Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 1 of 8

U.S. DISTRICT COURT

DISTRICT OF OREGON, EUGENE DIVISION

CASE NO. 3:09CV-628-AC

BLUE SKY AVGROUP, LLC.,
A Florida Limited Liability Company,

Plaintiff,
vs.

EPIC AIR LLC., a Delaware Limited

Liability Company; AIRCRAFT
COMPLETION SERVICES, LLC, a
Delaware Limited Liability Company
and AIRCRAFT INVESTOR RESOURCES,
a Nevada Limited Liability Company,

Defendant.
_______________________________________/

AMENDED COMPLAINT FOR APPOINTMENT OF A RECEIVER

COMPLAINT FOR DAMAGES

The Plaintiff herein, BLUE SKY AVGROUP, LLC., a Florida limited liability company
(BLUE SKY) sues the Defendant, EPIC AIR LLC., a Delaware Limited Liability Company
(EPIC); AIRCRAFT COMPLETION SERVICES, LLC, a Delaware Limited Liability Company
(ACS) and AIRCRAFT INVESTOR RESOURCES, LLC., a Nevada Limited Liability Company
(AIR) and state:
THE PARTIES:
1. The Plaintiff herein, BLUE SKY, is a Florida limited liability company.
2. The Defendants herein are EPIC, is a Delaware limited liability company maintaining
its principal place of business and doing business in Bend, Oregon, ACS, a Delaware limited
liability company maintaining its principal place of business and doing business in Bend, Oregon
and AIR, a Nevada Limited Liability Company maintaining its principal place of business and
doing business in Bend, Oregon.
JURISDICTION:
3. This Court has jurisdiction pursuant to diversity jurisdiction, 28 USC Section

-1-
 Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 2 of 8

1332(a)(1), in that the parties to this controversy are citizens of different states.
4. The matter in controversy exceeds the sum of $75,000.00, exclusive of interest,
attorney’s fees and costs.
5. Jurisdiction with respect to the dispute between these parties is also invoked pursuant
to Section 12 ( c) of the Contracts between BLUE SKY and EPIC, as well as between BLUE
SKY and ACS, dated April 30, 2008. Section 12 ( c) of this contract contains the parties’
consent to the exclusive jurisdiction of the State and Federal Courts in DesChutes County,
Oregon and further contains an agreement to be governed by and construed under the laws of the
State of Oregon.
COUNT I: COMPLAINT FOR APPOINTMENT OF A RECEIVER:
6. On approximately April 30, 2008, BLUE SKY and EPIC entered into an Airframe
Purchase Agreement. A copy of this Agreement is attached hereto as Exhibit “A”. This contract
called for the delivery of an “experimental” aircraft frame to BLUE SKY. A companion and
simultaneously executed Completion Assistance Agreement between BLUE SKY and ACS
called for completion, certification and airworthiness and delivery from EPIC to BLUE SKY in
Bend, Oregon. (Exhibit “I” hereto).
7. Notwithstanding the fact that BLUE SKY had written agreements with EPIC and
ACS, the Defendant, AIR undertook to and did furnish employment and payroll services, at
least, to EPIC and ACS. It is unknown how the funds delivered to EPIC by BLUE SKY flowed
from EPIC to either AIR or ACS: however, it is believed that EPIC, ACS and AIR have
commingled and misappropriated the funds furnished from BLUE SKY for the benefit of EPIC
and ACS.
8. The Agreement (Exhibit “A”) together with the contemporaneously executed
Completion Assistance Agreement, required a series of payments, ultimately totaling
$1,844,800.00 to be made by BLUE SKY to EPIC in advance of the work being done to
complete and deliver the airplane.
9. The payment of $1,844,800.00 was required to be made for the airplane’s fabrication
and assembly. Copies of the airframe purchase price and aircraft certification and aircraft
purchase and completion payment schedule are attached hereto as Exhibits “B” and “C”.
10. Based on some changes in the requirements for the airplane, BLUE SKY, funded and

-2-
 Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 3 of 8

prepaid as the airframe was fabricated and the airplane was assembled. The total payments made
through to and including a payment of $242,840.00 paid on March 5, 2009 amounts to
$1,844,800.00. This payment schedule by BLUE SKY is attached hereto as Exhibit “D”. All
progress payments were billed and timely paid. The billings are reflected herein as Composite
Exhibit “E”.
11. Although the agreement between BLUE SKY and ACS, calls for the assembly
payments to be made to ACS, such assembly payments were, in fact, made to EPIC, EPIC
invoiced such payments and EPIC also furnished documentation (describing the requirements of
payments (Exhibit “C”) and acknowledging, on EPIC’s stationary, receipt of such payments
(Exhibit “E”).
12. It is unknown whether or how payments furnished by BLUE SKY were delivered to
ACS or AIR.
13. Assembly of the airplane was undertaken by EPIC, the aircraft was assigned Build
No. 30 and Tail No. N5Z.
14. As part of the agreements among the parties, EPIC, ACS and/or AIR, jointly and
collectively, undertook to acquire and furnish to BLUE SKY a Pratt Whitney PT6-67A engine
for installation and use in the airplane being constructed for BLUE SKY.
15. Commencing approximately January of 2009, BLUE SKY, through its member, Rich
Lucibella, began to make inquiry concerning the seeming delay of construction and delay of
delivery of the Pratt Whitney engine. Responding to Rich Lucibella’s inquiries:
A. On January 29, 2009 EPIC wrote that the aircraft engine delivery had to be
renegotiated (Exhibit “F” hereto);
B. On March 4, 2009, EPIC wrote to BLUE SKY reflecting, among other things, that it
was struggling with cash flow Exhibit “G” hereto);
C. On March 5, 2009 EPIC again wrote to BLUE SKY indicating that there had been
some changes from Pratt Whitney but the aircraft engine specified on the BLUE SKY Contract
would be delivered on April 23, 2009 (Exhibit “H” hereto);
D. On March 5, 2009 EPIC again wrote to BLUE SKY enclosing the purchase order
between EPIC and Pratt Whitney indicating that the engine specified for BLUE SKY was
scheduled for delivery on April 23, 2009 (Exhibit “H” hereto).

-3-
 Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 4 of 8

16. Based on the correspondence between BLUE SKY and EPIC, and EPIC’s
representation that the airplane engine would be delivered on April 23, 2009, BLUE SKY caused
the additional sums of $242,848.00 to be delivered to EPIC.
17. The designated Pratt Whitney engine designated to BLUE SKY was not delivered on
April 23, 2009 and, upon inquiry by BLUE SKY, EPIC identified on May 1, 2009 that it was
struggling financially and, as of May 18, 2009, EPIC notified BLUE SKY that it was unable to
provide information in connection with the engine delivery.
18. This Pratt Whitney PT6-67A aircraft engine is furnished at a cost of $450,000.00 to
$750,000.00. BLUE SKY is unaware, and has not been informed, as to whether the payment for
such engine, already pre-paid by BLUE SKY, is being furnished by credit, credit lines, COD or
otherwise.
19. BLUE SKY, similarly, does not know whether the Pratt Whitney engine designated
to BLUE SKY has been acquired and utilized for the benefit of other airplanes in various stages
of construction.
20. BLUE SKY is only aware that EPIC, by its own admission, is struggling and has not
secured any recent orders for airframe kits or airplane construction.
21. EPIC, ACR and AIR have both the financial ability to complete acquisition of the
aircraft and administrative ability to maintain its business in such a fashion that construction can
be completed.
22. BLUE SKY currently has a partially completed airframe which it has invested almost
$2,000,000.00. Such airframe will be rendered valueless unless EPIC has both the financial
ability to complete acquisition of the aircraft and administrative ability to maintain its business
in such a fashion that construction can be completed.
23. In addition to the inability of EPIC, ACR and AIR to identify or otherwise account
for the delivery of BLUE SKY’S engine for which it has been pre-paid, EPIC has been unwilling
to account for or evidence receipt of BLUE SKY’s propeller and avionics. Such goods were pre-
paid.
24. The actions of EPIC, ACR and AIR in being unable to identify or otherwise account
for BLUE SKY’S Pratt Whitney Engine No. PT6-67A has resulted in BLUE SKY maintaining a
reasonable and well founded fear that EPIC has misappropriated either the Pratt Whitney engine

-4-
 Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 5 of 8

or BLUE SKY’S pre-paid funds representing payment for this engine and completion of the
airplane.
25. BLUE SKY reasonably believes that the appointment of a receiver is necessary to
take control over the assets and liabilities of EPIC, ACS and AIR to accurately document and
account for various stages of production of BLUE SKY’S airplane as well as the aircraft of other
purchasers in various stages of assembly
26. The appointment of a receiver will best protect BLUE SKY and other purchasers
from the apparently inability of EPIC, ACS and AIR to render such an accounting or any
explanation.
27. BLUE SKY has no plain, adequate or efficient remedy at law, particularly in view of
the dependency of BLUE SKY and other purchasers on the value of its equity resting entirely
with EPIC’s, ACS’s and AIR’s control of parts and production.
28. BLUE SKY now faces immediate and irreparable harm in the event the continued
delay or stoppage in production remains unabated.
29. In accordance with Section 12(d) of the Agreement, BLUE SKY is entitled to an
award of attorney’s fees and costs at such time it is determined to be the prevailing party in this
dispute. BLUE SKY has engaged counsel to represent it in these proceedings and has obligated
itself to pay counsel its fees, together with costs of this action.
WHEREFORE, BLUE SKY prays the Court to:
A. Take jurisdiction over the parties and subject matter of this action.
B. Appoint a Receiver over the business operations, assets and liabilities of EPIC, ACR
and AIR;
C. Require such Receiver to, as soon as practicable, render an accounting as to the assets
and liabilities of EPIC, ACR and AIR as well as rendering an accounting as to the allocations of
pre-paid funds from BLUE SKY and all other purchasers of airframes and assembly of airplanes.
D. Render a full and final report to the Court in connection with the solvency of EPIC,
ACR and AIR;
E. At such time as a full and final accounting is rendered, the Court shall render such
other and further orders as may do justice and equity to the parties.
F. Award BLUE SKY its attorney[‘s fees and costs of this action.

-5-
 Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 6 of 8

COUNT II: FRAUD AND THE INDUCEMENT:

BLUE SKY realleges and reasserted all Paragraphs numbered 1 through 15, as if fully set
forth herein.
30. At the time EPIC represented to BLUE SKY that the Pratt Whitney engine was to be
delivered on April 23, 2009, EPIC knew, or in the exercise of reasonable care, should have
known that such Pratt Whitney engine No. PT6-67A was not going to be delivered by Pratt
Whitney to EPIC’s Bend, Oregon assembly facility.
31. BLUE SKY relied on the truthfulness of EPIC’S representation concerning delivery
of Pratt Whitney engine No. PT6-67A in tendering payment to EPIC of $242,848.00.
32. The representations of EPIC to BLUE SKY with respect to the representation that
Pratt Whitney engine No. PT6-67A were false, were false when made, were made with a willful
and reckless disregard for the personal and property rights of BLUE SKY and were made for the
purposes of inducing BLUE SKY to part with the sum of $242,848.00 by delivering same to
EPIC.
33. BLUE SKY relied on the representations of EPIC in furnishing EPIC with the sum of
$242,848.00.
34. As a direct and proximate result of the fraudulent misrepresentations of EPIC, BLUE
SKY has been damaged generally in the sum of $242,848.00 and specially in that BLUE SKY’S
total investment in the airplane of $1,844,800.00 has been rendered totally valueless as a result
of the failure to secure, deliver and participate in the installation of such engine in BLUE SKY’S
airplane.
35. In accordance with Section 12(d), BLUE SKY, upon being deemed the prevailing
party in this action, is entitled to payment from EPIC of its attorney’s fees and costs. BLUE
SKY has engaged counsel to represent it in these proceedings and has obligated itself to pay
counsel its fees, together with costs of this action.
WHEREFORE, BLUE SKY demands damages against EPIC, both general damages and
special damages, demands attorney’s fees, pre-judgment and post-judgment interest and costs of
this action.
COUNT III: BREACH OF CONTRACT:
The Plaintiff in this action, realleges and reavers the allegations contained in Paragraphs

-6-
 Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 7 of 8

1 through 15 as if fully set forth herein.

36. The Agreements entered into between BLUE SKY and EPIC (Exhibit “A” hereto),
together with the contemporaneously executed Completion Assistance Agreement (Exhibit “I”
hereto), constitutes contracts between BLUE SKY, EPIC and ACS for the fabrication, assembly
and delivery of an airplane.
37. BLUE SKY in accordance with the payment schedules contained in Exhibits “B” and
“C”, and in accordance with the invoices rendered, has completely paid, and has in fact, overpaid
for the purchase, assembly and delivery of its airplane.
38. As a consequence of the foregoing, BLUE SKY has fully performed its obligations.
39. EPIC and ACS have breached its Agreements by failing to fully and properly
assemble, complete and deliver the airplane to BLUE SKY.
40. EPIC has further completely failed to account to BLUE SKY for any authorized or
reasonable delay in the delivery of the airplane.
41. As a direct and proximate result of the breach of contract by EPIC and ACS, BLUE
SKY has been damaged.
42. Upon information and belief, EPIC, upon receipt of funds from BLUE SKY, has
diverted a portion of such funds to AIR. AIR is not a party to any contracts between BLUE SKY
and either EPIC or ACS and, to the extent that AIR has received such funds, holds them in a
custodial capacity for the benefit of BLUE SKY.
43. All conditions precedent to the filing of this action have been waived or excused.
44. In accordance with Section 12(d), BLUE SKY, upon being deemed the prevailing
party in this action, is entitled to payment from EPIC of its attorney’s fees and costs. BLUE
SKY has engaged counsel to represent it in these proceedings and has obligated itself to pay
counsel its fees, together with costs of this action.
WHEREFORE, BLUE SKY demands judgment for damages against EPIC, ACS and
AIR, demands judgment for pre-judgment interest and post-judgment interest, and further
demands judgment for attorney’s fees and costs.
I HEREBY CERTIFY that a copy of the foregoing was electronically filed with the

-7-
 Case 3:09-cv-00628-AC Document 13 Filed 07/10/2009 Page 8 of 8

Clerk, U.S. District Court and mailed this 9th day of July, 2009, to: Jeffrey T. Eager, Esquire,
BALYEAT EAGER & STEELE, 920 N.W. Bond Street, Suite 209, Bend, Oregon 97701.
Michael F. Van Hoomissen, Esquire
1618 S.W. 1st Avenue, Suite 319
Portland, Oregon 97201
Telephone: (503) 221-1529
Facsimile: (503) 221-6222

- and -

LAW OFFICES OF
NORMAN MALINSKI, P.A.
2875 Northeast 191st Street, Suite 508
Aventura, Florida 33180
Telephone: (305) 937-4242
Facsimile: (305) 937-4261

By:_______________________
Norman Malinski

-8-