IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: MERVYNS HOLDINGS, LLC, et al.,1 Debtors.

) ) ) ) ) ) ) ) Chapter 11 Case No. 08-11586 (KG) Jointly Administered

Re: Docket No. 1038

CERTIFICATION OF COUNSEL REGARDING ORDER AUTHORIZING THE DEBTORS AND DEBTORS IN POSSESSION TO RETAIN STREAMBANK LLP AS INTELLECTUAL PROPERTY DISPOSITION CONSULTANT NUNC PRO TUNC TO NOVEMBER 14, 2008 On November 21, 2008, the Debtors filed the Application for Order Authorizing the Debtors and Debtors in Possession to Retain Streambank LLC as Intellectual Property Disposition Consultant Nunc Pro Tunc to November 14, 2008 [Docket No. 1038] (the Motion) with the United States Bankruptcy Court for the District of Delaware, 824 Market Street, 3rd Floor, Wilmington, Delaware 19801 (the Bankruptcy Court). Pursuant to the Notice of Motion and Hearing filed and served with the Motion, objections to the Motion were to be filed no later than 4:00 p.m. (Eastern Time) on December 5, 2008 (the Objection Deadline) and a hearing to consider the Motion was scheduled for December 12, 2008 at 11:00 a.m. (Eastern Time). On or before the Objection Deadline, the Debtors received informal comments from the United States Trustee (the Trustee). The Debtors have revised the form of order to address the Trustees concerns (the Revised Order). A copy of the Revised Order is attached hereto as Exhibit A. For the convenience of the Bankruptcy Court and parties-in-interest, a blackline comparing the Revised

The Debtors in these cases, along with the last four digits of the federal tax identification number for each of the Debtors, are Mervyns Holdings, LLC (3405), Mervyns LLC (4456) and Mervyns Brands, LLC (8850).

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: MERVYNS HOLDINGS, LLC, et al.,1 Debtors. ) Chapter 11 ) ) Case No. 08-11586 (KG) ) ) Jointly Administered

ORDER AUTHORIZING THE DEBTORS AND DEBTORS IN POSSESSION TO RETAIN STREAMBANK LLP AS INTELLECTUAL PROPERTY DISPOSITION CONSULTANT NUNC PRO TUNC TO NOVEMBER 14, 2008 Upon the application (the Application)2 of the above-captioned debtors and debtors in possession (collectively, the Debtors) for entry of an order (this Order) authorizing the Debtors to retain of Streambank LLC (Streambank) to provide intellectual property disposition services nunc pro tunc to November 14, 2008; and upon the Affidavit of Gabriel Fried in Support of Application for Order Authorizing the Debtors and Debtors in Possession to Retain Streambank as Intellectual Property Disposition Consultant Nunc Pro Tunc to November 14, 2008 (the Fried Affidavit); and it appearing that the relief requested is in the best interests of the Debtors estates, their creditors, and other parties in interest; and the Court having jurisdiction over this matter pursuant to 28 U.S.C. 1334; and it appearing that this proceeding is a core proceeding pursuant to 28 U.S.C. 157(b)(2); and it appearing that venue of this proceeding is proper pursuant to 28 U.S.C. 1408 and 1409; and it appearing that notice of the Application and opportunity for a hearing on the Application was appropriate under the particular circumstances and that no other or further notice need be given; and after due deliberation and sufficient cause appearing therefor, it is hereby,

1 The Debtors in these cases, along with the last four digits of their federal tax identification numbers, are Mervyns Holdings, LLC (3405), Mervyns LLC (4456) and Mervyns Brands, LLC (8850). 2 Capitalized terms used herein as defined terms and not otherwise defined shall have those meanings ascribed to them in the Application.
DB1/62368497.2 RLF1-3348933-1