Capmark Financial Group Inc. and its units seek the Court's
authority to employ Loughlin Meghji + Company as their crisis
managers to provide management and restructuring services. The
Debtors also seek to designate Mohsin Y. Meghji as Chief
Restructuring Officer, nunc pro tunc to the Petition Date.

The Debtors tell the Court that they have faced a number of
challenges which, taken together, have had a negative impact on
their overall performance, thereby necessitating the commencement
of their bankruptcy cases. To address this growing crisis, the
Debtors originally retained Loughlin Meghji to provide financial
advisory and consulting services in connection with a possible
restructuring.

The Debtors tell the Court that Mr. Meghji has extensive
experience as a senior officer and as an advisor to many troubled
companies. Mr. Meghji has 18 years of experience providing
restructuring and turnaround services. Mr. Meghji has advised
more than 100 companies and has restructured successfully over
$30 billion of debt. Mr. Meghji has served on the Board of
Directors of Anvil Knitwear, Inc., Mariner Health Care Inc., and
Dan River, Inc. Mr. Meghji has served as the advisor to the
debtor in the Chapter 11 cases of Covanta Energy and was the
Chief Restructuring Officer of Dan River, Inc. and Pappas
Telecasting Incorporated.

Moreover, the Debtors note, the principals of Loughlin Meghji
have provided restructuring services to companies experiencing
operational and financial difficulties across a broad spectrum of
industries, including the financial, real estate, transportation,
apparel, energy, healthcare, manufacturing and industrial,
entertainment, retail and communications industries.

As crisis managers, Loughlin Meghji and Mr. Meghji will:

(a) report directly to the Board of Directors and perform
other services during the restructuring process as
requested or directed by the Board;

(b) perform a financial review of the Debtors, including, but
not limited to, a review and assessment of the financial
information that has been, and will be provided to the
Debtors' creditors, including without limitation, its
short and long-term projected cash flows by division or
legal entity;

(c) be responsible for preparing and updating business
plans, restructuring proposals, and other related
materials as may be required in connection with
negotiations by the Debtors or for other corporate
purposes;

(d) be responsible for developing and implementing, in
conjunction with Management, the Debtors' other advisors
and the Board, potential restructuring plans and strategic
alternatives to maximize the enterprise value of the
Debtors' various assets and businesses;

(e) serve as the Debtors' principal contact with their
creditors with respect to the Debtors' financial and
operational matters;

(f) be responsible, in conjunction with Management, for the
"working group" of professionals retained by the Board of
Directors to assist the Debtors in their restructuring
process or who may be working with the Debtors' various
stakeholders to improve coordination of their effort and
individual work product to be consistent with the
Debtors' overall restructuring objectives;

(g) assist in formulating strategies to deal with other key
stakeholders including financial counterparties,
regulatory authorities and the various GSEs, and be
involved in communications with these stakeholders as
appropriate;

(h) assist the Debtors in ongoing cost reduction, operational
improvement, and asset sale initiatives being contemplated
by the Debtors.

(i) assist as interim executive management for the Debtors'
Asian operations, which includes being responsible to
developing business plans, assisting in the development,
approval and implementation of asset disposition
strategies, conducting a process to solicit and evaluate
third party asset management proposals and prepare other
reports and analyses as reasonably requested; and

(j) provide any other services, as reasonably requested by the
Board.

The Debtors maintain that because Loughlin Meghji is not being
employed as a professional pursuant to Section 327 of the
Bankruptcy Code, it will not submit quarterly fee applications
pursuant to Sections 330 and 331 of the Bankruptcy Code. The
Debtors note that Loughlin Meghji will, however, file with the
Court, reports of compensation earned and expenses incurred on at
least a quarterly basis.

The Debtors propose to pay Loughlin Meghji pursuant to these fee
structure:

(A) A non-refundable professional fee of $750,000 per month.
Other professionals added will be billed pursuant to the
firm's current hourly rates:

Managing Director $695
Director $525
Vice President $450
Senior Associate $395
Associate $325
Analyst $275

(B) Upon the successful completion of the restructuring
engagement, Loughlin Meghji will be entitled to a base
success fee for restructuring services of $1,000,000 at
the Debtors' discretion, upon completion of a financial
restructuring approved by the Board of Directors and the
major creditor classes of the Debtors. In addition to the
Base Success Fee, Loughlin Meghji may be entitled to a
discretionary Additional Success Fee if in the Debtors'
sole and absolute discretion it deems that payment
is warranted based upon its qualitative assessment;

(C) The Debtors will compensate Loughlin Meghji for
reasonable out-of-pocket expenses incurred.

The Debtors inform the Court that they have paid Loughlin Meghji
a retainer of $800,000.

In addition, the debtors have agreed to indemnify Loughlin
Meghji, its affiliates, including past, present or future
partners, principals and personnel against all costs, fees,
expenses, damages and liabilities associated with any third party
claims.

Mohsin Y. Meghji, a managing director of Loughlin Meghji assures
the Court that his firm (i) has no connection with the Debtors,
their creditors, or other parties-in-interest; (ii) does not hold
or represent any interest adverse to the Debtors' estates; and
(iii) is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/ -- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets. Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing. Capmark operates in North America, Europe and
Asia. Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Fr? res & Co. LLC and
Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey &
LeBoeuf LLP. Richards, Layton & Finger, P.A. serves as local
counsel. Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor. Epiq Bankruptcy
Solutions, LLC is the claims and notice agent.

Capmark has total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

Bankruptcy Creditors' Service, Inc., publishes Capmark Financial
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Capmark Financial Group Inc. and its units.
(http://bankrupt.com/newsstand/ or 215/945-7000)