Frequently Asked Questions

  1. What Is This Case About?
  2. How Do I Know If I Am Affected By The Settlement?
  3. What Are The Settling Parties’ Reasons For The Settlement?
  4. What Might Happen If There Were No Settlement?
  5. How Much Will My Payment Be?
  6. What Rights Am I Giving Up By Agreeing To The Settlement?
  7. What Payment Are The Attorneys For The Settlement Class Seeking? How Will The Lawyers Be Paid?
  8. How Do I Participate In The Settlement? What Do I Need To Do?
  9. What If I Do Not Want To Be A Part Of The Settlement? How Do I Exclude Myself?
  10. When And Where Will The Court Decide Whether To Approve The Settlement?
  11. Do I Have To Come To The Hearing? May I Speak At The Hearing If I Don’t Like The Settlement?
  12. What If I Bought Certificates On Someone Else’s Behalf?
  13. Can I See The Court File? Whom Should I Contact If I Have Questions?



1. What Is This Case About?

The lawsuit alleges that Wells Fargo and certain other defendants violated sections of the Securities Act of 1933 when offering various mortgage pass-through certificates pursuant or traceable to Wells Fargo Asset Securities Corporation’s July 29, 2005 Registration Statement, October 20, 2005 Registration Statement, or September 27, 2006 Registration Statement, and the accompanying prospectuses and prospectus supplements.

Defendants expressly deny any and all allegations of wrongdoing, fault, liability or damages whatsoever, deny that they committed any violation of law and believe that the lawsuit has no merit.

For more details, please consult the Notice.

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2. How Do I Know If I Am Affected By The Settlement?

If you are a member of the Settlement Class, you are subject to the Settlement unless you timely requested to be excluded. The Settlement Class consists of all persons and entities who purchased or acquired mortgage pass-through certificates pursuant or traceable to Wells Fargo Asset Securities Corporation’s July 29, 2005 Registration Statement, October 20, 2005 Registration Statement, or September 27, 2006 Registration Statement, and the accompanying prospectuses and prospectus supplements in the following 28 Offerings and were damaged thereby:

  • WFMBS 2006-1 offering
  • WFMBS 2006-2 offering
  • WFMBS 2006-3 offering
  • WFMBS 2006-4 offering
  • WFMBS 2006-6 offering
  • WFMBS 2006-AR1 offering
  • WFMBS 2006-AR2 offering
  • WFMBS 2006-AR4 offering
  • WFMBS 2006-AR5 offering
  • WFMBS 2006-AR6 offering
  • WFMBS 2006-AR8 offering
  • WFMBS 2006-AR10 offering
  • WFMBS 2006-AR11 offering
  • WFMBS 2006-AR12 offering
  • WFMBS 2006-AR14 offering
  • WFMBS 2006-AR17 offering
  • WFMBS 2007-11 offering
  • WFMBS 2006-7 offering
  • WFMBS 2006-10 offering
  • WFMBS 2006-AR16 offering
  • WFMBS 2006-18 offering
  • WFMBS 2006-AR19 offering
  • WFMBS 2006-20 offering
  • WFALT 2007-PA1 offering
  • WFMBS 2007-AR4 offering
  • WFMBS 2007-10 offering
  • WFMBS 2007-13 offering
  • WFMBS 2006-AR15 offering

Excluded from the Settlement Class are Defendants and their respective officers, affiliates and directors at all relevant times, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which any Defendant has or had a controlling interest, except that Investment Vehicles shall not be excluded from the Class1. Also excluded from the Settlement Class are any persons or entities who excluded themselves by submitting a valid request for exclusion in accordance with the requirements set forth in this Notice (seeWhat If I Do Not Want To Be A Part Of The Settlement? How Do I Exclude Myself?” below).

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3. What Are The Settling Parties’ Reasons For The Settlement?

Lead Plaintiffs and Lead Counsel believe that the claims asserted against Defendants have merit. Lead Plaintiffs and Lead Counsel recognize, however, the expense and length of continued proceedings necessary to pursue their claims against Defendants through trial and appeals, as well as the difficulties in establishing liability. Lead Plaintiffs and Lead Counsel have considered the uncertain outcome and trial and appellate risk in complex lawsuits like this one.

In light of the amount of the Settlement and the immediacy of recovery to the Settlement Class, Lead Plaintiffs and Lead Counsel believe that the proposed Settlement is fair, reasonable and adequate, and in the best interests of the Settlement Class. Lead Plaintiffs and Lead Counsel believe that the Settlement provides a substantial benefit now, namely $125 million (less the various deductions described in the Notice), as compared to the risk that the claims would produce a similar, smaller, or no recovery after summary judgment, trial and appeals, possibly years in the future.

Defendants have denied and continue to deny each and all of the claims alleged by Lead Plaintiffs in the Action. Defendants expressly have denied and continue to deny all charges of wrongdoing or liability against them arising out of any of the conduct, statements, acts or omissions alleged, or that could have been alleged, in the Action. Defendants also have denied and continue to deny, among other things, the allegations that Lead Plaintiffs or the Settlement Class have suffered any damage, or that Lead Plaintiffs or the Settlement Class were harmed by the conduct alleged in the Action. Defendants also have taken into account the uncertainty and risks inherent in any litigation, especially in a complex case such as this. Nonetheless, Defendants have concluded that further conduct of the Action would be protracted and expensive, and that it is desirable that the Action be fully and finally settled in the manner and upon the terms and conditions set forth in the Stipulation. The Settlement shall in no event be construed or deemed to be evidence of or an admission or concession on the part of Defendants with respect to any claim or of any fault or liability or wrongdoing or damage whatsoever, or any infirmity in the defenses that Defendants have or could have asserted. Defendants expressly deny that Lead Plaintiffs have asserted a valid claim and deny any and all allegations of fault, liability, wrongdoing or damages whatsoever.

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4. What Might Happen If There Were No Settlement?

If there were no Settlement and Lead Plaintiffs failed to establish any essential legal or factual element of their claims, neither Lead Plaintiffs nor the Settlement Class would recover anything from Defendants. Also, if Defendants were successful in proving any of their defenses, the Settlement Class likely would recover substantially less than the amount provided in the Settlement, or nothing at all.

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5. How Much Will My Payment Be?

The $125 million settlement amount, and the interest earned thereon, shall be the Gross Settlement Fund. The Gross Settlement Fund, less all taxes, approved costs, fees and expenses (the “Net Settlement Fund”), shall be distributed based on the acceptable Claim Forms submitted by members of the Settlement Class (“Authorized Claimants”). The Net Settlement Fund will be distributed to Authorized Claimants who timely submitted acceptable Claim Forms under the Plan of Allocation described in the Notice, or as otherwise ordered by the Court.

Your share of the Net Settlement Fund will depend on the aggregate number of Wells Fargo mortgage pass-through certificates (represented by valid and acceptable Claim Forms) that members of the Settlement Class submitted to the Claims Administrator, relative to the Net Settlement Fund; how many mortgage pass-through certificates you purchased; whether you held or sold those certificates; the date on which you sold those certificates; and the price at which you sold them. At this time, it is not possible to determine how much individual Class Members may receive from the Settlement.

A payment to any Authorized Claimant that would amount to less than $10.00 in total will not be included in the calculation of the Net Settlement Fund, and no payment to those members of the Settlement Class will be made.

To determine the amount that an Authorized Claimant may recover under the Plan of Allocation, Lead Counsel conferred with a valuation consultant. The proposed Plan of Allocation is generally based upon the statutory measure of damages for claims based on material misrepresentations in Wells Fargo registration statements. For each Authorized Claimant, a “Recognized Claim” will be calculated. The calculation of a “Recognized Claim,” as defined in the Plan of Allocation in the Notice, is not intended to be an estimate of, nor does it indicate, the amount that a Class Member might have been able to recover after a trial. Nor is the calculation of a Recognized Claim pursuant to the Plan of Allocation an estimate of the amount that will be paid to Authorized Claimants pursuant to the Settlement, which would depend on the total amount of all Recognized Claims. The Recognized Claim formula provides the basis for proportionately allocating the Net Settlement Fund to Authorized Claimants. That computation is only a method to weigh Class Members’ claims against one another. Each Authorized Claimant will receive a pro rata share of the Net Settlement Fund based on his, her or its Recognized Claim.

For more information, please consult the Notice.

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6. What Rights Am I Giving Up By Agreeing To The Settlement?

If the Settlement is approved, the Court will enter a judgment (the “Judgment”). The Judgment will dismiss with prejudice the claims asserted against Defendants in the Action and will provide that Lead Plaintiffs and all other members of the Settlement Class, on behalf of themselves and any of their personal representatives, spouses, domestic partners, trustees, heirs, executors, administrators, successors or assigns shall be deemed to have – and by operation of the Judgment shall have – fully and finally released, relinquished, waived, discharged and dismissed each and every Settled Claim, including Unknown Claims, against the Released Parties, and shall forever be enjoined from pursuing any or all Settled Claims against any Released Party, whether directly or indirectly, whether on their own behalf or otherwise, and regardless of whether or not such Class Member executed and delivered a Proof of Claim Form (except that the foregoing provision shall not apply to any such representative, spouse, domestic partner, trustee, heir, executor, administrator, successor or assign who independently would be a member of the Settlement Class and timely excluded himself, herself or itself).2

For more information, please consult the Notice.

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7. What Payment Are The Attorneys For The Settlement Class Seeking? How Will The Lawyers Be Paid?

See Order Granting Attorneys' Fees.

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8. How Do I Participate In The Settlement? What Do I Need To Do?

The deadline to submit a Claim Form was December 7, 2011.

If you purchased mortgage pass-through certificates of Wells Fargo through the Offerings listed above, and you are not excluded by the definition of the Settlement Class and you did not elect to exclude yourself from the Settlement Class, then you are a member of the Settlement Class and you will be bound by the proposed Settlement if the Court approves it, and by any judgment or determination of the Court affecting the Settlement Class. Those who excluded themselves from the Settlement Class, and those who did not submit timely and valid Claim Forms with adequate supporting documentation, will not be eligible to share in the Settlement. Please retain all records of your ownership of, or transactions in Wells Fargo mortgage pass-through certificates in the Offerings, as they may be needed to document your claim.

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9. What If I Do Not Want To Be A Part Of The Settlement? How Do I Exclude Myself?

The deadline to exclude yourself from the Settlement Class was October 6, 2011.

If a person or entity requested to be excluded from the Settlement Class, that person or entity will not receive any benefit provided for in the Settlement.

If members of the Settlement Class who purchased more than a certain number of mortgage pass-through certificates of Wells Fargo chose to exclude themselves from the Settlement Class, as set forth in a separate supplemental agreement between Lead Plaintiffs and Wells Fargo (the “Supplemental Agreement”), Wells Fargo shall have, in its sole and absolute discretion, the option to terminate the Settlement in accordance with the procedures set forth in the Supplemental Agreement.

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10. When And Where Will The Court Decide Whether To Approve The Settlement?

The Final Approval Hearing was held on October 27, 2011, at 1:30 p.m. before the Honorable Lucy H. Koh, in the United States District Court for the Northern District of California, San Jose Division, 280 South 1st Street, Courtroom 4, 5th Floor, San Jose, California. The Court has approved the Settlement.

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11. Do I Have To Come To The Hearing? May I Speak At The Hearing If I Don’t Like The Settlement?

Pursuant to the hearing on October 27, 2011, the Court granted Final Approval of the Settlement.

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12. What If I Bought Certificates On Someone Else’s Behalf?

If you purchased or otherwise acquired the mortgage pass-through certificates described above for the beneficial interest of a person or organization other than yourself, you must either (i) send a copy of the Notice to the beneficial owner of such certificates, postmarked no later than fourteen (14) days after you receive the Notice, or (ii) provide to Wells Fargo Project Administration, c/o The Garden City Group, Inc., P.O. Box 9767, Dublin, OH 43017-5667 the names and addresses of such persons no later than fourteen (14) days after you receive the Notice. If you choose the second option, the Claims Administrator will send a copy of the Notice to the beneficial owner. Copies of the Notice may also be obtained by calling toll-free 1 (888) 378-8728, and may be downloaded from this website or from Lead Counsel’s website, www.blbglaw.com.

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13. Can I See The Court File? Whom Should I Contact If I Have Questions?

This website contains only a summary of the terms of the proposed Settlement. More detailed information about the matters involved in the Action is available on this website, including, among other documents, copies of the Stipulation, the Claim Form and the Complaint.

All inquiries concerning the Notice or the Claim Form should be directed to:

Wells Fargo Project Administration
c/o The Garden City Group, Inc.
P.O. Box 9767
Dublin, Ohio 43017-5667
(888) 378-8728

Claims Administrator
David R. Stickney Esq.
Niki L. Mendoza, Esq.
BERNSTEIN LITOWITZ BERGER
& GROSSMANN LLP
12481 High Bluff Drive, Suite 300
San Diego, California 92130-3582
Toll-free (866) 648-2524
blbg@blbglaw.com

Lead Counsel

DO NOT CALL OR WRITE THE COURT OR THE OFFICE OF THE CLERK OF COURT REGARDING THIS NOTICE.

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1 “Investment Vehicle” means any investment company or pooled investment fund (including but not limited to, mutual fund families, exchange-traded funds, fund of funds and hedge funds) in which any Underwriter Defendant has or may have a direct or indirect interest, or as to which its affiliates may act as investment advisors, but in which the Underwriter Defendant or any of its respective affiliates is not a majority owner or does not hold a majority beneficial interest.

2 As part of the Settlement, the following appeals will be voluntarily dismissed with prejudice: Vermont Pension Investment Committee v. Goldman Sachs & Co., Case No. 11-15087 (9th Cir.); General Retirement Sys. of the City of Detroit v. Goldman Sachs & Co., Case No. 10-17647 (9th Cir.); and First Star Bank v. The Wells Fargo Mortgage Backed Securities, Case No. 10-17470 (9th Cir.).



Important Dates
DateDeadline
October 6, 2011
[Expired]
Exclusion Deadline
(received)
October 6, 2011
[Expired]
Objection Deadline
(filed and received)
October 27, 2011
[Approved]
Final Approval Hearing
December 7, 2011
[Expired]
Claim Form Deadline
(postmarked)

Your Options

  • To find out details regarding the Settlement, please consult the Notice