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. 692 Objection Deadline: November 13, 2012 at 4:00 p.m.

NOTICE OF AMENDMENT TO SCHEDULE E (CREDITORS HOLDING UNSECURED PRIORITY CLAIMS) OF DEBTOR MERVYNS LLC PLEASE TAKE NOTICE that on July 29, 2008, Mervyns Holdings, LLC, Mervyns LLC and Mervyns Brands, LLC (collectively, the Debtors) filed voluntary petitions for relief under chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware, 824 N. Market Street, 3rd Floor, Wilmington, Delaware 19801 (the Bankruptcy Court). PLEASE TAKE FURTHER NOTICE that, on October 27, 2008, Debtor Mervyns LLC (Mervyns LLC) filed its schedules of assets and liabilities [Docket No. 692] (the Schedules) with the Bankruptcy Court. PLEASE TAKE FURTHER NOTICE that and Mervyns LLC has today filed the attached amendment to Schedule E (Creditors Holding Unsecured Priority Claims) with the Bankruptcy Court amending the amounts and/or priorities of certain claims as set forth on the attached amendment. PLEASE TAKE FURTHER NOTICE that, pursuant to the Order Establishing Bar Dates For Filing Proofs of Claim and Approving the Form and Manner of Notice Thereof
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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).

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[Docket No. 634], any claimant affected by the Schedule Amendment that wishes to file a proof of claim in response to such amendment is required to do so on or before November 13, 2012 at 4:00 p.m. (Eastern Standard Time) (the Amended Schedule Bar Date). A claimant is not required to file a proof of claim to the extent that such claimant agrees with the nature, classification and amount of its claim as set forth in the attached Schedule Amendment. PLEASE TAKE FURTHER NOTICE THAT ANY CLAIMANT THAT IS REQUIRED TO FILE A PROOF OF CLAIM IN RESPONSE TO THE SCHEDULE AMENDMENT, BUT FAILS TO DO SO BY THE AMENDED SCHEDULE BAR DATE, SHALL BE FOREVER BARRED, ESTOPPED AND ENJOINED FROM ASSERTING SUCH CLAIM AGAINST MERVYNS LLC IN AN AMOUNT OR OF A DIFFERENT NATURE OR CLASSIFICATION FROM THAT IDENTIFIED IN THE SCHEDULE AMENDMENT.

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Dated: October 23, 2012 Wilmington, Delaware

Respectfully submitted, ____/s/ Andrew C. Irgens__________________ Mark D. Collins (No. 2981) Daniel J. DeFranceschi (No. 2732) Christopher M. Samis (No. 4909) Andrew C. Irgens (No. 5193) RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 Email: collins@rlf.com defranceschi@rlf.com samis@rlf.com irgens@rlf.com -andWendy S. Walker MORGAN, LEWIS & BOCKIUS LLP 101 Park Avenue New York, New York 10178-0060 Telephone: (212) 309-6000 Facsimile: (212) 309-6001 Email: wwalker@morganlewis.com Attorneys for the Debtors and Debtors in Possession

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In re: Mervyn's LLC

Case No. 08-11587-KG

SCHEDULE E - CREDITORS HOLDING UNSECURED PRIORITY CLAIMS

A complete list of claims entitled to priority, listed separately by type of priority, is to be set forth on the sheets provided. Only holders of unsecured claims entitled to priority should be listed in this schedule. In the boxes provided on the attached sheets, state the name, mailing address, including zip code, and last four digits of the account number, if any, of all entities holding priority claims against the debtor or the property of the debtor, as of the date of the filing of the petition. Use a separate continuation sheet for each type of priority and label each with the type of priority. The complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided if the debtor chooses to do so. If a minor child is a creditor, state the childs initials and the name and address of the childs parent of guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the childs name. See, 11 U.S.C. 112 and Fed.R.Bankr.P. 1007(m). If any entity other than a spouse in a joint case may be jointly liable on a claim, place an "X" in the column labeled "Codebtor," include the entity on the appropriate schedule of creditors, and complete Schedule H-Codebtors. If a joint petition is filed, state whether husband, wife, both of them or the marital community may be liable on each claim by placing an "H,""W,""J," or "C" in the column labeled "Husband, Wife, Joint, or Community." If the claim is contingent, place an "X" in the column labeled "Contingent." If the claim is unliquidated, place an "X" in the column labeled "Unliquidated." If the claim is disputed, place an "X" in the column labeled Disputed. (You may need to place an "X" in more than one of these three columns.) Report the total of claims listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all claims listed on this Schedule E in the box labeled Total on the last sheet of the completed schedule. Report this total also on the Summary of Schedules. Report the total of amounts entitled to priority listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all amounts entitled to priority listed on this Schedule E in the box labeled Totals on the last sheet of the completed schedule. Individual debtors with primarily consumer debts who file a case under chapter 7 or 13 report this total also on the Statistical Summary of Certain Liabilities and Related Data. Report the total of amounts not entitled to priority listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all amounts not entitled to priority listed on this Schedule E in the box labeled Totals on the last sheet of the completed schedule. Individual debtors with primarily consumer debts who file a case under chapter 7 report this total also on the Statistical Summary of Certain Liabilities and Related Data.

Check this box if debtor has no creditors holding unsecured priority claims to report on this Schedule E.

TYPES OF PRIORITY CLAIMS(Check the appropriate box(es) below if claims in that category are listed on the attached sheets)

Domestic Support Obligations

Claims for domestic support that are owed to or recoverable by a spouse, former spouse, or child of the debtor, or the parent, legal guardian, or responsible relative of such a child, or a governmental unit to whom such a domestic support claim has been assigned to the extent provided in 11 U.S.C. 507(a)(1).

Extensions of credit in an involuntary case

Claims arising in the ordinary course of the debtor's business or financial affairs after the commencement of the case but before the earlier of the appointment of a trustee or the order for relief. 11 U.S.C. 507(a)(3).

Wages, salaries, and commissions

Wages, salaries, and commissions, including vacation, severance, and sick leave pay owing to employees and commissions owing to qualifying indepenedent sales representatives up to $11,725* per person earned within 180 days immediately preceding the filing of the original petition, or the cessation of business, whichever occurred first, to the extent provided in 11 U.S.C. 507(a)(4).

Contributions to employee benefit plans.

Money owed to employee benefit plans for services rendered within 180 days immediately preceding the filing of the original petition, or the creation of business, whichever occurred first, to the extent provided in 11 U.S.C. 507(a)(5).

Certain farmers and fishermen

Claims of certain farmers and fishermen, up to $5,775* per farmer or fisherman, against the debtor, as provided in 11 U.S.C. 507(a)(6).

Deposits by individuals

Claims of individuals up to $2,600* for deposits for the purchase, lease, or rental of property or services for personal, family, or household use, that were not delivered or provided. 11 U.S.C. 507(a)(7). Taxes and Certain Other Debts Owed to Governmental Units Taxes, customs duties, and penalties owing to federal, state, and local governmental units as set forth in 11 U.S.C. 507(a)(8).

Commitments to Maintain the Capital of an Insured Depository Institution

Claims based on commitments to the FDIC, RTC, Director of the Office of Thrift Supervision, Comptroller of the Currency, or Board of Governors of the Federal Reserve System, or their predecessors or successors, to maintain the capital of an insured depository institution. 11 U.S.C. 507(a)(9).

Claims for Death or Personal Injury While Debtor Was Intoxicated

Claims for death or personal injury resulting from the operation of a motor vehicle or vessel while the debtor was intoxicated from using alcohol, a drug, or another substance. 11 U.S.C. 507(a)(10). *Amounts subject to adjustment on 4/01/13, and every three years thereafter with respect to cases commenced on or after the date of adjustment.

AMENDED SCHEDULE E (CREDITORS HOLDING UNSECURED PRIORITY CLAIMS) FOR DEBTOR MERVYN'S LLC (CASE NO. 08-11587) AND DEBTOR MERVYN'S BRANDS LLC (CASE NO. 08-11588)

C O D E BT CREDITOR'S NAME AND MAILING ADDRESS O R INCLUDING ZIP CODE ALASKA DEPARTMENT OF ARIZONA DEPARTMENT OF COLORADO DEPARTMENT COMMONWEALTH OF COMPTROLLER OF FLORIDA DEPARTMENT OF GEORGIA DEPARTMENT OF IDAHO STATE TAX ILLINOIS STATE TREASURER'S OFFICE INDIANA ATTORNEY LOS ANGELES CNTY TAX COLLECTOR LOUISIANA DEPARTMENT OF THE TREASURY MARIN COUNTY TAX COLLECTOR MINNESOTA DEPARTMENT OF COMMERCE NEBRASKA STATE TREASURER NEW JERSEY DEPARTMENT OF THE TREASURY NEW MEXICO TAXATION & REVENUE DEPARTME NORTH CAROLINA DEPARTMENT OF STATE TRE NYS OFFICE OF THE STATE COMPTROLLER OFFICE OF MISSOURI STATE OFFICE OF STATE OFFICE OF STATE TREASURER OFFICE OF THE GENERAL TREASURER OFFICE OF THE STATE TREASURER OHIO DEPARTMENT OF COMMERCE OKLAHOMA STATE TREASURER OREGON DEPARTMENT OF STATE LANDS STATE OF ALABAMA TREASURER'S OFFICE STATE OF CONNECTICUT STATE OF WASHINGTON STATE TREASURER OF MISSISSIPPI TAX COLL ALAMEDA CNTY TAX COLL MADERA COUNTY TAX COLL MADERA COUNTY TAX COLL RIVERSIDE CNTY TAX COLL SAN DIEGO CNTY TAX COLL SAN DIEGO CNTY TAX COLL SONOMA CNTY TAX COLL SONOMA CNTY TEXAS COMPTROLLER OF PUBLIC ACCOUNTS UNCLAIMED PROPERTY DIVISION UTAH STATE TREASURER

H W J C

C O N TI N DATE CLAIM WAS G E INCURRED, AND CONSIDERATION FOR N T CLAIM. Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown Uknown

U N LI Q D U IS I P D AMENDED U A AMOUNT NOT AMENDED T T ENTITLED TO AMOUNT E E TOTAL AMOUNT ENTITLED TO PRIOTRITY, IF D D ANY OF CLAIM PRIORITY Debtor Name $125.00 $125.00 $0.00 Mervyn's LLC $20,560.10 $3,072.48 $3,891.52 $1.81 $11,150.83 $12,240.90 $879.97 $10,384.12 $71.66 $40,903.27 $3,040.69 $50,902.58 $131.36 $134.46 $528.10 $1,033.33 $5,539.46 $223.37 $30.00 $261,799.30 $151.21 $39,321.81 $7,995.34 $5,948.23 $1,495.06 $11,545.77 $0.65 $10,252.82 $6,505.52 $887.99 $28,062.91 $24,255.06 $4,103.54 $854.15 $15,156.00 $247,243.35 $54,964.71 $105,290.45 $22,569.02 $1,775.19 $4,832.31 TOTAL: $1,019,855.4 TOTAL: $479,720.3 $20,295.46 $2,449.67 $3,891.52 $1.81 $11,150.83 $12,240.90 $879.97 $10,384.12 $71.66 $40,903.27 $3,040.69 $0.00 $131.36 $0.00 $528.10 $1,033.33 $0.00 $223.37 $30.00 $261,799.30 $151.21 $39,321.81 $0.00 $0.00 $1,495.06 $11,545.77 $0.65 $0.00 $6,505.52 $887.99 $28,062.91 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $22,569.02 $0.00 $0.00 TOTAL: $4,103.54 $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 $0.00 $0.00 $0.00 Mervyn's LLC Mervyn's LLC Mervyn's LLC Mervyn's LLC

Debtor Case Number 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG 08-11587-KG

Address - Part 1 REVENUE LARRY DAWSON REVENUE JODIE FORD - UNCLAIMED

Address - Part 2 TAX DIVISION, UNCLAIMED PROPERTY SPECIALIST

Address - Part 3 PROPERTY SECTION UNCLAIMED PROPERTY SECTION DENVER, CO 80203 PHILADELPHIA, PA 19178-3473

Address - Part 4 PO BOX 110420

OF TREASURY UNCLAIMED PROPERTY 1580 LOGAN STREET SUITE 500 DIVISION PENNSYLVANIA BUREAU OF UNCLAIMED PO BOX 8500-53473 PROPERTY MARYLAND MARCIA BRANNOCK HOLDER COMPLIANCE SUPERVISOR FINANCIAL SERVIC PHILLIP CARLTON REVENUE KATHY ERWIN COMMISSION DEBBIE BETZOLD - UP UNCLAIMED PROPERTY DIVISION GENERAL'S OFFICE DIVISION PO BOX 54018 KATHLEEN LOBELL -ACCOUNTANT SUPERVISOR PO BOX 4220 GLADY ALLRICH - COMPLIANCE LIAISON FINANCIAL ADMINISTRATOR

Address - Part 5 JUNEAU, AK 99811-0420 USA 1600 WEST MONROE STREET PHOENIX, AZ 85007 USA USA

USA BALTIMORE, MD 212012385 USA TALLAHASSEE, FL 32302-1990 USA USA BOISE, ID 83707-0112 USA USA

COMPLIANCE DIVISION, UNCLAIMED 301 W PRESTON STREET PROPERTY UNIT ROOM 310 BUREAU OF UNCLAIMED PROPERTY-REPORTING SECTION PO BOX 1990

UNCLAIMED PROPERTY PROGRAM 4245 INTERNATIONAL PARKWAY HAPEVILLE, GA 30354-3918 SUITE A OPERATION SUPERVISOR UNCLAIMED PROPERTY PROGRAM PO BOX 70012 PO BOX 19496 OF UNCLAIMED PROPERTY LOS ANGELES, CA 90054-0018 UNCLAIMED PROPERTY DIVISION SPRINGFIELD, IL 62794-9496 35 SOUTH PARK BLVD USA PO BOX 91010 USA GREENWOOD, IN 46143

BATON ROUGE, LA 70821-9010 USA

$0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $4,103.54 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC $0.00 Mervyn's LLC

SAN RAFAEL, CA 94913 USA UNCLAIMED PROPERTY PROGRAM 85 7TH PLACE EAST SUITE 500 809 P STREET ATTN: REPORT SECTION PO BOX 25123

ST. PAUL, MN 55101-2198 LINCOLN, NE 68508 PO BOX 214 SANTA FE, NM 87504-5123 RALEIGH, NC 27603-1385 ALBANY, NY 12236 USA

USA USA TRENTON, NJ 086950214 USA USA USA USA

RYAN HRDLICKA - UNCLAIMED PROPERTY UNCLAIMED PROPERTY DIVISION SPECIALIST JO ANN HAGER -SUPERVISOR OF UNCLAIMED PROPERTY REPORTS STEPHANIE DENNIS - TAX COMPLIANCE SUPERVISOR SHIRLEY FOWLER ADMINISTRATOR OFFICE OF UNCLAIMED FUNDS TREASURER DIVISION OF UNCLAIMED PROPERTY CONTROLLER JOHN CHIANG MARY CELENTANI - ADMINISTRATOR RICHARD COFFEY - SUPERVISOR KATE MARSHALL - STATE TREASURER JAMES DOWLEY - COMPLIANCE SUPERVISOR KATHY JANES DIRECTOR PAMELA KLECKER -REPORTS COORDINATOR KAY IVEY TREASURER MARIA GREENSLADE -ASSISTANT DEPUTY TREASURER DEPARTMENT OF REVE JOHN YOUNGER - ASSISTANT STATE TREASURER ATTN DONALD R WHITE ATTN TRACY KENNEDY DESMOND ATTN TRACY KENNEDY DESMOND ATTN PAUL MCDONNELL PO BOX 129009 PO BOX 129009 585 FISCAL DR RM 100F 585 FISCAL DR RM 100F GEORGE TAMAYO - UNCLAIMED PROPERTY GONZALO LLANO -ADMINISTRATOR CORINNE RENDON -SUPERVISOR UNCLAIMED PROPERTY OFFICE

UNCLAIMED PROPERTY PROGRAM 325 NORTH SALISBURY STREET REMITTANCE CONTROL, 2ND FLOOR PO BOX 1272 UNCLAIMED PROPERTY DIVISION UNCLAIMED PROPERTY UNIT UNCLAIMED PROPERTY DIVISION NEVADA UNCLAIMED PROPERTY DIVISION OF UNCLAIMED FUNDS 110 STATE STREET JEFFERSON CITY, MO 65102-1272 PO BOX 942850 PO BOX 2114 PO BOX 1435 SAWYER OFFICE BUILDING

SACRAMENTO, CA 94250-5873 USA MADISON, WI 53701-2114 PROVIDENCE, RI 02901-1435 555 E WASHINGTON AVENUE, SUITE 4200 COLUMBUS, OH 43215-6108 OKLAHOMA CITY, OK 731053413 PO BOX 4395 USA USA LAS VEGAS, NV 891011070 USA USA USA PORTLAND, OR 972084395 USA

UNCLAIMED PROPERTY DIVISION

77 SOUTH HIGH STREET 20TH FLOOR 4545 N. LINCOLN BOULEVARD SUITE 106 UNCLAIMED PROPERTY PROGRAM UNIT 18 PO BOX 302520 UNCLAIMED PROPERTY DIVISION UNCLAIMED PROPERTY SECTION PO BOX 138 OAKLAND, CA 94612 MADERA, CA 93639 MADERA, CA 93639 RIVERSIDE, CA 92502 USA USA USA USA UNCLAIMED PROPERTY DIVISION PO BOX 30756 341 SOUTH MAIN STREET

UNCLAIMED PROPERTY DIVISION OFFICE OF THE STATE TREASURER NANCY FORD - REPORT PROCESSOR UNCLAIMED PROPERTY DIVISION 1221 OAK ST RM 131 PO BOX 1228 PO BOX 1228 PO BOX 12005 SAN DIEGO, CA 92112 SAN DIEGO, CA 92112 SANTA ROSA, CA 95403 SANTA ROSA, CA 95403 DIVISION MANAGER MICHIGAN DEPARTMENT OF TREASURY UNCLAIMED PROPERTY DIVISION

MONTGOMERY, AL 36130-2520 USA 55 ELM STREET, 5TH FLOOR PO BOX 47489 JACKSON, MS 39205-0138 USA USA USA USA HARTFORD, CT 061061773 USA OLYMPIA, WA 985047489 USA USA

PO BOX 12019 LANSING, MI 48909 5TH FLOOR

AUSTIN, TX 78711-2019 USA USA SALT LAKE CITY, UT 84111 USA