UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK -----------------------------------------------------------------x In re: SPONGETECH DELIVERY SYSTEMS, INC., Debtor.


Chapter 11 Case No. 10-13647 (SMB)

ORDER GRANTING THE MOTION OF THE CHAPTER 11 TRUSTEE FOR AN ORDER CONVERTING THE DEBTOR’S CHAPTER 11 CASE TO A CASE UNDER CHAPTER 7 Upon the Motion (the “Motion”) of Kenneth P. Silverman, Esq., the chapter 11 trustee of the estate of Spongetech Delivery Systems, Inc. (the "Debtor"), by his attorneys, SilvermanAcampora, LLP, seeking the entry of an order pursuant to 11 U.S.C. §§ 105(a) and 1112(b) (the “Bankruptcy Code”), converting the Debtor’s chapter 11 case to a case under chapter 7 of the Bankruptcy Code, and granting the Trustee such other, further and different relief as this Court deems just and proper; and notice of the Motion having been adequate and appropriate under the circumstances; and no objection to the relief requested in the Motion having been interposed; and upon the transcript of the hearing on the Motion conducted by the Court on November 4, 2010 at 10:00 a.m. (the “Hearing”), the transcript of which is incorporated herein by reference, and the Trustee having appeared at the Hearing with his counsel SilvermanAcampora LLP, and it appearing from all prior proceedings and pleadings had herein in the Debtor’s case that the relief requested in the Motion is in the best interest of the Debtor, the Debtor’s estate and the Debtor’s creditors; and after due deliberations and sufficient cause appearing in support of the Motion, it is now hereby SMB 11/10/10 ORDERED, that the relief requested in the Motion is granted and the

Debtor’s case commenced under Chapter 11 of the Bankruptcy Code be and hereby is converted to a Chapter 7 liquidation case in accordance with Bankruptcy Code §1112(b); and it is further ORDERED, that the Debtor shall file (i) a schedule of unpaid debts incurred after the commencement of the chapter 11 case within 14 days of the date of this order, and (ii) a final report within 30 days of the date of this order, pursuant to Federal Rule of Bankruptcy

and it is further ORDERED. empowered and directed to do such things. BERNSTEIN UNITED STATES BANKRUPTCY JUDGE 2 ACA/789095. execute such documents and expend such funds as are necessary and consistent with the terms of this order. Dated: New York. BERNSTEIN HONORABLE STUART M.Procedure 1019(5). and it is further SMB 11/10/10 ORDERED. that the Trustee is authorized. that notice of the conversion of these cases shall be provided by the Clerk of the Court.1/059228 . New York November 10. 2010 /s/ STUART M.