La integración de la colección fotográfica

As of the Petition Date, the Debtor had deposits in deposit accounts at BB&T with the following approximate balances: (i) in Account No. XXXXXX1127 (the "Operating Account"), the amount of $14,381,038.24; (ii) in Account No. XXXXXX5437, the amount of $4,000,000; (iii) in Account No. XXXXXX5460, the amount of $5,091,170.82; (iv) in Account No. XXXXXX5452, the amount of $5,045,815.06; (v) in Account No. XXXXXX5445, the amount of $2,282,904.24; and (vi) in Account No. XXXXXX3218, the amount of $7,607,409.38 (the balances in such bank accounts being collectively referred to as the "Deposits" and the bank accounts themselves being collectively referred to as the "Bank Accounts").

The Debtor is aware of three entities that assert either security interests in, liens upon or rights of setoff with respect to certain property of the Debtor's estate, including the Deposits. Those entities (collectively, the "Bank Account Claimants") are as follows:

 The Alabama Revenue Department, which, as noted above, asserts a tax lien with respect to the Deposits and certain other property of the Debtor's estate. The Alabama Revenue Department's assertion is based on a notice of tax lien with respect to income and excise taxes in an aggregate principal amount exceeding $12,000,000. The Debtor disputes the amount of the Alabama Revenue

Department's claim and has filed a motion with the Bankruptcy Court pursuant to Section 505 of the Bankruptcy Code seeking a determination of the validity and amount of the asserted claim [Doc. No. 70];

 BB&T, which asserts a security interest in a portion of the Deposits in the aggregate amount of $24,027,299.50 relating to the following account numbers: XXXXXX5437, XXXXXX5460, XXXXXX5452; XXXXXX5445, and XXXXXX3218. BB&T bases its assertion on the purchase of assets from Colonial Bank as previously referenced, which purportedly included an Amended and Restated Security Agreement dated January 1, 2009, executed by the Debtor in favor of Colonial Bank (the "Security Agreement"). BB&T states in its proof of claim [Claim No. 163] that the $24,027,299.50 secures certain loans (the "Affiliate Loans") made by Colonial Bank to various partnerships and other ventures in which the Debtor made investments and that such loans are also secured by real property owned by the borrowers. BB&T does not assert in its proof of claim or otherwise any lien or interest in the balance of $14,381,038.24 in the Operating Account or any other property of the Debtor's estate. The validity, extent and priority of BB&T's alleged lien interest is in dispute; and  The FDIC-Receiver, which asserts a right of offset with respect to the Deposits.

The FDIC-Receiver asserts this offset right in connection with what it contends is a priority claim in the Debtor's Chapter 11 case in the approximate amount of $900,000,000 (which claim was denied by the Bankruptcy Court and is the subject of an appeal) and other contingent and unliquidated claims as described in its proof of claim [Claim No. 139], which is the subject of a pending objection by the Debtor.

The Debtor does not concede that any of the Bank Account Claimants has any lien upon, interest in or right of offset with respect to any of the Deposits or other property of the Debtor's estate.

On September 28, 2009, October 6, 2009, and October 13, 2009, the Court entered a series of orders (collectively, the "Bank Deposit Orders") that ultimately authorized the Debtor to use cash in the aggregate amount of $1,425,000. The source of the $1,425,000 in cash used was from the balance of $14,381,038.24 in the Operating Account, leaving a balance of approximately $12,956,038 in the Operating Account (the balance in which is not the subject of any asserted lien by BB&T to secure Affiliate Loans under the Security Agreement). In a subsequent stipulated order entered into on February 25, 2010 [Doc. No. 632], the Debtor was authorized to use an additional $500,000 from the Operating Account pursuant to the terms of the Bank Deposit Orders, with the resulting balance in the Operating Account of approximately $12,456,038.

The remainder of the Deposits are the subject of pending litigation in the Bankruptcy Court between the Debtor and the FDIC-Receiver. As discussed below in Chapter VIII, Section A.2.c, on September 27, 2010, the FDIC-Receiver filed with the Bankruptcy Court a second motion for relief from stay in which it sought an order from the Bankruptcy Court confirming that the automatic stay did not apply or, alternatively, granting relief from the stay to permit the

FDIC-Receiver to take such actions as it deemed to be necessary to exercise purported setoff rights against the Bank Accounts based on claims outlined in that motion [Doc. No. 922]. On January 24, 2011, the Bankruptcy Court entered an order denying the FDIC-Receiver's motion. The FDIC-Receiver filed a notice of appeal of this order on January 25, 2011, and request for stay of the Bankruptcy Court's order. On January 28, 2011, the Bankruptcy Court entered an agreed order to dispose of the FDIC-Receiver's motion for a stay pending appeal, which, among other things, allows the Debtor to use balances in its Operating Account to pay certain administrative expenses in the Debtor's Chapter 11 case (up to a limit of $7 million) during the pendency of the FDIC-Receiver's appeal of this decision. If the FDIC-Receiver prevails on its appeal, then the Debtor may be unable to recover all or a part of the approximately $36 million in its Bank Accounts.

For more information about the risks associated with the Debtor's ability to recover and distribute its Deposits to creditors in accordance with the Plan, see Chapter XII, Section B.

2. Funds Derived From the Liquidation of a Deferred Compensation Account.