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Davidoff Mailto & Hutcher LLP 605 Third Avenue New York, New York 10158 Telephone: (212) 557-7200 Telecopier: (212) 286-1884 Ralph E. Preite, Esq. (rep@dmlegal.com) Attorneys for Appellants Jon E. Bortz, Ellen E. Bortz, Bricoleur Capital Management, LLC, Cynthia Harris and Orv Madden UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK -------------------------------------------------------x In re: METROPARK USA, INC., Debtor. -------------------------------------------------------x STATEMENT BY APPELLANTS OF ISSUES ON APPEAL Pursuant to Bankruptcy Rule 8006, Jon E. Bortz, Ellen E. Bortz, Bricoleur Capital Management, LLC, Cynthia Harris and Orv Madden, appellants, hereby set forth their Statement of Issues on Appeal in the above-captioned appeal from the Order Granting First and Final Application (the Fee Application) of CRG Partners Group, LLC, Financial Advisors to the Debtor, for Compensation and Reimbursement of Expenses for the Period from May 2, 2011 through October 31, 2011 (the "Order") of the United States Bankruptcy Court for the Southern District of New York, by the Honorable Robert D. Drain, United States Bankruptcy Judge (the Bankruptcy Court) entered on January 6, 2012 The issues on appeal are: Issue 1: Whether the form and content of notice provided by CRG Partners Group LLC in its notice of motion dated December 15, 2011 for its Fee Application was sufficient and proper? Issue 2: Whether CRG Partners Group LLC filed its Fee Application without due
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consent of the board of directors of METROPARK USA, INC.? Issue 3: Whether CRG Partners Group LLC filed its Fee Application without permission or consent of the appropriate officer of METROPARK USA, INC.? Issue 4: Whether the Fee Application filed by CRG Partners Group LLC was premature as CRG Partners Group LLCs employment had not been terminated and the underlying bankruptcy case of METROPARK USA, INC. was not completed? Issue 5: Whether the fees awarded in the Order were duly earned by CRG Partners Group LLC? Issue 6: Whether the Fee Application was prepared, filed and/or noticed in compliance with the CRG Retention Order? Issue 7: Whether the Fee Application was prepared, filed and/or noticed in compliance with the cash management Order issued by the Court? Issue 8: Whether the Fee Application was prepared, filed and/or noticed in compliance with the interim Orders authorizing the use of cash collateral? Issue 9: Whether the Fee Application was prepared, filed and/or noticed in compliance with the Order dated May 24, 2011 Pursuant to Sections 105(a) and 331 of the Bankruptcy Code and Bankruptcy Rule 2016(a) Establishing Procedures for Interim Monthly Compensation and Reimbursement of Expenses of Professionals? Issue 10: Whether the fees requested by CRG are commensurate with the value of the services received from CRG by the Debtor METROPARK USA INC. and/or its bankruptcy estate? DESIGNATION BY APPELLANTS OF ITEMS TO BE INCLUDED IN RECORD ON APPEAL Jon E. Bortz, Ellen E. Bortz, Bricoleur Capital Management, LLC, Cynthia Harris and Orv Madden, appellants, in accordance with Rule 8006 of the Federal Rules of Bankruptcy Procedure, hereby designate the following items to be included in the record on appeal in the above-captioned appeal from the Order Granting First and Final Application (the Fee Application) of CRG Partners Group, LLC, Financial Advisors to the Debtor, for Compensation and Reimbursement of Expenses for the Period from May 2, 2011 through October 31, 2011 (the "Order") of the United States Bankruptcy Court for the Southern District of New York, by the

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Honorable Robert D. Drain, and entered on the same date: The items to be included in the record on appeal are:
Item: 1 Docket No. 3 Motion to Authorize Motion for an Order Pursuant to Sections 105(a), 345(b), 363(c) and 364(a) of the Bankruptcy Code Authorizing the Debtor to (I) Continue To Use Existing Cash Management System, (II) Maintain Existing Bank Accounts and Business Forms, and (III) Waive Requirements of Section 345(b) of the Bankruptcy Code filed by Jeffrey L. Cohen on behalf of Metropark USA, Inc. Order signed on 5/5/2011 Pursuant to Sections 105(a), 363(c) and 364(a) of the Bankruptcy Code Authorizing the Debtor to (I) Continue To Use Existing Cash Management System, (II) Maintain Existing Bank Accounts and Business Forms, and (III) Waive Requirements of Section 345(b) of the Bankruptcy Code (Related Doc # 3).

Item: 2

Docket No. 48

Item: 3

Docket No. 60

Interim Agreed Order signed on 5/9/2011 authorizing limited use of cash collateral and granting adequate protection (related document(s)21). Final hearing to be held on 5/23/2011 at 10:00 AM at Courtroom 520, White Plains Office. Modified on 5/9/2011

Item: 4

Docket No. 106 Application to Employ CRG Partners Group LLC as Financial Advisor Debtor's Application for Entry of an Order Under Bankruptcy Code Sections 327, 238 and 330 Authorizing Retention and Employment of CRG Partners Group LLC as Financial Advisor to the Debtor Nunc Pro Tunc to the Petition Date filed by Jeffrey L. Cohen on behalf of Metropark USA, Inc. Docket No. 107 Ex Parte Motion to Shorten Time Ex Parte Motion of the Debtor Pursuant to Bankruptcy Rules 2002(a)(2) and 9006(c) to Shorten Time With Respect to Hearing on the Debtor's Application for Entry of an Order Under Bankruptcy Code Sections 327, 328 and 330 Authorizing Retention and Employment of CRG Partners Group LLC as Financial Advisor to the Debtor, Nunc Pro Tunc to the Petition Date (related document(s)106) filed by Jeffrey L. Cohen on behalf of Metropark USA, Inc.. (Attachments: 1 Exhibit Proposed Order) Docket No. 108 Notice of Hearing Notice of the Debtor's Application for Entry of an Order Under Bankruptcy Code Sections 327, 328 and 330 Authorizing Retention and Employment of CRG Partners Group LLC as Financial Advisor to the Debtor, Nunc Pro Tunc to the Petition Date (related document(s)106) filed by Jeffrey L. Cohen on behalf of Metropark USA, Inc.. (Cohen, Jeffrey) Modified on 5/17/2011 Docket No. 142 Second Interim Agreed Order signed on 5/23/2011 Authorizing Limited Use of Cash Collateral and Granting Adequate Protection with Final Hearing to be held on 6/24/2011 at 10:00 AM at Courtroom 118, White Plains Office (related document(s)21). Docket No. 152 Order signed on 5/24/2011 Granting Ex Parte Motion of the Debtor to Shorten Time with Respect to Hearing on the Debtor's Application for Entry of an Order Authorizing Retention and Employment of CRG Partners Group LLC as Financial Advisor to the Debtor, Nunc Pro Tunc to the Petition Date (Related Doc # 107) .

Item: 5

Item: 6

Item: 7

Item: 8

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Item: 9

Docket No. 154 Order signed on 5/24/2011 Pursuant to Sections 105(a) and 331 of the Bankruptcy Code and Bankruptcy Rule 2016(a) Establishing Procedures for Interim Monthly Compensation and Reimbursement of Expenses of Professionals (Related Doc # 16).

Item: 10

Docket No. 155 Order signed on 5/24/2011 Authorizing Retention and Employment of CRG Partners Group LLC as Financial Advisor to the Debtor, Nunc Pro Tunc to the Petition Date (Related Doc # 106) . Docket No. 220 Monthly Fee Statement First Fee Statement of CRG Partners Group LLC for Compensation for Services and Reimbursement of Expenses as Financial Advisors for the Debtor and Debtor-in-Possession for the Period from May 2, 2011 Through May 31, 2011 filed by Cathy Hershcopf on behalf of CRG Partners Group LLC. Docket No. 253 Third Interim Agreed Order signed on 6/27/2011 Authorizing Limited Use of Cash Collateral and Granting Adequate Protection. (related document(s)21) Docket No. 297 Monthly Fee Statement - Second Fee Statement of CRG Partners Group LLC For Compensation For Services And Reimbursement Of Expenses As Financial Advisors For The Debtor And Debtor-In-Possession For The Period From June 1, 2011 Through June 30, 2011 filed by Cathy Hershcopf on behalf of CRG Partners Group LLC. Docket No. 311 Fourth Interim Agreed Order signed on 8/1/2011 Authorizing limited use of cash collateral and granting adequate protection. (related document(s)21) Docket No. 317 Monthly Fee Statement Third Fee Statement of CRG Partners Group LLC For Compensation For Services And Reimbursement Of Expenses As Financial Advisors For The Debtor And Debtor-In-Possession For The Period From July 1, 2011 Through July 31, 2011 filed by Cathy Hershcopf on behalf of CRG Partners Group LLC.

Item: 11

Item: 12

Item: 13

Item: 14

Item: 15

Item: 16

Docket No. 339 FIFTH Interim Agreed Order signed on 10/5/2011 Authorizing Limited Use of Cash Collateral and Granting Adequate Protection. FINAL hearing to be held on 11/3/2011 at 10:00 AM at Courtroom 118, White Plains Office Objections due by 10/13/2011 (related document(s)21). (Correa, Mimi) Additional attachment(s) added on 10/5/2011

Item: 17

Docket No. 350 Monthly Fee Statement - Fourth Fee Statement of CRG Partners Group LLC For Compensation For Services and Reimbursement Of Expenses As Financial Advisors For The Debtor And Debtor-In-Possession For The Period From August 1, 2011 Through September 30, 2011 filed by Cathy Hershcopf on behalf of CRG Partners Group LLC. Docket No. 353 Fifth Monthly Fee Statement of CRG Partners Group LLC for Compensation for Services and Reimbursement of Expenses as Financial Advisors for the Debtor and Debtor in Possession For the Period From October 1, 2011 Through October 31, 2011 filed by Cathy Hershcopf on behalf of CRG Partners Group LLC.

Item: 18

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Item: 19

Docket No. 358 SIXTH Interim Agreed Order signed on 11/22/2011 Authorizing Limited Use of Cash Collateral and Granting Adequate Protection (related document(s)21). FINAL hearing to be held on 1/5/2011 at 10:00 AM at Courtroom 118, White Plains Office. Docket No. 362 Application for Final Professional Compensation Notice of and First and Final Application of CRG Partners Group LLC, Financial Advisors to the Debtor, For Compensation and Reimbursment of Expenses for the Period From May 2, 2011 Through October 31, 2011 for CRG Partners Group LLC, Accountant, period: 5/2/2011 to 10/31/2011, fee:$366,504.75, expenses: $30,504.46. filed by CRG Partners Group LLC. with hearing to be held on 1/5/2012 at 10:00 AM at Courtroom 118, White Plains Office Responses due by 1/3/2012, (Attachments: # 1 CRG Partners Fee Application# 2 Boucher Certification# 3 Exhibits) Docket No. 371 Order signed on 1/6/2012 Granting Application for Final Professional Compensation for CRG Partners Group LLC, Financial Advisors to the Debtor, fees awarded: $366504.75, expense awarded: $29576.46 (Related Doc # 362). Docket No. 373 Notice of Appeal (related document(s)371) filed by Sandra E. Mayerson on behalf of Ellen E. Bortz, Jon E. Bortz. Docket No. 377 Seventh Interim Agreed Order signed on 1/24/2012 Authorizing Limited Use of Cash Collateral and Granting Adequate Protection, with Final Hearing to be held on 2/28/2012 at 10:00 AM at Courtroom 118, White Plains Office (related document(s)21).

Item: 20

Item: 21

Item: 22

Item: 23

Dated: New York, New York February 2, 2012 DAVIDOFF, MALITO & HUTCHER, LLP By: _______________________________ Ralph E. Preite, Esq. Attorneys for Appellants Jon E. Bortz, Ellen E. Bortz, Bricoleur Capital Management, LLC, Cynthia Harris and Orv Madden 605 Third Avenue, 34th floor New York, New York 10158 Telephone: (212) 557-7200 Telecopier: (212) 286-1884 E-mail: rep@dmlegal.com To Cooley LLP 1114 Avenue of the Americas New York, NY 10036 Attn: Cathy Hershcopf Jeffrey L. Cohen CRG partners Group LLC 477 Madison Avenue, Suite 1220 New York, NY 10022 Attn: Craig Boucher

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