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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PERKINS & MARIE CALLENDERS INC.

,1 et al., Chapter 11 Case No. 11-11795 (KG) Jointly Administered Debtors. Ref. Docket No. 1601 CERTIFICATION OF COUNSEL WITH RESPECT TO THE PROPOSED ORDER REGARDING REORGANIZED DEBTORS SECOND (2ND) NOTICE OF CLAIMS AND/OR SCHEDULED AMOUNTS PREVIOUSLY SATISFIED On March 6, 2012, Perkins & Marie Callenders, LLC and its affiliated Reorganized Debtors,2 by and through their undersigned counsel, filed with this Court the Reorganized Debtors Second (2ND) Notice of Claims and/or Scheduled Amounts Previously Satisfied [Docket No. 1601] (the Notice).3 Pursuant to the Notice, the Reorganized Debtors provided certain claimants and parties in interest in these chapter 11 cases notice that the Reorganized Debtors have identified certain claims (i.e., the Satisfied Claims) and scheduled amounts (i.e., the Satisfied Scheduled Amounts) that the Reorganized Debtors believe have been fully satisfied, and certain claims (i.e., the Partially Satisfied Claims) that the Reorganized Debtors believe have been partially satisfied, by payments or settlements made (or otherwise through a waiver or release) after the Petition
The Debtors, together with the last four digits of each Debtors federal tax identification number, are: Perkins & Marie Callenders Inc. (4388); Perkins & Marie Callenders Holding Inc. (3999); Perkins & Marie Callenders Realty LLC (N/A); Perkins Finance Corp. (0081); Wilshire Restaurant Group LLC (0938); PMCI Promotions LLC (7308); Marie Callender Pie Shops, Inc. (7414); Marie Callender Wholesalers, Inc. (1978); MACAL Investors, Inc. (4225); MCID, Inc. (2015); Wilshire Beverage, Inc. (5887); and FIV Corp. (3448). The mailing address for the Debtors is 6075 Poplar Avenue, Suite 800, Memphis, TN 38119. Reorganized Debtors and Debtors shall have the meaning ascribed to such terms in the Debtors Second Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code (including all exhibits thereto and as may be amended, modified, or supplemented from time to time, and as supplemented by the Plan Supplement). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Notice.
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01:11909523.1

Date. Among other things, the Notice provided that: (a) absent a timely filed Response, the Reorganized Debtors, through Omni, intend to designate the Satisfied Claims, the Partially Satisfied Claims, and the Satisfied Scheduled Amounts on the Claims Register as having been previously satisfied in full or in part, as applicable, so that the Reorganized Debtors records are accurate for purposes of making distributions under the Plan; and (b) after the Response Deadline (as defined below), the Reorganized Debtors intend to seek an order of the Court, in substantially the form attached as Exhibit D to the Notice (the Proposed Order), under certification of counsel or otherwise, providing that (i) no other or further payments or distributions under the Plan are required to be made by the Reorganized Debtors or the Debtors and their Estates on account of (x) the Satisfied Claims and the Satisfied Scheduled Amounts and (y) that portion of the Partially Satisfied Claims that has been satisfied and (ii) the Partially Satisfied Claims shall be modified by reducing or fixing the amounts of such Partially Satisfied Claims to the dollar values listed under the column titled Modified Claim

Amount/Classification on Exhibit B to the Notice. Any party disputing the Reorganized Debtors position that a particular Satisfied Claim, Partially Satisfied Claim, or Satisfied Scheduled Amount has been satisfied in full or in part, as applicable, was required to file a Response with the Court, and at the same time serve such Response on the undersigned counsel to the Reorganized Debtors, on or before March 20, 2012 at 4:00 p.m. (ET) (the Response Deadline). Prior to the Response Deadline, the

following parties (collectively, the Respondents, and together with the Reorganized Debtors, the Parties) filed a response to, or contacted the Reorganized Debtors with an informal response regarding, the Notice (collectively, the Responses): (a) KAUS Radio 99.9 FM 1480 AM (KAUS); (b) Three Eagles of Lincoln Inc. (TELI); (c) Northern States Power Co., a

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01:11909523.1

Wisconsin corporation, d/b/a Xcel Energy [informal]; (d) Kissimmee Utility Authority [informal]; (e) PECO Energy Company [informal]; and (f) ABC Holdings Company Inc., d/b/a KABC-TV [informal]. Since the Reorganized Debtors receipt of the Responses, the Reorganized Debtors have worked with the Respondents in an effort to the resolve the Responses, and have done so through (i) certain modifications to the Proposed Order and the exhibits thereto (together, the Exhibits) and (ii) confirmation from KAUS and TELI that their Responses are to be considered resolved. In light of the foregoing, attached hereto as Exhibit 1 is a revised Proposed Order (the Revised Proposed Order), together with the revised Exhibits.4 The Reorganized Debtors believe that notice of the relief requested in the Notice and the Revised Proposed Order was appropriate and sufficient under the circumstances. The Reorganized Debtors submit that the Revised Proposed Order is appropriate and consistent with the Notice and the procedures provided for therein, and that entry of the Revised Proposed Order is in the best interests of the Reorganized Debtors and the Debtors, their estates and creditors. consented to the entry of the Revised Proposed Order. Remainder of page intentionally left blank The Respondents have

For ease of reference, attached hereto as Exhibit 2 is a copy of the Revised Proposed Order marked against the Proposed Order (the Blackline). The Blackline does not include a marked copy of the Exhibits, but the Exhibits have been revised consistent with the Parties related discussions.

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01:11909523.1

Accordingly, the Reorganized Debtors respectfully request the Court to enter the Revised Proposed Order, attached hereto as Exhibit 1, without further notice or a hearing. Dated: April 5, 2012 Wilmington, DE YOUNG CONAWAY STARGATT & TAYLOR, LLP By: /s/ Robert F. Poppiti, Jr. Robert S. Brady (No. 2847) Robert F. Poppiti, Jr. (No. 5052) Rodney Square, 1000 North King Street Wilmington, DE 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 - AND TROUTMAN SANDERS LLP Mitchel H. Perkiel Brett D. Goodman The Chrysler Building, 405 Lexington Avenue New York, NY 10174 Telephone: (212) 704-6000 Facsimile: (212) 704-6288 COUNSEL FOR THE REORGANIZED DEBTORS

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01:11909523.1

EXHIBIT 1 Revised Proposed Order

01:11909523.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PERKINS & MARIE CALLENDERS INC.,1 et al., Chapter 11 Case No. 11-11795 (KG) Jointly Administered Debtors. Ref. Docket Nos. 1601 and ______

ORDER REGARDING REORGANIZED DEBTORS SECOND (2ND) NOTICE OF CLAIMS AND/OR SCHEDULED AMOUNTS PREVIOUSLY SATISFIED Upon consideration of the (i) Reorganized Debtors Second (2ND) Notice of Claims and/or Scheduled Amounts Previously Satisfied [Docket No. 1601] (the Notice)2 and (ii) Certification of Counsel With Respect to the Proposed Order Regarding Reorganized Debtors Second (2ND) Notice of Claims and/or Scheduled Amounts Previously Satisfied, each filed by the Reorganized Debtors; and it appearing that, under the circumstances, due and sufficient notice of the Notice, including the procedures provided for and the relief sought therein, has been given; and after due deliberation and upon the Courts determination that the procedures provided for and the relief sought in the Notice is in the best interests of the Reorganized Debtors and the Debtors, their Estates and creditors and other parties in interest; and with sufficient cause appearing for the procedures provided for and the relief sought in the Notice, it is hereby ORDERED, ADJUDGED AND DECREED that:

The Debtors, together with the last four digits of each Debtors federal tax identification number, are: Perkins & Marie Callenders Inc. (4388); Perkins & Marie Callenders Holding Inc. (3999); Perkins & Marie Callenders Realty LLC (N/A); Perkins Finance Corp. (0081); Wilshire Restaurant Group LLC (0938); PMCI Promotions LLC (7308); Marie Callender Pie Shops, Inc. (7414); Marie Callender Wholesalers, Inc. (1978); MACAL Investors, Inc. (4225); MCID, Inc. (2015); Wilshire Beverage, Inc. (5887); and FIV Corp. (3448). The mailing address for the Debtors is 6075 Poplar Avenue, Suite 800, Memphis, TN 38119. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Notice.
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01:11825478.3

1.

With respect to the Satisfied Claims identified on Exhibit A attached hereto and

the Satisfied Scheduled Amounts identified on Exhibit C attached hereto, the relief sought in the Notice is granted and no other or further payments or distributions under the Plan are required to be made by the Reorganized Debtors or the Debtors and their Estates on account of such Satisfied Claims and Satisfied Scheduled Amounts. 2. With respect to the Partially Satisfied Claims identified on Exhibit B attached

hereto, the relief sought in the Notice is granted and (i) no other or further payments or distributions under the Plan are required to be made by the Reorganized Debtors or the Debtors and their Estates on account of that portion of such Partially Satisfied Claims that has been satisfied and (ii) such Partially Satisfied Claims shall be modified by reducing or fixing the amounts of such Partially Satisfied Claims to the dollar values listed under the column titled Modified Claim Amount/Classification on Exhibit B attached hereto. 3. The Notice shall be deemed to be withdrawn without prejudice solely as it

pertains to: (i) Claim Number 33 of Northern States Power Co., a Wisconsin corporation, d/b/a Xcel Energy; (ii) Claim Number 1459 of Kissimmee Utility Authority; (iii) Claim Number 1173 of PECO Energy Company; and (iv) Claim Number 1162 of ABC Holdings Company Inc., d/b/a KABC-TV. 4. The claims agent in the Chapter 11 Cases, Omni Management Group, LLC, is

hereby authorized and empowered to amend the Claims Register as necessary to comport with the entry of this Order. 5. The Reorganized Debtors and the Debtors and their Estates are authorized and

empowered to take any and all necessary steps to carryout and otherwise effectuate the terms of this Order.

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01:11825478.3

6.

Any and all rights of the Reorganized Debtors and the Debtors and their Estates to

amend, supplement or otherwise modify the Notice and the Schedules and to file additional notices in the nature of the Notice with respect to any and all (i) claims filed in these Chapter 11 Cases, including, without limitation, any and all of the Satisfied Claims and the Partially Satisfied Claims, and (ii) amounts scheduled against the Debtors Estates in the Schedules, including, without limitation, any and all of the Satisfied Scheduled Amounts, shall be reserved. Any and all rights, claims and defenses of the Reorganized Debtors and the Debtors and their Estates with respect to any and all of the Satisfied Claims, the Partially Satisfied Claims and the Satisfied Scheduled Amounts shall be reserved, and nothing included in or omitted from the Notice shall impair, prejudice, waive or otherwise affect any such rights, claims and defenses. 7. This Court shall retain jurisdiction over any and all affected parties with respect to

any and all matters, claims or rights arising from or related to the implementation or interpretation of this Order. Dated: Wilmington, Delaware April ____, 2012

____________________________________ Kevin Gross Chief United States Bankruptcy Judge

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01:11825478.3

EXHIBIT A Satisfied Claims

01:11825478.3

201203051421

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED CLAIMS

Claimant Reason
1545 $10,687.05 $10,687.05 UNS No Amt Given** 503(b)(9) 11-11795

Claim Number Claim Amount/ Classification* Filed In Case(s)*

A & I TRAVEL SERVICE INC.

ATTN: KEITH STEVENS

5124 POPLAR AVE STE 101

MEMPHIS, TN 38117

Based on a review of the Debtors' books and records, the claim was satisfied in full pursuant to check number 1253726 in the amount of $29,321.53 dated 1/04/2011. This amount represented payment by the Debtors of the Cure Amount associated with the Debtors' assumption, pursuant to the Plan and the Confirmation Order, of an executory contract or unexpired lease to which the claimant was a counterparty, and fully satisfied the claim.

ADT SECURITY SERVICES INC.

2193

$5,644.65

UNS

11-11795

ATTN: STEVE JOHNSON $5,644.65

14200 E EXPOSITION AVENUE

AURORA, CO 80012

Based on a review of the Debtors' books and records, the claim was satisfied in full on 12/06/2011 through check number 1250532 in the amount of $2,713.71. This amount represented payment by the Debtors of the Cure Amount associated with the Debtors' assumption, pursuant to the Plan and Confirmation Order, of an executory contract or unexpired lease to which the claimant was a counterparty, and fully satisfied the claim.

ADT SECURITY SERVICES INC. ATTN: STEVE JOHNSON $2,128.32

2194

$2,128.32

UNS

11-11795

14200 E EXPOSITION AVENUE AURORA, CO 80012

Based on a review of the Debtors' books and records, the claim was satisfied in full on 12/06/2011 through check number 1250532 in the amount of $2,713.71. This amount represented payment by the Debtors of the Cure Amount associated with the Debtors' assumption, pursuant to the Plan and Confirmation Order, of an executory contract or unexpired lease to which the claimant was a counterparty, and fully satisfied the claim.
11-11795

BEXAR COUNTY

2168

$55,730.89

SEC

C/O DAVID G. AELVOET $55,730.89

LINEBARGER GOGGAN BLAIR & SAMPSON, LLP

Based on a review of the Debtors' books and records, the claim was satisfied in full on 1/13/2012 pursuant to check numbers 243792, 243795, 243796 and 243797.

711 NAVARRO SUITE 300

SAN ANTONIO, TX 78205

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 1 of 4

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

5
$6,465.47

CITY AND COUNTY OF DENVER / TREASURY ATTN: KAREN KATROS, BANKRUPTCY ANALYST $7,151.51

2272

$7,151.51

201 W. COLFAX AVENUE, DEPARTMENT 1001 DENVER, CO 80202

ADM and PRI SEC

11-11795

Based on a review of the supporting documentation filed with the claim, this claim is for various postpetition tax assessments. Based on a review of the Debtors books and records, the claim was satisfied pursuant to an agreement with the Denver tax auditor via check number 1253982 in the amount of $2,536.70.

DAYTON FOODS ATTN: WILLIAM B. WHITE $7,296.00

196

$7,296.00

UNS

11-11795

Based on a review of the Debtors' books and records, the claim was satisfied in full on 8/03/2012.

8400 BROOKFIELD AVE BROOKFIELD, IL 60513-1707

STATE BOARD OF EQUALIZATION SPECIAL OPERATIONS BRANCH, MIC:55 $16,584.10

2195

$16,584.10

PRI

11-11801

ATTN: AMY E. EVERSON P.O. BOX 942879 SACRAMENTO, CA 94279-0055 2196 $498.00 PRI 11-11806

Based on a review of the Debtors books and records, this claim was satisfied in full on 2/10/2012 pursuant to check number 245371.

STATE BOARD OF EQUALIZATION SPECIAL OPERATIONS BRANCH, MIC:55 $498.00

ATTN: AMY E. EVERSON P.O. BOX 942879 SACRAMENTO, CA 94279-0055 2197 $283.00 PRI

Based on a review of the Debtors books and records, this claim was satisfied in full on 2/10/2012 pursuant to check number 245371.

STATE BOARD OF EQUALIZATION SPECIAL OPERATIONS BRANCH, MIC:55 $283.00

11-11802

ATTN: AMY E. EVERSON P.O. BOX 942879 SACRAMENTO, CA 94279-0055

Based on a review of the Debtors books and records, this claim was satisfied in full on 2/10/2012 pursuant to check number 245371.

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 2 of 4

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

10

TRAVIS COUNTY C/O KAY D. BROCK $2,576.76

2176

$2,576.76

SEC

11-11801

P.O. BOX 1748 AUSTIN, TX 78767

Based on a review of the Debtors' books and records, the claim was satisfied in full on 1/25/2012 pursuant to check number 244329.

11

TRAVIS COUNTY C/O KAY D. BROCK $2,002.41

2177

$2,002.41

SEC

11-11805

P.O. BOX 1748 AUSTIN, TX 78767

Based on a review of the Debtors' books and records, the claim was satisfied in full on 1/25/2012 pursuant to check number 244328.

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 3 of 4

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

201203051421

Debtor Case Number Legend 11-11795 (795) PERKINS & MARIE CALLENDERS INC. 11-11796 (796) PERKINS & MARIE CALLENDER'S HOLDING INC. 11-11797 (797) PERKINS & MARIE CALLENDER'S REALTY LLC

11-11798 (798)

PERKINS FINANCE CORP.

11-11799 (799) 11-11800 (800)

WILSHIRE RESTAURANT GROUP LLC PMCI PROMOTIONS LLC

11-11801 (801)

MARIE CALLENDER PIE SHOPS, INC.

11-11802 (802) 11-11803 (803)

MARIE CALLENDER WHOLESALERS, INC. MACAL INVESTORS, INC.

11-11804 (804)

MCID, INC.

11-11805 (805) 11-11806 (806)

WILSHIRE BEVERAGE, INC. FIV CORP.

00-00000 (000)

NO DEBTOR AND CASE GIVEN

Claim Class Code Legend UNS Unsecured Claim

PRI Priority Claim SEC Secured Claim 503(b)(9) 503(b)(9) Claim

ADM

Administrative Claim

Page 4 of 4

EXHIBIT B Partially Satisfied Claims

01:11825478.3

201204040953

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason
16 $1,184.58 UNS 11-11795 $841.58 UNS

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

ACE ELECTRIC

ATTN: SUSAN RECHKEMMER $1,184.58 $841.58

PO BOX 557

Based on a review of the Debtors' books and records, $343.00 of the claim was paid on 7/12/11.

NORTH LIBERTY, IA 52317

ACOSTA LANDSCAPE

1201

$2,565.00

UNS

11-11801

$2,035.00 UNS

ATTN: MARTIN ACOSTA $2,565.00 $2,035.00

P.O. BOX 837

Based on a review of the Debtors' books and records, $530.00 of the claim was paid on 8/31/2011.

VENTURA, CA 93002

ADVANCED RESTAURANT SUPPLY

318

$979.33

UNS

11-11801

$359.11 UNS

ATTN: JESSICA MENA $979.33 $359.11

337 W. GROVE AVE.

ORANGE, CA 92865

Based on a review of the Debtors' books and records, $620.22 of the claim was satisfied as follows: $179.55 was paid on 07/22/2011; $262.76 was paid on 07/27/2011; and $177.91 was paid on 08/10/2011.

ALPHA & OMEGA GARDENING ATTN: GERALD L. KOOP $1,688.33

997

$1,688.33

UNS

11-11801

$584.49 UNS

104 COREMARK CT. BAKERSFIELD, CA 93307

$584.49

Based on a review of the Debtors' books and records, $1,103.84 of the claim was satisfied as follows: $609.00 was paid on 12/15/2010; $220.00 was paid on 3/16/2011; and $274.84 was paid on 9/2/2011.

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 1 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

ALPINE CLEANING & RESTORATION 3323 35TH AVE SW, UNIT 5 $1,343.42 $623.08

584

$1,343.42

UNS

11-11795

$623.08 UNS

FARGO, ND 58104 ATTN: ERICA A. SMITH

Based on a review of the Debtors' books and records, $720.34 of the claim was satisfied as follows: $351.62 was paid on 7/20/2011; and $368.72 was paid on 8/10/2011.

AMES LAWN CARE & MAINTENANCE, LC

163

$1,360.77

UNS

11-11795

$228.37 UNS

P.O. BOX 308 $1,360.77 $228.37

AMES, IA 50010

Based on a review of the Debtors' books and records, $1,132.40 of the claim was satisfied as follows: $812.80 was paid on 7/06/2011; and $319.60 was paid on 8/10/2011.

ARMOR SECURITY, INC

52

$2,698.21

UNS

11-11795

$2,209.42 UNS

ATTN: MARGARITA WILSON $2,698.21 $2,209.42

2601 STEVENS AVE S

Based on a review of the Debtors books and records, $488.79 of the claim was paid on 7/22/2011.

MINNEAPOLIS, MN 55408

ATMOS ENERGY/CO-KS DIVISION

194

$669.77

UNS

11-11795

$654.98 UNS

A DIVISION OF ATMOS ENERGY CORPORATION $669.77 $654.98

ATTN: BANKRUPTCY GROUP

Based on a review of the Debtors books and records, $14.79 of the claim was paid on 7/21/2011.

P.O. BOX 650205

DALLAS, TX 75265-0205

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 2 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

BELTRAM SOUTH ATTN: MICHELE SCHMITZ $567.84 $332.65

230

$567.84

UNS

11-11795

$332.65 UNS

2849 FOWLER ST. FT MYERS, FL 33901

Based on a review of the Debtors books and records, $235.19 of the claim was satisfied as follows: $12.44 of the claim was paid on 8/16/2011; and $222.75 was paid on 3/1/2011.

10

BOARD OF COUNTY COMMISSIONERS

2181

$1,324.39

PRI

11-11795

$662.19 PRI

OF JOHNSON COUNTY, KANSAS $1,324.39 $662.19

ATTN: LISA R. WETZLER

Based on a review of the Debtors' books and records, $662.20 of the claim was paid on 12/20/2011.

JOHNSON COUNTY LEGAL DEPT.

111 SOUTH CHERRY STREET, SUITE 3200

OLATHE, KS 66061 84 $7,880.99 UNS 11-11795 $6,476.63 UNS

11

BOARD OF PUBLIC UTILITIES

ATTN: VALERIE H. CHERRY $7,880.99 $6,476.63

540 MINNESOTA AVENUE

Based on a review of the Debtors' books and records, $1,404.36 of the claim was paid on 06/27/2011.

KANSAS CITY, KS 66101

12

1793

BOTTLING GROUP, LLC D/B/A PEPSI BEVERAGES CO. C/O FRANK/GECKER LLP

$425.18 $2,365.44

PRI

11-11801

UNS

$0.00 PRI $2,365.44 UNS

Based on a review of the Debtors' books and records, the valid 503(b)(9) portion of the claim, $425.18, was paid on 8/24/11.

ATTN: JOSEPH FRANK $2,790.62 $2,365.44

325 N. LASALLE STREET, SUITE 625

CHICAGO, IL 60654

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 3 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

13

CENTRAL MARYLAND ASSOC INC ATTN: RUTH TALBERT $936.00 $180.00

235

$936.00

UNS

11-11795

$180.00 UNS

1539 TILCO DR # 114 FREDERICK, MD 21704

Based on a review of the Debtors' books and records, $756.00 of the claim was paid on 07/29/2011.

14

CHEM MARK OF GARDEN GRV.

570

$1,063.37

UNS

11-11801

$985.45 UNS

ATTN: KEITH CAREY $1,063.37 $985.45

P.O. BOX 721

Based on a review of the Debtors' books and records, $77.92 of the claim was paid on 07/20/2011.

GARDEN GROVE, CA 92842-0721

15

CINCINNATI BELL TELEPHONE

899

$235.47

UNS

11-11795

$182.12 UNS

ATTN: TIM PLUMMER $235.47 $182.12

221 E. 4TH STREET

Based on a review of the Debtors' books and records, $53.45 of the claim was paid on 8/05/11.

ML347-200

CINCINNATI, OH 45202

16

CINTAS CORPORATION

1272

$2,969.68

UNS

11-11795

$2,894.68 UNS

C/O JASON V. STITT $2,969.68 $2,894.68

KEATING MUETHING & KLEKAMP PLL

ONE E. 4TH ST., STE. 1400

Based on a review of the Debtors books and records, $75.00 of the claim was satisfied as follows: $25.00 was paid on 6/1/11; $25.00 was paid on 6/8/11; and $25.00 was paid on 6/22/11.

CINCINNATI, OH 45202

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 4 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

17
No Amt Given**

CITY AND COUNTY OF DENVER / TREASURY 2210 ATTN: KAREN KATROS, BANKRUPTCY ANALYST $10,212.93 $2,104.94

$10,212.93

PRI SEC

11-11795

$2,104.94 PRI $0.00 SEC

201 W. COLFAX AVENUE, DEPARTMENT 1001 DENVER, CO 80202

Based on a review of the supporting documentation filed with the claim, this claim is for various postpetition tax assessments. Based on a review of the Debtors books and records, $8,107.99 of the claim relating to Sales Tax, Use Tax and Occupational Ta

18

CITY OF MAPLE GROVE, MN

398

$1,382.16

UNS

11-11795

$1,184.70 UNS

ATTN: AMY J DIERKHISING $1,382.16 $1,184.70

P.O. BOX 1180

Based on a review of the Debtors' books and records, $197.46 of the claim was paid on 07/29/2011.

MAPLE GROVE, MN 55311

19 $909.57 $1,483.25 UNS

CLAIMS RECOVERY GROUP, LLC

1693

$573.68

503(b)(9)

11-11801

$0.00 503(b)(9) $909.57 UNS $909.57

AS ASSIGNEE OF CLARO'S- SAN GABRIEL

ATTN: ALLISON AXENROD

Based on a review of the Debtors books and records, the valid 503(b)(9) portion of the claim, $573.68, was satisfied on 7/1/2011.

92 UNION AVENUE

CRESSKILL, NJ 07626

20

CLAIMS RECOVERY GROUP, LLC

1723

$138.00

503(b)(9)

11-11795

AS ASSIGNEE OF RELUMINATE INC. $783.50

$645.50

UNS

$0.00 503(b)(9) $621.00 UNS $621.00

ATTN: ALLISON AXENROD

92 UNION AVENUE

Based on a review of the Debtors' books and records, the valid 503(b)(9) portion of the claim, $162.50, was satisfied as follows: $90.00 was paid on 7/22/2011; and $72.50 was paid on 8/05/2011.

CRESSKILL, NJ 07626

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 5 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

21

COMMERCIAL GASKETS OF CENT. FL ATTN: GARY STRATTON $1,105.15 $735.09

500

$1,105.15

UNS

11-11795

$735.09 UNS

757 N. HWY. 17-92 #101 LONGWOOD, FL 32750

Based on a review of the Debtors' books and records, $370.22 of the claim was paid on 07/28/2011.

22

COMMERCIAL KITCHEN REPAIR INC

1940

$762.81

UNS

11-11795

$672.97 UNS

ATTN: DWIGHT P. BORIS $762.81 $672.97

51 S. 14TH STREET

Based on a review of the Debtors' books and records, $89.84 of the claim was paid on 08/08/2011.

QUAKERTOWN, PA 18951

23 $276.82 $461.82 UNS

CURTIS RESTAURANT EQUIP.

379

$185.00

503(b)(9)

11-11801

$77.00 503(b)(9) $276.82 UNS $353.82

ATTN: WILLIAM KOTTAS

P.O. BOX 7307

Based on a review of the Debtors books and records, $108.00 of this claim was paid on 7/26/2011.

EUGENE, OR 97401

24

DAKOTA ELECTRIC ASSOCIATION

707

$21,734.23

UNS

11-11795

$21,294.84 UNS

ATTN: SARAH OTTE $21,734.23 $21,294.84

4300 220TH ST W

Based on a review of the Debtors books and records, $439.39 of the claim was satisfied on 7/21/2011.

FARMINGTON, MN 55024

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 6 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

25

DIVERSIFIED MECHANICAL, INC. 329 N. WESTERN $3,385.00 $3,085.00

77

$3,385.00

UNS

11-11795

$3,085.00 UNS

PEORIA, IL 61604

Based on a review of the Debtors' books and records, $300.00 of the claim was paid on 7/15/11.

26

DUKE ENERGY OHIO

516

$106,838.21

UNS

11-11795

$87,017.03 UNS

ATTN: YVONNE C. CRENSHAW $106,838.21 $87,017.03

139 E. 4TH STREET

CINCINNATI, OH 45201

Based on a review of the Debtors books and records, $19,821.18 of the claim was satisfied as follows: $19,617.86 was paid on 07/26/2011; and $203.32 was paid on 07/11/2011.

27 $1,059.49 $5,787.67 UNS

DUN & BRADSTREET

2157

$4,728.18

PRI

11-11795

$0.00 PRI $1,059.49 UNS $1,059.49

C/O RECEIVABLE MANAGEMENT SERVICES

ATTN: PHYLLIS A. HAYES

Based on a review of the Debtors books and records, $4,728.18 of the claim was paid on 12/16/2011.

P.O. BOX 5126

TIMONIUM, MD 21094

28

EVERSOFT

904

$2,221.05

UNS

11-11801

$2,067.01 UNS

ATTN: MATT BURROWS $2,221.05 $2,067.01

707 W. 16TH STREET

Based on a review of the Debtors' books and records, $154.04 of the claim was paid on 08/08/2011.

LONG BEACH, CA 90813

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 7 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

29

FIRE KING SECURITY PROD. LLC ATTN: CONSTANCE THOMAS $526.11 $385.37

243

$526.11

UNS

11-11795

$385.37 UNS

P.O. BOX 559 NEW ALBANY, IN 47150

Based on a review of the Debtors' books and records, $140.74 of the claim was paid on 07/20/2011.

30

GREATER PEORIA SANITARY DISTRICT

743

$1,457.33

UNS

11-11795

$838.41 UNS

ATTN: MICHELLE R MORTLAND $1,457.33 $838.41

2322 SOUTH DARST STREET

Based on a review of the Debtors books and records, $618.92 of the claim was paid on 8/26/2011.

PEORIA, IL 61607-2093

31

IOWA STATE DAILY

393

$248.25

UNS

11-11795

$165.85 UNS

ATTN: JANE NICHOLAS $248.25 $165.85

IOWA STATE UNIVERSITY

Based on a review of the Debtors' books and records, $82.40 of the claim was paid on 08/17/2011.

108 HAMILTON HALL

AMES, IA 50011

32

KAUS RADIO 99.9 FM 1480 AM

1680

$2,754.00

UNS

11-11795

$2,203.00 UNS

ATTN: KEVAN DRAGOO $2,754.00 $2,203.00

18431 STATE HWY 105

Based on a review of the Debtors books and records, $550.80 of the claim was paid on 8/12/2011.

AUSTIN, MN 55912

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 8 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

33

LEGACY CARPET CLEANING OF KANSAS, LLC 6115 WESTGATE ST. $1,980.00 $1,610.00

130

$1,980.00

UNS

11-11795

$1,610.00 UNS

SHAWNEE, KS 66216

Based on a review of the Debtors' books and records, $370.00 of the claim was satisfied as follows: $185.00 was paid on 7/29/11; and $185.00 was paid on 8/24/11.

34

LOS ANGELES COUNTY TREASURER AND TAX COLLECTOR ATTN: MANLING KUO $1,423.75 $83.50

2175

$1,423.75

SEC

11-11801

$83.50 SEC

Based on a review of the Debtors books and records, $1,340.25 of the claim was paid on 10/14/2011.

P.O. BOX 54110

LOS ANGELES, CA 90054-0110

35

MARK MATHIE

126

$390.00

UNS

11-11795

$270.00 UNS

D/B/A CLEAR VISIONS WINDOW CLEANING $390.00 $270.00

P.O. BOX 1862

Based on a review of the Debtors' books and records, $120.00 of the claim was paid on 8/5/11.

WAUSAU, WI 54402

36

MODESTO BEE (THE) ATTN: JENNIFER ANSELMO $2,025.00

686

$2,025.00

UNS

11-11801

$1,350.00 UNS

P.O. BOX 11986 FRESNO, CA 93776-1986

Based on a review of the Debtors' books and records, $675.00 of the claim was paid on 08/01/2011. $1,350.00

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 9 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

37
$11,147.84 $11,147.84 UNS

MOTHER MURPHY'S LAB INC ATTN: TIMOTHY HANSEN $11,560.33 $11,147.84

401

$412.49

503(b)(9) UNS

11-11795

$0.00 503(b)(9)

P.O. BOX 16846 GREENSBORO, NC 27416-0846

Based on a review of the Debtors' books and records, $412.49 of the claim was paid on 07/01/2011.

38

MOTTA THE HANDY MAN

1990

$2,724.54

UNS

11-11801

$2,216.74 UNS

ATTN: JUAN M. MOTTA $2,724.54 $2,216.74

15241 CANTARA ST.

Based on a review of the Debtors' books and records, $507.80 of the claim was paid on 08/10/2011.

VAN NUYS, CA 91402

39

NARDINI FIRE EQUIPMENT CO INC

873

$2,778.04

UNS

11-11795

$2,138.90 UNS

ATTN: DANIEL BIRCHER $2,778.04 $2,138.90

405 COUNTY RD E W

ST. PAUL, MN 55126-7093

Based on review of the Debtors' books and records, $639.14 of the claim was satisfied as follows: $310.64 was paid on 7/27/2011; and $328.50 was paid on 8/3/2011.

40

PIPE MAINTENANCE

557

$560.00

UNS

11-11801

$220.00 UNS

ATTN: DENISE KERFOOT $560.00 $220.00

4505 ANDREWS ST.

N LAS VEGAS, NV 89081

Based on a review of the Debtors books and records, $340.00 of the claim was satisfied as follows: $120.00 was paid on 7/20/2011; and $220.00 was paid on 7/27/2011.

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 10 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

41

PUBLIC SERVICE COMPANY OF COLORADO ATTN: DENNIS A. SCHIPPER $19,842.15 $16,591.94

964

$19,842.15

UNS

11-11795

$16,591.94 UNS

1800 LARIMER ST, 15TH FL DENVER, CO 80202

Based on a review of the Debtors books and records, $3,250.21 of the claim was satisfied as follows: $3,127.47 was paid on 7/11/2011; and $122.74 was paid on 7/1/2011.

42

STAPLES INC.

218

$1,195.43

UNS

11-11795

$972.99 UNS

ATTN: LEGAL DEPARTMENT $1,195.43 $972.99

500 STAPLES DRIVE

Based on a review of the Debtors' books and records, $222.44 of the claim was paid on 7/18/11.

FRAMINGHAM, MA 01702

43

TANNOR CAPITAL MANAGEMENT LLC

2002

$257.23

UNS

11-11801

$45.00 UNS

AS ASSIGNEE OF SMO-KEY KEY SERVICES $257.23 $45.00

ATTN: ROBERT TANNOR

Based on a review of the Debtors' books and records, $212.23 of the claim was paid on 7/22/2011.

150 GRAND STREET, SUITE 401

WHITE PLAINS, NY 10601

44

TANNOR CAPITAL MANAGEMENT LLC

2004

$318.29

UNS

11-11795

$170.00 UNS

AS ASSIGNEE OF "BADGER FIRE PROTECTION" $318.29 $170.00

150 GRAND STREET, SUITE 401

Based on a review of the Debtors books and records, $148.29 of the claim was paid on 7/28/2011.

WHITE PLAINS, NY 10601

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 11 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

45

TANNOR PARTNERS CREDIT FUND, LP AS ASSIGNEE OF CITY OF SCHOFIELD SEWER AND WATER ATTN: ROBERT TANNOR 150 GRAND STREET, SUITE 401 $1,815.43 $1,664.14

1522

$1,815.43

UNS

11-11795

$1,664.14 UNS

Based on a review of the Debtors' books and records, $151.29 of the claim was for services provided post-petition and was paid on 7/27/2011.

WHITE PLAINS, NY 10601

46

TECHNO-CONCEPTS CORPORATION

94

$5,975.00

UNS

11-11795

$4,275.00 UNS

ATTN: LAURA W. COSTA $5,975.00 $4,275.00

P.O. BOX 470831

Based on a review of the Debtors books and records, $1,700.00 of the claim was paid on 8/5/2011.

LAKE MONROE, FL 32747-0831

47

TENNESSEE DEPARTMENT OF REVENUE

2188

$20,602.56

PRI

11-11795

$19,998.00 PRI

C/O ATTORNEY GENERAL $21,061.27

$458.71

UNS

$0.00 UNS
$19,998.00

P.O BOX 20207

Based on a review of the Debtors' books and records, $1,063.27 of the claim, including the unsecured portion of the claim, was paid on 11/29/2011.

NASHVILLE, TN 37202-0207

48

THOMAS A JARAMILLO 1424 SYCAMORE $775.00

284

$775.00

UNS

11-11795

$590.00 UNS

ST JOSEPH, MO 64503 $590.00

Based on a review of the Debtors books and records, $185.00 of the claim was paid on 07/28/2011.

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 12 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

49

THREE EAGLES OF LINCOLN INC KZKX-FM, KIBZ-FM,KLMY-FM KTGL$5,841.20 $5,222.40

1663

$5,841.20

UNS

11-11795

$5,222.40 UNS

ATTN: KEVAN DRAGOO 3800 CORNHUSKER HWY LINCOLN, NE 68504

Based on a review of the Debtors' books and records, $618.80 of the claim was for services provided post-petition and was paid on 08/11/2011.

50

TROPICAL MAINTENANCE, INC.

79

$790.86

UNS

11-11795

$527.24 UNS

DBA MIKE'S MAINTENANCE $790.86 $527.24

P.O. BOX 1274

Based on a review of the Debtors' books and records, $263.62 of the claim was paid on 7/22/11.

LADY LAKE, FL 32158

51

TROPICAL MAINTENANCE, INC.

80

$1,070.83

UNS

11-11795

$600.00 UNS

DBA MIKE'S MAINTENANCE $1,070.83 $600.00

P.O. BOX 1274

Based on a review of the Debtors' books and records, $470.83 of the claim was satisfied as follows: $170.83 was paid on 7/20/11; and $300.00 was paid on 7/27/11.

LADY LAKE, FL 32158

52

ULINE SHIPPING SUPPLIES

13

$1,713.31

503(b)(9)

11-11795

ATTN: JARED BEACH $2,216.61

$503.30

UNS

$0.00 503(b)(9) $312.47 UNS $312.47

2200 S. LAKESIDE DR.

WAUKEGAN, IL 60085

Based on a review of the Debtors books and records, $1,904.14 of the claim was satisfied as follows: $1,713.31 of the claim was paid on 7/8/2011; and $190.83 of the claim was paid on 7/1/2011.

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 13 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

53

VALUE SOURCE GROUP INC ATTN: PETER B. POHL $30,580.79 $28,596.55

1027

$30,580.79

503(b)(9)

11-11801

$28,596.55 503(b)(9)

44 WATER LILY WAY TRABUCO CANYON, CA 92679

Based on a review of the Debtors' books and records, $992.12 of the claim was paid on 07/27/2011.

54

VAN'S FIRE & SAFETY, INC.

268

$2,079.36

UNS

11-11795

$1,793.50 UNS

ATTN: G. F. VANENKENVORT $2,079.36 $1,793.50

787 POTTS AVENUE

Based on a review of the Debtors' books and records, $285.86 of the claim was paid on 07/27/2011.

GREEN BAY, WI 54304

55 $214.32 $340.44 UNS

VICTOR LUNDEEN COMPANY, INC.

933

$126.12

503(b)(9)

11-11795

$63.06 503(b)(9) $214.32 UNS $277.38

ATTN: PAUL D SCHMIDT

126 WEST LINCOLN AVE

Based on a review of the Debtors' books and records, $63.06 of the claim was paid on 8/03/2011.

FERGUS FALLS, MN 56537-2100

56

WEST COAST BEVERAGE, INC.

1727

$200.00

UNS

11-11801

$100.00 UNS

ATTN: MARK A. GONZALEZ $200.00 $100.00

3857 BIRCH STREET #289

Based on a review of the Debtors books and records, $100.00 of the claim was paid on 8/25/2011.

NEWPORT BEACH, CA 92660

* - See Claim Class Code and Debtor Case Number Legends at the end of this report ** - "No Amt Given" includes, without limitation, Undetermined, Unliquidated, Unknown, To be Determined or the like or when no amount is listed at all Page 14 of 15

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) PARTIALLY SATISFIED CLAIMS

Claimant Reason

Claim Number Claim Amount/ Classification* Filed In Case(s)*

Modified Claim Amount/ Classification

201204040953

Debtor Case Number Legend 11-11795 (795) PERKINS & MARIE CALLENDERS INC. 11-11796 (796) PERKINS & MARIE CALLENDER'S HOLDING INC. 11-11797 (797) PERKINS & MARIE CALLENDER'S REALTY LLC

11-11798 (798)

PERKINS FINANCE CORP.

11-11799 (799) 11-11800 (800)

WILSHIRE RESTAURANT GROUP LLC PMCI PROMOTIONS LLC

11-11801 (801)

MARIE CALLENDER PIE SHOPS, INC.

11-11802 (802) 11-11803 (803)

MARIE CALLENDER WHOLESALERS, INC. MACAL INVESTORS, INC.

11-11804 (804)

MCID, INC.

11-11805 (805) 11-11806 (806)

WILSHIRE BEVERAGE, INC. FIV CORP.

00-00000 (000)

NO DEBTOR AND CASE GIVEN

Claim Class Code Legend UNS Unsecured Claim

PRI Priority Claim SEC Secured Claim 503(b)(9) 503(b)(9) Claim

ADM

Administrative Claim

Page 15 of 15

EXHIBIT C Satisfied Scheduled Amounts

01:11825478.3

201203051424

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED SCHEDULED AMOUNTS

Scheduled Party Reason


55823 $2,238.08 F 11-11795

Schedule Number Scheduled Amount/ Schedule Scheduled In Case*

EMPIRE DISTRICT

P.O. BOX 219239 $2,238.08

KANSAS CITY, MO 64121-9239

Based on a review of the Debtors books and records, the scheduled amount was satisfied by application of the deposit held by the utility provider.

MILWAUKEE BUCKS, INC ATTN: ACCOUNTING $2,500.00

57821

$2,500.00

11-11795

1001 NORTH FOURTH STREET MILWAUKEE, WI 53203

Based on a review of the Debtors' books and records, the scheduled amount was paid by a third party franchisee and subsequently reimbursed by the Debtors pursuant to check number 44770 on 12/21/2011.

RAINSWEET, INC.

53434

$28,414.20

11-11801

P.O. BOX 7079 $28,414.20

Based on a review of the Debtors' books and records, the scheduled amount was satisfied in full on 08/05/2011.

SALEM, OR 97303

* - See Debtor Case Number Legend at the end of this report

Page 1 of 4

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED SCHEDULED AMOUNTS

Scheduled Party Reason

Schedule Number Scheduled Amount/ Schedule Scheduled In Case*

SERAVALLI RESTAURANTS 10059 SANDMEYER LANE $2,221.36

57720

$2,221.36

11-11795

Based on a review of the Debtors' books and records, the scheduled amount was satisfied in full on 01/06/2012.

PHILADELPHIA, PA 19116-3501

WBME-TV

57871

$1,330.25

11-11795

39936 TREASURY CENTER $1,330.25

CHICAGO, IL 60694-9900

Based on a review of the Debtors' books and records, the scheduled amount was paid by a third party franchisee and subsequently reimbursed by the Debtors pursuant to check number 44770 on 12/21/2011.

WCGV

57872

$1,542.75

11-11795

4041 N 35TH STREET $1,542.75

MILWAUKEE, WI 53216

Based on a review of the Debtors' books and records, the scheduled amount was paid by a third party franchisee and subsequently reimbursed by the Debtors pursuant to check number 44770 on 12/21/2011.

WDJT - TV

57873

$4,458.25

11-11795

39936 TREASURY CENTER $4,458.25

CHICAGO, IL 60694-9900

Based on a review of the Debtors' books and records, the scheduled amount was paid by a third party franchisee and subsequently reimbursed by the Debtors pursuant to check number 44770 on 12/21/2011.

* - See Debtor Case Number Legend at the end of this report

Page 2 of 4

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED SCHEDULED AMOUNTS

Scheduled Party Reason

Schedule Number Scheduled Amount/ Schedule Scheduled In Case*

WISN - TV P O BOX 26879 $6,906.25

57878

$6,906.25

11-11795

LEHIGH VALLEY, PA 18002-6879

Based on a review of the Debtors' books and records, the scheduled amount was paid by a third party franchisee and subsequently reimbursed by the Debtors pursuant to check number 44770 on 12/21/2011.

WITI - TV

57879

$10,081.00

11-11795

3609 SOLUTIONS CENTER $10,081.00

CHICAGO, IL 60677-3006

Based on a review of the Debtors' books and records, the scheduled amount was paid by a third party franchisee and subsequently reimbursed by the Debtors pursuant to check number 44770 on 12/21/2011.

10

WVTV MILWAUKEE

57889

$1,530.00

11-11795

4041 N 35TH STREET $1,530.00

MILWAUKEE, WI 53216

Based on a review of the Debtors' books and records, the scheduled amount was paid by a third party franchisee and subsequently reimbursed by the Debtors pursuant to check number 44770 on 12/21/2011.

* - See Debtor Case Number Legend at the end of this report

Page 3 of 4

PERKINS & MARIE CALLENDER'S, INC., ET AL. CASE NO. 11-11795 (JOINTLY ADMINISTERED) SATISFIED SCHEDULED AMOUNTS

Scheduled Party Reason

Schedule Number Scheduled Amount/ Schedule Scheduled In Case*

201203051424

Debtor Case Number Legend 11-11795 (795) PERKINS & MARIE CALLENDERS INC. 11-11796 (796) PERKINS & MARIE CALLENDER'S HOLDING INC. 11-11797 (797) PERKINS & MARIE CALLENDER'S REALTY LLC

11-11798 (798)

PERKINS FINANCE CORP.

11-11799 (799) 11-11800 (800)

WILSHIRE RESTAURANT GROUP LLC PMCI PROMOTIONS LLC

11-11801 (801)

MARIE CALLENDER PIE SHOPS, INC.

11-11802 (802)

MARIE CALLENDER WHOLESALERS, INC.

11-11803 (803)

MACAL INVESTORS, INC.

11-11804 (804)

MCID, INC.

11-11805 (805)

WILSHIRE BEVERAGE, INC.

11-11806 (806)

FIV CORP.

Page 4 of 4

EXHIBIT 2 Blackline

01:11909523.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PERKINS & MARIE CALLENDERS INC.,1 et al., Chapter 11 Case No. 11-11795 (KG) Jointly Administered Debtors. Ref. Docket No.Nos. 1601 and ______

ORDER REGARDING REORGANIZED DEBTORS SECOND (2ND) NOTICE OF CLAIMS AND/OR SCHEDULED AMOUNTS PREVIOUSLY SATISFIED Upon consideration of the (i) Reorganized Debtors Second (2ND) Notice of Claims and/or Scheduled Amounts Previously Satisfied [Docket No. __1601] (the Notice)2 and (ii) Certification of Counsel With Respect to the Proposed Order Regarding Reorganized Debtors Second (2ND) Notice of Claims and/or Scheduled Amounts Previously Satisfied, each filed by the Reorganized Debtors; and it appearing that, under the circumstances, due and sufficient notice of the Notice, including the procedures provided for and the relief sought therein, has been given; and after due deliberation and upon the Courts determination that the procedures provided for and the relief sought in the Notice is in the best interests of the Reorganized Debtors and the Debtors, their Estates and creditors and other parties in interest; and with sufficient cause appearing for the procedures provided for and the relief sought in the Notice, it is hereby ORDERED, ADJUDGED AND DECREED that: 1. With respect to the Satisfied Claims identified on Exhibit A attached hereto and

the Satisfied Scheduled Amounts identified on Exhibit C attached hereto, the relief sought in the
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The Debtors, together with the last four digits of each Debtors federal tax identification number, are: Perkins & Marie Callenders Inc. (4388); Perkins & Marie Callenders Holding Inc. (3999); Perkins & Marie Callenders Realty LLC (N/A); Perkins Finance Corp. (0081); Wilshire Restaurant Group LLC (0938); PMCI Promotions LLC (7308); Marie Callender Pie Shops, Inc. (7414); Marie Callender Wholesalers, Inc. (1978); MACAL Investors, Inc. (4225); MCID, Inc. (2015); Wilshire Beverage, Inc. (5887); and FIV Corp. (3448). The mailing address for the Debtors is 6075 Poplar Avenue, Suite 800, Memphis, TN 38119. 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Notice.

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Notice is granted and no other or further payments or distributions under the Plan are required to be made by the Reorganized Debtors or the Debtors and their Estates on account of such Satisfied Claims and Satisfied Scheduled Amounts. 2. With respect to the Partially Satisfied Claims identified on Exhibit B attached

hereto, the relief sought in the Notice is granted and (i) no other or further payments or distributions under the Plan are required to be made by the Reorganized Debtors or the Debtors and their Estates on account of that portion of such Partially Satisfied Claims that has been satisfied and (ii) such Partially Satisfied Claims shall be modified by reducing or fixing the amounts of such Partially Satisfied Claims to the dollar values listed under the column titled Modified Claim Amount/Classification on Exhibit B attached hereto. 3. The Notice shall be deemed to be withdrawn without prejudice solely as it

pertains to: (i) Claim Number 33 of Northern States Power Co., a Wisconsin corporation, d/b/a Xcel Energy; (ii) Claim Number 1459 of Kissimmee Utility Authority; (iii) Claim Number 1173 of PECO Energy Company; and (iv) Claim Number 1162 of ABC Holdings Company Inc., d/b/a KABC-TV. 4. 3. The claims agent in the Chapter 11 Cases, Omni Management Group, LLC, is

hereby authorized and empowered to amend the Claims Register as necessary to comport with the entry of this Order. 5. 4. The Reorganized Debtors and the Debtors and their Estates are authorized and

empowered to take any and all necessary steps to carryout and otherwise effectuate the terms of this Order. 6. 5. Any and all rights of the Reorganized Debtors and the Debtors and their Estates

to amend, supplement or otherwise modify the Notice and the Schedules and to file additional

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notices in the nature of the Notice with respect to any and all (i) claims filed in these Chapter 11 Cases, including, without limitation, any and all of the Satisfied Claims and the Partially Satisfied Claims, and (ii) amounts scheduled against the Debtors Estates in the Schedules, including, without limitation, any and all of the Satisfied Scheduled Amounts, shall be reserved. Any and all rights, claims and defenses of the Reorganized Debtors and the Debtors and their Estates with respect to any and all of the Satisfied Claims, the Partially Satisfied Claims and the Satisfied Scheduled Amounts shall be reserved, and nothing included in or omitted from the Notice shall impair, prejudice, waive or otherwise affect any such rights, claims and defenses. 7. 6. This Court shall retain jurisdiction over any and all affected parties with respect

to any and all matters, claims or rights arising from or related to the implementation or interpretation of this Order. Dated: Wilmington, Delaware MarchApril ____, 2012

____________________________________ Kevin Gross Chief United States Bankruptcy Judge

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EXHIBIT A Satisfied Claims

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EXHIBIT B Partially Satisfied Claims

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EXHIBIT C Satisfied Scheduled Amounts

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Document comparison by Workshare Compare on Wednesday, April 04, 2012 8:36:02 AM Input: Document 1 ID Description Document 2 ID Description Rendering set Legend: Insertion Deletion Moved from Moved to Style change Format change Moved deletion Inserted cell Deleted cell Moved cell Split/Merged cell Padding cell Statistics: Count Insertions Deletions Moved from Moved to Style change Format changed Total changes 22 9 0 0 0 0 31 interwovenSite://WORKSITE02/YCST01/11825478/2 #11825478v2<YCST01> - Perkins - Second (2nd) Notice of Satisfied Claims and/or Satisfied Scheduled Amounts interwovenSite://WORKSITE02/YCST01/11825478/3 #11825478v3<YCST01> - Perkins - Second (2nd) Notice of Satisfied Claims and/or Satisfied Scheduled Amounts Standard

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