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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.


Objection Deadline: March 20, 2012 at 4:00 p.m. (ET) Hearing Date: Not Applicable

REORGANIZED DEBTORS SECOND (2ND) NOTICE OF CLAIMS AND/OR SCHEDULED AMOUNTS PREVIOUSLY SATISFIED TO: (I) THE U.S. TRUSTEE; (II) COUNSEL TO THE CLAIMS ADMINISTRATOR; (III) COUNSEL TO THE AGENT FOR THE DEBTORS PRE-PETITION CREDIT FACILITY AND POST-PETITION DEBTOR-INPOSSESSION FINANCING FACILITY; (IV) COUNSEL TO THE INDENTURE TRUSTEE FOR THE SENIOR SECURED NOTES; (V) COUNSEL TO THE INDENTURE TRUSTEE FOR THE SENIOR NOTES; (VI) COUNSEL TO THE RESTRUCTURING SUPPORT PARTIES; (VII) ALL PARTIES WHOSE SATISFIED CLAIMS, PARTIALLY SATISFIED CLAIMS, AND SATISFIED SCHEDULED AMOUNTS ARE SUBJECT TO THIS NOTICE; AND (VIII) ALL PARTIES THAT, AS OF THE FILING OF THIS NOTICE, HAVE REQUESTED NOTICE IN THESE CHAPTER 11 CASES PURSUANT TO BANKRUPTCY RULE 2002.

PLEASE TAKE NOTICE that Perkins & Marie Callenders, LLC and its affiliated Reorganized Debtors,2 by and through their undersigned counsel, hereby file this notice (the Notice) identifying (i) certain claims filed against the Debtors Estates and (ii) certain amounts scheduled against the Debtors Estates in the Schedules (as defined below), which have been satisfied or released, in full or in part, during the Chapter 11 Cases in accordance with the Bankruptcy Code, the Bankruptcy Rules, an order of the Court, or other applicable law. In support of this Notice, the Reorganized Debtors respectfully represent as follows: General Background 1.
1

On June 13, 2011 (the Petition Date), each of the Debtors filed a voluntary

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 defined herein shall have the meaning ascribed to such terms in the Plan (as hereinafter defined).
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petition for relief under chapter 11 of the Bankruptcy Code, and each thereby commenced chapter 11 cases in this Court. No request has been made for the appointment of a trustee or examiner, and subsequent to the Petition Date, the Debtors continued to operate their businesses and manage their properties as debtors-in-possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. On June 24, 2011, the Office of the United States Trustee for the District of Delaware (the U.S. Trustee) appointed an Official Committee of Unsecured Creditors (the Committee) in the Chapter 11 Cases. 2. On September 9, 2011, the Debtors filed the Debtors Second Amended Disclosure Statement for Debtors Second Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code [Docket No. 923] (including all exhibits thereto and as may be amended, modified or supplemented from time to time, the Disclosure Statement). That same day, the Court entered an order [Docket No. 935] approving the Disclosure Statement as containing adequate information within the meaning of section 1125 of the Bankruptcy Code. 3. On November 1, 2011, this Court entered an order [Docket No. 1287] (the Confirmation Order) confirming 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, the Plan) pursuant to section 1129 of the Bankruptcy Code and Bankruptcy Rule 3020. 4. 1370]. 5. Additional information about the Debtors businesses, the events leading up to the Petition Date, and the facts and circumstances surrounding the Debtors and the Chapter 11 Cases can be found in the Declaration of Joseph F. Trungale in Support of Debtors Chapter 11 Petitions and First Day Motions [Docket No. 19] filed on the Petition Date and incorporated by reference herein. Debtors Schedules 6. On July 11, 2011, each of the Debtors filed their Schedules of Assets and Liabilities [Docket Nos. 182, 184, 186, 188, 190, 192, 194, 196, 198, 200, 202, and 204] and on August 17, 2011, Debtors Perkins & Marie Callenders Inc. and Marie Callender Pie Shops, Inc. amended theirs [Docket Nos. 745 and 750] (collectively, as amended, the Schedules). Bar Date and Proofs of Claim 7. On June 13, 2011, this Court entered an order [Docket No. 36] appointing Omni Management Group, LLC (Omni) as the claims, balloting and noticing agent in these Chapter 11 Cases. Omni is authorized to maintain (i) all proofs of claim filed against the Debtors in these bankruptcy proceedings and (ii) an official claims register (the Claim Register) by docketing all proofs of claim in a claims database containing, among other things, information regarding the name and address of each claimant, the date the proof of claim was received by Omni, the 2
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The Effective Date of the Plan occurred on November 30, 2011 [Docket No.

claim number assigned to the proof of claim, and the asserted amount and classification of the claim. 8. On July 9, 2011, this Court entered an order [Docket No. 174] (the Bar Date Order) (i) establishing August 16, 2011 at 4:00 p.m. (prevailing Eastern Time) (the General Bar Date) as the final date and time for filing proofs of claim against the Debtors estates on account of claims (including, without limitation, any secured claims, priority claims, and claims under section 503(b)(9) of the Bankruptcy Code) which arose on or prior to the Petition Date, and (ii) approving the form and manner of notice of the Bar Date (as defined below). 9. Therein, the Court also established December 12, 2011 at 4:00 p.m. (prevailing Eastern Time) (the Government Bar Date) as the final date and time for any governmental unit to file a proof of claim against the Debtors estates on account of any claims that arose prior to or on the Petition Date. 10. Additionally, pursuant to the Bar Date Order, any person or entity asserting a claim (each, a Rejection Damages Claim) against the Debtors estates in connection with the Debtors rejection of an executory contract or unexpired lease under section 365 of the Bankruptcy Code is required to file a proof of claim on or before the later of (i) the General Bar Date or (ii) 4:00 p.m. (prevailing Eastern Time) on the date that is thirty (30) days following the entry of the order approving the rejection of such executory contract or unexpired lease pursuant to which the person or entity asserting the Rejection Damages Claim is a party (the Rejection Bar Date). 11. The Bar Date Order also provided that if the Debtors amend or supplement their Schedules subsequent to the date of service of the Bar Date Notice (as defined in the Bar Date Order), the Debtors shall give notice of any such amendment or supplement to the holders of claims affected thereby, and such holders shall be afforded the later of (i) the General Bar Date and (ii) twenty-one (21) days from the date on which such notice is given, to file proofs of claim in these Chapter 11 Cases in respect of their claims (together with the General Bar Date, the Government Bar Date and the Rejection Bar Date, collectively, the Bar Date). 12. Pursuant to the Bar Date Order, the Bar Date Notice, together with a proof of claim form, was served by first-class mail no later than two (2) calendar days after entry of the Bar Date Order on: (i) the U.S. Trustee; (ii) counsel to the Committee; (iii) all known holders of claims listed on the Schedules at the addresses stated therein; (iv) all parties known to the Debtors as having potential claims against any of the Debtors estates (as of the date of the entry of the Bar Date Order) and their counsel (if known); (v) all parties who have requested notice pursuant to Bankruptcy Rule 2002 (as of the date of the entry of the Bar Date Order); (vi) all known equity security holders of the Debtors; (vii) counsel to the agent for the Debtors prepetition Credit Facility and post-petition DIP Facility; (viii) counsel to the indenture trustee for the Senior Secured Notes; (ix) counsel to the indenture trustee for the Senior Notes; (x) counsel to the Restructuring Support Parties; (xi) all counterparties to any of the Debtors executory contracts and unexpired leases listed on the Schedules at the addresses stated therein; (xii) the attorneys of record to all parties to pending litigation against any of the Debtors (as of the date of the entry of the Bar Date Order); (xiii) the Internal Revenue Service, the United States 3
01: 11825478.1

Attorneys Office for the District of Delaware, and all taxing authorities for the jurisdictions in which the Debtors do business; and (xiv) the Securities and Exchange Commission [see Docket Nos. 276 and 280]. 13. In addition, in accordance with the Bar Date Order, the Publication Notice (as defined in the Bar Date Order) was published in the USA Today on July 21, 2011 [see Docket No. 380]. 14. Pursuant to Article VIII.D. of the Plan and Paragraph 27 of the Confirmation Order, any and all Claims for damages arising from the rejection of an executory contract or unexpired lease must be filed with the Court in accordance with the terms of the Final Order authorizing such rejection, but in no event later than December 30, 2011 at 4:00 p.m. (prevailing Eastern Time), except for any such Claims on account of an executory contract or unexpired lease rejected pursuant to Article VIII.B. of the Plan. Satisfied Claims and/or Satisfied Scheduled Amounts 15. In connection with the Reorganized Debtors review of claims filed to date against the Debtors Estates, the Reorganized Debtors have identified (i) certain claims filed against the Debtors Estates and (ii) certain amounts scheduled against the Debtors Estates in the Schedules, as claims and amounts that they believe were satisfied, in full or in part, during the Chapter 11 Cases in accordance with the Bankruptcy Code, the Bankruptcy Rules, an order of the Court, or other applicable law, including, without limitation, the Confirmation Order or certain first day orders entered by this Court authorizing the Debtors to satisfy on a postpetition basis certain pre-petition claims. 16. Specifically, the Reorganized Debtors have reviewed the Debtors books and records and have determined that (i) the claims listed on Exhibit A attached hereto (collectively, the Satisfied Claims) were satisfied in full, (ii) the claims listed on Exhibit B attached hereto (collectively, the Partially Satisfied Claims) were satisfied in part, and (iii) the amounts scheduled against the Debtors Estates in the Schedules listed on Exhibit C attached hereto (collectively, the Satisfied Scheduled Amounts) were satisfied in full, by payments or settlements made (or otherwise through a waiver or release) after the Petition Date. 17. Accordingly, 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. Out of an abundance of caution, however, the Reorganized Debtors thought it appropriate to serve this Notice on all parties whose Satisfied Claims, Partially Satisfied Claims and Satisfied Scheduled Amounts are subject to this Notice, so that such parties are provided an opportunity to object to the Reorganized Debtors position that such Satisfied Claims, Partially Satisfied Claims and Satisfied Scheduled Amounts have been fully or partially (as applicable) satisfied. 18. By this Notice, the Reorganized Debtors request that 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, file a written 4
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response (each, a Response) with the Clerk of the United States Bankruptcy Court for the District of Delaware, 824 Market Street, 3rd Floor, Wilmington, Delaware 19801, 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). The Reorganized Debtors will then make a reasonable effort to work with the claimant to review the particular Satisfied Claim, Partially Satisfied Claim or Satisfied Scheduled Amount identified in the Response to determine whether any asserted amounts were, in fact, not fully or partially (as applicable) satisfied. In the event that the parties are unable to reach a resolution, the Reorganized Debtors anticipate that a hearing will be held on the matter at a date and time to be determined by the Reorganized Debtors, in their discretion, subject to the Courts availability. 19. After the Response Deadline, the Reorganized Debtors intend to seek an order of the Court, in substantially the form attached hereto as Exhibit D (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 (a) the Satisfied Claims and the Satisfied Scheduled Amounts and (b) 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 attached hereto. Remainder of page intentionally left blank

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Reservation of Rights 20. The Reorganized Debtors and the Debtors and their Estates reserve any and all rights to amend, supplement or otherwise modify this Notice and the Schedules, and to file additional notices of this nature 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. The Reorganized Debtors and the Debtors and their Estates also reserve any and all rights, claims and defenses with respect to any and all of the Satisfied Claims, the Partially Satisfied Claims and the Satisfied Scheduled Amounts, and nothing included in or omitted from this Notice shall impair, prejudice, waive or otherwise affect any such rights, claims and defenses. Dated: March 6, 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 Hollace T. Cohen Brett D. Goodman The Chrysler Building, 405 Lexington Avenue New York, NY 10174 Telephone: (212) 704-6000 Facsimile: (212) 704-6288 COUNSEL FOR REORGANIZED DEBTORS

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EXHIBIT A Satisfied Claims

01: 11825478.1

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

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201203051417

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

Claimant Reason
1162 $180,965.00 UNS 11-11795 $98,430.00 UNS

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

Modified Claim Amount/ Classification

ABC HOLDINGS COMPANY INC. D/B/A KABC-TV

TANYA L. MENTON, VP/COUNSEL, ABC, INC. $180,965.00 $98,430.00

77 W. 66TH ST.

Based on a review of the Debtors' books and records, $82,535.00 of the claim was paid on 08/29/2011.

NEW YORK, NY 10023-6298

ACE ELECTRIC

16

$1,184.58

UNS

11-11795

$841.58 UNS

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 ATTN: JESSICA MENA $979.33

318

$979.33

UNS

11-11801

$359.11 UNS

337 W. GROVE AVE. ORANGE, CA 92865

$359.11

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.

* - 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 16

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

ALPHA & OMEGA GARDENING ATTN: GERALD L. KOOP $1,688.33 $584.49

997

$1,688.33

UNS

11-11801

$584.49 UNS

104 COREMARK CT. BAKERSFIELD, CA 93307

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.

ALPINE CLEANING & RESTORATION

584

$1,343.42

UNS

11-11795

$623.08 UNS

3323 35TH AVE SW, UNIT 5 $1,343.42 $623.08

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

* - 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 16

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

ATMOS ENERGY/CO-KS DIVISION A DIVISION OF ATMOS ENERGY CORPORATION $669.77 $654.98

194

$669.77

UNS

11-11795

$654.98 UNS

ATTN: BANKRUPTCY GROUP P.O. BOX 650205 DALLAS, TX 75265-0205

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

10

BELTRAM SOUTH

230

$567.84

UNS

11-11795

$332.65 UNS

ATTN: MICHELE SCHMITZ $567.84 $332.65

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.

11

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

12

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

* - 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 16

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
$2,365.44 $2,365.44 UNS

BOTTLING GROUP, LLC D/B/A PEPSI BEVERAGES CO. C/O FRANK/GECKER LLP ATTN: JOSEPH FRANK 325 N. LASALLE STREET, SUITE 625 $2,790.62 $2,365.44

1793

$425.18

PRI UNS

11-11801

$0.00 PRI

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.

CHICAGO, IL 60654

14

CENTRAL MARYLAND ASSOC INC

235

$936.00

UNS

11-11795

$180.00 UNS

ATTN: RUTH TALBERT $936.00 $180.00

1539 TILCO DR # 114

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

FREDERICK, MD 21704

15

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

16

CINCINNATI BELL TELEPHONE ATTN: TIM PLUMMER $235.47

899

$235.47

UNS

11-11795

$182.12 UNS

Based on a review of the Debtors' books and records, $53.45 of the claim was paid on 8/05/11. $182.12

221 E. 4TH STREET ML347-200 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 16

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

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

1272

$2,969.68

UNS

11-11795

$2,894.68 UNS

KEATING MUETHING & KLEKAMP PLL ONE E. 4TH ST., STE. 1400 CINCINNATI, OH 45202

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.

18 No Amt Given** $10,212.93 $2,104.94 SEC $0.00 SEC

CITY AND COUNTY OF DENVER / TREASURY

2210

$10,212.93

PRI

11-11795

$2,104.94 PRI

ATTN: KAREN KATROS, BANKRUPTCY ANALYST

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 Tax was satisfied pursuant to an agreement with the Denver tax auditor via check number 1253982 in the amount of $2,536.70.

19

CITY OF MAPLE GROVE, MN ATTN: AMY J DIERKHISING $1,382.16

398

$1,382.16

UNS

11-11795

$1,184.70 UNS

P.O. BOX 1180 MAPLE GROVE, MN 55311

Based on a review of the Debtors' books and records, $197.46 of the claim was paid on 07/29/2011. $1,184.70

20 $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

* - 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 16

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
$621.00 UNS

CLAIMS RECOVERY GROUP, LLC AS ASSIGNEE OF RELUMINATE INC. $783.50 $621.00

1723

$138.00 $645.50

503(b)(9) UNS

11-11795

$0.00 503(b)(9)

ATTN: ALLISON AXENROD 92 UNION AVENUE CRESSKILL, NJ 07626

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.

22

COMMERCIAL GASKETS OF CENT. FL

500

$1,105.15

UNS

11-11795

$735.09 UNS

ATTN: GARY STRATTON $1,105.15 $735.09

757 N. HWY. 17-92 #101

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

LONGWOOD, FL 32750

23

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

24

CURTIS RESTAURANT EQUIP.

379

$185.00

503(b)(9)

11-11801

ATTN: WILLIAM KOTTAS $461.82

$276.82

UNS

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

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

* - 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 16

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

DAKOTA ELECTRIC ASSOCIATION ATTN: SARAH OTTE $21,734.23 $21,294.84

707

$21,734.23

UNS

11-11795

$21,294.84 UNS

4300 220TH ST W FARMINGTON, MN 55024

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

26

DIVERSIFIED MECHANICAL, INC.

77

$3,385.00

UNS

11-11795

$3,085.00 UNS

329 N. WESTERN $3,385.00 $3,085.00

PEORIA, IL 61604

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

27

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.

28

DUN & BRADSTREET

2157

$4,728.18

PRI

11-11795

C/O RECEIVABLE MANAGEMENT SERVICES $5,787.67

$1,059.49

UNS

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

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

* - 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 16

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

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

904

$2,221.05

UNS

11-11801

$2,067.01 UNS

707 W. 16TH STREET LONG BEACH, CA 90813

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

30

FIRE KING SECURITY PROD. LLC

243

$526.11

UNS

11-11795

$385.37 UNS

ATTN: CONSTANCE THOMAS $526.11 $385.37

P.O. BOX 559

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

NEW ALBANY, IN 47150

31

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

32

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

* - 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 16

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

KAUS RADIO 99.9 FM 1480 AM ATTN: KEVAN DRAGOO $2,754.00 $2,203.00

1680

$2,754.00

UNS

11-11795

$2,203.00 UNS

18431 STATE HWY 105 AUSTIN, MN 55912

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

34

KISSIMMEE UTILITY AUTHORITY

1459

$18,346.87

UNS

11-11795

$13,329.86 UNS

ATTN: LEE ANN DORSEY $18,346.87 $13,329.86

1701 W. CARROLL ST.

KISSIMMEE, FL 34741

Based on a review of the Debtors books and records, $5,016.93 of the claim was for services provided post-petition and was satisfied as follows: $317.53 was paid on 7/9/2011; $451.90 was paid on 7/23/2011; and $4,247.50 was paid on 7/31/2011.

35

LEGACY CARPET CLEANING OF KANSAS, LLC

130

$1,980.00

UNS

11-11795

$1,610.00 UNS

6115 WESTGATE ST. $1,980.00 $1,610.00

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.

36

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

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 $83.50

LOS ANGELES, CA 90054-0110

* - 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 16

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

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

126

$390.00

UNS

11-11795

$270.00 UNS

P.O. BOX 1862 WAUSAU, WI 54402

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

38

MODESTO BEE (THE)

686

$2,025.00

UNS

11-11801

$1,350.00 UNS

ATTN: JENNIFER ANSELMO $2,025.00 $1,350.00

P.O. BOX 11986

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

FRESNO, CA 93776-1986

39 $11,147.84 $11,560.33 UNS

MOTHER MURPHY'S LAB INC

401

$412.49

503(b)(9)

11-11795

$0.00 503(b)(9) $11,147.84 UNS $11,147.84

ATTN: TIMOTHY HANSEN

P.O. BOX 16846

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

GREENSBORO, NC 27416-0846

40

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

* - 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 16

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

NARDINI FIRE EQUIPMENT CO INC ATTN: DANIEL BIRCHER $2,778.04 $2,138.90

873

$2,778.04

UNS

11-11795

$2,138.90 UNS

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.

42

NORTHERN STATES POWER CO., A WISCONSIN

33

$16,825.80

UNS

11-11795

$16,660.06 UNS

CORPORATION, D/B/A XCEL ENERGY $16,825.80 $16,660.06

ATTN: LINDA R. CLARK

Based on a review of the Debtors' books and records, $165.74 of the claim was paid on 7/1/11.

PO BOX 727

LA CROSSE, WI 54602-0727

43

PECO ENERGY COMPANY

1173

$11,735.15

UNS

11-11795

$5,147.82 UNS

C/O MERRICK L. FRIEL $11,735.15 $5,147.82

2301 MARKET STREET, S23-1

Based on a review of the Debtors' books and records, $6,587.33 of the claim was paid on 06/15/2011.

PHILADELPHIA, PA 19103

44

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 11 of 16

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

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.

46

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

47

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

48

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 12 of 16

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

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

50

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

51

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

52

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 13 of 16

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

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.

54

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

55

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

56

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 14 of 16

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

57

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.

58

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

59 $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

60

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 15 of 16

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

201203051417

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 16 of 16

EXHIBIT C Satisfied Scheduled Amounts

01: 11825478.1

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 D Proposed Order

01: 11825478.1

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. ______

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. __] (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: 11825478.1

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 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. 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. 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 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,

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01: 11825478.1

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. 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 March ____, 2012

____________________________________ Kevin Gross Chief United States Bankruptcy Judge

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01: 11825478.1