1 GREENBERG TRAURIG, LLP

MATHEW S. ROSENGART (SBN 255750) ([email protected])

2 SCOTT D. BERTZYK (SBN 116449) ([email protected])
LISA C. MCCURDY (SBN 228755) ([email protected])
3 KYLE R. FREENY (SBN 247857) ([email protected])
1840 Century Park East, Suite 1900
4 Los Angeles, CA 90067-2121
Tel: 310-586-3889
5 Fax: 310-586-7800
Attorneys for Britney Jean Spears
6

9
SUPERIOR COURT OF THE STATE OF CALIFORNIA
10
COUNTY OF LOS ANGELES, CENTRAL DISTRICT
11

12
In re the Conservatorship of the Person and Case No. BP108870
13 Estate of BRITNEY JEAN SPEARS
Hon. Brenda J. Penny, Dept. 4
14
BRITNEY JEAN SPEARS’S OBJECTIONS AND
15 OPPOSITION TO JAMES P. SPEARS’S
PETITION FOR ORDER CONFIRMING,
16 AUTHORIZING, AND INSTRUCTING
PAYMENT ON ACCOUNT OF JAMES P.
17 SPEARS’S ATTORNEYS’ FEES FROM THE
ESTATE OF BRITNEY JEAN SPEARS
18
Date: January 19, 2022
19 Time: 1:30 PM
Dept: 4
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25

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27

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1
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 I. PRELIMINARY STATEMENT

2 In violation of California’s Standards of Conduct for the Conservator of the Estate (see California

3 Rules of Court Rule 7.1059(a)(b)), basic conservatorship jurisprudence, and the law governing

4 fiduciaries, James P. Spears enriched himself while acting as conservator—at the expense of Britney

5 Spears’s Estate (taking more than $6 million from his daughter’s earnings, while paying his numerous

6 lawyers and others many millions more); engaged in self-dealing, financial and business

7 mismanagement; engaged in abusive and bullying conduct toward his daughter; deprived his daughter of

8 fundamental civil liberties, including invading her privacy (potentially in violation of California’s Penal

9 Code and federal criminal law); became the subject of a Domestic Violence Restraining Order resulting

10 from altercations with Britney Spears’s children; engaged in chronic alcohol abuse impairing his ability

11 to serve faithfully; had actual or apparent conflicts of interest; and relatedly, used his role as conservator
to further his own personal and business interests.
12
Mr. Spears is still acting faithlessly, elevating his interests above those of his daughter and her
13
Estate, as his own Petition demonstrates. As summarized herein and in the accompanying Declaration of
14
Sherine Ebadi, a highly-decorated former FBI Special Agent with substantial expertise and experience
15
investigating and prosecuting federal criminal matters, Mr. Spears has failed to cooperate with this firm’s
16
ongoing investigation with Kroll Inc. (“Kroll”); 1 failed to produce relevant documents and information in
17
a timely, organized, and professional manner; and failed to comply with his discovery obligations or
18
answer basic financial questions, instead choosing obfuscation and stonewalling.
19
It also bears noting at the outset that Mr. Spears’s Petition is, disappointingly, misleading and in
20
many respects outright deceptive. By way of brief illustration only, the Petition’s very first sentence
21
states that “[p]rompt payment of Jamie’s attorney’s fees [from Britney’s Estate] is necessary to ensure
22

23
1
Established in 1972, Kroll is a preeminent global investigative consulting firm with nearly 5,000 professionals located in 30
24 countries and territories around the world and is a recognized leader and specialist in conducting complex financial and other
investigations.
25
Ms. Ebadi is an Associate Managing Director in Kroll’s Forensic Investigations and Intelligence practice. She previously
26 served with distinction as a Special Agent with the FBI where she worked on fraud and financial crimes cases, received the
FBI’s Medal of Excellence, the Valedictorian Award for graduating at the top of her class, and was selected by former FBI
27 Director Robert Mueller to serve in his Special Counsel Prosecutor’s Office, during which she helped obtain the federal
convictions of Paul Manafort, Donald Trump’s former campaign manager.
28
2
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 the Conservatorship can be wound up quickly and efficiently to allow Britney to take control of her life . .

2 .” Putting aside the threat implicit in that sentence, Mr. Spears and his new law firm are not

3 “necessary”—either to wind up the (already-terminated) conservatorship or “to allow Britney to take

4 control of her life”—which Britney has done despite (not with the assistance of) her father, for whom she

5 has repeatedly and publicly expressed contempt. And no further “prompt payment” is “necessary,” much

6 less appropriate, given Mr. Spears’s misconduct and the $6 million in fees and commissions he already

7 took from the Estate. The Petition’s next paragraph baldly asserts that Mr. Spears engaged in “no

8 wrongdoing” and later suggests that the Court found no wrongdoing. Those assertions are false. Mr.

9 Spears and his counsel know that Mr. Spears did engage in wrongdoing and they also know the Court has

10 not yet had to rule on that issue because (i) Ms. Spears’s July 26 Petition to suspend him was not based

11 upon Section 2650’s misconduct provisions but instead was purposefully based upon Sections 2650’s
“best interests” test (which did not require a showing of wrongdoing) and (ii) the November 12, 2021
12
termination of the conservatorship mooted the need for any further findings against Mr. Spears as of that
13
date.
14
In any event, because Mr. Spears has now put his wrongdoing directly at issue, a summary of that
15
wrongdoing is addressed herein and in ex-FBI Special Agent Ebadi’s accompanying Declaration, which
16
provides that (even without discovery, which will very likely reveal more misconduct) in addition to his
17
conflicts of interest, mismanagement, and other misconduct, Mr. Spears’s actions implicate federal and
18
state criminal law.
19
Against this backdrop, Mr. Spears, an ignominiously-suspended conservator—of a
20
conservatorship that has been terminated—now seeks to siphon even more money from his daughter. In
21
addition to being riddled with misstatements of fact and law, his Petition is factually and legally
22
meritless. Under the circumstances, his Petition is also morally abominable.
23
We respectfully submit that the system was not designed to work this way (indeed, there is
24
pending state and federal legislation designed to address the type of abuse Mr. Spears engaged in), and
25
Mr. Spears should not be permitted to further exploit or pervert it. Given the above, including
26
that Mr. Spears paid himself at least $6 million from his daughter’s Estate (while portraying himself as a
27
selfless “volunteer”), Mr. Spears should be required to pay his legal fees out of the funds he already paid
28
3
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 himself. If he has already dissipated those funds, he should consider hiring other, less expensive counsel

2 whom he can afford.

3 In short, permitting Mr. Spears to pay his lawyers from Britney Spears’s Estate without judicial

4 oversight (largely for the purpose of mounting a “defense” to potential claims against him) would grant

5 them a license to run up fees waging a war of attrition, obstruct efforts to discover the truth about

6 everything Mr. Spears has done, and incur fees not to assist the “transition” (for which he and his new

7 counsel are not even necessary, as the files are in the possession of Mr. Spears’s prior counsel) but to

8 defend himself and cover up the truth.

9 Mr. Spears has stated that he loves his daughter. But this is not what a father who loves his

10 daughter does. In fact, just as he was given the opportunity to resign gracefully (an opportunity he

11 rejected, forcing additional time, expense, and his ultimate suspension), Mr. Spears should withdraw his
Petition. If he fails to do so and proceeds with his application, for all of the reasons herein and in the
12
record—and as a matter of the equities, public policy, and the law—Mr. Spears’s Petition must be
13
summarily denied.
14
II. INTRODUCTION AND SUMMARY OF ARGUMENT
15
1. On September 29, 2021, this Court suspended Mr. Spears as Conservator of the Estate,
16
noting that his involvement was “toxic” to the well-being of Ms. Spears and against her best interests.
17
(9/29/2021 RT at pp. 44-45.) On November 12, 2021, this Court terminated the entire Conservatorship,
18
which began in 2008.
19
2. Still, the vultures continue to circle. Virtually the first act of James Spears’s new counsel
20
was an attempted ex parte Application (dated November 12, 2021) seeking the relief sought herein on an
21
“emergency” basis because Mr. Spears’s latest lawyers—hired after his suspension—wanted to be paid
22
untold sums getting up to speed regarding what Mr. Spears’s recently-jettisoned set of lawyers had done.
23
Although that Application was summarily rejected by the Clerk, it forced Ms. Spears to incur the time
24
and expense of preparing an opposition exposing the Application’s many flaws, including Mr. Spears’s
25
new counsel’s failure to even cite, much less discuss, a seminal decision precluding his requested relief—
26
People ex rel. Harris v. Shine (2017) 16 Cal.App.5th 524 (hereinafter, “Shine”).
27

28
4
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 3. Having been so educated, Mr. Spears returned with this Petition, attempting to navigate

2 around all the flaws identified in his daughter’s opposition to his prior, ex parte Application. This time,

3 Mr. Spears does allude to Shine, the case he previously ignored, but he mischaracterizes it and fails to

4 reconcile the present facts with Shine’s admonition that pendente lite fees will “seldom be justified

5 where, as here . . . the [fiduciary’s] misconduct is at issue” (id. at p. 540) and its reversal of the lower

6 court.2 Moreover, in contrast to Mr. Spears’s fantastical claims of “impeccable” service, the allegations

7 of misconduct against him are specific, credible, and serious, ranging from abuse to conflicts of interest,

8 financial mismanagement, and corruption of the conservatorship, to implicating state and federal criminal

9 law. (See Ebadi Decl. ¶ 84.)

10 4. As also summarized in the accompanying Declaration of former FBI Special Agent

11 Sherine Ebadi, there are numerous reasons why Mr. Spears’s Petition must be summarily denied.
5. First, Mr. Spears and his phalanx of lawyers have been lavishly compensated already, for
12
well over a decade, in service of a conservator who has been suspended. Based upon public records and
13
QuickBooks data obtained by Kroll, Mr. Spears took more than $6 million from the Estate personally.
14
After extracting those funds, he used them for his own purposes and aggrandizement, including among
15
other things, to try to recreate his career as a cook by pitching a television show called “Cookin’ Cruzin’
16
& Chaos with James Spears” for which he diverted personnel from Britney Spears’s tour to help him and
17
retrofitted a tour bus from which he could travel, cook, and serve food.
18
6. In addition to the known funds that Mr. Spears took from the conservatorship, Mr. Spears
19
has already paid lawyers and others additional millions, in part to suppress the #FreeBritney movement
20
and sue Britney Spears supporters. Given the millions of dollars he already has obtained from his
21
daughter’s Estate—built through her extraordinary talent, hard work, and perseverance—Mr. Spears
22
already should have more than enough resources to pay his new lawyers at the outset while, at the very
23
least and as Shine teaches, he waits for this Court to review any work rendered and the rates charged for
24
reasonableness and benefit (if any) to the former Conservatorship Estate. (See Conservatorship of
25
Lefkowitz (1996) 50 Cal.App.4th 1310, 1313-1316 [fee awards are inappropriate where the fiduciary acts
26

27

28 2
Unless otherwise noted, all emphases have been added.
5
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 from personal motive or interest, or resists removal out of concerns for personal reputation rather than

2 what would benefit the estate].)

3 7. If, in fact, Mr. Spears has squandered the $6-plus million dollars he already obtained from

4 his daughter, that would provide all the more reason for this Court to reject his request for payment on

5 account because, in addition to important legal considerations and policy implications, Britney Spears

6 should not be placed in the unenviable position of having to litigate to claw back funds that never should

7 have been paid in the first instance, should this story end where it might—with Mr. Spears owing

8 significant sums to his daughter in damages and/or surcharges.

9 8. Second, and relatedly, it is unfair to burden Ms. Spears with the recent resignation or

10 termination of Mr. Spears’s last set of lawyers from Holland & Knight (whom he evidently paid a more

11 than seven-figure sum to get up to speed and wage a costly media campaign on his behalf), as he now
prays for leave to do the same thing again, this time with a New York law firm with brand new lawyers
12
billing at presumably even higher billing rates. Not only does the timing of Mr. Spears’s decision to
13
jettison his old lawyers (or theirs, to jettison him) and replace them with new ones on his way out the
14
door guarantee excess and waste (as the new lawyers seek to familiarize themselves with 13 years of
15
pleadings and history), but to hand this New York law firm with new lawyers billing at higher billing
16
rates license to get paid 80% of their bills without judicial oversight would be to grant them a license to
17
run up fees in hopes of driving Ms. Spears into submission without the merits of any claims having been
18
resolved. In short, and put bluntly, stripped of its misleading claims of professed “cooperation,” the
19
Petition seeks the Court’s imprimatur for Mr. Spears to wage a war of attrition on his daughter’s dime.
20
After all Ms. Spears has endured already, that would be the height of inequity.
21
9. Third, although cloaked in language professing cooperation and adherence to his ongoing
22
fiduciary duties, the Petition actually reads like is a thinly-veiled threat that, unless his new counsel is
23
given a blank check to wage war, Mr. Spears will refuse and fail to perform the basic, limited tasks that
24
he remains obligated to do whether or not his Petition is not granted. The threat that a suspended
25
conservator would disrupt an orderly transition unless his demands are met should actually compel denial
26
of his request for payment on account. As noted author-philosopher George Santayana famously
27
observed, “[t]hose who cannot remember the past are condemned to repeat it.” Here, one need only look
28
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OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 at Mr. Spears’s history and the Petition itself to appreciate that he would use a license to pay his attorneys

2 on account to “litigate,” “defend” his reputation and misconduct, and otherwise try to further his own

3 interests. Indeed, Mr. Spears himself actually admits he wants to pay his attorneys fees to “continue to

4 engage in discovery . . . ” (Petition, ¶ 4.)

5 10. Fourth, caselaw compels the Petition’s denial. As referenced above, when Mr. Spears’s

6 new counsel first filed a rejected ex parte Application on November 12 for payment on account, they

7 failed to reference People ex rel. Harris v. Shine (2017) 16 Cal.App.5th 524. As Shine provides, this

8 Court has broad discretion to reject a request for advanced fees, which will “seldom be justified where,

9 as here . . . the [fiduciary’s] misconduct is at issue.” (Shine, 16 Cal.App.5th at p. 540.) Shine also

10 rejected the contention that Kasperbauer supported awarding interim fees, “particularly where the gist”

11 of the underlying matters concerns whether the “[conservator] has violated his or her fiduciary
obligations to the [estate] and [estate] beneficiaries.” (Id. at p. 539.) Having originally ignored Shine
12
altogether, Mr. Spears now misrepresents this Court’s rulings and the record, actually suggesting that this
13
Court has given him a clean bill of health. Putting aside the offensive falsity of those assertions, there is
14
overwhelming prima facie evidence placing Mr. Spears into that special class of fiduciaries who, as a
15
matter of precedent, never should be given an additional penny. 3
16
11. Fifth, Mr. Spears’s attempt to build his Petition around the notion that his present counsel
17
are no different from the other professionals who have served other parties during the course of the
18
Conservatorship is wrong. Not only has the Conservatorship ended—itself a crucial, distinguishing
19
feature—but given his past and ongoing misconduct, no one is in the same position as Mr. Spears
20
anyway. Britney Spears herself testified regarding Mr. Spears’s reported alcoholism while he was
21
serving as Conservator, his “abusive” conduct toward her, and how he stripped her of her dignity and
22
humanity. She also testified that when she failed to “cooperate” with her father’s wishes and was forced
23
to perform while exhausted and against her own wishes, she was put on Lithium, a dangerous and
24
extremely-powerful now evidently-antiquated drug that the National Alliance of Mental Illness describes
25
as a “mood stabilizer” (i.e., a “cooperation inducer”) that, among other serious side effects, may cause
26

27 3
At the very least, this is certainly true unless and until every aspect of the conduct of Mr. Spears, and the fees incurred, have
been fully vetted and blessed by the Court.
28
7
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 “severe nausea and vomiting, severe hand tremors, confusion, vision changes, and unsteadiness”

2 (https://www.nami.org/About-Mental-Illness/Treatments/Mental-Health-Medications/Types-of-

3 Medication/Lithium). (June 23, 2021 Reporter’s Transcript at p. 11-12, a true and correct copy of which

4 is annexed hereto as Exhibit 1.) In her June 23, 2021 testimony alone, Ms. Spears also described the

5 impact of her father’s control as feeling: “forced,” “threatening,” and “scary.” (Id.) As she also testified,

6 due to her father’s role in her life as conservator, she felt “traumatized,” could not sleep, and cried every

7 day. (Id.) Underscoring her father’s role, his detrimental involvement in her life, and the need for his

8 prompt removal, Ms. Spears also testified that her father enjoyed hearing her cry to him on the phone—

9 “he loved the control to hurt his own daughter 100,000 percent. He loved it,” she testified. (Id. at p. 13.)

10 12. Former Conservator of the Person Jodi Montgomery herself testified that Mr. Spears’s

11 presence as Conservator was against Ms. Spears’s interests, confirming that both she and Ms. Spears’s
medical team agreed it was crucially in Britney’s best interests if Mr. Spears was removed. Specifically,
12
Ms. Montgomery declared under penalty of perjury that it was her “strong opinion and recommendation
13
that the persons serving as Ms. Spears’ conservators not be family members. (7/22/21 Declaration of
14
Jodi Montgomery ¶ 6) (underlined emphases in original). Ms. Montgomery concluded that Mr. Spears’s
15
removal was “critical to [Britney’s] emotional health and well being.” (Montgomery Decl. ¶ 8)
16
(emphasis in original). And during the July 14, 2021 Hearing, her counsel stated, unequivocally, that it
17
has been “strongly recommended by [Ms. Spears’s] medical team that her father Mr. Spears needs to
18
be off the conservatorship.”4
19
13. To note just a few facts in addition to Ms. Spears’s heavily-corroborated
20

21 4
For her part, Lynne Spears declared under penalty of perjury that during a critical period from 2018 into 2010, Mr. Spears
22 “had absolute control over the conservatee’s money and her healthcare decisions.” She further declared that Mr. Spears
approved treatment from a “sports enhancement doctor” who prescribed Ms. Britney Spears medication that seemed “entirely
23 inappropriate” and “compelled” Ms. Britney Spears to enter a health facility against her wishes. (Lynne Spears Decl. ¶ 6-7.)
Lynne Spears described Mr. Spears’s “microscopic control” over Ms. Britney Spears’s actions creating an environment with
all eyes on Ms. Britney Spears: “Such scrutiny is exhausting and terrifying, like living in custody.” (Id. at ¶ 9-10.) According
24 to Lynne Spears, “the relationship between the conservatee and Mr. Spears has dwindled to nothing but fear and hatred of Mr.
Spears by the conservatee due to Mr. Spears’s behavior, including his complete control over her, his mistrust of her, his
25 coercion of her, his ‘bartering’ with her over what she can and cannot do for whatever reward or punishment he is willing to
mete out, his constant threats, and his decision-making over all aspects of her life.” (Id. at ¶ 11.) Finally, she described in her
26 Declaration a “physical altercation between Mr. Spears and the conservatee’s minor children” as “appalling and inexcusable
[which] understandably destroyed whatever was left of a relationship between them.” (Id. at ¶ 12.) Her Declaration concludes
27 that: “It is clear to me that James P. Spears is incapable of putting my daughter’s interests ahead of his own on both a
professional and a personal level and that his being and remaining a conservator of my daughter’s estate is not in the best
28 interests of my daughter, the conservatee.” (Id. at ¶ 13.)
8
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 allegations against Mr. Spears, Mr. Spears once served as both Conservator of the Person and

2 Conservator of the Estate but, as has been publicly-reported, in 2019, he was displaced as Conservator of

3 the Person after an incident with Britney’s children that resulted in a Domestic Violence Restraining

4 Order preventing him from even going near them.

5 14. Previously, in 2008, with no apparent source of steady income, no discernible job skills,

6 having already filed for bankruptcy once, and while indebted to a fledgling business management

7 company called Tri Star Sports & Entertainment (“Tri Star”) for at least $40,000 against a loan Tri Star

8 provided to him, Mr. Spears consulted with Tri Star, placed Ms. Spears into the conservatorship, and

9 hired Tri Star as her business manager.5 Apart from the many millions of dollars reaped by Tri Star from

10 Ms. Spears during the conservatorship, the loan and Mr. Spears’s hiring of Tri Star presented a serious,

11 undisclosed, conflict of interest, arguably corrupting the conservatorship from inception. As incoming
president of the National Guardianship Association Anthony Palmieri recently told The New York Times,
12
“It makes me wonder where the allegiance lies. Is the conservator making decisions in the best interest
13
of the conservatee or the business manager who they owe the debt to? It reeks of conflict of interest.” 6
14
The James Spears-Tri Star arrangement also evidently violated California Rules of Court 7.1059(a),
15
which requires conservators to avoid not only “actual conflicts of interest” but also “consistent with his
16
or her fiduciary duty to the conservatee, the appearance of conflicts of interest.” (See 2021 California
17
Rules of Court, Rule 7.1059, “Standards of conduct for the conservator of the estate.”)
18
15. Recently obtained evidence further reveals the autocratic ways in which Mr. Spears ran
19
the conservatorship, elevating his own interests above his daughter’s while ingratiating himself to others
20
including Tri Star and its founder Lou Taylor, to whom he had previously been financially indebted. By
21
way of illustration and as indicated in the pending Objections to the Twelfth Account Current under the
22
heading “PAYMENT OF LOU TAYLOR’S PERSONAL LEGAL FEES,” Mr. Spears retained counsel—
23
for Lou Taylor—to take legal action against a Britney Spears (and #FreeBritney) supporter named Bryan
24
Kuchar—on behalf of Lou Taylor—on the purported ground that Mr. Kuchar had defamed Ms. Taylor
25
and allegedly misappropriated the name and likeness of Ms. Taylor. According to the pending
26

27 5
Day et al., Britney Spears Felt Trapped. Her Business Manager Benefited, The New York Times (Dec. 19, 2021)
<https://www.nytimes.com/2021/12/19/business/britney-spears-conservatorship-tri-star.html> [as of Jan. 12, 2022].
28 6
Id.
9
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 Objections, that work represented an “impermissible gift of the conservatee’s funds to Ms. Taylor,” and

2 presented “serious conflict of interest issues which were not disclosed to BRITNEY’S counsel.” (See

3 Conservatee’s Objections To: Twelfth Account Current, filed November 6, 2020, at p. 5.)

4 16. Internal emails demonstrate that Mr. Spears’s own lawyer conceded that Ms. Taylor’s

5 lawsuit against Mr. Kuchar (aptly entitled Lou M. Taylor v. Bryan S. Kuchar, Case 1:19-cv-03028-MLB)

6 was, in fact, “about Lou,” there is no “connection” in the complaint “between Britney and the lawsuit,”

7 and “[Lou] doesn’t even try to weave [Britney] into the complaint,” correctly concluding that “Lou” not

8 Britney should have paid the legal fees at issue. (Ebadi Decl. ¶ 52.)

9 17. Further demonstrating Mr. Spears’s mismanagement, after Britney went on hiatus, he

10 unilaterally granted Tri Star’s request for a minimum guarantee of $500,000 in 2019, “representing a

11 260% increase from the amount it would otherwise have been entitled to receive for the year.” As the
above-referenced Objections further note, “[t]hese radical new arrangements were made by JAMES
12
without any apparent legal obligation to do so. There is no indication that he questioned the propriety of
13
TRI STAR’s huge fee increase, attempted to negotiate a more favorable deal, or even requested
14
supporting detail for the ‘time and billing.’” (See Conservatee’s Objections To: Twelfth Account
15
Current, filed November 6, 2020, at p. 4.)
16
18. Finally and crucially, as detailed in the accompanying Declaration of former Special
17
Agent Sherine Ebadi, Ms. Ebadi has corroborated The New York Times’s September 24 bombshell
18
reporting regarding whistleblower Alex Vlasov’s assertions that his former employer Black Box Security
19
(which reported to and was paid by Mr. Spears) monitored and contemporaneously captured Britney
20
Spears’s text communications (by mirroring phones used by her)—including attorney-client privileged
21
communications with her counsel—and that Black Box was involved in placing a secret listening device
22
in Britney Spears’s bedroom, at the direction and with the approval of Mr. Spears. Based upon her years
23
of training and experience with the FBI, Ms. Ebadi concluded that these actions could subject Mr. Spears
24
to criminal prosecution under state or federal law. (Ebadi Decl. ¶ 84.)
25
19. Sixth, as for Mr. Spears’s claim that his record has supposedly been “impeccable”
26
because no one objected to his first eleven accountings and he has yet to be surcharged (Petition at ¶ 12),
27
in
28
10
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 addition to being directly contradicted by the actual facts (see generally Ebadi Decl.), he once again

2 misses the point and begs the question:

3 Until this Court allowed Ms. Spears to hire her own counsel, Mr. Spears operated so that those

4 within his orbit were “going along to get along.” Few questions were asked, he

5 approved excessive or unwarranted fees or gifts, he failed to disclose conflicts of interest in

6 violation of California Rule of Court 7.1059, and Britney Spears remained imprisoned by her

7 Conservatorship, all while he handsomely profited from it. Thus, the absence of earlier objections

8 is of no moment.

9 As the recent appellate decision in Hudson v. Foster (2021) 68 Cal.App.5th 640 instructs, past

10 accountings are only as good as their completeness and the disclosures they make. In this case, it

11 is evident that Mr. Spears has not fully and faithfully reported his past dealings. Instead, he
concealed his conduct, and the past accountings were, at best, incomplete. Under the Hudson
12
case, they are therefore subject to being re-opened. (See, e.g., November 2, 2021 letter from
13
Mathew Rosengart to Scott Edelman, a true and correct copy of which is annexed hereto as
14
Exhibit 2.)
15
Finally, the Kroll investigation has corroborated several troubling issues—for which no Court
16
(including the Kasperbauer court) ever has thought a reserve or pendent lite fees might be
17
appropriate. These issues concern the evidence discussed in the accompanying Ebadi Declaration
18
regarding self-dealing, conflicts of interest, and mismanagement, as well as the above-referenced
19
evidence concerning (i) eavesdropping on Ms. Spears’s telephonic communications
20
(contemporaneously, in real time)—including with her boyfriend, children, and even her
21
counsel, and (ii) placing a listening device in the bedroom of his adult daughter. The notion that
22
Mr. Spears’s new counsel should be given a war chest to resist exposure of further and all facts
23
surrounding this misconduct is unprecedented and must be rejected.
24
III. PROCEDURAL HISTORY
25
20. The full history surrounding this Conservatorship is well-known to the Court. We
26
therefore summarize only certain points most germane to the Petition.
27
A. Past Feeding at the Trough by Mr. Spears and His Many Lawyers
28
11
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 21. Despite painting himself as a “volunteer” for the role of Conservator, 7 James Spears

2 commenced the Conservatorship and siphoned millions of dollars from his daughter’s Estate for over a

3 decade, taking fees, commissions, and other miscellaneous payments totaling more than $6 million (in

4 known funds) as set forth in the chart below: 8

(James) Spears
5 Year
Management, Inc.
6 2008 $ 153,790.00

7 2009 292,500.00

8 2010 445,465.33

2011 1,813,252.50
9
2012 205,179.49
10
2013 202,400.00
11
2014 552,282.31
12 2015 515,063.04
13 2016 525,969.17

14 2017 672,185.26

2018 552,220.89
15
2019 192,000.00
16
2020 192,000.00
17
Total $ 6,314,307.99
18
His many lawyers were paid many millions more. By way of example—and not limitation—his prior
19
litigation counsel, Holland & Knight, recently sought fees of over $1.3 million for an approximate seven
20
month-period, including approximately $540,000 for supposed public relations work for Mr. Spears (i.e.
21
undescribed “Media Matters”).
22
B. After Britney Is Allowed To Hire Counsel of Her Choosing, Mr. Spears is Promptly
23
and Appropriately Suspended Against His Will
24
22. Ms. Spears has testified that the Conservatorship under her father was dehumanizing and
25
detrimental to her well-being and best interests. This wasn’t just Ms. Spears’s view. Others, including
26

27 7
Petition at ¶¶ 30, 54.
28 8
Ebadi Decl. ¶ 82.
12
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 the former Conservator of her Person, Jodi Montgomery, testified that based upon her own experience

2 and observations as well as those of the medical team, Mr. Spears’s continued presence in his daughter’s

3 life imperiled her best interests and well-being, see infra at 8.

4 23. Independent counsel moved expeditiously. Although termination of the conservatorship

5 was the ultimate task, securing Mr. Spears’s suspension was the most immediate need and way to care for

6 Britney and achieve termination. Accordingly, on her behalf, undersigned counsel first filed a Petition

7 (on July 26, 2021) for Suspension and Removal of James P. Spears as Conservator of the Estate. 9

8 Precisely to avoid a protracted battle over Mr. Spears’s fidelity, performance, and wrongdoing—in which

9 Mr. Spears would deny wrongdoing and seek delay and a lengthy trial, likely stretching into mid-late

10 2022—the July 26 Petition was purposefully based on a ground that did not require the Court to find, at

11 that time, that Mr. Spears was guilty of misfeasance or malfeasance.

24. Specifically, all the Court needed to conclude under Probate Code Section 2650(j) was
12
something that everyone (including Ms. Montgomery, doctors, and Mr. Spears himself) knew to be true:
13
Mr. Spears’s presence was toxic and detrimental to Ms. Spears’s well-being and best interests. (See, e.g.,
14
Mr. Spears’s 8/12/21 First Response to Petition for Suspension and Removal at 4:19-20 [“he does not
15
believe that a public battle with his daughter over his continuing service as her conservator would be in
16
her best interests”]; see also the instant Petition at ¶ 19 [“Jamie agreed with the Court that it would be in
17
Britney’s best interest for him to resign”—but of course he failed to do so].)
18
25. For purposes of Ms. Spears’s July 26, 2021 Petition (and as that Petition itself repeatedly
19
made clear), under Section 2650(j), the reasons why Mr. Spears’s presence was untenable truly did not
20
matter. The relevant fact was that the relationship was toxic, and Britney was being harmed in the
21
process.
22
26. Although he conceded it was best for his daughter if he ceased serving as a conservator—
23
and, indeed, professed that he was willing to participate in an orderly transition to a new fiduciary—Mr.
24
Spears sought to attach unacceptable strings to his departure: his idea of an orderly transition was to
25
relinquish control only after his accountings were approved—either after a hearing or, if he had his way,
26

27 9
The Petition for Suspension made clear at the outset that Ms. Spears ultimately would be seeking termination of the entire
28 Conservatorship.

13
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 through capitulation by his daughter (8/12/21, First Response), while also seeking a “Release” of

2 liability. The offer to “resign” was, in fact, illusory: Mr. Spears intended to resist and remain in control

3 indefinitely, while he continued to bully his daughter, using her money to try to extract a Release and

4 rehabilitate his reputation.

5 27. On August 25, 2021, Ms. Spears’s counsel served discovery on Mr. Spears in the form of

6 Requests for the Production of Documents, Requests for Admission, Form Interrogatories, and Special

7 Interrogatories. This was the first time during the Conservatorship that Mr. Spears faced formal

8 discovery to critically examine his activities. Five days later, Ms. Spears counsel filed a Supplement to

9 her Suspension/Removal Petition, making clear that

Regardless of the past, Mr. Spears and his counsel are now on notice: the status quo is
10
no longer tolerable and Britney Spears will not be extorted. Mr. Spears’s blatant
11 attempt to barter suspension and removal in exchange for approximately $2 million in
payments, on top of the millions already reaped from Ms. Spears’s estate by Mr. Spears
12 and his associates, is a non-starter.

13 (8/30/21 Supplement at ¶ 10.)

14 28. Recognizing that he would be unable to bully or barter his way out of suspension, and

15 seeking to avoid discovery, Mr. Spears did a sudden 180-degree reversal. Under the looming threat of

16 discovery, suspension, and the stigma and associated legal and financial ramifications of being a

17 suspended conservator, on September 7, 2021 Mr. Spears filed a precipitous, preemptive petition to

18 terminate the conservatorship entirely. (See 9/29/21 Reporter’s Transcript at 6:7-13, a true and correct

19 copy of which is annexed hereto as Exhibit 3 [Court noting that Mr. Spears had taken two very different

20 positions and inquiring of his counsel: “so I want to know first, what is your position today?”].)

21 29. The self-serving reasons for Mr. Spears’s reversal became clear at the September 29, 2019

22 suspension hearing. Mr. Spears’s counsel desperately argued there was no need to suspend or remove

23 him because the Conservatorship should be terminated immediately. Further explaining Mr. Spears’s

24 abrupt reversal and effort to moot his suspension by terminating the entire conservatorship, the

25 implications of being a suspended conservator (as well as representing one) had other serious

26 ramifications for Mr. Spears and his counsel. Specifically, under well-established caselaw (including the

27 Moeller and Stine cases), the attorney-client privilege rests not with a conservator but rather with the

28 Estate. Accordingly, as a suspended conservator Mr. Spears knew (or was presumably advised) that he
14
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 would be obligated to disclose his attorney-client communications regarding all relevant topics, including

2 his financial mismanagement and surreptitious activities—which he still has failed to do.

3 30. As set forth in Ms. Spears’s September 27, 2021 filing,

4 Mr. Spears’s desperation to avoid suspension is self-evident and self-serving . . . . He

knows that when he is suspended he must turn over the conservatorship files, including
5 purported attorney-client privileged documents (communications with his lawyers), to
the new temporary conservator.
6

7 ***

8 In light of the most recent disclosures of his misconduct according to the New York
Times’ reporting, he is, and should be, particularly concerned about the release of these
9 communications, to be followed by further interrogatories and his sworn deposition. (See
Stine v. Dell’Osso (2014) 230 Cal.App.4th 834, 843 [Successor fiduciary became holder
10
of the privilege of all communications between fiduciary and his counsel regarding the
11 estate, whenever they occurred]). (See Moeller v. Superior Court (1997)] 16 Cal.4th
1124, 1129-1135 [because fiduciary is holder of the attorney-client privilege in his or her
12 capacity as such, successor fiduciary becomes the holder as to confidential
communications between predecessor fiduciary and attorney concerning trust
13 administration]; see also Cal. Probate Code, § 8524, subd. (c) [a “successor personal
representative has the powers and duties in respect to the continued administration that the
14
former personal representative would have had.”].) 10
15 31. On September 29, 2021, over his counsel’s strenuous objections during the lengthy and
16 highly-contested hearing, the Court suspended Mr. Spears. The Court’s words at the hearing’s
17 conclusion bear repeating:
18 But I do believe that under Probate Code section 2654, I believe that the suspension of Mr.
James Spears as Conservator the Estate of Britney Spears is in the best interests of the
19
Conservatee, Britney Spears. The pleadings filed by both parties, in my view, make it
20 clear that the current situation is not tenable, and only a change in the present
arrangement makes sense at this point. The pleadings appear to the Court to reflect a toxic
21 environment which requires suspension of James Spears, as Conservator of the Estate of
Britney Spears, effective today. This change, the Court finds, is in the best interest of
22 the Conservatee, which is my focus.
23 (9/29 Transcript at 44:19-45:3.)
24 32. Contrary to Mr. Spears’s misleading contention, the Court endorsed the actual premise of
25 Ms. Spears’s petition, i.e., what was in the best interests of the Conservatee, and for that reason,
26

27 10
Further, not only would an immediate termination—as opposed to an orderly transition—have created chaos but, as Mr.
Spears knew full well (but failed to disclose), it would have left Ms. Spears tethered to the court system under the terms of an
28 estate plan that Mr. Spears had put in place while his daughter was under conservatorship.
15
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 suspended Mr. Spears on September 29, 2021. The fact that the Court grounded its decision on what was

2 in Ms. Spears’s best interests rather than Mr. Spears’s misconduct (an issue that was not even before the

3 Court under Section 2650(j)’s “best interest” provision), does not mean there was no misconduct and it

4 certainly does not mean, as Mr. Spears falsely contends, that Mr. Spears did not engage in misconduct (in

5 fact, the record shows that he did, see, e.g., accompanying Ebadi Declaration). Instead, it simply means

6 that the issue was not directly before the Court and, acting judiciously, the Court did not reach any such

7 conclusions because it did not need to do so before suspending Mr. Spears under Section 2650(j) or

8 Section 2654 (upon which the Court ultimately rested its decision).

9 33. In short order, Mr. Spears was jettisoned by his existing litigation counsel (Ms. Thoreen

10 and Holland & Knight), or vice versa, and he hired new, even more expensive counsel (Willkie Farr &

11 Gallagher LLP) to replace them.

34. On November 12, 2021, while Mr. Spears was suspended, the Court granted the
12
Termination Petition, based on a finding that “a conservatorship of the person and estate of Britney Jean
13
Spears is no longer required.” (11/12/21 Reporter’s Transcript at 16:4-17:16.) As a consequence, the
14
Removal part of Ms. Spears’s July 26 Petition for Suspension and Removal, as well as the pending
15
Petition for Appointment of a Successor Conservator, were denied without prejudice—as moot. The
16
transcript illustrates the point:
17
THE COURT: So with regard to the other two petitions that are before the court, which
18 are a suspension and removal petition filed by you, Mr. Rosengart. Can that just be denied
19 without prejudice at this time?
MR. ROSENGART: Yes, your Honor.
20
THE COURT: So that will be denied without prejudice. And then the petition for
21 appointment of successor of conservator of the estate, that can also be denied without
prejudice at this time?
22
…
23 MR. ROSENGART: Yes, your Honor.
24 THE COURT: Okay. Thank you.
25

26

27

28
16
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 (Id. at 19:9-21.) For this reason, Mr. Spears’s Alice-in-Wonderland suggestion that the Court’s Minute

2 Order disposing of those two petitions somehow embodies a ruling on the merits giving Mr. Spears a

3 “gold star” for fidelity is beyond wishful; it is deceptive.11

4 C. In Their First Act For Their Suspended Client, Mr. Spears’s New Counsel (At Least

5 His Third Law Firm) Seeks License To Bill And Be Paid Without Any Judicial

6 Supervision—By Britney Spears

7 35. On the morning of November 12, 2021—just hours before this Court would terminate the

8 conservatorship, and apparently unwilling to give his daughter even a single day to celebrate her

9 freedom—Mr. Spears’s new counsel e-mailed ex parte notice announcing that Mr. Spears would be

10 seeking an “Order Confirming, Authorizing, and Instructing the Conservator of the Estate to make

11 payment to counsel for James P. Spears (Willkie Farr & Gallagher LLP).” That same day, Mr. Spears
attempted to file his ex parte papers, which were noticed for a hearing on November 16, 2021. (A true
12
and correct copy of the rejected application is annexed hereto as Exhibit 4.)
13
36. As a consequence, Ms. Spears’s legal team were forced to prepare their opposition over
14
the weekend, which they timely filed and served on November 15, 2021. Ultimately, Mr. Spears’s ex
15
parte was rejected by the Clerk, but not before he had obtained a preview of Ms. Spears’s opposition,
16
including her analysis of the Shine case, the seminal case that Mr. Spears’s rejected ex parte Application
17
had ignored.
18
37. Mr. Spears waited two weeks before trying again, this time filing a full-blown Petition
19
seeking the same relief. As noted above, the Petition audaciously pretends that Mr. Spears, on his own,
20
was calling the Shine case to the Court’s attention as if his daughter had not already made it a centerpiece
21
of her earlier, November 15 opposition. Regardless, the crux of Mr. Spears’s Petition is this: in his view,
22
People ex rel. Harris v. Shine (2017) 16 Cal.App.5th 524, is distinguishable because he has yet to be
23
surcharged, sued civilly, or criminally indicted. (He also mistakes or misunderstands that Shine was not a
24
criminal case but instead was brought by the Attorney General’s Civil Division, brought under its “broad
25
powers to supervise charitable trusts,” id at 529.)
26

27

28 11
(See, e.g. Petition, at p. 6.)
17
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 38. Because Mr. Spears has chosen to place his conduct and supposed lack of any

2 “wrongdoing” squarely at issue, set forth herein (and in the accompanying Ebadi Declaration) is a

3 summary of some of the evidence he assures does not exist which, coupled with the facts that he was

4 never suitable to serve from the outset, demonstrates that Mr. Spears’s was a faithless fiduciary. 12

5 Immediately below, however, is the legal framework through which Mr. Spears’s Petition should be

6 measured.

7 IV. LEGAL DISCUSSION

8 39. James Spears suggests that his Petition should be granted because there are no “claims”

9 currently pending against him. In addition to being inaccurate, this averment misses the point entirely.

10 Mr. Spears already is subject to the remedy of surcharge based solely on pending/soon-to-be pending

11 matters, including objections already filed in response to his Twelfth Account and objections that may be
filed in response to the forthcoming final account. This alone counsels against giving Mr. Spears yet
12
more funds on account. Indeed, the entire crux of cases like Kasperbauer and Shine is to ensure an
13
orderly transition while protecting a trust or estate from further depletion and waste where allegations of
14
misconduct are involved. It does not matter that a new petition, complaint, or criminal indictment has not
15
yet been filed against James Spears. Allowing him further fees on account would simply encourage
16
further litigation while setting up Britney Spears for great difficulty (if not impossibility) in recovering
17
any surcharges that might be ordered. 13
18

19
12
In direct contrast to his promise of “complete transparency,” Mr. Spears’s lack of cooperation is glaring and telling. By
20 way of illustration only, he and his counsel have failed to comply with their formal discovery obligations and also failed to
respond to informal requests for fundamental information. (See Exhibit 5, which is a true and correct copy of a November 5,
21 2021 email to Mr. Spears’s counsel seeking financial information; Exhibit 6, a true and correct copy of a September 30, 2021
Document Preservation Notice sent to Mr. Spears’s counsel; and Exhibit 7, a true and correct copy of additional discovery
22 served on Mr. Spears concerning the pending issues in view of his failure to comply with initial discovery requests regarding
the July 26 Petition for Suspension and Removal.) It is evident that Mr. Spears, Black Box Security, and Tri Star (whose
motion was temporarily taken off calendar but is subject to rescheduling) are acting in concert under a Joint Defense
23
Agreement.
24 13
Even if no objections currently were pending, the result should be the same: denial of the Petition. Case law is clear that, if
a fiduciary asks the court to approve an account, then, even if no objections have been asserted, the court still has an
25 independent obligation to review the trustee’s actions and the power to surcharge the trustee as a remedy in declining to
approve the account or any part thereof. (See Schwartz v. Labow (2008) 164 Cal.App.4th 417, 427 [“[T]o respond to
26 perceived breaches of trust, the probate court has wide, express powers to make any orders and take any other action necessary
or proper to dispose of the matters presented by the section 17200 petition.” (emphasis added)]; In re Willey’s Estate (1903)
27 140 Cal. 238, 243 [“independent of objections urged by any person to items in an account, it is the duty of the court in settling
such account to carefully scrutinize the same and to reject any improper items therefrom; and it is the duty of the court to do
28 this whether objections are interposed or not.”].)

18
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 A. Overview

2 40. Neither the Probate Code nor case law support the relief sought by Mr. Spears on this

3 unusual if not unique set of facts. Even though James Spears still has and will continue to owe fiduciary

4 duties to his daughter, he is no longer entitled to fund his efforts from Conservatorship Estate assets and

5 he certainly is not entitled to pay his attorneys from his daughter’s assets without this Court first passing

6 upon their propriety after those fees are incurred.

7 41. Indeed, even when payment on account is permitted, the Court has broad discretion to

8 determine whether services rendered and billed to the Estate are reasonable and proper (see e.g., Cal.

9 Prob Code § 2643) particularly because the guiding principle under California’s statutory scheme is that

10 any request for compensation must to the advantage, benefit, and best interests of the conservatee. (See,

11 e.g., Cal. Prob Code § 2645; Cal. Rules of Court, Rule 7.752, subd. (b).) The burden thus would be on
Mr. Spears to establish that the fees “were incurred for actions taken that were in the best interests of the
12
conservatee and reasonable.” (Section 28:180 Attorneys, Gold et al., Cal. Civ. Prac. Probate & Trust
13
Proceedings (Nov. 2020); see also Conservatorship of Lefkowitz (1996) 50 Cal.App.4th 1310, 1314-1317
14
[conservatorship estate not required to pay fees for services rendered to oppose conservator’s removal
15
because it was not objectively in the best interests of the conservatee]; Prob. Code, § 2643 [fees paid on
16
account must be reasonable and are subject to court review]; id., § 2642, subd. (b) [compensation for
17
legal services should only be authorized “as the court determines reasonable”].) 14
18
42. Plainly, giving James Spears’s new lawyers a blank check to be paid 80% of their fees for
19
defending his misconduct—and leaving Britney in the unenviable position of having to litigate to crawl
20
back waste—is not in Ms. Spears’s best interests. Instead, it would open a Pandora’s box of mischief.
21
43. As long established by case law, a conservator cannot charge the conservatorship estate
22
for fees incurred to defend a conservator’s reputation, as distinct from the best interests of the
23
Conservatorship itself. (See In re Estate of Thompson (1894) 101 Cal. 349, 355 [“Compensation is
24

25

26
14
See Estate of McLaughlin (1954) 43 Cal.2d 462, 465 [“The trustee must present to the trial court satisfactory evidence of the
27 accuracy and propriety of the items in his account ....”]; Estate of McCabe (1950) 98 Cal.App.2d 593, 595 [“Trustees are also
under the duty to prove every item of their account by ‘satisfactory evidence;’ ... any doubt arising from their failure to keep
28 proper records, or from the nature of the proof they produce, must be resolved against them.”].

19
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 allowed in cases of this kind only to faithful stewards for their care, trouble, and responsibility in the

2 management of an estate”]; see also Conservatorship of Lefkowitz (1996) 50 Cal.App.4th 1310, 1315.)

3 44. Mr. Spears’s lawyers already have been paid literally millions of dollars at his daughter’s

4 expense. Before they are paid a penny more, this Court should exercise its right and authority to pass

5 upon the propriety of any further fees. Otherwise, Ms. Spears ultimately will be forced to spend even

6 more time and money trying to claw back even more funds than she already will have to claw back.

7 B. Giving Blank Checks to a Fiduciary’s Lawyers Will “Seldom Be Justified Where, As

8 Here, The [Fiduciary’s] Misconduct Is At Issue.”

9 45. Notably, both Kasperbauer v. Fairfield (2009) 171 Cal.App.4th 229 and People ex rel.

10 Harris v. Shine (2017) 16 Cal.App.5th 524 warrant the Petition’s prompt denial.

11 46. In Kasperbauer, trust beneficiaries secured (i) appointment of a successor trustee in place
of the respondent (Fairfield), who had served as trustee for 24 years, and (ii) an order directing Fairfield
12
to provide an accounting. The trial court ordered the accounting while reserving monies to cover
13
Fairfield’s anticipated attorneys’ fees and costs associated with its preparation. (Kasperbauer v.
14
Fairfield, supra, 171 Cal.App.4th at pp. 231-234.)
15
47. Subsequently, Fairfield sought additional funds to cover unanticipated fees and costs
16
incurred in preparing the accounting and responding to objections to the accounting. Ultimately, the
17
funds withheld were supposedly insufficient, and the trial court ordered the beneficiaries to return
18
$250,000 out of their distributions “to provide a fund from which to pay Fairfield’s attorney fees and
19
costs in completing and defending the accounting.” (Id. at pp. 231-232.) The beneficiaries appealed that
20
ruling, and the Court of Appeal affirmed, holding that, under certain circumstances, reasonable fees may
21
be warranted where the attorneys’ services were to “aid a trustee in trust administration.” (Id. at p. 236.)
22
48. Thus, Kasperbauer stands for the unremarkable proposition that former trustees ordered to
23
provide an accounting, and then required to defend it, can be allowed discretionary advances for that
24
purpose, out of existing trust assets, where such activities further trust administration. Kasperbauer does
25
not hold that fiduciaries are entitled to a blank checkbook, or that the trial court has no discretion to
26
consider surrounding circumstances, such as (i) a fiduciary’s alleged misconduct or likelihood of success
27
in defending his or her actions, as well as the likelihood of a surcharge order being entered, (ii) the
28
20
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 fiduciary’s ability/willingness to repay the fees incurred should he or she lose, and/or (iii) other resources

2 available to the fiduciary for a defense. Indeed, Kasperbauer affirmatively holds that the propriety of a

3 Kasperbauer advance is an issue of discretion for the probate court. Even putting aside whatever civil or

4 criminal exposure he may have, given Mr. Spears’s financial record, which includes, by his own

5 admission, spendthrift ways and at least one bankruptcy filing, there can be no assurance that Mr. Spears

6 has not already spent (or lost) the millions of dollars he obtained from his daughter’s Estate. For these

7 reasons, Kasperbauer warrants the Petition’s denial.

8 49. Shine even more strongly mandates the Petition’s denial. In Shine, a civil case, the

9 Attorney General petitioned for removal and surcharge of Shine, the trustee of a charitable trust, and an

10 interim substitute trustee was appointed. Shine then successfully petitioned the trial court for an advance

11 of fees from the trust to defend the petition, subject to repayment if he was ultimately found not entitled
to indemnification. (People ex rel. Harris v. Shine, supra, 16 Cal.App.5th at p. 532.)
12
50. The Court of Appeal reversed and remanded for reconsideration in light of all the relevant
13
factors a probate court must consider. (Id. at p. 527, 541.) Shine establishes four basic points. First, in
14
most cases, indemnity is not resolved until after the litigation has concluded and the winners and losers
15
are known; thus, in the ordinary case, trust assets do not leave the trust until the benefit of the expenditure
16
already has been established. (Id. at p. 537.)
17
51. Second, Shine instructs that, although Kasperbauer and other authorities may, under
18
certain circumstances, vest the trial court with discretion to award interim fees before the outcome of
19
litigation is known,
20

21 the grant of interim fees should be governed by the following: The court must first assess
the probability that the trustee will ultimately be entitled to reimbursement of attorney fees
22 and then balance the relative harms to all interests involved in the litigation, including the
interests of the trust beneficiaries. An assessment of the balance of harms requires at least
23 some inquiry into the ability of the trustee or former trustee to repay fees if ultimately
determined not to be entitled to the cost of defense.
24
(Id. at p. 539.) In other words, Shine expressly rejects Mr. Spears’s suggestion that he somehow has a
25
right to payments, especially without prior judicial scrutiny.
26
52. Third, Shine confirms that where, as here, trustee misconduct is at issue, denial of interim
27
fees should be the general rule:
28
21
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 In our view, an award of pendent lite fees will seldom be justified where, as here, the
trust is silent on interim fees and the trustee’s misconduct is at issue . . . Should the
2 People prevail, Shine will not ultimately be entitled to recover his attorney fees. Even
assuming the high standards of willful misconduct or gross negligence will apply, we
3 conclude the People’s petition alleges such behavior and the evidence submitted in
opposition to Shine’s fee application establishes at least a prima facie case supporting the
4 allegations.
(Id. at p. 540.)
5
53. Fourth, Shine concluded it was error for the trial court to find it inequitable to require a
6
former trustee to fund its defense against even an adversary with unlimited resources like the Attorney
7
General’s office, without also weighing the balance of harms to “most significantly, the charitable
8
beneficiaries of the Trust . . . ” (Id.) As the Court reasoned:
9
the court must consider whether Shine will be unduly prejudiced by having to bear his
10 own attorney fees until resolution of the petition allegations (i.e., his ability to mount an
adequate defense) and whether the charitable beneficiaries would be unduly prejudiced if
11 the fees were advanced and not repaid (i.e., Trust assets would be placed at risk).
12 (Id. at p. 540-541.)

13 54. In sum, in the “large majority” of cases, fees are awarded after (not before) disposition of

14 the underlying proceeding. (Id. at p. 534 (emphasis added).) Further, (i) a Kasperbauer reserve is never

15 a right, but instead is a matter of discretion, and (ii) such discretion does not exist in cases “where the

16 gist of the underlying action is that a fiduciary has violated his or her fiduciary obligations to the trust and

17 trust beneficiaries.” (Id. at p. 539). Accordingly, before awarding interim fees, a court must first assess

18 the probability of the fiduciary’s ultimate entitlement to reimbursement, balanced against the risk of harm

19 on the other side. (Id. at p. 539.) But, even then, pendente lite fees will “seldom be justified where, as

20 here . . . the [fiduciary’s] misconduct is at issue.” (Id. at p. 540.)

21 55. In a tortured effort to distinguish Shine, the Petition contends that unlike Shine, where the

22 Attorney General established a prima facie case against the former trustee, the Court found here that there

23 was “‘insufficient evidence’ to grant Britney’s petition to remove Jamie when it denied her petition on

24 November 12, 2021.” (Petition at ¶ 41.) As illustrated above, Mr. Spears’s effort to twist this Court’s

25 Minute Order into an absolution (or even a “finding”) is beyond disingenuous. As Mr. Spears’s counsel

26 well knows, the truth is that no evidentiary findings were made because the matter never got that far, for

27 two primary reasons. First, because Mr. Spears’s misconduct was not before the Court under Section

28 2650(j), the “best interest” provision at issue for suspension and removal. Second, because having
22
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 previously fought his suspension but later seeing the handwriting on the wall, Mr. Spears abruptly

2 reversed course and sought termination of the entire conservatorship in an effort to preempt his post-

3 suspension removal. Mr. Spears’s self-serving reasons for his reversal included trying to avoid

4 discovery, trying to avoid having to disclose attorney-client communications under the Moeller and Stine

5 cases, and trying to avoid findings of fact concerning his misconduct. He was also likely aware of The

6 New York Times’s forthcoming reporting raising the prospect of his legal exposure based upon

7 whistleblower Alex Vlasov’s eavesdropping evidence.

8 56. The September 29 suspension of Mr. Spears and the November 12 termination of the

9 conservatorship simply mooted the removal prong of Ms. Spears’s July 26 Petition for Suspension and

10 Removal, eliminating the need for an evidentiary hearing over whether, in addition to being suspended,

11 Mr. Spears also should be removed.

57. In short, the caselaw itself makes clear that Mr. Spears’s arguments must be rejected.
12
With regard to a central question at issue in both Kasperbauer and Shine: Will James Spears be unduly
13
or unfairly burdened by having to pay his own counsel in the first instance? Given the above, including
14
his misconduct and the extraordinary sums already paid to him and his lawyers (by Britney Spears), the
15
answer is a resounding “no.”15
16
V. SUMMARY OF MR. SPEARS’S MISCONDUCT AND WRONGDOING
17
A. Mr. Spears Never Was Suitable or Fit to Serve
18
58. As illustrated in the record and the annexed Declaration of Sherine Ebadi, from the outset
19
Mr. Spears was unsuitable and lacked the qualifications necessary to run an Estate of the size and
20
complexity of Ms. Spears’s Estate. Mr. Spears’s addiction and history of violence are well-publicized,
21
and it is undisputed that he was unable to manage even his own modest finances prior to the
22
conservatorship—to the point where he was forced to file for bankruptcy. (Ebadi Decl. ¶ 11.) As Mr.
23
Spears himself explained in a March 2002 interview, he “squandered his money on wild women and
24
beer” and was “all but broke.” (Ebadi Decl. ¶ 11.) This admission makes the $40,000 loan he obtained
25

26
15
The other case James Spears relies on most heavily, Hollaway v. Edwards (1998) 68 Cal.App.4th 94, warrants little discussion.
27 Unlike the present case, Hollaway involved a co-trustee who succeeded in defending a removal petition filed against her,
continued in her role as co-trustee through that removal proceeding, and remained an acting fiduciary at the time of her attorney’s
28 fees requests. 68 Cal.App.4th. at p. 96.

23
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 from Tri Star just before he placed his daughter into the conservatorship all the more significant. (Ebadi

2 Decl. ¶ 14.)

3 B. Mr. Spears Ran a Surveillance Program that Contemporaneously Captured His

4 Daughter’s Attorney-Client and Other Communications and Included Placing a

5 Secret Listening Device in His Daughter’s Bedroom

6 59. In its September 24, 2021 documentary “Controlling Britney Spears” and its

7 accompanying front page report, The New York Times revealed that Mr. Spears used Black Box Security

8 to violate Britney Spears’s privacy and monitor her attorney-client privileged communications.

9 Previously, Mr. Spears belittled the documentary as a “tv show” and its front-page story as rhetoric

10 without support, but as contained in the accompanying Declaration of ex-FBI Special Agent Sherine

11 Ebadi, there is substantial support and corroboration in the form of Black Box whistleblower Alex
Vlasov (a witness deemed by Ms. Ebadi to be highly credible (Ebadi Decl. ¶ 24)), and, as the Times
12
reported, evidence of Black Box’s underlying electronic surveillance of Britney Spears. Mr. Vlasov has
13
also confirmed that Black Box treated Mr. Spears (not his daughter) as its client and that Mr. Spears was
14
the person making the decisions and giving direction. (Ebadi Decl. ¶¶ 23-25.)
15
60. Black Box already was monitoring phones used by Britney Spears when Mr. Vlasov
16
began working there in or about 2012, and it cycled through several different technologies, including
17
various monitoring software, to accomplish the secret surveillance. Ms. Spears switched from a
18
Blackberry device to an iPhone in or about 2013, causing a temporary cessation of monitoring. Mr.
19
Spears expressed great concern about not having visibility into his daughter’s phone activity during this
20
period. As a consequence, Mr. Vlasov was charged with finding monitoring software and installing it as
21
a hidden “app” on Britney’s phone, which Britney could not see and to which she did not have the
22
password. A few different solutions were tried, most of which captured text messages, phone call logs,
23
notes, and app activity, and one that captured phone conversations. Mr. Vlasov was told by Mr. Yemini
24
that he and Black Box were authorized to conduct their surveillance, and Mr. Vlasov was tasked with
25
reviewing the monitored content and relaying that information through Mr. Yemini to Mr. Spears. Mr.
26
Vlasov also sometimes provided Ms. Spears’s private communications directly to Mr. Spears. (Ebadi
27
Decl. ¶¶ 27-28.)
28
24
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 61. According to Mr. Vlasov, in or about 2015, and evidently with the knowledge of Tri Star’s

2 Robin Greenhill, Mr. Spears instructed Black Box to mirror Britney’s iCloud account—where Britney’s

3 text messages and content was stored in real time—to a separate iPad that Black Box could see and

4 review contemporaneously. At the time, Mr. Vlasov told Mr. Yemini that they should not monitor the

5 phone in this way because it made the contents of Ms. Spears’s iCloud vulnerable to hackers. Mr.

6 Yemini reportedly relayed Mr. Vlasov’s concerns to Mr. Spears and Robin Greenhill, but they said they

7 were willing to take that risk. Black Box did as Mr. Spears instructed, purchasing an iPad and linking it

8 to Britney Spears’s iCloud account. The iPad was kept in a safe in Black Box’s offices. (Ebadi Decl. ¶¶

9 29-30.)

10 62. Black Box would regularly review the iPad’s contents (which again, captured Ms.

11 Spears’s communications contemporaneously) and put the data in encrypted folders before sending them
to Mr. Spears, at his request. Sometimes, Mr. Spears would ask Black Box to send him specific items of
12
interest from Ms. Spears’s iCloud, such as text messages and communications with her counsel. (Ebadi
13
Decl. ¶¶ 30-31.)
14
63. In directing these surveillance efforts, Mr. Spears had Black Box provide him access to
15
private communications of his daughter, which his own counsel advised he had no right to see. (Ebadi
16
Decl. ¶ 31.) Mr. Spears expressed particular interest in monitoring his daughter’s communications with
17
her personal attorney Sam Ingham, and he wanted regular updates from Black Box on the substance of
18
those attorney-client privileged messages. (Ebadi Decl. ¶ 32.)
19
64. In 2020, Mr. Ingham emailed counsel for the Conservator and Mr. Yemini to confirm that
20
no one other than Ms. Spears “can access her calls, voicemails, or texts, directly or indirectly.” Counsel
21
for the Conservator Geraldine Wyle responded, “Jamie confirms that he has no access to her calls,
22
voicemails or texts.” In actuality, however, Black Box had been providing Mr. Spears with access to
23
Britney’s attorney-client communications up until the point Ingham made his inquiry about the issue, and
24
Black Box continued to monitor Ms. Spears’s texts and other communications with individuals other than
25
Ingham until early 2021. (Ebadi Decl. ¶¶ 32-34.) Ms. Ebadi corroborated the fact of Black Box’s
26
monitoring through review of communications provided to Kroll by Vlasov, from Vlasov’s personal
27
devices, and she further confirmed (as The New York Times had previously done) that Black Box had
28
25
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 obtained copies of privileged communications between Britney Spears and her former counsel Sam

2 Ingham. (Ebadi Decl. ¶ 35.)

3 65. Mr. Spears also used Black Box’s surveillance apparatus to access Britney Spears’s

4 therapy notes, despite being told by his counsel that he could not have access to those notes without

5 Britney’s permission. (Ebadi Decl. ¶ 31.)

6 66. Federal law prohibits the intentional interception of any wire, oral, or electronic

7 communication, 18 U.S.C. § 2511 et seq., as well as the obtaining of stored electronic communications

8 through the unauthorized access of “a facility through which an electronic communication service is

9 provided,” 18 U.S.C. § 2701(a). Regardless of whether Mr. Spears is prosecuted criminally, the scheme,

10 orchestrated by Mr. Spears, constituted a shocking invasion of Ms. Spears’s civil liberties and privacy

11 rights.
67. In what is arguably an even more shocking and unconscionable invasion of Ms. Spears’s
12
privacy, Mr. Spears instructed Black Box to place a secret recording device in Ms. Spears’s bedroom, in
13
apparent violation of the California Invasion of Privacy Act (“CIPA”), California Penal Code § 630 et
14
seq. Notably, CIPA requires that all parties consent to a recording of their private conversation, and it
15
provides for criminal penalties for individuals who record communications without the necessary two-
16
party consent. It also permits victims to recover treble damages or $5,000 per violation through a civil
17
action. (Id. at §637.2(a).) Accordingly, even if one indulged the fiction that Mr. Spears could “consent”
18
to such recording on behalf of his daughter—a prospect that would shock the conscience and invade Ms.
19
Spears’s constitutional rights—no justification would exist for recording the other participants to Ms.
20
Spears’s private conversations.
21
68. Mr. Vlasov learned of the bedroom surveillance in or around 2018, when Mr. Yemini and
22
a fellow Black Box employee asked him to wipe (eliminate) the contents of a USB drive connected to a
23
digital recording device. The digital recording device had an SD (Digital Memory) card, a battery pack
24
attached to it, and was covered in duct tape. According to Mr. Vlasov, Mr. Spears “loved” the idea of
25
eavesdropping on his daughter and approved and directed the installation. Later, a Black Box employee
26
told Mr. Vlasov that he and Mr. Yemini had listened to the recordings and found nothing “useful.”
27
(Ebadi Decl. ¶ 38.)
28
26
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 69. When Mr. Vlasov plugged the device into his computer, he saw that there were files from

2 2016-2018 on the device with hundreds of hours of audio recording, including private conversations

3 between Ms. Spears and others, including her children. (Ebadi Decl. ¶ 39.)

4 70. According to Mr. Vlasov, Mr. Yemini would also surveille individuals of interest to Mr.

5 Spears, acts for which Black Box charged Ms. Spears’s Estate according to Tri Star’s QuickBooks data,

6 which Mr. Spears approved. For example, Mr. Yemini managed to obtain private phone records from the

7 telephone company for, among others, Lynne Spears and Britney’s masseuse, largely to determine if they

8 were speaking with the media. (Ebadi Decl. ¶ 41-42.)

9 71. Mr. Yemini and/or Black Box would also obtain GPS “Ping Data” on individuals of

10 interest to Mr. Spears, including romantic interests, and he would use that Ping Data to ascertain the

11 individuals’ locations if he lost track of the individual during physical surveillance. As Ms. Ebadi’s
Declaration explains, as a general matter, such cell phone location data is only lawfully obtainable by law
12
enforcement and even then only upon a Court Order. (Ebadi Decl. ¶¶ 43-44.)
13
72. Mr. Spears also instructed Black Box to conduct investigations into certain members of
14
the #FreeBritney movement. Mr. Vlasov argued that this was not a good use of Black Box’s time or
15
resources as the #FreeBritney fans did not represent a threat to Britney while certain stalkers of Ms.
16
Spears did. Black Box nevertheless conducted investigations on several individuals associated with the
17
#FreeBritney movement. These investigations were billed to Britney’s Estate and approved by Mr.
18
Spears. (Ebadi Decl. ¶¶ 63-64.)
19
73. In sum, Mr. Spears’s sustained and systematic use of Black Box to surveille his daughter
20
and those around her—which is corroborated both by whistleblower statements (deemed highly-credible
21
by Ms. Ebadi based upon her training and years of experience with the FBI) and documentary evidence—
22
represents a height of fiduciary and conservator misconduct. In effect, using his authority as a fiduciary,
23
Mr. Spears induced those charged with protecting his daughter (at her expense) to deprive her of
24
fundamental civil liberties and impair her attorney-client relationship over a course of many years.
25
C. Upon Securing His Appointment as Conservator, Mr. Spears Moved to Isolate
26
Britney and Install Representatives Loyal to Him, All of Whom Received Exorbitant
27
Compensation
28
27
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 74. At the time he established the conservatorship, and while still owing an unknown portion

2 of the $40,000 Tri Star had loaned him, Mr. Spears installed his friend Lou Taylor of Tri Star as

3 Britney’s business manager. Tri Star was paid exorbitant amounts of money by Mr. Spears. Mr. Spears

4 also replaced Britney’s prior security detail with his friend, Edan Yemini and Black Box Security, who

5 according to data obtained from Tri Star were ultimately paid approximately $6 million from Britney’s

6 Estate. At the time, both Tri Star and Black Box were fledgling businesses, and none of their clients was

7 remotely the caliber of Britney Spears. (Ebadi Decl. ¶¶ 14-15.)

8 75. Mr. Spears also sought to silence and remove those who spoke out against him or the

9 conservatorship, including Britney’s friends and Britney herself. For example, Britney’s former

10 wardrobe coordinator, Tish Yates, revealed that Britney was “tortured” and recounted incidents when she

11 try to stand up for herself, but when she did, Mr. Spears would threaten to prevent Britney from seeing
her children. (Ebadi Decl. ¶ 20.) Britney’s tour manager Dan George similarly observed that, “the first
12
rule of the conservatorship was that you don’t talk about the conservatorship.” He said he was warned to
13
“Be careful. Don’t get too close. People have a way of disappearing.” (Ebadi Decl. ¶ 21.) Similarly,
14
Marc Delcore, Britney’s long-time music supervisor informed Ms. Ebadi that he was warned by Mr.
15
Spears about what he could or could not discuss with Britney. (Ebadi Decl. ¶ 19.) And whistleblower
16
Alex Vlasov, the former Black Box Security employee, revealed that individuals on Britney’s security
17
detail who were sympathetic to her, or who questioned some of the extreme measures taken to control
18
her, were removed. (Ebadi Decl. ¶ 22.)
19
D. Financial Mismanagement or Misconduct By Mr. Spears Favoring Tri Star
20

21 76. One of the primary beneficiaries of Mr. Spears’s generosity with his daughter’s money

22 was Tri Star. By way of illustration, on July 1, 2019, Tri Star’s Lou Taylor filed a lawsuit in the United

23 States District Court for the Northern District of Georgia against Bryan S. Kuchar, entitled Lou M. Taylor

24 v. Bryan S. Kuchar, based upon Mr. Kuchar’s alleged use two domains with Ms. Taylor’s name,

25

26

27

28
28
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 www.loumtaylor.com and www.loumtaylor.net, which according to Ms. Taylor were created “to tarnish

2 Taylor’s name and mark. . . ”16 Ms. Taylor was initially represented in Georgia by Stokes Wagner ALC

3 and then by Sperry IP Law LLC, dba Vivid IP, two law firms located in Atlanta. (Ebadi Decl. ¶ 48.)

4 77. The court filings make clear this case was a personal matter, filed for and on behalf of Ms.

5 Taylor. Britney Spears and her Estate are not referenced in the Complaint. Nonetheless, in March 2020,

6 Britney’s Estate was invoiced $153,759.99 in legal fees for services performed by Stokes Wagner ALC

7 and Sperry IP Law LLC, reduced to $149,115.49 after a discount. These fees were paid from Britney

8 Spears’s Estate funds (evidently by Tri Star, the Estate’s bill payor, CPA, tax preparer, investment

9 advisor, and fiduciary) several months later. (Ebadi Decl. ¶ 51.)

10 78. The impropriety of having Britney Spears’s Estate paying Ms. Taylor’s legal fees was

11 noted by Mr. Spears’s own attorney at Holland & Knight, who wrote the following in a February 9, 2021
email to Mr. Spears:
12
The Kuchar pleadings I just forwarded to you further support my conclusion that Lou
13 should pay the fees of the Atlanta lawyers and more specifically, reimburse the
14 conservatorship. Neither the complaint nor the answer makes any reference to Britney.
… no connection is made between Britney and the lawsuit. [Lou Taylor] doesn’t even
15 try to weave it into the complaint, which makes the sell that the conservatorship should
pay her fees even more tenuous.
16
(Ebadi Decl. ¶ 52.)
17
79. Additionally, Mr. Spears evidently failed to secure a formal executed agreement from Tri
18
Star covering its services and scope of work, apparently other than perhaps for touring. Tri Star was
19
nevertheless paid exorbitant commissions and fees over the course of the conservatorship. (Ebadi Decl. ¶
20
55.) As referenced above, when Britney took a hiatus from performing in early 2019, the cash flow to
21
Tri Star decreased significantly. In response, on November 12, 2019, Lou Taylor emailed Mr. Spears to
22
say that Tri Star’s 5% commission arrangement had only garnered $179,000 by that point because
23
Britney had not performed. Ms. Taylor wanted to ensure Tri Star reaped at minimum “floor” of
24
$500,000 per year, so she requested a retroactive payment of about $300,000 for 2019 and an alteration
25
going forward so that Tri Star would be paid 5% or $500,000 per year, whichever was greater. Ms.
26
Taylor wrote:
27
16
28 US District Court, Northern District of Georgia, Case No. 1:19-cv-03028-MLB, filed July 1, 2019.

29
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 “Jamie – We just ran time and billing for Britney and all of the entities. We have a
(400k) loss on time and billing this year – we have been paid $179k. I want to stay at 5
2 percent commission but set a floor of $500k a year . . . Is this approved?”
3 (Ebadi Decl. ¶ 56.)

4 80. Mr. Spears responded, “approved,” and a payment of $308,974.51 was made from

5 Britney’s Estate to Tri Star, in December 2019. (Ebadi Decl. ¶ 57.)

6 E. Mr. Spears’s Self-Dealing and Mismanagement

7 1. Self-Dealing on Britney’s Childhood Home

8 81. Although discovery and further investigation are required, Britney Spears’s childhood

9 home has evidently been used for Mr. Spears’s gain. Jamie and Lynne Spears purchased 14550

10 Greenlaw Church Rd., Kentwood, LA, which was subdivided into three parcels, in July 1980. In August

11 1986, the bank foreclosed on a portion of this land that included Ms. Spears’s family home. In February

12 2002, Bridgmore Timber, LLC (“Bridgmore”), an entity owned by Britney Spears, purchased this parcel

13 from the bank for $56,000. (Ebadi Decl. ¶ 67.)

14 82. In December 2017—fifteen years later and with James Spears now in charge—James

15 Spears petitioned the court to purchase this parcel from Bridgmore for $59,688.18. Among other

16 reasons, Mr. Spears claimed this was in the best interest of the conservatee as the property had decreased

17 significantly in value, had an ongoing tax burden and would result in a significant loss for Ms. Spears’s

18 Estate. The tax burden in 2016, however, was just $56.63. (Ebadi Decl. ¶ 68.)

19 83. In February 2021, just three years after acquiring this property from his daughter’s Estate,

20 Mr. Spears personally sold all three parcels for $275,000. (Ebadi Decl. ¶ 69.)

21 2. The Kentwood Property

22 84. According to public records, Britney’s Bridgmore entity (managed by Mr. Spears, as

23 Conservator) also purchased a warehouse/storage unit while under the stewardship of James Spears,

24 located at 77068 Highway 1053, Kentwood, LA in 2011 for $62,000 in an all-cash sale in November

25 2011. The property consists of 10.4 acres and a structure containing three large storage bays and one

26 smaller storage bay, plus warehouse space.

27 85. A December 2017 lease agreement between Spears Management (owned by James

28 Spears) and Bridgmore (managed by Mr. Spears) allowed Spears Management to occupy bay #3 at the
30
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 warehouse. Publicly-available images of this property show the three larger bays being occupied by

2 vehicles known to belong to James Spears, as well as images of Mr. Spears sitting at a desk, speaking

3 with another person inside the smaller bay. Mr. Spears also caused the Estate to pay utility and other

4 services at the warehouse, even though they were provided for his benefit, and despite a provision in the

5 lease that required him to bear those costs himself. (Ebadi Decl. ¶¶ 73-74.)

6 3. Timber Land

7 86. Bridgmore (which, as noted, is owned by Britney Spears), also has purchased multiple

8 parcels of land during Mr. Spears’s tenure as conservator, which he sold at a loss to the Estate of

9 $800,000.

10 87. In May 2001, Bridgmore purchased three parcels of land in East Feliciana Parish for

11 $2,823,131. In February 2015, Mr. Spears sold these parcels of land to three separate parties for an
aggregate total of $2,288,600, at a loss of more than $500,000. In August 2001, Bridgmore purchased a
12
parcel of land in East Feliciana Parish for $346,579. In March 2015, while Mr. Spears was a manager of
13
Bridgmore, he sold this parcel to a third party for $257,600, at a loss of almost $90,000. In August 2002,
14
Bridgmore purchased additional parcels of land in East Feliciana Parish for $1,083,107. In August 2021,
15
while Mr. Spears was manager of Bridgmore, he sold these parcels for $815,000, at a loss of more than
16
$250,000. (Ebadi Decl. ¶ 71.)
17
4. “Cookin’ Cruzin’ & Chaos With Jamie Spears”
18
88. By approximately 2010 or 2011, Mr. Spears had so enriched himself from his daughter’s
19
Estate that he was able to buy himself his own tour bus for hundreds of thousands of dollars, which he
20
then had outfitted with barbecue grills and other specialized cooking equipment. Mr. Spears used that
21
retrofitted tour bus to promote his catering business, Cookin’ Cruzin’ & Chaos LLC, and it could
22
sometimes be seen outside the Planet Hollywood in Las Vegas, where Ms. Spears was rehearsing and
23
performing. (Ebadi Decl. ¶¶ 58-61.) Kroll’s investigation concerning this issue is ongoing, but
24
regardless of how Mr. Spears funded or accounted for his purchase, it is evident that but for the salary
25
and commissions he drew from the Estate, he would not have had sufficient income to afford the tour bus
26
to use for his Cookin’ Cruzin’ & Chaos business. (Ebadi Decl. ¶ 59.)
27

28
31
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 89. Mr. Spears also exploited his role as Conservator to prevail upon Ms. Spears’s tour staff to

2 help him turn his catering business into a Hollywood career. More particularly, in 2015, Mr. Spears

3 approached Marc Delcore, the music supervisor who had been working for Ms. Spears, to request that

4 Mr. Delcore use his digital and recording expertise to help Mr. Spears record a promotional reel. Mr.

5 Spears told Mr. Delcore that he needed the reel so he could pitch his own pilot cooking show, entitled

6 “Cookin’ Cruzin’ and Chaos with Jamie Spears,” to a television network like the “Cooking Channel.”

7 Mr. Spears used Mr. Delcore’s services for his personal use and own benefit. Mr. Spears never offered to

8 pay for Mr. Delcore’s time or services, which would have cost Mr. Spears a significant amount of money

9 if he had not had access to (and freely availed himself of that access to) highly-trained professionals (like

10 Mr. Delcore) who were employed by the Conservatorship. (Ebadi Decl. ¶ 62). 17

11 5. Excessive Legal Fees

90. Throughout the Conservatorship, Mr. Spears petitioned for fees to be paid to dozens of
12
different law firms at a cost to the Conservatorship Estate of more than $30 million, including large
13
payments for evidently-small matters, as well as significant overlap in work performed. (Ebadi Decl. ¶
14
83.)18
15
91. Additionally, Holland & Knight sought over $1.3 million in payments, about $540,000 of
16
which was to address undescribed “Media Matters,” but it is evident those matters were for the benefit of
17
Mr. Spears. (Ebadi Decl. ¶ 83.)
18
F. Summary
19
92. In sum, in proclaiming that Mr. Spears is an underappreciated hero with a supposedly
20
unblemished record, the Petition whistles by the graveyard. Mr. Spears’s record is rife with serious and
21
credible allegations of misconduct, including potential criminal misconduct, while he served as a
22

23
17
As referenced in the Ebadi Declaration, financial documentation obtained from Tri Star via QuickBooks also indicated
24 mismanagement concerning excessive fees and expenses incurred at Britney’s Louisiana Residence. The data “shows that
$178,071.28 of the more than $1.5 million spent on the Britney’s Louisiana Residence was paid to Advanced Multimedia
25 Partners, Mr. Spears’s son-in-law’s company, for professional services fees, repairs and maintenance, and unidentified charges
related to this property from 2012 through 2020. Notably, nearly $60,000 of the funds paid to this entity were paid in 2014,
26 the same year Mr. Spears evaded the Court’s (astute) request for an explanation for the ‘extraordinarily high expenses’
associated with this property.” (Ebadi Decl. ¶ 79.)
27
18
As with the other financial information discussed herein and in the Ebadi Delcaration, this information is taken from public
28 records and/or information obtained from Tri Star’s QuickBooks program.
32
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 fiduciary. As the Shine case instructs, Pendente lite fees will “seldom be justified where, as here . . . the

2 [fiduciary’s] misconduct is at issue.” (Shine, supra, 16 Cal.App.5th at p. 540.)

3 VI. THE BALANCE OF HARMS AND EQUITIES MANDATE DENIAL OF THE PETITION

4 93. Weighing the balance of harms and equities further compels the Petition’s denial. The

5 equities overwhelming disfavor giving Mr. Spears a blank check to spend more of Britney’s money. Mr.

6 Spears has already paid himself more than $6 million for occupying the role of Conservator, all while

7 mismanaging the Estate. (Ebadi Decl. ¶ 82.) More generally, over the course of the Conservatorship,

8 only a relatively-small proportion of Ms. Spears’s earnings were actually retained by the Estate and Ms.

9 Spears, with vast sums of disbursements. Based upon Kroll’s analysis of QuickBooks data from Tri Star,

10 the revenue generated by the Estate was not, on a relative basis, significantly more than the

11 disbursements and expenses paid out by Ms. Spears to third parties. (Ebadi Decl. ¶ 80.) 19
94. If Mr. Spears could afford to buy himself a tour bus worth hundreds of thousands of
12
dollars, using money that—one way or another—came from Britney’s Estate, he can afford to pay his
13
attorneys to help him satisfy his limited remaining fiduciary duties. Moreover, even if Mr. Spears has
14
already managed to waste the millions he took from the Estate, the equities would still compel denial of
15
the Petition, because in that event, Britney would be unable to recover from Mr. Spears the monies
16
advanced to him. Mr. Spears has already demonstrated that when Britney is paying his fees he has no
17
compunction about charging her for matters unconnected with his fiduciary responsibilities (as with
18
defending Lou Taylor’s trademark or the harassment of Britney’s son that led to a Domestic Violence
19

20

21
19
22 Kroll has been unable, to date, to independently verify the amounts that Mr. Spears caused to be distributed from the Estate,
in part because of the manner in which the Conservatorship finances were disclosed. The public portions of the accountings
23 themselves expressly note their limitations. For example, in addition to the lack of detail in the accountings themselves, the
publicly filed Twelfth Account Current states in Paragraph 9.a that the “Conservatee’s business consists of approximately ten
to fifteen entities (wholly owned by the Conservatee) and involves literally many thousands of transactions, including
24 between and among the entities,” and “it would be impractical to fit the business activities and transactions [of Ms. Spears]
into the form of the traditional accounting.” Redacted Twelfth Account Current ¶ 9 (filed Aug. 2020). Paragraph 9.b goes
25 on to caveat, “Due to the complexities and volume of information relating to the Conservatee’s business activities, the
Twelfth Account diverges from a traditional probate account . . . .” Paragraph 9.d continues, “The business activity is
26 reported to the Court in Schedule F of Exhibit 1. Schedule F contains separate independent accountings for each entity. The
business activity of the individual entities is not incorporated into the Summary of Account.” And Paragraph 9.e provides,
27 “Most of the active entities were formed after the Conservatorship was established and therefore are not reflected in the
Inventories. The entities created after the Conservatorship was established are also not reflected in the Schedule of Property on
28 Hand at the End of Account Period for the reasons set forth in this paragraph.”
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OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 Restraining Order against him) and he exercises little to no control over cost or efficiency. (Ebadi Decl.

2 ¶ 8.)

3 95. Playing to his own misguided sense of “equity,” Mr. Spears relies heavily in his Petition

4 on the fact that his other counsel have been paid on account, and he claims it would be unfair to treat him

5 differently. But the Conservatorship has been terminated, and even if it were not, none of these other

6 professionals was counsel for a disgraced and suspended former conservator.

7 96. Despite the Petition’s implicit threat, Mr. Spears’s obligation to fulfill his fiduciary duties

8 does not rise or fall on whether he is handed a blank check. And Britney Spears already has paid far

9 more in money, dignity, and freedom than she ever should have paid Mr. Spears in the first place. In

10 short, the reality is that James Spears is not, as his Petition claims, “on the same terms as the other

11 parties.” (Petition ¶ 4.) He is a suspended former Conservator of a now-terminated conservatorship,

conflicted from the outset, with a Domestic Violence Restraining Order against him, who, according to
12
his daughter’s compelling testimony, has done reprehensible things to her, even as he enriched himself.
13
As the Court has ruled, his presence as Conservator was not in the “best interests” of his daughter, and
14
the balance of harms and the equities overwhelmingly favor the Petition’s denial.
15
VII. PUBLIC POLICY AND COMMON SENSE REQUIRE THAT THE PETITION BE
16
DENIED
17
97. Granting James Spears’s Petition would send the message that a faithless fiduciary need
18
not worry about paying counsel after he or she is removed or suspended for cause because the assets of a
19
beneficiary (or, in this case, former conservatee) will remain available for pillaging.
20
98. As alluded to above, Mr. Spears has also violated countless directives of the California
21
Rules of Court applicable to conservators.
22
99. By way of illustration only, a conservator must do the following things that James Spears
23
failed to do:
24
a. avoid conflicts and even the appearance of conflicts. Specifically, a conservator must
25
“avoid any personal, business, or professional interest or relationship that is or
26
reasonably could be perceived as being self-serving or adverse to the best interest of
27
the conservatee.” (Cal. R. Ct. No. 7.1059(a).)
28
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OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 b. “be independent from all service providers, except when (a) no other conservator or

2 service providers are reasonably available, (b) the exception is in the best interest of

3 the conservatee, (c) the circumstances are fully disclosed to the court, and (d) prior

4 court approval has been obtained.” (Cal. R. Ct. No. 7.1059(a)(2).)

5 c. “neither solicit nor accept incentives from service providers.” (Cal. R. Ct. No.

6 7.1059(a)(3).)

7 d. “provide competent management of the conservatee’s property, with the care of a

8 prudent person dealing with someone else’s property.” (Cal. R. Ct. No. 7.1059(b)(1).)

9 e. “[r]efrain from making loans or gifts of estate property, except as authorized by the

10 court after full disclosure.” (Cal. R. Ct. No. 7.1059(b)(3).)

11 f. “[m]anage the estate for the benefit of the conservatee.” (Cal. R. Ct. No. 7.1059(b)(4)).
g. “[m]ake reasonable efforts to preserve property identified in the conservatee’s estate
12
planning documents.” (Cal. R. Ct. No. 7.1059(b)(11).)
13
h. [i]n deciding whether it is in the best interest of the conservatee to dispose of property
14
of the estate, consider” a list of factors, including among others, the likely benefit to
15
the conservatee’s life, benefits of keeping the property, the desires of the conservatee,
16
the conservatee’s estate plan, tax consequences, and alternatives to disposition of the
17
property. (Cal. R. Ct. No. 7.1059(b)(18).)
18
100. Even putting aside the electronic surveillance apparatus that Mr. Spears authorized—and
19
regardless of whether or not he is, as a result, civilly sued or criminally prosecuted, as well as (i) the
20
abusive conduct that Ms. Spears disclosed, (ii) the Domestic Violence Restraining Order entered against
21
Mr. Spears, and (iii) Mr. Spears’s financial mismanagement and other misconduct—his violation of these
22
Rules, in and of itself, overwhelmingly demonstrates the inequity that would occur if he were awarded
23
any fees, which would also be severely contrary to public policy.
24
VIII. CONCLUSION
25
Mr. Spears’s Petition is shameless, and we respectfully submit that granting it would be
26
tantamount to (i) funding a war chest for his new counsel and encouraging them to bill liberally for
27
“getting up to speed” on the record of many years of abuse and (ii) inviting waste, excess, and mischief.
28
35
OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS
 1 It would also place Britney Spears, the victim of more than a decade of abuse, in the unfair position of

2 having to incur fees in trying to retroactively claw back funds that were spent by Mr. Spears on matters

3 and tasks of no benefit to Ms. Spears or the former conservatorship Estate.

4 We respectfully submit that Mr. Spears’s Petition is defective at every level—factually,

5 procedurally, legally, morally—and it must be denied.

6 Dated: January 14, 2022 Respectfully Submitted,

7 GREENBERG TRAURIG, LLP

9 By: /s Mathew S. Rosengart

Attorneys for Britney Jean Spears
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OBJECTIONS AND OPPOSITION TO JAMES P. SPEARS’S PETITION FOR PAYMENT
FROM THE ESTATE OF BRITNEY JEAN SPEARS