COMPLAINT



    1. The allegations contained in this Complaint are made on

    the basis of personal knowledge insofar as they relate to the

    plaintiffs and certain matters alleged below, and on the basis of

    information and belief as to other matters alleged below.

    PRELIMINARY STATEMENT

    2. Plaintiffs ComFed Savings Bank, FSB (the "Bank") and

    ComFed Mortgage Co., Inc. (the "Mortgage Company") (hereinafter

    collectively referred to as "ComFed") bring this action to recover

    damages for losses they have sustained as a result of the wrongful

    conduct of ComFed lending officers in connection with the

    origination of mortgage loans to residential and commercial

    borrowers in the Northeast region. Specifically, these lending

    officers caused ComFed to make numerous unsafe and unsound loans

    by falsifying data on loan applications and in loan-related

    documents, utilizing appraisers known to give inflated appraisals

    of properties, and permitting second mortgages in favor of the

    sellers to be secretly placed on numerous properties that were the

    subject of first mortgage loans by ComFed. By engaging in such

    wrongful conduct, these lending officers breached their fiduciary

    duties of care and loyalty to ComFed, violated federal banking

    statutes and regulations governing the thrift industry, and

    defrauded ComFed. As a result of their wrongful conduct, ComFed

    has suffered extensive damages.

    3. ComFed also seeks by this action to recover damages for

    losses it has incurred as a result of the wrongful conduct of

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