Plaintiff Pushmataha Plantation, L.L.C., individually and as class representatives, against the named Defendants and Fictitious Defendants A, B and C, complains as follows:

1. Plaintiff Pushmataha Plantation, L.L.C. is an Alabama limited liability company with its principal place of business in Choctaw County, Alabama.

2. Defendant Nova Corporation is a foreign corporation doing business by agent in Choctaw County, Alabama.

3. Defendant Nova Information Systems, Inc. (hereinafter "Nova") is a foreign corporation doing business by agent in Choctaw County, Alabama.

4. Defendant Regions Bank (hereinafter "Regions") is an Alabama corporation.

5. Defendants A, B and C, whether singular or plural, or those others persons, firms, corporations or entities whose wrongful conduct caused or contributed to cause the injuries and damages to Plaintiff, all of whose true and correct names are unknown to Plaintiff at this time but will be substituted by amendment as ascertained.

6. Plaintiff brings this suit for damages and injunctive relief individually and on behalf of all other persons who have, or have had, within the applicable statute of limitations, a credit card processing services agreement with Defendants wherein the Defendants charged illegal, improper and unrelated fees on accounts.

7. Excluded from the class the Plaintiff seeks to represent are Defendants or former employees of Defendants, all persons who aided and abetted Defendants in the wrongful acts alleged herein, and all person who have acted on behalf of any excluded persons.

8. The class is so numerous that joinder of all members in this action is impracticable. Plaintiff is not aware of the precise number of class members at this time but believe that they number in the thousands. The names and addresses of members of the class can be ascertained from Defendant’s books and records.

9. The claims of the Plaintiff are typical of the claims of each member of the Plaintiff Class and are based on and arise out of the identical facts constituting the wrongful conduct of the Defendant.

10. The Plaintiff will fairly and adequately protect the interest of the Plaintiff Class members and the individual class members because, by reason of the similarities of the claims of the Plaintiff and the Plaintiff Class members, the successful assertion of the Plaintiff’s claims herein will necessarily establish determinations of fact and law adequate to prove liability of the Defendants to each Plaintiff Class member. Plaintiff’s counsel are experienced and professionally able to fully represent the Plaintiff Class.

11. The prosecution of separate actions by individual members of a class would create a risk of inconsistent adjudication with respect to individual members of the Plaintiff Class.

12. The prosecution of separate actions by individual members of the Plaintiff Class would create a risk of adjudication with respect to individual members which could as a practical matter, be dispositive of the interests of the other members not parties to the adjudication or substantially impair or impede their ability to protect their interest.

13. This is a nationwide class action against the named Defendants for compensatory damages, declaratory and injunctive relief only. Plaintiff does not seek punitive damages but seeks only compensatory damages for each class member for the Defendants’ wrongful conduct as alleged herein. There are no federal claims asserted herein, and no right of recovery by the named Plaintiff or any member of the Plaintiff class depends on application or interpretation of any federal statute. Plaintiff does not assert a claim under or seek relief allowed by or pursuant to any federal statute or cause of action. Plaintiff also seeks no statutory, contractual or equitable award of attorneys’ fees to be paid by the Defendants. Plaintiff seeks compensatory damages only against the named Defendants in this action and further aver that the total aggregate amount of damages sought in this action under all counts is less than $74,000.00 per class member.

14. There are substantial questions of law and fact common to the claims of the Plaintiff against the Defendants and to the claims of each of the Plaintiff Class members against the Defendants. The questions of law governing and dispositive of Plaintiff’s claims against the Defendants are precisely the same as the questions of law governing and dispositive of the claims against the Defendants of each Plaintiff Class member.

15. A class action is far superior to any other available method, if there is any for the fair and efficient adjudication of this controversy. A class action is far superior because the cost and expenses associated with bringing individual actions by each individual Plaintiff which would be included in the Plaintiff Class, would be prohibitive in view of the amount of monetary of compensatory damage associated with each individual claimant.

16. There will be no difficulty in management of this case as a class action.

17. This action is properly maintained as a class action under Rule 23(b)(2) in that the Defendants have acted consistently in that they illegally, improperly, and without contractual support, charged unrelated fees on credit card services accounts. The actions of the Defendants are applicable to the Plaintiff Class as a whole, thereby making appropriate final injunctive relief with respect to the entire class.

18. On or about June 22, 1998, Plaintiff entered into a merchant bank card services agreement with Defendants and purchased equipment from Defendants for the purpose of processing credit card transactions.

19. On or about January 11, 1999, Plaintiff received a statement for the month of December 1998 from Defendants wherein Plaintiff was informed for the first time that Plaintiff would be assessed a one time fee of $40.00 for Year 2000 compliance efforts completed on Plaintiff’s behalf in 1998.

20. On or about February 8, 1999, Plaintiff received a statement for the month of January 1999 wherein Defendants had charged a "miscellaneous fee" of $40.00.

21. Defendants’ practice of charging miscellaneous fees is improper and not supported by any contractual agreement with Defendants.

22. There is no contractual basis for Defendants imposing these fees. No disclosure is made at the time of the merchant bank card services agreement that these charges will be imposed and no agreement is reached whether the customer agrees to pay these charges or fees. The fees and charges are imposed unilaterally by Defendants without prior disclosure to the customer.

23. Defendant Nova Corporation is the parent company and alter ego of Defendant Nova.

24. Plaintiff realleges all prior paragraphs of the Complaint as if set out here in full.

25. Defendants are liable to each member of the class for the amount of overcharges, which constitutes breach of contract.

WHEREFORE, Plaintiff demands judgment on behalf of itself and each member of the class in an amount constituting the overcharges, but in no event a sum greater than $74,000.00 per class member, including interest and costs of court.

26. Plaintiff realleges all prior paragraphs of the Complaint as if set out here in full.

27. Defendants are liable to the Plaintiff and each member of the class for unjust enrichment arising from the unilateral imposition of charges and fees not supported by any contractual agreement.

WHEREFORE, Plaintiff demands judgment on behalf of itself and each member of the class in an amount constituting the overcharges, but in no event a sum greater than $74,000.00 per class member, including interest and costs of court.

28. Plaintiff realleges all prior paragraphs of the Complaint as if set out here in full.

29. Defendants’ imposition of the charges constitute a contractual penalty which Defendants should be required to reimburse to the Plaintiff and each member of the class.

WHEREFORE, Plaintiff demands judgment on behalf of itself and each member of the class in an amount constituting the overcharges, but in no event a sum greater than $74,000.00 per class member, interest and costs of court.

Jere L. Beasley (BEA020)

Thomas J. Methvin (MET003)

___________________________

Andy D. Birchfield (BIR006)

OF COUNSEL:
BEASLEY, ALLEN, CROW,
METHVIN, PORTIS & MILES, P.C.
P.O. Box 4160
Montgomery, Alabama 36103-4160
(334) 269-2343

Stephen R. Copeland, P.C.
P. O. Box 407
Mobile, AL 36602
(334) 432-7900

PLAINTIFF HEREBY DEMANDS TRIAL BY JURY ON ALL ISSUES OF THIS CASE.

_____________________________

OF COUNSEL