12-12020-mg Doc 683 Filed 07/03/12 Entered 07/03/12 16:21:07 Main Document Pg 1 of 26 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------x : In re : Chapter 11 : RESIDENTIAL CAPITAL, LLC, et al., 1 : Case No. 12-12020 (MG) : : : (Jointly Administered) Debtors. : ---------------------------------------------------------------x AMENDEDSCHEDULESSCHEDULES OF ASSETS OF ASSETS AND LIABILITIESAND LIABILITIES FOR FOR RESIDENTIAL CAPITAL, LLC (CASE NO. 12-12020) 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: Residential Capital, LLC (0738); ditech, LLC (7228); DOA Holding Properties, LLC (4257); DOA Properties IX (Lots-Other), LLC (3274), EPRE LLC (7974); Equity Investment I, LLC (2797); ETS of Virginia, Inc. (1445); ETS of Washington, Inc. (0665); Executive Trustee Services, LLC (8943); GMAC Model Home Finance I, LLC (8469); GMAC Mortgage USA Corporation (6930); GMAC Mortgage, LLC (4840); GMAC Residential Holding Company, LLC (2190); GMAC RH Settlement Services, LLC (6156); GMACM Borrower LLC (4887); GMACM REO LLC (2043); GMACR Mortgage Products, LLC (6369); GMAC-RFC Holding Company, LLC (3763); HFN REO Sub II, LLC (N/A); Home Connects Lending Services, LLC (9412); Homecomings Financial Real Estate Holdings, LLC (6869); Homecomings Financial, LLC (9458); Ladue Associates, Inc. (3048); Passive Asset Transactions, LLC (4130); PATI A, LLC (2729); PATI B, LLC (2937); PATI Real Estate Holdings, LLC (5201); RAHI A, LLC (3321); RAHI B, LLC (3553); RAHI Real Estate Holdings, LLC (5287); RCSFJV204, LLC (2722); Residential Accredit Loans, Inc. (8240); Residential Asset Mortgage Products, Inc. (5181); Residential Asset Securities Corporation (2653); Residential Consumer Services of Alabama, LLC (5449); Residential Consumer Services of Ohio, LLC (4796); Residential Consumer Services of Texas, LLC (0515); Residential Consumer Services, LLC (2167); Residential Funding Company, LLC (1336); Residential Funding Mortgage Exchange, LLC (4247); Residential Funding Mortgage Securities I, Inc. (6294); Residential Funding Mortgage Securities II, Inc. (8858); Residential Funding Real Estate Holdings, LLC (6505); Residential Mortgage Real Estate Holdings, LLC (7180); RFC Asset Holdings II, LLC (4034); RFC Asset Management, LLC (4678); RFC Borrower LLC (5558); RFC Constructing Funding, LLC (5730); RFC REO LLC (2407); RFC SFJV-2002, LLC (4670); RFC-GSAP Servicer Advance, LLC (0289) 12-12020-mg Doc 683 Filed 07/03/12 Entered 07/03/12 16:21:07 Main Document Pg 2 of 26 B6 Summary (Official Form 6 - Summary) (12/07) UNITED STATES BANKRUPTCY COURT Southern District of New York, New York In re: Residential Capital, LLC Case No. 12-12020 (MG) Chapter 11 SUMMARY OF SCHEDULES Indicate as to each schedule whether that schedule is attached and state the number of pages in each. Report the totals from Schedules A, B, D, E, F, I, and J in the boxes provided. Add the amounts from Schedules A and B to determine the total amount of the debtor's assets. Add the amounts of all claims from Schedules D, E, and F to determine the total amount of the debtor's liabilities. Individual debtors also must complete the “Statistical Summary of Certain Liabilities and Related Data" if they file a case under chapter 7, 11, or 13. Name of Schedule Attached No. of Assets Liabilities Other (YES/NO) Sheets A - Real Property YES 1 $0.00 B - Personal Property YES 17 $3,533,754,425.68 C - Property Claimed as Exempt NO N/A D - Creditors Holding Secured Claims YES 7 $3,565,843,076.67 E - Creditors Holding Unsecured Priority Claims YES 3 $0.00 (Total of Claims on Schedule E) F - Creditors Holding Unsecured Nonpriority Claims YES 7 $2,958,544,176.90 G - Executory Contracts and Unexpired Leases YES 11 H - Codebtors YES 5 I - Current Income of Individual Debtor(s) NO N/A J - Current Expenditures of Individual Debtor(s) NO N/A TOTAL 51 $3,533,754,425.68 $6,524,387,253.57 12-12020-mg Doc 683 Filed 07/03/12 Entered 07/03/12 16:21:07 Main Document Pg 3 of 26 B6F (Official Form 6F) (12/07) In re: Residential Capital, LLC Case No. 12-12020 (MG) SCHEDULE F - CREDITORS HOLDING UNSECURED NONPRIORITY CLAIMS State the name, mailing address, including zip code, and last four digits of any account number, of all entities holding unsecured claims without priority against the debtor or the property of the debtor, as of the date of filing of the petition. The complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided if the debtor chooses to do so. If a minor child is a creditor, state the child's initials and the name and address of the child's parent or guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's name. See 11 U.S.C. § 112 and Fed. R. Bankr. P. 1007(m). Do not include claims listed in Schedules D and E. If all creditors will not fit on this page, use the continuation sheet provided. If any entity other than a spouse in a joint case may be jointly liable on a claim, place an “X” in the column labeled “Codebtor,” include the entity on the appropriate schedule of creditors, and complete Schedule H - Codebtors. If a joint petition is filed, state whether the husband, wife, both of them, or the marital community may be liable on each claim by placing an “H,” “W,” “J,” or “C” in the column labeled “HWJC.” If the claim is contingent, place an “X” in the column labeled “Contingent.” If the claim is unliquidated, place an “X” in the column labeled “Unliquidated.” If the claim is disputed, place an “X” in the column labeled “Disputed.” (You may need to place an “X” in more than one of these three columns.) Report the total of all claims listed on this schedule in the box labeled “Total” on the last sheet of the completed schedule. Report this total also on the Summary of Schedules and, if the debtor is an individual with primarily consumer debts, report this total also on the Statistical Summary of Certain Liabilities and Related Data. Check this box if debtor has no creditors holding unsecured nonpriority claims to report on this Schedule F. C U D CREDITOR'S NAME, C DATE CLAIM WAS O N I AMOUNT OF CLAIM MAILING ADDRESS, O INCURRED AND N L S INCLUDING ZIP CODE, D H CONSIDERATION FOR T I P AND ACCOUNT NUMBER E W CLAIM. I Q U (See Instructions Above.) B J IF CLAIM IS SUBJECT TO N U T T C SETOFF, SO STATE. G I E O E D D R N A T T E D $2,958,544,176.90 See Schedule F-1 Attachment General Claims Unknown See Schedule F-2 Attachment Representation & Warranty Claims Subtotal (Total on this page) $2,958,544,176.90 Page 1 of 2 12-12020-mg Doc 683 Filed 07/03/12 Entered 07/03/12 16:21:07 Main Document Pg 4 of 26 B6F (Official Form 6F) (12/07) - Cont. In re: Residential Capital, LLC Case No. 12-12020 (MG) SCHEDULE F - CREDITORS HOLDING UNSECURED NONPRIORITY CLAIMS (Continuation Sheet) C U D CREDITOR'S NAME, C DATE CLAIM WAS O N I AMOUNT OF CLAIM MAILING ADDRESS, O INCURRED AND N L S INCLUDING ZIP CODE, D H CONSIDERATION FOR T I P AND ACCOUNT NUMBER E W CLAIM. I Q U (See Instructions Above.) B J IF CLAIM IS SUBJECT TO N U T T C SETOFF, SO STATE. G I E O E D D R N A T T E D Unknown See Schedule F-3 Attachment General Litigation Claims Subtotal (Total on this page) $0.00 Total $2,958,544,176.90 (Report also on Summary of Schedules and, if applicable, on the Statistical Summary of Certain Liabilities and Related Data.) Page 2 of 2 12-12020-mg Doc 683 Filed 07/03/12 Entered 07/03/12 16:21:07 Main Document Pg 5 of 26 In re: Residential Capital, LLC Case No. 12-12020 Schedule F-1 General Claims Creditors Holding Unsecured Claims Subject Date claim was incurred Creditor's Name Address 1 Address 2 City State Zip to setoffs Total amount of claim and consideration for claim Y/N Co-Debtor Contingent Unliquidated Disputed Deutsche Bank Trust Company Americas 25 De Forest Ave Summit NJ 07901 $1,250,000,000 Aggregate $82,948,156.59 8.500% Senior Unsecured Notes due June 2012, as amended Deutsche Bank Trust Company Americas 25 De Forest Ave Summit NJ 07901 $1,750,000,000 Aggregate $495,887,419.30 8.500% Senior Unsecured Notes due April 2013, as amended Deutsche Bank Trust Company Americas 25 De Forest Ave Summit NJ 07901 $250,000,000 Aggregate $117,190,184.61 8.875% Senior Unsecured Notes due June 2015, as amended Deutsche Bank Trust Company Americas 25 De Forest Ave Summit NJ 07901 £400,000,000 Aggregate $63,952,418.79 Principal Amount of 8.375% Notes due May 2013 (GBP Spot Rate of 1.6069), as amended Deutsche Bank Trust Company Americas 25 De Forest Ave Summit NJ 07901 £400,000,000 Aggregate $107,096,136.34 Principal Amount of 9.875% Notes due July 2014 (GBP Spot Rate of 1.6069), as amended Deutsche Bank Trust Company Americas 25 De Forest Ave Summit NJ 07901 €750,000,000 Aggregate $136,364,116.92 Principal Amount of 7.125% Notes due May 2012 (Euro Spot Rate of 1.2917), as amended GMAC Mortgage, LLC 1100 Virginia Drive Fort Washington PA 19034 Intercompany Payable $445.26 Residential Funding Company, LLC 8400 Normandale Lake Ste 350 Minneapolis MN 55437 Intercompany Payable $1,955,105,299.08 Blvd Total: $2,958,544,176.90 Page 1 of 1 12-12020-mg Doc 683 Filed 07/03/12 Entered 07/03/12 16:21:07 Main Document Pg 6 of 26 In re: Residential Capital, LLC Case No.