UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~March~~May 517, 2010

Performance Capital Management, LLC ~~(Exact name of registrant as specified in its charter)~~

(Exact name of registrant as specified in its charter)

California		0 – 50235		03-0375751
(State or other Jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

	7001 Village Drive, Suite 255
P.O. Box 5017
Buena Park, California	~~Buena Park, California~~	90622 - 5017	~~90621~~
(Address of principal executive offices)	~~(Address of principal executive offices)~~	(Zip Code)	~~(Zip Code)~~

Registrant's telephone number, including area code: (~~714~~800) ~~736~~757-~~3790~~ 7700

	7001 Village Drive, Suite 255
	Buena Park, California 90621
	(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

~~Dissolution~~Distribution to Members and Economic Interest Owner

~~On March 5, 2010,~~ Performance Capital Management, LLC (the “Company”) ~~filed~~effectively adissolved ~~Certificate~~on ofMarch ~~Dissolution~~5, ~~with~~2010, the ~~Secretary~~date ~~of State of~~ the ~~State of California (the “Secretary”). The filing of the~~ Certificate of Dissolution was ~~completed~~filed ~~in accordance~~ with the ~~previously~~Secretary ~~announced plan~~ of ~~dissolution~~State of ~~the~~California. ~~Company~~Since that ~~was~~date, ~~approved~~though bydissolved, the Company’s ~~members~~continues into ~~February~~exist ~~2010.~~for ~~The effective date of~~ the ~~dissolution~~purpose ~~will be the date the Certificate~~ of ~~Dissolution~~winding ~~was~~up ~~filed~~its ~~with the Secretary~~affairs, ~~unless~~prosecuting ~~otherwise~~and ~~determined~~defending actions by ~~the~~or ~~Secretary.~~against ~~The~~it ~~Company~~in isorder ~~not~~ to ~~continue~~collect ~~business~~and ~~except~~discharge soobligations, ~~far~~disposing asof ~~necessary~~and ~~for~~conveying ~~the~~its ~~winding~~property, upand ofcollecting and dividing its ~~affairs~~assets.

On ~~March~~May 2917, 2010, the ~~Company~~Board ~~filed a Certificate~~ of ~~Cancellation~~Directors of ~~Articles~~the ofCompany ~~Organization with~~ (the ~~Secretary.~~“Board”) ~~The~~authorized ~~filing~~a ~~will~~distribution betotaling ~~effective~~approximately ~~upon~~$252,284 ~~the~~to ~~completion of~~ the Company’s ~~winding~~members ~~up of its affairs,~~ and, ateconomic ~~that~~interest ~~point~~owner, ~~the~~which ~~Company~~is ~~will no longer be~~ in ~~existence.~~line ~~Until~~with ~~then,~~ the Company,’s ~~though~~estimated ~~dissolved,~~total ~~continues~~distributions ~~to exist for the purpose~~ of ~~winding~~between upapproximately ~~its affairs~~$88,000 ~~prosecuting~~ and ~~defending~~$334,000 ~~actions by or against it~~ in ~~order~~its todefinitive ~~collect~~Proxy ~~and~~Statement ~~discharge~~filed ~~obligations,~~with ~~disposing~~the ofSEC and ~~conveying~~made ~~its~~accessible ~~property,~~via ~~and~~the ~~collecting~~Internet ~~and~~to ~~dividing~~the ~~its assets. The~~ Company’s ~~has~~members ~~paid~~on orJanuary is12, ~~making arrangements to pay its outstanding material obligations known to it at this time~~2010.

~~Matterhorn~~April ~~Financial~~30, ~~Services~~2010 marks the date the Company closed its books. The amount to be distributed is based on a cash balance at April 30, ~~LLC~~2010 of approximately $406,000, which is the net amount of cash after paying wind up expenses incurred up to that date (including a ~~wholly-owned~~final ~~subsidiary~~early lease termination fee of $200,000 paid to the landlord of the Company’s office space, ~~plans~~as towell ~~file~~as arent, ~~Certificate~~general ofoffice ~~Dissolution~~expenses, legal and aaccountants ~~Certificate~~fees, ofemployee ~~Cancellation~~compensation, Board member compensation, officer severance and retention payments and other business expenses totaling approximately $900,000). Approximately $154,000 is being retained to cover all remaining expenses expected to be incurred in connection with completing the ~~Secretary~~wind ~~some~~up ~~time~~of inthe Company after April 30, 2010, including remaining employee expenses, legal and accounting fees, hourly compensation to Mr. ~~Once~~Caldwell ~~effective~~and Mr. Rucker for wind-up services, ~~Matterhorn~~monthly ~~Financial~~stipends ~~Services~~to remaining Board members, ~~LLC~~bank ~~will~~fees, noproperty ~~longer~~taxes, beprinting inand ~~existence~~postage costs, SEC filings, and document storage.

NoAs ~~action~~of orApril ~~proceeding~~30, to2010, ~~which~~there ~~the~~were 548,443 Company isunits aoutstanding ~~party~~held ~~abates~~ by ~~the~~approximately ~~dissolution~~2,300 ofmembers ~~the~~and ~~Company~~one oreconomic byinterest ~~reason~~owner. ofIn ~~proceedings~~accordance ~~for~~with the ~~winding up and dissolution of the~~ Company.’s ~~Any~~Operating ~~assets~~Agreement ~~inadvertently~~and orconsistent ~~otherwise~~with ~~omitted~~past ~~from~~distributions, ~~the~~any ~~winding~~distribution upof ~~continue~~assets into the Company’s ~~for~~members ~~the~~and ~~benefit~~economic ofinterest ~~the~~owner ~~persons~~must ~~entitled~~first ~~thereto upon dissolution and on realization shall~~ be ~~distributed~~made ~~accordingly.~~in ~~All~~proportion ~~causes~~to ofeach ~~action~~member’s ~~against~~and aeconomic ~~member~~interest ofowner’s ~~the~~unreturned ~~Company~~capital ~~are~~contributions, ~~extinguished~~and, ~~unless~~once ~~the~~all ~~claimant~~capital ~~commences~~has abeen ~~proceeding~~returned, to ~~enforce~~ the ~~cause~~members ofand ~~action~~economic ~~against~~interest aowner ~~member~~in ofproportion ~~the Company prior~~ to ~~the~~their ~~earlier~~respective ofpercentage ~~the~~ownership ~~following:~~interests. ~~(A)~~The ~~the~~distribution ~~expiration~~payment ofwill ~~the~~be ~~statute~~sent ~~of limitations applicable~~ to the ~~cause~~Company’s ofmembers ~~action;~~and oreconomic ~~(B)~~interest ~~four~~owner ~~(4)~~on ~~years~~or ~~after~~about ~~the~~May ~~effective date of the dissolution of the Company~~30, ~~which will be in 2014~~2010.

The Company will vacate its office space on May 30, 2010. Mr. Caldwell and Mr. Rucker will remain available on an as-needed basis to assist with wind up activities, including preparing and sending distribution checks and Forms K-1 to members and the economic interest owner, vacating the Company’s office space and storing company files. They will be compensated on an hourly basis for their time. The Board will dissolve upon completion of the winding up of the Company’s affairs.

Final Forms K-1

Final Forms K-1 for the period from January 1, 2010 to April 30, 2010, the date when the Company’s books were closed, are expected to be sent to the Company’s members and economic interest owner some time towards the middle of 2010.

Legal Proceedings

~~Two~~The ofremaining pending lawsuit against the ~~three~~Company ~~pending~~is ~~lawsuits~~a class action suit that was filed ~~against~~in Orange County Superior Court in Santa Ana, California on June 3, 2009. Plaintiffs claim that the Company violated the Consumer Credit Reporting Agencies Act with respect to information about the plaintiffs that the Company furnished to consumer reporting agencies. Plaintiffs seek injunctive relief, actual and punitive damages to be determined by the court, attorney’s fees and court costs. This lawsuit was first disclosed by the Company in its report on Form 10-Q for the period ended September 30, 2009, and filed with the SEC on November 20, 2009. The class has not been certified and the number of members of the proposed class continues to decrease and currently stands at approximately 68 proposed members. The merits of this case have not yet been ~~settled~~determined. The Company expects to prevail in this lawsuit; however, as litigation is inherently unpredictable, there can be no assurance in this regard. The Company has paid the full amount of the deductible to the insurance carrier.

On July 9, 2009, a class action lawsuit was filed against Performance Capital Management, LLC in the United States District Court for the Eastern District of New York. Plaintiff, on behalf of herself and a proposed class, claimed that the Company violated the Fair Debt Collection Practices Act, 15 U.S.C. Section 1692 et seq. with respect to its debt collection practices. This lawsuit was previously disclosed by the Company in its report on Form 10-Q for the period ended September 30, 2009, and filed with the SEC on November 20, 2009. No class was certified. The Company settled this lawsuit on April 8, 2010. The Company paid approximately $13,500 in connection with the lawsuit, which represents its deductible under its errors and omissions insurance policy. The lawsuit has been dismissed with prejudice.

On November 10, 2009, a purported class action lawsuit was filed against the Company in the United States District Court for the District of Massachusetts, Boston Division, on behalf of Ronald A. Luippold and a broad proposed class of debtors (“Plaintiffs”). Plaintiffs claimed that the Company violated the Fair Debt Collection Practices Act, 15 U.S.C. Section 1692 et seq. with respect to its debt collection practices. This lawsuit was previously disclosed by the Company in its report on Form 8-K dated January 7, 2010, and filed with the SEC on January 13, 2010. The Company settled this lawsuit on March 25, 2010. The Company paid approximately $50,000 in connection with the lawsuit, which represents its deductible under its errors and omissions insurance policy. The lawsuit has been dismissed with prejudice.

The remaining pending lawsuit against the Company is a class action suit that was filed in Orange County Superior Court in Santa Ana, California on June 3, 2009. Plaintiffs claim that the Company has violated the Consumer Credit Reporting Agencies Act with respect to information about the plaintiffs that the Company furnished to consumer reporting agencies. Plaintiffs seek injunctive relief, actual and punitive damages to be determined by the court, attorney’s fees and court costs. The class has not been certified and the number of members of the proposed class continues to decrease. This lawsuit was previously disclosed by the Company in its report on Form 10-Q for the period ended September 30, 2009, and filed with the SEC on November 20, 2009. The merits of the case have not yet been determined. The Company expects to prevail in this lawsuit if it proceeds to trial; however, as litigation is inherently unpredictable, there can be no assurance in this regard.

Forms K-1

Forms K-1 for the year ended December 31, 2009 were sent to the Company’s members and economic interest owner on or about April 2, 2010. A final Form K-1 will be sent to each of the Company’s members and the economic interest owner for the period from January 1, 2010 to the date when the Company’s books are closed.

Periodic Reports

On March 8, 2010, the Company’s Board of Directors determined that the Company would not file any further Annual Reports on Form 10-K or Quarterly Reports on Form 10-Q. At that time, the Board also determined that it would continue to file Current Reports on Form 8-K upon the occurrence of any events that are material to the Company up to the effective date of the Company’s Certificate of Cancellation.

FORWARD-LOOKING STATEMENTS

Except for the historical information presented in this document, the matters discussed in this Form 8-K or otherwise incorporated by reference into this document contain “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform Act of 1995). These statements can be identified by the use of forward-looking terminology such as “believes,” “plans,” “expects,” “may,” “will,” “intends,” “should,” “plan,” “assume” or “anticipates” or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy that involve risks and uncertainties. The safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, apply to forward-looking statements made by Performance Capital Management, LLC (the “Company”). You should not place undue reliance on forward-looking statements. Forward-looking statements involve risks and uncertainties. The actual results that we achieve may differ materially from any forward-looking statements due to such risks and uncertainties. These forward-looking statements are based on current expectations, and we assume no obligation to update this information. Readers are urged to carefully review and consider the various disclosures made by the Company in this report on Form 8-K and in the Company’s other reports filed with the Securities and Exchange Commission that attempt to advise interested parties of the risks and factors that may affect our business.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	~~PERFORMANCE CAPITAL MANAGEMENT, LLC~~		PERFORMANCE CAPITAL MANAGEMENT, LLC
April 19, 2010	By:	/s/ Les Bishop
May 24, 2010		By:	/s/ Les Bishop
(Date)		~~Les Bishop~~	Les Bishop
		Its: Chairman of the Board
		Its:	Chairman of the Board

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