CMR Mortgage Fund II 8-K Other Events

Exhibit 99

UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA

In re:	CMR Mortgage Fund II, LLC		Case No.				09-30788
			CHAPTER 11
			MONTHLY OPERATING REPORT
			(GENERAL BUSINESS CASE)
SUMMARY OF FINANCIAL STATUS
	MONTH ENDED:	Feb-10		PETITION DATE:			03/31/09
1.	Debtor in possession (or trustee) hereby submits this Monthly Operating Report on the Accrual Basis of accounting (or if checked here the Office of the U.S. Trustee or the Court has approved the Cash Basis of Accounting for the Debtor).								—
	Dollars reported in     $1
2.	Asset and Liability Structure					End of Current Month	End of Prior Month	As of Petition Filing
	a.  Current Assets					$375,456	$395,769
	b.  Total Assets  (see schedule J, Note 1)					$63,904,751	$64,581,354	$70,367,249
	c.  Current Liabilities					$15,400,563	$15,118,871
	d.  Total Liabilities (Note 2)					$37,308,234	$37,026,542	$6,295,128
								Cumulative
3.	Statement of Cash Receipts & Disbursements for Month					Current Month	Prior Month	(Case to Date)
	a.  Total Receipts					$4,580	$420,183	$1,261,168
	b.  Total Disbursements					$23,181	$61,558	$921,017
	c.  Excess (Deficiency) of Receipts Over Disbursements (a - b)					($18,601)	$358,625	$340,151
	d.  Cash Balance Beginning of Month					$358,752	$127	$0
	e.  Cash Balance End of Month (c + d)					$340,151	$358,752	$340,151
								Cumulative
						Current Month	Prior Month	(Case to Date)
4.	Profit/(Loss) from the Statement of Operations					($958,295)	$919,064	($12,130,089)
5.	Account Receivables (Pre and Post Petition)					$0	$0
6.	Post-Petition Liabilities					$15,400,563	$15,118,871
7.	Past Due Post-Petition Account Payables (over 30 days)					$2,747,432	$2,748,365
At the end of this reporting month:							Yes	No
8.	Have any payments been made on pre-petition debt, other than payments in the normal course to secured creditors or lessors? (if yes, attach listing including date of payment, amount of payment and name of payee)							X
9.	Have any payments been made to professionals? (if yes, attach listing including date of payment, amount of payment and name of payee)							X
10.	If the answer is yes to 8 or 9, were all such payments approved by the court?							N/A
11.	Have any payments been made to officers, insiders, shareholders, relatives?  (if yes, attach listing including date of payment, amount and reason for payment, and name of payee)							X
12.	Is the estate insured for replacement cost of assets and for general liability?						X
13.	Are a plan and disclosure statement on file?							X
14.	Was there any post-petition borrowing during this reporting period?							X
15.	Check if paid: Post-petition taxes    X ;        U.S. Trustee Quarterly Fees       ;  Check if filing is current for: Post-petition
	tax reporting and tax returns:          X .
	(Attach explanation, if post-petition taxes or U.S. Trustee Quarterly Fees are not paid current or if post-petition tax reporting and tax return filings are not current.)
Note 1:	Scheduled Values for Loans and advances secured by DOT are based on the face amounts of the loans, taking into account the most recent available appraisals and internal valuations, and may include adjustment for litigation or foreclosure action risk contingencies.
Note 2:	See Note 5 of Liabilities and Equity
I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct.
Date:	3/23/2010				/s/ Graham Seel
					Responsible Individual

Revised 1/1/98

STATEMENT OF OPERATIONS
(General Business Case)
For the Month Ended	02/28/10

Current Month
Actual	Forecast	Variance						Cumulative (Case to Date)	Next Month Forecast
				Revenues:
		-	1	Gross Sales
		-	2	less: Sales Returns & Allowances
$0		-	3	Net Sales				$0
		-	4	less: Cost of Goods Sold			(Schedule ‘B’)
-		-	5	Gross Profit				-
25,634	4,670	20,964	6	Interest				1,027,874	4,670
		-	7	Other Income:		Gain on sale - REO
(3,113)	(2,500)	(613)	8	Less: Servicing Fees				(184,480)	(2,500)
		-	9
$22,521	$2,170	$20,351	10	Total Revenues				$843,394	$2,170
				Expenses:
		-	11	Compensation to Owner(s)/Officer(s)
		-	12	Salaries
		-	13	Commissions
		-	14	Contract Labor
				Rent/Lease:
		-	15	Personal Property
		-	16	Real Property
		-	17	Insurance
$23,700	$29,000	$5,300	18	Management Fees				$332,305	$30,000
		-	19	Depreciation
				Taxes:
		-	20	Employer Payroll Taxes
		-	21	Real Property Taxes
		-	22	Other Taxes
		-	23	Other Selling
163,699	11,150	(152,549)	24	Other Administrative (Note 1)				750,815	82,700
$81,431	90,000	8,569	25	Interest				1,439,200	90,000
$8,333	11,500	3,167	26	Other Expenses:	Provision for loan losses			$539,999	9,000
$0	-	-	27	Impairment for REOs				($253,643)	-
$677,345	70,000	(607,345)	28	Expenses Investment in REO (Note 2)				9,898,067	84,000
		-	29
		-	30
		-	31
		-	32
		-	33
		-	34
$954,508	$211,650	($742,858)	35	Total Expenses				$12,706,743	$295,700
($931,987)	($209,480)	($722,507)	36	Subtotal				($11,863,349)	($293,530)
				Reorganization Items:
(25,000)	($25,000)	-	37	Professional Fees				($247,980)	($25,000)
		-	38	Provisions for Rejected Executory Contracts
		-	39	Interest Earned on Accumulated Cash from Resulting Chp 11 Case
		-	40	Gain or (Loss) from Sale of Equipment
(325)	$0	325	41	U.S. Trustee Quarterly Fees				($7,150)	$0
		-	42
(25,325)	(25,000)	(325)	43	Total Reorganization Items				(255,130)	(25,000)
($957,312)	($234,480)	($722,832)	44	Net Profit (Loss) Before Federal & State Taxes				($12,118,479)	($318,530)
983	983	-	45	Federal & State Income Taxes				11,610	983
($958,295)	($235,463)	($722,832)	46	Net Profit (Loss)				($12,130,089)	($319,513)

Attach an Explanation of Variance to Statement of Operations (For variances greater than +/- 10% only):

Note 1:   Increase in Administrative expenses due to January and February accruals related to Legal and Professional services for Investor Committee

Note 2:   Increase in Investment in REO expenses due to prior period adjustment related to sale of 4700 Horner in January

Revised 1/1/98

BALANCE SHEET

(General Business Case)

For the Month Ended				02/28/10
	Assets
				From Schedules	Market Value
		Current Assets
1		Cash and cash equivalents - unrestricted			$340,151
2		Cash and cash equivalents - restricted
3		Accounts receivable (net)		A
4		Inventory		B
5		Prepaid expenses			$35,305
6		Professional retainers			-
7		Other:
8
9		Total Current Assets			375,456
		Property and Equipment (Market Value)
10		Real property		C	$289,294
11		Machinery and equipment		D
12		Furniture and fixtures		D
13		Office equipment		D
14		Leasehold improvements		D
15		Vehicles		D
16		Other:
17
18
19
20
21		Total Property and Equipment			$289,294
		Other Assets
22			Loans to shareholders
23			Loans to affiliates	I	$3,810,686
24			Loans and advances, secured by DOT, net of allowances (Note 2)	J	26,546,720
25			Investment in Real Estate Owned, net of allowances (Note 3)	K	32,479,672
26			Investment in affiliate	L	-
27			Accounts Receivable	M	$402,923
28		Total Other Assets			$63,240,001
29		Total Assets			$63,904,751

NOTE:
	Indicate the method used to estimate the market value of assets (e.g., appraisals; familiarity with comparable market prices, etc.) and the date the value was determined.
Note 2:	Scheduled Values for Loans and advances secured by DOT are based on the face amounts of the loans, taking into account the most recent available appraisals and internal valuations, and may include adjustment for litigation or foreclosure action risk contingencies.
Note 3:	When property is acquired (Real Estate Owned), any excess of the carrying value of loan over the net realizable value of property is charged against the allowance for loan losses.  Following foreclosure, valuations are performed quarterly with any subsequent writedowns recorded as a separate valuation allowance and charged to other operating expenses.  Collateral values are based on results of annual appraisals, further subject to valuations derived by internal analytic model calculations.

Revised 1/1/98

Liabilities and Equity

(General Business Case)

	Liabilities From Schedules
		Post-Petition
		Current Liabilities
30		Salaries and wages
31		Payroll taxes
32		Real and personal property taxes
33		Income taxes
34		Sales taxes
35		Notes payable (short term)					$11,096,577
36		Accounts payable (trade)				A	$2,833,201
37		Real property lease arrearage
38		Personal property lease arrearage
39		Accrued professional fees					$912,012
40		Current portion of long-term post-petition debt (due within 12 months)
41		Other:			Service Fee Payable		$99,321
42				Post-Petition liabilities due to CMR Inc			$459,452
43
44		Total Current Liabilities					$15,400,563
45	��	Long-Term Post-Petition Debt, Net of Current Portion
46		Total Post-Petition Liabilities					$15,400,563
		Pre-Petition Liabilities (allowed amount)
47		Secured claims				F	$20,321,658
48		Priority unsecured claims				F
49		General unsecured claims (Note 5)				F	$1,586,013
50		Total Pre-Petition Liabilities					21,907,671
51		Total Liabilities					$37,308,234
	Equity (Deficit)
52		Retained Earnings/(Deficit) at time of filing					($1,274,838)
53		Capital Stock
54		Additional paid-in capital
55		Cumulative profit/(loss) since filing of case					(12,130,089)
56		Post-petition contributions/(distributions) or (draws)
57			Members’ Capital (Note 6)				40,001,444
58		Market value adjustment (Note 7)					-
59		Total Equity (Deficit)					$26,596,517
60	Total Liabilities and Equity (Deficit)						$63,904,751

Note 5:	General unsecured claims reduced by $7,702 as a result of elimination of over/under advances (see scheduleLJ Note)
Note 6:	Non-recorded liability
Note 7:	Members’ Capital is recorded net of market value adjustments as described in Notes 1, 2, 3, and 4 as required by GAAP.  The total of fair value adjustments for loans and REO is $27,080,905.

Revised 1/1/98

SCHEDULES TO THE BALANCE SHEET

(General Business Case)

Schedule A

Accounts Receivable and (Net) Payable

Receivables and Payables Agings	Accounts Receivable [Pre and Post Petition]	Accounts Payable [Post Petition]	Past Due Post Petition Debt
0 -30 Days		$85,769
31-60 Days		$2,785
61-90 Days		$28,127	$2,747,432
91+ Days		$2,716,520
Total accounts receivable/payable	$0	$2,833,201
Allowance for doubtful accounts
Accounts receivable (net)	$0

Schedule B

Inventory/Cost of Goods Sold

Types and Amount of Inventory(ies)				Cost of Goods Sold
			Inventory(ies) Balance at End of Month	Inventory Beginning of Month
				Add -
Retail/Restaurants -				Net purchase
Product for resale				Direct labor
				Manufacturing overhead
Distribution -				Freight in
Products for resale				Other:
Manufacturer -
Raw Materials
Work-in-progress				Less -
Finished goods				Inventory End of Month
				Shrinkage
Other - Explain				Personal Use
				Cost of Goods Sold	$0
TOTAL			$0
Method of Inventory Control				Inventory Valuation Methods
Do you have a functioning perpetual inventory system?				Indicate by a checkmark method of inventory used.
	Yes	No
How often do you take a complete physical inventory?				Valuation methods -
				FIFO cost
Weekly				LIFO cost
Monthly				Lower of cost or market
Quarterly				Retail method
Semi-annually				Other
Annually				Explain
Date of last physical inventory was
Date of next physical inventory is

Revised 1/1/98

Schedule C
Real Property

Description		Cost	Market Value
	Tres Tigres Storage Facility, Sand City, CA	$460,769	$289,294
	(recorded net of Senior Lien $2,146,152)
	Total	$460,769	$289,294

Schedule D
Other Depreciable Assets

Description		Cost	Market Value
Machinery & Equipment -
	Total	$0	$0
Furniture & Fixtures -
	Total	$0	$0
Office Equipment -
	Total	$0	$0
Leasehold Improvements -
	Total	$0	$0
Vehicles -
	Total	$0	$0

Revised 1/1/98

Schedule E

Aging of Post-Petition Taxes

(As of End of the Current Reporting Period)

Taxes Payable	0-30 Days	31-60 Days	61-90 Days	91+ Days	Total
Federal
Income Tax Withholding					$0
FICA - Employee					$0
FICA - Employer					$0
Unemployment (FUTA)					$0
Income					$0
Other (Attach List)					$0
Total Federal Taxes	$0	$0	$0	$0	$0
State and Local
Income Tax Withholding					$0
Unemployment (UT)					$0
Disability Insurance (DI)					$0
Empl. Training Tax (ETT)					$0
Sales					$0
Excise					$0
Real property					$0
Personal property					$0
Income	$0	$0	$0		$0
Other (Attach List)					$0
Total State & Local Taxes	$0	$0	$0	$0	$0
Total Taxes	$0	$0	$0	$0	$0

Schedule F

Pre-Petition Liabilities

List Total Claims For Each Classification -	Claimed Amount	Allowed Amount (b)	��
Secured claims (a)	$20,321,658	$20,321,658
Priority claims other than taxes
Priority tax claims
General unsecured claims	$1,586,013	$1,586,013

(a)List total amount of claims even it under secured.

(b)Estimated amount of claim to be allowed after compromise or litigation. As an example, you are a defendant in a lawsuit alleging damage of $10,000,000 and a proof of claim is filed in that amount. You believe that you can settle the case for a claim of $3,000,000. For Schedule F reporting purposes you should list $10,000,000 as the Claimed Amount and $3,000,000 as the Allowed Amount.

Schedule G
Rental Income Information
Not applicable to General Business Cases

Schedule H
Recapitulation of Funds Held at End of Month

	Account 1	Account 2	Account 3	Account 4
Bank	Wells Fargo
Account Type
Account No.	412-1887244
Account Purpose	DIP
Balance, End of Month	$340,151
Total Funds on Hand for all Accounts	$340,151

Attach copies of the month end bank statement(s), reconciliation(s), and the check register(s) to the Monthly Operating Report.

Revised 1/1/98

Schedule I Loans to affiliates (As of End of the Current Reporting Period)
Affiliate	Total
California Mortgage and Realty, Inc - Note	3,140,541
California Mortgage and Realty, Inc - Note	670,145
Total	3,810,686
	line 23

Revised 1/1/98

Schedule J

Loans and Advances, excluding HDC

(As of End of the Current Reporting Period)

		Interest Income
		and fee not		Allowance
	Legal	recognized per		for
Loan Number	Balance (Note 1)	GAAP		Loan Losses		Book Balance
05-018	633	(633	)			-
05-020	954	-				954
05-024	245,900	(33,150	)			212,750
05-032	17,517	-				17,517
05-052B	10,338,257	(10,338,257	)	-		-
05-058	886,658	(224,918	)	(276,644	)	385,096
05-061A	13,078	-				13,078
05-061B	1,275,303	(317,887	)			957,416
05-061C	15,169,528	(2,807,182	)	(8,752,030	)	3,610,316
05-062	65	(65	)			-
06-013	50,927	(6,343	)	(44,583	)	1
06-023	6,890,727	(375,002	)			6,515,725
06-027	958,786	(228,993	)	(344,000	)	385,793
06-032	3,518,801	(424,947	)	(481,000	)	2,612,854
06-038A	54,161,332	(54,161,332	)			-
06-038B	38,325	(38,325	)			-
06-038C (Note 2)	2,951,065	(2,951,065	)	392,581		392,581
06-044	18,856	(1,693	)	(6,031	)	11,132
06-057	1,811,579	(357,634	)	(279,166	)	1,174,779
06-058	16,086,020	(2,932,930	)	(2,047,208	)	11,105,882
06-071B	3,340	21,476				24,816
07-004    (Note 3)	4,879,061	(1,621,965	)	(3,257,096	)	Unknown
07-017	113,026	(16,047	)	(96,979	)	-
08-012	513,233	(4,203	)			509,030
Loan Loss Reserve				(1,383,000	)	(1,383,000	)
Total	119,942,971	(76,821,095	)	(16,575,156	)	26,546,720
						line 24

Note:Scheduled Values for Loans and advances secured by DOT are based on the face amounts of the loans, taking into account the most recent available appraisals and internal valuations, and may include adjustment for litigation or foreclosure action risk contingencies.

Note 1:   Refers to legal balance adjusted for REO principal and interest not recorded on a GAAP basis.

Note 2:   Negative allowance for loan losses reflects increase in Brisbane Quarry property value due to discovery of income potential of the operating quarry.

Note 3:   Canpartners, a joint lien holder with CMR Mortgage Fund, LLC (“Debtor”), has foreclosed on the membership interests of the borrower/landowner and has a foreclosure sale pending on the real estate that is security for the loan.  Canpartners contends that the foreclosures will result in the Debtor losing its lien on the real property.  As a result, the loan is being reported at a zero value, although a lawsuit brought by the Debtor seeks to preserve its lien rights in the property and to seek damages against Canpartners.  The Debtor’s future operating reports will re-establish a value for this note should it prevail in the litigation.

Note 4:   Legal balance of several loans has changed due to the change in accounting practice that moved ownership of advances to the original party that paid them.

Revised 1/1/98

Schedule K

Investment in Real Estate Owned

(As of End of the Current Reporting Period)

	Foreclosure Date	Investment		Allowance		Total
Investment in 21 Mira Mesa	6/7/2007	8,689,606		(8,754,441	)	(64,835	)
Investment in 3202 Thirty-Fifth Ave, LLC	9/17/2007	25,496		(14,340	)	11,156
Investment in 2 Aster LLC	1/24/2008	1,228		(1,903	)	(675	)
Investment in 15 SSFDEV, LLC	4/9/2008	679,134		(279,759	)	399,375
Investment in 4 UNION, LLC	4/9/2008	2,072,664		(838,930	)	1,233,734
Investment in 3 CCAM, LLC	4/9/2008	(190,459	)	-		(190,459	)
Investment in Hamilton Creek, LLC	7/7/2008	2,017,128		(418,219	)	1,598,909
Investment in 5 Casa Grande Land, LLC	9/16/2008	(2,540,298	)	(192,034	)	(2,732,332	)
Investment in Wheatland Holdings, LLC	10/14/2008	32,187,849		(6,123	)	32,181,726
Investment in 380 - 388 12th Street, LLC	8/18/2009	43,073		-		43,073
Total		42,985,421		(10,505,749	)	32,479,672
						line 25

Note:

When property is acquired (Real Estate Owned), any excess of the carrying value of loan over the net realizable value of property is charged against the allowance for loan losses.  Following foreclosure, valuations are performed quarterly with any subsequent writedowns recorded as a separate valuation allowance and charged to other operating expenses.  Collateral values are based on results of annual appraisals, further subject to valuations derived by internal analytic model calculations.

Note 2:

Negative investments represent Fund’s pro-rata share of incurred liabilities of the REO that exceed the value of the equity, resulting in negative equity

Revised 1/1/98

Schedule M

Accounts Receivable

(As of End of the Current Reporting Period)

	Total
CMR Fund I, LLC	133,452
CMR Fund III, LLC	202,930
First Street Commercial Mortgage Fund	12,274
721 5th Street, LLC	228
724 Glenwood, LLC	12,569
Volta, LLC	41,470
Total	402,923
	line 27

Note:  Significant reductions in CMR Fund I and CMR Fund III accounts receivable are due to removal of under/over advances, totaling $2.4M. This accounting policy change was introduced at the end of 2009 to simplify accounting and more fairly reflect asset ownership for entities that made advances in excess of their contractual obligation on loans.

Revised 1/1/98

STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS

Increase/(Decrease) in Cash and Cash Equivalents

		For the Month Ended		02/28/10
					Actual Current Month		Cumulative (Case to Date)
	Cash Receipts
1		Rent/Leases Collected
2		Cash Received from Sales			$0		$323,430
3		Interest Received			$0		$431,859
4		Borrowings			$3,144		$35,344
5		Funds from Shareholders, Partners, or Other Insiders
6		Capital Contributions			$0		$0
7		Transfer from Mira Mesa			$1,436		$1,436
8		Transfer from Wheatland			$0		$59,223
9		Payments on Advances			$0		$52,296
10		Transfer from FENB Account			$0		$36,690
11		Proceeds from re-financing of 950 Linden			$0		$290,890
12		Transfer from Fremont			$0		$30,000
13			Total Cash Receipts		$4,580		$1,261,168
14	Cash Disbursements
15		Payments for Inventory
16		Selling
17		Administrative			$23,181		$82,567
18		Capital Expenditures
19		Principal Payments on Debt
20		Interest Paid			$0		$429,851
21		Rent/Lease:
22			Personal Property
23			Real Property
24		Amount Paid to Owner(s)/Officer(s)
25			Salaries
26			Draws
27			Commissions/Royalties
28			Expense Reimbursements
29			Other
30		Salaries/Commissions (less employee withholding)
31		Management Fees
32		Taxes:
33			Employee Withholding
34			Employer Payroll Taxes
35			Real Property Taxes
36			Other Taxes		$0		$9,443
37		Other Cash Outflows:
38			Contribution to Hamilton Creek		$0		$388,431
39			US Trustee Fees		$0		$10,725
40
41
42
43			Total Cash Disbursements:		$23,181		$921,017
44	Net Increase (Decrease) in Cash				($18,601	)	$340,151
45	Cash Balance, Beginning of Period				$358,752		$0
46	Cash Balance, End of Period				$340,151		$340,151

Revised 1/1/98