STIPULATION AND ORDER DISMISSING APPEAL WITHOUT PREJUDICE

GLORIA M. NAVARRO, District Judge.

Pursuant to Rule 8001(c)(2) of the Federal Rules of Bankruptcy Procedure, Appellant James M. Rhodes ("Rhodes"), through counsel, Fabian & Clendenin, and the Appellee, the reorganized debtors (collectively, the "Reorganized Debtors"), through counsel, Kolesar & Leatham, Chtd. and Akin Gump Strauss Hauer & Feld LLP, respectfully submit this Stipulation and Order dismissing the appeal in this matter, without prejudice (the "Stipulation"). Rhodes and the Reorganized Debtors are collectively referred to herein as the "Parties." The Parties stipulate and agree as follows:

WHEREAS, on July 17, 2009, Rhodes filed proof of claim No. 814-33 (the "Proof of Claim") in the bankruptcy case entitled The Rhodes Companies, LLC, aka "Rhodes Homes," et al., Bankruptcy Case No. 09-14814 (the "Bankruptcy Case"), seeking $10,598,000 for: (i) the reimbursement of taxes (the "Taxes") paid by Rhodes for the 2006 tax year in the amount of $9,729,151 (the "Tax Claim"); and (ii) $868,849 advanced to Greenway Partners, LLC (the "Greenway Partners Claim" and, together with the Tax Claim, the "Claims").

WHEREAS, on May 27, 2010, the Reorganized Debtors filed an objection (the "Objection") in the Bankruptcy Case to the Proof of Claim. Additionally, the Reorganized Debtors indicated that contemporaneously with the filing of their Objection they were amending their schedules and statements to remove certain scheduled claims (the "Scheduled Claims").

WHEREAS, on June 17, 2010, Rhodes filed an opposition (the "Opposition") to the Objection in the Bankruptcy Case.

WHEREAS, on or about August 24, 2010, the United States Bankruptcy Court for the District of Nevada (the "Bankruptcy Court") held a status conference during which the Parties agreed that this matter should be bifurcated with respect to: (1) Rhodes' entitlement to the Tax Claim; and (2) discovery, if necessary, to support the amount of the Tax Claim, allowance of the Greenway Partners Claim, and all issues regarding the Scheduled Claims.

WHEREAS, on November 4, 2010, the Bankruptcy Court held a hearing on the Objection to the Tax Claim.

WHEREAS, on November 16, 2010, the Bankruptcy Court entered its Order Sustaining Reorganized Debtors' Objection to James Rhodes' Entitlement to the Tax Claim Found in Proof of Claim No. 814-33 (the "Order").

WHEREAS, on November 30, 2010, Rhodes filed: (1) James Rhodes' Notice of Appeal from the Order; and (2) James Rhodes' Statement of Election to Appeal to the United States District Court for the District of Nevada (collectively, the "Appeal"), commencing the above-captioned case.

WHEREAS, the Bankruptcy Court has scheduled a hearing for July 26, 2011 on the remaining claims in this matter, including allowance of the Greenway Partners Claim and the issues relating to the Scheduled Claims.

WHEREAS, the Parties desire to dismiss the Appeal without prejudice in order to obtain a final adjudication of the entire matter. As a result, the Parties have agreed to the following as set forth below.

IT IS HEREBY STIPULATED AND AGREED, by and between the undersigned counsel for the Parties, as follows:

1. The Order of the Bankruptcy Court from which Rhodes appeals is not a final, appealable order.

2. The Appeal is hereby dismissed in its entirety, without prejudice, each of the parties to bear their own attorney fees and costs.

3. By dismissal of the Appeal, Rhodes shall not be deemed to have waived the right to timely file a new notice of appeal with respect to the Tax Claim upon the issuance by the Bankruptcy Court of a final, appealable order, and consistent with applicable law.

ORDER

IT IS SO ORDERED.