHUSTER
Testator
STATE OF CALIFORhIIA
) ss.
COUNTY OF LOS ANGELES }
Each of the undersigned, being first duly sworn on oath, states that on this 28t" day of June,
1 98 8 :
(1} I am over the age of eighteen (18} yearsand competent to be a Witness to the W11
of JOSEPH SHUSTER (the Testator};
(2 } The Testator, in my presence and n the presence af the other Witnesses whose
signatures appear below:
3
ORDER ADMITTING WILL TO PROBATE, APPOINTING EXECUTOR ANDAUTHORIZING IA EA WI`^H LL
^ ITEDAUTHORITY
EXHIBIT B
20
#:22044
EXHIBIT 34
286
#:27343
1
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4
5
6
7
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9
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Dc^^?^^^c^l i1ê foregoing insin^ment co^^;sti^^g ofone pages, ofwhich this is the
last to be his
(b) Requested me and the other Witnesses ta act as Witnesses to his W11 and to
make this affidavit, and
(c) Signed such instrument;
(3) I believe the Testator to be of sound ^nnd, and that in so declaring and signing, he
was not acting under any duress, menace, fraud, or undue influence;
(4) The other witnesses and I, in the presence of the Testator and of each other now
affix our signatures as Witnesses ta the Wll and make this affidavit.
Tom Fenaughty Robert Williams
3374 C7verland Ave., #1 3545 Mentone Ave. #3
Los Angeles, CA 90064 Los Angeles, California 90034
SBSCRIBED & SWORN to before me this 28t" day of June, l98$.
[NOT.AR7AT. SEAL]
F. PATRICK HAGERTY
Notary Public n and far the State of California,
residing at Santa Monica, Cali
THE COURT ORDERS^-
1. MARK WARREN PEAKY is appointed Executor af the decedent's Will recited
above, and letters testamentary shall issue on qualification.
..^
2. The Executor is granted limited authority to administer the estate under the
Independent Administration of Estates Act (there s no authority, without court supervision, to (1)
sell or exchange real property or (2) grant an option to purchase real property or (^) borrow money
with the loan secured by an encumbrance upon real property).
3. The EXecutor s also granted the following special power n addition to the general
powers conferred upon him by law and under the Independent Administration af Estates Act:
The power to terminate prior transfers of the decedent's copyright(s) pursuant ta Section 304(d)
of the United States Copyright Act, 17 U.S.C. 304(d), inca^porating without limitation 17 U.S.C.
304(c)(2)(D), and to maintain and defend on behalf of the decedent and the estate all proceedings
necessary or appropriate n connection with this action.
4
aRllER ADMITTING WILL `Ô PROBATE, APPOINTING EXECUTOR ANDAUTHORIZING IAEA WITH LIMITEDAUTHORITY
EXHIBIT B
21
#:22045
EXHIBIT 34
287
#:27344
1 4. BO^ d s ^; c t a
ted:
^
5
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7
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1 8
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2 1
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2 3
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^ ^
Judge Pra Tem of the Superfor ÔUrt
2 6 443 8_ 1 .doc
^
^s , a o a .a o .
N. ^t{^NALDHAiPT
t4Âl,
JUDGE PSC} TEM
5
ORDER ADMITTING WILL TO PROBATE, APPOINTING EXECUTOR ANDAUTHORIZING IAEA WITH LIMITEDAUTHORITY
EXHIBIT B
22
#:22046
EXHIBIT 34
288
#:27345

EXHIBIT 35
#:27346
;(}FdY
ATT.RNEY oR P^rrv wmrcw
enoilffii.
. b@
loPJ;_3gLLOCtr,
PET?KER,
cAr,BRArrH
t i Ei oner
!_-qlryL.L,
A raw
CorporaE
roHN D.
pErrKER
rseir aiJaij-
_444
SouEl r Fl ower . St r eeE,
- S, r i t "
f ZOO
Los Anget es,
cal i f oi ni J' godi i _2901
r El Epl t oi r Er K! . :
213- g9S- 4900
Fo( M, . f op, ba. r }
213- 895_4921
f ax E-UAlt AOORESS ( Ogtryl.lt :
DE-147
FAR COURT USE ONLY
$UPHHi#l;
r;iil:'i r
0ci
I 2083
oRlclhlp,[.
Fi!=F#
You must manage
lhe estate assets *91h" care of a prudent
?e.Fo,l
dearing with someone else,s property.
This
means
that you
must ba cautious
and may not make i'iv rp"*r"tive investments.
b. Keep estate assets
separate
You must keep the
Tgne.y
and propefi!
tris estate separate
lloT ?Irvolg
else,s,.inctudlng your
own. when you
open a bank account for ihe esiate, thi account
name niust indicate thliiii,
*
"Jtute
.account
and not your personal account'
Never deposit estate trnds in your personal
account or otremriie-mi*'tiir
with your
or anyone else.s
i[3:8:
sectrities
In thb estate must aiso d ilH il;;#
that shows rhey are estare properry
and nor your personal
c' lnteresttearrng
accounts
ani other rnvestments
trxcept tor checking
accounts
intended for
9rd!na1y
administration
expenses,
estiate accounts must eam interest.
you
il:il'ff:0fi:r?,fl:
$iffJ:#:"tiaccounts
in nriancrai in-"trtuuonJ.-uuild
fi;[ consurt witr an atiomey before
d. Other
reit iaions
There
are many otPt-1:^tbig,9ns
on
Siur
authority to dealwith estate
qropep.
you
shoutd not spend dny of the
r
estate's
money unless you
have receveo p"-ir"i"n
t'Jr ne cou.t or-have b-een advised to do so by an attomey. You nay reimburse yourself
for offieiai court costs paio
ui
vou
t9 the county aJ[ ano ror the premt,:n
on your
bond. without prior
order of the court,
)d;;i nol
Ray
re""s to-voiiself
or io your attomey, if
1ou
have one. rf you
do not obtaln the court's permission
wtrln it is iequireo, y"u;;ii;iemoyeg
as peronal'rpresontative
or you may be required
to reimburse-the,estate.fot
voyt
own personal-funds,
or both.
you
srrouto consult with an ittomey
concemtng
the lesatresutrements
affectins,"1"r,
r""r&:;;'g"g;;;;il;;;;;ts
of esrele property.
a. Prudent
Investments
1. MANAGTNG
THE ESTATE'S
ASSETS
Locate
thc estate,s property
2' INVENTORY
OF ESTATE
PROPERTY
vou
must ailempt to loeate and take possession
of alt the decedent's property
to be administered in the estate.
Datermfne
lhe value
of the
property
You must atrange to navC-a-co[rt-iilpointeo
referee determine
he value of the property
unless the appointment is
yfl)'gr?rhffiu1hl,ihtf,?] ttraiihe'rerete",
rlrt arid#ine
ttre vafue or ceftain "cish items.' eriltto, ey can
fiillnly"1loJy
an-! a ppratsaf
tlnln
tour months after Letters are first iss.ugd t9
v,ou
as personal
representative, you
must file with the court an inventory
and appraisat of aiihei".iti'i,iin"
estate.
rr rsPrttse'rreruve' you
t
^J
m Adoflcd tor Msndabfy l.Ea
udrcEt Coundl of CCtbrnb
:-147
lRa/. J.nusry t,2OO4
DUTIES AND LIABILITIES
OF PERSONAL REPRESENTATMEG'
(probare)
S"EB
supERroR
couRT oF cALrFoRNrl
counrv
offi
srREEr^l oRE$*
111 North Hi Il
StreeE
MATUNG^DoRESs:
111 North Hill
SEreet
crr!^NozpcoDe
Los Ange1es,
CA 900L2
ESTATE OF (Neme):-
U
.]OE
SHUSTER
DUTIES
AI.TD LIABILITTES
OF PERSONAL
REPRESENTATIVE
and Acknowledgment
of Receipt
CISENUMAER
8P080535
EXHIBIT
+a
EXHIBIT C
23
#:22048
EXHIBIT 35
289
#:27347
ESTATEOF(Nane):
qggElH
s- ..JTER, also
knoh,n as
JOE SI{USTER
d. File a change of ownership
Al tha time you
fil"
!:
inventory and appraisal,
1ou
must also file a change of ownership stratement with the county
recorder or assessor in each county whlre the iecedent owred reaf proptrty a1-ine rme of death, as provided
in
section 480 0f he canfomia Revenue and raxation
coae.'-
You must maita notice or administration to.J;ht3.*t:rJ.?,":*?J:3nnt
within rour months aner your appointmenr
as personal representatlve-
lf the decedent received
Medial aJrt-;;,
1ou
rr.in"trrv the state Director of Health
Services within 90 dap after appolntment.
4. INSURANCE
You should determine that there.isappropriate
bnd adequate
insurance covering the assets and risks of the estate.
Maintain the insurance in force Ouring tfri entire perioJdin"
"Otinistration.
'evrg s' 'v ' re^- v' r's
a. Keep accounts
5. RECORD
KEEPING
You must keep complete and accurate records of each financlal transacilon affecting the estate.
you
will have to
prepare
an account ofâll money.and property
you
hare received, what you tTavilfent, and the date of.each
lransaction. You must describe in detail utrai you ha;; i;ft;ft;ih;;;y,r.,;nfoi"ip"n".r.
b. Gourt review
Your account will be reviewed by the court.. save your receipts because the court may ask to review them. lf you do not
file your
accounts
as required, the court witl oraer pu to ;;!;.
you
may be removed as personal representauve
if you
f ai l t o compl y.
vL rv"rv' ' |
rf
vou
have an atromev,l:i:l1ylg
"*oi;,:;qil:rlt#lis"fr
3ilLtS:fJ, and your
attomey are responsibre for
completing the estate administration
as promp0y
as possible.
wrren In doubt, contact your attomey.
1.
2.
- t v. )
P::j:1j:,f:{:"1
v9"'duties
"'
to '"""t t;;;;ffi;tie court may reduce your
I:,::.":li:1::I:::1111:p'."entative
ls
sov"in;J
uv1n" taw itsetf and not by this summary.
1.
2.
ACKNOWLEDGMENT
OF RECEIPT
I have petitioned
the court to be appointed
as a personar
representative.
Myaddressandtelephonenumber
are(specify).:
51 camino cabo, santa Fe, New Mexico 8750g
, . ,
, .
Tel ephone:
50S_4G6_455L
I acknowledge that I have received a copy of this statement
of the duties and liabitities of the office of personal
representative.
Date: September
f,.!}.,
2OO3
[N?E OR PRINT NAME}
Date:
3.
rrYPE OR PRINT NAME)
\
D
7
GoNFIDENnAL INFoRMATIoN:
lf requlred to do so by local court rule,
l,ou
must provtde your date of birth and driver.s
llcense number on supprementar
Form DE-r47s. (pro6. c;e;siiio+tri.i
DUTIES
AND LTABILITIES
OF PERSONAL REPRESENTATIVE
(Probate)
DE-l.7
lRer. Jrnu.ry 1,200e
107
EXHIBIT C
24
#:22049
EXHIBIT 35
290
#:27348

EXHIBIT 36
#:27349
Plcnrc Prcrunrs ConroRATroN
23852 Pacific Coast Highwan Suite 555
Malibu, CA 90265
Tel:
(310)
5895151
Fax: (310)
S89-S1S2
October 27,2W3
Mark Warren Peary (tlklaMark
Warren Peavy)
Executor
Estate of loseph Shuster
51 Camino Cabo,
Sante Fe, New Mexico 87508
Dear Warren:
We are pleased to welcome you ("Client") as a client of Pacific Pictures Corp.
("PPC").
This letter is intended to supplement the
joint
venture agreement dated as of
November 23,2001between PPC and you and your mother, Jean Peavy, and to confirm
the agreement regarding your engagement of our company as the Executor of the recently
probated Estate of Joseph Shuster.
1. Client hereby engages PPC as its exclusive advisor for the purpose of
retrieving, enforcing and exploiting all of Joe Shuster's, and his estate's rights, claims,
copyrights, property, title and interests in and to Joe Shuster's creations (hereinafter,
such
rights, property
and claims, are individually and collectively referred to as the "Rights,).
The Rights shall include without limitation, all current and future rights, claims, title,
copyrights and interests of Client in and to each character, story element, and indicia
associated with, and all rights to proceeds from "SUPERMAN," or the "SIIPERMAN"
stories and comic books, including, without limitation, Client's copynght termination
interest in "SUPERMANI' pursuant
to section 304(d) of the u.s. Copyright Iaw.
2. In furtherance of this exclusive agreement, PPC (which is not a law firm)
shall engage the services of attorney Marc Toberoff ("Toberoff')
to furnish directly to
Client all legal services required by Client in connection with the Rights, including in
connection with all legal disputes, litigation, arbitratjon and/or mediation regarding the
Rights; to impiement, enforce and prosecute the Rights; and to handle ihe negctiation of
any contracts regarding exploitation of the Rights. PPC may engage additional outside
counsel to assist Client, but only at
ppC,s
sole expense.
3. PPC has paid and will continue to pay any and all costs and expenses
incurred by it in connection with this agreement, including the legal fees and Costs of
setting up Joseph Shuster's Estate, U.S. copyright oifice costs such as document rEtrieval
costs and filing fees, research costs, and any and all attomeys' fees, costs and
disbursements in connection with any legal actions or disputes concerning the
Initials:
4-,1a2ld
125
EXHIBIT 36
291
#:27350
Pacrnc Prcrunps ConpourroN
Page2
Estate of Joseph Shuster
October 27,2003
enforcement and/or defense of the Rights and the Estate of Joseph Shuster. In addition to
attorneys' fees, PPC will be responsible for the payment of any legal filing fees, expert
witness fees, subpoena and service ofprocess fees,jury fees, deposition transcriptcosts,
photocopying, postage, long distance telephone and fax charges, computerized legal
research, reporter's fees, costs for preparation of exhibits and demonstrative evidence,
travel costs outside of the l.os Angeles area if required, and messenger fees. Any and all
attorneys' fees payable on a contingency basis will be paid solely out of PPC's share of
Proceeds set forth in paragraph 5 below.
4. The terms of any and all agreements regarding any of the Rights, in any
respect, shall be subject to the express written approval of Client and PPC. The parties
each warrant and represent that after signing this Agreement they will not without the
express written consent of all the parties transfer, limit or encumber the Rights in any
respect.
5. Any and all moneys and proceeds, irr cash or in kind, received from the
enforcement, settlement or exploitation of any of the Rights, including without limitation,
fixed and contingent compensation, settlement or
judgment
amounts, purchase prices,
option or quitclaim fees, and/or royalties (" Proceeds"), will be shared, divided and
payable: fifty percent
6A7o)
to Client and fifty percent (50Vo) to PPC. Prior ro the above
distribution of Proceeds, PPC will be entitled to recoup all of its out-of-pocket expenses
under this Agreement subject to the presentation to Client of a reasonable accounting and
receipts for said expenses. The parties hereby acknowledge and agree that the due
payment to and receipt by Client of hoceeds hereunder shall constitute the due receipt of
Proceeds by Jean P"ffy and Warren Pefi,respectively, pursuant to paragraph
5 of the
Joint Venture Agreement, in full satisfaction of PPC's obligations under said paragraph.
6. All notices, conespondence and payments to each party under this
Agreement shall be sent to the respective addresses set forth on page I of this Agreement
unless either party notifies the other of an address change in writing.
7. The term ("Term")
of this agreement shail extend for the full duration of
the Rights and any exploitation of the Rights. Upon the expiration of the Term or in the
e','ent of termination by Client of this agreement for any rrillor; all Rights will be held
fifty percsnt (50%)
by the Client and fifty percent (507o) by PPC as tenants in eommon,
anC Client and PPC will each be entitled to receive and continue to receive fifty percent
(50Vo) of all Proceeds derived from the Rights after termination, if any.
Initiats:
"r.'lw/
126
EXHIBIT 36
292
#:27351
Pacnryc PrcrunBs ConroRATroN
Page 3
October 27,2003
8. To cover the unlikely event that Marc Toberoff dies or is disabled; PPC
will prior to service of any notice of termination regarding the Rights (pursuant to Section
304 (d) of the U.S' Copyright Law) either (a)
anange for a suitable repiacement attorney
experienced in copyright litigation and willing to enforce the Rights on solely a
contingent fee basis; or (b)
if no such replacement attorney is arranged to obtain
.,key
man" insurance for Mr. Toberoff in the amount of
$150,000
payabli
solely to Client.
g,
All parties agree to execute such further documents and to perform such
further acts as may be reasonably necessary or desirable to carry out the purposes and
effect of this Agreement. When required hereunder, consent shall not be unreasonably
withheld by any party regarding actions conducted under this agreement.
10. This Agreement contains the full understanding of the parties and
supersedes all prior or contemporaneous understandings whether written or oral with
respect to the subject matter hereof and may not be modified except in writing signed by
the party to be bound. By countersigning this Agreement the partiis each ackiowledge
-
that they clearly understand the terms and conditions of this Agreement; and have agreed
to these terms and conditions after detailed and mature deliberation. The parties further
acknowledge that they have not signed this Agreement in reliance on any promise or
representation not expressly set forth in this Agreement. The parties have mutually
participated in the negotiation and drafting of this Agreement and agree that the terms of
this Agreement shall not be constnred more favorably to one party than the other. If any
provision of this Agreement is found to be unenforceable for any reason, the remainder
shall be enforced as fully as possible and the unenforceable provisions
shall be deemed
modified to the limited extent required to permit its enforcement in a manner most closely
representing the intention of the parties
expressed herein. This Agreement shall bind and
inure to the benefit of the parties, their respective heirs, ru.rcsrots and assigns. Executed
facsimile copies of this Agreement shall be valid acceptable substitutes for ixecuted
originals.
I l. This Agreement shall be govcrned by the laws of California applicable to
agreements made anci to be performed
therein.
If the terms and conditions of this agreement are acceptable to you, please
ut
ut
i i t
i l l
Ini ti al s:
' {,M
127
EXHIBIT 36
293
#:27352
Plcmrc
Prcrunns
ConpoRATroN
Page 4
October
27,2W3
acknowledge
your
acceptance
by signing below.
Approval
of Engagement
of
pacific pictures
Corp.
I have read the foregoing
agreement
and I agree to its terms.
The Estate of Joseph
Shuster
Date:
/a&
--p_}-
I have read the foregoing
agreement
and agree to its terms to the extent any of my
interests
are concerned.
Very truly yours,
/G
Marc Toberoff
President
Date:
/O
= 7o-o
j
By: Mark Waren
peary,
E:
(f/Ua
Mark Warren
peavy)
128
EXHIBIT 36
294
#:27353

EXHIBIT 37
#:27354
, NOTICE OF TERMINATION
OF TRANSFER
COVERING
EXTENDED
COPYRIGHT RENEWAL
TERM
OF "SUPERMAN' '
To: Time Warner Inc,
75 Rockefeller
plaza
New York, Ny 10019
Attn: Richard D.
parsons
Chief Executive
Officer
Time Warner
Entertainment
Company, L.p.
75 Rockefeller
plaza
New York, Ny 10019
Attn: Barry M. Meyer
Chai rman
& C.E.O.
Warner Bros. Entertainment
Inc.
4000 Warner Boulevard
Burbank,
CA 91522
Attn: John A. Schulman
V.P & General
Counsel
Warner Bros. Inc.
4000 Wamer Boulevard
Burbank,
CA 91S22
V.P. & General
Counsel
Warner
Communications
Inc.
c/o Time Warner, Inc.
75 Rockefeller
plaza
New York, Ny 10019
Attn: PaulT.
Cappuccio
E.V.P.
& Generaf
Counsel
l,^,rarner
B ros. Television
Burbank,
CA 91S22
Attn: Peter
Roth,
president
Warner
Music
Group
75 Rockefeller
pfaza
New York, Ny 10019
Attn: Roger Ames
Chai rman
& C.E.O.
Warner Bros. Worldwide
Consumer Products
Burbank, CA 91S22
Attn: Dan Romanelli,
president
Warner Publisher
Services, Inc.
135 W. 50th Street, 7th Floor
New York, NY 10020
Attn: Rich Jacobsen,
president
Time Warner Book Group, Inc.
1271 Avenue of the Americas
New York, NY 10020
Attn: Laurence J. Kirshbaum,
CEO
Warner Books, Inc.
'1271
Avenue of the Americas
New York, NY 10020
Attn: Laurence
J. Kirshbaum,
CEO
Little, Brown and Company, Inc.
New York, NY 10020
CEO
DC Comics, Inc.
1700 Broadway, 7th Floor
New York, NY 10019
Attn: Pau! Levitz
President & Publisher
DC Comics, a General
partner.ship
New York, NY 10019
Attn: Faul Levitz
Executive V.P. & Publisher
DC Direct
c/o DC Comics
New York, NY 10019
Attn: Pauf Levitz, E.V.p. &
publisher
EXHIBIT 37
295
#:27355
Milton Bradley
Co.
Division
of Hasbro Inc.
433 Shaker
Road
East Longmeadow,
MA 0102g
Attn: David E. Wilson,
president
Hasbro, Inc.
1027 Newport
Avenue
Pawtucket,
Rl 02961
Attn: Alan Hassenfetd
Chief Executive
Otficer
Wildstorm
productions
888 Prospect
Street, Suite 240
La Jolla, CA 92097
Attn: Jim Lee
Editor & Director
Wildstorm
productions
c/o DC Comics
17oO Broadway,
7th Ftoor
New York, Ny 10019
Attn: Paul Levitz
President
&
publisher
Dark Horse
publications
10956
S.E. Mai n St.
Mifwaukie
, OR 97222
Attn: Michael
Richardson
President
Cantharus Productions,
N.V.
8965 Bay Cove Ct.
Orlando, FL 92919
Attn: llya Saikind
llya Salkind
and
pierre
Spengler
12 Chiswick
Lane
London W4 2JE, England
Attn: Albion Gee, Esq.
Albion
Gee & Co.
Hallmark
Entertainment,
fnc.
1325 Avenue
of the Americas
21tt Fl oor
New York, NY 10019
Attn: Robert Halmi, Jr. Chairman
Marvel Entertainment
Group. Inc.
10 East 4oth Street,
gth
Floor
New York, NY 10016
Attn: F. Peter Cuneo
Presi dent
& C.E.O.
Golden Books Publishing
1540 Broadway
New York, NY 10096
Attn: Amy Jarashow
Associate Publisher
Random House
Golden Books for
Young Readers
1540 Broadway
New York, NY 10096
Attn: Kate Klimo
Vice President
&
publisher
Random House, Inc.
1745 Broadway
New York, NY 10019
Attn: Katherine J. Trager
Senior V.P, & General Counsel
Inkworks
432A De[a Lake Dr.
Raleigh, NC 27612
Attn: Aflan Captan
President & CEO
Penguin Group, (USA)
Inc.
375 Hudson Street
New York, NY 1 0014
Attn: David Shanks, C.E.O.
DK Publishing, Inc.
375 Hudscn Street
New York, NY i 0014
Attn: Christopher
Davis,
publisher
Scholastic, Inc.
557 Broadway
New York, NY 10012
Attn: Richard Robinson
Chairman & CEO
10
EXHIBIT 37
296
#:27356
PLEASE
TAKE NOTICE
that pursuant
to Section 304(d) of the United States Copyright
Act (17
U'S.C.
S304(d)) and the regufations
issuedlhereunder
by the Register of
Copyrights,3T
c.F.R.
5201.10,
the undersigned
MarkWarren
peary,being
the person
entitled to terminate transfers pursuant
to said statutory provisions,
hereby terminates
the grant
of the transfer
of renewal
copyright(s) (to the extent of author Joseph
Shuste/s
ownership
share of the renewal
copyright(s))
in and to the copyrighted
work(s)
entitled'SUPERMAN"
made in those certain agreements allas identified
below, and the
undersigned
sets forth in connection
therewith the following:
1' The names and addresses
of the grantees
and/or successors in tile
whose rights are being terminated
are as follows: Time warner Inc., 75 Rockefeller
Plaza, New York, NY 10019, Attn: Richard D. Parsons, Chief Executive
officer; Time
warner Entertainment
company,
L,P., 75 Rockefefler
plaza,
New
york,
Ny 1001g, Attn:
Barry M. Meyer, Chairman
& C.E.O.;
Inc., 4000 Warner
Boulevard,
Burbank,
cA
grs22,
Attn: John A. schurman, v.p. & Generar counser;
warner Bros. Inc., 4000 warner Boulevard,
Burbank,
cA 91522, Attn: John A.
Schufman,
V.P. & Generaf Counsel;
Warner Communications
Inc., c/o Time Warner,
fnc., 75 Rocke.teller
plaza,
New
york,
Ni'i001g,
Attn:
paulr.
cappucio, E.V.p. &
General Counsel;Warner
Bros. Television,
4000 Warner Boulevard,
Burbank,
CA
91522, Attn: Peter Roth, President;
warner
Music Group, 75 Rockefeller
pfaza,
New
York, NY i00ig, Attn: RogerAmes,
chairman
& c.E.o.; warner Bros. woriciwide
consumer
Products,
4000 warner Boulevard,
Burbank,
cA91522, Attn: Dan Romaneffi,
President;
warner
pubrisher
services,
195 w. soh street, 7h Floor, New
york,
N.y.
10020, Attn: Rich Jacobsen,
President;
Time warner Book Group, Inc., 1271 Avenue of
11
EXHIBIT 37
297
#:27357
the Americas,
New
york,
Ny 10020,
Attn: Laurence
J. Kirshbaum,
c.E.o.; warner
Books, lnc.,1271Avenue
of the Americas,
New
york,
Ny 10020,
Attn: Laurence
J.
Kirshbaum,
c.E.o.; Little, Brown,
and Company,
1 271 Avenue of the Americas,
New
York, NY 10020, Attn: Laurence
J. Kirshbaum,
c.E.o.; Dc comics Inc.,
.l700
Broadway,
7th Floor, New
york,
Ny 10019, Attn:
paut
Levitz,
Executive
v.p. &
Publisher;
DC comics,
A General Partnership,
1200 Broadway,
7h Ftoor,
New
york,
Ny
10019, Attn:
paul
Levitz,
Executive
V.p. &
publisher;
DC Direct, c/o DC Comics,
17AO
Broadway,
7th Floor, New York, NY 10019,
Attn:
paul
Levtiz,
E.V.p. &
publisher;
Milton
Bradley co', Division
of Hasbro, tnc., 433 shaker
Fload, East Longmeadow,
MA 0102g,
Attn: David
E. Wilson,
president;
Hasbro, lnc., 1O2T Newport
Ave.,
pawtucket,
Rl
02861' Attn:Alan
Hassenfefd,
chief Executive
officer; witdstorm
productions,
ggg
Prospect
Street,
suite 240, LaJoila,
cAg2o37,
Attn: Jim Lee, Editor & Director;
wildstorm
Productions,
c/o DC comics,
1700 Broadway,
7h Floor, New
york,
Ny
10019' Attn: Paul Levitz,
President
& Publisher;
Dark Horse
publications,
10gs6
s.E.
Main st., Mirwaukie,
oR
g7222,Attn:
Michaer
Richardson,
president;
cantharus
Productions,
N.v.'
g965
Bay Cove ct., orrando,
FL 32g1g, Attn: rfya sarkind;
ilya
safkind and Pierre
spengler,
12 chiswick
Lane, London w42JE,England,
Attn: Atbion
Gee, Esq., Albion
Gee & co.; Harfmark
Entertainment,
Inc., rs2s Avenue
of the
Americas,
21't Froor,
New
york,
Ny 10org,
Attn: Robert Harmi,
Jr., chairman;
Man,el
Entertainment
Group,
!nc., 10 East
40h street,
gh
Ffoor, New
york,
Ny i0016,
Attn: F.
Peter Cuneo,
president
& c.E.o.;
Gofden Books
pubrishing,
1540 Broadway,
New
York, NY 10036,
Attn: Amy Jarashow,
Associate
pubfisher;
Random
House
Gorden
Books for Young
Readers,
1540 Broadway,
New
york,
Ny 10036, Attn:
Kate Kilmo,
Vice President
&
pubrisher;
Random
House, Inc., 1 74s Broadway,
New
york,
Ny
12
EXHIBIT 37
298
#:27358
10019'
Attn: Katherine
J. Trager,
senior v,P. & General counsel; fnkworks,
4g2oDetta
Lake Drive, Rareigh,
Nc 27612,
Attn: Afran
capran,
president
& c.E.o.;
penguin
Group
(usA)
Inc., 375 Hudson
street,
New
york,
Ny 10014, Attn: David shanks,
c.E.o.;
DK
Publishing,
tnc., 37s Hudson
street,
New
york,
Ny r0014,
Attn: christopher
Davis,
Publisher;
scholastic,
Inc., 5s7 Broadway,
New
york,
Ny 10012,
Attn: Richard
Robinson'
chairman
& c.E.o. Pursuant
to 37 c.F.R. section
201.10(d),
service
of this
notice is being made
by first class
mail, and additionaily
service
of this notice is being
made by certified
mail, return receipt
requested,
to the above grantees
or successors
at
the addresses
shown
2.
The works (individually,
,Work;,,collectively,
the
,Works,,)
to which this
Notice of Termination
applies
are as followsl:
The title of the original
copyrighted
work
to which this
Notice of Termination
applies is supERMAN,
an illustrated
comic book
story constituting
a front
cover and pages
1-13, inclusive,
in the body of Action
comics,
Vor, 1, No. 1
, June, 1g3g issue,
which
was pubrished
on Aprir 1g, 1g3g.
This work
was
registered
for copyright
under registration
No. Bgzgrgz
and copyright
was originally
1
This Notice
of rermination
applies as wefl to each
and every element
of each work, including without limitation,
the story or'siories,
character
oi.r,'.Lr*,.the
lnterpl_ay
of such characters, theme or themes,
settings
or locates,'and
includer,
ouiL:nor.limited
to, superman,
his origins and escape as an infantlo
Earth in a rocka.rnip,iiJirilr
strengrh,
ni'slnvulnerability
(bullets bounce otf his chest and he's
lmpervious
to *rei,'tris
rrirt speed,
his ability to feap great
distances
in a single bound,
his ielescopi"
uirioii,'n[
r,i*p?r hearing
and sense
of smerf,
his sense of humor'
his c'tean-cut good
loors., hir high;";;H
ethjcs
and compassion,
his mission as a crime fighter a.lo as a chjmpio"
"llri.rrJil;;:'il
stytized
"ortrrl.nd
cape, the diamcnd
shaped "s" insignia
on his trt"t1, rris secreill"ntitvl
alter ego as the mild mannered bespectacled
newspaper
reporter,
Cta* *e;i, ih;f"i;i;.no
.nr"r,iv6
female
reporter
fove interest'
Lois Lane,.the
love'tri"ryito".1*r"n
bup_"m"ir,-i.oi,
Lane and clark Kent,
clark Kent,s boss / newspaper
Editor (a.k.a.
e-erry
wn't";, th;ilffirinet
newsp"p"i (f*.".
the Dairy star) where clark Kent' Lois Lane and the eljlor it"tk,.th;;i#
rrys.raper
metroporis
where these characters
tive (a.k.a.i4:lr?egris):
superman's
scientilti.n",
(a:!.a.
Jor L) and
superman,s birthplace
-a
highry advanced
oui ooomed
distant pranet
(a.k.a.
Krypton).
13
EXHIBIT 37
299
#:27359
secured in this Work as of its April 18, 1938 publication
date. This Work was written by
Jerome Siegel and illustrated
by Joseph Shuster. Renewalof the copyright in and to
this work was made on June 1, 1965, in the name of National
periodical
publications,
Inc' claiming
as proprietor
of copyright,
under renewal registration
No. R3621gg.
This
work was based upon, incorporated,
and constituted
a slighfly revised version
of, ths
following works to which this Notice of Termination
also applies: twenty-four
days (i.e.,
four six day weeks) of previously
unpublished
SUPEHMAN
newspaper
comic strips,
created c' 1934, written by Jerome
Sieget and illustrated by Joseph Shuster.2 The
remaining
works to which this Notice of Termination
applies are:
Title
Nameof
Autho(
@
coovriqht
Reo. No.
SUPERMAN
story .lerome
sieger
work created c.1938
N/Ag
in comic book form Joseph Shuiter
t
In
,
the court found that Jerome Siegef
andJosephShust er wer e, t heecar t ooncnar act er Super manand
ol the title superman
and first crelted
cartoon material in which said character and title first
appeared in 1934"'," and further found that this tti"ri"las incorporated
in Action Comics No. 1
constituted:
'the
formula for the continuing
SUCERMANieries
to come. lt depicted and
narrated the origin of the character
sufEHMAN,
il';;riained
u .orpr"tlJetineation
of the
pictorial
representation
of SUPERMAN,
of his r,,iuitsino
character, of the superhuman powers
and attributes with which SUPERMAN
was endowed
and of the sphere of public good
which
SUPERMAN exploits were to enhance.".Findings
of-ract ano Conclusionr'oi
t"r by Referee
J.
Addi sonYoung, f l 1| 8, 22( November 1, ^1, 947) ; 9. "; ; *
Pub..| nc.eta| .,opi ni ono| RefereeJ.A.ddi sonYod;,;;ffi ti onedmateri a| ]
certainly contained the fulldelineation
gf
the.clgract#5ri,g-"n
and though the story or
continuity might vary in the future fromtime.to-time,
ii oio,'i believe constituie
a formula for the
cont i nui ngser i est ocome. . . ' , ) . | n, t heSecond
Ci rcui tcoy' l ofAppea| sreverseoffi i nati onthatActi onComi csNo.1
was a work-for-hire
and held: "superman
and his miraculous powers
were completely
developed long before the e-mploiment
refationship
was instituted.
The record indicates
that the
revisions directed by the oetendants
w91e_gimnlv
tb accomodate
superman
to a magazine
format." 508 F.zd 909, 91 4 (2*
Circuit 1974).'
'
3
The second and third works listed in this table
as welf as the above-referenced
24 days of
previously
unpublished
SUPERMAN
newspaper
comic strips were first published
in a somewhat
revised form on Aprir 19, lggg as Action cbmics, v"r. r, ivl. r, June, 1ggg, which was
registered for copyright
under registration
Nto.
gizgzgz'ano
renewed under registration
No.
R362188.
-
14
EXHIBIT 37
300
#:27360
&
15 SUPERMAN
daily comic strips
(12 stri ps and 3
scripts)
Action
Comics
#2
a
Action Comics #B
Action Comics #4
Action
Comics
#5
Action Comics
# 6
Action Comics
# 7
Ngmp of A,uthor
Jerome
Sieget
Joseph
Shuster
Date Cooyriqht
Sgcurqd
Work created c.1934
Qop,vfiqht
Bgq.
No,
N/A
Jerome
Siegel
May 25, 19gg
Joseph
Shuster
Jerome
Siegel
June 25, l
ggg
Joseph
Shuster
.lerome
Siegel
July 25, lggg
Joseph
Shuster
Jerome
Siegel
Joseph
Shuster
Jerome
Siegel
Joseph
Shuster
Jerome
Siegel
Joseph
Shuster
August 25,
l gg8
September
2G, 1g3B
October 25, 1938
8379788
8385466
8387907
B,394784
8394866
8399214
3' This Notice of rermination
applies
to the following grants,
assignments,
transfers
and/or agreements
to the extent each grants,
transfers
or assigns the renewal
copyright (or
any interest in or to the renewal
copyright)
to any work identified
hereinabove:
(a)
A one page
agreement
between
Detective
Comics,
lnc., on the one
hand and Jerome siegel and Joe Shuster, co-authors
of the comic book/strip
SUPERMAN,
on the other,
executed
on or about March 1, 1g3g;
a
Action comics Nos^.-!'_6
were reprinted
in superman
Nos. 1 and 3 (copyright
Reg. Nos.
M299871 and 8443035,
respectivety)
to which this Notile of Termination,
therefore,
also
applies.
15
EXHIBIT 37
301
#:27361
(b)
A two page
agreement
of purported
employment between Detective
Comics, lnc., on the one hand, and Jerome Siegel and Joe Shuster, co-authors of the
comic book/strip
SUPERMAN,
on the other, executed on or about Decembe r 4, 1g37:
(c)
A three page
tetter agreement
between Detective
Comics, fnc., on
the one hand,
and Jerome
Siegel and Joseph Shuster, co-authors of the comic
booustrip
SUPERMAN,
on the other, executed
on or about septembe r 22,1g3g;
(d)
A three page
fetter agreement
between Detective
Comics, Inc. and
The Mcclure Newspaper
Syndicate, on the one hand, and Jerome Siegel and Joseph
Shuster, co-authors
SUPERMAN, on the other, executed on or
about September
22, 1g3g;
(e)
A two page
tetter agreement
between Detective Comics, Inc,, on
the one hand, and Jerome
Siegel and Joseph Shuster, co-authors of the comic
book/strip
SUPERMAN,
on or about December
1g, 1g39;
(f)
A seven page
agreement
or stipulation between National
Gomics
Publications,
Inc., Independent
News co., Inc,, The Mcclure Newspaper
syndicate,
Harry Donenfeld,
Jacob S. Liebowitz,
Paul H. Sampliner and wayne Eforing, on the one
hand, and Jerome
siegel and Joseph shuster, co-authors
SUPERMAN,
on or aboui May 19, 194g;
(g)
A twelve page
tetter agreement (with
additional pages
for exhibits)
between
Warner
Communications
!nc., on the one hand, and Jerome siegeland
Joseph shuster, co'authors
of the comic
booustrip
supERMAN, on the other, executed
on or about December
23,1975.
The effective date of termination
shall be octobe r 26,2013.
16
EXHIBIT 37
302
#:27362
5. No prior termination of the grants
of rights in the copyright of the
aforementioned Works for their renewal copyright term has been eiercised by the
author, Joseph Shuster, or his statutory heirs or representatives pursuant
to Section
304 (c) of the United States Copyright Act (17 U.S.C.
$30a(c)).
6. Joseph Shuster died on July 30, 1992. There is no living widow, child or
grandchild
of Mr. Shuster. The undersigned,
Mark Warren Peary is the Executor of the
Estate of Joseph Shuster; and, as such, is the person entitled to exercise Joseph
Shuster's termination
interest pursuant
to 17 U.S.C.
g
904 (d), incorporating without
limitation 17 U.S.C.
S
304 (c)(2)(D),
as to the grants
of the transfers described herein.
To the best knowledge and belief of the undersigned, this notice has been signed by all
persons
whose signature is necessary to terminate said grants
under Section 304(d) of
Title 17, United States Code.
Dated: NovemberZ,z003
Mark Warren Peary
Exeeutor of the Estate of Joseph Shuster
c/o Marc Toberotf, Esq.
9595 Wilshire Boulevard, Suite 811
Beverly Hiils, CA 90212
9
17
EXHIBIT 37
303
#:27363
CERTIFICATE OF INVESTTGATION
I hereby certity that before serving the foregoing document described as NOTICE
OF TERMINATION
OF TRANSFER COVERING EXTENDED RENEWAL TERM OF
'SUPERMAN",
and pursuant
to 37 C.F.R. Section 201,10(d), I caused a reasonable
investigation to be made as to the current ownership of the rights being terminated,
including a search of the records in the U.S. Copyright Office.
I decfare under penalty
of periury that the foregoing is true and correct. Executed
rl
this /,'day of November, 2003, at Los Angeles, Calitornia.
Marc Toberotf, Esq.
9595 Wilshire Boulevard, Suite 811
Beverly Hills, CA 90212
Counsel for the Estate of Joseph Shuster
18
EXHIBIT 37
304
#:27364
CERTIFICATE
OF SERVICE
I hereby certify that I caused a true copy of the foregoing document described
as
NOTICE OF TERMINATION
OF TRANSFER
COVERING EXTENDED
RENEWAL
TERM OF'SUPERMAN'to
be served tnis
tday
of November, 2003, by First Class
Mail, postage prepaid,
upon the following:
To: Time Warner lnc.
75 Rockefeller
plaza
New York, NY 10019
Attn: Richard D.
parsons
Chief Executive Otficer
Time Warner
Entertainment
Company, L.p.
75 Rockefeller
plaza
New York, NY 10019
Attn: Barry M. Meyer
Chai rman & C.E.O.
tnc.
Burbank,
CAglSZz
V.P. & General Counsel
Wamer Bros. Inc.
Burbank,
CAg1S22
V.P. & General Counsel
Warner Communications
Inc.
c/o Time Warner, Inc.
75 Rockefeller
plaza
New York, NY 10019
Attn: PaulT. Cappucio
E.V.P. & General eounsel
Warner Bros. Television
Burbank,
CA 91S22
Attn: Peter Roth,
president
Warner Music Group.
75 Rockefeller Plaza
New York, NY 10019
Attn: Roger Ames
Chairman & C.E.O
Warner Bros, Worldwide
Consumer Products
Burbank, CAgl SZz
Attn: Dan Romanelli,
president
Warner Publisher
Services, Inc.
135 W. 50th Street, 7h Floor
New York, NY 10020
Attn: Rich Jacobsen
President
Time Warner Book Group, Inc.
New York, NY 10020
Attn: Laurence
J. Kirshbaum,
CEO
Warner Books, Inc.
New York, NY 10020
CEO
Liitle, Brown and Companyr, !nc.
New York, NY 10020
Attn: Laurence J, Kirshbaum,
CEO
DC Comics, Inc.
1700 Broadway,
Zth Floor
New York, NY 10019
Attn: Paul Levitz
President & Publisher
l l
19
EXHIBIT 37
305
#:27365
D_C Comics,
a General
partnership
1700 Broadway,
7th Floor
New York,
Ny 10019
Attn: Paul Levitz
Executive
V.p. &
publisher
DC Direct
c/o DC
Comics
1700 Broadway,
7h Floor
New
york,
Ny i 0019
Attn: Paul Levitz
E.V.P.
&
pubfi sher
Milton Bradtey
Co.
Division
of Hasbro Inc.
433 Shaker
Road
East Longmeadow,
MA O1O2g
Attn: David
E, Wilson,
president
Hasbro,
Inc.
1027 Newport
Avenue
Pawtucket,
Rl 02961
Attn: Alan Hassenfeld
Chief Executive
Officer
Wildstorm
productions
888 Prospect
Street,
Suite 240
La Jofla, CAgZOgT
Attn: Jim Lee
Editor & Director
Wifdstorm
productions
c/o DC Comics
1700 Broadway,
7rh Ffoor
New York,
Ny 10019
Attn: Paul
Levitz
President
&
pubtisher
Dark Horse
publications
10-q56
S.E. Mai n St.
Milwaukle
, OR 97222
Attn: Michaef
Richardson,
President
Cantharus
productions,
N.V.
8965 Bay Cove Ct.
Orl ando,
FL
g2g1g
Attn: llya Salkind
flya Salkind and
pierre
Spengter.
12 Ghiswick Lane
London W4 ZJE, England
Attn: Albion Gee, Es(.
Afbion Gee & Co
Haffmark
Entertainment,
Inc.
1325 Avenue
of the Americas
21st Fl oor
New York,
Ny 10019
Attn: Robert Halmi,
Jr.
Chairman
Marvef Entertainment
Group,
Inc..
10 East 4orh Street,
gth
Floo;
-
New York,
Ny 10016
Attn: F. Peter Cuneo
President
& C.E.O
Golden Books
publishing
1540 Broadway
New York, Ny 10036
Attn: Amy Jarashow
Associate
publisher
Random
House
Gofden
Books
for
Young Readers
1540 Broadway
New York, Ny 100g6
Attn: Kate Klimo
Vice President
&
pubfisher
Random
House, fnc.
1745Broaciway
New York,
Ny 10019
Attn: Katherine
J. Trager
Senior
V.p. & General
Counsel
Inkworks
432A Delta Laka Dr.
Raleigh, NC 27612
Attn: Allan Caplan
President
& CEO
l_enguin
Group (USA)
Inc.
375 Hudson
Street
New York,
Ny 1 OO14
Atl n: Davi d
Shanks,
C.E.O.
20
EXHIBIT 37
306
#:27366
DK Publ i shi ng,
Inc.
375 Hudson Street
New York, NY 10014
Attn: Christopher
Davis,
publisher
Scholastic,
Inc.
557 Broadway
New York, NY 10012
Attn: Richard
Robinson
Ghairman
& CEO
I declare under penalty
of perjury
that the foregoing
is true and correct. Executed
this rc(^y
of November,
2003,
at Los Angeres,
carifornia.
----------)-
,Z7-*tV
Marc Toberoff,
Esq.
9595 Wilshire Blvd., Suite
g11
Beverly
Hills, CA 9A212
Counsel for the Estate of Joseph
Shuster
21
EXHIBIT 37
307
#:27367

EXHIBIT 38
#:27368
EXHIBIT 38
308
#:27369
EXHIBIT 38
309
#:27370
EXHIBIT 38
310
#:27371
EXHIBIT 38
311
#:27372
EXHIBIT 38
312
#:27373
EXHIBIT 38
313
#:27374
EXHIBIT 38
314
#:27375
EXHIBIT 38
315
#:27376
EXHIBIT 38
316
#:27377

EXHIBIT 39
#:27378
EXHIBIT 39
317
#:27379
EXHIBIT 39
318
#:27380
EXHIBIT 39
319
#:27381
EXHIBIT 39
320
#:27382
EXHIBIT 39
321
#:27383
EXHIBIT 39
322
#:27384
EXHIBIT 39
323
#:27385
EXHIBIT 39
324
#:27386

EXHIBIT 40
#:27387
\
1 WEISSMANN WOLFF BERGMAN
COLEMAN GRODIN & EV ALL LLP
2 Michael Bergman (SBN 37797)
Anjani Mandavia (SBN 94092}
3 9665 Wilshire Boulevard, Ninth Floor
Beverly Hills, California 90212
4 Telephone: 310-858-7888
Fax: 310-550-7191
CONFORMED COpy
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FROSS ZELNICK LEHRMAN & ZISSU, P.C.
I
0 ..
rC.J
U1
6 Roger L. Zissu (Admitted pro hac vice)
866 United Nations Plaza
7 New York, New York 10017
Telephone: 212-813-5900
8 Fax: 212-813-5901
9 PERKINS LAW OFFICE, P.C.
Patrick T. Perkins (Admitted pro hac vice)
10 1711 Route 9D
Cold Spring, NY 10516
11 Telephone: 845-265-2820
Fax: 845-265-2819
-'I,' :, ....

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12
13
Attorneys for Defendants and Counterclaimant
UNITED STATES DISTRICT COURT
14 CENTRAL DISTRICT OF CALIFORNIA - EASTERN DIVISION
15 JOANNE SIEGEL and LAURA
SIEGEL LARSON,
16
17
18
vs.
Plaintiffs,
TIME WARNER INC., WARNER
19 COMMUNICATIONS INC., WARNER
BROS. ENTERTAINMENT INC.,
20 WARNER BROS. TELEVISION
PRODUCTION INC., DC COMICS,
21 and DOES 1-10,
22
23
24
25
26
27
Defendants.
AND RELATED COUNTERCLAIMS.
28 ________________________ __
Case Nos. [Consolidated for
Discoveryl
CV 04-8400 SGL (RZx)
CV 04-8776 SGL (RZx)
Hon. Stephen G. Larson, U.S.D.J.
Hon. Rafph Zarefsky, U.S.M.J.
DECLARATION OF PAUL
LEVITZ IN SUPPORT OF
DEFENDANTS' MOTION FOR
PARTIAL SUMMARY
JUDGMENT
Time: 10:00 a.m.
Date: July 16, 2007
Courtroom 1
Judge Stephen G. Larson
T"\n,-..T A Tl A TTr\'l\..T r\T.' n A TTT T n"'( TT'T''7
EXHIBIT 40
325
#:27388
1
2
(
(
DECLARATION OF PAUL LEVITZ
3 I, PAUL LEVITZ, declare:
4
1. I am the President & Publisher of DC Comics ("DC"), a defendant
5 and counter-claimant in this action. My business address is 1700 Broadway, New
6 York, New York 10019. The facts set forth in this Declaration are within my
7 personal knowledge except where stated to be on information and belief, and as to
8 those latter facts I am informed and believe them to be true and correct. If called
9 as a witness I could and would testify competently as to the facts contained in this
10 Declaration.
11
2. I first started working for DC over 30 years ago, initially as a free-
12 lancer while I was still in high school. Since then I have held a number of
13 positions at the company, rising from Assistant Editor to Vice President, to my
14 current position as President & Publisher. I have been in charge of developing the
15 vision that has guided DC's growth over the past five years, and for the previous
16 two decades was one of the two principal executives with that responsibility. In
17 my current position, I participate in the daily operations of DC and also delegate
18 authority to DC executives and employees to oversee those daily operations.
19
3. This Declaration will address the corporate history of DC and its
20 relationship with defendants Time Warner Inc. ("TWI") and Warner Bros.
21 Entertainment Inc. ("WBEI"). It also will set forth some of the background of the
22 Superman property, and DC and its predecessors' relationship with Jerome Siegel
23 ("Siegel") and Joseph Shuster ("Shuster"), who together created the original
24 Superman character. Because this history and the parties' relationship reach back
25 almost 70 years, some of the facts stated in this Declaration are necessarily on
26 information and belief and/or are based on the records and files of DC and its
27 predecessors. However, this early history is part of the acknowledged background
28 of Superman, and is non-controversial.
1
EXHIBIT 40
326
#:27389
/
(
(
'"
1 The Creation and Development of Superman and Superboy
2 4. I am informed and believe that in the 1930s, Plaintiffs' predecessor,
3 Siegel, along with his creative partner, artist Shuster, jointly conceived of and
4 created a cartoon strip that ultimately became the first Superman story. Their.
5 proposed syndicated strip of Superman was rejected numerous times over several
6 years by a number of different publishers; but in 1938, Detective Comics, Inc.
7 ("Detective"), the predecessor-in-interest to DC, agreed to publish Superman in its
8 upcoming new comic book series, Action Comics. Siegel and Shuster had been
9 providing Detective with comic book features since late 1935, and had entered into
10 an agreement with Detective in December 1937, which provided that "any new and
11 additional features which [Siegel and Shuster] produce for use in a comic
12 magazine are to be first submitted to [Detective]." Siegel and Shuster submitted
13 their Superman strip to Detective under the December 1937 agreement.
14 5. On March 1, 1938, Siegel and Shuster executed an assignment to
15 Detective of all of their rights in Superman and in any previously created work
16 employing that character. At Detective's direction, Siegel and Shuster adapted and
17 expanded their existing Superman strips into a format suitable for a comic book,
18 and Detective announced the debut of its Action Comics series, and Superman, in
19 full page announcements in its May, 1938 issues of some of its existing
20 publications. Thereafter, the first Superman story was published by Detective on
21 April 18, 1938 inAction Comics No.1, which had a cover date of June 1938.
22 6. The }nitial graphic representations of the Superman character in 1938,
23 in a simple cartoon style, presented his adventures with a limited number of
24 characters in settings that had the look and feel of that particular period. In the
25 almost 70 years since the pUblication of Action Comics No.1, DC has authored or
26 supervised the creation of, and has published and distributed, thousands of other
27 comic books and syndicated newspaper comic strips containing the adventures of
28 Superman throughout the United States and abroad in many millions of copies. In
2
DE CLARA TION OF PAUL LEVITZ
EXHIBIT 40
327
#:27390
(
(
\
1 addition, it has overseen the creation, development and licensing of the character in
2 a variety of media, including but not limited to, radio, novels, live action and
3 animated motion pictures, television, live theatrical productions, merchandise and
4 theme park exploitations. In these tens of thousands of iterations, DC has changed
5 Superman's appearance and has added decades of new material to further define,
6 update and develop the character in an ongoing flow of new exploits and
7 supporting characters resulting in the creation of an entire fictional Superman
8 "universe."
9
7. The presentations of Superman since 1938, provided first by Detectiv
10 and then DC, were not a static depiction but an ever-evolving portrayal, featuring
11 new super-powers, new villains and new components to the Superman universe
12 and back-story. Significantly, many of Superman's powers that are among his
13 most famous today did not appear in Action Comics No. 1 but only appeared in
14 later publications. These include his ability to fly; his super-vision which enables
15 him to see through walls ("x-ray" vision) and across great distances ("telescopic"
16 vision); his super-hearing which enables him to hear conversations at great
17 distances; his ability to survive in space without atmospheric protection; and his
18 "heat vision," the ability to aim rays of extreme heat with his eyes. Also absent
19 from Action Comics No.1 was any reference to some of the more famous story
20 elements now associated with Superman but at the time not yet created, such as
21 "Kryptonite" or the name of Superman's home planet, "Krypton," the "Fortress of
22 Solitude," and the "Daily Planet." In addition, some of the most famous
23 supporting characters associated with Superman do not appear in Action Comics
24 No.1, including Jimmy Olsen and villains Lex Luthor and Brainiac. Unlike many
25 creative properties developed for media in later decades, in its early days there was
26 no Superman "bible" which explored aspects of the property not yet presented in
27 the comics. On information and belief, the Superman story and characters evolved
28 on an episode-by-episode basis as directed by the editors of DC for decades.
3
DE CLARA TION OF PAUL LEVITZ
EXHIBIT 40
328
#:27391
1
8.
(
\
In November, 1938, Siegel sent to Detective a letter "pitching" the
2 idea of a comic strip starring a juvenile Superman, and in December, 1940
3 submitted a script, under the byline of Siegel and Shuster, titled "Superboy," and
4 containing some episodes depicting Superman's parents on Krypton, and
5 Superman on Earth as a baby, a toddler, and an elementary school-age boy. By the
6 time the script was submitted, Superman's "origin story" on Krypton, and his
7 childhood with his adopted Earth parents, the Kents, had been explored in a series
8 of daily and Sunday comic strips, and in the comic book Superman No.1,
9 published in 1939. Superman's childhood continued to be depicted thereafter, by
10 DC and its licensees, including in a 1941 animated cartoon from the Max Fleischer
11 studios, in a May 31, 1942 Sunday comic strip and in a 1942 novel by George
12 Lowther called The Adventures a/Superman.
13
9. Detective did not proceed with either of Siegel's "Superboy"
14 submissions. However, in November, 1944, without Siegel's or Shuster's
15 participation, Detective published a comic strip entitled "Superboy" in More Fun
16 Comics No. 101. Detective continued to publish "Superboy" comic strips - again
17 without Siegel's or Shuster's participation - bi-monthly until 1946 and monthly
18 thereafter for many years.
19 10. Throughout the almost 70 year history of Superman, DC has built up
20 strong trademark rights in the name and mark "Superman" and in certain key
21 symbols and indicia of origin in connection with, and to identify all authorized
22 uses of, the Superman character in print and all other media. Indeed, DC owns
23 dozens of federal trademark registrations for Superman related indicia across a
24 broad array of goods and services. These include, inter alia, Superman's
25 characteristic outfit, comprised of a full length blue leotard with red cape, a yellow
26 belt, and the "S" emblem, as well as certain key identifying phrases. Most notable
27 among the latter is "Look! ... Up in the sky! ... It's a bird! ... It's a plane! ...
28 It's Superman!" first used in the introduction to the 1940 radio program The
4
EXHIBIT 40
329
#:27392
( (
1 Adventures of Superman, and thereafter repeated in Superman television
2 programming and used on Superman licensed products.
3 11. All of these Superman symbols and indicia of origin have been used
4 on and in connection with a wide variety of publications and licensed goods and
5 services, as they have been added to the Superman character and mythology under
6 DC's and/or its predecessors' supervision and direction, since as early as 1938.
7 The development of one particularly strong trademark corresponded with the
8 evolution of the appearance of the emblem on the chest of Superman's costume. I
9 Action Comics No.1, the emblem was a small yellow inverted triangle bearing the
10 letter "s" shown in yellow and sometimes in red. Thereafter, the emblem changed
11 significantly, and today is a large yellow five-sided shield, outlined in the color
12 red, and bearing the letter "s" in the middle, also in the color red (the "S in Shield
13 Device"). The S in Shield Device, as transformed by DC and its predecessors, has
14 become a strong symbol, standing alone, of all goods and services relating to
15 Sl.lperman and his sole source, DC and its predecessors.
16 Corporate History and Relationships
17 12. The company now known as DC Comics began in the 1930s as
18 "National Allied Publishing." Through a series of name changes, mergers, and
19 acquisitions in the 1930s and 1940s, National Allied Publishing became Detective.
20 Comics, Inc., then "National Comics Publications, Inc." and then "National
21 Periodical Publications, Inc." ("NPP"). In 1967, NPP was purchased by Warner
22 Communications, Inc. ("WCI"). In 1976, NPP's name was changed to DC
23 Comics, Inc. (the "DC" standing for "Detective Comics").
24 13. In 1993, DC Comics, Inc. was dissolved and converted to a New York
25 general partnership called "DC Comics" and has remained in that same form
26 through the present. Since the formation of the DC Comics partnership in 1993, its
27 partners have undergone one change. From 1993 through March 2003, the
28 partners of DC were WCI and Time Warner Entertainment Company, L.P.
5
EXHIBIT 40
330
#:27393
( (
1 ("TWEC"), a Delaware limited partnership, and each held a one-half interest in the
2 partnership. In March, 2003, Time Warner Inc. ("TWI") completed a restructuring
3 of TWEC, and in connection with that restructuring WCI contributed its 50%
4 interest in DC to E.C. Publications, Inc. ("EC") and TWEC "distributed its assets,
5 including its partnership interest in DC, to WCI. As a result, today the partners of
6 DC are EC and WCI, each holding a one-half interest. EC is also a subsidiary of
7 WCI, and is the publisher of magazines and comic books such as Mad Magazine.
8 WBEI has no ownership or partnership interest in DC. A true and correct chart of
9 the current corporate structure and affiliations between DC, WBEI and TWI is
10 attached to this Declaration as Exhibit A.
11 14. DC is in the business of creating, publishing, and licensing comic
12 book stories and characters. DC publishes scores of titles, amounting to an output,
13 of hundreds of different comic books and graphic novels annually. DC is not in
14 the business of producing movies, television shows, or animated programs. For
15 that reason, DC enters into license agreements to exploit its intellectual property
16 through those and other media outlets. DC and its predecessors have entered into a
17 number of license agreements over the years - with both affiliates and non-
18 affiliates - that involve the rights to market or exploit Superman. Some of the
19 agreements grant exclusive licenses to Superman in certain markets or media, and
20 some grant non-exclusive rights. For example, in November, 1974, NPP entered
21 into a production agreement for movies based on the Superman property with Film
22 Export A.G. ("Film Export"), an independent party not affiliated with any TWI
23
entity. The agreement granted Film Export the exclusive right to produce, exhibit?
24 and distribute movies based on Superman for a period of up to twenty-five years.
25 Over the years, WBEI acquired - from Film Export and its representatives -
26 certain of the rights that Film Export had acquired from NPP.
27 15. Since April 16, 1999 (the purported effective date of Plaintiffs'
28 Superman Termination Notices), and prior to the restructuring ofTWEC in 2003,
6
EXHIBIT 40
331
#:27394
( (
1 DC entered into several license agreements with various divisions ofTWEC
2 concerning Superman, including agreements for the production and distribution of
3 the motion picture Superman Returns and of the television series Smallville. Both
4 the motion picture and the television episodes note that the characters in the movie
5 and the programs are the copyright of DC.
6 16. The agreement for Superman Returns is an "Option Purchase
7 Agreement" dated as of November 6, 1999, pursuant to which DC granted to
8 Warner Bros., a division ofTWEC, the exclusive right to produce a feature motion
9 picture utilizing the Superman property. The agreement for Smallville is a "Rights
10 Option and Assignment Agreement" dated as of December 5,2000, as amended
11 September 5,2002, pursuant to which DC granted Warner Bros. Television
12 Production, a division ofTWEC, the exclusive license to produce a live action
13 episodic television series based on "the stories and adventures of the comic book
14 character known as 'Clark Kent" or 'Superman'." DC approved the name
15 "Smallville" for the series, which was contemplated to be an hour-long dramatic
16 action series focusing on Clark Kent as a teenager, before he became Superman.
17 After the 2003 restructuring of TWEC, those license agreements were ultimately
18 assigned to WB Studio Enterprises Inc., an indirect wholly-owned subsidiary of
19 WBEI.
20 17. While DC has in the past, and continues to have, a business
21 relationship with WBEI, DC and WBEI are in separate businesses and establish
22 their own business plans; have separate offices; maintain separate bank accounts
23 and other books and records; and have mostly different executive officers. For
24 financial reporting purposes, both DC and WBEI fall within the "filmed
25 entertainment" group of TWI companies - which also includes New Line Cinema
26 Corporation and Castle Rock Entertainment - and for operating management
27 purposes, DC reports to its ultimate corporate parent through WBEI. Accordingly,
28 I report to and obtain approvals from WBEI's President and Chief Operating
7
EXHIBIT 40
332
#:27395
'
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
(
Officer before making significant acquisitions or certain financial decisions or
investments that are outside the scope of DC's customary acquisitions and
investments; before implementing meaningful strategic changes; and before
embarking on something substantially outside DC's normal course of business.
However, neither WBEI nor TWI has day to day involvement in DC's core
creative or business decisions and operations other than in areas where they
provide administrative support, such as real estate services; DC does not
commingle its funds and assets with those of WBEI or TWI, and DC is not used as
a mere shell or conduit for the affairs of either WBEI or TWI.
I declare under penalty of perjury under the laws of California and of
the United States that the foregoing is true and correct and that I executed this
Declaration this ~ ~ a y of April, 2007, at New York, New ork
8
EXHIBIT 40
333
#:27396
EXHIBIT A
EXHIBIT 40
334
#:27397
/
Q
EXHIBIT 40
335
#:27398

Petrocelli 0716 Exhibits 3 Key Documents in Siegel - Shuster Superman Legal History

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11944 MONTANA AV 305 ACCTIT 4-04-61024-11944-00-0305-3-01

PLEASE PAY THIS AMOUNT NOW DUE s 188.i112)

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