THIRD STIPULATION AND CONSENT ORDER EXTENDING TIME FOR DEBTOR TO RESPOND TO MOTION TO CONVERT TO CHAPTER 7 OR DISMISS

JAMES F. SCHNEIDER, Bankruptcy Judge.

Wincopia Farms, LP ("Wincopia"), Debtor and the U.S. Trustee for the District of Maryland, Baltimore Division (the "U.S. Trustee"), by their respective attorneys hereby further stipulate and agree as follows:

1. On September 2, 2010, the U.S. Trustee filed a Motion to Convert to Chapter 7 or Dismiss (the "Motion").

2. The Motion is premised upon a failure to pay $1,045.43 in quarterly fees owed to the U.S. Trustee and a failure to file monthly operating reports on a current basis.

3. Wincopia sent out a payment on September 17, 2010 to cure the quarterly fee arrearage and has made a proposal to catch up on delinquent monthly operating reports.

4. Upon catching up monthly operating reporting and quarterly fees, the U.S. Trustee has agreed to withdraw the Motion without prejudice.

5. In order to permit Wincopia to reserve its rights with respect to the Motion while it complies with the U.S. Trustee's conditions for withdrawal of the Motion, the U.S. Trustee agreed to give Wincopia an initial thirty (30) day extension of time within which to respond to the Motion such that any response would be due on or before October 20, 2010. On September 29, 2010, this Court approved a stipulation and consent order reflecting this agreement.

6. On October 21, 2010, this Court approved a Second Stipulation and Consent Order extending the Debtor's deadline to respond to the Motion through and including November 19, 2010.

7. While Wincopia has caught up on the payment of its quarterly fees and remains current on the payment of its quarterly fees, it needs additional time within which to file its delinquent monthly operating reports.

8. The U.S. Trustee has agreed to give Wincopia an additional 20-day extension of time within which to respond to the Motion so that any response would be due on or before December 9, 2010.