SUMMARY ORDER

RULINGS BY SUMMARY ORDER DO NOT HAVE PRECEDENTIAL EFFECT. CITATION TO A SUMMARY ORDER FILED ON OR AFTER JANUARY 1, 2007, IS PERMITTED AND IS GOVERNED BY FEDERAL RULE OF APPELLATE PROCEDURE 32.1 AND THIS COURT'S LOCAL RULE 32.1.1. WHEN CITING A SUMMARY ORDER IN A DOCUMENT FILED WITH THIS COURT, A PARTY MUST CITE EITHER THE FEDERAL APPENDIX OR AN ELECTRONIC DATABASE (WITH THE NOTATION "SUMMARY ORDER"). A PARTY CITING A SUMMARY ORDER MUST SERVE A COPY OF IT ON ANY PARTY NOT REPRESENTED BY COUNSEL.

UPON DUE CONSIDERATION, IT IS HEREBY ORDERED, ADJUDGED AND DECREED that the District Court's judgment entered June 22, 2012, against UISA Finance and USINAS Itamarati, S.A. ("Itamarati") is AFFIRMED.

In its June 21, 2010 order, the District Court (1) correctly dismissed defendants' counter claims on the grounds that defendants failed to plead sufficient facts to plausibly establish claims for, inter alia, breach of a fiduciary duty by plaintiff-counter defendant Merrill Lynch Capital Services, Inc., or counter defendants Merrill, Lynch, Pierce, Fenner & Smith, Merrill Lynch Credit Products, LLC, and Merrill Lynch & Co; and (2) correctly awarded summary judgment against defendant UISA Finance with respect to liability because defendants had failed to establish a genuine issue of material fact with regard to any of their contract defenses. For the reasons stated in its thorough and thoughtful opinion of April 10, 2012, the District Court also correctly held that (1) Itamarati's guaranty of UISA Finance's obligations to plaintiff is enforceable, and (2) defendants are liable to plaintiff in the amount of $146,138,856 plus interest and expenses.