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: Aug-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).o
	Dollars reported in $1

					End of Current Month				End of Prior Month			As of Petition Filing
2.	Asset and Liability Structure
	a. Current Assets				$	75,696			$	155,800
	b. Total Assets (see schedule J, Note 1)				$	58,145,803			$	58,361,031		$	70,367,249
	c. Current Liabilities				$	16,470,591			$	16,300,473
	d. Total Liabilities (Note 2)				$	38,378,262			$	38,208,144		$	6,295,128
					Current Month				Prior Month			Cumulative (Case to Date)
3.	Statement of Cash Receipts & Disbursements for Month
	a. Total Receipts				$	0			$	0		$	1,645,145
	b. Total Disbursements				$	78,532			$	139,025		$	1,597,521
	c. Excess (Deficiency) of Receipts Over Disbursements (a - b)				$	(78,532		)	$	(139,025	)	$	47,624
	d. Cash Balance Beginning of Month				$	126,156			$	265,181		$	0
	e. Cash Balance End of Month (c + d)				$	47,624			$	126,156		$	47,624
					Current Month				Prior Month			Cumulative (Case to Date)
4.	Profit/(Loss) from the Statement of Operations				$	(385,346		)	$	(357,474	)	$	(18,959,065	)
5.	Account Receivables (Pre and Post Petition)				$	0			$	0
6.	Post-Petition Liabilities				$	16,470,591			$	16,300,473
7.	Past Due Post-Petition Account Payables (over 30 days)				$	3,220,808			$	3,131,716
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)							o			x
9.		Have any payments been made to professionals? (if yes, attach listing including date of payment, amount of payment and name of payee)							o			x
10.		If the answer is yes to 8 or 9, were all such payments approved by the court?							o			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)							o			x
12.		Is the estate insured for replacement cost of assets and for general liability?							x			o
13.		Are a plan and disclosure statement on file?							o			x
14.		Was there any post-petition borrowing during this reporting period?							o			x
15.		Check if paid: Post-petition taxes	o;	U.S. Trustee Quarterly Fees			o;  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:	9/20/2010	/s/ Graham Seel
		Responsible Individual

Revised 1/1/98

STATEMENT OF OPERATIONS

(General Business Case)

For the Month Ended  08/31/10

			Current Month								Cumulative			Next Month
Actual			Forecast			Variance					(Case to Date)			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	—
12,985			20,000			(7,015		)	6	Interest	812,495			13,000
						—			7	Other Income: Gain on sale - REO
(2,164		)	(2,500		)	336			8	Less: Servicing Fees	(152,881		)	(2,500		)
						—			9
$	10,821		17,500			$	(6,679	)	10	Total Revenues	$	659,614		$	10,500
										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
$	17,529		$	30,000		$	12,471		18	Management Fees	$	456,244		$	20,000
						—			19	Depreciation
										Taxes:
						—			20	Employer Payroll Taxes
						—			21	Real Property Taxes
						—			22	Other Taxes
						—			23	Other Selling
100,267			58,700			(41,567		)	24	Other Administrative (Note 1)	1,255,721			58,700
$	81,431		90,000			8,569			25	Interest	1,927,786			90,000
$	8,333		9,000			667			26	Other Expenses: Provision for loan losses	$	2,547,481		9,000
$	0		—			—			27	Impairment for REOs	$	(253,643	)	—
$	163,607		154,000			(9,607		)	28	Expenses Investment in REO	10,965,825			154,000
$	0					—			29	Write-off of Sand City	289,294
$	0					—			30	Loss on Investment to Senior Lender	57,497
$	0					—			31	Impairment for Notes Receivable	1,965,927
						—			32
						—			33
						—			34
$	371,167		$	341,700		$	(29,467	)	35	Total Expenses	$	19,212,132		$	331,700
$	(360,346	)	$	(324,200	)	$	(36,146	)	36	Subtotal	$	(18,552,518	)	$	(321,200	)
										Reorganization Items:
(25,000		)	$	(25,000	)	—			37	Professional Fees	$	(398,839	)	$	(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
			$	0		—			41	U.S. Trustee Quarterly Fees	$	(13,000	)	$	0
						—			42
(25,000		)	(25,000		)	—			43	Total Reorganization Items	(411,839		)	(25,000		)
$	(385,346	)	$	(349,200	)	$	(36,146	)	44	Net Profit (Loss) Before Federal & State Taxes	$	(18,964,357	)	$	(346,200	)
—			—			—			45	Federal & State Income Taxes	(5,292		)	—
$	(385,346	)	$	(349,200	)	$	(36,146	)	46	Net Profit (Loss)	$	(18,959,065	)	$	(346,200	)

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

Note 1: Investor Committee legal fees and professional fees based on prior month’s accrual

BALANCE SHEET

(General Business Case)

For the Month Ended  08/31/10

		From Schedules	Market Value
	Assets
	Current Assets
1	Cash and cash equivalents - unrestricted		$	47,624
2	Cash and cash equivalents - restricted
3	Accounts receivable (net)	A
4	Inventory	B
5	Prepaid expenses		$	28,072
6	Professional retainers		—
7	Other:
8
9	Total Current Assets		75,696
	Property and Equipment (Market Value)
10	Real property	C	$	0
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		$	0
	Other Assets
22	Loans to shareholders
23	Loans to affiliates	I	$	1,844,759
24	Loans and advances, secured by DOT, net of allowances (Note 2, 4)	J	21,258,263
25	Investment in Real Estate Owned, net of allowances (Note 3)	K	34,528,722
26	Investment in affiliate	L	—
27	Accounts Receivable	M	$	438,363
28	Total Other Assets		$	58,070,107
29	Total Assets		$	58,145,803

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.

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	$	3,311,788
37	Real property lease arrearage
38	Personal property lease arrearage
39	Accrued professional fees		$	1,422,138
40	Current portion of long-term post-petition debt (due within 12 months)
41	Other: Service Fee Payable		$	114,394
42	Post-Petition liabilities due to CMR Inc		$	525,694
43
44	Total Current Liabilities		$	16,470,591
45	Long-Term Post-Petition Debt, Net of Current Portion
46	Total Post-Petition Liabilities		$	16,470,591
	Pre-Petition Liabilities (allowed amount)
47	Secured claims	F	$	20,321,658
48	Priority unsecured claims	F
49	General unsecured claims	F	$	1,586,013
50	Total Pre-Petition Liabilities		21,907,671
51	Total Liabilities		$	38,378,262
	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		(18,959,065		)
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)		$	19,767,541
60	Total Liabilities and Equity (Deficit)		$	58,145,803

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 $28,207,027.

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			$	90,980
31-60 Days			$	89,892
61-90 Days			$	90,056	$	3,220,808
91+ Days			$	3,040,860
Total accounts receivable/payable	$	0	$	3,311,788
Allowance for doubtful accounts
Accounts receivable (net)	$	0

Schedule B

Inventory/Cost of Goods Sold

Types and Amount of Inventory(ies)	Inventory(ies) Balance at End of Month		Cost of Goods Sold
			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 o   No o
How often do you take a complete physical inventory?		Valuation methods -
		FIFO cost	o
Weekly	o	LIFO cost	o
Monthly	o	Lower of cost or market	o
Quarterly	o	Retail method	o
Semi-annually	o	Other	o
Annually	o	Explain
Date of last physical inventory was
Date of next physical inventory is

Schedule C
Real Property

Description	Cost		Market Value
	$	0	$	0
Total	$	0	$	0

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

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	$	47,624
Total Funds on Hand for all Accounts	$	47,624

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

Schedule I

Loans to affiliates

(As of End of the Current Reporting Period)

Affiliate	Balance	Allowance		Total
California Mortgage and Realty, Inc - Note (Note 1, 2)	3,140,541	(1,295,782	)	1,844,759
Total				1,844,759

line 23

Note 1: unsecured portion of notes reserved for in accordance with GAAP

Note 2: one note receivable no longer has collateral - unsecured portion charged off

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	739	(739	)			—
05-020	851	—				851
05-024	263,446	(47,700	)			215,746
05-032	3,201	(3,201	)			—
05-052B	10,338,584	(10,338,584	)	—		—
05-058	549,116	(232,110	)	(276,644	)	40,362
05-061A	8,719	—				8,719
05-061B	1,346,017	(388,701	)			957,316
05-061C	15,724,706	(3,399,220	)	(8,752,030	)	3,573,456
05-062	—	—				—
06-013	53,787	(9,204	)	(44,583	)	—
06-021	—	—				—
06-023	7,444,760	(789,125	)			6,655,635
06-038A	54,164,235	(54,164,235	)			—
06-038B	34,550	(34,550	)			—
06-038C (Note 2)	2,928,531	(2,928,531	)	392,581		392,581
06-044	18,942	(2,408	)	(6,031	)	10,503
06-057	1,919,570	(471,562	)	(279,166	)	1,168,842
06-058	16,972,298	(3,864,886	)	(3,514,977	)	9,592,435
06-071B	3,324	21,493				24,817
07-004 (Note 3)	5,095,224	(1,838,128	)	(3,257,096	)	Unknown
07-017	119,819	(22,839	)	(96,980	)	—
08-012	544,055	(60,710	)	(483,345	)	—
Loan Loss Reserve				(1,383,000	)	(1,383,000	)
Total	117,534,474	(78,574,940	)	(17,701,271	)	21,258,263
						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.

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	8,678,247		(8,754,441	)	(76,194	)
Investment in 3202 Thirty-Fifth Ave, LLC	9/17/2007	25,590		(14,340	)	11,250
Investment in 2 Aster LLC	1/24/2008	1,184		(1,903	)	(719	)
Investment in 15 SSFDEV, LLC	4/9/2008	521,665		(279,759	)	241,906
Investment in 4 UNION, LLC	4/9/2008	2,065,502		(838,930	)	1,226,572
Investment in 3 CCAM, LLC	4/9/2008	(207,784	)	—		(207,784	)
Investment in Hamilton Creek, LLC	7/7/2008	2,008,900		(418,219	)	1,590,681
Investment in 5 Casa Grande Land, LLC	9/16/2008	(2,551,229	)	(192,041	)	(2,743,270	)
Investment in Wheatland Holdings, LLC	10/14/2008	31,569,823		(6,123	)	31,563,700
Investment in 380 - 388 12th Street, LLC	8/18/2009	27,302		—		27,302
Investment in Laurel Lakes Venice, LLC	4/7/2010	2,577,975		—		2,577,975
Investment in 2 LINCDEV, LLC	6/23/2010	317,303		—		317,303
Total		45,034,478		(10,505,756	)	34,528,722
						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

Schedule M

Accounts Receivable

(As of End of the Current Reporting Period)

	Total
CMR Fund I, LLC	145,026
CMR Fund III, LLC	212,823
First Street Commercial Mortgage Fund	12,274
721 5th Street, LLC	228
724 Glenwood, LLC	12,569
Volta, LLC	41,470
Platinum Hwy 27 Orlando, LLC	13,973
Total	438,363
	line 27

STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS

Increase/(Decrease) in Cash and Cash Equivalents

For the Month Ended  08/31/10

			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				$	35,344
5		Funds from Shareholders, Partners, or Other Insiders
6		Capital Contributions	$	0		$	0
7		Transfer from Mira Mesa				$	1,436
8		Transfer from Wheatland	$	0		$	115,788
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		Proceeds from Saigon Plaza	$	0		$	327,412
14		Total Cash Receipts	$	0		$	1,645,145
15	Cash Disbursements
16		Payments for Inventory
17		Selling
18		Administrative	$	2,323		$	229,634
19		Capital Expenditures
20		Principal Payments on Debt
21		Interest Paid	$	0		$	592,855
22		Rent/Lease:
23		Personal Property
24		Real Property
25		Amount Paid to Owner(s)/Officer(s)
26		Salaries
27		Draws
28		Commissions/Royalties
29		Expense Reimbursements
30		Other
31		Salaries/Commissions (less employee withholding)
32		Management Fees
33		Taxes:
34		Employee Withholding
35		Employer Payroll Taxes
36		Real Property Taxes
37		Other Taxes	$	0		$	9,443
38		Other Cash Outflows:
39		Contribution to Hamilton Creek	$	27,000		$	461,056
40		US Trustee Fees	$	0		$	16,900
41		Binder and Malter	$	15,000		$	90,070
42		Professional Fees - Investor Committee (Note 1)	$	29,679		$	49,679
43		Reimbursement CMR Inc	$	24,130		$	76,884
44		Transfer to Wheatland Holdings	$	0		$	60,300
45		Transfer to 15 SSF DEV (Note 2)	$	(19,600	)	$	9,200
46		Transfer to 5 Casa Grande	$	0		$	1,500
47		Total Cash Disbursements:	$	78,532		$	1,597,521
48	Net Increase (Decrease) in Cash		$	(78,532	)	$	47,624
49	Cash Balance, Beginning of Period		$	126,156		$	0
50	Cash Balance, End of Period		$	47,624		$	47,624

Note 1: Mailing costs for bulk Plan/Disclosure filing

Note 2: Contribution to 15 SSF DEV reversed