TCR_Public/080201.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Friday, February 1, 2008, Vol. 12, No. 27

                             Headlines



3700 ASSOCIATES: In Talks with Hyatt and Marathon on $3BB Project
ACANTO SADDLEBACK: Case Summary & 26 Largest Unsecured Creditors
ADAPTEC INC: Earns $1.1 Million in Quarter Ended December 31
ALEXIA CRAWFORD: Case Summary & 20 Largest Unsecured Creditors
AMERICAN NATURAL: March 31 Balance Sheet Upside-Down by $15.7 Mil.

ANNTAYLOR STORES: Moody's Withdraws 'Ba1' Corporate Family Rating
ARVINMERITOR INC: Posts $12MM Net Loss in Qtr. Ended Dec. 30
B J R HOLDINGS: Case Summary & 19 Largest Unsecured Creditors
BARNET HOSPITAL: Panel Taps Rosenthal as Real Estate Appraiser
BAYOU GROUP: Investors Balk at Offshore Funds Panel's Fee Requests

BAYOU GROUP: Various Parties Argue Over Distribution of Funds
BEXAR COUNTY: Moody's Cuts Rating on $14.8MM Revenue Bonds to Ba2
BIOPURE CORP: Ernst & Young Expresses Going Concern Doubt
BNG HOLDINGS: Case Summary & Three Largest Unsecured Creditors
BUFFETS HOLDINGS: Section 341(a) Meeting Scheduled for February 3

BUFFETS HOLDINGS: U.S. Trustee Appoints 7-Member Creditors Panel
CALPINE CORP: Emerges from Chapter 11 in New York
CATHOLIC CHURCH: Davenport Files Ch. 11 Plan of Reorganization
CCI OF WEST PALM: Selling 19 TGI Friday's Restaurants on Feb. 26
CONSOL ENERGY: Earnings Drop to $6.8 Mil. in Qtr. Ended Dec. 31

DELTA PETROLEUM: Stockholders' to Meet Feb. 19 on Tracinda's Offer
DENISON COMMUNICATIONS: Voluntary Chapter 11 Case Summary
FEDDERS CORP: Bidding Procedure OK'd for Sale of Unit's Assets
FIRST UNION: Fitch Keeps 'B' and 'CCC' Ratings on Class B Certs.
FORD MOTOR: Nears Deal w/ Tata Motors on Jaguar & Land Rover Sale

GLOBAL BEVERAGE: To Repurchase 60.5MM Shares from XStream Beverage
GLOBAL MOTORSPORT: Case Summary & 35 Largest Unsecured Creditors
GO FIG: Section 341(a) Meeting Scheduled for February 11
GO FIG: Wants to Hire Capes Sokol as General Bankruptcy Counsel
GO FIG: U.S. Trustee Appoints Seven-Member Creditors Committee

HAWAIIAN AIRLINES: Gets Extra $3.9MM from Mesa Air for Legal Fees
HAWAIIAN TELCOM: Moody's Upgrades Rating on $150 Million Sr. Notes
HERCULES INC: Debt Reduction Efforts Cue Moody's Ba2 Rating Review
HILLEN REAL: Voluntary Chapter 11 Case Summary
HILLTOP SPORTS: Voluntary Chapter 11 Case Summary

IAC/INTERACTIVE CORP: Spin-Off Plans Cue S&P to Review Ratings
IAP WORLDWIDE: Moody's Junks Ratings; Revises Outlook to Negative
ICEFLOE TECHNOLOGIES: Files an Assignment in Bankruptcy Under BIA
JOHNSON RUBBER: Judge Baxter OKs McGuireWoods as Panel's Counsel
KAUFMAN COUNTY: Taps Eric A. Liepins PC as Bankruptcy Counsel

LIBERTY TAX LP: Dec. 31 Balance Sheet Upside-Down by $28.4 Million
LIONEL LLC: Court Okays Pay Scheme for CEO Jerry Calabrese
MAJESCO ENTERTAINMENT: Posts $961,000 in 4th Quarter Ended Oct. 31
MAYERLING LLC: Voluntary Chapter 11 Case Summary
MARKET PLACE: Voluntary Chapter 11 Case Summary

MCLAURIN & BRAD: Case Summary & Four Largest Unsecured Creditors
MILAGRO ENERGY: Defaults on $7.5 Million Convertible Debentures
MLW LLC: Voluntary Chapter 11 Case Summary
MOHEGAN TRIBAL: Eyes Acquisition of Tropicana and Trump Marina
MOUNT SINAI MEDICAL: Moody's Maintains 'Ba1' Long-Term Ratings

NORTHWEST AIRLINES: Completes Acquisition of Midwest Air Group
PACIFIC LUMBER: Obtains Court Nod to Sell Redwood Lumber to Mirada
PACIFIC LUMBER: Wants BoNY's Request for Ch. 11 Trustee Dismissed
POINT THERAPEUTICS: Stockholders' Meeting Adjourned to February 12
POINT THERAPEUTICS: Gets Additional Nasdaq Non-Compliance Notice

POLAR MOLECULAR: Section 341(a) Creditors Meeting Set for Feb. 20
POLAR MOLECULAR: Taps Quinn & Coles as Bankruptcy Counsel
PUBLICARD INC: Emerges from Bankruptcy as Chazak Value Corp.
RENAISSANCE GRAND: Restructuring Plans to be Released by February
SCO GROUP: Tanner LC Expresses Going Concern Doubt

SCRIPPS VINEYARDS: Files Schedules of Assets & Liabilities
SCRIPPS VINEYARDS:  Section 341 Creditors' Meeting Set for Feb. 12
SEQUOIA MORTGAGE: Fitch Downgrades Ratings on Seven Certificates
SHARPE LLC: Can Employ Kutner Miller as Bankruptcy Counsel
SHARPE LLC: Section 341(a) Creditors Meeting Set for Feb. 13

SMART MODULAR: Moody's Lifts Corporate Family Rating to B1 From B2
SOUTH COAST: Moody's Junks Rating on $26 Million Class B Notes
SOUTH COAST: Moody's Downgrades Rating on $32.5 Million Notes
SPORTSSTUFF INC: Panel Can Employ McGrath North as Bankr. Counsel
SPORTSSTUFF INC: Wants to Use Sun Pleasure's Cash Collateral

TAYLOR CAPITAL: Fitch Chips Issuer Default Rating to BB+ From BBB-
TOUSA INC: Gets Interim Court Nod for $135 Million Financing
TROPICANA ENT: Trustee Files Suit; Demands Payment of Sr. Notes
UNIVERSAL FOOD: Court Decrees $6 Mil. Payment to Secured Lenders
US AIRWAYS: Moves Assume or Reject Deal Hearing to February 21

US AIRWAYS: Names Dion Flannery as US Airways Express President
US ENERGY: Wants to Hire Hunton & Williams as Bankruptcy Counsel
US ENERGY: Wants Court Nod on Jefferies as Financial Advisor
USA INVESTMENT: Plan Confirmation Hearing Set on Monday
USG CORP: Posts $28 Million Net Loss in for Fourth Qtr. 2007

VENTAS INC: Agrees to Sell 3.9 Million Shares to UBS Investment
VICORP RESTAURANTS: To Delay Filing of 2007 Annual Report
VICORP RESTAURANTS: S&P Slashes Rating to CCC on 10-K Filing Delay
WELLS FARGO: Fitch Rates Eight Series 2008-1 Certificates at Low-B

* John Finnegan Joins Chadbourne & Parke in New York as Partner
* Marsh & McLennan Appoints Brian Duperreault as President and CEO
* Michael G. Cortina Joins SmithAmundsen as Partner
* William Yonge Joins Proskauer Rose as Partner in London

* Key Drivers FTI Consulting Says Will Affect 2008 Restructurings

* BOOK REVIEW: Bankruptcy Investing: How to Profit from Distressed
               Companies (Revised Edition)



                             *********

3700 ASSOCIATES: In Talks with Hyatt and Marathon on $3BB Project
-----------------------------------------------------------------
3700 Associates LLC is presently discussing with partners, Hyatt
Corp. and Marathon Asset Managmement, regarding the $3 billion
development project of the Cosmopolitan Resort & Casino in Las
Vegas, The Wall Street Journal reports, citing sources familiar
with the matter.

The talks follow news of Ian Bruce Eichner at 3700 Associates
receiving a default notice from Deutsche Bank AG regarding a
$760 million construction loan, WSJ relates.

According to WSJ's sources, one of the possibilities is for Global
Hyatt and Marathon to buy the project.  Hyatt had declared a
transaction with Mr. Eichner in hopes to manage the unfinished
hotel, WSJ says.

Yesterday, Mr. Eichner told WSJ that the talks are still ongoing
and indicated the likelihood that talks "will go forward."  With
this news, WSJ speculates that a foreclosure on the property will
not push through and save Mr. Eichner from becoming among "the
first big commercial real estate failures" brought by the
financial crisis.

Mr. Eichner asserted he wants the hotel construction to be
completed as originally planned and that "he would be very
satisfied" if Hyatt and Marathon will take over the project.

Meanwhile, Marathon spokesman told WSJ that Marathon is
considering options to complete the project, including acquiring
it.  On the other hand, Hyatt spokeswoman refused to give comment
saying deals are yet to be confirmed, WSJ adds.

Deutsche Bank AG holds the $760 million senior mortgage while
Hyatt and Marathon hold junior debt totaling about $175 million,
WSJ reveals, citing sources knowledgeable with the issue.  WSJ's
sources adds that should the property be foreclosed, Hyatt and
Marathon's mortgages "could be wiped out."

            Deutsche Bank to Fund Hotel's Construction

As reported in the Troubled Company Reporter on Jan. 23, 2008,
Perini Building Company, Inc., a wholly owned subsidiary of Perini
Corporation said it has in place an interim commitment with
Deutsche Bank AG.  Under the interim commitment, Deutsche Bank
will continue to pay Perini for performing the construction work
on the Cosmopolitan Resort and Casino project in Las Vegas, Nevada
on a monthly basis while the issues of loan default with the
developer, 3700 Associates LLC, are being resolved.

As a result, the work at the Cosmopolitan will continue unaffected
by the default notice.

               3700 Associates Gets Default Notice

The TCR said on Jan. 18, 2008, 3700 Associates was issued a
foreclosure notice by Deutsche Bank AG.  Perini confirmed that
Deutsche Bank, on Jan. 16, 2008, delivered a notice of loan
default to 3700 Associates.  Perini Building is the general
contractor for the project which is scheduled for completion in
December of 2009.

At that time, Perini was in discussion with 3700 Associates and
Deutsche Bank, to facilitate an orderly continuation of
construction of the project.  As of Dec. 31, 2007, work remaining
to be performed under the construction contract totaled
approximately $1.4 billion.

                      About 3700 Associates

The 3700 Associates LLC is a real estate developer owned by Ian
Bruce Eichner.  It is currently developing Cosmopolitan Resort &
Casino, a 3,000-room high-rise casino and hotel due to open in
late 2009 between the Bellagio casino resort and the CityCenter
casino complex.  The project cost, initially valued at $1.8
billion, has ballooned to $3 billion.  On Oct. 11, 2005, 3700
Associates signed a $1 billion construction contract with Perini
Building Company, Inc., a subsidiary of Perini Corporation --
(NYSE: PCR) -- http://www.perini.com/-- also a construction  
services company.


ACANTO SADDLEBACK: Case Summary & 26 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Acanto Saddleback Homes, L.L.C.
        1300 Quail Street, Suite 110
        Newport Beach, CA 92660

Bankruptcy Case No.: 08-10426

Chapter 11 Petition Date: January 30, 2008

Court: Central District Of California (Santa Ana)

Judge: Theodor Albert

Debtor's Counsel: Robert P. Goe, Esq.
                  Goe & Forsythe, L.L.P.
                  660 Newport Center Drive, Suite 320
                  Newport Beach, Ca 92660
                  Tel: (949) 467-3780
                  Fax: (949) 721-0409

Total Assets: $10 Million to $50 Million

Total Debts:  $1 Million to $10 Million

Debtor's 26 Largest Unsecured Creditors:

   Entity                      Claim Amount
   ------                      ------------
Hy-Tech Tile                   $313,195
Attention: Mike Postolache
1355 Talmyrita Avenue
Riverside, CA 92507
Tel: (951) 788-0550
Fax: (951) 788-0551

B.A.S. Appliances-K.I.V.A.    $137,538
Attention: Managing Member
1745 North St. Thomas Circle
Orange, CA 92865

Parker Rose Design            $88,216
Attention: Daniel Horwitz
110 West Central Street
San Diego, CA 92101

Canyon View Pools-            $83,962
Farley Paving

West Coast Drywall/Painting   $64,895

Tandem West Glass             $57,000

Canyon View Pools-Flores      $41,076
Landscaping

Canyon View Pools-Randy Myers $37,270

Canyon View Pools-Rammel      $35,822
Plaster

Don Hegge Electric            $35,528

R.C.R.                        $30,426

Pat's Lighting                $26,624

Kerdus Plastering             $24,564

Wallis Tile                   $21,700

Kitchen Idea                  $18,296

Signature Doors               $18,178

Guy Evans                     $14,418

Glazcon-Henry's Glass         $14,085

Designs by Lucinda            $14,040

Pacific Shores Masonry        $13,894

Cedar Crest Overhead Doors    $4,945

Home Buyers Guide             $3,189

Canyon View Pools-United      $2,293
Rentals

R.G.A.                        $1,950

Coast Magazine                $1,400

Canyon View Pools             unstated


ADAPTEC INC: Earns $1.1 Million in Quarter Ended December 31
------------------------------------------------------------
Adaptec Inc. has reported its financial results for the third
quarter of fiscal 2008, which ended on Dec. 31, 2007.

The company's balance sheet for quarter ended Dec. 31, 2007
reflected a total assets $695.5 million, total liabilities of
$275.4 million and shareholder's equity of $420.1 million.

Net revenue for the company's third quarter of fiscal 2008 was
$41.2 million, compared with $60.7 million for the third quarter
of fiscal 2007.

Net income for third quarter of fiscal 2008 were at $1.1 million,
or $0.01 per share, compared to $6.4 million, or $0.05 per share,
of quarter ended Dec. 31, 2006.

"Although we are not satisfied with the current revenue
trajectory, we are very pleased with our product development
efforts during the past few quarters," S. Sundaresh, president and
chief executive officer of Adaptec said.  "We have a broad array
of award-winning products which we will expand further during our
next fiscal quarter."  

"Furthermore, we remain focused on improving our operating model
and maintaining the strength of our balance sheet," S. Sundaresh
added.  "I am happy to note that the entire team is working
diligently to brighten Adaptec's future."

                         About Adaptec

Headquartered in Milpitas, California, Adaptec Inc. (NASDAQ: ADPT)
-- www.adaptec.com -- provides storage solutions that move,
manage, and protect data and digital content.  Adaptec's software
and hardware-based solutions are delivered through original
equipment manufacturers and channel partners to provide storage
connectivity, data protection, and networked storage to
enterprises, government organizations, medium and small businesses
worldwide.
  
                          *     *     *

Moody's Investors Service assigned its 'B1' issuer default and
long-term corporate family rating with a negative outlook on
April 2, 2001.  That rating action still holds to date.


ALEXIA CRAWFORD: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Alexia Crawford Retail, LLC
        dba Laila Rowe
        350 W. 36th Street, 6th floor
        New York, NY 10018

Bankruptcy Case No.: 08-11559

Type of Business: The Debtor sells jewelry accessories.
                  See: http://www.lailarowe.com/

Chapter 11 Petition Date: January 30, 2008

Court: District of New Jersey (Newark)

Judge: Novalyn L. Winfield

Debtors' Counsel: Daniel Stolz, Esq.
                  Wasserman, Jurista & Stolz
                  225 Millburn Ave., Suite 207
                  P.O. Box 1029
                  Millburn, NJ 07041-1712
                  Tel: (973) 467-2700
                  http://www.wjslaw.com/

Total Assets: $2,404,481

Total Debts:  $4,864,290

Consolidated Debtors' List of 20 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Applause Contemporary Jewelry  trade debt            $427,931
Ltd.                   
Hang Seng Bank, Tsimshatsui     
Branch                          
18 Carnarvon Road, Hong Kong

Tri River Design &             trade debt            $416,267
Construction
2840 Library Road, Suite 300                       
Pittsburgh, PA 15234            

Alexia Crawford, Inc.                                $376,559
35 West 36th Street             
New York, NY 10018              

Lyla Associates, LLC - 17th    trade debt            $153,004
Street

Williams USA Realty Services   trade debt            $148,104
Co., Inc.

NYS Sales Tax                  sales tax             $118,774

Brusco Enterprises, Inc. -     trade debt            $118,035
Columbus Ave                    
Fenwick-Keats Management,       
Inc.                            

Bi-Coastal Properties, Inc.    trade debt            $115,625

Uniway Partners L.P.           trade debt            $112,403
A/A/F W & M Properties          

Chase                          trade debt            $101,063

Atlas Park, LLC.               trade debt            $95,524

Qingdao Jikimi Jewelry Co.,    trade debt            $82,130
LTD Gumiaotoucun, Cheng
Yang Jiedao Chengyangqu
Qingdao

L&M 2190 LLC - Broadway        trade debt            $78,418

Excell Customs Brokers         trade debt            $75,324

201 East 61st Street           trade debt            $69,858

Evergreen Walk Lifestyle       trade debt            $67,695
Centers, LLC                   

Annapolis Mall L.P.            trade debt            $52,694

Baltimore Center Associates LP trade debt            $48,883
Harborplace SDS-12-2731        

EklecCo NewCo LLC.             trade debt            $47,768

Washington Mutual               Trade debt 42,790.19
Small Business Line


AMERICAN NATURAL: March 31 Balance Sheet Upside-Down by $15.7 Mil.
------------------------------------------------------------------
American Natural Energy Corp. filed with the Securities and
Exchange Commission on Jan. 29, 2008, its consolidated financial
statements for the first quarter ended March 31, 2007.

At March 31, 2007, the company's consolidated balance sheet at
March 31, 2007, showed $7.7 million in total assets, $23.4 million
in total liabilities, resulting in a $15.7 million total
stockholders' deficit.

The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with $801,748 in total current assets
available to pay $21.7 million in total current liabilities.

The company reported a net loss of $466,730 for the first quarter
ended March 31, 2007, compared with a net loss of $710,973 for the
corresponding period ended March 31, 2006.

Revenues were $340,389 for the first quarter ended March 31, 2007,
compared with revenues of $586,911 for the corresponding period
ended March 31, 2006.

Revenues for the three months ended March 31, 2007, were lower as
a result of decreased production and decreased oil and gas prices.

Total expenses were $807,119 for the three months ended March 31,
2007, compared to $1.3 million for the three months ended
March 31, 2006.   General and administrative expenses were
$311,686 and $531,835 for the three months ended March 31, 2007,
and 2006, respectively.  The decrease was primarily due to reduced
fees for professional services.
     
Interest and financing costs decreased from $319,739 for the three
months ended March 31, 2006, to $242,794 for the three months
ended March 31, 2007.  
     
Lease operating expenses of $62,664, production taxes of $20,706,
and depletion, depreciation and amortization of $154,603 during
the three months ended March 31, 2007, changed from $108,931,
$36,981, and $315,691, respectively, during the three months ended
March 31, 2006.  

Full-text copies of the company's consolidated financial
statements for the quarter ended March 31, 2007, are available for
free at http://researcharchives.com/t/s?279c

                       Going Concern Doubt

Malone & Bailey PC, in Houston, expressed substantial doubt about
American Natural Energy Corp.'s ability to continue as a going
concern after auditing the company's consolidated financial
statements for the year ended Dec. 31, 2006.  The auditing firm  
reported that the company has incurred substantial losses during
2006, has a working capital deficiency and an accumulated deficit
at Dec. 31, 2006, and is in default with respect to certain
debenture obligations.

                      About American Natural

Based in Tulsa, Oklahoma, American Natural Energy Corporation (TSX
Venture: ANR.U) -- http://www.annrg.com/-- was formed in January   
2001 to focus on the acquisition, development and exploitation of
oil and natural gas reserves.  ANEC's objective is to grow an oil
and natural gas reserve base through development, exploitation and
exploration drilling within the current and future boundaries of
its St. Charles Parish, Louisiana properties, including its
ExxonMobil Joint Development area.


ANNTAYLOR STORES: Moody's Withdraws 'Ba1' Corporate Family Rating
-----------------------------------------------------------------
This rating of AnnTaylor Stores Corporation has been withdrawn:

  -- Corporate family rating of Ba1.

AnnTaylor's senior secured revolving credit facility does not have
a Moody's rating.

Moody's has withdrawn these ratings for business reasons.  Moody's
added that the ratings were withdrawn because this issuer has no
rated debt outstanding.


ARVINMERITOR INC: Posts $12MM Net Loss in Qtr. Ended Dec. 30
------------------------------------------------------------
ArvinMeritor Inc. reported $12 million net loss for three months
ended Dec. 30, 2007, compared to $7 million net income for the
same period in the previous year.

At Dec. 31, 2007, the company's balance sheet showed total assets
of $4.56 billion, total liabilities of $4.02 billion and total
shareowners' equity of $0.54 billion.    

Free cash outflow of $305 million compared to an outflow of
$64 million in the first quarter of fiscal year 2007.  This
represents negative cash flow from operations of $271 million in
2007 and $33 million in 2006, and capital expenditures of
$34 million in 2007 and $31 million in 2006.

"We demonstrated stronger operating performance this quarter
despite Class 8 volumes being down approximately 50% in North
America," Chip McClure, chairman, CEO and president said.  "The
actions we have implemented through our Performance Plus program,
particularly in Europe, are gaining traction and driving improved
EBITDA and margins."

                      Business Highlights

   -- increased CVS EBITDA margins by six-tenths of a
      percentage point in the first quarter of fiscal year 2008
      compared to the same period last year.
    
   -- acquired Mascot Truck Parts Ltd., a remanufacturer of
      transmissions, drive axle carriers, steering gears and
      drivelines, to drive the company's strategy to grow its
      Commercial Vehicle Aftermarket business.
    
   -- awarded new business to supply more than four million
      window regulator motors, 700,000 plastic door modules,
      and 700,000 Next Generation latch sets annually to
      Hyundai Motor Company beginning in 2010.
    
   -- amended the company's senior secured credit facility to
      offer greater flexibility and access to increased
      liquidity.

                      About Arvinmeritor

Headquartered in Troy, Michigan, ArvinMeritor Inc. (NYSE: ARM)
-- http://www.arvinmeritor.com/-- supplies integrated systems,        
modules and components to the motor vehicle industry.  The company
serves commercial truck, trailer and specialty original equipment
manufacturers and certain aftermarkets, and light vehicle
manufacturers.  

                          *     *     *

As reported in the Troubled Company Reporter on Jan 14, 2008,
Fitch Ratings has taken these rating actions on ArvinMeritor:
(i) issuer default rating downgraded to 'B+' from 'BB-'; (ii)
senior secured revolver affirmed at 'BB' and assigned 'RR1';
(iii) senior unsecured notes affirmed at 'B+' and assigned   
'RR4'.  The rating outlook is negative.  The ratings affect
approximately $1.1 billion of outstanding debt.


B J R HOLDINGS: Case Summary & 19 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: B J R Holdings Inc.
        aka R J Barthel Holdings Inc.
        dba Pine Cone Restaurant
        aka Ronald D. Barthel
        dba Big Steer South
        aka Anna H. Barthel
        dba Truckers Inn Travel Plaza
        dba Big Steer Travel Center
        dba Greater Midwestern Hospitality Group Inc.
        dba Windmill Vehicle and RV Travel Center
        dba Big Steer Travel Plaza LLC
        100 State Highway 16
        Dexter, MN 55926

Bankruptcy Case No.: 08-30394

Chapter 11 Petition Date: January 30, 2008

Court: District of Minnesota (St Paul)

Judge: Dennis D O'Brien

Debtors' Counsel: Dean K. Adams, Esq.
                  Adams Rizzi & Sween
                  300 First Street N.W.
                  Austin, MN 55912
                  Tel: (507) 433-7394
                  http://www.adamsrizzisween.com/

Total Assets: $0

Total Debts:  $2,071,634

Consolidated Debtors' List of 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Eggens Direct                  trade                 $850,000
PO Box 115                 
Milaca, MN 56353           

Martin Bros                    trade                 $281,246
PO Box 69                  
Cedar Falls, IA 50613-0010

MN Department of Revenue       taxes                 $202,000
Stop 5700
316 N. Robert Street
Saint Paul, MN 55101

Venture Fuels                  trade                 $147,405

Midwest Leasing                lease                 $120,000

Cintas                         trade                 $110,000

Internal Revenue Service       taxes                 $86,000

Baudoin Oil                    trade                 $80,000

Jefferson Lines                computer              $50,000

Magic Media                    trade                 $45,000

Pump and Meter                 trade                 $24,000

MN Petroleum Service           trade                 $16,000

Triple C Technologies          trade                 $15,249

Northwest Petroleum Svc        trade                 $13,834

Sysco                          trade                 $10,000

Dynamic Electric               trade                 $9,000

Q S C of Northfield Inc        trade                 $6,000

Rivercity Refrigeration        trade                 $3,900

Mid America Mfg Dist           trade                 $2,000


BARNET HOSPITAL: Panel Taps Rosenthal as Real Estate Appraiser
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Nathan and Miriam
Barnert Memorial Hospital Association dba Barnert Hospital asks
the United States Bankruptcy Court for the District of New Jersey
for permission to employ Rosenthal Appraisal Co. Inc. as its real
estate appraiser.

The Committee tells the Court that Rosenthal Appraisal will
analyze, compare and appraise the Debtor's properties.

The Committee says that the firm will receive a flat fee of
$15,000 for this engagement.  Stuart Rosenthal, the principal of
the firm, charges $250 per hour.

Mr. Rosenthal assures the Court that the firm does not hold any
interest adverse to the Debtor's estate and is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

Mr. Rosenthal can be reached at:

   Stuart Rosenthal
   Rosenthal Appraisal Co. Inc.
   6 West Railroad Avenue
   P.O. Box 460
   Tenafly, New Jersey 07670
   Tel: (201) 567-4300

                 About Barnert Memorial Hospital

Nathan and Miriam Barnert Memorial Hospital Association, dba
Barnert Hospital, owns and operates a 256 bed general acute
care community hospital located at 680 Broadway in Paterson,
New Jersey.  The company filed for chapter 11 protection on
Aug. 15, 2007 (Bankr. D. N.J. Case No. 07-21631).  David J. Adler,
Esq., at McCarter & English, LLP, represents the Debtor in its
restructuring efforts.  Warren J. Martin Jr., Esq. and John S.
Mairo, Esq., at Porzio Bromberg & Newman, P.C., represent the
Official Committee of Unsecured Creditors in this case.  Donlin
Recano & Company Inc. is the Debtor's claims, noticing, and
balloting agent.  The Debtor's schedules reflect total assets
of $46,600,967 and total liabilities of $61,303,505.


BAYOU GROUP: Investors Balk at Offshore Funds Panel's Fee Requests
------------------------------------------------------------------
Investor defendants represented by Sonnenschein Nath & Rosenthal
LLP wants the Honorable Adlai S. Hardin, Jr., of the U.S.
Bankruptcy Court for the Southern District of New York to deny the
request of the Unofficial Creditors Committee of the Bayou Onshore
Funds in the bankruptcy cases of Bayou Group LLC and its debtor-
affiliates to collect pre-petition fees and expenses of the
committee members.

                  Reasons for Disallowing the Claim

Sonnenschein Investors listed several reasons why the prepetition
unofficial committee claims should be disallowed.

First, Sonnenschein Investors relate, the claims were filed well
after the bar date and are not individual claims.  Although they
purport to relate to previously filed claims, the prepetition
unofficial committee claims are not amendments to claims but
entirely new claims filed by the investors acting in a different
capacity as committee members.   At the request of the Debtors,
Jan. 17, 2007, was set as the bar date for filing proofs of claim.

Second, the claims are based on the common fund doctrine that is
not applicable in the cases, Sonnenschein Investors say.  The
common fund doctrine is an equitable doctrine holding that a
lawyer who creates or recovers a common fund for the benefit of
persons other than himself and his clients is entitled to fees
from that fund.  Sonnenschein Investors contest that the lawyers
for the prepetition committee and its members are not directly
responsible for creating a fund.  For a number of reasons, the
members of the unofficial committee sought the appointment of a
receiver in the United States District Court who, once appointed,
commenced litigation.  Sonnenschein Investors point that the
committee members are several steps from having created a fund.

Further, Sonnenschein Investors assert that the prepetition
unofficial committee claims should be disallowed because they lack
sufficient information and detail to support allowance under any
theory of law or equity for prepetition attorney fees.  
Sonnenschein Investors add that the claims are also duplicative
since the nine claims are identical filings against each of the
Debtors.

Finally, Sonnenschein Investors inform the Court that the claims
should be disallowed because they were filed in bad faith.  The
members of the committee first filed the prepetition unofficial
committee claim for $1,027,787 in fees and expenses on Nov. 21,
2007, the same day the Bayou Debtors filed a plan.

                Claim was Classified Under the Plan

The proposed plan, Sonnenschein Investors relate, initially
provided for allowance of the claim in class 2 of the plan,
payable in full, ahead of investor claims.  According to
Sonnenschein Investors, the classification and treatment of the
prepetition unofficial committee claim, together with the Debtors'
silence on the application of the Government Fund and a role for
postconfirmation committee, was part of the price for the official
committee's consent to the latest proposed plan.  In addition,
Sonnenschein Investors say, the prepetition unofficial committee
claim comprised about 99% of the aggregate value of the claims in
class 2, and thus, as an allowed claim, the vote of this claim for
the plan virtually ensured an accepting class.  In sum,
Sonnenschein Investors assert, the claim was part of a scheme to
use the plan process to give one group of investors a
substantially greater recovery.

Kasowitz, Benson, Torres & Friedman LLP is counsel to the
Unofficial Committee of Prepetition Creditors.   The firm is also
counsel to Silver Creek Long/Short Holdings LLC, the chair of both
Ad Hoc Committee and the Official Committee of Unsecured
Creditors.

                 Facts Relevant to the Objection

Sonnenschein Investors listed facts to support its objection.

The members of the unofficial committee are Bermuda Fund/6800
Capital, DePauw University, LIBOR Partners/305 Partners,
Phoenician Trading Partners LP, Regent University, Rembrandt &
Partners/Southwind Partners, Silver Creek Long/Short Holdings LLC
and John H. Williams.

Sonnenschein Investors reveal that Bermuda invested $13,000,000 in
Bayou Superfund and redeemed $8,000,000 between February 2003 and
April 2005.  Bermuda filed a proof of claim of $8,136,323,
consisting of $5,000,000 capital contribution and $3,136,323 lost
profits.

Silver Creek filed a proof of claim of $58,988,090 based on
investment of $43,000,000.

LIBOR Partners filed for $2,091,184, consisting of $2,000,000
investment and profits reported on the last net asset valuation
sent by the Debtors.

Phoenician filed for $1,850,000, net of a $50,000 withdrawal.  The
Phoenician claim is based upon breach of contract, securities
fraud and common law fraud, for which it is entitled to return of
its investment plus damages.

Regent University filed for $5,850,836 representing the sum on the
latest net asset valuation sent by the Debtors.  The claim say
that the Regent University claim is based on wrongful interference
with contract and with prospective economic advantage.

Rembrandt filed for an amount of no less than $8,326,439,
consisting of $6,250,000 net capital contribution and $2,076,439
lost profits.  Rembrandt invested in Bayou fund $8,000,000 and
redeemed $1,750,000 in January 2005.

John Williams filed for $1,475,000 based solely on his investment
in the Bayou funds.

DePauw University filed for $10,485,315 for recession/damages
arising from securities law violations.  DePauw invested
$3,250,000 in Bayou No Leverage and asserted claims for treble
damages.

Only five members of the unofficial onshore committee (Silver
Creek, Bermuda, Rembrandt, Regent University, and John Williams)
took credit for filing a complaint in the U.S. District Court and
the motion for appointment of a receiver.

Judge Hardin will convene a hearing on the objection at 9:45 a.m.,
on Feb. 19, 2008.  Objections must be filed by Feb. 12, 2008, at
5:00 p.m.

                        About Bayou Group

Based in Chicago, Illinois, Bayou Group LLC operates and manages
hedge funds.  The company and its affiliates filed for chapter 11
protection on May 30, 2006 (Bankr. S.D.N.Y. Case No. 06-22306) in
order to pursue recoveries for the benefit of defrauded investors.

Bayou also filed lawsuits against former investors who allegedly
received fictitious profits and an inequitably large return of
their principal investments.  Jeff J. Marwil at Jenner & Block was
appointed on April 28, 2006 as the federal equity receiver.

Elise Scherr Frejka, Esq., at Dechert LLP, represents the Debtors
in their restructuring efforts.  Joseph A. Gershman, Esq., and
Robert M. Novick, Esq., at Kasowitz, Benson, Torres & Friedman,
LLP, represents the Official Committee of Unsecured Creditors.  
Kasowitz, Benson, Torres & Friedman LLP is counsel to the
Unofficial Committee of the Bayou Onshore Funds.  Sonnenschein
Nath & Rosenthal LLP represents the Sonnenschein Investors.  When
the Debtors filed for protection from their creditors, they
estimated assets and debts of more than $100 million.


BAYOU GROUP: Various Parties Argue Over Distribution of Funds
-------------------------------------------------------------
Bayou Group LLC, through counsel H. Jeffrey Schwartz, Esq., asks
the Honorable Adlai S. Hardin, Jr., of the U.S. Bankruptcy Court
for the Southern District of New York to allow the distribution of
the Bayou Victims Restitution Fund to the investors victimized in
the fraud cases styled, U.S. v. Marino; U.S. v. Israel; and U.S.
v. Marquez.  The three criminal cases are pending before the Hon.
Colleen McMahon of the U.S. District Court in Manhattan.

Mr. Schwartz tells Judge Hardin that the restitution fund,
including the money that is presently seized from Bayou and being
held by the government, is going to be held in escrow until the
Bankruptcy Court has determined all avoidance actions or they have
been settled.  He asserts that no restitution can be paid to any
victim until those entitled to restitution are determined.  Hence,
Mr. Schwartz informs Judge Hardin that he needs to know the
outcome of the avoidance actions in the Bankruptcy Court and
whether they are tried or settled.

         U.S. Attorney Garcia Wants Immediate Distribution

On the other hand, Michael J. Garcia, Esq., U.S. district
attorney, demands that Judge McMahon allow the immediate
distribution of the funds to those owed whose claims aggregate
about $309 million are not part of the civil cases, the Associated
Press reports.  Mr. Garcia relates that the reservation will be
put up for those with disputed claims estimated at $85 million, AP
says.

             Creditors' Committee Supports Mr. Garcia

Meanwhile, the Official Committee of Unsecured Creditors favors
Mr. Garcia's demands and states that undisputed claims should be
satisfied ahead and claimants need not wait for the settlement of
the disputed claims, AP relates.

The Committee tells Judge McMahon through a letter Monday that
investor-victims will suffer "needless additional financial
hardship" if they are made to wait longer who have already waited
for more than two years just to get their money back, AP reveals.

        Some Investors Disagree w/ Committee and Mr. Garcia

Contrary to Mr. Garcia and the Committee's view, some 24 investors
balk at the immediate distribution of the funds and side with
Judge McMahon's recommendation, AP relates.  These opposing
investors were the ones who filed a case against Bayou and told
the Bankruptcy Court that the Debtor fraudulently transferred
funds.  The investors, according to AP, want all litigations to be
resolved first, including the fraud case they filed, in order to
provide "equal access to the restitution fund."

             Judge McMahon Creates Restitution Fund

In a letter to Judge Hardin, Mr. Schwartz states that the
sentencing hearing for James G. Marquez was held on Jan. 22, 2008.
Judge McMahon sentenced Marquez to 51 months of incarceration, two
years of supervised release, and ordered Marquez to pay
restitution in the amount of $6,259,650, the amount that Marquez
and the United States agreed was the total investor injury
attributable to Marquez, who withdrew from Bayou in the Summer of
2000.

Mr. Schwartz adds that Judge McMahon outlined an order of the
distribution of the Government Funds, including the restitution to
be paid by Mr. Marquez.  Judge McMahon had intended, in connection
with the sentences of Messrs. Marquez, Samuel Israel III, and
Daniel Marino, to authorize the creation of a fund to be known as
the Bayou Victims Restitution Fund.

She says, "It has to happen sometime in the next 90 days, because
I have only 90 days to finalize Mr. Marquez's sentence of
restitution.  I would expect that within 30 days after that
creation of the fund, the government would provide the Court with
two lists.  First a list of all the defendants in the avoidance
actions that remain to be resolved. And second, a list of all
other Bayou investors who lost money as a result of the fraud,
including those avoidance defendants who have settled the claims
against them.  The persons on the latter list will automatically
be entitled to participate in the Bayou Victims Restitution Fund
on a programmed basis."

"Persons on the former list will be permitted to participate only
if they are required to contribute money back to the bankruptcy
estate and are not found culpable of any fraud themselves by the
Bankruptcy Court."  According to Judge McMahon, the $6.2 million
in restitution payable by Mr. Marquez will be paid to the Clerk of
the United States District Court for distribution to the Bayou
Victims Restitution Fund.

           Ex-CFO Marino Sentenced to 20 Years in Prison

As reported in the Troubled Company Reporter yesterday, Judge
McMahon has condemned former chief financial officer of Bayou
Group LLC, Daniel Marino, to 20 years in prison for his role in
conspiring to deceive investors out of more than $400 million,
several papers disclose.  The judge will announce "nine figures"
penalty within 90 days.

In September 2005, Mr. Marino and co-founder Samuel Israel III  
pleaded guilty to conspiracy, investment adviser fraud and other
complaints stemming from false disclosure of the value of Bayou's
funds, according Chad Bray of Dow Jones.  Mr. Israel is awaiting
sentencing.

                        About Bayou Group

Based in Chicago, Illinois, Bayou Group LLC operates and manages
hedge funds.  The company and its affiliates filed for chapter 11
protection on May 30, 2006 (Bankr. S.D.N.Y. Case No. 06-22306).  
H. Jeffrey Schwartz, Esq., Gary J. Mennitt, Esq., Stephen J.
Gordon, Esq., Jonathan D. Perry, Esq., and Elise Scherr Frejka,
Esq., at Dechert LLP, represents the Debtors in their
restructuring efforts.  Joseph A. Gershman, Esq., and
Robert M. Novick, Esq., at Kasowitz, Benson, Torres & Friedman
LLP, represents the Official Committee of Unsecured Creditors.   
When the Debtors filed for protection from their creditors, they
estimated assets and debts of more than $100 million.


BEXAR COUNTY: Moody's Cuts Rating on $14.8MM Revenue Bonds to Ba2
-----------------------------------------------------------------
Moody's Investors Service downgraded the rating on the
$14.8 million Bexar County Housing Finance Corporation's
Multifamily Housing Revenue Bonds (Dymaxion & Marbach Park
Apartments Project) Series 2000A to Ba2 from Baa3 and has
downgraded the $1.5 million 2000C to B1 from Ba2.  The downgrades
were based upon declines in debt service coverage and occupancy.   
The outlook on the bonds is negative due to weak forecasts for
occupancy and rent growth.

Legal security: The bonds are limited obligations payable solely
from the revenues, receipts and security pledged in the Trust
Indenture.

                       Recent Developments

Debt service coverage declined in fiscal 2007 to 1.16x maximum
annual debt service (MADS) for seniors and 1.02x MADS subordinate
debt.  This, and a weighted-average occupancy of 89.7% (Jan. 2008)
are the primary drivers of the downgrade.  The low weighted
average occupancy is due to the 85.9% occupancy at Marbach Park,
while Dymaxion is performing well with occupancy of 95.8%.

Rolling 12-month interim financial statement indicates debt
service coverage of 1.19x MADS for senior debt and 1.05x MADS for
subordinate debt.  Even though interim statements show some
stabilization, Moody's views these cautiously as interim
statements are frequently stronger than audited statements and the
remaining portion of the fiscal year could potentially be weaker
than recent months.

Torto Wheaton Research forecasts indicate occupancy in the
Northwest San Antonio submarket, where Dymaxion is located, will
decline to 94% in 2008 from 95% in 2007.  Rent growth is
forecasted to be 2.3% for the same period.  The TWR forecast for
the South San Antonio submarket, where Marbach Park is located, is
weaker with occupancy declining to 90.5% in 2008 from 91.5% in
2007.  Rent growth in South San Antonio is forecasted to be
particularly weak in 2008, with a -.90% decline projected.  
Moody's believes limited rent growth will negatively impact debt
service coverage levels.

                 What Could Cause the rating to go Up

A sustained improvement in debt service coverage and a solid rent
growth forecast.

                What Could Cause the rating to go Down

A decline in debt service coverage and sustained low occupancy.
Outlook

The outlook on the bonds is negative from due to forecasted
declines in occupancy and weak rent growth in the submarkets where
the properties are located.


BIOPURE CORP: Ernst & Young Expresses Going Concern Doubt
---------------------------------------------------------
Ernst & Young raised substantial doubt about Biopure Corporation's
ability to continue as a going concern after it audited the
company's financial statements for the year ended Oct. 31, 2007.

The auditing firm pointed to the company's recurring losses from
operations and lack of sufficient funds to sustain its operations
through the end of fiscal 2008  

The company posted a net loss of $36,282,000 on total revenues of
$2,556,000 for the year ended Oct. 31, 2007, as compared with a
net loss of $26,454,000 on total revenues of $1,715,000 in the
prior year.

The key drivers of the losses were cost of revenues, research and
development and other expenses consisting of sales and marketing
and general and administrative.  Cost of revenues includes costs
of both Oxyglobin and Hemopure, which totaled $11,654,000 for
fiscal 2007.  Total costs for fiscal year ended Oct. 31, 2007, was
$39,480,000.    

At Oct. 31, 2007, the company's balance sheet showed $14,250,000
in total assets, $4,586,000 in total liabilities and $9,664,000
stockholders' equity.  

A full-text copy of the company's 2007 annual report is available
for free at http://ResearchArchives.com/t/s?2798

                   About Biopure Corporation

Headquartered in Cambridge, Massachussetts, Biopure Corporation
(NasdaqCM: BPUR) -- http://www.biopure.com/--  develops,
manufactures and markets pharmaceuticals, called oxygen
therapeutics, that are intravenously administered to deliver
oxygen to the body's tissues.  The company is developing Hemopure
for a potential indication in cardiovascular ischemia, in addition
to supporting the U.S. Navy's government-funded efforts to develop
a potential out-of-hospital trauma indication.  Biopure's
veterinary product Oxyglobin(R) is indicated for the treatment of
anemia in dogs.


BNG HOLDINGS: Case Summary & Three Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: BNG Holdings, LLC
        1584 Parkside Avenue
        Trenton, NJ 08638  

Bankruptcy Case No.: 08-11615

Type of Business: The Debtor offers payment services.
                  See: http://bngholdingsinc.com/

Chapter 11 Petition Date: January 30, 2008

Court: District of New Jersey (Trenton)

Judge: Michael B. Kaplan

Debtors' Counsel: Joseph Markowitz, Esq.
                  Markowitz, Gravelle & Schwimmer
                  3131 Princeton Pike
                  Lawrenceville, NJ 08648
                  Tel: (609) 896-2660
                  http://www.mgs-law.com/

Total Assets: $1,400,000

Total Debts:  $1,156,055

Consolidated Debtors' List of Three Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Donald Cox                     personal loan         $50,000
865 Lower Ferry Road
Suite 120                  
Ewing, NJ 08638           

Internal Revenue Service       federal taxes         unknown
District Director
Insolvency Function
P.O. Box 724
Springfield, NJ 07081-0724

New Jersey Division of         state taxes           unknown
Taxation Bankruptcy Section
P.O. Box 269               
Trenton, NJ 08695


BUFFETS HOLDINGS: Section 341(a) Meeting Scheduled for February 3
-----------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
will convene a meeting of the creditors of Buffets Holdings,
Inc., and its debtor subsidiaries at 10:00 a.m., on Feb. 28,
2008, at Room 2112, J. Caleb Boggs Federal Building, 2nd Floor,
in Wilmington, Delaware.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in the Debtors' bankruptcy cases.

Attendance by the Debtors' creditors at the meeting is welcome,
but not required.  The Sec. 341(a) meeting offers the creditors a
one-time opportunity to examine the Debtors' representative under
oath about the Debtors' financial affairs and operations that
would be of interest to the general body of creditors.

Headquartered in Eagan, Minnesota, Buffets Holdings Inc. --
http://www.buffet.com/-- is the parent company of Buffets, Inc.,   
which operates 626 restaurants in 39 states, comprised of 615
steak-buffet restaurants and eleven Tahoe Joe's Famous Steakhouse
restaurants, and franchises sixteen steak-buffet restaurants in
six states.  The restaurants are principally operated under the
Old Country Buffet, HomeTown Buffet, Ryan's and Fire Mountain
brands.  Buffets, Inc. employs approximately 37,000 team members
and serves approximately 200 million customers annually.

The company and all of its subsidiaries filed Chapter 11
protection on Jan. 22, 2008 (Bankr. D. Del. Case Nos. 08-10141 to
08-10158).  The Debtors have selected Paul, Weiss, Rifkind,
Wharton & Garrison LLP to represent them.  Young Conaway Stargatt
& Taylor, LLP, are the Debtors' proposed legal advisor and
Houlihan Lokey Howard & Zukin Capital, Inc. and Kroll Zolfo Cooper
LLC, their proposed financial advisors.  The Debtors' balance
sheet as of Sept. 19, 2007, showed total assets of $963,538,000
and total liabilities of $1,156,262,000.  (Buffets Holdings
Bankruptcy News, Issue No. 2; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


BUFFETS HOLDINGS: U.S. Trustee Appoints 7-Member Creditors Panel
----------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
appoints seven members to the Official Committee of Unsecured
Creditors in the Chapter 11 cases of Buffet Holdings, Inc., and
its debtor subsidiaries.

The Creditors Committee members are:

     (1) Commissary Operations, Inc.
         Attn: Lloyd Baldridge
         2629 Eugenia Avenue
         Nashville, TN 37211
         Tel No.: 615-231-4401
         Fax No.: 615-231-4450

     (2) HSBC Bank USA, National Association
         Attn: Sandra E. Horwitz
         10 East 40th Street
         New York, NY 10016
         Tel No.: 212-525-1358
         Fax No.: 212-525-1300

     (3) Kimco Realty Corporation
         Attn: Raymond Edwards
         3333 New Hyde Park Rd.
         New Hyde Park, NY 11042
         Tel No.: 516-869-2586
         Fax No.: 516-336-5686

     (4) Levine Leichtman Capital Partners Deep Value Fund L.P.
         Attn: Jason Schauer
         335 North Maple Drive, Suite 130
         Beverly Hills, CA 90210
         Tel No.: 310-275-5335
         Fax No.: 310-275-1305

     (5) The Coca-Cola Company
         Attn: John Lewis, Jr.
         One Coca Cola Plaza
         Atlanta, GA 30311
         Tel No.: 404-676-4016
         Fax No.: 404-598-4016

     (6) Van Eerden Food Service
         Attn: Daniel Van Eerden
         650 Ionia Avenue, S.W., P.O. Box 3110
         Grand Rapids, MI 49501
         Tel No.: 616-475-0900
         Fax No.: 616-774-3973

     (7) Western Asset Management Company
         Attn: Christopher N. Jacobs
         385 E. Colorado Blvd.
         Pasadena, CA 91101
         Tel No.: 626-844-9622
         Fax No.: 626-817-4149

Official creditors' committees have the right to employ legal
and accounting professionals and financial advisors, at the
Debtors' expense.  They may investigate the Debtors' business and
financial affairs.  Importantly, official committees serve as
fiduciaries to the general population of creditors they represent.  
Those committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee.  If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

Headquartered in Eagan, Minnesota, Buffets Holdings Inc. --
http://www.buffet.com/-- is the parent company of Buffets, Inc.,   
which operates 626 restaurants in 39 states, comprised of 615
steak-buffet restaurants and eleven Tahoe Joe's Famous Steakhouse
restaurants, and franchises sixteen steak-buffet restaurants in
six states.  The restaurants are principally operated under the
Old Country Buffet, HomeTown Buffet, Ryan's and Fire Mountain
brands.  Buffets, Inc. employs approximately 37,000 team members
and serves approximately 200 million customers annually.

The company and all of its subsidiaries filed Chapter 11
protection on Jan. 22, 2008 (Bankr. D. Del. Case Nos. 08-10141 to
08-10158).  The Debtors have selected Paul, Weiss, Rifkind,
Wharton & Garrison LLP to represent them.  Young Conaway Stargatt
& Taylor, LLP, are the Debtors' proposed legal advisor and
Houlihan Lokey Howard & Zukin Capital, Inc. and Kroll Zolfo Cooper
LLC, their proposed financial advisors.  The Debtors' balance
sheet as of Sept. 19, 2007, showed total assets of $963,538,000
and total liabilities of $1,156,262,000.  (Buffets Holdings
Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


CALPINE CORP: Emerges from Chapter 11 in New York
-------------------------------------------------
The Sixth Amended Joint Plan of Reorganization of Calpine
Corporation and its debtor-affiliates is deemed effective as of
Jan. 31, 2008, David R. Seligman, Esq., at Kirkland & Ellis,
LLP, in New York, relates.

Mr. Seligman says the Debtors have satisfied or waived each of
the conditions precedent to consummation of the Plan.

The company officially concluded its Chapter 11 reorganization
after meeting all statutory requirements of the company's Sixth
Amended Joint Plan of Reorganization, including successfully
closing its $7.3 billion exit financing facility that includes a
one-year, $300 million bridge facility that is expected to be paid
by the end of the first quarter.  Calpine's Plan was confirmed by
the United States Bankruptcy Court for the Southern District of
New York in an order entered on Dec. 19, 2007.

Calpine's stock is expected to begin "regular way" trading on the
New York Stock Exchange on or about Feb. 5, 2008 under the ticker
symbol CPN.

"This is a wonderful day for all of us at the new Calpine," Robert
P. May, Calpine's Chief Executive Officer, said.  "We are very
proud of what we have been able to accomplish over the past two
years.  Calpine is now a stronger, more competitive power company
poised for growth in the energy industry.  We are well positioned
for future success, with a healthy balance sheet and a
$7.3 billion exit financing facility.  On behalf of the Board and
management team, we would like to thank the nearly 2,200 Calpine
employees for their hard work, perseverance and dedication over
the past two years.  We'd also like to thank our customers,
business partners and the communities we serve for their support
throughout this process."

Gregory L. Doody, Calpine's General Counsel, who has also served
as the company's Chief Restructuring Officer, said, "Calpine's
restructuring was truly remarkable.  In just over two years
Calpine dramatically improved its capital structure, reducing
approximately $7.2 billion in debt while generating a
significant recovery for our creditors as a whole.  In addition,
we enhanced and streamlined our core power generation business.
Together, these financial and operating improvements have laid a
strong foundation for the future success of Calpine, its
stakeholders, customers and employees."

The Court approved Calpine's new nine-member Board of Directors,
on Nov. 20, 2007.  The Directors are:

     -- William J. Patterson, Chairman of the Board,

     -- Frank Cassidy, Member, Compensation Committee,

     -- Kenneth Derr, Chair, Compensation Committee,

     -- Robert C. Hinckley, Member, Audit Committee and Member,
        Nominating and Governance Committee,

     -- Robert P. May, Chief Executive Officer,

     -- David Merritt, Chair, Audit Committee,

     -- W. Benjamin Moreland, Member, Audit Committee,

     -- Denise M. O'Leary, Chair, Nominating and Governance
        Committee, and

     -- J. Stuart Ryan, Member, Compensation Committee.

Under the Plan, Calpine intends to issue a total of 485 million
shares of reorganized Calpine common stock to holders of allowed
claims.  The reorganized Calpine common stock will trade on the
New York Stock Exchange under the ticker symbol CPN.  Calpine
anticipates that it will make initial distributions under the Plan
to holders of allowed claims and interests on or before Feb. 10,
2008.  In addition to the 485 million shares, Calpine will reserve
15 million shares for distribution pursuant to the terms of
Calpine's Management and Director Equity Incentive Programs, which
will be implemented pursuant to the terms of the Plan.

In its first distribution, Calpine currently anticipates
distributing on account of allowed unsecured claims approximately
423 million shares of reorganized Calpine common stock, each with
an imputed value of $17.36 based upon a $8.7 billion reorganized
equity value and the face value of the exit financing.

Calpine currently estimates in connection with its first
distribution that:

   (1) general unsecured creditors will receive approximately
       84.8% of their allowed claims for principal and pre-
       petition interest;

   (2) holders of the 7.625% Senior Notes Due 2006, 7.75% Senior
       Notes Due 2009, 7.875% Senior Notes Due 2008, 8.75% Senior
       Notes Due 2007, and 10.5% Senior Notes Due 2006 will
       receive approximately 100.0% of their allowed claims for
       principal and pre-petition interest; and

   (3) holders of the 7.75% Contingent Convertible Notes Due 2015
       will receive approximately 42.0% of their allowed claims
       for principal and prepetition interest.

In connection with its first distribution, Calpine also intends to
set aside 62 million shares of reorganized Calpine common stock on
account of disputed unsecured claims.  As claims are resolved,
Calpine will make further distributions of reorganized Calpine
common stock on a periodic basis in accordance with the terms of
the Plan.  Based upon the $18.95 billion total enterprise value of
Calpine set forth in the Plan and Calpine's current litigation-
risk assessment of allowed claims, Calpine currently estimates
that:

   (1) general unsecured creditors will ultimately recover
       approximately 99.9% of their allowed claims for principal
       and prepetition interest;

   (2) holders of the Senior Notes will ultimately recover
       approximately 100.0% of their allowed claims for principal
       and prepetition interest; and

   (3) holders of the Subordinated Notes will ultimately recover
       approximately 75.0% of their allowed claims for principal
       and pre-petition interest.

In accordance with the Plan, postpetition interest on the Senior
Notes and certain related claims will be held in escrow pending
the resolution of the Intercreditor Subordination Dispute between
the holders of the Senior Notes and holders of the Subordinated
Notes described in detail in the Plan.  The recoveries for the
holders of the Senior Notes and holders of the Subordinated Notes
under the Plan depend, in part, on the resolution of the
Intercreditor Subordination Dispute.  Calpine's estimates
regarding the ultimate recoveries under the Plan for the holders
of the Subordinated Notes set forth above assume that the holders
of the Senior Notes will prevail in the Intercreditor
Subordination Dispute, although Calpine currently has not yet
taken any position with respect to such dispute.

As part of the Plan, Calpine's old common stock will be cancelled
and holders of the old common stock will receive warrants to
purchase new Calpine common stock.  These warrants will be for an
aggregate of approximately 48.5 million shares of new Calpine
common stock and will have an exercise price of $23.88 per share.  
Cashless exercises will not be permitted.  The warrants will
expire on August 25, 2008.  The warrants will be distributed to
the holders of the old Calpine common stock pro rata based on the
number of shares of old Calpine common stock held at the time of
cancellation.  Fractional warrants will not be issued.

                   Calpine Board of Directors

1) Frank Cassidy.  Prior to his retirement in 2007, Mr. Cassidy
was employed at Public Service Enterprise Group, Inc., an energy
and energy services company headquartered in New Jersey, since
1969.  From 1999-2007, Mr. Cassidy served as President and Chief
Operating Officer of PSEG Power LLC, the wholesale energy
subsidiary of PSEG, which includes PSEG Nuclear, PSEG Fossil and
PSEG Energy Resources & Trade.  From 1996-1999, Mr. Cassidy was
President and Chief Executive Officer of PSEG Energy
Technologies, Inc.  Prior to such time, Mr. Cassidy held various
positions of increasing responsibility at the Public Service
Electric and Gas Company.  Mr. Cassidy earned an M.B.A. from
Rutgers University in 1974 and has an electrical engineering
degree from the New Jersey Institute of Technology.  He serves on
the Compensation Committee.

2) Kenneth Derr.  Mr. Derr formerly served as Calpine's
Chairman of the Board and has been an independent Calpine
director since May 2001.  In addition, Mr. Derr served as Acting
CEO prior to the tenure of current CEO Robert P. May.  He retired
as the Chairman and Chief Executive Officer of Chevron
Corporation in 1999, a position that he held since 1989, after a
39-year career with the company.  Mr. Derr obtained a Master of
Business Administration degree from Cornell University in 1960
and a Bachelor of Mechanical Engineering from Cornell University
in 1959.  In addition, he serves as a director of Citigroup, Inc.
and Halliburton Co.  Mr. Derr is chair of the Compensation
Committee.

3) Robert C. Hinckley.  Mr. Hinckley previously served as Vice
President, Strategic Plans and Programs, General Counsel and
Secretary, and Chief Operating Officer for Xilinx, Inc., a
supplier of programmable logic solutions in San Jose, CA.  From
1988 to 1990, Mr. Hinckley was Senior Vice President and Chief
Financial Officer of Spectra Physics, Inc., a supplier of laser
products. Mr. Hinckley serves on the boards of directors of
several private companies and holds a B.S. in engineering from
the U.S. Naval Academy and a J.D. from Tulane University Law
School.  He serves on the Audit Committee and the Nominating and
Governance Committee.

4) Robert P. May.  Mr. May joined Calpine as CEO in December
2005.  Over the past 30 years Mr. May has served in various
senior management and executive positions, including non-executive
Chairman of the Board of HealthSouth from July 2004 to October
2005, and as interim President and CEO of Charter Communications,
January 2005 to August 2005.  From March 2003 to May 2004, he
served as HealthSouth's interim CEO, and as interim President of
its outpatient and diagnostic division, from August 2003 to
January 2004.  At Cablevision Systems Corp., where Mr. May was COO
and a Director from 1996 to 1998, he was part of an executive team
that helped transition the company through new operating
strategies and the use of new technologies.  He also serves as a
member of Charter Communications' Board of Directors and Deutsche
Bank Americas' Advisory Board.

5) David Merritt.  Since October 2007 Mr. Merritt has served as
Senior Vice President and Chief Financial Officer at iCRETE LLC,
a technology company in the building materials industry.  He
served as Managing Director of Salem Partners, LLC, an investment-
banking firm, from October 2003 until September 2007.  He has been
on the boards of Charter Communications and Outdoor Channel
Holdings, Inc. since 2003.  He also served as a director of Laser-
Pacific Media Corporation from January 2001 through October 2003,
and served as chairman of its audit committee.  He was with KPMG
LLP for 24 years, serving in a variety of capacities during his
years with the firm, including 14 years as a partner.  Mr. Merritt
earned a Bachelor of Science degree in business and accounting
from California State University - Northridge.  Mr. Merritt is
chair of the Audit Committee.

6) W. Benjamin Moreland.  Mr. Moreland has served as Executive
Vice President and Chief Financial Officer of Crown Castle
International Corporation, which provides broadcast, data and
wireless communications infrastructure services in Australia,
Puerto Rico, and the U.S. and has served in other senior
executive roles at Crown Castle since starting there in 1999.
From 1984 to 1999, Mr. Moreland was employed by Chase Manhattan
Bank, serving in various roles of increasing responsibility in
corporate finance and real estate investment banking.  Mr.
Moreland earned an M.B.A. from the University of Houston in 1988
and has a finance degree from the University of Texas, Austin.
Mr. Moreland was appointed to the board of directors of Crown
Castle International Corporation in 2006.  He serves on the Audit
Committee.

7) Denise M. O'Leary.  Since 1996, Ms. O'Leary has been a private
venture capital investor in Woodside, California.  From 1983 to
1996, Ms. O'Leary was an associate, then general partner, at Menlo
Ventures, a venture capital firm that provides long-term capital
and management services primarily to development-stage companies
in such industries as Internet infrastructure, semiconductors,
software, financial services, and computer hardware.  Prior to
1983, Ms. O'Leary held various positions of increasing
responsibility in manufacturing engineering and management
positions at Spectra Physics, Inc.  Ms. O'Leary earned an M.B.A.
from Harvard Business School in 1983 and has an industrial
engineering degree from Stanford University.  She is also a
director at Medtronic, Inc. and US Airways Group, Inc.  She serves
as chair of the Nominating and Governance Committee.

8) William J. Patterson.  Mr. Patterson is a managing director
of SPO Partners & Co., a private investment partnership that he
joined in 1989.  SPO may initially hold more than 10% of the
Company's common stock and may be considered an affiliate of the
Company.  From 1985 to 1987, Mr. Patterson was a financial
analyst at Goldman, Sachs & Co., where he was involved in
structuring and arranging financing for leveraged buyouts and in
privately placing debt and equity securities.  He also served as
a director of Plum Creek Timber Company, the largest private
timberland owner in the United States, from December 1992 to May
2003.  Mr. Patterson earned his M.B.A. in 1989 from the Stanford
Graduate School of Business and received his A.B. from Harvard
College in 1984.  He is Board Chair of the California Academy of
Sciences, Chair of the Investment Committee of the Marin
Community Foundation, Vice Chair of the Stanford Business School
Trust and a former trustee and board president of the Bay Area
Discovery Museum.  Mr. Patterson is also a Henry Crown Fellow of
the Aspen Institute.  In addition to serving as Chairman of the
Board, he is a member of the Nominating and Governance Committee.

9) J. Stuart Ryan.  Mr. Ryan has been the owner and President
of Rydout LLC, an investment firm focused on the energy sector,
since February 2003.  He also has been a venture partner with SPO
Partners & Co., a private investment partnership, since 2003.  
SPO may initially hold more than 10% of the Company's common
stock and may be considered an affiliate of the Company.  From
1986 through 2003, Mr. Ryan held various management positions
with The AES Corporation, a global power company, including
Executive Vice President from February 2000 and Chief Operating
Officer from February 2002.  He also served as Chairman of the
Board of Directors of Indianapolis Power & Light, and as a
director of AES Gener, a publicly listed company in Chile.  Mr.
Ryan is a graduate of the Harvard Business School and has a
Chemical Engineering degree from Lehigh University.  He currently
serves on Lehigh's Global Council and is Chairman of its Asa
Packer Society and is also a director of O&M Solutions, a company
based in Mauritius that provides technical services to companies
developing, constructing and operating power plants in Asia, the
Middle East and Africa.  He serves on the Compensation Committee.

                    About Calpine Corporation

Based in San Jose, California, Calpine Corporation (OTC Pink
Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers
and communities with electricity from clean, efficient, natural
gas-fired and geothermal power plants.  Calpine owns, leases and
operates integrated systems of plants in 21 U.S. states and in
three Canadian provinces.  Its customized products and services
include wholesale and retail electricity, gas turbine components
and services, energy management and a wide range of power plant
engineering, construction and maintenance and operational
services.

The company and its affiliates filed for chapter 11 protection on
Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard
M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq.,
Kirkland & Ellis LLP, represents the Debtors in their
restructuring efforts.  Michael S. Stamer, Esq., at Akin Gump
Strauss Hauer & Feld LLP, represents the Official Committee of
Unsecured Creditors.  As of Nov. 31, 2007, the Debtors disclosed
total assets of $18,212,000,000, total liabilities not subject to
compromise of $11,024,000,000, total liabilities subject to
compromise of $11,859,000,000 and stockholders' deficit of
$4,675,000,000.

On Feb. 3, 2006, two more affiliates, Geysers Power Company, LLC,
and Silverado Geothermal Resources, Inc., filed voluntary chapter
11 petitions (Bankr. S.D.N.Y. Case Nos. 06-10197 and 06-10198).
On Sept. 20, 2007, Santa Rosa Energy Center, LLC, another
affiliate, also filed a voluntary chapter 11 petition (Bankr.
S.D.N.Y. Case No. 07-12967).

On June 20, 2007, the Debtors filed their Chapter 11 Plan and
Disclosure Statement.  On Aug. 27, 2007, the Debtors filed their
Amended Plan and Disclosure Statement.  Calpine filed a Second
Amended Plan on Sept. 19, 2007 and on Sept. 24, 2007, filed a
Third Amended Plan.  On Sept. 25, 2007, the Court approved the
adequacy of the Debtors' Disclosure Statement and entered a
written order on September 26.  On Dec. 19, 2007, the Court
confirmed the Debtors' Plan.

(Calpine Bankruptcy News, Issue No. 80; Bankruptcy Creditors'
Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000).  


CATHOLIC CHURCH: Davenport Files Ch. 11 Plan of Reorganization
--------------------------------------------------------------
The Diocese of Davenport and the Official Committee of Unsecured
Creditors filed a Joint Consensual Plan of Reorganization on
Jan. 31, 2008.  The purpose of the Plan is to enable the Diocese
to pay fair and just compensation to all survivors of abuse and to
allow the Diocese to continue its ministry and service to the
people of the Diocese.

The Diocese negotiated a $37 million settlement with the Creditors
Committee on Nov. 28, 2007.  Of the $37 million settlement,
$19.5 million is committed from Travelers Insurance Company and
$17.5 million from the Diocese of Davenport.  Of the $17.5 million
from the Diocese, $3.9 million will come from the transfer of the
deed to the St. Vincent Center property as valued by the Creditors
Committee.  The Diocese's share of the remaining $13.6 million is
to be paid in cash.

To date, $5.9 million of the $13.6 million has been committed from
the St. Vincent Home Corporation and four parishes which will be
named after they have had time to inform their parishioners.  The
four parishes had the most serious claims against them.  The
Diocese is considering the various options, including borrowing
money, to raise the balance of the funds needed to meet the
settlement.

Details of the $37 million settlement will be included in the
Joint Consensual Plan of Reorganization.  The Plan must be
approved by the Honorable Lee M. Jackwig, Chief Judge of the
United States Bankruptcy Court, Southern District of Iowa, to be
effective.  Judge Jackwig has scheduled a hearing on March 5th.  
If approved, the creditors will then vote on the Plan.

Following the negotiations in November, Bishop Amos said, "The
settlement provides the best opportunity for healing and for the
just and fair compensation of those who have suffered sexual abuse
by clergy in our Diocese.  The settlement also provides the best
way to continue the Church's mission in the Diocese of Davenport.  
While this settlement will not end the suffering by some victims
of abuse, I pray that the healing process for them might begin."

                    About Diocese of Davenport

The Diocese of Davenport in Iowa filed for chapter 11 protection
(Bankr. S.D. Ia. Case No. 06-02229) on Oct. 10, 2006.  Richard A.
Davidson, Esq., at Lane & Waterman LLP, represents the Davenport
Diocese in its restructuring efforts.  Hamid R. Rafatjoo, Esq.,
and Gillian M. Brown, Esq., of Pachulski Stang Zhiel Young Jones &
Weintraub LLP represent the Official Committee of Unsecured
Creditors.  In its schedules of assets and liabilities, the
Davenport Diocese reported $4,492,809 in assets and $1,650,439 in
liabilities.


CCI OF WEST PALM: Selling 19 TGI Friday's Restaurants on Feb. 26
----------------------------------------------------------------
CCI of West Palm Beach Inc. is auctioning its 19 restaurants in
New York and Florida on Feb. 26, 2008, Bill Rochelle of Bloomberg
News reports.  The Debtor is accepting bids until Feb. 21, 2008.

The Debtor, Mr. Rochelle relates, will provide a 2% breakup fee to
whoever comes to an agreement with the Debtor before the auction.

Based in West Palm Beach, Florida, CCI of West Palm, Inc. is a
T.G.I Friday's franchisee.  The company and its debtor-affiliates
filed for Chapter 11 protection on Aug. 19, 2007 (Bank. S.D. Fla.
Case No. 07-16604).


CONSOL ENERGY: Earnings Drop to $6.8 Mil. in Qtr. Ended Dec. 31
---------------------------------------------------------------
CONSOL Energy Inc. reported net income of $6.8 million for its
fourth quarter ended Dec. 31, 2007, compared with net income of
$115.3 million for the same period a year ago.

The Buchanan Mine roof fall that occurred on July 9, 2007, forced
the mine to idle production and adversely impacted net income
during the period just ended by approximately $31 million, net of
an initial insurance recovery payment of $25 million, including
additional expenses incurred in managing and monitoring the
underground mine atmosphere since the mine was idled, well as
reduced income from lost sales.

The company reported earnings of $267.8 million for the calendar
year ended Dec. 31, 2007, compared with $408.9 million for the
calendar year 2006.

Net cash from operating activities was $88 million for the quarter
just ended, compared with $225.3 million for the December 2006
quarter.

"The idling of the Buchanan Mine for the entire quarter
significantly capped fourth quarter earnings," J. Brett Harvey,
president and chief executive officer, said.  "However, now that
we have reentered the mine, I expect this event to move quickly to
conclusion with the result that financial performance should
improve substantially."

Mr. Harvey noted that in addition to the impact from the idling of
Buchanan, higher DD&A charges related to the purchase of AMVEST,
and several other non-operational items combined to
reduce net income period-to-period.

He re-iterated that the company expects to make additional
recoveries under the company's insurance coverage, subject to
deductibles and waiting periods, which includes property damage,
cost recovery and business interruption provisions.

"Despite the loss of Buchanan for the entire quarter, coal
operations still managed to report a period-to-period increase in
average realized prices of 5.1%, a modest increase in total costs
per ton of 1.6%, an increase in operating margins of
20.5% and an increase in financial margins of 33.8%," added
Mr. Harvey.

"More importantly, coal fundamentals remain unusually good," Mr.
Harvey noted.  "Global demand for coal is strong and sets a
positive tone in both our export markets and the steam market here
in the United States."  

He said steam coal supplies were in close balance with demand,
while high quality metallurgical coal was in tight supply.

Net cash from operating activities was $88 million for the quarter
just ended, compared with $225.3 million for the December 2006
quarter, a decrease of approximately 60.9%.  The decline in net
cash from operating activities reflects lower net income and
changes in working capital from the same period a year ago.

Total costs increased 5.9%, due to approximately $32.7 million of
expenses incurred associated with the Buchanan Mine outage
well as $12.7 million higher depreciation, depletion and
amortization, of which $9.8 million is attributable to the
additional assets received from the AMVEST acquisition that closed
in July 2007.

As of Dec. 31, 2007, CONSOL Energy had $247.5 million of short-
term debt and had $503.4 million in total liquidity, which is
comprised of $9.6 million of cash, and $493.8 million available to
be borrowed under its $1 billion bank facility.

As of Dec. 31, 2007, CNX Gas Corporation had no short-term debt
and had $217.1 million in total liquidity, which is comprised of
$32 million of cash and $185.1 million available to be
borrowed under its $200 million bank facility.

At Dec. 31, 2007, the company's balance sheet showed total assets
$6.21 billion, total liabilities and total stockholders' equity of
$1.21 billion.

                     Share Repurchase Update

No shares were repurchased during the quarter just ended.  From
inception, the company purchased 5,602,600 shares at an average
price of $34.98 per share.  The current authorization period for
the repurchase of shares expired on Dec. 31, 2007.  CONSOL
Energy's board of directors has not authorized a further
repurchase of shares.

                    About CONSOL Energy Inc.

Headquartered in Atlanta, Georgia, CONSOL Energy Inc. (NYSE: CNX)
-- http://www.consolenergy.com/-- is a multi-energy producer of  
coal, gas and electricity.  CONSOL produces both high-Btu coal and
gas, which collectively fuels two-thirds of all U.S. power
generation, from reserves located mainly east of the Mississippi
River.  CONSOL Energy is a fuel supplier to the electric power
industry in the northeast quadrant of the United States.  In
addition, CONSOL Energy has expanded the use of its vast property
holdings by brokering various industrial and retail development
projects and overseeing timber sale and forestry management
activities both in the U.S. and abroad.  The company also
maintains the private research and development facilities devoted
to coal and energy utilization and production.
    
                         *     *     *

CONSOL Energy Inc. carries Moody's Investor Services "Ba2" long
term corporate family rating and probability of default rating,
which were placed in March 2006 with a stable outlook.  The
ratings still hold to date.


DELTA PETROLEUM: Stockholders' to Meet Feb. 19 on Tracinda's Offer
------------------------------------------------------------------
Delta Petroleum Corporation has scheduled a special meeting of its
stockholders to be held at its offices in Denver, Colorado at
10:00 a.m. Mountain Time on Feb. 19, 2008.  The purpose of the
meeting will be to vote on the transaction with Tracinda
Corporation.  Proxy materials were mailed to stockholders on Jan.
29, 2008.

The company also amended its agreement with Tracinda to allow for
a two- week extension to Tracinda's 30-day due diligence
period.  The due diligence period will conclude on Feb. 11, 2008.  

The extension of the due diligence period is not expected to delay
the closing of the transaction.

                   About Tracinda Corporation

Tracinda is a privately held Nevada corporation wholly owned by
Kirk Kerkorian.  Tracinda's principal business is buying, selling
and holding selected equity securities.  Mr. Kerkorian has served
as chief executive officer, president and sole director and
stockholder of Tracinda for more than the past five years.

                About Delta Petroleum Corporation

Headquartered in Denver, Colorado, Delta Petroleum Corporation
(NASDAQ: DPTR) -- http://www.deltapetro.com/-- is an oil and gas  
exploration and development company.  The company's core areas of
operations are the Gulf Coast and Rocky Mountain Regions, which
comprise the majority of its proved reserves, production and long-
term growth prospects.

                          *     *     *

In September 2006, Moody's Investor Services placed Delta
Petroleum Corp.'s probability of default rating at 'Caa1'.

In March 2005, Standard & Poor's assigned a 'B-' rating on the
company's long term foreign and local issuer credit.

Both ratings still hold to date.


DENISON COMMUNICATIONS: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Denison Communications Inc.
        P.O. Box 40371
        Baton Rouge, LA 70835

Bankruptcy Case No.: 08-10121

Chapter 11 Petition Date: January 29, 2008

Court: Middle District of Louisiana (Baton Rouge)

Debtors' Counsel: Pamela G. Magee, Esq.
                  7922 Wrenwood Blvd., Suite B
                  Baton Rouge, LA 70809
                  Tel: (225) 925-8770
                  Fax: (225) 924-2469

Estimated Assets: $1 million to $10 million

Estimated Debts:  $1 million to $10 million

The Debtor did not file a List of its 20 Largest Unsecured
Creditors.


FEDDERS CORP: Bidding Procedure OK'd for Sale of Unit's Assets
--------------------------------------------------------------
The United States Bankruptcy Court for the District of Delaware
approved Fedders Corporation and its debtor-affiliates' proposed
bidding procedures for the sale of substantially all assets of
Fedders Addison Company Inc.

Fedders Addison is an affiliate of the Debtors acquired on
November 2004 for $7.8 million.

The Debtors tell the Court that RG Adding LLC, a newly formed
affiliate of Roberts, LLC, agreed to buy Fedders Addion's assets
for $14,400,000 in cash plus the assumed liabilities.

                         Sales Protocol

Norman L. Pernick, Esq., at Saul Ewing LLP, says the bid deadline
have already expired yesterday Jan. 31, 2008, however, it may be
extended by the Debtors at its sole discretion.

To participate in the public auction, interested parties must
submit a $1,000,000 cash deposit, of which $750,000 is potentially
forfeitable.

An auction will be held on Feb. 6, 2008, at 10:00 a.m., at the
office of Saul Ewing LLP at 222 Delaware Avenue, Suite 1200.

In addition, the Debtors say that they agreed to pay $250,000 as
break-up fee and $100,000 in reimbursement for out-of-pocket
expenses.

A sale hearing has been set on Feb. 7, 2008, at 10:00 a.m., to
consider approval of the Debtors' request.  The hearing will be
held at 824 Market Street, 6th floor in Wilmington, Delaware.

Objection to approval must be filed on or before Jan. 31, 2008.

Channin Capital Partners LLC and Business Development Asia LLC
will assist the Debtors in marketing Fedders Addison's assets.

                      About Fedders Addison

Headquartered in Orlando, Florida, Fedders Addison Company Inc.
manufactures semi-custom and commercial HVAC products, rooftop
packaged units, split systems, water source heat pumps and wall-
mount units.

                    About Fedders Corporation

Based in Liberty Corner, New Jersey, Fedders Corporation --
http://www.fedders.com/-- manufactures and markets air
treatment products, including air conditioners, air cleaners,
dehumidifiers, and humidifiers.  The company has production
facilities in the United States in Illinois, North Carolina, New
Mexico, and Texas and international production facilities in the
Philippines, China and India.

The company filed for Chapter 11 protection on Aug. 22, 2007,
(Bankr. D. Del. Case No. 07-11182).  Its debtor-affiliates
filed for separate Chapter 11 cases.  Norman L. Pernick, Esq.,
Irving E. Walker, Esq., and Adam H. Isenberg, Esq., of Saul,
Ewing, Remick & Saul LLP represents the Debtors in their
restructuring efforts.  The Debtors have selected Logan & Company
Inc. as claims and noticing agent.  The Official Committee of
Unsecured Creditors is represented by Brown Rudnick Berlack
Israels LLP.  When the Debtors filed for protection from its
creditors, it listed total assets of $186,300,000 and total debts
of $322,000,000.

As reported in the Troubled Company Reporter on Jan. 21, 2008,
the Court extended the Debtors' exclusive period to file a Chapter
11 plan until Feb. 29, 2008.


FIRST UNION: Fitch Keeps 'B' and 'CCC' Ratings on Class B Certs.
----------------------------------------------------------------
Fitch Rasings affirmed these First Union Home Equity Loan mortgage
pass-through certificates:

Series 1997-1

  -- Class B at 'B'.

Series 1997-3

  -- Class B at 'CCC/DR2'.

The collateral on the aforementioned transactions consists of
mixed-term, fixed-rate and balloon mortgages extended to subprime
borrowers.  The servicer for all transactions is First Union
National Bank of North Carolina, which is currently not rated by
Fitch.

The affirmations are due to satisfactory relationships of credit
enhancement to future expected losses, and affect approximately
$671,000 in outstanding certificates.  The pool factors (current
collateral balance as a percentage of initial collateral balance)
and seasoning for 1997-1 and 1997-3 are 3% and 4%, and 127 months
and 120 months, respectively.  The cumulative losses are 4.65% and
5.61%, respectively.


FORD MOTOR: Nears Deal w/ Tata Motors on Jaguar & Land Rover Sale
-----------------------------------------------------------------
Ford Motor Co. is closing in a deal with Tata Motors Ltd. for the
sale of the American automaker's luxury brands, Jaguar and Land
Rover, The Economic Times reports citing an unnamed source "who
has been briefed on the negotiations."

The Times' source expects an announcement of an agreement as early
as next week to as late as March.  The agreement may also include
a engine-supply deal.  The parties are negotiating an agreement
for Ford to keep supplying engines and other technology to Jaguar
and Land Rover, the news agency cites its anonymous source as
saying.

The news agency expects the sale agreement will be for the sale of
the entire stake in the two luxury brands.  Ford CFO Don Leclair
told the agency that "the company does not plan to keep a stake in
the storied British automakers."

As reported in the Troubled Company Reporter on Jan. 30, 2008,
Ford anticipates a return of its Jaguar brand to profitability
once it is sold, together with the Land Rover brand, to preferred
bidder Tata Motors Ltd., insisting that its management is at ease
at Tata Motor's operational capabilities.

Lewis Booth, executive vice president for Ford of Europe and
Premier Automotive Group (Chairman - Jaguar, Land Rover, Volvo and
Ford of Europe) stated that Ford is committed to focused detailed
talks with Tata Motors on the potential sale of its Jaguar and
Land Rover brands.  He related that while no final decision has
been made, Ford will proceed with further substantive discussions
with Tata Motors over the coming weeks with a view to securing an
agreement that is in the best interests of all parties concerned.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in
200 markets across six continents.  With about 260,000 employees
and about 100 plants worldwide, the company's core and affiliated
automotive brands include Ford, Jaguar, Land Rover, Lincoln,
Mercury, Volvo, Aston Martin, and Mazda.  The company provides
financial services through Ford Motor Credit Company.

The company has operations in Japan in the Asia Pacific region.
In Europe, the company maintains a presence in Sweden, and the
United Kingdom.  The company also distributes its brands in
various Latin American regions, including Argentina and Brazil.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 19, 2007,
Moody's Investors Service affirmed the long-term ratings of Ford
Motor Company (B3 Corporate Family Rating, Ba3 senior secured,
Caa1 senior unsecured, and B3 probability of default), but changed
the rating outlook to Stable from Negative and raised the
company's Speculative Grade Liquidity rating to SGL-1 from SGL-3.
Moody's also affirmed Ford Motor Credit Company's B1 senior
unsecured rating, and changed the outlook to Stable from Negative.
These rating actions follow Ford's announcement of the details of
the newly ratified four-year labor agreement with the UAW.


GLOBAL BEVERAGE: To Repurchase 60.5MM Shares from XStream Beverage
------------------------------------------------------------------
Global Beverage Solutions has entered into an agreement to
repurchase 60.5 million shares of its common stock from XStream
Beverage Network Inc.  The shares were originally issued to
XStream Beverage as part of Global Beverage's acquisition of
Beverage Network of Maryland Inc., a "New Age" beverage
distribution company, in February 2007.

In connection with the repurchase transaction, Global Beverage
issued a convertible note in the principal amount of $700,000 to
XStream Beverage in consideration for the repurchase of the
shares.  The note bears interest at the prime rate plus 2% and
matures on Oct. 31, 2008.

If Global Beverage defaults under the note, the holder of the note
has the option to convert the outstanding principal and any
accrued interest, or any part thereof, under the note into shares
of Global Beverage's common stock.  A default under the note will
be deemed to occur if, among other things, Global Beverage fails
to make a $500,000 payment under a related note on or before May
1, 2008.

"We are pleased to have entered into this agreement, which will
reduce the number of our shares outstanding by 40%," said Jerry
Pearring, president and chief executive officer of Global
Beverage.  "We believe the repurchase will allow us to optimize
our capital structure in an effort to enhance shareholder value."

                      About Global Beverage

Based in Plantation, Florida, GlobaL Beverage Solutions Inc. (OTC
BB: GBVS.OB) -- http://www.globalbeveragesolutions.com/-- is a  
business development company organized pursuant to applicable
provisions of the Investment Company Act of 1940.  The company
primarily focuses on manufacturing, distribution and sales of
unique beverages globally.

As of Sept. 30, 2007, secured notes in the aggregate principal
amount of $1,326,000 are in default as the interest due on
Nov. 1, 2006, Feb. 1, 2007, May 1, 2007 and Aug. 1, 2007, was not
paid.  The default rate of interest of 12% is in effect for these
secured notes.

                      Going Concern Doubt

Turner, Stone & Company LLP in Dallas, expressed substantial doubt
about Global Beverage Solutions Inc.'s ability to continue as a
going concern after auditing the company's financial statements
for the years ended Dec. 31, 2006, and 2005.  The auditing firm
reported that the company has generated limited revenues and has
incurred losses totaling $16,963,728 for the period from Aug. 26,
2002, through Dec. 31, 2006.

The company currently estimates it will require a total of
approximately $1,800,000 to meet its operating cash flow
requirements and its currently committed follow-on investments for
the balance of 2007.  As of March 31, 2007, the company had an
accumulated deficit totaling $17,319,587.


GLOBAL MOTORSPORT: Case Summary & 35 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Global Motorsport Group, Inc.
        aka Global Motorsport Parts, Inc.
        aka Chrome Specialties, Inc.
        16100 Jacqueline Court
        Morgan Hill, CA 95037

Bankruptcy Case No.: 08-10192

Debtor-affiliates filing separate Chapter 11 petitions:

      Entity                                   Case No.
      ------                                   --------
      Custom Chrome Europe, Ltd.               08-10193
      Custom Chrome Far East, Ltd.             08-10194
      Custom Chrome Manufacturing, Inc.        08-10195
         dba Santee Industries

Type of Business: The Debtors are dealers of European model sports
                  cars.  See http://www.gmgracing.com/home.shtml

Chapter 11 Petition Date: January 31, 2008

Court: District of Delaware (Delaware)

Judge: Kevin J. Carey

Debtors' Counsel: Laura Davis Jones, Esq.
                  Pachulski Stang Ziehl & Jones LLP
                  919 North Market Street
                  17th Floor
                  Wilmington, DE 19899-8705
                  Tel: (302) 652-4100
                  Fax: (302) 652-4400

Estimated Assets:  $50 Million to $100 Million

Estimated Debts:  $100 Million to $500 Million

Debtors' Consolidated List of its 35 Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
Susan Dodd                       Promissory Note       $3,300,000
2507 Abbey Road
Cape Girardeau, MO 63701
Attn: Dean White, Esq.
Limbaugh Russell et al.
407 North Kings Highway
4th Floor
Cape Girardeau, MO 63701-4356
Tel: (573) 335-3316
Fax: (573) 335-0621

PPF Industrial 4300 Diplomacy    Lease Balance         $1,238,957
Drive, L.P.
c/o J.R. Peterson, Esq.
2828 North Narwood Street
Suite 1800
Dallas, TX 75201-6966
Tel: (214) 939-4900
Fax: (214) 939-4949

The Hog Farm, Inc.               Litigation Dispute    $1,000,935
Attn: Richard Doyle
1134 Feesburg Poetown Road
Hammersville, OH 45130
Tel: (937) 379-4647

   -- and --

Richard L. Goettke, Esq.
213 North Broadway
Blanchester, OH 45107
Tel: (937) 783-2454
Fax: (937) 783-2454

Harness                          Trade                   $770,488
6 Floor No.  649-3/6/7/8
Jong Jeng Road
Hsin Chuang City
Taipei Hsien
Tel: 011-886229082492
Fax: 011-886229081994

Perot Systems                    Trade                   $746,537
7489 Collections Center Drive
Chicago, IL 60693
Tel: (972) 577-0000

Warn Industries                  Trade                   $414,168
22330 Network Place
Chicago, IL 06731223
Tel: (503) 722-1200
Fax: (503) 722-1411

David G. Sadler                  Settlement Balance      $312,500
751 Bradford Farms Lane
Northeast
Grand Rapids, MI 49525
Mark A. Harmon, Esq.
Hodgson Russ LLP
1540 Broadway
New York, NY 10036
Tel: (212) 751-4300
Fax: (212) 751-0928

Intravex                         Trade                   $293,496
118 North Clinton Street
Suite 207
Chicago, IL 60661
Tel: (312) 676-4808
Fax: (312) 275-7325

Belt Drives Ltd.                 Trade                   $272,104
1959 North Main Street
Orange, CA 92865-4101
Tel: (714) 685-3333
Fax: (714) 685-3339

Federal-Mogul Operations         Trade                   $234,324
Italy s.r.l.
Corso Inghilterra 2
12084 Mondovi (Cuneo)
Italia
Tel: (39) 0174 560 511
Fax: (39) 0174 552 248

Merrill Communications LLC       DataSite Services       $204,481
                                 Agreement Balance

Greenball Corporation            Trade                   $191,528

S&S Cycle, Inc.                  Trade                   $189,394

Deloitte & Touche LLP            Professional Services   $177,910

Cisco Systems Capital Corp.      Trade                   $150,966

Daeil Industrial Co., Ltd.       Trade                   $148,922

Goodridge (USA) Inc.             Trade                   $145,558

Zodiac Enterprises Ltd.          Trade                   $128,285

DS Manufacturing                 Trade                   $122,750

McLeod Accessories Pty Limited   Trade                   $122,570

Seal Methods Inc.                Trade                   $119,207

Arlen Ness Inc.                  Trade                   $116,733

Borstein Enterprises             Settlement Balance      $116,662

D & D Performance Enterprise     Trade                   $106,947

Scorpion Exhausts                Trade                   $106,937

BP Lubricants USA, Inc.          Trade                   $101,620

Ray Boone                        Trade                    $95,000

O'Neal Azonic                    Trade                    $91,442

Motul USA Inc.                   Trade                    $89,180

Crane Cams, Inc.                 Trade                    $88,867

Tulare County Tax Collector      Trade                    $85,252

Bel-Ray Company, Inc.            Trade                    $85,207

NGK Spark Plugs USA Inc.         Trade                    $80,587

Dunlop                           Trade                    $77,403

Sage Payment Solutions Inc.      SGA                      $75,576


GO FIG: Section 341(a) Meeting Scheduled for February 11
--------------------------------------------------------
The U.S. Trustee for Region 13 will convene a meeting of Go fig.,
Inc. and its debtor-affiliates' creditors on Feb. 11, 2008, at
1:00 p.m., at the Thomas F. Eagleton U.S. Courthouse, 111 South
10th Street, 22nd Floor, Multi-purpose Room, in St. Louis,
Missouri.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                          About Go Fig.

Based in Phoenix, Arizona, Go fig., Inc. -- http://www.fig.com/--  
provides medically-supervised body-shaping services, operating and
managing 15 centers across the U.S.  It employs more than 500
people.  The company and 11 of its affiliates filed for Chapter 11
protection on Jan. 7, 2008 (Bankr. E.D. Mo. Lead Case No.
08-40116).  When the Debtors filed for protection from their
creditors, they listed estimated assets and debts of $1 million to
$100 million.


GO FIG: Wants to Hire Capes Sokol as General Bankruptcy Counsel
---------------------------------------------------------------
Go fig., Inc. and its debtor-affiliates ask permission from the
U.S. Bankruptcy Court for the Eastern District of Missouri to
employ Capes, Sokol, Goodman & Sarachan, P.C. as their bankruptcy
counsel.

Capes Sokol will:

   a) assist, advise and represent the Debtors regarding the
      administration of their cases;

   b) assist, advise and represent the Debtors in any
      investigation of the acts, conduct, assets, liabilities and
      financial condition of the Debtors, the operation and
      profitability of the Debtors' business and the desirability
      of the continuation of such business, the disposition of any
      assets of the Debtors, and any other matters relevant to
      this case or the formulation of a Plan of Reorganization;

   c) assist, advise and represent the Debtors in the formulation
      and drafting of a Plan or Reorganization, and in the
      collection and filing with the Court of any acceptance of a
      Plan of Reorganization; and

   d) assist, advise and represent the Debtors in the performance
      of all of her duties and powers under the Code and the
      Bankruptcy Rules and in the performance of such other
      services as are in the interest of the Debtors and their
      estates.

Spencer P. Desai, Esq., a shareholder at Capes Sokol, tells the
Court that the firm's paralegals, associates, and partners will
bill the Debtors $100 to $260 per hour for services rendered.

Mr. Desai assures the Court that the firm is disinterested as that
term is defined in Section 101(14) of the U.S. Bankruptcy Court.

Mr. Desai can be contacted at:

      Spencer P. Desai, Esq.
      Capes, Sokol, Goodman & Sarachan, P.C.
      Pierre Laclede Center
      7701 Forsyth Boulevard, 12th Floor
      St. Louis (Clayton), MO 63105-1818
      Tel: (314) 721-7701
      Fax: (314) 721-0554
      http://www.lawstlouis.com/

                          About Go Fig.

Based in Phoenix, Arizona, Go fig., Inc. -- http://www.fig.com/--  
provides medically-supervised body-shaping services, operating and
managing 15 centers across the U.S.  It employs more than 500
people.  The company and 11 of its affiliates filed for Chapter 11
protection on Jan. 7, 2008 (Bankr. E.D. Mo. Lead Case No.
08-40116).  When the Debtors filed for protection from their
creditors, they listed estimated assets and debts of $1 million to
$100 million.


GO FIG: U.S. Trustee Appoints Seven-Member Creditors Committee
--------------------------------------------------------------
Nancy J. Gargula, the U.S. Trustee for Region 13, appoints seven
members to the Official Committee of Unsecured Creditors in the
Chapter 11 cases of Go fig., Inc. and its debtor-affiliates.

The Creditors Committee members are:

   (a) Jason Pharmaceuticals, Inc. (Medifast)
       Attn: Rick Logsdail
       11445 Cronhill Drive
       Owings Mills, MD 21117
       Tel: (410) 504-8180

   (b) Integrated Media Solutions
       Attn: Robert Ingram
       650 Fifth Avenue
       New York, NY 10019
       Tel: (212) 373-9500

   (c) Specialty Pharmacy of St. Louis
       Attn: Lee Ori
       623 North New Ballas Road
       St. Louis, MO 63141
       Tel: (314) 991-5200

   (d) Media Marketing, Inc. / DBA thembcgroup
       Attn: Craig Barnes
       326 North Euclid Avenue
       St. Louis, MO 63108
       Tel: (314) 361-6717

   (e) Rataj Krueger Architects, Inc.
       Attn: Don Rataj
       10777 Sunset Office Drive, Suite 300
       St. Louis, MO 63127
       Tel: (314) 822-4007

   (f) Keystone Partnership, Inc.
       Attn: Ryan J. Strong
       12312 Olive Boulevard, Suite 550
       St. Louis, MO 63141
       Tel: (314) 878-7200

   (g) Fig. Pacific, LLC
       Attn: Brian Stern
       1956 Port Cardiff
       Newport Beach, CA 92660
       Tel: (714) 656-4260

Pursuant to Section 1103 of the Bankruptcy Code, the Creditors
Committee may:

   -- consult with the Debtors concerning the administration
      of the bankruptcy case;

   -- investigate the acts, conduct, assets, liabilities, and
      financial condition of the Debtors, the operation of the
      Debtors' business and the desirability of the continuance
      of the business, and any other matter relevant to the
      case or to the formulation of a plan of reorganization
      for the Debtors;

   -- participate in the formulation of a plan, advise its
      constituents regarding the Committee's determinations as
      to any plan formulated, and collect and file with the
      Court acceptances or rejections of the plan;

   -- request the appointment of a trustee or examiner; and

   -- perform other services as are in the interest of its
      constituents.

The Creditors Committee may retain counsel, accountants, or other
agents, to represent or perform services for the group.

                          About Go Fig.

Based in Phoenix, Arizona, Go fig., Inc. -- http://www.fig.com/--  
provides medically-supervised body-shaping services, operating and
managing 15 centers across the U.S.  It employs more than 500
people.  The company and 11 of its affiliates filed for Chapter 11
protection on Jan. 7, 2008 (Bankr. E.D. Mo. Lead Case No.
08-40116).  When the Debtors filed for protection from their
creditors, they listed estimated assets and debts of $1 million to
$100 million.


HAWAIIAN AIRLINES: Gets Extra $3.9MM from Mesa Air for Legal Fees
-----------------------------------------------------------------
The Hon. Robert Faris of the U.S. Bankruptcy Court for the
District of Hawaii directed Mesa Air Group Inc. to pay Hawaiian
Airlines Inc. $3.9 million for costs of litigation and attorneys'
fees the carrier incurred in their dispute over the misuse of
confidential information to gain an unfair competitive
advantage, according to various papers.

As reported in the Troubled Company Reporter on Nov. 2, 2007,
the Court ruled in favor of Hawaiian Airlines in its lawsuit
against Mesa Air Group (Case No. 03-00817), awarding Hawaiian
$80 million in damages and ordering Mesa to pay Hawaiian's costs
of litigation and reasonable attorneys' fees.

In a pre-trial hearing, the court made findings that:

   (1) Mesa kept confidential information it was supposed to
       destroy or return to Hawaiian in accordance with a
       signed confidentiality agreement;

   (2) Mesa misused the information it kept; and

   (3) the information Mesa kept was a substantial factor in
       the company's decision to enter the Hawaii market.

The $80 million in damages was awarded to compensate Hawaiian for
damages it suffered through October 2007.  The court did not award
damages for any injury Hawaiian may sustain in the future as a
result of Mesa's misconduct.

                    About Hawaiian Airlines

Hawaiian Airlines, Inc. -- http://www.hawaiianair.com/-- a   
subsidiary of Hawaiian Holdings Inc. (Amex: HA), provides
passenger air service between the U.S. mainland and Hawaii.  The
company also offers service to Australia, American Samoa and
Tahiti.  The company filed a voluntary petition for reorganization
under Chapter 11 of the United States Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Hawaii (Case No. 03-00827) on
March 21, 2003.  Joshua Gotbaum served as the chapter 11 trustee
for Hawaiian Airlines, Inc.  Mr. Gotbaum was represented by Tom E.
Roesser, Esq., and Katherine G. Leonard, Esq., at Carlsmith Ball
LLP and Bruce Bennett, Esq., Sidney P. Levinson, Esq., Joshua D.
Morse, Esq., and John L. Jones, II, Esq., at Hennigan, Bennett &
Dorman LLP.  The Bankruptcy Court confirmed the Chapter 11
Trustee's Plan of Reorganization on March 10, 2005.  The Plan took
effect on June 2, 2005.


HAWAIIAN TELCOM: Moody's Upgrades Rating on $150 Million Sr. Notes
------------------------------------------------------------------
Moody's Investors Service modified the ratings of Hawaiian
Telcom's Senior Unsecured Bonds, $150 million Floating Rate Senior
Notes due in 2013 and $200 million 9.75% Senior Notes due in 2013,
to B3 from Caa1, following the company's announcement that it has
prepaid $371 million principal amount of its Tranche C Term Loan
and $50 million of Revolving Loans.  The modification of the above
mentioned debt instruments reflects the change in the company's
capital structure and is consistent with Moody's Loss Given
Default Methodology.

As a part of the rating actions mentioned above, these actions
have been taken:

  -- $150 mm Floating Rate Senior Notes due 2013: Upgraded to B3,
     LGD5-75%

  -- $200 mm 9.75% Senior Notes due 2013: Upgraded to B3, LGD5-75%

Also, as a part of the rating actions mentioned above, this is a
list of the debts in which the LGD rating has changed slightly:

  -- $90 mm Senior Secured Revolving Credit Facility due 2012 --  
     Affirmed at Ba3, Changed to LGD2-23% from LGD3-31%

  -- $860 mm Senior Secured Tranche C Term Loan due 2014 --
     Affirmed at Ba3, Changed to LGD2-23% from LGD3-31%

  -- $150 mm 12.5% Senior Subordinated Notes due 2015 -- Affirmed
     at Caa1, Changed to LGD6-93% from LGD6-94%

Hawaiian Telcom Communications, Inc., is an incumbent
telecommunications provider servicing approximately 573K switched
access lines as of the end of 3Q'07.  The company offers a wide
range of services, including local exchange, long distance,
network access, wireless (through an MVNO agreement with Sprint-
Nextel) and internet services.  The company is headquartered in
Honolulu, Hawaii.


HERCULES INC: Debt Reduction Efforts Cue Moody's Ba2 Rating Review
------------------------------------------------------------------
Moody's Investors Service placed the Ba2 corporate family rating
and other debt ratings Hercules Incorporated on review for
possible upgrade.

The reviews reflect Hercules successful efforts at debt reduction
in past years and most recently in 2007.  Hercules reduced balance
sheet debt by roughly $200 million in 2007 (to about $795 million)
and that this reduction, along with strong cash flows, has caused
credit metrics to improve to levels that are strong relative to
the Ba2 rating, Moody' assigned a positive outlook to Hercules
ratings in June of 2007 in anticipation of Hercules' positive
performance.  At that time Moody's stated that provided that
capital expenditures remain moderate, there are no large
acquisitions and prospective dividend actions/share repurchases
are prudently sized, the company should be able to generate
retained cash flow to adjusted total debt above 20%, free cash
flow to adjusted total debt of over 10%, and a fixed charge
coverage ratio (EBITDA to interest) of over 4.5X times.  If these
metrics were realized Moody's indicated it could reassess the
appropriateness of the Ba2 ratings after the end of 2007.  The
review also reflects Moody's expectation of further modest debt
reduction in 2008 and 2009, after which Moody's expects absolute
debt levels to stabilize.  The review, which is expected to be
completed by the end of March of 2008, will focus on several
issues.

Moody's will seek to better understand management's ongoing
financial philosophy as it relates to:

    1) acquisitions;

    2) potential changes in the secured structure of Hercules'
       debt along with incremental debt reduction; and

    3) uses of excess cash flow and the future plans of returning
       such cash to shareholders.

In addition, Moody's will seek to understand the sustainability of
Hercules' strong operating performance in the face of a
potentially slowing global economy and review Hercules asbestos
exposures to insure that the positive trends are sustainable.

On Review for Possible Upgrade:

Issuer: Hercules Incorporated

  -- Corporate family rating: Ba2

  -- probability of default rating: Ba2

  -- Gtd Sr Sec Revolving Credit Facility due 04/2009, Baa3, LGD2,
     18%

  -- Gtd Sr Sec Term Loan B due 10/2010, Baa3, LGD2, 18%

  -- 6.60% Gtd Sr Sec Putable Notes due 2027, Baa3, LGD2, 18%

  -- 6.75% Gtd Sr Sub Notes due 2029, Ba3, LGD4, 61%

  -- 8.00% Conv Sub Debentures due 2010, B1, LGD5, 89%

  -- 6.50% Jr Sub Deferrable Int Debentures due 2029, B1, LGD5,
     89%

  -- Multiple Seniority Shelf

  -- Outlook, Changed To Rating Under Review From Positive

Hercules Inc., headquartered in Wilmington, Delaware, is a global
manufacturer of specialty chemicals for the pulp and paper
industry and water-based systems (coatings, construction
materials, energy and regulated industries).  Revenues for the
full year ending Dec. 31, 2007 were about $2.1 billion.


HILLEN REAL: Voluntary Chapter 11 Case Summary
----------------------------------------------
Lead Debtor: Hillen Real Estate Associates, L.P.
             100 Beecher Avenue
             Cheltenham, PA 19012  

Bankruptcy Case No.: 08-10701

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        HH Fluorescent Parts Inc.                  08-10707

Chapter 11 Petition Date: January 29, 2008

Court: Eastern District of Pennsylvania (Philadelphia)

Debtors' Counsel: Paul J. Winterhalter, Esq.
                  Law Offices of Paul J Winterhalter, P.C.
                  1717 Arch Street, Suite 4110
                  Philadelphia, PA 19103
                  Tel: (215) 564-4119
                  Fax: (215) 564-5597
                  http://www.pjw-law.com/

Estimated Assets: $1 million to $10 million

Estimated Debts:  $1 million to $10 million

The Debtors did not file a list of its 20 Largest Unsecured
Creditors.


HILLTOP SPORTS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Lead Debtor: Hilltop Sports Club, LLC
             8771 Elk Grove Boulevard
             Elkl Grove, CA 95624

Bankruptcy Case No.: 08-20950

Type of Business: The Debtor operates health club/gym.

Chapter 11 Petition Date: January 29, 2008

Court: Eastern District of California (Sacramento)

Judge: Robert S. Bardwil

Debtors' Counsel: Paul R. Bartleson, Esq.
                  Law Offices of Paul R. Bartleson
                  1007 7th Street, Suite 214
                  Sacramento, CA 95814
                  Tel: (916) 447-6640
                  Fax: (916) 447-7840
    
Estimated Assets: $100,000 to $500,000

Estimated Debts:  $1 million to $10 million

The Debtor did not file a list of its 20 Largest Unsecured
Creditors.


IAC/INTERACTIVE CORP: Spin-Off Plans Cue S&P to Review Ratings
--------------------------------------------------------------
Standard & Poor's Rating Services said its ratings on
IAC/InterActiveCorp, including the 'BB' corporate credit rating,
remain on CreditWatch with negative implications, where they were
initially placed on Nov. 5, 2007, following IAC's announcement
that it plans to divide itself into five publicly traded
companies.
      
"IAC is engaged in a dispute with Liberty Media LLC that began
when IAC CEO Barry Diller recommended to the IAC board of
directors that all shareholders of businesses to be spun off
receive low-voting stock, with IAC retaining its dual class stock
structure," explained Standard & Poor's credit analyst Andy Liu.
     
Such a scenario would reduce Liberty Media's (BB+/Negative/--)
voting power to 29.9% (proportionate to the size of its equity
stake) from 61.7%. Liberty Media is the sole owner of class B
stock, which gives 10 votes per share.
     
Subsequently, Liberty Media filed a complaint in Delaware Chancery
Court seeking the removal of Mr. Diller and six other directors on
IAC's board and suggesting its own slate of directors to replace
them.  The directors Liberty Media would like to remove include
IAC Vice Chairman Victor Kaufman and fashion designer Diane von
Furstenberg, who is Mr. Diller's wife and who was an important
business advisor to QVC when Mr. Diller was its CEO.  If Liberty
Media prevails, it would control IAC and could change its
financial policy and strategy.
     
These events could distract IAC management from tackling cyclical
and business execution challenges that several IAC units face.   
Ticketmaster is looking to bolster its artist management business
when its Live Nation contract expires at the end of 2008.  Home
Shopping Network is in the midst of a turnaround, and LendingTree
is contending with the difficult real estate financing environment
in the U.S.
     
In resolving the CreditWatch, Standard & Poor's will meet with
management, evaluate the company's new financial policy, and
assess the new capital structure and the outcome of the
litigation.


IAP WORLDWIDE: Moody's Junks Ratings; Revises Outlook to Negative
-----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
and other instrument ratings of IAP Worldwide Services, Inc.  The
rating outlook has been changed to negative.  This concludes the
review for possible downgrade initiated on Oct. 23, 2007.

Moody's took these rating actions:

- $75 mm 1st lien revolver de 2010, lowered to Caa2 (LGD3, 35%)
   from B3 (LGD3, 35%)

- $413 mm 1st lien term loan due 2012, lowered to Caa2 (LGD3,
   35%) from B3 (LGD3, 35%)

- $120 mm second lien term loan, lowered to Ca (LGD5, 85%) from
   Caa3 (LGD5, 84%)

- Corporate Family Rating, lowered to Caa3 from Caa1

- Probability of Default Rating, lowered to Caa3 from Caa1

The ratings outlook is negative.

The downgrade of IAP's Corporate Family Rating to Caa3 and outlook
to negative primarily reflect the company's failure to negotiate
an amendment with its lenders for the default of its interest
coverage and leverage covenants (as of June 30, 2007).  The
downgrade also reflects the continued deterioration in the
company's credit statistics and lack of access to the revolver.   
Bank negotiations have been ongoing since IAP defaulted on
June 30, 2007, but the company has not reached an agreement yet
with its lenders and remains unable to access its revolver.  The
company's EBIT coverage of interest expense remains weak at
approximately 0.6 times while adjusted (Moody's standard
adjustments) debt to EBITDA has ballooned to over 9.0 times.  IAP
had previously defaulted on its covenants and obtained amendments
during the second half of 2006.  Moody's notes that IAP continues
to maintain a strong contract backlog of approximately
$1.2 billion.

IAP Worldwide Services, Inc., headquartered in Cape Canaveral,
Florida, is a leading provider of facilities management,
contingency support, and technical services to U.S. military and
government agencies.  IAP's revenue for the twelve months ended
Sept. 30, 2007 amounted to approximately $943 million.


ICEFLOE TECHNOLOGIES: Files an Assignment in Bankruptcy Under BIA
-----------------------------------------------------------------
icefloe Technologies Inc. has filed an assignment in bankruptcy
under the Bankruptcy and Insolvency Act.

The company is unable to meet its ongoing obligations, and
specifically was unable to make a Jan. 24, 2008 interest payment
due to its secured lenders.  The secured lenders have exercised
their right to of enforcement and icefloe was served with a Notice
of intention to enforce security pursuant to s.244 of the
Bankruptcy and Insolvency Act.

Icefloe, with the consent and agreement of the secured lenders,
has appointed BDO Dunwoody to act as Trustee in Bankruptcy.

"The company has been aggressively pursuing all recapitalization
options, including the sale of the company, as announced in April,
2007," J. Robert Furse, icefloe's Chairman of the Board,
commented.  "Regrettably we have been unsuccessful in finding a
solution to the company's ongoing working capital requirements."

"Our Company's success is dependent on our ability to develop and
commercialize proprietary heat exchange technologies for
beverages," Wayne Newson icefloe's President and CEO added.  "Over
the last 7 years the company has acquired or developed a number of
new processes and technologies, and has invested substantially in
Research and Development and patent filings. Our ability to
commercialize these new technologies has been below expectations
and, as a result, there are insufficient earnings to cover current
and long term obligations."

Founded in March 2001, icefloe Technologies Inc. (TSX VENTURE:
ICY) is a Canadian-based company dedicated to the development and
commercialization of its proprietary chilling technology which
brings flash chilling capability in a portable form and enables
the beverage industry to serve ice cold draft beer without
excessive foam loss, anytime and anywhere.  Since April 2001,
icefloe has focused its efforts on securing patents for its
platform technologies, while developing, field-testing,
manufacturing and marketing commercial products using its unique
technologies.  Its wholly owned subsidiary, Draught Guys Inc.,
provides installation, sales and service for both traditional
draft systems and icefloe's proprietary products in the Ontario
market.


JOHNSON RUBBER: Judge Baxter OKs McGuireWoods as Panel's Counsel
----------------------------------------------------------------
The Honorable Randolph Baxter of the United States Bankruptcy
Court for the Northern District of Ohio gave the Official
Committee of Unsecured Creditors of Johnson Rubber Company Inc.
and its debtor-affiliates authority to retain McGuireWoods LLP as
its counsel, nunc pro tunc Dec. 20, 2007.

McGuireWoods is expected to:

   a) advise the Committee with respect to its powers and duties
      under section 1103 of the Bankruptcy Code;

   b) take all necessary action to preserve, protect and maximize
      the value of the Debtors' estates for the benefit of the
      Debtors' unsecured creditors, including but not limited to,
      investigating the acts, conduct, assets, liabilities, and
      financial condition of the Debtors, the operation of the  
      Debtors' businesses and the desirability of the continuance
      of such businesses, and any other matter relevant to these
      cases or to the formulation of a plan;

   c) prepare on behalf of the Committee motions, applications,
      answers, orders, reports and papers that may be necessary to
      the Committee's interests in these chapter 11 cases;

   d) participate in the formulation of a plan as may be in the
      bests interests of general unsecured creditors of the
      Debtors' estates;

   e) represent the Committee's interests with respect to the
      Debtors' efforts to obtain postpetition secured financing;

   f) advise the Committee in connection with any potential sale
      of assets;

   g) appear before this Court, any appellate courts, and protect
      the interests of the Committee and the value of the
      Debtors estates before such courts;

   h) consult with the Debtors' counsel on behalf of the Committee
      regarding tax, intellectual property, labor and employment,
      real estate, corporate, litigation matters, and general
      business operational issues; and

   i) perform all other necessary legal services and provide all
      other necessary legal advice to the Committee in connection
      with these chapter 11 cases.

The firm's attorneys will bill between $325 to $500 per hour,
while paralegals charges at $175 per hour for this engagement.

Mark E. Freedlander, Esq., a partner of the firm, assures the
Court that the firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.

Mr. Freedlander can be reached at:

      Mark E. Freedlander, Esq.
      McGuireWoods LLP
      625 Liberty Avenue, 23rd floor
      Pittsburg, PA 15222-3142
      Tel: (412) 667-6000
      Fax: (412) 667-6050

Headquatered in Middlefield, Ohio, Johnson Rubber Company
Inc. -- http://www.johnsonrubber.com/-- designs, develops
and manufactures polymer components.  The company and its
parent, JR Holding Corp., filed for Chapter 11 protection on
December 11, 2007 (Bankr. N.D. Ohio, Lead Case No. 07-19391).  
William I Kohn, Esq., at Benesch Friedlander Coplan & Aronoff
LLP, represents the Debtors in their restructuring efforts.  The
Debtors selected Donlin Recano as claims, noticing and balloting
agent.   The United States Trustee for Region 9 appointed four
creditors to serve on an Official Committee of Unsecured Creditors
in this cases.  When the Debtors filed for protection against
their creditors, they listed total assets at $15,346,607 and
total debts at $19,869,931.


KAUFMAN COUNTY: Taps Eric A. Liepins PC as Bankruptcy Counsel
-------------------------------------------------------------
Kaufman County Land Trust asks the U.S. Bankruptcy Court for the
Eastern District of Texas for permission to employ Eric A. Liepins
PC as its counsel.

Kaufman County tells the Court that it desires to hire Eric A.
Liepins PC as its counsel in order to propose a Plan of
Reorganization and effectively move forward in its bankruptcy
proceeding.

Eric A. Lipins, Esq., the sole shareholder with the law firm of
Eric A. Liepins PC, tells the Court that the firm's professionals
bill:

     Professional            Hourly Rate
     -----------             -----------
     Eric A. Liepins            $200
     Paralegals               $30 - $50
     Legal Assistants         $30 - $50

The firm has been paid a retainer of $3,500 plus the filing fee of
$1,039.

Mr. Liepins tells the Court that his firm has represented the
Trustee and Beneficiary in another bankruptcy proceeding called
The Forney Land Trust, currently pending in the U.S. Bankruptcy
Court for the Northern District of Texas Dallas Division (Case No.
07-34380-HDH-111).

Mr. Liepins assures the Court that his firm does not represent any
interest adverse to the Debtor or its estate, and that Eric A.
Liepins PC is a "disinterested" person as that term is defined in
section 101(14) of the Bankruptcy Code.

Mr. Liepins can be contacted at:

      Eric A. Liepins, Esq.
      Eric A. Liepins P.C.
      12770 Coit Road, Suite 1100
      Dallas, Texas 75251
      Tel: (972) 991-5591
      Fax: (972) 991-5788

                      About Kaufman County

Based in Gunter, Texas, Kaufman County Land Trust owns and manages
real estate.  The company filed for Chapter 11 protection on
Dec. 31, 2007 (Bank. E.D. Tex. Case No. 07-43081).  When the
Debtor filed for protection from its creditors, it listed total
assets of $30,000,000 and total debts of $11,906,985.


LIBERTY TAX LP: Dec. 31 Balance Sheet Upside-Down by $28.4 Million
------------------------------------------------------------------
Liberty Tax Credit Plus LP's consolidated balance sheet at
Dec. 15, 2007, showed $43.2 million in total assets, $72.2 million
in total liabilities, and $562,906 in minority interests,
resulting in a $28.4 million total partners' deficit.

The partnership reported a net loss of $1.3 million for the third
quarter ended Dec. 15, 2007, versus net income of $1.4 million in
the comparable period in 2006.

Rental income decreased approximately 10.0% to $2.2 million for
the three months ended Dec. 15, 2007, as compared to rental income
of $2.5 million in the corresponding period in 2006, primarily due
to an increase in vacancies due to the cancellation of a Section 8
contract at one Local Partnership and a decrease in occupancy
rates at two other Local Partnerships.

Other income increased approximately $23,000 for the three months
ended Dec. 15, 2007, as compared to the corresponding period in
2006, primarily due to an increase in interest income earned on
higher cash balances due to sales at the Partnership level,
increases in early lease termination fees and bad debt recovery  
at a second Local Partnership partially offset by decreases in
interest income and tenants' charges at a third Local Partnership.

Results for the first quarter ended Dec. 15, 2006, includes
income from discontinued operations of $2.7 million, which
includes a gain on sale of properties of $2.3 million.

Full-text copies of the partnership's consolidated financial
statements for the quarter ended Dec. 15, 2007, are available for
free at http://researcharchives.com/t/s?279d

                        About Liberty Tax

Headquartered in New York, Liberty Tax Credit Plus L.P. (Other
OTC: XXLTC.PK) is a limited partnership that invests in other
limited partnerships, each of which owns one or more leveraged
low- and moderate-income multifamily residential complexes that
are eligible for the low-income housing tax credit enacted in the
Tax Reform Act of 1986, and to a lesser extent, in local
partnerships owning properties that are eligible for the historic
rehabilitation tax credit.  

The Partnership's capital was originally invested in thirty-one  
Local Partnerships.  As of Dec. 15, 2007, the properties and the
related assets and liabilities of fifteen Local Partnerships and
the limited partnership interest in eight Local Partnerships were
sold.  In addition, as of Dec. 15, 2007, the partnership has  
entered into an agreement to sell its limited partnership interest
in one Local Partnership and two Local Partnerships have entered
into agreements to sell their property and the related assets and  
liabilities.


LIONEL LLC: Court Okays Pay Scheme for CEO Jerry Calabrese
----------------------------------------------------------
The Honorable Burton R. Lifland of the U.S. Bankruptcy Court for
the Southern District of New York approved an annual pay of
$1 million to Lionel LLC's CEO Jerry Calabrese, the Associated
Press reports.

Judge Lifland also granted Mark Erickson, marketing executive
vice-president, an annual pay of $465,000, says the AP.  

In documents submitted to the Court, the Debtor said that it needs
Erickson and Calabrese to help navigate its way out of Chapter 11
bankruptcy, through confirmation of its plan of reorganization,
the AP relates.  In addition, the two executives will receive a
percentage of the Debtor's sale, if the sale exceeds $60 million.  
The company will also grant stock options to Calabrese and
Erickson when the plan is confirmed, the AP says, citing court
documents.

                        About Lionel LLC

Chesterfield, Michigan-based Lionel LLC --http://www.lionel.com/-
- markets model train products, including steam and die engines,
rolling stock, operating and non-operating accessories, track,
transformers and electronic control devices.  The Company and its
affiliate, Liontech Company, filed for chapter 11 protection on
Nov. 15, 2004 (Bankr. S.D.N.Y. Case Nos. 04-17324 and 04-17324).  
Adam C. Harris, Esq., Abbey Walsh, Esq., and Adam L. Hirsch, Esq.,
at Schulte Roth & Zabel LLP; Dale Cendali, Esq., at O'Melveny &
Myers LLP; and Ronald L. Rose, Esq., at Dykema Gossett PLLC,
represent the Debtors.  Houlihan Lokey Howard & Zukin Capital,
L.P. and Ernst & Young LLP are the Debtors' financial advisors.  
Kurtzman Carson Consultants LLC acts as the Debtors' noticing and
claims agent.  As of May 31, 2007, the Debtor disclosed total
assets of $39,161,000 and total debts of $62,667,000.

Alan D. Halperin, Esq., and Robert D. Raicht, Esq., at Halperin
Battaglia Raicht, LLP, represent the Official Committee of
Unsecured Creditors.  FTI Consulting, Inc., is the Committee's
financial advisor.  Alec P. Ostrow, Esq. in New York, represents
Mike's Train House, Inc.

The Court gave the Debtor until March 31, 2008 to file its Chapter
11 plan of reorganization.


MAJESCO ENTERTAINMENT: Posts $961,000 in 4th Quarter Ended Oct. 31
------------------------------------------------------------------
Majesco Entertainment Company Inc. reported a net loss of $961,000
for the fourth quarter ended Oct. 31, 2007, compared to a net loss
of $2.9 million in the corresponding period in 2006.

Non-GAAP net loss was $1.2 million for the fourth quarter of 2007,
compared to a non-GAAP net loss of $3.1 million for the fourth
quarter of 2006, a reduction of 61.0%.  

Net revenue was $11.9 million in the fourth quarter of 2007,
compared to $21.5 million in 2006.  The decrease was primarily
attributable to a strong performance of JAWS(TM) Unleashed and the
launch of Cooking Mama 1 for Nintendo's DS, introduced in the
third and fourth quarters of 2006, respectively, and a very strong
fourth quarter value pricing program in 2006.

Gross margin was 31.2%, compared to 19.8%, reflecting the higher
margins attributable to Wii games and Cooking Mama (DS and Wii).

The GAAP operating loss was $1.5 million, compared to 2006
operating loss of $1.9 million.  Non-GAAP 2007 operating loss was
$1.2 million, compared to a non-GAAP operating loss of
$2.1 million in 2006.

The company defines non-GAAP operating loss and non-GAAP net loss
as operating loss and net loss adjusted for vendor and litigation
settlements, and the change in fair value of warrants issued in
connection with the recent equity financing.

                    Results for Full Year 2007

Net revenue for the year ended Oct. 31, 2007, was $51.0 million.
This compares to $66.7 million in 2006.  The decrease was
primarily attributable to the company's shift in strategy away
from publishing higher priced premium games in 2007, and a very
strong fourth quarter value pricing program last year.

Gross margin was 33.9%, compared to 29.7% in 2006, reflecting the
higher margins attributable to Wii games and Cooking Mama (DS and
Wii).

Including the $2.8 million charge in connection with the expected
settlement of a class action litigation, the GAAP operating loss
was $3.8 million.  This compares to 2006 GAAP operating loss of
$3.0 million.  Non-GAAP 2007 operating loss was $1.3 million,
compared to a non-GAAP operating loss of $7.7 million in 2006, an
improvement of $6.4 million, or 84.0%.

GAAP net loss was $4.8 million, compared to a GAAP net loss of
$5.4 million in 2006.  Non-GAAP net loss was $2.8 million,
compared to a non-GAAP net loss of $10.1 million.

Interest expense and financing costs decreased 35.0% in 2007 to
$1.6 million from $2.4 million in 2006, as the company benefited
from the additional capital and negotiating better terms with its
financing sources.

                      Management's Comments

Jesse Sutton, chief executive officer of Majesco Entertainment,
said, "In 2007 we continued to execute on our strategy.  We made
substantial operating and financial progress, laying the
groundwork for continued growth and improved profitability in the
year ahead.  We successfully implemented our mass-market casual
game strategy, as we published 19 games in 2007 including 13 for
the DS and our first two Wii games.  We streamlined our operations
and reduced expenses.  

"For the full year, financing and factoring costs were down 35.0%,
facilitated by our additional capital.  We improved our gross
margins by 420 basis points to 33.9%, reduced our non-GAAP
operating loss for the year by $6.5 million, or 84.0%, and made
substantial progress in moving toward profitability.  With this
improved efficiency and the additional capital from our recent
equity financing, we are well-positioned for growth in 2008 and
2009."

"We enter 2008 with positive momentum and remain committed to
executing on our business plan while maintaining a disciplined
financial approach," continued Sutton.  "Our relationships with
the nation's major retailers are solid and we are on track in
expanding our product line.  Further, the launch of our new studio
will allow us to gradually and prudently build a library of
valuable intellectual property.  

"Our balance sheet is much improved, reflecting our 2007
financing, as well as our efforts to reduce liabilities and lower
our overall cost of capital.  With our focused strategy and
improved financial position, we are well positioned to capitalize
on the continued growth of the casual gaming market."

At Oct. 31, 2007, the company had cash of $7.3 million.

                          Balance Sheet

At Oct. 31, 2007, the company's consolidated financial statements
showed $16.3 million in total assets, $13.7 million in total
liabilities, and $2.6 million in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Oct. 31, 2007, are available for
free at http://researcharchives.com/t/s?279a

                   About Majesco Entertainment

Headquartered in Edison, N.J., Majesco Entertainment Co.
(NasdaqCM: COOL) -- http://www.majescoentertainment.com/--     
provides video games for the mass market.  The company is focused
on developing and publishing a wide range of casual and family
oriented video games on leading console and portable systems.
Product highlights include Nancy Drew(TM0, Cooking Mama(TM) and
Zoo Hospital(TM) for the Nintendo DS(TM) and Cooking Mama: Cook
Off for the Wii(TM) console.

                          *     *     *

This concludes the Troubled Company Reporter's coverage of Majesco
Entertainment Co. until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.


MAYERLING LLC: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Mayerling LLC
        2018 N. Catalina Street
        Los Angeles, CA 90027

Bankruptcy Case No.: 08-10520

Chapter 11 Petition Date: January 29, 2008

Court: Central District of California (San Fernando Valley)

Judge: Maureen Tighe

Debtors' Counsel: Arshak Bartoumian, Esq.
                  Bedrosian & Bartouman
                  450 N. Brand Boulevard, #600
                  Glendale, CA 91203
                  Tel: (818) 291-6234

Estimated Assets: $1 million to $10 million

Estimated Debts:  $1 million to $10 million

The Debtor did not file a list of its 20 Largest Unsecured
Creditors.


MARKET PLACE: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Market Place at Chestnut Ridge, L.L.C.
        P.O. Box 934
        Wrentham, MA 02093
        Tel: (508) 541-3445

Bankruptcy Case No.: 08-10646

Chapter 11 Petition Date: January 30, 2008

Court: District of Massachusetts (Boston)

Judge: Robert Somma

Debtor's Counsel: AnDre' D. Summers, Esq.
                  P.O. Box 306
                  9 East Central Street
                  Franklin, MA 02038
                  Tel: (508) 528-8444

Total Assets: $3,185,000

Total Debts:  $2,117,413

The Debtor did not file a list of its 20 largest unsecured
creditors.


MCLAURIN & BRAD: Case Summary & Four Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: McLaurin & Brad Affordable Custom Homes, Inc.
        11948 Autumnwood Lane
        Fort Washington, MD 20744
        Tel: (240) 882-1454

Bankruptcy Case No.: 08-11206

Chapter 11 Petition Date: January 29, 2008

Court: District of Maryland (Greenbelt)

Judge: Thomas J. Catliota

Debtors' Counsel: William C. Johnson, Jr., Esq.
                  1229 K. Street NW
                  Washington, DC 20005
                  Tel: (202) 483-0808
                  Fax: (202) 483-0909

Total Assets: $1,175,000

Total Debts:  $734,000   

Consolidated Debtors' List of four Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
American Express               materials             $8,000
P.O. Box 1270
Newark, NJ 07101-127-

Home Depot                     materials             $2,800
Processing Center
Des Moines, IA 50364

Capital One Bank               materials             $2,700

Capital One                    materials             $1,700


MILAGRO ENERGY: Defaults on $7.5 Million Convertible Debentures
---------------------------------------------------------------
Milagro Energy Inc. provided an update on its current financial
condition and its continuing efforts to secure financing to fund
operations, service debt and refinance its debts.

                  Default on $7.5 Million Debenture

As Milagro previously disclosed, its bridge credit facility with
Brookfield Bridge Lending Fund Inc. matured on Dec. 31, 2007, and
Milagro did not have the funds available to pay the principal when
due.  As a result of the default in Milagro's obligations under
the bridge credit facility, Milagro is now in default under its
outstanding $7,500,000 convertible debentures, which debentures
are held by Brookfield Lending.

Due to the defaults under the bridge credit facility and the
convertible debentures, Milagro is now required to pay higher
default interest rates under the bridge credit facility and
convertible debentures, and is required to pay interest on the
convertible debentures monthly rather than semi-annually.  This
results in a significant increase in the interest payable by the
company on a monthly basis.  Amounts paid by the company in
respect of the increased interest will reduce the amount of cash
Milagro has available to fund operations.

Brookfield may now, pursuant to the terms of the bridge credit
facility, seek to enforce its security over the company's assets.   
To Milagro's knowledge, Brookfield Lending has not taken any
specific steps to enforce its security under the bridge credit
facility or convertible debentures since Milagro went into default
on Dec. 31, 2007.  Brookfield Lending has also not yet provided
notice to the company that it is accelerating the requirement to
pay the principal amount of the convertible debentures.

                 TSX Reviews Milagro's Eligibility

Milagro said on Dec. 21, 2007, that the Toronto Stock Exchange is
reviewing the company's eligibility for continued listing under
the TSX's Remedial Review Process, and the company has been
granted until Feb. 4, 2008 to demonstrate compliance with the
TSX's requirements.  To date, the company has not regained
compliance with the requirements of the TSX as to:

    (i) the financial condition and/or operating results of the
        company, and

   (ii) the public distribution, price or trading activity of the
        company's common shares, and it is unlikely that the
        company will be able to demonstrate compliance to the TSX
        prior to Feb. 4, 2008.

At that time, the company said it understood that the review
arises largely from the fact that the company has a significant
working capital deficiency and its $10,800,000 bridge credit
facility with Brookfield Bridge Lending Fund Inc. matures on
Dec. 31, 2007.  The company currently does not have sufficient
cash available to repay the bridge credit facility when due.  In
addition, the recent trading price of the company's common shares
is below the range usually permitted by the TSX on a long term
basis.

The company disclosed that it is requesting a further 45-day
period to meet the TSX's requirements.  However, there is no
certainty that the TSX will grant any extension, and the TSX may
determine that the company's shares should be delisted.

                    Efforts to Raise Capital

The company said it is continuing its efforts to raise capital and
pursue other transactions that would provide the company with cash
to repay the bridge credit facility remedy its defaults under the
convertible debentures and fund future operations.

To date, the company has not yet settled definitive terms with
respect to a transaction and there is no certainty that the
company will be in a position to enter into any definitive
agreements or complete a transaction.  If the company is not able
to conclude an agreement with respect to a transaction, it is
unlikely that the company will be able to continue as a going
concern or maintain its listing on the TSX.

                          About Milagro

Headquartered in Calgary, Alberta, Milagro Energy Inc. (TSE:MIG) -
- http://www.milagroenergy.com/-- is a natural resource company  
involved in the acquisition, exploration, development and
production of petroleum and natural gas reserves in western
Canada.  The company's principal properties are located in the
provinces of British Columbia, Alberta and Saskatchewan.  During
the year ended Dec. 31, 2006, average daily production was 527
barrels of oil equivalent per day, comprising 300 barrels of oil
and natural gas liquids and 1,365 million cubic feet of natural
gas.  On Jan. 1, 2006, the company and Tri Seven Resources Ltd.
were amalgamated under the name Milagro Energy Inc.  On March 7,
2006, Milagro acquired Chirripo Resources Inc.  On March 7, 2006
Milagro and Chirripo were amalgamated under the name Milagro
Energy Inc.


MLW LLC: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: M.L.W., L.L.C.
        10207 100th Street South
        Boynton Beach, FL 33437

Bankruptcy Case No.: 08-11013

Chapter 11 Petition Date: January 29, 2008

Court: Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman, Jr.

Debtor's Counsel: Craig A. Pugatch, Esq.
                  101 Northeast 3 Avenue, Suite 1800
                  Fort Lauderdale, FL 33301
                  Tel: (954) 462-8000
                  Fax: (954) 462-4300

Total Assets: $1,100,283

Total Debts:    $944,980

The Debtor does not have any creditors who are not insiders.


MOHEGAN TRIBAL: Eyes Acquisition of Tropicana and Trump Marina
--------------------------------------------------------------
Casino operator Mohegan Tribal Gaming Authority, has indicated
interest in expanding in Atlanta City, Judy DeHaven wrote for The
Star-Ledger on Tuesday, citing Mitchell Etess, chief executive
officer.

The Mohegan Tribe has already expressed interest in rescuing
Tropicana Entertainment LLC after its gaming license was revoked.      
The Associated Press verified the news Wednesday with Mohegan Sun
Casino's chief operating officer, Jeffrey Hartmann, who refused to
give details but confirmed that the Mohegans are in fact
contemplating on buying Tropicana in hopes to expand its business.  
According to Mr. Hartmann, the Mohegans is seeking "the right
opportunity to leverage what" they have started," AP notes.

According to AP, Mohegan Sun is presently developing a 38-storey
hotel and casino with 1,000 rooms and spa.

On the other hand, the Mohegans are currently in negotiation with
Trump Entertainmnent Resorts Inc. regarding an acquisition of
Trump Marina Hotel Casino, AP reveals, citing sources
knowledgeable with the issue.

Reporters were not able to get comments from both Donald Trump and
Trump's chief executive, Mark Juliano.

               About Trump Entertainment Resorts Inc.

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ:TRMP) -- http://www.trump.com-- owns and operates
three casino hotel properties: Trump Taj Mahal Casino Resort,
Trump Plaza Hotel and Casino and Trump Marina Hotel Casino.  Trump
Entertainment conducts gaming activities and provides customers
with casino resort and entertainment experiences.  The company is
the successor to Trump Hotels & Casino Resorts Inc. and its
subsidiaries.  During the year ended Dec. 31, 2006 the company
focused on property and operational changes.  It commenced the
first phase of its renovation capital program and began
construction of a 786-room hotel tower at the Trump Taj Mahal.

                   About Tropicana Entertainment

Tropicana Entertainment LLC -- http://www.tropicanacasinos.com/--
is an indirect subsidiary of Tropicana Casinos and Resorts.  The
company is one of the largest privately-held gaming entertainment
providers in the United States.  Tropicana Entertainment owns
eleven casino properties in eight distinct gaming markets with
premier properties in Las Vegas, Nevada and Atlantic City, New
Jersey.

                      About Mohegan Tribal

Mohegan Tribal Gaming Authority -- http://mtga.com/-- is an   
instrumentality of the Mohegan Tribe of Indians of Connecticut, a
federally recognized Indian tribe with an approximately 507-acre
reservation situated in southeastern Connecticut, adjacent to
Uncasville, Connecticut.

The Authority operates Mohegan Sun, a gaming and entertainment
complex on a 240-acre site on the Tribe's reservation and, through
its subsidiary, Downs Racing LP, owns and operates Mohegan Sun at
Pocono Downs, a gaming and entertainment facility offering slot
machines and harness racing in Plains Township, Pennsylvania and
five off-track wagering facilities located elsewhere in
Pennsylvania.

Mohegan Sun currently operates in an about 3 million square foot
facility, which includes the Casino of the Earth, Casino of the
Sky, the Shops at Mohegan Sun, a 10,000-seat Arena, a 350-seat
Cabaret, meeting and convention space and the about 1,200-room
luxury Sky hotel.

                         *     *     *

As of Aug. 9, 2007, the company holds Moody's Ba1 long-term
corporate family rating and probability of default rating, and Ba2
senior subordinate rating.  The outlook is stable.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at BB- with a stable outlook.


MOUNT SINAI MEDICAL: Moody's Maintains 'Ba1' Long-Term Ratings
--------------------------------------------------------------
Moody's Investors Service affirmed the Ba1 long-term ratings
assigned to Mount Sinai Medical Center of Florida's outstanding
debt issued through the City of Miami Beach Health Facilities
Authority.  The outlook has been revised to negative from stable,
reflecting the unexpected reversal of what had been a generally
improving operating trajectory, caused by issues that Moody's
believes will continue over the next year and could impart
heightened credit risk.  Debt affected by this action is listed at
the conclusion of this report.

Legal security: All outstanding bonds are secured by: a gross
revenue pledge of the obligated group; a full and irrevocable
guaranty of the Mount Sinai Medical Center Foundation (the
Foundation) for principal and interest payments; a mortgage on
MSMC's south campus; MSMC's right, title and interest in the
ground lease on the land that the north campus is situated on,
and; a negative pledge from the Medical Center and the Foundation.

Interest rate derivatives: None

                             Strengths

* Still solid cash position ($124.9 million at Sept. 30, 2007; 99
  days), held by MSMC and Foundation (Foundation provides
  irrevocable guaranty to bonds) despite growing operating losses
  and large cash outlays for land and malpractice

* Established management team with appropriate financial rigor as
  evidenced by ability to sustain expense structure despite  
  investments in physicians and volume challenges

* Clearly articulated operational imperatives to achieve much
  needed top line growth; though fundamentals of market could
  hinder improvement

* Land associated with former campus at the Miami Heart Hospital
  is prime waterfront real estate on Miami Beach that can be   
  monetized

                           Challenges

* Revenue contraction resulting from a sizable decline in patient   
  volumes across inpatient and outpatient service lines, which
  poses a fundamental challenge to MSMC's ability to achieve the
  enterprise growth needed to stabilize operations

* Debt levels remain very high relative to size of operations
  (debt to cash flow of 15 times in 2006) and balance sheet
  liquidity (cash to debt 46%)

* Growing losses related to physician practices (recruitment for
  specialists); projected to hit $8.4 million for the full fiscal
  year 2007

* Multi faceted plans for enterprise growth may prove to be
  dilutive as the use of debt or cash would be required to execute
  these initiatives

                       Recent Developments

Moody's believes fundamental characteristics of the market suggest
that current challenges may be pervasive.  These fundamentals
include heavy competition, especially for the more profitable
services, and shifting demographic trends on Miami Beach toward a
younger population.  To that end, competition from cardiac
programs established at two local competitors Aventura and
Palmetto Hospitals, have contributed to an open heart case decline
AT MSMC of 35% from 978 in 2003 to 722 in 2006.  After witnessing
would appeared to be stabilization of inpatient volume in FY 2006,
inpatient volumes have declined 10% through 9 months of FY 2007.   
Moreover, through 9 months of FY 2008, open heart volumes declined
another 24%.  Looking forward, management expects recent and
planned physician recruitments will drive a reversal of inpatient
volume trends over the intermediate term though the FY 2008 budget
assumes a 2.8% inpatient decline.

Through nine months of FY 2007 MSMC has incurred a $6.2 million
operating loss (excluding a $7.5 million contribution from the
Foundation) compared with a $4.2 million operating loss in FY 2006
(excluding a $7.5 million contribution from the Foundation)
against a budget that reflected expectations for break-even
operating performance.  In spite of aggressive cost reductions
(expenses declined by .5%) and business cycle initiatives,
variances to budget are largely tied to continued volume declines
that have resulted from the shifting demographic on Miami Beach
(10% inpatient decline through 9 months of FY 2007) as well as
increased competition for cardiac services as discussed above.   
Operating cashflow of $25.5 million is 10% lower then the
comparable period in FY 2006. Furthermore, 2006 operating cashflow
had fallen by more then 15% from FYE 2005.  Key financial ratios
have deteriorated from already weak levels with 15.0 times debt to
cashflow and 1.6 times maximum annual debt service coverage at FYE
2006, comparing unfavorably to levels that had demonstrated
improvement through FYE 2005.

Moreover, revenue contraction of 1.27% through 9 months of FY
2007, after several years of sluggish growth, threatens to impede
the organization's longer-term momentum.  Management was expecting
performance in the fourth quarter of 2007 to begin to reflect
certain expense and revenue initiatives including workforce
reductions, reduced use of agency nurses, supply chain
efficiencies, revenue cycle improvement and physician recruitment.   
While these initiatives should mitigate some of the operational
shortfalls, Moody's believes they will not be adequate given the
recurring and systemic nature of the issues the system faces.   
Ability to grow top line revenue from restoring the trajectory of
core clinical enterprise remains a crucial element to long-term
future improvement and credit risk stability at the current
rating.

Moody's is encouraged that the combined unrestricted liquidity
balances held by MSMC and the Foundation remains solid, although
resources remain modest and highly leveraged for an organization
of this size.  The combined unrestricted cash balances totaled
$124.9 million at Sept. 30, 2007, equating to an adequate 99 days.  
Leveraged is evidenced by cash to debt coverage of just 46%. Cash
increased by almost $19 million from FYE 2006 due to a combination
of cost report settlements, hurricane settlements, and third party
payor settlements despite cash outlays totaling more then 12.0
million for land acquisition related to the Miami Heart Center
site and malpractice premiums.  While strategic capital projects
are being considered, including the consideration of a new
hospital to the north of the beach in Aventura, management reports
that new money borrowings will not be considered until operations
are at least stable.  The MSMC Foundation which provides explicit
and unconditional support to the clinical operations will likely
provide for a portion of MSMC's larger strategic capital needs
through its considerable fundraising strength.

                             Outlook

The negative outlook reflects the unexpected reversal of what had
been a generally improving operating trajectory, caused by issues
that Moody's believes will continue over the next year and could
impart heightened credit risk

                 What could change the rating - Up

Ability to achieve and sustain enterprise growth as measured by
revenue and volumes that translates into a consistent track record
of operating cash flow at higher levels and a reduction of debt
outstanding or significant growth in liquidity

                What could change the rating - Down
   
Further deterioration of financial performance or liquidity
levels; enterprise contraction that results in continuous trend of
market share loss; an increase in debt without commensurate growth
in cash flow or liquidity

                         Key Indicators

Assumptions & Adjustments:

- Based on financial statements for Mount Sinai Medical Center of
   Florida, Inc. & Subsidiaries;

- First number reflects audit year ended Dec. 31, 2005;

- Second number reflects audit year ended Dec. 31, 2006;

- Operating income in each FY 2005 and 2006 excludes a
   $10 million transfer from the Foundation;

- Investment returns smoothed at 6% unless otherwise noted.

* Inpatient admissions: 24,319; 24,833

* Total operating revenues: $447.0 million; $467.9 million

* Moody's-adjusted net revenue available for debt service:
  $41.9 million; $35.9 million

* Total debt outstanding: $278 million; $273 million

* Maximum annual debt service (MADS): $22.8 million; $22.8 million

* MADS Coverage with reported investment income: 1.7 times;
  1.5 times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 1.8 times; 1.6 times

* Debt-to-cash flow: 11.8 times; 15.0 times

* Days cash on hand: 94 days; 84 days

* Cash-to-debt: 40%; 38.7%

* Operating margin: -1.8%; -2.8%

* Operating cash flow margin: 7.8%; 6.3%

                            Rated Debt

Series 1998, Series 2001A and Series 2004 bonds


NORTHWEST AIRLINES: Completes Acquisition of Midwest Air Group
--------------------------------------------------------------
The sale of Midwest Airlines' parent company, Midwest Air Group,
Inc., to Midwest Air Partners, LLC, -- a limited liability company
formed by an affiliate of TPG Capital, L.P. and Northwest Airlines
Corp.-- closed on January 31, 2008.

As previously reported, under Midwest Air Group's merger agreement
dated August 16, 2007, with Midwest Air Partners, TPG Capital and
Northwest have delivered equity commitment letters aggregating:

    Equity Provider                Commitment Amount
    ---------------                -----------------
    TPG Partners V, L.P.                $238,111,703
    Northwest Airlines, Inc.             213,250,000
                                        ------------       
    Total                               $451,361,703

Northwest is a passive, minority investor in the new ownership
structure.

The closing of the sale is the start of a new era for "The best
care in the air," according to Timothy E. Hoeksema, Midwest's
chairman and chief executive officer.

"We're looking forward to capitalizing on TPG's considerable
experience in the airline industry to help us continue to meet --
and exceed -- the expectations of the traveling public," said Mr.
Hoeksema.  TPG's 15-year record of investing in the aviation
industry includes Continental Airlines, America West, Ryanair,
Hotwire.com, Gate Gourmet, Sabre and other well-respected brands.

Mr. Hoeksema said Midwest would benefit from TPG's strength and
expertise as the airline executes its comprehensive strategic
plan.  In 2008, that includes the implementation of seating choice
throughout the airline's mainline fleet; growth and enhancement of
its existing codeshare agreement with Northwest Airlines; and the
introduction of a wide-ranging environmental initiative that the
airline has named "The best care for the
air."

The environmental initiative will build on the TPG companies'
long-standing environmental stewardship and Midwest's track record
of environmentally conscious decision-making.  Over the last five
years, Midwest has reduced its carbon emissions rate more than 20%
through fuel-conservation efforts that include:

    -- Replacement of its DC-9 aircraft fleet with new, fuel-
       efficient Boeing717 aircraft.

    -- Full-scale use of electric ground power and preconditioned
       air units at its Milwaukee hub.

    -- Increased implementation of single-engine taxiing, along
       with improved aircraft flight control surface rigging and
       trim, reduced aircraft weight and minimized aircraft idle
       time.

    -- Increased use of aircraft pushback tractors and electric-
       powered ground support vehicles.

As part of the initiative, Midwest will partner with Boulder,
Colorado-based Sustainable Travel International to offer travelers
environmentally responsible travel planning choices -- including a
carbon-offset program.  Additional details will be announced as
the program is rolled out during 2008.

"We are proud to support this venture given Midwest's commitment
to energy efficiency and the TPG companies' long-standing
environmental stewardship," explained Brian T. Mullis, president
of Sustainable Travel International.  "We are looking forward to
helping Midwest and their customers to protect the environment by
enhancing the company's sustainability initiatives."

In terms of the transaction, Mr. Hoeksema pledged that the
airline's commitment to providing outstanding customer service
would also continue under the new ownership structure.  The
acquisition by TPG will preserve Midwest as Milwaukee's hometown
airline and the popular Midwest brand -- known for its comfortable
seating, high level of customer service and
baked-onboard chocolate chip cookies.

"We're excited to partner with TPG," Mr. Hoeksema said.  "The
management of TPG genuinely shares our dedication to quality, and
respects our brand and what we've achieved.  They've expressed
confidence in our business plans, leadership and employees."

Richard P. Schifter, partner, TPG Capital, added, "We at TPG are
very enthusiastic about the future of Midwest.  We see significant
value in Midwest's rich legacy as a leading provider of customer-
oriented air service -- and that's why we are investing in
Midwest.  Our goal is to work with Midwest's excellent management
team and loyal workforce to look for
opportunities to grow and enhance service for customers in the
greater Milwaukee and Kansas City metropolitan areas and
throughout the airline's network."

Additionally, Midwest will work with Northwest Airlines to enhance
its existing codeshare partnership and to achieve cost synergies
in areas like aviation insurance and fuel purchases, especially
important in light of the expected high cost of fuel in 2008.

"As we enter this new era for our airline, we'd like to take the
opportunity to express our sincere thanks to our customers, the
communities in which we do business, employees and former
shareholders for their tremendous support," said Mr. Hoeksema.

The airline will celebrate "A Dozen Thanks Day" on Tuesday,
February 12.  Midwest employees will hand out the airline's
popular chocolate chip cookies at Milwaukee's General Mitchell
International Airport and Kansas City International Airport.
Members of the airline's Midwest Miles program who fly that day
will receive 1,200 bonus miles.  And customers who receive
the airline's weekly fare special e-mails will receive a code that
entitles them to a 12% discount on tickets purchased that day.

Trading of Midwest Air Group stock on the American Stock Exchange
concluded as of the close of trading on January 31, 2008.
Shareholders will be notified of the process to liquidate their
holdings, which will vary depending on how the stock is held.
Distribution of payouts will occur as soon as practicable.

                   About Northwest Airlines

Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures.  Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks.  Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents.  Northwest and its travel partners serve more than
1000 cities in excess of 160 countries on six continents,
including Italy, Spain, Japan, China, Venezuela and Argentina.

The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).  Bruce
R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq.,
at Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts.  The Official Committee
of Unsecured Creditors has retained Akin Gump Strauss Hauer &
Feld LLP as its bankruptcy counsel in the Debtors' chapter 11
cases.

When the Debtors filed for bankruptcy, they listed US$14.4
billion in total assets and $17.9 billion in total debts.  On
Jan. 12, 2007 the Debtors filed with the Court their Chapter 11
Plan.  On Feb. 15, 2007, they Debtors filed an Amended Plan &
Disclosure Statement.  The Court approved the adequacy of the
Debtors' Disclosure Statement on March 26, 2007.  On
May 21, 2007, the Court confirmed the Debtors' Plan.  The Plan
took effect May 31, 2007.

                        *     *     *

As reported in the Troubled Company Reporter on June 4, 2007,
Standard & Poor's Ratings Services raised its ratings on
Northwest Airlines Corp. and its Northwest Airlines Inc.
subsidiary, including raising the long-term corporate credit
ratings on both entities to 'B+' from 'D', following their
emergence from Chapter 11 bankruptcy proceedings.  S&P said the
rating outlook is stable.

In addition, S&P assigned a 'BB-' bank loan rating, one notch
above the corporate credit rating, with a '1' recovery rating,
to Northwest Airlines Inc.'s $1.225 billion bankruptcy exit
financing, based on S&P's expectation of a full recovery of
principal in the event of a second Northwest bankruptcy.   That
bank facility converted from a debtor-in-possession credit
facility; S&P withdrew the 'BBB-' rating on the DIP facility.


PACIFIC LUMBER: Obtains Court Nod to Sell Redwood Lumber to Mirada
------------------------------------------------------------------
The Pacific Lumber Company sought and obtained authority from the
U.S. Bankruptcy Court for the Southern District of Texas to sell
redwood lumber to its affiliate, Mirada Property Company, a
Delaware corporation and indirect wholly owned subsidiary of
MAXXAM.

PALCO believes the sale of redwood lumber to Mirada is clearly in
the ordinary course of its business, and do not require Court
approval, Nathaniel Peter Holzer, Esq., at Jordan, Hyden, Womble,
Culbreth, & Holzer, P.C., in Corpus Christi, Texas, states.  
Nevertheless, because the proposed sale is to an "insider", PALCO
sought the Court's permission in an abundance of caution.

PALCO previously obtained Court approval, with the agreement of
its major creditor constituencies, to sell redwood logs to its
parent company, MAXXAM.  However, the MAXXAM Log Purchase
Agreement does not work for PALCO's contemplated sales of redwood
lumber, primarily because, unlike logs, PALCO intends that the
sales of lumber to Mirada be final sales, Mr. Holzer explains.  

PALCO does not expect to repurchase any lumber that it will be
selling at a profit and at market prices to Mirada, he adds.

The Debtors are funding significant fees and expenses associated
with its reorganization.  The fees and expenses are expected to
continue, and will likely increase through April 2008.  PALCO has
more than enough  redwood lumber inventory on hand to meet
existing demand, Mr. Holzer says.

Thus, in order to provide liquidity to PALCO, Mirada has agreed,
but is not obligated to purchase redwood lumber from PALCO at
prevailing market prices, pursuant to the terms of a redwood
lumber purchase agreement.

In a separate filing, Marathon Structured Finance Fund L.P., DIP
Lender and Agent under the proposed DIP Credit Agreement dated
August 2007, objected to the Redwood Lumber Sale and asserted
that it had insufficient time to review the contemplated
transactions.  "The terms of the proposed sale are less
advantageous to the Debtors, their estates and creditors than the
terms of the [MAXXAM] log sale approved earlier this week,"
Marathon maintained.

Judge Schmidt authorized PALCO to sell to Mirada 3.4 mmbf of
redwood lumber for $4,051,000.  The lumber will be delivered to
an offsite facility leased by Mirada.

MAXXAM has informed PALCO that its willingness to permit Mirada
to make the purchase is due to its belief in the value of PALCO,
and of PALCO's ownership interest in Scotia Pacific Company LLC.

                      About Pacific Lumber

Based in Oakland, California, The Pacific Lumber Company --
http://www.palco.com/-- and its subsidiaries operate in several
principal areas of the forest products industry, including the
growing and harvesting of redwood and Douglas-fir timber, the
milling of logs into lumber and the manufacture of lumber into a
variety of finished products.

Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber
Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned
subsidiaries of Pacific Lumber.

Scotia Pacific, Pacific Lumber's largest operating subsidiary, was
established in 1993, in conjunction with a securitization
transaction pursuant to which the vast majority of Pacific
Lumber's timberlands were transferred to Scotia Pacific, and
Scotia Pacific issued Timber Collateralized Notes secured by
substantially all of Scotia Pacific's assets, including the
timberlands.

Pacific Lumber, Scotia Pacific, and four other subsidiaries filed
for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case
Nos. 07-20027 through 07-20032).  Jack L. Kinzie, Esq., at Baker
Botts LLP, is Pacific Lumber's lead counsel.  Nathaniel Peter
Holzer, Esq., Harlin C. Womble, Jr., Esq., and Shelby A. Jordan,
Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific
Lumber's co-counsel.  Kathryn A. Coleman, Esq., and Eric J.
Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia
Pacific's lead counsel.  John F. Higgins, Esq., and James Matthew
Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-
counsel.  John D. Fiero, Esq., at Pachulski Stang Ziehl & Jones
LLP, represents the Official Committee of Unsecured Creditors.

When Pacific Lumber filed for protection from its creditors, it
listed estimated assets and debts of more than $100 million.
Scotia Pacific listed total assets of $932,000,000 and total debts
of $765,978,335.  The Debtors filed their Joint Plan of
Reorganization on Sept. 30, 2007, which was amended on Dec. 20,
2007.  The Debtors' exclusive plan filing period expires on
Feb. 29, 2008.  (Scotia/Pacific Lumber Bankruptcy News, Issue No.
42, http://bankrupt.com/newsstand/or 215/945-7000).


PACIFIC LUMBER: Wants BoNY's Request for Ch. 11 Trustee Dismissed
-----------------------------------------------------------------              
Scotia Pacific Company LLC asks the U.S. Bankruptcy Court for the
Southern District of Texas to dismiss the request of The Bank of
New York Trust Company N.A., as Indenture Trustee for the Timber
Notes, for the appointment of a Chapter 11 Trustee.

The request of the Indenture Trustee for the appointment of a
Chapter 11 trustee is merely the latest salvo in the Timber
Noteholders' campaign to take over Scopac's valuable and unique
timberlands, rather than preserving them for the benefit of all
creditors and interest holders, Kathryn A. Coleman, Esq., at
Gibson, Dunn Crutcher LLP, in New York, contends.

The timing of the Trustee Motion is impracticable, Ms. Coleman
argues.  The hearing for the request is only one week before the
beginning of the joint disclosure statement hearing on all
competing plans of reorganization, and five weeks before the
scheduled beginning of the confirmation hearing, she notes.

The Court had previously expressed its concern about taking any
action that is likely to give any party an unfair advantage in
the confirmation process, Ms. Coleman notes.  The appointment of
a trustee for Scopac would give the Noteholders an advantage,
because having to respond to "the lengthy Motion" will, in
itself, skew the process and significantly disadvantage Scopac,
she asserts.

The Trustee Motion merely attempts to re-litigate half a dozen
issues the Noteholders lost in the Debtors' Chapter 11 cases in
the closing months of 2007, Ms. Coleman reiterates.  She notes
that the Indenture Trustee's assertions in the Trustee Motion --
that Scopac adopted business practices that impaired its
financial position, transferred value to The Pacific Lumber
Company, and failed to exercise independent control over its
operations, among others -- are all the same arguments the
Noteholders have used repeatedly to oppose every action of Scopac
since a contested cash collateral motion was heard in September
2007.

As reported in the Troubled Company Reporter on Jan. 17, 2008,
Toby L. Gerber, Esq., at Fulbright and Jaworski L.L.P., in
Houston, Texas, on the Indenture Trustee's behalf, contended that
that the persons entrusted with managing the business and
financial affairs of Scopac have abdicated their independent
control of Scopac, have failed to preserve the corporate
independence of Scopac, and have engaged in financial and business
activities which have caused substantial harm to the Scopac estate
and its creditors.

                      About Pacific Lumber

Based in Oakland, California, The Pacific Lumber Company --
http://www.palco.com/-- and its subsidiaries operate in several
principal areas of the forest products industry, including the
growing and harvesting of redwood and Douglas-fir timber, the
milling of logs into lumber and the manufacture of lumber into a
variety of finished products.

Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber
Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned
subsidiaries of Pacific Lumber.

Scotia Pacific, Pacific Lumber's largest operating subsidiary, was
established in 1993, in conjunction with a securitization
transaction pursuant to which the vast majority of Pacific
Lumber's timberlands were transferred to Scotia Pacific, and
Scotia Pacific issued Timber Collateralized Notes secured by
substantially all of Scotia Pacific's assets, including the
timberlands.

Pacific Lumber, Scotia Pacific, and four other subsidiaries filed
for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case
Nos. 07-20027 through 07-20032).  Jack L. Kinzie, Esq., at Baker
Botts LLP, is Pacific Lumber's lead counsel.  Nathaniel Peter
Holzer, Esq., Harlin C. Womble, Jr., Esq., and Shelby A. Jordan,
Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific
Lumber's co-counsel.  Kathryn A. Coleman, Esq., and Eric J.
Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia
Pacific's lead counsel.  John F. Higgins, Esq., and James Matthew
Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-
counsel.  John D. Fiero, Esq., at Pachulski Stang Ziehl & Jones
LLP, represents the Official Committee of Unsecured Creditors.

When Pacific Lumber filed for protection from its creditors, it
listed estimated assets and debts of more than $100 million.
Scotia Pacific listed total assets of $932,000,000 and total debts
of $765,978,335.  The Debtors filed their Joint Plan of
Reorganization on Sept. 30, 2007, which was amended on Dec. 20,
2007.  The Debtors' exclusive plan filing period expires on
Feb. 29, 2008.  (Scotia/Pacific Lumber Bankruptcy News, Issue No.
42, http://bankrupt.com/newsstand/or 215/945-7000).


POINT THERAPEUTICS: Stockholders' Meeting Adjourned to February 12
------------------------------------------------------------------
Point Therapeutics Inc. has adjourned its annual meeting of
stockholders, which commenced on Jan. 29, 2008, until Tuesday,
Feb. 12, 2008, at 10:00 a.m., Eastern Time, at the law office of
Ropes & Gray LLP, One International Place, 36th Floor, Boston,
Massachussetts.  

At the February 12 meeting, Point stockholders will vote on
several proposals in connection with the proposed merger with DARA
Biosciences Inc.  

The meeting was adjourned to allow for the solicitation of
additional votes in favor of the proposals.  While proxies
received to date have been in favor of the merger-related
proposals, approval of a majority of the outstanding Point shares
is necessary for certain of the proposals to be approved.  Point
attributes the shortfall to the fact that the company has a large
and diverse stockholder base.

On Jan. 28, 2008, DARA BioSciences conducted a special meeting of
its stockholders.  At that meeting, the DARA stockholders approved
the merger transaction with Point.

Point encourages all of its stockholders to vote at the annual
meeting.  Point's board of directors has determined that the
merger with DARA Biosciences is advisable and fair to and in the
best interests of Point stockholders and recommends that Point
stockholders vote "FOR" all the proposals.

                       Bankruptcy Warning

If Point is unable to obtain the vote necessary to approve the
proposed transaction, the company relates it will have to seek
bankruptcy protection.

Point intends to continue to solicit votes and proxies in favor of
the proposals during the period from now through Feb. 12. During
this time, stockholders will continue to be able to vote their
shares for or against the proposals, or to change their previously
cast votes.

Point stockholders are reminded that their vote is important
regardless of how many or how few shares they own.  Stockholders
who have any questions relating to this shareholder meeting or
voting their shares may call Point's proxy solicitor, The Altman
Group, toll-free at (866) 406-2289.

                    About DARA BioSciences

Raleigh, North Carolina-based, Dara BioSciences Inc. --
http://www.darabiosciences.com/-- is a development-stage   
pharmaceutical company that acquires promising therapeutic
molecules and medical technologies directly.  DARA focuses its
therapeutic development efforts on small molecules from late
preclinical development through phase 2 clinical trials.  DARA is
developing a portfolio of therapeutic candidates for neuropathic
pain, metabolic diseases including Type 2 diabetes, and
dermatological disorders.

                    About Point Therapeutics

Headquartered in Boston, Point Therapeutics Inc. (NASDAQ: POTP) --
http://www.pther.com/-- is a biopharmaceutical company which has  
studied its lead product candidate, talabostat, in a number of
human clinical trials in late-stage cancers.

Recent interim clinical results caused Point's Independent Data
Monitoring Committee to recommend stopping Point's most advanced
clinical trials, two Phase 3 talabostat studies for patients in
advanced non-small cell lung cancer.  Subsequently, the talabostat
clinical development program was put on clinical hold by the FDA.

Point has also studied talabostat in several Phase 2 trials,
including as a single-agent and in combination with cisplatin in
metastatic melanoma, in combination with rituximab in advanced
chronic lymphocytic leukemia, and in combination with gemcitabine
in Stage IV pancreatic cancer.  Due to cash limitations, Point is
not currently funding any research or clinical operations.

                        Going Concern Doubt

Ernst & Young LLP raised substantial doubt about Point
Therapeutics Inc.'s ability to continue as a going concern.  The
company has incurred recurring operating losses and negative cash
flows from operating activities in each of the last five years and
has an accumulated deficit of $91,734,000 as of Dec. 31, 2006, and
will be required to obtain additional funding or alternative means
of financial support, prior to Dec. 31, 2007.


POINT THERAPEUTICS: Gets Additional Nasdaq Non-Compliance Notice
----------------------------------------------------------------
Point Therapeutics Inc. disclosed that on Jan. 25, 2008, it
received an additional notice of non-compliance from the staff of
the Listing Qualifications Department of The NASDAQ Stock Market
LLC due to the fact that it does not have three independent
directors on its audit committee, as required by Marketplace Rule
4350 (d)(2)(A).

The company had previously received several notices of non-
compliance with the NASDAQ listing standards.

Point has advised NASDAQ that it will be in a position to comply,
and intends to comply, with the audit committee requirement
promptly after the closing of the merger.

On Dec. 17, 2007, the NASDAQ Listing Qualifications Panel granted
Point's request for continued listing of its securities on The
NASDAQ Capital Market, subject to satisfaction of certain
conditions by Jan. 30, 2008, including completion of the merger
with DARA and approval of a NASDAQ initial listing application
filed by Point and DARA on Oct. 26, 2007.

Point has requested that the Panel allow continued listing of its
securities, subject to satisfaction by Feb. 13, 2008, of the
imposed conditions; however, there can be no assurance that the
Panel will grant Point's request.  If the Panel does not grant
this request, NASDAQ could determine to de-list Point's securities
immediately since the merger with DARA, and approval of the NASDAQ
initial listing application, will not be completed by Jan. 30,
2008.

                    About Point Therapeutics

Headquartered in Boston, Point Therapeutics Inc. (NASDAQ: POTP) --
http://www.pther.com/-- is a biopharmaceutical company which has  
studied its lead product candidate, talabostat, in a number of
human clinical trials in late-stage cancers.

Recent interim clinical results caused Point's Independent Data
Monitoring Committee to recommend stopping Point's most advanced
clinical trials, two Phase 3 talabostat studies for patients in
advanced non-small cell lung cancer.  Subsequently, the talabostat
clinical development program was put on clinical hold by the FDA.

Point has also studied talabostat in several Phase 2 trials,
including as a single-agent and in combination with cisplatin in
metastatic melanoma, in combination with rituximab in advanced
chronic lymphocytic leukemia, and in combination with gemcitabine
in Stage IV pancreatic cancer.  Due to cash limitations, Point is
not currently funding any research or clinical operations.

                        Going Concern Doubt

Ernst & Young LLP raised substantial doubt about Point
Therapeutics Inc.'s ability to continue as a going concern.  The
company has incurred recurring operating losses and negative cash
flows from operating activities in each of the last five years and
has an accumulated deficit of $91,734,000 as of Dec. 31, 2006, and
will be required to obtain additional funding or alternative means
of financial support, prior to Dec. 31, 2007.


POLAR MOLECULAR: Section 341(a) Creditors Meeting Set for Feb. 20
-----------------------------------------------------------------
The United States Trustee for Region 19 will convene a meeting of
Polar Molecular Corp.'s creditors at 9:30 a.m., on Feb. 20, 2008,
at the U.S. Custom House, 721 195h St., Room 104 in Denver,
Colorado.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Headquartered in Denver, Polar Molecular Corp. develops and sells
fuel additives.  The company also sells marketing rights to others
to sell the same fuel additives.  The company filed for Chapter 11
protection on Jan. 11, 2008 (Bank. D. Colo. Case No. 08-10346).  
D. Bruce Coles, Esq., at Quinn & Coles, represents the Debtor in
its restructuring efforts.  When the Debtor filed for protection
from its creditors, it listed estimated assets of $400,001,522 and
estimated debts of $5,123,574.


POLAR MOLECULAR: Taps Quinn & Coles as Bankruptcy Counsel
---------------------------------------------------------
Polar Molecular Corp. asks the U.S. Bankruptcy Court for the
District of Colorado for permission to employ Quinn & Coles P.C.
as its counsel.

As the Debtor's bankruptcy counsel, Quinn & Coles will:

  a) provide the Debtor with legal advice with respect to its
     powers and duties;

  b) aid the Debtor in the development of a plan of reorganization
     under Chapter 11;

  c) file the necessary petitions, pleadings, reports, and actions
     which may be required in the continued administration of the
     Debtor's property under Chapter 11;

  d) take necessary actions to enjoin and stay until final decree
     herein continuation of pending proceedings and to enjoin and
     stay until final decree herein commencement of lien
     foreclosure proceedings and all matters as may be provided
     under 11 U.S.C. 362; and

  e) perform all other legal services for the Debtor which may be
     necessary herein.

D. Bruce Coles, Esq., a shareholder at Quinn & Coles P.C., assures
the Court that the law firm does not represent any interest
adverse to Debtor or its estate, and that the firm is a
"disinterested" person as that term is defined in section 101(14)
of the  Bankruptcy Code.

Mr Coles tells the Court that the Court that Mr. Quinn is billing
$315 per hour and Mr. D. Bruce Coles is billing $300 per hour.  

Quinn & Coles adds that the firm was paid a pre-petition retainer
for payment of post-petition fees and costs in this case in the
amount of $28,450, and that the firm was paid pre=petition fees
and costs, including the filing fee, by the Debtor in the amount
of $11,550.

Charles F., McVay, the United States Trustee for Region 19,
objects to the Debtor's employment of Quinn & Coles P.C. as
counsel for the Debtor, for the following reasons:

  -- Quinn & Coles Application and Statement is incomplete.
     The U.S. Trustee says that the firm failed to disclose the
     sources of the retainer and whether said sources are an
     insider of the Debtor or if there are like principals for the
     source and the Debtor.  The U.S. Trustee also stated that      
     Quinn & Coles fails also to demonstrate and represent that
     there are no facts which would create a conflict.

  -- Payment of retainers may have been made by third party
     insiders.

The U.S. Trustee tells the Court that he reserves his right to
amend his Objection upon discovery of new information from the
First Meeting of Creditors on Feb. 20, 2008.

Mr. Coles can be contacted at:

      D. Bruce Coles, Esq.
      Quinn & Coles P.C.
      3773 Cherry Creek Drive North, Suite 620
      Denver, Colo. 80209-3820

Headquartered in Denver, Polar Molecular Corp. develops and sells
fuel additives.  The company also sells marketing rights to others
to sell the same fuel additives.  The company filed for Chapter 11
protection on Jan. 11, 2008 (Bank. D. Colo. Case No. 08-10346).  
When the Debtor filed for protection from its creditors, it listed
estimated assets of $400,001,522 and estimated debts of
$5,123,574.


PUBLICARD INC: Emerges from Bankruptcy as Chazak Value Corp.
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York  
confirmed the First Amended Plan of Reorganization of PubliCARD,
Inc. (In re: PubliCARD, Inc., Case No. 07-11517) which will now be
known as Chazak Value Corp.  The new company will focus on
building its existing smart card business as well as acquiring
privately held businesses in the $10-100 million revenue range
that are seeking to restructure or that have succession issues.

As reported in the Troubled Company Reporter on Jan. 18, 2008,  
The Court confirmed the Amended Chapter 11 Plan of Reorganization
filed PubliCARD Inc.  The Court had previously approved on
Nov. 29, 2007, the Debtor's Amended Disclosure Statement
describing the Amended Plan.

Under the Plan, The 500 Group, LLC, an entity currently controlled
by PubliCARD's Chief Executive Officer, Joseph E. Sarachek is
receiving 90% of the Reorganized Debtor's common stock.  Under the
Plan, all outstanding shares of PubliCARD common stock and
preferred stock were cancelled.  Former holders of PubliCARD's
common will receive an aggregate of 5% of the Reorganized Debtor's
common stock (256,676 shares) and former holders of PubliCARD's
preferred stock will also receive an aggregate of 5% of the
Reorganized Debtor's common stock (256,676 shares).

Proceeds of The 500 Group's contribution will be used to fund the
Reorganized Debtor, to pay allowed administrative expenses,
allowed priority claims, and pay allowed general unsecured claims.  
Holders of general unsecured claims will receive an approximate
17% recovery.

Under PubliCARD's Plan, the new company Chazak Value Corp. will
issue 5,133,352 shares of common stock, including the shares being
issued to The 500 Group.  All existing holders of PubliCARD common
stock with more than 100 shares will receive a distribution.

                     New Board of Directors

A new Board of Directors for Chazak has been installed consisting
of investment professionals with considerable restructuring and
investment management expertise.  In addition to Joseph Sarachek,
who is Managing Director of Triax Capital Advisors, a
restructuring and turnaround advisory firm, the Board consists of
Roger Ehrenberg, former CEO of DB Advisors, the $6 billion, 130-
person global investment platform of Deutsche Bank; Jonathan
Lewis, a professional investment manager focused on value-related
investments; Charles Fisch, a private investor and manager,
specializing in New York real estate; and David Marcus who manages
the Marcap Investors, a long-term investment company that invests
in European equities.

"Given the current market conditions, it is a favorable time to
look for acquisitions of small privately-held cash flow positive
companies with management teams in place," Joseph Sarachek, the
Chairman and Chief Executive Officer of Chazak stated.

                       About PubliCARD

Headquartered in New York, PubliCARD Inc. fka Publicker Inc. is a
smart card technology company that provides products and solutions
to facilitate secure access and transactions.  PubliCARD also
licenses smart card reader technology and the integrated circuit
technology within readers.  filed a chapter 11 petition on May 17,
2007 (Bankr. S.D.N.Y. Case No. 07-11517).  David C. McGrail, Esq.,
at the Law Offices of David C. McGrail in New York represents the
Debtor in its restructuring efforts.  As of Nov. 30, 2007, the
company's balance sheet showed total assets of $26,206, total
liabilities of $505,926.


RENAISSANCE GRAND: Restructuring Plans to be Released by February
-----------------------------------------------------------------
Historic Restoration Inc. and Housing Horizons, which partnered in
the development of the Renaissance Grand and Suites Hotel, said
they will disclose restructuring plan for the hotel by the end of
next month, Lisa R. Brown writes for the St. Louis Business
Journal.

Steve Stogel, DFC Group president and volunteer ombudsman for the
bondholders and hotel developers, in a call last January 22, said
he is expecting the restructuring plan to be out in 30 days,
Business Journal reports.

                  Lack of Liquidity to Pay Debt

The developers have been cooking restructuring plans since
November last year, WSJ notes.  The $277 million hotel in St.
Louis suffered financially since it started operations in 2003,
Business Journal says.  The developers told Business Journal that
they don't think the hotel will get sufficient money to repay loan
obligations through 2012.

The hotel borrowed $829,000 Kimberly-Clark in order to pay its
interest on a $3.5 million loan, due on Dec. 15, 2007, Business
Journal reveals.  The hotel was funded by $98 million bonds and by
loans guaranteed by St. Louis City, state of Missouri and the
federal government, Business Journal adds.

Bondholders can access information regarding the hotel's financial
performance at: http://www.conventionhotelbondholders.com/

Robert Bray, hotel's general manager, told bondholders that he is
expecting cash flows to reach $5.6 million this year, still over a
million dollars below its $7 million debt obligation, Business
Journal relates.

In 2007, the hotel also failed to meet its projections, with only
65.1% occupancy rate, as compared with its projected 68%, while
its average daily rate was down to $123.96 from the projected
$125.50. Business Journal reports.

                    About Historic Restoration

New Orleans, Louisiana-based Historic Restoration Inc. --
http://www.hrihci.com/-- is a full service real estate  
development company and a national leader in the adaptive reuse of
historic structures.

                     About Housing Horizons

Housing Horizons is a subsidiary of Kimberly-Clark Corporation --
http://www.kimberly-clark.com/-- located in Irving, Texas.  It  
has well-known global brands are an indispensable part of life for
people in more than 150 countries.  Every day, 1.3 billion people
-- nearly a quarter of the world's population uses K-C brands and
the solutions they provide to enhance their health, hygiene and
well-being.  With brands such as Kleenex, Scott, Huggies, Pull-
Ups, Kotex and Depend, Kimberly-Clark holds No. 1 or No. 2 share
positions in more than 80 countries.

                     About Renaissance Grand

The Renaissance Grand and Suites Hotel is located in 800
Washington Avenue, St. Louis City adjacent to the America's Center
convention complex.  The hotel, developed by Historic Restoration
Inc. and Housing Horizons, opened for business in 2003.


SCO GROUP: Tanner LC Expresses Going Concern Doubt
--------------------------------------------------
Tanner LC in Salt Lake City, Utah, raised substantial doubt about
the ability of The SCO Group, Inc., to continue as a going concern
after it audited the company's financial statements for the year
ended Oct. 31, 2007.

The auditing firm related that the company is a debtor-in-
possession under Chapter 11 of the U.S. Bankruptcy Code, has
experienced significant and continuing net losses, and is faced
with substantial contingent liabilities as a result of certain
adverse legal rulings.

The company posted a net loss of $6,826,000 on total revenue of
$21,656,000 for the year ended Oct. 31, 2007, as compared with a
net loss of $16,598,000 on total revenue of $29,239,000 in the
prior year.

A significant portion of the net loss and the cash used in
operating activities was associated with the company protecting
and defending its intellectual property rights.  The company has
an accumulated deficit of $258,366,000 as of October 31, 2007 and
minimal working capital.  As of Oct. 31, 2007, the company had a
total of $5,554,000 in cash and cash equivalents and $3,099,000 in
restricted cash, of which $1,833,000 is designated to pay for
experts, consultants and other expenses in the SCO Litigation, and
the remaining $1,266,000 of restricted cash is payable to Novell,
Inc., inclusive of $118,000 included in liabilities subject to
compromise for its retained binary royalty stream.

At Oct. 31, 2007, the company's balance sheet showed $14,309,000
in total assets, $10,555,000 in total liabilities, and $3,754,000
stockholders' equity.  

A full-text copy of the company's 2007 annual report is available
for free at http://ResearchArchives.com/t/s?2799

                         About SCO Group

Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX)
fka Caldera International Inc. -- http://www.sco.com/--  
provides software technology for distributed, embedded and
network-based systems, offering SCO OpenServer for small to
medium business and UnixWare for enterprise applications and
digital network services.

The company has office locations in Australia, Austria,
Argentina, Brazil, China, Japan, Poland, Russia, the United
Kingdom, among others.

The company and its affiliate, SCO Operations Inc., filed for
Chapter 11 protection on Sept. 14, 2007, (Bankr. D. Del. Lead
Case No. 07-11337).  Epiq Bankruptcy Solutions, LLC, acts as the
Debtors' claims and noticing agent.  The United States Trustee
failed to form an Official Committee of Unsecured Creditors in
these cases due to insufficient response from creditors.  The
Debtors' exclusive period to file a chapter 11 plan expires on
March 12, 2008.  The Debtors' schedules of assets and
liabilities showed total assets of $9,549,519 and total
liabilities of $3,018,489.


SCRIPPS VINEYARDS: Files Schedules of Assets & Liabilities
----------------------------------------------------------
Scripps Vineyards Villas, LLC filed with the U.S. Bankruptcy Court
for the Central District of California, its schedules of assets
and liabilities, disclosing:

     Name of Schedule               Assets       Liabilities
     ----------------             -----------    -----------
  A. Real Property                    Unknown
  B. Personal Property                Unknown
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $24,929,244
  E. Creditors Holding
     Unsecured Priority
     Claims                                          Unknown
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          Unknown
                                  -----------    -----------
     TOTAL                            Unknown    $24,929,244

La Jolla, California-based Scripps Vineyards Villas, LLC filed for
Chapter 11 protection on Jan. 2, 2008 (Bankr. C.D. Calif. Case No.
08-10035).  Michael B. Reynolds, Esq., at Snell & Wilmer, LLP,
represents the Debtor in its restructuring efforts.


SCRIPPS VINEYARDS:  Section 341 Creditors' Meeting Set for Feb. 12
------------------------------------------------------------------
The United States Trustee for Region 16 will convene a meeting of
Scripps Vineyards Villas LLC's creditors at 2:30 p.m., on Feb. 12,
2008, at the U.S. Bankruptcy Court for the Central District of
California office, Room 100A, 3420 Twelfth Street in Riverside,
California.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Headquartered in La Jolla, California, Scripps Vineyards Villas
LLC filed for Chapter 11 protection on Jan. 2, 2008 (Bank. C.D.
Calif. Case No. 08-10035).  Michael B. Reynolds, Esq., at Snell &
Wilmer LLP, represents the Debtor in its restructuring efforts.  
When the Debtor filed for protection from its creditors, it listed
estimated assets and debts of $1 Million to $100 Million.


SEQUOIA MORTGAGE: Fitch Downgrades Ratings on Seven Certificates
----------------------------------------------------------------
Fitch Ratings has taken various rating actions on these Sequoia
Mortgage Funding Corporation mortgage pass-through certificates:

Series 2006-1
  
  -- Class A affirmed at 'AAA';
   
  -- Class B-1 affirmed at 'AA';

  -- Class B-2 affirmed at 'A';

  -- Class B-3 downgraded to 'BB+' from 'BBB';

  -- Class B-4 downgraded to 'B' from 'BB', placed on Rating Watch
     Negative;

  -- Class B-5 downgraded to 'C/DR5' from 'B'.

Series 2007-1

  -- Class A affirmed at 'AAA';

  -- Class B-1 affirmed at 'AA';

  -- Class B-2 downgraded to 'A-' from 'A';

  -- Class B-3 downgraded to 'BB' from 'BBB';

  -- Class B-4 downgraded to 'B' from 'BB', placed on Rating Watch
     Negative;

  -- Class B-5 downgraded to 'C/DR5' from 'B'.

The affirmations reflect a satisfactory relationship between
credit enhancement and future loss expectations and affect
approximately $1.32 billion of outstanding certificates.  The
downgrades, affecting $21.9 million of outstanding certificates,
reflects the deterioration in the relationship of CE to future
loss expectations.

For series 2006-1, the amount of loans with serious delinquencies
(including 60+, foreclosure, bankruptcy, and real-estate owned) is
2.28% of the outstanding pool balance while the CE for the
affected B-3, B-4 and B-5 bonds is 1.02%, 0.63% and 0.30%,
respectively.  For series 2007-1, the amount of loans with serious
delinquencies (including 60+, foreclosure, bankruptcy, and real-
estate owned) is 1.46% of the outstanding pool balance while the
CE for the affected B-2 through B-5 bonds is 1.35%, 0.84%, 0.56%
and 0.28%, respectively.

In addition, class B-4 from both transactions, affecting
approximately $4.4 million of outstanding certificates, was placed
on Rating Watch Negative.  Fitch will closely monitor these
transactions over the next six months to see how loans move
through the delinquency pipeline.  If delinquencies and/or losses
continue to amass, further rating action may be necessary.

As of the January 2008 distribution date, series 2006-1 and 2007-
11 are seasoned 24 and 17 months, respectively, and the pool
factors (current principal balance as a percentage of original)
are approximately 76% and 85%, respectively.

The underlying collateral for Sequoia Mortgage Funding Corporation
transactions consists of prime hybrid adjustable-rate mortgage
loans indexed to one- and six-month LIBOR.  The loans were
acquired from various originators by a subsidiary of Redwood Trust
Inc., a mortgage real estate investment trust that invests in
residential real estate loans and securities. The master servicer
for the above deals is Wells Fargo Bank, N.A., rated 'RMS1' by
Fitch.


SHARPE LLC: Can Employ Kutner Miller as Bankruptcy Counsel
----------------------------------------------------------
Sharpe LLC obtained permission from the U.S. Bankruptcy Court for
the District of Colorado to employ Kutner Miller Brinen P.C. as
its counsel,

As the Debtor's bankruptcy counsel, Kutner Miller will:

  a) provide the Debtor with legal advice with respect to its
     powers and duties;

  b) aid the Debtor in the development of a plan of reorganization
     under Chapter 11;

  c) file the necessary petitions, pleadings, reports, and actions
     which may be required in the continued administration of the
     Debtor's property under Chapter 11;

  d) take necessary actions to enjoin and stay until final decree
     herein continuation of pending proceedings and to enjoin and
     stay until final decree herein commencement of lien
     foreclosure proceedings and all matters as may be provided
     under 11 U.S.C. section 362; and

  e) perform all other legal services for the Debtor which may be
     necessary herein.

Lee M. Kutner, Esq., a shareholder at Kutner Miller Brinen P.C.,
tells the Court that the firm's professionals bill:

     Attorney                Hourly Rate
     -----------             -----------
     Lee M. Kutner, Esq.        $390
     David M. Miller, Esq.      $290     
     Jeffrey S. Brinen          $320    
     Aaron A. Garber, Esq.      $270   
     Jenny M.F. Fujii, Esq.     $250

The frim was paid a pre-petition retainer in the amount of $33,169
and pre-petition fees and costs of $1,831.
     
Lee M. Kutner assured the Court that the law firm does not  
represent any interest adverse to the Debtor or its estate, and
that the firm is a "disinterested" person as that term is defined
in section 101(14) of the Bankruptcy Code.

Lee M. Kutner can be contacted at:

      Lee M. Kutner, Esq.
      Kutner Miller Brinen P.C.
      303 East 17th Avenue Suite 500
      Denver, Colo. 80203
      Tel: (303) 832-2400
      Fax: (303) 832-1510
      http://www.kutnerlawoffice.com

Headquartered in Bellvue, Colorado, Sharpe LLC filed for Chapter
11 protection on Jan. 8, 2008, (Bank. D. Colo. Case No. 08-10193).  
Lee M. Kutner, Esq., at Kutner, Miller, Brinen PC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed estimated assets and
debts between $1 million and $100 million.


SHARPE LLC: Section 341(a) Creditors Meeting Set for Feb. 13
-------------------------------------------------------------
The United States Trustee for Region 19 will convene a meeting of
Sharpe LLC's creditors at 9:30 a.m., on Feb. 13, 2008, at
the U.S. Custom House, Room 104, 721 19th Street, in Denver,
Colorado.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Headquartered in Bellvue, Colorado, Sharpe LLC filed for Chapter
11 protection on Jan. 8, 2008, (Bank. D. Colo. Case No. 08-10193).  
Lee M. Kutner, Esq., at Kutner, Miller, Brinen PC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed estimated assets and
debts between $1 million and $100 million.


SMART MODULAR: Moody's Lifts Corporate Family Rating to B1 From B2
------------------------------------------------------------------
Moody's Investors Service raised the corporate family rating of
SMART Modular Technologies, Inc. to B1 from B2 with a stable
ratings outlook.

The rating upgrade reflects Moody's expectations that SMART will
be able to continue its solid execution and operating performance,
which it has demonstrated over the last two years, particularly in
spite of dramatic product price erosion in its core DRAM memory
module segment.  Moody's believes that SMART will be able to
maintain its good market position as a leading independent memory
module supplier, and will improve its financial leverage profile.   
The upgrade also considers SMART's gross and operating margin
improvements through a more diversified product mix and the
company's emphasis on growing its non-DRAM product segments,
modest free cash flow generation and the maintenance of a good
liquidity profile.

Ratings upgraded include:

  -- Corporate Family Rating to B1 from B2

  -- Probability of Default Rating to B1 from B2

  -- $81 Million Senior Secured second lien notes to Ba3 (LGD-3,
     38%) from B1 (LGD-3, 34%)

The rating upgrade takes into consideration the company's enhanced
credit protection measures and focus on financial leverage
improvements through EBITDA expansion and moderate free cash flow
generation, which Moody's expects will be applied to debt
reduction.  As of Nov. 30, 2007, SMART's adjusted debt of
$95 million relative to its LTM adjusted EBITDA of $84 million
results in leverage of 1.1 times as compared to 1.5 times in
FY2006.  Interest coverage, as measured by adjusted EBITDA to
interest expense has improved to 7.6 times, which is comparable to
the mean / median interest coverage level of 6.9 times for Moody's
B1-rated technology peer group.  Additionally, SMART's free cash
flow relative to debt was 17.9% for LTM November 2007, which is
also strong for the B1 rating range.  As of Nov. 30, 2007, SMART
had $113 million of cash and cash equivalents.

Moody's notes that SMART is challenged by:

   1) a very volatile, cyclical, and competitive industry
      characterized by rapid technological changes, short product
      life cycles, and wide fluctuations in product supply and
      demand;

   2) significant customer concentration with its top ten
      customers constituting approximately 77% of its FY2007
      revenues with Hewlett Packard and Cisco representing 48% and
      13% of FY2007 revenues, respectively;

   3) above average exposure to downturns in corporate technology
      spending; and

   4) the potential for further pricing pressure in SMART's core
      DRAM memory segment resulting in revenues and gross profit
      decline.

The stable outlook reflects Moody's expectation that SMART will be
able to continue to effectively execute its manufacturing and
technology roadmap including continued market penetration of its
high-end, higher density DRAM modules, which carry higher ASPs and
could help improve profitability and cash flow.

SMART Modular Technologies, Inc., headquartered in Fremont,
California and incorporated in the Cayman Islands, is a leading
independent manufacturer of specialty and standard DRAM and Flash
memory products, embedded computing subsystems, and TFT-LCD
display products that are sold to OEMs.  Revenues and adjusted
EBITDA for the LTM ended November 2007 was $766 million and $84
million, respectively.


SOUTH COAST: Moody's Junks Rating on $26 Million Class B Notes
--------------------------------------------------------------
Moody's Investors Service placed these notes issued by South Coast
Funding I, Ltd. on review for possible downgrade.

Class Description: $319,200,000 Class A-1 Floating Rate Senior
Notes due 2036

  -- Prior Rating: Aaa
  -- Current Rating: Aaa, on review for possible downgrade

Class Description: $38,000,000 Class A-2 Floating Rate Senior
Notes due 2036

  -- Prior Rating: Aa1
  -- Current Rating: Aa1, on review for possible downgrade

In addition, Moody's downgraded and placed these notes on review
for possible downgrade.

Class Description: $26,000,000 Class B Floating Rate Senior
Subordinate Notes due 2036

  -- Prior Rating: Ba3
  -- Current Rating: Caa1, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of structured
finance securities.


SOUTH COAST: Moody's Downgrades Rating on $32.5 Million Notes
-------------------------------------------------------------
Moody's Investors Service placed these notes issued by South Coast
Funding II, Ltd. on review for possible downgrade.

Class Description: $360,450,000 Class A-1 Floating Rate Senior
Notes due 2037,

  -- Prior Rating: Aaa
  -- Current Rating: Aaa, on review for possible downgrade

Class Description: $40,050,000 Class A-2 Floating Rate Senior
Notes due 2037,

  -- Prior Rating: Aaa
  -- Current Rating: Aaa, on review for possible downgrade

In addition, Moody's downgraded and placed these notes on review
for possible downgrade.

Class Description: $42,500,000 Class A-3 Floating Rate Senior
Notes due 2037

  -- Prior Rating: Aa2, on review for possible downgrade
  -- Current Rating: A2, on review for possible downgrade

Class Description: $32,500,000 Class B Floating Rate Senior
Subordinate Notes due 2037

  -- Prior Rating: Ba1, on review for possible downgrade
  -- Current Rating: B3, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of structured
finance securities.


SPORTSSTUFF INC: Panel Can Employ McGrath North as Bankr. Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in SportsStuff
Inc.'s Chapter 11 case obtained permission from the U.S.
Bankruptcy Court for the District of Nebraska to employ McGrath
North Mullin & Kratz PC LLO as its counsel, effective as of
Dec. 31, 2007.

As the Committee's bankruptcy counsel, MNMK will:

  a) advise the Committee with respect to its duties and powers;

  b) assist the Committee with respect to consulting with the
     Debtor with respect to the administration of this case;

  c) assist the Committee in investigating the acts, conduct,
     assets, liabilities, and financial condition of the Debtor,
     the operation of the Debtor's business, potential claims, and
     any other matters relevant to the case or to the sale of
     assets or confirmation of a plan of reorganization or
     liquidation;

  d) assist the Committee in the analysis, negotiation and/or
     formulation of a Plan;

  e) assist the Committee in requesting the appointment of a
     trustee or examiner should such action be deemed necessary;

  f) prepare necessary motions, applications, objections and other
     pleadings as may be appropriate and authorized by the
     Committee and appear in Court to prosecute such pleadings;

  g) perform such other legal services as may be in the interests
     of those represented by the Committee.

Douglas E. Quinn, Esq., a member at MNMK's insolvency practice
group, tells the Court that the firm's professionals bill:

     Designation             Hourly Rate
     -----------             -----------
     Members                 $180 - $280
     Associates              $140 - $180
     Legal Assistants         $60 - $90

Mr. Quinn assured the Court that MNMK does not represent any
interest adverse to the Debtor or its estate, and that MNMK is a
"disinterested" person as that term is defined in section 101(14)
of the Bankruptcy Code.

Mr. Quinn can be contacted at:

      Douglas E. Quinn, Esq.
      McGrath North Mullin & Kratz P.C.
      First National Tower, Suite 3700
      1601 Dodge Street
      Omaha, NE 68102
      Tel: (402) 341-3070
      Fax: (402) 341-0216
      http://www.mcgrathnorth.com/

                      About SportsStuff Inc.

Based in Omaha, Nebraska, SportsStuff Inc. -
http://www.sportsstuff.com/-- sells sports accessories.  The  
company filed for Chapter 11 protection on Dec. 31, 2007 (Bank. D.
Neb. Case No. 07-82643).  Robert V. Ginn, Esq., at Blackwell
Sanders Peper Martin LLP represents the Debtor in its
restructuring efforts.  When the Debtor filed for protection from
its creditors, it listed assets and debts between $1 million and
$100 million.


SPORTSSTUFF INC: Wants to Use Sun Pleasure's Cash Collateral
------------------------------------------------------------
SportsStuff Inc. asks authority from the U.S. Bankruptcy Court for
the District of Nebraska to use the cash collateral of its secured
lender Sun Pleasure Company Ltd.

The Debtor relates that its products are produced and manufactured
by various Chinese manufacturers that then the completed and
finished products are sold to the Debtor on account.  In order to
secure the repayment of these accounts, all of the Debtor's assets
are subject to security interests filed by Sun Pleasure Company,
Ltd., a secured creditor.  These assets constitute cash
collateral.

The Debtor tells the Court that it wants to use its current and
future cash collateral from the sale of its products to purchase
new inventory, pay its payroll, utilities, and accounts payable
obligations as they come due.

Sun Pleasure, the Debtor continues, consents to the Debtor's use
of the cash collateral, pursuant to the terms and conditions of a
joint stipulation.  The Debtor will provide adequate protection to
Sun Pleasure, including replacement liens, DIP liens, and
repayment priority.

                   Creditors' Committee Objects

The Official Committee of Unsecured Creditors appointed in
Debtor's Chapter 11 case objects to the request of the Debtor,
citing that the joint stipulation in its current form is not in
the best interest of the Debtor's estate.

The Committee added that the Court should not sanction a financing
arrangement that diverts value from general unsecured creditors,
potentially puts them in a worse position than if the case was
dismissed or converted to Chapter 7, and effectively limits the
Committee's ability to fulfill its statutory duties.

In reply to what it claims as overreaching provisions of the joint
stipulation, the Committee suggested that the Court:

   -- extend the investigation period until April 30, 2008;

   -- allow the Committee to bring any lender and any claims
      against Sun Pleasure, which are held by the Debtor's estate
      without further Court approval;

   -- increase the monthly carve out in order that all
      professionals approved by the Court can participate;

   -- require Sun Pleasure to obtain relief from the automatic
      stay prior to exercising any remedies upon default; and

   -- require Sun Pleasure to follow the Bankruptcy Code,
      Bankruptcy Rule and the U.S. Trustee's guidelines in
      requesting payment of attorneys from the Debtor.

               Personal Injury Claimants' Objections

Personal injury claimants' counsel James B. Cavanagh, Esq., at
Lieben, Whitted, Houghton, Slowiaczek & Cavanagh P.C., filed the
claimants' opposition to the approval of the joint stipulation
regarding Debtor's use of cash collateral:

   1) the request and the joint stipulation do not provide
      adequate protection for the interest of all creditors of
      the Debtor nor does it provide adequate protection of the
      interest of the personal injury claimants;

   2) the transactions proposed are not in the best interest of
      the Debtor's estate or its creditors;

   3) the transactions proposed do not provide sufficient
      information with respect to the proposed transactions or the
      necessity of the use of cash collateral.  In particular, the
      personal injury claimants state that the joint stipulation
      fails to disclose information regarding the nature and
      extent of any "post petition credit on terms equivalent to
      the Parties ordinary course of dealing";

   4) the transactions improperly and artificially limit any
      challenge to the lien claims of Sun Pleasure to those
      challenges made within 30 days after entry of an order
      granting the motion;

   5) no schedules or a statement of financial affairs have been
      filed by the Debtor.

                      About SportsStuff Inc.

Based in Omaha, Nebraska, SportsStuff Inc. -
http://www.sportsstuff.com/-- offers sports accessories.  The  
company filed for Chapter 11 protection on Dec. 31, 2007 (Bank. D.
Neb. Case No. 07-82643).  Robert V. Ginn, Esq., at Blackwell
Sanders Peper Martin LLP represents the Debtor in its
restructuring efforts.  When the Debtor filed for protection from
their creditors, it listed assets and debts between $1 million and
$100 million.


TAYLOR CAPITAL: Fitch Chips Issuer Default Rating to BB+ From BBB-
------------------------------------------------------------------
Fitch Ratings downgraded the long- and short-term Issuer Default
Ratings of Taylor Capital Group, Inc. and its subsidiary bank Cole
Taylor Bank to 'BB+' from 'BBB-' and to 'B' from F3',
respectively.  At the same time, Fitch has lowered the Individual
Rating to 'C' from 'B/C'.  Additionally, the Rating Outlook has
been revised to Negative from Stable.

Fitch has downgraded TAYC's ratings and revised the company's
Rating Outlook given deteriorating trends in nonperforming assets
and sensitivity of TAYC's business model to weakness in the
Chicago metropolitan residential market.  While Fitch had
anticipated some deterioration given the exposure to residential
development lending, NPAs levels at year-end far exceeded Fitch
internal estimates and averages for similarly rated peers.  Higher
levels of NPAs were driven by TAYC's exposure to residential real
estate construction loans.  Although Fitch recognizes the volatile
performance of NPAs due to TAYC's relatively large credit
exposures, these levels, as well as TAYC's exposure to the
commercial real estate and residential construction markets,
elevate the company's risk profile in light of a worsening credit
environment.  Despite strong reserve levels and a solid capital
base, the rate of deterioration in TAYC's level of NPAs and
sensitivity to this type of cycle support the downgrade.

The deteriorating asset quality pressured earnings for the year.
The net loss in 2007 included a one-time, non-cash charge for
goodwill impairment.  Excluding the goodwill impairment, net
income was down considerably for the year due to higher credit
costs and margin compression.  TAYC's spread income will most
likely remain challenged since approximately two-thirds of the
loan portfolio floats with Prime and deposits reprice at a slower
pace.  Fitch expects earnings to remain pressured through 2008
with higher levels of nonaccrual assets and charge-offs.

TAYC's capital base and reserve levels provide some support for
the credit at the new rating level.  Management intends to suspend
buybacks and maintain a low corporate dividend payout ratio to
help the company accumulate capital and deal with the higher level
of distressed assets.  Parent company liquidity remains at
acceptable levels.  Still, the Negative Outlook reflects the
potential for further deterioration over the next few quarters as
the credit cycle progresses.  Fitch expects to revisit the
Negative Outlook within the next year.

Fitch downgrades these ratings and revised the Rating Outlook to
Negative:

Taylor Capital Group, Inc.

   -- Long-term IDR to 'BB+' from 'BBB-';
   -- Short-term IDR to 'B' from 'F3';
   -- Individual to 'C' from 'B/C'.

Cole Taylor Bank

   -- Long-term IDR to 'BB+' from 'BBB-';
   -- Short-term IDR to 'B' from 'F3';
   -- Individual to 'C' from 'B/C';
   -- Long-term deposits to 'BBB-' from 'BBB';
   -- Short-term deposits to 'F3' from 'F2'.

TAYC Capital Trust I

   -- Preferred stock to 'BB' from 'BB+.'

In addition, Fitch affirms these:

Taylor Capital Group, Inc.
Cole Taylor Bank

   -- Support '5';
   -- Support Floor 'NF'.


TOUSA INC: Gets Interim Court Nod for $135 Million Financing
-----------------------------------------------------------
TOUSA, Inc., has received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida to borrow as
much as $135 million from Citigroup Global Markets Inc. to pay
normal operating expenses, including employee wages, construction
costs, and payments to suppliers.  The financing is senior to
existing debt and requires final Bankruptcy Court approval.

The Hon. John K. Olson also granted the company authority to
continue customer programs, including customer warranties; pay
employee wages and benefits; establish procedures to pay valid
lien claims in the ordinary course of business; and to sell homes
free and clear of all liens, with such liens to attach to the
proceeds of the sales.

"The relief granted by the Court will allow the company to focus
on executing its reorganization strategy and, at the same time,
provide TOUSA with the liquidity and ability to continue normal
operations, including building and selling homes, paying our
valued suppliers, and following through on all of our commitments
to our customers and business partners," Antonio B. Mon, TOUSA's
Chief Executive Officer, said.

Headquartered in  Hollywood, Florida, TOUSA Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.   
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various
metropolitan markets in 10 states located in four major geographic
regions: Florida, the Mid-Atlantic, Texas, and the West.  TOUSA
designs, builds, and markets high-quality detached single-family
residences, town homes, and condominiums to a diverse group of
homebuyers, such as "first-time" homebuyers, "move-up" homebuyers,
homebuyers who are relocating to a new city or state, buyers of
second or vacation homes, active-adult homebuyers, and homebuyers
with grown children who want a smaller home.  It also provides
financial services to its homebuyers and to others through its
subsidiaries, Preferred Home Mortgage Company and Universal Land
Title Inc.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on Jan. 29, 2008. (Bankr. S.D. Fla. Case
No.: 08-10928).  The Debtors have selected M. Natasha Labovitz,
Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq. and Paul M.
Basta, Esq. of Kirkland & Ellis LLP and Paul Steven Singerman,
Esq. of Berger Singerman to represent them in their restructuring
efforts.  Lazard Freres & Co. LLC is the Debtors' investment
banker and financial advisor.  Ernst & Young LLP is selected as
the Debtors' independent auditor and tax services provider.  
Kurtzman Carson Consultants LLC acts as the Debtors'
Notice, Claims & Balloting Agent.  TOUSA Inc.'s financial
condition as of Sept. 30, 2007, showed total assets of
$2,276,567,000 and total debts of $1,767,589,000. ( TOUSA  
Bankruptcy News; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000).  


TROPICANA ENT: Trustee Files Suit; Demands Payment of Sr. Notes
---------------------------------------------------------------
The indenture trustee for Tropicana Entertainment LLC's 9.625%
senior subordinated notes due 2014 worth $960 million accelerated
the notes and filed a case on Jan. 28, 2008, with the Chancery
Court of Delaware, demanding immediate payment, various reports
relate.  The indenture trustee also wants to bar a sale of the
company's assets through the lawsuit, according to the reports.

The proceeds of the $960 million notes was used by Bill Yung to
acquire Tropicana in 2007.

                    Lawsuit Has No Merit

Meanwhile, spokesman for Mr. Yung at Columbia Sussex Corp., told
reporters the case filed against them has "no merit."

The indenture trustee accuses Mr. Yung of "gross mismanagement"
and asks the Court to appoint a receiver to take over Tropicana,
reports say.  The indenture trustee asserts that Mr. Yung is at
fault and caused Tropicana to lose its New Jersey gaming license
following workers' complaints on massive lay offs and operational
decline.

Finance vice president, Derek Haught, told reporters that
Tropicana's response to the lawsuit is about to be released.

              Mohegan Tribe Eyes Buying Tropicana

The Mohegan Indian tribe, a casino operator, has indicated
interest in buying Tropicana, Wayne Parry writes for the
Associated Press, citing sources familiar with the issue.  Mohegan
Sun Casino's chief operating officer, Jeffrey Hartmann, refused to
give AP details but confirmed that the Mohegans are in fact
contemplating on buying Tropicana in hopes to expand its business.  
According to Mr. Hartmann, the Mohegans is seeking "the right
opportunity to leverage what" they have started," AP notes.  On
the other hand, the Mohegans are currently in negotiation to
acquire Trump Marina Hotel Casino, AP reveals, citing sources
knowledgeable with the issue.

          One-Year Forbearance Pact with Senior Lenders

As reported in the Troubled Company Reporter on Dec. 28, 2007,
Tropicana Entertainment LLC's senior lenders have agreed to
forbear for up to one year from declaring a default under the
senior credit facility arising out of the recent refusal by the
New Jersey Casino Control Commission to renew the company's
license to operate the Tropicana Casino and Resort in Atlantic
City, New Jersey.

The forbearance agreement is effective as of Dec. 12, 2007, the
date on which the Commission made its decision concerning the
Tropicana AC's license.

On December 19, the company also confirmed with the trustee
overseeing the Tropicana AC that cash flow will continue to be
available to the company to service the Tropicana AC's allocated
portion of the company's overall debt.

                       About Mohegan Tribal

Mohegan Tribal Gaming Authority -- http://mtga.com/-- is an   
instrumentality of the Mohegan Tribe of Indians of Connecticut, a
federally recognized Indian tribe with an approximately 507-acre
reservation situated in southeastern Connecticut, adjacent to
Uncasville, Connecticut.

The Authority operates Mohegan Sun, a gaming and entertainment
complex on a 240-acre site on the Tribe's reservation and, through
its subsidiary, Downs Racing LP, owns and operates Mohegan Sun at
Pocono Downs, a gaming and entertainment facility offering slot
machines and harness racing in Plains Township, Pennsylvania and
five off-track wagering facilities located elsewhere in
Pennsylvania.

Mohegan Sun currently operates in an about 3 million square foot
facility, which includes the Casino of the Earth, Casino of the
Sky, the Shops at Mohegan Sun, a 10,000-seat Arena, a 350-seat
Cabaret, meeting and convention space and the about 1,200-room
luxury Sky hotel.

                   About Tropicana Entertainment

Tropicana Entertainment LLC -- http://www.tropicanacasinos.com/--
is an indirect subsidiary of Tropicana Casinos and Resorts.  The
company is one of the largest privately-held gaming entertainment
providers in the United States.  Tropicana Entertainment owns
eleven casino properties in eight distinct gaming markets with
premier properties in Las Vegas, Nevada and Atlantic City, New
Jersey.

                           *     *     *

As reported in the Troubled Company Reporter on Jan. 9, 2008,  
Moody's continues its review of the ratings for Tropicana
Entertainment LLC's and Tropicana Las Vegas Resort & Casino LLC's
for possible downgrade.  This includes Tropicana LLC's corporate
family rating of Caa1 and Speculative Grade Liquidity rating of
SGL-4.  It also includes Trop Las Vegas' corporate family rating
of B3.  Although the near term default probability is slightly
lower as a result of Tropicana's Dec. 21, 2007 agreement with its
bank lenders to, among other things, forbear for up to one year
from declaring a default under the senior credit facilities, the
company's ratings continue to face downward rating pressure.


UNIVERSAL FOOD: Court Decrees $6 Mil. Payment to Secured Lenders
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
ruled that Universal Food and Beverage Co. and its debtor-
affiliates must pay $6 million to the secured lenders to cancel
its debt of more than $6.5 million, Bill Rochelle of Bloomberg
News reports.  The Official Committee of Unsecured Creditors
appointed in the Debtors' bankruptcy cases, also provided the
lenders with a release from lawsuits it planned to file.

Universal Food & Beverage Company, Inc., manufactures and markets
food and beverage products.  The Debtor and its debtor-affiliates
in Georgia and Virginia filed for Chapter 11 petitions on Aug. 31,
2007 (Bankr. N.D. Ill. Lead Case No. 07-15955).  Barry A Chatz,
Esq., and James A. Chatz, Esq., at Arnstein & Lehr LLP, represent
the Debtors.   Schiff Hardin LLP serves as the Official Committee
of Unsecured Creditors' bankruptcy counsel.  When they filed for
protection from their creditors, the Debtors disclosed $0 assets
but an aggregate of more than $20 million in debts.


US AIRWAYS: Moves Assume or Reject Deal Hearing to February 21
--------------------------------------------------------------
Reorganized US Airways Inc. and United Air Lines Inc., are
continuing their discussions regarding modifications to, and
assumption of, the Code Share and Regulatory Cooperation
Agreement and the Star Alliance Participation Agreement.

In a Court-approved stipulation, the US Airways Group Inc. and
United agree that:

   (a) the hearing on the Reorganized Debtors' request to
       assume the Agreements is continued to Feb. 21, 2008,
       at 9:30 a.m.;

   (b) the deadline for the Reorganized Debtors to assume or
       reject the Agreements is extended through and including
       the February Hearing Date; and

   (c) the time periods referenced in a letter agreement dated
       Sept. 14, 2005, is extended to the February Hearing
       Date.

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11 petition
on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian P.
Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning, Esq.,
at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and Douglas
M. Foley, Esq., at McGuireWoods LLP, represent the Debtors in
their restructuring efforts.  In the Company's second bankruptcy
filing, it lists $8,805,972,000 in total assets and $8,702,437,000
in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date. (US Airways Bankruptcy
News, Issue No. 154  Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).  

                          *     *     *

US Airways Group Inc.'s $1.6 billion secured credit facility due
2014, currently being syndicated, carries Standard & Poor's
Ratings Services 'B' rating.  That rating was assigned in March
2007.


US AIRWAYS: Names Dion Flannery as US Airways Express President
---------------------------------------------------------------
US Airways Inc. has named its vice president of financial
analysis, Dion Flannery as president of US Airways Express.  

Mr. Flannery, 41, succeeds Robert Martens, who has disclosed
his retirement from the airline.  In his new role, Mr. Flannery
will be responsible for oversight of US Airways' regional
carriers, Piedmont and PSA Airlines, well as the seven regional
affiliates that operate as US Airways Express.  He will report to
chief operating officer Robert Isom.

"Dion is an extremely capable executive whose analytical
expertise and airline route planning and scheduling background
provide the perfect combination to lead our Express team," said
Mr. Isom.  "We couldn't be more pleased to expand Dion's role and
look forward to his leadership as we work towards improved
reliability and convenience for our customers.  We are also very
grateful to Bob Martens, who came out of retirement to lend his
expertise to our airline and establish a firm foundation for our
Express division to build upon."

Mr. Martens, an airline industry veteran, joined US Airways in
2007 to evaluate strategies and future options for Express,
direct the regional subsidiaries Piedmont and PSA, improve
performance, coordination and cooperation with Express
partners, as well as identify a successor to continue that work
longer term.  

"Bob has achieved what he was brought here to do and he is ready
to turn over the reins to a successor," Mr. Isom said.

Mr. Martens will remain with US Airways for a transition period
to assist Flannery in his new role as vice president in the US
Airways organization and president of US Airways Express.  The
presidents of PSA and Piedmont, Keith Houk and Steve Farrow,
respectively, will report to Flannery.

Mr. Flannery joined America West Airlines in 2002 as vice
president, route planning and scheduling.  He became vice
president, financial analysis in 2005.  He began his career in
1993 at Continental Airlines, where he served in a variety of
capacities including senior director, long-range schedule
planning and charters.

Mr. Flannery earned his Bachelor of Science degree in
Advertising from the University of Texas - Austin and his MBA
from the University of Houston.

                        About US Airways

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways Inc., Allegheny
Airlines Inc., Piedmont Airlines Inc., PSA Airlines Inc.,
MidAtlantic Airways Inc., US Airways Leasing and Sales Inc.,
Material Services Company Inc., and Airways Assurance Limited
LLC.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11 petition
on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  Brian P.
Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning, Esq.,
at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and Douglas
M. Foley, Esq., at McGuireWoods LLP, represent the Debtors in
their restructuring efforts.  In the Company's second bankruptcy
filing, it lists $8,805,972,000 in total assets and $8,702,437,000
in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date. (US Airways Bankruptcy
News, Issue No. 154  Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).  

                          *     *     *

US Airways Group Inc.'s $1.6 billion secured credit facility due
2014, currently being syndicated, carries Standard & Poor's
Ratings Services 'B' rating.  That rating was assigned in March
2007.


US ENERGY: Wants to Hire Hunton & Williams as Bankruptcy Counsel
----------------------------------------------------------------
U.S. Energy Systems Inc. and its debtor-affiliates ask permission
from the U.S. Bankruptcy Court for the Southern District of New
York to employ Hunton & Williams LLP as their bankruptcy counsel,
nunc pro tunc to Jan. 9, 2008.

Hunton & Williams will:

   a) advise the Debtors with respect to their powers and duties
      as debtors-in-possession in the continued management and
      operation fo their business and properties;

   b) attend meetings and negotiate with representatives of
      creditors and other parties-in-interest;

   c) take all necessary action to protect and preserve the
      Debtors' estates;

   d) prepare on behalf of the Debtors all motions, applications,
      answers, orders, reports and papers necessary to the
      administration of the Debtors' estates;

   e) take any necessary action on behalf of the Debtors to obtain  
      approval of a disclosure statement and confirmation of the
      Debtors' plan;

   f) represent the Debtors in connection with obtaining the use
      of cash collateral and any potential postpetition financing
      including but not limited to helping the Debtors obtain
      postpetition loans;

   g) advise the Debtors in connection with any potential sale of
      assets;

   h) appear before the Court and the U.S. Trustee and protect the
      interests of the Debtors' estate;

   i) provide non-bankruptcy services to the Debtors to the extent
      requested by the Debtors;

   j) consult with the Debtors regarding tax matters; and

   k) perform all other necessary legal services to the Debtors in
      connection with their Chapter 11 cases.

Peter S. Partee, Esq., a partner at Hunton & Williams, tells the
Court that the firm's professionals bill:

      Professional                   Hourly Rate
      ------------                   -----------
      Enid L. Vernon, Esq.              $770
      Raul Grable, Esq.                 $770
      Peter S. Partee, Esq.             $725
      Joseph J. Saltarelli, Esq.        $720
      Benjamin C. Ackerly, Esq.         $650
      Richard P. Norton, Esq.           $635
      Scott H. Bernstein, Esq.          $450
      Michael G. Wilson, Esq.           $400
      Jason W. Harbour, Esq.            $380
      Thomas N. Jamerson, Esq.          $280
      Henry P. Long, III, Esq.          $220

      Constance Andonian                $210
      Matthew A. Lambert                $110

Mr. Partee assures the Court that the firm does not have any
connection with the Debtors, their creditors, or any other
parties-in-interest, and does not represent any interest adverse
to the Debtors and their estates.

Mr. Partee can be contacted at:

      Peter S. Partee, Esq.
      Hunton & Williams LLP
      200 Park Avenue
      New York, NY 10166-0091
      Tel: (212) 309-1000
      Fax: (212) 309-1100
      http://www.hunton.com/

                        About U.S. Energy

Based in Avon, Connecticut, U.S. Energy Systems Inc. (Pink Sheets:
USEY)  --  http://www.usenergysystems.com/-- owns green power
and clean energy and resources.  USEY owns and operates energy
projects in the United States and United Kingdom that generate
electricity, thermal energy and gas production.  The company filed
for Chapter 11 protection on Jan. 9, 2008 (Bank. S.D.N.Y. Case No.
08-10054).  There are 34 affiliates who filed for separate Chapter
11 petitions.  The Debtors selected Peter S. Partee, Esq., at
Hunton & Williams, L.L.P., as counsel.  The Debtor also selected
Epiq Bankruptcy Solutions LLC as noticing, claims and balloting
agent.  When the Debtors filed for protection from their
creditors, they listed total assets of $258,200,000 and total
debts of $175,300,000.


US ENERGY: Wants Court Nod on Jefferies as Financial Advisor
------------------------------------------------------------
U.S. Energy Systems Inc. and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Southern District of New
York to employ Jefferies & Company, Inc. as their financial
advisor, nunc pro tunc to Jan. 9, 2008.

Jefferies & Company will:

   a) provide technical services as by assisting the Debtors with
      reviewing their gas assets in the U.K., which outcome will
      be used to formulate the restructuring;

   b) provide advice and assistance to the Debtors in connection
      with analyzing, structuring, negotiating, effecting, and
      acting as exclusive financial advisor to the Debtors in
      connection with any potential restructuring of the Debtors'
      outstanding indebtedness;

   c) provide on an exclusive basis advice and assistance to the
      Debtors in connection with working in any financing
      transaction pursuant to a rights offering or other offering
      of public and private securities;

   d) assist and advise the Debtors on an exclusive basis in
      connection with working and identifying potential acquirers
      relating with the sale of the Debtor-subsidiary's stock or
      assets;

   e) perform the following financial advisory services:

      -- becoming familiar with and analyzing the business,
         operations, properties, financial condition and prospects
         of the Debtor;

      -- advising the Debtors on the current state of the
         "restructuring market";

      -- assisting and advising the Debtors in developing a
         general strategy for accomplishing the restructuring;

      -- assisting and advising the Debtors in implementing a
         restructuring on behalf of the Debtors;

      -- assisting and advising the Debtors in evaluating and
         analyzing a restructuring including the value of
         securities; and

      -- rendering other financial services as necessary and
         appropriate in the Debtors cases.

Thomas C. Carlson, a managing director at Jefferies & Company,
tells the Court that the companies fee structure is comparable to
those generally charged by financial advisory and investment
banking firms.  Prior to the date of bankruptcy, Jefferies
received $700,000 in fees and $26,177 in expenses from the Debtors
for prepetition services rendered and expenses incurred in
advising the Debtors.

Mr. Carlson assures the Court that the firm is disinterested as
that term is defined in Section 101(14) of the U.S. Bankruptcy
Code.

                        About U.S. Energy

Based in Avon, Connecticut, U.S. Energy Systems Inc. (Pink Sheets:
USEY)  --  http://www.usenergysystems.com/-- owns green power
and clean energy and resources.  USEY owns and operates energy
projects in the United States and United Kingdom that generate
electricity, thermal energy and gas production.  The company filed
for Chapter 11 protection on Jan. 9, 2008 (Bank. S.D.N.Y. Case No.
08-10054).  There are 34 affiliates who filed for separate Chapter
11 petitions.  The Debtors selected Peter S. Partee, Esq., at
Hunton & Williams, L.L.P., as counsel.  The Debtor also selected
Epiq Bankruptcy Solutions LLC as noticing, claims and balloting
agent.  When the Debtors filed for protection from their
creditors, they listed total assets of $258,200,000 and total
debts of $175,300,000.


USA INVESTMENT: Plan Confirmation Hearing Set on Monday
-------------------------------------------------------
The Hon. Linda Riegle of the U.S. Bankruptcy Court for the
District of Nevada will convene a hearing on Monday, Feb. 4, 2008,
to consider the confirmation of U.S.A. Investment Partners LLC's
Chapter 11 plan providing secured creditors 100% payment of
claims, Bill Rochelle of Bloomberg News reports.

Mr. Rochelle relates that although the former owner of Hotel Zoso
told the Court that it owed secured creditors $19.1 million,
secured creditors insisted that they lent a total of $24.4 million
to USA Investment.

Hotel Zoso, a luxury, boutique hotel in Palm Springs, California,
was operated by the Debtor's Chapter 11 trustee and was sold in
November for $25.1 million to American Property Hospitality
Management LLC, Mr. Rochelle discloses.

Under the plan, 150 short-term, secured investors of the hotel
will get all of the principal and interest they were owed at
$22.4 million, according to the Las Vegas Review-Journal.

Payment to unsecured creditors is contingent with the amount of
claims to secured creditors, Mr. Rochelle discloses.  The higher
the secured claims, the less of a guarantee that unsecured claims
will be paid.  If the secured claims is of a lower amount,
unsecured creditors with $27 million in claims will recover 30% of
their claims.

U.S.A. Investment Partners, LLC, invests and develops real estate.  
On April 4, 2007, creditors filed an involuntary chapter 11
petition against the company (Bankr. D. Nev. Case No. 07-11821).  
Lisa M. Poulin was appointed as interim chapter 11 trustee.  
Brigid M. Higgins, Esq., Eric Van, Esq., Gerald M. Gordon, Esq.,
Gregory E. Garman, Esq., and Talitha B. Gray, Esq., at Gordon &
Silver, Ltd., represents the chapter 11 trustee.


USG CORP: Posts $28 Million Net Loss in for Fourth Qtr. 2007
------------------------------------------------------------
USG Corporation reported fourth quarter 2007 net sales of
$1.2 billion and a net loss of $28 million.  For the same period a
year ago, the corporation recorded net sales of $1.3 billion and
net earnings of $100 million.

The corporation's consolidated fourth quarter 2007 results
included restructuring and impairment charges of $8 million
associated with salaried workforce reductions, shutdown costs for
manufacturing facilities and asset impairment charges taken in
response to current market conditions.

The effective tax benefit rate for the fourth quarter of 2007 was
51.8% versus a tax rate of 37.1% in the fourth quarter of 2006.  
For the full year of 2007, the effective tax rate was 12.2% versus
39.5% for all of 2006.

The effective tax rate in the fourth quarter of 2007 benefited
primarily from a higher proportion of income in lower-taxed non-
U.S. jurisdictions compared to 2006 and from the reversal of
valuation allowances for certain prior-year net operating loss
carryovers in the company's Worldwide Ceilings and Canadian
businesses.

USG reported consolidated net sales of $5.2 billion and net
earnings of $76 million for the full year of 2007.  Diluted
earnings per share for the year were $0.78.  Consolidated net
earnings for 2007 included restructuring and impairment charges of
$26 million associated with salaried workforce reductions,
shutdown costs for manufacturing facilities and asset impairment
charges.

The allocation of these charges was approximately $15 million for
United States Gypsum Company, $5 million for Corporate, $3 million
for the gypsum division of CGC Inc. and $3 million for USG
Interiors, Inc., USG International and L&W Supply Corporation
combined.

For all of 2006, the corporation reported net sales of
$5.8 billion and net earnings of $288 million, or $4.33 per
diluted share.  The corporation's 2006 consolidated results
included a pretax charge of $528 million for post-petition
interest and fees paid under USG's plan of reorganization.
Consolidated 2006 net earnings also included a $44 million
reversal of the reserve for asbestos-related liabilities.

"Our financial results for the fourth quarter and the full year
reflect the ongoing decline of the U.S. housing market," said
William C. Foote, Chairman and CEO.  "High inventories of unsold
homes, tighter mortgage lending standards and a decline in
residential repair and remodeling activity caused wallboard
shipments and prices to fall throughout 2007, which in turn had a
significant impact on net sales and profits.

We had anticipated what has become a multi-year downturn in the
housing market," Foote continued.  "Over a year ago, we began
aggressively removing excess manufacturing capacity and cutting
overhead expenses and reducing total employment. During the last
18 months, we have curtailed or closed 3.3 billion square feet of
wallboard manufacturing capacity and eliminated about 1,250
positions.  In the second half of 2007, we cut the level of
overhead expenses by $24 million compared to the first half of the
year. We continue to take steps to adjust our operations to market
conditions.  In December, we shut down the paper mill at our
Jacksonville plant and we recently announced plans to close our
80-year-old Boston wallboard line in March.

"From an operational, safety and customer satisfaction
perspective, our businesses are performing exceptionally well,"
Foote added.  "Our safety performance in 2007 established a new
all-time company record in our manufacturing facilities.  
Additionally, manufacturing efficiency metrics are excellent, and
the results of our recently completed customer satisfaction survey
are outstanding.  We are managing those things that are within our
control very well."

Commenting further, Foote said, "Today, we remain keenly focused
on market conditions, and we will continue to make further
adjustments to our operations as needed.  Over the long term, we
plan to continue replacing older, less-efficient manufacturing
assets with new, low-cost assets. By doing so, we will further
enhance our customer service leadership, product innovation and
low delivered cost status and position the company to resume
strong growth and profitability when the market rebounds."

                       About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--    
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  David G. Heiman, Esq., Gus
Kallergis, Esq., Brad B. Erens, Esq., Michelle M. Harner, Esq.,
Mark A. Cody, Esq., and Daniel B. Prieto, Esq., at Jones Day
represent the Debtors in their restructuring efforts.  Lewis
Kruger, Esq., Kenneth Pasquale, Esq., and Denise Wildes, Esq.,
represent the Official Committee of Unsecured Creditors.  Elihu
Inselbuch, Esq., and peter Van N. Lockwood, Esq., at Caplin &
Drysdale, Chartered, represent the Official Committee of Asbestos
Personal Injury Claimants.  Martin J. Bienenstock, Esq., Judy G.
Z. Liu, Esq., Ralph I. Miller, Esq., and David A. Hickerson, Esq.,
at Weil Gotshal & Manges LLP represent the Statutory Committee of
Equity Security Holders.  Dean M. Trafelet is the Future Claimants
Representative.  Michael J. Crames, Esq., and Andrew A. Kress,
Esq., at Kaye Scholer, LLP, represent the Future Claimants
Representative.  Scott Baena, Esq., and Jay Sakalo, Esq., at
Bilzen Sumberg Baena Price & Axelrod LLP, represent the Asbestos
Property Damage Claimants Committee.

When the Debtors filed for protection from their creditors, they
listed $3,252,000,000 in assets and $2,739,000,000 in debts.  The
Debtors emerged from bankruptcy protection on June 20, 2006.


VENTAS INC: Agrees to Sell 3.9 Million Shares to UBS Investment
---------------------------------------------------------------
Ventas Inc. has agreed to sell 3.9 million shares of its common
stock to UBS Investment Bank, as sole underwriter, in an
underwritten public offering.  The company has also granted UBS
Investment Bank a 30-day option to purchase up to an additional
585,000 shares of common stock to cover overallotments, if any.

Gross proceeds from the offering, before deducting the
underwriting discount and expenses, are expected to be
approximately $168.6 million or $193.9 million if the
underwriter's overallotment option is exercised in full.

The company will use the net proceeds to repay indebtedness
outstanding under its revolving credit facility and for other
general corporate purposes, including acquisitions.  Completion of
the offering is subject to customary closing conditions.

The shares of common stock are being offered under the company's
existing shelf registration statement, which became automatically
effective upon filing with the Securities and Exchange Commission.  

A prospectus supplement and accompanying prospectus describing the
terms of the offering will be filed with the Securities and
Exchange Commission.  When available, copies of the prospectus
supplement and the accompanying prospectus may be obtained from:

     UBS Investment Bank
     Attention: Prospectus Department
     299 Park Avenue
     New York, NY 10171
     Tel (888) 827-7275

                        About Ventas Inc

Headquartered in Louisville, Kentucky, Ventas Inc. (NYSE:VTR) --
http://www.ventasreit.com/-- is a healthcare real estate     
investment trust that is the nation's largest owner of seniors
housing and long-term care assets.  Its portfolio of properties
located in 43 states two Canadian provinces includes independent
and assisted living facilities, skilled nursing facilities,
hospitals and medical office buildings.

                           *     *     *

Moody's Investor Services placed the company's senior unsecured
rating at Ba1, in September 2007, which still holds to date.  The
outlook is stable.

Standard & Poor's placed the company's long-term foreign and local
issuer credits at BB+ in December 2005.  The ratings still hold to
date.  the outlook is positive.


VICORP RESTAURANTS: To Delay Filing of 2007 Annual Report
---------------------------------------------------------
VICORP Restaurants Inc. disclosed in a regulatory filing with the
U.S. Securities and Exchange Commission that it will delay the
filing of its Form 10-K for the year ended Nov. 1, 2007.

The company said that delay is due to VICORP's need to complete
its evaluation of its intangible asset carrying values under
SFAS No. 142, "Goodwill and Other Intangible Assets," and its
application to the company under generally accepted accounting
principles.  The company expects to record an impairment charge.

The company stated that lenders participating in VICORP's senior
credit facility have agreed to extend the time period for VICORP
to deliver financial information required under the senior credit
facility.

In addition, the company anticipates that it will file its Form
10-K on or before Feb. 15, 2008.  The company's press release and
quarterly conference call will be scheduled to take place shortly
after the filing of the 10-K.

                     About VICORP Restaurants

VICORP Restaurants Inc., with corporate headquarters in Denver,
Colorado, operates and franchises family-style restaurants under
the brand names Village Inn and Baker's Square.  As of July 12,
2007, the company operated 170 Village Inn restaurants and 146
Bakers Square restaurants, and franchisees operated 93 Village Inn
restaurants.  Revenues for the last 23 months were about
$478 million.


VICORP RESTAURANTS: S&P Slashes Rating to CCC on 10-K Filing Delay
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on the Denver-based VICORP Restaurants Inc., including the
corporate credit rating, to 'CCC' from 'CCC+'.  The outlook is
developing.
     
The rating action is based on the company's delay in filing its
10-K to finish an evaluation of its intangible asset carrying
values.  VICORP indicated that it expects to record an impairment
charge, which means that the fair value of its assets has
diminished and likely indicative that operating performance
remained weak in company's fourth quarter.  "Moreover, the factors
contributing to poor trends at VICORP, namely declining customer
spending and higher labor and commodity costs, did not abate in
the quarter," said Standard & Poor's credit analyst Charles
Pinson-Rose, "and continued poor performance likely worsened the
company's already weak liquidity."


WELLS FARGO: Fitch Rates Eight Series 2008-1 Certificates at Low-B
------------------------------------------------------------------
Wells Fargo mortgage pass-through certificates, series 2008-1, are
rated by Fitch Ratings:

Group I:

  -- $728,860,351 classes I-A-1 through I-A-3, I-A-R and I-A-PO
     'AAA' (senior certificates);

  -- $17,490,000 class I-B-1 'AA';

  -- $4,943,000 class I-B-2 'A';

  -- $1,901,000 class I-B-3 'BBB';

  -- $3,041,000 class I-B-4 'BB';

  -- $1,141,000 class I-B-5 'B'.

Group II:

  -- $293,768,248 classes II-A-1 through II-A-6 and II-A-PO 'AAA'
     (senior certificates);

  -- $5,188,000 class II-B-1 'AA';

  -- $2,137,000 class II-B-2 'A';

  -- $763,000 class II-B-3 'BBB';

  -- $1,526,000 class II-B-4 'BB';

  -- $458,000 class II-B-5 'B'.

Group III:

  -- $195,607,651 classes III-A-1, III-A-2 and III-A-PO 'AAA'
     (senior certificates);

  -- $3,312,000 class III-B-1 'AA';

  -- $703,000 class III-B-2 'A';

  -- $301,000 class III-B-3 'BBB';

  -- $401,000 class III-B-4 'BB';

  -- $100,000 class III-B-5 'B'.

Group IV:

  -- $268,886,375 classes IV-A-1, IV-A-2 and IV-A-PO 'AAA' (senior
     certificates);

  -- $4,009,000 class IV-B-1 'AA';

  -- $1,245,000 class IV-B-2 'A';

  -- $553,000 class IV-B-3 'BBB';

  -- $829,000 class IV-B-4 'BB';

  -- $276,000 class IV-B-5 'B'.

The 'AAA' ratings on the Group I senior certificates reflect the
4.15% subordination provided by the 2.30% class I-B-1, the 0.65%
class I-B-2, the 0.25% class I-B-3, the 0.40% privately offered
class I-B-4, the 0.15% privately offered class I-B-5, and the
0.40% privately offered class I-B-6.  The ratings on the class I-
B-1, I-B-2, I-B-3, I-B-4, and I-B-5 certificates are based on
their respective subordination.  Class I-B-6 is not rated by
Fitch.

The 'AAA' ratings on the Group II senior certificates reflect the
3.75% subordination provided by the 1.70% class II-B-1, the 0.70%
class II-B-2, the 0.25% class II-B-3, the 0.50% privately offered
class II-B-4, the 0.15% privately offered class II-B-5, and the
0.45% privately offered class II-B-6.  Class II-B-6 is not rated
by Fitch.

The 'AAA' ratings on the Group III senior certificates reflect the
2.55% subordination provided by the 1.65% class III-B-1, the 0.35%
class III-B-2, the 0.15% class III-B-3, the 0.20% privately
offered class III-B-4, the 0.05% privately offered class III-B-5,
and the 0.15% privately offered class III-B-6. Class III-B-6 is
not rated by Fitch.

The 'AAA' ratings on the Group IV senior certificates reflect the
2.75% subordination provided by the 1.45% class IV-B-1, the 0.45%
class IV-B-2, the 0.20% class IV-B-3, the 0.30% privately offered
class IV-B-4, the 0.10% privately offered class IV-B-5, and the
0.25% privately offered class IV-B-6. Class IV-B-6 is not rated by
Fitch.

Fitch believes the amount of credit enhancement available will be
sufficient to cover credit losses.  The ratings also reflect the
high quality of the underlying collateral, the integrity of the
legal and financial structures, and the primary servicing
capabilities of Wells Fargo Bank, N.A.; rated 'RPS1' by Fitch).

This transaction contains certain classes designated as
exchangeable certificates and others as regular certificates.  The
class I-A-2, I-A-3, II-A-3, and II-A-4 are exchangeable REMIC
certificates.  The classes II-A-1, II-A-5 and II-A-6 are
exchangeable certificates.  The remainder of the classes are
regular certificates.

Group I consists of 1,148 fixed interest rate, first lien mortgage
loans, with an original weighted average term to maturity of
approximately 30 years.  The aggregate unpaid principal balance of
the pool is $760,418,555 as of Jan. 1, 2008 (the cut-off date),
and the average principal balance is $662,386.  The weighted
average original loan-to-value ratio of the loan pool is
approximately 73.25%.  The weighted average coupon of the mortgage
loans is 6.778%, and the weighted average FICO score is 745.  The
states that represent the largest geographic concentration are
California (29.93%), New York (10.79%), Virginia (6.51%), and New
Jersey (5.06%).  All other states represent less than 5% of the
outstanding balance of the pool.

Group II consists of 457 fixed interest rate, first lien mortgage
loans, with an original WAM of approximately 30 years.  The
aggregate unpaid principal balance of the pool is $305,214,034 as
of Jan. 1, 2008 (the cut-off date), and the average principal
balance is $667,864.  The weighted average OLTV of the loan pool
is approximately 72.34%.  The WAC of the mortgage loans is 6.766%,
and the weighted average FICO score is 744.  The states that
represent the largest geographic concentration are California
(34.03%), New York (9.35%), Virginia (6.39%), and Florida (5.04%).   
All other states represent less than 5% of the outstanding balance
of the pool.

Group III consists of 296 fixed interest rate, first lien mortgage
loans, with an original WAM of approximately 15 years.  The
aggregate unpaid principal balance of the pool is $200,726,649 as
of Jan. 1, 2008 (the cut-off date), and the average principal
balance is $678,131.  The weighted average OLTV of the loan pool
is approximately 61.46%.  The WAC of the mortgage loans is 6.271%,
and the weighted average FICO score is 759.  The states that
represent the largest geographic concentration are California
(23.32%), New York (10.13%), Florida (5.53%), Texas (5.53%),
Illinois (5.02%), and Colorado (5.01%).  All other states
represent less than 5% of the outstanding balance of the pool.

Group IV consists of 425 fixed interest rate, first lien mortgage
loans, with an original WAM of approximately 30 years.  All of the
mortgage loans in Group IV were made in connection with the
relocation of employees of various corporate employers.  The
aggregate unpaid principal balance of the pool is $276,490,580 as
of Jan. 1, 2008 (the cut-off date), and the average principal
balance is $650,566.  The weighted average OLTV of the loan pool
is approximately 75.10%.  The WAC of the mortgage loans is 6.372%,
and the weighted average FICO score is 755.  The states that
represent the largest geographic concentration are California
(25.22%), New York (6.32%), New Jersey (6.18%), Texas (5.71%), and
Virginia (5.64%).  All other states represent less than 5% of the
outstanding balance of the pool.

All of the mortgage loans were generally originated in conformity
with underwriting standards of WFB.  WFB sold the loans to Wells
Fargo Asset Securities Corporation, a special purpose corporation,
who deposited the loans into the trust.  The trust issued the
certificates in exchange for the mortgage loans.  WFB will act as
servicer and custodian, and HSBC Bank USA, National Association
will act as trustee.  Elections will be made to treat the trust as
two separate real estate mortgage investment conduits for federal
income tax purposes.


* John Finnegan Joins Chadbourne & Parke in New York as Partner
---------------------------------------------------------------
John Finnegan has joined Chadbourne & Parke LLP as a partner in
the insurance and reinsurance practice, based in the New York
office.  Mr. Finnegan, 50, joined Chadbourne from the firm of
Cadwalader, Wickersham & Taft LLP in New York, where he had been a
partner with a practice emphasizing dispute resolution.

Mr. Finnegan strengthens a practice in the insurance and
reinsurance field.  The insurance and reinsurance team meets
clients' varying needs through its depth of experience, geographic
reach, and ability to draw from other disciplines within the Firm,
including bankruptcy, corporate and tax practitioners.

The practice achieved high rankings in a 2007 survey of law firms
by Reactions, a London-based monthly magazine covering the
insurance and reinsurance industries.  Chadbourne was recognized
in several categories such as reinsurance,
litigation and dispute management, and insolvency, including run-
offs.

"John is an outstanding addition to our reinsurance practice,
which already has one of the deepest and most experienced groups
of lawyers in both the U.S. and England," David Raim, co-chair of
Chadbourne's insurance and reinsurance department, said.  "A
number of our reinsurance partners are admitted to the New York
Bar and it will be helpful to have John resident in the New York
office."

"I have been on the opposite side of John in numerous
arbitrations, and I know him as a tough but fair advocate,"     
Mr. Raim added.  "I am very pleased finally to have him on our
side."

"John adds solid insights and a strong track record to
Chadbourne," Charles O'Neill, managing partner, said.  "I'm
pleased to welcome him to the partnership."

In his career, Mr. Finnegan has obtained numerous successes in
reinsurance arbitrations and litigations.  For example, he has
obtained rescission or comparable relief on several occasions for
his reinsurer clients, has recovered substantial sums for his
cedent clients and has successfully defended several financial
reinsurance transactions against attacks that they did not
transfer adequate risk.

Mr. Finnegan concentrates his legal work on reinsurance dispute
resolution and litigation.  In addition, he has significant
experience in such areas as the formation of reinsurance sidecars;
assisting distressed companies or companies with run-off books;
counseling companies that are targets of investigations; and
handling rate and policy form filings.

He holds a B.A. degree in political science and accounting from
Fordham University and a J.D. from St. John's University School of
Law, where he was Articles Editor of St. John's Law Review.

                  About Chadbourne & Parke LLP

Headquartered in New York City, Chadbourne & Parke LLP --
http://www.chadbourne.com/-- provides a full range of legal
services, including mergers and acquisitions, securities,
project finance, private funds, corporate finance, energy,
communications and technology, commercial and products liability
litigation, securities litigation and regulatory enforcement,
special investigations and litigation, intellectual property,
antitrust, domestic and international tax, insurance and
reinsurance, environmental, real estate, bankruptcy and financial
restructuring, employment law and ERISA, trusts and estates and
government contract matters. Major geographical areas of
concentration include Central and Eastern Europe, Russia and the
CIS, the Middle East and Latin America.  The firm has offices in
New York, Washington, DC, Los Angeles, Houston, London, Moscow,
St. Petersburg, Warsaw, Kyiv, Almaty, Dubai and Beijing.


* Marsh & McLennan Appoints Brian Duperreault as President and CEO
------------------------------------------------------------------
Marsh & McLennan Companies Inc. disclosed the appointment of Brian
Duperreault as president and chief executive officer, effective
immediately.

"Throughout his career, including 10 years as a chief executive
officer, Brian Duperreault has proven his ability to produce
results and create shareholder value," Stephen R. Hardis, chairman
of MMC's board of directors said.  "We are delighted to welcome
him to MMC."

"I am honored to become the chief executive officer of MMC, a
company that comprises several of the world's greatest brands in
risk & insurance services and consulting," Mr. Duperreault said.    
"I look forward to working with the company's talented
executives."

"This is an institution with unrivaled resources and
capabilities," Mr. Duperreault added.  "My mission is to
capitalize on the strength of MMC's operating companies to deliver
value to clients, employees and shareholders."

From 1994 to 2004, Mr. Duperreault served as chief executive
officer of ACE Limited, the Bermuda-based insurer MMC helped found
in 1985.  He then served as chairman of the board from 2004 to
2007.  ACE's net premiums are currently $12 billion.  Under his
leadership, ACE grew from a insurance specialist into a multi-line
commercial enterprise.  He presided over significant organic
growth as well as the acquisition of several businesses, including
the 1999 acquisition of Cigna's property and casualty business.   
During his tenure at ACE, the company's market capitalization grew
from $1.1 billion to approximately $19 billion presently.

Prior to ACE, Mr. Duperreault was with American International
Group for more than 20 years, holding numerous positions and
eventually rising to become executive vice president of AIG
Foreign General Insurance and chairman and chief executive of
AIG's American International Underwriters, which comprises all of
AIG's non-U.S. commercial business.

                  About Marsh & McLennan Companies

Based in New York, New York, Marsh & McLennan Companies Inc.
(NYSE:MMC) -- http://www.mmc.com/-- is a professional services  
firm.  MMC operates in four segments: risk and insurance services,
which includes risk management activities, as well as insurance
and reinsurance broking and services; risk consulting and
technology, which includes risk consulting and related
investigative, quantitative, intelligence, financial, security and
technology services; consulting, which includes human resource
consulting and related services, and specialized management and
economic consulting services, and investment m,anagement, which
includes investment management for both individual and
institutional investors.  During the year ended Dec. 31, 2006, the
company made 16 acquisitions.  In December 2006, MMC sold Kroll
Security International.  In September 2006, the company sold the
assets of Price Forbes, its United Kingdom-based insurance
wholesale operation.  In August 2007, MMC completed the sale of
Putnam Investments to Great-West Lifeco Inc.


* Michael G. Cortina Joins SmithAmundsen as Partner
---------------------------------------------------
Michael G. Cortina has joined SmithAmundsen LLC's Woodstock office
in Illinois as a partner in the firm's Financial Services Practice
Group.  Prior to joining SmithAmundsen, Michael was the principal
of The Law Office of Michael G. Cortina located in the Chicago
suburb of Crystal Lake, Illinois.

Michael focuses his practice on commercial, banking, bankruptcy,
and creditor's rights law.  He has extensive experience
representing banks in various types of litigation including
uniform commercial code, automobile dealership cases, personal
guarantees, foreclosures, check alterations, fraud, replevins,
collections, bankruptcy adversary proceedings, and
priority disputes.
    
"Michael brings an exceptional depth of knowledge to our firm that
will expand and solidify our standing in the banking and finance
industries," Larry Schechtman, managing partner, says. "I am
positive our clients will find his skills and experience a
wonderful addition to the firm and we are confident his clients
will greatly benefit from the enhanced services and
experience available from SmithAmundsen."

Michael received a B.A. from Monmouth College and a J.D. from
Northern Illinois University.  He is admitted to practice in the
State of Illinois, the federal courts in the Northern District of
Illinois (Eastern and western divisions), and the Eastern District
of Wisconsin.  He was also listed in Super Lawyers(R) Rising Stars
for his work in Banking Law.

                    About SmithAmundsen LLC

Headquartered in Chicago, Illinois, SmithAmundsen LLC --
http://www.salawus.com/-- has grown to more than 110 attorneys  
with offices in Chicago, Rockford, St. Charles, Waukegan, and
Woodstock, Illinois and Milwaukee, Wisconsin.  SmithAmundsen's
attorneys offer expertise in a broad range of practice
areas.  As one of Chicago's premier litigation firms,
SmithAmundsen's success is built upon a foundation of integrity,
professionalism, and a commitment to exceeding client
expectations.


* William Yonge Joins Proskauer Rose as Partner in London
---------------------------------------------------------
William Yonge, an experienced securities regulation and funds
lawyer, has joined Proskauer Rose LLP's London office as a
partner.

Formerly a partner at McDermott Will & Emery UK LLP, he advises
fund managers, corporate financiers, investment funds, private
equity firms, corporations and LLPs on all aspects of financial
services regulation, securities law, and EU financial services
directives.  Mr. Yonge also advises on the structuring,
establishment, and marketing of a range of investment fund types
including offshore hedge funds, funds of funds, private equity
funds, UCITS, and UK-authorised funds well as on the legal and
commercial issues concerned with ISDAs and prime brokerage.

"William's regulatory experience will be invaluable to us as we
grow our London-based fund formation, structured finance, and
corporate capabilities," Matthew Hudson, head of Proskauer's
London office, said.  "In particular, Financial Services Authority
advice is vital for our growing client base of private equity and
hedge clients.  We look forward to integrating his skills into our
quickly expanding platform and utilizing him as a catalyst for
continued growth."

Mr. Yonge was also a lawyer at Dechert and SJ Berwin & Co. Prior
to entering private practice, he was an in-house lawyer at the
Investment Management Regulatory Organisation and the Securities
and Investments Board. He received his B.A. in law from the
University of Durham.

The lawyers in Proskauer's London office advise major U.K. and
international companies and financial institutions, while drawing
upon the resources of the firm's offices in the Americas and
France.  The office has a strong sector specialty within the
alternative asset industry, advising managers and investors on all
aspects of private equity, venture capital, debt, hedge, and other
alternative asset classes.  The office also advises investors and
managers on acquisitions, investments, financings and exits of
portfolio companies, offering a complete one-stop service to the
alternative asset industry and other clients.

The opening of Proskauer's London office followed a number of
other additions to the firm's corporate and transactional
capabilities including the opening of an office in Sao Paulo and
the additions of noted private equity fund formation, transaction,
and taxation lawyers Daniel Schmidt and Olivier Dumas in the Paris
office; Trevor Chaplick, a noted corporate and transactional
lawyer and former head of the Washington, D.C. office of Wilson
Sonsini, who joined Proskauer as co-head of its Washington, D.C.
office; veteran real estate finance lawyers Louis Eatman, Douglas
Frank, who joined as partners in Los Angeles, and Andrea Ascher,
who joined as a partner in New York; and capital markets lawyer
Stuart Bressman and hedge fund lawyer Timothy Clark, who joined as
partners in New York.

                   About Proskauer Rose

Headquartered in New York City, Proskauer Rose LLP --
http://www.proskauer.com/-- is a law firms that provides a
variety of legal services to clients throughout the United States
and around the world from offices in New York, Los Angeles,
Washington, D.C., Boston, Boca Raton, Newark, New Orleans, Paris
and Sao Paulo.  Founded in 1875, the firm has experience in all
areas of practice important to businesses and individuals,
including corporate finance, mergers and acquisitions, general
commercial litigation, private equity and fund formation, patent
and intellectual property litigation and prosecution, labor and
employment law, real estate transactions, bankruptcy and
reorganizations, trusts and estates, and taxation.  Its clients
span industries including chemicals, entertainment, financial
services, health care, information technology, insurance,
internet, lodging and gaming, manufacturing, media and
communications, real estate investment, pharmaceuticals, sports,
and transportation.


* Key Drivers FTI Consulting Says Will Affect 2008 Restructurings
-----------------------------------------------------------------
FTI Consulting Inc. has identified several key drivers that it
expects will affect corporate borrowers and restructurings in
2008.  The key drivers identified by FTI Corporate Finance, which
was recently rated number one on The Deal's League Table for
Crisis Management firms, are as follows:

The credit markets will remain tight.  Credit markets are likely
to remain highly restrictive through at least the first half of
the year.  FTI Corporate Finance sees financing conditions
worsening across most sectors as companies experiencing covenant
and similar problems will be unable to easily refinance themselves
out of existing facilities without incurring substantial costs and
certainly more restrictive covenants.

In addition, credit markets will force companies and lenders to
the table more often as borrowers experience covenant or liquidity
issues and lenders express greater concern over protecting their
positions.

"Companies below investment grade seeking additional financing
will experience greater difficulties refinancing existing
facilities and in dealing with covenant breaches," said DeLain
Gray, senior managing director and leader of FTI Corporate
Finance.  "These huge issues facing corporate borrowers are
dramatically changing the borrower-lender relationship, with
borrowers facing greater scrutiny and oversight, and are
challenging the ability of companies to effectuate restructurings
that require additional financings," Mr. Gray added.

New and amended loans are calling for greater covenants and fees.  
Lenders today are looking to shore up covenant-lite loans where
possible with additional covenants that bring lenders and
borrowers together sooner to discuss unanticipated under
performance.  New financings are adding greater covenants for
lenders to monitor performance.

"We are seeing financing instruments return to a more traditional
model where lenders incorporate more restrictive safeguards," said
Randall Eisenberg, senior managing director, FTI Corporate
Finance.  "To both monitor and protect their investments, lenders
are establishing triggers that enable them to be at the table with
borrowers earlier when there are signs of underperformance," Mr.
Eisenberg added.

Housing woes will be unrelenting. The US housing slump is expected
to continue to adversely affect the homebuilding, construction
materials, home furnishings and consumer finance sectors.  As the
New Year starts, the slump shows no sign of bottoming out. Even if
homebuyers were to stage an unexpected rally in 2008, FTI believes
the substantial overhang of homes for sale is a major impediment
to a recovery in those industries dependent upon new home
construction.  For the foreseeable future, supply is expected to
remain far above any level that could be considered normal by
historical standards.

Don't count on US Consumers in 2008.  There is recent evidence
that payment delinquencies have begun to grow on consumer non-
mortgage debt, such as auto loans and student loans.  The growth
rate of credit card debt has accelerated into the high single-
digit range, which is unsustainable since it substantially exceeds
the rate of growth of household income.  It appears that as
consumers look to pay down debt, incremental spending on
furniture, jewelry and other home goods will slow in 2008. The
stock market valuations of many retailers appear to already
reflect expectations of a consumer-led recession.

"Until there is solid evidence that the bulk of subprime-related
write downs is behind us, and that credit quality deterioration
and value impairment hasn't spread to other types of consumer
loans, the primary and secondary debt markets will remain
circumspect - perhaps overly cautious - which in return will cause
a ripple effect across many consumer related industries," said Ron
Greenspan, senior managing director, FTI Corporate Finance.  "We
are not yet past the bad news about bad loans. A continued
cautious posture by lenders could further weaken an already
listing US economy," Mr. Greenspan added.

Automotive industry will remain in a slump. As we enter 2008
there is a growing consensus that the US automotive industry, in
particular parts suppliers, will see a new round of casualties and
further consolidation.  With US light vehicle sales in 2008 now
projected to fall below 16 million units for the first time since
1998, vehicle production is on schedule for its lowest unit output
since 1993.

Ethanol runs out of gas.  Recently the ethanol industry has run
into problems with the high cost of raw materials and significant
new supply outstripping demand.  The price of corn used to make
ethanol has soared, while purchases of ethanol by oil refiners to
blend into gasoline have flattened. US ethanol refiners ramped up
production so fast that they can now produce 7.2 billion gallons
of ethanol a year, just shy of the federal mandate of 7.5 billion
gallons by 2012.  Yet there are not enough takers for so much
supply.  Making matters worse, the industry is still expanding
with an estimated 6 billion gallons of additional ethanol capacity
coming online as plants now under construction are completed.

                      About FTI Consulting

FTI Consulting (NYSE: FCN) -- http://www.fticonsulting.com/-- is
a business advisory firm dedicated to helping organizations
protect and enhance enterprise value in an increasingly complex
legal, regulatory and economic environment.  With more than 2,400
professionals located in most major business centers in the world,
the company works closely with clients every day to anticipate,
illuminate, and overcome complex business challenges in areas such
as investigations, litigation, mergers and acquisitions,
regulatory issues, reputation management and restructuring.


* BOOK REVIEW: Bankruptcy Investing: How to Profit from Distressed  
                          Companies (Revised Edition)
------------------------------------------------------------------
Author:     Ben Branch and Hugh Ray
Publisher:  Beard Books
Paperback:  344 pages
List Price: $39.95

Order your personal copy at
http://www.amazon.com/exec/obidos/ASIN/1587981211/internetbankrupt

The book Bankruptcy Investing: How to Profit from Distressed
Companies, is written by Ben Branch and Hugh Ray.

Corporate bankruptcies are at an all-time high, and this trend is
likely to continue. Bankruptcy Investing introduces investors to
the risky but lucrative opportunities to invest in the securities
of troubled companies.

Every area of this exciting field is described in complete detail.
Real-world examples illustrate the explanations. Companies in
distress may go through an informal or formal workout of problems,
or they may enter Chapter 11 or Chapter 7 bankruptcy.

The investment implications for the securities of firms in each of
these stages are considered in full. Everything the investor needs
to know is contained in this book. The authors show why it can be
smart to invest in troubled companies.

Whether you are a savvy investor or experienced fund manager (or
aspire to be one), Bankruptcy Investing introduces you to the
risky but lucrative opportunities for investing in the securities
of troubled companies.

This timely new book describes in detail the rules of the game and
how to apply them to pick the winners.

The authors, both experts in the legal and financial aspects of
bankruptcy investing, explain everything you need to know about
investing in distressed companies, including estimating bankruptcy
values, how to use timing to your advantage, quantitative
techniques to minimize risks, evaluating available data,
characteristics of various types of short-term and long-term debt
instruments, investment strategies, and sources of additional
information.

You'll fully understand all the implications of investing in the
securities of firms in all stages of financial distress--from
informal or formal workouts to Chapter 11 or Chapter 7 bankruptcy-
-as well as investing in both debt and equity securities.

Real-world examples illustrate how you can profit from investing
in troubled companies and what risks are incurred. An extensive
glossary defines legal, economic and financial terms.

Bankruptcy Investing translates the often-confusing lexicon of
bankruptcy into a profitable investment program that you can
implement immediately.

You too will discover an exciting way to find new investment
winners.

Two financial experts guide you through the risky but lucrative
investment opportunities available in troubled companies.

Whether your interests are informal or formal workouts, Chapter 11
or Chapter 7 bankruptcies, debt or equity securities, this book
will explain everything you need to know about investing in
distressed corporations.

Topics include estimating bankruptcy values, how to use timing to
your advantage, quantitative techniques to minimize risk,
evaluating available data, the characteristics of various types of
short-term and long-term debt instruments, and investment
strategies.

                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.  
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11
cases involving less than $1,000,000 in assets and liabilities
delivered to nation's bankruptcy courts.  The list includes links
to freely downloadable images of these small-dollar petitions in
Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                             *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy,
Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva,
Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez,
Tara Marie A. Martin, Joseph Medel C. Martirez, Philline P.
Reluya, and Peter A. Chapman, Editors.

Copyright 2007.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher Beard
at 240/629-3300.

                    *** End of Transmission ***