HOWARD KOLLITZ (State Bar No. 059611)
RICHARD D. BURSTEIN (State Bar No. 056661)
KIM TUNG (State bar No. 196236)
JAMES B. DEVINE (State Bar No. 205270) of
2029 Century Park East, Third Floor
Los Angeles, California 90067-2904
Telephone (310)277-0077
Facsimile: (310)277-5735

Attorneys for Defendants
William W. Hutchins and Anne Hutchins



                           NORTHERN DIVISION

In re                                ) Case No. ND-01-11549-RR
REED E. SLATKIN,                     ) Chapter 11
            Debtor                   ) A.P. No. AD-02-0I164-RR
                                     ) Judge:    Hon. Robin L. Riblet
R TODD NEILSON, Trustee Of The       )
Chapter 11 Bankruptcy Estate of      ) DECLARATION OF JAMES M.
Reed E. Slatkin,                     ) CROSSER IN SUPPORT OF
          Plaintiff                  ) OPPOSITION TO APPLICATION FOR
                                     ) RIGHT TO ATTACH ORDER AND
    vs.                              ) ORDER FOR ISSUANCE OF WRITE OF
                                     ) ATTACHMENT
individually, and Does 1-10,         ) Date: October 25, 2002
                                     ) Time: 10:00 a.m.
          Defendants.                ) Place: 1415 State Street
                                     ) Courtroom 201
_____________________________________) Santa Barbara, California

I, James M. Crosser, declare and state as follows: 

1. I have personal knowledge of the facts stated herein and, if called 
as a witness, I could and would testify to those facts under oath.

2. I hold a Bachelor of Business Administration degree from the 
University of Wisconsin and a Master of Business Administration degree 
from the University of Wisconsin.

3. I hold a Certified Public Accountant license (Retired, not currently 
practicing as a Certified Public Accountant) issued by the State of 

4. I am retired senior partner of the firm Deloitte and Touche, 
Certified Public Accountants.

5. I have word as a consultant to Deloitte and Touche in the areas of 
litigation services, forensic accounting and staff training following 
retirement. The last consulting period was early 2000.

6. I am related by marriage to William Hutchins. I am currently married 
to William Hutchins' aunt.

7. Exhibit 1 to this declaration is a compilation showing summary of 
net deposits and withdrawals taken from the creditors' claim forms. It 
does not include creditor's claims for operating or personal expenses 
of Slatkin. It does include cash loans. Where investment portfolios 
were transferred to Slatkin these are included as cash equivalent. 
Claims for partnership calls were not included since there would be a 
comparable asset. Claims that only included a statement amount from 
Slatkin were not included, if there was no supporting listing of cash 

8. Exhibit 2 to this declaration is a tabulation of the number of 
shares of Earthlink stock owned by Slatkin at various times from June 
1994 through March 2001. This information was obtained from a review of 
Securities and Exchange Commission filings.

9. Exhibit 3 to this declaration is a month by month tabulation of the 
cumulative total value of the investor claims against Slatkin as 
compared to the value of Slatkin's holdings of Earthlink stock during 
the time period from December 1996 through June 2001. In December 1998 
the value of Earthlink stock exceeded the amount of the scheduled 
claims against Slatkin by $34,843,844, indicating that this asset value 
was greater than the unliquidated claims listed.

10. Exhibit 3 does not contain the value of any other assets some of 
which are detailed in other exhibits attached hereto that were owned by 
Slatkin during that time period and, therefore, is not a complete 
analysis and therefore may understate his net worth.

11. Exhibit 4 is a graphic depiction of the summary described in 10 
above, again showing an excess of asset value over the unliquidated 
claims scheduled.

12. Exhibit 5 attached to this declaration is a partial list of 
investments made by Mr. Slatkin, as listed in the Trustee's First 
Interim Report (Interim Report) on Page 32. The value of these assets 
can not be determined at times relevant herein without access to 
Slatkin's records. I have not had any access to Mr. Slatkin's records 
to evaluate the accuracy or completeness of the information. These 
values should be determined at all relevant periods of to accurately 
assess the net position of Mr. Slatkin.

13. Exhibit 6 is Exhibit 8 of the Interim Report listing numerous 
accounts with brokers and financial institutions without amounts and 
real property holdings of Mr. Slatkin without detail necessary to 
evaluate the timing and amount of transactions related thereto. These 
accounts and activity should be determined at all relevant periods of 
time to accurately asses the net position of Mr. Slatkin.

14. Exhibit 7 attached to this declaration is the list of assets 
including real property, securities, partnership interests and other 
assets owned by Slatkin at the time of his bankruptcy filing as listed 
in schedules A and B of Mr. Slatkin's official bankruptcy filing case 
ND01-11549-RR. The value of these assets at all times relevant herein 
cannot be determined without access to Slatkin's records. These value 
should be determined at all relevant periods of [sic] to accurately 
assess the net position of Mr. Slatkin.

15. Exhibit 8 is a letter from Brandon Fradd, MD, Managing General 
Partner of Apollo Medical, stating that Apollo Medical (the Apollo 
Medical Investment shown on Page 32 (Item 13 above) as an investment of 
$850,000, with unknown value) paid $2,246,244.27 to the Estate in 2002. 
This asset as listed as having an estimated loss of $850,000 value in 
the First Trustee's Interim report (see Exhibit 5 line 3) when, in fact 
it generated a recovery of $2,246,244.27. This would indicate that all 
estimated values listed on Exhibit 5 need to be reexamined.

16. Exhibit 9 is Exhibit 18 to the Interim Report, prepared by Neilson 
& Elggron LLP, listing bank accounts of Reed Slatkin for various 

17. Exhibit 10 is a copy of attachment to claim 173 showing deposit of 
$250,000 to Union Bank of Switzerland, 8 rue do Rhone Geneva 2 
Switzerland documenting offshore banking transactions. This account 
does not appear on Exhibit 18 to the Interim Report. Additional 
investigation of other possible offshore accounts is necessary to 
determine if additional assets are held offshore.

18. Exhibit 11 is Exhibit 19 to the Interim Report, listing brokerage 
accounts identified by the trustee. Activity in the accounts is 
necessary to evaluate Slatkin's investment activity and net worth at 
all times relevant herein.

19. Exhibit 12 is a copy of the Exhibit 51 to the Interim Report which 
seems to indicate substantial increase from investment performance of 
Orno Partners. It is not possible to determine the total increase since 
some information appears to have been redacted.

20. Exhibit 13 is a spreadsheet compiling claims 1-529 filed in the 
Bankruptcy of Reed Slatkin. The copies were provided to me and in some 
cases did not include all supporting documents that may have been filed 
with the court. I did not have access to Slatkin's records to have a 
compilation of investor activity. Analysis of all records would be 
necessary to complete investor positions at all relevant times.

21. In summary, the analysis I was able to perform indicates, in my 
opinion, that there is reason to believe that there was extensive 
investment activity throughout all periods raising substantial doubt 
that Slatkin conducted a Ponzi scheme from the beginning of his 
activity. It is probably that my conducting an extensive review would 
demonstrate that at various periods of time, Reed Slatkin had 
sufficient assets to cover unliquidated deposits from investors. 
Attached is Exhibit 14 listing information believe necessary to 
complete my analysis.

22. In reviewing the information available to me, Mr. Slatkin made 
several investments that resulted in a profit.

23. Mr. Slatkin made a number of investments for the benefit of certain 
individuals that were not part of the Debtor's general pool of 
investors, and, several of these investments resulted in actual profit 
to the investors, which profits were accurately reflected on financial 
statements that Mr. Slatkin provided to them.

24. Mr. Slatkin engaged in legitimate investment activities, engaged in 
due diligence concerning potential investments, and took actual 
positions in legitimate investments.

25. Other than Earthlink, Mr. Slatkin had other profitable investments 
that could have been liquidated to pay creditors' claims.
I declare under penalty of perjury under the laws of the State of 
California and the United States of America that the foregoing is true 
and correct.

Executed on this 15th day of October, 2002, at Ventura, California

(signed) James M Crosser

James M. Crosser