B1 (Official Form 1) (4/10)

UNITED STATES BANKRUPTCY COURT

Southern District ofof __________ __________ District New York

Name of Debtor (if individual, enter Last, First, Middle):

VOLUNTARY PETITION Name of Joint Debtor (Spouse) (Last, First, Middle): All Other Names used by the Joint Debtor in the last 8 years (include married, maiden, and trade names):

Metropark USA, Inc.

All Other Names used by the Debtor in the last 8 years (include married, maiden, and trade names):

Last four digits of Soc. Sec. or Individual-Taxpayer I.D. (ITIN)/Complete EIN (if more than one, state all):

81-0636659

Last four digits of Soc. Sec. or Individual-Taxpayer I.D. (ITIN)/Complete EIN (if more than one, state all): Street Address of Joint Debtor (No. and Street, City, and State):

Street Address of Debtor (No. and Street, City, and State):

1530 Palisades Center Dr. West Nyack, NY

ZIP CODE 10994 County of Residence or of the Principal Place of Business: ZIP CODE County of Residence or of the Principal Place of Business: Mailing Address of Joint Debtor (if different from street address):

Rockland

Mailing Address of Debtor (if different from street address):

5750 Grace Place Los Angeles, CA

ZIP CODE 90022 Location of Principal Assets of Business Debtor (if different from street address above): Type of Debtor (Form of Organization) (Check one box.) Individual (includes Joint Debtors) See Exhibit D on page 2 of this form. Corporation (includes LLC and LLP) Partnership Other (If debtor is not one of the above entities, check this box and state type of entity below.) Nature of Business (Check one box.) Health Care Business Single Asset Real Estate as defined in 11 U.S.C. 101(51B) Railroad Stockbroker Commodity Broker Clearing Bank Other ___________________________________ Tax-Exempt Entity (Check box, if applicable.) Debtor is a tax-exempt organization under Title 26 of the United States Code (the Internal Revenue Code). Filing Fee (Check one box.) ZIP CODE ZIP CODE Chapter of Bankruptcy Code Under Which the Petition is Filed (Check one box.) Chapter 7 Chapter 9 Chapter 11 Chapter 12 Chapter 13 Chapter 15 Petition for Recognition of a Foreign Main Proceeding Chapter 15 Petition for Recognition of a Foreign Nonmain Proceeding Nature of Debts (Check one box.)

__________________________________________

Debts are primarily Debts are primarily consumer debts, defined in 11 U.S.C. business debts. 101(8) as incurred by an individual primarily for a personal, family, or household purpose. Chapter 11 Debtors

Full Filing Fee attached. Filing Fee to be paid in installments (applicable to individuals only). Must attach signed application for the courts consideration certifying that the debtor is unable to pay fee except in installments. Rule 1006(b). See Official Form 3A. Filing Fee waiver requested (applicable to chapter 7 individuals only). Must attach signed application for the courts consideration. See Official Form 3B.

Check one box: Debtor is a small business debtor as defined in 11 U.S.C. 101(51D). Debtor is not a small business debtor as defined in 11 U.S.C. 101(51D). Check if: Debtors aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than $2,343,300 (amount subject to adjustment on 4/01/13 and every three years thereafter). ----------------------------------Check all applicable boxes: A plan is being filed with this petition. Acceptances of the plan were solicited prepetition from one or more classes of creditors, in accordance with 11 U.S.C. 1126(b).
THIS SPACE IS FOR COURT USE ONLY

Statistical/Administrative Information Debtor estimates that funds will be available for distribution to unsecured creditors. Debtor estimates that, after any exempt property is excluded and administrative expenses paid, there will be no funds available for distribution to unsecured creditors. Estimated Number of Creditors

1-49

50-99

100-199

200-999

1,0005,000

5,00110,000

10,00125,000

25,00150,000

50,001100,000

Over 100,000

Estimated Assets $0 to $50,000 $50,001 to $100,000 $100,001 to $500,000 $500,001 to $1 million

$1,000,001 to $10 million $10,000,001 to $50 million $50,000,001 to $100 million $100,000,001 to $500 million $500,000,001 to $1 billion More than $1 billion

Estimated Liabilities $0 to $50,000 $50,001 to $100,000 $100,001 to $500,000 $500,001 to $1 million $1,000,001 to $10 million

$10,000,001 to $50 million $50,000,001 to $100 million $100,000,001 to $500 million $500,000,001 to $1 billion More than $1 billion

B1 (Official Form 1) (4/10)

Page 2 Name of Debtor(s):

Voluntary Petition

(This page must be completed and filed in every case.) All Prior Bankruptcy Cases Filed Within Last 8 Years (If more than two, attach additional sheet.) Location Case Number: Date Filed: Where Filed: NONE Location Case Number: Date Filed: Where Filed: Pending Bankruptcy Case Filed by any Spouse, Partner, or Affiliate of this Debtor (If more than one, attach additional sheet.) Name of Debtor: Case Number: Date Filed:

NONE

District:

Southern District of New York

Exhibit A

Relationship:

Judge: Exhibit B (To be completed if debtor is an individual whose debts are primarily consumer debts.)

(To be completed if debtor is required to file periodic reports (e.g., forms 10K and 10Q) with the Securities and Exchange Commission pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 and is requesting relief under chapter 11.)

I, the attorney for the petitioner named in the foregoing petition, declare that I have informed the petitioner that [he or she] may proceed under chapter 7, 11, 12, or 13 of title 11, United States Code, and have explained the relief available under each such chapter. I further certify that I have delivered to the debtor the notice required by 11 U.S.C. 342(b). X Signature of Attorney for Debtor(s) (Date)

Exhibit A is attached and made a part of this petition.

Exhibit C Does the debtor own or have possession of any property that poses or is alleged to pose a threat of imminent and identifiable harm to public health or safety? Yes, and Exhibit C is attached and made a part of this petition.

No.

Exhibit D (To be completed by every individual debtor. If a joint petition is filed, each spouse must complete and attach a separate Exhibit D.) Exhibit D completed and signed by the debtor is attached and made a part of this petition. If this is a joint petition: Exhibit D also completed and signed by the joint debtor is attached and made a part of this petition.

Information Regarding the Debtor - Venue (Check any applicable box.) Debtor has been domiciled or has had a residence, principal place of business, or principal assets in this District for 180 days immediately preceding the date of this petition or for a longer part of such 180 days than in any other District. There is a bankruptcy case concerning debtors affiliate, general partner, or partnership pending in this District. Debtor is a debtor in a foreign proceeding and has its principal place of business or principal assets in the United States in this District, or has no principal place of business or assets in the United States but is a defendant in an action or proceeding [in a federal or state court] in this District, or the interests of the parties will be served in regard to the relief sought in this District.

Certification by a Debtor Who Resides as a Tenant of Residential Property (Check all applicable boxes.) Landlord has a judgment against the debtor for possession of debtors residence. (If box checked, complete the following.)

(Name of landlord that obtained judgment)

(Address of landlord) Debtor claims that under applicable nonbankruptcy law, there are circumstances under which the debtor would be permitted to cure the entire monetary default that gave rise to the judgment for possession, after the judgment for possession was entered, and Debtor has included with this petition the deposit with the court of any rent that would become due during the 30-day period after the filing of the petition. Debtor certifies that he/she has served the Landlord with this certification. (11 U.S.C. 362(l)).

B1 (Official Form) 1 (4/10)

Page 3 Name of Debtor(s): Signatures

Voluntary Petition
(This page must be completed and filed in every case.) Signature(s) of Debtor(s) (Individual/Joint) I declare under penalty of perjury that the information provided in this petition is true and correct. [If petitioner is an individual whose debts are primarily consumer debts and has chosen to file under chapter 7] I am aware that I may proceed under chapter 7, 11, 12 or 13 of title 11, United States Code, understand the relief available under each such chapter, and choose to proceed under chapter 7. [If no attorney represents me and no bankruptcy petition preparer signs the petition] I have obtained and read the notice required by 11 U.S.C. 342(b). I request relief in accordance with the chapter of title 11, United States Code, specified in this petition. X Signature of Debtor X Signature of Joint Debtor Telephone Number (if not represented by attorney)

Signature of a Foreign Representative I declare under penalty of perjury that the information provided in this petition is true and correct, that I am the foreign representative of a debtor in a foreign proceeding, and that I am authorized to file this petition. (Check only one box.) I request relief in accordance with chapter 15 of title 11, United States Code. Certified copies of the documents required by 11 U.S.C. 1515 are attached. Pursuant to 11 U.S.C. 1511, I request relief in accordance with the chapter of title 11 specified in this petition. A certified copy of the order granting recognition of the foreign main proceeding is attached. X (Signature of Foreign Representative)

(Printed Name of Foreign Representative)

Date Date Signature of Attorney* X Signature of Non-Attorney Bankruptcy Petition Preparer I declare under penalty of perjury that: (1) I am a bankruptcy petition preparer as defined in 11 U.S.C. 110; (2) I prepared this document for compensation and have provided the debtor with a copy of this document and the notices and information required under 11 U.S.C. 110(b), 110(h), and 342(b); and, (3) if rules or guidelines have been promulgated pursuant to 11 U.S.C. 110(h) setting a maximum fee for services chargeable by bankruptcy petition preparers, I have given the debtor notice of the maximum amount before preparing any document for filing for a debtor or accepting any fee from the debtor, as required in that section. Official Form 19 is attached.

/s/ Cathy Hershcopf

Signature of Attorney for Debtor(s)

Cathy Hershcopf/Jeffrey L. Cohen Cooley LLP

Printed Name of Attorney for Debtor(s) Firm Name

1114 Avenue of the Americas New York, NY 10036

Address

212-479-6000 05/02/2011
Printed Name and title, if any, of Bankruptcy Petition Preparer Social-Security number (If the bankruptcy petition preparer is not an individual, state the Social-Security number of the officer, principal, responsible person or partner of the bankruptcy petition preparer.) (Required by 11 U.S.C. 110.)

Telephone Number Date *In a case in which 707(b)(4)(D) applies, this signature also constitutes a certification that the attorney has no knowledge after an inquiry that the information in the schedules is incorrect. Signature of Debtor (Corporation/Partnership) I declare under penalty of perjury that the information provided in this petition is true and correct, and that I have been authorized to file this petition on behalf of the debtor. The debtor requests the relief in accordance with the chapter of title 11, United States Code, specified in this petition. X

Address X

Date Signature of bankruptcy petition preparer or officer, principal, responsible person, or partner whose Social-Security number is provided above. Names and Social-Security numbers of all other individuals who prepared or assisted in preparing this document unless the bankruptcy petition preparer is not an individual. If more than one person prepared this document, attach additional sheets conforming to the appropriate official form for each person. A bankruptcy petition preparers failure to comply with the provisions of title 11 and the Federal Rules of Bankruptcy Procedure may result in fines or imprisonment or both. 11 U.S.C. 110; 18 U.S.C. 156.

/s/ Cynthia Harriss

Signature of Authorized Individual

Cynthia Harriss CEO

Printed Name of Authorized Individual Title of Authorized Individual

05/02/2011

Date

Form B4 (Official Form 4) - (12/07)

Metropark USA, Inc.

Debtor Case No. (If known)

Form 4. LIST OF CREDITORS HOLDING 30 LARGEST UNSECURED CLAIMS UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK
Following is a list of the debtor's creditors holding the 30 largest unsecured claims. The list is prepared in accordance with Fed. R. Bankr. P. 1007(d) for filing in this chapter 11 [or chapter 9] case. The list does not include (1) persons who come within the definition of insider set forth in 11 U.S.C. 101, or (2) secured creditors unless the value of the collateral is such that the unsecured deficiency places the creditor among the holders of the 30 largest unsecured claims. If a minor child is one of the creditors holding the 30 largest unsecured claims, state the child's initials and the name and address of the child's parent or 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).
Name of creditor and complete mailing address, including zip code. Name, telephone number and complete mailing address, including zip code, of employee, agent, or department of creditor familiar with claim who may be contacted Nature of claim (trade debt, bank loan, government contract, etc.) AMOUNT OF CLAIM (if secured also state value of security)

CONTINGENT

UNLIQUIDATED

DISPUTED

TRUE RELIGION 2263 VERNON AVENUE VERNON, CA 90058

TRUE RELIGION 2263 VERNON AVENUE VERNON, CA 90058 TEL: (323) 266-3072 FAX: (323) 266-8060 EMAIL: brian@truereligionbrandjeans.com

TRADE DEBT

$629,334.70

NSB RETAIL SOLUTIONS INC 2800 TRANS CANADA HIGHWAY POINTE CLAIRE, QUEBEC H9R 1B1 CANADA

NSB RETAIL SOLUTIONS INC 2800 TRANS CANADA HIGHWAY POINTE CLAIRE, QUEBEC H9R 1B1 CANADA TEL: (514) 426-0822 FAX: (514) 426-0824 EMAIL: emadallah@epicor.com

TRADE DEBT

$283,731.56

LIFE AFTER DENIM 847 W. 16ST STREET NEWPORT BEACH, CA 92663

LIFE AFTER DENIM 847 W. 16ST STREET NEWPORT BEACH, CA 92663 TEL: (949) 734-4424 FAX: (949) 631-6246

TRADE DEBT

$258,340.38

SCOTCH & SODA 11811 E. FLORENCE AVE. SANTA FE SPRINGS, CA 90670

SCOTCH & SODA 11811 E. FLORENCE AVE. SANTA FE SPRINGS, CA 90670 TEL: (562) 906-9998 EMAIL: Yossi@scotch-soda.com

TRADE DEBT

$253,915.40

Page 1 of 6

Form B4 (Official Form 4) - (12/07)

Metropark USA, Inc.

Debtor Case No. (If known)

Form 4. LIST OF CREDITORS HOLDING 30 LARGEST UNSECURED CLAIMS (Continuation Sheet)

Name of creditor and complete mailing address, including zip code. Name, telephone number and complete mailing address, including zip code, of employee, agent, or department of creditor familiar with claim who may be contacted Nature of claim (trade debt, bank loan, government contract, etc.) AMOUNT OF CLAIM (if secured also state value of security)

CONTINGENT

UNLIQUIDATED

DISPUTED

PROJEK RAW USA INC. 433 CHABANEL WEST, SUITE 1000 MONTREAL, QUEBEC H2N 2J8 CANADA

PROJEK RAW USA INC. 433 CHABANEL WEST, SUITE 1000 MONTREAL, QUEBEC H2N 2J8 CANADA TEL: (877) 381-5941 EMAIL: ariel@privatemember.com

TRADE DEBT

$232,828.68

OBEY 17462 VON KARMEN IRVINE, CA 92614

OBEY 17462 VON KARMEN IRVINE, CA 92614 TEL: (949) 596-8400 EMAIL: don@obeyclothing.com

TRADE DEBT

$211,891.95

G-STAR 599 BROADWAY 11TH FLOOR NEW YORK, NY 10012

G-STAR 599 BROADWAY 11TH FLOOR NEW YORK, NY 10012 TEL: (212) 431-3730 FAX: (212) 226-0702 EMAIL: Alex-Matthews@g-star.com

TRADE DEBT

$205,831.03

JOES JEANS 5804 E. SLAUSON AVE COMMERCE, CA 90040

JOES JEANS 5804 E. SLAUSON AVE COMMERCE, CA 90040 TEL: (323) 837-3700 EMAIL: Marc@JoesJeans.com

TRADE DEBT

$166,969.00

CHARLIE JADE/COAST STYLE GROUP 860 S. LOS ANGELES ST., SUITE 709 LOS ANGELES, CA 90014

CHARLIE JADE/COAST STYLE GROUP 860 S. LOS ANGELES ST., SUITE 709 LOS ANGELES, CA 90014 TEL: (213) 244-9661 EMAIL: gbub@fortuneswimwear.com

TRADE DEBT

$166,504.50

Page 2 of 6

Form B4 (Official Form 4) - (12/07)

Metropark USA, Inc.

Debtor Case No. (If known)

Form 4. LIST OF CREDITORS HOLDING 30 LARGEST UNSECURED CLAIMS (Continuation Sheet)

Name of creditor and complete mailing address, including zip code. Name, telephone number and complete mailing address, including zip code, of employee, agent, or department of creditor familiar with claim who may be contacted Nature of claim (trade debt, bank loan, government contract, etc.) AMOUNT OF CLAIM (if secured also state value of security)

CONTINGENT

UNLIQUIDATED

DISPUTED

10 CROOKS AND CASTLES/TWELVE OUNCE 107 LOUVAIN WEST MONTREAL, QC H2N 1A3 CANADA

CROOKS AND CASTLES/TWELVE OUNCE 107 LOUVAIN WEST MONTREAL, QC H2N 1A3 CANADA TEL: (514) 389-8885 EMAIL: marcr@twelveounce.com

TRADE DEBT

$162,337.72

11 KITTY 2812 S. GRAND AVE. LOS ANGELES, CA 90007

KITTY 2812 S. GRAND AVE. LOS ANGELES, CA 90007 TEL: (213) 749-2031 EMAIL: Robbin@Kittyfashion.com

TRADE DEBT

$153,940.00

12 ARK & CO. / ARYN K 726 E. 12TH ST. #103 LOS ANGELES, CA 90021

ARK & CO. / ARYN K 726 E. 12TH ST. #103 LOS ANGELES, CA 90021 TEL: (213) 745-8877 EMAIL: ken@arynk.com

TRADE DEBT

$147,553.70

13 ERNST & YOUNG DEPT. 6793 LOS ANGELES, CA 90084-6793

ERNST & YOUNG DEPT. 6793 LOS ANGELES, CA 90084-6793 EMAIL: brian.ring@ey.com

PROFESSIONAL FEES

$145,176.00

14 TRICOT JOLI/WOW KNIT, INC. 1115 E. 14TH ST. LOS ANGELES, CA 90021

TRICOT JOLI/WOW KNIT, INC. 1115 E. 14TH ST. LOS ANGELES, CA 90021 TEL: (213) 688-0404 EMAIL: Mike@wowknitinc.com

TRADE DEBT

$116,380.50

15 DIESEL 220 W 19TH STREET, 3RD FLOOR NEW YORK, NY 10011

DIESEL 220 W 19TH STREET, 3RD FLOOR NEW YORK, NY 10011 TEL: (212) 755-9200 FAX: (212) 414-8202 EMAIL: tess_brown@diesel.com

TRADE DEBT

$114,450.96

Page 3 of 6

Form B4 (Official Form 4) - (12/07)

Metropark USA, Inc.

Debtor Case No. (If known)

Form 4. LIST OF CREDITORS HOLDING 30 LARGEST UNSECURED CLAIMS (Continuation Sheet)

Name of creditor and complete mailing address, including zip code. Name, telephone number and complete mailing address, including zip code, of employee, agent, or department of creditor familiar with claim who may be contacted Nature of claim (trade debt, bank loan, government contract, etc.) AMOUNT OF CLAIM (if secured also state value of security)

CONTINGENT

UNLIQUIDATED

DISPUTED

16

STORE KRAFT 500 IRVING STREET BEATRICE, NE 68310

STORE KRAFT 500 IRVING STREET BEATRICE, NE 68310 TEL: (402) 223-2348 FAX: (402) 223-1268

TRADE DEBT

$113,763.54

17 CENTURY CITY MALL. LLC C/O BANK OF AMERICA-FILE# 7950 7950 COLLECTION CENTER DRIVE CHICAGO, IL 60693

CENTURY CITY MALL. LLC C/O BANK OF AMERICA-FILE# 7950 7950 COLLECTION CENTER DRIVE CHICAGO, IL 60693 TEL: (310) 553-5300 EMAIL: centurycity@westfield.com

RENT

$108,707.81

18 MOAC MALL HOLDINGS LLC NW 5826 PO BOX 1450 MINNEAPOLIS, MN 55485-5826

MOAC MALL HOLDINGS LLC NW 5826 PO BOX 1450 MINNEAPOLIS, MN 55485-5826 EMAIL: info@mallofamerica.com

RENT

$107,777.52

19 PLASTIC ISLAND/MCGINN USA 1385 E. 15TH STREET LOS ANGELES, CA 90021

PLASTIC ISLAND/MCGINN USA 1385 E. 15TH STREET LOS ANGELES, CA 90021 TEL: (213) 749-0900 EMAIL: shun@agenticonfashion.com

TRADE DEBT

$98,123.70

20

MID-WEST WHOLESALE LIGHTING 5250 HOLLYWOOD BLVD PO BOX 27339 LOS ANGELES, CA 90027-4913

MID-WEST WHOLESALE LIGHTING 5250 HOLLYWOOD BLVD PO BOX 27339 LOS ANGELES, CA 90027-4913 TEL: (323) 957-6050 FAX: (323) 463-6489

TRADE DEBT

$97,182.03

21 MILK & HONEY 341 W. 31ST LOS ANGELES, CA 90007

MILK & HONEY 341 W. 31ST LOS ANGELES, CA 90007 TEL: (323) 307-0826 EMAIL: info@division-e.com

TRADE DEBT

$95,637.25

Page 4 of 6

Form B4 (Official Form 4) - (12/07)

Metropark USA, Inc.

Debtor Case No. (If known)

Form 4. LIST OF CREDITORS HOLDING 30 LARGEST UNSECURED CLAIMS (Continuation Sheet)

Name of creditor and complete mailing address, including zip code. Name, telephone number and complete mailing address, including zip code, of employee, agent, or department of creditor familiar with claim who may be contacted Nature of claim (trade debt, bank loan, government contract, etc.) AMOUNT OF CLAIM (if secured also state value of security)

CONTINGENT

UNLIQUIDATED

DISPUTED

22

WOODFIELD MALL LLC DEPARTMENT 55401 PO BOX 67000 DETROIT, MI 48267-0554

WOODFIELD MALL LLC DEPARTMENT 55401 PO BOX 67000 DETROIT, MI 48267-0554 FAX: (248) 258-7691

RENT

$93,462.10

23 URBAN OUTFITTERS 5000 S. BROAD ST. PHILADELPHIA, PA 19112-1495

URBAN OUTFITTERS 5000 S. BROAD ST. PHILADELPHIA, PA 19112-1495 TEL: (215) 454-5500 EMAIL: LLieckfelt@freepeople.com

TRADE DEBT

$89,977.72

24

URGENT GEAR, INC. DBA CIVIL SOCIETY 728 E. COMMERCIAL ST. LOS ANGELES, CA 90012

URGENT GEAR, INC. DBA CIVIL SOCIETY 728 E. COMMERCIAL ST. LOS ANGELES, CA 90012 TEL: (213) 741-9926 EMAIL: randall@urgentgear.com

TRADE DEBT

$89,532.50

25 FRANKIE B, INC 850 S BROADWAY, STE 504 LOS ANGELES, CA 90014

FRANKIE B, INC 850 S BROADWAY, STE 504 LOS ANGELES, CA 90014 TEL: (213) 624-5411 EMAIL: Daniella@frankieb.com

TRADE DEBT

$88,950.00

26 GENTLE FAWN FAMILY BUSINESS DIST. 8721 SANTA MONICA BLVD. #322 LOS ANGELES, CA 90069-4507

GENTLE FAWN FAMILY BUSINESS DIST. 8721 SANTA MONICA BLVD. #322 LOS ANGELES, CA 90069-4507 TEL: (866) 992-9226 EMAIL: ben@evolvewithus.ca

TRADE DEBT

$88,931.27

27 DHR INTERNATIONAL, INC. 10 SOUTH RIVERSIDE PL. SUITE 2220 CHICAGO, IL 60606

DHR INTERNATIONAL, INC. 10 SOUTH RIVERSIDE PL. SUITE 2220 CHICAGO, IL 60606 TEL: (312) 782-1581 EMAIL: jmrowca@dhrinternational.com

TRADE DEBT

$81,436.00

Page 5 of 6

Form B4 (Official Form 4) - (12/07)

Metropark USA, Inc.

Debtor Case No. (If known)

Form 4. LIST OF CREDITORS HOLDING 30 LARGEST UNSECURED CLAIMS (Continuation Sheet)

Name of creditor and complete mailing address, including zip code. Name, telephone number and complete mailing address, including zip code, of employee, agent, or department of creditor familiar with claim who may be contacted Nature of claim (trade debt, bank loan, government contract, etc.) AMOUNT OF CLAIM (if secured also state value of security)

CONTINGENT

UNLIQUIDATED

DISPUTED

28 WANT AGENCY USA 545 W. 25TH STREET 8TH FLOOR NEW YORK,, NY 10001

WANT AGENCY USA 545 W. 25TH STREET 8TH FLOOR NEW YORK,, NY 10001 TEL: (212) 414-5814 EMAIL: chris@wantagencyinc.com

TRADE DEBT

$80,379.00

29 WESTFIELD GARDEN STATE PLAZA FILE# 56816 LOS ANGELES, CA 90074-6816

WESTFIELD GARDEN STATE PLAZA FILE# 56816 LOS ANGELES, CA 90074-6816 EMAIL: pgenaro@us.westfield.com

RENT

$79,838.29

30 SAN FRANCISCO EMPORIUM WESTFIELD EMPORIUM PO BOX 60000 SAN FRANCISCO, CA 94160-0548

SAN FRANCISCO EMPORIUM WESTFIELD EMPORIUM PO BOX 60000 SAN FRANCISCO, CA 94160-0548 EMAIL: sanfrancisco@westfield.com

RENT

$79,004.58

Page 6 of 6

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------In re METROPARK USA, INC., Debtor. ---------------------------------------------------------------x : : : : : : : x

Chapter 11

Case No. 11-_________ (RDD)

CORPORATE OWNERSHIP STATEMENT PURSUANT TO RULE 1007-3 OF LOCAL RULE OF BANKRUPTCY PROCEDURE
None of the Debtors stock is publicly held. All of the Debtors stock, consisting of 76,962,128 shares, is held by: Class Common Series A Series A-1 Series B Series B-1 Series B-2 Series C Option Pool Shares 32,990,383 10,000,000 8,000,000 13,584,649 4,000,000 2,075,500 2,203,170 4,108,426 76,962,128 % 44.9% 13.61% 10.89% 18.49% 5.44% 2.82% 3.11% 5.59% 100%

Entities That Hold Either Directly or Indirectly 10% or More of the Debtors Equity Interests, And The Amounts So Held Stock Holder Relationship TO Debtor Director Affiliate Of Director Number OF Shares Held 11,453,617 2,196,363 Percentage Ownership OF Debtor 15.59% 2.99%

Orval Madden Madden, Orval D. And Leann As Trustees For The Madden Family Trust

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Dated 3/17/98 Bricoleur Partners, L.P. Bricoleur Enhanced, L.P. Bric 6, L.P. Bricoleur Offshore Ltd. Bric Retail L.P. Lawrence Tanenbaum

Affiliate Of Director Affiliate Of Director Affiliate Of Director Affiliate Of Director Affiliate Of Director Equity Holder

6,826,707 10,140,803 5,333,207 7,521,972 448,226 8,743,637

9.29% 13.8% 7.26% 10.24% 0.61% 11.9%

DECLARATION CONCERNING CORPORATE OWNERSHIP STATEMENT I, the undersigned authorized officer of Metropark USA, Inc., named as the debtor in this case, declare under penalty of perjury that I have reviewed the Corporate Ownership Statement of Metropark USA, Inc., submitted herewith and that it is true and correct to the best of my information and belief. Dated: May 2, 2011 /s/ Cynthia Harriss By: Cynthia Harriss Title: CEO

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