JOHN F. "JEFF" DAVIS

EXECUTIVE SUMMARY

A mature, experienced, common-sense legal and business generalist with a diverse
background that includes both large-firm and in-house credentials in multiple
disciplines, and legal and management positions in varied real estate and lending
operations. A quick study in unfamiliar settings and an intelligent, insightful,
inquisitive and energetic self-starter who would be a tremendous addition to any
senior management team.

PROFESSIONAL EXPERIENCE

ATTORNEY July, 2011 - present
ULICH & TERRY
NEWPORT BEACH, CALIFORNIA

General civil litigator, principally as defense counsel in construction defect
matters

VICE PRESIDENT and DIVISION COUNSEL 2008 - 2011
K. HOVNANIAN COMMUNITIES, INC.
ONTARIO, CALIFORNIA and IRVINE, CALIFORNIA

Following consolidation of operating units, assumed total responsibility for
management of outside litigation and trade partner relations and for overall
legal affairs of approximately one-half of the combined unit's standing projects.
Particular emphasis on regulatory issues including Army Corps of Engineers,
California Department of Fish & Game, Regional Water Quality Control Board and
local agencies (including water and Public Works) and governmental units.

VICE PRESIDENT and REGIONAL GENERAL COUNSEL 2005 - 2008
K. HOVNANIAN COMMUNITIES, INC.
ONTARIO, CALIFORNIA

Overall responsibility for management of the Legal Department of a Regional
Office of a large national homebuilder. Supervision and consultation on wide
variety of real property development and litigation matters.

OF COUNSEL 2002 - 2005
GROMET & ASSOCIATES; IRVINE, CALIFORNIA
THOMAS & SIMONDI; NEWPORT BEACH, CALIFORNIA

Negotiation and documentation of a wide variety of real property
transactions-including purchases and sales, commercial leasing, entitlements,
financings, easements and licenses, common interest subdivision instruments,
options and related matters-for a predominantly real estate developer client
base. Defense and prosecution of real property-related litigation.

CHIEF OPERATING OFFICER; LEGAL CONSULTANT 1995 - 2000
FIRST FIDELITY BANCORP, INC.; FIRST FIDELITY THRIFT & LOAN ASSOCIATION
IRVINE, CALIFORNIA

 As an Officer: Direct supervision of departments providing common subsidiary
support services (HR, IS, Internal Audit, Compliance and Facilities). Oversight
of strategic planning and business operations of subsidiaries. Identification of
strategic alliances and business opportunities and investigation and consummation
of same. Provision of legal services as General Counsel for holding company and
subsidiaries.

 As a Consultant: Reorganization of in-house Legal Department for real
property-secured lender. Provision of in-house legal services. Extensive
involvement in workouts and litigation involving troubled real estate-secured
loans. Negotiation and documentation of lease restructurings and significant
participation in successful recapitalization.

LEGAL CONSULTANT 1992 - 1997
FIRST NATIONWIDE BANK
LOS ANGELES, CALIFORNIA

Negotiation and documentation of sales of foreclosed commercial real estate.
Management and restructuring of delinquent construction loan portfolio. Advice
and assistance on a broad array of issues involving defaulted real estate-secured
loans and related property ownership and management matters, including evaluation
and mitigation of risks of environmental contamination and construction defects.

CONSULTANT 1990 - 1991
HAMILTON SAVINGS BANK
SAN FRANCISCO, CALIFORNIA

Consultation on a wide variety of depository institution legal, regulatory,
business and management issues. Overall responsibility for mortgage banking
thrift's dramatic improvement in regulatory ratings.

EXECUTIVE VICE PRESIDENT 1989
MOUNTAIN SOUTH DEVELOPMENT COMPANY
REDWOOD CITY, CALIFORNIA

Overall responsibility for site location, project analysis, structuring and
preparation of transaction proposals and interface with local governmental
agencies and lenders for real estate development subsidiary of out-of-state
thrift institution.

PARTNER; ASSOCIATE 1979 - 1988
McKENNA, CONNER & CUNEO
SAN FRANCISCO, CALIFORNIA

 As a Partner: Supervision of all aspects of San Francisco branch office
non-litigation practice of nationwide law firm.

 Areas of Responsibility:

 Regulatory Counseling

 * General counseling in all aspects of federal and state depository institution
law and regulation;
 * Representation of clients in supervisory and administrative matters before
federal and state regulatory authorities;
 * Assistance in preparation of corporate operating policies, procedures and
guidelines;
 * Preparation, coordination and processing of change in control, holding
company, conversion and other filings.

 Corporate Securities

 * Counsel to issuers of underwritten debt securities, including mortgage-backed
bonds and pass-throughs;
 * Supervision and preparation of filings pursuant to Securities Act of 1933 and
Securities Exchange Act of 1934.

 Real Estate

 * Counsel in major real estate lending transactions, including preparation of
original documentation and restructuring of construction and permanent commercial
and residential real estate and mortgage pool-secured financings;
 * Representation of developers in land use and zoning matters;
 * Preparation of project documentation for condominium, planned development and
timeshare projects and processing of same through California Department of Real
Estate;
 * Preparation and negotiation of license, easement, land use and purchase and
sale documentation;
 * Preparation and negotiation of commercial lease agreements.

 Mergers and Acquisitions

 * Preparation and negotiation of branch office purchase and sale agreements;
 * Preparation and negotiation of business combinations of both mutual and stock
depository institutions and other entities;

 General Corporate

 * Outside general counsel to numerous Boards of Directors, principally in the
financial services industry;
 * Preparation of Board minutes, employment agreements, applications for branch
and home office relocations;
 * Advised clients concerning directors' and officers' liability and claims
against D & O insurance and fidelity bonds;
 * Preparation, review and negotiation of many types of contracts.

 As an Associate: General civil litigation and corporate associate.

DEPUTY DISTRICT ATTORNEY 1972 - 1979
ALAMEDA COUNTY DISTRICT ATTORNEY'S OFFICE

* 3+ years criminal trial attorney prosecuting misdemeanor and felony offenses;
* 3-1/2 years civil litigation attorney assigned to Consumer Fraud Unit.

EDUCATION

University of California, Boalt Hall 1972
J.D.; Associate Editor, California Law Review

University of Notre Dame 1969
A.B., summa cum laude, English Literature; Phi Beta Kappa

BOARD MEMBERSHIPS

Past Member of the Board PBOC Holdings, Inc. / People's Bank of California
 Chairman and Member, Audit Committee; Member, Loan Committee

Past Member of the Board California Federal Bank / Cal Fed Bancorp, Inc.
 Member, Audit Committee

PROFESSIONAL LICENSES

Attorney at Law Licensed to Practice in California State and Federal Courts

California Licensed Real Estate Broker