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Ali M.M. Mojdehi, State Bar No. 123846 Christine E. Baur, State Bar No. 207811 BAKER & McKENZIE LLP 12544 High Bluff Drive, Third Floor San Diego, CA 92130-3051 Telephone: +1 858 523 6200 Facsimile: +1 858 259 8290 Counsel for the Ad Hoc Committee of Equity Holders

UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA RIVERSIDE DIVISION In re: Case No. 6:07-17941-PC Chapter 11 Jointly Administered with Case No.: 6:07-17937-PC VERIFIED STATEMENT OF BAKER & McKENZIE LLP PURSUANT TO RULE 2019 OF THE FEDERAL RULES OF BANKRUPTCY PROCEDURE

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Baker & McKenzie LLP 12544 High Bluff Drive, Third Floor San Diego, CA 92130 +1 858 523 6200

NATIONAL R.V. HOLDINGS, INC., a Delaware corporation; and NATIONAL R.V., INC., a California corporation,

Baker & McKenzie LLP (Baker), as counsel to the party designated herein in this chapter 11 case, submits this verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure and states as follows: 1. Names and Addresses of the Parties Represented by Counsel

Baker has been employed to represent an ad hoc committee (the Ad Hoc Committee) of parties holding shares in National R.V. Holdings, Inc. (National Holdings). On February 4, 2008, the Ad Hoc Committee filed a motion for the appointment of an Official Committee of Equity Holders (the Motion), as well as a motion for an order to shorten time on the hearing on the Motion. The members of the Ad Hoc Committee as of February 14, 2008 and the respective number of shares owned by each are as follows:
CASE NO 6:07-17941-PC (JOINTLY ADMINISTERED) VERIFIED STATEMENT OF BAKER & MCKENZIE LLP PURSUANT TO FRBP 2019 SDODMS1/685906.2

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Name Milfam II, L.P.

Shares 138,300

Address Milfam II, L.P. c/o Lee Fisher P.O. Box 2361 Naples, Florida 34106 Miller Irrevocable A-4 c/o Lee Fisher P.O. Box 2361 Naples, Florida 34106 Millennium Partners, LLC c/o Kevin Ghomashchi 666 Fifth Avenue, Eighth Floor New York, New York 10103 Michael Cooney 180 Harbor Drive, Suite 180 Sausalito, California 94965 Barry A. Shaw, Jr. 210 14th Avenue S. Jacksonville Beach, Florida 32250

Miller Irrevocable A-4 5 6 7 8 9 Michael Cooney 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28


Baker & McKenzie LLP 12544 High Bluff Drive, Third Floor San Diego, CA 92130 +1 858 523 6200

268,300

Millennium Partners, LLC1

888,639

209,000

Barry A. Shaw, Jr.2

483,000

2.

Nature and Amount of the Claims and Time of Acquisition Thereof

Pursuant to the representations made by the members of the Ad Hoc Committee, the total amount of shares represented on the Ad Hoc Committee is approximately 1,987,239 shares, which constitutes over 19% of the total outstanding common stock of National Holdings. Additional shareholders may be joining the Ad Hoc Committee. Milfam II, L.P. and Miller Irrevocable A-4 purchased their respective shares prior to the petition date. Millennium Partners, LLC purchased its shares after the petition date. Michael Cooney purchased 40,000 shares prior to the petition date and the balance after the petition date. Barry A. Shaw, Jr.3 purchased 20,000 shares prior to the petition date and the balance after the petition date. 3. Pertinent Facts and Circumstances in Connection with the Employment of Counsel

The Ad Hoc Committee was formed, and Baker retained by it, in or around January 2008. Baker has agreed to represent the Ad Hoc Committee in seeking the appointment of an official

The shares of Millennium Partners, LLC are held in the street name Grandview, LLC. The shares of Barry A. Shaw, Jr. include shares held by him personally, his immediate family members, and their family accounting business. 3 See supra, note 2.
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CASE NO 6:07-17941-PC (JOINTLY ADMINISTERED) VERIFIED STATEMENT OF BAKER & MCKENZIE LLP PURSUANT TO FRBP 2019 SDODMS1/685906.2

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committee of equity holders, including bringing the Motion. Baker has agreed to prosecute the pending Motion without seeking compensation from the members of the Ad Hoc Committee. The members of the Ad Hoc Committee have agreed to support an application for payment on a substantial-contribution theory should the Motion be granted and a statutory committee appointed. There is no specific document regarding the formation of the Ad Hoc Committee, such as bylaws. 4. Amount of Claims Owned by Counsel

Baker is listed as an unsecured creditor of National Holdings in the amount of $15,700.06 for unpaid pre-petition legal expenses. This claim is for services wholly unrelated to these bankruptcy cases. The undersigned hereby verifies under oath that this Statement is true and accurate, to the best of the undersigneds knowledge and belief. Baker reserves the right to revise and supplement this statement. Dated: February 14, 2008 BAKER & McKENZIE LLP By: /s/ Ali M.M. Mojdehi Ali M.M. Mojdehi Christine E. Baur Attorneys for Ad Hoc Committee of Equity Holders

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Baker & McKenzie LLP 12544 High Bluff Drive, Third Floor San Diego, CA 92130 +1 858 523 6200

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CASE NO 6:07-17941-PC (JOINTLY ADMINISTERED) VERIFIED STATEMENT OF BAKER & MCKENZIE LLP PURSUANT TO FRBP 2019 SDODMS1/685906.2