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BFC Genesee CDOLd&Cp (IRSH)

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Tuesday 19 June, 2012

BFC Genesee CDOLd&Cp

Notice of Liquidation and Suspension of Payments

RNS Number : 6556F
BFC Genesee CDO Ltd &(Delaware)Corp
19 June 2012

Corporate Trust Services

9062 Old Annapolis Road,

Columbia, MD 21045-1951

MAC: N2702-011


NOTICE OF Liquidation and suspension of paymentS




To:       Holders of Notes and Preferred Shares

            Braddock Financial Corporation, as Collateral Manager

            Moody's Investors Service, Inc.

            Standard & Poor's Ratings Services

            AIG Financial Products Corp., as Cap Provider

            JPMorgan Chase Bank, National Association, as Synthetic Security Counterparty

            Wells Fargo Bank, National Association, as Paying and Transfer Agent

            Additional parties on Schedule A


WELLS FARGO BANK, NATIONAL ASSOCIATION ("Wells Fargo"), serves as trustee (the "Trustee") and securities intermediary pursuant to that certain Indenture dated as of February 28, 2006 (as modified, amended and supplemented from time to time, the "Indenture") among BFC GENESEE CDO LTD. (the "Issuer"), BFC GENESEE CDO (DELAWARE) CORP. (the "Co-Issuer", together with the Issuer, the "Co-Issuers") and the Trustee.  Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such terms in the Indenture.


            I.          Notice to Nominees and Custodians.


            If you act as or hold Notes or Preferred Shares as a nominee or custodian for or on behalf of other persons, please transmit this notice immediately to the beneficial owner of such Notes or Preferred Shares or such other representative who is authorized to take actions.  Your failure to act promptly in compliance with this paragraph may impair the chance of the beneficial owners on whose behalf you act to take any appropriate actions concerning the matters described in this notice.


            II.        Notice of Liquidation and Suspension of Payments.


            On January 20, 2012, you were notified of the occurrence of an Event of Default under Section 5.1(a)(iii) of the Indenture.


            On February 28, 2012, you were notified that the Requisite Noteholders declared the principal of the Notes to be immediately due and payable.


            Pursuant to Section 5.4(a) of the Indenture, the Requisite Noteholders have directed the Trustee to sell and liquidate the Trust Estate.


Pursuant to the foregoing direction, the Trustee hereby provides notice that it will proceed with the sale and liquidation of the Trust Estate pursuant to Section 5.4(a) of the Indenture.  Subject to the terms of the Indenture, it is currently anticipated that the sale and liquidation of some or all of the Trust Estate is expected to be effectuated by means of one or more public sales.  All Secured Parties (including all Holders) under the Indenture are eligible under the Uniform Commercial Code to bid at any such public sales.  The Trustee will send notices to the addressees hereof setting forth the details of such public sales. 

The Trustee hereby notifies you that due to the above described direction to liquidate, no distributions of any kind will be made on the upcoming July 10, 2012 Payment Date or on any subsequent regularly scheduled Payment Date.  Pursuant to Section 5.8 of the Indenture, a final distribution will be made after the completion of liquidation at the date or dates fixed by the Trustee. 

            III.       Completion of Beneficial Holder Information Form Requested.


            To ensure timely receipt of future notices, the Trustee requests that all holders complete the attached Beneficial Holder Information Form and return to the Trustee as instructed on the form as soon as possible.


            You may direct questions to the attention of Dan Cohen by telephone at (443) 367-3925, by e-mail at, by facsimile at (866) 373-0261, or by mail addressed to Wells Fargo Bank, National Association, Corporate Trust Department, Attn.: Dan Cohen, MAC N2702-011, 9062 Old Annapolis Road, Columbia, MD 21045-1951.


            The Trustee may conclude that a specific response to particular inquiries from individual

holders of Notes or Preferred Shares is not consistent with equal and full dissemination of material information to all holders of Notes or Preferred Shares.  Holders of Notes or Preferred Shares should not rely on the Trustee as their sole source of information. The Trustee makes no recommendations and gives no investment advice herein or as to the Notes or Preferred Shares generally.


Dated: June 18, 2012                          


WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and Paying and Transfer Agent

Schedule A


Holders of Notes and Preferred Shares:* 

05539MAA8, 05539MAB6, 05539MAD2, 05539MAE0, 05539H200, 05539MAC4

05539H309, G1088CAB5, G1088CAC3, G1088CAD1


Rating Agencies:

Moody's Investors Service, Inc.

7 World Trade Center

250 Greenwich Street

New York, New York 10007

Attn: CBO/CLO Monitoring

Facsimile No.: 212-553-0355



Standard & Poor's

55 Water Street, 41st Floor

New York, New York 10041-0003

Fax: (212) 438-2664

Attention: Structured Finance Ratings

Asset-Backed Securities CBO/CLO Surveillance



Paying and Transfer Agent:

Wells Fargo Bank, National Association

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: CDO Trust Services - BFC Genesee CDO, Ltd.


Collateral Manager:

Braddock Financial Corporation

Tabor Center

1200 17th St., Suite 880

Denver, Colorado 80202

Attn: Matt Talkington



BFC Genesee CDO Ltd.

c/o Walkers SPV Limited

Walkers House

87 Mary Street

George Town, Grand Cayman KY1-9002

Cayman Islands

Attn: The Directors





BFC Genesee CDO (Delaware) Corp.

c/o Puglisi & Associates

850 Library Avenue, Suite 204

Newark, Delaware 19711

Attn: Donald Puglisi


Cap Provider:

AIG Financial Products Corp

50 Danbury Road

Wilton, Connecticut 06897-4444

Attention: Chief Financial Officer


Synthetic Security Counterparty:

JPMorgan Chase & Co. (successor to Bear Stearns International Limited)

245 Park Ave.

New York, NY 10017-2507

Attn: Raymond Richards


Irish Stock Exchange:

The Company Announcements Office

The Irish Stock Exchange

28 Anglesea Street

Dublin 2 Ireland

Fax: + 353 1 677 6045

Email (in Microsoft Word format):


Irish Listing Agent:

Grant Thornton

24-26 City Quay

Dublin 2, Ireland






For Holders of:




Please complete the following and return to:

Daniel Cohen, Wells Fargo Bank, N.A., MAC N2702-011, 9062 Old Annapolis Road, Columbia, Maryland 21045

Fax: 866-373-0261                 Phone: (443) 367-3925


Please check one.


___      Beneficial Owner.  The undersigned hereby represents and warrants that it is a beneficial owner of the Certificates, that the undersigned is authorized to provide direction for their pro rata portion owned and that such power has not been granted nor assigned to any other party or person.


___      Nominee or Advisor.  The undersigned hereby represents and warrants that it is a nominee or advisor for the beneficial owner, that the undersigned is authorized to provide direction for their pro rata portion owned and that such power has not been granted nor assigned to any other party or person.


CLASS:-------------  _______________


CUSIP:                                               ORIGINAL FACE AMOUNT:  $                                       


NOMINEE NAME:                                                             


NOMINEE BANK (DTC Participant # if Applicable):                                                      


(The following information is important to facilitate conference calls, if needed)


Beneficiary Company Name:                                                           

Contact Name:                                                





Phone                                                                       Facsimile                                                     



Signature:  __________________________________         Date:  ______________








This announcement has been issued through the Companies Announcement Service of

The Irish Stock Exchange



*  The Trustee shall not be responsible for the use of the CUSIP, CINS, ISIN or Common Code numbers selected, nor is any representation made as to their correctness indicated in the notice or as printed on any Note or Preferred Share. The numbers are included solely for the convenience of such holders. 

This information is provided by RNS
The company news service from the London Stock Exchange