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IN THE COURT OF COMMON PLEAS OF FRANKLIN COUNTY, OHIO - - - - C. Paul Tipps and Public Policy Consultants, Inc., Plaintiffs, vs. Neil S. Clark, NSC, Inc., and State Street Consultants, LLC, Defendants. : - - - - VIDEOTAPED DEPOSITION OF THOMAS A. RANKIN - - - - : : : : Case No. 08CVH-12-18090 Judge Lynch : : :

Taken at Bailey Cavalieri LLC 10 West Broad Street, 21st Floor Columbus, OH 43215 January 5, 2009, 10:18 a.m. - - - - Spectrum Reporting LLC 333 Stewart Avenue, Columbus, Ohio 43206 614-444-1000 or 800-635-9071 www.spectrumreporting.com - - - - -

Thomas Rankin

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A P P E A R A N C E S

ON BEHALF OF PLAINTIFFS:
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Bailey Cavalieri LLC
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10 West Broad Street, 21st Floor Columbus, OH 43215

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By Danny L. Cvetanovich, Esq. Sabrina C. Haurin, Esq.

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ON BEHALF OF DEFENDANTS: Robert J. Behal Law Offices, LLC 501 South High Street

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Columbus, OH 43215 By Robert J. Behal, Esq.

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John M. Gonzales, Esq. ON BEHALF OF THE WITNESS: Isaac, Brant, Ledman & Teetor 250 East Broad Street

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Columbus, OH

43215

By Mr. Mark R. Weaver, Esq.
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ALSO PRESENT: Jeremy Dineen - Videographer C. Paul Tipps

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Thomas Rankin

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Monday Morning Session January 5, 2009, 10:18 a.m. - - - - S T I P U L A T I O N S - - - - It is stipulated by counsel in attendance that the deposition of Thomas A. Rankin, a witness herein, called by the Plaintiffs for cross-examination, may be taken at this time by the notary pursuant to notice, that said deposition may be reduced to writing in stenotypy by the notary, whose notes may thereafter be transcribed out of the presence of the witness; that proof of the official character and qualification of the notary is waived. - - - - -

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I N D E X Examination By Mr. Cvetanovich - Cross Plaintiff Exhibits Page 6 Page 39 67 206 220 231 236 239 240 241

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2 - Notice
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of federal tax lien

3 - Notice of federal tax lien
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4 - SSC 12 Month Cash-Flow Report, 2006
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5 - SSC 12 Month Cash-Flow Report, 2007
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6 - SSC 12 Month Cash-Flow Report, 2007
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7 - SSC 12 Month Cash-Flow Report, 2008
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8 - SSC balance sheet, December 31, 2006
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9 - State Street Partners Profit & Loss,
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January through December 2007 10 - State Street Consultants balance sheet, December 31, 2007

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11 - State Street Consultants profit & loss,
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242 243

January through December 2006 12 - State Street Consultants profit & loss, January through December 2007

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(Exhibits attached to original transcript.)

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THE VIDEOGRAPHER: record at 10:18. their presence. MR. CVETANOVICH: Cvetanovich.

We are on the

Would counsel please announce

Yes.

My name is Dan

I'm with the Bailey Cavalieri law

firm of Columbus, Ohio, and I'm here on behalf of the Plaintiffs. MR. BEHAL: I'm Bob Behal. I'm here on

behalf of State Street Partners -- pardon me, State Street Consultants, LLC, Neil S. Clark, and NSC Consulting Corp. MR. WEAVER: I'm Mark Weaver from the

Columbus law firm Isaac Brant, Ledman and Teetor. I represent the witness, Thomas Rankin. - - - - THOMAS A. RANKIN being first duly sworn, testifies and says as follows: MR. CVETANOVICH: Before I put the

question to the witness, Bob, I have a question for you. We did this the other day. You did not

note that you're here on behalf of State Street Partners. Do you intend to be here on behalf of

State Street Partners?

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MR. BEHAL:

State Street Partners. Yes, sir.

MR. CVETANOVICH: MR. BEHAL:

Well, I don't think that

Paul has hired me to represent State Street Partners, and he's the managing member, so -managing partner, I should say. MR. CVETANOVICH: stand corrected. - - - - CROSS-EXAMINATION BY MR. CVETANOVICH: Q. Mr. Weaver, will you tell us your full You are right, and I

name, please. A. Q. He's Mr. Weaver. Excuse me. Mr. Rankin -- we know

Mark's full name. Mr. Rankin, will you tell us your full name, please. A. Q. A. Q. A. Q. Thomas A. Rankin. What does the A stand for? Andrew. What is your date of birth? 7-26-64. What is your residential address?

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A. 43004. Q.

996 Poppy Hills Drive, Blacklick, Ohio,

Do you have any present plans to move

from that address? A. Q. A. Q. No. How long have you lived there? Nine years, about. Have you ever been known by any names

other than Thomas A. Rankin? A. Q. Tom. Other than that, do you have any other

nicknames by which you're commonly known among family members or friends? A. Q. No. Would you give us an overview, please,

of your postsecondary education, formal education. A. degree. Q. upon you? A. Q. A. Q. 1986. What degree is that? Bachelor's of business administration. What is your profession currently, In what year was your degree conferred Cleveland State University, four-year

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Mr. Rankin? A. Q. What do you mean? What is your profession? What do you

do for a living? A. Q. I'm a CPA. When did you receive your CPA

certification? A. Q. 1989, thereabouts. Would you give us, please, an overview

of your public accounting experience. A. 1992. I was with Ernst & Whinney from 1987 to And then with Ciuni and Panichi from -MR. BEHAL: THE WITNESS: Spell that. C-I-U-N-I and Panichi,

P-A-N-I-C-H-I, from 1992 to 1996. Q. 1996? A. practice. Q. A. Q. A. What was the name of the company? Paragon Advisors. What was the nature of its business? We were chief financial officers for I worked for a company in a nonpublic What did you do in your career then in

wealthy families, outside chief financial

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officers. Q. A. Q. A. Q. A. Q. What was your position at Paragon? Employee. What kind of things did you do? Tax work, primarily. How long were you there? 1996 through 1999. What did you do in your career then in

1999 when you left Paragon? A. Q. practice? A. Q. Tax. Did you create some entity or have some Established my own practice. Did you establish an accounting

entity created through which you then conducted your tax practice? A. Q. A. catchy. Q. I like it. Is Thomas A. Rankin & Co. Yes. What was the name of the entity? Thomas A. Rankin & Co. It's pretty

still in existence? A. Q. Yes. Has it been in existence continuously

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since you had it created back in or about 1999? A. Q. Yes. Have you personally remained affiliated

with it continuously since the entity was created? A. Q. Yes. What is your capacity with Thomas A.

Rankin & Co.? A. Q. A. Q. Employee/owner. Are you the sole owner of the business? Yes. What is the nature of the business of

Thomas A. Rankin & Co.? A. Q. A. Q. Tax consultings. Tax consulting? Yes. Does it provide other kinds of

accounting services to its clients? A. Q. services? A. Q. A. Q. Bookkeeping. All right. Bookkeeping. Anything else? Yes. What other kinds of accounting

Tax preparation. Anything else?

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A. Q.

Payroll service. Does Thomas A. Rankin & Co. provide any

auditing services to its clients? A. Q. No. How many employees does Thomas A.

Rankin & Co. have? A. Q. A. Q. One. Just you? Yes. What is the greatest number of

employees Thomas A. Rankin & Co. has had? A. Q. Three. When Thomas A. Rankin & Co. has had

more employees than just you, what were the capacities of the others? A. Q. A. Q. A. Q. Staff. Were they nonprofessional employees? Be specific. Were they accountants? No. How many clients does Thomas A. Rankin

& Co. have currently? A. Q. Approximately 80. Is State Street Consultants, LLC, a

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client of Thomas A. Rankin & Co.? A. Q. A. Q. it, PLLP? Yes. For how long has that been the case? Seven years. Is State Street Partners, PL -- what is I'm not saying it right. MR. BEHAL: PLL. MR. CVETANOVICH: Q. PLL, thank you, Bob. PLL, I think, isn't it?

Is State Street Partners, PLL, a client

of Thomas A. Rankin & Associates[sic]? A. Q. A. Q. Yes. For how long has that been the case? Seven years. Is NSC Consulting Corporation a client

of Thomas A. Rankin & Co.? A. Q. A. Q. Clark? A. Q. Yes. Is Neil S. Clark personally a client of Yes. For how long has that been the case? Nine years. Do you know someone named Neil S.

Thomas A. Rankin & Co.?

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A. Q. A. Q.

Yes. For how long has that been the case? Nine years. Do you know someone formerly known as

Toni Clark, a former spouse of Neil Clark? A. Q. Yes. Has she ever been a client of Thomas A.

Rankin & Associates? A. Q. I don't recall. Would Thomas A. Rankin & Associates

have books or records that you could consult which would tell you whether Toni Clark was a client of Thomas A. Rankin & Associates? A. Q. Yes. Can you tell me whether Toni Clark or

the former Toni Clark is currently a client of Thomas A. Rankin & Associates? A. Q. She is not. Is it the case that she has not been a

client of Thomas A. Rankin & Associates at least since she and Neil Clark were divorced? A. Q. Yes. Do you know someone named Kathy Clark,

another former spouse of Neil Clark?

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A. Q.

Yes. Was she ever a client of Thomas A.

Rankin & Associates? A. Q. A. Q. Individually? Yes, sir. No. During the time that she was married to

Neil Clark, was she a client of Thomas A. Rankin & Associates? A. Q. Yes. Had she been a client of Thomas A.

Rankin & Associates before she and Neil Clark were married? A. Q. No. Has she been a client of Thomas A.

Rankin & Associates at any time since Kathy Clark and Neil Clark were divorced? A. Q. No. What manner of services does Thomas A.

Rankin & Associates provide to State Street Consultants? A. Q. A. Tax services. Any other services? Bookkeeping services.

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Q. A. Q.

Any other services? Payroll service, payroll tax service. I want to make sure I understood your Are payroll

last answer there, Mr. Rankin.

services and payroll tax services two different categories? A. Q. Yes. Any other services that Thomas A.

Rankin & Associates provides to State Street Consultants? A. Q. A. General business service. What does that mean exactly? Financial service, any general Not clear.

business-type service. Q. A. Q.

Is that a consulting service? Yeah. In -- in this category of general

business services, are there any specific tasks apart from consulting with the management of SSC that Thomas A. Rankin & Associates provides to State Street Consultants? A. Q. that. No. Has the package of -- well, strike Let me ask the question this way. Have

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these categories of services that your company provides for SSC been the same throughout the relationship? A. Q. No. In the beginning, which of these

services did Thomas A. Rankin & Associates not provide to State Street Consultants? A. Q. A. Q. A. Q. Payroll tax. Any others? General business consulting. Any others? No. When did Thomas A. Rankin & Associates

begin to provide payroll tax services to State Street Consultants? A. Q. 2006. When did Thomas A. Rankin & Associates

begin to provide general business services to State Street Consultants? A. 2005, maybe. MR. BEHAL: know? THE WITNESS: I'm guessing it was Are you guessing or do you

somewhere in that time period.

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Q.

Would you describe for us, please, the

nature of the payroll services that Thomas A. Rankin & Associates provides to State Street Consultants. A. When the money is available in the

payroll account, I initiate a transfer of funds to pay to have State Street Consultants pay the payroll tax. Q. Just a bit ago, Mr. Rankin, you told me

that the payroll services that your company provides to State Street Consultants and the payroll tax services that your company provides to State Street Consultants are distinct categories. And the question that I just asked you was: Would

you describe for us, please, the nature of the payroll services that Thomas A. Rankin & Associates provides to State Street Consultants. Is what you just related to me something you consider to be a payroll service and not a payroll tax service? A. I view the payroll service as the

actual paying of the employees. Q. Does the payroll service encompass

anything else?

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A. Q. A. Q.

Issuing W-2s. Anything else? No. Does State Street Consultants use a

payroll service other than the services of Thomas A. Rankin & Associates? A. Q. A. Q. Yes. Do you know the name of it? I don't remember. Do you know for how long State Street

Consultants has used a payroll service other than the services of Thomas A. Rankin & Associates? A. Q. I don't know. Is it the case that State Street

Consultants' payroll function is handled in part by this payroll service and in part through the services provided by your company? A. Q. Yes. What does the payroll service do for

State Street Consultants? A. Q. Pays the employees. Is there anything else the payroll

service does as part of its contribution to State Street Consultants' overall payroll function?

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A.

Prepares forms to be used to file

payroll tax returns. Q. A. Q. Anything else? Not that I know of. I had asked you before to describe for

us the nature of the payroll services that your company provides to State Street Consultants, and you told me when the money is available in the payroll account you initiate a transfer of funds to pay to have State Street Consultants pay the payroll tax. My question to you now is: Is there

anything else in the nature of payroll services that your company provides to State Street Consultants? A. Q. I review the payroll tax return. Is that a payroll service or is that a

payroll tax service? A. Q. It's a tax form. I'm just trying to understand in which

category you would put it, because you said there were two different categories. A. Right. I view the payroll service as

paying the employees. Q. All right. And is there anything you

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haven't already described to me that your company does in the nature of providing a payroll service to State Street Consultants? A. Q. A. Q. Can you repeat that? Yes, sir. Thank you. Is there anything you haven't already I'm sorry.

described to me that your company does in the nature of providing a payroll service to State Street Consultants? A. Q. No. Now let's move over to the category of Can you describe for me,

payroll tax services.

please, what payroll tax services your company provides to State Street Consultants. A. When funds are available and I'm

instructed to do so, I will initiate a transfer of funds to pay payroll tax obligations. Q. Is there anything else that Thomas A.

Rankin & Associates does for State Street Consultants that you characterize as payroll tax services? A. Q. I review the payroll tax forms. Anything else?

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A. Q. A. Q.

I file the payroll tax forms. Anything else? No. This may seem very basic to you, but

just to be sure I understand your terminology, what do you mean by payroll taxes? A. Q. A. Withholdings and employer obligations. What employer obligations? Social Security match, Medicare match,

Ohio unemployment, workers' comp. Q. A. Q. Anything else? No. So if we put these several categories

together, we would have what you've referred to as payroll taxes? A. Q. Yes. Okay. I want to be sure I understand When

the nature of a couple of these categories.

you refer to withholdings, you're referring, are you not, to moneys withheld from employee paychecks to be remitted to taxing authorities? A. Q. A. Yes. So that's the employees' money, right? It's the government's.

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Q.

Well, it is at a point.

The government

ends up with everything.

But at the point that

it's withheld from employee paychecks, it is the employee's money to then be remitted to the government, correct? A. Q. Yes. And in addition to income taxes that

are withheld from employee paychecks, Social Security taxes are also withheld from employee paychecks, correct? A. Q. Yes. And so that's the employee's money that

then has to be remitted to the government, correct? A. Q. Yes. And that's the employer's obligation to

withhold it and remit, correct? A. Q. Yes. In addition to withholding Social

Security taxes, if you will, from employee paychecks, the employer has an obligation to match those amounts and then remit that to the government as well, correct? A. Yes.

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Q.

And the same thing is true with

Medicare taxes, is it not? A. Q. Yes. Now, just on a couple of these other

categories, my sense is they may be different, but I want to hear that from you. Ohio unemployment

compensation taxes, are those withheld from the employee paychecks? A. Q. correct? A. Q. Yes. And then workers' compensation No. So that's just an employer obligation,

premiums, those are not withheld from employee paychecks either, correct? A. Q. Correct. Paying workers' compensation premiums

is the obligation of the employer, correct? A. Q. Yes. With regard to the categories of

payroll taxes as we've just gone through them that are withheld from employee paychecks, at the point of withholding, those funds are immediately available to be remitted to the government,

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correct? A. Q. Unless the money's not in the account. Isn't the money supposed to be in the

account since it is money that's being withheld from an employee paycheck? MR. BEHAL: Objection. Calls for a

legal conclusion, but you can answer. Q. A. Q. You may respond. Yes. And when the employer withholds that

money, it is withholding the money from the employee paycheck for the purpose of then remitting the money to the government, correct? A. Q. Yes. You said to me a few moments ago,

Mr. Rankin, and this was when you were describing for me the payroll tax services that your company provides to State Street Consultants, you said: When funds are available and I'm instructed to do so, I will initiate a transfer of funds to pay payroll tax obligations. Who is it at SSC, State Street Consultants, that gives you such instructions? A. Neil Clark.

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Q. A. Q.

Anyone else? No. In the relationship that Thomas A.

Rankin & Associates has with State Street Consultants, are you authorized to initiate such a transfer of funds without receiving the directive from Mr. Clark? A. Q. No. When such directives are forthcoming

from Mr. Clark, are they initiated by him, or is it instead a situation where you go to him and say, Mr. Clark, or, Neil, this is due, shall I transfer? A. Q. Can you repeat that? Yes. I'm sorry.

I'm just trying to understand how

you and Mr. Clark interact and how you interact which then gives rise to him saying, transfer the money. Does he come to you or do you go to him?

That's what it boils down to. A. Q. I would go to him. Is it the case that it's your

responsibility to keep track of when remittances of withholding taxes are due? A. No.

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Q. A. Q.

Whose responsibility is that? Payroll service. The outside company that State Street

Consultants uses? A. Q. Yes. Does it issue reminders, to your

knowledge, to State Street Consultants of when various withholding taxes must be remitted? A. Q. Yes. Are those written notices or reminders

from the payroll services company? A. Q. A. Q. A. Q. Yes. Do you know how they're transmitted? With each payroll run. Are they transmitted electronically? No. Is there a piece of paper that is in

the nature of a notice that comes along with the payroll run? A. Q. A. Q. Yes. Do you see those notices? They are given to me. They are received initially by someone

at State Street Consultants?

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A. Q. A. Q. to you? A. Q.

Yes. Who is that someone? Jane Harrison. Is it Ms. Harrison who then gives them

Yes. Is it the practice that she directs

them to you or is to direct them to you each time such a notice is received? A. Q. A. Q. I don't know. Is that how it tends to work out? I don't know. When you receive those notices, what do

you do with them? A. Q. A. Q. A. Q. Hold them. Do you read them? Yes. For what purpose do you read them? To identify when payroll taxes are due. Once you have noted that from the

notices, do you do anything in the nature of verifying the correctness of the information on the notice? A. No.

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Q.

Is it fair to say that you and State

Street Consultants are relying on the payroll service to have it correct? MR. BEHAL: Q. Objection.

You may respond. MR. BEHAL: As to whether he can speak

for SSC. MR. CVETANOVICH: objection. pieces. Q. Is it fair to say that you are relying That's a fair

Let me break the question into two

upon the payroll service to have that information correct? A. Q. Yes. Once you get such notice, you look at

such a notice, what do you do? A. Q. Put it on my desk. Is there any action that you take in

response to receiving such a notice? A. Q. Not until the tax is due. Is the due date for the tax different

for the various categories that we went through just a bit ago? A. Yes.

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Q. A. date. Q. due date? A. Q. categories? A. Q.

Do you know all those due dates? The form -- the form dictates the due

So you know where to look to find the

Sure. And do the due dates differ for various

Yes. When you get one of these notices

through the payroll service and Ms. Harrison, do you then compute due dates? A. Q. I don't know what you mean. Well, you get the information from the You know that there are time

payroll service.

frames within which moneys have to be remitted to various taxing authorities, correct? A. Q. frames. A. Q. Yes. And you know where to find those time Did you say they're on the forms, right? Yes. What I'm trying to understand is when

you get such a notice from the payroll service through Ms. Harrison, do you then sit down, or

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stand up, for that matter, and pin down what the due dates are on the various remittances that need to be made so that you can docket them or put them on a calendar or in some kind of a follow-up system to assure that payments get made timely? A. Q. I leave the notice on my desk. Does the notice itself, though, tell

you the due dates for the various categories of what you've called withholding taxes or payroll taxes? A. Q. Yes. Do you review the notices on your desk

periodically? A. Q. Yes. Do you come in and look at the notices

every single day? A. Q. No. How often do you look at the notices to

see what's due or what's coming due? A. Q. I don't -- I don't remember. You don't know what your normal

practice is? A. Q. I look at things on my desk. Pretty much every day?

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A. Q.

Yes. When you see that one or another of

these categories of payroll taxes is coming due, what then do you do? A. I will ask if there's money in the

account to pay the payroll tax. Q. Who do you ask? MR. BEHAL: generally? MR. CVETANOVICH: MR. BEHAL: A. Q. A. Q. A. Q. SSC. With regard to SSC or

Thank you.

I'll ask Jane or Neil. Jane being Jane Harrison? Yes. And Neil being Mr. Clark? That's correct. If the money's not there but the tax is

due, what do you do? A. Q. A. Q. I don't initiate a transfer. Couldn't do that, could you? No. Could you do anything else? Do you do

anything else? A. No.

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Q.

If the money is there, do you

automatically initiate a transfer? A. Q. Yes. Do you need to secure Mr. Clark's

authorization first? A. Q. No. Are you a signatory on any of State

Street Consultants' banking accounts? A. Q. No. What banking accounts does State Street

Account -- excuse me, State Street Consultants have? A. Q. I don't know. Are you aware of any instances during

the time that you and your company have had a relationship with State Street Consultants when it was delinquent in remitting payroll taxes? A. Can you say that again? I'm sorry. I

missed the first part of that. Q. That's all right. Are you aware of any

instances during the time that you and your company have had a relationship with State Street Consultants when it was delinquent in remitting payroll taxes?

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A. Q. A. Q. A. Q. A. Q.

Yes. How many times has that happened? I don't know exactly. What's your best estimate? My guess? Estimate. Estimate? Yes, sir. MR. BEHAL: Objection.

Q. A. Q.

You may respond. Forty. What categories of payroll taxes has

State Street Consultants been delinquent in remitting during the time that you've had a relationship with them? A. Q. A. Q. A. Q. A. Q. Payroll taxes delinquent? Yes, sir. What categories?

Federal, state, local. Any other categories? Not that I remember. How about Social Security taxes? That would fall under federal. All right. How about Medicare? Also

fall under federal?

You need to say yes or no.

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A. Q. premiums? A. Q. taxes? A. Q.

Yes. How about workers' compensation

I don't remember. How about unemployment compensation

I don't know.

I don't remember.

Are you aware of any instance when

State Street Consultants failed to timely remit payroll taxes to the taxing authorities when it had money available to pay the taxes? A. Q. No. Are you familiar with something known

as 431 taxes? A. Q. A. Q. No. No? Can I get a little water? Oh, sure, by all means. THE VIDEOGRAPHER: off the record? MR. CVETANOVICH: THE VIDEOGRAPHER: record at 11:02. (A brief recess is taken.) We may. We are off the Sure.

Do you want to go

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THE VIDEOGRAPHER: record at 11:10. Q.

We are back on the

Mr. Rankin, during a brief

off-the-record discussion with your counsel, Mr. Weaver, he indicated to me that you would like to clarify some of the things you said to me before we took our break. ahead and do that. A. I wanted to clarify the authority I Why don't you just go

have to pay -- or to initiate a payroll tax transfer, in that I have a blanket authority to initiate the transfer if there's funds in the account, and I re -- I ask Ms. Harrison if funds are in the account to be able to initiate the transfer. Q. clarify? A. I have -- on payroll tax you asked me Is there anything else you'd like to

if I do any other services or perform any other services relating to payroll tax. I have been in

contact with the IRS relating to State Street Consultants' delinquent taxes. Q. When you say -- excuse me. Is that

your complete answer?

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A. Q. A. Q.

Yes. Anything else you want to clarify? No. Okay. When you say you've been in

contact with the IRS on State Street Consultants' delinquent taxes, in what capacity have you made such a contact or been part of such a contact with the Internal Revenue Service? A. Under a power of attorney State Street

Consultants has granted me the authority to discuss payroll tax issues with them. Q. Are you familiar with something known

as Section 941 taxes? A. Q. I don't think it's Section 941. All right. Are you familiar with

something known as 941 taxes? A. Q. A. Q. A. Yes. Good. I was hoping --

That refers to the form. Okay. Tell me what 941 taxes are. The

941 refers to the form number.

taxes that are included on that form are federal withholding, Social Security withholding, Medicare withholding, employer match for both Social

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Security and Medicare. Q. So it's all of the federal payroll

taxes as you described them earlier? A. Q. Yes. To your knowledge, has there ever been

a tax assessment against State Street Consultants for delinquency in payment of 941 taxes? A. Q. A. Yes. How many times has that occurred? Can you repeat the -- you're kind of

mixing the first question and the second question. The first question? Q. Yes. The first question was: To your

knowledge, have there -- or has there ever been a tax assessment against State Street Consultants for delinquency in payment of 941 taxes? answer was yes. Your

And then my next question was:

How many times has that occurred? A. Q. Two. When were those two instances of tax

assessments against State Street Consultants? A. Q. A. I don't remember. Has it been during calendar year 2008? I don't remember.

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Q. A. made. Q.

Was it during calendar year 2007? Don't remember when the assessment was

Do you know at least that it's been

within the past three years? A. Q. Yes. Has State Street Consultants yet paid

those taxes that it was delinquent in paying? A. Q. Not that I'm aware of. In addition to having the obligation to

pay those taxes, is it also going to be required to pay interest on the amounts that it was delinquent in paying? A. Q. That hasn't been determined. Is the assessment for the amount of the

tax that's due plus interest? A. Q. Yes. And is the assessment also inclusive of

some penalty? A. Q. Yes. Is State Street Consultants contesting

the assessment? A. Q. No. Do you know the total amount of the

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assessment? A. Q. relates? A. Q. December 2006 through December 2007. Do you know if the Internal Revenue I don't recall. Do you know to what time periods it

Service has issued a notice of a federal tax lien on State Street Consultants? A. Q. Yes. Do you know if the Internal Revenue

Service has issued a federal tax lien against Neil S. Clark? A. Q. A. Yes. Has it? Yes. MR. CVETANOVICH: stickers. Plaintiffs. - - - - Thereupon, Plaintiffs' Exhibit 2 is marked for purposes of identification. - - - - Q. Mr. Rankin, I want to hand you a We need some

document that's been marked Plaintiffs' Exhibit 2. MR. CVETANOVICH: One for you, Bob.

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MR. BEHAL:

Thank you, sir. You're welcome.

MR. CVETANOVICH: Q.

And I'll ask you to just take a minute

and look at it and see if you recognize it, and then I'll perhaps have a couple of questions for you about that. And let me -- lest I fail to do

this -- call your attention to the fact that this is a two-sided exhibit. bears a certification. The back of the exhibit And you can see what that

says there, but take a look and just tell me if you recognize it. A. Q. A. Q. A. Q. Yes. Had a chance to look at that now, sir? Yes. Do you recognize it? Yes. Would you tell us for the record what

it is, please. A. Q. Notice of federal tax lien. And it is a notice of a lien against

what taxpayer? MR. BEHAL: itself. A. Objection. It speaks for

Go ahead and answer. Neil S. Clark.

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Q.

Does this relate to the 941 tax

delinquencies that you just described for us? A. Q. Yes. And does this reflect, over in the

right-hand column there where it says unpaid balance of assessment, the amount that IRS is claiming is -- is owed? A. Q. Yes. Does it also reflect in one of the

columns there on the form the tax periods for which the assessments relate or to which the assessments relate? A. Q. Yes. Is it the case, Mr. Rankin, that during

the entire year of 2007 State Street Consultants did not make any remittances of 941 taxes? A. Q. this form? A. It depends on what payroll is as to if Payments could be I don't recall. Isn't that what you would glean from

they didn't make any payments. reflected in there. Q. All right.

So you're saying perhaps

they made some payments, but this form reflects

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that they were short, so to speak, in the payments they made by the amounts reflected on the form, correct? A. Q. Yes. Do you know if State Street Consultants

remitted any 941 taxes during 2007? A. Q. I don't recall. Are there documents that you could

consult which would tell you the answer to that question? A. Q. A. Q. A. Q. A. Q. A. Q. Yes. What documents? Check register. SSC's check register? Yes. Is that an online check register? No. It's just an old-fashioned checkbook? It's in the computer. All right. So it's an electronically

maintained tax register -- or check register? Excuse me. A. Q. Check register. Yes?

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A. Q. A. Q. A. Q.

Yes. Who is the custodian of that? Ms. Harrison. Do you have regular access to it? No. Do you have access to State Street

Consultants' computerized financial records system? A. Q. No. Are you familiar with what kind of

accounting software State Street Consultants uses? A. Q. I'm not familiar with the system. If you need access to information

that's maintained in that system, how do you go about getting that? A. Q. Request it of Ms. Harrison. To your knowledge, does Ms. Harrison

have the authority to give you access to the financial information of State Street Consultants? A. Q. Yes. Where are the offices of Thomas A.

Rankin & Associates housed? A. Q. Two offices. Where are they located?

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A.

996 Poppy Hills Drive, Blacklick, Ohio,

and -- I think that's it about now. Q. Okay. You said two offices, but then

you only gave me one address and then said, well, you think that's about it now or that's it about now. A. misspoke. Q. All right. Up until very recently you Why did you give me that kind of an answer? I no longer have two offices. I

did have two offices? A. Q. Yes. Poppy Hills Drive, Blacklick, Ohio,

what's the nature of the structure there that houses your office at that address? A. Q. A. Q. A. Q. What's the nature of the -Structure. It's my residence. So you have an office in your home? Yes. And then in addition to that, at least

until recently, you had another office? A. Q. A. Yes. Was that at 137 East State Street? Yes.

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Q.

When did you cease to have an office at

that location? A. December 30th. MR. BEHAL: THE WITNESS: 27th? Q. A. Q. No.

It's a Tuesday. It's a Tuesday? December

I don't recall exactly what date. 2008? Yes. Why did you close your office at 137

East State Street in late December of 2008? A. State Street Consultants was vacating

the premises. Q. Is it the case that Thomas A. Rankin &

Associates' office at 137 East State Street was within the State Street Consultants office complex? A. Q. that space? A. Q. No. Under what kind of an arrangement did Yes. Did Thomas A. Rankin & Associates lease

Thomas A. Rankin & Co. occupy that space? A. I was provided a facility to perform my

services for State Street Consultants.

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Q.

Is it the case that Thomas A. Rankin &

Associates did not pay rent for that space? A. Q. Yes. How long did Thomas A. Rankin &

Associates occupy that space? A. Q. 2007. So for all of 2007 and all of 2008, up

till the last couple of days? A. Q. Yes. On what floor of the building was the

space located that Thomas A. Rankin & Associates occupied? A. Q. Second floor. Does Thomas A. Rankin & Associates

charge State Street Consultants fees for its professional services? A. Q. Not directly. How does Thomas A. Rankin & Associates

receive payment for the professional services it provides to State Street Consultants? A. Retainer through NSC Consulting

Corporation. Q. Is that an annual retainer, semi-annual Just how does that

retainer, monthly retainer?

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work? A. Q. retainer? A. Q. 14,000. So the -- as I understand what you've Quarterly retainer. What is the quarterly amount of the

told me, the professional services that Thomas A. Rankin & Associates provides to State Street Consultants are covered by a portion of that quarterly retainer that Thomas A. Rankin & Associates receives from NSC Consulting Corp., true? A. Q. Yes. Is payment for the professional

services that Thomas A. Rankin & Associates provides to NSC Consulting group also covered by that retainer? A. Q. A. Q. I'm sorry. Sure. Please. Sorry. I was -- go ahead.

Is payment for the professional

services that Thomas A. Rankin & Associates provides to NSC Consulting group also covered by that retainer?

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A. Q.

Yes. Is the same true for the professional

services that Thomas A. Rankin & Associates provides to State Street Partners? A. Q. Yes. Is the same true for the professional

services that Thomas A. Rankin & Associates provides to Neil Clark? A. Q. Yes. Is NSC Consulting Corp. given a credit

against the quarterly retainer in the amount of the value of the occupancy that Thomas A. Rankin & Associates has had at 137 East State Street? MR. BEHAL: meant to say, probably. MR. CVETANOVICH: NSC. MR. BEHAL: Q. Okay. I actually did say NSC Consulting Corp. you

Let me read the question again. THE WITNESS: She probably corrected

you. MR. CVETANOVICH: and pieces. Q. It came out in bits

No, she wouldn't do that. Let me read the question again.

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A. Q.

Okay. Is NSC Consulting Corp. given a credit

against the quarterly retainer in the amount of the value of the occupancy that Thomas A. Rankin & Associates has had at 137 East State Street? A. Q. No. Was the value of that occupancy of

space at 137 East State Street taken into account when the quarterly retainer amount was negotiated? A. Q. I don't remember. For how long has the payment mechanic

to your firm for the services it provides to these several entities been this quarterly retainer arrangement? A. Q. Quarterly retainer, 2007. So for 2007 and 2008, the arrangement

has been what you've described? A. Q. Uh-huh. Yes? How was your firm paid for services to these several entities back in 2006? A. Q. Monthly retainer. Did that retainer also come from NSC Yes.

Consulting Corp.?

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A. Q. 2006? A. Q. 2007? A. Q. A. Q.

Yes. How much was the monthly amount back in

I don't recall. How much was the quarterly retainer in

14,000. And then it stayed the same in 2008? Yes. Are you going to be occupying space in

State Street Consultants' new offices when they move into new offices? A. Q. No. At that point will you work -- saying

you, now, I mean Thomas A. Rankin & Associates, work only from the office you maintain in your home? A. Q. I don't know. What is your near-term plan for the

space you will occupy when you are performing the services that you provide to NSC, SSC, and SSP? A. Q. Can you ask that again? Yes. I'm sorry.

Let me come at it this way.

You've indicated to me that for some

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time now Thomas A. Rankin & Associates has occupied space at 137 East State Street to facilitate it providing services to NSC Consulting Corp., State Street Consultants, State Street Partners, and -- and even Mr. Clark. You've also

indicated to me that you've now moved out of 137 East State Street. My question is: At least for

the near term, where, physically where, will Thomas A. Rankin & Associates reside as it provides professional services to NSC, SSC, SSP, and Mr. Clark? A. Q. 996 Poppy Hills. Do you know for how long that state of

affairs will continue or is projected to continue? A. Q. No. Do you have an understanding of where

State Street Consultants is relocating its offices? A. Q. A. Q. effective? A. No. Yes. Where is that going to be? 49 South Grant Street, Columbus. Do you know when that will be

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Q.

Is State Street Consultants in that

space now, to your knowledge? A. Q. Yes. Do you know for how long State Street

Consultants is planning to occupy that space? A. Q. No. Do you know if there is a plan that at

a point State Street Consultants will relocate its professional offices? A. No. MR. BEHAL: Was the question does he

know whether State Street Consultants is going to relocate, is that what the question was? sorry. Q. The question was: Do you know if there I'm

is a plan -MR. BEHAL: Q. Okay.

-- that at a point State Street

Consultants will relocate its professional offices? MR. BEHAL: So the answer is no -The answer was "no."

MR. CVETANOVICH: MR. BEHAL: is a plan.

-- you do not know if there

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THE WITNESS: MR. BEHAL: want to make sure I -Q.

No. Okay. Thank you. I just

Do you have a plan for opening another

office at Thomas A. Rankin & Associates at some as yet undetermined point in the future? A. Q. I don't have a plan. Have you had any discussions with

Mr. Clark or anyone else at State Street Consultants about there coming a time or there coming a point when you will again have office space together with State Street Consultants? A. Q. No. Have you had a discussion with

Mr. Clark about the prospect of him winding up or terminating the business of State Street Consultants? A. Q. Yes. To your knowledge, does he have a plan

of winding up or terminating the business of State Street Consultants? A. Q. No. Has Mr. Clark discussed with you a plan

that he has or an idea that he has for starting a

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new entity through which to conduct his lobbying business? A. sorry. Q. A. Q. Certainly. Thank you. Has Mr. Clark discussed with you a plan Can you repeat the question? I'm

that he has or an idea that he has for starting a new entity through which to conduct his lobbying business? A. Q. No. Has Mr. Clark discussed with you a plan

that he has or an idea that he has for moving the lobbying that he personally does out of State Street Consultants into NSC Consulting Corp.? A. Q. No. Has he discussed with you a plan that

he has or an idea that he has for himself doing lobbying work through some entity other than State Street Consultants? A. Q. Yes. What discussions have you had with

Mr. Clark about that? MR. BEHAL: I'm going to object on the

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grounds of relevancy. Q. A. Q. A. You may respond. I don't recall exactly the discussion. Tell me as much as you can recall. I recall -- I recall Neil discussing

the possibility of working as a lobbyist outside of State Street Consultants. Q. A. Do you recall any more than that? I recall Neil stating he would not be a

tenant of State Street Partners, if that's relevant to that. Q. A. Q. that? A. Q. A. Q. A. Q. A. Q. A. I don't remember exactly. Was it in 2008? Yes. The latter half of 2008? Yes. The last quarter of 2008? Yes. Within the past month? Yes. What else can you recall? Can't recall much right now. When did you and Mr. Clark discuss

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Q.

How many times have you and Mr. Clark

discussed that subject matter within the last month? A. Q. A. Q. A. Q. I don't recall. More than once? Yes. As many as five times? Maybe. Has anybody else been a party to any of

those discussions between you and Mr. Clark? A. Q. A. Q. A. Q. A. Q. person? A. Q. A. Q. A. No. Some in person? Yes. Where did those occur? Easton Starbucks. Yes. Who else? Bob Behal. Anyone else? Andrew Minton. Anyone else? Not that I recall. Have those discussions all been in

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Q.

Is that a single discussion, or have

there been multiple discussions in person? A. Q. A. Q. A. Q. More than one. How many? Don't recall exactly. Was that between you and Mr. Clark? No. Who was in attendance at those Easton

Starbucks discussions? A. Q. and you? A. Q. Yes. Anyone else at the in-person Andrew Minton. Excuse me. Lisa Rankin.

Andrew Minton, Lisa Rankin

discussions at Starbucks? A. Q. No. Have there been any in-person

discussions other than those at the Easton Starbucks? A. Q. Not that I can recall. The discussions you've had that have Is

not been in person, I take it were telephonic. that correct? A. Yes.

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Q. there been? A. Q.

How many of those discussions have

Don't recall exactly. Have those been two-person telephone

discussions or multiple-person telephone discussions? A. Q. Both. The two-person discussions were between

you and what other person? A. Q. A. Q. A. Q. Neil Clark. How many of those have there been? Several. Several being what, more than three? It would be a guess. When you say several, what do you

typically intend to connote by your -A. Q. A. Q. Three. -- your use of that term? Sure. When there have been more than you and Three?

Mr. Clark on the phone, who else has been on the call? A. Q. Bob Behal. How many of those have there been?

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A. Q.

A couple. Have there been any other discussions

within the past month on this subject matter that have occurred but that you have not been referencing in the discussion we just had of telephone calls and Easton Starbucks meetings? A. Q. Not that I recall. Apart from the discussions, whether in

person or telephonic, have there been e-mail communications between you and anyone else regarding this topic? A. Q. Not that I remember. Have there been text messages or

instant messages between you and anyone else on this subject matter? A. Q. Yes. Tell me with whom you have

text-messaged, if that's a phrase, or instant-messaged. A. Q. A. Q. messages? Neil Clark. Anyone else? Not that I remember. Have they been instant messages or text

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A. Q.

Are they not the same? I think the teenagers would tell us no, Instant message is the old

they're not the same.

AOL vehicle where you can be sitting at a computer and interacting in real time with someone on another computer. A. Q. A. Q. Text. Okay. Right. All right. You recall how many times Text is over the telephone.

you've text-messaged with Mr. Clark on this subject matter? A. Q. A. Q. A. Q. I don't recall. Did you save any of the text messages? No. You think you've deleted them? Yes. I would ask you if any of those remain You can

on your telephone to not delete them.

consult with Mr. Weaver about that, but I would ask that you not do that. Similarly, if you have

any e-mails dealing with that subject matter or written documentation, whether it be communications you received from others or notes

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you made to yourself, please do not destroy, delete, or anything like that. And again,

Mr. Weaver can talk with you about that. A. Q. Okay. Thank you. You indicated to me that in

the Starbucks -- Easton Starbucks meeting Andrew Minton and Lisa Rankin were in attendance with you. A. Q. A. Q. married? A. Better not wait too long on this one. Who is Andrew Minton? A lobbyist at State Street Consultants. Who is Lisa Rankin? My spouse. How long have you and Lisa been

Eight years, almost. Q. I would never ask you that question in I wouldn't do that to a

front of her, by the way. guy. A. Q.

I appreciate that. Does Lisa Rankin also work for State

Street Consultants? A. Q. A. No. Has she ever? Yes.

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Q. A. Q.

During what time frame? 2006 to 2008. When did she cease working for State

Street Consultants? A. Q. A. Q. 2008. What part of the year? August, I think. What was her job at State Street

Consultants? A. Q. Lobbyist. Is that the position she held there

throughout her tenure with State Street Consultants? A. Q. Yes. You said that her employment there Was that at the beginning of

commenced in 2006. the year 2006? A. Q.

I don't recall. Was your spouse a full-time employee of

State Street Consultants during the period that she worked there? A. Q. Yes. Has your spouse ever been an employee

of State Street Partners?

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A. Q.

Not that I'm aware of. Has your spouse ever been an employee

of NSC Consulting Corp.? A. Q. A. Q. Yes. During what time frame? 1987 through 2006. Is it the case, Mr. Rankin, that she

ceased to be an employee of NSC Consulting group before she became an employee of State Street Consultants? A. Q. Yes. Was it a situation in which it was at

the same point in time when she ceased to be employed with NSC Consulting group but then became employed by State Street Consultants? A. Q. Yes. To your knowledge, did Lisa Rankin at

any time after January 1st, 2006, provide services to clients of NSC Consulting group? A. Q. A. Q. Yes. Was that done on a regular basis? Yes. To your knowledge, was it also the case

that other lobbyists, meaning other than Lisa

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Rankin, with State Street Consultants from January 1st, 2006 to the present, provided services to clients of NSC Consulting Corp.? A. Q. I don't know. So you know that Lisa did, but you're

not sure if others did? A. Q. A. Q. Yes. How do you know that Lisa did? She represented the nurses association. And you know that to be a client of NSC

Consulting Corp.? A. Q. Yes. How do you know that? MR. WEAVER: I'm going to object to

your -- and raise spousal privilege with respect to anything that Mr. Rankin's spouse has told him without an non-necessary party present. And I'll

ask Dan if you'll pose his questions with respect to his knowledge as the accountant for the different entities. MR. CVETANOVICH: that way, Mark. Well, I'll go some of

What I'll do is pose the

questions in terms of knowledge from any source other than Lisa.

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MR. WEAVER:

That's fine. Fair enough? Thank you. All right. Sure.

MR. CVETANOVICH: MR. WEAVER: Yes.

MR. CVETANOVICH: Q. Mr. Rankin. A. Q. A. Q.

I hope all that didn't confuse you,

I'm easily confused. Pardon me? I'm easily confused. Well, I know Mr. Weaver can easily

straighten you out, too, so -Before Mr. Weaver and I had our little interchange, you indicated to me that you knew that Lisa represented the nurses association. My

question to you now is, do you know that from any source other than Lisa telling you that? A. Q. No. Is that information reflected in the

books and records of State Street Consultants that you see? A. What piece of information are you

talking about? Q. That Lisa Rankin provides or provided

services to the nurses association.

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A. NSC. Q.

It is not in the books and records of

Is it in the books and records of State

Street Consultants? A. Q. No. Do you regularly see cash flow

statements of State Street Consultants? A. Q. A. Q. Yes. Who prepares them? Ms. Harrison. Do you play any role in the preparation

of the cash flow statements? A. Q. No. Does anyone other than Ms. Harrison, to

your knowledge, participate in the preparation of the cash flow statements? A. I give Ms. Harrison NSC information

that she incorporates into the cash flow. Q. That she incorporates into the State

Street Consultants' cash flow statements? A. Q. Yes. Why is NSC Consulting Corp. information

incorporated into State Street Consultants' cash flow statements?

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A. Q.

I don't know. Who made a determination that it would

be done that way? A. Q. I don't know. To your knowledge, during the time that

you've had a relationship with State Street Consultants, has it ever had an accountant on its payroll? A. Q. correct? A. training. Q. Does Ms. Harrison ever come to you with I don't know what she is, as far as To my knowledge, no. Ms. Harrison is a trained bookkeeper,

accounting or bookkeeping questions? A. Q. No. Do you know to whom Ms. Harrison turns

if she has accounting or bookkeeping questions in connection with her performance of her job duties for State Street Consultants? A. I don't know. - - - - Thereupon, Plaintiffs' Exhibit 3 marked for purposes of identification.

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- - - - Q. Mr. Rankin, I now want to hand you a

document that is being marked Plaintiffs' Exhibit 3. I'll ask you to take a moment and look at

that, if you would, please. MR. WEAVER: Dan, is there is a 1? Yes.

MR. CVETANOVICH: MR. WEAVER: deposition? MR. CVETANOVICH: MR. WEAVER:

Is that a previous

It was.

Thank you. Yeah, I'm just doing

MR. CVETANOVICH: them all in sequence. MR. WEAVER:

No, that's all right.

I

just want to make sure I'm not missing any. MR. CVETANOVICH: copy. MR. WEAVER: paper. Thank you. MR. CVETANOVICH: BY MR. CVETANOVICH: Q. Have you had a chance to take a look at Yeah, don't we all. No, I've got plenty of Be happy to get you a

Exhibit 3 -A. Yes.

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Q. A. Q.

-- Mr. Rankin? Yes. Before we get too deeply into that, let

me ask you, are you aware of one or more instances when the Internal Revenue Service has issued a tax assessment against Neil Clark individually? A. Q. Yes. Are you aware of the Internal Revenue

Service having issued a notice of a federal tax lien against Mr. Clark individually? A. Q. Yes. I've handed you Exhibit 3, and you've Before we go

had a chance to take a look at it.

further with that, just let me note for the record, so it is a matter of record, that this is also a two-sided exhibit. So just note that

there's a certification on the back. With that, can you identify for the record, please, what Exhibit 3 is? A. Notice -MR. BEHAL: itself. A. Q. Objection. It speaks for

Go ahead and answer. Notice of federal tax lien. Who is the taxpayer that is the subject

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of this notice? A. Q. A. Q. Neil S. Clark. Had you seen this before today? Yes. This reflects that the IRS is taking

the position that Mr. Clark has an unpaid balance of a tax assessment against him for calendar year or tax year 2006, $749,561.17. A. Q. A. Q. Yes. Is Mr. Clark contesting that? No. Has he yet paid any part of that unpaid Correct?

balance that's noted on the exhibit? A. Q. I'm not aware of it. Given your relationship with him, would

you expect that you would be aware of it if he had made such payments? A. Q. Yes. This notice also indicates that

Mr. Clark had an unpaid balance on the assessment for tax year 2007 in the amount of $321,454.38. Correct? A. Q. Yes. Do you know if Mr. Clark has to date

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paid any part of that unpaid balance? A. Q. Not that I'm aware of. I think we can set that one aside. MR. WEAVER: Tom? THE WITNESS: I'm sorry. I gotta go. You need a bathroom break,

MR. CVETANOVICH: THE VIDEOGRAPHER: record at 11:59.

Oh, sure. We are off the

(A brief recess is taken.) THE VIDEOGRAPHER: record at 12:13. Q. Mr. Rankin, at an earlier point in our We are back on the

proceeding today I had asked you about what space within the facility at 137 East State Street Thomas A. Rankin & Associates occupied, and you told me it was on the second floor. to you now is: My question

Was there ever a time when Thomas

A. Rankin & Associates occupied space on the first floor of that building? A. Q. Yes. Can you tell me in what time frame your

firm occupied space on the first floor of that building?

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A. Q.

2004 through 2006. Was that through the beginning of 2006,

or at some point later in the year in 2006? A. Q. The beginning. During the period when Thomas A. Rankin

& Associates occupied space on the first floor of that building, did it pay rent? A. Q. Partners? A. Q. Yes. How did it come about that Thomas A. Yes. Was its rent payments to State Street

Rankin & Associates moved from the first floor of the building to the second floor of the building and then stopped paying rent? A. The ability to rent the first floor

space, the office that I was in -- let me rephrase that. Q. A. Please. State Street Partners was attempting to

rent the first floor of the building to anyone interested. The office I had on the first floor They thought that that

was a -- a dual office.

office was marketable and to someone who could use

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that space and possibly more offices, more office space on the first floor. So I guess -- I moved

upstairs to make that office or that additional space available. Q. And how did it come about that you were

then able to occupy space in the building, albeit on the second floor, at no rent? A. Q. I don't know. Who communicated to you that you would

no longer have to pay rent to occupy space in the building? A. Q. A. Neil Clark. What did he say to you? "Move upstairs, it's more convenient That's about it.

for you to be upstairs." Q. it? A. Q. A. Q. with you? A. Q. Yes. I would assume. Did he say why? No.

He added there would be no rent, I take

Did he ask you if that would be okay

It was okay with you, wasn't it?

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A. Q.

It was okay. How much had Thomas A. Rankin &

Associates been paying in rent up to that point in time when it moved up to the second floor? A. Q. Maybe 1500 a month. Since Thomas A. Rankin & Associates

moved its offices to the second floor of 137 East State Street, have you personally had a key to the office building? A. Q. Yes. Have you had a key or a pass card or

something that would give you the ability to gain access to the second floor of that building? A. Q. Yes. What did it take or does it take to

gain access to the second floor of the building? A. Q. A. steps. Q. To gain access to the second floor? Yes, sir. During business hours, walk up the I'm not sure I understand your question. Well, I'm just trying to understand

what security there is for the offices of State Street Consultants. You know, many offices have

locked doors, and it requires a key or it requires

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a pass card or it requires knowing a code that one has to punch in little buttons to get in. And I'm

just trying to understand what was the arrangement there with the offices of State Street Consultants. A. All occupants of the building had a

pass code to the back door. Q. Could all occupants of the building get

up to the offices of State Street Consultants? A. Q. No. What else was required for access to

the second floor? A. Q. A. alarm. Q. say: Was -- let me take that word back and Were you provided the security code to gain During business hours, nothing. How about outside of business hours? A security code for the second floor

access to the second floor during the past three years? A. Q. Yes. Are there old-fashioned keys required

to gain access to any part of the building over there?

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A. Q.

Yes. For what parts of the building does one

need a key to gain access? A. have keys. Q. A. Q. A. Q. Any other parts of the building? No. Did you have a key to the basement? No. Did you have a key to any of the To go to the basement. Interior doors

interior doors throughout the office complex? A. Q. A. Q. Did I or do I? Well, let's start with do you. Yes. Since you moved out of the building

here in the past couple of weeks, whenever it's been, you haven't yet turned in your keys? A. building. Q. So you haven't had a chance to move I have additional furniture inside the

that yet; is that correct? A. Q. Yes. Is there a point in time when you need

to get it out of there?

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A. Q. A.

Yes.

I'd like to.

What is that point in time? When it's convenient for State Street

Partners to get me access where I can send people to -MR. WEAVER: I was going to discuss

that with you today, Dan. A. -- move the furniture. MR. CVETANOVICH: in a little bit. Q. So you've got some furniture there. Why don't we do that

You've still got a key so that when the time is right you can gain access to the offices to get your furniture; is that correct? A. Q. Yes. When you vacated the building, apart

from getting the furniture out that's still there, did anyone ask you to return the key that you have to the building? A. Q. No. What part of the building are you

permitted access through use of this key? A. Q. The key to my door? Well, that may be the answer to the

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question. A. Q. Okay. You said that keys were required to get

to the basement and for some interior door. A. Q. a key. Yes. Doors, plural. You've said you've got

I'm just trying to understand what the key

you have opens. A. Q. To my interior door. Do you know whether since Thomas A.

Rankin & Associates moved its operation out of 137 East State Street the codes have been changed to permit you to gain access to the building and to the second floor of the building? A. Q. A. Q. Am I aware of that? Yes, sir. I am not aware of that. Do you know whether the codes have been

changed for one to gain access to the building and then to the second floor of the building since State Street Consultants moved its operations out of the building? A. Q. I'm not aware of it. Do you know if State Street

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Consultants' move of its operations from that building is yet complete? A. Q. started? A. Q. Yes. Do you know if any State Street I don't know. Do you know that the move has at least

Consultants personnel are yet occupying space at 49 South Grant Street? A. Q. I don't know. Do you know whether there is a timeline

in place for that move to be completed? A. Q. I don't. Do you know if there are any employees

of State Street Consultants who will be performing their duties of employment from locations other than 49 South Grant Street? A. Q. I don't know where they will work from. Have you heard anyone discuss where the

various employees of State Street Consultants will be working from? A. Q. A. I've heard. Tell me what you've heard. Home or 49 South Grant street or the

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Statehouse. Q.

I think that's it. All right. Which employees of State

Street Consultants have you heard will be performing their services from 49 South Grant Street? A. Q. A. from. Q. Have you heard that any of them will be I don't know. Do you know any of them? I don't know where they will be working

working from 49 South Grant Street? A. Q. A. ones. Q. A. Q. Haven't heard any names? No. Which employees of State Street Yes. Which ones? I don't know specifically all -- which

Consultants have you heard will be performing services from their homes? A. Andrew Minton. MR. BEHAL: Q. A. Objection. Go ahead.

You may respond. Andrew Minton, John Singleton, Penny

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Tipps, Aaron Ockerman. Q. A. Q. A. Q. A. Q. correct? A. Q. Yes. What is John Singleton's position at Any others? Jane Harrison. Any others? That's all I recall. Andrew Minton is a lobbyist, correct? Yes. Penny Tipps is also a lobbyist,

State Street Consultants? A. Q. Lobbyist. What is Aaron Ockerman's position at

State Street Consultants? A. Q. A. Q. A. Q. A. Q. A. Lobbyist. Do you know where Andrew Minton lives? No. Do you know where John Singleton lives? No. Do you know where Penny Tipps lives? Yes. Where does Penny Tipps live? Westerville.

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Q. A. Q.

Do you know where Aaron Ockerman lives? No. Do you know for how long it is planned

that Mr. Minton, Mr. Singleton, Ms. Tipps, and Mr. Ockerman will work from their homes? MR. BEHAL: whom? Q. bit. What we're talking about now -- what I'm asking you about now is what you have heard. Have you heard for how long Mr. Minton will be performing his services for SSC from his home? A. Q. I have not heard. Have you heard for how long Let me change the question a little Objection. Planned by

Mr. Singleton will be working from his home? A. Q. I have not heard. Have you heard for how long Ms. Tipps

will be working from her home? A. Q. I have not heard. Have you heard for how long

Mr. Ockerman will be working from his home? A. Q. I have not heard. Do you know if there is in existence a

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plan for when these people will cease to work from their homes? MR. BEHAL: Q. Objection.

You may respond. MR. WEAVER: I'm sorry. What was the

basis? MR. BEHAL: On the basis that I'm not

sure whose plan or what plan he's referring to. MR. WEAVER: MR. BEHAL: MR. WEAVER: So it's as to form? It is. Can you rephrase? I just

want to make sure he understands. MR. CVETANOVICH: BY MR. CVETANOVICH: Q. I'm just trying to understand whether Sure.

you have any awareness of any plan formulated by anyone for the duration for Mr. Minton, Mr. Singleton, Ms. Tipps, and Mr. Ockerman to continue working from their homes. MR. BEHAL: MR. WEAVER: answer. A. I don't know how long they're going to Objection. If you understand, you can

work from their homes.

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Q.

How did you learn that these people

would be working from their homes? A. Q. A. from. Q. So the only information you have about It was in the paper. Did you learn it from any other source? I don't know where they would work

any of these individuals working from their homes is from the newspaper? A. Q. No. What other sources of information do

you have for the proposition that these people will be working from their homes? A. Q. A. Q. A. Q. A. Q. Discussion. With whom? Andrew Minton. Anyone else? No. What did Mr. Minton tell you? I don't recall. Is he the one who told you that he,

Mr. Singleton, Ms. Tipps and Mr. Ockerman would be working from their homes, at least for a time? A. I don't recall who exactly told me

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that. Q. you that? A. Q. A. Q. Possibly. You just don't know? Possibly. Can you tell me anyone else who Did anyone other than Mr. Minton tell

communicated that information to you or part of that information to you? A. Q. A. Q. A. Q. that? A. Q. I don't know. Where were you when you and Mr. Clark Neil Clark. Anyone else? No. What did Mr. Clark tell you about that? I don't specifically remember. When did you speak with Mr. Clark about

spoke about that? A. Q. A. Q. I don't know. Did you and he speak in person? I don't know if it was in person. Did Mr. Clark communicate to you that

this would be a temporary arrangement, meaning the

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arrangement whereby some of these people would be working from their homes? A. Q. Can you re-ask that, please. Yes. When you spoke with Mr. Clark,

did he communicate to you that the arrangement whereby Andrew Minton, John Singleton, Penny Tipps and Aaron Ockerman would work from their homes was to be a temporary arrangement? A. Q. No. When you spoke with Mr. Minton about

this arrangement that has these people working from their homes, did he give you any indication of how long that arrangement would last? A. Q. No. Does State Street Consultants have

lobbyists other than Mr. Minton, Mr. Singleton, Mr. Tipps and -MR. BEHAL: Q. A. Q. A. Q. Excuse me. Neil Clark. Any others? No. Is Mr. Clark going to be working from Ms. Tipps. Ms. Tipps and Mr. Ockerman?

his home, to your knowledge?

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A. Q.

I don't know. Have you heard it stated that he will

be working from 49 South Grant Street? A. Q. A. Q. Yes. By whom? Mr. Clark. Was that in the same conversation when

he told you others would be working from their homes? A. I don't recall the specific

conversation. Q. Did he tell you the names of any other

State Street Consultants employees who would be working from 49 South State Street? MR. WEAVER: Grant Street? MR. CVETANOVICH: Let me restate the question. my head here. Q. Did Mr. Clark, when you spoke with him, I do. Thank you. Pardon me. Do you mean

Too many streets in

tell you the name of any other State Street Consultants employees who will be working from 49 South Grant Street? A. They all have the ability to work from

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49 -- whatever that street is. MR. BEHAL: A. Q. A. Q. Grant.

Grant Street. You learned that from Mr. Clark? Yes. Do you know what will be the nature of

the space that State Street Consultants will occupy at 49 South Grant? A. Q. A building. Let me ask a little better question.

And I appreciate that, but let me ask a little better question. Do you know for what uses the space that State Street Consultants will occupy in that building will be set up? A. Q. I still don't understand. I'm sorry.

In other words, is it all going to be

conference space, meeting rooms, private offices, a roller rink -A. Q. Office space. Private offices, is that your

understanding? A. There are -- from what I understand,

private offices.

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Q. A. Q.

Also meeting space? From what I understand. To your knowledge, will there be enough

private offices to house all the lobbyists? A. Q. I don't know. Do you know how many private offices

will be set up in the office space that State Street Consultants occupies at 41 South Grant? Excuse me. A. Q. 49 South Grant. I don't. You said to me probably 15 minutes ago,

Mr. Rankin, that some of State Street Consultants' employees would be working from 49 South Grant, some would be working from their homes, some would be working from the Statehouse. Which of State

Street Consultants' employees do you understand will be working from the Statehouse? A. I presume they all will perform

services at the Statehouse. Q. Do you know of any employee of State

Street Consultants who under this new arrangement will be performing work duties only at the Statehouse? A. No.

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Q.

Is there any employee of State Street

Consultants who you have been made to understand will be working out of his or her home whose name you have not already provided me? A. Q. I don't know. We spoke quite a bit earlier in our

proceeding today about the nature of the services that your firm provides for State Street Consultants. I want to ask a similar question

about the services that your firm provides for other entities, and we'll just take the other entities one by one. Let's first talk about State Street Partners. Can you describe for me, please, the

services that Thomas A. Rankin & Associates provides for State Street Partners. A. Q. A. Q. A. Q. A. Tax compliance and bookkeeping. Anything else? No. I want to make sure -I'm going to -Go ahead. I have talked with the bank, with the

lending institution, with reference to the

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mortgage on the building. Q. A. Q. Anything else? No. When you used the phrase "tax

compliance" in reference to services that your company provides to State Street Partners, what specifically do you mean? A. tax return. Q. A. Q. Anything else? No. Do you play a role in the actual Preparation of the annual partnership

remittance of taxes? A. Q. No. So you're talking about return

preparation? A. Q. the K1s? A. Q. Yes. Is there anything else that your Yes. As part of that, do you also prepare

company does for State Street Partners that's included within this phrase you used, "tax compliance"?

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A. Q.

Not that I can think of. You also told me that your company does

bookkeeping or provides bookkeeping services to State Street Partners. What precisely does your

company do in the way of bookkeeping for State Street Partners? A. My company receives a check register

from Ms. Harrison and puts it into QuickBooks, a QuickBooks format. Q. Does your company also prepare any

financial statements for State Street Partners? A. Q. No. Once the information from the check

register is put into a QuickBooks format, are there various kinds of reports that you or an operator can print from QuickBooks based on the data input from the check register? A. Q. Yes. For example, can you print a profit and

loss statement for State Street Partners using QuickBooks? A. Q. QuickBooks? Yes. Can you print a balance sheet using

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A. Q. QuickBooks? A. Q.

Yes. Can you print a general ledger using

Yes. Did you personally play any role in

helping to assemble documents that the Defendants in this lawsuit in which your deposition is being taken would produce to the Plaintiffs? A. Q. Yes. Did you play a role in generation of or

printing of the balance sheet, the general ledger, and the profit and loss statement for State Street Partners? A. me, yes. Q. A. Q. Information provided to you by whom? The check register, by Ms. Harrison. Did you also play the same role in Based on the information provided to

connection with generation of or printing of the balance sheet, the general ledger, and the profit and loss statements that have been produced for State Street Consultants? A. yes. Based on information provided to me,

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Q. Corp.? A. Q.

Is the same true for NSC Consulting

No. Did you have any role or play any role

whatsoever in -- I'm sorry. A. I thought it was the same -- are you

asking the same question that you asked two previous times? Q. A. Q. For a different entity, yes. Same exact question? Well, let me just ask the question. I

think it's going to be easier at this point. A. Q. I appreciate it. The entity that I'm going to reference Did

is NSC Consulting Corp., and the question is: you personally generate or print the balance sheets, the general ledgers, and the profit and loss statements that NSC Consulting Corp. has produced in connection with this litigation? A. Q. Based on information provided, yes.

Was there anything that you personally

had to do to gain access to the QuickBooks data of these entities in order to be able to generate those documents?

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A. Q.

Repeat that again. Certainly. Was there anything that you

personally had to do to gain access to the QuickBooks data of these entities in order to be able to generate those documents? A. Q. A. Q. Turn on my computer. Anything else? No. Were you able to access that data from Yes.

your personal computer? A. Q. Yes. Where was it located at the time that

you accessed the data for purposes of generating and printing these reports? A. Q. home? A. Q. Yes. Prior to the time when you received the 996 Poppy Hills Drive. So you were able to do that from your

request to go into QuickBooks and generate these reports, Mr. Rankin, did you already have the ability to go into the QuickBooks database of these three entities via your own computer? A. It is on my computer. QuickBooks.

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Q. Right? A. Q. computer? A. Q.

Okay. Yes? Yes.

QuickBooks is an application.

You have that on your personal

Yes. Is that an application that you use

generally in connection with your accounting practice? A. Q. Yes. Is that an application that you use for

clients of your firm other than State Street Consultants, State Street Partners, NSC Consulting Corp., and Neil S. Clark? A. Q. Yes. The data that one can access and

manipulate through use of QuickBooks for State Street Consultants, State Street Partners, NSC Consulting group, and Neil S. Clark resides where? A. Q. In my computer. Is your computer part of a computer

network that also includes computers of State Street Consultants? A. Yes.

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Q. A. Q.

For how long has that been the case? Since 2004. Who else at State Street Consultants

works with QuickBooks? A. Q. QuickBooks? A. No. MR. WEAVER: Bathroom break. We are off the No one that I'm aware of. Does Janie Harrison work with

THE VIDEOGRAPHER: record at 12:48. - - - - -

Thereupon, a luncheon recess is taken at 12:48 p.m. - - - - -

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Monday Afternoon Session January 5, 2009, 1:30 p.m. - - - - THE VIDEOGRAPHER: record at 1334. 1334. We are back on the record at 1336. BY MR. CVETANOVICH: Q. Mr. Rankin, welcome back from lunch. We are back on the

We are back off the record at

All ready to resume? A. Q. Yes. Okay. Let's do that.

At an earlier point in our proceeding today when you were describing to me the services that you provide to State Street Partners, I understood you to say that at least upon occasion you interact on its behalf with its banks. understand that correctly? A. Q. I have. And I think you specifically alluded to Did I understand that correctly? Did I

the mortgage. A. Q. Yes.

The title to 137 East State Street is

in the name of State Street Partners, correct?

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A. Q.

As far as I know. And there is a mortgage on the

building, correct? A. Q. Yes. Do you know who is the holder of the

mortgage interest in the building? A. Q. Fifth Third Bank. Do you play any role in connection with

State Street Partners' mortgage payments to Fifth Third Bank? A. Q. No role. Have there been instances, to your

knowledge, when State Street Partners missed a mortgage payment in whole or in part? A. Q. Yes. How many times has that happened, to

your recollection? A. Q. Several. When that has happened, has that

occasioned a need for someone on behalf of State Street Partners to communicate with the bank? A. Q. A. Yes. Have you been that someone? Under authority, I have.

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Q.

With whom at Fifth Third Bank have you

communicated in those instances where State Street Partners missed a mortgage payment? A. Q. A. Q. Third Bank? A. Before Eric Reidinger, Rob Hasslinger I Eric Reidinger. Anyone else? Can't remember the other fellow's name. There is another fellow from Fifth

think was his name. Q. A. Q. gentlemen? A. Reidinger. Q. officer? A. Q. Reidinger? A. Q. now? I'm not dealing with any of it now. Why are you not dealing with any of it Yes. And now you're dealing with Eric And Rob Hasslinger is the former loan More with Rob Hasslinger than with Eric Those are tough names. Some things I remember well. You've dealt with both of those

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A.

I'm under the understanding that the

attorneys are dealing with it. Q. The attorneys being legal counsel for

State Street Partners? A. Q. A. Q. I would presume. Who is that? I don't know for sure. When you said "the attorneys," what

attorneys did you mean? A. I know that Bob Behal has talked with

Fifth Third, and I know that Jamie Ryan has talked with Fifth Third. Q. Have there been occasions during the

time that you and your firm have provided services to State Street Partners when it has renegotiated the terms of its mortgage with Fifth Third Bank? A. Q. I'm sorry. Yes. Can you ask that again?

Have there been occasions or any

occasion during the time that you and your firm have provided services to State Street Partners when State Street Partners has renegotiated the terms of its mortgage with Fifth Third Bank? A. I have provided State Street Partners

with services during that time.

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Q.

Have there been renegotiations of the

terms of the mortgage? A. Q. A. Q. As far as I understand, yes. Have you been involved in the process? A portion of the process. What portion of the process have you

been involved in? A. Q. The initial portion. Tell me what the initial portion in

which you were involved was. A. mortgage. Q. out? A. Q. A. Q. A. Q. January of 2003. When was it refinanced? I don't know specifically. What's your best recollection? Can you define "refinance" for me? Well, you used the term in an answer When was the original mortgage taken The refinancing of the original

just a couple of moments ago, so I mean it in the same sense that you meant it. A. I'm not -- as far as I'm aware, the

original note has not been refinanced.

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Q.

To your knowledge, has there been any

change in the terms of State Street Partners' borrowing relationship with Fifth Third Bank? A. extended. Q. All right. Meaning that the point in The terms of the mortgage have been

time when the mortgage had to be paid off has been stretched out? A. Q. Yes. Have any other aspects of the mortgage

been changed? A. Q. To my knowledge, yes. What other terms of the mortgage

relationship have been changed? A. It's my understanding the principal And State Street

payments have been deferred.

Partners is paying interest only. Q. the loan? A. Q. No. There came a point in time when that Was that the case in the inception of

change was made by the parties to the mortgage arrangement? A. Yes.

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Q. A. Q. A. Q.

Do you recall when that was? June 2008. Do you recall why that was? Dispute amongst owners. When you say a dispute amongst owners,

isn't State Street Partners the only owner of that building? A. Partners. Q. A. Q. So you mean Mr. Clark and Mr. Tipps? Yes. They're the only two partners in State Dispute of investors in State Street

Street Partners, correct? A. Q. Yes. What did any dispute between them have

to do with the need of State Street Partners to seek to renegotiate the terms of the mortgage? A. Q. I'm sorry. Certainly. Can you please repeat? What did any dispute

between them have to do with the need of State Street Partners to seek to renegotiate the terms of the mortgage? A. I would guess -- I'd have to -- I don't

know specifically.

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Q.

You had told me that the reason that

State Street Partners sought to renegotiate the terms of the mortgage was because of a dispute amongst the owners. And then you told me that by

the owners you meant Mr. Clark and Mr. Tipps. A. Q. Uh-huh. And now I'm trying to understand what

that dispute, as you've characterized it, between Mr. Clark and Mr. Tipps had to do with creating a need for State Street Partners to seek to renegotiate the mortgage. A. anyway. The mortgage needed to be renegotiated And the dispute, as far as I'm aware, was

relating to a lease of the space between State Street Consultants and State Street Partners. Q. Why did the mortgage need to be

renegotiated anyway? A. From what I recall, it was a five-year

note due February of 2008 or January of 2008. Q. As that date approached, did State

Street Partners not have the resources to pay off the note? A. Q. No. As far as I'm aware.

So it needed to renegotiate the

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mortgage or somehow come up with the money to pay off the note? A. the note. Q. And, in fact, it then set upon a course Renegotiate, refinance, yes, or pay off

of trying to accomplish that, correct? A. Q. Yes. And you played a role in that process,

did you not? A. Q. process. A. Getting the terms from the bank of a Early on. Tell us what role you played in the

new loan for State Street Partners. Q. With whom did you interact at the bank

in getting the new terms? A. Q. A. Q. Rob Hasslinger. Anyone else? No. What was required of you to get the

terms of what would become a new mortgage note? A. Q. A. Phone call. A single phone call? No. More than one.

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Q.

So multiple telephone discussions with

the mortgage loan agent? A. Q. A. Q. Correct. Did you have to meet with him? No. Did you meet with anyone from Fifth

Third Bank as part of that process? A. Q. The early process, no. By your reference to the early process, Was there a point later in the

I'm led to ask:

process when you had to meet with someone from Fifth Third Bank? A. Third Bank. Q. I did meet with someone from Fifth I'm not sure I had to. How many times did you meet with

someone from Fifth Third Bank? A. Q. A. Once, possibly twice. With whom did you meet? Eric Reidinger. And two other Fifth

Third representatives that I don't recall their names. Q. A. Q. Where was the meeting? Fifth Third Bank. What was the purpose of the meeting?

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A. Q. changed? A. Q. A. Q.

To discuss the status of the mortgage. Of the mortgage before the terms were

Yes. Where was the meeting held? Fifth Third Bank. Did anyone accompany you to the meeting

on behalf of State Street Partners? A. Q. Neil Clark was at the meeting. Was anyone else from State Street

Partners at the meeting? A. Q. meeting? A. Q. A. Q. A. Q. Accompany -- walk together? Yes. Yes. Did you walk over and back together? I don't recall. As part of that process of No. Did Mr. Clark accompany you to the

renegotiation of the terms of the mortgage, was there a requirement that an application be submitted on behalf of State Street Partners? A. I don't recall if there was an

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application that was resubmitted. Q. Was there a requirement that any

financial documents be submitted to Fifth Third Bank? A. Q. I would presume, yes. Do you recall what manner of financial

documents were submitted to Fifth Third Bank as part of that process? A. Q. A. I don't recall exactly. Did you take care of that? I don't recall if I would have taken

care of that. Q. As a term of the mortgage, or the

mortgage relationship between State Street Partners and Fifth Third Bank, either before or after the renegotiation of terms, has State Street Partners been required to make periodic submissions of financial information to the bank? A. Q. Yes. How frequently is State Street Partners

required to make submissions of financial information to the bank? A. Q. Annually. Is that under the terms of the mortgage

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as renegotiated, or was that under the original mortgage terms? A. or if -Q. Is that something that State Street I don't know where it is in the terms,

Partners has had to do throughout the mortgage lending relationship with Fifth Third Bank? A. Q. A. Q. Probably. Do you have a recollection? Yes. So it's been there throughout the

relationship? A. Q. Yes. What financial information does State

Street Partners periodically submit to Fifth Third Bank? A. statement. Q. A. the bank? Q. A. Q. Yes, sir. I don't recall. Does State Street Partners regularly Anything else? That State Street Partners submits to Balance sheet, profit and loss

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submit cash flow statements to the bank? A. Q. Not that I'm aware of. Does State Street Partners regularly

submit to the bank statements of sources and uses of moneys or revenues? A. Q. Not that I'm aware of. Have you ever seen a statement of

sources and uses of revenues for State Street Partners? A. Q. A. Q. A. Q. A. Q. A. Q. Yes. Do you prepare those? No. Who prepares those? Ms. Harrison. Is that done in QuickBooks? No. Is it done under your supervision? No. Do you know whether pursuant to the

terms of the mortgage that State Street Partners has with Fifth Third Bank, State Street Partners is required to submit financial information of State Street Consultants? A. Yes.

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Q.

How often is State Street Partners

required to submit to Fifth Third Bank financial information of State Street Consultants? A. Q. I don't know the exact requirement. Just as best you can recollect, how

frequently is a submission made to the bank? A. Q. Annually. Were any submissions of financial

information of State Street Consultants made to Fifth Third by State Street Partners in connection with renegotiation of the terms of the mortgage? A. Q. I don't recall. When financial information of State

Street Consultants is submitted to Fifth Third Bank by State Street Partners, what is submitted? A. Q. A. Q. A balance sheet, and a P&L. Anything else? Possibly a cash flow. That would be the cash flow statements

prepared by Ms. Harrison? A. Q. Yes. Before financial information is

submitted to Fifth Third Bank, do you personally review it for accuracy?

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A. Q. A. Q.

QuickBooks information I do review. What about the cash flow statements? No. Does anyone review those for accuracy

before they're submitted to Fifth Third Bank? A. Q. I don't know. Does State Street Consultants have a

lending relationship with any banks or a borrowing relationship with any banks? A. Q. A. Third Bank. Q. What is the nature of State Street Yes. What banks? I'm aware of Huntington Bank and Fifth

Consultants' borrowing from Fifth Third Bank? A. Term note. They have a term note

outstanding. Q. note? A. Q. A. Q. A. I don't recall. What is its maturity date? I don't recall that. What was the borrowing for? The borrowing was to term out debt, What is the principal amount of the

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outstanding debt. Q. What activities have given rise to the

outstanding debt? A. Q. credit? A. Q. A. Q. Yes. It also include credit card debt? Not to my knowledge. Do you recall what the limit was on the I don't particularly know specifically. Excuse me. Was it draws upon a line of

line of credit? A. Q. 200,000. At the time that the borrowing was

termed out, as you've put it, had State Street Consultants been running at or near the limit on the line of credit? A. Q. out? A. Q. Yes. Do you recall what the principal amount Yes. It's my recollection.

And so a decision was made to term that

was at the time that that borrowing was termed out? A. I'm sorry. Can you ask that again?

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Q.

Yes, sir. Do you recall what the principal amount

was at the time that the borrowing was termed out? A. Q. 195,000, maybe. Do you recall what the term was for

repayment of the principal amount? A. Q. was? A. Q. I don't. Was the interest rate achieved through I don't. Do you recall what the interest rate

terming out the borrowing on the line of credit less than the interest rate that was payable on the line of credit? A. Q. I don't know. Does State Street Consultants have any

other borrower relationships with Fifth Third Bank? A. Q. Not that I'm aware of. What is the nature of State Street

Consultants' borrowing relationship with Huntington Bank? A. Q. Line of credit. Do you know the limit on that line of

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credit? A. Q. 100,000. Do you know if there is any security

for that line of credit from Huntington Bank? A. Q. I don't know. Do you know if there are any guarantors

of State Street Consultants' repayment obligation on the Huntington Bank line of credit? A. Q. A. Q. A. Q. Yes. Who are the guarantors? Mr. Clark and Mr. Tipps. Any others? Not that I'm aware of. Do you know if State Street Consultants

has given any other security for its repayment obligation on the line of credit to Huntington Bank? A. Q. I don't know. Do you know if State Street Consultants

has given any security for its repayment obligation on the term loan from Fifth Third Bank? A. Q. I don't know. I don't remember.

Do you know if State Street Partners

has given Fifth Third Bank any security apart from

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the mortgage interest itself in the realty for its repayment obligation on the mortgage loan? A. Q. Can you say that again? Yes, sir. (Conference room phone rings.) MR. CVETANOVICH: Gonzalez. This could be John

Let's hold on just a minute. THE VIDEOGRAPHER: Do you want to go

off the record? MR. CVETANOVICH: just a minute. I think we should for

It will take him a few minutes -We are off the

THE VIDEOGRAPHER: record at 1404.

(A brief recess is taken.) THE VIDEOGRAPHER: record at 1408. Q. Mr. Rankin, before we took a short We are back on the

break upon Mr. Gonzalez's arrival, you had just asked me to repeat a question, so let me repeat the question. If it makes sense to you, great, If it doesn't, tell me and The question is this: Do you

you can answer it. I'll rephrase it.

know if State Street Partners has given Fifth Third Bank any security apart from the mortgage

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interest itself in the realty for its repayment obligation on the mortgage loan? A. Q. Not that I'm aware of. Do you know if there are any guarantors

of State Street Partners' repayment obligation on the mortgage loan? A. Q. A. Yes. What or who are the guarantors? Mr. Clark, Mr. Tipps, and State Street

Consultants. Q. A. Q. Any others? Not that I'm aware of. Do you know if there is a condition of

the mortgage that a certain percentage of the space at 137 East State Street has to be leased? A. I don't know, or not that I'm aware of

or remember. Q. Do you know what the -- strike that.

Let's go back to the renegotiation of the terms of the mortgage and just pin down a couple of things. You told me that now the mortgage is interest only, correct? A. Q. As far as I'm aware of. And then there is, what, a balloon

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payment of principal on maturity date. correct? A.

Is that

I don't know what the terms are except

for I know -- I'm presuming that it's interest only. Q. A. Have you read the mortgage documents? I may have, but I don't recall the

exact terms. Q. A. Did you read the mortgage note? I may have, but I don't remember the

exact terms. Q. Do you know who signed the mortgage

note on behalf of State Street Partners? A. Q. this point? A. We've talked about an original mortgage Which mortgage note? Are there multiple mortgage notes at

note and a extended mortgage note. Q. Fair enough. Let's talk about both of

those again. The original mortgage note, do you know who signed it on behalf of State Street Partners? A. Q. I don't recall. The renegotiated mortgage note, if we

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can call it that, do you know who signed that on behalf of State Street Partners? A. Q. I don't recall. Did you sign either of those notes on

behalf of State Street Partners? A. Q. No. Do you know who signed the guaranty

that State Street Consultants executed to assure the repayment on the mortgage note? A. Q. I don't recall. In the scheme of things at Thomas A.

Rankin & Associates, do you consider State Street Consultants, State Street Partners, and NSC Consulting Corp. as one client? A. Q. Yes. Do you consider Mr. Clark to be part of

that one client? A. Q. Yes. You told me earlier today, quite a bit

earlier today, that you've got more than 80 clients in Thomas A. Rankin & Associates, correct? A. Q. I do recall that. Is the one client consisting of State

Street Consultants, State Street Partners, NSC

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Consulting Corp., and Mr. Clark your firm's biggest client? A. Q. A. Q. Yes. For how long has that been the case? Since 1999. Based upon fee revenues from clients,

how many times larger is the State Street Consultants client than any other client of your firm? A. please? Can you ask that question again, I want to make sure I answer it

correctly. MR. CVETANOVICH: MR. WEAVER: Sure. Sure.

Could you also -- the term

using State Street Consultants, do you mean the conglomerate that you spoke of earlier? MR. CVETANOVICH: awkward, but -MR. WEAVER: group? MR. CVETANOVICH: We can do that. Let Do you want to call it the I do. It's a little

me propose that to the witness and see if he finds that acceptable. MR. WEAVER: I don't want to run your

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depo.

Just want to make sure we're clear. MR. CVETANOVICH: We're all looking for

good communication. Q. Mr. Weaver has just proposed that when

I am referring to State Street Consultants, State Street Partners, NSC Consulting Group, excuse me, Consulting Corp., and Mr. Clark, insofar as they are treated by your company as one client, that I call them the group. Is that okay with you, just

to facilitate communication? A. Q. Yes. Okay. Then that's what we'll do. Then

my question is, based upon fee revenues from clients, how many times larger is the group than any other client of your firm? A. Q. It varies. If you had to average it, on average is

it two times bigger, three times bigger, 20 times bigger than your next largest client? A. Several years it was smaller, or was And several years it was

not my biggest client. my biggest client. Q.

But you've told me since 1999 it has

been your biggest client.

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A.

I need to fix that. MR. WEAVER:

I forgot about --

Clarify what you meant.

Q. A.

Please fix it. I forgot about a client that I had had

for several -- many -- years, yes. Q. We won't tell your long-time client

that you forgot about it. A. Q. Right. I apologize for that. For 2006, 2007,

Let's do it this way.

2008, has the group been your firm's largest client? A. Q. Yes. For that period of time, how much

bigger has the group been than your firm's next largest client, again, based upon fee revenue? A. Q. Four times. Have you read the State Street

Consultants' operating agreement? A. Q. A. Q. I have. Are you conversant with its terms? No. Do you know who are the members of

State Street Consultants? A. Yes.

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Q. A.

Who are they? Neil Clark, and that's how I prepare

the tax returns, based on Neil Clark being a member. Q. A. Q. Being the sole member? Yes. You don't believe that Mr. Tipps is

also a member? A. Q. I don't believe Mr. Tipps is a member. Why do you say that? MR. WEAVER: Can we ask what time frame

we're talking about, please? MR. CVETANOVICH: presently. MR. WEAVER: Thank you. Yeah. I'm talking

MR. CVETANOVICH: A.

I prepared a 2006 tax return with a K-1

provided to Mr. Tipps showing zero capital, zero earnings, and my definition of -- that, to me, reflects that Mr. Tipps was not a member, and I never heard anything to the contrary after that K-1 was given to Mr. Tipps. Q. Didn't that K-1 also reflect that he

did have a membership interest in the entity?

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A. Q.

Yes. All right. Now, did you prepare K-1s

for State Street Consultants for 2007? A. Q. A. Q. No. Did anyone do that? No. It's too soon for 2008. Did you

prepare K-1s for State Street Consultants for 2005? A. Q. Yes. Was Mr. Tipps reflected as member on

the K-1s prepared for 2005? A. Q. Yes. The fact of the matter is Mr. Tipps has

been reflected as a member on the K-1s prepared for State Street Consultants every year from the very beginning of its existence, correct? A. As far as I know, yes. I'm not sure I

prepared the tax return the first year, but I don't recall if I did that return. Q. Every year you have prepared the tax

return, the K-1s have reflected that Mr. Tipps is a member, correct? A. Yes.

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Q.

Did State Street Consultants file a tax

return, a federal tax return, for 2007? A. Q. A. No. Why not? The Internal Revenue Code states a

single member LLC does not file a entity tax return. Q. A. What happens in lieu of that? A schedule C is filed on the single

member, along with the single member's individual income tax return, or the sole member. Q. Is it the case that in handling the tax

return preparation and filing for State Street Consultants and for Neil Clark for calendar year 2007, you treated Mr. Clark as the sole member of SSC? A. Q. I did. For 2006, did you file an entity tax

return for SSC? A. Q. A. Yes. Why did you do it in '06 but not '07? Because I determined that Mr. Tipps was

an member -- a member of State Street Consultants for at least one minute of 2006.

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Q. A.

What did you base that on? I based that on Mr. Tipps' retirement

agreement or asset purchase agreement and through discussions with Neil Clark or Dan Rohletter. Q. A. Who is Dan Rohletter? Dan is an attorney with Carlile,

Patchen & Murphy. Q. Why would you have a discussion with

Mr. Rohletter about this issue? A. Mr. Rohletter took part in drafting the

documents I just referred to. Q. Do you know who he represented in

connection with that exercise? A. As far as I understand, State Street

Consultants. Q. Do you know if Neil Clark has filed a

personal income tax return for calendar year 2006? A. Q. Yes. Did he file a personal income tax

return for calendar year 2007? A. Q. Yes. Did State Street Consultants have a

profit, have a loss, or break even for calendar year 2007?

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A. Q.

Profit. Was that profit reflected on Schedule C

of Mr. Clark's personal income tax return for 2007? A. Q. Yes. Did you personally prepare Mr. Clark's

income tax return for 2007? A. Q. As an employee of my company, yes. What's the significance of the way you I just -- I

qualified your "yes" answer there? didn't track that very well. A.

I'm just -- wanted to make sure I have When I sign

an entity that's on the tax returns.

a tax return, I sign it on behalf of Thomas A. Rankin & Company. Q. So you're just trying to convey to me Is

that you weren't acting outside the business? it that simple? A. Q. A. Q. Yeah, it's pretty simple. All right. I'm a simple guy. There's a camera there.

To your knowledge, has Mr. Clark been the sole management authority in State Street

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Consultants since Mr. Tipps' retirement? A. Q. To my knowledge, yes. Do you recall when Mr. Tipps retired

from active lobbying? A. Q. October 2005. Have you ever reviewed the partnership

agreement of State Street Partners, PLL? A. Q. A. Q. A. Q. A. Q. A. Q. Yes. For what purpose? To review -- no specific purpose. Do you recall when you reviewed it? Not exactly. How many times have you reviewed it? Several, I'm sure. When was the most recent time? Several months ago. What was the purpose for your most

recent review of the partnership agreement? A. Q. Just to try to become familiar with it. Did you undertake that in connection

with the performance of any particular specific task for State Street Partners? A. Q. No. Did you undertake that review for the

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purpose of putting yourself in a position to better advise your client on particular matters? A. Q. A. Q. Possibly. Do you have a recollection? No. How many times have you reviewed the

operating agreement of State Street Consultants? A. Q. I don't know specifically. When's the most recent time you

reviewed that? A. Q. Within 60 days. What was the reason why you reviewed it

most recently? A. member. Q. Did you look back at that issue within To see if Paul was a -- Mr. Tipps was a

the last 60 days? A. Q. A. Q. A. Q. A. Yes. Did anyone ask you to do that? Yes. Who asked you to do that? Mr. Clark. What specifically did he say to you? "See if Mr. Tipps is a member."

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Q.

Apart from reviewing the operating

agreement, did you do anything else? A. Q. A. Q. A. Yes. What else? Looked at other agreements. What other agreements? Asset purchase agreement, and SERP,

Supplemental Employee Retirement Plan. Q. A. Q. A. Did you look at anything else? I don't recall. Did you reach a conclusion? I reached my conclusion when I filed

the original tax return. Q. When you went through this exercise

pursuant to Mr. Clark's request within the past 60 days, did you reach any new or different conclusion? A. conclusion. Q. before? A. Q. Yes. This time you came to the conclusion Did you come to the same conclusion as I have not reached a different or new

based upon a review of all those contracts you

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just named for us, correct? A. Q. No. Did reviewing those contracts or any of

those contracts lead to the conclusion that you reached? A. Q. No. What then led you to conclude as

recently as 60 days ago that Mr. Tipps is not a member of State Street Consultants? A. I concluded that when I filed the 2006

tax return for State Street Consultants. Q. But you did not reach any conclusions

as a consequence of reviewing all these documents? A. I'm not an attorney, and my conclusion

hasn't changed. Q. Do you know why Mr. Clark asked you to

take a look at that issue for him? A. Q. He asks me a lot. Do you know why he asked you to do that

particular thing for him? A. Q. To give him my thoughts, my opinion. When you completed the exercise, did

you share with him your thoughts or your opinion? A. I'm sure I did.

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Q. A. Q. A. Q. A.

What did you tell him? I didn't think Mr. Tipps was a member. Did you tell him why? Yes. What did you tell him? Advice of counsel that he had in 2006

reflected that. Q. A. Q. What counsel are you referring to? Dan Rohletter. Are you familiar with the fact that

there was an amendment to the limited liability partnership agreement of State Street Partners? A. Q. I don't recall seeing an amendment. Are you aware that the governing

documents of State Street Partners designate Mr. Tipps as the managing partner of State Street Partners? A. Q. I do recall seeing that. Do you know if Mr. Tipps has, in fact,

acted to manage the affairs of State Street Partners since his retirement? A. Q. Not to my knowledge. Do you know if during 2008 Mr. Tipps

has had to reassert himself as the managing

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partner of State Street Partners? A. Q. A. Q. Can you ask that again, please? Certainly. Sorry. Do you know if during 2008 Mr. Tipps

has had to reassert himself as the managing partner of State Street Partners? A. Has he had to? I don't know if he has

had to reassert himself, but I'm under the presumption that he has asserted himself. Q. A. Do you know why? I can't comment on why Mr. Tipps

asserted himself. Q. Has Mr. Tipps asserting his prerogative

as managing partner of State Street Partners affected you in any way in the performance of your obligations to the group? A. Q. Not to this point. Has Mr. Tipps given you or tried to

give you any directives insofar as you have been performing services for State Street Partners? A. Q. A. Can you ask that again? Certainly. Time period? Has Mr. -Is there a time period I'm sorry.

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that -Q. A. Q. Yes. Okay. Has Mr. Tipps during 2008 given you or The time period is 2008.

tried to give you any directives insofar as you have been performing services for State Street Partners? A. Mr. Tipps, from what I know, knew I was

talking with Fifth Third in trying to facilitate a refinance. Q. A. Was Mr. Tipps part of that process? Eventually Mr. Tipps took the process

over from what I understand. Q. Did you and Mr. Clark have any

discussions about Mr. Tipps taking over that process? A. Not that I recall. Mr. Clark informed

me Mr. Tipps was taking over that process. Q. Are you familiar with an entity known

as Public Policy Consultants, Incorporated? A. Q. A. Q. I know of the entity. Is that one of your clients? No. Has it ever been one of your clients?

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A. Q.

No. What do you know or understand that

entity to be? A. Mr. Tipps. Q. You know, do you not, that a couple of My understanding is an entity owned by

years back that entity transferred all of its assets to State Street Consultants? A. Q. Yes. I think you alluded earlier to the

asset purchase agreement, did you not? A. Q. I did. And you said you've seen that document,

you reviewed that document? A. Q. I have seen it. Do you know anything else about Public

Policy Consultants? A. I don't know anything else except it

was a lobbying business. Q. A. Do you know if it's still in existence? I don't know if Public Policy

Consultants is still in business or existence. Q. You are familiar with NSC Consulting

Corp., correct?

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A. Q. A. Q. A. Q.

Yes. What do you know that to be? An entity owned by Mr. Clark. Do you know the nature of its business? A lobbying business. Do you know if it is actively engaged

in the lobbying business? A. Q. Yes. For how long have you known NSC

Consulting Corp. to be actively engaged in the lobbying business? A. Q. Since 1986. Do you know how many clients it

currently has? A. Q. A. Q. A. Q. A. Eight. Can you name them? No. Can you name any of them? Yes. Tell us the ones you can name. Unisys, Washington State University,

The Limited, Ohio Nurses Association, Ohio Society of CPAs, Ohio Soft Drink Association. I can remember right now. That's all

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Q. A.

That's good. Yeah.

That's six out of eight.

If I can only hit well that in Go ahead.

the ball game. Q.

Has it had all of those entities as

clients throughout 2008? A. I'll have to go back and think about Yes.

each one I listed. Q. A. Q. A. Q.

How about 2007? Yes. How about 2006? Yes. Did NSC Consulting Corp. have any other

clients during 2008? A. Q. Possibly. Don't know? MR. GONZALEZ: I'm sorry. Objection.

He said they were eight and he named six. Q. I understand that. I mean other than

the eight -MR. GONZALES: Q. Okay.

-- did NSC Consulting Corp. have any

other clients during 2008? A. Q. Not that I'm aware of. Did it have any other clients during

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2007? A. Q. A. Q. A. Yes. How many others? I can only recall two. What are their names? American Cancer Society and American

Heart Association. Q. Did NSC Consulting Corp. have any other

clients during calendar year 2006? A. Q. I can't recall. How many employees does NSC Consulting

Corp. have on the payroll? A. Q. A. Q. A. Q. A. Q. Zero. Was that true throughout 2008? Yes. Was that true throughout 2007? Yes. Was that true throughout 2006? I don't recall. Can you ever recall a time when NSC

Consulting Corp. had employees on its payroll? A. Q. A. Yes. How far back is that? Can you rephrase that, please?

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Q.

Yes, sir.

I asked can you ever recall

a time when NSC Consulting Corp. had employees on its payroll. You said yes. And I asked you how

far back was that. A. Q. 1986. Can you recall any time since 1986 when

NSC Consulting Corp. has had employees? A. Yes. And I need to change that to I don't have --

1993, actually. Q. A. Q.

The 1986 to 1993? Yes. Okay. I'm with you. Can you remember

any time more recently than 1993 when NSC Consulting Corp. has had employees on its payroll? A. Q. A. Q. Yes. When? 2005. Okay. 2004. 2003. And back.

So as best you recall, NSC

Consulting Corp. had employees on its payroll from 1993 through 2005, correct? A. Q. And possibly 2006. What individual do you believe might

have been an employee of NSC Consulting Corp. in 2006?

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A. Q. A. Q. A. Q.

Lisa Rankin. Anyone else? Possibly Neil Clark. Anyone else? Not that I recall. Are there any books or records of NSC

Consulting Corp. that you could consult to ascertain when it last had employees and who those employees were? A. Q. A. Q. Yes. What would you consult? My QuickBooks. You've told me that NSC Consulting

Corp. had no employees in 2008, 2007, and initially you said 2006, but then you said, well, 2006, maybe Lisa Rankin was still an employee, maybe Neil Clark was an employee, you weren't sure. So let's start with that frame of

reference. If NSC Consulting Corp. has no employees, how does it render lobbying services to these eight and in some years eight-plus clients that you've said that it has? A. I don't know.

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Q.

Do you know who actually provides the

services that NSC Consulting Corp. as an entity renders to its clients? A. Q. A. Ockerman. Q. A. Q. Anyone else? Not that I know of. Those people are all lobbyists for Yes. Who are those people? Neil Clark, Andrew Minton, Aaron

State Street Consultants, correct? A. Q. As far as I know. Are all eight of those clients of NSC

Consulting Corp. on retainers? A. Q. Yes. When the clients of NSC Consulting

Corp. make their retainer payments, to what entity do the moneys go? A. Q. NSC Consulting Corp. Do the moneys then go into some account

of NSC Consulting Corp.? A. Q. I would presume. Do the moneys in some fashion or

another then flow from NSC Consulting Corp. over

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to State Street Consultants? A. Q. A. Q. A. Q. Possibly. Do you know? Yes. Do they or don't they? Yes. Tell me how that happens. Let me ask a

different question, but we may have to come back to this one. Does NSC Consulting Corp. pay SSC, meaning State Street Consultants, for the services that State Street Consultants' lobbyists render to NSC Consulting Corp.'s clients? A. Q. No. As far as I'm aware.

Does State Street Consultants ever

receive compensation from anyone for the services that its employees provide to NSC Consulting Corp.'s clients? A. Go back to the beginning. I lost you

for a second on that, please. Q. Does State Street Consultants ever

receive compensation from anyone for the services that its employees provide to NSC Consulting Corp.'s clients?

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A. Q. A. Q.

I don't know. Who would you expect to know that? Mr. Clark. You are the accountant for both

entities, correct? A. Q. Yes. And you see the books and records for

both entities, correct? A. Q. Yes. Can you not tell from the financial

books and records of State Street Consultants and NSC Consulting Corp. to which you have access whether NSC Consulting Corp. is paying State Street Consultants for the services that State Street Consultants' employees render to NSC's clients? A. ago. Q. A. Q. Well, I don't think so. Okay. Can you not tell from looking at the I thought I answered that two questions

books and records? A. Q. Yes. Then does NSC Consulting Corp. pay

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State Street Consultants for the services that State Street Consultants' employees render to NSC Consulting Corp.'s clients? A. No. That's one I thought I answered a

couple times ago, regarding SSC employees. Q. Does State Street Consultants ever

receive compensation from anyone for the services that its employees provide to NSC Consulting Corp.'s clients? A. Q. Not that I'm aware of. It is the case, is it not, that State

Street Consultants' employees are paid by State Street Consultants? A. Q. Yes. Does NSC Consulting Corp., to your

knowledge, make any payments whatsoever to State Street Consultants? A. Q. Define "payments". Remittances of moneys for goods or

services rendered. A. Q. payments? A. I might not define payments any No. Is there any other way you would define

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differently, but you might. say payment.

A loan, someone might

I have -- so I just wanted to make

sure that your payment and my payment were the same. Q. given you? A. Q. It sounds like it. All right. To your knowledge, do any contracts exist between State Street Consultants and NSC Consulting Corp.? A. Q. Not to my knowledge. To your knowledge, does NSC Consulting Are they, based on the definition I've

Corp. ever pay on behalf of State Street Consultants any of State Street Consultants' payment obligations? A. Q. One more time. I'm sorry. To your knowledge,

That's all right.

does NSC Consulting Corp. ever pay on behalf of State Street Consultants any of State Street Consultants' payment obligations? A. Not to my knowledge. MR. WEAVER: Dan, are you including

salary as part of your question when you say

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payment obligations? MR. CVETANOVICH: exclude anything. MR. WEAVER: Q. A. Q. A. Q. Okay. I didn't mean to

Which member or members of the group -Sorry. That's all right. Bad -- bad taste. All right. Which member or members of

the group as we defined that earlier pay the fees of your firm? A. Q. NSC Consulting Corp. Is the amount that you are paid then

allocated among the entities and persons for whom your company provides services pursuant to the retainer? A. Q. A. Q. I treat them, and have, as one group. You've done that for how long? The group as a whole since 2006. Does Neil Clark receive compensation in

any form from State Street Consultants? A. Q. A. No. You need to define "compensation". Does he receive money --

Money. Yes.

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Q.

-- in any form from State Street

Consultants? A. Q. A. Q. A. Q. Yes. In what form? Distribution. Anything else? No. Does Mr. Clark receive compensation or

money in any form from NSC Consulting Corp.? A. Q. Yes. In what form does he receive

compensation from NSC Consulting Corp.? A. Q. He receives money through distribution. So is it the case, Mr. Rankin, that

from neither of those two entities does Mr. Clark receive a salary? A. A salary in the term that you and I or

that -- the term "salary," no salary. Q. Does he receive compensation based upon

hourly wages? A. Q. A. Q. No. Does he receive any bonus payments? No. Does he receive any retainer payments?

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A. Q.

No. Does he receive expense reimbursement

from either of those two entities? A. Q. Not that I'm aware of. Do either of those two entities provide

Mr. Clark any in-kind compensation or remuneration? A. Q. Yes. What types of in-kind compensation or

remuneration does Mr. Clark receive from either State Street Consultants or NSC Consulting Group? A. Disability insurance coverage, life

insurance premiums; expenses that are not deductible for business purposes is treated as remuneration. Q. A. Q. Anything else? Not that I'm aware of. Which entity pays the premiums on

Mr. Clark's disability insurance? A. Q. NSC Consulting Corporation. Do you know what those amount to per

month or per quarter? A. Q. 900 a month, maybe. Which entity pays Mr. Clark's life

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insurance premiums? A. State Street Consultants has paid life

insurance premiums and NSC Consulting has paid life insurance premiums. Q. A. Q. On the same policy? Possibly. How many policies of life insurance

exist on Mr. Clark's life, the premiums of which are paid by one or both of these entities? A. or both. Q. Some of the premiums may be paid by one Four policies, possibly. Is it the case that one entity pays for

the premiums on a certain policy and the other entity pays for the premiums on a different policy? A. I've never looked at that specifically.

I don't keep track of which premiums are paid on which policy. Q. policies? A. My recollection is that Neil Clark is Do you know who are the owners of the

the owner of some policy -- several policies. Q. A. All four? And Paul Tipps is an owner of a policy

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also. Q. A. Q. A. Q. Does that account for the four? Kathy Clark is an owner of a policy. How many have we accounted for now? Five, possibly. Okay. You believe Paul Tipps is the

owner of one policy on the life of Neil Clark? A. Q. Yes. You believe Kathy Clark is the owner of

one policy on the life of Neil Clark? A. Q. Correct. And you believe that Mr. Clark himself

is the owner of the other several policies on his life? A. Q. Correct. And the premiums of all of those

policies are paid by one or another of these two entities? A. I don't recall who pays the premium on

Kathy Clark's policy. Q. Do you recall which entity paid the

premium on the policy that Mr. Tipps owned? A. Q. State Street Consultants. Do you know if that policy is current?

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A. Q.

I don't. Do you know if at a point State Street

Consultants ceased to pay the premiums on that policy? A. Q. A. Q. A. Q. I heard that. From whom did you hear that? Neil Clark. When did he tell you that? November. Did he tell you who determined to have

State Street Consultants cease paying the premiums on that insurance policy? A. I don't recall who determined that. THE VIDEOGRAPHER: Mr. Cvetanovich,

you've got about four minutes left. MR. CVETANOVICH: Q. Thank you, Jeremy.

Do you know that pursuant to one of

those agreements that you told us earlier you had reviewed Mr. Clark has an obligation to pay the premiums on that policy on his life for the benefit of Mr. Tipps? A. sorry. Q. Certainly. Do you know that pursuant You have to rephrase that for me. I'm

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to one of those agreements that you told us earlier you had reviewed Mr. Clark has an obligation to pay the premiums on that policy on his life for the benefit of Mr. Tipps? A. agreement. Q. Do you know why State Street I'm not aware of that part of

Consultants had been paying the premiums on that policy up until this point in November or thereabouts when Mr. Clark told you State Street Consultants would no longer pay those premiums? A. Q. No. Do you know if State Street Consultants

continues to pay the premiums on others of the policies on the life of Mr. Clark? A. I don't know if there has been an You

insurance premium payment since November. were referring back to the November date. Q. A. So the answer is you don't know? I don't know.

If you were referring

back to the November date. Q. You've told me that Mr. Clark had

disability insurance premiums and life insurance premiums paid by one or another of these entities.

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Did he also have health insurance premiums paid for him by one or the other of State Street Consultants and NSC Consulting Corp.? A. Q. Yes. Which of the entities paid his health

insurance premiums? A. Q. A. Q. A. Q. State Street Consultants. For how long has that been the case? I don't recall exactly. Does that continue to be the case? Yes. Are there any other items of in-kind

compensation or remuneration that Mr. Clark receives either from State Street Consultants or from NSC Consulting Corp.? A. Not -- nonbusiness expenses,

potentially. Q. Tell me what nonbusiness expenses are

paid for Mr. Clark by either State Street Consultants or NSC Consulting Corp. A. I don't know specifically what the

expenses are, but -Q. A. Do you know any of them? Personal use of meals at New Albany

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Country Club.

I can recall that.

Or -- I can

recall that one specifically. Q. A. Any others? I can't remember others. THE VIDEOGRAPHER: to change. MR. CVETANOVICH: THE VIDEOGRAPHER: record at 1507. (A brief recess is taken.) THE VIDEOGRAPHER: record at 1514. Q. Mr. Rankin, to your knowledge, does We are back on the Go ahead, Jeremy. We are off the We're going to have

State Street Consultants have a 401(k) plan for its employees? A. Q. Yes. Is it the case that State Street

Consultants' employees can determine for themselves whether they will be participants in the plan? A. Q. That's what I understand. And do they get to determine within

limits set by the plan how much they will have withheld from their paychecks to contribute to the

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plan? A. Q. Yes. Does State Street Consultants, in fact,

withhold 401(k) contributions from the paychecks of those employees who choose to participate in the plan? A. Q. That's my understanding. And when State Street Consultants

withholds 401(k) contributions from employee paychecks, what does it then do with the money? A. Remit to the 401(k) administrator or

fund holder, whatever you want to call it. Q. A. Q. Custodian, can we use that term? Good term. All right. Is there a time limit

within which those withheld 401(k) contributions have to be remitted to the custodian? A. Q. A. Q. A. Q. A. I'm sure there is. Do you know what it is? I don't exactly. Do you know approximately? Guess? If you know or as much as you know. My guess is it's 30 days after the --

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the payroll date, or 30 days after the month ended that the payroll occurred. Q. Whichever way that is, when moneys are

withheld from employee paychecks to go into their 401(k) accounts, State Street Consultants doesn't get to hang on to that money indefinitely, correct? A. Q. Correct. And it doesn't get to use that money.

That's the employees' money, correct? A. Q. It's the custodian's money. All right. The custodian holding that

money for the benefit of the plan participants, correct? A. Q. Yes. To your knowledge, have there been

instances when State Street Consultants has been delinquent in remitting the employee withholdings to the 401(k) plan custodian? A. Q. I don't know. Are there documents to which you could

refer that would tell you the answer to that question? A. Yes.

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Q. A.

What documents? I would need to review the law, so I I would

would need the Internal Revenue Code.

need the specific payroll dates, and I would need the amounts withheld on those specific dates to properly determine if State Street Consultants was indeed late. Q. Do you know whether in instances where

State Street Consultants would be late in remitting withheld 401(k) contributions it would get some kind of a reminder from the 401(k) service company used by State Street Consultants? A. Q. I don't know if that occurs. What is the process for remittance of

moneys withheld from employee paychecks to be contributed to the 401(k) plan? A. Ms. Harrison takes care of that process

for State Street Consultants. Q. whatsoever? A. Q. No. Do you determine when remittances are Do you have any role in that process

due to the 401(k) plan custodian? A. No.

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Q.

Have you been a party to any

discussions with employees of State Street Consultants regarding its periodic delinquency in remitting the funds withheld from employee paychecks for 401(k) contributions? A. I have to put the word "perceived" in

there because I don't know if they're delinquent payments or not. Q. But you've been a party to such

discussions? A. Q. A. Q. A. Q. Yes. With whom? Aaron Ockerman, Andrew Minton. Anyone else? Not that I can recall. Did you speak with the two of those

gentlemen together or one at a time? A. Q. I don't recall. What conversation did you have with

Mr. Minton about that? A. Mr. Minton thought or perceived his

401(k) contribution was not paid timely. Q. A. What did you say to him in response? Check with Mr. Clark.

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Q.

Did you have any further discussion

with Mr. Minton about that? A. Q. Not that I recall. What discussion did you have with

Mr. Ockerman about a perceived delinquency in State Street Consultants remitting his withheld 401(k) contributions to the custodian? A. Q. A. Q. Same as Mr. Minton's. Did you give the same -In that context. Excuse me. Did you give the same

response to Mr. Ockerman? A. Q. Yes. Did you have any further discussions

with him about that? A. Q. Not that I recall. Do you know of any other employees of

State Street Consultants who had the perception that their withheld 401(k) moneys were not being paid into the plan on a timely basis? A. perception. perception. Q. Are you familiar with an entity known I'm not sure if anyone else had that I don't know if anyone else had that

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as Paychex? A. Q. A. Q. Yes. What is Paychex? A payroll service company. Is that a payroll service company that

State Street Consultants uses? A. I think so. There's another interest clients

called Paycor, and I often -- I have some with Paycor also, so -Q. Do you know that State Street

Consultants uses the services of one or the other of those two entities? A. Q. Yes. You're just not sure which is the

proper name; is that correct? A. Q. A. Q. There's a "pay" in front. But you know it's one of the two? Yes. Are you aware that at a point in time

State Street Consultants utilized a service offered by that payroll services company called Taxpay? A. Q. Yes. Do you know if State Street Consultants

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continues to use that service offered by this payroll services company? A. Q. A. Q. No. No, it does not? It does not use Taxpay. Would you explain to us, please, what

the Taxpay service is. A. Paycor or -chex withdraws the funds

from an employer account and places the funds in escrow until taxes, those withholdings, are due to particular agencies. Q. And then does the payroll services

company make the remittances to the taxing authorities? A. Q. Yes. Do you recall when State Street

Consultants stopped using that service of its payroll services company? A. Q. December of 2006. Do you know who made the decision that

State Street Consultants would cease to use that service? A. Q. Mr. Clark. Did you make a recommendation to

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Mr. Clark in respect of whether State Street Consultants should continue to use that service? A. Q. decision? A. Q. Yes. Tell me what discussions you had with Not a recommendation. Did you consult with him about that

Mr. Clark about that. A. Mr. Clark was informed that he can

pay -- he can pay payroll taxes not using the Taxpay service. Q. A. Q. Informed by whom? Informed by me. Is it your understanding that when so

informed by you that was the first time that Mr. Clark had become aware of that? A. Q. No. Is it something that he had known

before you and he discussed it? A. Q. Yes. What discussion did you and he then

have about whether that was a desirable service for State Street Consultants to utilize? A. Can you repeat the question, please?

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Q.

Certainly.

I'm just trying to

understand how this decision came about to stop using the Taxpay service offered by the payroll services company. A. Q. Sure. What discussion did you and Mr. Clark

have about pros and cons that culminated in him making the decision to discontinue the service? A. Q. A pro is -I understand -- excuse me. I apologize

for interrupting, but I want to know what you and he discussed, not what occurs to you today, but what did you and he discuss? A. A pro is the withholdings are placed in A con is

escrow and payments are made for you.

those funds are removed from your account up to seven days in advance of when they are due. Q. else? A. My advice is to -- or was to continue Did you and Mr. Clark discuss anything

to pay payroll taxes using either method. Q. I need to be sure I understand that.

Are you saying that your advice to Mr. Clark was either is fine?

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A.

Either is totally acceptable, to use a

tax pay service or not. Q. A. Did you recommend one over the other? I may have told Mr. Clark there is a

different payroll service fee structure, but that may be minimal. Q. Now, do you remember telling him that,

because you just said, I may have told him that. Do you remember telling him that? A. Q. Yes. And after telling him that, did you

ground a recommendation, in part, on that difference? A. Q. No. What ultimately did you recommend to

Mr. Clark or advise Mr. Clark that State Street Consultants ought to do? A. Q. Pay their taxes. Of course you would advise that, but

did you recommend that he continue to do it through the use of the Paychex Taxpay service or Paycor Taxpay service, whichever that is, or did you instead recommend that State Street Consultants do that for itself?

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A.

I don't recall my recommendation of

both acceptable ways to pay your tax. Q. What Mr. Clark ultimately did was to

discontinue using the Taxpay service, correct? A. Q. Yes. It's true, is it not, that he

determined to discontinue the use of that service so that State Street Consultants could hang on to the employees' money a little longer, correct? A. So that State Street Consultants could

remit the funds closer to the due date. Q. A. Q. Later? Yes. Okay. And that's the same thing as

hanging on to the money a little longer, right? A. Hanging on is a relative term.

Holding, maybe. Q. A. that for -Q. Did you and Mr. Clark talk about the And using, correct? I don't know if he specifically used

ability of State Street Consultants if it would hang on to that money longer being able to use that money?

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A.

Mr. Clark was concerned possibly that

the money would not be there to take out in the first place. Q. Why would that be if the money is

withheld from employee paychecks? A. There may not have been enough money to

cover payroll. Q. So is it the case that Mr. Clark saw

discontinuing use of the Taxpay service as a way to defer the point in time when State Street Consultants had to be able to cover its payroll? A. Q. A. Q. A. that. Q. But did you understand that that was Possibly. Did he discuss that with you? Yes. Did he say that to you? I don't recall specifically him saying

something he felt would be desirable about discontinuing use of the Taxpay service? A. Q. Yes. Are you aware of any person who has

ever received a paycheck from State Street Consultants but who was not at that time an

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employee of State Street Consultants? A. I would presume anybody who got a

paycheck was an employee. Q. A. Q. question. Does that mean you don't know? Everybody would have been an employee. Let me ask a little bit different Are you aware of any persons who were

reflected as employees on the payroll records of State Street Consultants and who, in fact, received paychecks from State Street Consultants but who did not provide services to State Street Consultants or its clients? A. I don't know, nor do I keep track of,

all of State Street Consultants' employees. Q. That's certainly fair enough, but that

notwithstanding, do you know of any instance when someone was reflected as a payroll[sic] on the payroll records, received a paycheck, but was not then currently providing services to State Street Consultants or its clients? A. Q. To the best of my knowledge, no. Do you know whether -- well, let me

start my question over. Do you know a person named Brittany

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Clark? A. Q. be? A. Q. Neil Clark's daughter. Do you know whether Brittany Clark has Yes. Who do you understand Brittany Clark to

ever been an employee of State Street Consultants? A. Q. Yes. Do you know during what periods of time

she's been an employee of State Street Consultants? A. Q. A. Q. 2008. Any other periods of time? Not that I'm aware of. During what portions of 2008 has

Brittany Clark been an employee of State Street Consultants? A. Q. A. Q. Six months, maybe. Which part of the year? Latter. Do you know what her position is with

State Street Consultants? A. Q. No. Do you know what her job duties are for

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State Street Consultants? A. Q. No. Is she someone who over the course of

the past six months you would see regularly at the offices of State Street Consultants? A. Q. No. You do know that she's a full-time

college student, correct? A. Q. Yes. And you do know that she's attending

college in Boston, correct? A. Q. Yes. Do you know whether during the period

of time when she's been away at college in Boston Brittany Clark has been carried as an employee on the payroll records of State Street Consultants and receiving paychecks from State Street Consultants? A. I almost forgot the question. But I'm

during her time in -- can you repeat that? sorry. Q.

Do you know whether during the period

of time when she's been away at college in Boston, Brittany Clark has been carried as an employee on

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the payroll records of State Street Consultants and receiving paychecks from State Street Consultants? A. Q. A. Q. Yes. Do you know why that is? No. Do you know who made the determination

to pay Brittany Clark as an employee, notwithstanding that she was away at college? A. Q. Mr. Clark. Do you know if anyone else participated

in that decision? A. Q. about that? A. Q. A. Brittany. Q. Did he inform you that he was going to Not that I remember. Never talked with Mr. Clark about that? He did inform me he was employing Not that I'm aware of. Have you had a discussion with anyone

continue to pay her after she went away to college? A. I don't recall if he informed me of

that or not.

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Q. that? A. Q.

Have you talked with anyone else about

Not that I recall. Did you express any concerns or

reservations about that state of affairs to Mr. Clark? A. Q. No. Have you expressed any concerns or

reservations about that state of affairs to anyone else? A. Q. A. No. Are you concerned about that? I am not concerned to the extent

Ms. Clark is performing services. Q. Do you have knowledge that she is

performing services for State Street Consultants while she's away at college in Boston? A. Q. A. Q. I don't have knowledge of that. Have you inquired about that? No. Has anyone represented to you that

Brittany Clark is providing services to State Street Consultants while she is away in Boston going to college?

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A. Q.

No. If Ms. Clark is not, in fact,

performing services for State Street Consultants but is receiving a paycheck from them, would that give you concern? A. Q. A. Q. A. Q. A. Q. Possibly. Why possibly? Yes. That would trouble you, would it not? I don't -- yeah. You know that wouldn't be right, true? Right. Yes.

And if you knew that were going on,

wouldn't you have a discussion with Mr. Clark about that? A. Q. Yes. And would you counsel him that he

shouldn't be doing that? A. Q. Yes. Do you know of anyone else who has been

carried as a payroll on the payroll records -excuse me. Let me start over. I misspoke.

Do you know anyone else who has been carried as an employee on the payroll records of

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State Street Consultants and who has received paychecks from State Street Consultants where there is some question about whether they're providing services to State Street Consultants or its clients? A. Q. employees? A. that's all. Q. correct? A. Q. A. Q. Woman friend. All right. I've never met Ms. -Colleen Lora is Mr. Clark's girlfriend, Sam Moore, Colleen Lora. I think Yes. What other employees or nominal

She's of age. Okay. I won't ask you of age for what.

How old a woman is she? A. Q. A. Q. I'm sorry? How old a woman is she? I don't know. How long, to your knowledge, have she

and Mr. Clark been seeing each other? A. Q. Two years, possibly. And they're living together, correct?

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A. Q.

That's my understanding. Do you know how long they've been

living together? A. Q. right? MR. GONZALEZ: Q. A. Q. Objection. I don't. She was formerly an employee there,

You may respond. I think she still is. Once upon a time, she was, in fact,

regularly providing services to State Street Consultants and its clients, correct? A. Q. ago, right? A. Q. I don't know. Well, from where you sit, it is no She was doing that at that time. Okay. But that period ended some time

longer apparent that she is regularly performing services for State Street Consultants or its employees, correct? A. Q. I don't see her in the office much. But you know she's still getting a

paycheck, right? A. Yes.

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Q. A. would be. Q. that? A. Q. A. services. Q. A. Q. A. Q. A. Q.

Does that concern you or trouble you? If she's not performing services, that

Have you talked with Mr. Clark about

Yes. What did you say to him about that? That employees need to provide

When did you have that conversation? I don't recall. Was it within the past six months? Possibly. Probably? Maybe. Do you have any way of pinning down how

recently you had that discussion with Mr. Clark? A. I really don't remember exactly when

that conversation was. Q. Can you tell me the approximate time

frame when you stopped seeing Ms. Lora in the office regularly? A. I don't remember specifically when I

stopped seeing her in the office.

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Q. not? A. Q.

It's been quite some time now, has it

Possibly, yes. Okay. Now, when you took that subject

up with Mr. Clark and said, you know, if she's not working here, she shouldn't be getting a paycheck, how did he react to that? A. Q. A. Q. A. Q. I'm sure he took it under advisement. Did he say anything in response? Not that I recall. Did he say he would get back to you? No. Did he tell you to butt out and mind

your own business? A. Q. I don't recall that. Did he seem to appreciate you bringing

the topic up with him? A. Q. advisement. Yes. Now, you've said that he took it under What was it that he said or did that

communicated to you that he took it under advisement? A. Q. "I'll take that under advisement." That's what he said?

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A. Q.

Yes. Okay. Did he tell you that he would

get back to you after he had considered it further? A. Q. A. Q. No. He hasn't gotten back to you, right? No. I threw a couple words in there that It is true, is it not,

confused the question.

that he hasn't gotten back to you? A. Q. correct? A. Q. As far as I know. Have you gone back to Mr. Clark and Yes. And she's still on the payroll,

said, Mr. Clark, or, Neil, you took this under advisement, have you reached a conclusion yet? A. Q. No. Have you talked with anyone else about

that state of affairs? A. I don't think so. MR. WEAVER: Objection. Can we make

sure that the questions about who he talked to does not include either his spouse or his

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attorney, nonprivileged conversations? MR. CVETANOVICH: MR. WEAVER: I will do that.

Thank you. Yes. I'll work

MR. CVETANOVICH: around that, Mark. Q.

Do you know whether Mr. Clark engages

in any lobbying services outside of State Street Consultants or NSC Consulting Corp.? A. Q. Not that I'm aware of. Do you know whether Mr. Clark has

created a new entity through which he is doing or plans to do lobbying work? A. Q. doing that? A. Q. A plan of doing -- can you repeat that? Yes. A plan of conducting lobbying Not that I'm aware of. Has he told you that he has a plan of

activities other than through an entity other than State Street Consultants and NSC Consulting Corp.? A. Q. A. Q. Possibly. When did he tell you that? Within the past 30 days. Did he tell you when he hoped that new

entity would be operational?

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A.

When the new entity would be

operational, not that I recall. Q. Did he tell you when he hoped to start

doing business through the new entity? A. Q. No. Did he tell you whether he planned to

take or try to take clients of State Street Consultants over to his new entity? A. Q. No. Did he tell you that he planned to take

or to try to take clients of NSC Consulting Corp. over to the new entity? A. Q. No. Mr. Clark tell you that he planned to

invite employees of State Street Consultants to join him in the new entity? A. Q. A. Q. Can you repeat that? Certainly. Okay. Thank you.

Did Mr. Clark tell you that he planned

to invite employees of State Street Consultants to join him in the new entity? A. Q. Yes. Did he tell you which employees?

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A. Q. A.

Yes. Which ones? Aaron Ockerman, Andrew Minton, John

Singleton, and I think that's all. Q. Did he tell you when he planned to

extend that invitation to them? A. Q. A. Q. No. To your knowledge, has he done so yet? Yes. Has he invited each of them to leave

State Street Consultants and join his new entity? A. Q. A new entity. Has he invited all of them to leave and

join a new entity? A. Q. I don't recall. No.

Which ones has he invited to leave

State Street Consultants and join a new entity? A. Singleton. Q. A. Q. Can you think of any others? No. Do you know if Aaron Ockerman has yet Aaron Ockerman, Andrew Minton, John

responded to Mr. Clark's invitation to join a new entity?

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A. Q.

Not that I'm aware of. Do you know if Andrew Minton has yet

responded to Mr. Clark's invitation to join a new entity? A. Q. Not that I'm aware of. Do you know if John Singleton has yet

responded to Mr. Clark's invitation to join a new entity? A. Q. Not that I'm aware of. Do you know if Mr. Clark has invited

anyone other than those three persons to join him in a new entity that will provide lobbying services? A. Jones. Q. Lisa Rankin. Jane Harrison. Elizabeth

That's all I remember. Do you know if any of those persons

have yet given Mr. Clark a response to his invitation to join a new entity? MR. WEAVER: Objection. I want to

instruct the witness to not provide any answers that are gained from conversations within the spousal privilege. MR. CVETANOVICH: MR. WEAVER: Fair enough.

Thank you.

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You may answer as long as you're not discussing any information you gained within conversations between you and your spouse. A. Q. What was the question again? The question is: Do you know if any of

those persons have yet given Mr. Clark a response to his invitation to join a new entity? And those

persons, this may help you, were Lisa Rankin, Jane Harrison, Elizabeth Jones. MR. CVETANOVICH: untranslatable here. MR. WEAVER: I have an

Is that all of them? May I make a suggestion? You may, but then we

MR. CVETANOVICH:

have to read his question over again, you realize. MR. WEAVER: If you could ask the

question first with Lisa, and then ask the question again without Lisa? MR. CVETANOVICH: MR. WEAVER: Sure.

That allows him to pay

attention to the spousal privilege for the one. MR. CVETANOVICH: MR. WEAVER: Sure.

And not necessarily pay

attention to the spousal privilege -MR. CVETANOVICH: I'm happy to do it

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that way. Q. If you know whether Lisa Rankin has yet

responded to Mr. Clark's invitation from any informational source other than having heard it from Lisa herself, tell me. A. Q. No. All right. Now, let's set Lisa to one

side and stick with the other persons on the list. Now I've got to find the list again. Harrison and Elizabeth Jones. Jane

Do you know if

either of those persons has yet responded to Mr. Clark's invitation to join them in a new lobbying entity? A. Q. No. Do you know whether Mr. Clark has a

target date for these folks to join him in a new entity? A. Q. I don't know if there's a target date. Has Mr. Clark invited your company,

Thomas A. Rankin & Associates, to provide accounting services to the new entity that he's creating? A. He's -- no one has approached me about

doing accounting services.

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Q.

From your conversation with Mr. Clark,

did you take it as implicit that he wants you to continue to be the accountant for his company? A. Q. that? A. Q. A. Q. Another client? Yes. Yes. Do you know how much Mr. Clark has For a company, yes. I take it you would be happy to do

received in distributions from State Street Consultants in 2008? A. Q. A. Q. A. I don't recall exactly. Do you have a range in your mind? Yes. What's the range? 500 to -- well, let me take that back.

400 to 600,000. Q. And how much did he receive in

distributions from State Street Consultants in 2007? A. Q. A. I don't recall that. Do you have a range? 500 to 700,000.

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Q. A. Q.

How about 2006? 600 to 800,000. Now let's switch over from State Street

Consultants to NSC Consulting Corp. A. Q. Uh-huh. Do you know how much Mr. Clark has

received in distributions from NSC Consulting Corp. in 2008? A. Q. A. Q. Not exactly. Do you have a range in your mind? 250 to 350,000. Do you know how much Mr. Clark received

in distributions from NSC Consulting Corp. in 2007? A. Q. 300 to 400,000. Can you tell us how much Mr. Clark

received in distributions from NSC Consulting Corp. in 2006? A. Q. A. Q. Not exactly. Do you have a range in your mind? 350 to 400,000. In the past three years, has any

portion of NSC's -- let me say NSC Consulting Corp.'s revenues been paid to State Street

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Consultants? A. Q. Not that I recall. During the past three years, have any

portion of NSC Consulting Corp.'s revenues been paid to Paul Tipps? A. Q. Not that I recall. Do you know if State Street Consultants

gave State Street Partners notice of termination of the lease on the 137 East State Street premises? A. Q. A. Q. A. Q. A. Q. I heard that they did. From whom did you hear that? Neil Clark. When did you hear that from Mr. Clark? December 1st. Did you ever see the notice? Not that I recall. Did Mr. Clark ever discuss with you why

State Street Consultants would be moving its offices from 137 East State Street? A. Q. A. Yes. What did he tell you? The cost of the offices, the office, at

137 East State Street was too high.

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Q.

So he went to find cheaper space; is

that your understanding? A. Q. Yes. Do you know of anything that Mr. Clark

or anyone else has done on behalf of State Street Partners to find replacement tenants for 137 East State Street? A. Q. A. Yes. Tell us what you know about that. There have been advertisements in Realtor has been under

papers, local newspapers. contract.

I don't know if they go under contract

or whatever -- has been hired to assist in finding a tenant for selling the building on several occasions. Q. A. Q. Anything else? Go back to the question, please, again. Yes. The question was: Do you know of

anything that Mr. Clark or anyone else has done on behalf of State Street Partners to find replacement tenants for 137 East State Street? A. Q. Yes. I think I answered that. Yes.

Well, you did say "yes," and you did

give me two examples.

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A. Q. A. recall. Q.

Right. Is there anything else? There could be more examples. I don't

Do you know during what time frame the

newspaper advertisements have run? A. Q. I don't. Do you know if it's been within the

past six months? A. Q. I don't know. Are those of which you're aware ones

that have run within the past six months? A. printed. Q. You also said that a realtor had been I don't know when those would have been

engaged to seek tenants for the building. A. Q. A. Uh-huh. Do you know what realtor was engaged? Currently Sam Kuhn of -- an Eric George

of Calgary Realty. Q. A. Q. Do you know when they were engaged? Six months ago, possibly. Do you know if they've brought any

prospective tenants through the building in the

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past 60 days? A. Q. Sixty days. I think so.

Do you know how recently they have

brought a prospective tenant into the building? A. Q. I don't. Do you know whether Mr. Clark has

discouraged any current tenants in the building from remaining as tenants in the building? A. Q. I don't know of that. Do you know of any subtenants that

occupy space in the building? A. please. Q. Yes. It would be a tenant in the Can you define "subtenant" for me,

building that occupies not pursuant to a direct lease with the owner, but instead pursuant to a lease with another tenant. sublease. A. Q. Not that I'm aware of. Do you know the current maturity date And we call that a

of the mortgage on 137 East State Street? A. Q. this month? Probably not the exact date. Do you know that it's coming up in --

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A. Q.

Yes. Do you know if State Street Partners

has the ability to pay off the mortgage when it comes due this month? A. Q. It does not as far as I'm aware. If State Street Partners cannot pay off

the mortgage when it comes due later this month and Fifth Third Bank calls the guaranty of State Street Consultants, will it have the financial capacity to make good on its guaranty? A. Q. No, not that I am aware of. If Fifth Third Bank then goes to

Mr. Clark and calls his guaranty of the repayment of that mortgage loan, will he have the capacity to make good on the guaranty? A. Q. Not that I'm aware of. At this point in time, he has a

negative net worth, does he not? A. I don't know at this exact point in

time what his net worth might be. Q. When you were most recently aware of

his net worth, it was negative, correct? A. yes. I don't recall, but I would presume,

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Q. correct? A. Q.

And that's been fairly recently,

Yes. Did you see a newspaper article in The

Columbus Dispatch, oh, I don't know, near the end of November, early December, in which Mr. Clark was extensively quoted about his financial affairs and circumstances? A. Q. I did see the article. I think he said in that that he had a

negative net worth, didn't he? A. Q. I don't recall. Are you aware of any assets of NSC

Consulting Corp. having been transferred to State Street Consultants? A. Q. Not that I'm aware of. We talked a little while ago about

Mr. Clark receiving in-kind compensation or remuneration from State Street Consultants and/or NSC Consulting Corp., and I want to revisit that for just a minute. that. You gave me some examples of

We talked about insurance premiums for

several different kinds of insurance. Is there anything else of value apart

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from the distributions that Mr. Clark has received from State Street Consultants or NSC Consulting Corp. and these payments that either of those entities have made of his insurance premiums that Mr. Clark has received from either of those entities in the last three years? A. Q. Not that I can think of right now. To your knowledge, have either of those

entities made house payments for Mr. Clark on either of his residences? A. Q. I don't recall if they did. Have either of those entities paid

other bills of Mr. Clark? A. Q. I don't know. I don't pay the bills.

Have either of those entities provided

him an automobile? A. I don't recall if NSC made any payments I don't

from 2006 forward on an automobile. recall. Q.

Has either State Street Consultants or

NSC Consulting Group paid for any nonbusiness travel for Mr. Clark? A. Q. I don't know. Have either of those entities paid for

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any of Mr. Clark's family members or for his girlfriend or other friends to accompany him on any trips? A. I don't make his travel arrangements.

I don't know. Q. A. Q. Who would know all of that? Mr. Clark. Who at SSC, what other employees, would

know about that? A. I don't know if Ms. Harrison would know

that or not. Q. Is she the person at SSC, or State

Street Consultants, who you would expect to know that, if anyone does? A. I would expect Mr. Clark to know it, if

anyone does. Q. Well, I understand that, but I'm

talking about other employees of State Street Consultants. A. Q. Possibly. Based upon her position within the

company and the access she has, if anyone would know about it, she would know it, correct? A. Yes.

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Q.

Because she'd be writing the checks,

right, or transferring the moneys? A. Q. Yes. Have you ever read the pledge agreement

executed by Mr. Clark? MR. GONZALEZ: Q. A. Q. Objection.

You may respond. I'm sure I have. I may have misspoken. That pledge

agreement I think was executed by State Street Consultants and NSC Consulting Group. With that

revision on my part, have you read that? A. Q. A. Q. I'm sure I have. Are you familiar with the terms of it? No. Have you read the cross purchase

agreement among Mr. Clark, Mr. Tipps, State Street Partners, State Street Consultants, NSC Consulting Corp., and Public Policy Consultants? A. Q. that? A. Q. No. Conversant -Yes. Are you conversant with the terms of

Meaning if I ask you questions about

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it, you can talk with me about it? A. Q. A. I might. Okay. I don't have it memorized. I didn't

know to what extent you would expect conversant to be. Q. Do you know if NSC Consulting Corp. is

competing with State Street Consultants? A. Q. A. No. No, you don't know? No, I don't know. MR. WEAVER: Water break here? Yes. That's fine.

MR. CVETANOVICH: THE VIDEOGRAPHER: record at 1615.

We are off the

(A brief recess is taken.) THE VIDEOGRAPHER: record at 1625. Q. Mr. Rankin, are you familiar with an We are back on the

entity known as Midwest Communications? A. Q. A. Q. Yes. What do you understand it to be? A media services firm. Do you know where its headquarters is

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located? A. Q. 49 Grant Street. Is that the same location into which

you understand that some of the lobbyists for State Street Consultants will be relocating their operations? A. Q. Yes. Do you know if Midwest Communications

owns the building? A. Q. A. Q. A. Q. They do not. Do you know who owns the building? A separate entity. What's the name of the entity? Russell Clegg or Clegg Russell, LLC. Do you know who any of the principals

are of that entity? A. Q. A. Q. Russell? A. Q. I do. Does Patty Russell have an ownership Yes. Who are they? Mary Russell and Robert Clegg. Do you know someone named Patty

interest in Midwest Communications?

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A. Q. A.

Yes.

That's Mary Russell.

Is it Mary -Patty -- Mary Patricia Russell. Her

formal name is Mary Russell. Q. A. Q. Thank you. From what I know. Okay. Thank you. Do you know if Neil

Clark has an interest in that entity? A. Q. He does not. Do you know if he has an interest in

the building? A. Q. He does not. Do you know if Mr. Clark has provided

any financing to Midwest Communications? A. Q. I don't know. Do you know of any relationship

whatsoever between Mr. Clark and Midwest Communications? A. Q. A. Yes. What is the relationship? Mr. Clark is an owner of Midwest

Communications. Q. Somewhere along the line here in the

last couple of minutes, Mr. Rankin, either I

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confused you or you confused me.

Let me endeavor

to try to find out which it is, and then we'll -whoever it is, we'll get it straightened out here. A. Q. Okay. This entity, Midwest Communications,

you said it's Midwest Communications, LLC? A. Q. No. What is the full name of it, as best

you understand it? A. Midwest Communications & Media. Yeah.

Midwest Communications & Media. Q. is? A. Q. partners? A. Q. A general partnership.

Do you know what nature of entity it

Do you know who are the general

Mary Patty Russell and Neil Clark. Do you know for how long Mr. Clark has

been a general partner in Midwest Communications? A. Q. I don't know how long. Do you know what his percentage of

ownership interest is in that partnership? A. Q. Fifty percent, as far as I know. To your knowledge, are there any

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contractual relationships between State Street Consultants and Midwest Communications? A. Q. Not that I'm aware of. Apart from Mr. Clark being one of the

partners in Midwest Communications, are you aware of any contractual relationships between Mr. Clark and Midwest Communications? A. Q. Not that I'm aware of. Are you aware of any contractual

relationships between Mr. Clark and Mary Patty Russell other than their partnership agreement for Midwest Communications? A. Q. Not that I'm aware of. Could you repeat for me the name of the

entity that owns the building at 49 South Grant? You said it's Clegg Russell, LLC? A. Russell Clegg or Clegg Russell, LLC. I don't recall I

don't know which name is first. which name is first. Q. you again. Thank you.

I just found it as I asked

To your knowledge, Mr. Clark has no ownership interest in Clegg Russell or Russell Clegg, correct?

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A. Q.

To my knowledge, that's correct. To your knowledge, does anyone other

than Mary Patty Russell or Mr. Clegg have an interest in Clegg Russell or Russell Clegg? A. Q. Not that I'm aware of. Do you know how long Midwest

Communications has been in existence? A. Q. I don't. Do you know if it's been in existence

at least five years? A. Q. A. Q. Yes. Has it been? Yes. To your knowledge, has it been in the

same business for at least the past five years? A. Q. It has. Has its offices been in the same

location for at least the last five years? A. Q. I don't think so. Do you know when the offices of Midwest

Communications were relocated to 49 South Grant Street? A. Q. I don't know the specific date or year. Excuse me. Do you know how long Patty

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Russell has been a principal of Midwest Communications? A. Q. I don't. Do you know if there are any partners

in Midwest Communications apart from Patty Russell and Neil Clark? A. Q. A. Q. Not that I'm aware of. Do you know if there have ever been? I don't know if that's the fact. Do you know if Neil Clark provides any

manner of services to Midwest Communications? A. Q. A. Q. Yes. What manner of services? Consulting, as an owner. Do you know if Mr. Clark receives

compensation from Midwest Communications for the services he provides it? A. Distribution of profits is what

Mr. Clark receives. Q. Apart from that, does he receive any

other form of compensation from Midwest Communications? A. Q. No. Not that I'm aware of.

Do you know for how long Mr. Clark has

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been receiving distributions of profits from Midwest Communications? A. Q. I don't know specifically how long. What is the earliest point of which

you're aware when Mr. Clark received a partnership distribution from Midwest Communications? A. Q. 1994. To your knowledge, do Midwest

Communications and State Street Consultants share any clients or have any clients in common? A. Q. A. Q. A. Yes. Can you name those clients? I can name two. Would you do that, please. Or former clients. Current clients,

former clients? Q. Why don't we have you identify both,

and then after each just indicate whether it's former or current. A. both. Q. Vote Yes on Issue 3, former client for Vote No on Issue 5, former client for both. Are there any other either current or

former clients that State Street Consultants and Midwest Communications have or have had in common?

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A. Q.

Not that I can remember. Do you know of any clients that Midwest

Communications and NSC Consulting Corp. have in common or have had in common? A. Q. Not that I'm aware of. Do you know of any clients that Midwest

Communications has referred to State Street Consultants? A. Q. I don't know. Do you know of any clients that State

Street Consultants has referred to Midwest Communications? A. I don't have knowledge of State Street

Consultants referring business to Midwest. Q. Do you have knowledge of any

revenue-sharing agreements that exist or have existed between State Street Consultants and Midwest Communications? A. Q. Not that I'm aware of. Do you have any knowledge of any

expense sharing agreements that exist or have existed between State Street Consultants and Midwest Communications? A. Not that I'm aware of.

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Q.

You told me earlier in our proceeding,

Mr. Rankin, that some of the State Street Consultants' lobbyists who are vacating 137 East State Street will be occupying space in 49 South Grant. Do you know whether there is a lease in

existence that will permit that to occur? A. Q. Not that I know of. Do you know whether there is a lease

that will be signed to permit that to occur? A. Q. Not that I know of. Do you know what arrangements exist

that will permit some of State Street Consultants' lobbyists to occupy space at 49 South Grant Street? A. Q. Do I know of -- I'm sorry? Do you know what arrangements exist

that will permit some of State Street Consultants consultants lobbyists to occupy space at 49 South Grant Street? A. Q. I could only presume a rent payment. Do you know who the tenant will be

under that arrangement? A. I would presume State Street

Consultants.

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Q.

Do you know whether instead it will be

this new entity that Mr. Clark has spoken with you about that will be paying the rent on 49 South Grant? A. Not that I'm aware of. - - - - Thereupon, Plaintiffs' Exhibit 4 is marked for purposes of identification. - - - - Q. Mr. Rankin, I want to hand you now a

document that's been marked Plaintiffs' Exhibit 4. I'll ask you to take a moment and look at that, please. Had a chance to look that over, sir? A. Q. A. Q. Yes. Have you seen reports like this before? Yes. This says on its face, top of the very

first page, that it is a State Street Consultants 12 Month Cash-Flow Report, Year 2006. that? A. Q. I do. And then up in the upper right-hand Do you see

corner of the first page and indeed each of the

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pages of the exhibit we see a date, November 21st, 2007. A. Q. Do you see where I'm referring? I do. Do you recognize that as the run date

of the report? A. Q. Yes. These are the kind of cash flow reports

which you told me earlier are sometimes produced by Ms. Harrison, correct? A. Q. Yes. And these are reports the likes of

which you have seen in the past while providing services for State Street Consultants, correct? A. Q. A. Q. Yes. You understand how to read this report? Sure. Let me ask you just a few questions On the first page there, left-hand Do

about it then.

column, we have a heading, Sources of Cash. you see that? A. Q. I do. And then Business Income, and then

beneath that, we have a whole listing of things, some of which are entities, some of which are

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other than entities.

Those are sources of

business income to State Street Consultants; is that correct? A. Q. A. Q. correct? A. Q. Yes. And all of them on the second page are, Not all of them. Some of them are, correct? That's correct. All of them on the first page are,

down to Vitas, V-I-T-A-S, which is about two and a half inches from the bottom of the page, correct? A. Q. That's right. And then we have a series of items

listed that are something other than sources of income, right? A. Q. A. Q. That's correct. But they are sources of cash, correct? Yes. For example, there is a line item there

very near the bottom that says, "Loan from Tom Rankin." A. Q. Do you see that one? I do. Do you recall having loaned money to

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State Street Consultants? A. Q. Associates? A. Q. A. Q. And Company. And Company. Excuse me. I think my entity has. Your entity being Thomas A. Rankin &

That's all right. How many time has your entity loaned

money to State Street Consultants? A. Q. A. Q. Looks like one time here. One time in 2006 at least? Yes. Correct? How many times overall has

your entity loaned money to State Street Consultants? A. Q. I don't recall exactly. Why has your entity loaned money to

State Street Consultants? A. some money. Q. When that has happened, who has Because State Street Consultants needed

requested that your entity make a loan to State Street Consultants? A. Mr. Clark.

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Q. said yes? A. Q. A. Q. A. Q. A. Q.

When that has happened, have you always

No. How many times have you said no? Some. How many? I don't know exactly how many. What's your best approximation? Five. When you've said no to a request from

Mr. Clark -- I should say a request by Mr. Clark for a loan from your entity to State Street Consultants, why have you said no? A. Q. I may not have had the money. Do you remember that as the reason

every time you said no? THE WITNESS: MR. WEAVER: Spousal things. There's a question

pending, I may need to confer with my client with respect to the spousal privilege. MR. CVETANOVICH: MR. WEAVER: That's fine.

May we do it? Sure. Of course.

MR. CVETANOVICH: THE VIDEOGRAPHER:

We are off the

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record at 1644. (A brief recess is taken.) THE VIDEOGRAPHER: record at 1647. MR. CVETANOVICH: Mark, I can read We are back on the

questions and answers up to the point where we broke, if you want me to, or I can just attack this differently. MR. WEAVER: Let me just state on the

record that thank you for allowing the courtesy of me to confer with my client wherein I explained more fully the boundaries of attorney-client privilege and spousal privilege, and that my client is ready to answer your questions however you see fit to ask them. MR. CVETANOVICH: very much. Q. The line of questioning we were on, Great. Thank you

Mr. Rankin, had to do with instances when Mr. Clark requested that your company make a loan to State Street Consultants, but in which you said no, that your company would not make such a loan. You told me that that happened perhaps five times, not holding you to that specific number. And I

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had asked you when you said no, what was the reason that you said no, and you told me that perhaps you didn't have the money. And then I had

asked you, well, was that the reason every time. And let me just sort of put that back on the table. In those instances where you declined Mr. Clark's request for your company to loan State Street Consultants money, was it always because your company didn't have the money to spare? A. Other than discussions I may have had

with my spouse or my attorney, the reasons that I did not -- said no was I did not have cash. Q. All right. Did you ever say no because

you thought State Street Consultants wasn't a good credit risk? A. Q. No. Did you ever say no because you were

getting sick and tired of Mr. Clark coming and asking your company to loan his company money? A. Other than discussions I may have had

with my spouse or my attorney, no. Q. Okay. THE WITNESS: Is that all right?

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MR. WEAVER: you believe. believe. THE WITNESS: Q.

You may always answer what

That's not privileged, what you

Okay.

Just above the line item we've been

looking at together there, Mr. Rankin, "Loan from Tom Rankin," do you see it there near the bottom of page 2 on Exhibit 4? A. Q. Yes. Just above that, there's a line item Do you see that?

that says, "Loan from NSC." A. Q. Yes. I do.

Do you have any knowledge or

information about NSC having made loans to State Street Consultants in the year 2006? A. I would have to refer to NSC records

that I have to substantiate that. Q. Just looking at the -- what I'll call

the layout of this report, this section that we're looking at together is the "sources of cash" section, correct? A. Q. Yes. And that's where one would expect to

see amounts flowing into State Street Consultants,

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whether it's from the proceeds of a loan or otherwise, correct? A. Q. Yes. This report, the line item we're

looking at together, would suggest that there were moneys flowing into State Street Consultants via a loan or loans from NSC in several different months of the year 2006, correct? A. Q. Yes. Specifically February, April, July,

September, October, and December, correct? A. Q. Yes. And the aggregate amount of those loans Do you see that?

being $62,800. A. Q. Yes.

Do you have any recollection whatsoever

of NSC Consulting Corp. having been making loans of those amounts of money to State Street Consultants? A. Q. Yes. You do have that recollection. Why was

that happening? A. I presume State Street Consultants

needed the cash.

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Q.

Do you know if State Street Consultants

ever repaid what's reflected here as these loan amounts from NSC Consulting Corp.? You're

flipping over to the "uses of cash" section, correct? A. Q. A. Q. page 5? A. Q. A. Q. Yes. Top line? Yes. And it looks like over the course of a I am. All right. Yes. Direct me, if you would, is that on

year there were four repayments aggregating $62,800, correct? A. Q. documented? A. Q. entries? A. Q. Yes. Do you know if they were ever Through books and records. What do you mean by that? Accounting Yes. Do you know if these loans were ever

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documented by any kind of a loan agreement? A. Q. Not that I'm aware of. Do you know if they were ever

documented by promissory notes? A. Q. Not that I'm aware of. Do you know if State Street Consultants

ever gave NSC Consulting Corp. any security for repayment of the loans? A. Q. Not that I'm aware. Do you know if there was ever a

resolution of State Street Consultants's passed authorizing this borrowing from NSC Consulting Corp.? A. Q. Not that I'm aware of. Do you know who made the determination

that State Street Consultants would borrow money from NSC Consulting Corp.? A. Q. Mr. Clark. Do you know if there was interest paid

on the loans? A. Q. Not that I'm aware of. Do you know why NSC Consulting Corp.

was willing to loan moneys at no interest? A. I don't know why.

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Q.

It's not a very common business

practice, is it? A. Q. It could be, I guess. In your experience, it doesn't happen

much, does it, in the marketplace, people loan money at no interest? A. Q. Commonly-owned entities. Are you saying this was not an

arm's-length transaction? A. Q. No, I'm not saying that. You think it was an arm's-length

transaction? A. I said I think it happens with

commonly-owned entities. Q. Let me direct your attention, please,

to page 3 of Exhibit 4, and specifically the -over in the left-hand column there's a category, "unclassified income." A. Q. I do. And under that heading, "unclassified Do Do you see that?

income," there is a whole listing of clients. you see that? A. Q. I do.

Why are these clients here under this

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heading, "unclassified income," and the income derived from these clients characterized as unclassified income rather than these clients being back on the list on page 1, carrying over onto page 2? A. Ms. Harrison prepared these. And what

it looks like to me is that those are clients that are affiliated with Aronoff & Associates. Q. A. Why do you say that? Because those look like Aronoff &

Associates clients. Q. A. Q. You just recognize them as such? I do. There's nothing you see on this page 3

that indicates they're Aronoff clients, correct? A. Q. That's correct. Okay. Let me ask you to flip over, if And we earlier looked at

you would, to page 5.

the loan repayment to NSC, but I actually want you to come down the page, if you would, please, to a line item that's called "executive compensation." Do you see that? A. Q. Yes. Does that refer to Mr. Clark's

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compensation? A. Q. A. Q. It refers to Mr. Clark's distribution. Okay. Distributions. Distributions are a form of

compensation, are they not? A. Q. A. Q. Yes. It's compensation to an owner, right? Not all the time. Okay. In this instance, it was,

though, right? A. Q. It appears as though it was. Let me ask you this question: Did

Mr. Clark, to your knowledge, receive distributions of profits from Midwest distribution -- excuse me -- Midwest Communication in 2006 or for 2006? A. Q. A. Q. A. Q. Yes. In what amount? I don't know exactly. What's the range? 300 to 400,000. Did Mr. Clark receive a distribution of

profits from Midwest Communications for 2007?

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A. Q.

Not that I can recall. Did Midwest Communications operate at a

loss for 2007? A. Q. Mr. Clark? A. Q. A. Q. Yes. Do you know how great the loss was? I don't recall. Do you know if Mr. Clark has received Yes. Was a portion of the loss allocated to

distributions of profits from Midwest Communications for 2008? A. Q. A. Q. Yes. Do you know in what amount? I don't know exactly. Do you have a range or an

approximation? A. 300 to 400,000. - - - - Thereupon, Plaintiffs' Exhibit 5 is marked for purposes of identification. - - - - Q. Mr. Rankin, let me now hand you a

document that's been marked Plaintiffs' Exhibit 5.

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If you would, please, take a moment and look at that and then I'll have a few questions for you about that. A. Q. Mr. Rankin? A. Q. Yes, uh-huh. Having done so, do you recognize it as Okay. Had an opportunity to look at that now,

a State Street Consultants 12 Month Cash-Flow Report for year 2007? A. Q. Yes. And the run date on this one is

November 14, 2007, correct? A. Q. Yes. Let me direct your attention, please, And

to page 3 of this exhibit, Exhibit 5.

specifically to a category here that's labeled "Unclassified Income SA/NSC." A. Q. Yes. And then beneath that heading we have a Do you see that?

whole listing of clients, do we not? A. Q. Yes. I want to focus your attention first on

the heading again, "Unclassified Income SA/NSC."

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Is the SA reference to Stan Aronoff? A. Q. I would presume it is. And I take it the NSC reference is to

NSC Consulting Corp.? A. Q. Yes. Why is it that Mr. Aronoff's clients

would be listed under this unclassified income heading on a cash flow report? A. I don't know why it would be put under

an unclassified category. Q. Okay. Let me ask the same question for Do you know why NSC

NSC Consulting Corp.

Consulting Corp. clients would show up on a cash flow report for State Street Consultants? A. Q. No. It's the case, is it not, that on a

cash flow report for State Street Consultants the only incoming cash that should show up is cash that is available to State Street Consultants, belongs to State Street Consultants, correct? A. Q. Correct. And on the "uses of cash" portion,

which we haven't gotten to yet, but the only uses of cash that should show up would be uses of cash

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to pay or satisfy obligations of State Street Consultants, correct? A. Q. Yes. Staying here on page 3 and under the

same heading but down rather near the bottom we have, I guess under American Cancer Society or American Cancer, we see Cincinnati Schools, Cincinnati Symphony, The Limited and then the others on that page. A. Q. I do. Do you recognize those as clients of Do you see those?

NSC Consulting Corp.? A. Q. Yes. Do you recognize the other clients in

that list but above Cincinnati Schools as having been clients brought to State Street Consultants by Stan Aronoff? A. Q. Above American Cancer, yes. Yes. Okay.

There is zero cash flow for that grouping of clients there beginning with Cincinnati Schools, through the month of October, correct? A. Yes.

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Q.

And then for November and December,

because this is a report that was generated on November 14th, we don't have actual figures. Instead we have only budgeted figures, correct? A. Q. It appears correct. Do you know why there would be budgeted

figures for November and December on a cash flow report of State Street Consultants for clients of NSC Consulting Corp.? A. Q. A. Q. whole"? A. Q. I think we defined "group" earlier. Well, we defined group as several of Yes. Why? To present the group as a whole. What do you mean by "the group as a

your clients, and that was just for ease of communication. A. Q. you want -A. Q. Nope. -- but group as we defined it has no Got you. We can redefine group or do anything

applicability here.

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A. Q.

Okay. So what I'm trying to understand is why

this cash flow report would be presenting budgeted income figures for clients not of State Street Consultants, but of NSC Consulting Corp. A. So I'm presuming I can -- so Neil can

see all the lobbying clients in one specific report. Q. Now, do you know that to be the reason

it was done this way, or you're speculating that's a reason it could have been done this way? A. That's one reason why it may have

been -- I'm speculating it was done this way. Q. this way? A. I think Mr. Tipps requested it be Do you know why it was actually done

presented in this fashion. Q. A. What makes you say that? Through -- I don't know specifically,

but I think I heard that. Q. A. Q. A. From whom did you hear it? Neil Clark. When did you hear it? I don't recall. Maybe November of '07.

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Q.

Did anyone consult you about the

propriety of putting together a cash flow report like this for State Street Consultants? A. Q. No. Do you recall having provided anyone

any input into the determination of whether this manner of presentation of a cash flow report for State Street Consultants would be appropriate? A. to do that. Q. A. Q. Did you provide any input? I don't recall. Do you know if cash flow reports such It was my client's opinion or decision

as Exhibit 4 and Exhibit 5 which we've looked at together were ever provided to Fifth Third Bank? A. Q. A. Q. I don't know if they were or not. Who would know that? The bank. Would anyone at State Street

Consultants know that? A. Q. Possibly. Do you know if -- well, let's come back

to possibly. A. Okay.

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Q. A.

Possibly who would know that? Ms. Harrison prepares the report.

Mr. Clark would, I would imagine, advise whether to give it to the bank or not. Q. Apart from Mr. Clark and Ms. Harrison,

is there anyone else at State Street Consultants who you would expect to know whether the cash flow reports were provided to any of State Street Consultants' banks? A. Q. Not that I'm aware of. Is there anyone at State Street

Consultants or State Street Partners who you would expect to know -- and, again, other than Mr. Clark and Ms. Harrison -- who you would expect to know whether the cash flow reports were presented to State Street Partners' banks? A. Possibly Mr. Tipps, but -- I'm not sure

if I answered that question correctly. Q. A. Q. Anyone else? Not that I'm aware of. Do you know if either State Street

Consultants or State Street Partners maintains a file containing duplicates of all of the financial statements that have been submitted to their

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banks? A. Q. I don't know if they do or not. Who at State Street Consultants would

you expect to know that? A. Q. A. Q. A. Q. Mr. Clark. Anyone else? Possibly Ms. Harrison. Apart from those two, anyone else? Not that I would think. At State Street Partners, would it be

the same list but perhaps add Mr. Tipps? A. Q. Possibly. I may have asked you this, Mr. Rankin.

If I did, I apologize, and you can just tell me and we'll move on to something else. Do you know what banks NSC Consulting Corp. has a relationship with? A. Q. A. Q. Huntington Bank and Fifth Third Bank. We did talk about that. We did. Let me ask you to turn over to page 4, Are you there? Thank you.

if you would, still on Exhibit 5. A. Q. Yes.

On this page, just a few inches from

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the top, we have a heading, "Uses of Cash." you see that? A. Q. Yes.

Do

And then right under that a heading,

"business expenses." A. Q. listed. A. Q. Yes. And then a bunch of expense items are Do you see that listing I'm showing you? Yes. If you get down, oh, about three items

from the bottom of that list, there is an item, NSC Corp. expenses. A. Q. I do. There are no actual amounts in the Do you see that?

months of January through October, but there are budgeted amounts for each of November and December. A. Q. Do you see that? Yes. Can you tell me why on a State Street

Consultants cash flow report there would be budgeted amounts to cover not State Street Consultants' expenses but NSC Consulting Corp. expenses? A. I can't tell you why.

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Q.

Did anyone consult you about the

propriety of this? A. Q. No. Do you know who at State Street

Consultants decided to include that line item on this cash flow report? A. Q. I presume Mr. Clark. Bottom of page 2 on Exhibit 5,

Mr. Rankin, the very last item we have another loan from NSC. that loan? A. Q. I don't recall. Let me refer you back to page 3 of I think I asked around Do you have any knowledge about

Exhibit 5, Mr. Rankin.

this question but didn't quite get to the question, and let me pin that down before we move on. We did talk about several line items there near the bottom of the page, Cincinnati Schools, Cincinnati Symphony, and all those other clients listed there down to the bottom of page. Do you know why, given that there was no actual income through October on this cash flow report, there is budgeted income for the last two months

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of 2007? A. I don't know why. - - - - Thereupon, Plaintiff's Exhibit 6 is marked for purposes of identification. - - - - Q. I'd like to hand you now, Mr. Rankin,

Plaintiffs' Exhibit 6 and ask you to take a moment and look at that, please. it? A. Q. A. Q. A. Q. Yes. Ready for a question? I am. Okay. Right. And Exhibit 5 is a State Street We just looked at Exhibit 5. Had a chance to look at

Consultants Cash Flow Report, Year 2007, run on November 14th, 2007. Now we're looking at Exhibit

6, and Exhibit 6 indicates that it is a State Street Consultants 12 Month Cash-Flow Report, Year 2007, run on January 15, 2008. A. Q. Yes. And that difference in the run dates Correct?

explains, does it not, why whereas on Exhibit 5 we

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had budgeted amounts only for November and December, on Exhibit 6 we have actual dollar amounts for November and December, correct? A. is gone. Q. By this time we're two weeks past year I would presume since the "budget" word

end and actual numbers are in, right? A. Q. Yes. If you would, why don't you keep

Exhibit 5 there, because I'm going to have you compare Exhibits 5 and 6 on just a couple of points. A. Q. together. Uh-huh. Exhibit 5, page 3, you and I looked at That's the Unclassified Income SA/NSC.

You see that? A. Q. I do. When we get over to Exhibit 6, also

page 3, we have an Unclassified Income SA/NSC heading, but underneath that heading we do not have those clients that we addressed on Exhibit 5, starting with Cincinnati Schools, Cincinnati Symphony, The Limited and so on. those are gone? You see that

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A. Q. Exhibit 6? A. Q. A.

I do. Do you know why they don't appear on

Just looking at this briefly -Yes, sir. -- it appears as though Janie,

Ms. Harrison, may have consolidated some categories inadvertently. Q. Could you just tell us specifically Direct us to what you are looking

what you mean?

at and then tell us why you interpret it as you do. A. Cancer. Q. A. Yes. I guarantee you American Cancer in Exhibit 6, page 3, under American

October did not pay with us -- pay State Street Consultants, I'm sorry, $378,500. Q. A. Q. It's a big number. It's a big number. Okay. So you're assuming that that

figure includes not only the revenues realized from American Cancer, but also revenues realized from some other clients?

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A. Q. A. Q. A.

Yes. Is that the assumption you're making? Yes. Do you know what other clients? I could only presume NSC Consulting

Corporation. Q. A. And why do you presume that? Because American Cancer was a client of

NSC Consulting Corporation. Q. So your inference is that what

Ms. Harrison did was lump all of the income from NSC Consulting Corp. clients into just this one line item which she's calling American Cancer? A. Q. Most likely. All right. THE VIDEOGRAPHER: you've got about five. MR. CVETANOVICH: All right. I think What do Mr. Cvetanovich,

he starts me out with six-minute tapes. you think? Q.

Do you know why Ms. Harrison included

any NFC -- excuse me -- NSC Consulting Corp. revenues on this cash flow report for State Street Consultants?

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A.

I don't know why.

Except I may have

heard that question a few minutes ago. Q. Let me have you turn to page 4, if you

would, please, on Exhibit 6. A. Q. Yes. What starts out at the top of the page

I guess is actually carried over from the preceding page. So to get a heading, we actually

need to look near the bottom of page 3, "Uses of Cash, Business Expenses." A. Q. Yes. And then the list carries over on to Do you see where I am there, Do you see that?

the top of page 4. sir? A. Q. I do.

Looking then at the carryover portion

of that list, if you come down maybe an inch and a half, you see NSC Corp. expenses. where I'm directing your attention? A. Q. I do. And for the month of October, more than Do you see

$75,000 of NSC corporate expenses are being reflected on this State Street Consultants cash flow report. Do you see that?

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A. Q.

Yes. I take it that means that State Street

Consultants paid $75,856 of NSC Consulting Corp.'s expenses. this? A. Q. It could be interpreted that way. All right. Down at the bottom of the Is that the way you would interpret

page, we have another line item, and now we're under "unclassified expenses," but another line item labeled "loan repayment to NSC." that? A. Q. Mr. Rankin. Yes. I think we are now done with 5 and 6, You can keep them there if you like, Do you see

but I'm done with them. - - - - Thereupon, Plaintiffs' Exhibit 7 is marked for purposes of identification. - - - - Q. Let me now hand you, Mr. Rankin,

Plaintiffs' Exhibit 7. THE VIDEOGRAPHER: record at 1727. (A brief recess is taken.) We are off the

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(Mr. Behal entered the conference room.) THE VIDEOGRAPHER: record at 1740. Q. Mr. Rankin, just before we took a short Have We are back on the

break I handed you Plaintiffs' Exhibit 7.

you now had an opportunity to look that over? A. Q. Yes. Plaintiffs' Exhibit 7 is State Street

Consultants' 12 Month Cash-Flow Report, Year 2008, the run date being November 19, 2008, correct? A. Q. Yes. Let me direct your attention to page 4

of the report, under the heading "business expenses," and very near the list -- near the end of the list of business expenses we have a line item for NSC Corp. expenses. A. Q. Yes. And there are expense amounts noted for The Do you see that?

each month, January through October, of 2008. total amount for 2008 being $79,081. that? A. Q. Yes. And this statement reflects, does it

Do you see

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not, that NSC corporate expenses are being treated as expenses by State Street Consultants? A. Q. Can you repeat that? Yes. This report --

We've got NSC corporate expenses

showing up as expense items on a cash flow report for State Street Consultants, correct? A. Q. A. Q. Uh-huh. You need to say yes or no. Yes. The inference from that would be that

these NSC corporate expenses are being paid with cash or income of State Street Consultants, correct? A. Q. That's not correct. Well, the essence of this report is to

present sources of income and uses of cash, sources and uses of cash by State Street Consultants, correct? A. It's not my report, so I can only

presume that's what they were trying to do. Q. Well, that's what a sources and uses of

cash is, right? A. Q. Yes. Or stated differently, that's what a

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cash flow report is? A. Q. Yes. And this one is for State Street

Consultants, correct? A. Q. It is. And it reflects State Street

Consultants' sources of cash and its uses of cash, correct? A. Q. Yes. And this report shows on page 4 that

one of the uses of State Street Consultants' cash was to pay NSC corporate expenses. the form shows, correct? A. Q. that. I just have a series of documents that I'd like you to identify for us, if you would, Mr. Rankin. I think they're fairly self-evident, That's what it appears. All right. I think we're done with That's what

but you know the documents better than any of the rest of us. - - - - Thereupon, Plaintiffs' Exhibit 8 is marked for purposes of identification.

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- - - - Q. First of all, let me hand you a

document that's been marked Plaintiffs' Exhibit 8. MR. CVETANOVICH: Bob? MR. BEHAL: No. Thank you, though. You're welcome. Do you want one also,

MR. CVETANOVICH: Q. A. Q. A. Q.

Had a chance to look that over? Uh-huh. Yes? Yes. Sorry. Plaintiffs' Exhibit

That's all right.

8 is State Street Consultants, LLC, Balance Sheet as of December 31, 2006, correct? A. Q. Yes. And you caused this to be generated or

printed for purposes of being produced to the Plaintiffs in this litigation, correct? A. Yes. - - - - Thereupon, Plaintiffs' Exhibit 9 is marked for purposes of identification. - - - - Q. Let me now hand you Plaintiffs' Exhibit

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9.

Have you had a chance to look over Exhibit 9

now, Mr. Rankin? A. Q. Yes. Exhibit 9 is State Street Partners,

PLL -- Exhibit 9 is State Street Partners, PLL, Profit & Loss, January through December 2007, correct? A. Q. Yes. And you caused this to be generated or

printed for purposes of production to the Plaintiffs in this lawsuit, correct? A. Q. Yes. Having a little trouble keeping all

these things in any kind of a meaningful sequence here, Mr. Rankin, but we just keep grinding through them. - - - - Thereupon, Plaintiffs' Exhibit 10 is marked for purposes of identification. - - - - Q. Let me hand you Plaintiffs' Exhibit 10.

Had a chance to look that over, sir? A. Q. Yes. Exhibit 10 is State Street Consultants,

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LLC, Balance Sheet, as of December 31, 2007, correct? A. Q. Yes. And that is a document that you

generated or printed for purposes of production to the Plaintiffs in this lawsuit, correct? A. Yes. - - - - Thereupon, Plaintiffs' Exhibit 11 is marked for purposes of identification. - - - - Q. 11. Let me now hand you Plaintiffs' Exhibit Had a chance to look over Exhibit 11,

Mr. Rankin? A. Q. Yes. Exhibit 11 is State Street Consultants,

LLC, Profit & Loss, January through December 2006, correct? A. Q. Yes. And that is a document that you

generated or printed for purposes of production to the Plaintiffs in this action, correct? A. Yes. - - - - -

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Thereupon, Plaintiffs' Exhibit 12 is marked for purposes of identification. - - - - Q. 12. Now let me hand you Plaintiffs' Exhibit I'll ask you to take a moment and look at Had a chance to look at that now,

that, please. Mr. Rankin? A. Q. Yes.

Exhibit 12 is State Street Consultants,

LLC, Profit & Loss, January through December 2007, correct? A. Q. Yes. And that is a document that you

generated or printed to be produced to the Plaintiffs in this action, correct? A. Q. Yes. Let me ask you to get Exhibits 8 and 11

before you there. A. Q. A. Q. Uh-huh. Do you have those two, sir? Yes. You told me earlier that you prepared a

2006 federal tax return for State Street Consultants, and my question for you is: Are the

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net income figures from Exhibit 11 the same figures that were carried over onto the 2006 federal income tax return of State Street Consultants? A. I don't have the last two pages of the Here

2006 SSC -- State Street Consultants' P&L. it is. one. I'm sorry.

I was looking at the wrong

Sorry about that. MR. BEHAL: Sorry.

Q. now, sir? A. Q.

Have you got the correct one before you

I do. Just so the record is clear, would you

identify the exhibit number? A. Q. A. tax return. Q. Are you aware that the Defendants Exhibit 11. Yes, sir. I would have to check the records, the

haven't produced the tax returns yet? A. No. Yes. Yeah, I'm aware. I guess

you would have been given them to me already. Q. Have you been asked to assemble those

for production to the Plaintiffs in this lawsuit?

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A. Q.

I have not as of yet. Can you think of any reason why the

figures on the 2006 tax return for State Street Consultants, LLC, that income figures would differ from those reflected on the profit and loss statement at which you're looking, which is Exhibit 11? A. There would be a difference for certain

nondeductible expenses. Q. A. purposes. Q. All right. Anything else that you Such as what? Club dues is not deductible for tax

would expect to be a difference between the net income figures from the 2006 P&L and the 2006 tax return? A. Meals and entertainment is subject to a

50 percent limitation. Q. Okay. Anything else that you would

expect to cause the net income figures that appear on the P&L on the one hand and the tax return on the other to differ? A. Charitable contributions are separately

stated items.

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Q. A.

Okay.

Any other differences?

Section 197 -- 179 expenses is a

separately stated item. Q. A. deductible. Q. A. Q. All right. Any other items? All right. Any other differences?

Political contributions are not

That's all I can recall right now. Subject to the adjustments which you've

just delineated for us, would you expect the net income figure used on the 2006 federal income tax return of State Street Consultants to be the same as the net income figure reflected on Exhibit 11? A. Q. Yes. In fact, when you prepared the tax

return for State Street Consultants for 2006, was your starting point this P&L statement, Exhibit 11? A. Q. point? A. An accrual-based -- possibly an Possibly not. What would have been your starting

accrual-based financial statement. Q. Do you know that?

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A.

I don't know for certain if we started

with accrual. Q. A. Q. This is a cash-basis P&L, correct? That is correct. Let me ask you now to turn your Excuse me. 8. Exhibit 8

attention to Exhibit 8.

is State Street Consultants, LLC, Balance Sheet as of December 31, 2006. Is the information

reflected on Exhibit 8 the information you would have utilized for Schedule L to the 2006 federal income tax return of State Street Consultants? A. This is a cash-basis balance sheet. I

would need to look at the tax return to see if I used an accrual-based balance sheet. Q. Do you know whether State Street

Consultants is a cash-basis taxpayer or an accrual-basis taxpayer? A. State Street Consultants is a

cash-basis taxpayer. Q. So wouldn't you be using these

cash-basis figures from the balance sheet to do Schedule L on the tax return? A. Q. Not necessarily. You would just have to tax -- check the

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tax return to see what you did? A. Q. Yes. I think we are done with 8 and 11. Let me ask you now to have before you, if you would, Exhibits 10 and 12. A. Q. Okay. Would the net income figures that

appear on the profit and loss statement that is Exhibit 12 be the same ones you would have used on the 2007 federal income tax return for State Street Consultants? a minute. A. Q. Okay. Did you tell me that you did not -- or Let me interrupt myself just

that State Street Consultants did not file a 2007 federal income tax return? A. Q. A. Q. Correct. So there was no entity return? Correct. That was all picked up by Mr. Clark on

his personal income tax return? A. Q. Schedule C. Would the net income figures reflected

on Schedule C for Mr. Clark's 2007 federal income

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tax return be the same as those reflected on Exhibit 12, subject to that list of adjustments you've already given us? A. Q. Yes. Since you didn't do an entity return

for SSC for 2007 but instead all of that was picked up by Mr. Clark in his personal income tax return filing, is there a schedule that corresponds to Schedule L on the entity return? A. Q. No. Is there any place on Mr. Clark's

personal income tax return for 2007 that would reflect balance sheet information of State Street Consultants? A. Q. No. I think we're done with those two now. Let me direct your attention to Exhibit 9. Exhibit 9 is State Street Partners, PLL, And

Profit & Loss, January through December 2007. I would like to ask you to flip over, if you would, to page 3 of 3, down near -- excuse me. First of all, do you have page 3 of 3, sir? A. Q. Yes.

You're on the last page of the exhibit?

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A. Q.

I am. If you look down near the bottom of the

page, there is a line item for other income, and an amount that appears to be $29,936.29. see that? A. Q. Yes. Do you know what other income State Do you

Street Partners had in 2007 that is reflected in that line item? A. Q. A. Yes. What is that, please? That is income relating to the swap

transaction that State Street Partners entered into to finance the building. Q. Tell us what you mean by the swap

transaction. A. I'll do the best I can. Swap

transaction is a derivative that is placed on the open market to create a fixed income instrument in a variable interest rate world. MR. BEHAL: Q. Pretty good.

Are you telling me that State Street

Partners entered into such a transaction in 2007? A. No.

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Q.

Are you saying that the income was

realized in 2007? A. It's a very difficult transaction to

understand, but it -- income of $29,936.29 was realized in 2007. Q. undertaken? A. It originated with the financing in Do you know when the transaction was

2003 through Fifth Third. Q. Tell me the structure of the

transaction. A. Enter into -- State Street Partners

enters into a variable rate loan agreement. Q. A. Q. A. With Fifth Third? With Fifth Third Bank. All right. And in turn Fifth Third Bank goes into

the derivative market and sells a obligation for the same principal amount at a different fluctuating rate in order to create a fixed rate environment for State Street Partners. Q. A. Q. Keep going. That's the best I can do. And you think that's complicated?

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A. Q.

To me it is.

And it always will be. It's very complicated

I'm teasing you.

at 6:00 on a day we've been going all day, isn't it? A. Q. here. please. For that matter, we could have done 1 of 3, but let's stay on 2 of 3 since I directed your attention there. We have an "other income" Right. One other thing I want to ask you about Let me take you to page 2 of 3 if I may,

line on this page, probably four or five line items from the bottom. A. Q. Yes. Are those the monthly increments that Do you see that?

total the 29,000 plus amount that we just looked at together? A. Q. Yes. So that's income that was realized on a

monthly basis, correct? A. Q. Yes. I think those are all the questions I Let's go off the record. We are off the

have about that.

THE VIDEOGRAPHER:

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record at 1810. (A brief recess is taken.) THE VIDEOGRAPHER: record at 1817. MR. CVETANOVICH: Mr. Rankin, those are Just to We are back on the

all the questions I have at this time.

repeat something that we observed earlier in the deposition, many of the documents that the Plaintiffs sought from the defendants have not yet been produced. When those documents are produced

almost certainly we will have some additional questions for you, but until we get the documents I think that's really all we can do. I want to thank you for your time and attention. I appreciate it very much. THE WITNESS: MR. WEAVER: Okay. Thank you. This concludes the At this time the

THE VIDEOGRAPHER: deposition of Thomas Rankin.

witness has the right to review the videotape if you wish to exercise your right at this time. MR. WEAVER: No. We are off the video

THE VIDEOGRAPHER: record at 1818.

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- - - - Thereupon, the foregoing proceedings concluded at 6:18 p.m. - - - - -

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State of Ohio

:

C E R T I F I C A T E

County of Franklin: SS I, Cindy L. Knecht, a Notary Public in and for the State of Ohio, do hereby certify the within named Thomas A. Rankin was by me first duly sworn to testify to the whole truth in the cause aforesaid; testimony then given was by me reduced to stenotypy in the presence of said witness, afterwards transcribed by me; the foregoing is a true record of the testimony so given; and this deposition was taken at the time and place as specified on the title page. I do further certify I am not a relative, employee or attorney of any of the parties hereto, and further I am not a relative or employee of any attorney or counsel employed by the parties hereto, or financially interested in the action. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal of office at Columbus, Ohio, on January 6, 2009. ______________________________________________ Cindy L. Knecht, Notary Public - State of Ohio My commission expires August 3, 2009.

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Witness Errata and Signature Sheet Spectrum Reporting LLC Code 333 East Stewart Avenue Omitted Columbus, Ohio 43206 Clarification Phone - 614-444-1000 explain) Email - admin@spectrumreporting.com _____ Page/Line _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ _________ in this matter, or the same has been read to me. errata sheet(s) be entered into the record for the reasons indicated. Date ____________________ Signature ___________________________________________________________ The witness has failed to sign his deposition within the time allowed. Date ___________________ Signature ___________________________________________________________ I request that the changes noted on my Correction, Addition, or Change _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ _________________________________________ Reason Code ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ R Sheet _____ of Fax - 614-444-3340 5 - Other Correction (Please 3 - Wrong Word 4 1 - Misspelling 2 - Word Correction or Change Reason

I, Thomas A. Rankin, have read the entire transcript of my deposition taken