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Filing Details

Accession Number:: 0001209191-10-049901
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-10-12 06:17:57
Reporting Period:: 2008-05-28

Filing Date:: 2010-10-12
Accepted Time:: 2010-10-12 06:17:57
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
920317	Us Dry Cleaning Corp	UDRY	Services-Personal Services (7200)	770357037

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1455659	Jr E Lester Taylor	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1455660	Trust Family Taylor	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1455661	Setal 5 Llc	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1455662	Setal 4 Llc	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1455663	Setal 3 Llc	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1455664	Setal 2 Llc	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1455665	Setal 1 Llc	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1458036	M Diane Taylor	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1465788	Setal 6, Llc	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No
1501520	Services Place Park	10450 Trabuco St. Bellflower CA 90706	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2008-03-19	19,500	$0.77	13,310,821	No	4	P	Indirect	By Park Place
Common Stock	Acquisiton	2008-03-20	6,250	$0.75	13,310,821	No	4	P	Indirect	By Park Place
Common Stock	Acquisiton	2008-04-01	40,000	$0.73	13,310,821	No	4	P	Indirect	By Park Place
Common Stock	Acquisiton	2008-04-02	10,000	$0.71	13,310,821	No	4	P	Indirect	By Park Place
Common Stock	Acquisiton	2008-04-22	28,900	$0.65	13,310,821	No	4	P	Indirect	By Park Place

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Park Place
No	4	P	Indirect	By Park Place
No	4	P	Indirect	By Park Place
No	4	P	Indirect	By Park Place
No	4	P	Indirect	By Park Place

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Convertible Promissory Note	Acquisiton	2008-05-28	0	$0.00	4,222,750	$0.75
Common Stock	Warrants	Acquisiton	2008-05-28	833,333	$0.00	833,333	$0.75
Common Stock	Convertible Promissory Note	Acquisiton	2008-05-28	0	$0.00	2,298,719	$0.75
Common Stock	Convertible Promissory Note	Acquisiton	2008-05-28	0	$0.00	2,994,250	$0.75
Common Stock	Warrants	Acquisiton	2008-05-28	500,000	$0.00	500,000	$0.75
Common Stock	Warrants	Acquisiton	2008-05-28	500,000	$0.00	500,000	$0.75
Common Stock	Convertible Equipment Lease	Acquisiton	2008-05-28	0	$0.00	1,088,120	$0.75

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
13,310,821	2008-05-28		No	4	P	Indirect
13,310,821	2008-05-28	2013-05-13	No	4	J	Indirect
13,310,821	2008-05-28		No	4	J	Indirect
13,310,821	2008-05-28		No	4	J	Indirect
13,310,821	2008-05-28	2010-10-12	No	4	J	Indirect
13,310,821	2008-05-28	2011-03-12	No	4	J	Indirect
13,310,821	2008-05-28		No	4	J	Indirect

Footnotes

Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission.
As the general partners of Park Place Services ("Park Place") Lester Taylor ("Lester") and Clyde Wilson are deemed to beneficially own the securities beneficially owned by Park Place.
As the sole manager of Setal 1, LLC ("Setal 1"), Setal 2, LLC ("Setal 2"), Setal 3, LLC ("Setal 3"), Setal 4, LLC ("Setal 4"), Setal 5, LLC ("Setal 5") and Setal 6, LLC ("Setal 6") (collectively, the "Setals"), Lester is deemed to beneficially own the securities beneficially owned by the Setals.
The convertible note was issued to Setal 1 on February 12, 2008. On May 28, 2008, the conversion price on the note was amended from $2.50 per share to $0.75 per share.
5 The convertible note was issued to Setal 2 on March 12, 2008. On May 28, 2008, the conversion price on the note was amended from $2.50 per share to $0.75 per share.
The Warrants were issued to Setal 1 on February 12, 2008. On May 28, 2008, the exercise price was amended to reflect the $0.75 exercise price.
7 The Warrants were issued to Setal 2 on March 12, 2008. On May 28, 2008, the exercise price was amended to reflect the $0.75 exercise price.
The terms of the Convertible Equipment Lease between Setal 1 and Issuer, entered into on February 12, 2008, were amended to reflect a conversion rate of $0.75 per share.
Based on the outstanding balance of the convertible note eligible for conversion as of May 28, 2008.
Price of derivative equal to monies loaned pursuant to the convertible note.
The Warrants issued to Setal 3 are in connection with the $3,175,000 loan to Issuer by Setal 3.
Price of derivative equal to the value of the property subject to the lease.
N/A