TCR_Public/080917.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

          Wednesday, September 17, 2008, Vol. 12, No. 222           

                             Headlines

171 MANCHESTER: Files for Chapter 11 in New Hampshire Court
ABN AMRO: Fitch Cuts Class B3 Bonds Rating to 'BB' from 'BBB'
ACUSPHERE INC: Preferred Shareholders Seek Share Conversion
ADELPHIA COMM: Wants National City Barred from Filing Claim
AESOP FUNDING: S&P Chips Class A-3 Rental Car Notes Rating to 'BB'

AIRTRAN HOLDINGS: Names Rossum as Executive Vice President
AJAX RE: S&P Puts Class A $100MM Notes Under Negative Watch
ALLIANT ENERGY RESOURCES: In Default, Says Indenture Trustee
AMBASSADOR INSURANCE: Appeals Court Upholds Ruling Against PwC
AMERICAN INT'L: S&P Cuts Ratings on 16 Units; Puts Negative Watch

AMERICAN INTERNATIONAL: Fed Offers $85BB Loan, to Get 80% Stake
AMERICAN MEDIA: Amends Cash Tender Offer for $570MM Senior Notes
ARCH COAL: Stronger Credit Measures Cue S&P to Lift Rating to 'BB'
ASARCO LLC: Will Pay $200 Million for Washington Clean-Up Costs
ASARCO LLC: Asbestos Claimants Must File Claims by November 2

ASARCO LLC: Court Okays Settlement With Liberty Mutual
ASARCO LLC: Wants to Implement Protocol to Settle Cure Disputes
ASARCO LLC: Wants Green Valley Water Co. to Survey Pipeline
ASBURY AUTOMOTIVE: Moody's Affirms B1 Rating; Outlook Stable
ATHEROGENICS INC: Defaults on 4-1/2% Convertible Notes

ATHEROGENICS INC: Noteholders File Involuntary Chap. 7 Petition
AUCTION PASS-THROUGH: S&P Junks Ratings on Six Classes of Trusts
BANC OF AMERICA: S&P Lifts Class S-B-3 Rating from 'B' to 'BB'
BEAUTY CENTER: Case Summary & 20 Largest Unsecured Creditors
BEVERAGES & MORE: Weak Performance Cues Moody's to Junk Ratings

BHM TECHNOLOGIES: Second Lien Lenders Stipulation with SAC OK'ed
BOMBAY CO: Joint Amended Plan Effective, Emerges from Chapter 11
C54-1 SKYGARDEN: Voluntary Chapter 11 Case Summary
CARILLON LTD: S&P Puts Class A-1 $84.5MM Notes Under Watch Neg
CASAS INVESTMENTS: Case Summary & Largest Unsecured Creditor

CHRYSLER LLC: Will Offer New Buyout Packages to Detroit Workers
CLICKABLEOIL.COM: Court Approves Firm's Sale to NRG Heat
COLLECTIVE BRANDS: S&P Holds 'B+' Rating; Outlook Stable
CONSOL ENERGY: S&P Lifts Credit Rating to BB+; Removes Pos. Watch
COOSA EXCAVATING: Case Summary & 20 Largest Unsecured Creditors

CUSTOM CONTRACTORS: Section 341(a) Meeting Slated for October 9
DANA CORP: Withdraws Objection to Ogre's $11,860,000 Claim
DANIEL SEMAN: Case Summary & Six Largest Unsecured Creditors
DRUMMOND CO: S&P Holds 'BB-' Corp. Credit Rating; Outlook Stable
FOUNDATION COAL: S&P Holds 'BB-' Credit Rating with Stable Outlook

FRONTIER AIRLINES: Teamsters Oppose Plan to Subcontract Work
GATEWAY STONE: Case Summary & 19 Largest Unsecured Creditors
GCC REALTY: Case Summary & 20 Largest Unsecured Creditors
GEORGE FUCHS: Case Summary & 20 Largest Unsecured Creditors
GREAT CIRCLE: Exclusive Plan-Filing Period Extended to October 15

GREENHEAD LLC: Case Summary & 20 Largest Unsecured Creditors
GUITAR CENTER: Moody's Cuts POD Rating to Caa1; Outlook Stable
HEAVEN INVESTMENT: Section 341(a) Meeting Slated for October 2
HELLER EHRMAN: Speculations Abound as Wamu Teeters, Lawyers Leave
HILEX POLY: To Close Mount Olive Plant and Lay Off 160 Workers

HOME INTERIORS: Balks at Extension of Panel's Review Deadline
HURD WINDOWS: Files for Chapter 11 Bankruptcy Protection
HURD WINDOWS: Case Summary & 44 Largest Unsecured Creditors
INTERNATIONAL COAL: S&P Lifts $175MM Sr. Unsec. Notes Rating to B-
INTERSTATE BAKERIES: Reaches Deal with Union, Ripplewood

JAMES RIVER: S&P Affirms 'CCC' Corporate Credit Rating
J.E. LINDSEY: Case Summary & 11 Largest Unsecured Creditors
JOHN KRETCHMAR: Case Summary & 19 Largest Unsecured Creditors
JOSEPH DIAMORE: Case Summary & 20 Largest Unsecured Creditors
KEYS FITNESS: Court Approves Reorganization Plan

K PATRICK: Case Summary & Six Largest Unsecured Creditors
LEHMAN BROTHERS: Barclays to Buy Trading Unit, HQ for $1.75BB
LEHMAN BROTHERS: Organizational Meeting Yesterday to Form Panel
LEHMAN BROTHERS: Japan Units File for Bankruptcy in Tokyo
LEHMAN BROTHERS: Seeks Nov. 14 Extension of Schedules Filing

LEHMAN BROTHERS: Bankruptcy Affects World Stock Markets
LEHMAN BROTHERS: Banks Disclose Exposure to Bankruptcy
LEHMAN BROTHERS: Bankruptcy Filing Cues KSX to Delete Index
LEHMAN BROTHERS: S&P Changes Counterparty Credit Rtng to D from SD
LEINER HEALTH: Michigan Treasury Objects Liquidation Plan

LIBERTY MEDIA: S&P Puts 'BB+' Rating Under Negative Watch
LINENS 'N THINGS: Levine Leichtman Wants Probe on Company
MAIN STREET: S&P Slashes $709MM Bonds Rating to 'CCC-' from 'A'
MAIN STREET: Fitch Junk Bonds Rating After Lehman's Bankruptcy
MASSEY ENERGY: Improved Performance Cues S&P to Lift Rtngs to BB-

MATRIX DEVELOPMENT: May Use Cash Collateral in Edgewater Project
POLYDEX PHARMACEUTICALS: Nasdaq Suspends Common Stocks Trading
MATTRESS DISCOUNTERS: Closing 48 New England Stores
MERCURY COMPANIES: Section 341(a) Meeting Slated for October 6
MILLENNIUM NEW: Moody's Cuts CF and POD Ratings to B3 from B2

MOTOR COACH: Receives Court Approval to Borrow Up to $278MM
MOTOR COACH: Bankruptcy Filing Prompts S&P to Put Default Rating
NATIONAL CITY: Gets Shareholder Approval for $7BB Funding
NEWTON RE: S&P Puts Class A $150MM Notes Under Negative Watch
NJ HEALTH: S&P Lowers Rating Underlying Rating to BB+ from BBB-

NORTHLAKE FOODS: Voluntary Chapter 11 Case Summary
NOVASTAR MORTGAGE: Vows to Fight Involuntary Bankruptcy Petition
ORLEANS HOMEBUILDERS: Gets Waiver Extension Until September 29
PAUL SCHAEFER: Files for Chapter 11 in New Hampshire Court
PEABODY ENERGY: S&P Upgrades Ratings; Removes All from Pos. Watch

PIMA COUNTY IDA: Moody's Chips S. 2006A-2 Bonds Rating to Ba1
PRUDENTIAL HOME: Fitch Puts 'BB+' Trusts Rating Under Neg. Watch
RACERS 2006: S&P Trims $87MM Certificate Rating to 'CC'
SCHAEFER PROPERTIES: Files for Chapter 11 in New Hampshire Court
SCHAEFER REAL: Files for Chapter 11 in New Hampshire Court

SEMGROUP LP: Wants to Hire PA Consulting as Energy Consultant
SEMGROUP LP: Court Okays Settlement With Affiliate
SEQUOIA COMM: Overpayment Allegations Hinders Sale
SHORES OF PANAMA: Files Bankruptcy Plan in Florida Court
STEAK 38: Case Summary & 40 Largest Unsecured Creditors

STONEY GLEN: Seeks Court Approval to Auction Land
SUMMIT GLOBAL: Lowenstein Wants to Be Removed as Lead Counsel
SUNGARD DATA: S&P Rates Proposed $500MM Term Secured Loan 'BB'
SUNGARD DATA: Moody's Puts 'Caa1' Rating on Proposed $500MM Notes
TALLULAH RIVER: Wants Jerry A. Daniels as Bankruptcy Counsel

TARRA LLC: Voluntary Chapter 11 Case Summary
TEMLAN INC: Files for Creditors' Protection Under CCAA
THORNBURG MORTGAGE: Amends Exchange Offer and Consent Solicitation
TOTAL VEIN: VNUS Medical Sues Company for Patent Infringement
TOUSA INC: Court OKs Services Pact with KZC Services, John Boken

TUCSON COUNTY IDA: Moody's Chips S. 2006A-2 Bonds Rating to Ba1
WALTER INDUSTRIES: S&P Lifts Ratings on Stronger Credit Metrics
WASHINGTON MUTUAL: Employs Frank Baier as CEO's Special Assistant
WASHINGTON MUTUAL: Moody's Downgrades Ratings on 26 Classes
WELLMAN INC: Submits Amended Plan of Reorganization

WESTERN NONWOVENS: Seeks Feb. 9 Extension to Decide on Leases
WHITEHALL JEWELLERS: Wins Approval to Pay Back 120 Vendors
WHITEHALL JEWELERS: Taps DJM Realty to Dispose Retail Store Leases
WILLOW RE: S&P Puts $250MM Class B Notes Under Negative Watch

* Fitch: Fannie, Freddie Bailout Less Impact on Insurers' Ratings
* Fitch: Hurricane Ike Losses Material to Reinsurance Industry
* S&P Completes Rating Review on Coal Mining Companies

* McDermott Lures Raicht from Sidley Austin

* Upcoming Meetings, Conferences and Seminars

                             *********

171 MANCHESTER: Files for Chapter 11 in New Hampshire Court
-----------------------------------------------------------
Paul Schaefer, managing member of four corporations which filed
separate Chapter 11 petitions with the U.S. Bankruptcy Court for
New Hampshire, said he filed for Chapter 11 reorganization "to
gain time with his creditors, as he tries to cope with higher fuel
costs and tenants slow to pay their rent," Bob Sanders of the New
Hampshire Business Review reports.  

The corporations are Schaefer Real Estate Trust, LLC, Paul
Schaefer Properties LLC, 171 Manchester Street LLC, and Schaefer
Properties LLC.  These companies all listed between $1 million and
$10 million in assets and liabilities.  The four corporations
manage some 200 units, many in older buildings rented to low- and
moderate-income tenants.

The largest single creditor is the state's Department of Health
and Human Services Child Lead Poisoning Prevention Program.  It is
listed as having claims of $46,494 against Schaefer Properties
LLC.

The four corporations manage some 200 units, many in older
buildings rented to low- and moderate-income tenants.

                       About Schaeffer Real

Based in Brookline, New Hampshire, Schaefer Real Estate Trust,
LLC, Paul Schaefer Properties LLC, 171 Manchester Street LLC, and
Schaefer Properties LLC filed separate petitions for Chapter 11
relief on Sept. 10, 2008 (D. N.H. 08-12612, 08-12613, 08-12614,
and 08-12615).  William S. Gannon, Esq., at William S. Gannon
PLLC, represents the Debtors as counsel.  When the Debtors filed
for protection from their creditors, they all listed assets of
between $1 million and $10 million, and debts of between
$1 million and $10 million.


ABN AMRO: Fitch Cuts Class B3 Bonds Rating to 'BB' from 'BBB'
-------------------------------------------------------------
Fitch Ratings has taken rating actions on ABN AMRO Mortgage
Corporation Resecuritization Trust.  The classes represent a
beneficial ownership interest in separate trust funds, which
include bonds that have been affirmed.

AMAC 1999-RS1
  -- Class A affirmed at 'A-';
  -- Class B3 downgraded to 'BB' from 'BBB'.

The rating actions were taken as part of Fitch's ongoing
surveillance process of existing transactions.


ACUSPHERE INC: Preferred Shareholders Seek Share Conversion
-----------------------------------------------------------
Acusphere, Inc. received on Aug. 26, 2008, notice from holders of
shares of its 6-1/2% convertible exchangeable preferred stock
electing to convert, in the aggregate, 170,000 shares of Preferred
Stock into 1,354,748 shares of the Company's common stock pursuant
to the terms of the Preferred Stock.  

The common shares issued upon conversion of the Preferred Stock
include those shares issued as a result of the make-whole feature
of the Preferred Stock.  After the conversion, 480,000 shares of
Preferred Stock will remain outstanding.

Headquartered in Watertown, Massachusetts, Acusphere Inc. (NASDAQ:
ACUS) -- http://www.acusphere.com-- is a specialty pharmaceutical  
company that develops new drugs and improved formulations of
existing drugs using its proprietary microsphere technology.  The
company  are focused on developing proprietary drugs that can
offer significant benefits such as improved safety and efficacy,
increased patient compliance, greater ease of use, expanded
indications or reduced cost.  

Its lead product candidate, Imagify for Injectable Suspension, is
a cardiovascular drug for the detection of coronary artery
disease.  Imagify is designed to enable ultrasound to compete more
effectively with nuclear stress testing, the leading procedure for
detecting coronary artery disease.  

                        Going Concern Doubt

Deloitte & Touche LLP in Boston raised substantial doubt about the
ability of Acusphere Inc. to continue as a going concern after it
audited the company's financial statements for the year ended Dec.
31, 2007.  The auditor pointed to the company's recurring losses
from operations, negative cash flows from operations, and the
projected funding needed to sustain its operations.


ADELPHIA COMM: Wants National City Barred from Filing Claim
-----------------------------------------------------------
Adelphia Communications Corporation and its debtor-affiliates ask
the U.S. Bankruptcy Court for the Southern District of New York to
(i) deny National City Commercial Capital Corporation's request
for leave to file an unsecured claim and (ii) prohibit National
City from asserting that Claim.

Shelly C. Chapman, Esq., at Wilkie Farr & Gallagher LLP, in New
York, tells the Court that more than four years have passed since
the January 9, 2004 Bar Date.  National City's failure to file an
amended proof of claim was the result of gross and inexcusable
neglect, she argues.

                       National City's Claim

National City and Mercury Communications Corp. are parties to a
lease agreement for an aircraft.  Under the Lease, Mercury was
required to pay National City $227,922 for the first and final
rental payments under the Lease, and $113,961 as monthly rent.  

Mercury, however, defaulted under the Lease by failing to pay
rent.  In the aggregate, Mercury owed National City $11,497,914.    
Adelphia Communications Corporation guaranteed Mercury's
obligations to pay the rent under the Lease.

National City filed a lift stay motion to take possession of the
Aircraft.  The Court ruled on the Lift Stay Motion and directed
the termination of the Lease.

Subsequently, National City sold the Aircraft for $6,500,000 and
applied the proceeds to its claims.  In light of the Sale,
Mercury and Adelphia owe National City the remaining $4,997,914.

In its request for leave, National City told the Court it sent to
the U.S. Trustee a proof of claim for the $11,497,914 a year
before the actual receipt of a January 9, 2004 Claims Bar Date
Notice.  National City said it transmitted to the U.S. Trustee an
amended as well as second amended Mercury and Adelphia Claims,
with the intent that the Claims will be filed in the Debtors'
Chapter 11 cases.

Scott A. Zuber, Esq., at Day Pitney LLP, in Florham Park, New
Jersey, said that in December 2007, the Debtors sought the return
of certain allegedly preferential transfers from National City.  
Upon investigation, National City found out that none of the
Claims had been filed on record.  

National City said it asked the Debtors to acknowledge receipt of
the Claims and to allow the Claims.  The Debtors, however, stated
National City failed to timely file any claims against Mercury or
Adelphia.  

Mr. Zuber argued that though National City's actions still require
finding that the Claims were timely filed upon the U.S. Trustee's
receipt of the Claims, every Claim was accompanied by a letter
requesting the U.S. Trustee to file the Claims.  Moreover, he
said, at all times, it was the intent of National City that the
Claims be filed, thus they should be allowed.

Thus, National City asked the Court to deem the Claims timely
filed.

In the event that the Court determines that the Claims sent to
the U.S. Trustee are not be deemed timely filed, National City
seeks leave from the Court to allow it to file formal proofs of
claim asserting prepetition deficiency claims against Mercury and
Adelphia.  The formal proofs of claim will serve as amendments to
the informal proofs of claim filed by National City pursuant to
the Lift Stay Motion.  

Mr. Zuber argued that amendments to claims may be allowed if the
purpose is to cure a defect in the claim as originally filed.  He
said that there has been no bad faith or dilatory behavior on
the part of National City.  "Despite National City's diligence
and good faith in filing the Claims, the delay in timely filing a
claim with the Clerk of Court was not within the reasonable
control of National City," he pointed out.

           Adelphia Says Claim Would Dilute Recoveries

Ms. Chapman avers that the Bar Date Order and Notice specified
the only address to which proofs of claim may be sent and claims
not timely received at the address are barred.  She contends that
National City's non-allegation of its receipt of an improper Bar
Date Notice goes to show that National City was well aware of the
address to file a proof of claim.  Despite the foreknowledge, she
adds, National City took no action to determine if the U.S.
Trustee filed its proof of claim or even contacted the Debtors.  
"This is not a case of a misplaced comma, a zip code error or a
postal error.  National City deliberately decided to rely on a
proof of claim that it knew had been sent to the wrong recipient.  
Accordingly, National City's decision is not simply careless
error but a gross negligence that cannot be excused," she
stresses.

Moreover, the Court's allowance of National City's Claim would
unfairly dilute the recoveries of certain of the Debtors'
creditors, Ms. Chapman says.  "To hijack the distribution slated
for the Debtors' other creditors and give it to National City
would be inequitable given National City's almost six-year delay
in attempting to ascertain the fate of its misdirected Proofs of
Claim."  

Ms. Chapman relates that National City has admitted to be well
aware that its proofs of claim might not have been processed by
the Debtors as of December 2007.  National City, however,
contacted the Debtors until May 2008, when the Debtors were in
the midst of claims resolution.  Had the Debtors known earlier
about the Claim, they could have adjusted the distributions to
other creditors in line with National City's Claim, Ms. Chapman
says.  

The Debtors maintain that the additional six-month delay on top
of the four years National Century took to contact the Debtors
added insult to injury.  National City's pattern of negligent
conduct should not be rewarded by awarding it millions, the
Debtors tell the Court.

                       About Adelphia Comms

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/--   
is a cable television company.  Adelphia serves customers in 30
states and Puerto Rico, and offers analog and digital video
services, Internet access and other advanced services over its
broadband networks.  The company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002.  Those cases are jointly
administered under case number 02-41729.  Willkie Farr &
Gallagher represents the Debtors in their restructuring efforts.
PricewaterhouseCoopers serves as the Debtors' financial advisor.
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases.

The Bankruptcy Court confirmed the Debtors' Modified Fifth Amended
Joint Chapter 11 Plan of Reorganization on Jan. 5, 2007.  That
plan became effective on Feb. 13, 2007.


AESOP FUNDING: S&P Chips Class A-3 Rental Car Notes Rating to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-3 rental car asset-backed notes from AESOP Funding II LLC's
series 2004-2 to 'BB' from 'BB+'.  The rating remains on
CreditWatch with negative implications.
     
The rating on the class A-3 notes is weak-linked to the rating on
Avis Budget Car Rental LLC because the current credit enhancement
is only sufficient to cover S&P's stress-case assumption on the
market-value risk of the rental vehicles of the fleet.  The
current credit support is not sufficient to cover the potential
loss of lease cash flow if Avis and its subsidiaries, which
sublease the vehicles from Avis, declare bankruptcy.  The lowered
rating on the notes reflects the recent downgrade of Avis to
BB/Watch Neg/-- on July 2, 2008.
     
The notes are insured by Financial Guaranty Insurance Co. (FGIC;
BB/Watch Neg/-- financial strength rating). Because the ratings on
Avis and FGIC are both currently 'BB/Watch Neg', any future rating
changes on the notes will reflect the higher of the ratings
assigned to Avis and FGIC.


       Rating Lowered and Remaining on Creditwatch Negative
   
                      AESOP Funding II LLC
           Rental car asset-backed notes series 2004-2

                       Rating
                       ------
        Class   To                From             Balance
        -----   --                ----             -------
        A-3     BB/Watch Neg      BB+/Watch Neg    $400,000,000


AIRTRAN HOLDINGS: Names Rossum as Executive Vice President
----------------------------------------------------------
AirTran Holdings, Inc. disclosed in a Securities and Exchange
Commission filing on Sept. 2, 2008, that it has appointed
Steven A. Rossum as its Executive Vice President of Corporate
Development.  

Mr. Rossum, 45, served from 2002 to 2008, as the executive vice
president, chief financial officer and general counsel of ASTAR
Air Cargo.  Mr. Rossum also previously served the Company as Vice
President and Treasurer from 1999 to 2002.

In connection with the appointment, Mr. Rossum and the Company
entered into an executive benefits agreement, which has a term of
three years, subject to automatic renewal for additional one-year
terms unless earlier terminated by the Company or Mr. Rossum.  The
Agreement provides for an annual base salary for Mr. Rossum of
$295,000, and provides for additional benefits consistent with the
Company's other executive benefits Agreement.

In lieu of compensation that he would otherwise have received,
Mr. Rossum will also receive a signing bonus payable in two equal
installments of half of Mr. Rossum's base salary, with the first
installment being paid within two weeks of Mr. Rossum beginning
full-time employment and the second being paid on March 31, 2009,
if Mr. Rossum is still a full-time employee of the Company.  

Mr. Rossum is also being granted 150,000 shares of restricted
stock.  100,000 shares will be awarded to Mr. Rossum on his first
day of employment and vest over three years with one-third vesting
on February 6, 2009, 2010 and 2011, respectively.  50,000 shares
will be awarded to Mr. Rossum on February 6, 2009, if he is still
a full-time employee of the Company, and vest over three years
with one-third vesting February 6, 2010, 2011 and 2012,
respectively.

                      About AirTran Holdings

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:
AAI) -- http://www.airtran.com/-- a Fortune 1000 company, is
the parent company of AirTran Airways Inc., which offers more than
700 daily flights to 56 U.S. destinations.  

                          *     *     *

The Troubled Company Reporter said on Aug. 29, 2008, that Standard
& Poor's Ratings Services has lowered its ratings on AirTran
Holdings Inc., including the corporate credit rating, which it
lowered to 'CCC+' from 'B-'.  At the same time, S&P removed the
ratings from CreditWatch, where they had been placed with negative
implications on May 22, 2008.  The outlook is stable.


AJAX RE: S&P Puts Class A $100MM Notes Under Negative Watch
-----------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on four
natural peril catastrophe bonds on CreditWatch with negative
implications:

     -- Ajax Re Ltd.'s Class A US$100 million principal at-risk
        variable-rate notes, Series 1 rated 'BB'.

     -- Carillon Ltd.'s Class A-1 US$84.5 million principal at-
        risk variable-rate notes, Series 1 rated 'BB-'.

     -- Newton Re Ltd.'s Class A US$150 million principal-at-risk
        variable-rate notes, Series 2008-1 rated 'BB'.

     -- Willow Re Ltd.'s $250 million Class B Series 2007-1
        principal-at-risk variable rate notes rated 'BB+'.

"These rating actions result from the bankruptcy filing of Lehman
Brothers Holdings Inc.," explained Standard & Poor's credit
analyst Gary Martucci.  LBHI is the guarantor of Lehman Brothers
Special Financing, the total return swap counterparty in each of
the catastrophe bonds.  A bankruptcy filing is a termination event
under the swap agreements.
      
"Given the uncertainty of events surrounding LBHI and,
consequently, LBSF and their ability to meet their commitments
under the swap documents, there is the potential for losses in the
collateral accounts to be passed through to the noteholders,"
Mr. Martucci added.  "If this occurs, we will revise the ratings
on the notes to 'D'."  Standard & Poor's will continue to actively
monitor ongoing events.


ALLIANT ENERGY RESOURCES: In Default, Says Indenture Trustee
------------------------------------------------------------
On September 5, 2008, Alliant Energy Corporation and its
subsidiary, Alliant Energy Resources, Inc., received a notice of
default, dated September 4, 2008, from U.S. Bank National
Association as successor indenture trustee pursuant to which the
Trustee asserted that Resources was in default under the
Indenture, dated as of November 4, 1999, among Resources, as
issuer, the Company, as guarantor and the Trustee, as trustee,
with respect to Resources' Exchangeable Notes due 2030, which are
guaranteed by the Company.

The alleged default relates to a provision of the Indenture that
provides that if Resources transfers all or substantially all of
its properties and assets to a third party, then the transferee
must be organized and existing under the laws of the United States
or a state thereof and assume Resources' obligations under the
Notes and the Indenture. The Trustee alleges in the Notice of
Default that Resources transferred substantially all of its assets
without complying with the Indenture and, as a result, a default
has occurred under the Indenture. On September 4, 2008, the
Trustee also filed a complaint with the U.S. District Court for
the District of Minnesota seeking a declaratory judgment that
Resources is in breach of the Indenture.

Alliant Energy stated in a filing with the Securities and Exchange  
Commission:

"The Company and Resources do not believe that Resources has
transferred substantially all of its assets or that a default has
occurred under the Indenture. The Company and Resources believe
that the complaint filed by the Trustee is without merit and
intend to vigorously defend against such litigation and, if deemed
appropriate, to pursue other remedies to eliminate any alleged
default under the Indenture.

"If the Company's and Resources' interpretation of the Indenture
is determined by the Court to be incorrect, a default may have
occurred under the Indenture. If such default is not cured by 90
days after the date the Notice of Default was received by
Resources, an 'Event of Default' will have occurred under the
Indenture. The occurrence of an 'Event of Default' under the
Indenture would permit the Trustee or holders of at least 25% in
aggregate principal amount of outstanding notes to declare the
principal amount of all outstanding Notes to be immediately due
and payable by Resources, which amount is guaranteed by the
Company. The aggregate principal amount of Notes outstanding under
the Indenture is $402.5 million.

"If an 'Event of Default' has occurred under the Indenture, then
such default would also constitute an 'Event of Default' under the
Second Amended and Restated Five Year Credit Agreement, dated as
of November 7, 2006, among the Company, as borrower, the banks
named therein and Wachovia Bank, National Association, as
administrative agent. The occurrence of an 'Event of Default'
under the Credit Agreement would permit the Agent, at the request
or with the consent of the holders of greater than 50% of the
outstanding debt under the Credit Agreement, to declare the
obligations of lenders to make advances under the Credit Agreement
to be terminated and to declare all amounts payable under the
Credit Agreement to be due and payable. In such a situation, the
Company would expect to seek a waiver of any such 'Event of
Default' from, or make other arrangements with, the lenders under
the Credit Agreement. The Company currently does not have any
amounts borrowed under the Credit Agreement.

"Based upon the Company's view of its interpretation of the
Indenture and the remedies available to it under the Indenture as
well as the Company's financial resources, the Company does not
believe that the Notice of Default or the related litigation would
have a material adverse effect on its financial condition or
liquidity.

                           *     *     *

Standard & Poor's Ratings Services said that the ratings and
outlook on Alliant Energy Corp. (BBB+/Stable/A-2) and its
subsidiary, Alliant Energy Resources Inc. (AER; BBB+/Stable/NR),
are not immediately affected by the notice of default from the
indenture trustee with respect to AER's $402.5 million 2.5%
exchangeable senior subordinated notes (due 2030) that Alliant
Energy guarantees.

The trustee alleges that a covenant in AER's indenture was
breached as it relates to the transfer of AER's assets, and filed
a complaint with the U.S. District Court for the District of
Minnesota that will ultimately determine if the covenant has been
breached. If the court ultimately rules against Alliant Energy and
AER, they would have time to resolve the issue. Standard & Poor's
believes that the company's liquidity position is adequate to
cover any needs associated with an adverse ruling. Regarding the
existing cross default provision in the company's five-year credit
agreement, S&P expects that a waiver or modification would be
sought from the lenders regarding this provision. S&P will
continue to monitor the court proceeding and the adequacy of the
companies' liquidity.


AMBASSADOR INSURANCE: Appeals Court Upholds Ruling Against PwC
--------------------------------------------------------------
Bankruptcy Law360 reports that the U.S. Court of Appeals for the
Third Circuit handed down on Sept. 9 a ruling upholding a decision
made by the U.S. District Court for the District of New Jersey
against PricewaterhouseCoopers in an auditing malpractice lawsuit
brought by Vermont regulators seeking to recover damages related
to the 1983 collapse of Ambassador Insurance Co.

MaryClaire Dale at The Associated Press relates that Vermont
officials claimed that Ambassador Insurance's 1981 and 1982
financial statements, audited by Coopers & Lybrand, a predecessor
to PwC, had concealed the company's weakness from regulators.  The
jury in New Jersey awarded damages of about $120 million to the
creditors, which then increased to $183 million with pretrial
interest.  The AP states that the jury assigned 40% of the
liability to PwC and 60% to Ambassador Insurer's founder and
president, the late Arnold Chait.  The two courts said the
defendants had joint liability, leaving the company responsible
for the entire award, The AP says.  According to the report,
Ambassador American was a "surplus lines company," writing high-
risk policies, and therefore didn't have protection for
policyholders in the event of insolvency.  According to The AP,
the $183 million will be paid to policy holders, claimants, and
other creditors of Ambassador Insurance.  The plaintiffs' lawyer,
Richard Whitney, said that about 22,000 creditors are entitled to
share in the award, the report states.

Vermont Insurance Commissioner Paulette J. Thabault said that some
creditors who received partial payments over the years will now
get the full payment, The AP reports.

                   About Ambassador Insurance

Ambassador Insurance Co. was incorporated in Vermont, although it
operated from North Bergen, N.J. Co., which was deemed insolvent
and seized by Vermont's insurance department in 1983.


AMERICAN INT'L: S&P Cuts Ratings on 16 Units; Puts Negative Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 16 American
International Group Inc. subsidiary insurance-supported bond issues and
placed the ratings on CreditWatch with negative implications.

These rating actions follow the lowering of our counterparty credit
rating on American International Group and S&P's ratings on its
subsidiaries, as well as the placement of these ratings on CreditWatch
negative.
     
The ratings on the affected issues are based on the financial guarantee
insurance policies provided by the insurers, which guarantee the timely
payment of interest and principal according to the transactions' terms.
   
   
        Ratings Lowered and Placed on Creditwatch Negative
   
         American International Specialty Lines Inc. Issues
   
     Transaction                 Series/             Rating
                                 tranche    To                   From
     -----------                 -------    --                   ----
     Kidzmall Grand Rapids, LLC  
                                 1997       A+/Watch Neg         AA+
     Team Classic Golf Services, Inc.
                                 1997       A+/Watch Neg         AA+
     Wilshire Alabama Partners,LLC
                                 2004       A+/Watch Neg         AA+
     Wilshire Colorado Partners, LLC
                                 2002-1     A+/Watch Neg         AA+
     Wilshire DC Partners, LLC
                                 2004       A+/Watch Neg         AA+
     Wilshire Investors, LLC
                                 1999       A+/Watch Neg         AA+
     Wilshire Louisiana Advisers, LLC
                                 1999       A+/Watch Neg         AA+
     Wilshire Louisiana Partners II LLC
                                 2000       A+/Watch Neg         AA+
     Wilshire Louisiana Partners III, LLC
                                 2002       A+/Watch Neg         AA+
     Wilshire Louisiana Partners IV, LLC
                                 2003       A+/Watch Neg         AA+
     Wilshire New York Advisers II, LLC
                                 2001       A+/Watch Neg         AA+
     Wilshire New York Partners III LLC
                                 2000       A+/Watch Neg         AA+
     Wilshire New York Partners IV, LLC
                                 2004       A+/Watch Neg         AA+
     Wilshire New York Partners V, LLC
                                 2005       A+/Watch Neg         AA+
     Wilshire Texas Partners I, LLC
                                 2005         A+/Watch Neg         AA+
   
National Union Fire Insurance Co. of Pittsburgh, PA Issue
   
     Transaction               Series/              Rating
                               tranche      To                   From
     ------------              -------      --                   ----
     Wilshire Partners LLC
                               1999         A+/Watch Neg         AA+


AMERICAN INTERNATIONAL: Fed Offers $85BB Loan, to Get 80% Stake
---------------------------------------------------------------
The Federal Reserve Board on Tuesday, with the full support of the
Treasury Department, authorized the Federal Reserve Bank of New
York to lend up to $85 billion to the American International Group
under section 13(3) of the Federal Reserve Act.  The secured loan
has terms and conditions designed to protect the interests of the
U.S. government and taxpayers.

The Board determined that, in current circumstances, a disorderly
failure of AIG could add to already significant levels of
financial market fragility and lead to substantially higher
borrowing costs, reduced household wealth, and materially weaker
economic performance.  

The purpose of this liquidity facility is to assist AIG in meeting
its obligations as they come due. This loan will facilitate a
process under which AIG will sell certain of its businesses in an
orderly manner, with the least possible disruption to the overall
economy.

The AIG facility has a 24-month term. Interest will accrue on the
outstanding balance at a rate of three-month Libor plus 850 basis
points. AIG will be permitted to draw up to $85 billion under the
facility.

The interests of taxpayers are protected by key terms of the loan.
The loan is collateralized by all the assets of AIG, and of its
primary non-regulated subsidiaries.  These assets include the
stock of substantially all of the regulated subsidiaries.

The loan is expected to be repaid from the proceeds of the sale of
the firm's assets. The U.S. government will receive a 79.9 percent
equity interest in AIG and has the right to veto the payment of
dividends to common and preferred shareholders.

Matthew Karnitschnig, Deborah Solomon, and Liam Pleven at The Wall
Street Journal note that AIG's attempt to raise as much as $75
billion from private-sector banks failed, as the banks advising
the company concluded it would be impossible to organize a loan of
that size.

WSJ relates that over the weekend, federal officials had tried to
get the private sector "to pony up some funds," but when that
failed, Federal Reserve Chairman Ben Bernanke, New York Federal
Reserve President Timothy Geithner, Treasury Secretary Henry
Paulson concluded that federal assistance was needed to avert an
AIG bankruptcy, which they feared could have "disastrous
repercussions."

Bloomberg News, citing a person familiar with the matter, says AIG
has brought Weil Gotshal & Manges on board to provide bankruptcy
advice.  Attorneys at Weil Gotshal also represent  Lehman Brothers
in its bankruptcy case.

WSJ states that, on Tuesday, AIG announced that its basic
insurance and retirement services businesses are "fully capable of
meeting their obligations to policyholders," and that it was
trying to "increase short-term liquidity in the parent company."  
That didn't "include any effort to reduce the capital of any of
its subsidiaries or to tap into Asian operations for liquidity,"
WSJ says, citing AIG.

According to WSJ, insurance regulators in New York are also
working on a plan to let AIG move some assets into and out of its
subsidiaries to be able to borrow up to $20 billion against some
of them.  

Liam Pleven at WSJ reports that Maurice R. Greenberg, AIG's former
chief executive officer, said he wants to help the company.  
According to the report, Mr. Pleven said in a letter to AIG CEO
Robert Willumstad on Tuesday that he had made "repeated requests"
in the last two weeks to meet with Mr. Willumstad and the AIG
board to "offer my suggestions and help," but he has been ignored.  
Mr. Greenberg said that he had spoken with Mr. Willumstad on
Monday to offer help to AIG, WSJ states.  

Mr. Greenberg left AIG in 2005 amid an accounting scandal.  WSJ
relates that Mr. Greenberg remains involved in some legal battles
stemming from his tenure at AIG, and he is still fighting civil
charges from the New York attorney general's office related to the
accounting scandal and has denied any wrongdoing.  Mr. Greenberg
is also involved in civil litigation with AIG, the report adds.

WSJ states that Mr. Greenberg remains a substantial stockholder,
running Starr International Co. -- AIG's largest shareholder.  A
filing with SEC indicates that in July, Starr, directly and
indirectly, owned about 243 million shares in AIG.  Mr. Greenberg
also owned 12.9 million shares of AIG earlier this year.

WSJ reports that Mr. Greenberg and a group of affiliated
shareholders said on Tuesday that they may try to make their own
moves, including purchasing AIG units or trying to take control of
the company.  A spokesperson for the New York Insurance Department
said the department expects Mr. Greenberg to seek permission "if
he decides to follow through," WSJ states.  

Based in New York City, American International Group Inc. is an
international insurance and financial services organization, with
operations in more than 130 countries and jurisdictions.  The
company is engaged through subsidiaries in General Insurance, Life
Insurance & Retirement Services, Financial Services and Asset
Management.


AMERICAN MEDIA: Amends Cash Tender Offer for $570MM Senior Notes
---------------------------------------------------------------
American Media Operations Inc., American Media Inc.'s subsidiary,  
has amended its cash tender offers and consent solicitations in
respect of an aggregate of approximately $570 million of its
outstanding senior subordinated notes, consisting of:

   1) $400,000,000 aggregate principal amount of 10-1/4% Series B
      Senior Subordinated Notes due 2009 (CUSIP No. 02744RAH0)
      and $14,544,000 aggregate principal amount of 10-1/4%
      Series B Senior Subordinated Notes due 2009
      (CUSIP No. 02744RAM9) and

   2) $150,000,000 aggregate principal amount of 8-7/8% Senior
      Subordinated Notes due 2011 (CUSIP No. 02744RAK3) and
      $5,454,000 aggregate principal amount of 8-7/8% Senior
      Subordinated Notes due 2011 (CUSIP No. 02744RAP2) .

Concurrently with the Tender Offers and Consent Solicitations,
AMOI is offering to eligible holders of Existing Notes:

   i) 250,000 mandatorily convertible units comprised of, in the
      aggregate:

      (a) $250,000,000 aggregate principal amount of 12% senior
          notes due 2013, and

      (b) $15,910,000 aggregate principal amount at maturity
          ($159.10 in gross proceeds) of special senior
          subordinated discount notes due 2013, and

  ii) up to $340,364,800 aggregate principal amount at maturity
      (up to $320,000,000 in gross proceeds) of 10-1/4%
      mandatorily convertible senior subordinated discount notes
      due 2013.

Together with the Convertible Securities, AMI is offering up to
320,000 warrants to purchase a like number of shares of AMI's
Class A common stock, par value $0.01 per share, representing in
aggregate up to 20% of AMI's currently outstanding shares of
common stock.  For each $1,000 in accreted value of Convertible
Senior Subordinated Discount Notes purchased in the Concurrent
Offerings, AMI will issue one warrant to the purchaser thereof.
Under the terms of the Convertible Securities, on the date that in
excess of 90% ($373,089,600) of the 2009 Notes and in excess of
50% ($77,727,000) of the 2011 Notes are prepaid, redeemed or
acquired by AMOI, each Unit then outstanding will automatically
convert into $1,063.64 principal amount at maturity of AMOI's new
11.5% senior subordinated discount notes due 2013 and each $1.00
principal amount at maturity of Convertible Senior Subordinated
Discount Notes then outstanding will automatically convert into
$1.00 principal amount at maturity of Permanent Notes.  In order
to participate in the Tender Offers, an eligible holder must agree
to purchase Offered Securities in the Concurrent Offerings for a
purchase price equal to the principal amount of Existing Notes to
be validly tendered and not withdrawn by such eligible holder
pursuant to the Tender Offers.

AMOI has amended the terms of the Tender Offers and Consent
Solicitations to provide that AMOI is permitted to waive, as to a
particular Tender Offer or Consent Solicitation, the "Supplemental
Indenture Condition," as defined in the Offer to Purchase and
Consent Solicitation Statement and in the Consent Solicitation
Statement.  As a result, AMOI has the right to waive any condition
to any Tender Offer and/or Consent Solicitation.  In the event
AMOI waives the Supplemental Indenture Condition and consummates
the Tender Offers, the proposed amendments will not become
effective, however, AMOI will pay the total consideration, as
described in the Offer to Purchase and Consent Solicitation
Statement, and the consent payment, as described in the Consent
Solicitation Statement, to holders who validly delivered and did
not withdraw their consents on or prior to the Expiration Time
(defined below) with respect to such series of Existing Notes that
are accepted for payment in the applicable Tender Offer.

In addition, AMOI has amended the terms of the Convertible Notes
to allow up to $18.0 million of debt represented by additional
notes issued pursuant to Section 4.03(e) of the indentures
governing the Existing Notes to be permitted to be incurred under
the covenant "Limitation on indebtedness."  Except as described in
this press release, the other terms of the Tender Offers and
Consent Solicitations and the Convertible Securities and the
Permanent Securities remain unchanged.

The Tender Offers and Consent Solicitations are being made
pursuant to the Offer to Purchase and Consent Solicitation
Statement, as amended hereby, and the related Letter of
Transmittal and Consent, and the Consent Solicitation Statement,
as amended hereby, and the related Letter of Consent, each dated
Aug. 26, 2008, which more fully set forth the terms of the Tender
Offers and the Consent Solicitations.  The Tender Offers and
Consent Solicitations are scheduled to expire at 11:59 p.m., New
York City time, on Sept. 25, 2008, unless extended or earlier
terminated by AMOI.  Eligible holders who wish to receive the
total consideration must validly tender and not validly withdraw
their Existing Notes on or prior to the Expiration Time. All other
holders who wish to receive the consent payment must validly
consent and not validly revoke their consents on or prior to the
Expiration Time.  The Tender Offers and Consent Solicitations are
being made to holders of record of Existing Notes as of 5:00 p.m.
on Aug. 26, 2008.

J.P. Morgan Securities Inc. is acting as the Dealer Manager for
the Tender Offers and Solicitation Agent for the Consent
Solicitations and can be contacted at (212) 357-0775 (collect).  
MacKenzie Partners, Inc. is acting as the Information Agent for
the Tender Offers and Consent Solicitations as well as Tabulation
Agent for the Consent Solicitations.  Requests for documentation
relating to the Tender Offers and Consent Solicitations may be
directed to the Information Agent at (800) 322-2885 (toll free)
and (212) 929-5500 (collect).

                    About American Media Inc.

Headquartered in Boca Raton, Florida, American Media Inc.
-- http://www.americanmediainc.com/-- is a publisher of celebrity    
journalism and health and fitness magazines in the U.S.  These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and National Enquirer.  In addition to print properties, AMI owns
Distribution Services Inc., an in-store magazine merchandising
company.

                           *     *     *

As reported in the Troubled Company Reporter on Sept. 3, 2008,
Standard & Poor's Ratings Services said that American Media
Operations Inc.'s (CCC+/Negative/--) announcement that it has
commenced a tender offer for its $414.5 million 10-1/4% senior
subordinated notes due 2009 and its $155.5 million 8-7/8% senior
subordinated notes due 2011 at par value does not currently affect
the rating or outlook on the company.


ARCH COAL: Stronger Credit Measures Cue S&P to Lift Rating to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on St.
Louis, Missouri-based coal producer Arch Coal Inc.  The corporate
credit rating was raised to 'BB' from 'BB-'.  The outlook is
stable.
     
At the same time, S&P assigned a '4' recovery rating to the senior
secured notes issued by Arch Western Finance LLC.  S&P raised the
issue-level rating on these notes to 'BB', the same as the
corporate credit rating on Arch Coal, from 'BB-'.  These ratings
indicate the expectation for average (30% to 50%) recovery in the
event of a payment default.
     
"The upgrade reflects the company's strengthened credit measures,"
said Standard & Poor's credit analyst Maurice Austin.  "These stem
from continued good operating performance as a result of increased
coal pricing, specifically in the Central Appalachian Basin, and
higher volumes."
     
"The upgrade also reflects our expectation that Arch Coal will
generate significant free cash flow in the coming year because of
favorable contract pricing realized in the current high-price
environment and will use a portion of that cash flow to fund its
growth initiatives," S&P explains.
     
The ratings on Arch Coal reflect ongoing cost pressures in its
eastern operations, challenges posed by the inherent risks of coal
mining, a somewhat aggressive growth strategy, and high debt
levels.  Still, the company is benefiting from strong industry
conditions and maintains a diversified base of coal reserves.
     
Arch is one of the leading producers of coal in the U.S., with
coal reserves of approximately 2.9 billion tons.


ASARCO LLC: Will Pay $200 Million for Washington Clean-Up Costs
---------------------------------------------------------------
ASARCO LLC, according to the Seattle Post Intelligencer, will pay
$200,000,000 to clean up toxic contamination from its operations
in Washington, including its former copper smelter in Ruston,
Washington.

The report said that about $122,600,000 will go to the state and
the federal Environmental Protection Agency for work in
neighborhoods around the smelter site and in three counties.  The
remainder will be used for clean up at the B&L Woodwaste in
Milton.  

The agreement, the report said, is part of ASARCO's Plan of
Reorganization filed July 31, 2008.

Washington state officials told the Seattle PI that ASARCO's
reorganization plan, which proposes to pay $2,000,000,000 to
settle roughly $9,000,000,000 of environmental claims, is
"reasonable."

The U.S. Government, on behalf of the U.S. Environmental
Protection Agency, notified the U.S. Bankruptcy Court for the
Southern District of Texas that there were no public comments in
connection with the settlements entered into by the Debtors for
either the Couer d'Alene "Box" Site in Idaho or the Barker
Hughesville (Block P) Mining District Site in Montana.

                          About ASARCO LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--      
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

The Company filed for Chapter 11 protection on Aug. 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  James R. Prince, Esq., Jack
L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts
L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq.,
and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth,
P.C., represent the Debtor in its restructuring efforts.  Lehman
Brothers Inc. provides the ASARCO with financial advisory services
and investment banking services.  Paul M. Singer, Esq., James C.
McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give
legal advice to the Official Committee of Unsecured Creditors and
David J. Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.

When the Debtor filed for protection from its creditors, it listed
$600 million in total assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525).  They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Sander L.
Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in
Dallas, Texas, represents the Official Committee of Unsecured
Creditors for the Asbestos Debtors.  Former judge Robert C. Pate
has been appointed as the future claims representative.  Details
about their asbestos-driven Chapter 11 filings have appeared in
the Troubled Company Reporter since April 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-
21346) also filed for chapter 11 protection, and ASARCO has asked
that the three subsidiary cases be jointly administered with its
chapter 11 case.  On Oct. 24, 2005, Encycle/Texas' case was
converted to a Chapter 7 liquidation proceeding.  The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee.  Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee.

ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for Chapter 11
protection on Dec. 12, 2006.  (Bankr. S.D. Tex. Case No. 06-20774
to 06-20776).

Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta
Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining &
Development Co., Ltd., Peru Mining Exploration & Development Co.,
and Green Hill Cleveland Mining Co. filed for Chapter 11
protection on April 21, 2008.  (Bank. S.D. Tex. Case No. 08-20197
to 08-20202).

The Debtors submitted to the Court a joint plan of reorganization
and disclosure statement on July 31, 2008.  The plan incorporates
the sale of substantially all of the Debtors' assets to Sterlite
Industries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB de
CV, submitted a reorganization plan to retain its equity interest
in ASARCO LLC, by offering full payment to ASARCO's creditors in
connection with ASARCO's Chapter 11 case.  AMC would provide up to
$2.7 billion in cash as well as a $440 million guarantee to assure
payment of all allowed creditor claims, including payment of
liabilities relating to asbestos and environmental claims.  AMC's  
plan is premised on the estimation of the approximate allowed
amount of the claims against ASARCO.

Asarco Inc. and AMC are represented by Luc A. Despins, Esq., at
Milbank, Tweed, Hadley & McCloy LLP, in New York.

(ASARCO Bankruptcy News Issue No. 82; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).  


ASARCO LLC: Asbestos Claimants Must File Claims by November 2
-------------------------------------------------------------
ASARCO LLC further amended Schedule F of its Schedules of Assets
and Liabilities to include additional potential holders of
asbestos-related claims.

The list is available for free at:

     http://bankrupt.com/misc/asarco_asbestosclaimants.pdf

The Additional Claimants have until November 2, 2008, to file
Asbestos-Related Claims.

                          About ASARCO LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--      
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

The Company filed for Chapter 11 protection on Aug. 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  James R. Prince, Esq., Jack
L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts
L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq.,
and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth,
P.C., represent the Debtor in its restructuring efforts.  Lehman
Brothers Inc. provides the ASARCO with financial advisory services
and investment banking services.  Paul M. Singer, Esq., James C.
McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give
legal advice to the Official Committee of Unsecured Creditors and
David J. Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.

When the Debtor filed for protection from its creditors, it listed
$600 million in total assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525).  They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Sander L.
Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in
Dallas, Texas, represents the Official Committee of Unsecured
Creditors for the Asbestos Debtors.  Former judge Robert C. Pate
has been appointed as the future claims representative.  Details
about their asbestos-driven Chapter 11 filings have appeared in
the Troubled Company Reporter since April 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-
21346) also filed for chapter 11 protection, and ASARCO has asked
that the three subsidiary cases be jointly administered with its
chapter 11 case.  On Oct. 24, 2005, Encycle/Texas' case was
converted to a Chapter 7 liquidation proceeding.  The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee.  Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee.

ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for Chapter 11
protection on Dec. 12, 2006.  (Bankr. S.D. Tex. Case No. 06-20774
to 06-20776).

Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta
Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining &
Development Co., Ltd., Peru Mining Exploration & Development Co.,
and Green Hill Cleveland Mining Co. filed for Chapter 11
protection on April 21, 2008.  (Bank. S.D. Tex. Case No. 08-20197
to 08-20202).

The Debtors submitted to the Court a joint plan of reorganization
and disclosure statement on July 31, 2008.  The plan incorporates
the sale of substantially all of the Debtors' assets to Sterlite
Industries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB de
CV, submitted a reorganization plan to retain its equity interest
in ASARCO LLC, by offering full payment to ASARCO's creditors in
connection with ASARCO's Chapter 11 case.  AMC would provide up to
$2.7 billion in cash as well as a $440 million guarantee to assure
payment of all allowed creditor claims, including payment of
liabilities relating to asbestos and environmental claims.  AMC's  
plan is premised on the estimation of the approximate allowed
amount of the claims against ASARCO.

Asarco Inc. and AMC are represented by Luc A. Despins, Esq., at
Milbank, Tweed, Hadley & McCloy LLP, in New York.

(ASARCO Bankruptcy News Issue No. 82; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).  


ASARCO LLC: Court Okays Settlement With Liberty Mutual
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas has
approved a stipulation ASARCO LLC entered into with Liberty Mutual
Fire Insurance Company for the compromise and settlement of
Liberty Mutual's $10,750,000 claim in connection with a roof
collapse at ASARCO's Hayden, Arizona smelter.

On June 17, 2006, ASARCO's smelting and converter building
located in Hayden suffered a roof collapse causing severe damage
to the building and delaying productivity at the site.  The
smelter roof was insured by Liberty Mutual under policy number
MJ2-691-435135-015.  Following the roof collapse, ASARCO filed a
claim with Liberty Mutual for damages, including costs and
repairs to the building˙s structure and business interruption
losses.  The policy deductible was $5,000,000.  Unable to agree
on a damages calculation, ASARCO and Liberty Mutual management
entered into settlement negotiations.

Pending the parties' negotiation of a mutually agreeable
settlement, Liberty Mutual advanced a re-settlement payment of
$5,000,000 to ASARCO in September 2007.

Jennifer C. Stewart, Esq., at Baker Bots L.L.P., in Houston,
Texas, told the Court that ASARCO and Liberty Mutual have
reached a settlement after two years of negotiations.  Under the
settlement, the total loss attributable to the roof collapse is
determined to be $20,750,000, which includes $7,395,217 for
repairs to the roof and structure of the building and $13,355,783
for business interruption losses.  Liberty Mutual's net
compensation to ASARCO will be $10,750,000 for damages incurred,
which represents the $20,750,000 Settlement less the $5,000,000
Deductible and the $5,000,000 Advancement.

                          About ASARCO LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--      
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

The Company filed for Chapter 11 protection on Aug. 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  James R. Prince, Esq., Jack
L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts
L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq.,
and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth,
P.C., represent the Debtor in its restructuring efforts.  Lehman
Brothers Inc. provides the ASARCO with financial advisory services
and investment banking services.  Paul M. Singer, Esq., James C.
McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give
legal advice to the Official Committee of Unsecured Creditors and
David J. Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.

When the Debtor filed for protection from its creditors, it listed
$600 million in total assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525).  They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Sander L.
Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in
Dallas, Texas, represents the Official Committee of Unsecured
Creditors for the Asbestos Debtors.  Former judge Robert C. Pate
has been appointed as the future claims representative.  Details
about their asbestos-driven Chapter 11 filings have appeared in
the Troubled Company Reporter since April 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-
21346) also filed for chapter 11 protection, and ASARCO has asked
that the three subsidiary cases be jointly administered with its
chapter 11 case.  On Oct. 24, 2005, Encycle/Texas' case was
converted to a Chapter 7 liquidation proceeding.  The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee.  Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee.

ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for Chapter 11
protection on Dec. 12, 2006.  (Bankr. S.D. Tex. Case No. 06-20774
to 06-20776).

Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta
Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining &
Development Co., Ltd., Peru Mining Exploration & Development Co.,
and Green Hill Cleveland Mining Co. filed for Chapter 11
protection on April 21, 2008.  (Bank. S.D. Tex. Case No. 08-20197
to 08-20202).

The Debtors submitted to the Court a joint plan of reorganization
and disclosure statement on July 31, 2008.  The plan incorporates
the sale of substantially all of the Debtors' assets to Sterlite
Industries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB de
CV, submitted a reorganization plan to retain its equity interest
in ASARCO LLC, by offering full payment to ASARCO's creditors in
connection with ASARCO's Chapter 11 case.  AMC would provide up to
$2.7 billion in cash as well as a $440 million guarantee to assure
payment of all allowed creditor claims, including payment of
liabilities relating to asbestos and environmental claims.  AMC's  
plan is premised on the estimation of the approximate allowed
amount of the claims against ASARCO.

Asarco Inc. and AMC are represented by Luc A. Despins, Esq., at
Milbank, Tweed, Hadley & McCloy LLP, in New York.

(ASARCO Bankruptcy News Issue No. 82; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).  


ASARCO LLC: Wants to Implement Protocol to Settle Cure Disputes
---------------------------------------------------------------
To limit the number of issues that will come before the U.S.
Bankruptcy Court for the Southern District of Texas Court at
confirmation, ASARCO LLC and its debtor-affiliates seek to
implement a procedure to set cure amounts in accordance with
Sections 365(b)(1)(A), 1123 and 105(a) of the Bankruptcy Code in
advance of confirmation.

The Debtors' Joint Plan of Reorganization states that on the
Effective Date, the Debtors will assume more than 100 unexpired
leases and executory contracts, a schedule of which is available
for free at http://bankrupt.com/misc/asarco_assumedleases.pdf

To the extent not assumed or rejected, all unexpired leases or
executory contracts will be deemed rejected.  The Plan provides
for the payment of any cure amounts due under the leases and
contracts.  At the closing of the sale of substantially all of
ASARCO LLC's assets to Sterlite Industries, Ltd., the Debtors
will deliver to Sterlite a statement of any unpaid cure claims
amount and Sterlite will be permitted to pay any unpaid cure
claim amount.

The Debtors calculate that the aggregate cure amount for the more
than 100 contracts and leases identified for assumption is
approximately $1,000,000.  For most of the contracts and leases
identified for assumption, the Debtors have not been able to
identify any cure amount due.

To determine cure amounts for purposes of the Plan and for other
purposes, the Debtors propose to use a notice, which sets forth
(i) the name of the counter-party to the lease or contract, (ii)
the debtor that is a party to the lease or contract, (iii) a
brief description of the lease or contract and its effective
date, and (iv) the proposed cure amount.

The Debtors will immediately send the Notice to the parties
listed in the Assumed Contracts and Leases list.  The Debtors
anticipate that the identified contracts and leases will
constitute the first group of leases and contracts for which the
cure amount is set under the Cure Procedures.  Contemporaneously
with the submission to the counter-parties to the agreements, the
Debtors will send a copy of the Notice via e-mail to, the U.S.
Trustee, the Official Committee of Unsecured Creditors of ASARCO
LLC, the Official Committee of Unsecured Creditors of the
Asbestos Subsidiary Debtors, the Future Claimants Representative,
the U.S. Department of Justice, ASARCO's parent company, and the
Plan Sponsor.

Each counter-party to a lease or contract will have 15 days from
the date of the Notice to submit to Debtors' counsel an objection
to the proposed cure amount.  The will include documentation
supporting the cure amount believed to be owed by the objecting
party.  If a counter-party fails to submit an objection within
the required period, the cure amount proposed by the Debtors
shall be the cure amount in connection with the assumption of the
relevant lease or contract.  Neither the Notice, nor any
objections will be filed with the Court.

ASARCO LLC and the counter-party to the lease or contract will
have 15 days from the date of receipt of a timely-filed objection
to resolve any discrepancies in the proposed cure amount.  If the
parties are unable to reach an agreement, the Debtors may, within
their sole discretion, either:

   (a) file a formal motion with the Court for an order approving
       the assumption and setting the cure amount; or

   (b) address the dispute as part of the Plan confirmation
       process.

Additionally, at the end of the 15-day period, the Debtors will
file an affidavit, which will include the cure amounts for all
contracts and leases for which no timely objections were received
as well as any amounts that the parties were able to agree to
during the period set aside for the resolution of disputes.

The cure amounts to be determined pursuant to the Cure Procedures
will be binding for all purposes, including assumption of the
contracts and leases or any competing plan, to the extent
applicable, the Debtors state.

                          About ASARCO LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--      
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

The Company filed for Chapter 11 protection on Aug. 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  James R. Prince, Esq., Jack
L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts
L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq.,
and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth,
P.C., represent the Debtor in its restructuring efforts.  Lehman
Brothers Inc. provides the ASARCO with financial advisory services
and investment banking services.  Paul M. Singer, Esq., James C.
McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give
legal advice to the Official Committee of Unsecured Creditors and
David J. Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.

When the Debtor filed for protection from its creditors, it listed
$600 million in total assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525).  They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Sander L.
Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in
Dallas, Texas, represents the Official Committee of Unsecured
Creditors for the Asbestos Debtors.  Former judge Robert C. Pate
has been appointed as the future claims representative.  Details
about their asbestos-driven Chapter 11 filings have appeared in
the Troubled Company Reporter since April 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-
21346) also filed for chapter 11 protection, and ASARCO has asked
that the three subsidiary cases be jointly administered with its
chapter 11 case.  On Oct. 24, 2005, Encycle/Texas' case was
converted to a Chapter 7 liquidation proceeding.  The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee.  Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee.

ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for Chapter 11
protection on Dec. 12, 2006.  (Bankr. S.D. Tex. Case No. 06-20774
to 06-20776).

Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta
Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining &
Development Co., Ltd., Peru Mining Exploration & Development Co.,
and Green Hill Cleveland Mining Co. filed for Chapter 11
protection on April 21, 2008.  (Bank. S.D. Tex. Case No. 08-20197
to 08-20202).

The Debtors submitted to the Court a joint plan of reorganization
and disclosure statement on July 31, 2008.  The plan incorporates
the sale of substantially all of the Debtors' assets to Sterlite
Industries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB de
CV, submitted a reorganization plan to retain its equity interest
in ASARCO LLC, by offering full payment to ASARCO's creditors in
connection with ASARCO's Chapter 11 case.  AMC would provide up to
$2.7 billion in cash as well as a $440 million guarantee to assure
payment of all allowed creditor claims, including payment of
liabilities relating to asbestos and environmental claims.  AMC's  
plan is premised on the estimation of the approximate allowed
amount of the claims against ASARCO.

Asarco Inc. and AMC are represented by Luc A. Despins, Esq., at
Milbank, Tweed, Hadley & McCloy LLP, in New York.

(ASARCO Bankruptcy News Issue No. 82; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).


ASARCO LLC: Wants Green Valley Water Co. to Survey Pipeline
-----------------------------------------------------------
Pursuant to Section 363(b)(1) of the Bankruptcy Code, ASARCO LLC
seeks the U.S. Bankruptcy Court for the Southern District of Texas
Court's permission to enter into a Limited Access License with
Community Water Company of Green Valley, Inc., to permit Community
to survey an underground pipeline on ASARCO LLC's property in Pima
County, Arizona.

James R. Prince, Esq., at Baker Botts L.L.P., in Dallas, Texas,
tells the Court that Community is considering to construct a new
pipeline that will connect to the Central Arizona Project,
spanning 336 miles.  The pipeline diverts water from the Colorado
River into the Central and Southern Arizona for agricultural and
municipal use.  The terminus of the CAP is located on certain of
ASARCO's property located at the southwestern corner of the Pima
Mine Road and I-19 in Pima County, Arizona.

The ASARCO-owned lands in the vicinity of the Property also
contain other underground pipeline facilities that are owned and
operated by ASARCO and which have been in place for decades.  
ASARCO does not have any surveys, drawings, or other
documentation relating to the location of such underground
facilities, Mr. Princ says.

By this  motion, ASARCO seeks to allow Community to temporarily
access the Property solely for the purposes of locating, staking,
and surveying the location of the CAP and ASARCO's related
underground pipeline facilities, a necessary step towards the
construction of Community's proposed pipeline.

Upon completion of Community's work on the Property, Mr. Prince
declares, Community will provide ASARCO with copies of surveys,
drawings, or other documentation related to the underground
facilities.  There will be no cost to ASARCO for the documents,
and ASARCO will not be obligated to grant any additional or
future easements, licenses, leases, or other rights of access to
Community.

Mr. Prince contends that Section 363(b)(1) permits the Debtors,
after notice and a hearing, to use, sell, or lease property of
the estate other than in the ordinary course of its business
provided that the proposed action is supported by sound business
judgment, which, in this particular case, exists.

                          About ASARCO LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--      
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

The Company filed for Chapter 11 protection on Aug. 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  James R. Prince, Esq., Jack
L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts
L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq.,
and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth,
P.C., represent the Debtor in its restructuring efforts.  Lehman
Brothers Inc. provides the ASARCO with financial advisory services
and investment banking services.  Paul M. Singer, Esq., James C.
McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give
legal advice to the Official Committee of Unsecured Creditors and
David J. Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.

When the Debtor filed for protection from its creditors, it listed
$600 million in total assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525).  They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Sander L.
Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in
Dallas, Texas, represents the Official Committee of Unsecured
Creditors for the Asbestos Debtors.  Former judge Robert C. Pate
has been appointed as the future claims representative.  Details
about their asbestos-driven Chapter 11 filings have appeared in
the Troubled Company Reporter since April 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-
21346) also filed for chapter 11 protection, and ASARCO has asked
that the three subsidiary cases be jointly administered with its
chapter 11 case.  On Oct. 24, 2005, Encycle/Texas' case was
converted to a Chapter 7 liquidation proceeding.  The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee.  Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee.

ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for Chapter 11
protection on Dec. 12, 2006.  (Bankr. S.D. Tex. Case No. 06-20774
to 06-20776).

Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta
Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining &
Development Co., Ltd., Peru Mining Exploration & Development Co.,
and Green Hill Cleveland Mining Co. filed for Chapter 11
protection on April 21, 2008.  (Bank. S.D. Tex. Case No. 08-20197
to 08-20202).

The Debtors submitted to the Court a joint plan of reorganization
and disclosure statement on July 31, 2008.  The plan incorporates
the sale of substantially all of the Debtors' assets to Sterlite
Industries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB de
CV, submitted a reorganization plan to retain its equity interest
in ASARCO LLC, by offering full payment to ASARCO's creditors in
connection with ASARCO's Chapter 11 case.  AMC would provide up to
$2.7 billion in cash as well as a $440 million guarantee to assure
payment of all allowed creditor claims, including payment of
liabilities relating to asbestos and environmental claims.  AMC's  
plan is premised on the estimation of the approximate allowed
amount of the claims against ASARCO.

Asarco Inc. and AMC are represented by Luc A. Despins, Esq., at
Milbank, Tweed, Hadley & McCloy LLP, in New York.

(ASARCO Bankruptcy News Issue No. 82; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).


ASBURY AUTOMOTIVE: Moody's Affirms B1 Rating; Outlook Stable
------------------------------------------------------------
Moody's Investors Service affirmed the B1 corporate family rating
of Asbury Automotive, Inc., and changed the outlook to stable from
positive.

Ratings affirmed:

  -- Corporate family rating at B1;
  -- Probability of default rating at B1, and
  -- Senior subordinated notes at B3 (LGD5, 85%).

The change in outlook to stable results from deterioration in
Asbury's operating performance during the first half of 2008, its
increased leverage, and prospects for soft operating performance
for at least the next twelve months, the combination of which
results in a muting of potential upward rating momentum.  
"Asbury's operations have been pressured by the impact of the soft
macroeconomic environment, which has resulted in shrinking demand
industry wide, as well as the company's material exposure to the
Florida market" stated Moody's Senior Analyst Charlie O'Shea.

"Asbury's favorable new car mix has provided some insulation.  The
reduced reliance on new car sales, as well as the efficiency
improvements presently in progress, should temper any further
softness in operating performance and keep Asbury reasonably well-
positioned in the B1 rating category."

Asbury's B1 rating considers its credit metrics, which have
weakened, though remain solid for the rating in the auto retailer
segment, its favorable foreign/domestic OEM new vehicle mix, and
the increasing proportion of parts and service and finance and
insurance revenues, which is a positive.  These are balanced by
the difficult macroeconomic environment in the U.S., which is
compressing operating performance.  The rating also considers
Asbury's good liquidity, which will further improve upon the
upcoming closing of its new bank credit facilities.

Asbury Automotive, Inc., based in New York, is a leading retailer
of new and used automobiles with LTM ended June 30, 2008 revenues
of $5.4 billion.


ATHEROGENICS INC: Defaults on 4-1/2% Convertible Notes
-------------------------------------------------------
AtheroGenics, Inc. disclosed in a Securities and Exchange
Commission filing that it will not repay the its 4-1/2%
Convertible Notes due Sept. 2, 2008.  

The failure to repay the 2008 Notes on maturity results in an
event of default under the indenture governing the 2008 Notes and
creates an event of default under the indentures governing its 4-
1/2% Convertible Notes due 2011 and its 1-1/2% Convertible Notes
due 2012.  The 2011 Notes and 2012 Notes will be immediately due
and payable upon the Company's receipt of written notice from
either the trustee for such notes or the holders of not less than
25% in aggregate principal amount of each series of notes.  

As of Sept. 2, 2008, the Company had approximately $302 million of
2008 Notes, 2011 Notes and 2012 Notes outstanding.

                         About AtheroGenics

Based in Alpharetta, Georgia, AtheroGenics, Inc. --
http://www.atherogenics.com/-- is a research-based pharmaceutical  
company focused on the discovery, development and
commercialization of drugs for the treatment of chronic
inflammatory diseases, including diabetes and coronary heart
disease. It has one late stage clinical drug development program.

As of June 30, 2008, AtheroGenics, Inc. had $72.41 million in
total assets, $294.57 million in total liabilities, resulting in
$222.17 million in shareholders' deficit.


ATHEROGENICS INC: Noteholders File Involuntary Chap. 7 Petition
---------------------------------------------------------------
AtheroGenics, Inc. disclosed in a Securities and Exchange
Commission filing that noteholders filed on Sept. 15, 2008, a
petition with the U.S. Bankruptcy Court for the Northern District
of Georgia to place the Company in Chapter 7 bankruptcy.

The petitioning noteholders are:

   -- AQR Absolute Return Master Account, L.P.;
   -- CNH CA Master Account, L.P.;
   -- Tamalpais Global Partner Master Fund, LTD;
   -- Tang Capital Partners, LP; and
   -- Zazove High Yield Convertible Securities Fund, L.P.

As of Sept. 15, 2008, the noteholders hold approximately $20.4
million of the AtheroGenics' 4-1/2% Convertible Notes due 2008,
which the Company failed to repay on Sept. 2, 2008.

The Company is reviewing the involuntary bankruptcy petition filed
by the 2008 Noteholders and is evaluating its alternatives.

The case is In Re AtheroGenics, Inc. (Case No. 08-78200)

                         About AtheroGenics

Based in Alpharetta, Georgia, AtheroGenics, Inc. --
http://www.atherogenics.com/-- is a research-based pharmaceutical  
company focused on the discovery, development and
commercialization of drugs for the treatment of chronic
inflammatory diseases, including diabetes and coronary heart
disease. It has one late stage clinical drug development program.

As of June 30, 2008, AtheroGenics, Inc. had $72.41 million in
total assets, $294.57 million in total liabilities, resulting in
$222.17 million in shareholders' deficit.


AUCTION PASS-THROUGH: S&P Junks Ratings on Six Classes of Trusts
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on classes
A and B from Auction Pass-Through Trust Series 2007-6, Auction
Pass-Through Trust Series 2007-7, and Auction Pass-Through Trust
Series 2007-8.
     
The rating actions reflect the Sept. 7, 2008, lowering of the
rating on the underlying securities, the 6.02% noncumulative
perpetual preferred stock series X issued by Freddie Mac, to 'C'.
     
Auction Pass-Through Trust's series 2007-6, 2007-7, and 2007-8 are
pass-through transactions, and the ratings on the certificates
issued by these trusts are based solely on the rating assigned to
the underlying securities, the depositary shares of Freddie Mac's
6.02% noncumulative perpetual preferred stock series X.

                        Ratings Lowered

              Auction Pass-Through Trust Series 2007-6
$125 million auction pass-through trust class A and B certificates
                         series 2007-6

                                  Rating
                                  ------
                  Class    To               From
                  -----    --               ----
                  A        C                A-
                  B        C                A-

             Auction Pass-Through Trust Series 2007-7
   $125 million auction pass-through trust class A and B series
                              2007-7

                                  Rating
                                  ------
                   Class    To               From
                   -----    --               ----
                   A        C                A-
                   B        C                A-

              Auction Pass-Through Trust Series 2007-8
   $125 million auction pass-through trust class A and B series
                              2007-8

                                 Rating
                                 ------
                  Class    To               From
                  -----    --               ----
                  A        C                A-
                  B        C                A-


BANC OF AMERICA: S&P Lifts Class S-B-3 Rating from 'B' to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its ratings on 13
classes from Banc of America Funding 2007-4 Trust upward based on
a further review of the collateral supporting these U.S.
residential mortgage loans.  S&P had downgraded these classes on
Aug. 12, 2008, based on S&P's belief that the collateral consisted
of prime jumbo loans originated in 2007 because its systems did
not identify the loans as seasoned loans.  S&P has received
additional information confirming that the structure group
affected by the actions, structure group "S", consists of
loans that were seasoned an average of 39 months as of May 1,
2007, the cutoff date.  Consequently, S&P expects this mortgage
loan pool to experience lower levels of losses on these seasoned
loans.

S&P reinstated and affirmed its 'AAA' ratings on 10 classes (all
rated 'AA' previously) based on the sufficiency of actual and
projected credit support to maintain the 'AAA' ratings.  S&P also
reinstated and affirmed the 'AA' and 'A' ratings on classes S-B-1
and S-B-2, respectively.  S&P revised its rating on class S-B-3 to
'BB' after having lowered it to 'B' from 'BBB' on Aug. 12.  The
corrected downgrade, which is less severe than the downgrade of
Aug. 12, reflects S&P's current evaluation of the performance of
this class of seasoned loan collateral.  The affected classes are
all part of structure group "S", which is one of three different
structure groups in this transaction.

The Aug. 12, 2008, rating actions were part of a larger review of
U.S. prime jumbo residential mortgage-backed securities
transactions issued in 2007.

                         Ratings Revised

              Banc of America Funding 2007-4 Trust

                    Rating
                    ------
      Class   CUSIP       Current     Aug. 12     Pre-Aug. 12
      -----   -----       -------     -------     -----------
      4-A-1   05953YBR1   AAA         AA          AAA
      4-A-2   05953YBS9   AAA         AA          AAA
      5-A-1   05953YBT7   AAA         AA          AAA
      5-A-2   05953YBU4   AAA         AA          AAA
      5-A-3   05953YBV2   AAA         AA          AAA
      6-A-1   05953YBW0   AAA         AA          AAA
      7-A-1   05953YBX8   AAA         AA          AAA
      8-A-1   05953YBY6   AAA         AA          AAA
      S-IO    05953YBZ3   AAA         AA          AAA
      S-PO    05953YCA7   AAA         AA          AAA
      S-B-1   05953YCF6   AA          BBB         AA
      S-B-2   05953YCG4   A           BB          A
      S-B-3   05953YCH2   BB          B           BBB


BEAUTY CENTER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Beauty Center, Inc.
        3350 W. Ali Baba Lane, Suite D
        Las Vegas, NV 89118

Bankruptcy Case No.: 08-20540

Chapter 11 Petition Date: September 12, 2008

Court: District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: Zachariah Larson, Esq.
                  ecf@lslawnv.com
                  Larson & Stephens
                  810 S. Casino Center Boulevard, Suite 104
                  Las Vegas, NV 89101
                  Tel: (702) 382-1170
                  Fax: (702) 382-1169

Estimated Assets: $100,000 to $500,000

Estimated Debts: $1,000,000 to $10,000,000

A copy of the Debtor's petition that contains a list of its 20
Largest Unsecured Creditors is available at:

             http://bankrupt.com/misc/nvb08-20540.pdf


BEVERAGES & MORE: Weak Performance Cues Moody's to Junk Ratings
---------------------------------------------------------------
Moody's Investors Service downgraded Beverages & More, Inc.'s
corporate family rating to Caa1 from B3, probability of default
rating to Caa1 from B3, and assigned a negative outlook.  The
rating on the $100 million notes due 2012 was affirmed at Caa1.
The downgrade was prompted by BevMo's weak operating performance
which led to deterioration in the company's key credit metrics,
cash flow, and liquidity.  

In particular, for the last 12 month period ended July 12, 2008,
debt to EBITDA rose to 9.3 times and EBITA to interest expense
deteriorated to 0.7 times.

The negative outlook reflects the likelihood that BevMo's
operating performance and debt protection measures will
deteriorate further given the macroeconomic environment and
aggressive competition.

These ratings were downgraded:

  -- Corporate family rating to Caa1 from B3
  -- Probability of default rating to Caa1 from B3

These rating was affirmed:

  -- $100 million Sr. Secured Notes due 3/1/2012 was affirmed at
     Caa1 (LGD4, 52%)

The last rating action on this company was a first time rating
assignment in February 15, 2007.

Beverage & More, Inc. headquartered in Concord, California, is the
leading alcoholic beverage superstore-format retailer in the
Western United States and among the largest in the country.  The
company operates 89 superstores, 44 in Northern California, 36 in
Southern California and 9 in Arizona.  Revenues for the latest 12
months ended July 12, 2008 were $506 million.


BHM TECHNOLOGIES: Second Lien Lenders Stipulation with SAC OK'ed
----------------------------------------------------------------
The United States Bankruptcy Court for the Western District of
Michigan approved a stipulation BHM Technologies Holdings, Inc.,
and its debtor-subsidiaries entered into with SAC Domestic
Investments -- successor agent to Lehman Commercial Paper, Inc.,
for lenders owed $72,000,000 to lenders under the Second Lien
Credit Agreement, dated as of July 21, 2006, notwithstanding
objections filed by the U.S. Trustee and the Official Committee of
Unsecured Creditors.

Daniel McDermott, U.S. Trustee for the Michigan/Ohio Region IX,
and the Creditors Committee pointed out that the Agreement binds
the estate, any trustee, Committee to various stipulations, which
include the acknowledgment that the debts owed to the Second
Lienholders are acknowledged as valid, not subject to any
counterclaim, defense or offset, the liens of the Second
Lienholders are acknowledged as valid, and the replacement lien
granted to the Second Lienholders under the interim financing
order are continued.  The U.S. Trustee noted that, according to
the Debtors' schedules, the Second Lienholders' have no
collateral for their liens to attach to, therefore, they are
unsecured.  The U.S. Trustee asserted that because the Second
Lienholders are unsecured, there is no reason why they should be
granted any of the concessions that the Debtors have agreed to in
the stipulated order, nor is there any reason why these
concessions should be made binding upon the estates, the
creditors' committee, or any subsequent trustee.

The Debtors and the Prepetition Second Lien Lenders agree and
stipulate that:

   a. as of the Petition Date, the Debtors were indebted and
      liable to the Prepetition Second Lien Lenders, without
      defense, counterclaim or offset of any kind with respect to
      loans in the aggregate amount of $72,000,000 in principal
      and PIK interest made by the Prepetition Second Lien
      Lenders pursuant to, and in accordance with the terms of,
      the Prepetition Second Lien Loan Documents, plus fees and
      expenses, including fees and expenses of the Prepetition
      Second Lien Agent's attorneys and financial advisors, and
      other payment obligations incurred in connection therewith
      as provided in the Prepetition Second Lien Loan Documents,
      collectively, the "Prepetition Second Lien Obligations";

   b. the Prepetition Second Lien Obligations constitute the
      legal, valid, and binding obligation of the Debtors,
      enforceable in accordance with their terms, other than in
      respect of the stay of enforcement arising from section 362
      of the Bankruptcy Code;

   c. (i) no portion of the Prepetition Second Lien Obligations
          is subject to avoidance, recharacterization, recovery
          or subordination pursuant to the Bankruptcy Code or
          applicable nonbankruptcy law; and

     (ii) the Debtors do not have, and release any claims,
          counterclaims, causes of action, defenses or setoff
          rights, whether arising under the Bankruptcy Code or
          applicable nonbankruptcy law, existing, arising or
          accruing on or prior to the date, against the
          Prepetition Second Lien Agent, the Prepetition Second
          Lien Lenders and their respective affiliates,
          subsidiaries, agents, officers, directors, employees,
          attorneys and advisors; and

   d. the liens and security interests granted to the Prepetition
      Second Lien Agent, for its benefit and the benefit of the
      Prepetition Second Lien Lenders, pursuant to the
      Prepetition Second Lien Loan Documents are:

      (i) valid, binding, perfected and enforceable liens on and
          security interests, the "Prepetition Second Priority
          Liens," in the personal and real, tangible and
          intangible property constituting "Collateral" under,
          and as defined in, the Prepetition Second Lien Loan
          Documents, the "Prepetition Second Lien Collateral";

     (ii) not subject to avoidance, disallowance,
          recharacterization, or subordination pursuant to the
          Bankruptcy Code or applicable nonbankruptcy law, and
          subject and subordinate only to:

          (A) the Carve Out;

          (B) the liens and security interests granted in the DIP
              Agreement and the Interim and Final Orders to the
              DIP Agent to secure the DIP Financing and to the
              Prepetition First Lien Agent to provide adequate
              protection to the Prepetition First Lien Lenders;
              and

          (C) valid, perfected and non-avoidable liens permitted
              under the Prepetition Second Lien Loan Documents
              and the DIP Agreement.

The Interim Second Lien Adequate Protection Liens will be
effective and perfected for the duration of the Interim Order
without the necessity of the execution by the Debtors, or any
recording or filing, of security agreements, pledge agreements,
mortgages, financing statements or other agreements or documents.  
No claim or lien having a priority senior to or pari passu with
those granted to the Second Lien Lenders by the Interim Order to
the Prepetition Second Lien Agent and the Prepetition Second Lien
Lenders will be granted or allowed while any portion of the
Interim Second Lien Adequate Protection Obligations remains
outstanding.

The Stipulation will be binding upon the Debtors and any
successors and any party-in-interest and the Committee that:

   (a) with respect to any party-in-interest other than the
       Committee, no later than Aug. 11; and

   (b) with respect to the Committee, no later than the date that
       is the later of December 31, 2008 or 45 days after:

       (i) the Plan Support Agreements have terminated;

      (ii) the Escrow Payment has been returned to AEP; and

     (iii) either the Reorganization Plan has been withdrawn or
           this Court has entered an order denying confirmation
           of the Reorganization Plan, the Committee:

         (x) has been granted the power to assert claims or
             causes of action on behalf of the Debtors' estates
             against the Prepetition Second Lien Agent or any of
             the Prepetition Second Lien Lenders, or their
             respective agents, affiliates, subsidiaries,
             directors, officers, representatives, attorneys or
             advisors, arising out of or in connection with the
             Prepetition Second Lien Loan Documents, the
             Prepetition Second Lien Obligations, the Interim
             Second Lien Adequate Protection Payments or the
             the Prepetition Second Lien Collateral;
          
         (y) commences an adversary proceeding on behalf of the
             Debtors' estates against the Prepetition Second Lien
             Agent or any of the Prepetition Second Lien Lenders
             arising out of or in connection with the Prepetition
             Second Lien Loan Documents, the Prepetition Second
             Lien Obligations, the Interim Second Lien Adequate
             Protection Payments or the Prepetition Second Lien
             Collateral; and

         (z) the Court enters final judgment in favor of the
             party-in-interest in the adversary proceeding and
             the judgment becomes final and non-appealable.
             The Committee:
      
           (I) will not be required to request standing to
               commence an adversary proceeding that seeks to
               challenge, recharacterize, subordinate, avoid, or
               disallow the Prepetition Second Lien Obligations,
               the Prepetition Second Priority Liens, the
               Interim Second Lien Adequate Protection Payments
               and the Prepetition Second Lien Collateral,
               including any claims asserting that the 2006
               buyout and finance transaction of the Debtors was
               a leveraged buyout and a fraudulent conveyance;

          (II) may not seek oral discovery under oath in
               relation to any matters that might be asserted in
               the adversary proceeding absent a showing of
               cause, but may seek the production of documents,
               subject to any party's right to contest the
               discovery; and

         (III) may not incur or expend more than $25,000, the
               "Temporary Cap," investigating or researching any
               of the facts or legal issues that might be
               asserted in any adversary proceeding, unless
               and until:

           (a)(i) the Plan Support Agreements have terminated;

             (ii) the Escrow Payment has been returned to AEP;
                  and

            (iii) either the Reorganization Plan has been
                  withdrawn or the Court has entered an order
                  denying confirmation of the Reorganization
                  Plan; or

           (b) the Court will enter an order allowing the actions
              for cause shown, after which the Temporary Cap will
              no longer be applicable.  For the avoidance of
              doubt:

              (x) the contemplation of a Temporary Cap herein
                  will not indicate any party's agreement that
                  the Committee has the right to use any estate
                  funds to take any of the actions contemplated
                  in this paragraph 3;

              (y) all parties in interest will be permitted to
                  object to the Committee's use of any estate
                  assets to take any of the actions contemplated
                  in this paragraph 3, including through the
                  objection to any fee application filed by the
                  Committee or its professionals; and

              (z) no party in interest will be prejudiced in its
                  right to object to the Committee's use of
                  estate assets, including through the objection
                  to any fee application filed by the Committee
                  or its professionals, notwithstanding the
                  contemplation of a Temporary Cap herein.

Headquartered in Ionia, Michigan, BHM Technologies Holdings
Inc. -- http://www.browncorp.com/-- manufactures and sells   
automobile parts including air bags and electrical systems.  It
has manufacturing facilites in Mexico and operates under Brown
Corp.

BHM Technologies Holdings, Inc. and 14 affiliates filed separate
voluntary petitions under Chapter 11 on May 19, 2008 (Bankr.
W.D. Mich. Lead Case No. 08-04413).  Hannah Mufson McCollum,
Esq., Kay Standridge Kress, Esq., Robert S. Hertzberg, Esq., and
Leon R. Barson, Esq. of Pepper Hamilton LLP, represent the
Debtors in their restructuring efforts.  The Debtors total  
scheduled asset is $0 and its total scheduled liabilities is  
$336,506,519.

The Debtors have until Dec. 15, 2008, to exclusively file their
bankruptcy plan.  (BHM Technologies Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


BOMBAY CO: Joint Amended Plan Effective, Emerges from Chapter 11
----------------------------------------------------------------
Bloomberg News reports that the first amended consolidated joint
Chapter 11 plan of liquidation filed by Bombay Company Inc. and
the Official Committee of Unsecured Creditors became effective,
and the Debtor emerged from Chapter 11 protection.

As reported in the Troubled Company Reporter on Aug. 22, 2008, the
Debtor said that it obtained a commitment from the United States
Bankruptcy Court for the Northern District of Texas to sign a
confirmation order approving the Debtor's amended Chapter 11 plan.

John Franks, director of AlixPartners LLP, disclosed that majority
of holders of Class 3 general unsecured claims and Class 4 Bombay
Gift Card Convenience claims accepted the plan.

                          Accepted                 Rejected
                      -------------------     ------------------
    Classes           Amount       Number     Amount      Number
    -------           -------------------     ------------------
    3                 $20,077,717  174        $161,295    6
    4                 $183,680     2,297      $44,722     613

A full-text copy of the AlixPartners' ballot tabulation summary is
available for free at http://ResearchArchives.com/t/s?3102

                       Postpetition Financing

On Oct. 11, 2007, the Court authorized the Debtors to obtain, on a
final basis, up to $115 million in postpetition financing from GE
Corporate Lending and GE Canada Finance Holdings Company.  The
loan incurs interest rate of the higher of bank prim loan rate and
the Federal Fund Rate plus 0.50% per annum, according the Debtors'
regulatory filing with the Securities and Exchange Commission.

The loan will be used to fund operations, including employees
salaries and benefits as well as postpetition vendor payments
during Chapter 11 reorganization process.

                            Asset Sales

During an October 2007 auction, the Debtors accepted a bid by a
joint venture comprised of Gordon Brothers Retail Partners LLC and
Hilco Merchants Resources LLC of 109.5% of the actual cost value
of the Debtors' United States inventory.  Furthermore, the Debtors
also shared with GB Hilco Merchants in proceeds of the inventor
liquidation after GB Hilco recovered its investment plus an agreed
return.

On Nov. 8, 2007, the Court authorized the Debtors to sell their
corporate headquarters located at 550 Bailey Avenue in Fort Worth,
Texas, to Goff Capital Inc. for $16.35 million.  The Debtors
realized at least $1.8 million in the disposition of lease
designation rights.  As reported in the Troubled Company Reporter,
Goff Capital will be assuming the unexpired leases of office
spaces at the complex.  The Debtor also provided adequate
assurance of future performance pursuant to Section 365(f)(2) of
the U.S. Bankruptcy Code, and no cure amounts are required to be
paid to the office tenants pursuant to Section 365(b)(1).

On Oct. 11, 2007, the Debtors began negotiations with a Canadian
bidder -- Benix & Co. and affiliates of Hilco Consumer Capital --
for the sale of their Canadian operations.  The bidder offered to
pay 110% of the cost value of the Canadian inventory and proposed
to assume all of the obligations of the Debtors' Canadian assets.
The sale of the Debtors' Canadian assets was approved by the
Canadian Bankruptcy Court on Oct. 23, 2007.

The Court approved on Jan. 23, 2008, the sale of the Debtors'
intellectual property to Bombay Brands LLC for $2 million.  The
Debtors retained a 25% ownership in Bombay Brands.

                       Overview of the Plan

Under the Plan, Elaine D. Crowley, the appointed liquidation
trustee, will issue a share of common stock for The Bombay Company
Inc. and become the sole shareholders, officer and director of The
Bombay Company Inc. replacing its existing shareholders and
company officers.  All other shares of any class of stock of each
of the Debtors will be canceled on the Plan's effective date.

A liquidation trust will be created for the benefit of all
creditors of the estates holding allowed claims.

According to the Plan, the Debtors are expected to transfer any
of their assets including (i) cash and accounts, (ii) litigation
causes of action, (iii) ownership interest in Bombay Brands LLC,
(iv) all other property interests, rights, claims, defenses and
causes of action with respect to any and all non-debtor
intercompany claims or the Debtors.

Under the plan, each holder in Class 1 will be paid 100% of the
unpaid amount of allowed claim in cash after the distribution
date.  Holders may receive other less favorable treatment as may
be agreed upon by the claimant and the liquidation trustee.

At the liquidation trustee's option, holders of Class 2 Secured
Claims are entitled to get, either:

    a) 100% of the net proceeds from the sale of relevant
       collateral, up to the unpaid allowed amount of the claims;

    b) the return of the relevant collateral; or

    c) an alternative treatment as leaves unaltered the legal,
       equitable and contractual rights of the holder of the
       allowed claim.

On the effective date, holders of Class 3 General Unsecured
Creditors are expected to receive between 16.4% and 28.9% of the
allowed amount of their claims, plus their pro rata shares of any
value realized from the litigation causes of action.  The earlier
plan version provides a recovery to Class 3 holders between 18.5%
and 31.5% of the allowed amount of their claims.

Each holder of Class 4 Bombay Gift Card Convenience Claim will get
cash equal to 25% of the allowed amount of its claim in full on
the plan's effective date.  Class 4 holders will not be entitled
to any future distribution from the liquidation truste.

Holders of classes 5, 6 and 7 will not receive any distribution
from the Debtors.

A full-text copy of the Amended Disclosure Statement is available
for free at:

               http://ResearchArchives.com/t/s?2f37

A full-text copy of the Amended Joint Chapter 11 Plan of
Reorganization is available for free at:

               http://ResearchArchives.com/t/s?2f38

Based in Fort Worth, Texas, The Bombay Company Inc., (OTC
Bulletin Board: BBAO) -- http://www.bombaycompany.com/-- designs,
sources and markets a unique line of home accessories, wall decor
and furniture through 384 retail outlets and the Internet in the
U.S. and internationally, including Cayman Islands.

The company and five of its debtor-affiliates filed for Chapter 11
protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead Case No.
07-44084).  Robert D. Albergotti, Esq., John D. Penn, Esq., Ian T.
Peck, Esq., and Jason B. Binford, Esq., at Haynes and Boone, LLP,
represent the Debtors.

The Bombay Furniture Company of Canada Inc. - La Compagnie de
Mobilier Bombay Du Canada Inc.,-- sought protection from its
creditors from the Ontario Superior Court of Justice on Sept. 20,
2007.

The U.S. Trustee for Region 6 appointed seven creditors to serve
on an Official Committee of Unsecured Creditors.  Attorneys at
Cooley, Godward, Kronish LLP act as counsel to the Unsecured
Creditors Committee.  As of May 5, 2007, the Debtors listed total
assets of $239,400,000 and total debts of $173,400,000.

                            *    *    *

The Debtors' consolidated monthly operating report for April 30,
2008, showed total assets of $34,100,177 and total liabilities of
$31,780,942.


C54-1 SKYGARDEN: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: C54-1 Skygarden, LLC
        1825 S. Lake Stevens Road
        Snohomish, WA 98258

Bankruptcy Case No.: 08-15895

Chapter 11 Petition Date: September 12, 2008

Court: Western District of Washington (Seattle)

Judge: Karen A. Overstreet

Debtor's Counsel: Marc S. Stern, Esq.
                  marc@hutzbah.com
                  1825 NW 65th St.
                  Seattle, WA 98117
                  Tel: (206) 448-7996
                  http://www.hutzbahlaw.com/

Total Assets: $13,200,000

Total Debts: $13,211,000

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


CARILLON LTD: S&P Puts Class A-1 $84.5MM Notes Under Watch Neg
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on four
natural peril catastrophe bonds on CreditWatch with negative
implications:

     -- Ajax Re Ltd.'s Class A US$100 million principal at-risk
        variable-rate notes, Series 1 rated 'BB'.

     -- Carillon Ltd.'s Class A-1 US$84.5 million principal at-
        risk variable-rate notes, Series 1 rated 'BB-'.

     -- Newton Re Ltd.'s Class A US$150 million principal-at-risk
        variable-rate notes, Series 2008-1 rated 'BB'.

     -- Willow Re Ltd.'s $250 million Class B Series 2007-1
        principal-at-risk variable rate notes rated 'BB+'.

"These rating actions result from the bankruptcy filing of Lehman
Brothers Holdings Inc.," explained Standard & Poor's credit
analyst Gary Martucci.  LBHI is the guarantor of Lehman Brothers
Special Financing, the total return swap counterparty in each of
the catastrophe bonds.  A bankruptcy filing is a termination event
under the swap agreements.
      
"Given the uncertainty of events surrounding LBHI and,
consequently, LBSF and their ability to meet their commitments
under the swap documents, there is the potential for losses in the
collateral accounts to be passed through to the noteholders,"
Mr. Martucci added.  "If this occurs, we will revise the ratings
on the notes to 'D'."  Standard & Poor's will continue to actively
monitor ongoing events.
          

CASAS INVESTMENTS: Case Summary & Largest Unsecured Creditor
------------------------------------------------------------
Debtor: Casas Investments Inc.
        5601 E Slauson Avenue, Suite 208
        Commerce, CA 90040

Bankruptcy Case No.: 08-24828

Chapter 11 Petition Date: September 12, 2008

Court: Central District Of California (Los Angeles)

Judge: Ellen Carroll

Debtor's Counsel: Steven Earl Smith, Esq.
                  sesmithesq@aol.com
                  20969 Ventura Boulevard, Suite 230
                  Woodland Hills, CA 91364
                  Tel: (818) 430-7770

Total Assets: $5,000,440

Total Debts: $5,042,292

Debtor's Largest Unsecured Creditor:

   Entity                                          Claim Amount
   ------                                          ------------
Hanmi Bank                                             $850,000
Commercial Loan Department
3660 Wilshire Boulevard, Suite 1050/1034
Loas Angelis, CA 90010             


CHRYSLER LLC: Will Offer New Buyout Packages to Detroit Workers
---------------------------------------------------------------
Jeff Bennett at Dow Jones Newswires reports that a Chrysler LLC
spokesperson said that the company will start offering new buyout
packages to its Detroit hourly employees this week.

According to Mr. Bennett, the new packages are part of Chrysler's
plan to lay off about 4,000 workers amid a painful downturn in the
U.S. auto market, in addition to the 17,600 workers that already
accepted previous buyout offers.  A Chrysler spokerson said that
the company wants to lay off 22,000 of its 45,000 hourly employees
by the start of 2009.

Mr. Bennett reports that Chrysler is hoping for a boost from its
redesigned 2009 Dodge Ram pickup.

Mr. Bennet quoted Chrysler's Vice Chairperson Jim Press as saying,
"We are working through credit issues and we have to work that out
through the system.  Toward the end of 2009, you will see some
signs of improvement.  Hopefully we will be able to see a more
normal market."

                       About Chrysler LLC

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital            
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                          *     *     *

As reported in the Troubled Company Reporter on Aug. 11, 2008,
Standard & Poor's Ratings Services lowered its ratings on Chrysler
LLC, including the corporate credit rating, to 'CCC+' from 'B-'.

On July 31, 2008, TCR said that Fitch Ratings downgraded the
Issuer Default Rating of Chrysler LLC to 'CCC' from 'B-'.  The
Rating Outlook is Negative.  The downgrade reflects Chrysler's
restricted access to economic retail financing for its vehicles,
which is expected to result in a further step-down in retail
volumes.  Lack of competitive financing is also expected to result
in more costly subvention payments and other forms of sales
incentives.  Fitch is also concerned with the state of the
securitization market and the ability of the automakers to access
this market on an economic basis over the near term, given the
steep drop in residual values, higher default rates, higher loss
severity being experienced and jittery capital market.


CLICKABLEOIL.COM: Court Approves Firm's Sale to NRG Heat
--------------------------------------------------------
Allan Drury of The Journal News reports that Judge Adlai S. Hardin
Jr. of the U.S. Bankruptcy Court for the Southern District of New
York has approved the form of agreement to sell ClickableOil.com
to NRG Heat & Power LLC.

The Journal relates that before the sale is finalized,
ClickableOil.com must obtain bids from other prospective buyers in
a court-supervised auction.  The report says that bidding will
close on Sept. 30, under the order signed by Judge Hardin.

ClickableOil.com's Chief Executive Officer Nicholas Cirillo Jr.
and the company's chief financial and operating officer, Guy
Pipolo, are principals in NRG Heat, according to The Journal.

The Journal states that the agreement with NRG Heat, also a
creditor in ClickableOil.com's bankruptcy case, does not list a
specific purchase price.  No cash would change hands in the deal,    
the report says, citing Anne Penachio, Esq., at Lowey Dannenberg
Cohen & Hart P.C., the attorney for ClickableOil.com.  As agreed,
NRG Heat will get Clickable.com's contracts, leases, customer
lists, and other assets, the report states.  Ms. Panachio said
that if NRG Heat buys ClickableOil.com, it would assume the
liabilities and obligations of the company, The Journal states.

                     About ClickableOil.com

Larchmont, New York-based Clickableoil.com, Inc. --
http://www.clickableoil.com/-- sells heating oil.  It was founded  
by Cirillo, Pipolo and a third partner in 2000.  The company takes
orders for oil online and over the phone and then has other
dealers or transporters deliver the fuel to customers.  The
company filed for Chapter 11 protection on Aug. 29, 2008 (Bankr.
S.D.N.Y. Case No. 08-23253).  The News Journal says that documents
filed with the court show that ClickableOil.com has assets of
$1.21 million and liabilities of $11.71 million as of Aug. 1.


COLLECTIVE BRANDS: S&P Holds 'B+' Rating; Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Topeka,
Kansas-based specialty footwear retailer Collective Brands Inc. to
stable from negative.  At the same time, S&P affirmed all other
ratings on the company, including the 'B+' corporate credit
rating.
     
The outlook revision reflects the announcement that the monetary
award against Collective Brands in the adidas trademark
infringement case has been reduced to $65.3 million from
$305 million.  The reduction in the adidas judgment lowers the pro
forma debt to EBITDA ratio to 5.8x from 6.4x for the 12 months
ended Aug. 4, 2008.
     
"The ratings on Collective Brands reflect the company's
participation in the highly competitive and extremely fragmented
footwear industry, acquisition integration risk, legal issues, and
high debt leverage," said Standard & Poor's credit analyst David
Kuntz.


CONSOL ENERGY: S&P Lifts Credit Rating to BB+; Removes Pos. Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Canonsburg, Pennsylvania-based coal and gas producer
Consol Energy Inc. to 'BB+' from 'BB' and removed all ratings from
CreditWatch where they had been placed with positive implications
on Aug. 11, 2008.  The outlook is stable.
     
At the same time, S&P raised the rating on the company's 7.875%
secured notes due 2012 to 'BBB' from 'BBB-' and kept the recovery
rating at '1', reflecting S&P's expectation of very high recovery
(90% to 100%) in the event of a payment default.  However, with
the upgrade of the corporate credit rating to 'BB+', the company
has the option to request a release of the security, which, if it
occurs, could result in a downgrade of the notes.
     
"The upgrade reflects our expectation of improved financial
performance and strengthened credit measures as the company
resolves recent operational issues, realizes continued benefits
from the reopening of the Buchanan metallurgical coal mine, and
generates stronger cash flow from expected higher contract pricing
in the current favorable coal markets," said Standard & Poor's
credit analyst Marie Shmaruk.
     
The ratings reflect Consol's strength as an efficient producer of
underground coal, its significant reserves, and benefits from its
energy-diversification strategy.  The ratings also reflect the
company's high operating leverage, including underfunded
postretirement obligations, and significant capital expenditures.


COOSA EXCAVATING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Coosa Excavating, Inc.
        100 Four Star Lane
        Odenville, AL 35120
        Tel: (205) 640-1251

Bankruptcy Case No.: 08-41965

Type of Business: The Debtor is a building contractor.

Chapter 11 Petition Date: September 12, 2008

Court: Northern District of Alabama (Anniston)

Debtor's Counsel: Harry P. Long, Esq.
                  hlonglegal@aol.com
                  P.O. Box 1468
                  Anniston, AL 36202
                  Tel: (256) 237-3266

Total Assets: $3,342,000

Total Debts: $1,280,914

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/alnb08-41965.pdf


CUSTOM CONTRACTORS: Section 341(a) Meeting Slated for October 9
---------------------------------------------------------------
The United States Trustee for the Southern District of Georgia
will convene a meeting of creditors of Custom Contractors and
Associates Inc. at 11:00 a.m., on Oct. 9, 2008, at Augusta
Meetings in Georgia.

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 Martinez, Georgia, Custom Contractors and
Associates, Inc., filed for Chapter 11 protection from its
creditors on Aug. 28, 2008 (Bankr. S.D. Ga. Case No. 08-11806).  
James T. Wilson Jr., Esq., in Augusta, Georgia, represents the
Debtor.  When the Debtor filed for protection from its creditors,
it listed both assets and debts at between $10 million and
$50 million.


DANA CORP: Withdraws Objection to Ogre's $11,860,000 Claim
----------------------------------------------------------
Dana Corp. has withdrawn its objection to a claim filed by Ogre
Holdings, Inc.  Dana filed their objection to the claim on
March 7, 2008.  Ogre, f/k/a AcraLine Products, Inc., asserted an
$11,860,000 unsecured, nonpriority claim for damages on account of
the Debtors' rejection of a settlement agreement dated October 7,
2004, relating to environmental remediation at a site located in
Tipton, Indiana.

On May 28, 2008, the Court entered a stipulated order establishing
procedures to estimate the Ogre Claim, which, among other things,
set a final hearing on the Ogre Claim Objection and the estimation
of the Ogre Claim for November 3 and 4, 2008.

Subsequent to the entry of the Estimation Procedures Order, Ogre
and the Debtors entered into a settlement resolving their dispute
over the Ogre Claim and the remediation of the Tipton Site.  The
Settlement Agreement is now valid and binding pursuant to the
Debtors' Third Amended Joint Plan of Reorganization, as modified
and confirmed.

Also, Bankruptcy Law360 reports that a U.S. attorney for the
Southern District of New York has asked the Court to approve a
stipulation that would resolve $420 million in environmental
proofs of claim that the government filed against Dana Corp., in
exchange for about $125 million in allowed general unsecured
claims against the Debtor.

Under Dana's reorganization plan confirmed on Dec. 26, 2007,
general unsecured creditors will receive their pro rata share of
common stock in the reorganized Dana entity.

                           About DANA

Based in Toledo, Ohio, Dana Corporation -- http://www.dana.com/--      
designs and manufactures products for every major vehicle producer
in the world, and supplies drivetrain, chassis, structural, and
engine technologies to those companies.  Dana employs 46,000
people in 28 countries.  Dana is focused on being an essential
partner to automotive, commercial, and off-highway vehicle
customers, which collectively produce more than 60 million
vehicles annually.

Dana has facilities in China in the Asia-Pacific, Argentina in
the Latin-American regions and Italy in Europe.

The company and its affiliates filed for chapter 11 protection
on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of
June 30, 2008, the Debtors listed $7,482,000,000 in total debts,
resulting in $2,979,000,000 in total shareholders' deficit.

Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day,
in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq.,
Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in
Cleveland, Ohio, represent the Debtors.  Henry S. Miller at
Miller Buckfire & Co., LLC, served as the Debtors' financial
advisor and investment banker.  Ted Stenger from AlixPartners
served as Dana's Chief Restructuring Officer. -- pls. delete this,
Tar, kai not applicable na.

Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel
LLP, represens the Official Committee of Unsecured Creditors.
Fried, Frank, Harris, Shriver & Jacobson, LLP served as counsel
to the Official Committee of Equity Security Holders.  Stahl
Cowen Crowley, LLC served as counsel to the Official Committee
of Non-Union Retirees.

The Debtors filed their Joint Plan of Reorganization on
Aug. 31, 2007.  On Oct. 23, 2007, the Court approved the
adequacy of the Disclosure Statement explaining their Plan.
Judge Burton Lifland of the U.S. Bankruptcy Court for the
Southern District of New York entered an order confirming the
Third Amended Joint Plan of Reorganization of the Debtors on
Dec. 26, 2007.

The Debtors' Third Amended Joint Plan of Reorganization was deemed
effective as of Jan. 31, 2008.  Dana Corp., starting on
the Plan Effective Date, operated as Dana Holding Corporation.

(Dana Corporation Bankruptcy News, Issue No. 81; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/  
or 215/945-7000)


DANIEL SEMAN: Case Summary & Six Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Daniel Joseph Seman
        P.O. Box 582911
        Minneapolis, MN 55458

Bankruptcy Case No.: 08-44676

Chapter 11 Petition Date: September 15, 2008

Court: District of Minnesota (Minneapolis)

Judge: Nancy C. Dreher

Debtor's Counsel: William A. Vincent, Esq.
                  wavpatax@aol.com
                  William A. Vincent P.A.
                  17736 Excelsior Blvd.
                  Minnetonka, MN 55345
                  Tel: (952) 401-8883
                  Fax: (952) 401-8889

Estimated Assets: $1 million to $10 million

Estimated Debts: $1 million to $10 million

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/mnb08-44676.pdf


DRUMMOND CO: S&P Holds 'BB-' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard and Poor's Ratings Service affirmed its ratings,
including its 'BB-' corporate credit rating, on Birmingham,
Alabama-based Drummond Co. Inc.  The outlook is stable.
     
"The affirmation reflects our assessment that despite the
company's operating performance continuing to be good, the
company's limited operating diversity and risks associated with
operating in Colombia offset the improved performance," said
Standard & Poor's credit analyst Sherwin Brandford.
     
The rating on Drummond Co. Inc. reflects the company's limited
operating diversity; substantial exposure to the risks of
operating in Colombia, where it derives most of its cash flow;
aggressive growth spending plans; and a relatively small but
growing production base. Still, Drummond maintains a relatively
low-cost position compared with eastern U.S. coal companies,
possesses a strategic location as a seaborne coal exporter, and
maintains adequate liquidity.


FOUNDATION COAL: S&P Holds 'BB-' Credit Rating with Stable Outlook
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Linthicum Heights, Maryland-based Foundation Coal Corp., including
its 'BB-' corporate credit rating.  The outlook is stable.
     
"The affirmation reflects our expectation that despite the high
likelihood that the company's operating performance and cash flow
will benefit from good industry conditions over the next several
quarters, Foundation Coal will likely maintain its somewhat
aggressive financial profile as it pursues additional growth
initiatives," said Standard & Poor's credit analyst Maurice
Austin.
     
The company recently added reserves in the Powder River Basin and
is likely to add more reserves in the basins in which it operates
in an effort to introduce additional capacity to existing mines.   
As a result, S&P would expect the company to maintain a financial
profile more consistent with the current rating, with debt to
EBITDA around 3x.
     
The ratings on Foundation Coal reflect its aggressive financial
leverage, production concentration, and inherent operating risks
of coal mining.  Partially offsetting these risks are its
competitive cost position and favorable long-term coal industry
conditions.  Although S&P is concerned about escalating costs and
environmental challenges, S&P maintains a favorable longer-term
outlook for the coal industry because of depleting reserve bases
in the Central Appalachia region, difficulties in permitting new
development opportunities, high prices for alternative fuel
choices, and positive supply demand trends in the U.S. coal
market.

                       
FRONTIER AIRLINES: Teamsters Oppose Plan to Subcontract Work
------------------------------------------------------------
The Teamsters union, which represented the 425 Frontier Airlines
Inc.'s employees, including mechanics, appearance agents and
material specialists, said it will oppose Frontier Airlines'
attempt to subcontract maintenance work.  

Frontier told the union during negotiations that it intends to
outsource all of the heavy C-check work to a foreign country.

"The Teamsters adamantly and steadfastly opposes any
subcontracting of maintenance work with the resulting job losses,"
Teamsters Local 961 president Matthew Fazakas, said.  "The company
has not demonstrated a need to send the work to a foreign
country," said Mr. Fazakas.

Teamsters Local 961, Teamsters Local 41, Teamsters Local 104 and
the International Brotherhood of Teamsters comprise the union's
negotiating committees.  They met with Frontier five times since
Sept. 4.

Frontier has also proposed an extension of the interim wage
concession agreement reached in May.  The company wants to
continue the wage reductions for an extended period for all groups
represented.  According to the interim agreement, wages will
return to the full contract rate on Sept. 27.

"The company has not demonstrated a need for an extension of the
interim concession agreement," Mr. Fazakas said.  "The Teamsters
members employed at Frontier are standing strong and united
against the company's attempts to subcontract our good-paying
Colorado jobs to a foreign country and to get uneven and unfair
concessions."

               About Frontier Airlines Inc.

Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provides air transportation
for passengers and freight.  It operates jet service carriers
linking its Denver, Colorado hub to 46 cities coast-to-coast,
eight cities in Mexico, and one city in Canada, as well as provide
service from other non-hub cities, including service from 10 non-
hub cities to Mexico.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.:
08-11297 thru 08-11299.)  Benjamin S. Kaminetzky, Esq., and Hugh
R. McCullough, Esq., at Davis Polk & Wardwell, represent the
Debtors in their restructuring efforts.  Togul, Segal & Segal
LLP is the Debtors' conflicts counsel.  Faegre & Benson LLP is
the Debtors' special counsel.  Kekst and Company is the Debtors'
Communications Advisors.


GATEWAY STONE: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Gateway Stone Associates, LLC
        23852 Pacific Coast Highway, Suite 740
        Malibu, CA 90265
        Tel: (310) 457-4500

Bankruptcy Case No.: 08-16953

Type of Business: The Debtor is real estate corporation.

Chapter 11 Petition Date: September 12, 2008

Court: Central District Of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: David W. Meadows, Esq.
                  david@davidwmeadowslaw.com
                  1801 Century Park East, Suite 1250
                  Los Angeles, CA 90067
                  Tel: (310) 557-8490

Estimated Assets: Less than $50,000

Estimated Debts:  $10,000,000 to $50,000,000

Debtor's list of its 19 Largest Unsecured Creditors:

   Entity                                          Claim Amount
   ------                                          ------------
Elizabeth Moule & Steanos Polyzoides                   $249,559
180 East California Boulevard
Pasadena, CA 91105

Monarch at Riverside, LP                               $175,000
401 B Street, Suite 1200
San Diego, CA 92101

Hunsaker & Associates Irvine, Inc.                     $121,647
3 Hughes Irvine
Irvine, CA 92618-2021

Country of Riverside-Paul McDonnell                    $114,744

Fullerton, Lemann, Schaeffer & Dominick                 $52,007

Natural Resource Consultants                            $28,101

County of Riverside/Land Development Fees               $26,520

Hanson Wilson, Inc.                                     $15,776

TDK Associates, Inc.                                    $12,842

Cushman & Wakefield of California                        $6,250

Buchanan Ingresoll & Rooney PC                           $5,591

Firewise 2000, Inc.                                      $4,500

William Hezmalhalch Architects, Inc.                     $4,204

TMG Communications, Inc.                                 $3,770

State Water Resources Control Board                      $3,650

Hilltop Geotechnical, Inc.                               $3,387

Weatherbolt & Associates, Inc.                           $2,883

Travelers Companies/Golf Ins.                            $2,135

Urban Crossroads                                           $621


GCC REALTY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: GCC Realty Company, LLC
        675 West Indiantown Road, Ste. 103
        Jupiter, FL 33458

Bankruptcy Case No.: 08-23379

Chapter 11 Petition Date: September 15, 2008

Court: Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

Debtor's Counsel: Craig I. Kelley, Esq.
                  cik@kelleylawoffice.com
                  Kelley & Fullton P.A.
                  1665 Palm Beach Lakes Blvd #1000
                  West Palm Beach, FL 33401
                  Tel: (561) 491-1200
                  http://kelleylawoffice.com/

Estimated Assets: $100,000 to $500,000

Estimated Debts: $50 million to $100 million

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb08-23379.pdf


GEORGE FUCHS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: George Fuchs Company, Inc.
         dba Seafood Logistics
        P.O. Box 13411
        Sacramento, CA 95813

Bankruptcy Case No.: 08-33066

Chapter 11 Petition Date: September 15, 2008

Court: Eastern District of California (Sacramento)

Judge: Christopher M. Klein

Debtor's Counsel: Anthony Asebedo, Esq.
                  11341 Gold Express Dr. #110
                  Sacramento, CA 95670
                  Tel: (916) 925-1800

Estimated Assets: $500,000 to $1 million

Estimated Debts: $1 million to $10 million

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/califeb08-33066.pdf


GREAT CIRCLE: Exclusive Plan-Filing Period Extended to October 15
-----------------------------------------------------------------
According to a status report filed with the U.S. Bankruptcy Court
for the Central District of California by Ron Bender, Esq.,
counsel for Great Circle Family Foods, LLC, and its debtor-
affiliates, the court further extended the Debtors' exclusivity
periods to file and obtain acceptances of a plan of reorganization
to Oct. 15, 2008, and Dec. 16, 2008.

This is the Debtors' third exclusivity request.  The Debtors said
they need more time to formulate their ideal exit strategy.

The Debtors were in talks with their franchisor, Krispy Kreme
Doughnuts Corporation, with regard to their proposed acquisition
of three stores located in Orange, Ontario and Burbank, which they
manage for KKD.  The Debtors also need to reach a mutually
acceptable accomodation with their primary secured creditor, GE.  
A prepetition written agreement with GE was premised upon the KKD
acquisition of certain of the Debtors' locations.

The Debtors are waiting to receive the written agreement from KKD.  
The Debtors extended a written proposal to GE months ago, yet,
have not received any reponse from GE.

The Debtors could proceed with the filing of a plan without an
agreement with GE, however, the Debtors would prefer to have an
agreement with GE before they file for a plan.

                 Executory Contracts or Unxpired Leases

At a March 11, 2008 hearing, the Court granted the Debtors'
request to assume all of their non-residential real property
leases except for their lease of a Mission Viejo store, which was
rejected.  Although subsequently, the Debtors entered a month-to-
month agreement with the landlord for which a motion is currently
pending before the Court.

At a hearing held on June 12, 2008, the Court approved the
Debtors' sale and assignment of its lease for a Crenshaw location
to the owner of the Carl's Junior restaurant chain.  

                       About Great Circle

Based in Fullerton, California, Great Circle Family Foods,
LLC -- http://www.gcff.com/-- is a Krispy Kreme Doughnuts   
franchisee with about a dozen stores operating in Southern
California.  The company and five of its affiliates filed for
chapter 11 protection on Aug. 22, 2007 (Bankr. C.D. Calif. Lead
Case No. 07-12600).  Kim Tung, Esq., Monica Y. Kim, Esq., and
Ron Bender, Esq., at Levene, Neale, Bender, Rankin & Brill,
L.L.P., represent the Debtors.  Weiland, Golden, Smiley, Wang
Ekvall & Strok LLP serves as counsel of the Official Committee of
Unsecured Creditor.  When the Debtors filed for protection from
their creditors, they listed both assets and debts of between
$1 million and $10 million.


GREENHEAD LLC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Greenhead LLC
        P.O. Box 9557
        Columbus, MS 39705

Bankruptcy Case No.: 08-13699

Chapter 11 Petition Date: September 12, 2008

Court: Northern District of Mississippi (Aberdeen)

Debtor's Counsel: Craig M. Geno, Esq.
                  mgeno@harrisgeno.com
                  Harris Jernigan & Geno, PLLC
                  P.O. Box 3380
                  Ridgeland, MS 39158-3380
                  Tel: (601) 427-0048

Estimated Assets: $100,000 to $500,000

Estimated Debts: $1,000,000 to $10,000,000

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/msnb08-13699.pdf


GUITAR CENTER: Moody's Cuts POD Rating to Caa1; Outlook Stable
--------------------------------------------------------------
Moody's Investors Service downgraded Guitar Center Holdings,
Inc.'s long term ratings, including its probability of default
rating to Caa1.  The speculative grade liquidity rating of SGL-3
is affirmed.  The rating outlook is stable.  The downgrade
reflects Guitar Center's soft growth which has resulted in weaker
than expected credit metrics.  In addition, the downgrade reflects
our expectation that over the next twelve months performance will
likely remain below Moody's original expectations resulting in
credit metrics that are more reflective of a Caa1 rating.

These ratings are downgraded:

For Guitar Center Holdings, Inc.:

  -- Probability of default rating to Caa1 from B3;
  -- Corporate family rating to Caa1 from B3.

For Guitar Center Inc.

  -- Senior secured bank credit facility to B3 (LGD3, 38%) from B2
     (LGD4, 41%).

This rating is affirmed:

For Guitar Center Holdings, Inc.:

  -- Speculative grade liquidity rating of SGL-3.

The Caa1 corporate family rating reflects Guitar Center's heavy
debt load and slower than expected sales growth which has resulted
in very weak credit metrics.  In particular, Guitar Center's sales
growth at its core retail division has been below Moody's original
expectations and the solid sales improvements at its direct
response subsidiary have not been significant enough to offset
this shortfall.  While the company has been able to drive earnings
improvements despite its soft sales, the earnings improvements
have not been to levels significant enough to improve credit
metrics.  

Given the current economic and competitive pressures the company
faces, Moody's expects that Guitar Center's retail division will
continue to face soft comparable store sales growth and will
likely maintain very weak credit metrics over the medium term.  
Offsetting these negative pressures is Guitar Center's leading
market position in musical instruments sales and rentals, its well
recognized brand name among its core customers, and Moody's belief
that sales will hold up reasonably well in a recession.

The company has adequate liquidity, as represented by its
speculative grade liquidity rating of SGL-3.  Moody's expects that
free cash flow for the next twelve months will likely be modestly
positive to break even level.  Guitar Center has a $375 million
asset based revolving credit facility.  Financial covenants under
this facility are only tested when availability falls below 30%.  
The company has ample excess availability to meet this hurdle.

Guitar Center, Inc. with headquarters in Westlake Village,
California, is the largest musical instrument retailer with 311
stores and a direct response segment.  Revenues for the lagging
twelve months ending June 30, 2008 were about $2.3 billion.


HEAVEN INVESTMENT: Section 341(a) Meeting Slated for October 2
--------------------------------------------------------------
The United States Trustee for the Eastern District of California
will convene a meeting of creditors of Heaven Investment Holding
Corp. at 9:00 a.m., on Oct. 2, 2008, at its office.

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 Sacramento, California, Heaven Investment Holding
Corp. is a real estate corporation.  It filed for chapter 11
protection on Aug. 29, 2008 (Bankr. E.D. Calif. Case No.
08-32280).  Judge Thomas Holman presides over the case.  Yasha
Rahimzadeh, Esq., represents the Debtor.  When the Debtor filed
for protection from its creditors, it listed total assets of
$21,120,000 and total liabilities of $30,571,763.


HELLER EHRMAN: Speculations Abound as Wamu Teeters, Lawyers Leave
-----------------------------------------------------------------
Zach Lowe of The American Lawyer reports that a possible collapse
of Washington Mutual Corp. could significantly affect the business
of Heller Ehrman LLP.

Mr. Lowe said AmLaw turned to Westlaw to get an answer on the
question of which litigation department stands to lose the most if
WaMu collapses.  Heller Ehrman is top on the list, having handled
24 matters for the bank since 2003, including 12 in the last two
years, Mr. Lowe said.

"Much of the work has involved defending the bank in wage and hour
disputes, says Jonathan Hayden, a Heller partner," according to
Mr. Lowe's post.

The post stated that Heller Ehrman's work for Wamu includes:

     -- defense in class actions linked to the subprime mortgage
        crisis, including one brought by a Connecticut hedge fund
        that purchased $18 million in bonds backed by junk
        mortgages; and

     -- corporate matters, including advisory work when Wamu began
        issuing covered bonds this year and when it acquired  
        mortgage-lending arms of PNC Bank and Fleet Boston
        Financial Corp.

According to the report, other Am Law 200 firms with major WaMu
connections include Reed Smith, Simpson Thacher & Bartlett,
Goodwin Procter, K&L Gates and Ballard Spahr Andrews & Ingersoll.

Meanwhile, Bankruptcy Law360 reports that merger talks involving
Heller Ehrman and Mayer & Brown, LLP have fallen through for the
second time in just over a month.  According to the report, Mayer
& Brown backed out citing client and practice conflicts.

A report also says that up to 40 lawyers is leaving from the
firm's intellectual property group.  Debra Cassens Weiss of ABA
Journalk Law News Now cites a Daily Journal Report stating that
the lawyer leaving includes two key partners.  Meanwhile,
according to Niraj Chokshi of The Recorder, at least 15 lawyers
from the firm are leaving for Covington & Burling.  Heller has
reportedly lost about 35 partners firmwide since January.   

According to The Recorder, the firm was one of three on the Am Law
100 to have seen a drop in revenue in 2007.  The other two firms
were Holland & Knight, of Miami, and Atlanta's Kilpatrick
Stockton.

Heller is denying rumors that it may dissolve, Mr. Lowe stated in
a separate post that cites The Wall Street Journal's Law Blog.

Heller Ehrman LLP -- http://www.hewm.com/-- with 650 attorneys  
and professionals in the United States, Europe and Asia, offers
full range of litigation, business and intellectual property
services.


HILEX POLY: To Close Mount Olive Plant and Lay Off 160 Workers
--------------------------------------------------------------
Hilex Poly Co. said Thursday that it will close its Mount Olive
factory and lay off about 160 employees, the News & Observer,
Raleigh, N.C. reports.

According to the report, the company is reducing production
capacity as demand for plastic bags wanes.

Hilex Poly will begin laying off workers at the plant at around
Nov. 10.

                       About Hilex Poly

Headquartered in Hartsville, South Carolina, Hilex Poly Co. LLC
-- http://www.hilexpoly.com/-- manufactures plastic bag and film
products.  The company has approximately 1,324 personnel and has
10 manufacturing facilities located in the United States.  The
company and its affiliate, Hilex Poly Holding Co. LLC, filed
for Chapter 11 protection on May 6, 2008 (Bankr. D. Del. Lead Case
No.08-10890).  Hilex Poly is a majority-owned subsidiary of Hilex
Poly Holding Co. LLC.  Edmon L. Morton, Esq., and Kenneth J.
Enos, Esq., at Young, Conaway, Stargatt & Taylor in Wilmington,
Delaware, represent the Debtors in their restructuring efforts.
The Debtors selected Epiq Bankruptcy Solutions LLC as claims
agent.  The U.S. Trustee for Region 3 did not appoint creditors
to serve on an Official Committee of Unsecured Creditors.  When
the Debtors filed for protection from their creditors, they listed
assets and debts of between $100 million and $500 million.

As reported in the Troubled Company Reporter on July 10, 2008,
Hilex Poly emerged from Chapter 11 protection in July, after
meeting all statutory requirements of the company's Plan of
Reorganization.


HOME INTERIORS: Balks at Extension of Panel's Review Deadline
-------------------------------------------------------------
Home Interiors & Gifts, Inc., and its affiliated debtors filed an
objection with the U.S. Bankruptcy Court for the Northern District
of Texas to the Unsecured Creditors Committee's request to extend
the panel's investigation deadline.

The Debtors' counsel, Michael P. Massad, Jr., Esq., at Hunton &
Williams LP, asserts that the additional time requested for the
investigation will further delay the progress of the case, and
compound the already egregious costs to the estates in trying to
respond to the requests for production propounded by the
Committee.

The Committee wants the deadline moved 20 days after the delivery
of documents requested from the Debtors and their prepetition
lenders.  The current deadline expired August 29, 2008.

Mr. Massad tells the Court that the Committee is seeking a third
extension.  The Debtors were required in July to expend $357,000
in multiple attorney time and related costs, in an attempt to meet
the Committee's production demands, Mr. Massad says.  The
Committee requested ". . . all documents . . . back in time to
2004 . . . ."  According to Mr. Massad, the Committee did not
articulate that "all documents" produced needed to be reviewed for
responsiveness, nor did it stipulate that there was any numerical
limit to the number of documents to be produced.  Instead, the
Committee has acknowledged that it has "received a voluminous
amount of documents," and that it received at least 98% of the
documents reflected in the chart contained in the Committee's
motion.  Mr. Massaid says that the Committee has had substantially
all relevant documents needed to investigate the claims for a
significant period of time.

The Committee and its counsel were selected on May 15, 2008.  FTI
Consulting, the Committee's financial analyst, met with and asked
the Debtors and their management staff for certain information and
production of documents as early as May 19, 2008, which the
Debtors then provided.  The Committee failed to serve its document
requests on Debtors until the end of June and did not request
informal meetings with the Debtors' officers or employees to focus
the scope of anticipated discovery.

Mr. Massad tells the Court that the Committee has had over 12
weeks to conduct its investigation of Debtors' affairs, and the
Debtors would dispute whether or not the Committee "has been
diligently undertaking [this] investigation," since it appears to
have only reviewed a limited number of produced documents it has
had in its possession for some time, and is now asking the Court
for a third extension longer than the previous two extensions
voluntarily agreed to by Debtors, Highland Capital Management, LP,
and Nexbank, SSB.

Instead of requesting interviews with the Debtors' chief financial
officer and management at the inception of this process to
informally discuss those individuals' knowledge of payments,
transfers or other conveyances, the Committee requested the Debtor
to produce documents and now complains about the broad scope of
information the Debtors produced, Mr. Massad says.  Mr. Massad
claims that the Committee never attempted to limit the scope of
the discovery to specific issues, time periods, or events, and
never sought to more fully understand the significance of claims
it might bring, in an effort to limit the discovery process.  The
Committee's request for "all documents," which has cost the
affected parties, upon information and belief, close to $1,000,000
to process, along with the complaint that the requests have
produced a significant amount of documents that are responsive yet
irrelevant, leaves the Debtors with little choice except to
question the Committee's efforts to manage a discovery process
that has evolved into an unavoidable "catch-22".  

The Debtors dispute that there is at this point any obligation to
produce a privilege log as it is operating under an agreement with
the Committee to utilize a "clawback" protocol for privileged
documents rather than being required to produce an actual
privilege log at this time.  The Debtors deny that they have an
obligation to produce a privilege log until the production is
finished, and contend that the lack of a privilege log would not
be the determining factor in whether or not a claim exists.

The Debtors believe the Committee has completed all of the 2004
examinations it has wished to take, and feel they deserve no
penalty for the Committee's inability to review the produced
documents in a timely fashion.

According to Mr. Massad, the Committee failed to specify what the
additional time will be used for, and without some specific and
well founded reason it needs the same.  In the alternative, should
the Court be inclined to further extend the Committee's time for
investigation, the Debtors would urge that no more than a 10-day
extension would be appropriate.

                       About Home Interiors

Headquartered in Carrollton, Texas, Home Interiors & Gifts, Inc.
-- http://www.homeinteriors.com/-- manufactures, imports and       
distributes indoor and outdoor home decorative accessories.  It
was founded by Mary Crowley in 1957.  Through its affiliates,
the company has a significant presence in Mexico, Puerto Rico,
and Canada.  Annual revenue in 2007 reached US$300 million.  When
Mary Crowley, died in 1986, her son, Don Carter continued the
business operation nearly debt-free.  In a leveraged transaction
in 1998, private equity firm of Hicks, Muse, Tate, and Furst
acquired 66% of the parent company, which resulted in the
imposition of more than $500 million in debt on the Debtors.  In
the face of decreased sales and increased debt load, bondholders
canceled their debts in February 2006 in exchange for receiving
most of the outstanding equity of the Debtors.

About 40% of the goods the Debtors sell are now acquired from
manufacturers in China.  In the last decade, sales volume in the
U.S. has waned, but the Debtors reported that sales in Mexico
and Puerto Rico significantly increased.

The company and six of its affiliates filed for Chapter 11
protection on April 29, 2008 (Bankr. N.D. Tex. Lead Case No.08-
31961).  Andrew E. Jillson, Esq., Cameron W. Kinvig, Esq.,
Lynnette R. Warman, Esq., and Michael P. Massad, Jr., Esq., at
Hunton & Williams, LLP, represent the Debtors in their
restructuring efforts.  The U.S. Trustee for Region 6 has
appointed seven creditors to serve on an Official Committee
of Unsecured Creditors.  Richard A. Lindenmuth, at Boulder
International LLC, is designated as CRO.  Munsch Hardt Kopf &
Harr PC represents the Committee in these cases.  When the
Debtors file for protection against their creditors, they
listed assets of between $100 million and $500 million and the
same range of debts.


HURD WINDOWS: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Erik Larson of Bloomberg News reports that Monarch Holdings, Inc.,
and its debtor-affiliates, American Weather-Seal Co., Hurd Windows
and Doors, Inc., and Monarch Manufacturing Co. filed for separate
Chapter 11 bankruptcy protection with the U.S. Bankruptcy Court
for the Western District of Wisconsin on September 15, 2008,
saying they will sell most of their assets while under court
protection from creditors.

According to the report, owner David Mulcahy said in court papers
that Monarch Holdings had revenue last year of $117 million.

Orrville, Ohio-based American Weather-Seal, with about 100
workers, was shuttered on Sept. 8, the report states citing court
papers.  Founded more than 70 years ago, it was bought by Monarch
Holdings in 2002, the report quotes what the company said.

Hurd Windows, based in Medford, Wisconsin, has about 566 workers.  
It was founded in 1919 and bought by Monarch Holdings in 2004, the
report says citing court papers.  The report further says that
Monarch Manufacturing, which specializes in basement windows, was
acquired by Monarch in 1987 and has 43 workers, according to court
papers.  It is based in Waukee, Iowa.

As of June 29, Monarch Holdings, the report says, owes
$8.24 million to Bank of America Corp.'s LaSalle Bank unit on a
$15.5 million loan made in 2004.  According to the report, it also
owes LaSalle $4.36 million on a $10 million revolving credit.

Monarch Holdings owes $6.93 million on an $8 million bond issued
in 2006 by the City of Orville to help build a new plant, the
report cites court papers further.  It also owes about
$2.27 million on a $3.5 million capital-improvements bond issued
in 2001 by the Iowa Finance Authority.  

Claire Ann Resop, Esq., at von Briesen & Roper, S.C. represents
the Debtors in their restructuring efforts.  The Debtors listed
assets of between $10 million and $50 million and debts of between
$10 million to $50 million.


HURD WINDOWS: Case Summary & 44 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Hurd Windows and Doors, Inc.
        575 South Whelen Avenue
        Medford, WI 54451

Bankruptcy Case No.: 08-14794

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
Monarch Holdings, Inc.                             08-14796
Monarch Manufacturing Company                      08-14797
American Weather-Seal Company                      08-14799

Type of Business: The Debtors make windows and doors.
                  See: http://www.hurd.com/

Chapter 11 Petition Date: September 15, 2008

Court: Western District of Wisconsin (Eau Claire)

Judge: Thomas S. Utschig

Debtor's Counsel: Claire Ann Resop, Esq.
                  cresop@vonbriesen.com
                  von Briesen & Roper, s.c.
                  One North Pinckney Street, Suite 300
                  Madison, WI 53703
                  Tel: (608) 441-0300
                  http://vonbriesen.com/

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

Debtor's 44 Largest Unsecured Creditors:

   Entity                                            Claim Amount
   ------                                            ------------
UIS Inc.                                             $4,200,000
15 Exchange Place
Jersey City, NJ 07302
Tel: (201) 946-2600
Fax: (210) 946-9325

Oldcastle Glass                                      $511,865
5103 Janice Avenue
Schofield, WI 54476
Tel: (800) 922-6639
Fax: (715) 359-0598

Guardian Industries                                  $497,503
50 Forge Avenue
Geneva, NY 14456
Tel: (888) 880-0513
Fax: (315) 787-7064

Indalex Limited                                      $470,211

Veka Inc.                                            $445,851

Truth Inc.                                           $275,416

Prochow Transport Inc.                               $267,104

B&B Engineering Corp.                                $191,209

Linetec                                              $153,937

Metalwest LLC                                        $125,874

Wooster Motor Ways Inc.                              $104,577

Balance Systems Inc.                                 $99,765

Sierra Pacific Ind-Managed Inv.                      $93,074

B&L Transport                                        $89,546

Plastic Profiles Inc.                                $89,202

Phoenix Metals Company                               $88,304

Intigral                                             $62,090

G-U Hardware Inc.                                    $61,572

Green Bay Packaging Inc.                             $59,333

Ashland Hardware Systems                             $48,820

Quarles & Brady                                      $44,287

Bright Wood Corporation                              $42,877

Crystal Finishing Systems Inc.                       $42,550

Wellmark Blue                                        $42,015
Cross (9124)

KOP-COAT Inc.                                        $41,508

Hoppe North America                                  $37,985

PPG Ind.                                             $35,565

Frame Material Supply                                $35,370

Richard Wolfe Trucking Inc.                          $34,171

Medford Electric Utility                             $31,282

Kenyon's Stained                                     $30,266

Newell Industrial LLC                                $27,442

Belmark                                              $26,288

Con Way Transportation                               $25,392

Bullivant Houser Bailey PC                           $24,933

Integrity Staffing                                   $23,499

Amesbury                                             $22,647

Beverly Shaw, Wayne County                           $22,022
Treasurer                 

Thiede Manufacturing                                 $21,166
LLC

Packaging Incorporated                               $20,795

Snow's Concrete Forming Inc.                         unstated

Mikron Industries Inc.                               unstated

Douglas E. Barden
unstated                   


INTERNATIONAL COAL: S&P Lifts $175MM Sr. Unsec. Notes Rating to B-
------------------------------------------------------------------
Standard & Poor's Ratings Service affirmed its 'B-' corporate
credit rating on Scott Depot, West Virginia-based International
Coal Group LLC and revised its outlook on the company to
developing from negative.
     
At the same time, S&P raised the issue-level rating on the
company's $175 million senior unsecured notes to 'B-' from 'CCC'.  
The recovery rating was revised to '4', which indicates the
expectation of average (30% to 50%) recovery in the event of a
payment default, from '6'.
     
"The outlook revision reflects the expectation of improved
operating performance beginning in the third quarter as the
company's average realized prices for coal increases," said
Standard & Poor's credit analyst Sherwin Brandford.
     
ICG expects its average realized price per ton to increase by $1
in the third quarter and then by another $1 in the fourth quarter,
bringing average realized price for 2008 to about $54 per ton from
$42 per ton in 2007.  Despite the expected improvement in
operating performance in the near term, the company is in the
midst of an aggressive capital spending plan and near- to
intermediate-term liquidity will depend on favorable market
conditions.

The rating on ICG reflects the company's modest size, high cost
profile, meaningful exposure to the difficult operating
environment of Central Appalachia, and limited liquidity.  The
rating also reflects the company's significant capital expenditure
program during the next several years and the current conditions
of its mines because of underspending by its predecessors during
past bankruptcies.  Still, the domestic coal industry is currently
benefitting from strong pricing as a result of global supply
constraints. W.L. Ross & Co., the partial owner of ICG, remains
committed to ensuring adequate liquidity at ICG during the
completion of the capex program.


INTERSTATE BAKERIES: Reaches Deal with Union, Ripplewood
--------------------------------------------------------
Interstate Bakeries Corporation disclosed that it may be able to
exit bankruptcy based on a framework put together by the Teamsters
Union, Ripplewood Holdings and Silver Point Capital.  IBC also
achieved, via bankruptcy court, a financing extension until
February 2009 -- possibly providing it enough time to emerge from
bankruptcy as a stand-alone company.

The Teamsters Union related last month that it had reached terms
with Ripplewood, marking the first step in the process.  The
financing extension and IBC management's support of the Ripplewood
plan are important key steps for the company to emerge from this
complicated bankruptcy case.

"Our plan with Ripplewood is the most viable route that Interstate
Bakeries can take to emerge from the cloud of bankruptcy and
become a strong stand-alone company once again," Jim Hoffa,
Teamsters general president, said.  "In these uncertain economic
times, the fact that a company employing more than 9,000 Teamster
members now has the opportunity to emerge from bankruptcy is great
news."

The Teamsters Union related that the company must now draft and
present a plan of reorganization that needs to be approved by the
court, affected creditors and ultimately confirmed by the court.  
Under this scenario, IBC could emerge from its four-year
bankruptcy in early 2009.

The details will be disseminated to Teamster local unions and
members over the next several weeks.  Teamster members will need
to ratify the terms of the contract with the new IBC for the
process to move forward.

"We believe this plan will preserve the greatest number of jobs
for our members," Richard Volpe, director of the Teamsters Bakery
and Laundry Conference, said.  "We are appreciative of
Ripplewood's involvement and persistence to get us to this
position."

                          About IBC

Headquartered in Kansas City, Missouri, Interstate Bakeries
Corporation is a wholesale baker and distributor of fresh-baked
bread and sweet goods, under various national brand names,
including Wonder(R), Baker's Inn(R), Merita(R), Hostess(R) and
Drake's(R).  Currently, IBC employs more than 25,000 people and
operates 45 bakeries, as well as approximately 800 distribution
centers and approximately 800 bakery outlets throughout the
country.

The company and eight of its subsidiaries and affiliates filed for
chapter 11 protection on Sept. 22, 2004 (Bankr. W.D. Mo. Case No.
04-45814).  J. Eric Ivester, Esq., and Samuel S. Ory, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors
in their restructuring efforts.  When the Debtors filed for
protection from their creditors, they listed $1,626,425,000 in
total assets and $1,321,713,000 (excluding the $100,000,000 issue
of 6% senior subordinated convertible notes due Aug. 15, 2014) in
total debts.  The Debtors' filed their Chapter 11 Plan and
Disclosure Statement on Nov. 5, 2007.  Their exclusive period to
file a chapter 11 plan expired on November 8, 2007.  On Jan. 25,
2008, the Debtors filed their First Amended Plan and Disclosure
Statement.  On Jan. 30, 2008, the Debtors received court approval
of the first amended Disclosure Statement.  IBC did not received
any qualifying alternative proposals for funding its plan of
reorganization in accordance with the court-approved alternative
proposal procedures.  As a result, no auction was held on Jan. 22,
2008, as would have been required under those procedures.  The
deadline for submission of alternative proposals was Jan. 15,
2008.  A new plan filing deadline was set for June 30, 2008; no
plan was filed as of that date.


JAMES RIVER: S&P Affirms 'CCC' Corporate Credit Rating
------------------------------------------------------
Standard and Poor's Ratings Service affirmed its ratings,
including its 'CCC' corporate credit rating, on Richmond,
Virginia-based James River Coal.  The outlook remains
developing.
     
"The rating affirmation reflects our assessment that, given
current market conditions, while the company will likely improve
its financial profile with much stronger realized prices in 2009
for its coal, the cushion relative to its minimum EBITDA covenant
is minimal, and the potential exists that a covenant breach could
occur before then end of 2008," said Standard & Poor's credit
analyst Sherwin Brandford.  "As a result, a waiver would be
necessitated."
     
The rating on James River reflects the company's small size, high
operating costs, capital-intensive operations, and limited
geographic diversity.  The rating also reflects the challenges of
operating in the Central Appalachian region, which is increasingly
expensive and difficult to mine because of mature, thinning seams;
escalating costs; and stringent permitting and safety regulations.
     
James River is a relatively small coal producer with about three-
quarters of its production coming from Central Appalachia.  The
company has 15 underground mines, 11 surface mines, and 10
preparation plants located in eastern Kentucky and Indiana.


J.E. LINDSEY: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: J.E. Lindsey, Inc.
        1498 O'Connor Way
        San Luis Obispo, CA 93405

Bankruptcy Case No.: 08-12283

Chapter 11 Petition Date: September 15, 2008

Court: Central District Of California (Santa Barbara)

Judge: Robin Riblet

Debtor's Counsel: Vaughn C. Taus, Esq.
                  tauslawyer@gmail.com
                  1042 Pacific St Ste D
                  San Luis Obispo, CA 93401
                  
Total Assets: $13,919,000

Total Debts: $3,847,351

Debtor's 11 Largest Unsecured Creditors:

   Entity                                          Claim Amount
   ------                                          ------------
Robert C. Wagoner                                  $92,754
Karen S. Morgan
793-A Foothill Blvd. #119
San Luis Obispo, CA 93405

Fraser Seiple Architects                           $11,149
971 Osos Street
San Luis Obispo, CA 93401

Belsher & Becker                                   $7,797
412 Marsh Street
San Luis Obispo, CA 93401

SWCA                                               $4,535

County Tax Collector                               $3,172

North Coast Engineering                            $2,313

Audley & Audley                                    $1,549

Environmental Science Associates                   $1,321

Capital One                                        $1,300

Matthew S. Kennedy                                 $517

Andre Morris & Buttery                             $427
         
              
JOHN KRETCHMAR: Case Summary & 19 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: John Kretchmar
        400 E. Randolph
        Chicago, IL 60601
        Tel: (312) 856-1900
        Fax: (312) 856.1942

Bankruptcy Case No.: 08-24430

Type of Business: The Debtor is a broker.
                  See: http://johnkretchmar.com/

Chapter 11 Petition Date: September 15, 2008

Court: Northern District of Illinois (Chicago)

Judge: Jack B. Schmetterer

Debtor's Counsel: Chester H. Foster, Jr., Esq.
                  chf@fosterkallen.com
                  Foster, Kallen & Smith
                  3825 W 192nd St.
                  Homewood, IL 60430
                  Tel: (708) 799-6300
                  Fax: 708 799-6339
                  http://fosterkallen.com/

Estimated Assets: $50 million to $100 million

Estimated Debts: $10 million to $50 million

Debtor's 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
National City Mortgage         130 N. Garland        $688,008
Attn: Bankruptcy Dept          Court
3232 Newmark Dr.               Apt #2904
Miamisburg, OH 45342           Chicago, IL 60601

Jeff Rappin                                          $400,000.
566 W. Lake Street       
Chicago, IL 60601        

Towner Clark                                         $350,000
Box 2142                 
Danville, IL 61834       

Dick Schomburg                                       $325,000
811 E. Fairchild         
Danville, IL 61832   

Tennessee Bank & Trust                               $250,000
9000 Carothers Parkway   
Franklin, TN 37067       
   
Fifth Third Bank               130 N. Garland        $265,000
251 N. Illinois                Apt #2904
Street, Suite 1000             Chicago, IL 60601;
Indianapolis, IN 46204         Senior lien: $688,008

Realty Title & Escrow                                $145,000
Company                  

Richard Hyland                                       $140,646

Denise O'Conner                                      $100,000

Michael Tomasek                                      $40,000

Citi                           credit card           $14,756

Patrick Schlueter                                    $14,500

400 E. Randolph                                      $11,781
Condominium Assoc.           

University Park Condo                                $6,461
Association              

Park Tower Condominium                               $6,298
Association              

Heritage Millennium Condo                            $6,054
Ass.                         

Caliente Apartments                                  $1,289

Board Managers                                       $1,120

AT&T                                                 Unknown


JOSEPH DIAMORE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Joseph DiAmore
        12 Springfield Ave.
        Merchantville, NJ 08109

Bankruptcy Case No.: 08-27567

Chapter 11 Petition Date: September 15, 2008

Court: District of New Jersey (Camden)

Judge: Gloria M. Burns

Debtor's Counsel: Maureen P. Steady, Esq.
                  msteady@mac.com
                  Wizmur & Finberg, LLP
                  3 Maple Avenue
                  Westmont, NJ 08108
                  Tel: (609) 280-8271
                  
Estimated Assets: $1,091,998

Estimated Debts: $3,273,353

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb08-27567.pdf


KEYS FITNESS: Court Approves Reorganization Plan
------------------------------------------------
Bloomberg News reports that the U.S. Bankruptcy Court for
the  Northern District of Texas approved the Chapter 11
reorganization plan of Keys Fitness Products, Inc., and its
debtor-affiliates on Sept. 11, 2008.

Under the Plan, according to Bloomberg, secured creditor JP KFP
Acquisition, LLC, will exchange its $13.2 million claim for
ownership of the Debtors.  Bloomberg says unsecured creditors with
$9.3 million in claims are to receive a 2.5 percent payment in
cash when the plan becomes effective, followed by another 2.5
percent in March 2009 and 5 percent in March 2010, according to
the report.  Unsecured creditors can also receive a share of
"excess earnings" up to an additional 12 percent of their claims
in 2012, the report continues.

Creditors of an affiliate known as Backyard, with $4.5 million in
claims, also will receive 2.5 percent cash on confirmation, the
report says.  Their installment payments later will be smaller,
says the report.

Based in Garland, Texas, Keys Fitness Products L.P. --
http://www.keysfitness.com/-- manufactures and sells treadmills,  
exercise bikes, ellipticals, steppers, home gyms, and other
exercise equipment.  The company sells its products through more
than 3,000 retailers in the U.S., well as stores in more than 30
other countries.  Its brand names include CardioMax, Power System
HealthTrainer, Ironman, Keys, and Karen Voight.

The company and its affiliate, Keys Backyard LP, filed for Chapter
11 protection on April 14, 2008 (Bankr. N.D. Tex. Case No. 08-
31790).  Patrick J. Neligan, Jr., Esq., at Neligan Foley LLP,
represents the Debtors in their restructuring efforts.  The U.S.
Trustee for Region 6 appointed seven creditors to serve on an
Official Committee of Unsecured Creditors.  Gardere Wynne Sewell,
LLP and Pachulski Stang Ziehl and Jones LLP represent the
Committee in these cases.

In their schedules, the Debtors listed total assets of $11,700,651
and total liabilities of $28,005,883.


K PATRICK: Case Summary & Six Largest Unsecured Creditors
---------------------------------------------------------
Debtor: K. Patrick Corp.
        c/o Richard D. Gaines, Esq.
        49 High Street
        Newton, NJ 07860

Bankruptcy Case No.: 08-27564

Chapter 11 Petition Date: September 15, 2008

Court: District of New Jersey (Newark)

Debtor's Counsel: Stephen B. McNally
                  stevemac@nac.net
                  McNally & Busche, L.L.C.
                  93 Main Street, Suite 201
                  Newton, NJ 07860
                  Tel: (973) 300-4260
                  Fax: (973) 300-4264

Estimated Assets: $3,500,000

Estimated Debts: $2,337,341

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb08-27564.pdf


LEHMAN BROTHERS: Barclays to Buy Trading Unit, HQ for $1.75BB
-------------------------------------------------------------
Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure.  Barclays, in a news statement, said the
transaction will create a premier integrated global bulge bracket
investment banking company with a leading presence in all major
markets and across all major lines of business including: equity
capital markets, debt capital markets, mergers and acquisitions,
commodities trading and foreign exchange.

Barclays will acquire trading assets with a current estimated
value of GBP40 billion -- US$72 billion -- and trading liabilities
with a current estimated value of GBP38 billion -- US$68 billion
-- for a cash consideration of GBP140 million -- US$250 million.
Barclays will also acquire the New York headquarters of Lehman
Brothers as well as its two data centers at close to their current
market value.

Barclays has also agreed to acquire Lehman Brothers' New York Head
Office at 745 Seventh Avenue and two data centres in New Jersey
for close to their current market value, estimated at GBP800
million -- US$1.5 billion.  The combined consideration totals some
GBP1.0 billion -- US$1.75 billion.

A conference call for analysts and institutional investors will be
hosted today by John Varley, Barclays Group Chief Executive, and
Robert E. Diamond Jr., Barclays President.  The call will commence
at 12.00 p.m. (BST).

Certain Barclays shareholders have expressed support for the
transaction and interest in increasing their shareholdings in
Barclays. The Board of Barclays expects these discussions to lead
to a subscription of at least GBP600 million -- US$1 billion -- of
additional equity. The proposed transaction with Lehman Brothers
and the additional equity would result in an enhancement of
Barclays earnings and capital ratios.

Commenting on this announcement, John Varley, Barclays Group Chief
Executive, said, "The proposed acquisition of Lehman Brothers
North American investment banking and capital market operations
accelerates the execution of our strategy of diversification by
geography and business in pursuit of profitable growth on behalf
of our shareholders, in particular increasing the percentage of
Barclays earnings sourced in North America. This transaction
delivers the strategic benefits of a combination with Lehman
Brothers core franchise, whilst meeting Barclays strict financial
criteria, and strengthening our capital ratios."

Robert E. Diamond Jr., Barclays President, said, "This is a once
in a lifetime opportunity for Barclays. We will now have the best
team and most productive culture across the world's major
financial markets, backed by the resources of an integrated
universal bank. We welcome the opportunity to add Lehman's people
and capabilities to the Barclays team."

Herbert H. McDade III, Lehman Brothers Chief Operating Officer,
said, "Lehman Brothers strength has always been our client
franchise. With this transaction, we have the opportunity to
continue the growth and development of our US investment banking
and capital market franchises with one of the leading financial
institutions in the world. Together with Barclays, these
businesses will be a part of a global financial services
powerhouse delivering a comprehensive suite of products and
services to our clients."

     1. Transaction Structure

The Lehman Brothers operations to be acquired in the transaction
have approximately 10,000 employees, trading assets currently
estimated to have a value of GBP40 billion -- US$72 billion -- and
liabilities currently estimated to have a value of GBP38 billion
-- US$68 billion.  The Lehman Brothers operations include Lehman
Brothers North American fixed income and equities sales, trading
and research and investment banking businesses.

The Acquisition is subject to a number of conditions including the
approval of the United States Bankruptcy Court for the Southern
District of New York. Lehman Brothers is filing an emergency
motion with the Bankruptcy Court to seek a hearing to obtain
approval for the Acquisition.  The Acquisition is also subject to
certain usual conditions including receipt of necessary regulatory
approvals and US antitrust clearances. The agreement for the
Acquisition may be terminated if it is not completed by September
24, 2008.

     2. Transaction Benefits

The Acquisition will combine two strong client franchises and
product offerings, with the potential to create significant value
for Barclays shareholders.  The Lehman Brothers businesses are a
highly complementary fit for Barclays investment banking business,
Barclays Capital. The combined business will be a premier global
investment bank with an increased presence in the US and an
enhanced product offering. Among other benefits, the combination
of the two businesses will:

   -- confirm Barclays Capital as a leading debt capital markets
      house globally;

   -- have a top 3 position in the US capital markets, the largest
      in the world;

   -- extend Barclays Capital's range of investment banking
products,
      with the addition of Lehman Brothers strong US M&A and
equity
      capital markets franchises; and

   -- strengthen Barclays Capital's hedge fund franchise through
the
      addition of prime brokerage and cash equity capabilities.

The Acquisition will result in the proportion of Barclays revenues
derived from the US rising significantly. Given the strong
cultural fit, Barclays intends to achieve a rapid integration so
as to minimise disruption to employees, clients and
counterparties.

     3. Barclays Current Trading

Barclays has traded satisfactorily in July and August. The monthly
run rate for the Group's profit before tax in these months was
slightly lower than the average for the first half of the year,
reflecting usual seasonality. All businesses were profitable.

     4. Employees and Management

The acquired businesses will be merged into Barclays Capital,
which forms part of Barclays Investment Banking and Investment
Management of which Robert E. Diamond Jr., is Chief Executive.

     5. Share Issue

Further details of the expected issue of new shares in connection
with the Acquisition will be published in due course.

     6. Advisers

Barclays Capital, Credit Suisse Securities (Europe) Limited,
Deutsche Bank AG, London Branch and JPMorgan Cazenove Limited are
acting as financial advisers to Barclays. Credit Suisse Securities
(Europe) Limited and JPMorgan Cazenove Limited are joint corporate
brokers to Barclays. Clifford Chance LLP and Cleary Gottlieb Steen
& Hamilton LLP are acting as legal advisers to Barclays.

     7. Analyst and Investor conference call

To access the live conference call please dial 0845 401 9092 (UK
callers) or +44 20 3023 4419 (all other locations). Access code:
"Barclays Announcement". A live webcast of the conference call
will also be available at www.barclays.com/investorrelations.

A replay of the conference call and webcast will be available
after the event.  Access will be available via the Barclays
investor relations Web site.  For further information please
contact:

     Investor Relations / Media Relations
     Mark Merson / Leigh Bruce
     +44 (0) 20 7116 5752
     +44 (0) 7826 910292 /
     +44 (0) 20 7773 7371

     John McIvor / Simon Eaton
     +44 (0) 20 7116 2929
     +44 (0) 7917 068479 /
     +44 (0)20 3134 2111

     Peter Truell

     +1 212 412 7576 /
     +1 917 826 8636

Barclays Capital is acting for Barclays PLC and Barclays Bank PLC.  
Credit Suisse Securities (Europe) Limited, is acting as joint
financial adviser and joint corporate broker to Barclays Bank PLC
and Barclays PLC.  Deutsche Bank AG, London branch, and JPMorgan
Cazenove Limited act as joint financial advisor.  JPMorgan also
serves as joint corporate broker.

                About Barclays

Barclays is a major global financial services provider engaged in
retail and commercial banking, credit cards, investment banking,
wealth management and investment management services with an
extensive international presence in Europe, the United States,
Africa and Asia.  With more than 300 years of history and
expertise in banking, Barclays operates in more than 50 countries
and employs approximately 147,000 people.  On the Net:
http://www.barclays.com/

The announcement was made two days after abandoning its plan of
acquiring Lehman Brothers Holdings Inc.

"If Barclays can buy these assets with limited liability, that
would make sense.  It would also mean Barclays moves into
equities, which on the plus side diversifies the revenue mix,"
Bloomberg quoted Mamoun Tazi, a London-based analyst at MF Global
Securities Ltd., as saying.

Meanwhile, independent.co.uk reported that the sale talks are
focused on the so-called "clean parts" of Lehman Brothers' U.S.
operations including core investment banking infrastructure and
staff, and none of its mortgage-related assets that ran the
company aground.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the  
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
$639 billion in assets and $613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Organizational Meeting Yesterday to Form Panel
---------------------------------------------------------------
Diana Adams, United States Trustee for Region 2, called an
organizational meeting in the Chapter 11 case of Lehman Brothers
Holdings Inc., on September 16, 2008, at 6:00 p.m., at The
Helmsley Park Lane Hotel, 36 Central Park South, in New York.  The
purpose of the meeting was to form an official committee or  
committees of unsecured creditors in Lehman Brothers' case.

The organizational meeting is not the meeting of creditors
held pursuant to Section 341 of the Bankruptcy Code.  A
representative of Lehman Brothers, however, may attend the
organizational meeting to provide information about the status of
the company's bankruptcy case.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the  
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
$639 billion in assets and $613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Japan Units File for Bankruptcy in Tokyo
---------------------------------------------------------
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion), Teikoku Databank Ltd. said.  Lehman
Brothers Japan Inc. reported about JPY3.4 trillion ($33 billion)
in liabilities in its petition.  Akio Katsuragi, a former Morgan
Stanley executive, runs Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited also have
suspended its operations with immediate effect, including ceasing
to trade on the Hong Kong Securities Exchange and Hong Kong
Futures Exchange, until further notice.  The Asian units' asset
management company, Lehman Brothers Asset Management Limited, will
continue to operate on a business as usual basis.  A further
notice concerning the retail structured products issued by or
arranged by any Lehman Brothers group company will be issued as
soon as possible, a press statement said.

The Financial Services Agency, Japan's financial watchdog, has
ordered Lehman Brothers Japan to halt operations for 12 days,
following its parent's bankruptcy filing, various reports say.  
According to Reuters, FSA ordered Lehman Brothers Japan Inc. to
halt operations, except for carrying out existing contracts or
returning assets to customers, from Sept. 15 to Sept. 26.  The
regulator, Reuters relates, had earlier told the Japanese unit to
retain assets equivalent to its liabilities in Japan, excluding
those liabilities owed to parties overseas.  FSA said it was
taking action to make sure "not to damage the benefits of
creditors and investors through the outflow of money from Lehman's
assets to overseas affiliated companies" following the bankruptcy.

The Finance Ministry, Japan Daily New relates, also said it has
decided to delist Lehman Brothers Japan as a special market
participant or primary dealer in the government bond market for
11 days, starting Tuesday, Sept. 16.

The Nikkei business Daily, AFP notes, said the regulator was in
contact with U.S. financial authorities and Japanese financial
institutions to assess the damage.  "The US authorities say they
will protect customers' assets.  We are analyzing a possible
effect" on the Japanese financial sector," AFP cited an anonymous
official at the watchdog as saying.

                Japan Infuses US$24-Bil. in Market

Reuters reports that The Bank of Japan injected US$24,000,000,000
into the Japanese market, the largest since March, and Prime
Minister Yasuo Fukuda called an urgent meeting with key ministers,
as stocks slid and bonds soared after Lehman Brothers Holdings,
Inc.'s bankruptcy filing in the United States.

"The Bank of Japan will carefully monitor the recent situation
surrounding U.S. financial institutions and its impact," central
bank governor Masaaki Shirakawa said in a statement.

Chief Cabinet Secretary Nobutaka Machimura that Japan's
government isn't considering "additional" measures to boost
economic growth and stabilize markets after Lehman Brothers
Holdings's bankruptcy filing.

According to Japan-based The Daily, Financial Services Minister
Toshimitsu Motegi sought to allay fears by saying the impact on
Japanese financial institutions was limited.  "So far, we haven't
confirmed any signs that Japanese financial institutions are
seriously affected.  Officials will "raise alert levels" to
closely monitor the situation, he said, the same report relates.

Bloomberg News relates, Mr. Machimura said that the bankruptcy
will have a "limited" effect on Japan's financial companies.  "It
won't affect Japanese financial institutions seriously," he said.

Mr. Machimura's remark, Bloomberg News points out, follows that
of ruling Liberal Democratic Party Acting Secretary-General
Hiroyuki Hosoda, who said the government should take "emergency
economic and fiscal measures" to restore confidence.

The Daily says, Tokyo's Nikkei 225 index plunged more than 5%,
falling under than 12,000-point level for the first time since
mid-March. The dollar also nose-dived to 104 yen levels, the same
report adds.

Seven of top 30 unsecured creditors of Lehman are Japanese banks,
who are owed money for bank loans:

         Japan Bank                Scheduled Debt
         ----------                 -------------
         AOZORA Bank                 $463,000,000
         Shinesi Bank Ltd.            231,000,000
         UFJ Bank Limited             185,000,000
         Mizuho Corporate Bank         93,000,000  
         Shinkin Central Bank          93,000,000
         Chuo Mitsui Trust & Banking   93,000,000
         Nippon Life Insurance Co.     46,000,000

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the  
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
$639 billion in assets and $613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Seeks Nov. 14 Extension of Schedules Filing
------------------------------------------------------------
Lehman Brothers Holdings Inc., asked the U.S. Bankruptcy Court for
the Southern District of New York to give it until November 14,
2008, to file its schedules and statement of financial affairs.

Section 521 of the Bankruptcy Code and Rule 1007 of the Federal
Rules of Bankruptcy Procedure require a debtor to file its (i)
schedules of assets and liabilities; (ii) schedules of current
income and expenditures; (iii) schedules of executory contracts
and unexpired leases; and (iv) statements of financial affairs  
within 15 days after a debtor's bankruptcy filing.

Harvey Miller, Esq., at Weil, Gotshal & Manges LLP, in New York,
said that the company may not be able to complete the statements
and schedules within 15 days, given the complexity of its
business and the diversity of its operations.

"To prepare its schedules, [Lehman Brothers] must compile
information from books, records, and documents relating to
thousands of claims, assets and contracts," Mr. Miller said.

Lehman Brothers also asked the Court not to require the company
to file a list of its equity security holders and provide them
with a notice of its bankruptcy filing.

"Lehman is a public company and, as of August 31, 2008, has
approximately 690,000,000 shares of common stock outstanding.
Such common stock is actively traded on the New York Stock
Exchange, and therefore, the holders of the common stock change
on a daily basis," Mr. Miller said.  He pointed out that
preparing the list and sending notice to all equity security
holders would be expensive and time consuming.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the  
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
$639 billion in assets and $613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Bankruptcy Affects World Stock Markets
-------------------------------------------------------
Global markets have plummeted following the bankruptcy filing of
top U.S. investment bank Lehman Brothers Holdings Inc.

According to a report by BBC News, Japan's benchmark Nikkei-225
index dropped by 4.7% in the first half of trading while South
Korean shares shed more than 5% in value in just 20 minutes.

Markets in other Asian countries were also sharply down.

According to AFP, Hong Kong share prices plunged 6.1 percent
while Chinese share prices fell 3.36 percent.  In Singapore
shares traded 2.31 percent lower with the blue-chip Straits Times
Index down 57.54 points at 2,429.01.

In Taiwan, the market dropped 3.88 percent. The weighted index
shed 235.04 points or 3.88 percent to 5,817.41 after opening
304.28 points lower on turnover of 16.34 billion Taiwan dollars
(505 million US).

The Philippines also saw a fall, with share prices plunging
4.3 percent.  The composite index was down 108.11 points at
2,428.05.

"The collapse of Lehman Brothers has sent a major jolt through
global financial markets as it is by far the biggest victim of
the credit crisis that started in August 2007 and had been
considered too big to fail," AFP quoted Global Insight economist
Howard Archer as saying.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the  
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
$639 billion in assets and $613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Banks Disclose Exposure to Bankruptcy
------------------------------------------------------
Citigroup Inc., said in a statement that it has little or no
exposure to Lehman Brothers Holdings Inc.  In Lehman's list of 30
largest unsecured creditors, Citigroup is listed as an indenture
trustee to about $138,000,000,000 in unsecured debt by Lehman
Brothers.  Citigroup clarified that it is not owed money by Lehman
Brothers and is merely serving as an intermediate between the bank
and buyers of its bonds.

"Our role in this issue is administrative in nature and does not
represent exposure for Citi to Lehman [Brothers].  Any assertions
to the contrary are false," Citigroup said in the statement.

The Bank of New York Mellon Corp., said in a statement that it has
little or no exposure to Lehman Brothers Holdings Inc. Bank of New
York Mellon is listed in Lehman's list of 30 largest unsecured
creditors is a trustee to about $15,000,000,000 of debt.  The Bank
of New York Mellon also stressed that it has no
outstanding loans to Lehman Brothers and has only minimal direct
exposure to the company.  It further said that its "indirect
exposure primarily relates to [Lehman Brothers'] short-term debt"
held in its client portfolios.

ICICI Bank UK PLC said in a statement that it holds EUR57,000,000
of senior bonds of Lehman Brothers Inc. As part of its treasury
operations, ICICI Bank Limited has undertaken transactions with
Lehman Brothers entities as counter-parties.  The exposure to
Lehman Brothers entities on account of these transactions and
potential loss thereon are not material, ICICI said.

Stockholm, Sweden-based Nordea said it has no credit exposure in
terms of bond holdings or credit facilities to Lehman Brothers. In
the capital market operations, Nordea has traded with Lehman
Brothers as counterparty in derivatives transactions.  "The net
exposure in these transactions, net of collateral, is
insignificant."

Nordea is replacing most of its derivative contracts currently
held with Lehman Brothers with other counterparties.  These
replacement costs will be limited. Nordea added that its strong
funding and capital position is not affected.

Australia's ANZ said its total exposure to the Lehman group of
companies is approximately US$120,000,000 comprised of
US$28,000,000 exposure to Lehman Brothers Holdings Inc and
US$92,000,000 to Lehman subsidiaries.  ANZ says it is not in a
position at this time to provide an estimate of the likely loss,
if any.  In particular, it notes that  Lehman subsidiaries are not
part of the Chapter 11 filing. Lehman Bros. are also amongst 800
counterparties included in the underlying assets for ANZ's credit
intermediation trades; their default has little impact on the
level of first loss protection, ANZ said.

In its list of largest unsecured creditors, Lehman Brothers
Holdings, Inc., said that it owes Svenska Handelsbanken
US$140,610,543 for letters of credit.  Handelsbanken issued a
statement that the exposure figure which Lehman Brothers Holdings
Inc. published was as of July 2, 2008.  The exposure is currently
US$91,000,000, Handelsbanken said.  Handelsbanken's exposure
comprises issued letters of credit, i.e. guarantees, in favor of a
third party.  At present, there are no claims against
Handelsbanken under these letters of credit.

In other respects, Handelsbanken has dealings with some of Lehman
Brothers' subsidiaries.  These transactions comprise letters of
credit -- US$16,000,000) as well as securities lending and long
derivative transactions with collateral.  For short-term
derivatives without collateral, the Bank's exposure is
US$19,000,000.

Popolare Milano says Lehman risk is less than EUR10,000,000,
Bloomberg reports.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the  
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
$639 billion in assets and $613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Bankruptcy Filing Cues KSX to Delete Index
-----------------------------------------------------------
Keefe Bruyette & Woods Inc., a full service investment bank that
specializes in the financial services sector, and a subsidiary of
KBW Inc., disclosed upcoming changes to the KBW Capital Markets
Index.

Effective prior to the opening of business today, Sept. 17, 2008,
Lehman Brothers Holdings Inc., a component of the KSX, will be
deleted, as it filed a Chapter 11 petition with U.S. Bankruptcy
Court in Manhattan.  LEH will be replaced by Stifel Financial
Corp. within the index.

The KBW family of indices and exchange traded funds include: KBW
Bank Index (Index Symbol: BKXSM, ETF Symbol KBESM); KBW Capital
Markets Index (Index Symbol: KSXSM, ETF Symbol KCESM); KBW
Insurance Index (Index Symbol: KIXSM, ETF Symbol KIESM); KBW
Regional Banking Index (Index Symbol: KRXSM, ETF Symbol: KRESM)
and KBW Mortgage Finance Index (Index Symbol: MFXSM).

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the  
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
$639 billion in assets and $613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.


LEHMAN BROTHERS: S&P Changes Counterparty Credit Rtng to D from SD
-----------------------------------------------------------------
Standard & Poor's Ratings Services changed its counterparty credit
rating on Lehman Brothers Holdings Inc. to 'D' from 'SD'.  S&P
also lowered its senior and subordinated debt issue ratings on
LBHI, and the ratings on certain issues guaranteed by LBHI to 'D'.  
These rating actions follow S&P's review of LBHI's bankruptcy
filings.  "We anticipate that LBHI will default on all or
substantially all of its obligations as they become due," said
Standard & Poor's credit analyst Scott Sprinzen.


LEINER HEALTH: Michigan Treasury Objects Liquidation Plan
---------------------------------------------------------
Bankruptcy Data reports that the Michigan Department of Treasury
filed in the U.S. Bankruptcy Court for the District of Delaware an
objection to Leiner Health Products Inc. and its debtor-
affiliates' Joint Plan of Liquidation.

According to Bankruptcy Data, the Treasury said in the filing that
"the proposed plan is an attempt to limit or enjoin the collection
of tax debts due the State from non-debtors, the paragraph
(article IX) violates the Tax Injunction Act, 28 USCS 1341 which
provides: The district courts shall not enjoin, suspend or
restrain the assessment, levy, or collection of any tax under
State law where a plain, speedy and efficient remedy may be had in
the courts of such State."

As reported by the Troubled Company Reporter on July 23, 2008, the
plan contemplates the liquidation of the each of the Debtors'
assets, the appointment of a liquidating trustee, and the creation
of a three-member liquidating trust committee, which consist of
one representative selected by the Debtors and two members
appointed by the Official Committee of Unsecured Creditors.  The
plan provides the creation of a liquidating trust for, among other
things, (i) resolving all disputed claims, (ii) pursuing the
causes of action, and (iii) making all distribution to the
beneficiaries provided under the plan

The plan classifies interests against and claims in the Debtors in
five classes.  The classification of interests and claims are:

              Type                        Estimated     Estimated
  Class       of Claims        Treatment  Amount        Recovery
  -----       ---------        ---------  ----------    ---------
unclassified  administrative              $5,333,499    100%
               claims

unclassified  priority tax                $885,792      100%
               claims

unclassified  other priority                            100%  
               claims

  1           secured lender   impaired   $285,538,106  100%
               claims

  2           other secured    unimpaired $343,438      100%
               claims

  3           general          impaired   $211,886,293  6%
               unsecured
               claims

  4           cancelled        impaired   $139,239,126  0%
               intercompany
               claims

  5           equity interest  impaired   --            0%

Class 1 and 3 are entitled to vote for the plan.  Under Chapter 7
liquidation, Class 1 is expected to recover between 18% and 26%,
while Class 3 will get nothing.

Administrative, priority tax and other priority claims will be
paid in full.

Holder of Class 1 secured lender claims will receive on behalf of
itself and the senior secured lenders payment in cash equal to the
full amount of the allowed secured lender claim.

Each holder of Class 2 other secured claims will get receive
either (i) the collateral secured the claims, or (ii) cash in an
amount equal to the value of the claims, but not exceeding the
value of the collateral securing the claim.

Each holder of Class 3 general unsecured claims will receive in
full its pro rata share of the liquidating trust fund.

Class 4 and 5 will not receive any distribution on account of
their claims under the plan.

A full-text copy of the Debtors' Disclosure Statement is available
for free at

               http://ResearchArchives.com/t/s?2fc4

A full-text copy of the Debtors' Joint Chapter 11 Plan of
Liquidation is available for free at

               http://ResearchArchives.com/t/s?2fc5

                        About Leiner Health

Based in Carson, California, Leiner Health Products Inc. --
http://www.leiner.com/-- manufactures and supplies store brand
vitamins, minerals and nutritional supplements products, and over-
the-counter pharmaceuticals in the US food, drug and mass merchant
and warehouse club retail market.  In addition to its primary
VMS and OTC products, they provide contract manufacturing
services.  During the fiscal year ended March 31, 2007, the VMS
business comprised approximately 61% of net sales.  On March 20,
2007, they voluntarily suspended the production and distribution
of all OTC products manufactured, packaged or tested at its
facilities in the US.

The company filed for Chapter 11 protection on March 10, 2008
(Bankr. D. Del. Lead Case No.08-10446).  Jason M. Madron, Esq.,
and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A.,
represent the Debtors.  The Debtors selected Garden City Group
Inc. as noticing, claims and balloting agent.  The U.S. Trustee
for Region 3 appointed creditors to serve on an Official Committee
of Unsecured Creditors in these cases.  The Committee selects Saul
Ewing LLP as its counsel.

As reported in the Troubled Company Reporter on April 10, 2008,
the Debtors' schedules of assets and liabilities showed total
assets of $133,412,547 and total debts of $477,961,526.


LIBERTY MEDIA: S&P Puts 'BB+' Rating Under Negative Watch
---------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB+' ratings on
four Liberty Media Corp.-related transactions on CreditWatch with
negative implications.
     
The rating actions reflect the Sept. 4, 2008, placement of the
'BB+' corporate credit and senior unsecured debt ratings on
Liberty Media Corp. on CreditWatch with negative implications.
     
PreferredPLUS Trust Series LMG-1, PPLUS Trust Series LMG-3, and
PPLUS Trust Series LMG-4 are pass-through transactions, and the
ratings on these certificates are based solely on the underlying
securities, the 8.25% senior debentures due Feb. 1, 2030, issued
by Liberty Media Corp. ('BB+/Watch Neg').
     
PreferredPLUS Trust Series LMG-2 is also a pass-through
transaction, and the rating on the certificate is based solely on
the underlying securities, the 8.5% senior unsecured notes due
July 15, 2029, issued by Liberty Media Corp. ('BB+/Watch Neg').  

               Ratings Placed on Creditwatch Negative

                  PreferredPLUS Trust Series LMG-1
           $126 million preferredplus trust certificates

                                     Rating
                                     ------
                  Class        To              From
                  -----        --              ----
                  Certs        BB+/Watch Neg   BB+

                  PreferredPLUS Trust Series LMG-2
                   $31 million trust certificates

                                    Rating
                                    ------
                 Class        To              From
                 -----        --              ----
                 Certs        BB+/Watch Neg   BB+

                      PPLUS Trust Series LMG-3
                $30 million certificates series LMG-3

                                    Rating
                                    ------
                 Class        To              From
                 -----        --              ----
                 A            BB+/Watch Neg   BB+
                 B            BB+/Watch Neg   BB+

                        PPLUS Trust Series LMG-4
          $35 million PPLUS trust certificates series LMG-4

                                     Rating
                                     ------
                  Class        To              From
                  -----        --              ----
                  A            BB+/Watch Neg   BB+
                  B            BB+/Watch Neg   BB+


LINENS 'N THINGS: Levine Leichtman Wants Probe on Company
---------------------------------------------------------
Bankruptcy Law360 reports that Linens 'N Things Inc.'s creditor,
Levine Leichtman Capital Partners Deep Value Fund LP, filed in the
U.S. Bankruptcy Court for the District of Delaware a request for a
probe on the Debtor.  According to Bankruptcy Law360, Levine
Leichtman wants to find out how Linens got a clean audit opinion
from Ernst & Young LLP  months before going bankrupt.

Clifton, New Jersey-based Linens 'n Things, Inc. --
http://www.lnt.com/-- is the second largest specialty retailer of   
home textiles, housewares and home accessories in North America
operating 589 stores in 47 U.S. states and seven Canadian
provinces as of Dec. 29, 2007. The company is a destination
retailer, offering one of the broadest and deepest selections of
high quality brand-name as well as private label home furnishings
merchandise in the industry. Linens 'n Things has some 585
superstores (33,000 sq. ft. and larger), emphasizing low-priced,
brand-name merchandise, in more than 45 states and about seven
Canadian provinces. Brands include Braun, Krups, Calphalon, Laura
Ashley, Croscill, Waverly, and the company's own label. Linens 'n
Things was acquired by private equity firm Apollo Management in
2006.

On May 2, 2008, these Linens entities filed chapter 11 petition
(Bankr. D. Del.): Linens Holding Co. (08-10832), Linens 'n Things,
Inc. (08-10833), Linens 'n Things Center, Inc. (08-10834),
Bloomington, MN., L.T., Inc. (08-10835), Vendor Finance, LLC (08-
10836), LNT, Inc. (08-10837), LNT Services, Inc. (08-10838), LNT
Leasing II, LLC (08-10839), LNT West, Inc. (08-10840), LNT
Virginia LLC (08-10841), LNT Merchandising Company LLC (08-10842),
LNT Leasing III, LLC (08-10843), and Citadel LNT, LLC (08-10844).
Judge Christopher S. Sontchi presides over the case.

Mark D. Collins, Esq., John H. Knight, Esq., and Jason M. Madron,
Esq., at Richards, Layton & Finger, P.A., provide Linens 'n Things
with bankruptcy counsel.  The Debtors' special corporate counsel
are Holland N. O'Neil, Esq., Ronald M. Gaswirth, Esq., Stephen A.
McCaretin, Esq., Randall G. Ray, Esq., and Michael S. Haynes,
Esq., at Morgan, Lewis & Bockius, LLP. The Debtors' restructuring
management services provider is Conway Del Genio Gries & Co., LLC.
The Debtors' CRO and Interim CEO is Michael F. Gries, co-founder
of Conways Del Genio Gries & Co., LLC. The Debtors' claims agent
is Kurtzman Carson Consultants, LLC. The Debtors' consultants are
Asset Disposition Advisors, LLC, and Protivit, Inc. The Debtors'
investment bankers are Financo, Inc., and Genuity Capital Markets.  
(Bankruptcy News About Linens 'n Things; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)   


MAIN STREET: S&P Slashes $709MM Bonds Rating to 'CCC-' from 'A'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its secured debt
ratings on Main Street Natural Gas Inc.'s $709 million series
2008A gas project revenue bonds to 'CCC-' from 'A'.  The rating
remains on CreditWatch with negative implications.
     
The downgrade reflects Lehman Brothers Holdings Inc.'s (LBHI;
SD/--/SD) filing for Chapter 11 bankruptcy protection.  At this
time, Lehman Brothers Commodity Services Inc. (LBCS; not rated),
the gas supplier under the series 2008A transaction, has not
defaulted on its obligations under the series 2008A prepaid gas
transaction.  Consistent with other senior unsecured obligations
of LBHI, the rating was lowered to 'CCC-'.
     
The transaction requires Main Street to immediately terminate the
gas purchase agreement, which cross-defaults to all of the other
transaction contracts, if both the gas supplier and its guarantor
file for bankruptcy.  Since LBCS was not included in the
bankruptcy filing, the related transaction agreements have not
defaulted at this time.  However, the downgrade of LBHI requires
LBCS to post collateral equal to the present value of the future
gas discounts.  Although collateralization of the remaining gas
discounts provides no credit support for bondholders, the failure
to post this collateral is a precondition for early termination.

Even if sufficient collateral is posted, the rating on the
transaction will continue to be 'CCC-'.  If a higher rated entity
assumes the obligations of the gas supplier, S&P will revisit the
ratings at that time.
     
"If the required collateral posting does not occur within 10 days
of the downgrade event, the transaction will terminate and LBCS
must fund an early termination payment on that date.  If the
required early termination payment is not made by the required
date, the transaction will be lowered to 'D'.  As stated in the
offering memorandum, the automatic stay provisions of the
bankruptcy code could prevent the termination payment from being
made.  However, this was specifically understood to be a risk when
we assigned the original rating and was one reason the ratings on
this transaction have been linked to the credit rating of LBHI.  
The issuer and, therefore, bondholders under the 2008A indenture
will have a senior unsecured claim against LBHI," S&P says.
     
Standard & Poor's believes that LBCS's collateralization of the
present value of the future gas discounts or funding of the early
termination payment is unlikely.  However, S&P will continue to
monitor the situation closely and make additional rating changes
as further information about LBHI's reorganization becomes
available.


MAIN STREET: Fitch Junk Bonds Rating After Lehman's Bankruptcy
--------------------------------------------------------------
Fitch Ratings downgraded Main Street Natural Gas, Inc. gas project
revenue bonds, series 2008A to 'CCC' from 'A+' and it remains on
Rating Watch Negative, following the filing for bankruptcy this
morning of Lehman Brothers Holdings Inc.

The long-term rating on the series 2008A gas project revenue bonds
is determined by Fitch's assessment of the transaction structure
and the entities involved in the transaction, including Lehman
Brothers Holdings, Inc.  Bond proceeds were used to fund a natural
gas prepay transaction between the issuer and the seller, Lehman
Brothers Commodity Services, Inc., which is not rated by Fitch.  
This downgrade applies only to Main Street's series 2008A bonds
and not to any other outstanding Main Street bonds.  Main Street
has other gas prepaid revenue bonds outstanding but those bonds do
not include LBCS as the seller.

The 'CCC' rating reflects Fitch's assessment that although the
transaction continues to perform and gas continues to be
delivered, default is a real possibility.  The guaranty by LBHI is
for all payments and obligations of LBCS.  The filing for
bankruptcy by LBHI and LBCS would constitute a termination event.  
Because only LBHI filed for bankruptcy and the purchaser continues
to receive gas, the transaction currently continues to perform.
Due to the downgrade of LBHI, LBCS is required to post collateral
equal to the unearned amount within 10 business days.  If LBCS
fails to post collateral or deliver sufficient gas, it has the
option to terminate the transaction.  In the event of termination,
a payment is due from LBCS sufficient to redeem all bonds
outstanding, pay bondholders accrued interest, and reimburse the
purchaser for any unearned amount.


MASSEY ENERGY: Improved Performance Cues S&P to Lift Rtngs to BB-
-----------------------------------------------------------------
Standard and Poor's Ratings Services raised its corporate credit
rating and senior unsecured debt ratings on Massey Energy Co. to
'BB-' from 'B+'.  The outlook is stable.
     
"The upgrade reflects steady improvement in the company's
operating performance during the past several quarters as a result
of a strong market for metallurgical and steam coal," said
Standard & Poor's credit analyst Sherwin Brandford.  "The strong
market has created higher prices and a significant rise in
metallurgical coal shipments, a trend we expect will continue in
the near term."
     
As a result, the company's financial profile is likely to remain
at a level S&P would consider to be more in line with the higher
rating, with debt leverage of about 2.5x and EBITDA coverage of
interest expense greater than 7x.  Massey plans to expand its
production levels through both internal capital projects and
acquisitions, but the company expects to fund these growth
initiatives primarily through internally generated cash flow and
cash on hand, thus S&P expects them to maintain credit measures
near current levels.

The rating on Richmond, Virginia-based Massey Energy Co. reflects
the company's limited geographic diversity, difficult mining
conditions in Central Appalachia, high cost position, and somewhat
aggressive financial policy.

Still, the company is the largest producer of high-quality, low-
sulfur coal in Central Appalachia.  It has an extensive reserve
base, and industry conditions are favorable.
     
Massey, with more than 2.25 billion tons of coal reserves and
about 40 million tons sold annually, is one of the largest coal
producers in the U.S. and has more than 50 active mines.


MATRIX DEVELOPMENT: May Use Cash Collateral in Edgewater Project
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon granted
Matrix Development Corp., aka Legend Homes, permission to use the
cash collateral of KeyBank, N.A. related to the Debtor's Edgewater
Subdivision project in King City, Oregon, and other pooled
collateral, without hearing.  

The order sets forth the terms of a settlement agreement that was
reached among the Debtor, KeyBank, and the Official Committee of
Unsecured Creditors in those settlement conferences conducted by
the Hon. Elizabeth L. Perris, as settlement judge.

The Cash Collateral held by Keybank pertains to the cash and cash
equivalents that are proceeds from the Postpetition sale of
completed units, including the debit balance of the Blocked DIP
Account as of the date of the Order.   The Blocked DIP Account
refers to the bank accounts established by the Debtor for purposes
of administering Net Cash Proceeds of the Pooled Projects.

The Debtor is authorized to use the Lender's Cash collateral in  
the ordinary course of business consistent with the Pooled
Projects Budget, which may be amended, revised or supplemented as
approved by the Court, and further subject to these terms:

  a) Immediately following the entry of the Court's order, the   
     Debtor may withdraw $231,990 from the Blocked DIP Account.
     Thereafter, the Debtor may withdraw from the Blocked DIP
     Account an amount equal to 10% of the gross sale proceeds of
     each unit in the Pooled Projects that is sold, whether
     completed or under construction.  The order provides however
     that none of the Cash Collateral received by the Debtor may
     be used for shareholder distributions or for extraordinary
     payments to officers or directors.

  b) As adequate protection to the Lender for the Debtor's use of
     Cash Collateral, the Lender's replacement lien on the Net  
     Cash Proceeds will continue to secure the Lender's
     Prepetition claims against the Debtor that are secured by the
     Pooled Projects.  In addition, the Lender is granted a lien
     upon all improvements that are made to existing Units and
     upon all Units that are hereafter constructed, which lien
     shall be senior in priority to all other liens excepting only    
     statutory liens that are senior in priority to the Lender's  
     trust deed liens.  

     All Net Cash Proceeds will be held in the Blocked DIP
     Account.  The Court also placed restrictions on the Debtor's
     ability to construct Spec Units, new Units, and model units,
     in addition to the requirement to maintain all payments to
     subcontractors working on the Pooled Projects current.

  c) Administrative Claims arising from the Debtor's use of Cash
     Collateral will have priority over any and all other
     administrative expense claims pursuant to Sec. 507(b) of the
     Bankruptcy Code.

  d) The Debtor will pay to the Lender from the Blocked DIP  
     Account:

     (a) on or before the 10th day of each month beginning
         Oct. 10, 2008, the amount of $84,825;

     (b) prior to starting construction of a new Unit in Edgewater  
         Phase 2, the amount of $45,000; and

     (c) within three business days after the closing of a sale of
         a completed Unit in Edgewater Phase 2, the amount of
         $45,000.

  e) The Debtor's authority to use Cash Collateral will terminate
     upon the occurrence of any of these events:
  
     (a) This Chapter 11 case is either dismissed or converted to
         a case under Chapter 7 of the Bankruptcy Code; or

     (b) A trustee is appointed in this Chapter 11 case; or

     (c) The Debtor defaults in any material respect in the
         performance of or compliance with any term or provision  
         in this Order, with certain exceptions, and in each case
         the default is not remedied within 20 calendar days
         after the Lender gives the Debtor written notice of such
         default; or

     (d) Any information or report made or furnished to the Lender      
         by the Debtor or on its behalf pursuant to this Order is
         false, incorrect or misleading in any material respect at
         the time made or furnished; or

     (e) A plan is not filed by the Debtor on or before March 31,
         2009; or

     (f) The Court enters an order on a motion filed by the Lender
         terminating the Debtor's authority to use Cash           
         Collateral.

                        About Legend Homes

Headquartered on Portland, Oregon, Matrix Development Corp. aka
Legend Homes -- http://www.legendhomes.com-- designs and builds    
homes and condominiums.  The company filed for Chapter 11
protection on June 10, 2008 (Bankr. D. Ore. Case No.08-32798).  
David A. Foraker, Esq., at Greene & Markley P.C. is the Debtor's
counsel.

Salem Printing Company serves as chairman to the Official
Committee of Unsecured Creditors.  The other panel members are Tri
County Temp Control and SR Design LLC.  Matthew A. Arbaugh, Esq.,
at Field Jerger LLP, and Gary U. Scharff, Esq., represent the
Committee.

When the Debtor filed for protection against its creditors, it
listed assets of between $100 million and $500 million and debts
of between $100 million and $500 million.


POLYDEX PHARMACEUTICALS: Nasdaq Suspends Common Stocks Trading
-------------------------------------------------------------
Polydex Pharmaceuticals Limited disclosed that the Nasdaq Hearings
Panel has decided to delist the company's securities from The
Nasdaq Stock Market, and has suspended trading in the company's
shares effective Sept. 12, 2008.

The basis for this decision is the company's failure to meet the
bid price requirement in Nasdaq Marketplace Rule 4310(c) (4),
which requires companies to maintain a minimum bid price of $1 for
continued listing.

The company is in the process of evaluating alternative listing or
quotation services for its common shares.

Headquartered in Ontario, Canada, Polydex Pharmaceuticals Limited
(OTC:POLXF) -- http://www.polydex.com/-- is engaged in the  
research, development, manufacture and marketing of biotechnology-
based products for the human pharmaceutical market, and also
manufactures bulk pharmaceutical intermediates for the worldwide
veterinary pharmaceutical industry.


MATTRESS DISCOUNTERS: Closing 48 New England Stores
---------------------------------------------------
UnionLeader.com reports that Mattress Discounters Corp. is closing
48 New England stores, including 11 in New Hampshire.  The 48
stores will be closed in three to six weeks, the report says,
citing a written statement from a company representative.

According to the news report, the New England stores lost
$1.5 million in 2007 and about $2.9 million this year.  Plans to
close the New England branches were detailed in court filings.  

The company says the New England stores have been losing money.  
Poor sales were blamed on an industry downturn, heightened
competition, and a weak economy.  

                    About Mattress Discounters

Based in Upper Marlboro, Md., Mattress Discounters Corp. is a
specialty mattress retailer.  The company and Mattress Discounters
Corporation East filed separate petitions for Chapter 11 relief on
Sept. 10, 2008 (Bankr. Md. Case Nos. 08-21642 and 08-21644).  
C. Kevin Kobbe, Esq., at DLA Piper LLP (US) represents the Debtors
as counsel.  When Mattress Discounters Corp. filed for protection
from its creditors, it listed assets of between $10 million and
$50 million, and debts of between $10 million and $50 million.

This is the second bankruptcy filing for Mattress Discounters
Corp.  The Debtor first filed for Chapter 11 protection on
Oct. 23, 2002 (Bankr. Md. Case No. 02-22330).  Mary Joanne Dowd,
Esq., at Arent Fox LLP, represented the Debtor as counsel.  The
Debtor emerged from its first bankruptcy filing on March 14, 2003.


MERCURY COMPANIES: Section 341(a) Meeting Slated for October 6
--------------------------------------------------------------
The United States Trustee for the District of Colorado will
convene a meeting of creditors of Mercury Companies Inc. at
10:00 a.m., on Oct. 6, 2008, at Room 104.

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.

Denver, Colorado-based Mercury Companies Inc. is a holding company
for several real estate services firms involved in title services,
escrow services, real estate services, mortgage services, and
settlement services.  It is the corporate parent of the former
Alliance Title and Financial Title companies, which had operations
in Northern California.

The company filed for Chapter 11 protection on Aug. 28, 2008,
(Bankr. D. Colo. Case No. 08-23125).  Daniel J. Garfield, Esq.,
and Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck,
LLP, represent the Debtors.  Mercury reported assets of
$50 million to $100 million and debts of $50 million to
$100 million when it filed for Chapter 11.


MILLENNIUM NEW: Moody's Cuts CF and POD Ratings to B3 from B2
-------------------------------------------------------------
Moody's Investors Service downgraded the corporate family and
probability of default ratings for Millennium New Jersey Holdco,
LLC to B3 from B2 and changed the outlook to negative from stable.  
The downgrade incorporates weaker than expected performance and
the secular and cyclical pressures of the radio industry.  The
negative outlook reflects concern over Millennium's ability to
comply with tightening financial covenants under its bank credit
facility.

Moody's also downgraded instrument ratings.

Millennium New Jersey Holdco, LLC

  -- Probability of Default Rating, Downgraded to B3 from B2

  -- Corporate Family Rating, Downgraded to B3 from B2

  -- Senior Secured First Lien Bank Credit Facility, Downgraded to
     B2, LGD3, 37%, from B1

  -- Senior Secured Second Lien Bank Credit Facility, Downgraded
     Caa2, LGD5, 89% from Caa1

  -- Outlook, Changed To Negative From Stable

Millennium's B3 corporate family rating reflects its geographic
concentration and lack of scale, high leverage, concern over its
ability to comply with financial covenants, and the maturity and
inherent cyclicality of the radio industry.  The strong EBITDA
margins (in excess of 45%), expectations for continued positive
free cash flow, and Millennium's leading position in its markets
support the ratings.

Millennium Radio Group, LLC, the parent company of Millennium New
Jersey Holdco LLC, operates twelve radio stations throughout New
Jersey.  It maintains its headquarters in Lawrenceville, New
Jersey, and its annual gross revenue is approximately $50 million.


MOTOR COACH: Receives Court Approval to Borrow Up to $278MM
-----------------------------------------------------------
Steven Church of Bloomberg News reports that the U.S. Bankruptcy
Court for the District of Delaware has authorized bankrupt Motor
Coach Industries International, Inc., and its debtor-affiliates to
borrow as much as $278 million to pay debt and keep operating
while they reorganizes in bankruptcy.

The Court today gave the Debtors temporary permission to borrow
from lenders led by General Electric Capital Corp., the report
says.  The Debtors, the report continues, will return in the next
few weeks to seek final approval and to increase the total amount
it can borrow to $315 million.

The Debtors will start drawing on the loan "immediately for
certain requirements in order to demonstrate to their customers,
suppliers and vendors that they have sufficient capital to ensure
ongoing operations," the reports quote them.

The Debtors blame falling demand, rising steel costs and the
weakening of the U.S. dollar for the bankruptcy filing, the report
says.  They negotiated a reorganization plan with one of its main
creditors, Franklin Mutual Advisors LLC, designed to cut $300
million in debt, Debtors' Chief Financial Officer J. Michael
McIlwain said according to the report.  The agreement would give
Franklin and other creditors an equity stake in the Debtors,
currently majority owned by JLL Partners Inc., according to court
papers that the report cites.

                Reorganization Plan Due in 45 Days

As part of the Franklin Mutual agreement, the Debtors are required
to file a reorganization plan with the court within 45 days and
receive court approval within 135 days, the report says.

Wilmington, Delaware-based Motor Coach Industries International,
Inc.-- http://www.mcicoach.com/-- and its subsidiaries  
manufacture intercity coaches for the tour, charter, line-haul,
scheduled service, and commuter transit sectors in the U.S. and
Canada.  They also operate seven sales centers and nine service
centers in the U.S. and Canada and is the industry's supplier of
aftermarket parts for most makes and models.

The Company and its debtor-affiliates filed for separate Chapter
bankrupty protection with the United States Bankruptcy Court for
the District of Delaware on September 15, 2008 (Lead Case No. 08-
12136).  Jason M. Madron, Esq., and Lee E. Kaufman, Esq., at
Richards Layton & Finger, P.A., represent the Debtors in their
restructuring efforts.  At the time of filing, the Debtors listed
assets of between $500,000,000 and $1,000,000,000 and liabilities
of between $100,000,000 and $500,000,000.


MOTOR COACH: Bankruptcy Filing Prompts S&P to Put Default Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings, including
the corporate credit rating, on Motor Coach Industries
International Inc. to 'D' from 'CCC-'.  "The downgrade follows the
Schaumburg, Illinois-based company's Chapter 11 bankruptcy
filing," said Standard & Poor's credit analyst Dan Picciotto.  S&P
has lowered the issue-level rating on the company's 11.25% senior
subordinated notes due 2009 to 'D', the same as the corporate
credit rating.  The recovery rating on this debt remains '6'
indicating S&P's expectation that these lenders can expect
negligible recovery (0-10%) in the reorganization process.
     
Motor Coach is a designer, manufacturer, and marketer of coaches
serving the North American market.


NATIONAL CITY: Gets Shareholder Approval for $7BB Funding
---------------------------------------------------------
National City Corporation obtained stockholder approval of two
proposals related to the company's $7 billion capital raise, which
closed in April.  Specifically, National City stockholders
approved:

   -- An increase of the number of authorized shares of common
      stock from 1,400,000,000 to 5,000,000,000; and

   -- The conversion of the Contingent Convertible Perpetual Non-
      Cumulative Preferred Stock, Series G, into common stock, the
      exercise of warrants to purchase common stock and other
      potential equity issuances contemplated by agreements
      related to the capital raise transactions completed in
      April.

"We appreciate the support of our stockholders," Peter E. Raskind,
National City chairman, president and CEO, said.  "With the
$7 billion capital raise earlier this year and the highest Tier 1
capital ratio among large banks in the U.S., we have the necessary
flexibility to address current market challenges, while continuing
to invest in our core businesses to drive future growth and
profitability.  Our solid capital position, the continued strength
of our core businesses and the intense focus of our management
team on managing risk and controlling costs position National City
for profitable growth when the credit cycle turns."

During a question-and-answer session with stockholders attending
the meeting, Mr. Raskind noted that National City has no exposure
to Lehman Brothers Holdings Inc., which has filed for Chapter 11
bankruptcy protection.  National City noted further that it has
routine derivatives contracts with Lehman Brothers' broker-dealer
subsidiary, representing nominal exposure as of the close of
business Friday, Sept. 12, 2008.

Separately, National City's board of directors has appointed
senior vice president and principal accounting officer Thomas A.
Richlovsky as interim chief financial officer, effective Sept. 30,
2008.  Jeffrey D. Kelly will retire from that role on that date,
after a 29-year career with National City.

An external search for Kelly's successor is under way, with
Mr. Richlovsky serving in the interim role until the position is
filled.  Mr. Richlovsky, who began his career with National City
in 1978, has responsibility for external financial reporting,
investor relations, capital management, taxes and insurance.

                  About National City Corporation

Headqurtered in Cleveland, Ohio, National City Corporation --
http://www.nationalcity.com/-- is financial holding company that  
operates through an extensive distribution network in Ohio,
Florida, Illinois, Indiana, Kentucky, Michigan, Missouri,
Pennsylvania, and Wisconsin, and also conducts selected lending
and other financial services businesses on a nationwide basis.  
The primary source of National City's revenue is net interest
income from loans and deposits, revenue from loan sales and
servicing, and fees from financial services provided to customers.  
Its operations are primarily conducted through more than 1,400
branch banking offices located within National City's nine-state
footprint.  In addition, National City operates over 410 retail
mortgage offices throughout the United States.

                           *     *     *

As reported by the TCR on June 9, 2008, National City Corp.'s
banking unit has entered into a confidential agreement with the
Office of the Comptroller of the Currency that effectively put
the bank on probation.  The TCR, citing The Wall Street Journal,
reported that the terms of the agreement with National City aren't
disclosed, however, regulators usually urge banks to maintain
adequate capital and improve lending standards.  According to WSJ,
National City has been severely contracting its mortgage and home-
equity lending, laying off hundreds of employees in the process.


NEWTON RE: S&P Puts Class A $150MM Notes Under Negative Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on four
natural peril catastrophe bonds on CreditWatch with negative
implications:

     -- Ajax Re Ltd.'s Class A US$100 million principal at-risk
        variable-rate notes, Series 1 rated 'BB'.

     -- Carillon Ltd.'s Class A-1 US$84.5 million principal at-
        risk variable-rate notes, Series 1 rated 'BB-'.

     -- Newton Re Ltd.'s Class A US$150 million principal-at-risk
        variable-rate notes, Series 2008-1 rated 'BB'.

     -- Willow Re Ltd.'s $250 million Class B Series 2007-1
        principal-at-risk variable rate notes rated 'BB+'.

"These rating actions result from the bankruptcy filing of Lehman
Brothers Holdings Inc.," explained Standard & Poor's credit
analyst Gary Martucci.  LBHI is the guarantor of Lehman Brothers
Special Financing, the total return swap counterparty in each of
the catastrophe bonds.  A bankruptcy filing is a termination event
under the swap agreements.
      
"Given the uncertainty of events surrounding LBHI and,
consequently, LBSF and their ability to meet their commitments
under the swap documents, there is the potential for losses in the
collateral accounts to be passed through to the noteholders,"
Mr. Martucci added.  "If this occurs, we will revise the ratings
on the notes to 'D'."  Standard & Poor's will continue to actively
monitor ongoing events.


NJ HEALTH: S&P Lowers Rating Underlying Rating to BB+ from BBB-
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating
and underlying rating to 'BB+' from 'BBB-' on New Jersey Health
Care Facilities Financing Authority's $40.96 million series 1999
and 2002 bonds, issued for Palisades Medical Center.

The stable outlook reflects an adequate financial profile for a
'BB+' rating.
     
The downgrade reflects S&P's concerns about continuing losses at
Palisades Medical Center, including an unexpectedly large loss in
2007 and the ongoing challenges to maintain and improve market
share.

The 'BB+' rating reflects improved and positive year-to-date
earnings under a new chief financial officer after a substantial
operating loss in 2007; location in an extremely fragmented local
health care market, with additional competition from New York City
hospitals; and a weak balance sheet, with limited liquidity and
reliance on a short-term line of credit.

"Palisades will continue to have challenges; however, management
is aggressively attempting different strategies to improve
internal operations, including financial management and boosting
volumes where possible," said Standard & Poor's credit analyst
Cynthia Keller Macdonald.  "Meanwhile, the long-term-care
component of the business provides stability and profits that
help offset the current softness in the acute-care portion of the
business," said Ms. Keller Macdonald.
     
Rating maintenance is contingent on achieving approximately
breakeven operations and not becoming overly reliant on short-term
bank lines.  A lower rating could be possible if operating losses
continue or liquidity is diminished below current levels.  The
rating is also highly dependent on continued receipt of ample
funds from the state charity-care pool.
     
The bonds are secured by a revenue pledge and mortgages and liens
on certain properties of the obligated group, which comprises the
202-bed-acute-care hospital in North Bergen, directly across the
Hudson River from Manhattan, and Palisades General Care, including
The Harborage, a 249-bed nursing home.  There is no consolidated
system audit, so the results reported in S&P's analysis are those
of the obligated group.  Standard & Poor's will continue to
monitor the nonobligated group performance and if the losses
accelerate, the rating or outlook on the obligated group could be
negatively affected.  Palisades is not a party to any interest
rate swap agreements.


NORTHLAKE FOODS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Northlake Foods, Inc.
         aka North Lake Foods, Inc.
        9008 Brittany Way
        Tampa, FL 33619

Bankruptcy Case No.: 08-14131

Type of Business: The Debtor operates a restaurant chain.

Chapter 11 Petition Date: September 15, 2008

Court: Middle District of Florida (Tampa)

Debtor's Counsel: Roberta A. Colton, Esq.
                  racolton@trenam.com
                  Trenam Kemker
                  P.O. Box 1102
                  Tampa, FL 33601
                  Tel: (813) 227-7486
                  Fax: (813) 229-6553

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

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


NOVASTAR MORTGAGE: Vows to Fight Involuntary Bankruptcy Petition
----------------------------------------------------------------
Steven Church of Bloomberg News reports that NovaStar Mortgage,
Inc., said in a Sept. 15, 2008, U.S. Securities and Exchange
Commission filing that it will fight an involuntary Chapter 7
bankruptcy case filed against it by creditors claiming to be owed
$81.5 million.

The alleged Debtor admitted that it has failed to make quarterly
interest payments due the creditors since March, according to the
report.

The alleged Debtor, the report says, said it will continue to try
to negotiate new terms on the notes.

NovaStar could be forced to file its own bankruptcy case should
the company fail to have the involuntary case dismissed, or should
creditors succeed in enforcing their rights, the report notes.

Kansas City, Missouri-based NovaStar Mortgage, Inc. --
http://www.novastarmortgage.com/-- is a finance company that  
originates, purchases, securitizes, sells and invests in loans and
mortgage-backed securities.

Taberna Preferred Funding I, Taberna Preferred Funding II and
Kodiak CDO I filed an involuntary Chapter 7 bankruptcy case with
the United States Bankruptcy Court for the District of Delaware
(Case No. 08-12125) against the Debtor on September 12, 2008.  The
creditors claimed that the Debtor owed them $81,757,796 in
promissory notes.

                       
ORLEANS HOMEBUILDERS: Gets Waiver Extension Until September 29
--------------------------------------------------------------
Orleans Homebuilders, Inc., received an extension of the limited
waiver it received on May 9, 2008, from its lenders under the
company's Amended and Restated Revolving Credit Agreement.  The
original waiver letter temporarily waived compliance with certain
covenants in the Credit Facility generally through and including
Sept. 15, 2008, and replaced those covenants with certain modified
covenants.

The extension extends the waiver period through and including
Sept. 29, 2008.  The company anticipates reaching an agreement
with its lenders to amend the Credit Facility prior to the
termination of the extended waiver period and prior to filing its
Annual Report on Form 10-K for the fiscal year ended June 30,
2008, which is due to be filed on or before Sept. 29, 2008.  If
the company is unable to reach an agreement amending its Credit
Facility on or before Sept. 29, 2008, absent an additional
extension of the waiver period, the company anticipates that it
will then be in default under the terms of the Credit Facility.

Based in Bensalem, Pennsylvania, Orleans Homebuilders Inc. and
its subsidiaries (ASE: OHB) -- http://www.orleanshomes.com/--     
market, develop and build high-quality, single-family homes,
townhomes and condominiums to serve various types of homebuyers,
including first-time, first move-up, second move-up, luxury, empty
nester and active adult.  The company  believes this broad range
of home designs gives it flexibility to address economic and
demographic trends within its markets.  As of March 31, 2008,
Orleans Homebuilders, Inc. has assets of $791.45 million, total
shareholders' equity of $115.31 million, and total liabilities of
$676.14 million.


PAUL SCHAEFER: Files for Chapter 11 in New Hampshire Court
-----------------------------------------------------------
Paul Schaefer, managing member of four corporations which filed
separate Chapter 11 petitions with the U.S. Bankruptcy Court for
New Hampshire, said he filed for Chapter 11 reorganization "to
gain time with his creditors, as he tries to cope with higher fuel
costs and tenants slow to pay their rent," Bob Sanders of the New
Hampshire Business Review reports.  

The corporations are Schaefer Real Estate Trust, LLC, Paul
Schaefer Properties LLC, 171 Manchester Street LLC, and Schaefer
Properties LLC.  These companies all listed between $1 million and
$10 million in assets and liabilities.  The four corporations
manage some 200 units, many in older buildings rented to low- and
moderate-income tenants.

The largest single creditor is the state's Department of Health
and Human Services Child Lead Poisoning Prevention Program.  It is
listed as having claims of $46,494 against Schaefer Properties
LLC.

The four corporations manage some 200 units, many in older
buildings rented to low- and moderate-income tenants.

                       About Schaeffer Real

Based in Brookline, New Hampshire, Schaefer Real Estate Trust,
LLC, Paul Schaefer Properties LLC, 171 Manchester Street LLC, and
Schaefer Properties LLC filed separate petitions for Chapter 11
relief on Sept. 10, 2008 (D. N.H. 08-12612, 08-12613, 08-12614,
and 08-12615).  William S. Gannon, Esq., at William S. Gannon
PLLC, represents the Debtors as counsel.  When the Debtors filed
for protection from their creditors, they all listed assets of
between $1 million and $10 million, and debts of between
$1 million and $10 million.


PEABODY ENERGY: S&P Upgrades Ratings; Removes All from Pos. Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on St. Louis, Missouri-based Peabody Energy Corp. to 'BB+'
from 'BB' and removed all ratings from CreditWatch, where they had
been placed with positive implications on Aug. 11, 2008.  The
outlook is stable.
     
At the same time, Standard & Poor's raised its rating on the
company's senior unsecured debt to 'BB+' from 'BB' and kept the
recovery rating at '3', indicating S&P's expectation of meaningful
(50% to 70%) recovery in the event of a payment default.
     
"The upgrade reflects the company's strengthened credit measures
stemming from marked improvement in the financial performance of
its Australian operations and lower adjusted debt resulting from
the spin off of its central Appalachian coal operations," said
Standard & Poor's credit analyst Marie Shmaruk.
     
It also reflects S&P's expectation that the company will generate
significant free cash flow in the coming year because of favorable
contract pricing realized in the current high-price environment
and will use a portion of that cash flow to reduce debt, bringing
credit measures in line with the 'BB+' rating.

The ratings on Peabody Energy reflect the company's leading market
position, its substantial and diversified reserve base, and
currently favorable coal industry conditions.  The ratings also
reflect the company's aggressive financial leverage, ongoing cost
pressures, operating and logistical difficulties in its Australian
operations, and challenges posed by the inherent risks of coal
mining.
     
Peabody is North America's largest coal producer, with diversified
reserves totaling more than 9 billion tons located in the western
U.S., the Illinois basin, and Australia.  In 2007, the company
sold approximately 238 million tons of coal, including 24 million
from its trading and brokerage operations.


PIMA COUNTY IDA: Moody's Chips S. 2006A-2 Bonds Rating to Ba1
-------------------------------------------------------------
Moody's has downgraded to Ba1 from A3 the rating on Tucson and
Pima County Industrial Development Authority, Arizona, Single
Family Mortgage Revenue Bonds, Series 2006A-2 and removed it from
Watchlist for Possible Downgrade.  The downgrade and removal from
Watchlist for Possible Downgrade of these subordinate bonds is
based on a review of the second mortgage loans securing the bonds.

Moody's decision to downgrade the rating on the bonds was based on
the struggling housing market in the Tucson MSA, the small size of
the loans pool and the credit characteristics of the second
mortgage pools for bonds.  All of the second mortgages are fixed
rate and were issued in connection with the issuance of a first
mortgages that were guaranteed by either Fannie Mae, Freddie Mac
or GNMA-all of which have strict underwriting guidelines-and
securitized into Mortgaged Backed Securities.  As a result, the
credit characteristics of the second mortgagees are similar to
Prime borrowers.

Currently the pool of second mortgages is performing well with
only one loan delinquent.  However, the small size of the pool,
the fact that many of the mortgages have been originated within
the last year, and the ongoing housing price declines in the
Tucson area raises concerns about the performance of the second
mortgages pool going forward and the ability of the bonds to
withstand high levels of losses on these loans.


PRUDENTIAL HOME: Fitch Puts 'BB+' Trusts Rating Under Neg. Watch
----------------------------------------------------------------
Fitch Ratings has taken these rating actions on the two Prudential
Home Trust Resecuritization transactions.  The classes represent a
beneficial ownership interest in separate trust funds, which
include bonds that have been affirmed.

Prudential Home 1994-A
  -- Class B1-4 affirmed at 'AAA';
  -- Class B1-R affirmed at 'AAA';
  -- Class B-2 affirmed at 'AAA';
  -- Class B3-4 affirmed at 'AAA';
  -- Class B3-5 affirmed at 'AAA';
  -- Class B-4 affirmed at 'AA+';
  -- Class B-5 affirmed at 'A+';
  -- Class B-6 affirmed at 'A';
  -- Class B-7, rated 'BBB+', placed on Rating Watch Negative;
  -- Class B-8, rated 'BB+', placed on Rating Watch Negative.

Prudential Home 1994-E
  -- Class B1-1 affirmed at 'AAA';
  -- Class B1-R affirmed at 'AAA';
  -- Class B-2 affirmed at 'AAA';
  -- Class B-3 affirmed at 'A';
  -- Class B-4 affirmed at 'BBB';
  -- Class B-5 affirmed at 'BB'.

The rating actions were taken as part of Fitch's ongoing
surveillance process of existing transactions.


RACERS 2006: S&P Trims $87MM Certificate Rating to 'CC'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the
$87 million credit-linked certificates from Restructured Asset
Certificates w/Enhanced Returns Series 2006-18-C (ABX_A_06_2_iii)
to 'CC' from 'CCC'.
     
The downgrade reflects the Aug. 27, 2008, lowering of the rating
on the referenced obligations, the class M-5 asset-backed
certificates due July 25, 2036, issued by Morgan Stanley ABS
Capital I Inc. Trust 2006-WMC2 to 'CC'; this is the lowest rated
of the reference obligations in the credit default swap.
     
RACERS 2006-18-C (ABX_A_06_2_iii) is a credit-linked certificate
transaction, the rating on which is based on the lower of (i) the
rating on the underlying securities, the certificates issued by
RACERS Series 2006-15-A Trust ('AAA'); and (ii) the lowest rating
on the various reference obligations in the credit default swap
trade ('CC').   


SCHAEFER PROPERTIES: Files for Chapter 11 in New Hampshire Court
----------------------------------------------------------------
Paul Schaefer, managing member of four corporations which filed
separate Chapter 11 petitions with the U.S. Bankruptcy Court for
New Hampshire, said he filed for Chapter 11 reorganization "to
gain time with his creditors, as he tries to cope with higher fuel
costs and tenants slow to pay their rent," Bob Sanders of the New
Hampshire Business Review reports.  

The corporations are Schaefer Real Estate Trust, LLC, Paul
Schaefer Properties LLC, 171 Manchester Street LLC, and Schaefer
Properties LLC.  These companies all listed between $1 million and
$10 million in assets and liabilities.  The four corporations
manage some 200 units, many in older buildings rented to low- and
moderate-income tenants.

The largest single creditor is the state's Department of Health
and Human Services Child Lead Poisoning Prevention Program.  It is
listed as having claims of $46,494 against Schaefer Properties
LLC.

The four corporations manage some 200 units, many in older
buildings rented to low- and moderate-income tenants.

                       About Schaeffer Real

Based in Brookline, New Hampshire, Schaefer Real Estate Trust,
LLC, Paul Schaefer Properties LLC, 171 Manchester Street LLC, and
Schaefer Properties LLC filed separate petitions for Chapter 11
relief on Sept. 10, 2008 (D. N.H. 08-12612, 08-12613, 08-12614,
and 08-12615).  William S. Gannon, Esq., at William S. Gannon
PLLC, represents the Debtors as counsel.  When the Debtors filed
for protection from their creditors, they all listed assets of
between $1 million and $10 million, and debts of between
$1 million and $10 million.


SCHAEFER REAL: Files for Chapter 11 in New Hampshire Court
-----------------------------------------------------------
Paul Schaefer, managing member of four corporations which filed
separate Chapter 11 petitions with the U.S. Bankruptcy Court for
New Hampshire, said he filed for Chapter 11 reorganization "to
gain time with his creditors, as he tries to cope with higher fuel
costs and tenants slow to pay their rent," Bob Sanders of the New
Hampshire Business Review reports.  

The corporations are Schaefer Real Estate Trust, LLC, Paul
Schaefer Properties LLC, 171 Manchester Street LLC, and Schaefer
Properties LLC.  These companies all listed between $1 million and
$10 million in assets and liabilities.  The four corporations
manage some 200 units, many in older buildings rented to low- and
moderate-income tenants.

The largest single creditor is the state's Department of Health
and Human Services Child Lead Poisoning Prevention Program.  It is
listed as having claims of $46,494 against Schaefer Properties
LLC.

The four corporations manage some 200 units, many in older
buildings rented to low- and moderate-income tenants.

                       About Schaeffer Real

Based in Brookline, New Hampshire, Schaefer Real Estate Trust,
LLC, Paul Schaefer Properties LLC, 171 Manchester Street LLC, and
Schaefer Properties LLC filed separate petitions for Chapter 11
relief on Sept. 10, 2008 (D. N.H. 08-12612, 08-12613, 08-12614,
and 08-12615).  William S. Gannon, Esq., at William S. Gannon
PLLC, represents the Debtors as counsel.  When the Debtors filed
for protection from their creditors, they all listed assets of
between $1 million and $10 million, and debts of between
$1 million and $10 million.


SEMGROUP LP: Wants to Hire PA Consulting as Energy Consultant
-------------------------------------------------------------
SemGroup LP and its debtor-affiliates ask the U.S. Bankruptcy
Court for the District of Delaware for authority to employ PA
Consulting Group, Inc., as energy industry consultants, nunc pro
tunc to August 7, 2008.

As consultants, PA Consulting will:

   (a) develop a trading protocol;

   (b) if needed, assist with trading book and forward contract
       claims and related issues;

   (c) assist the investigation team;

   (d) develop an allocation methodology for invoices relating to
       commodities purchased pre- and postpetition; and

   (e) provide other services as requested by the Debtors from
       time to time.

The Debtors will pay PA Consulting according to its customary
hourly rates:

      Professional                         Hourly Rate
      ------------                         -----------
      Members of Management                $650 to $780
      Managing Consultants                 $490 to $525
      Principal Consultants                        $405
      Consultants/Consultant Analysts              $315
      Analysts                                     $265
      Technical Associates                         $160
      Administrators                                $85

In addition, the Debtors will pay all of the firm's reasonable,
documented out-of-pocket expenses, including costs of
reproduction and reasonable travel expenses for its
professionals.

Under an engagement letter, the Debtors agree to indemnify the
firm against any third party claim brought against the firm in
respect of any injury, damage or loss associated by the Debtors
or a third party's use or operation of the results of PA
Consulting's services without the firm's approval.

Todd Filsinger, member of PA Consulting Group, Inc., assures the
Court that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.  He also
assures the Court that his firm does not represent any interest
adverse to the Debtors, their estates, and their creditors.

Mr. Filsinger discloses that PA Consulting currently performs
services to Deutsche Zentrum f. Energy Future Holdings, Entergy
Services, Inc., GE Trading and Licensing, IBC Euroforum, ING
Investment Management, Lloyd's Register, EMEA, Montana-Dakota
Utilities Co., Northern Indiana Public, Riverstone Holdings, LLC,
and UGI Energy Services, Inc., on matters wholly unrelated to the
Debtors' Chapter 11 cases.  

PA Consulting has provided energy industry consulting services in
connection with the restructuring of PGE National Energy Group,
NRG Energy, Dynegy, Allegheny Energy, Edison Mission Energy,
Exelon Boston Generating, and Mirant.

                          About SemGroup

SemGroup L.P. -- http://www.semgrouplp.com/-- is a
midstream service company providing the energy industry means to
move products from the wellhead to the wholesale marketplace.  
SemGroup provides diversified services for end users and consumers
of crude oil, natural gas, natural gas liquids, refined products
and asphalt.  Services include purchasing, selling, processing,
transporting, terminaling and storing energy.  SemGroup serves
customers in the United States, Canada, Mexico, Wales, Switzerland
and Vietnam.

SemGroup L.P. and its debtor-affiliates filed for Chapter 11  
protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-
11525).  These represent the Debtors' restructuring efforts: John
H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq.
at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P.
Kessler, Esq. and Sherri L. Toub, Esq. at Weil, Gotshal & Manges
LLP; and Martin A. Sosland, Esq. and Sylvia A. Mayer, Esq. at Weil
Gotshal & Manges LLP.  Kurtzman Carson Consultants L.L.C. is the
Debtors' claims agent.  The Debtors' financial advisors are The
Blackstone Group L.P. and A.P. Services LLC.

Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye
Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter
Anderson & Corroon LLP, represent the Debtors' prepetition
lenders.

SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008.  Ernst & Young, Inc.,
is the appointed monitor of SemCanada Crude Company and its
affiliates' reorganization proceedings before the Canadian
Companies' Creditors Arrangement Act.  The CCAA stay expires on
Nov. 21, 2008.

SemGroup L.P.'s consolidated, unaudited financial conditions as of
June 30, 2007, showed $5,429,038,000 in total assets and  
$5,033,214,000 in total debts.  In their petition, they showed  
more than $1,000,000,000 in estimated total assets and more than
$1,000,000,000 in total debts.

(SemGoup Bankruptcy News, Issue No. 11; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).  


SEMGROUP LP: Court Okays Settlement With Affiliate
--------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware entered an order relating to certain matters
between SemGroup Energy Partners, L.P., (NASDAQ: SGLP) and Debtor
SemGroup, L.P.  SGLP is not a party to the bankruptcy filings, but
it is party to various agreements with the Private Company and its
subsidiaries, including some that are debtors in the bankruptcy
filings.

The settlement stipulates that, among other items:

     * the Private Company will pay past and future utility costs
       attributable to the operations of the Private Company at
       certain shared facilities for which they would otherwise
       have a reimbursement obligation;

     * payments under the Asphalt Terminalling and Storage
       Agreement will be netted against related amounts due under
       the Amended Omnibus Agreement;

     * the Private Company will provide a $4.9 million letter of
       credit to secure future obligations under the Asphalt
       Terminalling and Storage Agreement;

     * the Private Company will make payments under the Crude Oil
       Throughput Agreement for the month of August based upon
       the monthly contract minimums in the Crude Oil Throughput
       Agreement, which payments will be netted against related
       amounts due under the Amended Omnibus Agreement;

     * the Private Company will make payments under the Crude Oil
       Throughput Agreement for the months of September and
       October based upon actual volumes and at a rate equal to
       the average rate charged by SGLP to third party shippers
       in the same geographical area, which payments will be
       netted against related amounts due under the Amended
       Omnibus Agreement;
    
     * the Private Company will continue to provide services in
       accordance with the Amended Omnibus Agreement through at
       least November 30, 2008;

     * SGLP and the Private Company resolved among themselves
       that SGLP is the proper party to receive payments under a
       third-party storage agreement; and

     * SGLP will enter into a specified lease with the Private
       Company to permit the Private Company to construct a
       pipeline.

"We believe this is a reasonable settlement between the two
parties," stated Kevin Foxx, President and CEO of SGLP.  "This
decision provides SGLP with certain assurances that it will be
paid for post-bankruptcy services provided to the Private Company.  
It also provides additional clarity around its relationship with
the Private Company on a prospective basis and allows SGLP to
focus on its own independent business plan."

                  About SemGroup Energy Partners

Tulsa, Oklahoma-based SemGroup Energy Partners, L.P. (Nasdaq:
SGLP) -- http://www.SGLP.com/-- owns and operates a diversified     
portfolio of complementary midstream energy assets.  SemGroup
Energy Partners provides crude oil and liquid asphalt cement
terminalling and storage services and crude oil gathering and
transportation services.  

SemGroup Energy Partners, L.P.'s consolidated balance sheet at
March 31, 2008, showed $262.0 million in total assets and
$316.6 million in total liabilities, resulting in a $54.6 million
partners' deficit.

Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware signed off on the agreement Monday....

                        About SemGroup L.P.

SemGroup L.P. -- http://www.semgrouplp.com/-- is a
midstream            
service company providing the energy industry means to move
products from the wellhead to the wholesale marketplace.  SemGroup
provides diversified services for end users and consumers of crude
oil, natural gas, natural gas liquids, refined products and
asphalt.  Services include purchasing, selling, processing,
transporting, terminaling and storing energy.  SemGroup serves
customers in the United States, Canada, Mexico, Wales, Switzerland
and Vietnam.

SemGroup L.P. and its debtor-affiliates filed for Chapter 11  
protection on July 22, 2008 (Bankr. D. Del. Lead Case
No. 08-11525).  These represent the Debtors' restructuring
efforts: John H. Knight, Esq., L. Katherine Good, Esq. and Mark D.
Collins, Esq. at Richards Layton & Finger; Harvey R. Miller, Esq.,
Michael P. Kessler, Esq. and Sherri L. Toub, Esq. at Weil, Gotshal
& Manges LLP; and Martin A. Sosland, Esq. and Sylvia A. Mayer,
Esq. at Weil Gotshal & Manges LLP.  Kurtzman Carson Consultants
L.L.C. is the Debtors' claims agent.  The Debtors' financial
advisors are The Blackstone Group L.P. and A.P. Services LLC.

Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye
Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter
Anderson & Corroon LLP, represent the Debtors' prepetition
lenders.

SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008.  Ernst & Young, Inc.  
The CCAA stay expires on Aug. 20, 2008.

SemGroup L.P.'s consolidated, unaudited financial conditions as of
June 30, 2007, showed $5,429,038,000 in total assets and  
$5,033,214,000 in total debts.  In their petition, they showed  
more than $1,000,000,000 in estimated total assets and more than
$1,000,000,000 in total debts.


SEQUOIA COMM: Overpayment Allegations Hinders Sale
--------------------------------------------------
Tracy Correa of The Fresno Bee reports that allegations of
overpayment in Medi-Cal reimbursements is delaying the sale of the
health centers of Sequoia Community Health Foundation, Inc., dba
Sequoia Community Health Clinic.

The Fresno relates that the U.S. Bankruptcy Court for the Eastern
District of California approved the $9.8 million sale proposal in
August, but Sequoia representatives have been talking with the
California Department of Health Care Services, the Attorney
General's Office, and the buyer, Clinica Sierra Vista, over the
disputed payments for weeks.  The attorneys for Sequoia and
Clinica had met in Court, The Fresno says.  

"We've heard anywhere from $800,000 to $3.5 million," The Fresno
quoted Scott Belden, Esq., the attorney for Clinica, as saying.  
According to the report, Mr. Belden said that Clinica needs
details on how much would have to be repaid to the state and whose
responsibility it will be to repay it.  Mr. Belden complained that
the state was basically demanding that Clinica assume millions of
dollars in Medi-Cal liabilities, the report says.

The Fresno relates that Riley Walter, the bankruptcy counsel for
Sequoia, said it has not been determined yet whether there was an
overpayment.

According to Fresno Bee, the state Attorney General's Office filed
felony charges against Sequoia, its chief executive officer, Dr.
John Maffeo, and Chief Financial Officer Sybille Waiyaki on
Aug. 5, accusing them of grand theft related to about $1.5 million
in allegedly fraudulent Medi-Cal claims to the state.  The Fresno
states that Richard Berman, Esq., the attorney for Mr. Maffeo and
Ms. Waiyaki, said the discrepancies were unintentional billing
errors.  The two Sequoia officers will appear in the Sacramento
Superior Court in October.

Sequoia has borrowed about $2 million from Clinica to stay afloat,
but Clinica may not be able to continue lending money to Sequoia,
Fresno Bee relates.  Clinica and Sequoia are hurting because the
state budget impasse means Medi-Cal funds aren't being paid, The
Fresno says, citing Mr. Belden.

Fresno Bee reports that a hearing on the motion to sell Sequoia to
Clinica is set for Oct. 1.

                     About Sequoia Community

Fresno, California-based Sequoia Community Health Foundation,
Inc., dba Sequoia Community Health Clinic, runs eight clinics.  
The health care provider filed its chapter 11 petition on June 24,
2008 (Bankr. E.D. Calif. Case No. 08-13653).  Judge Whitney
Rimel presides over the case.  Riley C. Walter, Esq., at Walter
Wilhelm Law Group, represents the Debtor in its restructuring
efforts.  No Official Committee of Unsecured Creditors has been
formed in this case.  The Debtor has assets of between $1 million
and $10 million and debts of between $1 million and $10 million.


SHORES OF PANAMA: Files Bankruptcy Plan in Florida Court
--------------------------------------------------------
Michael Bathon of Bloomberg News reports that Shores of Panama
Inc. filed its Chapter 11 reorganization plan with the U.S.
Bankruptcy Court for the Northern District of Florida that would
pay creditors owed $113.3 million from the sales of its
condominium units.

According to the report, the Debtor would seek to sell 357
condominium units during the next six years to generate about
$120 million in revenue.

Based in Spanish Fort, Alabama, Shores of Panama, Inc. owns and
manages condominiums.  The Company filed for Chapter 11 protection
on Feb. 26, 2008 (Bankr. N.D. Fla. Case No. 08-50066).  John E.
Venn, Jr., P.A., represents the Debtor in its restructuring
efforts.  The Debtor disclosed $173,568,452 in total assets and
$113,255,773 in total debts.


STEAK 38: Case Summary & 40 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Steak 38 Brigantine, LLC
         aka Steak 38
        3700 Atlantic-Brigantine Blvd.
        Brigantine, NJ 08203

Bankruptcy Case No.: 08-27559

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
Steak 38 Brigantine Associates, LLC                08-27556

Type of Business: The Debtors operate restaurants.

Chapter 11 Petition Date: September 15, 2008

Court: District of New Jersey (Camden)

Judge: Gloria M. Burns

Debtor's Counsel: Scott M. Zauber, Esq.
                  szauber@subranni.com
                  Subranni, Ostrove & Zauber
                  1624 Pacific Ave
                  P.O. Box 1913
                  Atlantic City, NJ 08404
                  Tel: (609) 347-7000

                     Estimated Assets  Estimated Debts
                     ----------------  ---------------

Steak 38 Brigantine  $324,918          $2,457,383

Steak 38 Brigantine  $2,750,000        $1,908,664
Associates

A. Steak 38 Brigantine's list of largest unsecured creditors is
   available for free at:

             http://bankrupt.com/misc/njb08-27559.pdf

B. Steak 38 Brigantine Associates' list of largest unsecured
   creditors is available for free at:

             http://bankrupt.com/misc/njb08-27556.pdf


STONEY GLEN: Seeks Court Approval to Auction Land
-------------------------------------------------
Chesterfield Observer reports that Stoney Glen, LLC, is asking
permission from the U.S. Bankruptcy Court for the Eastern District
of Virginia to liquidate, through a public auction, the land it
purchased for a residential development.

Chesterfield Observer relates that Stoney Glen hopes to be able to
sell the property at a higher price by filing for Chapter 11
bankruptcy rather than a Chapter 7.  Stoney Glen said that in an
initial agreement, the builder, NVR, was allowed to buy the 202
fully developed single family lots during a five-year period,
Chesterfield Observer relates.  

Portsmouth, Virginia-based Stoney Glen, LLC is a real estate
developer.  On August 7, 2008, the Debtor filed for Chapter 11
bankruptcy protection with the United States Bankruptcy Court for
the Eastern District of Virginia (Bankr. E.D. Va. Case No.
08-72616).  Ann Brogan, Esq., at Marcus Crowley & Liberatore,
P.C., represents the Debtor in its restructuring efforts.  The
Debtor's July balance sheet, filed with the court, showed total
assets of $7.43 million and liabilities of $9.34 million.


SUMMIT GLOBAL: Lowenstein Wants to Be Removed as Lead Counsel
-------------------------------------------------------------
Bankruptcy Law360 reports that Lowenstein Sandler, PC, has asked
the U.S. Bankruptcy Court for the District of New Jersey to be
removed as the lead counsel of Summit Global Logistics, Inc., and
its debtor-affiliates.  Lowenstein Sandler, according to the
report, alleged that communication between the firm and the Debtor
has been all but severed.

Based in East Rutherford, New Jersey, Summit Global Logistics Inc.
fdba Aeorbic Creations Inc. -- http://www.summitgl.com/-- offers  
a network of strategic logistics services, such as non-vessel
operating common carrier ocean services, overseas consolidation,
air freight forwarding, warehousing & distribution, cross-dock,
transload, customs brokerage and trucking.  The Company and its 17
affiliates filed for Chapter 11 protection on January 30, 2008
(Bankr. N.J. Case No. 08-11566).  Kenneth Rosen, Esq., at
Lowenstein Sandler, P.C., represents the Debtors in its
restructuring efforts.  No Official Committee of Unsecured
Creditors has been appointed in this cases.  When the Debtor filed
for protection against their creditors, it list assets between
$50 million and $100 million and debts between $100 million and
$500 million.


SUNGARD DATA: S&P Rates Proposed $500MM Term Secured Loan 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
and '1' recovery ratings to Wayne, Pennsylvania-based SunGard Data
Systems Inc.'s proposed $500 million incremental secured term loan
due 2014.  The '1' recovery rating indicates S&P's expectation of
very high (90%-100%) recovery in the event of a payment default.  
At the same time, S&P affirmed its 'B+' corporate credit, 'BB'
senior secured, and 'B-' subordinated ratings on the company.
     
In addition, S&P lowered its senior unsecured rating on SunGard to
'B' from 'B+' and revised the recovery rating on this debt to '5'
from '4'.  At the same time, S&P assigned its 'B' rating to the
proposed $500 million senior notes due 2015, as well as a recovery
rating of '5' to the notes.  The '5' recovery rating indicates
S&P's expectation of modest (10%-30%) recovery in the event of a
payment default.  
     
"We lowered the senior unsecured rating to reflect the increase in
SunGard's leverage and diminished recovery prospects for unsecured
debt," said Standard & Poor's credit analyst Martha Toll-Reed,
"upon completion of the proposed acquisition of GL Trade SA for
approximately $629 million."

"We expect proceeds from the new senior secured and senior
unsecured issues to be largely used to repay $250 million of
senior secured notes maturing Jan. 15, 2009, and to fund the GL
acquisition," S&P says.


SUNGARD DATA: Moody's Puts 'Caa1' Rating on Proposed $500MM Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to SunGard Data
System's proposed $500 million senior unsecured notes offering.  
Concurrently, Moody's affirmed SunGard's B2 corporate family and
probability of default ratings, SGL-2 speculative grade liquidity
rating and Ba3 rating on the senior secured term loan.  These
actions follow the company's announcement that it intends to
borrow an incremental $500 million under the term loan facility
together with the notes offering.  The rating outlook remains
stable.

As currently proposed, the notes offering and incremental term
loan will finance the company's pending acquisition of GL TRADE, a
publicly traded global financial software solutions company
headquartered in Paris and London.  On August 1, 2008, the date of
the acquisition announcement, GL TRADE was valued at approximately
EUR400 million (approximately US$624 million).  SunGard plans to
acquire a block of shares at a price of EUR41.70/share from
certain shareholders representing about 64.51% of the target's
share capital.  Following completion of the block purchase,
SunGard intends to launch an all-cash tender offer for the
remaining outstanding shares at the same share price.  The closing
of the transaction is expected to be completed by the end of the
year.

SunGard's B2 CFR reflects the company's size and profitability as
measured by its minimal pre-tax income and net return on assets,
as well as the company's high financial leverage and low interest
coverage.  At the same time, the rating takes into consideration
the company's strong business profile, as represented by its low
customer concentration, diverse product line offerings and broad
geographic reach.  Moody's estimates the company's leverage would
approximate 6.4x pro forma for the acquisition, which is in line
with the current rating.  

Given the size of the transaction which is significantly larger
than prior acquisitions, the company will have less financial
flexibility to incur incremental debt and still maintain its
current rating. Since the LBO in 2005, the company has not de-
levered significantly and Moody's expects that management will
remain acquisitive to expand and diversify its revenue base, and
seek growth opportunities.

The stable rating outlook assumes SunGard will not increase its
debt leverage significantly following this acquisition or make
dividend payments to its private equity sponsors.  Despite the
challenging macro-economic environment in the U.S. and operating
weakness across the financial services sector, the company,
through its diverse service offerings and highly recurring revenue
model, will likely continue to grow revenues in the low-to-mid
single digit range organically and maintain stable profit margins
approximately in line with current levels.  

Furthermore, the GL TRADE acquisition allows SunGard to further
diversify geographically in Europe and Asia.  If the company were
to incur additional leverage, the rating and/or outlook could
experience negative rating pressure.

The following new rating was assigned:

  -- $500 Million Senior Unsecured Notes due 2015 -- Caa1
     (LGD-5, 81%)

These ratings were affirmed:

  -- Corporate Family Rating -- B2

  -- Probability of Default Rating -- B2

  -- $1.0 Billion Secured Revolving Credit Facility -- Ba3
     (LGD-2, 29%)

  -- $4.9 Billion Secured Term Loan Facility -- Ba3 (LGD-2, 29%)

  -- $250 Million Senior Notes due 2009 -- B3 (LGD-4, 67%)

  -- $250 Million Senior Notes due 2014 -- B3 (LGD-4, 67%)

  -- $1.6 Billion Senior Notes due 2013 -- Caa1 (LGD-5, 81%)

  -- $1.0 Billion Senior Subordinated Notes due 2015 -- Caa1
     (LGD-6, 94%)

  -- Speculative Grade Liquidity Rating -- SGL-2

SunGard Data Systems Inc., headquartered in Wayne, Pennsylvania,
is a provider of software and IT services to the financial
services industry as well as higher education institutions and the
public sector.  SunGard also provides disaster recovery/business
continuity services through its Availability Services division.


TALLULAH RIVER: Wants Jerry A. Daniels as Bankruptcy Counsel
------------------------------------------------------------
Tallulah River Mountain Resort, Inc., seeks authority from the
U.S. Bankruptcy Court for the Northern District of Georgia to
employ Jerry A. Daniels, Esq., at Jerry A. Daniels LLC, in
Lawrenceville, Georgia, as its bankruptcy counsel.

Mr. Daniels will:

   a) prepare pleadings, applications, and the conducting of
      examinations incident to administration of the case;
  
   b) develop the status of the Debtor to claims of creditors;

   c) advise the Debtor of its rights, duties, and obligations as
      Debtor-in-Possession; and

   d) provide any and all other necessary actions incident to
      proper preservation and administration of these estates.

Mr Daniels bills $250 per hour and a retainer of $16,000 was paid
by the Debtor to Mr. Daniels.

To the best of Debtor's knowledge, Mr. Daniels does not hold or
represent an interest adverse to Debtor's estate.  Mr. Daniels, is
a "disinterested person" as defined in the Bankruptcy Code.

Based in Santee, South Carolina, Tallulah River Mountain Resort
Inc dba Tallulah River Walk operates a full-amenity river and
mountain resort.  The company filed for Chapter 11 protection on
Sept. 1, 2008 (Bankr. N.D. Ga. Case No. 08-22474).  When the
Debtor filed for protection from its creditors, it listed assets
of between $10 million and $50 million, and debts of between
$1 million and $10 million.


TARRA LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Tarra LLC
        P.O. Box 9557
        Columbus, MS 39705

Bankruptcy Case No.: 08-13697

Chapter 11 Petition Date: September 12, 2008

Court: Northern District of Mississippi (Aberdeen)

Debtor's Counsel: Craig M. Geno, Esq.
                  cmgeno@harrisgeno.com
                  Harris Jernigan & Geno, PLLC
                  P.O. Box 3380
                  Ridgeland, MS 39158-3380
                  Tel: (601) 427-0048

Estimated Assets: $1 million to $10 million

Estimated Debts: $1 million to $10 million

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

                       
TEMLAN INC: Files for Creditors' Protection Under CCAA
------------------------------------------------------
Temlam Inc. and its subsidiary, Jager Building Systems Inc.,
filed voluntary assignments in bankruptcy under the Bankruptcy and
Insolvency Act (Canada).  Temlam Inc. is jointly owned on a 50/50
basis by Tembec Inc. and Societe generale de financement du
Quebec (SGF).

These assignments in bankruptcy follow the receipt, by Temlam Inc.
and Jager Building Systems Inc. of Notices of Intention to Enforce
Security issued by HSBC Canada bank on Sept. 3, 2008, because they
were unable to cure defaults under their financing arrangements
due to current economic conditions in the industry.

"Tembec has recently completed a successful recapitalization which
has given us a strong balance sheet and liquidity position," said
James Lopez, President and CEO of Tembec.  "It would not be
prudent to risk further exposure to these joint ventures through
injection of additional capital at this time in light of the
current business climate and housing market.  For this reason,
Tembec and SGF have decided to support the decision of the Boards
of Directors of the two companies and endorse this course of
action.  We regret the impact that this will have on employees,
customers and suppliers, but this is the most prudent decision,"
Mr. Lopez continued.

As a result of the filing, Tembec Inc. will immediately cease
proportionately consolidating the financial results of Temlam Inc.
and Jager Building Systems Inc. in its financial statements.  This
will result in a reduction of approximately $50 million in the
carrying value of Tembec Inc.'s assets and liabilities with no
material impact on earnings.  During the nine-month period ended
June 2008, the two ventures had increased Tembec's reported sales
by $34 million and had generated negative EBITDA of $4 million.

PricewaterhouseCoopers Inc. will be acting as trustee for Temlam
Inc. and Jager Building Systems Inc.

Headquartered in Amos, Canada, Temlan Inc. manufactures wood based
pulp and offers structural engineering services.


THORNBURG MORTGAGE: Amends Exchange Offer and Consent Solicitation
------------------------------------------------------------------
Thornburg Mortgage Inc. is amending its Exchange Offer and Consent
Solicitation for all outstanding shares of its 8.00% Series C
Cumulative Redeemable Preferred Stock, Series D Adjusting Rate
Cumulative Redeemable Preferred Stock, 7.50% Series E Cumulative
Convertible Redeemable Preferred Stock and 10% Series F Cumulative
Convertible Redeemable Preferred Stock to remove the guaranteed
delivery procedures and extend the expiration date.

Holders who wish to tender their shares of Preferred Stock must
deliver, or cause to be delivered, their shares and other required
documents to the exchange agent before the expiration date.

Applicable rules and regulations of the Securities and Exchange
Commission require the company to keep the Exchange Offer open for
additional time so that shareholders may review the amendment and,
if they desire, withdraw their previously tendered shares.  In
order to provide holders of the Preferred Stock with the
additional time required, the Exchange Offer is extended to expire
at 12:01 a.m., EDT, on Sept. 23, 2008, unless further extended or
terminated by the company.

Despite this extension, Thornburg Mortgage believes that it may
not be able to close the Exchange Offer unless the company reaches
a satisfactory agreement with the reverse repurchase agreement
counterparties that are party to the Override Agreement dated as
of March 17, 2008, as amended, who are asserting positions that
are contrary to the company's understanding with respect to the
rights and obligations of the company and the counterparties under
various agreements.  Unless a satisfactory agreement is reached
with the counterparties, the conditions that the exchange offer
complies with applicable law cannot be satisfied at the present
time because Maryland law prohibits the company from paying the
cash portion of the consideration offered in the Exchange Offer
if, after making the payment, the company would not be able to pay
its debts as they become due in the usual course of business or
the company's total assets would be less than the sum of its total
liabilities.

Since the commencement of the Exchange Offer, the Override
Agreement counterparties have made a series of unanticipated
margin calls and have withheld funds payable to the company, and
if these actions remain unresolved the company's available
liquidity will be greatly diminished from the level anticipated
when the company commenced the Exchange Offer.  

These actions and the positions asserted by the counterparties are
in direct conflict with the Company's understanding of certain key
features of the Override Agreement, including, among other things,
whether the aggregate amount of all margin calls under the
Override Agreement is subject to a $350 million cap, whether
margin calls on downgraded collateral may also be based on changes
in the market price for underlying collateral as opposed to
changes in haircut only, whether the liquidity fund established by
the company as required by the Override Agreement can be used for
corporate purposes, whether certain monthly interest collected on
collateral and certain proceeds of sales of collateral must be
remitted to the company in a timely manner and whether certain
counterparties have valid rights of set-off under other agreements
with the company.  

Despite its diligent negotiations to date, Thornburg Mortgage has
not been able to reach a satisfactory agreement with the Override
Agreement counterparties.  Further, the Override Agreement
counterparties continue to withhold virtually all cash owed to the
company under both the Override Agreement and its warehouse lines.  
The company continues to attempt to resolve these issues in order
to consummate the Exchange Offer, but at this time there can be no
assurance that the conditions to closing the Exchange Offer will
be satisfied prior to its expiration.

Because of the cash constraints that have been imposed on the
company by the Override Agreement counterparties, both in respect
of their actions to date and in respect of the prospect of
additional margin calls and withholdings of cash in the future,
Thornburg Mortgage has initiated the solicitation of a consent
from the holders of its Senior Subordinated Secured Notes due 2015  
to agree to accept the interest payment due on their notes on
September 30, 2008 in the form of additional Senior Subordinated
Secured Notes in principal amount equal to the cash interest
payable.  

All Senior Subordinated Secured Notes will continue to bear
interest at a rate of 18% per annum until the Triggering Events,
as defined in the indenture governing the Senior Subordinated
Secured Notes, are satisfied.  Absent improvement in the company's
current liquidity position, holders of at least 98% of the $1.15
billion aggregate principal amount of Senior Subordinated Secured
Notes currently outstanding are being requested to agree to the
company's request to forego the receipt of cash interest in order
for the company to be able to make the interest payment due on
Sept. 30, 2008 and avoid a default.

MatlinPatterson Global Investment Advisors and its affiliates,
which together hold more than 40% of the outstanding aggregate
principal amount of these notes, have stated that they currently
intend to agree to the company's request.  The completion of this
consent solicitation of the holders of Senior Subordinated Secured
Notes will not, by itself, enable Thornburg Mortgage to satisfy
the conditions to closing the Exchange Offer.

The Exchange Offer is being made to holders of Preferred Stock in
reliance upon the exemption from the registration requirements of
the Securities Act of 1933, as amended, afforded by Section3(a)(9)
thereof.  Investor inquiries about the Exchange Offer should be
directed to the company at 866-222-2093 (toll free).  Holders of
the Preferred Stock are urged to read the Offering Circular dated
July 23, 2008, and all supplements thereto, which have been filed
with the SEC and contains important information regarding the
Exchange Offer.  Requests for copies of the Offering Circular, all
supplements thereto and related documents may be directed to
Georgeson Inc., the information agent for the Exchange Offer, at
866-399-8748 (toll free).

                  About Thornburg Mortgage Inc.

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- is a
single-family               
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable-
rate mortgages.  It originates, acquires, and retains investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprise of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.

                          *     *     *

As reported in the Troubled Company Reporter on June 27, 2008,
Moody's Investors Service affirmed Ca and C senior debt and
preferred stock ratings, respectively of Thornburg Mortgage Inc.
Thornburg's Ca debt rating remains under review for possible
downgrade.

Moody's said that Thornburg's efforts to raise capital to avoid
default under its repo agreements have resulted in the
reconfiguration of its balance sheet with adverse impact on its
debt and preferred equity holders.

As reported in the Troubled Company Reporter on Aug. 11, 2008,
Standard & Poor's said that the completion of Thornburg Mortgage
Inc.'s tender offer for its preferred shares will have an impact
on the rating once complete.  If Thornburg is successful in the
tender offer, S&P would view this as a positive sign.


TOTAL VEIN: VNUS Medical Sues Company for Patent Infringement
-------------------------------------------------------------
According to Bankruptcy Law360, VNUS Medical Technologies Inc. has
filed a patent infringement lawsuit against Total Vein Solutions
LLC over a varicose vein treatment after getting permission from
the Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern
District of Texas.

Bankruptcy Law360 relates that VNUS Medical filed the complaint in
the U.S. District Court for the Northern District of California,
accusing Total Vein of having infringed five patents for a
surgical procedure.

                          About Total Vein

Houston, Texas-based Total Vein Solutions, L.L.C. --
http://www.totalvein.com-- markets a line of venous surgery  
packs, laser fibers, access devices and surgical supplies.  The
Company filed for Chapter 11 protection on Jan. 17, 2008 (Bankr.
S.D. Texas Case No. 08-30203).  Richard L Fuqua, II, Esq., at
Fuqua & Keim represents the Debtor in its restructuring efforts.  
The Debtor disclosed total assets of $1,489,669 and total debts of    
$242,414 when it filed for bankruptcy protection.


TOUSA INC: Court OKs Services Pact with KZC Services, John Boken
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
authorized the expanded services under a services agreement among
TOUSA Inc. and its debtor-affiliates, KZC Services LLC, and John
R. Boken effective June 23, 2008.

Mr. Boken will become the CEO and president of TOUSA, effective as
of June 23, 2008.  Antonio B. Mon, the Debtors' current CEO and
president, will remain executive vice-chairman of the board, but
will step down from his other positions as of June 23.

As reported in the Troubled Company Reporter on June 25, 2008, the
Debtors said it is appropriate to have someone familiar with the
restructuring process to be directly responsible for leading their
reorganization efforts and advising the board.

Mr. Boken's new assignment will be in connection with Mr. Mon's
transition from CEO and president.

                         About TOUSA Inc.

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., at
Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger
Singerman, to represent them in their restructuring efforts.  
Lazard Freres & Co. LLC is the Debtors' investment banker.  Ernst
& Young LLP is the Debtors' independent auditor and tax services
provider.  Kurtzman Carson Consultants LLC acts as the Debtors'
Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008,
(Bankr. S.D. Fla. Case No.: 08-20746).  It listed assets between
$1 million and $10 million, and debts between $1 million and
$10 million.

The Official Committee of Unsecured Creditors hired Patricia A.
Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff &
Sitterson, P.A., as its local counsel.

TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets
of $1,734,422,756 and total liabilities of $2,300,053,979.

TOUSA's Exclusive Plan Filing Period expires Oct. 25, 2008.  
(TOUSA Bankruptcy News, Issue No. 19; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).


TUCSON COUNTY IDA: Moody's Chips S. 2006A-2 Bonds Rating to Ba1
---------------------------------------------------------------
Moody's has downgraded to Ba1 from A3 the rating on Tucson and
Pima County Industrial Development Authority, Arizona, Single
Family Mortgage Revenue Bonds, Series 2006A-2 and removed it from
Watchlist for Possible Downgrade.  The downgrade and removal from
Watchlist for Possible Downgrade of these subordinate bonds is
based on a review of the second mortgage loans securing the bonds.

Moody's decision to downgrade the rating on the bonds was based on
the struggling housing market in the Tucson MSA, the small size of
the loans pool and the credit characteristics of the second
mortgage pools for bonds.  All of the second mortgages are fixed
rate and were issued in connection with the issuance of a first
mortgages that were guaranteed by either Fannie Mae, Freddie Mac
or GNMA-all of which have strict underwriting guidelines-and
securitized into Mortgaged Backed Securities.  As a result, the
credit characteristics of the second mortgagees are similar to
Prime borrowers.

Currently the pool of second mortgages is performing well with
only one loan delinquent.  However, the small size of the pool,
the fact that many of the mortgages have been originated within
the last year, and the ongoing housing price declines in the
Tucson area raises concerns about the performance of the second
mortgages pool going forward and the ability of the bonds to
withstand high levels of losses on these loans.


WALTER INDUSTRIES: S&P Lifts Ratings on Stronger Credit Metrics
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on Orlando,
Florida-based Walter Industries.  S&P raised the corporate credit
rating to 'BB-' from 'B+'.
     
At the same time, S&P raised the rating on the company's senior
secured bank facility to 'BB+' from 'BB'.  The recovery rating of
'1', which indicates the expectation of very high (90% to 100%)
recovery in the event of a payment default, is unchanged.  S&P
removed all ratings from CreditWatch, where they were placed with
positive implications on June 10, 2008, following the company's
announced equity offering.  The outlook is stable.
     
"The upgrade reflects the strengthening of the company's credit
metrics," said Standard & Poor's credit analyst Sherwin Brandford.  
"The combination of continued good operating performance and
material debt reduction following its recent equity offering
brought the credit metrics to a level we consider to be more in
line with a higher rating."

In addition, given the current positive operating momentum in the
coal industry, S&P expects further improvement to the company's
financial profile during the next several quarters because to
higher realizations on metallurgical coal.
     
The rating on Walter reflects the limited size and scope of the
company's core coal mining operations, the difficult coal mining
conditions of its Central Appalachian operations, and cyclical end
markets.  Still, the company has high-quality met coal reserves,
has benefited from favorable met coal prices, and has materially
reduced debt during the past several quarters.


WASHINGTON MUTUAL: Employs Frank Baier as CEO's Special Assistant
-----------------------------------------------------------------
Washington Mutual Inc.'s CEO Alan Fish has hired Frank Baier as
his special assistant, Dan Fitzpatrick and Robin Sidel of the Wall
Street Journal, and Matthias Rieker at Dow Jones report, citing
people familiar with the situation.

WSJ relates that the hiring of Mr. Baier is part of an effort to
help steer WaMu through the current crisis.

Mr. Baier was the New York-based trade group Securities Industry
and Financial Markets Association's chief financial officer and
chief administrative officer.  Mr. Baier's arrival would raise
questions about the roles of other top executives at WaMu,
including Chief Financial Officer Thomas Casey, according to WSJ.  

Mr. Fishman said last week that WaMu doesn't have to be sold.  
Sources close to WaMu and J.P. Morgan Chase & Co. -- which is
often mentioned as a possible buyer of WaMu -- denied that any
advanced talks are under way between the two companies, WSJ
reports.

                   About Washington Mutual Inc.

Washington Mutual Inc. (NYSE: WM) -- http://www.wamu.com/-- is a       
consumer and small business banking company with operations in
United States markets. The Company is a savings and loan holding
company.  It owns two banking subsidiaries, Washington Mutual Bank
and Washington Mutual Bank fsb, as well as numerous non-bank
subsidiaries.  The company operates in four segments: the Retail
Banking Group, which operates a retail bank network of 2,257
stores in California, Florida, Texas, New York, Washington,
Illinois, Oregon, New Jersey, Georgia, Arizona, Colorado, Nevada,
Utah, Idaho and Connecticut; the Card Services Group, which
operates a nationwide credit card lending business; the Commercial
Group, which conducts a multi-family and commercial real estate
lending business in selected markets, and the Home Loans Group,
which engages in nationwide single-family residential real estate
lending, servicing and capital markets activities.


WASHINGTON MUTUAL: Moody's Downgrades Ratings on 26 Classes
-----------------------------------------------------------
Moody's Investors Service has downgraded the ratings on 26 classes
of credit card receivable-backed securities issued through the
Washington Mutual Master Note Trust and the Washington Mutual
Master Trust.  The rating action concludes the review that began
on June 9, 2008.

Rationale

The downgrades were prompted by a further weakening of the Trust's
seller/servicer, Washington Mutual Bank, and Moody's view that
that the current economic environment makes certain risk elements
of WaMu's credit card program more vulnerable to significant
performance deterioration.  Specifically, Moody's believes WaMu's
focus on sub- and near-prime credit card originations and the
Trust's collateral concentration in states which have been
particularly hard hit by the housing-led economic downturn pose
incremental credit risk to noteholders.  

The new rating levels incorporate the risks associated with
Moody's view that there is now a higher degree of likelihood that
the card portfolio will become unprofitable.  Moody's analysis
considered the increased potential that further deterioration in
performance could constrain access to funding and that the
economic viability of the credit card program could be diminished.

Downgrade of the Bank

On September 11, 2008, Moody's downgraded the long-term deposit
and issuer ratings of the Bank to Baa3 from Baa2, and the short-
term rating to Prime-3 from Prime-2.  The outlook is negative.
Moody's said the downgrade resulted from WaMu's reduced financial
flexibility, deteriorating asset quality, and expected franchise
erosion as the bank continues to face adverse performance across
its asset base.  Its ability to deal with this issue is
constrained by prospective earnings that are inadequate to restore
or attract capital.  This has complicated WaMu's ability to access
external capital.  Further, as a result, its funding sources have
become more concentrated.

Collateral Performance Deterioration

The performance of the underlying receivables in the Trust is
generally characterized by charge-off rates and yield that exceed
industry averages and a payment rate that is lower than the
industry average.  As of July 2008, the Trust had a three-month
average excess spread margin of approximately 4.5%, compared to
the industry average, which was approximately 6.7% in July.

Looking ahead, Moody's expects further deterioration in some of
the key collateral performance metrics.  Consequently, Moody's has
revised its expected net charge-off rate range for the Trust to
14% - 16% from 10% - 12% and its expected principal payment rate
range to 6.5% - 8.5% from 8% - 10%.

The complete rating actions are:

Issuer: Washington Mutual Master Note Trust

  -- $775,000,000 Floating Rate Class 2005-A2 Asset Backed Notes,
     downgraded to A1 from Aaa

  -- $125,000,000 Floating Rate Class 2005-M2 Asset Backed Notes,
     downgraded to A3 from Aa2

  -- $150,000,000 Fixed Rate Class 2005-B2 Asset Backed Notes,
     downgraded to Baa3 from A2

  -- $150,000,000 Floating Rate Class 2005-C2 Asset Backed Notes,
     downgraded to Ba2 from Baa2

  -- $900,000,000 Floating Rate Class 2006-A1 Asset Backed Notes,
     downgraded to A1 from Aaa

  -- $750,000,000 Floating Rate Class 2006-A2 Asset Backed Notes,
     downgraded to A1 from Aaa

  -- $1,250,000,000 Floating Rate Class 2006-A3 Asset Backed
     Notes, downgraded to A1 from Aaa

  -- $500,000,000 Floating Rate Class 2006-A4 Asset Backed Notes,
     downgraded to A1 from Aaa

  -- $300,000,000 Floating Rate Class 2006-M1 Asset Backed Notes,
     downgraded to A3 from Aa2

  -- $200,000,000 Fixed Rate Class 2006-B1 Asset Backed Notes,
     downgraded to Baa3 from A2

  -- $200,000,000 Floating Rate Class 2006-C1 Asset Backed Notes,
     downgraded to Ba2 from Baa2

  -- $150,000,000 Floating Rate Class 2006-C2 Asset Backed Notes,
     downgraded to Ba2 from Baa2

  -- $200,000,000 Floating Rate Class 2006-C3 Asset Backed Notes,
     downgraded to Ba2 from Baa2

  -- $1,100,000,000 Floating Rate Class 2007-A1 Asset Backed
     Notes, downgraded to A1 from Aaa

  -- $875,000,000 Floating Rate Class 2007-A2 Asset Backed Notes,
     downgraded to A1 from Aaa

  -- $425,000,000 Fixed Rate Class 2007-A4 Asset Backed Notes,
     downgraded to A1 from Aaa

  -- $200,000,000 Floating Rate Class 2007-A5 Asset Backed Notes,
     downgraded to A1 from Aaa

  -- $150,000,000 Fixed Rate Class 2007-B1 Asset Backed Notes,
     downgraded to Baa3 from A2

  -- $125,000,000 Floating Rate Class 2007-C1 Asset Backed Notes,
     downgraded to Ba2 from Baa2

  -- Class 2005-D2 Variable Funding Asset Backed Notes, downgraded
     to B3 from Ba3

  -- Class 2007-C2 Variable Funding Asset Backed Notes, downgraded
     to Ba2 from Baa2

Issuer: Washington Mutual Master Trust

  -- Class E Certificates, Variable Funding Series 2004-G,
     Marty's Shoes, Incdowngraded to B3 from Ba3

  -- Class A Certificates, Variable Funding Series 2007-B,
     downgraded to A1 from Aaa

  -- Class B Certificates, Variable Funding Series 2007-B,
     downgraded to A3 from Aa2

  -- Class C Certificates, Variable Funding Series 2007-B,
     downgraded to Baa3 from A2

  -- Class D Certificates, Variable Funding Series 2007-B,
     downgraded to Ba2 from Baa2

Washington Mutual Bank is a wholly-owned subsidiary of Washington
Mutual, Inc. (Ba2) headquartered in Seattle, Washington.  As of
June 30, 2008 Washington Mutual, Inc. had reported assets of
$310 billion.


WELLMAN INC: Submits Amended Plan of Reorganization
---------------------------------------------------
Wellman Inc. filed an amended plan of reorganization with the U.S.
Bankruptcy Court for the Southern District of New York.  It is
expected that the Plan will allow Wellman to emerge from
bankruptcy by the end of the year with a stronger balance sheet,
ample liquidity and an efficient operation focused on the North
American PET resins business.  The reorganized company will
centralize operations at its low cost, world class Pearl River
facility in Hancock County Mississippi.

As part of the Plan, Wellman will be exiting the polyester staple
fiber and engineering resins businesses and consolidating PET
resin production at the Pearl River facility.  These actions will
result in lower debt levels through the monetization of working
capital of the polyester staple fiber and engineering resins
businesses, improved capacity utilization of the Pearl River
facility, and reduced corporate costs.  The combination of lower
costs, improved capacity utilization and a strong capital
structure will allow Wellman to profitably grow its PET business.
On a proforma basis, Wellman expects to have a financial position,
operating results and cash flows comparable to investment grade
companies.

"While it is always difficult to restructure operations, we
believe these actions will maximize value for our stakeholders and
position Wellman for future growth," Mark Ruday, Wellman's chief
executive officer stated.

Under the Plan, a group of Second Lien Lenders have committed to
provide additional capital to the reorganized Wellman.  The major
components of the Plan are:

   -- Certain Second Lien holders have committed to contribute
      $70 million in new capital to the reorganized Wellman;

   -- The existing Second Lien Lenders will convert 100% of their
      debt in exchange for equity of Reorganized Wellman and
      receive 90% of the proceeds from a Distribution Trust
      established under the Plan;

   -- If the First Lien Lenders as a class vote to accept the
      Plan, they will receive a $75 million promissory note
      secured by the property, plant and equipment at the Pearl
      River facility and the proceeds from the sale of the pledged
      collateral, including the intellectual property and
      intangible assets on which the second lien lenders hold
      security interests, at the facilities to be closed in
      connection with the operational restructuring plan.  If the
      First Lien Lenders as a class vote to reject the Plan, they
      will receive a promissory note of approximately $70 million
      secured by the property, plant and equipment at the Pearl
      River facility and the pledged collateral at the facilities
      to be closed in connection with the operational
      restructuring plan (without the related intellectual
      property and intangible assets on which the second lien
      lenders hold security interests);

   -- The General Unsecured Creditors will receive 10% of the
      proceeds from a Distribution Trust established under the
      Plan; and

   -- The Plan does not provide for any distributions on the
      company's capital stock which will be cancelled upon
      confirmation of the Plan.

Wellman plans to emerge from bankruptcy by the end of the year.

                        About Wellman Inc.

Headquartered in Fort Mill, South Carolina, Wellman Inc. ([OTC]:
WMANQ.OB) -- http://www.wellmaninc.com/-- manufactures and
markets packaging and engineering resins used in food and
beverage packaging, apparel, home furnishings and automobiles.  
They manufacture resins and polyester staple fiber a three major
production facilities.

The company and its debtor-affiliates filed for Chapter 11
protection on Feb. 22, 2008 (Bankr. S.D. N.Y. Case No.
08-10595).  Jonathan S. Henes, Esq., at Kirkland & Ellis, LLP,
in New York City, represents the Debtors.  Lazard Freres & Co.,
LLC, acts as the Debtors' financial advisors and investment
bankers.  Conway, Del Genio, Gries & Co., LLC, was also retained
as the Debtors' chief restructuring advisor.

The United States Trustee for Region 2 has appointed seven members
to the Official Committee of Unsecured Creditors.  Mark R.
Somerstein, Esq., at Ropes & Gray LLP, serves as the Committee's
bankruptcy counsel.  FTI Consulting, Inc., acts as the panel's
financial advisors.

Wellman Inc., in its bankruptcy petition, listed total assets
of $124,277,177 and total liabilities of $600,084,885, as of
Dec. 31, 2007, on a stand-alone basis.  Debtor-affiliate ALG,
Inc., listed assets between $500 million and $1 billion on a
stand-alone basis at the time of the bankruptcy filing.
Debtor-affiliates Fiber Industries Inc., Prince Inc., and
Wellman of Mississippi Inc., listed assets between $100 million
and $500 million at the time of their bankruptcy filings.

On a consolidated basis, Wellman Inc., and its debtor-affiliates
listed $512,400,000 in total assets and $730,500,000 in
liabilities as of June 30, 2008.

Wellman filed a restructuring plan before the Bankruptcy Court on
June 25, 2008.


WESTERN NONWOVENS: Seeks Feb. 9 Extension to Decide on Leases
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on October 16, 2008, at 11:00 a.m. in
Wilmington, to consider a request by Western Nonwovens Inc. and
its affiliate debtors for a 90-day extension -- through and
including February 9, 2009 -- of their deadline to decide whether
to assume or reject their remaining unexpired non-residential real
property leases.

Debtors Western Nonwovens, Inc.; Mid America Fiber Company, Inc.;
Western Synthetic Fiber, Inc.; Bonded Fiberloft, Inc.; Paltex
Incorporated; Florida Nonwovens, Inc.; and Utah Nonwovens, Inc.,
have sold their assets to Sylvan Chemical Co., Inc.  Western
Nonwovens, Inc., and Reliance Products, Inc. have sold certain
assets to Harvest Consumer Insulation, Inc.  The Court has
approved both transactions.

The Debtors estimate that, as the Petition Date, they were parties
to approximately seven Unexpired Leases, including lease
agreements for office space and plant facilities used or
previously used within the Debtors' operations.  By order entered
August 4, 2008, the Debtors rejected the lease of their Oakland,
California, facility effective as of the Petition Date; and by
order entered August 20, 2008, the Debtors assumed and assigned to
Harvest the lease associated with their Clinton, Tennessee,
facility.  The remaining Unexpired Leases remain valuable assets
of the Debtors' estates, including in connection with the Debtors'
sale to Sylvan.

Section 365(d)(4) of the Bankruptcy Code establishes a period
during which a debtor may assume or reject unexpired leases of
nonresidential real property.  That period initially expires on
the earlier of 120 days after the commencement of a chapter 11
case or the date of entry of an order confirming a plan and, upon
expiration, those unexpired leases of nonresidential real property
of a debtor that have not been otherwise assumed or rejected are
deemed rejected.  Accordingly, without an extension by the Court,
the Section 365(d)(4) Period in the Debtors' case will expire on
November 11, 2008.  Section 365(d)(4) contemplates a further
possible extension ofthe Section 365(d)(4) Period by the
Bankruptcy Court for cause and for up to and additional 90 days.

The sale to Sylvan closed on August 26, 2008. Pursuant to the
Asset Purchase Agreement associated with the sale to Sylvan, and
provided that certain conditions are satisfied, the Debtors have
undertaken, inter alia, to refrain from rejecting through November
11, 2008, the Unexpired Leases -- Plant Lease Maintenance Period
-- except after 15 days prior notice from Sylvan and to request an
extension of the Section 365(d)(4) Period and concordant Plant
Lease Maintenance Period to February 9, 2009.

"The Unexpired Leases are important assets of the Debtors that are
subject to potential assumption and assignment, in accordance with
the terms the sale to Sylvan once the Plant Lease Maintenance
Period has terminated," Michael R. Seidl, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, says.

"The lessors under the Unexpired Leases wil not be prejudiced by
the extension of time requested by the Debtors because the Debtors
have performed and will continue to perform in a timely manner
their undisputed postpetition obligations under the Unexpired
Leases," Mr. Seidl adds.

                   About Western Nonwovens

Headquartered in Carson, California, Western Nonwovens, Inc. --
http://www.westernnonwovens.com-- manufactures nonwoven materials  
and provides services to industries, including mattress,
automotive, retail apparel, filtration and furniture
manufacturers. Western Nonwovens Inc. and seven of its affiliates
filed voluntary petitions under Chapter 11 on  July 14, 2008
(Bankr. D. Del., Case No. 08-11435).  Representing the Debtors are
Laura Davis Jones, Esq., David M. Bertenthal, Esq., Michael R.
Seidl, Esq., and Joshua M. Fried, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Wilmington, Delaware.  The U.S. Trustee for Region 3
appointed creditors to serve on an Official Committee of Unsecured
Creditors.  Hahn & Hessen LLP and Montgomery McCraken Walker &
Rhoads LLP represent the Committee in this cases.  The Debtor
selected Epiq Bankruptcy Services LLC as its claims agent.  When
the Debtor filed for protection against its creditors, it listed
assets of $28.4 million and debts of $106.9 million.


WHITEHALL JEWELLERS: Wins Approval to Pay Back 120 Vendors
----------------------------------------------------------
Bankruptcy Law360 reports that the U.S. Bankruptcy Court for the  
District of Delaware approve a plan by Whitehall Jewelers
Holdings, Inc., and its debtor-affiliates to pay back more than
120 vendors across the U.S. by the end of September.

                    About Whitehall Jewelers

Headquartered in Chicago, Illinois, Whitehall Jewelers Holdings,
Inc. -- http://www.whitehalljewellers.com/-- owns and operates  
375 stores jewelry stores in 39 states.  Whitehall is owned by
hedge funds Prentice Capital Management and Millennium Partners
LP, both of New York, and Holtzman Opportunity Fund LP of Wilkes-
Barre, Pa.  The company operates stores in regional and regional
shopping malls under the names Whitehall and Lundstrom.  The
Debtors' retail stores operate under the names Whitehall (271
locations), Lundstrom (24 locations), Friedman's (56 locations,
and Crescent (22 locations).  As of June 23, 2008, the Debtors
have about 2,852 workers.

The company and its affiliate, Whitehall Jewelers Inc., filed for
Chapter 11 protection on June 23, 2008 (Bankr. D. Del. Lead Case
No. 08-11261).  James E. O'Neill, Esq., Kathleen P. Makowski,
Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl &
Jones, LLP, and Scott K. Rutsky, Esq., at Proskauer Rose LLP,
represent the Debtors in their restructuring efforts.  The Debtors
selected Epiq Bankruptcy Solutions LLC as their claims, noticing
and balloting agent.  The U.S. Trustee for Region 3 appointed
seven creditors to serve on an Official Committee of Unsecured
Creditors.  Moses & Singer LLP and Bayard, P.A., represent the
Committee.


WHITEHALL JEWELERS: Taps DJM Realty to Dispose Retail Store Leases
------------------------------------------------------------------
Whitehall Jewelers Holdings Inc. has selected DJM Realty, a Gordon
Brothers Group Company, to exclusively manage the national
disposition of all remaining retail store leases in the United
States.  

Included in the disposition project are leases of former Friedman
Jewelers and Crescent Jewelers which Whitehall acquired earlier
this year.

"These 355 leases that DJM Realty will be marketing range in size
from 500 to 3,800 square feet," Michael Jerbich, senior managing
director of DJM Realty, said.  "We are pleased to offer these
prime locations to retailers; The Whitehall Jewelers portfolio
offers stores located in high-traffic areas at or near the 50 yard
line in upscale malls throughout the country."

The remaining Whitehall Jewelers store leases are available in the
following locations: Alabama, Arkansas, Arizona, California,
Colorado, Connecticut, Delaware, Florida, Georgia, Iowa, Illinois,
Indiana, Kentucky, Louisiana, Maryland, Massachusetts, Michigan,
Minnesota, Mississippi, Missouri, North Carolina, Nebraska,
Nevada, New Hampshire, New Jersey, New Mexico, New York, Ohio,
Oklahoma, Oregon, Pennsylvania, South Carolina, Tennessee, Texas,
Virginia, Washington, Wisconsin and West Virginia.

The engagement of DJM Realty, which is subject to bankruptcy court
approval, anticipates an auction to be conducted on these
properties in late October.  For more information regarding the
disposition assignment please contact Michael Jerbich at DJM
Realty at (312) 928-1900 or mjerbich@djmrealty.com.  Property
details are available at www.djmrealty.com.

                    About Whitehall Jewelers  

Headquartered in Chicago, Illinois, Whitehall Jewelers Holdings
Inc. -- http://www.whitehalljewellers.com/-- owns and operates   
375 stores jewelry stores in 39 states.  The company operates
stores in regional and regional shopping malls under the brand
names Whitehall Jewellers, Marks Bros.  Jewellers and Lundstrom
Jewellers.  The Debtors' retail stores operate under the names
Whitehall (271 locations), Lundstrom (24 locations), Friedman's
(56 locations, and Crescent (22 locations).  As of June 23, 2008,
the Debtors have about 2,852 workers.

The company and its affiliates, Whitehall Jewelers Inc., filed for
Chapter 11 protection on June 23, 2008 (Bankr. D. Del. Lead Case
No. 08-11261).  James E. O'Neill, Esq., Kathleen P. Makowski,
Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl &
Jones, LLP, represent the Debtors in their restructuring efforts.  
Epiq Bankruptcy Solutions LLC is their claims, noticing and
balloting agent.

When the Debtors' filed for protection against their creditors,
they listed total assets of $207,100,000 and total debts of
$185,400,000.


WILLOW RE: S&P Puts $250MM Class B Notes Under Negative Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on four
natural peril catastrophe bonds on CreditWatch with negative
implications:

     -- Ajax Re Ltd.'s Class A US$100 million principal at-risk
        variable-rate notes, Series 1 rated 'BB'.

     -- Carillon Ltd.'s Class A-1 US$84.5 million principal at-
        risk variable-rate notes, Series 1 rated 'BB-'.

     -- Newton Re Ltd.'s Class A US$150 million principal-at-risk
        variable-rate notes, Series 2008-1 rated 'BB'.

     -- Willow Re Ltd.'s $250 million Class B Series 2007-1
        principal-at-risk variable rate notes rated 'BB+'.

"These rating actions result from the bankruptcy filing of Lehman
Brothers Holdings Inc.," explained Standard & Poor's credit
analyst Gary Martucci.  LBHI is the guarantor of Lehman Brothers
Special Financing, the total return swap counterparty in each of
the catastrophe bonds.  A bankruptcy filing is a termination event
under the swap agreements.
      
"Given the uncertainty of events surrounding LBHI and,
consequently, LBSF and their ability to meet their commitments
under the swap documents, there is the potential for losses in the
collateral accounts to be passed through to the noteholders,"
Mr. Martucci added.  "If this occurs, we will revise the ratings
on the notes to 'D'."  Standard & Poor's will continue to actively
monitor ongoing events.


* Fitch: Fannie, Freddie Bailout Less Impact on Insurers' Ratings
-----------------------------------------------------------------
Fitch Ratings has completed an initial review of the investment
exposure to Fannie Mae and Freddie Mac held by U.S. life and
property/casualty insurers.  Based on that review, Fitch believes
that the impact on the insurance companies' ratings will be
limited.

The focus of Fitch's review was on the insurer's investments in
Fannie and Freddie preferred and common stock.  Based on the
assumption that the value of those investments is zero, Fitch
estimates the insurer's loss exposure to be approximately
$4 billion, which equates to approximately 0.5% of combined
statutory capital for U.S. life and P/C insurers.  Loss exposure
is concentrated in a small number of insurers.  Based on Fitch's
data, which was sourced from investment surveys, regulatory
disclosures, and SEC filings, the 10 companies with the largest
loss exposures accounted for 72% of Fitch's total loss estimate.  

Fitch notes that U.S. insurers do have a material exposure to
Fannie and Freddie debt, including mortgage-backed securities.  
Fitch estimates that Fannie and Freddie debt held by U.S. life and
P/C insurers total approximately $350 billion, which equates to
approximately 11% of total investments and 44% of industry
statutory capital.  Fitch continues to view Fannie and Freddie
debt to have the explicit support of U.S. federal government.  On
Sept. 7, 2008, Fitch affirmed the 'AAA' long-term Issuer Default
Ratings and senior debt ratings of Fannie Mae and Freddie Mac.

Fitch's ongoing review of Fannie and Freddie exposure focuses on
life insurers that have Fannie and Freddie exposure through credit
derivatives swaps used as part of a replication strategy or as a
portfolio yield enhancement strategy.  Fitch expects that CDS-
related exposure to Fannie and Freddie to be limited due to the
modest use of CDS by life insurers and Fitch expectation low loss
severity, and will report our conclusions as Fitch furthers its
analysis.

Rating actions to date have been limited to one U.S. life insurer.
Fitch recently downgraded Old Mutual plc's U.S. life insurance
subsidiaries due in part to the companies' exposure to Fannie and
Freddie preferred and common stock.  Fitch expects the company
expects to realize a loss of $135 million, which equates to 22% of
statutory capital for the U.S. life insurance subsidiaries.


* Fitch: Hurricane Ike Losses Material to Reinsurance Industry
--------------------------------------------------------------
With estimates among the three major catastrophe modeling firms
ranging from $6 billion to $18 billion, losses from Hurricane Ike
will be material to both the primary insurers located in the U.S.
and to the global reinsurance industry, according to Fitch Ratings
in a new report.

'If initial loss estimates are accurate, Ike could be the third
largest insured loss from a hurricane, behind only Hurricanes
Katrina and Andrew,' said Senior Director Don Thorpe.  'Even if
actual losses are at the low end of estimates, Ike will likely
still rank in the top ten costliest US hurricane insured losses.'

Significant in its own right, Hurricane Ike contributes
incrementally to what has already been a significant year for
catastrophe losses in the U.S. Losses from Hurricane Ike are
likely to push year-to-date U.S. insured catastrophe losses to
$25 billion, representing its highest levels since 2005.  Further,
several insurers have incurred significant asset impairments as
the result of continuing capital market turmoil.

Against this backdrop, the insurance industry remains mired in
soft market conditions.  While Fitch has not taken rating actions
on any insurers tied to Hurricane Ike or other catastrophe events
in 2008 to date, 'Fitch continues to closely monitor the sector,
concerned that this confluence of events represents the worst of
both worlds for the insurance industry where surplus is consumed
by catastrophe losses and asset write-downs, yet there is no
catalyst event to reverse soft market pricing,' said Managing
Director Jim Auden.


* S&P Completes Rating Review on Coal Mining Companies
------------------------------------------------------
Standard & Poor's Ratings Services has completed a review of the
U.S.-based coal mining companies.  High coal prices and improving
financial metrics for the industry's participants prompted its  
review, which has resulted in five upgrades and one outlook
revision among the 10 companies that S&P rates.
     
The upgrades, in general, reflect improved coal pricing and the
expectation that in the coming year the coal companies will
benefit from the run up in prices through better contract pricing.  
Indeed, a number of companies have already locked in the majority
of 2009 production at attractive prices.  However, although
improved industry conditions were the impetus for the review and
were an important factor in the outcome, differences in financial
policy, operating diversity, and scope of operations continue to
be key rating factors.

A summary of these ratings actions follows:
     Upgrades:
     -- Peabody Energy Corp. to 'BB+/Stable/--' from 'BB/Watch
        Pos/--',

     -- Consol Energy Inc. to 'BB+/Stable/--' from 'BB/Watch
        Pos/--',

     -- Arch Coal Inc. to 'BB/Stable/--' from 'BB-/Stable/--',

     -- Massey Energy Co. to 'BB-/Stable/--' from
        'B+/Positive/--', and

     -- Walter Industries Inc. to 'BB-/Stable/--' from 'B+/Watch
        Pos/--'.

Outlook Revision:
     -- International Coal Group LLC to 'B-/Developing/--' from
        'B-/Negative/--'.

These rating changes are consistent with S&P's longer-term
relatively positive view of the coal industry.  They also took
into consideration the volatile pricing environment.  S&P believes
that long-term coal industry fundamentals remain positive.  
Although the prospect of greenhouse gas legislation limiting
carbon dioxide emissions has quelled some of the enthusiasm for
coal-fired generation, coal is likely to remain the dominant
fuel for the foreseeable future.
     
Growing environmental concerns may delay construction of new coal-
fired plants, but it remains likely that utilities will add
capacity, and some of what they build will put into practice
clean-coal technologies now under development.  S&P expects that
the ongoing demand for coal and new methods of reducing carbon
emissions will provide a solid underpinning to prices over the
long term and will ultimately benefit efficient, well-diversified
coal producers.  Similarly, S&P expects demand for metallurgical
coal, a main component in the production of steel, to continue to
benefit from expected growth in global steel production in the
long run.
     
"Notwithstanding this favorable longer term outlook, pricing
volatility and operating difficulties have more immediate effects
on the credit quality of coal mining companies.  Increased
exposure to more volatile coal prices and less predictable
earnings and cash flow are likely to pose significant challenges.  
While operators still sell most coal under contract, contract
duration has shortened and, even in some longer contracts, annual
renegotiation of prices is becoming increasingly common.  
Utilities, which buy more than 90% of coal produced, have been
reluctant to lock in multiple-year contracts, as had previously
been the industry norm, at today's high prices," S&P says.

With high capital expenditures needed to maintain production and
with reasonable and predictable prices required to cover
producers' high degree of operating leverage, volatility can
quickly pressure liquidity or enhance it.  Metallurgical coal
tends to be even more volatile as it is sold under one-year
contracts, much of it exported, and prices fluctuate with highly
cyclical worldwide steel demand.
     
"Today, the industry is benefitting from price volatility.  After
a period of declining prices in the second half of 2006 and most
of 2007 due to high inventory at utilities, North American coal
prices have increased substantially over the past several
quarters.  Increased worldwide demand coupled with a series of
supply disruptions were the primary driving forces behind the
rapid price hike.  The resulting increase in the seaborne spot
prices extended to spot coal prices in the U.S. as coal from
Central Appalachian was exported into the world market," S&P says.

The run up in Central Appalachian prices also influenced the spot
price of coal from other regions that filled in for the lost
capacity.  This drove spot prices for Central Appalachian coal
over $130 per ton (up from the mid-$40 per ton level as recently
as the fourth quarter of 2007).  Although prices have fallen as of
late, they remain well above historical averages and set a
benchmark for pricing new contracts.  As a result, a number of
companies have contracted for improved prices for a high
percentage of their 2009 planned production and a substantial
amount of 2010 production.  Assuming those companies achieve their
planned production numbers, S&P would expect to see improved cash
flow and reduced leverage.
     
S&P also considered the diversity and location of a company's
mines, with its ratings tending to favor companies with diverse
operations both in the number of mines and geographic diversity.  
Overall, the operators in the Power River Basin continue to be the
best-situated and fastest-growing U.S. coal-producers.  Indeed, it
represents more than 40% of U.S. production.  The long-term
prospects for this region remain favorable, with large,
efficiently-mined reserves.  However, producers' credit quality
could be hurt by increased debt, as they use debt to finance
reserve acquisitions to secure future production.  S&P upgraded
two companies with major operations in this region, Peabody and
Arch.  They are expected to generate free cash flow in the
coming year as steady performance in the PRB is enhanced by strong
performance in other regions--Peabody in Australia and Arch from
metallurgical coal in Central Appalachia.
     
CAPP producers currently face the greatest obstacles.  Ever-
increasing cost pressures due to a mature and depleting reserve
base and thinning seams; high costs for fuel, explosives, and
steel; a lack of experienced miners; and stringent permitting and
safety regulations have beset the region. Still, CAPP producers
benefit from the region's proximity to coal-fired plants in the
eastern U.S., its high-BTU low-sulfur coal, and have been able to
tap the export market.  The two companies upgraded in this region,
Massey and Walter, benefit as large producers of metallurgical
coal that is priced at very high levels into the middle of 2009.

S&P expects these companies to reduce debt to levels consistent
with the high degree of risk of operating in CAPP.  S&P revised
the outlook on International Coal Group to developing as the
company is near the end of its large capital program.
     
The final upgrade, Consol Energy, is the dominant mining company
in Northern Appalachia.  As utilities have installed scrubbers in
Northern Appalachia, this region has become increasingly
competitive with Central Appalachia.  Consol has seen improved
pricing with a lower cost structure than CAPP operations and  S&P
expects improving operating performance.


* McDermott Lures Raicht from Sidley Austin
-------------------------------------------
Geoffrey T. Raicht has joined McDermott Will & Emery as partner in
the Corporate Department based in New York.  Mr. Raicht will be a
member of the Firm's Restructuring & Insolvency Practice Group.

Bankruptcy Law360 relates that Mr. Raicht left a seven-year stint
at Sidley Austin LLP to join McDermott.

"Geoff is a significant addition to the Firm's Restructuring &
Insolvency Practice Group," commented Timothy Alvino, head of
McDermott's Corporate Department.  "He adds breadth and depth to
the restructuring and insolvency services we offer to our
clients."

"Geoff has extensive experience in international restructuring and
insolvency matters.  He has spent a significant amount of time in
Europe and has in-depth knowledge of China's recently adopted
bankruptcy code.  Geoff will contribute greatly to the growth of
our international restructuring practice," commented William P.
Smith, a partner in Firm's Restructuring & Insolvency Practice
Group.

In addition to his international experience, Mr. Raicht focuses
his domestic practice on debtors' and creditors' rights.  He has
represented clients in various business sectors and industries
including, producers of home products, automobile manufacturers,
natural gas and electric power providers, financial institutions,
parties to rights offerings, foreign representatives in Chapter 15
proceedings, and investment managers of hedge funds and structured
investment vehicles.

Mr. Raicht earned his J.D. from City University of New York of Law
at Queens College and his M.P.A and B.A. from New York University.  
He is a member of American Bankruptcy Institute; INSOL (Technical
Research Committee); the New York City Bar Association; and a
member of the Board of the New York University Alumni Association.  
Mr. Raicht was a Law Clerk to the Honorable Jeffry H. Gallet,
United States Bankruptcy Judge for the Southern District of New
York from 1997 to 1999.

McDermott Will & Emery -- http://www.mwe.com/-- has a globally  
integrated restructuring and insolvency practice group comprising
more than 40 lawyers.  This group employs the renowned experience
and talents of our corporate, employee benefits and pensions,
finance and banking, intellectual property, litigation, real
estate and tax lawyers worldwide.  Recognized by Chambers, PLC
Cross-Border and IFLR1000, our team combines crucial skills
necessary for a comprehensive analysis of all of the issues raised
in any transaction or litigation in the distressed business
marketplace.

McDermott counsels all of the stakeholders in restructuring and
insolvency of troubled companies, including boards of directors,
acquirers, investors, indenture trustees, credit enhancers,
securities traders, lenders and the troubled companies themselves.  
The Firm acts in U.S. insolvencies under Chapters 9, 11 and 15 for
debtors, committees, trustees and other constituencies.  McDermott
also advises receivers, administrators and other liquidators in
formal and informal insolvency proceedings in Europe.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
Sept. 17, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Real Estate / Condo Restructuring Panel
         Marriott North, Fort Lauderdale, Florida
            Contact: www.turnaround.org/

Sept. 18, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint Event - CFA/IWIRC/RMA/NJTMA/NYIC
      Maplewood Country Club, Maplewood, New Jersey
            Contact: 908-575-7333 or www.turnaround.org

Sept. 18, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Chapter Lunch Program
         Nashville City Center, Nashville, Tennessee
            Contact: 615-850-8678 or www.turnaround.org

Sept. 18, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Healthcare Industry Update - Panel Discussion
         Summit Club, Birmingham, Alabama
            Contact: www.turnaround.org

Sept. 18, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Effective Turnarounds: A View From US Trustees
         TBA, Syracuse, New York
            Contact: www.turnaround.org

Sept. 18-19, 2008
   AMERICAN CONFERENCE INSTITUTE
      Advanced Insolvency Law and Practice Conference
         Paris, France
            Contact: www.americanconference.com

Sept. 24, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      13 Week Cash Flow Workshop: An Overview
         McCormick & Schmick's, Las Vegas, Nevada
            Contact: www.turnaround.org

Sept. 24-25, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Florida Annual Golf Tournament
         Champions Gate Golf Club, Orlando, Florida
            Contact: 561-882-1331 or www.turnaround.org

Sept. 24-26, 2008
   INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION
      IWIRC 15th Annual Fall Conference
         Scottsdale, Arizona
            Contact: http://www.ncbj.org/

Sept. 24-27, 2008
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Desert Ridge Marriott, Scottsdale, Arizona
            Contact: http://www.iwirc.org/

Sept. 25, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Case Study with Tom Kim, TMA Small Business of the Year
         Turnaround Award - TMA Arizona Chapter Meeting
            TBD, Phoenix, Arizona
               Contact: www.turnaround.org

Sept. 26, 2008
   ASSOCIATION OF BUSINESS RECOVERY PROFESSIONALS
      R3 International Restructuring & Insolvency Conference
         Grange City Hotel, London
            Contact: courses@r3.org.uk; 020 7566 4225

Sept. 26, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      NCBJ/ABI Educational Program
         Marriott Desert Ridge, Scottsdale, Arizona
            Contact: 1-703-739-0800; http://www.abiworld.org/

Sept. 30, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Private Equity Panel
         Centre Club, Tampa, Florida
            Contact: www.turnaround.org/

Oct. 3, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      ABI/UMKC Midwestern Bankruptcy Institute
         H. Roe Bartle Hall Convention Center, Kansas City
            Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 9, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Luncheon - Chapter 11
         University Club, Jacksonville, Florida
            Contact: http://www.turnaround.org/

Oct. 13, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Consumer Bankruptcy Conference
         Standard Club, Chicago, Illinois
            Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Charity Golf Event
         Forest Park Golf Course, St. Louis, Missouri
            Contact: www.turnaround.org

Oct. 16, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Billiards Networking Night
         Herbert's Billiards, Secaucus, New Jersey
            Contact: 908-575-7333 or www.turnaround.org

Oct. 16, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      LI-TMA Member Social
         Davenport Press, Mineola, New York
            Contact: 631-251-6296 or www.turnaround.org

Oct. 16, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         TBD, Calgary, Alberta
            Contact: 503-768-4299 or www.turnaround.org

Oct. 16, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      View from the Bench - Bankruptcy Update
         Summit Club, Birmingham, Alabama
            Contact: www.turnaround.org

Oct. 16, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      How to Contract with a Turnaround Manager
         University Club, Portland, Oregon
            Contact: www.turnaround.org

Oct. 22, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Turnaround Nevada Award Night
         McCormick & Schmick's, Las Vegas, Nevada
            Contact: www.turnaround.org

Oct. 23, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Arizona Chapter Meeting - Election Oriented
         TBD, Phoenix, Arizona
            Contact: www.turnaround.org

Oct. 23, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Effective Turnarounds: A Panel of Professionals
         TBA, Rochester, New York
            Contact: www.turnaround.org

Oct. 23-24, 2008
   AMERICAN CONFERENCE INSTITUTE
      Distressed Assets Boot Camp
         TBD, London, United Kingdom
            Contact: www.americanconference.com

Oct. 28, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      State of the Capital Markets
         Citrus Club, Orlando, Florida
            Contact: www.turnaround.org/

Oct. 28-31, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott New Orleans, Louisiana
            Contact: 312-578-6900; http://www.turnaround.org/

Oct. 29-30, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Corporate Governance Meetings
         Marriott, New Orleans, Louisiana
            Contact: www.turnaround.org

Oct. 30 & 31, 2008
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Physicians Agreements and Ventures
            Contact: 800-726-2524; 903-595-3800;
               www.renaissanceamerican.com

Oct. 31, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      International Insolvency Symposium
         Hilton, Frankfurt, Germany
            Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 6, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         Coach House Diner & Restaurant, Hackensack, New Jersey
            Contact: 908-575-7333 or www.turnaround.org

Nov. 11, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Detroit Consumer Bankruptcy Conference
         Marriott, Troy, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 13, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Turnaround Case Study
         Summit Club, Birmingham, Alabama
            Contact: www.turnaround.org

Nov. 13, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Effective Turnarounds:A View From Workout Consultants
         TBA, Buffalo, New York
            Contact: www.turnaround.org

Nov. 13, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      LI-TMA Social
         TBD, Melville, New York
            Contact: 631-251-6296 or www.turnaround.org

Nov. 13, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Dinner Meeting
         TBD, Calgary, Alberta
            Contact: 503-768-4299 or www.turnaround.org

Nov. 17-18, 2008
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Distressed Investing
            Contact: 800-726-2524; 903-595-3800;
               www.renaissanceamerican.com

Nov. 19, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Special Program
         Tournament Players Club at Jasna Polana, New Jersey
            Contact: 908-575-7333 or www.turnaround.org

Nov. 19, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Interaction Between Professionals in a
Restructuring/Bankruptcy
         Bankers Club, Miami, Florida
            Contact: 312-578-6900; http://www.turnaround.org/
  
Nov. 20, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Senior Housing & Long Term Care
         Washington Athletic Club,Seattle, Washington
            Contact: www.turnaround.org

Nov. 27, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Arizona Chapter Meeting - Chris Kaup
         TBD, Phoenix, Arizona
            Contact: www.turnaround.org

Dec. 3, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Party
         McCormick & Schmick's, Las Vegas, Nevada
            Contact: 702-952-2480 or www.turnaround.org

Dec. 3, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Christmas Function
         Terminal City Club, Vancouver, British Columbia
            Contact: 503-768-4299 or www.turnaround.org

Dec. 3-5, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      20th Annual Winter Leadership Conference
         Westin La Paloma Resort & Spa
            Tucson, Arizona
               Contact: http://www.abiworld.org/

Dec. 8, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Gathering
         TBD, Long Island, New York
            Contact: 631-251-6296 or www.turnaround.org

Dec. 9, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday MIxer
         Washington Athletic Club, Seattle, Washington
            Contact: 503-768-4299 or www.turnaround.org

Dec. 11, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday MIxer
         University Club, Portland, Oregon
            Contact: 503-768-4299 or www.turnaround.org

Dec. 18, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday MIxer
         TBD, Phoenix, Arizona
            Contact: 623-581-3597 or www.turnaround.org

Dec. 31, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Sponsorships - Annual Golf Outing, Various Events
         TBA, New Jersey
            Contact: 908-575-7333 or www.turnaround.org

Jan. 21-22, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      Corporate Governance Meetings
         Bellagio, Las Vegas, Nevada
            Contact: www.turnaround.org

Jan. 22-23, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      Distressed Investing Conference
         Bellagio, Las Vegas, Nevada
            Contact: www.turnaround.org

Jan. 22-23, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Rocky Mountain Bankruptcy Conference
         Westin Tabor Center, Denver, Colorado
            Contact: 1-703-739-0800; http://www.abiworld.org/

Feb. 5-7, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Caribbean Insolvency Symposium
         Westin Casurina, Grand Cayman Island, AL
            Contact: 1-703-739-0800; http://www.abiworld.org/

Feb. 25-27, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Valcon
         Four Seasons, Las Vegas, Nevada
            Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 13, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Bankruptcy Battleground West
         Beverly Wilshire, Beverly Hills, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 17-18, 2009
   NATIONAL ASSOCIATION OFBANKRUPTCY TRUSTEES
      NABT Spring Seminar
         The Peabody, Orlando, Florida
            Contact: http://www.nabt.com/

Apr. 20, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Consumer Bankruptcy Conference
         John Adams Courthouse, Boston, Massachusetts
            Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 27-28, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      Corporate Governance Meetings
         Intercontinental Hotel, Chicago, Illinois
            Contact: www.turnaround.org

Apr. 28-30, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         Intercontinental Hotel, Chicago, Illinois
            Contact: www.turnaround.org

May 7-10, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      27th Annual Spring Meeting
         Gaylord National Resort & Convention Center
            National Harbor, Maryland
               Contact: http://www.abiworld.org/

May 14-16, 2009
   ALI-ABA
      Chapter 11 Business Reorganizations
         Langham Hotel, Boston, Massachusetts
            Contact: http://www.ali-aba.org

June 11-13, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort and Spa
            Traverse City, Michigan
               Contact: http://www.abiworld.org/

June 21-24, 2009
   INTERNATIONAL ASSOCIATION OF RESTRUCTURING, INSOLVENCY &
      BANKRUPTCY PROFESSIONALS
         8th International World Congress
            TBA
               Contact: http://www.insol.org/

July 16-19, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Mt. Washington Inn
            Bretton Woods, New Hampshire
               Contact: http://www.abiworld.org/

Sept. 10-12, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      17th Annual Southwest Bankruptcy Conference
         Hyatt Regency Lake Tahoe, Incline Village, Nevada
            Contact: http://www.abiworld.org/

Oct. 5-9, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Desert Ridge, Phoenix, Arizona
            Contact: 312-578-6900; http://www.turnaround.org/

Dec. 3-5, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      21st Annual Winter Leadership Conference
         La Quinta Resort & Spa, La Quinta, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 15-18, 2010
   AMERICAN BANKRUPTCY INSTITUTE
      Annual Spring Meeting
         Gaylord National Resort & Convention Center, Maryland
            Contact: 1-703-739-0800; http://www.abiworld.org/

June 17-20, 2010
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort and Spa, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 7-10, 2010
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Ocean Edge Resort, Brewster, Massachusetts
            Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 5-7, 2010
   AMERICAN BANKRUPTCY INSTITUTE
      Mid-Atlantic Bankruptcy Workshop
         Hyatt Regency Chesapeake Bay, Cambridge, Maryland
            Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 4-8, 2010
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         JW Marriott Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

Dec. 2-4, 2010
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Camelback Inn, Scottsdale, Arizona
            Contact: 1-703-739-0800; http://www.abiworld.org/

BEARD AUDIO CONFERENCES
   2006 BACPA Library  
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com

BEARD AUDIO CONFERENCES
   BAPCPA One Year On: Lessons Learned and Outlook
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Calpine's Chapter 11 Filing
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Carve-Out Agreements for Unsecured Creditors
      Contact: 240-629-3300; http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Changes to Cross-Border Insolvencies
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Changing Roles & Responsibilities of Creditors' Committees
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Chinas New Enterprise Bankruptcy Law
      Contact: 240-629-3300;
         http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Clash of the Titans -- Bankruptcy vs. IP Rights
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Coming Changes in Small Business Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Corporate Bankruptcy Bootcamp: A Nuts & Bolts Primer
      for Navigating the Restructuring Process
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com

BEARD AUDIO CONFERENCES
   Dana's Chapter 11 Filing
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Deepening Insolvency  Widening Controversy: Current Risks,
      Latest Decisions
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Diagnosing Problems in Troubled Companies
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Distressed Claims Trading
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Distressed Market Opportunities
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Distressed Real Estate under BAPCPA
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Employee Benefits and Executive Compensation under the New
      Code
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Equitable Subordination and Recharacterization
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Examining the Examiners: Pros and Cons of Using
      Examiners in Chapter 11 Proceedings   
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com

BEARD AUDIO CONFERENCES
   Fundamentals of Corporate Bankruptcy and Restructuring
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Handling Complex Chapter 11
      Restructuring Issues
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Healthcare Bankruptcy Reforms
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   High-Yield Opportunities in Distressed Investing
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Homestead Exemptions under BAPCPA
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Hospitals in Crisis: The Insolvency Crisis Plaguing
      Hospitals Across the U.S.
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   IP Rights In Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   KERPs and Bonuses under BAPCPA
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   New 'Red Flag' Identity Theft Rules
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com

BEARD AUDIO CONFERENCES
   Non-Traditional Lenders and the Impact of Loan-to-Own
      Strategies on the Restructuring Process
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Partnerships in Bankruptcy: Unwinding The Deal
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Privacy Rights, Protections & Pitfalls in Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Real Estate Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Reverse Mergersthe New IPO?
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Second Lien Financings and Intercreditor Agreements
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Surviving the Digital Deluge: Best Practices in E-Discovery
      and Records Management for Bankruptcy Practitioners
         and Litigators
            Audio Conference Recording
               Contact: 240-629-3300;
                  http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Technology as a Competitive Advantage For Todays Legal
Processes
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   The Battle of Green & Red: Effect of Bankruptcy
      on Obligations to Clean Up Contaminated Property
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   The Subprime Sector Meltdown:
      Legal Developments and Latest Opportunities
         Contact: 240-629-3300;
http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Twenty-Day Claims
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Using Virtual Data Rooms to Expedite Corporate Restructuring
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com

BEARD AUDIO CONFERENCES
   Using Virtual Data Rooms to Expedite M&A and Insolvency
Proceedings
      Audio Conference Recording
          Contact: 240-629-3300;
http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Validating Distressed Security Portfolios: Year-End Price
      Validation and Risk Assessment
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   When Tenants File -- A Landlord's BAPCPA Survival Guide
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

                     *      *      *

                   Featured Conferences

Renaissance American Management and Beard Conferences presents

Oct. 30-31, 2008
Physician Agreements & Ventures
The Millennium Knickerbocker Hotel - Chicago
Brochure will be available soon!

Nov. 17-18, 2008
Distressed Investing
The Helmsley Park Lane - New York
Brochure will be available soon!


                     *      *      *


Beard Audio Conferences presents

Bankruptcy and Restructuring Audio Conference CDs

More information and list of available titles at:
http://beardaudioconferences.com/bin/topics?category_id=BAR

                     *      *      *

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday. Submissions via e-mail
to conferences@bankrupt.com are encouraged.



                             *********

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.  Sheryl Joy P. Olano, Ronald C. Sy, Joel Anthony G. Lopez,
Cecil R. Villacampa, Melanie C. Pador, Ludivino Q. Climaco, Jr.,
Loyda I. Nartatez, Tara Marie A. Martin, Joseph Medel C. Martirez,
Ma. Cristina I. Canson, Christopher G. Patalinghug, and Peter A.
Chapman, Editors.

Copyright 2008.  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 ***