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On December 17, 2008, Wachovia Corporation entered into a memorandum of understanding to settle the class action lawsuit which challenged the proposed merger between Wachovia and Wells Fargo & Co. The lawsuit, captioned Ehrenhaus v. John D. Baker, et al., was filed in the Superior Court for the County of Mecklenburg in the State of North Carolina. The class action was brought on by an investor looking to stop the sale and issuance of Wachovia’s preferred voting stock, which constituted 39.9% of their voting power, to Wells Fargo & Co. on October 20, 2008. Plaintiffs alleged that the $15 billion sale price was too low and that the shareholder vote approving the transaction was unfair. In the memorandum of understanding, Wachovia and Wells Fargo agreed not to appeal a ruling made on December 5, 2008, which prevents them from redeeming the preferred shares for at least 18 months after the shareholders vote on the merger. The memorandum of understanding also requires that Wachovia and Wells Fargo make additional disclosures related to the proposed merger. \tOn December 24, 2008, Wachovia’s shareholders approved the merger with Wells Fargo. The merger was approved by approximately 76% of shareholders that were entitled to vote, which included holders of Wachovia’s common stock and Series M preferred stock.