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): ~~November~~December 1928, 2012

SMF ENERGY ~~CORPORATION~~LIQUIDATING TRUST (Exact name of registrant as specified in its charter)

DELAWARE

000-21825

65-0707824

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

200 W. Cypress Creek Rd., Suite 400	Fort Lauderdale, Florida	33309
1000 South Federal Highway, Suite 200	Fort Lauderdale, Florida	33316
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (954) 308-4200

SMF ENERGY CORPORATION

200 W. Cypress Creek Rd., Suite 400

Fort Lauderdale, Florida 33309

(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 (see General Instruction A.2. below):

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

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

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

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

Item 71.01 ~~Regulation~~Entry FDinto ~~Disclosure~~a Material Definitive Agreement.

OnEffective ~~November~~Date ~~19, 2012, SMF Energy Corporation (the “Company”) filed with the United States Bankruptcy Court for the Southern District~~ of ~~Florida~~Chapter ~~(the~~11 “Bankruptcy Court”) its monthly operating report for the period from October 1, 2012 through October 31, 2012 (the “Monthly Operating Report”). The Monthly Operating Report contains financial information for the period of October 1, 2012 through October 31, 2012 for the Company and its subsidiaries H & W Petroleum Company, Inc., SMF Services, Inc., and Streicher Realty, Inc. (collectively, the “Debtors”).Plan

~~The~~As previously ~~Monthly~~disclosed ~~Operating~~in a Current Report ison ~~attached as~~Form ~~Exhibit~~8-K ~~99.1~~filed ~~and~~April is16, ~~incorporated~~2012, ~~herein~~on byApril ~~reference.~~15, ~~This~~2012, ~~current~~SMF ~~report~~Energy Liquidating Trust (~~including~~f/k/a ~~the~~SMF ~~exhibit~~Energy ~~hereto~~Corporation) ~~will~~(the ~~not~~“Company”) ~~be deemed~~and anits ~~admission~~subsidiaries, asH to& ~~the~~W ~~materiality~~Petroleum ofCompany, ~~any~~Inc., ~~information~~SMF Services, ~~required~~Inc., toand beStreicher ~~disclosed~~Realty, ~~solely~~Inc. by(collectively, ~~Regulation~~the ~~FD.~~“Companies”), ~~Complete~~filed ~~copies of~~a voluntary petition in the United ~~Monthly~~States ~~Operating~~Bankruptcy ~~Report~~Court ~~may~~for bethe ~~found~~Southern ~~through~~District of Florida (the “Bankruptcy Court”) orseeking ~~at http://www.trusteeservices.biz/SMF/SMFhome.html~~relief under the ~~tab~~provisions ~~Docket~~of ~~and~~Chapter ~~Claims,~~11 ~~Docket~~of ~~No.~~the ~~597~~United States Bankruptcy Code (the “Bankruptcy Code”).

~~Limitation~~On December 14, 2012, the Bankruptcy Court entered an order (the “Confirmation Order”) confirming the Company’s Amended Joint Plan of Liquidation, dated as of October 16, 2012, as modified in the Emergency Motion to Modify Debtors’ Amended Joint Plan of Liquidation (as confirmed, the “Plan”). A copy of the Plan was included as Exhibit 99.1 to the Company’s Current Report on ~~Incorporation~~Form 8-K filed on December 4, 2012 (the “Confirmation Current Report”) and is incorporated by ~~Reference~~reference herein. Unless otherwise specified in this Current Report on Form 8-K, capitalized terms used but not defined herein shall have the meanings set forth in the Plan. A copy of the Confirmation Order, dated December 14, 2012, is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

InOn ~~accordance~~December ~~with~~28, ~~General Instruction~~2012 ~~B.2~~(the of“Effective ~~Form 8-K~~Date”), the ~~information~~Plan inbecame ~~this~~effective ~~Item~~and ~~7.01~~a ~~shall~~notice ~~not~~of bethe ~~deemed~~Effective ~~“filed”~~Date ~~for~~of ~~purposes~~the ofPlan ~~Section~~was 18filed ofwith the ~~Securities~~ ~~Exchange~~Bankruptcy ~~Act~~Court ofon ~~1934~~January 3, as2013 ~~amended~~ (the “~~Exchange~~Notice ~~Act~~of Effective Date”),. orA ~~otherwise~~copy ~~subject to the liabilities~~ of ~~that section, nor shall such information be deemed incorporated by reference in any filing under~~ the ~~Securities~~Notice ~~Act~~ of ~~1933,~~Effective asDate ~~amended,~~is ~~except~~attached hereto as ~~shall~~ beExhibit ~~expressly~~99.2 ~~set~~and ~~forth~~is incorporated by ~~specific~~ reference ~~in such a filing~~herein.

~~Cautionary~~Liquidating ~~Statement~~Trust ~~Regarding Financial Operating Data~~ Agreement

~~The~~On ~~Company~~January ~~cautions~~4, ~~investors and potential~~2012, ~~investors not to place undue reliance upon~~ the ~~information~~Companies ~~contained~~entered ininto ~~the~~a ~~Monthly~~Liquidating ~~Operating~~Trust ~~Report~~Agreement, ~~which~~effective ~~was~~as ~~not~~of ~~prepared for~~ the ~~purpose~~Effective ofDate ~~providing~~ (the ~~basis~~“Trust ~~for~~Agreement”) by anand ~~investment~~between ~~decision relating to any of~~ the ~~securities~~Companies ofand ~~the~~Soneet ~~Company~~R. ~~The~~Kapila, ~~Monthly Operating Report is limited~~ in ~~scope,~~his ~~covers~~capacity aas ~~limited~~liquidating ~~time~~trustee ~~period, and has been prepared by~~ (the ~~Debtors~~“Liquidating ~~with the assistance of its advisors~~Trustee”) ~~solely~~ for the purpose of ~~complying~~creating ~~with~~a ~~the~~liquidating ~~monthly~~trust ~~reporting requirements of~~ (the ~~Bankruptcy~~“Liquidating ~~Court and the Bankruptcy Code~~Trust”). The Bankruptcy ~~Monthly~~Court ~~Operating~~previously ~~Report~~approved ~~was~~the ~~not~~proposed ~~audited~~form orof ~~reviewed~~liquidating bytrust ~~independent~~agreement. ~~accountants,~~On ~~was~~the ~~not~~Effective ~~prepared~~ Date, in accordance with ~~Generally Accepted Accounting Principles in~~ the ~~United States~~Plan, isan inOversight aCommittee ~~format~~was ~~prescribed by applicable bankruptcy laws, and is subject to future adjustment and reconciliation~~formed. ~~There~~The ~~can~~Oversight beCommittee noconsists ~~assurance that, from the perspective~~ of anthree ~~investor~~(3) ormembers ~~potential investor~~selected inprior ~~the~~to ~~Company’s securities,~~ the ~~Monthly~~Effective ~~Operating~~Date ~~Report~~by isthe ~~complete.~~Unsecured ~~The~~Creditors’ ~~Monthly~~Committee ~~Operating~~(as ~~Report~~defined ~~also contains information for periods which are shorter or otherwise different from those required~~ in the ~~Company’s~~Plan), ~~reports~~at ~~pursuant~~least totwo ~~the~~of ~~Exchange Act, and~~ such ~~information~~members to ~~might~~be ~~not~~previously beexisting ~~indicative~~members of the ~~Company’s~~Committee ~~financial~~(as ~~condition~~defined ~~or operating results for the period that would be reflected~~ in the ~~Company’s~~Plan). ~~financial~~The ~~statements~~Liquidating orTrustee inwill ~~its~~consult ~~reports~~with ~~pursuant to~~ the ~~Exchange Act. Results set~~Oversight ~~forth~~Committee infrom ~~the~~time ~~Monthly~~to ~~Operating~~time ~~Report~~on ~~should~~various ~~not~~matters ~~be viewed~~ as ~~indicative~~set offorth ~~future~~in ~~results~~the Plan.

~~Cautionary~~On ~~Statement~~the ~~Regarding~~Effective ~~Forward-Looking~~Date, the ~~Statements~~Companies shall be deemed to have automatically transferred to the Liquidating Trust all of their right, title, and interest in and to all of the Liquidating Trust Assets (defined to include all assets of the Companies, including, without limitation, all legal or equitable interests of the Companies in any and all real or personal property of any nature, including any real estate, buildings, structures, improvements, privileges, rights, easements, leases, subleases, licenses, goods, materials, supplies, furniture, fixtures equipment, work in process, accounts, chattel paper, cash, deposit accounts, reserves, deposits, contractual rights, intellectual property rights, Litigation Claims (as defined in the Plan), stock, and any other general intangibles, and the proceeds, product, offspring, rents or profits thereof). The Liquidating Trust will distribute the proceeds that are obtained from the liquidation of the Liquidating Trust Assets to the Liquidating Trust Beneficiaries (defined to include holders of Allowed Claims and Allowed Interests entitled to receive Distributions under the Plan and Liquidating Trust), in accordance with the distribution procedures and priorities set forth in the Trust Agreement. These distribution procedures include a reserve mechanism to allow for the resolution of Disputed Claims (as defined in the Plan) that are disputed, in whole or in part, as of the Effective Date.

~~This~~The ~~Current~~Liquidating ~~Report on Form 8-K and Exhibit~~Trust ~~99.1~~is ~~hereto~~created ~~may~~on ~~contain~~behalf ~~“forward-looking statements” within the meaning~~ of ~~the Private Securities Litigation Reform Act of 1995 with respect to the Registrant’s financial condition~~, ~~results of operations,~~ and business that is not historical information. As a general matter, forward-looking statements are those focused upon future or anticipated events or trends and expectations and beliefs relating to matters that are not historical in nature. The words “believe,” “expect,” “plan,” “intend,” “estimate,” or “anticipate” and similar expressions, as well as future or conditional verbs such as “will,” “should,” “would,” and “could,” often identify forward-looking statements. The Registrant believes there is a reasonable basis for ~~its~~the ~~expectations~~benefit ~~and beliefs~~of, ~~but~~ ~~they are inherently uncertain, and~~ the ~~Registrant~~Liquidating ~~may~~Trust ~~not realize its expectations and its beliefs may not prove correct. The Registrant undertakes no obligation to publicly update or revise any forward-looking statement~~Beneficiaries, ~~whether~~with as a ~~result~~term of ~~new~~five ~~information~~years, ~~future~~ ~~events,~~subject orto ~~otherwise. The Registrant’s actual results and future financial condition may differ materially from those~~extension ~~described~~with orapproval ~~implied by any such forward-looking statements as a result~~ of ~~many factors that may be outside~~ the ~~Registrant’s control.~~Bankruptcy ~~Such factors include~~Court, ~~without limitation: (i) the ability of the Registrant to develop, prosecute, confirm,~~ and ~~consummate any~~is ~~plan~~intended ~~of reorganization or liquidation with respect~~ to ~~the~~qualify ~~Chapter~~as 11a ~~Proceeding;~~“grantor ~~(ii)~~trust” ~~the~~for ~~Registrant’s~~federal ~~ability~~income totax ~~obtain~~purposes. ~~Court~~Beneficial ~~approval~~interests ~~with respect to motions~~ in the ~~Chapter~~Liquidating 11Trust ~~Proceeding;~~are ~~and~~not ~~(iii)~~transferable ~~the~~unless ~~potential adverse impact of~~ the ~~Chapter~~Liquidating 11Trustee ~~Proceeding on~~determines ~~the Registrant’s liquidity or results of operations~~otherwise. ~~This list is not intended to be exhaustive.~~

The ~~Registrant’s~~above ~~informational~~summary of ~~filings~~the ~~with~~material terms of the ~~Bankruptcy~~Trust ~~Court,~~Agreement ~~including~~does ~~this~~not ~~Monthly~~purport ~~Operating~~to ~~Report,~~be ~~are~~complete ~~available~~and tois ~~the~~qualified ~~public~~in atits ~~the~~entirety ~~office~~by ofreference ~~the~~to ~~Clerk~~the text of the ~~Bankruptcy~~Trust ~~Court~~Agreement, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and are incorporated by reference herein.

Item 1.03 Bankruptcy or Receivership.

As discussed above, on December 14, 2012, the Bankruptcy Court entered the Confirmation Order confirming the Plan, and the Plan became effective on December 28, 2012. The information in Item 1.01 of this Current Report and in Item 1.03 of the Confirmation Current Report is incorporated by reference into this Item 1.03.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
99.1		Monthly Operating Report for the period October 1, 2012 through October 31, 2012, filed with the United States Bankruptcy Court for the Southern District of Florida
10.1		Liquidating Trust Agreement
99.1		Order (I) Granting Emergency Motion to Modify Debtors’ Amended Joint Plan of Liquidation; and (II) Confirming the Debtors’ Amended Joint Plan of Liquidation dated October 16, 2012, as modified.
99.2		Notice of Effective Date

SIGNATURE

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.

Date: December 11, 2012	SMF ENERGY CORPORATION
Date: February 4, 2013	SMF Energy Liquidating Trust
	By:	\s\ Soneet R. Kapila
		Soneet R. Kapila, Chief Restructuring Officer
	Name:	Soneet R. Kapila
	Title:	Liquidating Trustee

EXHIBIT INDEX

Exhibit 99.1 Monthly Operating Report for the period from October 1, 2012 through October 31, 2012, filed with the United States Bankruptcy Court for the Southern District of Florida.

10.1	Liquidating Trust Agreement
99.1	Order (I) Granting Emergency Motion to Modify Debtors’ Amended Joint Plan of Liquidation; and (II) Confirming the Debtors’ Amended Joint Plan of Liquidation dated October 16, 2012, as modified.
99.2	Notice of Effective Date

Filing Compare · SMF Energy Liquidating Trust