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DECLARATION OF JOfIN BRANCA

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I, John Branca, declare as follows:

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I am a member of the State Bar of California. I have personal knowledge of the

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facts setforth herein.Ifcalled as a wifi.ess,I could and would competently testify thereto.

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2.

John McClain and I are the two Co-Executors of the Estate of Michael J. Jackson

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(deceased)(sometimes "the Estate"), which is being administered. under the supervision of the Los

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Angeles Superior Court, Case No. BP 1117321. Mr. McClain and i have served as personal

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representatives ofthe Estate(first as Special Administrators and then as Co-Executors)since

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shortly after Michael Jackson's passing on June 25,2009. As part of our roles as such, Mr.

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McClain and I arethetwo directors ofcertain corporations,which were wholly owned by Michael

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11 Jackson at the time of his death. Among these corporations are the Defendants in this case, MJJ

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~3, ~, ~, 12 Productions, Inc., and MJJ Ventures, Inc. We are also the only two officers of those two

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corporations.

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1 first met Michael 3ackson in around January 1980. A few days after we first met, I

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was hired as his attorney. Except for a very short period at the beginning of our relationship, l was

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an attorney with the law firm ofZiffren Brittenham LLP (which has gone by various names)

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during the entire time I worked as Michael's attorney. Thus, the below references to the work.I did

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for Michael Jackson throughout the years should be understood to include me personally and

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others at my firm under my supervision.

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4.

I served as Michael Jackson's lead music and entertainment transactional attorney

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for virtually the entire 1980s. In that role, 1 negotiated business deals and copyright acquisitions

2Z for Michael, negotiated (and re-negotiated)recording contracts for him, negotiated deals relating

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to short films he produced, handled legal issues relating to his tours,supervised litigations,and

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handled various other matters on his behalf.l represented Michael in this capacity until around late

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1989 or early 1990. At that time, Michael decided to change representation. He hired different

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attorneys,and my law firm and I stopped representing him. Towards the end of 1993,Michael

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rehired me and my firm,.and I resumed essentially the same role for him as I had before serving as

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his attorney through the 1990s(and for several years into the 2000s, and for a brief period in 2009

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justbefore his untimely passing on June 25,2009).

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5.

I understand the nature of Wade Robson's allegations in this case. knew Michael

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7ackson for roughly thirty years. I am not interested in dignifying Robson's allegations by

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discussing them, except to say that I am fully convinced that they are absolutely false, Before

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Robson came forward with his currentallegations against Michael Jackson,I met personally-with

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Robson in 2011 in my office in Century City. Robson met with me in order to discuss his interest

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in being hired to help choreograph a Michael 3ackson themed Cirque du Soleil show. At no time

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in our meeting did Robson ever intimate that he had any negative feelings towards Michael

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IO Jackson whatsoever. On the contrary; he was very excited about the passibility of being hired to

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help choreograph a Michael Jackson themed show. Ultimately, he was not hired to work on the

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6.

For the entire time I. represented and knew Michael Jackson, and continuing until

this day, he was and remains one of the most famous persons in the world. Michael was an

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many, many different and diverse areas. His extraordinary talents

But aside from his artistic

16 as a singer,song~vriter, dancer,and live performer speak for themselves.

17 talents,he also had a very goad business sense. Michael's acquisition ofa

18 portfolio, ATV Music (which included the Beatles catalog), in the 1980s is a great example of this.

large music publishing

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19 It was Michael's idea to begin investing in music publishing after he spoke to Paul McCartney

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about the subject. Michael then asked me to help him in this area. When

was available,I immediately went to Michael. He was very interested in purchasing it.

I learned that ATV Music

Some of

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Michael's advisors had concerns about the price ~f ATV Music(which kept going up),

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Michael pushed me to close a deal to buy the catalog for him, writing a note to me saying:'`Don't

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over negotiate"and "It's my catalog."

7. Michael often sought my advice on many topics ano I gave him the best advice 1

could. But I never purported to try to "control" what he did in his business,financial, legal, or

personal affairs. As with other clients,sometimes he followed my advice

and sometimes he did

not. Michael often sought advice from others as well, including

employees of his companies,

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'amily members at times, business managers, talent managers, other artists, and many, many

ethers. Again,sometimes he followed these people's advice and sometimes he did not. Michael

Jackson was a very capable and determined person.He took advice from others,but he ultimately

m ade his own decisions with respect to his business,financial,legal,and personal affairs.

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As a result of my long association with Michael Jackson, and my role as Co-

Executor ofthe Estate,i have personal knowledge ofthe matters I discuss below,The exhibits

discussed below are records kept by my office in my capacities as Co-Executor

attorney for the Estate(and for Michael Jackson during many periods

of the Estate, as an

before his death), and as an

officerand director ofMJJ Productions,Inc.,and MJJ Ventures,Inc.

M JJ PRODUCTIONS.INC.

9. MJJ Rroductions, Inc. was incorporated as a California

corporation in 1979 under

the name"Michael Jackson Productions,Inc." A true and correct copy of its Articles of

,Incorporation is attached hereto as Exhibit 1. A true and

correct copy of its original Bylaws are

attached as Exhibit 2. A true and correct copy of the "Action by Sole Director

Productions,Inc." dated November 30, 1979 is

attached hereto as Exhibit 3,

of Michael Jackson

10. In 1982, after I began representing Michael, the name of the

corporation was

changed to "MJJ Productions,Inc." A true and correct.copy of the

A rticles of Incorporation changing the name of the corporation

1982 amendments to the

are attached hereto as Exhibit 4.

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Michael Jackson was the sole stockholder of MJJ Productions, Inc.,from the time

ofitsincorporation until hispassing.in2009.

12. Michael Jackson was the sole director(i.e.,the only member ofthe Board

of

D irectors) of MJJ Productions,Tnc;,from the time of its

date, Michael Jackson amended the Bylaws of MJ~

directors to be increased from one to four. He

incorporation.until June 1, 1994. On that

Productions,Inc.,to authorize the number of

talent

appointed me,Sandy Gatlin (Michael's

m anager),and Marshall Gelfand(Michael's business manager)as

E xhibit 5 is a true and correct copy of the June 1, 1994,"Written Consent of

directors with him, Attached as

Shareholder of MJJ

Productions,Inc."so amending the Bylaws, The four of

Gelfand) were on the Board of Directors of M.TJ Productions,Inc., through at least the end of

us(me, Michael, Mr. Gatlin and Mr.

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1997. Although I, Mr. Gallin and Mr. Gelfand served as directors with Michael, we served at the

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pleasure of Michael Jackson,the sole shareholder of MJJ Productions, Tnc. We had no aLithority to

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tell him what to do in his business life, his personal life,or otherwise.

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13.

During various times when I represented Michael,I was also an officer of 1r'(JJ

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P roductions,lnc.(generally,the Secretary). As an officer of the corporation,I served at the

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pleasure ofMichael Jackson,the sole shareholder ofthe corporation(and often the sole director).

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A 5 an officer of MJJ Productions, Inc.,I had no authority to te11 Michael what to do in his business

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life, his personal life,or otherwise. No other employees or officers ofMJ1 Productions, inc., had

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any such authority either.

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During Michael Jackson's lifetime,the primar}~.business of MJJ Productions, lnc.,

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w as to furnish Michael Jackson's personal services as a recording artist. As such, MJJ

Productions,Inc.,was the partythatentered into recording contractsfor Michael Jackson's

13 services with the record company that released Michael's albums as an adult. MJJ Productions,

~4 Inc., is therefore the copyright holder of the sound recordings on all of Michael Jackson's

15 albums as an adult(the sound recordings on Michael's firsttwa albums as

16 and Thriller were originally held by the record company, but they were later transferred

17 P roductions, Inc., in around 1985).

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15. The copyrights in the underlying compositions on the albums, however, are held by

the writers ofthe musical compositions(or their assignees).For the many musical

on the albums that Michael Jackson wrote himself, he owned the copyrights in them

(generally through d/b/a called MIJ/AC Music). No copyrights to such compositions

compositions

personally

were held

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by MJ3Productions,Inc.Relatedly,MJJ Productions,Inc.,was notthe

furnished Michael's services, nor was it otherwise involved with operation of, Michael Jackson's

tours (i.e., where Michael performed live). MJJ Productions,lnc., was not in the child care

corporate entity that

business and was not otherwise in a business that required direct contact with, or supervision

of,

children,

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MJJ VENTURES,INC.

16. MJJ Ventures was incorporated as a California corporation in 1991. Attached as

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E xhibit 6 is a true and correct copy of its Articles of Incorporation dated February 22, 1991.

A ttached as Exhibit 7 is true and correct copy of its original Bylaws, ratified by

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Michael

Jackson as sole director on February 26, 1991. Attached as Exhibit 8 is a true and

correct copy of

the "Action by Consent in Writing of the Sole Shareholder of MJJ Ventures, Inc."

signed by

M ichael Jackson on February 26, 1991. Attached as Exhibit 9 is the "Action Without a Meeting

of the Sole Incorporator of MJJ Ventures,lnc." dated February 26, 1991,appointing

Jackson as sole directorof MJJ Ventures,Inc.

Michael

].7. Michael Jackson was the sole stockholder ofMJJ Ventures,Inc.,from the time of

its incorporation until his passing in 2009.

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Michael Jackson was the sole director(i.e.,the only member of the Board of

D irectors)of MJJ Ventures,Inc.,from the time of its incorporation until

date, Michael Jackson amended the Bylaws of MJJ Ventures,Inc.,to authorize

June 1, 1994. On that

the number of

directors to be increased from one to four. He appointed me,

m anager), and Marshall Gelfand (Michael's business manager)as directors

Sandy Gallin (Michael's talent

with him: Attached as

E xhibit 10 are true and correct copies of the June 1, 1994,"Written

Consent of Director of MJJ

V entures,Inc." and the June 1, 1994,"Written Consent of

amending the Bylaws. The four of us(me, Michael, Mr. Galfin and

Shareholder of MJJ Ventures, Inc." so

Mr. Gelfand)were on the

B oard of Directors of MJJ Ventures, Inc., through at least

the end of 1997. Although I, Mr. Gatlin

and Mr. Gelfand served on the Board of Directors with

Michael, we served at the pleasure of

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Michael Jackson,the sole shareholder of MJJ Ventures,-Inc.,and

had no authority to tell him what

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19. During various times when I represented Michael,I was

also an officer of MJJ

V entures,Inc.(generally,the Secretary). As an officer of the

corporation,]served at the pleasure

of Michael Jackson,the sole shareholder ofthe corporation(and often

the sole director). As an

officer of MJJ Ventures,Inc.,i had no authority to tell Michael

what to do in his business life, his

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personal life,or otherwise.No other employees or officers of MJJ Ventures,Inc., had any such

authority either.

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20. MJJ Ventures,Inc., was created to be a joint venture partner in, and to provide

M ichael Jackson'sservices in,ajointventure between Michael Jackson(through MJJ Ventures,

Inc.) and Sony Music Entertainment(through affiliated companies), The Joint Venture is a

b usiness venture between two entities that came together as a team to create business endeavors in

various forms of media.The Joint Venture provides MJJ Ventures,Inc.,separate from Michael's

record royalties as a recording artist,a share of profits from variousjoint business endeavors.

2 1. MJJ Ventures,Inc., did not own the copyrights in Michael Jackson's sound

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recordings or in musical compositions Michael Jackson wrote, Belatedly, MJJ Ventures, Inc., was

n ot the corporate entity that furnished Michael's services, nor was it otherwise involved with

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operation of,Michael Jackson'stours(i.e.,where Michael performed live).MJJ

Ventures,Inc.,

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required direct contact

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~with,or supervision of,children.

MICHAEL JACKSON'S RESIDENCES

22. In around 1987, Michael Jackson acquired a large ranch in

Santa Barbara County.

H e named it the "Neverland Valley Ranch" (hereafter referred to as "the Ranch"). I and my law

firm dealt with various legal issues in the negotiation of the sale of the

Jackson held title to the Ranch in his own name from the time he

Ranch to Michael. Michael

acquired it until the mid- to late-

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~~ 2000s. At no time did either MJJ Productions, Inc., or MJJ Ventures, Inc, hold title

to, or

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~~otherwise own any interestin,the Ranch.

23. At various times in the late 1980s and through the 1990s,

Michael Jackson owned

apartments in Los Angeles, where he spent time while in Los Angeles. At no.time did

either of

M JJ Productions,Inc.,or MJJ Ventures,Inc, hold title to,or otherwise own any interest in, those

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24. Neither I, nor anyone else employed by or connected with MJJ

Productions,lnc. or

M JJ Ventures,Inc. had any right or authority whatsoever to tell Michael Jackson:(a) when

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and with whom;(b) who

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1 c ould and.cou]~ i3ot visit Michael atfhe Ranch or his apartments;or(c)t~ create

2 procedures''.for when and how Michael.could arrive

3 ~ vho .could and could not visit hi.m at the Ranch or.his apartments.

any sort of

and Leave Ehe Ranch or his.apartments,and

4 I declare:under penalty of perjury under the laws of the State of

California,that tine

5 . oregoing is tnle and correct,

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E xecuted June-~S ,20i at ~-os

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