8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 15, 2009

PFF BANCORP, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	001-16845	95-4561623
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1490 North Claremont Boulevard, Suite 100 Claremont, CA	91711
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (909) 447-2085

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On September 15, 2009, PFF Bancorp, Inc. (the “Company”) and Glencrest Investment Advisors, Inc., Glencrest Insurance Services, Inc., Diversified Builder Services, Inc. and PFF Real Estate Services, Inc. (collectively with the Company, the “Debtors”) filed their monthly operating reports for the period August 1, 2009 to August 31, 2009 (the “August 2009 Monthly Operating Reports”) with the United States Bankruptcy Court for the District of Delaware (the “Court”) (Case Number 08-13127-KJC). On September 25, 2009, the Debtors filed amendments to the August 2009 Monthly Operating Reports. The August 2009 Monthly Operating Reports, as amended, are attached hereto as Exhibit 99.1 and are incorporated herein by reference.

Cautionary Statement Regarding Financial and Operating Data

The Company cautions investors and potential investors not to place undue reliance upon the information contained in the August 2009 Monthly Operating Reports, as amended, which were not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The August 2009 Monthly Operating Reports, as amended, are limited in scope, cover limited time periods, and have been prepared solely for the purpose of complying with the monthly reporting requirements of the Bankruptcy Code. The August 2009 Monthly Operating Reports, as amended, were not audited or reviewed by independent accountants, were not prepared in accordance with U.S. Generally Accepted Accounting Principles, are in a format prescribed by applicable bankruptcy laws, and are subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, the August 2009 Monthly Operating Reports, as amended, are complete. The August 2009 Monthly Operating Reports, as amended, also contain information for periods which are shorter and otherwise different from those required in periodic reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and such information is likely not indicative of the Company’s financial condition or operating results for the period that would be reflected in the periodic reports pursuant to the Exchange Act. Results set forth in the August 2009 Monthly Operating Reports, as amended, should not be viewed as indicative of future results.

Forward-Looking Statements

Certain matters discussed in this Current Report on Form 8-K and the exhibits hereto may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates” or variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements may relate to, among other things, expectations of the business environment in which the Company operates, projections of future performance, perceived opportunities in the market and statements regarding the Company’s strategic objectives. These forward-looking statements are based upon current management expectations and may therefore involve risks and uncertainties. The Company’s actual results or performance may differ materially from those suggested, expressed, or implied by forward-looking statements due to a wide range of factors including, but not limited to, the Company’s ability to manage its business as a debtor-in-possession pursuant to the provisions of the Bankruptcy Code and liquidate all of its remaining assets for distribution to creditors, the Company’s ability to obtain Court approval with respect to motions in the Chapter 11 proceeding prosecuted by it from time to time, risks associated with third parties seeking and obtaining Court approval to convert the case to a Chapter 7 case, and other risks detailed in the Company’s reports filed with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2008 and the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended June 30, 2008 and September 30, 2008. The Company disclaims any obligation to subsequently revise or update any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Number		Exhibit
	99.1	Monthly Operating Reports of the Debtors for the period from August 1, 2009 to August 31, 2009, as amended.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 29, 2009	PFF BANCORP, INC.
	/s/ Kevin McCarthy
	Kevin McCarthy
	President and Chief Executive Officer

EXHIBIT INDEX

Number		Exhibit
	99.1	Monthly Operating Reports of the Debtors for the period from August 1, 2009 to August 31, 2009, as amended.

EX-99.1

Exhibit 99.1

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

	x
	:
In re	:	Chapter 11
	:
PFF Bancorp, Inc., et al.,1	:	Case No. 08-13127 (KJC)
	:
Debtors.	:	(Jointly Administered)
	:
	x	Re: Docket No. 322

NOTICE OF AMENDMENT TO PFF BANCORP, INC’S
AUGUST MONTHLY OPERATING REPORT

PLEASE TAKE NOTICE that on September 15, 2009, PFF Bancorp, Inc. (“Bancorp”), one of the above-captioned debtors and debtors-in-possession (collectively, the “Debtors”) filed its monthly operating report for August 2009 [Docket No. 322] (the “August MOR”) with the United States Bankruptcy Court for the District of Delaware, 824 North Market Street, 3rd Floor, Wilmington, Delaware 19801 (the “Bankruptcy Court”).

PLEASE TAKE FIRTHER NOTICE that Bancorp has today filed an amendment to the August MOR (the “Amendment”) with the Bankruptcy Court to reflect changes based upon certain additional information that has become available to the Debtors. A copy of the Amendment is attached hereto as Exhibit 1.

¹ The Debtors are the following 5 entities (the last four digits of their respective taxpayer identification numbers follow in parentheses): PFF Bancorp, Inc., a Delaware corporation (1623), Glencrest Investment Advisors, Inc., a Delaware corporation (1405), Diversified Builder Services, Inc., a California corporation (4416), PFF Real Estate Services, Inc., a California corporation (0728) and Glencrest Insurance Services, Inc., a California corporation (3118). The mailing address of each of the Debtors is 2058 N. Mills Ave, #139, Claremont, California 91711.

Dated: September 25, 2009             Wilmington, Delaware	Respectfully submitted,
	/s/ Chun I. Jang Paul N. Heath (DE 3704) Chun I. Jang (DE 4790) RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 Email: heath@rlf.com             jang@rlf.com
	-and-
	Richard A. Chesley (Ill. Bar No. 6240877) Kimberly D. Newmarch (DE 4340) PAUL, HASTINGS, JANOFSKY & WALKER LLP 191 North Wacker Drive, 30th Floor Chicago, Illinois 60606 Telephone: (312) 499-6000 Facsimile: (312) 499-6100 Email: richardchesley@paulhastings.com             kimberlynewmarch@paulhastings.com
	COUNSEL FOR DEBTORS AND DEBTORS IN POSSESSION

2

EXHIBIT 1

In re	PFF Bancorp, Inc.	Case No.	08—13127
		Reporting Period:	8/1/09 — 8/31/09

Due to new information that has become available to the Debtor it is necessary for the Debtor to update certain of the information set forth in PFF Bancorp, Inc.’s Debtor-In-Possession Monthly Operating Report for Filing Period 8/1 — 8/31/09 of [Docket No. 322] filed by the Debtor on September 15, 2009. Attached hereto are those pages of the monthly operating report that have been amended.

UNITED STATES BANKRUPTCY COURT
IN THE DISTRICT OF DELAWARE

In re	PFF Bancorp, Inc.	Case No.	08—13127
		Reporting Period:	8/1/09 — 8/31/09

AMENDED MONTHLY OPERATING REPORT

File with Court and submit copy to United States Trustee within 20 days after end of month

Submit copy of report to any official committee appointed in the case

REQUIRED DOCUMENTS

				Affidavit /
		Document	Explanation	Supplement
	Form No.	Attached	Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	NO
Bank Reconciliation (or copies of debtor’s bank reconciliations)	MOR-1a	NO
Schedule of Professional Fees Paid	MOR-1b	NO
Copies of bank statements		NO
Cash disbursements journals		NO
Statement of Operations	MOR-2	YES
Balance Sheet	MOR-3	YES
Status of Post-petition Taxes	MOR-4	NO
Copies of IRS Form 6123 or payment receipt		N/A
Copies of tax returns filed during reporting period		N/A
Summary of Unpaid Post-petition Debts	MOR-4	NO
Listing of aged accounts payable	MOR-4	NO
Accounts Receivable Reconciliation and Aging	MOR-5	NO
Debtor Questionnaire	MOR-5	NO

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Debtor	Date
Signature of Joint Debtor	Date
/s/ Kevin McCarthy Signature of Authorized Individual*	September 25, 2009 Date
Kevin McCarthy Printed Name of Authorized Individual	CEO  Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

PFF Bancorp, Inc.
Profit & Loss
December 5, 2008 — August 31, 2009

	Total
Income
Interest Income		33,315.22
Refunds-Allowances		10,000.00
Workers Comp Experience Refund		10,563.00
Total Income	$	53,878.22
Expenses
Accrued Expenses		0.00
Bank Charges		413.08
Blank Rome — Expenses		4,758.95
Blank Rome — Fees		102,209.50
Contractor — Talbott		265,305.75
Interest Expense		0.99
JH Cohn — Expenses		5,315.90
JH Cohn — Fees		185,770.00
Kurtzman Carson		106,518.69
Legal & Professional Fees		199,365.25
Office Expenses		18,407.58
Payroll		310,057.25
PHJW Expenses		14,167.70
PHJW Fees		720,071.80
Postage		182.78
Progressive Reimb		-202,416.95
RLF — Fees		18,318.20
RLF Expenses		158.24
Supplies		330.36
Taxes & Licenses		1,323.23
Travel		10,638.25
US Trustee		10,399.01
Total Expenses	$	1,771,295.56
Net Operating Income	-$	1,717,417.34
Other Income
Other Income		125,750.46
Total Other Income	$	125,750.46
Other Expenses
Charge Off Invest in PFF B&T1		142,517,693.00
Miscellaneous		2,000.00
Total Other Expenses	$	142,519,693.00
Net Other Income	-$	142,393,942.54
Net Income	-$	144,111,359.88

Saturday, Sep 19, 2009 08:58:02 AM PDT GMT-7 — Accrual Basis

¹ Effective August 31, 2009, Bancorp’s initial investment in PFF Bank & Trust was eliminated.

PFF Bancorp, Inc.
Profit & Loss
August 2009

	Total
Income
Interest Income		33,315.22
Total Income	$	33,315.22
Expenses
Bank Charges		96.05
Contractor — Talbott		21,070.75
JH Cohn — Expenses		8.00
JH Cohn — Fees		24,479.20
Office Expenses		2,362.47
Payroll		33,450.30
PHJW Expenses		7,275.65
PHJW Fees		158,848.80
Travel		2,529.33
US Trustee		2,925.00
Total Expenses	$	253,045.55
Net Operating Income	-$	219,730.33
Other Expenses
Charge Off Invest in PFF B&T1		142,517,693.00
Total Other Expenses	$	142,517,693.00
Net Other Income	-$	142,517,693.00
Net Income	-$	142,737,423.33

Saturday, Sep 19, 2009 08:59:18 AM PDT GMT-7 — Accrual Basis

¹ Effective August 31, 2009, Bancorp’s initial investment in PFF Bank & Trust was eliminated.

PFF Bancorp, Inc.
Balance Sheet
As of August 31, 2009

	Total
ASSETS
Current Assets
Bank Accounts
B of A Checking		2,949,053.69
Checking		0.00
Citigroup Margin		700,000.00
M&I Bank Account		1,000,000.00
Paine Webber Business Svcs.		0.00
Trust Inv A/C		0.00
Total Bank Accounts	$	4,649,053.69
Total Current Assets	$	4,649,053.69
Other Assets
Accrued Interest		5,666.00
Accum Comp Gain/Loss 1		136,845.00
Accum Comp Gain/Loss 2		-3,531,160.00
Capital SERP PFF		-377,518.00
Capital Stock Investment*		0.00
Common Stock Dist. Def. Comp		1,389,015.00
Common Stock Dist. SERP		641,438.00
Deferred Costs — JR SUB		91,654.00
Interest Receivable		82,351.00
Investment in PFF Real Estate Svcs.		55,000.00
Investment in Trust I		928,000.00
Investment in Trust II		774,000.00
Investment in Trust III		928,000.00
Investment with Subsidiaries		1,307,442.00
Net Income/Loss*		0.00
Net Income/Loss — DBS		16,886,374.00
Net Income/Loss — GIA		730,807.00
Net Income/Loss — PFF RESI		-29,275.00
Net Income/Loss DBS correction		-33,772,748.00
PFF B&T Cash Dividend*		0.00
PFF FAS 115		1,228,035.00
Prepaid Expenses		129,704.78
Prepaid OTS Assessment		6,357.00
Progressive — Tail		183,899.00
Stock Options Granted		24,911,967.00
Travellers Tail		96,265.00
US Treasury Bonds — HTM		0.00
US Treasury Bonds — UNAM		953.00
US Treasury Bonds Mkt Value		13,329.00
Valuation Allowance		-1,500,413.00
Total Other Assets	$	11,315,987.78
TOTAL ASSETS	$	15,965,041.47

	Total
LIABILITIES AND EQUITY
Liabilities
Current Liabilities
Other Current Liabilities
Accrued Expenses Payable		0.00
Total Other Current Liabilities	$	0.00
Total Current Liabilities	$	0.00
Long Term Liabilities
Accrued Tax Fees		6,311.00
Deferred FIT		-128,004.00
Deferred SIT		-1,378,007.00
FAS 115 FIT		4,132.00
FAS 115 SIT		1,466.00
Intercompany Payable		15.00
Interest Payable — JR SUB Debt		2,743,922.00
Interest Payable — M&I		-106,985.00
Interest Payable — Other Notes		-304,034.00
Interest Payable — Secured Borrowings		80,821.00
Interest Payable — Swap Fixed		452,506.00
Interest Payable — Swap Variable		-364,583.00
JR SUB Debt I		30,928,000.00
JR SUB Debt II		25,774,000.00
JR SUB Debt III		30,928,000.00
JR SUB Debt MTM		779,740.00
Notes Payable — DBS		-19,280,093.00
Notes Payable M&I		44,000,000.00
Other Accrued Liabilities		2,806,000.00
Secured Borrowings		486,849.00
Total Long Term Liabilities	$	117,430,056.00
Total Liabilities	$	117,430,056.00
Equity
APIC Equity Incentive Plan		5,565,899.00
APIC ESOP		28,709,074.00
APIC Preferred Stock		6,990,000.00
APIC Retained Earnings		-53,645,740.00
APIC SERP		-377,518.00
APIC Stock Options Granted		24,901,591.00
APIC Treasury		-113,220,689.00
APIC Valuation Def Tax		10,376.00
Common Stock		224,811.00
Common Stock Aquired		-86,371.00
Common Stock Dist Def Comp		1,389,015.00
Common Stock Dist SERP		641,438.00
Dividends		81,713,632.00
ISO Stock Options FAS 123R		326,562.00
NQ Stock Options FAS 123R		700,675.00
Opening Balance Equity		-163,427,263.00
Other Comprehensive Earnings		-2,152,951.00
Paid-In Capital or Surplus		224,451,453.00
Preferred Stock		10,000.00
Retained Earnings		-75,213.90
Net Income*		-144,113,794.63
Total Equity	-$	101,465,014.53
TOTAL LIABILITIES AND EQUITY	$	15,965,041.47

Saturday, Sep 19, 2009 08:56:37 AM PDT GMT-7 — Accrual Basis

^* Effective August 31, 2009, Bancorp’s initial investment in PFF Bank & Trust was eliminated.

UNITED STATES BANKRUPTCY COURT
IN THE DISTRICT OF DELAWARE

In re PFF Bancorp, Inc.	Case No. 08-13127
	Reporting Period: 8/1/09 — 8/31/09

MONTHLY OPERATING REPORT

File with Court and submit copy to United States Trustee within 20 days after end of month

Submit copy of report to any official committee appointed in the case

				Affidavit /
		Document	Explanation	Supplement
REQUIRED DOCUMENTS	Form No.	Attached	Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	YES
Bank Reconciliation (or copies of debtor’s bank reconciliations)	MOR-1a	YES
Schedule of Professional Fees Paid	MOR-1b	YES
Copies of bank statements		YES
Cash disbursements journals		YES
Statement of Operations	MOR-2	YES
Balance Sheet	MOR-3	YES
Status of Post-petition Taxes	MOR-4	YES
Copies of IRS Form 6123 or payment receipt		N/A
Copies of tax returns filed during reporting period		N/A
Summary of Unpaid Post-petition Debts	MOR-4	YES
Listing of aged accounts payable	MOR-4	YES
Accounts Receivable Reconciliation and Aging	MOR-5	YES
Debtor Questionnaire	MOR-5	YES

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Debtor	Date
Signature of Joint Debtor	Date
/s/ Kevin McCarthy	September 9, 2009
Signature of Authorized Individual*	Date
Kevin McCarthy	CEO
Printed Name of Authorized Individual	Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

In re PFF Bancorp, Inc.	Case No. 08-13127
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

Amounts reported should be per the debtor’s books, not the bank statement. The beginning cash should be the ending cash from the prior month or, if this is the first report, the amount should be the balance on the date the petition was filled. The amounts reported in the “CURRENT MONTH - ACTUAL” column must equal the sum of the four bank account columns. The amounts reported in the “PROJECTED” columns should be taken from the SMALL BUSINESS INITIAL REPORT (FORM IR-1). Attach copies of the bank statements and the cash disbursements journal. The total disbursements listed in the disbursements journal must equal the total disbursements reported on this page. A bank reconciliation must be attached for each account. [See MOR-1 (CONT)]

						CURRENT			CUMULATIVE
	BANK ACCOUNTS					MONTH			FILING TO DATE
	OPER.		PAYROLL	TAX	OTHER	ACTUAL		PROJECTED	ACTUAL			PROJECTED
CASH BEGINNING OF MONTH	$	2,168,784.02				$	2,168,784.02		$	3,637,884.57
RECEIPTS
CASH SALES
ACCOUNTS RECEIVABLE
LOANS AND ADVANCES
SALE OF ASSETS	$	1,033,315.22				$	1,033,315.22		$	1,033,315.22
OTHER (ATTACH LIST)									$	348,712.40
TRANSFERS (FROM DIP ACCTS)
TOTAL RECEIPTS	$	1,033,315.22				$	1,033,315.22		$	1,382,027.62
DISBURSEMENTS
NET PAYROLL	$	33,450.30				$	33,450.30		$	310,057.25
PAYROLL TAXES
SALES, USE & OTHER TAXES
INVENTORY PURCHASES
SECURED RENTAL/LEASES
INSURANCE									$	280,164.00
ADMINISTRATIVE	$	26,058.60				$	26,058.60		$	419,468.95
SELLING
OTHER (ATTACH LIST)
OWNER DRAW*
TRANSFERS (TO DIP ACCTS)
PROFESSIONAL FEES	$	190,611.65				$	190,611.65		$	1,050,769.29
U.S. TRUSTEE QUARTERLY FEES	$	2,925.00				$	2,925.00		$	10,399.01
COURT COSTS
TOTAL DISBURSEMENTS	$	253,045.55				$	253,045.55		$	2,070,858.50
NET CASH FLOW
(RECEIPTS LESS DISBURSEMENTS)	$	780,269.67				$	780,269.67		$	(688,830.88	)
CASH — END OF MONTH	$	2,949,053.69				$	2,949,053.69		$	2,949,053.69

* COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RENDERED TO BANKRUPTCY ESTATE

THE FOLLOWING SECTION MUST BE COMPLETED

DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES (FROM CURRENT MONTH ACTUAL COLUMN)
TOTAL DISBURSEMENTS	$	780,269.67
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS	$
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts)	$
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES	$	780,269.67

Account ******9146

Account Name PFF Bancorp, Inc.

Reconciliation As of Date 8/31/09

Balance per Bank			$	2,426,901.87
Deposits in Transit
Date	Amount
Total
Outstanding Checks
Check #	Amount
1027	$	183,899.00
1028	$	96,265.00
1096	$	73,798.82
1097	$	92,325.63
1098	$	24,487.20
1099	$	7,108.87
Total			$	(477,884.52	)
Other (List)
August service charges recorded in September less $0.05			$	36.34
Balance per Books			$	2,949,053.69

In re PFF Bancorp, Inc.	Case No. 08-13127
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID

This schedule is to include all retained professional payments from case inception to current month.

	Period		Amount				Check				Amount Paid				Year-To-Date
Payee	Covered		Covered		Payor		Number		Date		Fees		Expenses		Fees		Expenses
Paul, Hastings, Janofsky & Walker LLP		4/1 – 4/30/09	$	100,490.32	PFF Bancorp			1096		8/23/09	$	67,166.00	$	6,632.82	$	628,389.00	$	13,524.87
		6/1/ – 6/30/09	$	115,246.33	PFF Bancorp			1097		8/23/09	$	91,682.80	$	642.83	$	720,071.80	$	14,167.70
J.H. Cohn		6/1 – 6/30/09	$	30,607.00	PFF Bancorp			1098		8/28/09	$	24,479.20	$	8.00	$	185,770.00	$	5,315.90
Blank Rome		—		—		—		—		—		—		—	$	102,209.50	$	4,758.85
Richards, Layton & Finger, P.A.		—		—		—		—		—		—		—	$	18,318.20	$	158.24

Bank of America LOGO	Account Number ******9146
	01 01 152 01 M0000 E# 14
CUSTOMER CONNECTION	Last Statement: 07/31/2009
BANK OF AMERICA, N.A.	This Statement: 08/31/2009
DALLAS, TEXAS 75283-2406
	Customer Service 1-800-342-7722
PFF BANCORP, INC.
DEBTOR IN POSSESSION #08-13127-KJC
OPERATING ACCOUNT	Page 1 of 3
1490 N CLAREMONT BLVD, SUITE 100
CLAREMONT CA 91711	Bankruptcy Case Number: 0813127KJC

Effective October 1, 2009, a pricing increase will occur for some services provided by Bank of America’s Automated Account Service, Service on Line or service provided by a Customer Service Representative Assistance. The new price for statement and photocopy requests are $10.00 per item. An additional $25.00 fee per occurrence is assessed for CSR Assistance when the service request is available through one of Bank of America’s automated services. The fees will be debited from your account. If you are interested in learning more about our automated services, please contact your banking representative.

CUSTOMER CONNECTION ECONOMY CHECKING

Account Summary Information

Statement Period	08/01/2009 — 08/31/2009	Statement Beginning Balance	2,734,349.16
Number of Deposits/Credits	1	Amount of Deposits/Credits	1,033,315.22
Number of Checks	14	Amount of Checks	327,175.92
Number of Other Debits	6	Amount of Other Debits	13,586.59
		Statement Ending Balance	3,426,901.87
Number of Enclosures	14
		Service Charge	36.39

Deposits and Credits

Date	Customer				Bank
Posted	Reference	Amount		Description	Reference
08/14			1,033,315.22	WIRE TYPE:WIRE IN DATE: 090814 TIME: 1719 ET		00370277249
				TRN: 2009081400277249 SEQ: 2948700226FS/005764 ORIG: PFF BANCORPATTN GREG TALB ID: SOPARPFF SND BK: JPMORGAN CHASE BANK, NA ID:021000821 PMT DET: SWF OF 09/08/14 912828CVO PLUS BALANCE

Withdrawals and Debits

Checks

Check			Date		Bank		Check					Date		Bank
Number	Amount		Posted		Reference		Number			Amount		Posted		Reference
1079		38,392.25		08/10		7392448885		1091			14,589.46		08/10		7882651880
1085*		72,647.74		08/13		8792361430		1092			1,840.60		08/10		9692741239
1086		6,005.04		08/11		5992751108		1093			15,272.25		08/07		2182905255
1087		12,471.40		08/11		5992751107		1094			1,647.90		08/27		7492164189
1088		97,886.20		08/13		8792361431		1095			2,925.00		08/31		6192798929
1089		20,441.90		08/10		7392451439		10018	*		10,297.00		08/10		9792067405
1090		23,063.20		08/10		2792619973		10019			9,695.98		08/26		9292190748

* The preceding check(s) is still outstanding or has been included in a previous statement or is included in the ‘Other Debits’ section as an ACH paperless transaction.

	Account Number ******9146
CUSTOMER CONNECTION	01 01 152 01 M0000 E# 14
BANK OF AMERICA, N.A.	Last Statement: 07/31/2009
DALLAS, TEXAS 75283-2406	This Statement: 08/31/2009
	Customer Service 1-800-342-7722
PFF BANCORP, INC.
	Page 2 of 3
	Bankruptcy Case Number: 0813127KJC

CUSTOMER CONNECTION ECONOMY CHECKING

Other Debits

Date	Customer					Bank
Posted	Reference		Amount		Description	Reference
08/06				6,992.72	ADP TX/FINCL SVC DES:ADP — TAX ID: E2Z8V 080731A01		17007387127
					INDN:PFF BANCORP INC CO ID:1223006057 CCD
08/12				46.44	ADP PAYROLL FEES DES:ADP — FEES ID:13Z8V 8819844		23001654345
					INDN:PFF BANCORP INC CO ID:9659605001 CCD
08/14		1		10.00	INCOMING DOMESTIC WIRE		09980200022
08/20				6464.60	ADP TX/FINCL SVC DES:ADP — TAX ID: E2Z8V 082132A01		31009182037
					INDN:PFF BANCORP INC CO ID:1223006057 CCD
08/26				46.44	ADP PAYROLL FEES DES:ADP — FEES ID:13Z8V 9316302		37002984010
					INDN:PFF BANCORP INC CO ID:9659605001 CCD
08/31				26.39	FDIC ASSESSMENT		37002984010

Daily Balances

Date	Ledger Balance		Collected Balance		Date		Ledger Balance		Collected Balance
07/31		2,734,349.16		2,734,349.16		08/13		2,414,402.96		2,414,402.96
08/06		2,727,356.44		2,727,356.44		08/14		3,447,708.18		3,447,708.18
08/07		2,712,084.19		2,712,084.19		08/20		3,441,243.58		3,441,243.58
08/10		2,603,459.78		2,603,459.78		08/26		3,431,501.16		3,431,501.16
08/11		2,584,983.34		2,584,983.34		08/27		3,429,853.26		3,429,853.26
08/12		2,584,936.90		2,584,936.90		08/31		3,426,901.87		3,426,901.87

	Account Number ******9146
CUSTOMER CONNECTION	01 01 152 01 M0000 E# 14
BANK OF AMERICA, N.A.	Last Statement: 07/31/2009
DALLAS, TEXAS 75283-2406	This Statement: 08/31/2009
	Customer Service 1-800-342-7722
PFF BANCORP, INC.
	Page 3 of 3
	Bankruptcy Case Number: 0813127KJC

IMPORTANT INFORMATION

CHANGE OF ADDRESS. Please call us at the customer service telephone number listed on the front of this statement to tell us about a change of address.

TERMS AND CONDITIONS. All deposits to, withdrawals from, or other transactions pertaining to your account(s) are subject to the terms and conditions of the agreement you received when you opened your account and any amendments thereto. Amendments to the agreement may be made from time to time in the manner stated therein.

IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR ELECTRONIC TRANSFERS. If you think your statement or receipt is wrong or if you need more information about an electronic transfer (e.g., ATM transactions, direct deposits or withdrawals, point-of-sale transactions) on the statement or receipt, telephone or write us at the address or number listed on the front of this statement as soon you can. We must hear from you no later than 60 days after we sent you the FIRST statement on which the error or problem appeared.

*	Tell us your name and account number.
*	Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe there is an error or why you need more information.
*	Tell us the dollar amount of the suspected error.

For consumer accounts used primarily for personal, family or household purposes, we will investigate your complaint and will correct any error promptly. If we take more than 10 business days (20 business days if you are a new customer, for electronic transfers occurring during the first 30 days after the first deposit is made to your account), to do this, we will re-credit your account for the amount you think is in error so that you will have use of the money during the time it takes us to complete our investigation.

For other accounts, we investigate, and if we find we have made an error, we will make the appropriate adjustment to your account at the conclusion of our investigation.

DIRECT DEPOSITS.

If you have arranged to have direct deposits made to your account at least once every 60 days from the same person or company, you may call us at the telephone number listed on the front of this statement to find out if the deposit was made as scheduled.

REPORTING OTHER PROBLEMS.

You must examine your statement carefully and promptly. You are in the best position to discover errors and unauthorized transactions on your account. If you fail to notify us in writing of suspected problems or unauthorized transactions within the time periods specified in the deposit agreement (which periods are no more than 60 days after we make the statement available to you and in some cases are 30 days or less), we are not liable to you for, and you agree not to make a claim against us for the problems or unauthorized transactions.

PFF BANCORP, INC.
Transaction Detail by Account
August 2009

Date	Type	Num		Name	Memo/Description	Split	Amount		Balance
B of A Checking
08/01/2009	General Journal		141			-SPLIT-		-1,840.65		-1,840.65
08/03/2009	General Journal		143			-SPLIT-		-15,272.25		-17,112.90
08/07/2009	General Journal		144			-SPLIT-		-17,289.72		-34,402.62
08/07/2009	General Journal		145			-SPLIT-		-46.44		-34,449.06
08/23/2009	General Journal		146			-SPLIT-		-1,647.90		-36,096.96
08/23/2009	General Journal		148			-SPLIT-		-2,925.00		-39,021.96
08/23/2009	General Journal		150			-SPLIT-		-92,325.63		-131,347.59
08/23/2009	General Journal		149			-SPLIT-		-73,798.82		-205,146.41
08/23/2009	General Journal		147			-SPLIT-		-16,207.02		-221,353.43
08/25/2009	General Journal		152			-SPLIT-		1,033,315.22		811,961.79
08/25/2009	General Journal		153			-SPLIT-		-96.05		811,865.74
08/27/2009	General Journal		154			-SPLIT-		-24,487.20		787,378.54
08/28/2009	General Journal		155			-SPLIT-		-7,108.87		780,269.67
Total for B of A Checking							$	780,269.67
US Treasury Bonds — HTM
08/25/2009	General Journal		152			-SPLIT-		-1,000,000.00		-1,000,000.00
Total for US Treasury Bonds — HTM							$	-1,000,000.00
Interest Income
08/25/2009	General Journal		152			-SPLIT-		33,315.22		33,315.22
Total for Interest Income							$	33,315.22
Bank Charges
08/25/2009	General Journal		153			-SPLIT-		96.05		96.05
Total for Bank Charges							$	96.05
Contractor — Talbott
08/03/2009	General Journal		143			-SPLIT-		14,070.75		14,070.75
08/28/2009	General Journal		155			-SPLIT-		7,000.00		21,070.75
Total for Contractor — Talbott							$	21,070.75
JH Cohn — Expenses
08/27/2009	General Journal		154			-SPLIT-		8.00		8.00
Total for JH Cohn — Expenses							$	8.00
JH Cohn — Fees
08/27/2009	General Journal		154			-SPLIT-		24,479.20		24,479.20
Total for JH Cohn — Fees							$	24,479.20
Office Expenses
08/01/2009	General Journal		141			-SPLIT-		328.76		328.76
08/03/2009	General Journal		143			-SPLIT-		184.06		512.82
08/07/2009	General Journal		145			-SPLIT-		46.44		559.26
08/23/2009	General Journal		146			-SPLIT-		1,647.90		2,207.16
08/23/2009	General Journal		147			-SPLIT-		46.44		2,253.60
08/28/2009	General Journal		155			-SPLIT-		108.87		2,362.47
Total for Office Expenses							$	2,362.47
Payroll
08/07/2009	General Journal		144			-SPLIT-		10,297.00		10,297.00
08/07/2009	General Journal		144			-SPLIT-		6,992.72		17,289.72
08/23/2009	General Journal		147			-SPLIT-		9,695.98		26,985.70
08/23/2009	General Journal		147			-SPLIT-		6,464.60		33,450.30

Journal Entry Entry #: 141

Date: 08/01/2009

Account	Debit		Credit
Travel		1511.89
Office Expenses		328.76
B of A Checking				1840.65
Totals		1840.65		1840.65

Memo: Expense Reimbursement — McCarthy

Journal Entry Entry #: 143

Date: 08/03/2009

Account	Debit		Credit
Contractor — Talbott		14070.75
Travel		1017.44
Office Expenses		184.06
B of A Checking				15272.25
Totals		15272.25		15272.25

Memo: Services 7/24 — 8/3

Journal Entry Entry #: 144

Date: 08/07/2009

Account	Debit		Credit
Payroll		10297.00
Payroll		6992.72
B of A Checking				17289.72
Totals		17289.72		17289.72

Memo: Period ended 8/1/09

Journal Entry Entry #: 145

Date: 08/07/2009

Account	Debit		Credit
Office Expenses		46.44
B of A Checking				46.44
Totals		46.44		46.44

Memo: ADP charge — 8/7 payroll

Journal Entry Entry #: 146

Date: 08/23/2009

Account	Debit		Credit
Office Expenses		1647.90
B of A Checking				1647.90
Totals		1647.90		1647.90

Memo: Pure Compliance 8-K costs

Journal Entry Entry #: 148

Date: 08/23/2009

Account	Debit		Credit
US Trustee		2925.00
B of A Checking				2925.00
Totals		2925.00		2925.00

Memo: Adjustment billing by US Trustee

Journal Entry Entry #: 150

Date: 08/23/2009

Account	Debit		Credit
PHJW Fees		91682.80
PHJW Expenses		642.83
B of A Checking				92325.63
Totals		92325.63		92325.63

Memo: 7th App 6/1 — 6/30/09

Journal Entry Entry #: 149

Date: 08/23/2009

Account	Debit		Credit
PHJW Fees		67166.00
PHJW Expenses		6632.82
B of A Checking				73798.82
Totals		73798.82		73798.82

Memo: 5th Application 4/1 — 4/30/09

Journal Entry Entry #: 147

Date: 08/23/2009

Account	Debit		Credit
Payroll		9695.98
Payroll		6464.60
Office Expenses		46.44
B of A Checking				16207.02
Totals		16207.02		16207.02

Memo: Payroll 8/2 — 8/15

Journal Entry Entry #: 152

Date: 08/25/2009

Account	Debit		Credit
B of A Checking		1033315.22
US Treasury Bonds				1000000.00
Interest Income				33315.22
Totals		1033315.22		1033315.22

Memo: Redemption of UST Note

Journal Entry Entry #: 153

Date: 08/25/2009

Account	Debit		Credit
Bank Charges		96.05
B of A Checking				96.05
Totals		96.05		96.05

Memo: B of A July

Journal Entry Entry #: 154

Date: 08/27/2009

Account	Debit		Credit
JH Cohn — Fees		24479.20
JH Cohn — Expenses		8.00
B of A Checking				24487.20
Totals		24487.20		24487.20

Memo: 6th App 6/1 — 6/30/09

Journal Entry Entry #: 155

Date: 08/28/2009

Account	Debit		Credit
Contractor — Talbott		7000.00
Office Expenses		108.87
B of A Checking				7108.87
Totals		7108.87		7108.87

Memo: Fees and Expenses 8/3 — 8/28

PFF Bancorp, Inc.
Profit & Loss
August 2009

	Total
Income
Interest Income		33,315.22
Total Income	$	33,315.22
Expenses
Bank Charges		96.05
Contractor — Talbott		21,070.75
JH Cohn — Expenses		8.00
JH Cohn — Fees		24,479.20
Office Expenses		2,362.47
Payroll		33,450.30
PHJW Expenses		7,275.65
PHJW Fees		158,848.80
Travel		2,529.33
US Trustee		2,925.00
Total Expenses	$	253,045.55
Net Operating Income	$	-219,730.33
Net Income	$	-219,730.33

PFF Bancorp, Inc.
Profit & Loss
December 5, 2008 — August 31, 2009

	Total
Income
Interest Income		33,315.22
Refunds-Allowances		10,000.00
Workers Comp Experience Refund		10,563.00
Total Income	$	53,878.22
Expenses
Accrued Expenses		0.00
Bank Charges		413.08
Blank Rome — Expenses		4,758.95
Blank Rome — Fees		102,209.50
Contractor — Talbott		265,305.75
Interest Expense		0.99
JH Cohn — Expenses		5,315.90
JH Cohn — Fees		185,770.00
Kurtzman Carson		106,518.69
Legal & Professional Fees		199,365.25
Office Expenses		18,407.58
Payroll		310,057.25
PHJW Expenses		14,167.70
PHJW Fees		720,071.80
Postage		182.78
Progressive Reimb		-202,416.95
RLF — Fees		18,318.20
RLF Expenses		158.24
Supplies		330.36
Taxes & Licenses		1,323.23
Travel		10,638.25
US Trustee		10,399.01
Total Expenses	$	1,771,295.56
Net Operating Income	$	-1,717,417.34
Other Income
Other Income		125,750.46
Total Other Income	$	125,750.46
Other Expenses
Miscellaneous		2,000.00
Total Other Expenses	$	2,000.00
Net Other Income	$	123,750.46
Net Income	$	-1,593,666.88

PFF Bancorp, Inc.
Balance Sheet
As of August 31, 2009

	Total
ASSETS
Current Assets
Bank Accounts
B of A Checking		2,949,053.69
Checking		0.00
Citigroup Margin		700,000.00
M&I Bank Account		1,000,000.00
Paine Webber Business Svcs.		0.00
Trust Inv A/C		0.00
Total Bank Accounts	$	4,649,053.69
Total Current Assets	$	4,649,053.69
Other Assets
Accrued Interest		5,666.00
Accum Comp Gain/Loss 1		136,845.00
Accum Comp Gain/Loss 2		-3,531,160.00
Capital SERP PFF		-377,518.00
Capital Stock Investment		132,500,000.00
Common Stock Dist. Def. Comp		1,389,015.00
Common Stock Dist. SERP		641,438.00
Deferred Costs — JR SUB		91,654.00
Interest Receivable		82,351.00
Investment in PFF Real Estate Svcs.		55,000.00
Investment in Trust I		928,000.00
Investment in Trust II		774,000.00
Investment in Trust III		928,000.00
Investment with Subsidiaries		1,307,442.00
Net Income/Loss		259,760,693.00
Net Income/Loss — DBS		16,886,374.00
Net Income/Loss — GIA		730,807.00
Net Income/Loss — PFF RESI		-29,275.00
Net Income/Loss DBS correction		-33,772,748.00
PFF B&T Cash Dividend		-249,743,000.00
PFF FAS 115		1,228,035.00
Prepaid Expenses		129,704.78
Prepaid OTS Assessment		6,357.00
Progressive — Tail		183,899.00
Stock Options Granted		24,911,967.00
Travellers Tail		96,265.00
US Treasury Bonds — HTM		0.00
US Treasury Bonds — UNAM		953.00
US Treasury Bonds Mkt Value		13,329.00
Valuation Allowance		-1,500,413.00
Total Other Assets	$	153,833,680.78
TOTAL ASSETS	$	158,482,734.47

	Total
LIABILITIES AND EQUITY
Liabilities
Current Liabilities
Other Current Liabilities
Accrued Expenses Payable		0.00
Total Other Current Liabilities	$	0.00
Total Current Liabilities	$	0.00
Long Term Liabilities
Accrued Tax Fees		6,311.00
Deferred FIT		-128,004.00
Deferred SIT		-1,378,007.00
FAS 115 FIT		4,132.00
FAS 115 SIT		1,466.00
Intercompany Payable		15.00
Interest Payable — JR SUB Debt		2,743,922.00
Interest Payable — M&I		-106,985.00
Interest Payable — Other Notes		-304,034.00
Interest Payable — Secured Borrowings		80,821.00
Interest Payable — Swap Fixed		452,506.00
Interest Payable — Swap Variable		-364,583.00
JR SUB Debt I		30,928,000.00
JR SUB Debt II		25,774,000.00
JR SUB Debt III		30,928,000.00
JR SUB Debt MTM		779,740.00
Notes Payable — DBS		-19,280,093.00
Notes Payable M&I		44,000,000.00
Other Accrued Liabilities		2,806,000.00
Secured Borrowings		486,849.00
Total Long Term Liabilities	$	117,430,056.00
Total Liabilities	$	117,430,056.00
Equity
APIC Equity Incentive Plan		5,565,899.00
APIC ESOP		28,709,074.00
APIC Preferred Stock		6,990,000.00
APIC Retained Earnings		-53,645,740.00
APIC SERP		-377,518.00
APIC Stock Options Granted		24,901,591.00
APIC Treasury		-113,220,689.00
APIC Valuation Def Tax		10,376.00
Common Stock		224,811.00
Common Stock Aquired		-86,371.00
Common Stock Dist Def Comp		1,389,015.00
Common Stock Dist SERP		641,438.00
Dividends		81,713,632.00
ISO Stock Options FAS 123R		326,562.00
NQ Stock Options FAS 123R		700,675.00
Opening Balance Equity		-163,427,263.00
Other Comprehensive Earnings		-2,152,951.00
Paid-In Capital or Surplus		224,451,453.00
Preferred Stock		10,000.00
Retained Earnings		-75,213.90
Net Income		-1,596,101.63
Total Equity	$	41,052,678.47
TOTAL LIABILITIES AND EQUITY	$	158,482,734.47

In re PFF Bancorp, Inc.	Case No. 08-13127
	Reporting Period: 8/1/09 — 8/31/09

STATUS OF POSTPETITION TAXES

The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes. Attach photocopies of any tax returns filed during the reporting period.

		Amount				Ending
	Beginning	Withheld or			Check No.	Tax
Federal	Tax Liability	Accrued	Amount Paid	Date Paid	T	Liability
Withholding	NONE					NONE
FICA-Employee	NONE					NONE
FICA-Employer	NONE					NONE
Unemployment	NONE					NONE
Income	NONE					NONE
Other:	NONE					NONE
Total Federal Taxes	NONE					NONE
State and Local	NONE					NONE
Withholding	NONE					NONE
Sales	NONE					NONE
Excise	NONE					NONE
Unemployment	NONE					NONE
Real Property	NONE					NONE
Personal Property	NONE					NONE
Other:	NONE					NONE
Total State and Local	NONE					NONE
Total Taxes	NONE					NONE

SUMMARY OF UNPAID POSTPETITION DEBTS

Attach aged listing of accounts payable.

Number of Days Past Due

	Current	0-30	31-60	61-90	Over 90	Total
Accounts Payable						NONE
Wages Payable						NONE
Taxes Payable						NONE
Rent/Leases-Building						NONE
Secured Debt/Adequate Protection Payments						NONE
Professional Fees						NONE
Amounts Due to Insiders*						NONE
Other:						NONE
Other:						NONE
Total Postpetition Debts						NONE

Explain how and when the Debtor intends to pay any past-due postpetition debts.

* “Insider” is defined in 11 U.S.C. Section 101(31).

In re	PFF Bancorp, Inc.
	Debtor

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING

Accounts Receivable Reconciliation
Total Accounts Receivable at the beginning of the reporting period	NONE
+ Amounts billed during the period	NONE
- Amounts collected during the period	NONE
Total Accounts Receivable at the end of the reporting period	NONE
Accounts Receivable Aging	NONE
0 - 30 days old	NONE
31 - 60 days old	NONE
61 - 90 days old	NONE
91+ days old	NONE
Total Accounts Receivable	NONE
Amount considered uncollectible (Bad Debt)	NONE
Accounts Receivable (Net)	NONE

DEBTOR QUESTIONNAIRE

Must be completed each month	Yes		No
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.				X
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.				X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.		X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.		X
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.				X

UNITED STATES BANKRUPTCY COURT
IN THE DISTRICT OF DELAWARE

In re Diversified Builder Services, Inc.	Case No. 08-13129
	Reporting Period: 8/1/09 — 8/31/09

MONTHLY OPERATING REPORT

File with Court and submit copy to United States Trustee within 20 days after end of month

Submit copy of report to any official committee appointed in the case

					Affidavit /
		Document		Explanation	Supplement
REQUIRED DOCUMENTS	Form No.	Attached		Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	YES
Bank Reconciliation (or copies of debtor’s bank reconciliations)	MOR-1a	YES
Schedule of Professional Fees Paid	MOR-1b	YES
Copies of bank statements		YES
Cash disbursements journals		YES
Statement of Operations	MOR-2	YES
Balance Sheet	MOR-3	YES
Status of Post-petition Taxes	MOR-4	YES
Copies of IRS Form 6123 or payment receipt			N/A
Copies of tax returns filed during reporting period			N/A
Summary of Unpaid Post-petition Debts	MOR-4	YES
Listing of aged accounts payable	MOR-4	YES
Accounts Receivable Reconciliation and Aging	MOR-5	YES
Debtor Questionnaire	MOR-5	YES

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Debtor	Date
Signature of Joint Debtor	Date
/s/ Kevin McCarthy	September 9, 2009
Signature of Authorized Individual*	Date
Kevin McCarthy	CEO
Printed Name of Authorized Individual	Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

In re Diversified Builder Services, Inc.	Case No. 08-13129
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

Amounts reported should be per the debtor’s books, not the bank statement. The beginning cash should be the ending cash from the prior month or, if this is the first report, the amount should be the balance on the date the petition was filled. The amounts reported in the “CURRENT MONTH - ACTUAL” column must equal the sum of the four bank account columns. The amounts reported in the “PROJECTED” columns should be taken from the SMALL BUSINESS INITIAL REPORT (FORM IR-1). Attach copies of the bank statements and the cash disbursements journal. The total disbursements listed in the disbursements journal must equal the total disbursements reported on this page. A bank reconciliation must be attached for each account. [See MOR-1 (CONT)]

											CUMULATIVE
	BANK ACCOUNTS						CURRENT MONTH				FILING TO DATE
	OPER.			PAYROLL	TAX	OTHER	ACTUAL			PROJECTED	ACTUAL		PROJECTED
CASH BEGINNING OF MONTH	$	1,411,925.58					$	1,411,925.58			$	1,186,035.00
CASH SALES
ACCOUNTS RECEIVABLE
LOANS AND ADVANCES
SALE OF ASSETS
OTHER (ATTACH LIST)											$	227,179.23
TRANSFERS (FROM DIP ACCTS)
TOTAL RECEIPTS											$	227,179.23
NET PAYROLL
PAYROLL TAXES
SALES, USE & OTHER TAXES
INVENTORY PURCHASES
SECURED RENTAL/LEASES
INSURANCE
ADMINISTRATIVE	$	1,010.87					$	1,010.87			$	1,225.18
SELLING
OTHER (ATTACH LIST)											$	99.34
OWNER DRAW*
TRANSFERS (TO DIP ACCTS)
PROFESSIONAL FEES
U.S. TRUSTEE QUARTERLY FEES											$	975.00
COURT COSTS
TOTAL DISBURSEMENTS	$	1,010.87					$	1,010.87			$	2,299.52
NET CASH FLOW
(RECEIPTS LESS DISBURSEMENTS)	$	(1,010.87	)				$	(1,010.87	)		$	224,879.71
CASH — END OF MONTH	$	1,410,914.71					$	1,410,914.71			$	1,410,914.71

* COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RENDERED TO BANKRUPTCY ESTATE

THE FOLLOWING SECTION MUST BE COMPLETED

DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES (FROM CURRENT MONTH ACTUAL COLUMN)
TOTAL DISBURSEMENTS	$	1,010.87
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS	$
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts)	$
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES	$	1,010.87

Account ******9188

Account Name Diversified Builder Services, Inc.

Reconciliation As of Date 8/31/09

Balance per Bank			$	1,410,928.85
Deposits in Transit
Date		Amount
Total
Outstanding Checks
Check #		Amount
1004	$	25.00
Total			$	(25.00	)
Other (List)
August service charges recorded in September			$	10.86
Balance per Books			$	1,410,914.71

In re Diversified Builder Services, Inc.	Case No. 08-13129
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID

This schedule is to include all retained professional payments from case inception to current month.

	Period	Amount		Check		Amount Paid		Year-To-Date
Payee	Covered	Covered	Payor	Number	Date	Fees	Expenses	Fees	Expenses
			NONE

Bank of America LOGO	Account Number ******9188
	01 01 152 01 M0000 E# 1
CUSTOMER CONNECTION	Last Statement: 07/31/2009
BANK OF AMERICA, N.A.	This Statement: 08/31/2009
DALLAS, TEXAS 75283-2406
	Customer Service 1-800-342-7722
DIVERSIFIED BUILDER SERVICES, INC.
DEBTOR IN POSSESSION #08-13129
OPERATING ACCOUNT	Page 1 of 2
1490 N CLAREMONT BLVD,
CLAREMONT CA 91711	Bankruptcy Case Number: 0813129

Effective October 1, 2009, a pricing increase will occur for some services provided by Bank of America’s Automated Account Service, Service on Line or service provided by a Customer Service Representative Assistance. The new price for statement and photocopy requests are $10.00 per item. An additional $25.00 fee per occurrence is assessed for CSR Assistance when the service request is available through one of Bank of America’s automated services. The fees will be debited from your account. If you are interested in learning more about our automated services, please contact your banking representative.

CUSTOMER CONNECTION ECONOMY CHECKING

Account Summary Information

Statement Period	08/01/2009 — 08/31/2009	Statement Beginning Balance	1,411,939.71
Number of Deposits/Credits	0	Amount of Deposits/Credits	.00
Number of Checks	1	Amount of Checks	1,000.00
Number of Other Debits	1	Amount of Other Debits	10.86
		Statement Ending Balance	1,410,928.85
Number of Enclosures	1
		Service Charge	10.86

Withdrawals and Debits

Checks

Check			Date		Bank		Check		Date	Bank
Number	Amount		Posted		Reference		Number	Amount	Posted	Reference
1006		1,000.00		08/07		9392637331

Other Debits

Date	Customer				Bank
Posted	Reference	Amount		Description	Reference
08/31			10.86	FDIC ASSESSMENT

Daily Balances

Date	Ledger Balance		Collected Balance		Date		Ledger Balance		Collected Balance
07/31		1,411,939.71		1,411,939.71		8/31		1,410,928.85		1,410,928.85
08/07		1,410,939.71		1,410,939.71

	Account Number ******9188
CUSTOMER CONNECTION	01 01 152 01 M0000 E# 1
BANK OF AMERICA, N.A.	Last Statement: 07/31/2009
DALLAS, TEXAS 75283-2406	This Statement: 08/31/2009
	Customer Service 1-800-342-7722
DIVERSIFIED BUILDER SERVICES, INC.
	Page 2 of 2
	Bankruptcy Case Number: 0813129

IMPORTANT INFORMATION

CHANGE OF ADDRESS. Please call us at the customer service telephone number listed on the front of this statement to tell us about a change of address.

TERMS AND CONDITIONS. All deposits to, withdrawals from, or other transactions pertaining to your account(s) are subject to the terms and conditions of the agreement you received when you opened your account and any amendments thereto. Amendments to the agreement may be made from time to time in the manner stated therein.

IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR ELECTRONIC TRANSFERS. If you think your statement or receipt is wrong or if you need more information about an electronic transfer (e.g., ATM transactions, direct deposits or withdrawals, point-of-sale transactions) on the statement or receipt, telephone or write us at the address or number listed on the front of this statement as soon you can. We must hear from you no later than 60 days after we sent you the FIRST statement on which the error or problem appeared.

*	Tell us your name and account number.
*	Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe there is an error or why you need more information.
*	Tell us the dollar amount of the suspected error.

For consumer accounts used primarily for personal, family or household purposes, we will investigate your complaint and will correct any error promptly. If we take more than 10 business days (20 business days if you are a new customer, for electronic transfers occurring during the first 30 days after the first deposit is made to your account), to do this, we will re-credit your account for the amount you think is in error so that you will have use of the money during the time it takes us to complete our investigation.

For other accounts, we investigate, and if we find we have made an error, we will make the appropriate adjustment to your account at the conclusion of our investigation.

DIRECT DEPOSITS.

If you have arranged to have direct deposits made to your account at least once every 60 days from the same person or company, you may call us at the telephone number listed on the front of this statement to find out if the deposit was made as scheduled.

REPORTING OTHER PROBLEMS.

You must examine your statement carefully and promptly. You are in the best position to discover errors and unauthorized transactions on your account. If you fail to notify us in writing of suspected problems or unauthorized transactions within the time periods specified in the deposit agreement (which periods are no more than 60 days after we make the statement available to you and in some cases are 30 days or less), we are not liable to you for, and you agree not to make a claim against us for the problems or unauthorized transactions.

Diversified Builder Services, Inc.
Transaction Detail by Account
August 2009

Date	Type	Num		Name	Memo/Description	Split	Amount		Balance
B of A Checking
08/02/2009	General Journal		19			-SPLIT-		-1,000.00		-1,000.00
08/23/2009	General Journal		20			-SPLIT-		-10.87		-10.87
Total for B of A Checking							$	-1,010.87
Appraisal Services
08/02/2009	General Journal		19			-SPLIT-		1,000.00		1,000.00
Total for Appraisal Services							$	1,000.00
Bank Charges
08/23/2009	General Journal		20			-SPLIT-		10.87		10.87
Total for Bank Charges							$	10.87

Journal Entry	Entry #: 19
Date: 08/02/2009

Account	Debit		Credit
Appraisal Services		1000.00
B of A Checking				1000.00
Totals		1000.00		1000.00

Memo: Glencoe Way appraisal

Journal Entry	Entry #: 20
Date: 08/23/2009

Account	Debit		Credit
Bank Charges		10.87
B of A Checking				10.87
Totals		10.87		10.87

Memo: B of A — July fees

Diversified Builder Services, Inc.
Profit & Loss
August 2009

	Total
Income
Total Income
Expenses
Appraisal Services		1,000.00
Bank Charges		10.87
Total Expenses	$	1,010.87
Net Operating Income	$	-1,010.87
Net Income	$	-1,010.87

Diversified Builder Services, Inc.
Profit & Loss
December 5, 2008 — August 31, 2009

	Total
Income
Lafferty Tax Refunds		227,179.23
Total Income	$	227,179.23
Expenses
Appraisal Services		1,000.00
Bank Charges		200.18
Taxes & Licenses		25.00
U S Trustee		975.00
Total Expenses	$	2,200.18
Net Operating Income	$	224,979.05
Other Income
Other Income		-99.34
Total Other Income	$	-99.34
Net Other Income	$	-99.34
Net Income	$	224,879.71

Diversified Builder Services, Inc.
Balance Sheet
As of August 31, 2009

	Total
ASSETS
Current Assets
Bank Accounts
B of A Checking		1,410,914.71
PFF Checking		0.00
PFF Checking — 10102		0.00
Total Bank Accounts	$	1,410,914.71
Total Current Assets	$	1,410,914.71
Other Assets
100% Loan Loss — Comm Loans — MI		-300,000.00
Accounts Receivable		288,500.00
Commercial LOC — MI		7,800,000.00
Commercial LOC Contra Asset — CLS		-1,050.00
Def Income — Comm Non Accr		-217,552.00
Partial Charge-Offs Comm. Unsecured		-5,729,081.00
Property & Equipment		7,489.00
Val Allow — FIT Deferred Taxes		1,951,021.00
Val Allow — SIT Deferred Taxes		-6,886,601.00
Total Other Assets	$	-3,087,274.00
TOTAL ASSETS	$	-1,676,359.29
LIABILITIES AND EQUITY
Liabilities
Long Term Liabilities
Accrued Interest — Notes Payable		304,034.00
DBS Insurance Payable		160.00
Deferred Fed Income Taxes		1,951,021.00
Deferred Income		288,500.00
Deferred State Inc Taxes		-6,886,601.00
Intercompany Payable		6.00
Notes Payable		19,280,093.00
Total Long Term Liabilities	$	14,937,213.00
Total Liabilities	$	14,937,213.00
Equity
APIC		28,000,000.00
APIC — Retained Earnings		-44,838,453.00
Opening Balance Equity		1.00
Retained Earnings
Net Income		224,879.71
Total Equity	$	-16,613,572.29
TOTAL LIABILITIES AND EQUITY	$	-1,676,359.29

In re Diversified Builder Services, Inc.	Case No. 08-13129
	Reporting Period: 8/1/09 — 8/31/09

STATUS OF POSTPETITION TAXES

The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes. Attach photocopies of any tax returns filed during the reporting period.

	Beginning	Amount Withheld or	Amount		Check No.	Ending Tax
Federal	Tax Liability	Accrued	Paid	Date Paid	_____T	Liability
Withholding	NONE					NONE
FICA-Employee	NONE					NONE
FICA-Employer	NONE					NONE
Unemployment	NONE					NONE
Income	NONE					NONE
Other:	NONE					NONE
Total Federal Taxes	NONE					NONE
State and Local	NONE					NONE
Withholding	NONE					NONE
Sales	NONE					NONE
Excise	NONE					NONE
Unemployment	NONE					NONE
Real Property	NONE					NONE
Personal Property	NONE					NONE
Other:	NONE					NONE
Total State and Local	NONE					NONE
Total Taxes	NONE					NONE

SUMMARY OF UNPAID POSTPETITION DEBTS

Attach aged listing of accounts payable.

Number of Days Past Due

	Current	0-30	31-60	61-90	Over 90	Total
Accounts Payable						NONE
Wages Payable						NONE
Taxes Payable						NONE
Rent/Leases-Building						NONE
Secured Debt/Adequate Protection Payments						NONE
Professional Fees						NONE
Amounts Due to Insiders*						NONE
Other: _____________						NONE
Other: _____________						NONE
Total Postpetition Debts						NONE

Explain how and when the Debtor intends to pay any past-due postpetition debts.

* “Insider” is defined in 11 U.S.C. Section 101(31).

In re   Diversified Builder Services, Inc.
           Debtor

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING

Accounts Receivable Reconciliation
Total Accounts Receivable at the beginning of the reporting period	$	7,800,000.00
+ Amounts billed during the period
- Amounts collected during the period
Total Accounts Receivable at the end of the reporting period	$	7,800,000.00
Accounts Receivable Aging
0 - 30 days old
31 - 60 days old
61 - 90 days old
91+ days old	$	7,800,000.00
Total Accounts Receivable	$	7,800,000.00
Amount considered uncollectible (Bad Debt)	$	5,729,081.00
Accounts Receivable (Net)	$	2,070,919.00

DEBTOR QUESTIONNAIRE

Must be completed each month	Yes		No
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.				X
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.				X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.		X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.		X
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.				X

UNITED STATES BANKRUPTCY COURT
IN THE DISTRICT OF DELAWARE

In re Glencrest Insurance Services, Inc.	Case No. 08-13131
	Reporting Period: 8/1/09 — 8/31/09

MONTHLY OPERATING REPORT

File with Court and submit copy to United States Trustee within 20 days after end of month

Submit copy of report to any official committee appointed in the case

				Affidavit /
		Document	Explanation	Supplement
REQUIRED DOCUMENTS	Form No.	Attached	Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	YES
Bank Reconciliation (or copies of debtor’s bank reconciliations)	MOR-1a	YES
Schedule of Professional Fees Paid	MOR-1b	YES
Copies of bank statements		YES
Cash disbursements journals		YES
Statement of Operations	MOR-2	YES
Balance Sheet	MOR-3	YES
Status of Post-petition Taxes	MOR-4	YES
Copies of IRS Form 6123 or payment receipt		N/A
Copies of tax returns filed during reporting period		N/A
Summary of Unpaid Post-petition Debts	MOR-4	YES
Listing of aged accounts payable	MOR-4	YES
Accounts Receivable Reconciliation and Aging	MOR-5	YES
Debtor Questionnaire	MOR-5	YES

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Debtor	Date
Signature of Joint Debtor	Date
/s/ Kevin McCarthy	September 9, 2009
Signature of Authorized Individual*	Date
Kevin McCarthy	CEO
Printed Name of Authorized Individual	Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

In re Glencrest Insurance Services, Inc.	Case No. 08-13131
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

Amounts reported should be per the debtor’s books, not the bank statement. The beginning cash should be the ending cash from the prior month or, if this is the first report, the amount should be the balance on the date the petition was filled. The amounts reported in the “CURRENT MONTH - ACTUAL” column must equal the sum of the four bank account columns. The amounts reported in the “PROJECTED” columns should be taken from the SMALL BUSINESS INITIAL REPORT (FORM IR-1). Attach copies of the bank statements and the cash disbursements journal. The total disbursements listed in the disbursements journal must equal the total disbursements reported on this page. A bank reconciliation must be attached for each account. [See MOR-1 (CONT)]

									CUMULATIVE
	BANK ACCOUNTS					CURRENT MONTH			FILING TO DATE
	OPER.		PAYROLL	TAX	OTHER	ACTUAL		PROJECTED	ACTUAL		PROJECTED
CASH BEGINNING OF MONTH	$	73,779.82				$	73,779.82		$	44,046.24
CASH SALES	$	53.56				$	53.56		$	30,615.83
ACCOUNTS RECEIVABLE
LOANS AND ADVANCES
SALE OF ASSETS
OTHER (ATTACH LIST)									$	307.22
TRANSFERS (FROM DIP ACCTS)
TOTAL RECEIPTS	$	53.56				$	53.56		$	30,923.05
NET PAYROLL
PAYROLL TAXES
SALES, USE & OTHER TAXES
INVENTORY PURCHASES
SECURED RENTAL/LEASES
INSURANCE
ADMINISTRATIVE	$	0.57				$	0.57		$	161.48
SELLING
OTHER (ATTACH LIST)
OWNER DRAW*
TRANSFERS (TO DIP ACCTS)
PROFESSIONAL FEES
U.S. TRUSTEE QUARTERLY FEES									$	975.00
COURT COSTS
TOTAL DISBURSEMENTS	$	0.57				$	0.57		$	1,136.48
NET CASH FLOW
(RECEIPTS LESS DISBURSEMENTS)	$	52.99				$	52.99		$	29,786.57
CASH — END OF MONTH	$	73,832.81				$	73,832.81		$	73,832.81

* COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RENDERED TO BANKRUPTCY ESTATE

THE FOLLOWING SECTION MUST BE COMPLETED

DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES (FROM CURRENT MONTH ACTUAL COLUMN)
TOTAL DISBURSEMENTS	$	0.57
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS	$
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts)	$
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES	$	0.57

Account ******8202

Account Name Glencrest Insurance Services, Inc.

Reconciliation As of Date 8/31/09

Balance per Bank			$	73,857.24
Deposits in Transit
Date	Amount
Total
Outstanding Checks
Check #	Amount
1004	$	25.00
Total			$	(25.00	)
Other (List)
August service charges recorded in September			$	0.57
Balance per Books			$	73,832.81

In re Glencrest Insurance Services, Inc.	Case No. 08-13131
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID

This schedule is to include all retained professional payments from case inception to current month.

	Period	Amount		Check		Amount Paid		Year-To-Date
Payee	Covered	Covered	Payor	Number	Date	Fees	Expenses	Fees	Expenses
			NONE

Bank of America LOGO	Account Number ******8202
	01 01 152 01 M0000 E# 0
CUSTOMER CONNECTION	Last Statement: 07/31/2009
BANK OF AMERICA, N.A.	This Statement: 08/31/2009
DALLAS, TEXAS 75283-2406
	Customer Service 1-800-342-7722
GLENCREST INSURANCE SERVICES, INC.
DEBTOR IN POSSESSION #08-13131
OPERATING ACCOUNT	Page 1 of 2
1490 N CLAREMONT BLVD, SUITE 100
CLAREMONT CA 91711	Bankruptcy Case Number: 0813131

Effective October 1, 2009, a pricing increase will occur for some services provided by Bank of America’s Automated Account Service, Service on Line or service provided by a Customer Service Representative Assistance. The new price for statement and photocopy requests are $10.00 per item. An additional $25.00 fee per occurrence is assessed for CSR Assistance when the service request is available through one of Bank of America’s automated services. The fees will be debited from your account. If you are interested in learning more about our automated services, please contact your banking representative.

CUSTOMER CONNECTION ECONOMY CHECKING

Account Summary Information

Statement Period	08/01/2009 — 08/31/2009	Statement Beginning Balance	73,804.25
Number of Deposits/Credits	1	Amount of Deposits/Credits	53.56
Number of Checks	0	Amount of Checks	.00
Number of Other Debits	1	Amount of Other Debits	.57
		Statement Ending Balance	73,857.24
Number of Enclosures	0
		Service Charge	.57

Deposits and Credits

Date	Customer				Bank
Posted	Reference	Amount		Description	Reference
08/28			53.56	CA BANKING CENTER DEPOSIT		254006260109330

Withdrawals and Debits

Other Debits

Date	Customer				Bank
Posted	Reference	Amount		Description	Reference
08/31			.57	FDIC ASSESSMENT

Daily Balances

Date	Ledger Balance		Collected Balance		Date		Ledger Balance		Collected Balance
07/31		73,804.25		73,804.25		08/31		73,857.24		73,803.68
08/28		73,857.81		73,804.25

	Account Number ******8202
CUSTOMER CONNECTION	01 01 152 01 M0000 E# 0
BANK OF AMERICA, N.A.	Last Statement: 07/31/2009
DALLAS, TEXAS 75283-2406	This Statement: 08/31/2009
	Customer Service 1-800-342-7722
GLENCREST INSURANCE SERVICES, INC.
	Page 2 of 2
	Bankruptcy Case Number: 0813131

IMPORTANT INFORMATION

CHANGE OF ADDRESS. Please call us at the customer service telephone number listed on the front of this statement to tell us about a change of address.

TERMS AND CONDITIONS. All deposits to, withdrawals from, or other transactions pertaining to your account(s) are subject to the terms and conditions of the agreement you received when you opened your account and any amendments thereto. Amendments to the agreement may be made from time to time in the manner stated therein.

IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR ELECTRONIC TRANSFERS. If you think your statement or receipt is wrong or if you need more information about an electronic transfer (e.g., ATM transactions, direct deposits or withdrawals, point-of-sale transactions) on the statement or receipt, telephone or write us at the address or number listed on the front of this statement as soon you can. We must hear from you no later than 60 days after we sent you the FIRST statement on which the error or problem appeared.

*	Tell us your name and account number.
*	Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe there is an error or why you need more information.
*	Tell us the dollar amount of the suspected error.

For consumer accounts used primarily for personal, family or household purposes, we will investigate your complaint and will correct any error promptly. If we take more than 10 business days (20 business days if you are a new customer, for electronic transfers occurring during the first 30 days after the first deposit is made to your account), to do this, we will re-credit your account for the amount you think is in error so that you will have use of the money during the time it takes us to complete our investigation.

For other accounts, we investigate, and if we find we have made an error, we will make the appropriate adjustment to your account at the conclusion of our investigation.

DIRECT DEPOSITS.

If you have arranged to have direct deposits made to your account at least once every 60 days from the same person or company, you may call us at the telephone number listed on the front of this statement to find out if the deposit was made as scheduled.

REPORTING OTHER PROBLEMS.

You must examine your statement carefully and promptly. You are in the best position to discover errors and unauthorized transactions on your account. If you fail to notify us in writing of suspected problems or unauthorized transactions within the time periods specified in the deposit agreement (which periods are no more than 60 days after we make the statement available to you and in some cases are 30 days or less), we are not liable to you for, and you agree not to make a claim against us for the problems or unauthorized transactions.

Glencrest Insurance Services, Inc.
Transaction Detail by Account
August 2009

Date	Type	Num		Name	Memo/Description	Split	Amount		Balance
B of A Checking
08/27/2009	General Journal		51			-SPLIT-		-0.57		-0.57
08/27/2009	General Journal		52			-SPLIT-		53.56		52.99
Total for B of A Checking							$	52.99
Fees Billed
08/27/2009	General Journal		52			-SPLIT-		53.56		53.56
Total for Fees Billed							$	53.56
Bank Charges
08/27/2009	General Journal		51			-SPLIT-		0.57		0.57
Total for Bank Charges							$	0.57

Journal Entry Entry #: 51

Date: 08/27/2009

Account	Debit		Credit
Bank Charges		0.57
B of A Checking				0.57
Totals		0.57		0.57

Memo: B of A July

Journal Entry Entry #: 52

Date: 08/27/2009

Account	Debit		Credit
B of A Checking		53.56
Fees Billed				53.56
Totals		53.56		53.56

Memo: Foremost Insurance

Glencrest Insurance Services, Inc.
Profit & Loss
August 2009

	Total
Income
Fees Billed		53.56
Total Income	$	53.56
Expenses
Bank Charges		0.57
Total Expenses	$	0.57
Net Operating Income	$	52.99
Net Income	$	52.99

Glencrest Insurance Services, Inc.
Profit & Loss
December 5, 2008 — August 31, 2009

	Total
Income
Fees Billed		30,615.83
Total Income	$	30,615.83
Expenses
Bank Charges		136.48
Taxes & Licenses		25.00
US Trustee		975.00
Total Expenses	$	1,136.48
Net Operating Income	$	29,479.35
Other Income
Other Income		307.22
Total Other Income	$	307.22
Net Other Income	$	307.22
Net Income	$	29,786.57

Glencrest Insurance Services, Inc.
Balance Sheet
As of August 31, 2009

	Total
ASSETS
Current Assets
Bank Accounts
B of A Checking		73,832.81
Operating Acct		0.00
PFF Checking		0.00
Total Bank Accounts	$	73,832.81
Total Current Assets	$	73,832.81
Other Assets
Prepaid Expenses and Other Assets		36,194.00
Property & Equipment		16,201.00
Total Other Assets	$	52,395.00
TOTAL ASSETS	$	126,227.81
LIABILITIES AND EQUITY
Liabilities
Long Term Liabilities
Deferred Tax		36,194.00
Fees Payable		-322.00
Total Long Term Liabilities	$	35,872.00
Total Liabilities	$	35,872.00
Equity
APIC — R/E Dividends Paid		-5,440,000.00
APIC — Retained Earnings		5,480,569.00
Common Stock		20,000.00
Opening Balance Equity		0.24
Retained Earnings
Net Income		29,786.57
Total Equity	$	90,355.81
TOTAL LIABILITIES AND EQUITY	$	126,227.81

In re Glencrest Insurance Services, Inc.	Case No. 08-13131
	Reporting Period: 8/1/09 — 8/31/09

STATUS OF POSTPETITION TAXES

The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes. Attach photocopies of any tax returns filed during the reporting period.

		Amount				Ending
	Beginning	Withheld or	Amount		Check No.	Tax
Federal	Tax Liability	Accrued	Paid	Date Paid	_____T	Liability
Withholding	NONE					NONE
FICA-Employee	NONE					NONE
FICA-Employer	NONE					NONE
Unemployment	NONE					NONE
Income	NONE					NONE
Other:	NONE					NONE
Total Federal Taxes	NONE					NONE
State and Local	NONE					NONE
Withholding	NONE					NONE
Sales	NONE					NONE
Excise	NONE					NONE
Unemployment	NONE					NONE
Real Property	NONE					NONE
Personal Property	NONE					NONE
Other:	NONE					NONE
Total State and Local	NONE					NONE
Total Taxes	NONE					NONE

SUMMARY OF UNPAID POSTPETITION DEBTS

Attach aged listing of accounts payable.

Number of Days Past Due

	Current	0-30	31-60	61-90	Over 90	Total
Accounts Payable						NONE
Wages Payable						NONE
Taxes Payable						NONE
Rent/Leases-Building						NONE
Secured Debt/Adequate Protection Payments						NONE
Professional Fees						NONE
Amounts Due to Insiders*						NONE
Other: _____________						NONE
Other: _____________						NONE
Total Postpetition Debts						NONE

Explain how and when the Debtor intends to pay any past-due postpetition debts.

* “Insider” is defined in 11 U.S.C. Section 101(31).

In re	Glencrest Insurance Services, Inc.
	Debtor

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING

Accounts Receivable Reconciliation
Total Accounts Receivable at the beginning of the reporting period	NONE
+ Amounts billed during the period	NONE
- Amounts collected during the period	NONE
Total Accounts Receivable at the end of the reporting period	NONE
Accounts Receivable Aging	NONE
0 - 30 days old	NONE
31 - 60 days old	NONE
61 - 90 days old	NONE
91+ days old	NONE
Total Accounts Receivable	NONE
Amount considered uncollectible (Bad Debt)	NONE
Accounts Receivable (Net)	NONE

DEBTOR QUESTIONNAIRE

Must be completed each month	Yes		No
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.				X
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.				X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.		X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.		X
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.				X

UNITED STATES BANKRUPTCY COURT
IN THE DISTRICT OF DELAWARE

In re Glencrest Investment Advisors, Inc.	Case No. 08-13128
	Reporting Period: 8/1/09 — 8/31/09

MONTHLY OPERATING REPORT

File with Court and submit copy to United States Trustee within 20 days after end of month

Submit copy of report to any official committee appointed in the case

				Affidavit /
		Document	Explanation	Supplement
REQUIRED DOCUMENTS	Form No.	Attached	Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	YES
Bank Reconciliation (or copies of debtor’s bank reconciliations)	MOR-1a	YES
Schedule of Professional Fees Paid	MOR-1b	YES
Copies of bank statements		YES
Cash disbursements journals		YES
Statement of Operations	MOR-2	YES
Balance Sheet	MOR-3	YES
Status of Post-petition Taxes	MOR-4	YES
Copies of IRS Form 6123 or payment receipt		N/A
Copies of tax returns filed during reporting period		N/A
Summary of Unpaid Post-petition Debts	MOR-4	YES
Listing of aged accounts payable	MOR-4	YES
Accounts Receivable Reconciliation and Aging	MOR-5	YES
Debtor Questionnaire	MOR-5	YES

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Debtor	Date
Signature of Joint Debtor	Date
/s/ Kevin McCarthy	September 9, 2009
Signature of Authorized Individual*	Date
Kevin McCarthy	CEO
Printed Name of Authorized Individual	Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

In re Glencrest Investment Advisors, Inc.	Case No. 08-13128
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

Amounts reported should be per the debtor’s books, not the bank statement. The beginning cash should be the ending cash from the prior month or, if this is the first report, the amount should be the balance on the date the petition was filled. The amounts reported in the “CURRENT MONTH - ACTUAL” column must equal the sum of the four bank account columns. The amounts reported in the “PROJECTED” columns should be taken from the SMALL BUSINESS INITIAL REPORT (FORM IR-1). Attach copies of the bank statements and the cash disbursements journal. The total disbursements listed in the disbursements journal must equal the total disbursements reported on this page. A bank reconciliation must be attached for each account. [See MOR-1 (CONT)]

											CUMULATIVE
	BANK ACCOUNTS						CURRENT MONTH				FILING TO DATE
	OPER.			PAYROLL	TAX	OTHER	ACTUAL			PROJECTED	ACTUAL		PROJECTED
CASH BEGINNING OF MONTH	$	94,308.97					$	94,308.97			$	31,278.00
CASH SALES	$	5.89					$	5.89			$	418.60
ACCOUNTS RECEIVABLE
LOANS AND ADVANCES
SALE OF ASSETS											$	30,277.00
OTHER (ATTACH LIST)	$	2,113.65	1				$	2,113.65			$	43,910.27
TRANSFERS (FROM DIP ACCTS)											$	196,027.42
TOTAL RECEIPTS	$	2,119.54					$	2,119.54			$	270,633.29
NET PAYROLL											$	27,609.67
PAYROLL TAXES
SALES, USE & OTHER TAXES
INVENTORY PURCHASES
SECURED RENTAL/LEASES											$	124,519.58
INSURANCE
ADMINISTRATIVE	$	4,421.72					$	4,421.72			$	51,055.25
SELLING
OTHER (ATTACH LIST)
OWNER DRAW*
TRANSFERS (TO DIP ACCTS)											$	4,445.00
PROFESSIONAL FEES
U.S. TRUSTEE QUARTERLY FEES											$	2,275.00
COURT COSTS
TOTAL DISBURSEMENTS	$	4,421.72					$	4,421.72			$	209,904.50
NET CASH FLOW
(RECEIPTS LESS DISBURSEMENTS)	$	(2,302.18	)				$	(2,302.18	)		$	60,728.79
CASH — END OF MONTH	$	92,006.79					$	92,006.79			$	92,006.79

* COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RENDERED TO BANKRUPTCY ESTATE

1 CA Financial Partners — July Fees	$	380.65
Refund of Security Deposit — Irvine Office	$	1,733.00
	$	2,113.65

THE FOLLOWING SECTION MUST BE COMPLETED

DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES (FROM CURRENT MONTH ACTUAL COLUMN)
TOTAL DISBURSEMENTS	$	4,421.72
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS	$
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts)	$
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES	$	4,421.72

Account ******9162

Account Name Glencrest Investment Advisors, Inc.

Reconciliation As of Date 8/31/09

Balance per Bank			$	92,031.08
Deposits in Transit
Date	Amount
Total
Outstanding Checks
Check #	Amount
1086	$	25.00
Total			$	(25.00	)
Other (List)
August service charges recorded in September			$	0.71
Balance per Books			$	92,006.79

In re Glencrest Investment Advisors, Inc.	Case No. 08-13128
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID

This schedule is to include all retained professional payments from case inception to current month.

	Period	Amount		Check		Amount Paid		Year-To-Date
Payee	Covered	Covered	Payor	Number	Date	Fees	Expenses	Fees	Expenses
			NONE

Bank of America LOGO	Account Number ******9162
	01 01 152 01 M0000 E# 4
CUSTOMER CONNECTION	Last Statement: 07/31/2009
BANK OF AMERICA, N.A.	This Statement: 08/31/2009
DALLAS, TEXAS 75283-2406
	Customer Service 1-800-342-7722
GLENCREST INVESTMENT ADVISORS, INC.
DEBTOR IN POSSESSION #08-13128
OPERATING ACCOUNT	Page 1 of 3
1490 N CLAREMONT BLVD, SUITE 100
CLAREMONT CA 91711	Bankruptcy Case Number: 0813128

Effective October 1, 2009, a pricing increase will occur for some services provided by Bank of America’s Automated Account Service, Service on Line or service provided by a Customer Service Representative Assistance. The new price for statement and photocopy requests are $10.00 per item. An additional $25.00 fee per occurrence is assessed for CSR Assistance when the service request is available through one of Bank of America’s automated services. The fees will be debited from your account. If you are interested in learning more about our automated services, please contact your banking representative.

CUSTOMER CONNECTION ECONOMY CHECKING

Account Summary Information

Statement Period	08/01/2009 — 08/31/2009	Statement Beginning Balance	94,273.24
Number of Deposits/Credits	2	Amount of Deposits/Credits	2,119.54
Number of Checks	4	Amount of Checks	4,360.99
Number of Other Debits	1	Amount of Other Debits	.71
		Statement Ending Balance	92,031.08
Number of Enclosures	4
		Service Charge	.71

Deposits and Credits

Date	Customer				Bank
Posted	Reference	Amount		Description	Reference
08/24			300.65	CA BANKING CENTER DEPOSIT		235305360729397
08/28			1,738.89	CA BANKING CENTER DEPOSIT		254006260109327

Withdrawals and Debits

Checks

Check			Date		Bank		Check				Date		Bank
Number	Amount		Posted		Reference		Number		Amount		Posted		Reference
1097		550.00		8/10		7292437721		1099		991.28		08/20		6092175090
1098		2,269.71		8/24		8092500678		1100		550.00		08/31		6292438143

Other Debits

Date	Customer				Bank
Posted	Reference	Amount		Description	Reference
08/31			.71	FDIC ASSESSMENT

Daily Balances

Date	Ledger Balance		Collected Balance		Date		Ledger Balance		Collected Balance
07/31		94,273.24		94,273.24		08/24		90,842.90		90,462.25
08/10		93,723.24		93,723.24		08/27		90,842.90		90,820.07
08/20		92,731.96		92,731.96		08/28		92,581.79		92,575.90

	Account Number ******9162
CUSTOMER CONNECTION	01 01 152 01 M0000 E# 4
BANK OF AMERICA, N.A.	Last Statement: 07/31/2009
DALLAS, TEXAS 75283-2406	This Statement: 08/31/2009
	Customer Service 1-800-342-7722
GLENCREST INVESTMENT ADVISORS, INC.
	Page 2 of 3
	Bankruptcy Case Number: 0813128

CUSTOMER CONNECTION ECONOMY CHECKING

Daily Balances

Date	Ledger Balance		Collected Balance		Date	Ledger Balance	Collected Balance
08/31		92,031.08		92,025.19

	Account Number ******9162
CUSTOMER CONNECTION	01 01 152 01 M0000 E# 4
BANK OF AMERICA, N.A.	Last Statement: 07/31/2009
DALLAS, TEXAS 75283-2406	This Statement: 08/31/2009
	Customer Service 1-800-342-7722
GLENCREST INVESTMENT ADVISORS, INC.
	Page 3 of 3
	Bankruptcy Case Number: 0813128

IMPORTANT INFORMATION

CHANGE OF ADDRESS. Please call us at the customer service telephone number listed on the front of this statement to tell us about a change of address.

TERMS AND CONDITIONS. All deposits to, withdrawals from, or other transactions pertaining to your account(s) are subject to the terms and conditions of the agreement you received when you opened your account and any amendments thereto. Amendments to the agreement may be made from time to time in the manner stated therein.

IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR ELECTRONIC TRANSFERS. If you think your statement or receipt is wrong or if you need more information about an electronic transfer (e.g., ATM transactions, direct deposits or withdrawals, point-of-sale transactions) on the statement or receipt, telephone or write us at the address or number listed on the front of this statement as soon you can. We must hear from you no later than 60 days after we sent you the FIRST statement on which the error or problem appeared.

*	Tell us your name and account number.
*	Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe there is an error or why you need more information.
*	Tell us the dollar amount of the suspected error.

For consumer accounts used primarily for personal, family or household purposes, we will investigate your complaint and will correct any error promptly. If we take more than 10 business days (20 business days if you are a new customer, for electronic transfers occurring during the first 30 days after the first deposit is made to your account), to do this, we will re-credit your account for the amount you think is in error so that you will have use of the money during the time it takes us to complete our investigation.

For other accounts, we investigate, and if we find we have made an error, we will make the appropriate adjustment to your account at the conclusion of our investigation.

DIRECT DEPOSITS.

If you have arranged to have direct deposits made to your account at least once every 60 days from the same person or company, you may call us at the telephone number listed on the front of this statement to find out if the deposit was made as scheduled.

REPORTING OTHER PROBLEMS.

You must examine your statement carefully and promptly. You are in the best position to discover errors and unauthorized transactions on your account. If you fail to notify us in writing of suspected problems or unauthorized transactions within the time periods specified in the deposit agreement (which periods are no more than 60 days after we make the statement available to you and in some cases are 30 days or less), we are not liable to you for, and you agree not to make a claim against us for the problems or unauthorized transactions.

Glencrest Investment Advisors, Inc.
Transaction Detail by Account
August 2009

Date	Type	Num		Name	Memo/Description	Split	Amount		Balance
B of A Checking
08/01/2009	General Journal		172			-SPLIT-		-550.00		-550.00
08/14/2009	General Journal		173			-SPLIT-		-2,269.71		-2,819.71
08/14/2009	General Journal		174			-SPLIT-		-991.28		-3,810.99
08/23/2009	General Journal		175			-SPLIT-		-60.73		-3,871.72
08/23/2009	General Journal		176			-SPLIT-		380.65		-3,491.07
08/23/2009	General Journal		177			-SPLIT-		-550.00		-4,041.07
08/27/2009	General Journal		178			-SPLIT-		1,738.89		-2,302.18
Total for B of A Checking							$	-2,302.18
CA Financial Ptnr Income
08/23/2009	General Journal		176			-SPLIT-		380.65		380.65
Total for CA Financial Ptnr Income							$	380.65
Fees Billed
08/27/2009	General Journal		178			-SPLIT-		5.89		5.89
Total for Fees Billed							$	5.89
Bank Charges
08/23/2009	General Journal		175			-SPLIT-		60.73		60.73
Total for Bank Charges							$	60.73
I 365 Data Storage
08/14/2009	General Journal		173			-SPLIT-		2,269.71		2,269.71
Total for I 365 Data Storage							$	2,269.71
Reliable Self Storage
08/01/2009	General Journal		172			-SPLIT-		550.00		550.00
08/23/2009	General Journal		177			-SPLIT-		550.00		1,100.00
Total for Reliable Self Storage							$	1,100.00
Utilities — SCE
08/14/2009	General Journal		174			-SPLIT-		991.28		991.28
Total for Utilities — SCE							$	991.28
Other Income
08/27/2009	General Journal		178			-SPLIT-		1,733.00		1,733.00
Total for Other Income							$	1,733.00

Journal Entry Entry #: 172

Date: 08/01/2009

Account	Debit		Credit
Reliable Self Storage		550.00
B of A Checking				550.00
Totals		550.00		550.00

Memo: August rent

Journal Entry Entry #: 173

Date: 08/14/2009

Account	Debit		Credit
I 365 Data Storage		2269.71
B of A Checking				2269.71
Totals		2269.71		2269.71

Memo: July

Journal Entry Entry #: 174

Date: 08/14/2009

Account	Debit		Credit
Utilities — SCE		991.28
B of A Checking				991.28
Totals		991.28		991.28

Memo: 7/1 — 31

Journal Entry Entry #: 175

Date: 08/23/2009

Account	Debit		Credit
Bank Charges		60.73
B of A Checking				60.73
Totals		60.73		60.73

Memo: July B of A charges, incl stop pays

Journal Entry Entry #: 176

Date: 08/23/2009

Account	Debit		Credit
B of A Checking		380.65
CA Financial Ptnr Income				380.65
Totals		380.65		380.65

Memo: July Fees

Journal Entry Entry #: 177

Date: 08/23/2009

Account	Debit		Credit
Reliable Self Storage		550.00
B of A Checking				550.00
Totals		550.00		550.00

Memo: September Rent

Journal Entry Entry #: 178

Date: 08/27/2009

Account	Debit		Credit
B of A Checking		1738.89
Other Income				1733.00
Fees Billed				5.89
Totals		1738.89		1738.89

Memo: Refund of Sec Deposit — Irvine $1733.00 + 1st Mercantile

Glencrest Investment Advisors, Inc.
Profit & Loss
August 2009

	Total
Income
CA Financial Ptnr Income		380.65
Fees Billed		5.89
Total Income	$	386.54
Expenses
Bank Charges		60.73
I 365 Data Storage		2,269.71
Reliable Self Storage		1,100.00
Utilities — SCE		991.28
Total Expenses	$	4,421.72
Net Operating Income	$	-4,035.18
Other Income
Other Income		1,733.00
Total Other Income	$	1,733.00
Net Other Income	$	1,733.00
Net Income	$	-2,302.18

Glencrest Investment Advisors, Inc.
Profit & Loss
December 5, 2008 — August 31, 2009

	Total
Income
Ameritrade Close Out		22,111.54
CA Financial Ptnr Income		3,248.01
Fees Billed		26.70
Misc Asset Sales — Claremont		30,277.00
Rental Income Palm Desert		27,573.93
Sublease — PFF		6,279.10
Trailer Income		3,263.56
Total Income	$	92,779.84
Expenses
Bank Charges		260.94
Computek I.T.		1,275.00
I 365 Data Storage		18,481.93
Janitorial — Claremont		1,720.00
Janitorial — Palm Desert		560.00
Legal & Professional Fees		-7,097.45
Office Expenses		3,471.35
Other General and Admin Expenses		4,141.78
Payroll Expenses		27,603.90
Reliable Self Storage		1,637.74
Rent — Claremont		93,547.58
Rent — Palm Desert		30,972.00
Supplies		-233.34
Taxes & Licenses		2,505.41
US Trustee		2,275.00
Utilities		2,500.98
Utilities — Gas Co		1,307.89
Utilities — Phone and Data		11,534.05
Utilities — SCE		6,842.90
Utilities — Siemens		848.52
Utilities — Water		15.14
Total Expenses	$	204,171.32
Net Operating Income	$	-111,391.48
Other Income
Other Income		12,413.00
Total Other Income	$	12,413.00
Other Expenses
Miscellaneous		54.11
Total Other Expenses	$	54.11
Net Other Income	$	12,358.89
Net Income	$	-99,032.59

Glencrest Investment Advisors, Inc.
Balance Sheet
As of August 31, 2009

	Total
ASSETS
Current Assets
Bank Accounts
B of A Checking		92,006.79
PFF Checking		0.00
Prepaid Rent — Claremont		0.00
Total Bank Accounts	$	92,006.79
Total Current Assets	$	92,006.79
Other Assets
Advances to Trust		80,000.00
Lease Deposit		3,578.00
Net Income/Loss GIS		58,822.00
Prepaid — Other		17,984.00
Prepaid A/P		23,437.00
Prepaid Rent & CAM — Claremont		0.00
Prepaid Rent — Palm Desert		0.00
Prin Rec FHLMC SEC Fixed		2,916.92
Property & Equipment		492,486.00
Utility Deposit		4,445.00
Valuation Allowance		-43,570.00
Total Other Assets	$	640,098.92
TOTAL ASSETS	$	732,105.71
LIABILITIES AND EQUITY
Liabilities
Long Term Liabilities
125 Deductions		5,150.00
401K		469.00
Accrued Payroll		8,000.00
Accrued Vacation		34,313.00
Deferred Federal Inc Tax		93,597.00
Deferred State Franchise Tax		-137,167.00
Employer FICA Tax Payable		27.00
Fed Inc Tax W/H		178.00
Federal Employee FICA		27.00
Intercompany Payable		14,433.00
MISC Unapplied Funds		-224.00
Other Accrued Liability		40,000.00
State Tax W/H		34.00
Sublease Deposit		1.00
Total Long Term Liabilities	$	58,838.00
Total Liabilities	$	58,838.00
Equity
APIC		6,870,597.00
APIC — Retained Earnings		-6,206,986.00
Common Stock		3.00
Opening Balance Equity		-1.00
Retained Earnings		108,687.30
Net Income		-99,032.59
Total Equity	$	673,267.71
TOTAL LIABILITIES AND EQUITY	$	732,105.71

In re Glencrest Investment Advisors, Inc.	Case No. 08-13128
	Reporting Period: 8/1/09 — 8/31/09

STATUS OF POSTPETITION TAXES

The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes. Attach photocopies of any tax returns filed during the reporting period.

		Amount				Ending
	Beginning	Withheld or	Amount		Check No.	Tax
Federal	Tax Liability	Accrued	Paid	Date Paid	_____T	Liability
Withholding	NONE					NONE
FICA-Employee	NONE					NONE
FICA-Employer	NONE					NONE
Unemployment	NONE					NONE
Income	NONE					NONE
Other:	NONE					NONE
Total Federal Taxes	NONE					NONE
State and Local	NONE					NONE
Withholding	NONE					NONE
Sales	NONE					NONE
Excise	NONE					NONE
Unemployment	NONE					NONE
Real Property	NONE					NONE
Personal Property	NONE					NONE
Other:	NONE					NONE
Total State and Local	NONE					NONE
Total Taxes	NONE					NONE

SUMMARY OF UNPAID POSTPETITION DEBTS

Attach aged listing of accounts payable.

Number of Days Past Due

	Current	0-30	31-60	61-90	Over 90	Total
Accounts Payable						NONE
Wages Payable						NONE
Taxes Payable						NONE
Rent/Leases-Building						NONE
Secured Debt/Adequate Protection Payments						NONE
Professional Fees						NONE
Amounts Due to Insiders*						NONE
Other:						NONE
Other:						NONE
Total Postpetition Debts						NONE

Explain how and when the Debtor intends to pay any past-due postpetition debts.

* “Insider” is defined in 11 U.S.C. Section 101(31).

In re	Glencrest Investment Advisors, Inc.
	Debtor

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING

Accounts Receivable Reconciliation
Total Accounts Receivable at the beginning of the reporting period	NONE
+ Amounts billed during the period	NONE
- Amounts collected during the period	NONE
Total Accounts Receivable at the end of the reporting period	NONE
Accounts Receivable Aging	NONE
0 - 30 days old	NONE
31 - 60 days old	NONE
61 - 90 days old	NONE
91+ days old	NONE
Total Accounts Receivable	NONE
Amount considered uncollectible (Bad Debt)	NONE
Accounts Receivable (Net)	NONE

DEBTOR QUESTIONNAIRE

Must be completed each month	Yes	No
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.		X
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.		X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.	X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.	X
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.		X

UNITED STATES BANKRUPTCY COURT
IN THE DISTRICT OF DELAWARE

In re PFF Real Estate Services, Inc.	Case No. 08-13130
	Reporting Period: 8/1/09 — 8/31/09

MONTHLY OPERATING REPORT

File with Court and submit copy to United States Trustee within 20 days after end of month

Submit copy of report to any official committee appointed in the case

				Affidavit /
		Document	Explanation	Supplement
REQUIRED DOCUMENTS	Form No.	Attached	Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	YES
Bank Reconciliation (or copies of debtor’s bank reconciliations)	MOR-1a	YES
Schedule of Professional Fees Paid	MOR-1b	YES
Copies of bank statements		YES
Cash disbursements journals		YES
Statement of Operations	MOR-2	YES
Balance Sheet	MOR-3	YES
Status of Post-petition Taxes	MOR-4	YES
Copies of IRS Form 6123 or payment receipt		N/A
Copies of tax returns filed during reporting period		N/A
Summary of Unpaid Post-petition Debts	MOR-4	YES
Listing of aged accounts payable	MOR-4	YES
Accounts Receivable Reconciliation and Aging	MOR-5	YES
Debtor Questionnaire	MOR-5	YES

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Debtor	Date
Signature of Joint Debtor	Date
/s/ Kevin McCarthy	September 9, 2009
Signature of Authorized Individual*	Date
Kevin McCarthy	CEO
Printed Name of Authorized Individual	Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

In re PFF Real Estate Services, Inc.	Case No. 08-13130
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

Amounts reported should be per the debtor’s books, not the bank statement. The beginning cash should be the ending cash from the prior month or, if this is the first report, the amount should be the balance on the date the petition was filled. The amounts reported in the “CURRENT MONTH - ACTUAL” column must equal the sum of the four bank account columns. The amounts reported in the “PROJECTED” columns should be taken from the SMALL BUSINESS INITIAL REPORT (FORM IR-1). Attach copies of the bank statements and the cash disbursements journal. The total disbursements listed in the disbursements journal must equal the total disbursements reported on this page. A bank reconciliation must be attached for each account. [See MOR-1 (CONT)]

											CUMULATIVE
	BANK ACCOUNTS						CURRENT MONTH				FILING TO DATE
	OPER.			PAYROLL	TAX	OTHER	ACTUAL			PROJECTED	ACTUAL			PROJECTED
CASH BEGINNING OF MONTH	$	24,667.89					$	24,667.89			$	25,725.04
RECEIPTS
CASH SALES
ACCOUNTS RECEIVABLE
LOANS AND ADVANCES
SALE OF ASSETS
OTHER (ATTACH LIST)
TRANSFERS (FROM DIP ACCTS)
TOTAL RECEIPTS
NET PAYROLL
PAYROLL TAXES
SALES, USE & OTHER TAXES
INVENTORY PURCHASES
SECURED RENTAL/LEASES
INSURANCE
ADMINISTRATIVE		2.19						2.19			$	84.34
SELLING
OTHER (ATTACH LIST)
OWNER DRAW*
TRANSFERS (TO DIP ACCTS)
PROFESSIONAL FEES
U.S. TRUSTEE QUARTERLY FEES											$	975.00
COURT COSTS
TOTAL DISBURSEMENTS	$	2.19					$	2.19			$	1,059.34
NET CASH FLOW
(RECEIPTS LESS DISBURSEMENTS)	$	(2.19	)				$	(2.19	)		$	(1,059.34	)
CASH — END OF MONTH	$	24,665.70					$	24,665.70			$	24,665.70

* COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RENDERED TO BANKRUPTCY ESTATE

THE FOLLOWING SECTION MUST BE COMPLETED

DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES (FROM CURRENT MONTH ACTUAL COLUMN)
TOTAL DISBURSEMENTS	$	2.19
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS	$
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts)	$
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES	$	2.19

Account ******8192

Account Name PFF Real Estate Services, Inc.

Reconciliation As of Date 8/31/09

Balance per Bank		$	24,665.51
Deposits in Transit
Date	Amount
Total
Outstanding Checks
Check #	Amount
Total
Other (List)
August service charge (recorded in September)		$	0.19
Balance per Books		$	24,665.70

In re PFF Real Estate Services, Inc.	Case No. 08-13130
	Reporting Period: 8/1/09 — 8/31/09

SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID

This schedule is to include all retained professional payments from case inception to current month.

	Period	Amount		Check		Amount Paid		Year-To-Date
Payee	Covered	Covered	Payor	Number	Date	Fees	Expenses	Fees	Expenses
			NONE

Bank of America LOGO	Account Number ******8192
	01 01 152 01 M0000 E# 0
CUSTOMER CONNECTION	Last Statement: 07/31/2009
BANK OF AMERICA, N.A.	This Statement: 08/31/2009
DALLAS, TEXAS 75283-2406
	Customer Service 1-800-342-7722
PFF REAL ESTATE SERVICES, INC.
DEBTOR IN POSSESSION #08-13130
1490 N CLAREMONT BLVD, SUITE 100	Page 1 of 2
CLAREMONT CA 91711
	Bankruptcy Case Number: 0813130

Effective October 1, 2009, a pricing increase will occur for some services provided by Bank of America’s Automated Account Service, Service on Line or service provided by a Customer Service Representative Assistance. The new price for statement and photocopy requests are $10.00 per item. An additional $25.00 fee per occurrence is assessed for CSR Assistance when the service request is available through one of Bank of America’s automated services. The fees will be debited from your account. If you are interested in learning more about our automated services, please contact your banking representative.

CUSTOMER CONNECTION ECONOMY CHECKING

Account Summary Information

Statement Period	08/01/2009 — 08/31/2009	Statement Beginning Balance	24,665.70
Number of Deposits/Credits	0	Amount of Deposits/Credits	.00
Number of Checks	0	Amount of Checks	.00
Number of Other Debits	1	Amount of Other Debits	.19
		Statement Ending Balance	24,665.51
Number of Enclosures	0
		Service Charge	.19

Withdrawals and Debits

Other Debits

Date	Customer				Bank
Posted	Reference	Amount		Description	Reference
08/31			.19	FDIC ASSESSMENT

Daily Balances

Date	Ledger Balance		Collected Balance		Date		Ledger Balance		Collected Balance
07/31		24,665.70		24,665.70		08/31		24,665.51		24,665.51

	Account Number ******8192
CUSTOMER CONNECTION	01 01 152 01 M0000 E# 0
BANK OF AMERICA, N.A.	Last Statement: 07/31/2009
DALLAS, TEXAS 75283-2406	This Statement: 08/31/2009
	Customer Service 1-800-342-7722
PFF REAL ESTATE SERVICES, INC.
	Page 2 of 2
	Bankruptcy Case Number: 0813130

IMPORTANT INFORMATION

CHANGE OF ADDRESS. Please call us at the customer service telephone number listed on the front of this statement to tell us about a change of address.

TERMS AND CONDITIONS. All deposits to, withdrawals from, or other transactions pertaining to your account(s) are subject to the terms and conditions of the agreement you received when you opened your account and any amendments thereto. Amendments to the agreement may be made from time to time in the manner stated therein.

IN CASE OF ERRORS OR QUESTIONS ABOUT YOUR ELECTRONIC TRANSFERS. If you think your statement or receipt is wrong or if you need more information about an electronic transfer (e.g., ATM transactions, direct deposits or withdrawals, point-of-sale transactions) on the statement or receipt, telephone or write us at the address or number listed on the front of this statement as soon you can. We must hear from you no later than 60 days after we sent you the FIRST statement on which the error or problem appeared.

*	Tell us your name and account number.
*	Describe the error or the transfer you are unsure about, and explain as clearly as you can why you believe there is an error or why you need more information.
*	Tell us the dollar amount of the suspected error.

For consumer accounts used primarily for personal, family or household purposes, we will investigate your complaint and will correct any error promptly. If we take more than 10 business days (20 business days if you are a new customer, for electronic transfers occurring during the first 30 days after the first deposit is made to your account), to do this, we will re-credit your account for the amount you think is in error so that you will have use of the money during the time it takes us to complete our investigation.

For other accounts, we investigate, and if we find we have made an error, we will make the appropriate adjustment to your account at the conclusion of our investigation.

DIRECT DEPOSITS.

If you have arranged to have direct deposits made to your account at least once every 60 days from the same person or company, you may call us at the telephone number listed on the front of this statement to find out if the deposit was made as scheduled.

REPORTING OTHER PROBLEMS.

You must examine your statement carefully and promptly. You are in the best position to discover errors and unauthorized transactions on your account. If you fail to notify us in writing of suspected problems or unauthorized transactions within the time periods specified in the deposit agreement (which periods are no more than 60 days after we make the statement available to you and in some cases are 30 days or less), we are not liable to you for, and you agree not to make a claim against us for the problems or unauthorized transactions.

PFF Real Estate Services, Inc.
Transaction Detail by Account
August 2009

Date	Type	Num	Name		Memo/Description	Split	Amount		Balance
B of A Checking
08/25/2009	General Journal			17		-SPLIT-		-2.19		-2.19
Total for B of A Checking							$	-2.19
Bank Charges
08/25/2009	General Journal			17		-SPLIT-		2.19		2.19
Total for Bank Charges							$	2.19

Journal Entry Entry #: 17

Date: 08/25/2009

Account	Debit		Credit
Bank Charges		2.19
B of A Checking				2.19
Totals		2.19		2.19

Memo: July B of A fees

PFF Real Estate Services, Inc.
Profit & Loss
August 2009

	Total
Income
Total Income
Expenses
Bank Charges		2.19
Total Expenses	$	2.19
Net Operating Income	$	-2.19
Net Income	$	-2.19

PFF Real Estate Services, Inc.
Profit & Loss
December 5, 2008 — August 31, 2009

	Total
Income
Total Income
Expenses
Bank Charges		84.34
US Trustee		975.00
Total Expenses	$	1,059.34
Net Operating Income	$	-1,059.34
Other Income
Other Income		0.04
Total Other Income	$	0.04
Net Other Income	$	0.04
Net Income	$	-1,059.30

PFF Real Estate Services, Inc.
Balance Sheet
As of August 31, 2009

	Total
ASSETS
Current Assets
Bank Accounts
B of A Checking		24,665.70
PFF Checking		0.00
Total Bank Accounts	$	24,665.70
Total Current Assets	$	24,665.70
TOTAL ASSETS	$	24,665.70
LIABILITIES AND EQUITY
Liabilities
Total Liabilities
Equity
APIC — Retained Earnings		-29,275.00
Common Stock		55,000.00
Opening Balance Equity		0.00
Retained Earnings
Net Income		-1,059.30
Total Equity	$	24,665.70
TOTAL LIABILITIES AND EQUITY	$	24,665.70

In re PFF Real Estate Services, Inc.	Case No. 08-13130
	Reporting Period: 8/1/09 — 8/31/09

STATUS OF POSTPETITION TAXES

The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes. Attach photocopies of any tax returns filed during the reporting period.

		Amount				Ending
	Beginning	Withheld or	Amount		Check No.	Tax
Federal	Tax Liability	Accrued	Paid	Date Paid	_____T	Liability
Withholding	NONE					NONE
FICA-Employee	NONE					NONE
FICA-Employer	NONE					NONE
Unemployment	NONE					NONE
Income	NONE					NONE
Other:	NONE					NONE
Total Federal Taxes	NONE					NONE
State and Local	NONE					NONE
Withholding	NONE					NONE
Sales	NONE					NONE
Excise	NONE					NONE
Unemployment	NONE					NONE
Real Property	NONE					NONE
Personal Property	NONE					NONE
Other:	NONE					NONE
Total State and Local	NONE					NONE
Total Taxes	NONE					NONE

SUMMARY OF UNPAID POSTPETITION DEBTS

Attach aged listing of accounts payable.

Number of Days Past Due

	Current	0-30	31-60	61-90	Over 90	Total
Accounts Payable						NONE
Wages Payable						NONE
Taxes Payable						NONE
Rent/Leases-Building						NONE
Secured Debt/Adequate Protection Payments						NONE
Professional Fees						NONE
Amounts Due to Insiders*						NONE
Other: _____________						NONE
Other: _____________						NONE
Total Postpetition Debts						NONE

Explain how and when the Debtor intends to pay any past-due postpetition debts.

* “Insider” is defined in 11 U.S.C. Section 101(31).

In re	PFF Real Estate Services, Inc.
	Debtor

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING

Accounts Receivable Reconciliation
Total Accounts Receivable at the beginning of the reporting period	NONE
+ Amounts billed during the period	NONE
- Amounts collected during the period	NONE
Total Accounts Receivable at the end of the reporting period	NONE
Accounts Receivable Aging	NONE
0 - 30 days old	NONE
31 - 60 days old	NONE
61 - 90 days old	NONE
91+ days old	NONE
Total Accounts Receivable	NONE
Amount considered uncollectible (Bad Debt)	NONE
Accounts Receivable (Net)	NONE

DEBTOR QUESTIONNAIRE

Must be completed each month	Yes		No
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.				X
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.				X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.		X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.		X
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.				X