TCR_Public/090911.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Friday, September 11, 2009, Vol. 13, No. 252

                            Headlines

AGILENT TECHNOLOGIES: Note Issuance Won't Affect Moody's Ratings
AMERICAN MEDICAL: S&P Affirms Corporate Credit Rating at 'BB-'
AMERICAN TONERSERV: Files Information Sheet With SEC
ANDRE REVELEY: Case Summary & 12 Largest Unsecured Creditors
APPLETON PAPERS: Extends Exchange Offer Deadline to September 16

ARTHUR GAMBOA: Case Summary & 20 Largest Unsecured Creditors
ARVINMERITOR INC: Files Copies of GMAC Receivables Deal
AVAGO TECH: Offers 95 Cents on Dollar for Floating Rate Notes
AVIS BUDGET: Shapiro Capital Unloads Equity Stake
BACCHUS DEV'T: In Default of Union Bank Loans; Files for Ch 11

BALQON CORPORATION: Posts $758,000 Net Loss in Qtr. Ended June 30
BARZEL INDUSTRIES: Nasdaq to Delist Shares Effective Sept. 18
BASHAS' INC: To Close Food City in Arizona This Week
BELK PROPERTIES LLC: Voluntary Chapter 11 Case Summary
BERNARD MADOFF: Two NY & Florida Properties Put on Sale

CABLEVISION SYSTEMS: Moody's Puts 'B1' Rating on $500 Mil. Notes
CABLEVISION SYSTEMS: S&P Assigns 'B+' Rating on $500 Mil. Notes
CANWEST GLOBAL: Unit Has Sale Deal with Local Investor Group
CANWEST LIMITED: Reaches Forbearance Pact With Senior Lenders
CARAUSTAR INDUSTRIES: S&P Withdraws 'D' Corporate Credit Rating

CARUSO HOMES: Exits Chapter 11 Bankruptcy Protection
CCS MEDICAL: Has Deal to Sell NovaMax to Nova Biomedical
CCS MEDICAL: Proposes November 3 General Claims Bar Date
CEDAR FUNDING: Ex-President Charged for Defrauding $150MM
CELL THERAPEUTICS: FDA to Review Pixantrone NDA in April 2010

CENTERPOINT ENERGY: Joint Venture Won't Move Moody's 'Ba1' Rating
CIB MARINE: Plan Voting for TruPS Holders Extended to Sept. 15
CHARYS HOLDING: Trustee Wants Court to Disallow Claims in Records
CHIYODA AMERICA: Can Hire Garden City as Claims and Noticing Agent
CHIYODA AMERICA: Selects Executive Sounding as Turnaround Advisor

CIB MARINE: Debtholders' Vote on Plan Extended Until Sept. 15
CLEARANT INC: June 30 Balance Sheet Upside-Down by $1.76 Million
COLONIAL BANCGROUP: NYSE Delists Securities Effective September 18
COLUMBIAN PUBLISHING: Files Reorganization Plan
COMMERCIAL VEHICLE: S&P Raises Corporate Credit Rating to 'CCC+'

COMMUNITY BANCORP: Nasdaq to Delist Shares Effective September 18
COMSTOCK HOMEBUILDING: Royce Holds 1.99% of Class A Shares
CONCHO RESOURCES: S&P Assigns Corporate Credit Rating at 'BB'
CORUS BANKSHARES: Potential Investors Get OK to Form New Bank
COYOTES HOCKEY: NHL's Bid May Be Unfair, Judge Baum Says

CRESCENT CITY TAX: Case Summary & 20 Largest Unsecured Creditors
CURTIS DEMILLE CONSTRUCTION: Voluntary Chapter 11 Case Summary
DA-LITE SCREEN: S&P Gives Negative Outlook; Affirms 'B' Rating
DELPHI CORP: Nears Bankruptcy Exit, Trims Workers
DESERT DIAMOND: Involuntary Chapter 11 Case Summary

DORAL FINANCIAL: Possible Losses Prompt Moody's to Junk Rating
EAST FOURTEEN GARDENS: Voluntary Chapter 11 Case Summary
ENABLE HOLDINGS: June 30 Balance Sheet Upside-Down by $5 Million
ENERGY XXI: Offers Buyback of Sr. Notes at 80 Cents on Dollar
ESSAR STEEL: Term Loan Amendment Permits Covenant Compliance

FAIRFAX FINANCIAL: Moody's Upgrades Senior Debt Rating to 'Ba1'
FAIRPOINT COMMUNICATIONS: CEO Confirms Potential Bankruptcy Filing
FERRELLGAS LP: S&P Assigns 'B+' Rating on $250 Mil. Senior Notes
FERRELLGAS PARTNERS: Moody's Gives Stable Outlook; Puts Ba3 Rating
FLOYD & BEASLEY: Gas Prices, Unpaid Invoices Causes Ch 11 Bankr.

FOAMEX INT'L: Gets October 19 Extension for Bankruptcy Plan
FORD MOTOR: Canadian Union Wants Assembly Plant to Remain Open
FORMIDABLE LLC: Meeting of Creditors Scheduled for October 1
FORMTECH INDUSTRIES: To Conduct Sept. 29 Auction for All Assets
FREMONT GENERAL: Hearing on Outline to Competing Plans Sept. 17

FRONTIER AIRLINES: Ch. 11 Plan Okayed; To Emerge as Republic Unit
GENERAL GROWTH: U.S. Trustee Forms 7-Member Equity Committee
GENERAL GROWTH: To Auction Off Natick Condo Units October 4
GENERAL MOTORS: Magna's EUR500 Million Offer for Opel Accepted
GENERAL MOTORS: Beijing Automotive Joins Koenigsegg's Saab Bid

GENERAL MOTORS: Germany Can't Force Early Repayment of Opel Loan
GIBSON GUITAR: Moody's Gives Negative Outlook, Affirms 'B2' Rating
GLOBAL CROSSING: To Raise $650MM in Private Placement of Sr. Notes
GREENWICH STREET: Case Summary & Largest Unsecured Creditor
HAIGHTS CROSS: Has Lenders' Support for Chapter 11 Filing, Plan

GRAND SEAS RESORT: Files Chapter 11 in Miami
GREENWICH STREET DEVELOPERS: Files Chapter 11 in Manhattan
HARRAH'S ENTERTAINMENT: Unit Proposes to Issue $720MM of Sr. Notes
HARRAH'S OPERATING: S&P Affirms 'B' Rating on Senior Secured Notes
HD SUPPLY: Moody's Reviews 'B3' Corporate Family Rating

HERCULES CHEMICAL: Files Chapter 11 Plan With Asbestos Trust
IDEARC INC: To Begin Soliciting Votes on Amended Plan
INLET RETAIL: Inlet Square Sold to Secured Lender Rait
INT'L AEROSPACE: Existence Dependent on Halting Recurring Losses
IRIDIUM OPERATING: Court Sends Plan to Creditors for Voting

JAZZ PHARMACEUTICALS: June 30 Balance Sheet Upside-Down by $89,000
J O AND SONS: Case Summary & 18 Largest Unsecured Creditors
JAZZ PRODUCTS: Case Summary & 20 Largest Unsecured Creditors
JON J. PETERSON: Inconsistent Bidding Procedures Not Approved
KEARNEY CONSTRUCTION: Taps Stichter Riedel as Counsel

KEARNEY CONSTRUCTION: Wants to File Schedules by September 25
LANDRY'S RESTAURANTS: Taps Moelis as Financial Advisor; Sale Poss.
LANDRY'S RESTAURANTS: S&P Puts 'B' Ratings on CreditWatch Negative
LEXICON UNITED: June 30 Balance Sheet Upside-Down by $1 Million
LIFE SCIENCES: Consolidated Amended Class Action Filed

LINDALE PRIME LAND: Development Parcel Scheduled for Auction
LIZ CLAIBORNE: Liquidity More Than Sufficient, CEO Says
LOCAL INSIGHT: S&P Assigns 'B' Rating on CreditWatch Negative
LOEHMANN'S HOLDINGS: S&P Cuts Corporate Credit Rating to 'CC'
MAGNA ENTERTAINMENT: TRAC Wants to Bid for Santa Anita Park

MANNEY REALTY: Case Summary & 19 Largest Unsecured Creditors
MCGRATH HOTEL: Involuntary Chapter 11 Case Summary
MERIDIAN RESOURCE: Gets Forbearance from Lenders; Milestones Set
MERUELO MADDUX-845: Real Estate Collapse Causes Chapter 11 Bankr.
MIDCONTINENT EXPRESS: Moody's Assigns 'Ba1' Corp. Family Rating

MITCHELL BRIDGE: Case Summary & 2 Largest Unsecured Creditors
MOHAWK INDUSTRIES: S&P Puts 'BB+' Rating on CreditWatch Negative
MORTGAGEBROKERS.COM: June 30 Balance Sheet Upside Down by $1.2MM
MOUSSA KARIMI: Case Summary & 13 Largest Unsecured Creditors
MOVE WEST LLC: Case Summary & 5 Largest Unsecured Creditors

MTI GLOBAL: Has $7.4MM Sub Debt Facility From Wellington
MUZAK HOLDINGS: Files Chapter 11 Plan, Has Creditors' Support
NAM JIK CHO: Case Summary & 20 Largest Unsecured Creditors
NCOAT INC: June 30 Balance Sheet Upside-Down by $857 Million
NAVISTAR INT'L: Posts $12 Million Net Loss for Fiscal Q3

NAVISTAR INT'L: Posts $12MM 3rd Quarter Loss, Lowers Guidance
NEPHROS INC: Posts $1 Million Net Loss in Six Months Ended June 30
NETWORK COMMUNICATIONS: S&P Junks Corporate Credit Rating
NEW FRONTIER BANK: Penny Worley Auctions Tow Trucks & Vehicles
NEWPAGE CORP: NP Investor Extends Debt Tender Offer Until Today

NEWPAGE CORP: S&P Raises Rating on Subordinated Notes to 'CC'
NORTEL NETWORKS: Enterprise Auction Today, Verizon Notes of Pacts
NORTEL NETWORKS: Cleary Gottlieb Charges $17.3MM for May-July
NORTEL NETWORKS: Gets Court Nod to Enforce PBGC Retirement Pact
NORTEL NETWORKS: Proposes Deal With Computer Science

NUKOTE INTERNATIONAL: Sues Office Depot for $217 Million
NV BROADCASTING: Gets Plan Confirmation After 60 Days
OFFICE DEPOT: Sued by Nukote Int'l for $217 Million
ONE LAND: Amends List of 20 Largest Unsecured Creditors
ORAGENICS INC: June 30 Balance Sheet Upside-Down by $1.2 Million

PACIFIC RIM: Says Requirements Cast Doubt on Going Concern
PANADERIA RAMOS: Voluntary Chapter 11 Case Summary
PHILADELPHIA NEWSPAPERS: Hearing Delayed on Ad Campaign Dispute
PHILADELPHIA NEWSPAPERS: Reciprocal Injunction Applies to Everyone
PHILMONT SQUARE: Voluntary Chapter 11 Case Summary

PLAINFIELD APARTMENTS: Connection With Connolly Properties Probed
PLAINS EXPLORATION: Moody's Affirms 'Ba3' Corporate Family Rating
PNG VENTURES: Files Chapter 11 With Restructuring Plan
PRIMARIS REIT: DBRS Confirms Issuer Rating at 'BB'
QUEBECOR WORLD: Centerbridge Has 12% Stake in Reorganized Company

READER'S DIGEST: Sec. 341 Meeting of Creditors Set for October 2
READER'S DIGEST: Proposes AlixPartners as Advisor
READER'S DIGEST: Proposes Ernst & Young as Auditor
READER'S DIGEST: Still Optimistic Despite Bankruptcy
RENAISSANCE RESIDENTIAL: Must File Chapter 11 Plan by December 24

RENAISSANCE RESIDENTIAL: Section 341(a) Meeting Set for October 1
RENAISSANCE RESIDENTIAL: Selects Robbins Salomon as Attorney
RICHARD LACK: Meeting of Creditors Scheduled for September 14
RICHARD LACK: Wants Schedules Filing Extended Until September 24
RICHARD LACK: Wants to Hire Voisenat Law Office as Counsel

ROAN VALLEY LLC: Case Summary & 20 Largest Unsecured Creditors
SHERIDAN APARTMENTS: Case Summary & 20 Largest Unsecured Creditors
SHERMAG INC: Creditors Accept Plan of Arrangement
SKINNY NUTRITIONAL: Posts $1.2MM Net Loss in Qtr. Ended June 30
SMURFIT-STONE: Given Plan Exclusivity Until Jan. 21

STAMFORD CENTER: Wins Approval of Plan, Sees Emergence in Weeks
STANDARD PACIFIC: Moody's Assigns 'Caa1' Rating on $200 Mil. Notes
STANFORD GROUP: Former Director Indicted for Obstructing Probe
SUN-TIMES MEDIA: Sale to Tyree Needs Paycuts for Non-union Workers
SUNRISE SENIOR: SCA Lenders Extend Loan Maturity, Relax Covenants

T.J. GIESEKER TRUCKING: Case Summary & Largest Unsecured Creditor
TAHOE FRIDAY: U.S. Trustee Sets Meeting of Creditors for October 5
TAMPA ENCLAVE: Case Summary & 3 Largest Unsecured Creditors
TAVERN ON THE GREEN: Files Chapter 11 After Losing Lease
TALECRIS BIOTHERAPEUTICS: Moody's Upgrades Corp. Rating to 'B2'

TERRY GRAY: Case Summary & Largest Unsecured Creditor
TEXANS CUSO INSURANCE: Case Summary & 11 Largest Unsec. Creditors
TIMOTHY HARRISON MORGAN: Case Summary & 8 Largest Unsec. Creditors
TLC VISION: Obtains Credit Facility Waiver Until September 30
TOTAL SAFETY: S&P Changes Outlook of 'B-' Rating to Stable

TOUSA INC: Exclusivity Period Will End by Sept. 15
TREY RESOURCES: June 30 Balance Sheet Upside-Down by $4.5 Million
TRIPLE CROWN: Gabelli Funds, et al., Hold 8.6% Equity Stake
TRIPLE CROWN: In Talks With Lenders on Possible Restructuring
TXCO RESOURCES: Lien Holders Cry Foul to Transfer of Rights

UBS AG: Must Set Aside $35.5MM for Pursuit Partners Lawsuit
VALIDUS: AM Best Affirms BB+ Rating on Subordinated Debt
VERENIUM CORP: 1-for-12 Reverse Stock Split Becomes Effective
VIASYSTEMS INC: New Bank Facility Won't Affect S&P's 'B+' Rating
WINDSTREAM CORP: $141 Mil. Deal Won't Affect S&P's 'BB+' Rating

WINDSTREAM CORP: Lexcom Merger Won't Affect Moody's Ba2 CFR
WILLIAM DEL BIAGGIO: Sentenced to More Than 8 Years in Prison
WL HOMES: Sale of Assets to Emaar Expected to Closed by Sept. 30
WOLVERINE FIRE: Case Summary & 20 Largest Unsecured Creditors
XIOM CORP: June 30 Balance Sheet Upside-Down by $912,000

YL WEST 87TH HOLDINGS: Voluntary Chapter 11 Case Summary

* FDIC to End Debt Guarantee Program on October 31
* Pre-Pack Restructurings Rise After Lehman, Says Allen & Overy

* BOOK REVIEW: An Entrepreneurial History of the United States

                            *********

AGILENT TECHNOLOGIES: Note Issuance Won't Affect Moody's Ratings
----------------------------------------------------------------
Moody's Investors Service said that Agilent Technologies, Inc.'s
announcement that it intends to issue an undisclosed amount of
senior notes for general corporate purposes, which could include
the partial financing of its pending $1.5 billion acquisition of
Varian, will have no impact on the Ba1 corporate family,
probability of default and senior unsecured ratings; positive
outlook; or SGL-1 liquidity rating.

The most recent public commentary on Agilent was on July 27, 2009,
when Moody's commented that Agilent's ratings were unaffected by
the Varian acquisition announcement.  The last rating action on
Agilent was on July 14, 2008, when Moody's affirmed the company's
ratings and revised the outlook to positive from stable in light
of Agilent's execution of its business model and solid financial
performance.

Headquartered in Santa Clara, California, Agilent is a leading
measurement technology company serving the communications,
electronics, life sciences, and chemical analysis industries.  Net
revenues for the twelve months ended July 31, 2009 were
$4.8 billion.


AMERICAN MEDICAL: S&P Affirms Corporate Credit Rating at 'BB-'
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
ratings, including its 'BB-' corporate credit rating, on
Minnetonka, Minnesota-based American Medical Systems Inc., and
revised the outlook to positive from stable.  AMS is the wholly
owned operating subsidiary of American Medical Systems Holdings
Inc.

"Our speculative-grade rating on AMS reflects the company's
significant financial risk profile, the challenge of improving the
performance of the laser therapy business, and its narrow medical
focus," said Standard & Poor's credit analyst Cheryl Richer.
These risks outweigh AMS' leading positions in its niche markets
in men's and women's pelvic health products, which represent,
respectively, 68% and 32% of sales.


AMERICAN TONERSERV: Files Information Sheet With SEC
----------------------------------------------------
American TonerServ Corp. filed with the Securities and Exchange
Commission an information sheet for investors.  The Information
sheet provides an overview of the Company and slide presentations
on ATS's market opportunities, competitive pricing advantage,
product and service offerings, growth initiatives, sales partner
program and financials, among others.

A full-text copy of the Information sheet is available at no
charge at http://ResearchArchives.com/t/s?4496

As reported by the Troubled Company Reporter on September 8, 2009,
the Company will hold its Annual Meeting of Stockholders at the
Santa Rosa Golf and Country Club, Santa Rosa, California, on
September 24, 2009, at 2:30 p.m. (PDT) for these purposes:

     1. To elect six directors;

     2. To consider and vote upon the ratification of the
        appointment of Perry-Smith LLP as the independent
        registered public accounting firm for ATS for the fiscal
        year ending December 31, 2009; and

     3. To transact other business as may be properly brought
        before the meeting and any adjournments thereof.

Stockholders of the Company of record at the close of business on
August 26, 2009, are entitled to vote at the meeting and all
adjournments thereof.

A full-text copy of the proxy statement is available at no charge
at http://ResearchArchives.com/t/s?4440

American TonerServ is seeking to renegotiate the terms of a
portion of its short term note obligations or to exchange equity
securities for a portion of the debt.  At June 30, 2009, the
Company had a working capital deficit of $3,846,017, including
cash and equivalent balances of $25,836 compared to a working
capital deficit of $4,973,437 at December 31, 2008.  The deficit
is primarily related to short term note obligations which are due
over the next 12 months.

As of June 30, 2009, the Company had $16.7 million in total assets
and $13.5 million in total liabilities.  The Company's June 30
balance sheet showed strained liquidity with $5.03 million in
total current assets against $8.88 million in total current
liabilities.

The Company believes that it will be successful in addressing its
short term working capital requirements through various
strategies.  In a regulatory filing with the Securities and
Exchange Commission in August, the Company said it has inadequate
financial resources to sustain its business activities as they
currently are.  Management believes that the Company can achieve
positive cash flow through an aggressive organic growth plan to
increase sales, increasing operational efficiencies and by
aggressively reducing overhead costs.

During the six months ended June 30, 2009, the Company raised
$360,000 in proceeds from private offerings.  The Company
estimates that it will need to raise an additional $1,000,000
during the next 12 months to meet its minimum capital
requirements.  There is substantial doubt that the Company will be
able to continue as a going concern, absent raising additional
financing.  There can be no assurance that the Company will be
successful in obtaining the required financing or renegotiating
terms or converting a portion of its short term obligations into
equity.

                     About American TonerServ

American TonerServ Corp. -- http://www.AmericanTonerServ.com/--
markets compatible toner cartridges, serving the printing needs of
small- and medium-sized businesses by consolidating best-in-class
independent operators in the more than $6.0 billion recycled
printer cartridge and printer services industry, offering top-
quality, environmentally-friendly products and local service
teams.


ANDRE REVELEY: Case Summary & 12 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Andre D. Reveley
        12535 Perrywood Lane
        Dunkirk, MD 20754

Bankruptcy Case No.: 09-26922

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Paul Mannes

Debtor's Counsel: Richard H. Gins, Esq.
                  The Law Office of Richard H. Gins, LLC
                  3 Bethesda Metro Center, Suite 530
                  Bethesda, MD 20814
                  Tel: (301) 718-1078
                  Fax: (301) 718-8359
                  Email: richard@ginslaw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A list of the Company's 12 largest unsecured creditors is
available for free at:

           http://bankrupt.com/misc/mdb09-26922.pdf

The petition was signed by Mr. Reveley.


APPLETON PAPERS: Extends Exchange Offer Deadline to September 16
----------------------------------------------------------------
Appleton Papers Inc. on September 8, 2009, said it is extending
the consent date and the expiration date for its private note
exchange offers and consent solicitations.

Appleton has offered, subject to certain conditions, to exchange
new 11.25% Second Lien Notes due 2015 for its existing 8.125%
Senior Notes due 2011 and 9.75% Senior Subordinated Notes due
2014.

As extended, the consent date for the offers will be 5:00 p.m.,
New York City time, on September 9, 2009, and the expiration date
for the offers will be 12:00 midnight, New York City time, on
September 16, 2009 (in each case unless further extended).

One of the conditions to the exchange offers and consent
solicitations is the receipt of consent from the lenders under
Appleton's existing senior credit facility to allow Appleton to
exchange the Old Notes for the New Notes.  Appleton currently
anticipates that approval, if obtained, will be in the form of an
amendment to the Credit Facility that would also provide for other
matters, including:

     -- a permanent reduction of revolving commitments by
        $30.0 million according to this schedule:

        * $5 million at December 31, 2009;
        * $10 million at March 31, 2010; and
        * $15 million at June 30, 2010;

     -- the revision of certain ratios and covenants contained in
        the Credit Facility (including the revision of provisions
        regarding asset dispositions and extraordinary receipts in
        a manner that would expand the circumstances under which
        prepayment of amounts under the Credit Facility would be
        required);

     -- permitting less than 100%, but greater than 50%, ownership
        of Paperweight Development Corp. by the Appleton Papers
        Retirement Savings and Employee Stock Option Plan;

     -- an increase in pricing of the term loans; and

     -- payment to the Lenders consenting to the amendment of a
        fee based on their final commitment at the time of
        effectiveness of the amendment.

As of 5:00 p.m., New York City time, on September 4, 2009,
Appleton had received tenders of Old Notes representing
approximately 77% of the outstanding aggregate principal amount of
the 8.125% Senior Notes due 2011 and approximately 77% of the
outstanding aggregate principal amount of the 9.75% Senior
Subordinated Notes due 2014.

The exchange offers and consent solicitations are being made only
to qualified institutional buyers and accredited investors inside
the United States and to certain non-U.S. investors located
outside the United States that have completed and returned a
related letter of representations.  The terms and conditions of
the exchange offers and consent solicitations are described in the
Offering Circular and related Letter of Transmittal and Consent,
dated August 18, 2009.  Except as noted, the terms and conditions
of the exchange offers and consent solicitations remain unchanged.
All holders of old notes who have previously tendered old notes
and delivered related consents do not need to retender such old
notes or redeliver such related consents or take any other action
in response to this extension. Other qualified holders of old
notes may use the materials previously distributed to them for
purposes of tendering old notes and delivering related consents.

                       Distressed Exchange

As reported by the Troubled Company Reporter on August 20, 2009,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Appleton Papers to 'CC' from 'B'.  At the same time, S&P
lowered the issue-level ratings on the company's senior notes and
subordinated notes to 'C' from 'CCC+'.  The outlook is negative.

S&P also placed 'B+' issue-level rating on the Company's secured
bank credit facilities on CreditWatch with negative implications.
The recovery rating remains '2', indicating S&P's expectation of
substantial (70% to 90%) recovery in the event of payment default.

The rating actions follow Appleton's announcement that it is
offering to exchange $200 million of proposed new second-lien
secured notes for the outstanding senior unsecured and
subordinated notes in its capital structure.  In the case of the
subordinated notes, the exchange for the new notes would represent
a substantial discount to the par amount.  For the senior
unsecured notes, the exchange for the new notes would be at par,
while the maturity would be extended beyond the original maturity
of the existing notes.  "As a result, S&P view the exchanges as
being tantamount to default given Appleton's stressed and highly
leveraged financial risk profile and S&P's concerns around
Appleton's ability to service its current capital structure over
the intermediate term due to the challenging operating
environment," said Standard & Poor's credit analyst Andy Sookram.

The TCR also said Moody's Investors Service assigned a B3 rating
to Appleton Papers' proposed new secured notes due 2015 and
downgraded the company's existing senior subordinated notes to Ca
from Caa1.  At the same time, Moody's downgraded the company's
probability of default rating to Caa3 from B2.  Moody's also
affirmed the company's B2 corporate family rating and speculative
grade liquidity rating of SGL-4.  The outlook remains negative.

Because the exchange offer for the senior subordinated debt is
being done at 60% of par, and nonconsenting holders of the
existing senior unsecured and senior subordinated notes will lose
certain rights and be effectively subordinated to the new notes,
Moody's views the exchange offer to be a distressed exchange,
which is an event of default under Moody's definition of default.

                        About Appleton Papers

Appleton Papers Inc., headquartered in Appleton, Wisconsin,
develops and manufactures specialty coated paper products,
including carbonless paper, thermal paper, and other specialty
papers.  It also develops and manufactures flexible packaging
products.


ARTHUR GAMBOA: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Arthur B. Gamboa
               Consuelo Gamboa
               1024 Hetrick Avenue
               Arroyo Grande, CA 93420

Bankruptcy Case No.: 09-13681

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Central District of California (Santa Barbara)

Judge: Robin Riblet

Debtors' Counsel: Michael Jay Berger, Esq.
                  9454 Wilshire Blvd 6th Flr
                  Beverly Hills, CA 90212-2929
                  Tel: (310) 271-6223
                  Fax: (310) 271-9805
                  Email: michael.berger@bankruptcypower.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A full-text copy of the Debtors' petition, including a list of
their 20 largest unsecured creditors, is available for free at:

           http://bankrupt.com/misc/cacb09-13681.pdf

The petition was signed by the Joint Debtors.


ARVINMERITOR INC: Files Copies of GMAC Receivables Deal
-------------------------------------------------------
ArvinMeritor, Inc., filed with the Securities and Exchange
Commission copies of:

     -- Loan and Security Agreement dated as of September 8, 2009,
        among ArvinMeritor Receivables Corporation, ArvinMeritor,
        Inc., GMAC Commercial Finance LLC, and the Lenders from
        time to time party thereto.

        See http://ResearchArchives.com/t/s?448e

     -- Third Amended and Restated Purchase and Sale Agreement
        dated as of September 8, 2009, among ArvinMeritor
        Receivables Corporation and Meritor Heavy Vehicle Braking
        Systems (U.S.A.), Inc. and Meritor Heavy Vehicle Systems
        LLC

        See http://ResearchArchives.com/t/s?448f

As reported by the Troubled Company Reporter, on September 8,
2009, ArvinMeritor, in anticipation of the expiration of its
existing accounts receivable securitization arrangement, entered
into a new, two-year U.S. receivables financing arrangement.  The
New Facility contemplates that ArvinMeritor Receivables
Corporation, a subsidiary of ArvinMeritor, will purchase eligible
accounts receivable from certain other ArvinMeritor subsidiaries
and will borrow under a credit facility funded by multiple
lenders.  ARC's borrowings will be secured by an interest in the
purchased receivables, and ARC will use the proceeds of the
borrowings to fund purchases of receivables from the Originators.
The purchased receivables under the New Facility are expected to
be substantially similar to those under the facility it replaces.

Management of ArvinMeritor said on August 4, 2009, that, based on
discussion with lenders and progress to date, it expected to
replace its U.S. securitization program by the end of August.  The
current U.S. securitization program does not expire until
September 14, 2009.

In connection with the New Facility, ARC entered into a Loan
Agreement with ArvinMeritor, as Initial Collection Agent, the
Lenders from time to time party thereto and GMAC Commercial
Finance LLC, as Agent, providing for borrowings by ARC in an
aggregate principal amount outstanding at any one time of not to
exceed $105 million (which may be increased with the Agent's
consent to $125 million upon the identification of a new or
existing Lender willing to provide such additional commitment),
secured by an interest in accounts receivable of the Originators
sold to ARC from time to time pursuant to a Third Amended and
Restated Purchase and Sale Agreement among ARC and the
Originators.  Borrowings under the New Facility will be subject to
a borrowing base formula that provides for an 80% advance rate
against eligible receivables less certain reserves.

Borrowings under the New Facility will bear interest at a rate
equal to an applicable margin plus, at ARC's option, either (a) a
base rate determined by reference to the higher of (1) JPMorgan
Chase Bank's prime rate, (2) the federal funds rate plus 1/2 of 1%
and (3) three-month LIBOR plus 1.00% or (b) LIBOR.  For purposes
of determining the appropriate interest rate, LIBOR will be no
less than 3.00%.  The applicable margin for the New Facility will
be 3.50% plus the Base Rate or 4.50% plus the LIBOR rate, as the
case may be. The commitment fee on the undrawn amounts under the
facility will be 1.00%.  As of the closing date, availability
under the New Facility is expected to exceed availability under
the facility it replaces.

The New Facility, like the previously existing accounts receivable
securitization arrangement, contains a number of covenants
customary for this type of facility, including a cross-default to
ArvinMeritor's senior secured credit facility.

Baker & Daniels LLP represents ArvinMeritor under the Loan and
Security Agreement:

     Baker & Daniels LLP
     300 North Meridian Street, Suite 2700
     Indianapolis, Indiana 46204-1782
     Telephone: (317) 237-1189
     Telecopier: (317) 237-1000
     Attn: Rebecca A. Richardson, Esq.

Honigman Miller Schwartz and Cohn LLP represents GMAC Commercial
Finance LLC under the Agreement:

     Honigman Miller Schwartz and Cohn LLP
     660 Woodward Avenue
     2290 First National Building
     Detroit, Michigan 48226-3506
     Attn: Donald F. Baty, Jr. Esq.
     Fax/Telecopy No: (313) 465-7315

                      About ArvinMeritor Inc.

ArvinMeritor, Inc. -- http://www.arvinmeritor.com/-- is a premier
global supplier of a broad range of integrated systems, modules
and components to the motor vehicle industry. The company marks
its centennial anniversary in 2009, celebrating a long history of
'forward thinking.' The company serves commercial truck, trailer
and specialty original equipment manufacturers and certain
aftermarkets, and light vehicle manufacturers. ArvinMeritor common
stock is traded on the New York Stock Exchange under the ticker
symbol ARM.   In August, Fitch Ratings said it is keeping
ArvinMeritor's issuer default rating at 'CCC' on Rating Watch
Negative.


AVAGO TECH: Offers 95 Cents on Dollar for Floating Rate Notes
-------------------------------------------------------------
Avago Technologies Limited's wholly owned subsidiary, Avago
Technologies Finance Pte. Ltd. commenced a cash tender offer to
purchase up to $250 million aggregate principal amount of its
outstanding notes as described below.  The tender offer is
described in an offer to purchase, dated September 3, 2009 and
related Letter of Transmittal.  Avago Finance reserves the right
to increase the Maximum Tender Amount subject to compliance with
applicable law.  The company expects to use net proceeds from the
previously completed initial public offering of Avago Technologies
Limited's ordinary shares and cash on hand to purchase the
outstanding notes.

Upon the terms and subject to the conditions described in the
Offer to Purchase and the Letter of Transmittal, and any
amendments or supplements to the foregoing, Avago Finance is
offering to purchase for cash the notes below in the following
Acceptance Priority Level:

                                 Aggregate        Tender
                                 Principal    Consideration
  Title of            CUSIP       Amount        Per $1,000
  Securities          Number     Outstanding  Principal Amount
  ----------          ------     -----------  ----------------
  11-7/8% Senior
  Subordinated
  Notes due 2015      05336XAF8  $247,500,000  $1,065.00
                                                  $20.00*
                                               ---------
                                               $1,085.00
  10-1/8% Senior
  Notes due 2013      05336XAD3  $403,121,000  $1,035.00
                      U05212AA0                   $20.00*
                                               ---------
                                               $1,055.00

  Senior Floating
  Rate Notes
  due 2013            05336XAE1  $50,000,000     $930.00
                                                  $20.00*
                                               ---------
                                                 $950.00
        * early tender premium

The tender offer will expire at 12:00 midnight, New York City
time, on October 1, 2009, unless extended or earlier terminated.
Holders of notes that are validly tendered at or prior to 5:00
p.m., New York City time, on September 17, 2009 and accepted for
purchase will receive the Tender Offer Consideration for such
series, plus the applicable early tender premium set forth in the
table above.  Holders of notes validly tendered after the Early
Tender Date but before the Expiration Date and accepted for
purchase will receive the applicable Tender Offer Consideration,
but not the Early Tender Premium.  All holders of notes who
validly tender their notes on or before the Expiration Date and
whose notes are accepted for purchase will receive the applicable
consideration set forth in the table above, plus accrued and
unpaid interest from the last interest payment date to, but not
including, the payment date.

If notes are validly tendered in the tender offer such that the
aggregate principal amount tendered exceeds the Maximum Tender
Amount, Avago Finance will accept for purchase, up to the Maximum
Tender Amount, notes in accordance with the Acceptance Priority
Level in numerical priority order.  Avago Finance will apply the
Maximum Tender Amount first to purchase the 11-7/8% Notes.  To the
extent any amounts remain in the Maximum Tender Amount after Avago
Finance purchases the 11-7/8% Notes, Avago Finance will then apply
the balance to purchase the 10-1/8% Notes, subject to proration,
if applicable, based on the aggregate principal amount of the 10-
1/8% Notes validly tendered, rounded down to the nearest integral
multiple of $1,000.  To the extent any amounts remain in the
Maximum Tender Amount after Avago Finance purchases the 11-7/8%
Notes and the 10-1/8% Notes, Avago Finance will then apply the
balance to purchase the Floating Rate Notes, subject to proration,
if applicable, based on the aggregate principal amount of the
Floating Rate Notes validly tendered, rounded down to the nearest
integral multiple of $1,000.

Payment for the 11-7/8% Notes validly tendered at or before the
Early Tender Date and accepted for purchase is expected to be made
promptly after the Early Tender Date.

Payment for (a) the 11-7/8% Notes validly tendered after the Early
Tender Date and at or before the Expiration Date and accepted for
purchase, and (b) the 10-1/8% Notes and the Floating Rate Notes
validly tendered at or before the Expiration Date and accepted for
purchase is expected to be made promptly after the Expiration
Date.

Tenders of the notes may be withdrawn at any time at or prior to
5:00 p.m., New York City time, on September 17, 2009, but may not
be withdrawn thereafter.

The consummation of the tender offer is not conditioned upon any
minimum amount of notes being tendered, but is conditioned upon
the satisfaction or waiver of the conditions set forth in the
Offer to Purchase.

Citi is the sole dealer manager of the tender offer.  Global
Bondholder Services Corporation has been retained to serve as the
depositary and information agent.

None of Avago Finance or its affiliates, its board of directors,
the dealer manager, the depositary and information agent or the
trustee for the notes, makes any recommendation as to whether
holders of the notes should tender or refrain from tendering the
notes.

                     About Avago Technologies

Headquartered both in San Jose, California, and in Singapore,
Avago Technologies Holdings Pte. Ltd. -- http://www.avagotech.com/
--   is a semiconductor company, with approximately 6,500
employees worldwide.  Avago provides an extensive range of analog,
mixed-signal and optoelectronic components and subsystems to more
than 40,000 customers.  The company's products serve four end
markets: industrial and automotive, wired networking, wireless
communications, and computer peripherals.

Worldwide Design, Manufacturing and Marketing Centers in the
United States, Italy, Germany, Singapore, Korea, China, Japan
and Malaysia.

Avago Technologies is the successor to the Semiconductor
Products Group of Agilent.  Avago Technologies purchased the
business of SPG as of December 1, 2005, for US$2.6 billion in
cash.

Avago Technologies had total assets of $1,775,000,000 against
debts of $1,017,000,000 as of August 2, 2009.

                        *     *     *

As reported by the Troubled Company Reporter-Asia Pacific on
Jan. 11, 2008, Standard & Poor's Ratings Services removed its
ratings on San Jose, Calif.- and Singapore-based Avago
Technologies Finance Pte. Ltd. and related entities, from
CreditWatch, where they were placed on Sept. 19, 2007, with
positive implications, and raised the company's corporate credit
rating to 'BB-' from 'B'.


AVIS BUDGET: Shapiro Capital Unloads Equity Stake
-------------------------------------------------
Shapiro Capital Management LLC said in a regulatory filing it has
ceased to be a beneficial owner of Avis Budget Group Inc. common
shares.  As of August 31, 2009, Shapiro Capital has unloaded all
of the Avis Budget shares it held.

Avis Budget Group -- http://www.avisbudgetgroup.com/-- provides
vehicle rental services, with operations in more than 70
countries.  Through its Avis and Budget brands, the Company is a
general-use vehicle rental company in each of North America,
Australia, New Zealand and certain other regions based on
published airport statistics.  Avis Budget Group is headquartered
in Parsippany, N.J. and has roughly 24,000 employees.

                           *     *     *

As reported by the Troubled Company Reporter on April 30, 2009,
Standard & Poor's Ratings Services assigned a '6' recovery rating
to Avis Budget Car Rental LLC's (CCC+/Developing/--) unsecured
notes, indicating expectations of negligible (0%-10%) recovery of
principal in the event of a payment default.  Avis Budget Car
Rental LLC is a subsidiary of Avis Budget Group Inc.
(CCC+/Developing/--).


BACCHUS DEV'T: In Default of Union Bank Loans; Files for Ch 11
--------------------------------------------------------------
Bacchus Development and its two affiliates have filed for Chapter
11 bankruptcy protection in the U.S. Bankruptcy Court for the
Central District of California.

Mark Mueller at the Orange County Business Journal reports that
Bacchus said that it sought for bankruptcy protection after its
largest lender, Union Bank, declared $55 million worth of loans
tied to the Company's two most recent projects to be in default.
Union Bank, says the report, filed lawsuits against Bacchus.

Bacchus' chief financial officer Stephen Muller said in a
statement that the Debtors filed for bankruptcy "to obtain a
breathing spell within which to reorganize (the company's)
affairs".

According to Business Journal, Bacchus Commercial LLC -- the
largest of the three bankruptcy filers -- listed $50 million to
$100 million in debts.  Bacchus Commercial owes The Irvine Co.
about $465,000, says Business Journal.  The report states that
Bacchus Investment Group LLC, the other filer, owes the city of
Irvine some $1.3 million.

Business Journal states that the three bankruptcy cases are being
handled by Winthrop Couchot Professional Corp.

Court documents say that more than 40 of 90 buildings at Bacchus'
Jeffrey Office Park and Bacchus Signature Series remain unsold.

Bacchus Development is based in Irvine, California.


BALQON CORPORATION: Posts $758,000 Net Loss in Qtr. Ended June 30
-----------------------------------------------------------------
Balqon Corporation posted a net loss of $757,994 for three months
ended June 30, 2009, compared with a net loss of $5,261,142 for
the same period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $1,360,521 compared with a net loss of $5,317,382 for the same
period in 2008.

At June 30, 2009, the Company's balance sheet showed total assets
of $4,073,016, total liabilities of $3,778,545 and a stockholders'
equity of $294,471.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4489

                     About Balqon Corporation

Balqon Corporation (OTC:BLQN) fka BMR Solutions, Inc., develops,
assembles and markets heavy-duty electric vehicles, flux vector
inverters, and heavy-duty electric drive systems.  The Company
sells its heavy-duty electric vehicles.  During the year ended
Dec. 31, 2008, 63% of its revenues were associated with the AQMD
Development Agreement.  During 2008, the remaining 37% of revenues
were from the sale of parts to the Port of Los Angeles. On October
24, 2008, the Company completed an Agreement and Plan of Merger
with Balqon Corporation and its wholly owned subsidiary Balqon
Acquisition Corp.  Upon the closing of the Merger Agreement Balqon
California merged with and into Acquisition Subsidiary with
Acquisition Subsidiary surviving, and immediately thereafter,
Acquisition Subsidiary merged with and into the Company.

On March 23, 2009, Weinberg & Company, P.A., in Los Angeles,
California, expressed substantial doubt about Balqon's ability to
continue as a going concern after auditing the Company's financial
statements for the fiscal years ended Dec. 31, 2008, and 2007.
The auditor noted that the Company experienced recurring losses
since inception and has an accumulated deficit.


BARZEL INDUSTRIES: Nasdaq to Delist Shares Effective Sept. 18
-------------------------------------------------------------
The Nasdaq Stock Market, Inc., has determined to remove from
listing the common stock of Barzel Industries Inc., effective at
the opening of the trading session on September 18, 2009.

Based on a review of the information provided by the Company,
Nasdaq Staff determined that the Company no longer qualified for
listing on the Exchange pursuant to Listing Rule 5550(b).  The
Company was notified of the Staffs determination on August 11,
2009.

The Company did not appeal the Staff determination to the Hearings
Panel, and the Staff determination to delist the Company became
final on August 20, 2009.

                      About Barzel Industries

Headquartered in Norwood, Massachusetts, with an operational hub
in Mississauga, Ontario, Barzel Industries Inc. (NASDAQ: TPUT,
TPUTW) operates a network of 15 manufacturing, processing and
distribution facilities in the United States and Canada.  The
Company offers a wide range of metal solutions to a variety of
industries, from construction and industrial manufacturing to
transportation, infrastructure development and mining.

The Company has obtained a deferral to October 13, 2009 of payment
of interest on its 11.5% Senior Secured Notes due 2015 in the
aggregate principal amount of $315 million.  Under the deferral
agreement, the Company agreed to use its best efforts to
consummate a debt or equity recapitalization or restructuring, a
debt refinancing, a capital raising transaction, or a sale of its
equity securities or its assets.   The Company has retained an
independent third party investment banker to assist in connection
therewith.   The Company has determined that it is in the best
interests of the corporation to devote its full management
resources to completing such a transaction.


BASHAS' INC: To Close Food City in Arizona This Week
----------------------------------------------------
Ainslee S. Wittig at Arizona Range News reports that Bashas' Inc.
will close its Food City unit in Arizona this week.

Arizona Range News quoted Hill Grocery Inc. General Manager
Everett Vaughan as saying, "Arrangements have been made to keep
the doors open, serve our customers and keep our employees working
during this transition period . . . . We are currently in the
process of acquiring the licensing and permits to do business in
Arizona, and we anticipate opening in Willcox in October.  We hope
to retain most of the good folks that Food City employs and will
offer current employees an interview."

Bashas' Inc. is a 77-year-old grocery chain that owns 158 retail
stores located throughout Arizona.  It is doing business as
National Grocery, Bashas Food, Bashas' United Drug, Food City,
Eddie's Country Store, A,.J. Fine Foods, Western Produce, Bashas'
Distribution Center, Sportsman's, and Bashas' Dine.

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on July 12, 2009 (Bankr. D. Ariz. Case No. 09-16050).
Frederick J. Petersen, Esq., at Mesch, Clark & Rothschild, P.C.,
assists the Debtors in their restructuring efforts.  Michael W.
Carmel, Ltd., is the Debtors' co-counsel.  Deloitte Financial
Advisory LLP serves as financial advisors.  Epiq Bankruptcy
Solutions, LLC, serves as claims and notice agent.  In its
bankruptcy petition, Bashas' listed $100,000,001 to $500,000,000
in assets and $100,000,001 to $500,000,000 in debts.


BELK PROPERTIES LLC: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Belk Properties, LLC
        P.O. Box 845
        Oxford, MS 38655

Bankruptcy Case No.: 09-14656

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Northern District of Mississippi (Aberdeen)

Judge: David W. Houston, III

Debtor's Counsel: Joyce Freeland, Esq.
                  P.O. Box 269
                  Oxford, MS 38655

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.

The petition was signed by Frank Belk, member/manager of the
Company.


BERNARD MADOFF: Two NY & Florida Properties Put on Sale
-------------------------------------------------------
Juliet Chung at The Wall Street Journal reports that Bernard
Madoff's two remaining federally seized properties in New York and
Palm Beach, Florida, were listed Thursday for $9.9 million and
$8.5 million, respectively.

The Journal relates that money from the sale of the Madoff
residences goes into a fund that will be used to reimburse the
victims of Mr. Madoff's Ponzi scheme.  According to the report,
the listing agents start showing the duplex Friday and have taken
appointments on it.

The Journal states that listing agents Jim McCann of Corcoran
Group said that he planned start showing the Palm Beach property
Thursday night.  More than a dozen qualified buyers have expressed
interest, the report says, citing Mr. McCann.

According to The Journal, Mr. Maddof's oceanfront home in Montauk,
on New York's Long Island, was listed on September 1 for
$8.75 million.  Listing agent Joan Hegner's spokesperson said that
four offers have been made for the Montauk property, The Journal
relates.

Citing the Marshals Service, The Journal reports that Mr. Madoff's
three boats would be auctioned off in Fort Lauderdale, Florida, on
November 17.

Bernard L. Madoff Investment Securities LLC was a market maker in
U.S. stocks, including all of the S&P 500 and more than 350 Nasdaq
stocks. The firm moved large blocks of stock for institutional
clients by splitting up orders or arranging off-exchange
transactions between parties. It also performed clearing and
settlement services. Clients included brokerages, banks, and
other financial institutions. In addition, Madoff Securities
managed assets for high-net-worth individuals, hedge funds, and
other institutional investors.

The firm is being liquidated in the aftermath of a fraud scandal
involving founder Bernard L. Madoff.

As reported by the Troubled Company Reporter on December 15, 2008,
the Securities and Exchange Commission charged Mr. Madoff and his
investment firm with securities fraud for a multi-billion dollar
Ponzi scheme that he perpetrated on advisory clients of his firm.
The estimated losses from Mr. Madoff's fraud were allegedly at
least US$50 billion.

Also on December 15, 2008, the Honorable Louis A. Stanton of the
U.S. District Court for the Southern District of New York granted
the application of the Securities Investor Protection Corporation
for a decree adjudicating that the customers of BLMIS are in need
of the protection afforded by the Securities Investor Protection
Act of 1970. Irving H. Picard, Esq., was appointed as trustee for
the liquidation of BLMIS, and Baker & Hostetler LLP was appointed
as counsel.

As reported by the TCR, Judge Denny Chin of the U.S. District
Court for the Southern District of New York on June 29, 2009,
sentenced Mr. Madoff to 150 years of life imprisonment for
defrauding investors.


CABLEVISION SYSTEMS: Moody's Puts 'B1' Rating on $500 Mil. Notes
----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Cablevision
Systems Corporation's proposed $500 million offering of senior
unsecured notes due 2017.  Net proceeds from the issuance will be
used to fund Cablevision's concurrent tender offer for subsidiary
CSC Holdings Inc.'s senior unsecured notes due 2011 and 2012.
"The refinancing extends and modestly improves Cablevision's debt
maturity profile, continuing a recent trend towards more prudent
balance sheet management," noted Moody's Senior Vice President
Russell Solomon.  LGD point estimates for both Cablevision's and
CSC's debts were updated to reflect the expected debt mix and
could change if the deal is upsized.  The rating outlook is
stable.

Assignment:

Issuer: Cablevision Systems Corporation

  -- Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD6-
     92%)

Moody's last rating action on Cablevision was on May 20, 2009,
when it upgraded the company's Corporate Family and Probability of
Default Ratings, each to Ba2 from Ba3.

Headquartered in Bethpage, New York, Cablevision Systems
Corporation is predominantly a domestic cable TV multiple system
operator serving approximately 3.1 million subscribers in and
around the New York metropolitan area.  Among other entertainment-
and media-related business ventures, the company also owns and
distributes programming to cable television and direct broadcast
satellite providers throughout the United States through its
Rainbow National Services subsidiary.


CABLEVISION SYSTEMS: S&P Assigns 'B+' Rating on $500 Mil. Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
issue-level and '6' recovery ratings to Cablevision Systems
Corp.'s proposed $500 million senior notes due 2017.  The '6'
recovery rating indicates the expectation for negligible (0%-10%)
recovery of principal in the event of payment default.

The 'BB+' rating on $650 million of secured bank debt at majority-
owned Newsday LLC remains on CreditWatch with negative
implications, reflecting concerns regarding recovery prospects for
this issue given the secular decline of the newspaper industry.

S&P affirmed all other ratings on Cablevision and related
entities, including the 'BB' corporate credit rating.  Bethpage,
N.Y.-based Cablevision is a major cable operator in the New York
metropolitan area with almost $11.8 billion of debt reported
outstanding at June 30, 2009.  The outlook is negative.

The proposed notes will be sold under Rule 144A with registration
rights.  All, or most, issue proceeds will be downstreamed to
subsidiary CSC Holdings Inc., which will repay or repurchase some
of its notes maturing in 2011 and 2012.

"The ratings on Cablevision reflect S&P's expectation that the
company may well choose to pursue its historic, aggressive
financial policy," said Standard & Poor's credit analyst Richard
Siderman, "a factor that overshadows its investment-grade business
risk profile."


CANWEST GLOBAL: Unit Has Sale Deal with Local Investor Group
-------------------------------------------------------------
Canwest Global Communications Corp. said its subsidiary, Canwest
Television Limited Partnership, has entered into an agreement to
sell CHEK-TV in Victoria to a local investor group.

For a nominal purchase price that was not disclosed, the LIG will
take ownership of the conventional television station's assets.
The change of control and issuance of a new license is conditional
on Canadian Radio-television and Telecommunications Commission
approval.  The LIG intends to file an application with the CRTC
requesting the transfer of ownership of the station license as
soon as possible.

Canwest has agreed to provide transitional support services and
leased space in the CHEK station building at favorable rates in
order to ensure a smooth transition and to facilitate the sale.

"Many dedicated individuals on both sides of the table came
together and the result is that it has preserved jobs and service
in the community," said Leonard Asper, President and CEO of
Canwest.  "One week ago, we thought that this station was going to
close and today we have a result that is beneficial for all
parties."

Mr. Asper added, "The real winners are the people of Vancouver
Island and the Lower Mainland who will continue to receive this
valuable local service."

CHEK is a conventional television station with about 45 employees
that services Victoria and the Vancouver Island region.

                       About Canwest Global

Canwest Global Communications Corp. -- http://www.canwest.com/--
(TSX: CGS and CGS.A,) an international media company, is Canada's
largest media company.  In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and/or holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia,
Turkey,Indonesia, Singapore, the United Kingdom and the United
States.

At May 31, 2009, Canwest Media had C$4,847,020,000 in total assets
and C$5,826,522,000 in total liabilities.

                         *     *     *

As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service downgraded Canwest Limited Partnership's
probability of default rating to Ca/LD and its corporate family to
Caa3 after the Company failed to pay $10 million due under its
senior secured credit facility on May 29, 2009, the end of the
company's fiscal quarter.  This suggests that CLP has chosen to
force the issue with its bank lenders, and is also likely an
indication that ongoing negotiations with the bank lenders were
not going well, according to Moody's.  Since the payment includes
a principal component and there is no cure period, the bank credit
facility is now in default.  The lenders have not accelerated
repayment.

The TCR on June 2, 2009, said Standard & Poor's Ratings Services
lowered its ratings on Canwest LP, including the corporate credit
and senior secured ratings to 'D' (default) from 'CCC' and the
rating on the C$75 million senior subordinated credit facility due
2015 to 'D' from 'CC'.  S&P also lowered the rating on the
Company's US$400 million senior subordinated notes due 2015 to 'C'
from 'CC'.


CANWEST LIMITED: Reaches Forbearance Pact With Senior Lenders
-------------------------------------------------------------
Canwest Global Communications Corp. announced September 10 that
its subsidiary, Canwest Limited Partnership, has entered into a
forbearance agreement with lenders under its senior secured credit
facility while they continue discussions regarding the framework
for a potential recapitalization transaction.

Under the terms of the forbearance agreement, the senior lenders
have agreed not to enforce their rights under the senior credit
facility arising from the Limited Partnership's previously
announced defaults prior to October 31, 2009.  The Limited
Partnership has agreed to pay all outstanding interest and fees
due under the senior credit facility and the associated hedging
agreements and to resume paying interest and fees due and payable
under such agreements during the forbearance period.

The forbearance agreement is subject to the satisfaction of
certain milestones including reaching an agreement on the
principal terms of a recapitalization transaction by September 30,
2009.

The Limited Partnership has also commenced discussions with
representatives of an ad hoc committee of noteholders of the
Limited Partnership's 9.25% senior subordinated notes due 2015.

                       About Canwest Global

Canwest Global Communications Corp. -- http://www.canwest.com/--
(TSX: CGS and CGS.A,) an international media company, is Canada's
largest media company.  In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and/or holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia,
Turkey,Indonesia, Singapore, the United Kingdom and the United
States.

Canwest Limited Partnership owns and operates 12 daily newspapers,
23 community newspapers, more than 80 online operations as well as
other publications and national services. It does not include the
National Post newspaper or its related online operations.

At May 31, 2009, Canwest Media had C$4,847,020,000 in total assets
and C$5,826,522,000 in total liabilities.

                         *     *     *

As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service downgraded Canwest Limited Partnership's
probability of default rating to Ca/LD and its corporate family to
Caa3 after the Company failed to pay $10 million due under its
senior secured credit facility on May 29, 2009, the end of the
company's fiscal quarter.  This suggests that CLP has chosen to
force the issue with its bank lenders, and is also likely an
indication that ongoing negotiations with the bank lenders were
not going well, according to Moody's.  Since the payment includes
a principal component and there is no cure period, the bank credit
facility is now in default.  The lenders have not accelerated
repayment.

The TCR on June 2, 2009, said Standard & Poor's Ratings Services
lowered its ratings on Canwest LP, including the corporate credit
and senior secured ratings to 'D' (default) from 'CCC' and the
rating on the C$75 million senior subordinated credit facility due
2015 to 'D' from 'CC'.  S&P also lowered the rating on the
Company's US$400 million senior subordinated notes due 2015 to 'C'
from 'CC'.


CARAUSTAR INDUSTRIES: S&P Withdraws 'D' Corporate Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings, including
its 'D' corporate credit rating, on Austell, Georgia-based
recycled paperboard and converted paperboard products
manufacturer, Caraustar Industries Inc. per the company's request.
The company emerged from Chapter 11, which it previously filed
voluntary petitions under on May 31, 2009, bankruptcy protection
as a reorganized private company.


CARUSO HOMES: Exits Chapter 11 Bankruptcy Protection
----------------------------------------------------
Building Online reports that Caruso Homes has emerged from Chapter
11 bankruptcy protection.

According to Building Online, Caruso Homes President Jeffrey
Caruso said that he will be able to remobilize the Company with
minimal personal and corporate debt and a strong balance sheet.

Building Online relates that Caruso Homes will immediately start
selling seven communities out of two regional models in the
Maryland suburbs of Washington DC.

Headquartered in Crofton, Maryland, Caruso Homes Inc. --
http://www.carusohomes.com/-- is a custom home builder in
Maryland and Virginia.  The Company and 24 of its debtor-
affiliates filed for Chapter 11 protection on June 23, 2008 (D.
Md. Lead Case No. 08-18254).  Joel I. Sher, Esq., at Shapiro Sher
Guinot & Sandler P.A, represents the Debtors as counsel.  The
Debtors' schedules showed assets of $16,105,716 and liabilities of
$115,809,357.


CCS MEDICAL: Has Deal to Sell NovaMax to Nova Biomedical
--------------------------------------------------------
CCS Medical Inc. and whole blood analyzers developer Nova
Biomedical Corporation have reached a definitive agreement under
which Nova Biomedical's independent, wholly owned subsidiary,
Sanvita CBGM, LLC, will acquire certain assets of Sanvita, Inc., a
wholly owned subsidiary of CCS Medical.  Sanvita, Inc. is
currently the exclusive distributor of Nova's "NovaMax" consumer
blood glucose product line in the United States.  The NovaMax
blood glucose monitor has the fastest test time and absolutely no
coding.

CCS Medical is seeking permission from the Bankruptcy Court to
conduct a private sale rather than a public sale.  It noted that
Sanvita is the sole first distributor of Nova's products while
Nova relies on Sanvita as its only means of distribution.  "If
Sanvita were to liquidate or if it were sold to another party,
there is no guaranty that such relationship would continue, and
without this continued relationship, the Debtors' businesses could
be severely disrupted, resulting in significant harm to the
estates," CCS Medical said.

According to the asset purchase agreement Nova Biomedical will
assume liabilities plus the purchase price, which may be a
positive or negative amount, depending on calculations agreed by
the parties.  "Although, based on the Debtors' current estimates,
the Debtors anticipate that no cash consideration will be
exchanged for the Acquired Assets, the Debtors will be relieved of
significant liabilities."

Nova Biomedical will receive a $125,000 break-up fee and expense
reimbursement of up to $75,000 in the event CCS Medical terminates
the transaction.

The acquisition is subject to customary approvals and approval by
the Bankruptcy Court, which is overseeing CCS Medical's Chapter 11
case.  The parties expect the transaction to close in early
October.

"Nova Biomedical and Sanvita have had a mutually beneficial
business relationship for more than two years," said Francis C.
Manganaro, President and Chief Executive Officer of Nova
Biomedical.  "While our existing business model has served us well
to date, we believe that now is the right time for our CBGM
subsidiary to assume full control of the distribution of our
consumer glucose brand, NovaMax.  This will allow Nova to be
closer to its customers, to develop innovative NovaMax products,
and to bring new NovaMax products to market faster. Together with
the recent success of Nova Biomedical's hospital glucose monitor
business, StatStrip, the acquisition of assets of Sanvita by the
CBGM subsidiary will position Nova Biomedical to further improve
its overall glucose monitoring business.

John Miclot, Chief Executive Officer of CCS Medical, said, in the
parties' September 10 statement, "Today's announcement is a
validation of the hard work and commitment of Sanvita, Inc.'s
talented work force and to the value they provide every day to
customers and patients. We intend to work closely with Sanvita
CBGM, LLC to continue to maintain the high level of patient and
customer support and satisfaction."

                      About Sanvita CBGM, LLC

Sanvita CBGM, LLC is an independent, wholly owned subsidiary of
Nova Biomedical. Upon the closing of the acquisition, Sanvita
CBGM, LLC will be the exclusive distributor of NovaMax products in
the United States.

                      About Nova Biomedical

Nova Biomedical is a world leader in the development of whole
blood analyzers to support the care of home based and hospitalized
patients. Based upon innovative biosensor technology, Nova glucose
monitors are designed for rapid and accurate measurement of
patient glucose levels without coding test strips. Nova Biomedical
has pioneered many advances in glucose testing and introduced its
first glucose whole blood biosensor to hospitals in 1987.

                        About CCS Medical

Founded in 1994, CCS Medical -- http://www.ccsmed.com/-- has
become a leading provider of medical supplies.  CCS Medical
assists patients that need diabetes test strips, insulin pumps,
urological supplies, ostomy supplies, advanced wound care
dressings and prescription drugs. Clear Water, Florida-based CCS
Medical specializes in providing a convenient way for patients to
receive supplies for their chronic illnesses in a manner that
saves them time and money.

CCS Medical, along with its affiliates, filed for Chapter 11 on
July 8, 2009 (Bankr. D. Del. Case No. 09-12390).  At the time of
the filing, CCS Medical said that it had assets of $100 million to
$500 million against debts of $500 million to $1 billion.
Attorneys at Young Conaway Stargatt & Taylor, LLP, represent the
Debtors.  Willkie Farr & Gallagher LLP serves as co-counsel to the
Debtors.  Goldman, Sachs & Co., serves as investment banker and
Alvarez & Marsal Healthcare Industry Group, LLC, as restructuring
advisor.  Epiq Bankruptcy Solutions LLC is claims agent.


CCS MEDICAL: Proposes November 3 General Claims Bar Date
--------------------------------------------------------
CCS Medical Inc. and its affiliates ask the U.S. Bankruptcy Court
for the District of Delaware to establish November 3, 2009, as the
bar date for proofs of claim against them.  CCS Medical wants the
November 3 deadline to include claims under Section 503(b)(9) of
the Bankruptcy Code.

Governmental units will have a separate deadline for their
prepetition claims.  CCS Medical asks the Court to set January 4,
2010, as the deadline for governmental units to file proofs of
claim.

All proofs of claim must be actually received on or before the
applicable bar date by Epiq Bankruptcy Solutions, LLC, the Court-
approved claims and noticing agent, at one of these addresses.

  * If Delivered by Mail:

        CCS Medical Inc. Claims Processing Center
        c/o Epiq Bankruptcy Solutions, LLC
        FDR Station, P.O. Box 5015
        New York, NY 10150-5015

  * If Delivered by Overnight or Hand Delivery:
        CCS Medical Inc. Claims Processing Center
        C/o Epiq Bankruptcy Solutions, LLC
        757 Third Avenue, 3rd Floor
        New York, NY 10017

                        About CCS Medical

Founded in 1994, CCS Medical -- http://www.ccsmed.com/-- has
become a leading provider of medical supplies.  CCS Medical
assists patients that need diabetes test strips, insulin pumps,
urological supplies, ostomy supplies, advanced wound care
dressings and prescription drugs. Clear Water, Florida-based CCS
Medical specializes in providing a convenient way for patients to
receive supplies for their chronic illnesses in a manner that
saves them time and money.

CCS Medical, along with its affiliates, filed for Chapter 11 on
July 8, 2009 (Bankr. D. Del. Case No. 09-12390).  At the time of
the filing, CCS Medical said that it had assets of $100 million to
$500 million against debts of $500 million to $1 billion.
Attorneys at Young Conaway Stargatt & Taylor, LLP, represent the
Debtors.  Willkie Farr & Gallagher LLP serves as co-counsel to the
Debtors.  Goldman, Sachs & Co., serves as investment banker and
Alvarez & Marsal Healthcare Industry Group, LLC, as restructuring
advisor.  Epiq Bankruptcy Solutions LLC is claims agent.


CEDAR FUNDING: Ex-President Charged for Defrauding $150MM
----------------------------------------------------------
The former president of Cedar Funding Inc. was charged by
prosecutors with defrauding investors of more than $150 million
(N.D. Calif Case No. 09-00895).  Bloomberg's Joel Rosenblatt
reports that prosecutors claim that David Nilsen, of Monterey,
California, and Manoel Errico, a loan-servicing manager for Cedar
Funding and its Cedar Funding Mortgage Fund Inc. unit, used money
from new investors to make payments to previous investors in
failed real estate loans.

"Investors entrusted Nilsen and Errico with over $150 million, but
Nilsen and Errico failed to invest those funds in the manner
promised, and converted millions of dollars of the investors'
money for their personal benefit," according to the indictment,
Bloomberg News said.

Monterey, California-based Cedar Funding Inc. --
http://www.cedarfundinginc.com/-- was a mortgage lender.  It
filed a Chapter 11 petition on May 26, 2008 (Bankr. N.D. Calif.
Case No. 08-52709).  Judge Marilyn Morgan presides over the case.
Cecily A. Dumas, Esq., at Friedman, Dumas and Springwater, in San
Francisco, represents the Debtor, and R. Todd Neilson serves as
the Chapter 11 Trustee.  Cedar Funding, Inc., accepted many
millions of dollars from hundreds of individuals who believed they
were acquiring fractional interests in loans that were secured by
real property.  Many more invested with CFI through a related
entity, Cedar Funding Mortgage Fund LLP, that acquired fractional
interests in the name of the Fund.  CFI failed to record
assignments of its deeds of trust that would have provided
security interests to most of its investors, including the Fund.
The Debtor estimated assets of less than $50,000 and debts of
$100 million to $500 million in its Chapter 11 petition.


CELL THERAPEUTICS: FDA to Review Pixantrone NDA in April 2010
-------------------------------------------------------------
Cell Therapeutics, Inc., said the U.S. Food and Drug
Administration has notified CTI that a Prescription Drug User Fee
Act action date of April 23, 2010, under standard review has been
established regarding CTI's NDA for pixantrone as potential
treatment for relapsed or refractory aggressive non-Hodgkin's
lymphoma.  Pixantrone has fast track designation for the relapsed/
refractory aggressive NHL application.

"The 18 month follow up PIX 301 pivotal trial data continues to
demonstrate further improvement in primary and secondary endpoints
including Complete Remission/Complete Remission unconfirmed
(CR/CRu), Progression Free Survival (PFS) and Overall Survival
over standard chemotherapy.  We look forward to providing the four
month safety and efficacy update to the FDA and working with them
toward potential approval," said James A. Bianco, M.D., Chief
Executive Officer of CTI.

Based on the user fee goal date, if pixantrone is approved, CTI
estimates that pixantrone could be available to patients in the
U.S. early in the second quarter of 2010.

Pixantrone (BBR 2778), is a novel topoisomerase II inhibitor with
an aza-anthracenedione molecular structure that differentiates it
from the anthracyclines and other related chemotherapy agents.
Anthracyclines are the cornerstone therapeutic for the treatment
of lymphoma, leukemia, and breast cancer.  Although they are
sufficiently effective to be used as first-line (initial)
treatment, they cause cumulative heart damage that may result in
congestive heart failure many years later.  As a result, there is
a lifetime limit of anthracycline doses and most patients who
previously have been treated with an anthracycline are not able to
receive further anthracycline treatment if their disease returns.

Fast track is a process designed to facilitate the development,
and expedite the review of drugs to treat serious diseases and
fill an unmet medical need.  Filling an unmet medical need is
defined as providing a therapy where none exists or providing a
therapy which may be potentially superior to existing therapy.

                      About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.,
(Nasdaq and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
biopharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

                        Going Concern Doubt

Stonefield Josephson Inc. in Los Angeles, California, expressed
substantial doubt about Cell Therapeutics' ability to continue as
a going concern after auditing company's financial statements for
the years ended December 31, 2008, and 2007.  The auditing firm
reported that the Company has substantial monetary liabilities in
excess of monetary assets as of December 31, 2007, including
approximately $19.8 million of convertible subordinated notes and
senior subordinated notes which mature in June 2008.  It also
noted that the Company has sustained loss from operations over the
audit periods, incurred an accumulated deficit, and has
substantial monetary liabilities in excess of monetary assets as
of December 31, 2008.

As of June 30, 2009, the Company had $43.2 million in total
assets; and $98.7 million in total liabilities; resulting in
$57.6 million in shareholders' deficit.  The Company had
$1.35 billion in accumulated deficit as of June 30, 2009.


CENTERPOINT ENERGY: Joint Venture Won't Move Moody's 'Ba1' Rating
-----------------------------------------------------------------
Moody's Investors Service commented that its ratings and outlooks
for CenterPoint Energy, Inc. (Ba1 senior unsecured/stable outlook)
and its subsidiaries CenterPoint Energy Houston Electric (Baa3
issuer rating/positive outlook) and CenterPoint Energy Resources
Corporation (Baa3 senior unsecured/stable outlook) are unaffected
by the company's announcement of a new field services joint
venture, which will be financed in part by an equity offering,
which was also announced.

"The net impact of these transactions appears neutral for
CenterPoint's credit quality, and is not enough to warrant a
rating action at this time," says Moody's vice president Mihoko
Manabe.  "While the investment will increase overall business risk
somewhat, the size of the initial investment is manageable, and
the upfront equity financing mitigates the related financial risk
to a certain degree" added Mr. Manabe.

CERC's field services subsidiary CenterPoint Energy Field
Services, Inc., has entered into long-term agreements with
subsidiaries of EnCana Corporation (Baa2 senior unsecured) and
Royal Dutch Shell plc (Aa1 senior unsecured) to provide gathering
and treating services in the Haynesville Shale production area in
northwest Louisiana.  Under the agreement, CEFS has acquired
existing facilities from Shell and EnCana and expects to spend
between $300 million to $325 million to acquire and expand those
facilities to 700 million cubic feet per day.  EnCana and Shell
could opt for additional expansions, which CenterPoint estimates
would require $250 million to $300 million in additional
expenditures.

CenterPoint also announced the sale of 21 million shares, which at
yesterday's closing price would equate to roughly $250 million in
proceeds.

Moody's noted that although the gathering agreements contain
minimum throughput guarantees that will help set the downside risk
of the proposed transaction, the cash flow and returns on the
investment could vary significantly with volume, gas prices, and
the final cost of the expansions.  Both EnCana and Shell are
highly creditworthy counterparties that have already committed
substantial capital and resources in the Haynesville Shale.
Nevertheless, Moody's cautions that the Haynesville Shale is still
in its early stages of development and that longer term production
prospects are still unclear.

If the Haynesville venture performs as the company forecasts,
CenterPoint's business mix will continue its shift toward
unregulated businesses that Moody's considers riskier than its
rate-regulated businesses.  CEHE, CenterPoint's flagship regulated
utility and the strongest subsidiary in Moody's opinion, will
contribute a decreasing share of consolidated income.  This
anticipated increase in overall business risk may well slow the
recent developing positive bias in the credit profiles of
CenterPoint and CERC.  Because CEHE is not directly affected by
the new field services investment at this time, Moody's will
continue to maintain its current positive rating outlook.

Moody's acknowledges CenterPoint Energy's public stock offering of
approximately $250 million, which is its first since the company
was created in 2002, and is in addition to about $200 million of
equity raised already this year mostly through a continuous stock
offering program as well as through the company's various stock
plans.  While this additional equity is a credit positive with
respect to the new field services venture, it provides little
improvement to CenterPoint's credit metrics (pro forma
debt/capitalization ratio of 68% as of June 30, 2009) which remain
weak relative to many of its industry peers.

Moody's last rating action for the CenterPoint companies occurred
on June 30, 2009, when their ratings were affirmed.

Headquartered in Houston, Texas, CenterPoint Energy, Inc. is
primarily engaged in electric and gas distribution and
transmission.


CIB MARINE: Plan Voting for TruPS Holders Extended to Sept. 15
--------------------------------------------------------------
CIB Marine Bancshares, Inc., said due to a clerical error on the
part of a third party fiduciary, certain holders of its trust
preferred securities were informed that the deadline for voting on
the holding company's pre-packaged plan of reorganization is
September 15, 2009, rather than the September 9, 2009 deadline
established by the holding company.  Accordingly, in order to
avoid confusion and in the interest of fairness, the holding
company has formally extended the deadline for voting on the plan
until September 15, 2009.

"We continue to believe our current restructuring plan is the best
solution for those involved and we remain cautiously optimistic
that voters will agree and we can move forward," said John Hickey,
Jr., chairman and CEO of the holding company.

CIB Marine Bancshares is the holding company for CIBM Bank that
operates as Central Illinois Bank in mid-state Illinois and as
Marine Bank in the Milwaukee area, Indianapolis and Scottsdale.
The bank and its branches are not affected by the holding
company's reorganization effort.

In July 2009, the holding company proposed to exchange all trust
preferred securities for non-cumulative perpetual preferred stock
and to then file a pre-packaged plan of reorganization. With the
extended deadline, outreach and voting on that proposal continues
until September 15, 2009.

                         About CIB Marine

CIB Marine Bancshares, Inc. (PINKSHEETS: CIBH) --
http://www.cibmarine.com/-- is a one-bank holding company with 17
banking offices in central Illinois, Wisconsin, Indiana, and
Arizona.

CIB Marine Bancshares is asking holders of its trust preferred
securities to give advance approval of a pre-packaged plan of
reorganization under Chapter 11 of the Bankruptcy Code that would
involve conversion of their debt securities to preferred stock.

Under the Plan of Reorganization, roughly $105.3 million of high-
interest cumulative indebtedness would be exchanged for 55,624
shares of Series A 7% fixed rate perpetual noncumulative preferred
stock with a stated value of $1,000 per share and 4,376 shares of
Series B 7% fixed rate convertible perpetual preferred stock with
a stated value of $1,000 per share.  Each share of CIB Marine's
Series B Preferred would be convertible into 4,000 shares of the
Company's common stock only upon the consummation of a merger
transaction involving the company.  The Company Preferred would
have no stated redemption date and holders could never force the
Company to redeem it.


CHARYS HOLDING: Trustee Wants Court to Disallow Claims in Records
-----------------------------------------------------------------
The liquidating trustee for Crochet & Borel Services Inc. has
filed an objection in the Chapter 11 proceedings of its parent --
wireless communications company Charys Holdings Co. Inc. --
seeking an order disallowing claims that contradict what is listed
in Crochet & Borel's books and records.  The trustee argues that
the unreconciled claims need to be addressed, according to Law360.

Headquartered in Atlanta, Georgia, Charys Holding Co., Inc. --
http://www.charys.com/-- and its affiliated debtor, Crochet &
Borel Services, Inc., filed for Chapter 11 protection on February
14, 2008 (Bankr. Del. Lead Case No. 08-10289).  Harvey R. Miller,
Esq., Stephen Karotkin, Esq., and Lydia T. Protopapas, Esq., at
Weil, Gotshal & Manges LLP, represented the Debtors as counsel.
Chun I. Jang, Esq., Mark D. Collins, Esq., and Paul N. Heath,
Esq., at Richards, Layton & Finger, P.A., represent the Debtors as
Delaware counsel.  Matthew S. Barr, Esq., at Milbank, Tweed,
Hadley & McCloy, LLP represented the Official Committee of
Unsecured Creditors as counsel.  Chad A. Fights, Esq., and Gregory
W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell,
represented the Committee as Delaware counsel.

Upon confirmation of their bankruptcy plan, the Debtors had assets
of roughly $215 million and the liabilities of roughly
$339 million.


CHIYODA AMERICA: Can Hire Garden City as Claims and Noticing Agent
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Chiyoda America Inc. to employ The Garden City Group
Inc. as its claims and noticing agent.

The firm has agreed to:

   a) notify all potential creditors of the filing of the
      bankruptcy petition and of the setting of the first meeting
      of creditors pursuant to section 341(a) of the Bankruptcy
      Code, under the proper provisions of the Bankruptcy Code and
      the Bankruptcy Rules;

   b) assist with and maintaining an official copy of the Debtor's
      schedules of assets and liabilities and statements of
      financial affairs, listing the Debtor's known creditors and
      the amounts owed thereto;

   c) notify all potential creditors of the existence and amount
      of their respective claims as set forth in the Schedules;

   d) docket all claims received, maintaining the official claims
      register for the Debtor on behalf of the Clerk, and making
      the claims register available on its website;

   e) record all transfers of claims and providing any notices of
      transfers required by Bankruptcy Rule 3001;

   f) make changes in the Claims Register pursuant to Court Order;

   g) notice all parties entitled to the same of any other
      pleadings filed by the Debtor in this case; and

   h) assist the Debtor with the preparation and distribution
      of all pleadings and notices required to solicit acceptances
      to its plan of reorganization and other actions required
      in the confirmation process.

The firm's standard hourly rates:

      Senior Management                        $295
      Directors, Senior Consultants, and
        Assistant Vice Presidents            $175-$250
      Project Managers, Senior Project
        Managers, and Department Managers    $125-$150
      Graphic Support                          $125
      Systems & Technology Staff             $100-$200
      Project Supervisors                     $95-$110
      Quality Assurance Staff                 $80-$125
      Project Administrators                  $70-$85
      Customer Service Rep's                    $57
      Mailroom and Claims Control               $55
      Data Entry Processors                     $55
      Administrative                          $45-$70

The Debtor assured the Court that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

                    About Chiyoda America, Inc.

New York City-based Chiyoda America, Inc., fka Cosmopolitan
Graphics Corporation and Advanced Printing, filed for Chapter 11
on Aug. 19, 2009 (Bankr. S.D.N.Y. Case No. 09-15059).  Michael Z.
Brownstein, Esq., at Blank Rome LLP, represents the Debtor in its
restructuring effort.  In its petition, the Debtor listed assets
and debts both ranging from $10,000,001 to $50,000,000.


CHIYODA AMERICA: Selects Executive Sounding as Turnaround Advisor
-----------------------------------------------------------------
Chiyoda America Inc. asks the U.S. Bankruptcy Court for the
Southern District of New York for authority to employ Executive
Sounding Board Associates LLC as its turnaround consultant and
financial advisor.

The firm has agreed to:

   a) prepare initial schedules and monthly operating reports;

   b) restructure balance sheet debt;

   c) analyze and report on current liquidity; preparing short-
      term cash flow forecasts;

   d) monitor the Debtor's compliance with the reporting
      requirements;

   e) assist management in development of the financial aspects of
      a restructuring plan, including preparing financial
      projections, liquidation analysis and other schedules in
      support of the plan of reorganization;

   f) explore strategic options, joint venture opportunities and
      other distribution or marketing arrangements with potential
      investors or synergistic parties; and

   g) interact with other professionals, attorneys, accountants,
      lenders and constituencies, as requested.

The firm will be compensated for the service of Michael DuFrayne
at $395 per hour.  The firm's other professionals will be paid
between $250 and $450 an hour.

The Debtor assures the Court that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

                    About Chiyoda America, Inc.

New York City-based Chiyoda America, Inc., fka Cosmopolitan
Graphics Corporation and Advanced Printing, filed for Chapter 11
on Aug. 19, 2009 (Bankr. S.D.N.Y. Case No. 09-15059).  Michael Z.
Brownstein, Esq., at Blank Rome LLP, represents the Debtor in its
restructuring effort.  In its petition, the Debtor listed assets
and debts both ranging from $10,000,001 to $50,000,000.


CIB MARINE: Debtholders' Vote on Plan Extended Until Sept. 15
-------------------------------------------------------------
The Business Journal of Milwaukee reports that CIB Marine
Bancshares Inc. is extending until September 15 the time for some
of the Company's trust-preferred security holders to vote on its
reorganization plan, after a "clerical error" on the part of a
third-party fiduciary.

On August 18, CIB Marine first extended the voting deadline until
September 9, after the Company's executives found out that they
hadn't yet received sufficient votes to approve the Plan.

Business Journal quoted CIB Marine chairperson and CEO John Hickey
Jr. as saying, "We continue to believe our current restructuring
plan is the best solution for those involved and we remain
cautiously optimistic that voters will agree and we can move
forward."

CIB Marine Bancshares, Inc. (PINKSHEETS: CIBH) --
http://www.cibmarine.com/-- is a one-bank holding company with 17
banking offices in central Illinois, Wisconsin, Indiana, and
Arizona.

CIB Marine Bancshares is asking holders of its trust preferred
securities to give advance approval of a pre-packaged plan of
reorganization under Chapter 11 of the Bankruptcy Code that would
involve conversion of their debt securities to preferred stock.

Under the Plan of Reorganization, roughly $105.3 million of high-
interest cumulative indebtedness would be exchanged for 55,624
shares of Series A 7% fixed rate perpetual noncumulative preferred
stock with a stated value of $1,000 per share and 4,376 shares of
Series B 7% fixed rate convertible perpetual preferred stock with
a stated value of $1,000 per share.  Each share of CIB Marine's
Series B Preferred would be convertible into 4,000 shares of the
Company's common stock only upon the consummation of a merger
transaction involving the company.  The Company Preferred would
have no stated redemption date and holders could never force the
Company to redeem it.


CLEARANT INC: June 30 Balance Sheet Upside-Down by $1.76 Million
----------------------------------------------------------------
Clearant Inc.'s balance sheet at June 30, 2009, showed total
assets of $1,533,000 and total liabilities of $3,301,000,
resulting in a stockholders' deficit of $1,768,000.

For three months ended June 30, 2009, the Company posted a net
loss of $540,000 compared with a net loss of $474,000 for the same
period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $1,038,000 compared with a net loss of $1,028,000 for the same
period in 2008.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4483

Based in Los Angeles, California, Clearant Inc. (OTC BB: CLRA)
-- http://www.clearant.com/-- owns the Clearant Process(R)
designed to substantially reduce all types of pathogens in
biological products including HIV.  The Company has distributed
implants sterilized by the Clearant Process(R) directly to
surgeons, hospitals and clinics since June 2006.  In addition,
Clearant licenses the Clearant Process(R), and provides its
patented sterilization services, to tissue banks and other
biological products manufacturers.

                       Going Concern Doubt

On March 20, 2009, SingerLewak LLP, in Los Angeles, California,
expressed substantial doubt about Clearant's ability to continue
as a going concern after auditing the Company's financial
statements for the fiscal years ended Dec. 31, 2008, and 2007.
The auditor noted that the Company suffered recurring losses from
operations and negative cashflow from operations.


COLONIAL BANCGROUP: NYSE Delists Securities Effective September 18
------------------------------------------------------------------
New York Stock Exchange LLC notified the Securities and Exchange
Commission of its intention to remove the entire class of these
Securities:

     The Colonial BancGroup, Inc.
     Common Stock
     7.875% Trust Preferred Securities
     8-7/8% Subordinated Notes due March 15, 2038

from listing and registration on the Exchange at the opening of
business on September 18, 2009, pursuant to the provisions of Rule
12d2-2(b), because, in the opinion of the Exchange, the Securities
are no longer suitable for continued listing and trading on the
Exchange.

The Exchange's action is being taken in view of the fact that on
August 14, 2009, Colonial Bank of Montgomery, AL, was closed by
the Alabama State Banking Department, with the Federal Deposit
Insurance Corporation subsequently named as Receiver.

Furthermore, BB&T Corporation announced on August 14, 2009 that it
had acquired the banking operations of Colonial Bank of
Montgomery, Ala., including $22 billion in assets and $20 billion
in deposits, in a transaction facilitated by the FDIC.

In this regard, the FDIC and BB&T have entered into a loss sharing
agreement covering substantially all acquired loans and
securities.  Excluded from the transaction are any of the assets
or obligations of the parent holding company or select assets and
liabilities of Colonial Bank, including any relating to Taylor,
Bean and Whitaker Mortgage Corporation.  In making its
determination, NYSE Regulation considered the substantial
reduction in the scope of the Company's operations as a result of
this transaction and the uncertainty regarding its effect on the
Company's equityholders.

The Company had a right to appeal to the Committee for Review of
the Board of Directors of NYSE Regulation the determination to
delist the Securities, provided that it filed a written request
for such a review with the Secretary of the Exchange within ten
business days of receiving notice of delisting determination.  The
Company did not file such request within the specified time
period.

Headquartered in Montgomery, Alabama, The Colonial BancGroup
(NYSE: CNB) provides diversified financial services, including
retail and commercial banking, wealth management services,
mortgage banking and insurance products.  The BancGroup derives
substantially all of its income from Colonial Bank, N.A (Colonial
Bank) its banking subsidiary.  Colonial bank --
http://www.colonialbank.com/-- operates 354 branches in Florida,
Alabama, Georgia, Nevada and Texas with over $26 billion in
assets.

On August 14, 2009, Colonial BancGroup's banking unit Colonial
Bank, Montgomery, AL, was closed by the Alabama State Banking
Department and the Federal Deposit Insurance Corporation was named
receiver.  The FDIC sold most of the assets to Branch Banking and
Trust, Winston-Salem, North Carolina.  BB&T acquired $22 billion
in assets and assumed $20 billion in deposits of the Bank.

Colonial BancGroup filed for Chapter 11 bankruptcy protection on
August 25, 2009 (Bankr. M.D. Ala. Case No. 09-32303).  W. Clark
Watson, Esq., at Balch & Bingham LLP and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP assist the Company in
its restructuring efforts.  The Company listed $45,000,000 in
assets and $380,000,000 in debts in its bankruptcy filing.


COLUMBIAN PUBLISHING: Files Reorganization Plan
-----------------------------------------------
Columbian Publishing Co. filed with the Bankruptcy Court a
proposed plan pursuant to which Scott Campbell, the current
president and publisher, will receive the new stock of the
reorganized company in return for a $500,000 cash investment, Bill
Rochelle at Bloomberg reported.

Under the Plan, Bank of America N.A., the secured creditor owed
$15.5 million, would receive a new $9 million secured note plus a
$7 million note currently owing to Columbian by an affiliate.
The note is worth as much as $6.5 million.  General unsecured
creditors are to participate in recoveries by a trust, Bloomberg
reported.

The Columbian Publishing is a family owned company that operates
The Columbian newspaper, which serves Clark County and other parts
of southwest Washington.  It also runs the Web site
http://www.columbian.com/

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on May 1, 2009 (Bankr. W.D. D.C. Case No. 09-43133).
Albert N. Kennedy, Esq., at Tonkon Torp LLP, assists the Debtors
in their restructuring efforts.  Columbian Publishing listed
$1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000
debts.


COMMERCIAL VEHICLE: S&P Raises Corporate Credit Rating to 'CCC+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on New Albany, Ohio-based Commercial Vehicle Group Inc. to
'CCC+' from 'SD' (selective default).  S&P also raised its rating
on the company's 8% senior unsecured notes to 'CCC' from 'D'
(default).  The recovery rating on this debt is unchanged at '5',
indicating that lenders can expect modest (10% to 30%) recovery in
the event of a payment default.

S&P's rating actions result from S&P's analysis of the company's
business profile and financial prospects following completion of
CVG's recent distressed debt exchange.  "In S&P's opinion the
benefits of the recent transactions to CVG's credit measures are
modest and leverage remains very high, although the transaction
enhances near-term financial flexibility," said Standard & Poor's
credit analyst Nancy Messer.  In S&P's view, the company's ability
to generate free cash flow and maintain adequate liquidity could
be challenged over the next year absent meaningful economic
improvement in either North America or Europe.  As a result,
working capital, capital spending, and SG&A costs must be tightly
controlled until revenues improve, perhaps in 2010.

The ratings on CVG reflect the company's highly leveraged
financial risk profile, which has worsened with the decline of
EBITDA caused by the deep trough in demand, and Standard & Poor's
Ratings Services' concerns about CVG's cash generation and
liquidity, given the prolonged and deep commercial vehicle
downturn.

S&P could lower the ratings if liquidity declines because CVG's
markets fail to begin improving meaningfully in the year ahead,
CVG does not realize expected savings from restructuring efforts,
or if the company is not able to adequately manage working capital
funding requirements.  S&P could lower the ratings, for example,
if S&P came to believe that CVG would be unable to achieve EBITDA
of roughly $25 million in 2010, a level S&P estimate is required
to cover cash interest expense and reasonable capital spending.
Alternatively, S&P could raise the ratings if, for example, an
uptick in demand results in adjusted leverage declining to upper-
single-digit levels and sustainable discretionary cash flow,
compared to S&P's scenario of double-digit leverage for 2009 and
minimal discretionary cash flow.  This would likely result from a
significant rebound in the U.S. heavy-truck market-that S&P does
not assume will occur in 2009-with support from improved economic
conditions.


COMMUNITY BANCORP: Nasdaq to Delist Shares Effective September 18
-----------------------------------------------------------------
The Nasdaq Stock Market, Inc., has determined to remove from
listing the common stock of Community Bancorp, effective at the
opening of the trading session on September 18, 2009.

Based on a review of the information provided by the Company,
Nasdaq Staff determined that the Company no longer qualified for
listing on the Exchange pursuant to Listing Rules 5100, 5110(b),
and IM-5100-1.  The Company was notified of the Staffs
determination on August 17, 2009.

The Company did not appeal the Staff determination to the Hearings
Panel, and the Staff determination to delist the Company became
final on August 26, 2009.

On August 14, 2009, Community Bank of Nevada, the principal
operating subsidiary of Community Bancorp, was closed by the State
of Nevada Financial Institutions Division, and the Federal Deposit
Insurance Corporation was appointed as receiver of the bank.

In addition on August 14, 2009, Community Bank of Arizona, a
subsidiary of the Company, was closed by the Arizona Department of
Financial Institutions, and the FDIC was appointed as receiver of
the bank.

The Company intends to file a voluntary petition in the United
States Bankruptcy Court in Las Vegas in the near future, seeking
relief under Chapter 7 of Title 11 of the United States Code.  The
Chapter 7 bankruptcy filing is a result of the regulatory actions.

As a result of the FDIC being appointed receiver of Community Bank
of Nevada and Community Bank of Arizona on August 14, 2009, and
the planned Chapter 7 bankruptcy filing, the Company has ceased
all business activity and operations since the Banks were the
Company's only source of revenue.  Upon filing of the petition,
the court will appoint a bankruptcy trustee who will be
responsible for liquidating the Company.


COMSTOCK HOMEBUILDING: Royce Holds 1.99% of Class A Shares
----------------------------------------------------------
Royce & Associates, LLC, disclosed that it is the beneficial owner
of 302,500 shares or 1.99% of the Class A Common Stock of Comstock
Homebuilding Companies, Inc., as of September 9, 2009.  Royce &
Associates is an investment adviser registered under Section 203
of the Investment Advisers Act of 1940.

Meanwhile, on September 8, Comstock filed with the Securities and
Exchange Commission:

     -- Amendment No. 1 on Form 10-K/A to its Annual Report on
        Form 10-K for the year ended December 31, 2008.

        See http://ResearchArchives.com/t/s?4494

     -- Amendment No. 1 on Form 10-Q/A to its Quarterly Report of
        Form 10-Q for the three months ended March 31, 2009.

        See http://ResearchArchives.com/t/s?4495

The Company filed an abbreviated Form 10-K/A to modify the
disclosure regarding the evaluation of the effectiveness of the
design and operation of the Company's disclosure controls and
procedures pursuant to Items 308(T)(a)(4) and 308(T)(b) of
Regulation S-K.

"We have evaluated, with the participation of our Chief Executive
Officer, Chief Financial Officer and Chief Accounting Officer, the
effectiveness of our disclosure controls and procedures (as
defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as
of December 31, 2008.  Based on this evaluation, our Chief
Executive Officer, Chief Financial Officer and Chief Accounting
Officer have each concluded that our disclosure controls and
procedures as of December 31, 2008 are functioning effectively to
provide reasonable assurance that the information required to be
disclosed by us in reports filed under the Securities Exchange Act
of 1934 is (i) recorded, processed, summarized and reported within
the time periods specified in the SEC's rules and forms, and (ii)
accumulated and communicated to our management, including our
principal executive and principal financial officers, or persons
performing similar functions, as appropriate to allow timely
decisions regarding required disclosure," the Company said.

The Company filed the Form 10-Q/A to incorporate additional
disclosure in "Item 4. Controls and Procedures" and to correct
certain errors and omissions in the Exhibit 31 certification
required by Exchange Act Rule 3a-14(a) or Rule 15d-14(a).

"As of the end of the period covered by this report, our Chairman
and Chief Executive Officer and Chief Financial Officer have
reviewed and evaluated the effectiveness of our disclosure
controls and procedures, which included inquiries made to certain
other employees.  Based on their evaluation, our Chairman and
Chief Executive Officer and Chief Financial Officer have each
concluded that our disclosure controls and procedures are
effective and sufficient to ensure that we record, process,
summarize, and report information required to be disclosed by us
in our periodic reports filed under the Securities Exchange Act
within the time periods specified by the Securities and Exchange
Commission's rules and forms and are also effective to ensure that
information required to be disclosed in the reports we file or
submit under the Exchange Act is accumulated and communicated to
management, including our Chief Executive and Chief Financial
Officers, to allow timely decisions regarding required
disclosure," the Company explained.

                     About Comstock Homebuilding

Based in Reston, Virginia, Comstock Homebuilding Companies, Inc.
(NasdaqGM: CHCI) -- http://www.comstockhomebuilding.com--
develops, builds and markets single-family homes, townhouses and
condominiums in the Washington D.C., Raleigh, North Carolina and
Atlanta, Georgia metropolitan markets.  The Company also provides
certain management and administrative support services to certain
related parties.

As of June 30, 2009, the Company had $105,329,000 in total assets
and $104,904,000 in total liabilities.  The Company had
accumulated deficit of $154,663,000 as of June 30, 2009.

The Company retained external consultants in the second quarter of
2008 to act as a financial advisor to the Company in exploring
debt restructuring and alternatives for raising additional capital
for the Company.  In connection with the exploration of available
debt restructuring alternatives, the Company then elected to cease
making certain scheduled interest or principal curtailment
payments while it attempted to negotiate modifications or other
satisfactory resolutions from its lenders.

During 2008, the Company reported several loan covenant violations
and notices of default from several of its lenders.  The
violations and notices led to foreclosures of certain assets and
have resulted in certain guarantee enforcement actions being
initiated against the Company where no foreclosures have taken
place.  Many of the Company's loan facilities contain Material
Adverse Effect clauses which, if invoked, could create an event of
default under those loans.  In the event certain of the Company's
loans were deemed to be in default as a result of a Material
Adverse Effect, the Company's ability to meet its cash flow and
debt obligations would be compromised.

During the fourth quarter of 2008 the Company discontinued its
relationship with its external advisory consultants.  The Company
has continued to negotiate with its lenders into 2009 and has
continued to report default notices and debt restructurings as
they occur.  The Company may experience additional foreclosure
actions in the future as a result of the continuing distress in
the real estate and credit markets.  The Company cannot at this
time provide any assurances that it will be successful in its
continuing efforts to work with its lenders on loan modifications.
This inability to renegotiate debt could result in the Company's
need to seek bankruptcy protections either for certain subsidiary
entities or for the Company as a whole.


CONCHO RESOURCES: S&P Assigns Corporate Credit Rating at 'BB'
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB'
corporate credit rating to independent exploration and production
company Concho Resources Inc.  S&P also assigned a 'BB' issue-
level rating to the proposed $250 million senior unsecured notes
due 2017.  S&P assigned a '4' recovery rating to this debt,
indicating expectations of average (30% to 50%) recovery in the
event of a payment default.  The outlook is stable.

Midland, Texas-based Concho Resources Inc. intends to use the
proceeds from the notes offering to partially repay outstanding
borrowings under its credit facility and for general corporate
purposes.

"The ratings on Concho reflect good reserve replacement
performance, solid production growth, a favorable production mix
given the current hydrocarbon price environment, and a relatively
low cost structure," said Standard & Poor's credit analyst Kenneth
Cox.  The ratings also reflect meaningful reserve and production
concentration in the Permian Basin.

Concho's business risk profile is weak.  The company's proved
reserve base totaled 823.7 million cubic feet equivalent at the
end of 2008, consisting of 62.9% crude oil and 37.1% natural gas.


CORUS BANKSHARES: Potential Investors Get OK to Form New Bank
-------------------------------------------------------------
According to David Mildenberg at Bloomberg News, three executives
of real-estate developer Related Cos., who are considering a bid
for Corus Bankshares Inc., have received interim approval from
regulators to charter a new bank that may buy assets from
financial firms seized by regulators.

Bloomberg relates that the Related executives Stephen Ross, Jeff
Blau and Bruce Beal Jr. will own most of the voting shares, and
Related won't have any ownership interest in the proposed SJB
National Bank, according to an approval letter posted on the
Comptroller of the Currency's Web site.  The new bank will have at
least $750 million of capital, according to the OCC notice.

The Related executives are considering a bid for Corus Bankshares,
Bloomberg said, citing people familiar with the situation.

The Federal Deposit Insurance Corp. is working with potential
bidders on selling all or part of Corus as the bank nears
collapse, Bloomberg said.

For three months ended March 31, 2009, Corus Bankshares posted a
net loss of $301,003,000 compared with a net loss of $4,508,000
for the same period in 2008.

Based in Chicago, Illinois, Corus Bankshares, Inc. (NASDAQ: CORS)
is a bank holding company.  Corus conducts its banking operations
through its wholly-owned banking subsidiary Corus Bank, N.A.

At March 31, 2009, the Company's balance sheet showed total assets
of $7,673,845,000 and total liabilities of $7,698,794,000,
resulting in a stockholders' deficit of $24,949,000.

                         Going Concern Doubt

As reported by the Troubled Company Reporter on April 28, 2009,
Corus Bankshares' audited financial statements for the fiscal year
ended December 31, 2008, included in the Company's Annual Report
on Form 10-K, filed on April 7, 2009, contained a going concern
qualification from Ernst & Young, LLP, its independent registered
accounting firm.


COYOTES HOCKEY: NHL's Bid May Be Unfair, Judge Baum Says
--------------------------------------------------------
U.S. Bankruptcy Judge Redfield T. Baum said at a hearing September
10 that the National Hockey League's bid for Coyotes Hockey may
violate bankruptcy law since its only proposes to pay "favored
creditors."  According to Steven Church at Bloomberg News, Judge
Baum stated he needs to see a schedule of which claims the NHL is
willing to pay.  "I am not going to approve the NHL bid until I
see those schedules," Judge Baum said.

As reported by the TCR on September 10, 2009, Ice Edge Holdings
confirmed that it has dropped out of bidding for the Phoenix
Coyotes.  The auction for the Phoenix Coyotes is now between James
L. Balsillie's group PSE Sports and Entertainment -- which offers
$242.5 million for the team -- and NHL, which bids $140 million
for the team.

Judge Baum said he is unlikely to rule on the winning bid until
after September 14.

Coyotes' owner Jerry Moyes, who has invested $300 million in the
Coyotes, has filed a $104 million claim.  The NHL's bid does not
provide for any payment for Moyes, who has supported Balsillie's
bid.

                       About Coyotes Hockey

Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes
Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of
the Phoenix Coyotes National Hockey League team -- filed for
Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on
May 5, 2009.  The Debtors are represented by Thomas J. Salerno,
Esq., at Squire, Sanders & Dempsey, LLP, in Phoenix, and estimate
their assets and liabilities are between $100 million and
$500 million.

Jim Balsillie, Research in Motion Ltd.'s co-chief executive
officer, offered to buy the Phoenix Coyotes for $212 million and
move the NHL team to Hamilton, Ontario, and the League balked at
the relocation proposal.  Mr. Balsillie was unsuccessful in 2007
when he attempted to buy and relocate the Nashville Predators, and
lost a similar bid in 2006 to buy and relocate the Pittsburgh
Penguins.


CRESCENT CITY TAX: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Crescent City Tax Service, Inc.
        5869 Louis XIV St.
        New Orleans, LA 70124

Bankruptcy Case No.: 09-12917

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Elizabeth W. Magner

Debtor's Counsel: Lisa Merz Hedrick, Esq.
                  One Shell Square
                  701 Poydras Street, Suite 4500
                  New Orleans, LA 70139
                  Tel: (504) 581-3234
                  Fax: (504) 566-0210
                  Email: merzld@arlaw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A full-text copy of the Debtor's petition, including a list of its
20 largest unsecured creditors, is available for free at:

      http://bankrupt.com/misc/laeb09-12917.pdf

The petition was signed by Barbara E. Hirsch, president of the
Company.


CURTIS DEMILLE CONSTRUCTION: Voluntary Chapter 11 Case Summary
--------------------------------------------------------------
Debtor: Curtis DeMille Construction, Inc.
        995 N. Lund Highway
        Cedar City, UT 84720

Bankruptcy Case No.: 09-29672

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Debtor's Counsel: Michele P. Chambers, Esq.
                  Rob Graham & Associates
                  1091 N. Bluff Street, Suite 306
                  St. George, UT 84770
                  Tel: (435) 986-8200
                  Fax: (435) 986-9720
                  Email: mchambers@lawyerswest.net

Estimated Assets: $100,001 to $500,000

Estimated Debts: $1,000,001 to $10,000,000

The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.

The petition was signed by Curtis DeMille, president of the
Company.


DA-LITE SCREEN: S&P Gives Negative Outlook; Affirms 'B' Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Warsaw, Indiana-based Da-Lite Screen Co. Inc. to
negative from stable.  At the same time, S&P affirmed all of the
ratings on Da-Lite, including the 'B' corporate credit rating.

"The outlook revision reflects a sizable reported decline in sales
and EBITDA since the beginning of the year, which if continued,
could strain Da-Lite's already limited liquidity," said Standard &
Poor's credit analyst Jerry Phelan.  The ratings reflect the
company's narrow business focus, low barriers to entry,
increasingly competitive environment, exposure to technology risk,
and limited financial flexibility.  These concerns exist despite
the company's leading position in the niche projector screen
industry and historically strong, albeit decreasing, profit
margins.

Da-Lite is a narrowly focused manufacturer and marketer of
projection screens and related presentation products primarily
sold to Business/IT, educational, hospitality, and other markets.
The company indicates it is the leader in this niche product
category in North America and Europe.  About 85% of sales come
from U.S. operations and 15% from European operations.

S&P believes increased competition from low-cost foreign
companies, as well as manufacturers of Plasma and Liquid Crystal
Displays, which are becoming more competitive due to larger screen
sizes, present challenges to the company.  Da-Lite's EBITDA margin
fell from about 30% in 2006 to 26% in 2008, in part reflecting
increased competition.  During the first half of 2009, Da-Lite's
EBITDA margin declined to about 20%, primarily reflecting the
steep 25% sales decline associated with weak demand, primarily
from business/information technology, hospitality, and
architectural customers.  Standard & Poor's expects challenging
economic conditions to continue, likely resulting in weak
profitability and cash flow until the environment improves.

The outlook is negative.  S&P is concerned about the substantial
decline in revenue and EBITDA, and ability to improve performance
in this weak economic environment.  S&P believes the company's use
of its excess liquidity to repurchase senior notes in open market
transactions could have potential implications for liquidity if
economic conditions remain weak.  S&P could lower the ratings if
profitability declines further, which could result from continued
weak demand for the company's products, and/or if liquidity
weakens, perhaps due to continued senior note repurchases.  An
outlook revision to stable is unlikely over the next year given
S&P's expectations for ongoing weak performance and limited
financial flexibility.


DELPHI CORP: Nears Bankruptcy Exit, Trims Workers
-------------------------------------------------
David Shepardson at the Detroit News, Washington Bureau, reported
that Delphi Corp. has laid off about 150 salaried workers in
recent weeks as it nears emergence from Chapter 11.  As of
June 30, Delphi's U.S. employment was about 14,000, with
approximately 7,300 hourly workers.  Delphi said earlier it
planned to have about 12,700 workers by the end of the year and
four plants.

Delphi, according to Detroit News, may not emerge from bankruptcy
protection by September 30 as planned.  The exit date may move to
sometime in October.  "We continue to work toward obtaining the
necessary regulatory approvals that will allow Delphi to exit
Chapter 11.  We expect to exit on or around Oct. 1, however, the
actual timing will ultimately be impacted by the receipt of the
necessary regulatory approvals," spokesperson Lindsey Williams
said.

                         About Delphi Corp

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies.  Delphi technology is also found in computing,
communications, consumer accessories, energy and medical
applications.  Delphi has approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.

The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court confirmed Delphi's plan on January 25, 2008.  The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi.

At the end of July 2009, Delphi obtained confirmation of a revised
plan, build upon a sale of the assets to a entity formed by some
of the lenders who provided $4 billion of debtor-in-possession
financing, and General Motors Company.

Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


DESERT DIAMOND: Involuntary Chapter 11 Case Summary
---------------------------------------------------
Alleged Debtor: Desert Diamond Homes, LLC
                9400 East Mountain View Road
                Scottsdale, AZ 85258

Case Number: 09-21707

Involuntary Petition Date: September 3, 2009

Court: District of Arizona (Phoenix)

Judge: Randolph J. Haines

   Petitioners                 Nature of Claim      Claim Amount
   -----------                 ---------------      ------------
Carole Pavelin                 secured loan         $112,000
1946 E Kentucky Ln.
Tempe, AZ 85284

Braden C. Pavelin              secured loan         $25,000
1946 E Kentucky Ln
Tempe, AZ 85284

Jean Arthur Trust              secured loan         $150,000
1946 E Kentucky Ln.
Tempe, AZ 85284


DORAL FINANCIAL: Possible Losses Prompt Moody's to Junk Rating
--------------------------------------------------------------
Moody's Investors Service downgraded the senior unsecured rating
of Doral Financial Corporation to Caa1 from B2.  Doral Financial
Corporation is the immediate holding company of Doral Bank, Puerto
Rico and is a majority-owned subsidiary of Doral Holdings, LLC.
Doral Bank, Puerto Rico is unrated.  In the same rating action,
the outlook on Doral Financial Corporation was changed to negative
from stable.  Doral Financial Corporation is referred to hereafter
as 'Doral'.

The downgrade and negative outlook reflects Moody's view that the
company's Doral Bank subsidiary is likely to report losses for the
foreseeable future, and that this bank subsidiary may not generate
sufficient income in future periods to utilize its current tax
loss carry-forwards.  If this scenario were to come to pass, Doral
Bank would not benefit from tax offsets that would otherwise serve
to partially reduce the amount by which capital is depleted.
Moody's recognizes that currently the bank subsidiary's regulatory
capital ratios and ratio of tangible common equity to risk-
weighted assets are relatively high.  However, a protracted period
of losses, particularly if the losses were not tax-affected, would
erode the company's capital base, the rating agency added.  This
would put substantial stress on its parent, Caa1-rated Doral
Financial Corporation.

Moody's expectation of continuing losses at Doral is driven in
part by the rating agency's anticipation of increased losses being
incurred on the construction and commercial real estate mortgages,
and the on-going recession in Puerto Rico that is now entering its
fourth year.

Downgrades:

Issuer: Doral Financial Corporation

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1
     from B2

Outlook Actions:

Issuer: Doral Financial Corporation

  -- Outlook, Changed To Negative From Stable

Doral Financial Corporation is headquartered in San Juan, Puerto
Rico and reported total assets of $9.8 billion at June 30, 2009.

The last rating action on Doral Financial Corporation was on
March 17, 2009, when Moody's downgraded the company's senior
unsecured rating to B2 from B1 and maintained the stable outlook
on the company.


EAST FOURTEEN GARDENS: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: East Fourteen Gardens Inc.
        3317 Avenue N
        Brooklyn, NY 11234

Bankruptcy Case No.: 09-47792

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Carla E. Craig

Debtor's Counsel: David Carlebach, Esq.
                  40 Exchange Place, Suite 1306
                  New York, NY 10005
                  Tel: (212) 785-3041
                  Fax: (212) 785-3618
                  Email: carlebac@aol.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $10,000,001 to $50,000,000

The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.

The petition was signed by Yehuda Nelkenbaum, president of the
Company.


ENABLE HOLDINGS: June 30 Balance Sheet Upside-Down by $5 Million
----------------------------------------------------------------
Enable Holdings, Inc.'s balance sheet as of June 30, 2009, showed
total assets of $6,531,000 and total liabilities of $11,590,000,
resulting in a stockholders' deficit of $5,059,000.

For three months ended June 30, 2009, the Company posted a net
loss of $3,020,000 compared with a net loss of $2,977,000 for the
same period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $5,693,000 compared with a net loss of $5,362,000 for the same
period in 2008.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company noted that as of
June 30, 2009, it had accumulated a deficit of $51,366,000.  The
Company has incurred losses in the last 11 years, significantly so
in the last two years, attributable to operations and the change
in the business model.  The Company has managed its liquidity
during this time through a series of cost reduction initiatives
and short-term financing transactions.  However, the current
credit market remains volatile which affects the Company's ability
to raise long-term capital financing and inventory financing
needed in its business.

The Company added that if the Company has not been successful in
securing financing, it may not be able to pay, or may delay
payment of, accounts payables owed to our vendors which may
adversely affect the Company's ability to procure additional
materials and services needed to meet its customers' requirements.
If the Company is unable to secure long-term financing or capital,
the operations will be difficult to continue for the near term.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4487

Enable Holdings, Inc, (OTC:ENAB) fka uBid.com Holdings, Inc.,
operates online Websites that enable itself, certified merchants,
manufacturers, retailers, distributors and small businesses to
offer excess, new, overstock, close-out, refurbished and limited
supply brand name merchandise to consumer and business customers.
Through the Company's websites, located at http://www.uBid.com/
and http://www.RedTag.com/,the Company offers merchandise across
a range of product categories, including but not limited to
computer products, consumer electronics, apparel, housewares,
watches, jewelry, travel, sporting goods, home improvement
products and collectibles.  The Company's marketplace employs a
combination of auction style and fixed price formats.


ENERGY XXI: Offers Buyback of Sr. Notes at 80 Cents on Dollar
-------------------------------------------------------------
Energy XXI Gulf Coast, Inc. has commenced an exchange offer and
consent solicitation in respect of its 10% Senior Notes due 2013.

The company has commenced an offer to exchange up to $360 million
principal amount outstanding Senior Notes properly tendered and
accepted by the company for its newly issued 16% Second Lien
Junior Secured Notes due 2014, subject to proration and reduction
to $311 million principal amount of Senior Notes, depending on the
aggregate principal amount of Second Lien Notes sold in a
concurrent private placement.

In conjunction with the exchange offer, the company is also
soliciting consents from holders of the Senior Notes to certain
proposed amendments to the indenture under which the Senior Notes
were issued, which, if effected, would modify certain of the
restrictive covenants in that indenture in order to permit the
issuance of the Second Lien Notes.  A tender of Senior Notes by
any holder in the exchange offer will also constitute a consent by
such holder in favor of the Proposed Amendments.  The adoption of
Proposed Amendments requires the consents of holders of a majority
in principal amount of Senior Notes not held by the company and
its affiliates.

In exchange for each $1,000 principal amount of Senior Notes
properly tendered and accepted by the Company:

   (i) by 5:00 p.m., New York City time, on September 18,
       2009, participating holders of Senior Notes will
       receive $800 principal amount of Second Lien Notes,
       subject to proration, and

  (ii) after the Early Tender Date but prior to Midnight,
       New York City time, on October 2, 2009, participating
       holders will receive $750 principal amount of Second
       Lien Notes, subject to proration.  Tendered Senior Notes
       may be withdrawn prior to 5:00 p.m., New York City time,
       on September 18, 2009, unless extended.

The company has received indications from holders of an aggregate
principal amount of approximately $345 million of Senior Notes of
their intent to participate in the tender.

The Total Consideration payable in the exchange offer for Senior
Notes validly tendered prior to the Early Tender Date and not
withdrawn and the Exchange Consideration payable in the exchange
offer for Senior Notes validly tendered after the Early Tender
Date and prior to the Expiration Date:

                                        For each $1,000 Amount of
                                           Senior Notes Exchanged
                                           ----------------------
                                             Total
                                          Consider-      Exchange
                                          ation          Consider-
                                          if Tender         ation
                                           Occurs        if Tender
                                           Prior            Occurs
                                           to or on          After
                                 Maximum  the Early     the Early
                     Outstanding Accept-  Tender Date Tender Date
                     Principal   ance     (Principal   (Principal
Senior                Amount     Amount    Amount of        Amount
to be                   (in     (in        Second       of Second
Exchanged    CUSIP #   mil.)     mil.)    Lien Notes) Lien Notes)
------------ ------- ---------  ---------  ----------- -----------
10% Senior
Notes due
2013        29276KAC5 $621.7*   $60.0       $800         $750


* Does not include $126.0 million aggregate principal amount of
   Senior Notes owned by the Company that will be delivered for
   cancellation concurrently with the closing of the exchange
   offer and $2.3 million aggregate principal amount of Senior
   Notes owned by the company's affiliates.  Such Senior Notes
   will not be deemed to be outstanding for purposes of
   determining the consents required to approve the Proposed
   Amendments.

The aggregate principal amount of Second Lien Notes that may be
issued pursuant to the exchange offer in exchange for Senior Notes
will be at least $248.8 million and up to a maximum of $288.0
million, depending on the aggregate principal amount of Second
Lien Notes and common stock sold in a concurrent private
placement.  Concurrently with the closing of the exchange offer,
the company will sell for cash in a private placement an aggregate
principal amount of Second Lien Notes of at least $50.0 million
and up to a maximum of $89.0 million.  The Second Lien Notes
issued in the exchange offer will be designated Series A and the
Second Lien Notes issued in the private placement will be
designated Series B.  The two series initially will bear different
CUSIP numbers but will otherwise have the same terms.  The company
will issue the Second Lien Notes in both the exchange offer and
the private placement with an initial maximum aggregate principal
amount of up to $338.0 million, as follows:

    * Series A Second Lien Notes issued pursuant to the
      exchange offer, in an aggregate principal amount of at
      least $248.8 million, and up to (a) $288.0 million,
      less (b) the excess of the Series B Second Lien Notes
      issued pursuant to the private placement of such notes
      and shares of Energy XXI (Bermuda) Limited's common
      stock over $50.0 million, and

   * Series B Second Lien Notes issued pursuant to the private
     placement, in an aggregate principal amount of at least
     $50.0 million and up to $89.0 million.

The Second Lien Notes will bear interest at the rate of 16% per
annum, consisting of (i) 14% payable in cash and (ii) 2% payable
by either increasing the outstanding principal amount of the
applicable series or by issuing additional Second Lien Notes of
the applicable series, in each case payable on June 15 and
December 15 of each year, beginning on December 15, 2009. The
Second Lien Notes will mature on June 15, 2014.

The obligations under the Second Lien Notes will be guaranteed by
the: (i) a guarantee by Energy XXI USA, Inc., the company's direct
parent, recourse under which is limited to its ownership of 100%
of the Company's outstanding capital stock; (ii) the full and
unconditional guarantee of Energy XXI (Bermuda) Limited, the
Company's ultimate parent; and (iii) the full and unconditional
guarantee of each of the Company's subsidiaries.

The Second Lien Notes and the related Guarantees will be
subordinated in right of payment to indebtedness under the
Company's Amended and Restated First Lien Credit Agreement, as
amended, restated, modified or refinanced from time to time.  The
Second Lien Notes and related Guarantees by the Subsidiaries and
the Direct Parent will be secured on a second priority lien basis,
subject to certain permitted liens, by the same assets that secure
indebtedness on a first priority lien basis under the Company's
Credit Agreement.  If any party becomes a new guarantor under the
Credit Agreement, such party will also become a Guarantor of the
Second Lien Notes.  As a result, the Second Lien Notes also will
be subordinated in priority to the indebtedness under the
company's Credit Agreement to the extent of the collateral
securing such obligations.  Under a proposed intercreditor
agreement, under certain circumstances (including a bankruptcy or
insolvency of the company or any of the Subsidiaries) payments to
holders of Second Lien Notes, but not to holders of the Senior
Notes, may be blocked.

Notwithstanding any other provision of the exchange offer, the
Company's obligation to accept for exchange, and to exchange, any
of the Senior Notes validly tendered is subject to the
satisfaction or waiver of the following conditions, among others,
prior to the settlement date of the exchange offer:

   * there having been validly tendered and not withdrawn
     pursuant to the exchange offer Senior Notes having an
     aggregate principal amount of not less than $311.0 million;

   * the receipt of the Requisite Consents and execution of a
     supplemental indenture providing for the Proposed
     Amendments ;

   * the Company having closed or concurrently closing the sale
     of Series B Second Lien Notes in an aggregate principal
     amount of not less than $50.0 million in the private
     placement; and

   * the company having obtained an amendment or amendment and
     restatement to, or a waiver under, its existing Amended and
     Restated First Lien Credit Agreement, the effect of which
     is that the consummation of the exchange offer and
     concurrent private placement and the issuance of the Second
     Lien Notes and payments in respect of such notes will not
     be prohibited under such facility (the "Bank Condition").

                          About Energy XXI

Energy XXI Golf Coast, Inc. -- http://www.energyXXI.com-- is a
Houston-based independent energy company engaged in the
acquisition, development, exploration and production of oil and
natural gas reserves in the U.S.  Gulf Coast and the Gulf of
Mexico.  The Company an indirect wholly owned subsidiary of
Hamilton, Bermuda-based Energy XXI (Bermuda) Limited.

                           *     *     *

As reported in the Troubled Company Reporter on September 8, 2009,
Moody's Investors Service affirmed Energy XXI Gulf Coast's Caa3
Corporate Family Rating, downgraded its Probability of Default
Rating to 'Ca' from 'Caa3', and affirmed the 'Ca' rating on its
senior notes due 2013.  The rating outlook remains negative.  The
rating actions reflect Energy XXI's recently announced bond
exchange offer for its senior unsecured notes due 2013.

At the same time, Standard & Poor's Ratings Services lowered its
long-term corporate credit rating on Energy XXI (Bermuda) Ltd. to
'CC' from 'B-', and senior notes of Energy XXI Gulf Coast to 'C'
from 'CCC+'.  S&P also placed the ratings on CreditWatch with
negative implications.


ESSAR STEEL: Term Loan Amendment Permits Covenant Compliance
--------------------------------------------------------
Sault Ste. Marie, Ontario-based Essar Steel Algoma Inc. said
lenders holding a majority of the Company's US$315.7 million
Senior Secured Term Loan Credit Facility have approved a permanent
amendment to the Facility enabling continued compliance with the
Facility and providing the Company with increased operating
flexibility going forward.  Essar Steel Algoma has been compliant
in its covenants to date, however, in view of the prevailing
market conditions the Company felt it prudent to seek relaxation
of the terms of the Facility.

Among other things, the amendment waives compliance with maximum
leverage and minimum interest coverage ratios for a four quarter
holiday period beginning September 2009 through the quarter ended
June 30, 2010, with revised covenant levels reinstated thereafter.
The amendment became effective September 9, 2009.

The Company's CEO, Armando Plastino, remarked on the waiver
noting, "This amendment is an endorsement from our lenders,
demonstrating their confidence in the Company's ability to
effectively respond to these unprecedented market conditions. It
further acknowledges our continued commitment to our employees and
the community of Sault Ste Marie through capital investments of
nearly CDN $400 million since the acquisition. Currently, steel
markets have strengthened both in terms of price and volume
allowing us to recall laid-off employees. We are confident that
this amendment now provides the Company with the necessary
flexibility and stability to continue to weather this market cycle
with a view to long term sustainability."


FAIRFAX FINANCIAL: Moody's Upgrades Senior Debt Rating to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured debt
rating of Fairfax Financial Holdings Limited to Ba1 from Ba2;
upgraded the insurance financial strength ratings of Fairfax's
subsidiary, Crum & Forster Holdings Corp., to Baa1 from Baa2 and
Crum & Forster's senior debt rating to Ba1 from Ba2.  In the same
action, Moody's affirmed the IFS ratings of Odyssey Re Holdings
Corp.'s main operating subsidiaries at A3 and Odyssey's senior
unsecured debt rating of Baa3 and preferred stock rating of Ba2.
Moody's also upgraded the preferred stock rating of TIG Capital
Trust I, another Fairfax subsidiary, to Ba3 from B1.  The outlooks
for all ratings are unchanged: positive for Fairfax and TIG, and
stable for Crum & Forster and Odyssey Re.  This rating action
follows Fairfax's announcement that it intends to repurchase the
remaining 28% stake in Odyssey Re that it does not own.

The upgrades of Fairfax and TIG reflect Fairfax's strengthening
financial flexibility and the steady reduction in risk stemming
from its run-off operations.  The positive outlook reflects the
company's long-term commitment to maintaining financial leverage
at its current level and substantial holding company liquidity (in
the range of $750 million to $1 billion).  The upgrade of Crum &
Forster reflects the improved financial profile and upgrade of
Fairfax as Crum & Forster's ratings had previously been lower than
their stand-alone credit profile because of the risks at Fairfax.
The affirmation of Odyssey Re's ratings, with a stable outlook,
reflects the rating agency's view that the company's underlying
financial strength will not be materially altered by the Fairfax
repurchase.

     Fairfax Upgrade Reflects Improved Financial Flexibility
           And The Stabilization Of Run-Off Businesses

Moody's Senior Vice President, Peter Routledge, said "Moody's
based the upgrade of Fairfax's senior debt on a substantial
improvement in its financial flexibility, resulting from large
realized gains in its investment portfolio, as well as diminishing
losses in its run-off subsidiaries." Mr. Routledge went on to note
that "this rating action marks the second upgrade of Fairfax in
the past 18 months, reflective of the substantial gains the
company earned on its investments in credit default swaps, equity
market hedges, and U.S. treasuries."  As a consequence, Fairfax's
adjusted financial leverage (or debt-to-capital) ratio has dropped
to approximately 31%, after giving effect to the Odyssey Re
transaction and the related $1 billion Fairfax equity issue, from
44% in early 2007.

According to Moody's, there is clear evidence that Fairfax's run-
off operations have stabilized and pose less of a threat to
consolidated earnings and holding company cash.  More recently,
the run-off operations have generated net operating losses of
$80 million and $104 million in 2007 and 2008, respectively,
versus a range of $214 million to $575 million between 2003 and
2005.  The principal reason underlying the stabilization of this
operation is the relatively successful strategy of aggressively
paying insurance claims early, based on the theory that this is a
least-cost method of extinguishing latent claims risk.  The number
of outstanding claims in the run-off operations is a fraction of
what it was five years ago.

Finally, the proposed Odyssey Re privatization will provide
Fairfax with greater upstream dividend potential because it will
no longer be subject to Odyssey Re's limited common share dividend
policy.  That said, Moody's believes that Fairfax itself has
material liquidity and is unlikely to draw material amounts of
cash from Odyssey Re in the foreseeable future.

       Further Moderation In Volatility Needed For Upgrade
                        To Investment Grade

With the rating action, Moody's has brought Fairfax's senior
unsecured rating to the brink of investment grade, which prompts
the question of what underlying factors could lead to an upgrade
to investment grade.  At the broadest level, such an upgrade would
require a moderation in the volatility of Fairfax's overall
performance and profile.

Fairfax produced an unparalleled investment performance in 2008,
realizing approximately $2.7 billion in net gains on an invested
asset base of approximately $21 billion.  Within that net gains
number, however, was $2.2 billion in gross realized losses on its
investments, suggesting the company was not entirely immune to the
dramatic shifts in the financial markets last year,
notwithstanding the fact that its protection against the downturn
more than offset these losses.  Moody's concern is that these
figures are quite large in relation to the $5.5 billion of common
shareholders' equity as at the end of the second quarter of 2009.
Moody's concern arises because Fairfax's investments could produce
future investment losses if the company is not as prescient as it
was through the financial crisis.  In addition, the holding
company's cash position has varied dramatically over the past
years, rising from a low of $328 million in 2002 to a high of
$1.5 billion in 2008, with sizable annual inflows and outflows
during that period.

Given the high degree of volatility in financial markets for the
foreseeable future, there remains a possibility, in Moody's view,
that Fairfax's financial position could be materially weakened by
events outside its control.  Therefore, another way of moderating
this exposure would be to bring down the company's consolidated
financial leverage and raise its earnings coverage ratio.
Notwithstanding the aforementioned progress, further neutralizing
the company's run-off operations would also enhance financial
flexibility as this unit remains a moderate consumer of capital,
in Moody's view.  In addition, Moody's also expects any future
upgrade to be a product of healthy pre-tax operating income
excluding realized gains, a characteristic of investment grade
property & casualty and reinsurance holding companies.

More specifically, one or more of these could lead to an upgrade
of Fairfax's rating: (1) the stand-alone financial strength
ratings of the company's lead operating P&C and/or reinsurance
companies are upgraded, (2) adjusted financial leverage stayed
below 30% for a sustained period and adjusted earnings coverage
(excluding realized gains) remained above 3x; (3) the company
maintains its commitment to substantial holding company liquidity
(in the $750 million to $1 billion range); (4) a further reduction
in risk from Fairfax's run-off operations; and / or (5) adverse
claims development at Fairfax's subsidiaries remained below 1% of
gross reserves.

Conversely, the ratings could be downgraded if: (1) the financial
strength ratings of the company's lead operating P&C and/or
reinsurance companies are downgraded; (2) adjusted financial
leverage rose above 35% and earnings coverage (excluding realized
gains) dropped below 2x; (3) the company suffers substantial
adverse reserve development in excess of 3% of gross reserves; and
/ or (4) run-off operations suffers unexpected material adverse
reserve development.

           Upgrade Of Crum & Forster Reflects Easing Of
                  Financial Pressure From Parent

As noted above, Moody's also upgraded the senior debt rating of
Crum & Forster Holdings Corp.  to Ba1 from Ba2, as well as the IFS
ratings of its main operating companies -- United States Fire
Insurance Company and The North River Insurance Company -- to Baa1
from Baa2.

Historically, Moody's had adjusted Crum & Forster's IFS ratings
down by one notch from its stand-alone credit profile to reflect
the risk associated with its parent, Fairfax -- specifically, its
high consolidated financial leverage position and history of
substantial adverse reserve development in its operating and run-
off subsidiaries.  Therefore, the upgrade of Crum & Forster's
ratings to their stand-alone credit profile reflects the
substantial improvement in Fairfax's financial position and the
diminished risk associated with the parent.

Moody's view of Crum & Forster's stand-alone credit profile
remains unchanged.  This view is based upon the operating
companies' good position in the commercial middle market sector,
diversified revenue streams by geography and product, and a
centralized underwriting approach which has produced improved
underwriting results over the last several years.  Offsetting
these strengths are intense competition in commercial middle
markets from which the company sources a sizeable portion of its
revenue, its sizeable common stock investment portfolio, exposure
to both asbestos and environmental claims and to natural and man-
made catastrophes, and debt servicing requirements at Crum &
Forster Holdings Corp.  Furthermore, as the pricing downturn
continues, the company will need to maintain underwriting
discipline in order to meet financial targets.

           Affirmation Of Odyssey Re Reflects Company's
                   Underlying Financial Strength

In a related action, Moody's affirmed Odyssey Re's ratings after
Fairfax announced its offer to repurchase the 28% stake in Odyssey
Re owned by minority shareholders.  According to Moody's, Odyssey
Re's ratings reflect the company's solid position within the
competitive broker reinsurance marketplace, its high-quality
investment portfolio and improving gross underwriting leverage and
financial leverage metrics.  These strengths are tempered by the
inherent volatility of its catastrophe risk exposures and the
potential for additional adverse loss reserve development on its
casualty reserves.  Financial flexibility at Odyssey Re may weaken
because dividend payouts may increase, as a consequence of the
company's 100% ownership by Fairfax.  In addition, Odyssey Re's
loss of access to the capital markets for equity issuances, as a
result of its privatization, also weakens financial flexibility,
in Moody's view.  That said, Moody's does not view the reduced
financial flexibility of Odyssey Re as a material change in the
company's overall financial strength.

In Moody's opinion, the transition to being a wholly-owned
subsidiary of Fairfax should result in few changes from an
operational perspective.  However, Moody's currently has a
negative outlook on the reinsurance sector and Moody's believe
that core underwriting results at the company are likely to be
subdued over the near-to-medium term due to soft pricing for
casualty risks.  Adverse loss reserve development could also
continue to be a drag on earnings.  Moody's also notes that
Odyssey Re's catastrophe risk exposure has increased, which could
subject the company's results and capital position to greater
volatility.

With regards to Fairfax, Moody's does not foresee a material
change in the company's capital structure given Fairfax's
commitment to fund the entire repurchase of Odyssey Re common
shares via a secondary issuance of Fairfax common stock.  As
Moody's has previously considered the 28% minority interest
position in Odyssey as capital, Fairfax's decision to buy out the
minority interest and fund it with its own equity issue does not
change Fairfax's consolidated financial leverage.  This
transaction will not have an impact on consolidated earnings
coverage for fixed charges.

These ratings were upgraded, while maintaining a positive outlook:

* Fairfax Financial Holdings Limited -- senior unsecured debt
  rating to Ba1 from Ba2;

* TIG Capital Trust I -- trust preferred stock to Ba3 from B1.

These ratings were upgraded, with a stable outlook:

* Crum & Forster Holdings Corp. -- senior unsecured debt rating
  to Ba1 from Ba2;

* United States Fire Insurance Company -- insurance financial
  strength rating to Baa1 from Baa2;

* The North River Insurance Company -- insurance financial
  strength rating to Baa1 from Baa2.

These ratings have been affirmed, with a stable outlook:

* Odyssey Re Holdings Corp. -- senior debt at Baa3; preferred
  stock at Ba2;

* Odyssey America Reinsurance Corporation -- insurance financial
  strength at A3;

* Clearwater Insurance Company -- insurance financial strength at
  A3.

Moody's last rating action on Fairfax was on July 3, 2008, when
the rating agency upgraded the company's senior unsecured debt
rating to Ba2 from Ba3.  Moody's last rating action on Crum &
Forster was on October 10, 2007, when the rating agency upgraded
the company's insurance financial strength ratings to Baa2 from
Baa3.  Moody's last rating action on Odyssey Re was on July 14,
2009 when Moody's affirmed the company's ratings as well as the
IFS ratings of its operating subsidiaries.

Fairfax is a financial services holding company which engages in
property & casualty insurance, reinsurance, and investment
management through its operating subsidiaries.  Through June 30,
2009, Fairfax reported net premiums written of $2.2 billion and
net income of $215 million for the six-month period, and quarter-
end common shareholders' equity of $5.5 billion.

Moody's insurance financial strength ratings are opinions of the
ability of insurance companies to pay punctually senior
policyholder claims and obligations.


FAIRPOINT COMMUNICATIONS: CEO Confirms Potential Bankruptcy Filing
------------------------------------------------------------------
According to WMUR, FairPoint Communications Inc. CEO David Hauser
said at a joint meeting of New Hampshire, Maine, and Vermont
utility regulators in Derry, New Hampshire, that the Company is
considering a bankruptcy filing as part of "necessary steps to put
ourselves onto more stable financial footing including cutting
costs, new revenue generation, and restructuring our debt."

Mr. Hauser said the Company has initiated discussions with debt
holders regarding a more comprehensive and permanent restructuring
of its current capital structure to reduce indebtedness and debt
service obligations.  "We are considering all other restructuring
alternatives available to us, which may include the commencement
of an in-court resolution under chapter 11 of the U.S. Bankruptcy
Code, with or without a pre-arranged plan of reorganization.  If
we have to restructure our debt through chapter 11, it's important
to understand that our customers will not experience an
interruption of service nor will we slow our efforts to improve
those areas where improvement is still needed."

Mr. Hauser had said in August, when the Company released second
quarter results, that the Company may file for Chapter 11 if
negotiations with bondholders are not successful.

Executives at Fairpoint have appeared at a three-state joint
hearing held to address complaints about phone and Internet
service problems.  Fairpoint took over Verizon Communications Inc.
phone and Internet operations in Maine, New Hampshire, and Vermont
last year.  Complaints continue to pile up from consumers and
telecommunications companies that rent FairPoint lines to serve
their own clients, NECN states, citing Vendean V. Vafiades of the
Maine Public Utilities Commission.

                  About Fairpoint Communications

Fairpoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is a provider of communication
services to residential and business customers in rural and small
urban communities in the United States.  Its services include
traditional telephone services, as well as other services, such as
local and long distance voice, data, Internet, television, and
broadband enabled services.  FairPoint Communications is
headquartered in Charlotte, North Carolina.

Fairpoint had total assets of $3,235,604,000 against total debts
of $3,234,372,000, for a stockholders' equity of $1,232,000.

As reported by the Troubled Company Reporter on August 5, 2009,
Standard & Poor's Ratings Services reassigned a 'CC' corporate
credit rating, with a negative outlook to FairPoint from the
previous 'SD'.


FERRELLGAS LP: S&P Assigns 'B+' Rating on $250 Mil. Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue rating
to Ferrellgas L.P.'s $250 million senior unsecured notes due 2017
and its '4' recovery rating to this debt.  The '4' recovery rating
indicates that lenders can expect average (30%-50%) recovery in
the event of a payment default.

Standard & Poor's also affirmed the 'B+' corporate credit rating
on parent Ferrellgas Partners L.P. and its operating subsidiary
Ferrellgas.  The offering proceeds will redeem privately placed
senior notes due 2010 and 2013 and partially reduce outstanding
amounts under Ferrellgas's revolving credit facility.  The outlook
is stable.

S&P expects Ferrellgas's financial profile to improve in fiscal
2009, as the company continues to benefit from wholesale volume
growth, primarily driven by increased Blue Rhino volumes, and
tuck-in acquisitions within the company's footprint.  S&P view
this transaction as supportive of credit because it will address
future debt maturities and enhance liquidity.  S&P expects the
company to achieve funds from operations to total adjusted debt of
about 15% for fiscal 2009 and total adjusted debt to EBITDA of
about 5x, which is a meaningful improvement over fiscal 2008
ratios of about 13% and 5.8x, respectively.  As a result, S&P has
revised its financial risk profile score to 'aggressive' from
'highly leveraged'.  While S&P continues to acknowledge the
challenges that Ferrellgas and its rated peer group continue to
face, specifically ongoing customer conservation and margin
pressure, S&P believes that the Ferrellgas's flexible cost
structure and its ability to manage through the commodity cycle
partially mitigate S&P's concerns.

As of April 30, 2009, retail and wholesale propane distributor
Ferrellgas Partners (Ferrellgas L.P.'s parent) had consolidated
debt, adjusted for capitalized operating leases, accounts
receivable securitization, and accrued interest of $1.3 billion.


FERRELLGAS PARTNERS: Moody's Gives Stable Outlook; Puts Ba3 Rating
------------------------------------------------------------------
Moody's Investors Service changed the rating outlook for
Ferrellgas Partners, LP, to stable from negative.  Moody's also
assigned a Ba3 rating to Ferrellgas, LP's proposed offering of
$250 million senior notes and affirmed the Ba3 ratings on OLP's
existing senior unsecured debt.  Ferrellgas' Ba3 Corporate Family
Rating and B2 rating on the partnership's notes were also
affirmed.  OLP is the wholly owned operating partnership
subsidiary of Ferrellgas.  The proceeds of the offering will be
used to retire existing OLP notes and reduce borrowings on its
bank credit facility.

"The stable outlook reflects the significant progress Ferrellgas
has made in reducing its leverage," commented Pete Speer, Moody's
Vice-President.  "The partnership issued equity to pay down debt
and increased earnings during the past fiscal year."

During this past fiscal year ended July 31, 2009, Ferrellgas
issued $70 million in common units in challenging market
conditions to pay down debt.  The partnership also significantly
increased EBITDA and thereby reduced Debt/EBITDA from 5.7x to
around 4.7x.  While Ferrellgas' earnings benefited from the rapid
decline in propane prices this past heating season, it also
achieved some organic customer and volume growth.  If this trend
is sustainable it would be a significant contrast to its large
competitors who continue to experience volume declines excluding
acquisitions.

Ferrellgas' Ba3 CFR is supported by its leading market position
and geographic diversification.  The rating is constrained by its
still higher leverage and weaker distribution coverage than its
propane peers.  The stable outlook is based on Moody's expectation
that Ferrellgas will maintain its leverage around 4.5x, will fund
large acquisitions with meaningful equity and not significantly
change its distribution policy.  If leverage increases above 5x
then the outlook could be changed to negative or the ratings
downgraded.

The Ba3 rating for OLP's proposed and existing senior unsecured
notes reflects both the overall probability of default of
Ferrellgas, to which Moody's assigns a Probability of Default
Rating (PDR) of Ba3, and a loss given default of LGD 4 (55%).  The
B2 rating for Ferrellgas' senior unsecured notes reflects the same
Ba3 PDR and a loss given default of LGD 6 (91%).  The Ferrellgas
notes are structurally subordinated to the OLP's senior unsecured
notes and the anticipated $400 million senior secured credit
facility (unrated) and therefore the notes are rated two notches
beneath the Ba3 CFR under Moody's Loss Given Default Methodology.

Ratings assigned:

* Ferrellgas, LP $250 million senior notes due 2017 - Ba3, LGD 4
  (55%)

Ratings affirmed:

* Ferrellgas Partners, LP CFR and PDR - Ba3

* Ferrellgas Partners, LP $269 million senior notes due 2012 - B2,
  LGD 6 (91%)

* Ferrellgas, LP $$450 million senior global notes due 2014 - Ba3,
  LGD 4 (55%) changed from LGD 3 (43%)

The last rating action was on June 25, 2008, when Moody's assigned
a Ba3 rating to OLP's issuance of $200 million of senior unsecured
notes.

Ferrellgas Partners, LP, is a publicly traded master limited
partnership based in Overland Park, KS.  The partnership is the
second largest retail marketer of propane in the United States and
services approximately one million propane customers from
locations in all 50 states and Puerto Rico.  Through its Blue
Rhino brand, it is the largest retail distributor of propane
cylinders for grills.


FLOYD & BEASLEY: Gas Prices, Unpaid Invoices Causes Ch 11 Bankr.
----------------------------------------------------------------
Floyd & Beasley Transfer Company, Inc., has filed for Chapter 11
bankruptcy protection in the U.S. Bankruptcy Court for the
Northern District of Alabama.

Russell Hubbard at The Birmingham News relates that Floyd &
Beasley blamed its collapse on gas prices and unpaid invoices.
According to The Birmingham News, Floyd & Beasley listed
$10.2 million in liabilities against $1.6 million in assets.

Floyd & Beasley said in court documents that it has gotten new
loans from a lender to make it through the reorganization.

Sycamore, Alabama-based Floyd & Beasley Transfer Company, Inc.,
was founded in Talladega County in 1944 and still run by the one
of the original families.  The Company operates 175 trucks and 500
trailers hauling freight to 48 states.  The Company is among
Alabama's oldest and largest trucking companies.


FOAMEX INT'L: Gets October 19 Extension for Bankruptcy Plan
-----------------------------------------------------------
Foamex International Inc. and its affiliates obtained from the
Bankruptcy Court an October 19 extension of its exclusive period
to file a Chapter 11 plan.

As reported in the Troubled Company Reporter on May 29, 2009,
MatlinPatterson Global Advisers LLC and Black Diamond Capital
Management LLC won the bidding for Foamex's business with a $155
million offer, along with the assumption of some liabilities.
Wayzata Capital Investment Partners LLC won the first auction for
the assets.  However, the auction was reopened, and
MatlinPatterson and Black Diamond emerged the winning bidder.

                    About Foamex International

Foamex International Inc. -- http://www.foamex.com/--
headquartered in Media, Pennsylvania, produces polyurethane foam-
based solutions and specialty comfort products.  The Company
services the bedding, furniture, carpet cushion and automotive
markets and also manufactures high-performance polymers for
diverse applications in the industrial, aerospace, defense,
electronics and computer industries.

Foamex and eight affiliates first filed for Chapter 11 protection
on September 19, 2005 (Bankr. Del. Case Nos. 05-12685 through
05-12693).  On February 2, 2007, the U.S. Bankruptcy Court for the
District of Delaware confirmed the Debtors' reorganization plan.
The Plan became effective and the Company emerged from Chapter 11
bankruptcy on February 12, 2007.

Foamex missed $7.3 million in interest payments due at the end of
the January 21 grace periods on the Company's $325 million first-
lien term loan and the $47 million second-lien term loan.

On February 18, 2009, Foamex International Inc. and seven
affiliates filed separate voluntary Chapter 11 petitions (Bankr.
D. Del. Lead Case No. 09-10560).  The Hon. Kevin J. Carey presides
over the cases.  Ira S. Dizengoff, Esq., Phillip M. Abelson, Esq.,
and Brian D. Geldert, Esq., at Akin Gump Strauss Hauer, in New
York, represent the Debtors as counsel.  Mark E. Felger, Esq., and
Jeffrey R. Waxman, Esq., at Cozen O'Connor, in Wilmington,
Delaware, represent the Debtors as Delaware counsel.  Investment
banker is Houlihan Lokey; accountant is McGladrey & Pullen LLP;
and claims and noticing agent is Epiq Bankruptcy Solutions LLC.
Sharon L. Levine, Esq., at Lowenstein Sandler, is counsel to the
Official Committee of Unsecured Creditors.  David M. Fournier,
Esq., Evelyn J. Meltze, Esq., and Leigh-Anne M. Raport, Esq., at
Pepper Hamilton LLP, is the Committee's Delaware counsel.  As of
September 28, 2008, the Debtors had $363,821,000 in assets, and
$379,710,000 in debts.


FORD MOTOR: Canadian Union Wants Assembly Plant to Remain Open
--------------------------------------------------------------
Greg Keenan at The Globe and Mail reports that the Canadian Auto
Workers union has asked Ford Motor Co. to keep an assembly plant
near St. Thomas, Ontario, open.

According to The Globe and Mail, the plant is believed to be
doomed.  Ford said that it has no products to assemble at the
plant after 2011, The Globe and Mail says, citing CAW President
Ken Lewenza.

"They haven't said it's closed, but when you don't have a product
after 2011 you don't have to add it up," The Globe and Mail quoted
Mr. Lewenz as saying.

The Globe and Mail states that the plant's closure would result in
the laying off of 1,600 workers, and reduction of Ford's
manufacturing operations in Canada to less than 10% of its North
American total, from 14%.

Workers won't agree to concessions granted to Ford's rivals in
Canada unless the Company maintains its Canadian operations, The
Globe and Mail relates, citing CAW.  According to the report, Mr.
Lewenza said, "We told them very clearly that what workers are
looking for as a result of sacrifices is enhanced job security,
not reduced job security."

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in
200 markets across six continents.  With about 260,000 employees
and about 100 plants worldwide, the company's core and affiliated
automotive brands include Ford, Jaguar, Land Rover, Lincoln,
Mercury, Volvo, Aston Martin, and Mazda.  The Company provides
financial services through Ford Motor Credit Company.  The Company
has operations in Japan in the Asia Pacific region.  In Europe,
the Company maintains a presence in Sweden, and the United
Kingdom.  The Company also distributes its brands in various
Latin-American regions, including Argentina and Brazil.

Ford Motor carries a 'Ca' issuer credit and a 'Caa3' long term
corporate ratings, with negative outlook, from Moody's.

Fitch Ratings said via Business Wire on August 26 that it has
revised the Rating Outlook on Ford Motor Company and Ford Motor
Credit Company to Stable from Negative.  In addition, the Issuer
Default Rating of Ford is affirmed at 'CCC'.


FORMIDABLE LLC: Meeting of Creditors Scheduled for October 1
------------------------------------------------------------
The U.S. Trustee for Region 19 will convene a meeting of creditors
in Formidable, LLC's Chapter 11 case on Oct. 1, 2009, at
10:00 a.m.  The meeting will be held at 405 South Main Street,
Suite 250, Salt Lake City, Utah.

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.

Salt Lake City, Utah-based Formidable, LLC, filed for Chapter 11
on Aug. 27, 2009 (Bankr. D. Utah Case No. 09-29087).   Lon A.
Jenkins, Esq., and Troy J. Aramburu, Esq., at Jones Waldo Holbrook
& McDonough, represent the Debtor in its restructuring effort.  In
its petition, the Debtor listed $100,000,001 to $500,000,000 in
assets and $10,000,001 to $50,000,000 in debts.


FORMTECH INDUSTRIES: To Conduct Sept. 29 Auction for All Assets
---------------------------------------------------------------
The Hon. Mary Walrath of the U.S. Bankruptcy Court for the
District of Delaware approved procedures governing the sale of
substantially all of assets of FormTech Industries LLC and
FormTech Industries Holdings LLC.

Deadline for submitting a qualified bid for the Debtors' assets is
Sept. 28, 2009, at 4:00 p.m.  An auction will take place on
Sept. 29, 2009, at 10:00 a.m., followed by a sale hearing on Oct.
1, 2009, at 2:00 p.m.

HHI Funding LLC has been named stalking-horse bidder for the
Debtors' assets.  HHI Funding is the Debtors' debtor-in-possession
lender.  The DIP lender agreed to provide $8.5 million in
financing to the Debtor.  A full-text copy of the assets sale
agreement is available for free at
http://ResearchArchives.com/t/s?4482

As part of the sale deal, HHI Funding will receive a $2 million
break-up fee and expense reimbursement of up to $750,000, if the
Debtors consummate the transaction with another party.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, and unsecured
creditor Gerdau MacSteel Inc. objected to the proposed terms of
the auction, noting that HHI Funding would be allowed to credit
bid prepetition debt for all of the Debtors' assets without any
marketing period and any meaningful opportunity to for other
interested parties to conduct due diligence.

                     About Formtech Industries

Based in Royal Oak, Michigan, FormTech Industries LLC --
http://www.formtech2.com/-- is among the largest independent
manufacturers of forged automotive parts in North America and the
leader in high volume hot-formed manufacturing through its
operations in Royal Oak, Michigan and Tonawanda, New York.
FormTech was adversely impacted by the precipitous decline in
automotive production in the first half of 2009.  Through this
time period, FormTech remained a highly reliable supplier and
substantially restructured its operations.  The company has over
400 employees, primarily in Michigan and Ohio and operates six
manufacturing facilities.

The Company and its affiliate, FormTech Industries Holdings LLC,
filed for Chapter 11 protection on Aug. 26, 2009 (Bankr. D. Del.
Case Nos. 09-12964 and 09-12965).  Lynn M. Brimer, Esq., Meredith
E. Taunt, Esq., and Andrew A. Ayar, Esq., at Strobl & Sharp, P.C.,
represent the Debtors in their restructuring efforts.  The Debtors
selected Steven M. Yoder, Esq., Jeremy W. Ryan, Esq., and, R.
Stephen McNeill, Esq., at Potter Anderson & Corroon LLP, as co-
counsel, and Kurtzman Carson Consultants LLC, as claims agent.  In
its petition, FormTech Industries LLC listed assets between
$100 million and $500 million, and debts between $50 million and
$100 million.


FREMONT GENERAL: Hearing on Outline to Competing Plans Sept. 17
---------------------------------------------------------------
The Bankruptcy Court will convene a hearing on September 17 to
consider approval of the disclosure statements to the competing
plans filed by Fremont General Corp., its equity holders, and its
unsecured creditors.  Approval of a disclosure statement would
allow the plan proponent to begin soliciting votes on, then seek
confirmation of, its plan.

The Official Committee of Equity Holders says the disclosure
statement to the plan filed by the Official Committee of Unsecured
Creditors does not provide "adequate information", including with
respect to a proposed Plan Administrator.  The Creditors Committee
also raised its own objections to the Equity Committee's
disclosure statement, saying that it contains a variety of
provisions that "will ultimately make [the plan's] confirmation
impossible."  It says the interest rates proposed by the Equity
Committee on deferred plan payments plainly violate the
requirements of the Bankruptcy Code and Ninth Circuit law.

Fremont says it won't oppose the use of either of the Committee
Disclosure Statements for purposes of soliciting votes for or
against the underlying plans.  Fremont says that issues it will
raise regarding underlying projections or other fact-intensive
matters related to treatment of claims and interests under the
plans are confirmation issues that should properly be considered
at a confirmation hearing.

                         3 Competing Plans

In June, the Company filed a proposed Chapter 11 plan that offers
to pay 100 cents on the dollar to general unsecured creditors
through pro rata distribution of cash, until the claim has been
satisfied, including payment of post-petition interest, as
applicable.  Holders of equity interests will also receive
interests under the Plan.  A full-text copy of the disclosure
statement with respect to Fremont's Chapter 11 Plan is available
for free at http://bankrupt.com/misc/Fremont.DS.pdf

In July, the Equity Committee filed a proposed Chapter 11 plan for
the Company.  The Plan promises to pay all creditors in full with
interest, unless they elect to give up interest in return for
quicker payment.  Debt includes $63 million in unsecured claims
plus almost $274 million to holders of debt securities.  The
shareholders' plan would be financed with $27.9 million in cash
that Fremont has on hand plus cash held in a nonbankrupt
subsidiary.  After the plan becomes effective, the shareholders
say Fremont will have $90 million available.  The equity holders
intend to buy banks and use Fremont's tax loss carryforwards.
A copy of the disclosure statement explaining the equity
committee's plan is available for free at:

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

In July, the Creditors Committee also presented its own plan for
Fremont.  Under its Plan, holders of class 3 general unsecured
claims are afforded the option of waiving their right to post-
petition interest in exchange for payment in full of the amount
owing to the holders on or before October 31, 2009, so long as
sufficient cash is then available to make such payment.  Holders
of interests in the Debtor will retain those interests in the form
of equity trust interests in an Equity Trust established under the
Plan.  A copy of the disclosure statement explaining the
creditors' committee's plan is available for free at:

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

                     About Fremont General

Based in Santa Monica, California, Fremont General Corp. (OTC:
FMNTQ) -- http://www.fremontgeneral.com/-- was a financial
services holding company with $8.8 billion in total assets at
September 30, 2007.  Fremont General ceased being a financial
services holding company on July 25, 2008, when its wholly owned
bank subsidiary, Fremont Reorganizing Corporation (f/k/a Fremont
Investment & Loan) completed the sale of its assets, including all
of its 22 branches, and 100% of its $5.2 billion of deposits to
CapitalSource Bank.

Fremont General filed for Chapter 11 protection on June 18, 2008,
(Bankr. C.D. Calif. Case No. 08-13421).  Robert W. Jones, Esq.,
and J. Maxwell Tucker, Esq., at Patton Boggs LLP, Theodore
Stolman, Esq., Scott H. Yun, Esq., and Whitman L. Holt, Esq., at
Stutman Treister & Glatt, represent the Debtor as counsel.
Kurtzman Carson Consultants LLC is the Debtor's noticing
agent and claims processor.  Lee R. Bogdanoff, Esq., Jonathan S.
Shenson, Esq., and Brian M. Metcalf, at Klee, Tuchin, Bogdanoff &
Stern LLP, represent the Official Committee of Unsecured
Creditors as counsel.  Fremont's formal schedules showed
$330,036,435 in total assets and $326,560,878 in total debts.


FRONTIER AIRLINES: Ch. 11 Plan Okayed; To Emerge as Republic Unit
-----------------------------------------------------------------
Frontier Airlines Holdings, Inc., said September 10 that the
Bankruptcy Court for the Southern District of New York has
confirmed the Company's Plan of Reorganization.

The Company successfully resolved the few objections to its Plan
of Reorganization prior to the September 10, resulting in an
uncontested confirmation hearing.  Frontier, along with its legal
advisors Davis Polk and Wardwell LLP and financial advisors
Seabury Group, LLC, has worked throughout its stay in bankruptcy
to achieve consensual resolutions with affected parties, which has
become a hallmark of Frontier's entire Chapter 11 case. With the
Bankruptcy Court's order confirming its Plan of Reorganization,
Frontier will proceed to emerge from bankruptcy on or about
October 1, 2009, as a wholly owned subsidiary of Republic Airways
Holdings, Inc. (NASDAQ: RJET)

"This is an extremely proud day for everyone in our Company," said
Frontier President and CEO Sean Menke.  "Many people doubted that
we would even survive, let alone accomplish a successful
reorganization, provide a recovery for our creditors and emerge a
stronger competitor and company.  Upon consummation of our Plan of
Reorganization with Republic, we will be a successfully
restructured airline, well positioned to be a competitive,
successful, sustainable airline for years to come."

Mr. Menke continued, "I must give a special thanks to all of our
Frontier and Lynx employees.  Their hard work, sacrifice and
resiliency during the bankruptcy was key to our successful
reorganization. They are the primary reason why Frontier Airlines
and Lynx Aviation are where we are today."

Frontier Airlines Holdings, Inc., and its debtor-affiliates
submitted on September 8, 2009, to Judge Robert D. Drain a revised
version of their Chapter 11 Joint Plan of Reorganization.  A
blacklined copy of the pages in the Plan containing the revisions
is available for free at:

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

                      About Frontier Airlines

Frontier Airlines Holdings, Inc. (OTCBB: FRNTQ) is the parent
company of Denver-based Frontier Airlines and Lynx Aviation.
Currently in its 16th year of operations, Frontier Airlines is the
second-largest jet service carrier at Denver International
Airport, employing approximately 5,000 aviation professionals.
Frontier Airlines' mainline operation is made up of one of the
youngest Airbus fleets in North America offering 24 channels of
DIRECTV(R) service in every seatback along with a comfortable all-
coach configuration. In conjunction with a fleet of Bombardier
Q400 aircraft operated by Lynx Aviation, Frontier offers routes to
more than 50 destinations in the U.S., Mexico and Costa Rica. In
addition, Frontier and Midwest Airlines have a codeshare
partnership that allows passengers of both airlines access to 70
destinations in the U.S., Mexico and Costa Rica. Republic Airways
Holdings, Inc. (NASDAQ: RJET) expects to close on its purchase of
Frontier Airlines on or about Oct. 1, 2009, after which Frontier
and Lynx will become subsidiaries of Republic, alongside Midwest
Airlines and Republic's other wholly owned subsidiaries.

Frontier Airlines 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, and Kekst and Company is the Debtors'
Communications Advisors.

The Debtors' exclusive period to file a plan of reorganization
will expire on October 9, 2009.  Their exclusive period to solicit
and obtain acceptances of that plan will expire December 9, 2009.

As reported by the TCR on August 14, Republic Airways Holdings,
Inc. has been declared the winning bidder in the auction to
acquire Frontier, beating Southwest Airlines.

Bankruptcy Creditors' Service, Inc., publishes Frontier Airlines
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Frontier Airlines Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


GENERAL GROWTH: U.S. Trustee Forms 7-Member Equity Committee
------------------------------------------------------------
Pursuant to Section 1102 of the Bankruptcy Code, Diana G. Adams,
United States Trustee for Region 2, appointed on September 8,
2009, seven creditors to serve as members of the Official
Committee of Equity Security Holders in General Growth Properties,
Inc., and its 387 debtor-affiliates' Chapter 11 cases:

   (1) Marshall Flapan, as trustee
       3435 Southern Hills Drive
       Des Moines, Iowa 50321

   (2) Warren & Penny Weiner, as tenants by the entirety
       912 Spring Mall Road
       Villanova, Pennsylvania 19085

   (3) Stanley B. Seidler Trust
       c/o Stanley B. Seidler
       1030 South Fall Creek Road
       Wilson, Wyoming 83014

   (4) William J. Goldsborough
       22 West 131 Ahlstrand Road
       Glen Ellyn, Illinois 60137

   (5) Platt W. Davis, III
       7500 San Felipe, Suite 600
       Houston, Texas 77063

   (6) Mary Bucksbaum Scanlan
       P.O. Box 670
       Woody Creek, Colorado 81656

   (7) General Trust Company, as Trustee
       Attn: E. Michael Greaves, Vice President
       300 North Dakota Avenue, Suite 202
       Sioux Falls, South Dakota 5710

                       About General Growth

Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings.  The Company's portfolio totals roughly ]
200 million square feet of retail space and includes more than
24,000 retail stores nationwide.  General Growth is a self-
administered and self-managed real estate investment trust.  The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.

General Growth Properties Inc. and its affiliates filed for
Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977).  Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, have been tapped as bankruptcy counsel.
Kirkland & Ellis LLP is co-counsel.  Kurtzman Carson Consultants
LLC has been engaged as claims agent.  The Company also hired
AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC,
as investment bankers.  The Debtors disclosed
$29,557,330,000 in assets and $27,293,734,000 in debts as of
December 31, 2008.

Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


GENERAL GROWTH: To Auction Off Natick Condo Units October 4
-----------------------------------------------------------
According to Boston Globe, General Growth Properties is planning
to auction off more than 40 high-end condominiums attached to the
upscale Natick Collection with minimum bids starting at $160,000,
about 70% below previous asking prices.  The report relates that
the 215-unit project, known as Nouvelle at Natick, opened last
year and was supposed to usher in a new era of suburban living --
marrying shopping and luxury -- without the hassles and high
prices of the city.  Only 37 of the residences, however, have been
sold or under contract.

General Growth, according to Boston Globe, has hired Accelerated
Marketing Partners to handle the auction of 42 units on Oct. 4 as
a way to jump-start sales and get some desperately needed cash.

                       About General Growth

Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings.  The Company's portfolio totals roughly ]
200 million square feet of retail space and includes more than
24,000 retail stores nationwide.  General Growth is a self-
administered and self-managed real estate investment trust.  The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.

General Growth Properties Inc. and its affiliates filed for
Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977).  Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, have been tapped as bankruptcy counsel.
Kirkland & Ellis LLP is co-counsel.  Kurtzman Carson Consultants
LLC has been engaged as claims agent.  The Company also hired
AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC,
as investment bankers.  The Debtors disclosed
$29,557,330,000 in assets and $27,293,734,000 in debts as of
December 31, 2008.

Bankruptcy Creditors' Service, Inc., publishes General Growth
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by General Growth Properties Inc. and its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


GENERAL MOTORS: Magna's EUR500 Million Offer for Opel Accepted
--------------------------------------------------------------
Magna International Inc. (TSX: MG.A, NYSE: MGA) and Savings Bank
of the Russian Federation (RTS: SBER, MICEX: SBER03) on September
10 announced that their joint offer to acquire a 55% interest in
Adam Opel GmbH has been selected by both General Motors Company
and the Opel Trust as the preferred solution to address the future
of Opel.

Under the offer, the acquired 55% interest in Opel would be owned
50:50 by a Magna/Sberbank consortium with GM retaining a 35%
interest and Opel employees acquiring 10% as part of a new labour
framework. The offer contemplates a total equity investment by the
Consortium of Euro 500 million over time.

"The Consortium is pleased that its plan for Opel has satisfied
General Motors. Together with General Motors, Opel employees and
Opel dealers, the Consortium will now work hard to lead Opel into
a successful future," said Siegfried Wolf, Magna's Co-Chief
Executive Officer and Herman Gref, Chairman of the Board and Chief
Executive Officer of Sberbank. "Additionally, the Consortium is
grateful to General Motors for the constructive atmosphere during
the negotiations and to those parties which have provided their
support for the Consortium's business plan, including in
particular the German government."

Added Frank Stronach, Magna's Chairman, "Upon the successful
completion of the acquisition Magna will put in place appropriate
"firewalls" in order to ensure a complete separation between its
current auto parts business and Opel so that the confidential and
proprietary information of its customers is fully protected."

Completion of the purchase remains subject to finalization of
definitive agreements and other conditions, including government-
backed financing and regulatory approvals.

                       About General Motors

Headquartered in Detroit, Michigan, General Motors Corp.
(NYSE: GM) -- http://www.gm.com/-- as founded in 1908.  GM
employs about 266,000 people around the world and manufactures
cars and trucks in 35 countries.  In 2007, nearly 9.37 million GM
cars and trucks were sold globally under the following brands:
Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

GM Europe is based in Zurich, Switzerland, while General Motors
Latin America, Africa and Middle East is headquartered in Miramar,
Florida.

As reported by the Troubled Company Reporter, GM reported net loss
of US$6.0 billion, including special items, in the first quarter
of 2009.  This compares with a reported net loss of US$3.3 billion
in the year-ago quarter.  As of March 31, 2009, GM had
US$82.2 billion in total assets and US$172.8 billion in total
liabilities, resulting in US$90.5 billion in stockholders'
deficit.

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  General Motors changed its name to Motors
Liquidation Co. following the sale of its key assets to a company
60.8% owned by the U.S. Government.

The Honorable Robert E. Gerber presides over the Chapter 11 cases.
Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H.
Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors
in their restructuring efforts.  Al Koch at AP Services, LLC, an
affiliate of AlixPartners, LLP, serves as the Chief Executive
Officer for Motors Liquidation Company.  GM is also represented by
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel.  Cravath, Swaine, & Moore LLP is providing legal advice
to the GM Board of Directors.  GM's financial advisors are Morgan
Stanley, Evercore Partners and the Blackstone Group LLP.

Bankruptcy Creditors' Service, Inc., publishes General Motors
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by General Motors Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


GENERAL MOTORS: Beijing Automotive Joins Koenigsegg's Saab Bid
--------------------------------------------------------------
Niklas Magnusson and Toby Alder at Bloomberg News report that
Chinese carmaker Beijing Automotive Industry Holdings Co. Ltd.
joined Koenigsegg Group's offer to buy Saab Automobile from
General Motors Co.

Bloomberg relates Koenigsegg Group, set up by Swedish sports-car
maker Koenigsegg Automotive AB, said in a statement yesterday
Beijing Automotive will take a minority stake in the team bidding
for Saab and help the unprofitable GM division find opportunities
to expand in China.

According to Bloomberg, Christian von Koenigsegg, the sports-car
company's founder, said Beijing Automotive, a former suitor for
GM's Opel and Vauxhall units, may share technology with Saab and
offer some plant capacity.

The stake sale to Beijing Automotive means the group has bridged
the private-financing gap, Mr. von Koenigsegg, as cited by
Bloomberg said, declining to comment on the Chinese company's
planned holding or amount it's paying.

On Sept. 8, 2009, the Troubled Company Reporter-Europe, citing The
Financial Times, reported that a request from Mr. von Koenigsegg
for an additional government loan was rejected by Sweden's center-
right administration.  The FT said even without further aid, the
acquisition is still dependent on a EUR400 million-EUR500 million
loan from the EU-backed European Investment Bank, guaranteed by
Sweden.

                      Creditor Protection

The Troubled Company Reporter Europe, citing Bloomberg News,
reported on Feb. 23, 2009, Saab filed for protection from
creditors after parent GM said it will cut ties with the Swedish
carmaker following two decades of losses.  The Trollhaettan,
Sweden-based company filed for reorganization with a Swedish
district court to separate itself from GM and bring resources back
to Sweden.

On June 25, 2009, Troubled Company Reporter, citing The Wall
Street Journal, reported creditors of Saab approved the
automakers' proposal for settling its debts by paying a quarter of
what it originally owed.  Saab proposed to settle its debts by
paying 25% of about US$1.34 billion it owed to more than 600
creditors, including auto suppliers and the Swedish government.
The vast majority of the debt, almost SEK10 billion, was owed to
GM.

                     About Saab Automobile

Saab Automobile AB -- http://www.saab.com-- is a wholly owned
subsidiary of General Motors.  With an annual production of up to
126,000 cars, Saab's current models include the 9-3 (available as
a convertible or sport sedan), the luxury 9-5 sedan (also
available in a sport wagon), and the seven-passenger 9-7X SUV.


GENERAL MOTORS: Germany Can't Force Early Repayment of Opel Loan
----------------------------------------------------------------
Chris Reiter and Tony Czuczka at Bloomberg News report that
General Motors Co. said Germany can't force an early repayment of
a EUR1.5-billion (US$2.2 billion) loan for its Opel unit in Europe
even if its board rejects a sale to a group led by Magna
International Inc.

Bloomberg relates Karin Kirchner, a GM spokeswoman in Zurich, said
the loan, which kept Opel from collapsing, isn't tied to GM's
decision over the future of the unit.  According to Bloomberg,
German Economy Minister Karl Theodor zu Guttenberg said yesterday
that the lending is tied to "an investor solution."

Germany has offered to provide EUR4.5 billion in loan guarantees
to finance a Magna purchase, which is also supported by Opel
unions.  Citing Roland Koch, the premier of Opel's home state of
Hesse, Bloomberg discloses the government's loan to Opel expires
Nov. 30.

Opel has "sufficient liquidity in the coming months," Carl-Peter
Forster, GM's top executive in Europe, as cited by Bloomberg, said
yesterday according to Auto Motor und Sport magazine.  "The
problem is we can't start our restructuring, because we still
don't have financing."

                           Options

Bloomberg says GM's board is considering options including keeping
Opel and accepting bids to acquire a majority stake in the unit
from Belgian investment company RHJ International SA as well as
from Canadian auto-parts supplier Magna and its Russian partner
OAO Sberbank.

Brian Parkin and Tony Czuczka at Bloomberg News reports political
analysts said any decision by GM to shun Magna's bid for Opel and
hold on to the German-based carmaker might hurt Chancellor Angela
Merkel's bid to win re-election on Sept. 27.  The German
chancellor has repeatedly said she prefers Magna's plan to buy a
majority stake in Opel over a rival bid by RHJ.

Merkel's handling of Opel has been "anything but a showpiece of
shrewd political bargaining," Bloomberg quoted Uwe Andersen, a
politics professor at the University of Bochum, the western German
city where Opel employs about 5,300 workers, as saying in an
interview.  "She swung behind Magna way too soon and has stuck
with it since, even as realities at GM changed."

                            Decision

James Quinn at The Daily Telegraph reportst that the board of GM
was last night on the brink of voting to retain ownership of its
European Opel business.

According to the Daily Telegraph, the decision, if approved, could
be announced as early as today, Sept. 10, at a press conference in
Berlin.

Citing a source with knowledge of the board's discussions, the
Daily Telegraph states that although a final decision had not been
taken, the option of refinancing had come right up the agenda
during GM's two-day board meeting in Detroit which was
due to end last night.  For Vauxhall, the implication of the
decision, if it comes, is a positive one, as the Magna proposal
had involved not closing any plants in Germany, putting the future
of GM's UK operations at risk, the Daily Telegraph says.  The
refinancing option will still require plants to be closed and/or
mothballed, however, as part of what one source described as a
"far reaching" restructuring plan, the Daily Telegraph notes.

                     About General Motors

Headquartered in Detroit, Michigan, General Motors Corp.
(NYSE: GM) -- http://www.gm.com/-- was founded in 1908.  GM
employs about 266,000 people around the world and manufactures
cars and trucks in 35 countries.  In 2007, nearly 9.37 million GM
cars and trucks were sold globally under the following brands:
Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

GM Europe is based in Zurich, Switzerland, while General Motors
Latin America, Africa and Middle East is headquartered in Miramar,
Florida.

As reported by the Troubled Company Reporter, GM reported net loss
of US$6.0 billion, including special items, in the first quarter
of 2009.  This compares with a reported net loss of US$3.3 billion
in the year-ago quarter.  As of March 31, 2009, GM had
US$82.2 billion in total assets and US$172.8 billion in total
liabilities, resulting in US$90.5 billion in stockholders'
deficit.

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors'
restructuring officer.  GM is also represented by Jenner & Block
LLP and Honigman Miller Schwartz and Cohn LLP as counsel.

Cravath, Swaine, & Moore LLP is providing legal advice to the GM
Board of Directors.  GM's financial advisors are Morgan Stanley,
Evercore Partners and the Blackstone Group LLP.

General Motors changed its name to Motors Liquidation Co.
following the sale of its key assets to a company 60.8% owned by
the U.S. Government.

Bankruptcy Creditors' Service, Inc., publishes General Motors
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by General Motors Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


GIBSON GUITAR: Moody's Gives Negative Outlook, Affirms 'B2' Rating
------------------------------------------------------------------
Moody's Investors Service revised it rating outlook for Gibson
Guitar Corp to negative from stable while at the same time
affirming Gibson's ratings, including its B2 corporate family
rating and B2 senior secured credit facility rating.

The negative outlook reflects Moody's view that Gibson's cushion
under its financial leverage covenant may be very tight over the
next few quarters, especially as the covenant contractually
adjusts in Q1 2010.  Covenant cushion has deteriorated due to the
decline in revenue and earnings in Q1 and Q2 2009.  The risk that
these circumstances will continue in the near to mid term is also
a factor in the negative outlook.  "The negative outlook also
reflects Moody's concern about the company's ability to issue its
2008 audited financial statements within the required waiver
period" said Kevin Cassidy, Senior Credit Officer at Moody's
Investors Service.  Failure to complete the audit by the waiver
deadline, any significant adjustments in previously audited
financial statements or failure to comply with financial
covenants, could result in a downgrade.

The corporate family rating reflects the company's ability to
generate free cash flow, its strong brand names and product
diversification within guitars and its geographic diversification.
In addition to the factors driving the negative outlook, the
rating is constrained by Gibson's modest size with revenue
approximated $300 million and increasing financial leverage.

These ratings were affirmed/assessments revised:

* Corporate family rating at B2;

* Probability-of-default rating at B3;

* $50 million senior secured revolving credit facility due 2011 at
  B2 (LGD 3, 32% from 31%);

* $100 million senior secured term loan B due 2013 at B2 (LGD 3,
  32% from 31%)

Headquartered in Nashville, Tennessee, Gibson Guitar Corp.
primarily manufactures and markets acoustic and electric guitars
under the Gibson and Epiphone brand names.  The company also sells
other stringed instrument and instruments related accessories such
as amplifiers, speakers, and picks/straps.  Revenues for the
twelve months ended June 28, 2009 were approximately $300 million.

The last rating action was taken on July 28, 2008, when Moody's
stabilized the outlook and affirmed all other ratings.


GLOBAL CROSSING: To Raise $650MM in Private Placement of Sr. Notes
------------------------------------------------------------------
Global Crossing Limited intends to offer $650 million of its
senior secured notes due 2015 in a private placement to qualified
institutional buyers in accordance with Rule 144A and Regulation S
under the Securities Act of 1933, as amended.

A portion of the proceeds of the offering will be used to (i)
repay Global Crossing's term loan facility in full, together with
a prepayment penalty and unpaid interest to but not including the
date of repayment and (ii) purchase any and all of GC Impsat
Holdings I Plc's 9.875% senior notes due February 15, 2017 validly
tendered and not withdrawn in the concurrent tender offer by GC
Impsat Holdings I Plc, and to pay accrued and unpaid interest in
connection therewith.  The purpose of the offering is also to
raise capital for general corporate purposes.

The senior secured notes have not been registered under the
Securities Act and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements.

In connection with the offering, the Company intends to deliver a
confidential offering circular to certain qualified institutional
buyers in reliance on Rule 144A under the Securities Act and to
non-US persons in offshore transactions in reliance on Regulation
S under the Securities Act.  The offering circular includes
information that is not included in the Registrant's previously
filed SEC reports which may be of general interest to existing
investors in the Company's other debt and equity securities
currently outstanding.

Excerpts of the offering circular are available at no charge at
http://ResearchArchives.com/t/s?4490

As reported by the Troubled Company Reporter on August 7, 2009,
Global Crossing Ltd. reported $2.32 billion in total assets and
$2.61 billion in total liabilities, resulting in $28.5 million in
stockholders' deficit at June 30, 2009.  Global Crossing's balance
sheet at June 30 also showed strained liquidity, with $749 million
in total current assets, including $268 million in cash and cash
equivalents, against $945 million in total current liabilities.

                       About Global Crossing

Global Crossing (NASDAQ: GLBC) is a global IP solutions provider
with the world's integrated global IP-based network.  The Company
offers a full range of secure data, voice, and video products to
roughly 40% of the Fortune 500, as well as to 700 carriers, mobile
operators and ISPs.  It delivers services to more than 690 cities
in more than 60 countries and six continents around the globe.


GREENWICH STREET: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------------
Debtor: Greenwich Street Developers, LLC
        133 Greewich Street
        New York, NY 10006

Case No.: 09-15440

Type of Business: The Debtor operates a real estate business.

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Allan L. Gropper

Debtor's Counsel: Kevin J. Nash, Esq.
            Goldberg Weprin Finkel Goldstein LLP
            1501 Broadway
            22nd Floor
            New York, NY 10036
            Tel: (212) 301-6944
            Fax: (212) 422-6836
            Email: KJNash@Finkgold.com

Estimated Assets: $10,000,001 to $50,000,000

Estimated Debts: $10,000,001 to $50,000,000

The petition was signed by Jacob Sabo.

Debtor's List of 1 Largest Unsecured Creditor:

  Entity                       Nature of Claim        Claim Amount
  ------                       ---------------        ------------
Airtek Environmental Corp.                            Unknown
39 W. 38th St.
New York, NY 10018


HAIGHTS CROSS: Has Lenders' Support for Chapter 11 Filing, Plan
---------------------------------------------------------------
Haights Cross Communications, Inc., said that on September 3,
2009, it entered into a plan support agreement with holders of
100% of its senior secured term loan and holders of more than 80%
of its 11.75% Senior Notes pursuant to which the Company will
pursue, among other things, a restructuring of the Company's
Credit Agreement, 11.75% Senior Notes and HCC's 12.5% Senior
Discount Notes.  The planned restructuring is intended to
substantially reduce the Company's outstanding indebtedness and
improve cash flows, including cash flows available for investing
in the Company's products and other growth opportunities.  As this
transaction is planned to be solely a restructuring of the
Company's funded debt, no changes in the Company's operating
businesses, Triumph Learning and Recorded Books, are planned in
the restructuring.  As such, the Plan Support Agreement
contemplates that the Company's obligations to its trade creditors
and employees will be unimpaired and paid in full.

Paul J. Crecca, HCC's President and Chief Executive Officer,
commented, "We are pleased to have reached an agreement with such
a significant portion of our term loan lenders and noteholders on
a long-term solution to improve our capital structure.  The
overall effect of the planned restructuring will be to reduce our
existing indebtedness from over $380 million to approximately $180
million of new secured term debt, and extending the maturity of
our debt until no earlier than three years from the effectiveness
of the Plan.  We believe this deleveraging and maturity extension
will enable the Haights Cross companies to pursue important growth
opportunities notwithstanding the current difficult economic
conditions.  Triumph Learning and Recorded Books plan to continue
operations as normal through the Haights Cross debt restructuring,
during which we plan to continue to acquire rights and publish new
products, market and sell all of our products to all customer
segments, and provide excellent customer service as we always
have."

Under the terms of the Plan Support Agreement, the Company intends
to implement its debt restructuring through a prepackaged or pre-
negotiated Chapter 11 filing.  The lenders and noteholders party
to the Plan Support Agreement have agreed to support the
restructuring.

The Company had entered into a number of forbearance agreements
pursuant to which the Lenders agreed to forbear exercising any
rights and remedies under the Credit Agreement primarily relating
to certain financial covenant and reporting defaults.  Under the
most recent forbearance agreement, as extended on September 3,
2009, the Lenders have agreed to forbear exercising any rights and
remedies relating to certain specified forbearance items with
respect to the Credit Agreement until the occurrence of the
Termination Date under and as defined in the Plan Support
Agreement, subject to the right of earlier termination in certain
other limited circumstances.

                    Terms of the Chapter 11 Plan

According to a filing with the Securities and Exchange Commission,
the proposed Plan contemplates that on its effective date:

   -- reorganized HCOC will issue new first lien notes in an
      aggregate principal amount of $100 million, with a term of
      three years and interest accruing at a rate of LIBOR plus
      1,000 basis points per annum (with a floor of 300 basis
      points per annum);

   -- reorganized HCOC will issue new second lien notes in an
      aggregate principal amount of $80 million, with a term of
      four years and interest accruing at a rate of LIBOR plus
      1,300 basis points per annum (with a floor of 300 basis
      points per annum);

   -- all amounts owed under the terms of the Credit Agreement
      will be an allowed claim and repaid in full; provided,
      however, that in the event the Company, notwithstanding its
      commercially reasonable best efforts, is unable to procure
      financing (on terms no less favorable than those offered by
      the Plan Support Parties in the form of the New First Lien
      Notes) in an amount sufficient to be able to make such cash
      payment, each Lender shall receive New First Lien Notes in
      an aggregate principal amount equal to such allowed claim
      amount;

   -- each holder of a Senior Note will receive its pro-rata share
      of (i) the New Second Lien Notes; (ii) 92% of the issued and
      outstanding common stock of the reorganized Company, subject
      to dilution for a Rights Offering, if consummated, and any
      Exit Warrants; plus (iii) the proceeds of the Rights
      Offering;

   -- so long as the class representing the Senior Discount Notes
      has voted to accept the Plan, each holder of a Senior
      Discount Note will receive its pro-rata share of: (i) 8% of
      the issued and outstanding New Common Stock, subject to
      dilution for the Rights Offering, if consummated, and any
      Exit Warrants; (ii) a right to purchase New Common Stock
      pursuant to the Rights Offering; and (iii) the Exit
      Warrants;

   -- each allowed general unsecured claim, including trade
      creditors, will remain unimpaired and will be paid in full;
      and

   -- holders of common stock or other equity interests will not
      receive any amounts on account of their equity interests,
      which will be cancelled.

If applicable, the Rights Offering will entitle each holder of a
Senior Discount Note to participate in a $32.5 million rights
offering to acquire New Common Stock.  The Exit Warrants will have
a term of three years and allow the holders to purchase up to 10%
of the Company's New Common Stock as of the Plan Effective Date.
The per share strike price of the warrants and per share exercise
price of the rights will be based on: (i) the aggregate principal
amount of the New First Lien Notes, plus (ii) the aggregate
principal amount of the Senior Notes, plus accrued but unpaid
interest thereon through the filing of petitions under Chapter 11
of the Bankruptcy Code, less (iii) the net cash of the reorganized
Company on the Plan Effective Date in excess of $15 million.  All
ownership percentages described above will be subject to dilution
for management incentive equity awards, if any.

A copy of the Plan Support Agreement is available for free at:

              http://researcharchives.com/t/s?4497

             About Haights Cross Communications

Founded in 1997 and based in White Plains, NY, Haights Cross
Communications is a premier educational and library publisher
dedicated to creating the finest books, audio products,
periodicals, software and online services, serving the following
markets: K-12 supplemental education, public and school libraries,
and consumers.  Haights Cross companies include: Triumph Learning,
Buckle Down Publishing and Options Publishing, and Recorded Books.
For more information, visit www.haightscross.com. Triumph Learning
is HCC' s test-preparation and intervention business and is
comprised of its Coach, Buckle Down, and Options brands. Recorded
Books is a leading publisher of unabridged audiobooks and other
audio media for libraries, schools, and consumers, with operations
in the U.S., U.K. and Australia.

Haights had total assets of $232,388,000 against total debts of
$432,741,000 as of June 30, 2009.


GRAND SEAS RESORT: Files Chapter 11 in Miami
--------------------------------------------
Grand Seas Resort Partners filed a Chapter 11 petition on Sept. 8
in Miami (Bankr. S.D. Fla. Case No. 09- 28973).

The Company owes $14.2 million to secured lender Textron Financial
Corp.  Grand Seas filed Chapter 11 when Textron declared a default
and cut off financing, Bloomberg's Bill Rochelle said.

Grand Seas Resort Partners is the owner of a 175-unit time- share
condominium on the oceanfront in Ormond Beach, Florida.  The
project has 800 unsold time-share units.  It claims that its
condominium project is worth $19 million.


GREENWICH STREET DEVELOPERS: Files Chapter 11 in Manhattan
----------------------------------------------------------
Greenwich Street Developers LLC and affiliate Tampa Enclave
52 LLC filed Chapter 11 petitions on Sept. 9 in Manhattan (Bankr.
S.D.N.Y. Case Nos. 09-15440 and 09-15441) to protect their
properties from foreclosure.

According to Bloomberg's Bill Rochelle, Greenwich owns an 8,800-
square-foot parcel at 133 Greenwich Street in Manhattan that was
to be developed into a 203-room luxury hotel.  Tampa Enclave has
144 unsold units in a condominium project in Tampa, Florida.

The Bloomberg report relates that U.S. Bank NA has a $39 million
mortgage on the New York property, which doesn't generate income.
The initiation of foreclosure prompted the Chapter 11 filing.
Compass Bank has an $18 million mortgage on the Tampa project.

Greenwich Street and Tampa Enclave are controlled by OFEK
International Real Estate Ltd., which is in insolvency proceedings
in Israel following the death last year of its principal, Elie
Berdugo.


HARRAH'S ENTERTAINMENT: Unit Proposes to Issue $720MM of Sr. Notes
------------------------------------------------------------------
Harrah's Entertainment, Inc., said its direct, wholly owned
subsidiary, Harrah's Operating Company, Inc., is proposing to
issue $720 million aggregate principal amount of senior secured
notes due 2017 in a private offering that is exempt from the
registration requirements of the Securities Act of 1933, as
amended.  The Notes are to be issued under the same indenture
governing the 11-1/4% Senior Secured Notes due 2017 that were
issued on June 10, 2009.

On September 8, 2009, the Company priced $720,000,000 aggregate
principal amount of 11-1/4% senior secured notes due 2017 at an
issue price of 100.0%, plus accrued interest from June 10, 2009.
The transaction is subject to a number of closing conditions.

Harrah's intends to use the net proceeds from this private
offering to repay a portion of Harrah's existing term loan and
revolving credit indebtedness under HOC's senior secured credit
facilities.

The Notes are being offered only to qualified institutional buyers
in reliance on Rule 144A under the Securities Act, and outside the
United States, only to non-U.S. investors pursuant to Regulation
S. The Notes will not be initially registered under the Securities
Act or any state securities laws and may not be offered or sold in
the United States absent an effective registration statement or an
applicable exemption from registration requirements or a
transaction not subject to the registration requirements of the
Securities Act or any state securities laws.

The Company filed Offering Memorandum Excerpts with the SEC.  A
full-text copy of the Disclosure in connection with the
distribution of the offering memorandum for $720,000,000 aggregate
principal amount of 11-1/4% senior secured notes due 2017, is
available at no charge at http://ResearchArchives.com/t/s?4491

                  About Harrah's Entertainment

Las Vegas, Nevada-based Harrah's Entertainment, Inc. --
http://www.harrahs.com/-- operates nearly 40 casinos across the
United States, primarily under the Harrah's(R), Caesars(R) and
Horseshoe(R) brand names; Harrah's also owns the London Clubs
International family of casinos and the World Series of Poker(R).
Private equity firms Apollo Global Management and TPG Capital LP
acquired Harrah's in January for $31 billion.

As of June 30, 2009, the Company had $30.7 billion in total assets
and total current liabilities of $1.71 billion, long-term debt of
$19.3 billion, deferred credits and other of $718.2 million,
deferred income taxes of $5.74 billion, and preferred stock of
$2.46 billion.

As of March 31, 2009, the Company's consolidated condensed balance
sheets showed total assets of $31.9 billion, total liabilities of
$31.1 billion and preferred stock of $2.3 million, resulting to
stockholders' deficit of $1.5 million.

                            *    *    *

The Troubled Company Reporter said June 15, 2009, that Standard &
Poor's Ratings Services raised its corporate credit ratings on
Harrah's Entertainment and Harrah's Operating to 'CCC+' from
'CCC', reflecting S&P's assessment that the recent capital raise,
combined with an amendment to certain terms of HOC's senior
secured credit facilities, has alleviated S&P's concerns that
given S&P's expectation for operating performance this year, HOC
would not be able to remain in compliance with its senior secured
leverage ratio covenant.  In addition, S&P raised the issue-level
rating on HOC's senior secured credit facilities to 'B' (two
notches higher than the 'CCC+' corporate credit rating) from 'B-'.
The recovery rating on these loans remains at '1', indicating
S&P's expectation of very high (90% to 100%) recovery for lenders
in the event of a payment default.


HARRAH'S OPERATING: S&P Affirms 'B' Rating on Senior Secured Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its issue-level and
recovery ratings on the 11.25% senior secured notes due 2017 of
Harrah's Operating Co. Inc., a wholly owned subsidiary of Harrah's
Entertainment Inc.  The affirmation follows a $720 million add-on
to the notes, bringing the total size of the issue to about
$2.1 billion.  The notes are rated 'B' (two notches higher than
the 'CCC+' corporate credit rating on the company) with a recovery
rating of '1', indicating S&P's expectation of very high (90% to
100%) recovery for noteholders in the event of a payment default.

Proceeds from the notes will predominantly be used to repay
existing debt outstanding under the senior secured credit
facility.  Under the conditions of an amendment executed in
conjunction with the $1.375 billion capital raise completed in
early June 2009, as long as 90% of the proceeds from this capital
raise are used to permanently reduce bank debt, these notes will
be excluded from the senior secured leverage ratio covenant
calculation.

At the same time, S&P affirmed all of its existing ratings on HET
and HOC, including the 'CCC+' corporate credit rating.  The rating
outlook is developing.

"The 'CCC+' corporate credit rating reflects Harrah's weak credit
metrics and limited liquidity," said Standard & Poor's credit
analyst Ben Bubeck.  "In addition, the rating reflects S&P's
expectation for continued negative trends in net revenues and
EBITDA over the next few quarters, which could challenge the
company's ability to service its debt obligations given extremely
thin EBITDA coverage of interest.  The company's ability to
weather the current downturn relies on a continued moderation of
revenue and cash flow declines, or a further restructuring of its
debt obligations."

S&P upgraded its corporate credit rating on Harrah's in June 2009
to 'CCC+' from 'CCC' following the completion of a $1.375 billion
capital raise, which was completed in conjunction with an
amendment to certain terms of HOC's senior secured credit
facilities.  Those transactions alleviated S&P's concerns around
Harrah's ability to remain in compliance with its senior secured
leverage ratio covenant, despite S&P's expectation for weak
operating performance this year.  The proposed $720 million notes
would further increase the company's cushion relative to its
senior secured leverage ratio covenant, while modestly increasing
interest expense.

However, Harrah's credit measures remain weak.  At the HET level,
S&P expects operating lease-adjusted debt leverage, including
$6.5 billion of commercial mortgage-backed securities debt and
$2.5 billion of payment-in-kind preferred equity (which S&P
consider debt-like), to increase to more than 12x by the end of
2009, and EBITDA coverage of interest to track around 1.0x.  This
incorporates S&P's expectation that EBITDA will fall in the mid-
teens percentage area this year, largely due to continued weak
visitation and spending trends in the Las Vegas and Atlantic City
markets.


HD SUPPLY: Moody's Reviews 'B3' Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service placed the B3 Corporate Family Rating
and Probability of Default Rating of HD Supply, Inc. under review
for possible downgrades.  Additionally, these debt instruments
were placed under review for possible downgrade: senior secured
revolving credit facility due 2012, rated Ba3; senior secured
revolving credit facility due 2013, rated Ba3; senior unsecured
notes due 2014, rated Caa1; and, senior subordinated PIK notes due
2015, rated Caa2.  In a related rating action Moody's affirmed the
senior secured term loan due 2012 at Baa1, reflecting the
guarantee provided by the Home Depot, Inc.  The speculative grade
liquidity rating remains SGL-2.

The review of HDS' ratings will focus on the degree to which the
company can generate free cash flow and improve its credit metrics
in the face of eroding demand and tight credit markets.  The
review will also concentrate on the potential for additional debt
repurchases at deep discounts since the company has about
$3 billion of committed facilities maturing in 2012.

HDS is highly leveraged driven due primarily to the large amount
of debt incurred in a leveraged buyout in August 2007.  For the
last twelve months through May 3, 2009, EBIT/cash interest was
under 0.5x and debt/EBITDA was 10.1x (all ratios adjusted per
Moody's methodology).  Moody's notes that the leverage would have
been about 10.5x if HDS did not repurchase $267 million of debt
and accrued interest in 1Q 05/09.  The prospect of lower earnings
due to the downturn in HDS' end markets could result in credit
metrics worsening over the intermediate term.

HDS' SGL-2 speculative grade liquidity rating reflects Moody's
belief that the company will maintain a good liquidity profile
over the next twelve months.  Even though operating cash flow may
be adversely impacted by the current downturn in the domestic
economy, significant cash balances and availability under the
company's committed credit facility should be adequate to make up
any potential shortfalls in funding the company's normal operating
requirements and capital spending needs.  At 1Q 05/09 cash on hand
totaled $587 million and availability under the asset-based
revolving credit was $376 million, aggregating to $963 million in
combined liquidity.

The last rating action was on October 6, 2008, at which time
Moody's downgraded the Corporate Family Rating to B3.

HDS' ratings were assigned by evaluating factors Moody's believes
are relevant to the credit profile of HDS, such as i) the business
risk and competitive position of the company versus others within
its industry, ii) capital structure and financial risk of the
company, iii) the projected performance of the company over the
near to intermediate term, and iv) management's track record and
tolerance for risk.  These attributes were compared against other
issuers both within and outside of HDS' core industry and HDS'
ratings are believed to be comparable to those of other issuers of
similar credit risk.

HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the
largest wholesale distributors supporting primarily three market
sectors including Infrastructure and Energy; Maintenance, Repair &
Improvement; and, Specialty Construction.  HDS operates through
nearly 790 locations throughout the U.S. and Canada serving
contractors, government entities, maintenance professionals, home
builders and professional businesses.  Revenues for the last
twelve months through May 3, 2009, totaled approximately
$9.2 billion.


HERCULES CHEMICAL: Files Chapter 11 Plan With Asbestos Trust
------------------------------------------------------------
Hercules Chemical Co. will seek approval of the disclosure
statement explaining its proposed reorganization plan at a hearing
on Oct. 5, Bill Rochelle at Bloomberg News reports.

Mr. Rochelle relates that the Chapter 11 plan is designed to rid
the Company of present and future asbestos personal injury claims.
The Plan will create a trust to pay all asbestos claims.
Unsecured creditors with an estimated $1.8 million in claims are
to split $720,000, resulting to a recovery of about 40%.  The
employee stock ownership plan trust is to remain the company's
owner.

Hercules Chemical Co., Inc., filed for Chapter 11 bankruptcy
protection on September 18, 2008, with the U.S. Bankruptcy Court
for the District of New Jersey (Case No. 08-27822), blaming the
costs of asbestos-related lawsuits.  The asbestos suits arose from
a furnace cement product made between 1939 and 1983.

The Debtor first filed for bankruptcy on August 22, 2008, in the
U.S. Bankruptcy Court for the Western District of Pennsylvania
(Case No. 08-25553)) but the case was transferred to New Jersey,
where it is incorporated.

Gregory L. Taddonio, Esq., and Paul M. Singer, Esq., at Reed
Smith LLP, represent the Debtor.  Meyer, Unkovic & Scott LLP
represents the Debtor's Future Asbestos Personal Injury
Claimants.  When the Debtor filed for protection from its
creditors, it listed assets and debts between $10 million and
$50 million.


IDEARC INC: To Begin Soliciting Votes on Amended Plan
-----------------------------------------------------
Idearc Inc. (Pink Sheets: IDARQ) said that the U.S. Bankruptcy
Court for the Northern District of Texas, Dallas Division, has
approved the disclosure statement filed in connection with
Idearc's proposed First Amended Joint Plan of Reorganization and
has authorized Idearc to begin the process for soliciting approval
from eligible creditors for the Plan.  With these developments,
Idearc is positioned to emerge from Chapter 11 protection before
year end.  A confirmation hearing for the Court to consider
approval of the Plan has been scheduled for early December 2009.

Idearc expects to emerge from its reorganization process with an
appropriate capital structure to support its future strategic
business plans and objectives.  Under the proposed Plan, the
Company's total debt will be reduced from approximately $9 billion
to approximately $2.75 billion of secured bank debt, with the
remainder of the Company's current bank debt and bonds converted
to new equity.  Upon emergence from Chapter 11, the Company will
have a cash balance of approximately $150 million.

"The Court's approval of the Disclosure Statement and its
authorization to begin the process for soliciting approval of our
Plan, signals the latest step toward emergence from Chapter 11,"
said Scott W. Klein, chief executive officer of Idearc Inc.

"In addition to this Plan - which strengthens our organization
financially - we have been continuing with our mission of becoming
America's advertising agency for local businesses.  New
initiatives benefiting consumers and businesses like our
SuperGuaranteeSM and SuperTradeExchangeSM programs, and our focus
on applying a more strategic approach to every facet of our
business, is transforming Idearc for the future," Mr. Klein said.

Notices of the confirmation hearing will be mailed to parties in
interest.

Upon confirmation of the Plan, current holders of Idearc's common
stock will not receive any distributions following emergence and
their equity interests will be cancelled and have no value once
the Plan becomes effective.

                         About Idearc Inc

Headquartered in DFW Airport, Texas, Idearc, Inc. (NYSE: IAR) --
http://www.idearc.com/-- formerly known as Directories
Disposition Corporation, provides yellow and white page
directories and related advertising products in the United States
and the District of Columbia.  Products include print yellow
pages, print white pages, Superpages.com, Switchboard.com and
LocalSearch.com, the company's online local search resources, and
Superpages Mobile, their information directory for wireless
subscribers.   Idearc is the exclusive official publisher of
Verizon print directories in the markets in which Verizon is
currently the incumbent local exchange carrier.  Idearc uses the
Verizon brand on their print directories in their incumbent
markets, well as in their expansion markets.

Idearc and its affiliates filed for Chapter 11 protection on
March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828).  Toby L.
Gerber, Esq., at Fulbright & Jaworski, LLP, represents the Debtors
in their restructuring efforts.  The Debtors have tapped Moelis &
Company as their investment banker; Kurtzman Carson Consultants
LLC as their claims agent.  William T. Neary, the United States
Trustee for Region 6, appointed six creditors to serve on an
official committee of unsecured creditors of Idearc, Inc., and its
debtor-affiliates.  The Committee selected Mark Milbank, Tweed,
Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co-
counsel.  The Debtors' financial condition as of Dec. 31, 2008,
showed total assets of $1,815,000,000 and total debts of
$9,515,000,000.


INLET RETAIL: Inlet Square Sold to Secured Lender Rait
------------------------------------------------------
Inlet Retail Associates LLC, the owner of the Inlet Square
mall in Murrells Inlet, South Carolina, is being sold to the
lender Rait Partnership LP, the holder of an $18.7 million
secured claim, Bill Rochelle at Bloomberg reported.  The
transaction is to be carried out through a Chapter 11 plan
confirmed at the end of August.  Rait is exchanging $3.5 million
of debt for the mall.

Headquartered in Irvine, California, Inlet Retail Associates, LLC,
filed for Chapter 11 protection March 20, 2009, (Bankr. Case No.:
09-02083).  Ivan N. Nossokoff, LLC, represents the Debtor in its
restructuring efforts.  The petition says that the Debtor has
assets and debts of $10 million to $50 million.


INT'L AEROSPACE: Existence Dependent on Halting Recurring Losses
----------------------------------------------------------------
International Aerospace Enterprises Inc.'s balance sheet at
June 30, 2009, showed total assets of $1,325,172 and total
liabilities of $18,974,953, resulting in a stockholders' deficit
of $17,649,781.

For three months ended June 30, 2009, the Company posted a net
loss of $28,667,861 compared with a net loss of $319,163 for the
same period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $30,038,885 compared with a net loss of $2,364,909 for the same
period in 2008.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company noted that for the
six-month periods ended June 30, 2009, and 2008, the Company
incurred operating losses of $30,308,885 and $2,364,909,
respectively.  In addition, the Company has a deficiency in
stockholders equity of $17,649,781 and $3,462,694 at June 30,
2009, and Dec. 31, 2008, respectively.

The Company added that its existence is dependent upon
management's ability to develop profitable operations.  The
management is devoting substantially all of its efforts to
establishing its business and there can be no assurance that the
Company's efforts will be successful.  However, the planned
principal operations have not fully commenced and no assurance can
be given that management's actions will result in profitable
operations or the resolution of its liquidity problems.

In order to improve the Company's liquidity, the Company is
actively pursuing additional equity financing through discussions
with investment bankers and private investors.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?446b

International Aerospace Enterprises, Inc. (OTC:IARO) fka LifeStem
International, Inc., is a provider of military aircraft spare
parts.  IAE's provides military aircraft spare parts to the United
States Defense Department and its International Allies for the end
users requiring spare parts in order to maintain their military
aircraft.  The Company's assembly, inventory storage, and shipping
facilities are located in Covina, California.


IRIDIUM OPERATING: Court Sends Plan to Creditors for Voting
-----------------------------------------------------------
Iridium Operating LLC obtained approval from Judge James Peck of
the U.S. Bankruptcy Court for the Southern District of New York of
the disclosure statement explaining its proposed Chapter 11 plan
of liquidation.  Iridium will now send its plan for voting, which
could dictate the outcome of the Chapter 11 case.

According to court documents, Iridium Operating will seek
conversion of its case to Chapter 7 liquidation if creditors don't
vote in favor of the plan.

Under the Plan, general unsecured claims will get less than 1%
while stockholders get nothing.  Secured claims will get 100 cents
on the dollar.

According to Bloomberg News, deadline to submit ballots is on
October 19.  If the solicitation of votes is successful, Iridium
Operating will present its plan for confirmation at a hearing on
October 28.

On May 20, 2008, the Hon. James M. Peck of the United States
Bankruptcy Court for the Southern District of New York approved a
global settlement of disputes between Motorola, Inc., and Iridium.
Approval of this settlement resolves in Motorola's favor, at no
out of pocket cost to Motorola, all pending claims against the
Motorola arising out of Iridium's bankruptcy proceedings.  Under
the settlement, Iridium was to distribute $16 million to unsecured
creditors on claims of $1.6 billion, or a 1 percent recovery. The
accord gave $34 million to bank lenders, along with a 5 percent
interest in a related company, Iridium Holdings LLC, a parent of
successor Iridium Satellite LLC.

The current plan, filed Sept. 4 in bankruptcy court, provides for
the distribution of assets to creditors as called for in the 2008
settlement, Tiffany Kary at Bloomberg relates.

Bloomberg recalls that Iridium creditors claimed $4.3 billion
against Motorola, and Motorola had claims worth $1.5 billion
against Iridium for pre-bankruptcy contracts as well as a
$675 million claim for bankruptcy administrative costs.
Iridium also was pursuing recoveries from Motorola that it said
were worth $2 billion, under a trust funded with $47 million to
cover legal costs.  Some of its claims included allegations that
Motorola officials breached their fiduciary duty or had known that
Iridium's bulky satellite phones, which often didn't work indoors,
were destined to fail.

                    About Iridium Operating

Iridium Operating LLC used to develop and deploy global wireless
personal communication systems.   Iridium was a spinoff from
Schaumburg, Illinois-based Motorola.

It was formerly a unit of Motorola Inc.  On August 19, 1999, some
holders of Iridium's senior notes filed an involuntary chapter 11
petition (Bankr. S.D.N.Y. Case No: 99-45005) against Iridium and
its subsidiary Capital Corp.  At that time, the Debtors were
highly leveraged with $3.9 billion in secured and unsecured debt.
On the
same date, Iridium and 7 other subsidiaries filed voluntary
chapter 11 petitions in Delaware.  They consented to the
jurisdiction of the N.Y. Court in Sept. 7, 1999.

William J. Perlstein, Esq., and Eric R. Markus, Esq., at Wilmer,
Cutler & Pickering represent the Debtors in their restructuring
efforts.  John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP
represent the petitioning creditors: Magten Partners, Wall
Financial Investments (USA) Ltd., and Canyon Capital Advisors LLC,
as Fund Manager for The Value Realization Fund, L.P.  Bruce
Weiner, Esq., at Rosenberg, Musso & Weiner LLP, represent the
Official Committee of Unsecured Creditors.

Iridium's operating unit sold all of its operating assets in 2000
to Iridium Satellite.


JAZZ PHARMACEUTICALS: June 30 Balance Sheet Upside-Down by $89,000
------------------------------------------------------------------
Jazz Pharmaceuticals, Inc.'s balance sheet showed total assets of
$108,574,000 and total liabilities of $197,472,000, resulting in a
stockholders' deficit of $88,898.

For three months ended June 30, the Company reported a net income
of $2,171,0000 compared with a net loss of $51,880,000

For six months ended June 30, the Company posted a net loss of
$10,817,000 compared with a net loss of $98,589,000 for the same
period in 2008.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4485

On March 26, 2009, Ernst & Young LLP in Palo Alto, California,
expressed substantial doubt about Jazz Pharmaceuticals, Inc.'s
ability to continue as a going concern after auditing the
Company's financial statements for the fiscal years ended Dec. 31,
2008, and 2007.  The auditor noted the Company's recurring losses
from operations and net capital deficiency.

                 About Jazz Pharmaceuticals, Inc.

Jazz Pharmaceuticals, Inc. -- http://www.jazzpharmaceuticals.com/
-- is a specialty pharmaceutical company that identifies, develops
and commercializes innovative treatments for important,
underserved markets in neurology and psychiatry.


J O AND SONS: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: J O and Sons LLP
        300 South Orange Grove Blvd., Unit 2
        Pasadena, CA 91105

Bankruptcy Case No.: 09-34258

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Debtor's Counsel: Robert M. Yaspan, Esq.
                  Law Offices of Robert M Yaspan
                  21700 Oxnard St Ste 1750
                  Woodland Hills, CA 91367
                  Tel: (818) 905-7711
                  Fax: (818) 501-7711
                  Email: ryaspan@yaspanlaw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $10,000,001 to $50,000,000

A full-text copy of the Debtor's petition, including a list of its
18 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/cacb09-34258.pdf

The petition was signed by James Yang, manager of the Company.


JAZZ PRODUCTS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Jazz Products, LLC
           fdba Ribi Tech Products, LLC
        110 Ethel Road W Unit 2
        Piscataway, NJ 08854

Bankruptcy Case No.: 09-33687

Chapter 11 Petition Date: September 8, 2009

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Raymond T. Lyons, Jr.

Debtor's Counsel: Timothy P. Neumann, Esq.
                  Broege, Neumann, Fischer & Shaver
                  25 Abe Voorhees Drive
                  Manasquan, NJ 08736
                  Tel: (732) 223-8484
                  Email: tneumann@bnfsbankruptcy.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A full-text copy of the Debtor's petition, including a list of its
20 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/njb09-33687.pdf

The petition was signed by Jack Benun, manager & CEO of the
Company.


JON J. PETERSON: Inconsistent Bidding Procedures Not Approved
-------------------------------------------------------------
WestLaw reports that due process required that the bidding
procedures for the sale of a Chapter 11 debtor's assets be
consistent with the notice provided to creditors.  Therefore, the
bidding procedures had to allow a sale subject to the satisfaction
of the same contingencies related to financing, environmental
issues, and the exercise of due diligence during a similar period
of 45 days from the execution of the winning bidder's contract as
were included in the asset purchase agreement serving as the model
for competing bids.  The deletion of the contingencies from the
bidding procedures would change a material provision of what the
debtor had noticed to creditors.  Although the debtor's counsel
warned that the secured creditors could refuse their consent for
an auction with contingencies, the secured creditors had to accept
bidding procedures which satisfied the mandate for fairness if
they desired the benefits of a sale in Chapter 11.  In re Jon J.
Peterson, Inc., --- B.R. ----, 2009 WL 2768954 (Bankr. W.D.N.Y.)
(Bucki, J.).

Jon J. Peterson, Inc., d/b/a Holiday Harbor, d/b/a Holiday Harbor
Marina, owns and operates a marina located on the shores of Lake
Chautauqua in the town of Celeron, N.Y.  Its business includes the
sale, restoration, storage and servicing of boats.  On November
14, 2008, the corporation filed a chapter 11 petition (Bankr.
W.D.N.Y. Case No. 08-15082).  Asserting that the interests of
creditors might best be served through a liquidation of assets,
the debtor obtained an order dated April 23, 2009, which
authorized the appointment of a real estate broker.  After showing
the property to several prospects, the broker identified The
Boatworks, LLC, as a purchaser of virtually all of the debtor's
assets for $1.3 million.  On June 30, 2009, Boatworks and the
debtor signed a purchase agreement.  On August 20, 2009, Judge
Bucki ruled that the debtor's motion to approve bidding procedures
will be denied unless the auction is subject to the same
contingencies recited in the Asset Purchase Agreement, and unless
the proposed breakup fee is limited to $6,000.  To the extent that
the debtor and Boatworks can accept these provisions, Judge Bucki
says, they may incorporate them into a revised order setting the
terms and conditions of the bidding process.

Daniel F. Brown, Esq., and Beth Ann Bivona, Esq., at Damon Morey
LLP, in Buffalo, N.Y., represent the Debtor.


KEARNEY CONSTRUCTION: Taps Stichter Riedel as Counsel
-----------------------------------------------------
Kearney Construction Co. LLC asks the U.S. Bankruptcy Court for
the Middle District of Florida for permission to employ Stichter,
Riedel, Blain & Prosser P.A., as its counsel.

The firm has agreed to, among other things:

   a) render legal advice with respect to the Debtor's powers and
      duties as a debtor in possession, the continued operation of
      the Debtor's business, and the management of its property;

   b) prepare on behalf of the Debtor necessary motions,
      applications, orders, reports, pleadings, and other legal
      papers;

   c) appear before this Court, any appellate courts, and the
      United States Trustee to represent and protect the interests
      of the Debtor;

   d) take all necessary legal steps to confirm a plan of
      reorganization; and

   e) represent the Debtor in all adversary proceedings, contested
      matters, and matters involving administration of this case,
      both in federal and in state courts.

Papers filed with the Court did not disclose the firm's hourly
rates for its professionals.

The Debtor assures the Court that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

Florida-based Kearney Construction Co. LLC is among the oldest and
largest site developers in the Tampa Bay area.  It was founded in
1956.  It has done site development on many largest commercial
projects in the region, including International Plaza at Bay
Street and Citrus Park Mall.

The Company filed for Chapter 11 bankruptcy protection on
August 26, 2009 (Bank. M.D. Fla. Case No. 09-18848).  Kearney
Construction Company, Inc.; AVT Equipment, LLC; Florida Equipment
Co., LLC; Florida Equipment Co., LLC; and Florida Trucking
Company, Inc., also filed for bankruptcy.  Stephen R. Leslie,
Esq., at Stichter, Riedel, Blain & Prosser, assists in Kearney
Construction's restructuring efforts.  The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


KEARNEY CONSTRUCTION: Wants to File Schedules by September 25
-------------------------------------------------------------
Kearney Construction Co., LLC, and its debtor-affiliates ask the
U.S. Bankruptcy Court for the Middle District of Florida to extend
until Sept. 25, 2009, the time to file their schedules of assets
and liabilities and statements of financial affairs.

Headquartered in Tampa, Florida, Kearney Construction Co., LLC,
operates a construction business.  The Company and certain of its
affiliates filed for Chapter 11 on Aug. 26, 2009 (Bankr. M.D. Fla.
Case No. 09-18848).  Two if its debtor-affiliates filed for
separate Chapter 11 on June 4, 2009.  Stephen R. Leslie, Esq., at
Stichter, Riedel, Blain & Prosser, represents the Debtors in their
restructuring efforts.  In their petition, Kearney listed assets
and debts both ranging from $10,000,001 to $50,000,000.


LANDRY'S RESTAURANTS: Taps Moelis as Financial Advisor; Sale Poss.
------------------------------------------------------------------
Landry's Restaurants, Inc., reported that on August 14, 2009, its
Board of Directors appointed a special committee comprised of
independent directors of the Company and authorized the Special
Committee to review strategic alternatives for the Company,
including a possible sale of the Company.  The Special Committee
has retained independent legal advisors and engaged Moelis &
Company LLC as its financial advisor.

On September 4, 2009, the Special Committee received a letter from
Tilman J. Fertitta, Chairman, President and CEO, expressing his
desire to enter into formal discussions with the Special Committee
regarding a going-private transaction and a related tax-free spin-
off of the Company's wholly-owned subsidiary, Saltgrass, Inc.  In
the transaction, Mr. Fertitta would acquire all of the shares of
the Company's common stock that he does not currently own and the
Company's stockholders, including Mr. Fertitta, would receive
shares of Saltgrass in exchange for their shares of the Company's
common stock.  The stockholders other than Mr. Fertitta would
receive a greater percentage of shares of Saltgrass than would
Mr. Fertitta.  It is expected that Saltgrass would be a reporting
company under the Securities Exchange Act of 1934, as amended, and
would be listed for trading on a national securities exchange as
of the closing of the transaction.  Mr. Fertitta further indicated
that he would be willing to have approval of the transaction
conditioned on the affirmative vote of the holders of a majority
of the Company's common stock not owned by him.  Mr. Fertitta also
noted as part of the transaction that he anticipated refinancing
the Company's outstanding debt and Saltgrass would have stand-
alone debt at an appropriate level with terms supportive of higher
unit growth.

The Special Committee has informed Mr. Fertitta that it will not
be prepared to make a recommendation regarding any transaction
with him, if at all, unless and until such time that it has had
the opportunity to explore alternative proposals and concludes
that in its business judgment it believes that Mr. Fertitta's
proposal is superior to any other proposal.

There can be no assurance that any agreement on financial or other
terms satisfactory to the Special Committee will be reached with
Mr. Fertitta.

There can be no assurance regarding the timing of or whether the
Special Committee will elect to pursue any of the strategic
alternatives it may consider, or that any such alternatives will
result in changes to the Company's plans or will be consummated
and there is no certainty that any strategic alternative will
involve a transaction for shareholders at a share price equal to
or above the current trading price of the Company's shares.

                   About Landry's Restaurants

Landry's Restaurants, Inc., is a national, diversified restaurant,
hospitality and entertainment company principally engaged in the
ownership and operation of full-service, casual dining
restaurants, primarily under the names of Rainforest Cafe,
Saltgrass Steak House, Landry's Seafood House, Charley's Crab, The
Chart House, and the Signature Group of restaurants.  The Company
is also engaged in the ownership and operation of select
hospitality businesses, including the Golden Nugget Hotel & Casino
in Las Vegas and Laughlin, Nevada.

As reported by the TCR on July 28, 2009, Standard & Poor's Ratings
Services said that it revised the outlook on the Houston, Texas-
based Landry's Restaurants Inc. to negative from stable.  At the
same time, S&P affirmed the 'B' ratings on Landry's.  This action
was taken in conjunction with S&P's lowering the rating on the
Company's unrestricted subsidiary, the Las Vegas-based Golden
Nugget Inc., to 'CC' from 'B-'.  The outlook on Golden Nugget is
negative.

According to the TCR on July 28, 2009, Moody's Investors Service
affirmed the B2 Corporate Family Rating and Probability of Default
Rating of Landry's Restaurants Inc. and changed the outlook to
negative.


LANDRY'S RESTAURANTS: S&P Puts 'B' Ratings on CreditWatch Negative
------------------------------------------------------------------
Standard & Poor's Rating Services said that it placed all ratings,
including the 'B' corporate credit rating, on Houston based-
Landry's Restaurants Inc. on CreditWatch with negative
implications.  "We took this action after the company announced
that a special committee comprised of independent directors will
review strategic alternatives, which includes a possible sale of
the company.

The company's CEO and majority shareholder, Tilman Fertitta, sent
a letter to the special committee indicating his interest to enter
formal discussions regarding a going-private transaction, in which
Fertitta would acquire all the common stock that he does not own
and at the same time the company would spin-off its wholly owned
subsidiary Saltgrass Inc.  The letter also indicated that he
anticipated refinancing the company's current debt as part of the
transaction.

The likely timeframe of the review of the strategic alternatives
and the company's near-term maturity profile (its senior secured
credit facility matures in May of 2011 and its senior notes in
August of 2011) will likely necessitate that the debt be
refinanced as part of any resulting transaction.  Moreover, the
company's current credit agreement and note indenture has asset
sale provisions that S&P believes would inhibit a pure equity
spin-off of Saltgrass Inc., which S&P feels increases the
likelihood of refinancing.  If the company raised additional debt
to fund a going-private transaction or if new debt allowed for
greater support to the company's unrestricted subsidiary, the
Golden Nugget Inc. (CC/Negative/--), the ratings and the company's
credit metrics could be strained.

Once the Special Committee has reached a decision about the review
of strategic alternatives and corresponding financing plans, S&P
will examine the terms of the outcome and take the appropriate
rating actions at the point.


LEXICON UNITED: June 30 Balance Sheet Upside-Down by $1 Million
---------------------------------------------------------------
Lexicon United Inc.'s balance sheet at June 30, 2009, showed total
assets of $3,098,595 and total liabilities of $4,107,598,
resulting in a stockholders' deficit of $1,009,003.

For three months ended June 30, 2009, the Company posted a net
loss of $107,824 compared with a net loss of $120,815 for the same
period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
$349,109 compared with a net loss of $414,046 for the same period
in 2008.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company noted that it has an
accumulated deficit of $3,279,266 and negative working capital of
$3,175,147 at June 30, 2009.  The management's plans include
raising adequate capital through the equity markets to fund future
operations and generating of revenue through its businesses.
Failure to raise adequate capital and generate adequate sales
revenues could result in the Company having to curtail or cease
operations.  Additionally, even if the Company does raise
sufficient capital to support its operating expenses and generate
adequate revenues, there can be no assurances that the revenue
will be sufficient to enable it to develop business to a level
where it will generate profits and cash flows from operations.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?446f

Lexicon United Inc. was incorporated on July 17, 2001, in the
state of Delaware.  The company was a blank check company and had
no operations other than organizational matters and conducting a
search for an appropriate acquisition target until Feb. 27, 2006,
when it completed an acquisition transaction with ATN Capital E
Participacoes Ltda, a Brazilian limited company that had commenced
business in April 1997.  ATN is engaged in the business of
managing and servicing accounts receivables for large financial
institutions in Brazil.


LIFE SCIENCES: Consolidated Amended Class Action Filed
------------------------------------------------------
Life Sciences Research, Inc., reports that, on August 29, 2009, a
Consolidated Amended Class Action and Derivative Complaint was
filed with respect to the proposed merger of the Company with and
into Lion Merger Corp. -- Merger Sub -- an entity controlled by
Andrew Baker, the Chairman and Chief Executive Officer of the
Company, contemplated by the Agreement and Plan of Merger, dated
July 8, 2009, by and among the Company, Lion Holdings, Inc. and
Merger Sub.

The complaint combines and supplements the two previously
disclosed existing actions brought with respect to the Merger:
Berger v. Life Sciences Research, et al., which was originally
filed on March 9, 2009, and was amended on July 13, 2009, and
Oakland v. Life Sciences Research, Inc., et al., which was filed
on August 10, 2009.  The consolidation of the two actions is
subject to court approval.

The Consolidated Complaint was filed in the Superior Court of New
Jersey, Chancery Division, Somerset County (Civil Action No. SOM-
C-12006-09) and names as defendants the Company, Mr. Baker and the
other members of the Company's Board of Directors.  The
Consolidated Complaint, which makes both direct and derivative
claims, alleges, among other things, that the directors breached
their fiduciary duties in connection with the Merger by agreeing
to sell the Company for an unfair price pursuant to an unfair
process and by filing and circulating a proxy statement with
materially misleading disclosures and omissions, that Mr. Baker
controls the Company and its directors, that the directors were
motivated to accept Mr. Baker's offer because of concerns that a
public dispute with Mr. Baker would draw unwanted attention from
animal rights activists, that certain terms of the merger
agreement unfairly benefit Mr. Baker at the expense of the other
stockholders, including the absence of appraisal rights and
provisions providing for accelerated vesting of restricted stock,
restrictions on the solicitation of negotiations with respect to
third party proposals and termination fees, and that the Company,
Mr. Baker and the Company's other directors each aided and abetted
the other defendants' breach of their fiduciary duties.  The
complaint seeks injunctive and other unspecified relief.

The Company is responding appropriately to the lawsuit.

                    About Life Sciences Research

Headquartered in East Millstone, New Jersey, Life Sciences
Research Inc. (NYSE Arca: LSR) -- http://www.lsrinc.net/-- is a
global contract research organization providing product
development services to the pharmaceutical, agrochemical and
biotechnology industries.  LSR operates research facilities in the
United States and the United Kingdom.

As of June 30, 2009, the Company had $183,594,000 in total assets
and $191,293,000 in total liabilities, resulting in $7,699,000 in
stockholders' deficit.


LINDALE PRIME LAND: Development Parcel Scheduled for Auction
------------------------------------------------------------
National Commercial Auctioneers, LLC, announced September 10 the
auction of 14.577 +/- acre prime development parcel in Lindale,
Texas, a suburb of the fast growing Tyler Metropolitan area,
pursuant to a confirmed Chapter 11 plan in the Lindale Prime Land
Source, L.P. Bankruptcy in the Eastern District of Texas.

"The sale is free and clear of all liens, claims and
encumbrances," noted Michael S. Thomas, the court-appointed
Liquidating Agent.  "This is one of the biggest benefits of buying
property at a bankruptcy auction.  When you buy it, you know it's
yours since a federal judge gives you the title through a federal
order."

The property, located off of W. Centennial Blvd, is one of the
hottest development areas near Tyler in the heart of the
US69/Centennial Blvd corridor.  Adjacent to the property is a
Comfort Inn & Suites and a LaQuinta as well as a major Trinity
Mother Frances Medical facility. Across the street is a new
Lowe's, Wal-Mart, Chili's, Sonic and other major retail tenants.

"Our property has frontage on two streets allowing for many
different development options.  With the major retail nearby, it
would be a great site for additional retail, office or medical
use," noted Stephen Karbelk, President of NCA.

"East Texas Medical Center owns a large parcel across the street,"
commented Alan Y. Jones, Regional Vice President for NCA. "The
particular area, known as the I-20 North Parallel Corridor and I-
20 and Highway 69 Gateway, continues to get private and public
investment dollars. There are plans to extend Centennial Blvd to
Loop 49 making this area even more accessible to consumers in the
future."

"If there were ever a time to buy exceptionally well-located
commercial land, now would be the time.  When the US Bankruptcy
Court orders a property to be sold, the buyers need to
participate.  There is no telling how good of a deal they could
get," commented Thomas.

National Commercial Auctioneers -- http://www.natcomauctions.com/
-- is a nationwide real estate auction company that specializes in
the sale of commercial real estate at auction for bankers,
receivers and bankruptcy courts.  For more information, please
visit www.natcomauctions.com or call 877-895-7077.  In Texas,
National Commercial Auctioneers, LLC trades as NCA Auctioneers.

                     About Lindale Prime Land

Lindale Prime Land Source, L.P., filed for Chapter 11 on October
7, 2008 (Bankr. E.D. Tex. Case No. 08-60939).  Jim Echols, Esq.,
at Saunders, Schmidt, Echols, Ring & Heck, P.C., represents the
Debtor in its restructuring effort.  The petition says that assets
and debts are between $1 million and $10 million.


LIZ CLAIBORNE: Liquidity More Than Sufficient, CEO Says
-------------------------------------------------------
The Associated Press reports that Liz Claiborne Inc. shares rose
42 cents, or 10%, to $4.54 on Wednesday after CEO William L.
McComb said that the Company's liquidity is more than sufficient.

"We have more than sufficient liquidity and we are not concerned
at this point about our liquidity metrics," The AP quoted Mr.
McComb as saying.  Liz Claiborne hired turnaround firm Alvarez &
Marsal a short-term basis to help its business, but that doesn't
signal anything else about the company's future, the report says,
citing Mr. McComb.

According to The AP, Mr. McComb expects 2010 to be an improvement
on this year, as new behavior patterns become more firm.  Mr.
McComb, The AP relates, said, "I think we're a lot more bullish on
the back half of 2010 than we are the first half that's for sure,
but I think the theme that I would lay out is a more predictable
pattern which will allow better planning."

Liz Claiborne Inc. -- http://www.lizclaiborneinc.com/-- designs
and markets a global portfolio of retail-based premium brands
including Kate Spade, Juicy Couture, Lucky Brand and Mexx.  The
Company also has a refined group of department store-based brands
with strong consumer franchises including the Liz Claiborne and
Monet families of brands, Kensie, Kensiegirl, Mac & Jac, and the
licensed DKNY Jeans Group.

                          *     *     *

As reported by the TCR on August 19, 2009, Standard & Poor's
Ratings Services lowered its corporate credit rating on New York-
based Liz Claiborne Inc. to 'B' from 'BB-'.  The outlook is
negative.  S&P also lowered the senior unsecured debt rating to
'B-'.  The recovery rating remains '5', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default.  As of July 4, 2009, Liz Claiborne had about
$1.6 billion of debt outstanding (including capitalized operating
leases).

According to the TCR on August 17, 2009, Moody's Investors Service
lowered Liz Claiborne Inc's Corporate Family Rating and
Probability of Default Rating to B2 from Ba3.  The Company's
EUR 350 million senior unsecured notes were lowered to Caa1 (LGD
5, 83%) from B2 (LGD 5, 85%).  All of the Company's ratings were
placed on review for further possible downgrade.


LOCAL INSIGHT: S&P Assigns 'B' Rating on CreditWatch Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' rating on
Englewood, Colorado-based Local Insight Regatta Holdings Inc. on
CreditWatch with negative implications.

"The CreditWatch listing reflects near-term refinancing risk
surrounding approximately $134 million of debt outstanding (as of
June 30, 2009), which matures Sept. 30, 2009, and is currently
held at LIM Finance, an indirect subsidiary of Local Insight Media
Holdings L.P.," said Standard & Poor's credit analyst Ariel
Silverberg.

There is also $108 million of debt outstanding at LIM Finance II,
also an indirect subsidiary of LIMH, which matures in June 2010.
It is S&P's belief the company would seek to refinance both pieces
of debt at the same time.

LIMH is owned by Welsh, Carson, Anderson & Stowe, Spectrum Equity
Investors, and certain members of management.  LIMH directly owns
Caribe Media Inc., and, along with separate WCAS funds, owns Local
Insight Media Holdings Inc., LIRH's indirect parent.  Holdings
also owns the whole business securitization, consisting of ACS
Media (the incumbent yellow page publisher in Alaska), CBD Media
(the incumbent yellow page publisher in Cincinnati), and HYP Media
(the incumbent yellow page publisher in Hawaii).  Given the
strategic relationships between, and common management and
ownership of, the various operating entities, S&P view the rating
of each individual entity based on a global view of the
creditworthiness of all other entities.  S&P expects decisions in
support of the owners' operating and financial strategies will be
made with a view toward the collective group of companies.

The refinancing risk at LIRH affiliate LIM Finance is of
particular concern given S&P's expectation for a potential near-
term breach of the leverage covenant under the WBS of Holdings.
The WBS funds debt service at its intermediate holding company LIM
Finance, which faces the refinancing risk.  The WBS is
collateralized by assets at ACS Media, CBD Media, and HYP Media.
Lower retained collections, primarily from HYP and CBD, is the
primary cause of the lower-than-expected net securitizable cash
flow, which is used to determine leverage for purposes of the
covenant.  While S&P expects the company will utilize an equity
cure to avoid a breach of the leverage trigger (which S&P expects
will be funded through cash flow from LIRH and/or Caribe), S&P
expects this near-term event could create challenges for LIMH to
obtain external refinancing at favorable terms.  While the LIM
Finance and LIM Finance II debt is guaranteed by investment funds
of owner WCAS, the guarantee would only likely be used in the
event LIM Finance cannot attract sufficient external capital to
refinance its maturing debt.

In resolving S&P's CreditWatch listing, S&P will assess the terms
of any new planned financing at LIM Finance and LIM Finance II.
In the event management is unable to obtain external financing and
requires support from owner WCAS, ratings would likely go lower by
at least one notch given S&P's belief this would be indicative of
an inability of the LIM companies to attract sufficient levels of
external capital to support its capital structure.  S&P will also
address S&P's expectation for consolidated operating performance
over the intermediate term in resolving the CreditWatch listing.


LOEHMANN'S HOLDINGS: S&P Cuts Corporate Credit Rating to 'CC'
-------------------------------------------------------------
Standard & Poor's Rating Services said that it lowered its
corporate credit rating on New York City-based Loehmann's
Holdings, Inc., to 'CC' from 'CCC+'.  At the same time, S&P
lowered the rating on subsidiary Loehmann's Capital Corp.'s
$110 million senior secured notes to 'C' from 'CCC-'.  The
downgrade reflects further operational deterioration, continued
erosion of the company's liquidity position, and expectations for
continued poor performance.

"The speculative-grade ratings on Loehmann's reflect participation
in the highly competitive off-price apparel retailing market,
small cash flow base, poor operating history, high debt leverage,
and extremely weak liquidity position," said Standard & Poor's
credit analyst David M. Kuntz.  The rating also indicates that the
company is vulnerable to default.

Operating performance for Loehmann's remains poor.  Standard &
Poor's Ratings Services anticipates operations are likely to be
increasingly challenged in the near term given the history of weak
performance combined with the difficult retail environment.
Revenues continue to fall on declines in comparable-store sales
and store closures, and margins remain pressured by sustained
operational deleveraging.

The continued poor performance has resulted in very thin credit
protection metrics.  S&P expects the company's credit protection
profile to remain extremely weak over the near term.  At debt to
EBITDA of 878.4x and interest coverage of less than 0.1x as of
May 2, 2009, the credit metrics are not meaningful numbers.


MAGNA ENTERTAINMENT: TRAC Wants to Bid for Santa Anita Park
-----------------------------------------------------------
Janette Williams at Pasadena Star-News reports that the
Thoroughbred Racing Association of California, a four-member
track-acquisition committee, is trying to put together a bid for
Magna Entertainment Corp.'s Santa Anita Park.

Star-News relates that TRAC wants to run the park as its nonprofit
arm.  The report quoted TRAC chairperson Arnold Zetcher as saying,
"Our whole objective is to preserve quality horse-racing in
California.  We've actually been working on this for several
months.  We're putting together a `not-for-profit,' which doesn't
mean we don't want to make a profit -- we do.  We want to take the
money and put it into the purse structure."

As reported by the TCR on September 9, 2009, the September 8
auction for the Santa Anita Park was postponed.  Michael Wildish,
a managing editor with Miller Buckfire, advisor to Magna, said
that while there has been a "lot of interest" for the racetrack,
no baseline bid was received by the July 31 deadline.  Ron
Charles, Santa Anita's president and CEO, said potential bidders
were reluctant to initiate bidding, fearing that they would
overpay for the property.

A stalking horse bid could come in late October, and the bidding
process would follow in about 30 days, Star-News states, citing
Santa Anita Park President and CEO Ron Charles.  According to the
report, Mr. Charles said that he believes the TRAC committee is
"very serious about trying to put together a bid," but no minimum
offer had been discussed.

       Magna Entertainment Files 10th Default Status Report

Magna Entertainment filed this news release as its 10th bi-weekly
default status report under National Policy 12-203 of the Canadian
Securities Administrators, pursuant to which Magna Entertainment
announced that it would not be filing its Annual Report on Form
10-K for the fiscal year ended December 31, 2008, nor would it be
filing quarterly reports on Form 10-Q, with the U.S. Securities
and Exchange Commission or the Canadian securities regulators
during the period it continues to operate its business as a
debtor-in-possession under the U.S. Bankruptcy Code.  Since
announcing the original notice of default on March 26, 2009, and
filing its first default status report on April 7, 2009, its
second default status report on April 28, 2009, its third default
status report on May 29, 2009, its fourth default status report on
June 12, 2009, its fifth default status report on June 26, 2009,
its sixth status report on July 10, 2009, its seventh status
report on July 24, 2009, its eighth on August 7, 2009, and its
ninth on August 25, 2009, there have not been any material changes
to the information contained therein, nor any failure by Magna
Entertainment to fulfill its intentions stated therein, and there
are no additional defaults or anticipated defaults subsequent
thereto.  The Company intends to file its next default status
report on September 23, 2009.

                     About Magna Entertainment

Based in Aurora, Ontario, Magna Entertainment Corp. is North
America's largest owner and operator of horse racetracks based on
revenue.  The Company develops, owns and operates horse racetracks
and related pari-mutuel wagering operations, including off-track
betting facilities.  MEC also develops, owns and operates casinos
in conjunction with its racetracks where permitted by law.

MEC owns and operates AmTote International, Inc., a provider of
totalisator services to the pari-mutuel industry, XpressBet(R), a
national Internet and telephone account wagering system, as well
as MagnaBet(TM) internationally.  Pursuant to joint ventures, MEC
has a 50% interest in HorseRacing TV(R), a 24-hour horse racing
television network, and TrackNet Media Group LLC, a content
management company formed for distribution of the full breadth of
MEC's horse racing content.

Following its failure to meet obligations to lenders led by PNC
Bank, National Association, and Wells Fargo Bank, National
Association, and controlling shareholder MI Developments Inc.'s
decision not to provide further financial backing, Magna
Entertainment Corp. and 24 affiliates filed for Chapter 11 on
March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720).

Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil,
Gotshal & Manges LLP, have been engaged as bankruptcy counsel.
Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J.
Finnegan, Esq., at Richards, Layton & Finger, P.A., are the
Debtors' local counsel.  Miller Buckfire & Co. LLC is the Debtors'
investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent for the Debtors.

Magna Entertainment Corp. had total assets of US$1.054 billion and
total liabilities of US$947.3 million based on unaudited
consolidated financial statements as of December 31, 2008.


MANNEY REALTY: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Manney Realty, Inc.
        1608 East 12th Avenue
        Hibbing, MN 55746

Bankruptcy Case No.: 09-51197

Chapter 11 Petition Date: September 8, 2009

Court: United States Bankruptcy Court
       District of Minnesota (Duluth)

Judge: Gregory F. Kishel

Debtor's Counsel: Greg C. Gilbert, Esq.
                  Gilbert Law Office
                  Duluth Technology Village
                  Suite 563, 11 East Superior Street
                  Duluth, MN 55802
                  Tel: (218) 625-8777
                  Email: ggilbert@superiorlaw.net

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

According to the schedules, the Company has assets of at least
$2,496,000, and total debts of $1,916,824.

A full-text copy of the Debtor's petition, including a list of its
19 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/mnb09-51197.pdf

The petition was signed by Timothy H. Manney, president of the
Company.


MCGRATH HOTEL: Involuntary Chapter 11 Case Summary
--------------------------------------------------
Alleged Debtor: McGrath Hotels, LLC
                6 Guthrie Place
                New London, CT 06320

Case Number: 09-22532

Involuntary Petition Date: September 4, 2009

Court: District of Connecticut (Hartford)

Judge: Albert S. Dabrowski

   Petitioner                  Nature of Claim      Claim Amount
   -----------                 ---------------      ------------
Lighthouse Group of            mortgage/note        $1,986,544
Connecticut
245 Long Hill Road
Middletown, CT 06457


MERIDIAN RESOURCE: Gets Forbearance from Lenders; Milestones Set
----------------------------------------------------------------
The Meridian Resource Corporation is party to the Amended and
Restated Credit Agreement, dated as of December 23, 2004, as
amended by the First Amendment to Credit Agreement dated as of
February 25, 2008, and further amended by the Second Amendment to
Credit Agreement dated as of December 19, 2008, by and among the
Company, as borrower, Fortis Capital Corp., as administrative
agent, sole lead arranger and bookrunner, and the other lenders
and agents party thereto.

Under the Fortis Credit Facility, the Company's most recent
scheduled redetermination of its borrowing base was effective
April 30, 2009, at which time the borrowing base was reduced to
$60 million from $95 million.  As of the date of the
redetermination, the Company had fully borrowed under itsborrowing
base and had outstanding indebtedness of $95 million under the
Fortis Credit Facility.  The Fortis Credit Facility provides that
outstanding borrowings in excess of the borrowing base must be
repaid within 90 days after the redetermination. Accordingly, a
$35 million payment to the Lenders under the Fortis Credit
Facility for the borrowing base deficiency was due July 29, 2009.
The Company did not have sufficient cash on hand on July 29 to
repay the shortfall and do not have sufficient cash currently.
Consequently, the Company has failed to pay when due the full
amount of such borrowing base deficiency pursuant to the terms of
the Fortis Credit Facility, and are in default.  In addition to
such default for failure to pay the borrowing base deficiency,
there are other covenant defaults, including financial covenants,
existing under the Fortis Credit Facility.

On September 3, 2009, the Company and certain of its subsidiaries
entered into a Forbearance and Amendment Agreement with Fortis and
the other Lenders under the Fortis Credit Facility.  The Fortis
Forbearance Agreement provides that the Lenders will forbear from
exercising any right or remedy arising as a result of the existing
events of default under the Fortis Credit Facility that are listed
in the Fortis Forbearance Agreement until the earlier of: (a) 5:00
p.m. (CST) on the earlier of (1) the date which is 91 days
following the date of the Orion Forbearance Agreement (defined
below) and (2) December 4, 2009; or (b) the date that any default
occurs under the Fortis Forbearance Agreement.  The forbearance
does not constitute a waiver by the Lenders of any such events of
default.

The Fortis Forbearance Agreement will terminate, however, on
September 30, 2009 if, by that date, the Company has not entered
into (a) a merger agreement pursuant to which the Company will
merge with or into or be acquired by or transfer all or
substantially all of its assets to another person; (b) a capital
infusion agreement pursuant to which one or more persons will
contribute subordinated debt or equity capital to the Company in
an amount sufficient to enable the Company to pay to the Lenders
an amount equal to 100% of the borrowing base deficiency; or (c) a
purchase and sale agreement pursuant to which the Company agrees
to sell one or more oil and gas properties for net proceeds
sufficient to enable the Company to pay to the Lenders an amount
equal to 100% of the borrowing base deficiency, plus any
incremental borrowing base deficiency resulting from such sales.
In each case, the transaction must be consummated by October 30,
2009, unless such date is extended with the consent of Lenders
representing 66-2/3% of its borrowings under the Fortis Credit
Facility, but shall in no event be later than December 31, 2009.

As required by the Fortis Forbearance Agreement, on September 3,
2009, the Company paid its Lenders an aggregate of $2.0 million of
principal owed under the Fortis Credit Facility.  On or before
each of September 10, October 9, November 10 and December 10,
2009, it will be required to pay to the Lenders principal amounts
of the greater of (a) 100% of its Excess Cash Flow for the months
of August, September, October and November 2009, respectively, and
(b) $1 million.  The Company will also be required to pay its
Lenders a forbearance fee of approximately $945,000, one-fourth of
which, or $236,250, the Company paid on September 3, 2009, and
one-fourth of which is payable on each of October 3, November 3
and at the end of the forbearance period.  After the principal
payments that were made on September 3, 2009, the Company owes
$92.5 million under the Fortis Credit Facility and the borrowing
base deficiency is $32.5 million.  In addition, the Company will
make a $1 million principal payment on September 10 in accordance
with the Fortis Forbearance Agreement.

The Fortis Forbearance Agreement places other restrictions on the
Company with respect to capital expenditures, sales of assets, and
incurrence and prepayments of other indebtedness and amends the
Fortis Credit Facility in certain respects.

            Forbearance Agreement under Hedge Contracts

As a result of the payment default for the borrowing base
deficiency and financial covenant defaults under the Fortis Credit
Facility, the Company is also in default under hedging agreements
it has entered into with certain affiliates of Fortis Capital
Corp. due to cross default provisions therein.  Concurrently with
the execution of the Fortis Forbearance Agreement, the Company and
its subsidiaries entered into a Forbearance Agreement with Fortis
Capital Corp. and Fortis Energy Marketing & Trading GP that
provides that FEMT will forbear from exercising any and all of its
rights or remedies arising as a result of the existing events of
default under the Hedge Agreements that are listed in the Hedge
Forbearance Agreement until the earlier of (a) 5:00 p.m. (CST) on
the earlier of (1) the date which is 91 days following the date of
the Orion Forbearance Agreement or (2) November 30, 2009 (subject
to extension in certain circumstances with the consent of FEMT);
or (b) the date that any default occurs under the Hedge
Forbearance Agreement. Such forbearance does not constitute a
waiver by FEMT of any such events of default.

                Forbearance and Amendment Agreement
                    under CIT Credit Agreement

One of the Company's subsidiaries, TMR Drilling Corporation, is a
party to the Credit Agreement, dated as of May 2, 2008, among TMR
Drilling, as borrower, The CIT Group/Equipment Financing, Inc., as
administrative agent and lender, and the Company and The Meridian
Resource & Exploration LLC, another of the Company's subsidiaries,
as guarantors, pursuant to which TMR Drilling financed the
purchase of a land based drilling rig designated as Rig No. 8,
known as the "Triton Rig", from Orion Drilling Company, LLC.  As a
result of the payment default for the borrowing base deficiency
and financial covenant defaults under the Fortis Credit Facility,
the Company is also in default under the CIT Credit Agreement due
to cross default provisions contained therein.

Concurrently with the execution of the Fortis Forbearance
Agreement, the Company, TMR Drilling and TMR Exploration entered
into a Forbearance and Amendment Agreement with CIT that provides
that CIT will forbear from exercising any and all of its rights
and remedies arising as a result of the existing events of default
under the CIT Credit Agreement that are listed in the CIT
Forbearance Agreement until the earlier of (a) 5:00 p.m. (CST) on
the earlier of  (1) the date which is 91 days following the date
of the CIT Forbearance Agreement or (2) December 4, 2009 (subject
to extension in certain circumstances with the consent of CIT); or
(b) the date that any default occurs under the CIT Forbearance
Agreement. Such forbearance does not constitute a waiver by CIT of
any such events of default.

Pursuant to the CIT Forbearance Agreement, the Company paid to CIT
on the date the Company executed the CIT Forbearance Agreement (a)
a principal prepayment of $1 million and (b) a forbearance fee of
0.75% of the outstanding indebtedness under the CIT Credit
Agreement, or $49,856. After the $1 million principal prepayment,
the Company owes approximately $6.6 million under the CIT Credit
Agreement.  The Company will continue to make principal and
interest payments of approximately $220 thousand per month in
accordance with the CIT Credit Agreement.

             Forbearance and Amendment Agreement under
          Orion Drilling Contracts and the Equipment Lease

TMR Drilling and Orion are parties to an Equipment Lease (Rig No.
8) dated as of February 12, 2007, as amended from time to time,
pursuant to which TMR Drilling leased the Triton Rig and related
equipment to Orion. In addition, TMR Exploration and Orion are
parties to (a) the Drilling Bid Proposal and Daywork Drilling
Contract -- U.S., dated as of February 12, 2007, as amended from
time to time, relating to the Triton Rig and (b) the Drilling Bid
Proposal and Daywork Drilling Contract -- U.S., dated as of August
9, 2007, as amended by letter, dated September 4, 2008, and
further amended from time to time, relating to a drilling rig
known as the "Taurus Rig", pursuant to which Orion agreed to
provide daily drilling, equipment and labor services to TMR
Exploration in connection with the operation of certain oil or
natural gas wells operated by TMR Exploration. As a result of
reductions in its drilling program and other cash constraints,
coupled with its inability to continue utilization of the rigs in
its current drilling operations, the Companyare also in default
under the Equipment Lease and the Drilling Contracts, and as of
July 31, 2009 have accrued and unpaid obligations under those
agreements of approximately $2.0 million in the aggregate.

Concurrently with the execution of the Fortis Forbearance
Agreement, the Company, TMR Drilling and TMR Exploration entered
into a Forbearance and Amendment Agreement with Orion that
provides that Orion will forbear from exercising any and all of
its rights or remedies arising as a result of the existing events
of default under the Equipment Lease and the Drilling Contracts
that are listed in the Orion Forbearance Agreement until the
earlier to occur of (a) the date that is fifteen (15) days after
the CIT Maturity Date, (b) the commencement of any bankruptcy or
insolvency proceedings filed by or against the Company, (c) the
expiration or termination of the CIT Forbearance Agreement or the
commencement by CIT of the exercise of its remedies as a secured
creditor, (d) a default by the Meridian Group under the Orion
Forbearance Agreement or the related security agreement, (e) the
failure or failures by TMR Drilling to perform or make when due
cash payments exceeding, individually or in the aggregate, $50,000
with respect to obligations owing to any one or more of Orion or
third parties (respectively) pursuant to the express terms of the
Equipment Lease and which failure or failures remain uncured
thirty (30) days after receipt of written notice thereof by Orion
to TMR Drilling and (f) the date TMR Drilling transfers title to
the Triton Rig assets to a person other than Orion or any
subsidiary or affiliate of TMR Drilling. Such forbearance does not
constitute a waiver by Orion of any such events of default.

The Orion Forbearance Agreement also provides that (i) the
Company, TMR Drilling and TMR Exploration will grant a security
interest in the Triton Rig to Orion as security for the payment of
amounts owed by the Meridian Group under the Equipment Lease and
the Drilling contracts, (ii) the parties will extend the term of
the Equipment Lease to be coterminous with the amortization period
of the promissory note executed pursuant to the CIT Credit
Agreement, (iii) amounts due by or through the Meridian Group to
Orion, on the one hand, and by or through Orion to any of the
Meridian Group, on the other hand, under the Equipment Lease and
Drilling Contracts shall be offset, with the resulting net amount
being accrued to the account of the relevant party but not payable
until the maturity date of amounts the Company owes under the CIT
Credit Agreement and, at such time, any positive balance of unpaid
accrued obligations of either the Meridian Group or Orion may be
satisfied by cash payments by the owing party or (in the case of
obligations owing by the Meridian Group, at Meridian's option)
transfer of title to the Triton Rig to Orion and (iv) upon final
settlement of the offsetting payments described in (iii) above,
Orion will release the Meridian Group from any and all obligations
under, and terminate, the Drilling Contracts and the Equipment
Lease.

                      About Meridian Resource

The Meridian Resource Corporation, incorporated in 1990, is an
independent oil and natural gas company. The Company explores for,
acquires and develops oil and natural gas properties. As of
December 31, 2008, it had proved reserves of 80 billion cubic feet
(Bcfe). Sixty-three percent of its proved reserves were natural
gas and approximately 64% were classified as proved developed. It
owns interests in 19 fields and 100 producing wells, and operated
approximately 96% of its total production during the year ended
December 31, 2008. The Company's wholly owned subsidiary, TMR
Drilling Corporation (TMRD), owns a rig which is used primarily to
drill wells operated by the Company.


MERUELO MADDUX-845: Real Estate Collapse Causes Chapter 11 Bankr.
-----------------------------------------------------------------
Meruelo Maddux-845 S. Flower Street LLC has filed for Chapter 11
bankruptcy protection.

Daniel Miller at Los Angeles Business Journal reports that Meruelo
Maddux-845, hurt by the collapse of commercial real estate market,
failed to make payments on $266 million in debt.

Court documents say that Meruelo Maddux-845's 20 largest unsecured
creditors, mostly contractors that have worked on the project, are
owed more than $7.5 million.

According to Business Journal, Meruelo Maddux-845 first ran into
troubles in January 2008, when the Company lost construction
financing.  Meruelo Maddux-845 secured a high-interest,
$84 million replacement loan from Canyon Capital Realty Advisors
LLC eight months later.

Business Journal relates that Canyon Capital can take possession
of Meruelo Maddux-845 if controller Meruelo Maddux Properties
cannot reorganize the Company.

Meruelo Chinatown LLC, another Meruelo Maddux entity, also filed
for bankruptcy on September 3, Business Journal states.

Meruelo Maddux-845 S. Flower Street LLC controls a development at
705 W. Ninth Street.  It is a 36-story Los Angeles luxury rental
building being built by beleaguered commercial real estate
developer Meruelo Maddux Properties Inc.  Meruelo Maddux-845 S.
Flower Street LLC is controlled by Meruelo Maddux Properties,
which filed Chapter 11 in March and remains in reorganization.
Meruelo Maddux-845 was excluded from Meruelo Maddux's orginal
bankruptcy filing.


MIDCONTINENT EXPRESS: Moody's Assigns 'Ba1' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned a first time Ba1 Corporate
Family Rating and Ba1 (LGD 3; 49%) rating to Midcontinent Express
Pipeline LLC's pending $800 million senior unsecured note
offering.  Proceeds will repay construction loan borrowings under
a $1.4 billion unsecured facility guaranteed severally by MEP
sponsors Kinder Morgan Energy Partners (Baa2, negative outlook)
and Energy Transfer Partners (Baa3, stable).  The loan facility
will be reduced to $200 million to $250 million after the offering
and remain guaranteed until a February 2011 maturity.  The rating
outlook is stable.

MEP is a 50/50 joint venture between KMP and ETP, formed to build,
own, and operate a 507 mile producing-region interstate natural
gas pipeline.  KMP is operator of the line.  MarkWest Energy
Partners, L.P. (B1, stable) has exercised an option to acquire,
subject to its due diligence, a 10% interest in MEP.  If the
acquisition closes, ETP and KMP would own 45% of MEP each and
MarkWest would own 10%.

MEP's ratings are restrained by several factors distinguishing it
from most investment grade pipelines.  Exploration and production
companies comprise 100% of MEP's firm contracted revenue.
Reflecting E&P's present visibility and conviction on their
regional production potential, some of the contracts begin to
reduce after five years and altogether reduce by over 0.4 Bcfd
(mostly Zone 1 capacity) after nine years.  This contrasts with
the long term visibility and conviction of most demand-driven
shippers that back most investment grade standalone gas pipelines.
Those demand-pull lines are backed by firm contracts from
regulated mostly investment grade local distribution companies
(LDC), electric utilities, and large transmission pipelines
needing constant line access to serve steady-to-growing demand.

The producer-push focus of the line may be a long-term rating
restraint.  While producers committed to sufficient firm capacity
to fast track pipeline construction during great up-cycle optimism
on gas prices and regional gas shale economics, the current
outlooks for long-term prices and producer cash flows are more
subdued, sustainable capital spending and regional production
growth is likely to be lower than expected, and the growth outlook
for two regional shale plays is more modest.  In Moody's view,
this increases the risk of excess regional line capacity after the
pipeline expansion boom and implies that current firm tariffs,
captured in boom times, may be lower when MEP remarkets maturing
firm capacity between years five and ten of the current contracts.
The region clearly contains prominent shale plays.  However, all
plays mature and eventually decline; MEP's region competes for
drilling capital with many other key regions in which MEP's key
shippers operate.

Furthermore, MEP's composite shipper credit profile is
considerably less durable than for investment grade lines.  The
shipper portfolio is predominately speculative grade E&P's that
generate 75% of firm contracted revenue, two investment grade
E&P's generate 25% of firm revenue, and one historically
aggressive E&P comprises 47% of firm revenue.  The E&P sector
faces considerable liquidity and cash flow risk over the next
three to nine months, with weak gas prices impacting both unhedged
production and upcoming E&P borrowing base re-determinations this
fall.  Much of the E&P sector's protective hedging is also rolling
into 2010 prices that may be much lower than current locked-in
prices.  Moody's understand from public information that MEP
averaged approximately 1 Bcfd in August.

Finally, MEP has only two of the five regulatory approvals needed
to generate its forecasted 2011 cash flow.  The pending note
offering installs its standalone debt structure before final
permitted available capacity is known.  MEP remains restricted to
run at standard industry operating pressure, yielding 1.247 Bcfd
of available billable capacity.  Leverage on cash flow would be
substantially higher if MEP does not get both Pipeline and
Hazardous Materials Safety Administration permission to run at
high pressure and FERC permission to expand to 1.8 Bcfd of high
pressure capacity.  While MEP recently stated that it remains
confident it will get all approvals by the end of this October,
Moody's review has not been able to rule out that the situation
may be more complicated than KMP assumes.  After reviewing PHMSA's
findings on sector lapses in construction and materiel quality
during an unprecedented building boom, its slowdown in awarding
high pressure permissions and extensive work within the sector on
preventive protocols, and potential for lingering political
overtones, for ratings purposes it appears premature to treat
PHMSA approval as routine or inevitable.  When and if approval is
received the ratings would probably not be affected.

Nevertheless, the ratings are also supported by several important
factors.  For at least the medium term, MEP serves an important
regional role in moving gas shale production downstream towards
long-haul transmission lines.  Though the region was laced with
existing gas lines serving declining regional conventional gas
producing basins and plays, the gas shale plays tended to be
located away from easy pipeline access or their production growth
exceeded exiting export line capacity.  Barring shipper default,
firm revenue would be steady for five years and then decline
materially over five years, with an average term of nine years.
Under the intended 1.8 Bcfd of full high pressure available
capacity, revenues would follow the same pattern.

MEP is also currently owned and operated by large investment grade
midstream operators that have invested substantially in the line.
Both sponsors operate key portions of the nation's gas midstream
infrastructure, with KMP running one of the largest pipeline and
other midstream portfolios in the country.  Furthermore, any
further cost overruns would be funded with sponsor equity.

As long as it remains in the sponsors' interest to do so, they
appear able to add value to the line and influence its mix of firm
and interruptible capacity usage as current contracts mature.
However, part of this influence could include tariff rate
competition and/or a greater proportion of interruptible and other
non-firm services, depending on market opportunity and conditions
at the time.

Moody's also always assesses the potential implied sponsor
support.  In weighing where KMP might have sufficient strategic
incentive within its large system to contribute significant
remedial liquidity or long-term capital, MEP appears to us to be
less of a strategic asset to KMP and the Kinder Morgan, Inc. group
than other JV subsidiaries such as REX or the KMI/KMP operated
NGPL system.  However, Moody's do view MEP to be proportionately
more strategic to ETP Neither sponsor has a strategic stake in gas
production upstream from MEP or a strategic commitment downstream
of MEP in infrastructure or gas supply commitments.  While KMP is
a very large diversified operator that holds a first class asset
portfolio, Moody's also expect financial policy to remain
aggressive and system-wide leverage including joint venture
leverage to remain quite full for its current ratings.

MEP's first full year of revenue will be 2010.  MEP believes it
will get full regulatory approvals for 2011 to be its first year
operating at full high pressure expanded capacity and revenue.  If
the line operates during 2010 without PHMSA approval, MEP's
revenue forecast, which includes a small amount of non-contracted
ancillary revenue, would yield Debt/EBITDA of approximately 6.0x
and FFO / debt of 9.3% in 2010 (adjusted for Moody's standard debt
adjustments).  Assuming PHMSA approval, with the increased 2010
cash flow Debt/EBITDA would decrease to approximately 5.1x and FFO
/ Debt would rise to 12.2%.  Assuming FERC approval for the
compression expansion and PHMSA approval for high pressure were
obtained as planned, if construction completed as planned, and if
the expansion was placed in service during December of 2010 as
planned, 2011 Debt/EBITDA would approximate 4.4x and FFO / Debt
would increase to approximately 15.4%.

The sponsors had funded $829 million of equity through August 31,
2009, and report they will have contributed a total of
$1.326 billion by October 31, 2009.  A final $175 million equity
contribution (for a total of $1.5 billion) would be made if FERC
approves the expansion to 1.8 Bcfd.  All free cash flow will be
distributed to the partners on a quarterly basis.  Heavy cost
overruns render a weak return on assets.

Midcontinent Express LLC is headquartered in Houston, Texas.  The
line originates near Bennington, Oklahoma, cuts across northeast
Texas, northern Louisiana, central Mississippi, and terminates at
Transco Station 85 near Butler, Alabama.  MEP is directly and
indirectly connected to growing a natural gas plays in Texas,
Oklahoma and Louisiana and indirectly to conventional production
already served by other lines.  Downstream, MEP is connected to
pipelines serving the Southeast, Mid-Atlantic, Northeast, Great
Lakes and Chicago markets.  MEP has six receipt and ten delivery
points along the system.


MITCHELL BRIDGE: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Mitchell Bridge Partners LLC
        741 Harry McCarty Rd, Suite 201
        Bethlehem, GA 30620

Bankruptcy Case No.: 09-23746

Chapter 11 Petition Date: September 8, 2009

Court: United States Bankruptcy Court
       Northern District of Georgia (Gainesville)

Debtor's Counsel: Michael D. Robl, Esq.
                  Thomerson, Spears & Robl, LLC
                  104 Cambridge Avenue
                  Decatur, GA 30030
                  Tel: (404) 373-5153
                  Email: mdrobl@tsrlaw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

According to the schedules, the Company has assets of at least
$1,230,000, and total debts of $1,079,036.

A full-text copy of the Debtor's petition, including a list of its
2 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/ganb09-23746.pdf

The petition was signed by John Haley, manager of the Company.


MOHAWK INDUSTRIES: S&P Puts 'BB+' Rating on CreditWatch Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its ratings
on Calhoun, Georgia-based Mohawk Industries Inc., including its
'BB+' corporate credit rating, on CreditWatch with negative
implications.  As of June 27, 2009, Mohawk had about $1.9 billion
of total debt.

"The CreditWatch listing reflects S&P's concerns about the
company's difficult operating environment, increased leverage, and
S&P's expectation for a further weakening in credit measures over
the near term," said Standard & Poor's credit analyst Rick Joy.

"Although the company has taken actions to reduce operating
expenses and improve cash flow and liquidity, S&P believes Mohawk
continues to face challenges from a weak economy and housing
market," Mr.  Joy added.  The company has experienced
substantially lower sales volumes in recent quarters, and S&P is
concerned that operating performance is unlikely to meaningfully
improve in the near term, given S&P's expectation for continued
weak demand in the U.S. and European floor coverings markets.

The CreditWatch placement means that S&P could lower or affirm the
ratings following the completion of S&P's review, which will focus
on the company's business strategy and prospects for improving
performance and credit measures.  Standard & Poor's will meet with
management to further discuss Mohawk's operating trends and
expectations in order to resolve the CreditWatch listing.


MORTGAGEBROKERS.COM: June 30 Balance Sheet Upside Down by $1.2MM
----------------------------------------------------------------
MortgageBrokers.com Holdings Inc.'s balance sheet at June 30,
2009, showed total assets of total assets of $1,653,418 and total
liabilities of $2,904,358, resulting in a stockholders' deficit of
$1,250,940.

For six months ended June 30, 2009, the Company reported a net
income of $79,739 compared with a net income of $376,410 for the
same period in 2008.

For three months ended June 30, 2009, the Company reported a net
income of $82,770 compared with a net income of $216,181 for the
same period in 2008.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company stated that its
ability to continue as a going concern is contingent upon its
ability to secure additional debt or equity financing, to continue
to grow sales of its services and to achieve profitable
operations.  The management's plan is to secure additional funds
through future debt or equity financings.  Obtaining commercial
loans, assuming those loans would be available, will increase our
liabilities and future cash commitments.

The Company devoted substantially all of its efforts to
establishing its current business.  The management continues to
develop and execute its business model, business plans and
strategic marketing plans which includes: organization of the
Company and divisions; identification of the Company's sales
channels and associated supply chain; development of marketing
strategic plans and sales execution strategies; preparation of a
financial plan, risk and capital structure planning models, and
mortgage origination book of business models; hiring mortgage
sales agents to build its national sales force and continuing to
develop our referral relationship; developing cash flow forecasts
and an operating budget; identifying markets to raise additional
equity capital and debt financing; embarking on research and
development activities; performing employment searches and
preparing agent contracts; and, recruiting and hiring technicians,
management and industry specialists.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4486

MortgageBrokers.com Holdings, Inc. (OTC:MBKR), incorporated on
Feb. 6, 2003, is a mortgage brokerage operation whose national
agency sales force services the borrowing and refinancing needs of
individual home buyers and owners.  The Company has access to a
range of mortgage lenders, in excess of 50 banks, trusts and
private lender sources, and its agents source and negotiate the
loan with rates, terms and features to meet each customer's needs.
The Company acts as broker only and is not a lender.  As a
mortgage brokerage, it has access to lenders who lend mortgage
funds.


MOUSSA KARIMI: Case Summary & 13 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Moussa Karimi
           dba Hemet East Center
           dba Walnut Unocal
        43510 E Florida Ave
        Hemet, CA 92544

Bankruptcy Case No.: 09-31184

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Thomas B. Donovan

Debtor's Counsel: Donald W. Sieveke, Esq.
                  1113 N Spurgeon St
                  Santa Ana, CA 92701
                  Tel: (714) 543-8419
                  Fax: (714) 558-7459
                  Email: ibmoola@yahoo.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

According to the schedules, the Company has assets of at least
$1,388,450, and total debts of $5,209,856.

A full-text copy of the Debtor's petition, including a list of its
13 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/cacb09-31184.pdf

The petition was signed by Moussa Karimi.


MOVE WEST LLC: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Move West LLC
        7251 West Sahara Avenue
        Las Vegas, NV 89117

Bankruptcy Case No.: 09-26789

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: David A. Riggi, Esq.
                  5550 Painted Mirage Road #320
                  Las Vegas, NV 89149
                  Tel: (702) 808-0359
                  Email: darnvbk@gmail.com

Estimated Assets: $0 to $50,000

Estimated Debts: $1,000,001 to $10,000,000

A full-text copy of the Debtor's petition, including a list of its
5 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/nvb09-26789.pdf

The petition was signed by Tim Deters, manager of the Company.


MTI GLOBAL: Has $7.4MM Sub Debt Facility From Wellington
--------------------------------------------------------
MTI Global Inc. has entered into a new $7.4 million subordinated
debt financing agreement with Wellington Financial LP, which
complements the forbearance agreement entered into with its
principal Canadian bank.

"This represents a significant step forward in our recovery to
profitability" said Bill Neill, MTI President and CEO.  "Following
our earlier agreement with our principal Canadian bank, we have
successfully secured support and flexibility from our largest
lender to set the corporation back on track."

The financing amends the existing Series A Secured Debenture in
the principal amount of $7 million.  Under the terms of the
agreement:

     -- All existing defaults have been waived and there are no
        financial ratio covenants in the new arrangement.

     -- Additional principal in the amount of $418,824 has been
        added to the principal balance of the Debenture as
        consideration for default interest.

     -- The debenture will continue bear interest at an annual
        rate of 12.75%.

     -- The Company will issue 2.6 million common shares and
        cancel 3,230,769 special warrants previously issued to
        Wellington Financial LP.

     -- The maturity date is June 3, 2011, or otherwise on demand
        or immediately prior to a change of control.

The issuance of the common shares to Wellington constitutes a
shares-for-debt private placement under the rules of the Toronto
Stock Exchange.  Wellington is an unrelated arm's-length party to
the Company and the issuance of the common shares will not
materially affect control of the Company.  The number of common
shares issuable pursuant to the Private Placement will represent
in aggregate approximately 9.3% of the 27,808,334 currently issued
and outstanding common shares of the Company on a non-diluted
basis.  Wellington, upon issuance of the common shares, will own
approximately 8.5% of the issued and outstanding common shares of
the Company.

The Private Placement is subject to the approval of the TSX and
since the Private Placement will provide for the issuance of
additional common shares to Wellington rather than warrants
pursuant to the Private Placement, the rules of the TSX require
that the Company obtain approval of the Private Placement from the
holders of a majority of the voting shares of the Company.
However the rules of the TSX also provide that such approval may
be obtained in writing from shareholders without the requirement
to convene a shareholders' meeting for such purposes, and the
Company intends to rely on this exemption in connection with the
Private Placement.  The closing of the Private Placement is
anticipated to occur on or as soon as possible after September 16,
2009.

                       Forbearance Agreement

The Company signed a forbearance agreement with its bank on July
10, 2009, with an expiry date of September 30, 2009.  Under the
terms of the forbearance agreement, additional general covenants
have been placed on the Company.  However, the agreement did not
waive the financial and general covenants and the Company
continued to be in breach with its principal Canadian Bank and
with its subordinated debt holder, a privately held specialty
finance firm.

The Company did not achieve its December 31, 2008 earnings before
interest, taxes and depreciation, fixed charge coverage and funded
debt to earnings before interest, taxes and depreciation covenants
or its March 31, 2009, and June 30, 2009 fix charge coverage
covenant.  Furthermore, the Company is in breach of certain
general covenants it was obligated to satisfy pursuant to waiver
agreements entered into by the Company with its Bank and Lender
based on its June 30, 2008, and subsequent interim monthly
results.  The covenant violation provides the Bank and the Lender
with the right to demand repayment of their indebtedness.

Subsequent to June 30, 2009, the Company continued discussions
with the Lender seeking to obtain a waiver of the breaches
including amended covenants.

                          About MTI Global

MTI Global Inc. (CA:MTI) -- http://www.mtiglobalinc.com/--
designs, develops and manufactures custom-engineered products
using silicone and other cellular materials.  The Company serves a
variety of specialty markets focused on two main areas: Silicone
and MTI Polyfab, comprising, Aerospace and Fabricated Products.
MTI Global's primary markets are aerospace and mass transit.
Secondary markets include sporting goods, automotive, industrial,
institutional, electronics, and the medical market through a 51%
interest in MTI Sterne SARL of Cavaillon, France.  MTI Global's
head office and Canadian manufacturing operations are located in
Mississauga, Ontario, with international manufacturing operations
located in Bremen, Germany, Milton, Florida and a contract
manufacturer venture in Ensenada, Mexico.  The Company also
maintains engineering support centres in Brazil and Toulouse,
France.

MUZAK HOLDINGS: Files Chapter 11 Plan, Has Creditors' Support
-------------------------------------------------------------
Muzak Holdings LLC and certain of its subsidiaries has filed a
Plan of Reorganization and explanatory Disclosure Statement with
the U.S. Bankruptcy Court for the District of Delaware.  The Plan
is supported by Muzak's largest secured and unsecured creditor,
Silver Point Capital Advisors L.P., the official committee of
unsecured creditors and an ad hoc committee of the Company's
senior unsecured noteholders.  As a result, the Plan is supported
by an overwhelming majority of the Company's unsecured creditors.
A hearing to consider approval of the Disclosure Statement is
presently scheduled for October 27, 2009.

Under the terms of the Plan, the Company's outstanding debt would
be reduced by more than half to $230 million and the Company's
annual interest expense would be significantly reduced.

"The filing of our Plan represents a significant milestone and an
important next step in our effort to restructure Muzak's balance
sheet," said Stephen P. Villa, Chief Executive Officer of Muzak.
"We look forward to reaching an agreement with all of Muzak's
creditors and concluding this process as expeditiously as
possible.  Although there is still much work to be done, we have
worked diligently over the last several months to address our
capital structure and we are confident that, upon confirmation of
our Plan and emergence from Chapter 11, Muzak will be well-
positioned for long-term success."

Mr. Villa added, "I want to thank our team members for their
commitment to strengthening our business during this process, as
well as our loyal clients, affiliates, supportive vendors and
other stakeholders, all of whom played a significant role in
helping us reach this important milestone."

Additional terms of the Plan include:

    * the holders of secured bank debt claims will either receive
      payment in full in cash with the proceeds of an exit
      facility, subject to availability, or their pro rata share
      of a new term loan; provided that, in the absence of exit
      financing, and to the extent secured bank debt holders vote
      to accept the Plan, holders of secured bank debt claims
      other than Silver Point will receive their pro rata share of
      $20 million in cash as well as new term loans;

    * the holders of the $220 million 10% senior unsecured notes
      will receive new senior unsecured notes at $135 million face
      amount with 8% cash and 7% PIK coupon, as well as
      $85 million of payment-in-kind preferred stock;

    * the holders of the $115 million 9.875% senior subordinated
      unsecured notes will receive 100% of the new common stock of
      Reorganized Muzak (subject to dilution for a management
      incentive plan and the warrants issued to holders of
      discount note claims);

    * the holders of the $24 million 13% senior discount unsecured
      notes will receive warrants for 7.5% of the fully-diluted
      new common stock at market value based on an enterprise
      value to be determined with a term of 5 years; and

    * 100% cash recovery for holders of allowed general unsecured
      claims.

The Disclosure Statement includes a historical profile of the
Company, a description of proposed distributions to creditors, and
an analysis of the Plan's feasibility, as well as many of the
technical matters required for the solicitation process, such as
descriptions of who will be eligible to vote on the Plan and the
voting process itself.

A copy of the Plan is available for free at:

   http://bankrupt.com/misc/Muzak_Chapter11Plan.pdf

Copies of the Disclosure Statement, in three parts, are available
for free at:

   http://bankrupt.com/misc/Muzak_PlanDS_1of3.pdf
   http://bankrupt.com/misc/Muzak_PlanDS_2of3.pdf
   http://bankrupt.com/misc/Muzak_PlanDS_3of3.pdf

                       About Muzak Holdings

Headquartered in Fort Mill, South Carolina, Muzak Holdings LLC --
http://www.muzak.com/-- creates a variety of music programming
from a catalog of over 2.6 million songs and produces targeted
custom in-store and on-hold messaging.  Through its national
service and support network, Muzak designs and installs
professional sound systems, digital signage, drive-thru systems,
commercial television and more.  The Company and 14 affiliates
filed for Chapter 11 protection on February 10, 2009 (Bankr. D.
Del. Lead Case No. 09-10422).  Moelis & Company is serving as
financial advisor to the Company.  Kirkland & Ellis LLP is the
Debtors' counsel.  Klehr Harrison Harvey Branzburg & Ellers has
been tapped as local counsel.  Epiq Bankruptcy Solutions LLC
serves as claims and notice agent.  Muzak's petition listed assets
of $324 million against debt of $465 million, including $101
million owed on a senior secured credit facility, $220 million in
senior notes and $115 million in subordinated notes.


NAM JIK CHO: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Nam Jik Cho
           dba Western Metal Engraving
        13530 Doty Avenue, Apartment 36
        Hawthorne, CA 90250

Bankruptcy Case No.: 09-34035

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Alan M. Ahart

Debtor's Counsel: Jerome S. Cohen, Esq.
                  3731 Wilshire Blvd, Ste. 514
                  Los Angeles, CA 90010
                  Tel: (213) 388-8188
                  Fax: (213) 388-6188
                  Email: jsc@jscbklaw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A full-text copy of the Debtor's petition, including a list of its
20 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/cacb09-34035.pdf

The petition was signed by Nam Jik Cho.


NCOAT INC: June 30 Balance Sheet Upside-Down by $857 Million
------------------------------------------------------------
nCoat, Inc.'s balance sheet at June 30, 2009, showed total assets
of $4,136,644  and total liabilities of $861,788,868, resulting in
a stockholders' deficit of $857,652,224 .

For the three months ended June 30, 2009, the Company posted a net
loss of $30,210,753 compared with a net loss of $38,618,065 for
the same period in 2008.

For the six months ended June 30, 2009, the Company posted a net
loss of $516,453,308 compared with a net loss of $51,558,543 for
the same period in 2008.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company noted that at
June 30, 2009, it has a working capital deficiency of
$860,661,557, an accumulated deficit of $879,965,602 and a
stockholders' deficit.  Based on current operations, cash flows
from operations have become positive and must remain positive for
the remainder of the year; however, the Company will likely face
negative income for the first three quarters of the year ending
Dec. 31, 2009.  As of June 30, 2009, the Company's principal
sources of liquidity were $74,626 of cash and $457,116 of trade
accounts receivable, while current liabilities totaled
$861,377,427 at that date, of which $700,623,427 relates to notes
payable that are due currently.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?446e

nCoat, Inc. (Other OTC: NCOA) -- http://www.ncoat.com/-- and its
subsidiaries researches, licenses, commercializes, distributes,
and applies nano and multiple non-nano surface coatings.  The
company's coatings are used by automotive, diesel engine,
trucking, recreational vehicle, motorcycle, aerospace, and oil and
gas industries for heat management, corrosion resistance, friction
reduction, bond strength, abrasion protection, and appearance
applications.  It also develops and holds proprietary intellectual
property, and focuses on executing its distributed production and
licensing strategy.  The company was founded in 2004 and is
headquartered in Whitsett, N.C.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City raised
substantial doubt about nCoat, Inc.'s ability to continue as a
going concern after auditing the company's financial statements
for the year ended Dec. 31, 2007.  The auditing firm pointed to
the Company's losses from operations, negative cash flows from
operating activities, and working capital and stockholders'
deficit.  Auditors were not able to complete the audit for the
Company's results for 2008 as nCoat failed to pay the audit fee.


NAVISTAR INT'L: Posts $12 Million Net Loss for Fiscal Q3
--------------------------------------------------------
Navistar International Corporation reported its financial results
for the fiscal third quarter ended July 31, 2009.  Navistar
reported a net loss for the current third quarter of $12 million,
equal to $0.16 per diluted share, including increased provisions
for income taxes, on $2.51 billion in revenues, compared with net
income of $331 million, equal to $4.47 per diluted share, on
$3.95 billion in revenues in the third quarter a year ago.
Included in the results is the impact of the asset acquisition of
the recreational vehicle (RV) manufacturing business of Monaco
Coach Corporation, which resulted in an extraordinary gain of
$23 million, or $0.33 per diluted share, in the third quarter.
The gain is a result of the company being able to acquire the RV
inventories out of bankruptcy and the effects of purchase
accounting with the fair value of the acquired assets.

For the nine months ended July 31, 2009, the company said it
"demonstrated solid progress in its business strategy" by
delivering net income of $234 million, equal to $3.27 per diluted
share, on revenues of $8.28 billion, including the impact of the
Ford settlement and related charges, compared with net income of
$477 million, equal to $6.52 per diluted share, on revenues of
$10.85 billion in the same period a year ago.

Navistar reported manufacturing cash balances on July 31, 2009, of
$751 million compared with $594 million in the prior quarter ended
April 30, 2009.  Cash flow from operations was positive, as were
the net effect of other changes, including working capital, offset
by capital investments and the purchase of Monaco.  The company
continues to project manufacturing cash balances ranging from
$700 million to $800 million by year end.

At July 31, 2009, the Company had $9.38 billion in total assets
and $10.66 billion in total liabilities, resulting in
$1.35 billion in stockholders' deficit.  Navistar reported
$9.65 billion in total assets and $11.09 billion in total
liabilities as of April 30, 2009, resulting in $1.44 billion in
stockholders' deficit.

Navistar said its financial services segment made progress on its
strategy to renew Navistar Financial Corporation's maturing
facilities by completing the renewal of a $650 million dealer
floor plan funding facility.  The segment continues to demonstrate
quarter-over-quarter improvements as it delivered a segment profit
of $20 million in the latest quarter, compared with a segment loss
of $1 million in the year-ago period.

NFC entered into Amendment No. 4, dated August 25, 2009, to the
Series 2000-VFC Supplement to the Pooling and Servicing Agreement,
dated January 28, 2000, among Navistar Financial Securities
Corporation, as Seller, NFC, as Servicer, and The Bank of New York
Mellon, a New York banking corporation, as Master Trust Trustee.

NFC also entered into Amendment and Extension to Amended and
Restated Certificate Purchase Agreement, dated August 25, 2009,
among Navistar Financial Securities Corporation, NFC, Kitty Hawk
Funding Corporation, as a Conduit Purchaser, Liberty Street
Funding LLC (f/k/a Liberty Street Funding Corp.), as a Conduit
Purchaser, The Bank of Nova Scotia, as a Managing Agent and a
Committed Purchaser, and Bank of America, National Association, as
a Managing Agent, the Administrative Agent and a Committed
Purchaser.

Navistar reiterated the company will be profitable for its fiscal
year ending Oct. 31, 2009, despite reporting a loss for the third
quarter.

Based on projections for increased income tax expenses and its
forecast for the remainder of the year, Navistar lowered its
guidance for net income for its fiscal year ending Oct. 31, 2009,
to a revised range of $182 million, or $2.55 per diluted share, to
$207 million, or $2.85 per diluted share, excluding the Ford
settlement and related charges.  Including the impact of the Ford
settlement, net of related charges, earnings should be in the
range of $4.95 to $5.25 per diluted share.

"While we are lowering our guidance, we still expect to be
strongly profitable at $4.95 to $5.25 per share and I am
encouraged by the results of the company and our commitment to
generate positive results for our shareholders during these
challenging economic times," said Daniel C. Ustian, Navistar
chairman, president and chief executive officer.  "The third
quarter is traditionally our most challenging quarter, but we
remain focused on the long-term success of the company.
Therefore, we elected not to implement drastic short-term cost
cutting actions that would have impacted our ability to deliver
long-term results."

The company continues to project that total truck industry retail
sales volume for Class 6-8 trucks and school buses in the United
States and Canada for the fiscal year ending Oct. 31, 2009, will
total between 165,000 and 185,000 units.  Industry volumes reached
a recent high of 454,700 units in 2006 due to accelerated
purchases of trucks in anticipation of higher prices due to
stricter emissions standards imposed by the Environmental
Protection Agency in 2007.  However, the industry is anticipating
only a minimal pre-buy in 2009 ahead of 2010 emissions
requirements.  For 2010, the company anticipates that industry
volumes will be in the range of 175,000 to 215,000 units.

Continuing on its path to meet the latest emissions requirements
through its advanced EGR (exhaust gas recirculation) MaxxForce(R)
engines, the company said it is on track with its 2010 engine
testing and will be prepared for a successful engine launch in the
months ahead.

A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://ResearchArchives.com/t/s?4492

Navistar presented via live web cast its fiscal 2009 third quarter
financial results on September 10.  A full-text copy of the
slides containing financial and operating information used as part
of the web cast is available at no charge at:

               http://ResearchArchives.com/t/s?4493

                          About Navistar

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

                           *     *     *

Navistar carries Standard & Poor's Ratings Services' 'BB-'
corporate credit ratings and Fitch Ratings' 'BB-' Issuer Default
Ratings.


NAVISTAR INT'L: Posts $12MM 3rd Quarter Loss, Lowers Guidance
-------------------------------------------------------------
Confronted by hard economic conditions and the worst truck market
since 1962, Navistar International Corporation reiterated that the
Company will be profitable for its fiscal year ending
Oct. 31, 2009, despite reporting a loss for the third quarter
ended July 31, 2009.

"While we are lowering our guidance, we still expect to be
strongly profitable at $4.95 to $5.25 per share and I am
encouraged by the results of the company and our commitment to
generate positive results for our shareholders during these
challenging economic times," said Daniel C. Ustian, Navistar
chairman, president and chief executive officer.  "The third
quarter is traditionally our most challenging quarter, but we
remain focused on the long-term success of the company.
Therefore, we elected not to implement drastic short-term cost
cutting actions that would have impacted our ability to deliver
long-term results."

Manufacturing segment profit was $110 million and $604 million,
including the impacts of the Ford settlement, net of related
charges, for the third quarter and first nine months of 2009,
respectively, compared with $473 million and $881 million in the
year-ago periods.  Due to changes in production schedules between
foreign entities, improved results in foreign operations, and
other special items, the company has revised its full-year tax
estimates, resulting in a $30 million charge in the third quarter.

Navistar reported a net loss for the current third quarter of
$12 million, equal to $0.16 per diluted share, including increased
provisions for income taxes, on $2.51 billion in revenues,
compared with net income of $331 million, equal to $4.47 per
diluted share, on $3.95 billion in revenues in the third quarter a
year ago.  Included in the results is the impact of the asset
acquisition of the recreational vehicle (RV) manufacturing
business of Monaco Coach Corporation, which resulted in an
extraordinary gain of $23 million, or $0.33 per diluted share, in
the third quarter.  The gain is a result of the company being able
to acquire the RV inventories out of bankruptcy and the effects of
purchase accounting with the fair value of the acquired assets.

For the nine months ended July 31, 2009, the company demonstrated
solid progress in its business strategy by delivering net income
of $234 million, equal to $3.27 per diluted share, on revenues of
$8.28 billion, including the impact of the Ford settlement and
related charges, compared with net income of $477 million, equal
to $6.52 per diluted share, on revenues of $10.85 billion in the
same period a year ago.

Navistar reported manufacturing cash balances on July 31, 2009, of
$751 million compared with $594 million in the prior quarter ended
April 30, 2009.  Cash flow from operations was positive, as were
the net effect of other changes, including working capital, offset
by capital investments and the purchase of Monaco.  The Company
continues to project manufacturing cash balances ranging from
$700 million to $800 million by year end.

Based on projections for increased income tax expenses and its
forecast for the remainder of the year, Navistar lowered its
guidance for net income for its fiscal year ending Oct. 31, 2009,
to a revised range of $182 million, or $2.55 per diluted share, to
$207 million, or $2.85 per diluted share, excluding the Ford
settlement and related charges.  Including the impact of the Ford
settlement, net of related charges, earnings should be in the
range of $4.95 to $5.25 per diluted share.

The Company continues to project that total truck industry retail
sales volume for Class 6-8 trucks and school buses in the United
States and Canada for the fiscal year ending Oct. 31, 2009, will
total between 165,000 and 185,000 units.  Industry volumes reached
a recent high of 454,700 units in 2006 due to accelerated
purchases of trucks (pre-buy) in anticipation of higher prices due
to stricter emissions standards imposed by the Environmental
Protection Agency in 2007.  However, the industry is anticipating
only a minimal pre-buy in 2009 ahead of 2010 emissions
requirements.  For 2010, the Company anticipates that industry
volumes will be in the range of 175,000 to 215,000 units.

Continuing on its path to meet the latest emissions requirements
through its advanced EGR (exhaust gas recirculation) MaxxForce(R)
engines, the company said it is on track with its 2010 engine
testing and will be prepared for a successful engine launch in the
months ahead.

Navistar continues to invest in product leadership and remains
focused on key growth initiatives that drive business value. The
third quarter of 2009 saw the advancement of the company's 2010
emissions approach with the certification by the California Air
Resources Board (CARB) and its plan to develop and manufacture an
all-electric vehicle through its strategy of leveraging what the
company has and what others have built. This period also saw the
launch of several new products, such as the International(R) Husky
Tactical Support Vehicle for the U.K. Ministry of Defense, and the
progression of several initiatives that the company believes will
be key contributors to its future success.

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar reported $9.65 billion in total assets and $11.09 billion
in total liabilities as of April 30, 2009, resulting in
$1.44 billion in stockholders' deficit.

                           *     *     *

Navistar carries Standard & Poor's Ratings Services' 'BB-'
corporate credit ratings and Fitch Ratings' 'BB-' Issuer Default
Ratings.


NEPHROS INC: Posts $1 Million Net Loss in Six Months Ended June 30
------------------------------------------------------------------
Nephros Inc. posted a net loss of $413,000 for three months ended
June 30, 2009, compared with a net loss of $2,444,000 for the same
period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $1,148,000 compared with a net loss of $4,084,000 for the same
period in 2008.

At June 30, 2009, the Company's balance sheet showed total assets
of $2,340,000, total liabilities of $928,000 and stockholders'
equity of $1,412,000.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4488

Headquartered in New York, Nephros Inc. (Amex: NEP) --
http://www.nephros.com/-- is a medical device company developing
and marketing products designed to improve the quality of life for
the End-Stage Renal Disease patient, while addressing the critical
financial and clinical needs of the care provider.  Nephros also
markets a line of water filtration products, the Dual Stage
Ultrafilter.  With an initial focus on health care, the DSU is in
a pilot-use program at a major U.S. medical center and has been
selected for further development by the U.S. Marine Corps.

                       Going Concern Doubt

On March 27, 2009, Rothstein, Kass & Company, P.C., in Roseland,
New Jersey expressed substantial doubt about Nephros Inc.'s
ability to continue as a going concern after auditing the
Company's financial statements for the fiscal years ended Dec. 31,
2008, and 2007.  The auditor noted that the Company incurred
negative cash flow from operations and net losses since inception.


NETWORK COMMUNICATIONS: S&P Junks Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
and bank loan issue-level ratings on Lawrenceville, Georgia-based
Network Communications Inc. by one notch to 'CCC+' from 'B-', and
the rating outlook is negative.

At the same time, S&P lowered the issue-level rating on NCI's
$15 million revolving credit facility due 2010 and $76.7 million
term loan B due 2012 to 'CCC+' (the same as the 'CCC+' corporate
credit rating on the company) from 'B+'.  S&P also revised the
recovery rating on this debt to '3' from '1'.  The '3' recovery
rating indicates S&P's expectation of meaningful (50% to 70%)
recovery in the event of a payment default.  S&P also lowered the
issue-level rating on NCI's $175 million 10.75% senior notes due
2013 to 'CCC-' (two notches lower than the 'CCC+' corporate credit
rating) from 'CCC+'.  S&P also revised the recovery rating on this
debt to '6' from '5'.  The '6' recovery rating indicates S&P's
expectation of negligible (0% to 10%) recovery in the event of a
payment default.

"The recovery rating revision reflects a change to S&P's estimated
default EBITDA and emergence valuation under S&P's simulated
default scenario," said Standard & Poor's credit analyst Jeanne
Mathewson.

Under S&P's revised default scenario, S&P assumes EBITDA at
emergence will have declined significantly from S&P's 2010 fiscal
year estimate, and that the assumed distressed EBITDA multiple
would be in the 3x to 4x range.  The change to S&P's default
EBITDA assumption resulted in a lower gross emergence enterprise
value than in S&P's previous analysis.

The ratings downgrade reflects S&P's expectation that NCI's
liquidity will become further strained, as S&P believes that
declines in the company's remodeling, home improvement, and home
sales segments will likely continue.  Over the intermediate term,
S&P expects the company's discretionary cash flow to be minimal
and access to its revolving credit facility could be curtailed by
covenant constraints.

Lease-adjusted debt (including $42 million of holding company 12%
pay-in-kind (PIK) notes) to EBITDA increased to 9.9x for the 12
months ended June 21, 2009, from 6.2x a year earlier.  EBITDA
coverage of total interest expense was very low at 1.0x, while
EBITDA coverage of cash interest was slightly better at 1.2x,
benefiting from the absence of cash interest payments on the PIK
senior subordinated notes for the life of the notes.
Discretionary cash flow for the 12 months ended June 21, 2009,
fell into negative territory because of a negative swing in
working capital.  S&P expects discretionary cash flow to be
minimal over the intermediate term.


NEW FRONTIER BANK: Penny Worley Auctions Tow Trucks & Vehicles
--------------------------------------------------------------
Penny Worley Auctioneers will conduct an online auction of tow
trucks and vehicles from New Frontier Bank.  "These tow trucks,
pickup trucks and vehicles from New Frontier Bank will sell to the
highest bidder," explained Penny Worley's Jerry Jenkins. "This is
a great opportunity for small business owners to buy trucks at a
great value, especially in a bad economy."  Vehicles in this
online bank auction comprise over 30 lots, including 13 tow
trucks, plus several cars, SUV's, pickup trucks and a minivan.

Jenkins said the vehicles are repossessed assets from New Frontier
Bank and were ordered sold by the Federal Deposit Insurance
Corporation (FDIC) as receivership of the bank.  In 2008, Penny
Worley Auctioneers was named an official auctioneer for the FDIC.

The online auction is open to the public.  Bidding ends September
27.  Vehicles may be previewed in person on Saturday, September
26, from 11:00 a.m. to 5:00 p.m.  Bidders must register prior to
bidding.  For more information, visit
http://www.WorleyAuctioneers.com/, or call Jerry Jenkins at (513)
313-9178.

Penny Worley Auctioneers conducts auctions throughout the United
States, including over 100 auctions in 2008. The company is a
member of the National Auctioneers Association, the Ohio
Auctioneers Association and the Certified Appraisers Guild of
America, National Association of Realtors & Ohio Association of
Realtors and Members of the Cincinnati and Dayton Home Builders
Association.

                        About New Frontier

New Frontier Bank was a bank based in Greeley Colorado.  As of
March 24, 2009, New Frontier had total assets of $2.0
billion and total deposits of about $1.5 billion.

New Frontier Bank was closed April 10, 2009, by the State Bank
Commissioner, by Order of the Banking Board of the Colorado
Division of Banking, which then appointed the Federal Deposit
Insurance Corporation as receiver.  A Deposit Insurance National
Bank of Greeley was created by the FDIC and opened for 30 days to
allow depositors at New Frontier time to open accounts at other
insured institutions.  At the time of closing, there were
approximately $150 million in insured deposits and $4 million in
deposits that potentially exceeded the insurance limits. Uninsured
deposits were not transferred to the DINB.


NEWPAGE CORP: NP Investor Extends Debt Tender Offer Until Today
---------------------------------------------------------------
NP Investor LLC, an affiliate of Cerberus Capital Management,
L.P., the indirect controlling shareholder of NewPage Corporation,
has extended the Withdrawal Deadline, Early Participation Time and
Expiration Time for its previously announced cash tender offer to
purchase certain of NewPage's outstanding Floating Rate Senior
Secured Notes due 2012 and 10% Senior Secured Notes due 2012.

The Second Lien Notes Offer is described in detail in the Offer to
Purchase dated July 15, 2009, and the related Letter of
Transmittal, as amended by the Supplement to the Second Lien Notes
Offer dated August 10, 2009, and the previously distributed press
releases dated August 10, 2009, and August 21, 2009.

The Second Lien Notes Offer has been extended as follows:

    * NPI extended the Withdrawal Deadline, previously scheduled
      for 12:00 Midnight, New York City time, on Friday,
      September 4, 2009, to 12:00 Midnight, New York City time, on
      Friday, September 11, 2009, unless further extended;

    * NPI extended the Early Participation Time, previously
      scheduled for 12:00 Midnight, New York City time, on Friday,
      September 4, 2009, to 12:00 Midnight, New York City time, on
      Friday, September 11, 2009, unless further extended. All
      holders tendering their Second Lien Notes on or prior to the
      new Early Participation Time and whose Second Lien Notes are
      accepted for purchase will be eligible to receive the Early
      Participation Premium; and

    * NPI extended the Expiration Time, previously scheduled for
      12:00 Midnight, New York City time, on Friday, September 4,
      2009, to 12:00 Midnight, New York City time, on Friday,
      September 11, 2009, unless further extended.

NPI also has terminated its previously announced cash tender offer
to purchase certain of NewPage Holding Corporation's outstanding
Floating Rate Senior Unsecured PIK Notes due 2013 and NewPage's
outstanding 12% Senior Subordinated Notes due 2013.  As a result
of the termination of the Subordinated Notes Offer, no
Subordinated Notes will be accepted for purchase in the
Subordinated Notes Offer and NPI will not pay the tender offer
consideration or the early participation premium with respect to
any Subordinated Notes.  Any Subordinated Notes that have been
tendered will be promptly returned to the tendering holders.

NewPage and NPI have retained Citi to serve as the lead dealer
manager for the Second Lien Notes Offer and Banc of America
Securities LLC, Credit Suisse Securities (USA) LLC and Goldman,
Sachs & Co. are acting as additional dealer managers.  Barclays
Capital Inc. is acting as co-manager for the Second Lien Notes
Offer.  Questions regarding the Second Lien Notes Offer may be
directed to Citigroup Global Markets Inc. at (212) 723-6106
(collect) or (800) 558-3745 (toll-free).  Requests for documents
in connection with the Second Lien Notes Offer may be directed to
Global Bondholder Services Corporation, the information agent for
the Second Lien Notes Offer at (212) 430-3774 or (866) 470-3700
(toll-free).

As reported by the Troubled Company Reporter on August 24, 2009,
NewPage said it is continuing discussions with lenders to obtain a
waiver or amendment to its covenants.  NewPage said it is in
compliance with all covenants as of June 30, 2009.  The required
financial covenant levels and the actual levels as of June 30,
2009 are:

                                              Covenant   Actual
                                              --------   ------
     Maximum Leverage Ratio                      5.75     5.65
     Maximum Senior Leverage Ratio               3.25     3.04
     Minimum Interest Coverage Ratio             1.75     2.14
     Minimum Fixed Charge Coverage Ratio         1.10     1.36

NewPage noted the required financial covenant levels become more
restrictive over the term of the senior secured credit facilities.
By December 31, 2009, the leverage ratio declines to 5.00 with
further decreases over the following three years to 3.75, the
senior leverage ratio declines to 2.50 with further decreases over
the following three years to 1.25 and the interest coverage ratio
increases to 2.00 with a further increase to 2.50 the following
year.

In July 2009, NewPage said it was working with lenders on an
amendment of certain provisions of its term loan senior secured
credit facility and revolving senior secured credit facility.  In
addition, NP Investor LLC, an affiliate of Cerberus Capital
Management, L.P., the indirect controlling shareholder of NewPage,
announced in July 2009 an offer to purchase a portion of NewPage's
floating rate senior secured notes, 10% senior secured notes and
12% senior subordinated notes.  In addition, NPI announced an
offer to purchase all of NewPage Holding's senior unsecured PIK
notes that are validly tendered and not withdrawn.  Furthermore,
the size, terms and timing of NewPage's proposed offering of new
senior secured notes due 2014 are still under consideration at
this time.  There can be no assurance that NewPage or NPI will
complete any or all of the transactions on the terms previously
announced or at all.

"The economic environment continues to be challenging and
uncertain, with limited visibility to the timing and strength of
an economic recovery in North American coated paper.  We continue
to closely monitor market pricing and demand, but forecasting has
become particularly difficult in this uncertain environment.  A
weak recovery in customer demand, coupled with continued price
erosion, could jeopardize our ability to meet our financial
covenants during the upcoming twelve-month period," NewPage said.

NewPage also said its senior secured credit agreements allow the
shareholders of NewPage Group to make an equity contribution to
NewPage within 10 days of the delivery of the compliance
certificate to the administrative agent.  The equity contribution
would be added to consolidated adjusted EBITDA to determine
compliance.  The aggregate amount of contributions cannot exceed
$50 million and may be made up to two times in any 12 month period
and four times over the life of the credit agreements.

"We cannot provide assurance that waivers or amendments could be
obtained or whether the shareholders of NewPage Group would make
an equity contribution to cure a violation.  If we did violate our
financial covenants, and were not able to obtain a waiver or
amendment to the covenants, and the shareholders of NewPage Group
did not make an equity contribution to cure the violation, and the
lenders so request, the debt would become immediately payable and
would affect our ability to borrow amounts under the revolving
credit facility for liquidity needs.  We do not have sufficient
cash on hand to satisfy such a demand.  Accordingly, the inability
to comply with our financial covenants or obtain waivers or
amendments for non-compliance would have a material adverse effect
on our financial position, results of operations, liquidity and
cash flows," NewPage said.

As of June 30, 2009, NewPage Holding had $4.141 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $3.145 billion, and other long-term obligations of
$618 million; resulting in $97 million total deficit.

As of June 30, 2009, NewPage Corp. had $4.140 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $2.953 billion, and other long-term obligations of
$618 million; resulting in $94 million total deficit.

                     About NewPage Corporation

Headquartered in Miamisburg, Ohio, NewPage is the largest coated
paper manufacturer in North America, based on production capacity,
with $4.4 billion in net sales for the year ended December 31,
2008. The company's product portfolio is the broadest in North
America and includes coated freesheet, coated groundwood,
supercalendered, newsprint and specialty papers.  These papers are
used for corporate collateral, commercial printing, magazines,
catalogs, books, coupons, inserts, newspapers, packaging
applications and direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada. These mills have a
total annual production capacity of approximately 4.4 million tons
of paper, including approximately 3.2 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.


NEWPAGE CORP: S&P Raises Rating on Subordinated Notes to 'CC'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level rating
on NewPage Corp.'s (CC/Negative/--) 12% subordinated notes due
2013 to 'CC' from 'C'.  The recovery rating on the notes remains a
'6', indicating S&P's expectations for negligible recovery in the
event of a payment default.

S&P also lowered the issue-level rating on NewPage's secured term
loan to 'CCC' from 'B+' and removed it from CreditWatch with
negative implications.  S&P revised the recovery rating on the
term loan to '3', indicating S&P's expectation of meaningful (50%
to 70%) recovery in the event of a payment default, from '1'.

"We raised the rating on NewPage's subordinated notes following
the disclosure by the company that NP Investor LLC [NPI], an
affiliate of NewPage's controlling shareholder [Cerberus Capital
Management L.P.], has terminated its previously announced cash
tender offer for the subordinated notes," said Standard & Poor's
credit analyst Andy Sookram.  As a result of this termination, the
notes are no longer subject to S&P's distressed exchange criteria.
The revised rating on the notes is two notches below the 'CCC'
corporate credit rating that S&P anticipates assigning upon
completion of the second-lien notes tender offer.

S&P revised the recovery rating on the term loan B to '3',
indicating its expectation for meaningful (50% to 70%) recovery in
the event of a payment default, from '1',  given continued
challenging end-market demand for coated papers and S&P's
expectation for lower earnings and cash flow prospects in the
default horizon.

NPI has extended the expiration time for its previously announced
cash tender offer for NewPage's floating rate and 10% second-lien
notes due 2012, previously scheduled for Sept. 4, 2009, to
Sept. 11, 2009, unless further extended.  S&P continue to view
this transaction as a distressed exchange and tantamount to a
default, as S&P views NPI in the same light as NewPage itself
acquiring the notes, given the shareholder's substantial ownership
of NewPage and the company's highly leveraged financial risk
profile.  In addition, NPI terminated its previously announced
cash tender offer for NewPage's holding company pay-in-kind notes,
which S&P does not rate.

NewPage is also seeking to amend its bank credit facilities, which
consist of a $500 million asset-based lending facility due 2012
and a $1.5 billion term loan B maturing in 2014, to provide
covenant relief.  The proposed amendments include the elimination
of certain financial covenants through March 31, 2010, including
minimum interest coverage and maximum leverage tests, and allow
the company to repurchase term loan and second-lien debt in the
future, subject to certain exceptions.  The company also cancelled
its proposed offering of $595 million senior secured notes.

Upon completion of the contemplated exchange, S&P will lower the
corporate credit rating to 'SD' (selective default) and the issue-
level rating on the second-lien notes to 'D'.  S&P also expects to
revise the recovery rating on the second-lien notes to '6' from
'5', indicating S&P's expectation of negligible (0% to 10%)
recovery for noteholders.  As soon as possible thereafter, S&P
expect, based on its preliminary analysis, that S&P will raise the
corporate credit rating to 'CCC'.  S&P believes that, while the
financial covenant relief should ease liquidity pressures in the
next few quarters, the company will continue to face substantial
financial challenges because of its very heavy debt burden and its
expectation that weak market conditions will continue through
2010, resulting in weak cash flow levels.

The outlook is negative, reflecting S&P's expectation that S&P
will lower the corporate credit rating on NewPage to 'SD'
following the completion of the tender offer.


NORTEL NETWORKS: Enterprise Auction Today, Verizon Notes of Pacts
-----------------------------------------------------------------
Nortel Networks will conduct an auction for its Enterprise
business today. Networks has confirmed that it received additional
bids for its Enterprise Solutions unit in addition to Avaya Inc.'s
$475 million offer, but did not provide any other details.

According to Michael Bathon at Bloomberg, Verizon Communications
Inc. said it intends to object if Avaya wins the auction, saying
it would harm U.S. national security.  Verizon lawyers said in
court papers that Avaya has decided it will terminate support and
service contracts that Verizon has with Nortel if it wins the
auction.

Verizon's customers include government agencies and offices in the
U.S.  Verizon relies on Toronto-based Nortel to provide
maintenance, repairs, spare parts and support service to these
customers.  If Avaya pursues tits decision to exclude the Verizon
contracts from the sale, federal departments and agencies would be
at risk of disruption, Verizon said.

In response to Verizon's motion, Avaya Inc. issued the following
statement, saying "Avaya is committed to providing current and
future customers of Avaya with the highest levels of service and
support as we pursue the acquisition of Nortel Enterprise
Solutions.  Avaya is engaged in discussions with Verizon to
attempt to negotiate suitable arrangements for the assumption of
the contracts referenced in Verizon's motion filed September 9,
2009.  Avaya continues to believe that the acquisition of Nortel's
Enterprise Solutions unit by Avaya will deliver significant value
for customers and other stakeholders of both companies."

Avaya -- http://www.avaya.com/-- is a global leader in enterprise
communications systems.

                     Ericsson Offered 680 Jobs

Ericsson AB, which is buying Nortel Networks Corp.'s wireless
business, offered jobs to 680 Nortel employees, Bloomberg News
said, citing a report by the Canadian Broadcasting Corporation.
CBC, which cited Ericsson officials as saying, stated the move
doesn't create any new jobs and the employees will remain in
Ottawa where Nortel has facilities.  The workers have until the
end of the day to accept, CBC said.

Nortel has already obtained approval from the courts in Canada and
the United States to sell its CDMA business and LTE Access assets
to Telefonaktiebolaget LM Ericsson for a purchase price of US$1.13
billion.  The sale to Ericsson has not yet been closed.
Completion of the sale is subject to regulatory and other
customary closing conditions.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it.  Nortel does business in more than 150 countries
around the world.  Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


NORTEL NETWORKS: Cleary Gottlieb Charges $17.3MM for May-July
-------------------------------------------------------------
Six professionals retained in Nortel Networks' Chapter 11 cases
filed applications, seeking interim allowance of fees for
services provided in the Debtors' cases and reimbursement of
reasonable expenses incurred:

Professional           Fee Period        Fees      Expenses
------------           ----------     ----------   --------
Cleary Gottlieb Steen  05/01/09 to    $4,189,301   $149,375
& Hamilton LLP         05/31/09

Cleary Gottlieb Steen  06/01/09 to    $6,719,870   $260,256
& Hamilton LLP         06/30/09

Cleary Gottlieb Steen  07/01/09 to    $6,401,447   $105,860
& Hamilton LLP         07/31/09

Jackson Lewis LLP      06/01/09 to       $28,054     $1,276
                       06/30/09

Jackson Lewis LLP      07/01/09 to       $11,173        $12
                       07/31/09

Huron Consulting Group 07/01/09 to      $124,599    $16,025
                       07/31/09

Crowell & Moring LLP   05/01/09 to        $7,900        $63
                       05/31/09

Crowell & Moring LLP   06/01/09 to       $18,557         $6
                       06/30/09

Crowell & Moring LLP   07/01/09 to       $11,208        $33
                       07/31/09

Morris Nichols Arsht   07/01/09 to      $117,769    $53,27l
& Tunnell LLP          07/31/09

Lazard Freres & Co.    05/01/09 to      $250,000    $60,669
LLC                    05/31/09

Palisades Capital      07/01/09 to      $130,000         $0
Advisors LLC           07/31/09

Palisades Capital      08/01/09 to      $130,000         $0
Advisors LLC           08/31/09

The aggregate amount of fees and expenses sought by each of these
professionals employed by the Debtors for the period May 1
through July 31, 2009, are:

Professional                             Fees     Expenses
------------                          ----------  ---------
Cleary Gottlieb                      $17,310,618   $515,493
Huron Consulting                        $592,854    $75,612
True Partners Consulting LLC            $340,573         $0
Palisades Capital Advisors LLC          $360,645     $2,489
Morris Nichols                          $275,510   $121,241
Jackson Lewis LLP                        $62,996     $1,356
Shearman & Sterling                      $63,916     $2,356
Ernst & Young LLP                        $39,739         $0

Six other professionals retained by the Official Committee of
Unsecured Creditors also filed monthly fee applications.  They
are:

Professional           Fee Period        Fees      Expenses
------------           ----------     ----------   --------
Akin Gump Strauss      07/01/09 to    $1,042,206    $24,587
Hauer & Feld LLP       07/31/09

Capstone Advisory      06/01/09 to      $454,508    $20,526
Group LLC              06/30/09

Capstone Advisory      07/01/09 to      $447,305    $30,532
Group LLC              07/31/09

Ashurst LLP            07/01/09 to     GBP16,941      GBP73
                       07/31/09

Jefferies & Company    05/01/09 to      $200,000    $26,719
Inc.                   05/31/09

Jefferies & Company    06/01/09 to      $200,000    $30,053
Inc.                   06/30/09

Richards Layton &      07/01/09 to        $6,239     $1,883
Finger P.A.            07/31/09

Fraser Milner Casgrain 07/01/09 to      C438,179     C4,857
LLP                    07/31/09

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it.  Nortel does business in more than 150 countries
around the world.  Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


NORTEL NETWORKS: Gets Court Nod to Enforce PBGC Retirement Pact
---------------------------------------------------------------
Nortel Networks Inc. and its affiliated debtors sought and
obtained the Court's permission to take all actions to effectuate
an agreement between Pension Benefit Guaranty Corporation and the
committee overseeing an NNI-sponsored retirement income plan.

The Retirement Plan is a tax-qualified, single-employer, defined
benefit pension plan, which is covered by the Employee Retirement
Income Security Act.  As of January 1, 2009, there are
approximately 22,220 present and former employees of Nortel and
and their beneficiaries who are entitled to receive pension
benefits under the retirement plan.

PBGC and the Retirement Plan Committee reached an agreement for
the termination of the NNI-sponsored retirement plan as well as
the appointment of the agency as the plan's trustee.

Prior to the parties' agreement, PBGC filed a complaint in mid
July 2009, in the Middle District of Tennessee, seeking the
involuntary termination of the Retirement Plan effective July 17,
2009, and its appointment as trustee of the Retirement Plan.
PBGC complained of the Retirement Plan's inability to pay the
plan benefits and the possible loss PBGC may suffer in the long
run if the Retirement Plan is not terminated.

In a previously reported public statement, PBGC intend to take
over the Retirement Plan assets and use insurance funds to pay
guaranteed benefits under the Plan to retirees and beneficiaries.

"The Debtors are not signatories to the agreement and have no
clear obligations under the agreement, however, given that NNI is
the pension plan's sponsor and was a named defendant in the
termination proceeding, in an abundance of caution, NNI requests
authorization to take all necessary or appropriate actions to
effectuate the agreement and plan termination," says Chad Fights,
Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington,
Delaware.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it.  Nortel does business in more than 150 countries
around the world.  Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


NORTEL NETWORKS: Proposes Deal With Computer Science
----------------------------------------------------
Nortel Networks Inc. and its affiliated debtors seek the Court's
authority to enter into an agreement with Computer Science
Corporation to reconcile various prepetition accounts receivable
owed by and to NNI and CSC.

Under the parties' agreement, CSC agreed to setoff a sum of
$3,549,446, which it owes to NNI against the $5,118,105, which
CSC owes NNI.  The claims stemmed from an Amended Master
Information Technology Service Agreement, a Master Services
Agreement, and a Master Reseller Agreement and related
contractual documents CSC and NNI were parties to before the
Petition Date.

The Court will convene a hearing on September 15, 2009, to
consider the Debtors' request.  Creditors and other concerned
parties have until September 8, 2009, to file their objections.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and enterprise
networks, support multimedia and business-critical applications.
Nortel's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it.  Nortel does business in more than 150 countries
around the world.  Nortel Networks Limited is the principal direct
operating subsidiary of Nortel Networks Corporation.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.  (http://bankrupt.com/newsstand/
or 215/945-7000)


NUKOTE INTERNATIONAL: Sues Office Depot for $217 Million
--------------------------------------------------------
Nukote International Inc. has sued Office Depot Inc. before the
Bankruptcy Court, which handles Nukote's bankruptcy case, for
$217 million, claiming that Office Depot's "egregious fraudulent
misrepresentations" caused the Chapter 11 filing, Bloomberg's Bill
Rochelle reported and The Associated Press reported.

Nukote, according to the reports, contends in the suit that Office
Depot was secretly planning to shift the private brand imaging
supplies business to another supplier.  Office Depot denied it
breached any agreement and said "it is Nukote that is indebted to
Office Depot," not the other way around.

Brian Levine, a spokesman for Office Depot, said in a statement
that Nukote stopped shipping in early April, "despite the fact
that Office Depot continued to place orders."

                    About Nukote International

Headquartered in Franklin, Tennessee, Nukote International, Inc. -
- http://www.nukote.com/--  makes ink and toner cartridges for
laser and ink-jet printers, copiers, and fax machines.

The Company and its affiliates filed for Chapter 11 on June 3,
2009 (Bankr. M. D. Tenn. Lead Case No. 09-06240).  Barbara Dale
Holmes, Esq., at Harwell Howard Hyne Gabbert & Manner, P., and
Frank J. Wright, Esq., at Wright Ginsberg Brusilow PC represent
the Debtors in their restructuring efforts.  The Debtors have
assets and debts both ranging from $10 million to $50 million.

Nukote's secured lender CIT Group/Business Credit, Inc. is owed
$30 million under a prepetition financing agreement. The $30
million is consists of a $6.3 million term loan and a $23 million
revolving line of credit.

                        About Office Depot

Office Depot, Inc. is a global supplier of office products and
services. The Company is organized into three business segments:
North American Retail division, North American Business Solutions
division and International division. Its sales are processed
through multiple channels, consisting of office supply stores, a
contract sales force, an outbound telephone account management
sales force, Internet sites, direct marketing catalogs and call
centers, supported by its network of crossdocks, warehouses and
delivery operations. In April 2008, Office Depot, Inc. and
Reliance Retail Limited, a subsidiary of Reliance Industries
Limited, announced that they have entered into a joint venture to
provide office products and services to business customers in
India. Office Depot, Inc. and Reliance also announced the
acquisition of eOfficePlanet, one of the dealers of office
products and services to corporate customers in India.

Standard & Poor's Ratings Services said in June 2009 that its
ratings and outlook on Boca Raton, Florida-based Office Depot Inc.
(B/Negative/--) are not immediately affected by the company's
announcement that it sold $350 million of perpetual
convertible preferred stock to BC Partners Inc.


NV BROADCASTING: Gets Plan Confirmation After 60 Days
-----------------------------------------------------
New Vision Television said September 10 its Plan of Reorganization
has been approved by the U.S. Bankruptcy Court for the District of
Delaware.  The Court's decision signals an imminent end to New
Vision's restructuring process.  New Vision began its
restructuring process on July 13, 2009, with the support of the
company's first and second lien debt holders, and New Vision's
debt holders today unanimously supported the company's Plan of
Reorganization.  New Vision owns or provides services to 14 major
network-affiliated television stations across the United States.

Under the Plan, as approved by the Court, all of New Vision's debt
and guaranteed obligations of more than $400 million will be
eliminated.  New Vision will be provided with sufficient capital
to ensure the company's uninterrupted business operations, and New
Vision's existing management and employees will remain in place.

"New Vision has reached an important milestone," said Jason Elkin,
New Vision's founder and Chief Executive Officer. "As we began
this restructuring process, we promised our employees, our viewers
and our advertisers that New Vision wouldn't miss a beat, and we
haven't.  Our daily business hasn't been impacted at all: Jobs and
benefits for our employees are intact; advertisers have continued
to receive top customer service; and our stations have continued
to invest in best-of-class news coverage and other programming.
Now, with the Court's approval of our reorganization plan, the way
is clear for New Vision to emerge from this restructuring process
in the very near future -- as a financially strong and agile
company, with great employees, loyal advertisers, committed local
audiences, and valuable geographic and network diversification
among our stations."

New Vision's restructuring is subject to the prior consent of the
Federal Communications Commission.  New Vision has sought such
consent and expects approval shortly.

"New Vision's tremendous progress in just 60 days is a tribute to
everyone who has been involved," concluded New Vision CEO Jason
Elkin. "We are grateful for the tremendous faith our debt holders
have shown in New Vision's business model and future prospects,
and we are thankful for the dedication and loyalty of our
employees, advertisers and viewers."

New Vision Television is the third station ownership group led by
Jason Elkin and an experienced management team.  Mr. Elkin's first
two station groups were both highly successful.  New Vision 3 was
formed in July 2006.

Moelis & Company is serving as financial advisor to New Vision
Television, and Locke Lord Bissell & Liddell is serving as legal
counsel for the restructuring.

                          Terms of Plan

NV Broadcasting, LLC, and its affiliates filed a disclosure
statement to accompany their joint Chapter 11 plan of
reorganization, dated as of July 31, 2009, with the U.S.
Bankruptcy Court for the District of Delaware.

The Plan provides for a restructuring of the Debtors' financial
obligations, which will result in a significant deleveraging of
the Debtors to better compete in the broadcasting market.
Distributions under the Plan will be sourced from an exit secured
term loan.  The Exit Secured Term Loan is a 3-year first priority
senior secured multi-draw term loan facility in an aggregate
principal amount of $28,000,000.

Pursuant to the Plan, holders of First Lien Loan Claims, allowed
in an amount not less than $274,021,842, will receive a transfer
of their ratable proportion of 100% of the membership interests in
NVT Holdings.  Projected recovery under the Plan is 33%.

The projected recovery under the Plan for holders of general
unsecured trade claims against NV Media, LLC, with allowed amounts
of $9,719,803, is 100%.  Each allowed NV general unsecured trade
claim will (a) be reinstated as an obligation of NVT Networks; (b)
receive such treatment as to which NVT Networks will have agreed
to in writing; or (c) be treated in any other manner so that such
NV general unsecured trade claim will otherwise be rendered
unimpaired.  Holders of general unsecured claims against PBC, with
allowed amount of $600,850, will receive the same treatment as the
NV general unsecured trade claims.

Holders of the Second Lien Loan Claims who vote to accept the Plan
will receive a transfer of its ratable proportion of the Second
Lien Equity upon execution of NVT Holdings' amended and restated
operating agreement by the members thereof, and holders of the
Second Lien Loan Claims who vote to reject the Plan will not
receive any transfers of property on account of such holder's
Second Lien Loan Claim and the aggregate amount of Second Lien
Equity to be transferred pursuant to section 4.7 of the Plan will
be reduced by the percentage determined by dividing (x) the
aggregate face amount of the Rejecting Second Lien Claims by (y)
the total Second Lien Loan Claims.

The projected recovery under the Plan for second lien loan claims,
which are allowed in the amount of $94,972,735, is 3%.

Holders of interests will receive no distribution of property
under the Plan, and holders thereof are not entitled to vote, and
conclusively presumed to reject the Plan.

A full-text copy of the disclosure statement explaining the
Debtors' joint Chapter 11 plan is available for free at:

         http://bankrupt.com/misc/nvbroadcasting.DS.pdf

                       About NV Broadcasting

NV Broadcasting, LLC, is a wholly owned subsidiary of NV
Television, LLC, which in turn is wholly owned by NV Media, LLC,
whose parent is New Vision Television, LLC, who is not a debtor in
these cases.

PBC Television Holdings is a privately-held limited liability
company that owns 100% of PBC Broadcasting, LLC.  Todd Parkin owns
100% of the issued and outstanding limited liability company units
of PBC Television Holdings.

The NV Debtors own and operate 11 television stations that are
affiliated with major networks, together with several satellite
stations and additional low power television stations that
retransmit the signals of the affiliated television stations, and
through joint sales or share services agreements, provide sales,
operational, and other services to two major network affiliated
stations owned by the PBC Debtors.  The NV and PBC stations are
located in nine diverse markets across the southern, midwestern
and nortwestern United States.

The NV Debtors and the PBC Debtors filed separate petitions for
Chapter 11 relief on July 13, 2009 (Bankr. D. Del. Lead Case No.
09-12473).  In its petition, NV Broadcasting, LLC, listed between
$10 million and $50 million in assets, and between $100 million
and $500 million in liabilities.

Locke Lord Bissell & Liddell LLP is the counsel for the NV
Debtors.  Polsinelli Shughart PC is the Delaware counsel.  The PBC
Debtors selected Womble Carlyle Sandridge & Rice, PLLC, as their
counsel.  Moelis & Company is the proposed financial advisor and
investment banker to the Debtors.  BMC Group Inc. is the Debtors'
claims, noticing and balloting agent.


OFFICE DEPOT: Sued by Nukote Int'l for $217 Million
---------------------------------------------------
Nukote International Inc. has sued Office Depot Inc. before the
Bankruptcy Court, which handles Nukote's bankruptcy case, for
$217 million, claiming that Office Depot's "egregious fraudulent
misrepresentations" caused the Chapter 11 filing, Bloomberg's Bill
Rochelle and The Associated Press reported.

Nukote, according to the report, contends in the suit that Office
Depot was secretly planning to shift the private brand imaging
supplies business to another supplier.  Office Depot denied it
breached any agreement and said "it is Nukote that is indebted to
Office Depot," not the other way around.

Brian Levine, a spokesman for Office Depot, said in a statement
that Nukote stopped shipping in early April, "despite the fact
that Office Depot continued to place orders."

                    About Nukote International

Headquartered in Franklin, Tennessee, Nukote International, Inc. -
- http://www.nukote.com/--  makes ink and toner cartridges for
laser and ink-jet printers, copiers, and fax machines.

The Company and its affiliates filed for Chapter 11 on June 3,
2009 (Bankr. M. D. Tenn. Lead Case No. 09-06240).  Barbara Dale
Holmes, Esq., at Harwell Howard Hyne Gabbert & Manner, P., and
Frank J. Wright, Esq., at Wright Ginsberg Brusilow PC represent
the Debtors in their restructuring efforts.  The Debtors have
assets and debts both ranging from $10 million to $50 million.

Nukote's secured lender CIT Group/Business Credit, Inc. is owed
$30 million under a prepetition financing agreement. The $30
million is consists of a $6.3 million term loan and a $23 million
revolving line of credit.

                        About Office Depot

Office Depot, Inc. is a global supplier of office products and
services. The Company is organized into three business segments:
North American Retail division, North American Business Solutions
division and International division. Its sales are processed
through multiple channels, consisting of office supply stores, a
contract sales force, an outbound telephone account management
sales force, Internet sites, direct marketing catalogs and call
centers, supported by its network of crossdocks, warehouses and
delivery operations. In April 2008, Office Depot, Inc. and
Reliance Retail Limited, a subsidiary of Reliance Industries
Limited, announced that they have entered into a joint venture to
provide office products and services to business customers in
India. Office Depot, Inc. and Reliance also announced the
acquisition of eOfficePlanet, one of the dealers of office
products and services to corporate customers in India.

Standard & Poor's Ratings Services said in June 2009 that its
ratings and outlook on Boca Raton, Florida-based Office Depot Inc.
(B/Negative/--) are not immediately affected by the company's
announcement that it sold $350 million of perpetual
convertible preferred stock to BC Partners Inc.


ONE LAND: Amends List of 20 Largest Unsecured Creditors
-------------------------------------------------------
One Land LLC filed with the U.S. Bankruptcy Court for the Central
District of California an amended list of 20 largest unsecured
creditors.

The Debtor's Largest Unsecured Creditors:

   Entity                                        Claim Amount
   ------                                        ------------
Yong 11 Yoon                                     $850,000
1622 Island Drive
Fullerton, CA 92833

Country Inns & Suites                            $172,177
PO Box sds 12-0586
Minneapolis, MN 55486-0586

Southern California Edison                       $19,157
P.O. Box 600
Rosemead, CA 91771-0001

US Food Service                                  $7,625

LVMWD                                            $6,861

Delta Mechanical                                 $3,645

The Gas Company                                  $3,053

Lodgenet Interac Corporation                     $2,607

Contract Design                                  $2,500

KNR Accounting Pro                               $2,000

Guest Supplies                                   $1,768

Micros Leasing                                   $1,172

COVAD Communications                             $1,005

Gi Industries                                    $797

Micros Leasing                                   $747

Muzak Craft                                      $598

Orkin Pest Control                               $489

HD Supply Facilities                             $405
Maintenance

USA Today                                        $260

AT&T Mobility                                    $218

Headquartered in Calabasas, California, One Land LLC operates a
hotel named County Inn & Suites at Calabasas.  The Company filed
for Chapter 11 on Aug. 24, 2009 (Bankr. Case C.D. Calif. No. 09-
20989).  Robert M. Yaspan, Esq., at Law Offices of Robert M.
Yaspan, represents the Debtor in its restructuring effort.  In its
petition, the Debtor listed total assets of $15,000,000 and
total debts of $15,196,799.


ORAGENICS INC: June 30 Balance Sheet Upside-Down by $1.2 Million
----------------------------------------------------------------
Oragenics, Inc.'s balance sheet at June 30, 2009, showed total
assets of $2,127,074 and total liabilities of $3,414,745,
resulting in a stockholders' deficit of $1,287,671.

For three months ended June 30, 2009, the Company posted a net
loss of $869,048 compared with a net loss of $1,095,112 for the
same period in 2008.

For six months ended June 30, 2009, the Company posted a net loss
of $2,849,398 compared with a net loss of $1,886,748 for the same
period in 2008.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?448d

Headquartered in Alachua, Florida, Oragenics, Inc. (AMEX: ONI) --
http://www.oragenics.com/-- fka Oragen, Inc., operates as an
early-stage biotechnology company in the United States.  It
primarily focuses on developing technologies associated with oral
health, broad-spectrum antibiotics, and other general health
benefits.  The company develops SMaRT Replacement Therapy, which
is a painless topical treatment for protection against tooth
decay; and Mutacin 1140, an antibiotic with anti-microbial
activity against gram-positive bacteria, including methicillin-
resistant and vancomycin-resistant Staphylococcus aureus.  The
company was founded in 1996.

                        Going Concern Doubt

On March 31, 2009, Kirkland Russ Murphy & Tapp, PA in Clearwater,
Florida expressed substantial doubt about Oragenics, Inc.'s
ability to continue as a going concern after auditing the
Company's financial statements for the fiscal years ended Dec. 31,
2008, and 2007.  The auditor noted that the Company incurred
recurring operating losses, negative operating cash flows and has
an accumulated deficit.


PACIFIC RIM: Says Requirements Cast Doubt on Going Concern
----------------------------------------------------------
Pacific Rim Mining Corp. (TSX:PMU)(NYSE Amex:PMU) said that for
the three-month period ended July 31, 2009, it recorded a loss for
the period of US$881,000 or US$0.01 per share, compared to a loss
of US$3,269,000 or US$0.03 per share for the three month period
ended July 31, 2008.  The US$2.4 million decrease in net loss for
Q1 2010 compared to Q1 2009 is primarily related to significantly
lower direct exploration and general and administrative expenses
combined with a small gain on the sale of bullion, offset in part
by expenses related to the CAFTA action during Q1 2010 for which
there is no comparable item in Q1 2009.

It had total assets of US$7,147,000 against total debts of
US$1,679,000 as of July 31, 2009.  Cash was at US$627,000 as of
July 31, 2009.

The Company said it will require additional funding to maintain
its ongoing exploration programs and property commitments as well
as for administrative purposes and CAFTA arbitration and
negotiation.  These requirements, among existing conditions and
risks, cast substantial doubt on the validity of the going concern
assumption.

The Company's ability to continue operations and exploration
activities as a going concern is dependent upon its ability to
obtain additional funding.  The Company will need to raise
sufficient funds to pursue ongoing exploration and administration
expenses as well as its costs under its CAFTA arbitration.  While
the Company has been successful in obtaining its required funding
in the past, there is no assurance that sufficient funds will be
available to the Company in the future.  The Company has no
assurance that such financing will be available or be available on
favourable terms.  Factors that could affect the availability of
financing include the progress and results of the El Dorado
project and its permitting application, the resolution of
international arbitration proceedings over the non-issuance of
permits in El Salvador, the state of international debt and equity
markets, investor perceptions and expectations and the global
financial and metals markets. The Company will have to obtain
additional financing through, but not limited to, the issuance of
additional equity.

                         About Pacific Rim

Canada based Pacific Rim Mining Corp. is an environmentally and
socially responsible exploration company focused exclusively on
high grade, environmentally clean gold deposits in the Americas.
Pacific Rim's primary asset and focus of its growth strategy is
the high grade, vein-hosted El Dorado gold project in El Salvador.
The Company owns several similar grassroots gold projects in El
Salvador and is actively seeking additional assets elsewhere in
the Americas that fit its project focus.  Pacific Rim's shares
trade under the symbol PMU on both the Toronto Stock Exchange and
the NYSE Amex.

Pacific Rim's U.S. and Salvadoran subsidiaries are Pac Rim Cayman
LLC, Pacific Rim El Salvador, S.A. de C.V, and Dorado
Exploraciones, S.A. de C.V.

Pac Rim Cayman LLC, a wholly-owned subsidiary of Pacific Rim
Mining Corp. in April 2009 filed international arbitration
proceedings against the Government of El Salvador under the
Central America-Dominican Republic-United States of America Free
Trade Agreement ("CAFTA").  Since 2002 PRES and then later DOREX
have been exploring, discovering and delineating gold deposits in
El Salvador.  The Company's claims under CAFTA are based on
alleged breaches of international and Salvadoran law arising out
of the Government's improper failure to finalize the permitting
process as it is required to do and to respect the Company's and
the Enterprises' legal rights to develop mining activities in El
Salvador.  The Company has retained the Washington, DC-based
international law firm of Crowell & Moring, LLP to represent it in
the arbitration.


PANADERIA RAMOS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Panaderia Ramos, Limited Liability Company
        1817 Eastern Avenue
        Baltimore, MD 21231

Bankruptcy Case No.: 09-26953

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Robert A. Gordon

Debtor's Counsel: Robert B. Greenwalt, Esq.
                  Greenwalt & Sigler
                  2926 E. Cold Spring Lane
                  Baltimore, MD 21214
                  Tel: (410) 426-1690
                  Email: attyrsigler@aol.com

Estimated Assets: $500,001 to $1,000,000

Estimated Debts: $500,001 to $1,000,000

The Company says it does not have unsecured creditors who are non
insiders when they filed their petition.

The petition was signed by Daisy Ramos, trustee of the Company.


PHILADELPHIA NEWSPAPERS: Hearing Delayed on Ad Campaign Dispute
---------------------------------------------------------------
Christopher K. Hepp at The Philadelphia Inquirer reports that
Chief Bankruptcy Judge Stephen Raslavich convinced lawyers of
Philadelphia Newspapers LLC and the Official Committee to forgo a
hearing on the Debtor's "Keep It Local!" ad campaign until next
week.

According to The Inquirer, Judge Raslavich said that the conflict
over the publicity campaign was a distracting sideshow.  "I have a
difficult time seeing how . . . large, sophisticated lenders are
going to be deterred by those ads," the report quoted Judge
Raslavich as saying.

Judge Raslavich said that the dispute might be easily resolved if
the buyers paid for the ads.

Meanwhile, Philadelphia Newspapers issued a stinging rebuke of its
Official Committee of Unsecured Creditors' motion to keep the
publisher from advertising the sale of its assets to local owners,
saying the Bankruptcy Court has no jurisdiction to grant such an
order, according to Law360.

As reported by the TCR on September 9, 2009, Philadelphia
Newspapers was scheduled to appear before the Bankruptcy Court to
defend itself against a motion by the Committee to stop the
Company's "Keep It Local" advertising campaign designed to drum up
support for selling the business to a group of insiders including
Bruce E. Toll, vice chairman of homebuilder Toll Brothers Inc.
The Creditors Committee said that Philadelphia Newspapers' using
of its own pages to tout its reorganization plan was "highly
inappropriate" and describe the move as a publicity campaign in
favor of the sale to the stalking-horse bidder [a group of local
investors led by homebuilder Bruce Toll]".  The Committee said
that the public relations campaign is an inappropriate use of
company resources "meant to demonize 'out-of-town' buyers" and
favor corporate insiders.

                   About Philadelphia Newspapers

Philadelphia Newspapers -- http://www.philly.com/-- owns and
operates numerous print and online publications in the
Philadelphia market, including the Philadelphia Inquirer, the
Philadelphia Daily News, several community newspapers, the
region's number one local Web site, philly.com, and a number of
related online products.  The Company's flagship publications are
the Inquirer, the third oldest newspaper in the country and the
winner of numerous Pulitzer Prizes and other journalistic
recognitions, and the Daily News.

Philadelphia Newspapers and its debtor-affiliates filed for
Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D.
Pa. Case No. 09-11204).  Proskauer Rose LLP is the Debtors'
bankruptcy counsel, while Lawrence G. McMichael, Esq., at Dilworth
Paxson LLP is the local counsel.  The Debtors' financial advisor
is Jefferies & Company Inc. The Garden City Group, Inc. serves as
claims and notice agent.   Philadelphia Newspapers listed assets
and debts of $100 million to $500 million in its bankruptcy
petition.


PHILADELPHIA NEWSPAPERS: Reciprocal Injunction Applies to Everyone
------------------------------------------------------------------
WestLaw reports that a reciprocal injunction, barring not only the
defendants in an adversary proceeding brought by the Chapter 11
debtor-newspaper company and related entities, but also the non-
debtor chief executive officer, reporters, editors, and other
employees of the debtors from actively pursuing discovery or
otherwise participating in underlying state-court litigation
against them, was in the best interest of the estate, a
Pennsylvania bankruptcy court ruled.  Because the debtors were
indemnifying their employees in the underlying litigation, the
debtors and the employees had an identity of interest such that
the debtors could be said to be the real party defendant.  The
size and complexity of the case, together with the number of
employees being sued, presented the unusual circumstance of a
debtor needing the time and space of an injunction extended to
non-debtor employees.  Permitting one-sided litigation to proceed
could have collateral estoppel effects, the court noted.
Moreover, key employees would be diverted from the debtors'
reorganization efforts if the underlying litigation were not
stayed completely as it related to the debtors.  Finally, the
court reasoned, although the litigants were understandably
frustrated at the delay, the duration of the injunction would be
brief.  In re Philadelphia Newspapers LLC, --- B.R. ----, 2009 WL
2749598, 51 Bankr. Ct. Dec. 259 (Bankr. E.D. Pa.).

Philadelphia Newspapers brought an adversary proceeding (Bankr.
E.D. Pa. Adv. Pro. No. 09-0085) in which they moved for extension
of automatic stay to certain non-debtors and for injunctive relief
barring plaintiffs in state-court civil actions from pursuing
relief against non-debtors that included debtors' chief executive
officer and reporters, editors, and employees.  The Debtors'
request for a preliminary injunction was granted and, on appeal,
the District Court, 407 B.R. 606, affirmed.  While the appeal was
pending, the debtors moved for clarification, seeking to make
clear that the preliminary injunction was a reciprocal injunction.
The Plaintiff who had brought state-court action against reporter
employed by debtor opposed the motion.  The Honorable Jean K.
FitSimon granted the debtors' motion and held that (1) pursuant to
the section of the Bankruptcy Code authorizing the court to issue
any order necessary or appropriate to carry out the provisions of
title 11, bankruptcy courts may enjoin non-debtor third parties
from participating in discovery, and (2) here, a reciprocal
injunction, enjoining the defendants in this adversary as well as
non-debtor CEO, reporters, editors, and other employees in the
underlying litigation, was in the best interest of the estate.

Philadelphia Newspapers -- http://www.philly.com/-- owns and
operates numerous print and online publications in the
Philadelphia market, including the Philadelphia Inquirer, the
Philadelphia Daily News, several community newspapers, the
region's number one local Web site, philly.com, and a number of
related online products.  The Company's flagship publications are
the Inquirer, the third oldest newspaper in the country and the
winner of numerous Pulitzer Prizes and other journalistic
recognitions, and the Daily News.

Philadelphia Newspapers and its debtor-affiliates filed for
Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D.
Pa. Case No. 09-11204).  Proskauer Rose LLP is the Debtors'
bankruptcy counsel, and Lawrence G. McMichael, Esq., at Dilworth
Paxson LLP is local counsel.  The Debtors' financial advisor
is Jefferies & Company Inc. T he Garden City Group, Inc. serves
as claims and notice agent.   Philadelphia Newspapers listed
assets and debts of $100 million to $500 million in its
bankruptcy petition.


PHILMONT SQUARE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Philmont Square Inc.
        3317 Avenue N
        Brooklyn, NY 11234

Bankruptcy Case No.: 09-47793

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Jerome Feller

Debtor's Counsel: David Carlebach, Esq.
                  40 Exchange Place, Suite 1306
                  New York, NY 10005
                  Tel: (212) 785-3041
                  Fax: (212) 785-3618
                  Email: carlebac@aol.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $10,000,001 to $50,000,000

The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.

The petition was signed by Yehuda Nelkenbaum, president of the
Company.


PLAINFIELD APARTMENTS: Connection With Connolly Properties Probed
-----------------------------------------------------------------
Mark Spivey at MyCentralJersey.com reports that Connolly
Properties Inc. President and CEO David M. Connolly was questioned
by the Office of the U.S. Trustee trial attorney Mitchell Hausman
on Plainfield Apartments LLC's bankruptcy filing and on his firm's
relationship with the Debtor.

MyCentralJersey.com states that Mr. Connolly cited occupancy as
reason for the bankruptcy filing of Plainfield Apartments, for
which he is the trustee.  Citing Mr. Connolly, MyCentralJersey.com
says that there "cash flow problems stemming from high vacancy".
Mr. Connolly said that he purchased the nine properties owned by
Plainfield Apartments six years ago for about $13 million, but
they haven't been appraised within the last two years,
MyCentralJersey.com states.

Mr. Hausman asked Mr. Connolly how he will boost revenue to start
paying off some of his creditors, MyCentralJersey.com reports.
Citing Mr. Connolly, MyCentralJersey.com states that Connolly
Properties has been increasing advertising, hiring new staff, and
running specials as ways to create an "even better standard."

MyCentralJersey.com relates that Spencer Savings Bank attorney
Vincent J. Massa III also questioned Mr. Connolly on Connolly
Properties' relationship with Plainfield Apartments.  Connolly
Properties "doesn't really generate income," but "exists to serve
the various entities that it manages," the report says, citing Mr.
Connolly.

A bankruptcy plan for Plainfield Apartments will be submitted to
U.S. Bankruptcy Judge Morris Stern by December 7,
MyCentralJersey.com states.

According to MyCentralJersey.com, Mr. Connolly told Mr. Hausman
that he is reducing his Connolly Properties salary to $250,000,
from $380,000, effective September 18, citing "budgeting reasons".

According to MyCentralJersey.com, the combined debts listed in the
bankruptcy cases of companies affiliated with Connolly Properties
approach $50 million, and almost 1,000 of the 3,000 apartment
units managed by Connolly Properties are either tied up in
bankruptcy proceedings or are listed for sale.

Plainfield, New Jersey-based Plainfield Apartments, LLC, filed for
Chapter 11 on Aug. 7, 2009 (Bankr. D. N.J. Case No. 09-30679).
Richard D. Trenk, Esq., at Trenk, DiPasquale, Webster, Della Fera
& Sodono, P.C., represents the Debtor in its restructuring
efforts.  In its petition, the Debtor listed total assets of
$14,181,853 and total debts of $17,587,846.

An affiliate, Fulton-Harrison LLC, filed for protection in the
same court on July 29, 2009 (Case No. 09-29666).


PLAINS EXPLORATION: Moody's Affirms 'Ba3' Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service affirmed Plains Exploration and
Production's Ba3 Corporate Family Rating and Probability of
Default Rating, rated its new $300 million senior unsecured notes
B1 (LGD 4; 64%), and changed the LGD point estimate on its
existing senior unsecured notes to LGD 4; 64% from LGD 4; 65%.
The ratings outlook remains negative.

This action follows PXP's announced $300 million senior unsecured
note offering.  Proceeds from the offering will be used for
general corporate purposes, including funding a portion of the
payment of the remaining drilling carry under its agreement with
Chesapeake Energy Corporation.  On August 12, 2009 PXP completed a
$400 million ($397 million net proceeds) equity offering as part
of the funding for its $1.1 billion buyout of drilling carry under
the agreement with Chesapeake.  Adjusted debt / average daily
production, for June 30, 2009 pro-forma the $1.1b buyout, the
$400 million equity offering, and the $300 million note offering
will be approximately $30,286/boe with adjusted debt / proved
developed reserves of $11.67.

The negative outlook reflects the ratings' dependence on
substantial improvement in underlying reserve replacement costs,
delivery of sound production growth going into 2010 commensurate
with capital spending, stronger oil prices, and leverage
reduction.  Moody's believe 2009 finding and development costs
will be very high due to the cost of the Chesapeake carried
interest during 2009 and then prepaying $1.1 billion of the
remaining burden later this year.  After netting out such costs to
estimate underlying conditions heading into 2010, normalized
reserve replacement costs will need to be competitive.

The ratings are further supported by scale still compatible with
the ratings; sound liquidity and covenant clearance; a long-lived
base of California reserves needing low levels of capital spending
to sustain production; a so far promising large Haynesville
acreage position; and potentially sizable asset monetization,
including potential Gulf of Mexico discoveries and prospects.  Key
support for the ratings also comes from a strong hedging program
with 80% of anticipated 2009 and 70% of anticipated 2010
production hedged at favorable prices.

Important determinants of PXP's outlook and ratings will be
whether PXP substantially reduces its 2009 reserve replacement
costs, the quality of the underlying components of those metrics,
and production momentum going into 2010.  PXP posted very weak
drillbit reserve replacement rates, and unsustainably high
replacement costs during 2008.  Though this was mostly due to
major negative oil price-related reserve revisions at year-end
2008 and the $1.65 billion front-end outlay for the Haynesville
JV, net of those factors drillbit replacement costs were still
high, in the range of $30/boe.

Leverage on proven developed reserves and on production is high
for the ratings, reflecting the 2008 front-end cost of buying into
50% of 20% of Chesapeake's Haynesville acreage, the related
carried interest costs, and heavy Gulf of Mexico capital outlays,
and will need to decline during 2010.  Leverage on reported year-
end 2009 reserves could decline if higher oil prices remain
significantly above the year-end 2008 levels used to set the
economic threshold of reserves.

Moody's last rating action for PXP was on August 10, 2009, at
which time Moody's affirmed its Ba3 Corporate Family Rating, Ba3
Probability of Default Rating, and B1 senior unsecured note
ratings with a negative outlook.

Plains Exploration & Production Company is headquartered in
Houston, Texas.


PNG VENTURES: Files Chapter 11 With Restructuring Plan
------------------------------------------------------
PNG Ventures, Inc., and its wholly owned subsidiaries, New Earth
LNG, LLC, Arizona LNG, LLC, Applied LNG Technologies USA, LLC,
Fleet Star, Inc., and Earth Leasing, Inc., on September 10 filed
voluntary petitions for reorganization under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
Delaware.  The filings were made to facilitate a broad-based debt
restructuring plan which contemplates conversion of a majority of
the Company's outstanding debt to new common equity, and to
mitigate the impact of certain onerous contracts inherited as part
of the Company's June 30, 2008 Share Exchange Transaction with
Earth Biofuels, Inc.

Throughout the reorganization process, the Company will continue
to operate its business in the ordinary course and does not expect
that the Chapter 11 filing will have any adverse effect on its
day-to-day operations or delivery of products or services to its
customers.

Cem Hacioglu, President and CEO of PNG Ventures, said, in a
September 10 statement, "Restructuring and recapitalizing our
balance sheet is a critical step in positioning the Company to
take advantage of the tremendous growth opportunities in the
alternative fuels market.  Today's action will allow us to secure
long-term relief from some of the debilitating legacy debt and
operational impediments we inherited when the Company acquired its
baseline LNG operations from Earth Biofuels in June 2008 and
maintain our leadership position in providing innovative natural
gas based fueling solutions to our customers.  We will emerge from
this process with substantially less debt and a dramatically
improved capital structure which, in turn, will position us to be
a stronger competitor and further support our long-term objective
of becoming the preeminent provider of cleaner burning fuels for
the domestic and international markets."

In conjunction with its Chapter 11 petitions and standard and
customary first day motions, the Company's filing included a
proposed Plan of Reorganization that contemplates, among others:

  (i) settlement of the majority of the Company's senior credit
      facility for approximately 66% of the common stock of the
      newly reorganized Company, with the balance being settled
      for a combination of cash and a new four-year term loan;

(ii) settlement of the Company's trade debt and unsecured debt
      for approximately 28% of allowable claim amounts and 7.5% of
      the common stock of the newly reorganized Company; and

(iii) securing financing of approximately $8.4 million to fund the
      Plan, for a combination of a new four-year term loan and
      approximately 26.5% of the new common stock of the newly
      reorganized Company.

Under the proposed Plan, existing equity would be eliminated,
including all options, warrants and other derivative instruments
that are linked to the Company's existing equity.

                  About PNG Ventures, Inc.

Through its Applied LNG Technologies and other subsidiaries, the
Company engages in the production, distribution, and sale of
liquefied natural gas to customers consisting of public utilities,
industrial end-users and other fleet customers within the
transportation, manufacturing, distribution, and municipal
markets, primarily in California, Arizona, and Nevada. The Company
also offers turnkey fuel solutions, including delivery, equipment
storage, fuel dispensing equipment, and fuel loading facilities.

PNG Ventures and its affiliates filed for Chapter 11 on September
10, 2009 (Bankr. D. Del. Case No. 09-13162).  Attorneys at
Fox Rothschild LLP represent the Debtors in their restructuring
effort.  Logan & Co. serves as claims and notice agent.

As of June 30, 2009, PNG had total assets of $41,416,000 against
total debts of $47,519,000.


PRIMARIS REIT: DBRS Confirms Issuer Rating at 'BB'
--------------------------------------------------
DBRS has confirmed the BB (high) Issuer Rating of Primaris Retail
Real Estate Investment Trust, as the Trust continues to maintain a
reasonable credit profile with support from its conservative
balance sheet, good operating metrics and significant liquidity
position to meet its modest near-term capital requirements.

The rating confirmation reflects the fact that Primaris continues
to operate with a significant liquidity position consisting of
$58.7 million of cash on hand and an unused $120 million revolving
credit facility (matures on July 31, 2010) as at Q2 2009.  In
addition, DBRS believes Primaris has appropriately managed its
balance sheet, with conservative debt levels.  For the last 12
months (LTM) ended Q2 2009, the Trust had a debt-to-gross book
value assets ratio of 49.5% (54.5% including convertible
debentures) and EBITDA interest coverage of 2.41 times, which
compares favourably with other DBRS-rated REITs.  While the
Trust's financial flexibility is reduced by its relatively high
payout ratio of 116.4% (DBRS adjusted for maintenance capital and
leasing costs) for the LTM Q2 2009, DBRS believes this shortfall
is manageable in the near term and has good support from the
Trust's conservative balance sheet and strong liquidity position.
The Trust also has little or no exposure to refinancing risk over
the next couple of years, with only $3.7 million of principal
repayments (the balance is in the form of mortgage amortization)
for the remainder of 2009 and no principal repayments in 2010.

The rating confirmation also takes into consideration that the
Trust has a mid-sized portfolio consisting of primarily enclosed
shopping malls, which are generally well-maintained and
diversified in secondary and primary markets across Canada.

Despite the challenging broader economic conditions, Primaris'
portfolio continues to perform reasonably well and achieve higher
rental rates on lease renewals with a 3.3% increase in average
rental rates over expiring rates (lease renewals represented 79%
of the 332,729 square feet (sq. ft.) of leased space during Q2
2009).  The Trust's properties also continue to achieve high
occupancy levels (96.4% as at Q2 2009), which is in line with the
Trust's retail REIT peers and its historical range of 96% to 98%.

Nevertheless, DBRS expects broader economic and retailing
conditions to remain challenging for 2009 and into 2010, which
could put pressure on the Trust's cash flow levels and the
performance of its tenants.  DBRS notes that Primaris' same-tenant
sales have declined for two consecutive quarters in 2009, which
could have a negative impact on future rental rates.  While tenant
disruptions have been very manageable to date, the Trust's focus
on enclosed shopping malls exposes it to tenants who concentrate
on discretionary goods/services and to the performance of large
anchor tenants, including The Bay and Zellers and Sears Canada.
As at Q2 2009, HBC and Sears Canada represented approximately
28.4% of total leasable square feet.  Given this significant
concentration, DBRS notes that loss of an anchor tenant could have
a negative impact on overall performance of the anchored property,
including existing ancillary tenants.  DBRS does note, however,
that Primaris has been able to accommodate changes in anchor
tenants from store closures in recent years, which has generally
produced higher overall net rental income.

Overall, DBRS believes that this risk is manageable in the near
term and expects Primaris' credit profile to remain stable, with
support from its balance sheet flexibility and significant
liquidity position.  In addition, Primaris has modest lease
maturities for the remainder of 2009, which should provide
reasonable support to cash flow levels and limit exposure to the
difficult leasing conditions expected throughout 2009.

Primaris Retail Real Estate Investment Trust --
http://www.primarisreit.com/-- owns 26 income-producing
properties comprising approximately 9.3 million square feet
located in Canada.  As of August 31, 2009, the REIT had 62,453,740
units issued and outstanding.


QUEBECOR WORLD: Centerbridge Has 12% Stake in Reorganized Company
-----------------------------------------------------------------
In connection with the reorganization and financial restructuring
of World Color Press Inc., formerly Quebecor World Inc.,
Centerbridge Credit Partners Master, L.P., together with its
affiliates acquired ownership of, in the aggregate, 6,810,885
common shares, 1,318,684 Class A convertible preferred shares,
503,687 series I common share purchase warrants and 503,687 series
II common share purchase warrants, of WCPI pursuant to the Plans.

The Centerbridge Entities subsequently disposed of 18,000 Common
Shares to hold, in the aggregate, 6,792,885 Common Shares.  The
security holdings of each of the Centerbridge Entities are
disclosed in their early warning report dated September 9, 2009.

Each Preferred Share is convertible at the option of the holder
into one Common Share.  Subject to certain conditions set out in
the warrant indenture under which the Warrants were issued, each
Warrant is exercisable into one Common Share on or before July 20,
2014.

The 1,318,684 Preferred Shares represent approximately 10.54% of
the issued and outstanding Preferred Shares.

Assuming the conversion of all of the Preferred Shares held by the
Centerbridge Entities into Common Shares and the exercise of all
of the Warrants held by the Centerbridge Entities, the
Centerbridge Entities' aggregate securityholding percentage in the
Common Shares is approximately 12.06% of the Common Shares that
would then be outstanding, calculated on a partially diluted
basis.

The Preferred Shares, Common Shares and Warrants were issued as a
result of the implementation of a plan of reorganization and
compromise of Quebecor, as amended and modified, pursuant to the
provisions of the Companies' Creditors Arrangement Act (Canada)
and a U.S. joint plan of reorganization of Quebecor World (USA)
Inc., as amended, pursuant to the provisions of Chapter 11 of the
US Bankruptcy Code.  Pursuant to and in accordance with the Plans,
the Securities were issued as settlement of certain indebtedness
of Quebecor held by the Centerbridge Entities.  The Securities
acquired by the Centerbridge Entities include (i) Securities
received by the Centerbridge Entities from escrow on August 26,
2009 and September 3, 2009 in accordance with the Plans, and (ii)
Securities acquired in connection with the acquisition of certain
indebtedness of Quebecor, which acquisitions have not yet settled.

The Securities were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of
WCPI.  Depending on market and other conditions, the Centerbridge
Entities may, from time to time, acquire additional securities of
WCPI or may dispose of the Securities, in whole or in part.


READER'S DIGEST: Sec. 341 Meeting of Creditors Set for October 2
----------------------------------------------------------------
Diana G. Adams, U.S. Trustee for Region 2, will convene a meeting
of creditors of The Reader's Digest Association, Inc., and its 47
debtor affiliates on October 2, 2009, at 3:00 p.m., at the Office
of the U.S. Trustee at 80 Broad Street, 4th Floor, in New York.

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

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

               About The Reader's Digest Association

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries.  It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year.  Its global headquarters are in Pleasantville, N.Y.

Reader's Digest said that as of June 30, 2009, it had total assets
of $2.2 billion against total debts of $3.4 billion.

Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel.  Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel.  Ernst & Young LLP is auditor.  Miller Buckfire
& Co, LLC, is financial advisor.  AlixPartners, LLC, is
restructuring consultant.  Kurtzman Carson Consultants is notice
and claims agent.

Bankruptcy Creditors' Service, Inc., publishes Reader's Digest
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Reader's Digest and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000)


READER'S DIGEST: Proposes AlixPartners as Advisor
-------------------------------------------------
The Reader's Digest Association Inc. and its affiliates seek
authority from Judge Robert Drain of the U.S. Bankruptcy Court for
the Southern District of New York to employ AlixPartners LLP as
their restructuring advisor, nunc pro tunc to the Petition Date,
and in accordance with the terms and conditions set forth in an
Engagement Letter dated April 17, 2009, between the Debtors and
AlixPartners, as amended on September 1, 2009.

As advisor, AlixPartners has agreed to:

  (a) assist the Debtors in developing a global operating plan
      and long term business plan, which will facilitate the
      development of potential cost reduction opportunities,
      management financial matrices, and key reporting matrices
      for the Debtors;

  (b) assist the Debtors in developing and implementing a global
      cash management system, processes and procedures that
      provide management visibility across operations;

  (c) advise the Debtors' senior management with respect to the
      negotiation and implementation of restructuring
      initiatives;

  (d) assist the Debtors in managing the "working group"
      professionals, who are assisting the Debtors in the
      reorganization process or who are working for the Debtors'
      various stakeholders to improve coordination of their
      effort and individual work product to be consistent with
      the Debtors' overall restructuring goals;

  (e) assist in obtaining and presenting information required by
      parties-in-interest in the Debtors' bankruptcy process,
      including official committees appointed by the Court and
      the Court itself;

  (f) assist the Debtors in other business and financial aspects
      of a Chapter 11 proceeding, including development of a
      disclosure statement and plan of reorganization;

  (g) assist in preparing for and filing a Bankruptcy Petition
      and coordinating and providing administrative support for
      the proceeding;

  (h) assist with the preparation of the statement of financial
      affairs, schedules and other regular reports required by
      the Court as well as providing assistance in areas as
      testimony before the Court on matters that are within
      AlixPartners' areas of expertise;

  (i) manage the claims and claims reconciliation processes;

  (j) assist in developing and implementing contingency plans
      outside of the United States of America; and

  (k) assist the Debtors with other matters as may be requested
      by management that fall within AlixPartners' expertise and
      are mutually agreeable.

The Debtors and AlixPartners agree that all of the services that
AlixPartners will provide to the Debtors will be (i) appropriately
directed by the Debtors so as to avoid duplicative efforts among
the other professionals retained in the cases, and (ii) performed
in accordance with applicable standards of the profession.

Thomas A. Williams, Chief Financial Officer and Senior Vice
President of The Reader's Digest Association, Inc., tells Judge
Drain that if AlixPartners finds it desirable to augment its
professional staff with independent contractors in the Debtors'
Chapter 11 cases:

  -- AlixPartners will file declarations disclosing the
     Independent Contractors' relationships, if any, with any
     parties-in-interest, and indicating that the Independent
     Contractor is disinterested;

  -- the Independent Contractor will remain disinterested during
     the time that it is involved in providing services on
     behalf of the Debtors; and

  -- the Independent Contractor will represent that he or she
     will not work for the Debtors or other parties-in-interest
     during the time AlixPartners is involved in providing
     services to the Debtors, except as an Independent
     Contractor of AlixPartners.

AlixPartners will charge the Debtors for an Independent
Contractor's services at the rate charged to AlixPartners by the
Independent Contractor.

Mr. Williams says AlixPartners' compensation arrangements under
the Engagement Letter -- hourly-based or performance-based
compensation, indemnification and reimbursement -- are consistent
with and typical of compensation arrangements entered into in
respect of similar services provided under similar circumstances
to companies undergoing restructuring.

Pursuant to the Engagement Letter, the Debtors and AlixPartners
have agreed to this hourly-based compensation:

                     United      United          Germany/
Position             States      Kingdom       France/Italy
--------             ------      -------       ------------
Managing Dir.      $685-$995   GBP525-GBP620   EUR675-EUR800
Director           $510-$685   GBP420-GBP500   EUR525-EUR630
Vice President     $395-$505   GBP290-GBP380   EUR420-EUR520
Associate          $260-$365   GBP210-GBP280   EUR315-EUR420
Analyst            $235-$260   GBP140-GBP155          EUR275
Paraprofessional   $180-$200          GBP125          EUR210

AlixPartners typically works for compensation that includes
hourly-based fees and performance-based contingent incentive
compensation earned upon achieving meaningful results, Mr.
Williams tells the Court.  In this Chapter 11 proceeding, the
Debtors and AlixPartners have agreed on success fee compensation
based on several specific metrics upon consummation of a Chapter
11 plan of reorganization.  The Debtors understand and acknowledge
that the Contingent Success Fee is an integral part of
AlixPartners' compensation for the engagement.

The Debtors and AlixPartners acknowledge that payment of the
Contingent Success Fee will require approval of the Court and that
post-effective date payment of the Success Fee will require
assumption of the Engagement Letter in connection with
confirmation of a plan.  Hence, the Debtors will seek assumption
of the Engagement Letter as part of a plan.

The Contingent Success Fee is based on these metrics:

  (a) time to exit from Chapter 11, or the "Timing Metric";

  (b) improvements above the pre-bonus EBITDA, or the "EBITDA
      Improvement Metric"; and

  (c) Restructuring of certain liabilities, or the "Project
      California Metric."

The Contingent Success Fee will have been earned when the success
objective or objectives have been achieved with respect to
specific metrics.  To the extent that a specific metric is
achieved on or before the effective date of a plan of
reorganization, AlixPartners will file an application for Court
approval of that portion of the Contingent Success Fee, which may
be subject to a standard of reasonableness and which will be paid
upon consummation of a plan and approval by the Court.

The Debtors do not owe AlixPartners any amount for services
performed or expenses incurred prior to the Petition Date, and
thus, AlixPartners is not a prepetition creditor of the Debtors.
However, Mr. Williams says that according to the Debtors' books
and records, during the 90 days prior to the commencement of the
bankruptcy cases, AlixPartners invoiced the Debtors $7,760,121 for
professional services performed and expenses incurred up to and as
of the Petition Date.  Of the invoiced amounts, AlixPartners
received payments totaling $7,760,121.

"AlixPartners continues to hold a retainer of $500,000.
Subsequent to the Commencement Date, AlixPartners will true-up all
pre-petition fees and expenses and the retainer will be
accordingly adjusted," Mr. Williams relates.  "All payments have
been applied to outstanding invoices on account of fees and
expenses incurred in providing services to the Debtors in
connection with their prepetition restructuring activities.
AlixPartners will continue to hold any remaining retainer for
application to any additional fees and expenses incurred during
the bankruptcy proceedings," he adds.

Mr. Williams also inform the Court that the Engagement Letter
contains standard indemnification language with respect to
AlixPartners' services including an agreement by the Debtors to
indemnify AlixPartners, its affiliates, partners and other
employees from and against all claims and liabilities arising out
of or in connection with the firm's engagement.

The Debtors intend that the services of AlixPartners will
complement and not duplicate the services rendered by any other
professional retained in the cases, Mr. Williams asserts.  He
notes that AlixPartners understands that the Debtors have retained
and may retain additional professionals, and agrees to work
cooperatively with the other professionals to integrate any
respective work conducted by the professionals.

Lawrence Young, a managing director of AlixPartners, assures Judge
Drain that AlixPartners is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.

In another request, the Debtors sought and obtained the Court's
authority to file under seal a certain exhibit related to the
September 1 Amendment to the Engagement Letter.  The Amendment
establishes the terms of the Contingent Success Fee, and defines
additional tasks not previously set forth in the original
Engagement Letter.  The Debtors subsequently filed with the Court
the confidential Amendment.

A hearing will be held on September 17, 2009, to consider the
application.  Objections are due September 14.

               About The Reader's Digest Association

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries.  It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year.  Its global headquarters are in Pleasantville, N.Y.

Reader's Digest said that as of June 30, 2009, it had total assets
of $2.2 billion against total debts of $3.4 billion.

Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel.  Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel.  Ernst & Young LLP is auditor.  Miller Buckfire
& Co, LLC, is financial advisor.  AlixPartners, LLC, is
restructuring consultant.  Kurtzman Carson Consultants is notice
and claims agent.

Bankruptcy Creditors' Service, Inc., publishes Reader's Digest
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Reader's Digest and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000)


READER'S DIGEST: Proposes Ernst & Young as Auditor
--------------------------------------------------
The Reader's Digest Association Inc. and its affiliates seek the
Court's permission to employ Ernst & Young LLP as their
independent auditor and tax services provider, nunc pro tunc to
the Petition Date, and in accordance with the parties' engagement
letters.

As auditor, E&Y has agreed to:

  (a) audit and report on the consolidated financial statements
      of the Debtors for the year ended June 30, 2009;

  (b) perform tax services as set forth in each specific
      Statement of Work issued under the parties' Master Tax
      Services Agreement;

  (c) work with the Debtors in developing an understanding of
      the tax issues and options related to the Debtors' Chapter
      11 filings, taking into account the Debtors' specific
      facts and circumstances, for U.S. federal, international
      and state and local tax purposes.  The analysis may
      include, among other things:

      * understanding reorganization and restructuring
        alternatives the Debtors are evaluating with existing
        bondholders and other creditors that may result in a
        change in the equity, capitalization and ownership of
        the shares of the Debtors or their assets, including an
        analysis of the Debtors' current internal equity and
        indebtedness structure;

      * assisting and advising the Debtors in developing an
        understanding of the tax implications of its bankruptcy
        restructuring alternatives and post-bankruptcy
        operations including, research and analysis of
        treatises, Internal Revenue Code sections, Treasury
        regulations, case law and other relevant tax authority,
        and in securing rulings from the Internal Revenue
        Service or applicable state and local or foreign tax
        authorities with respect to income taxes and operating
        and above-the-line taxes; and

      * providing tax advisory services regarding availability,
        limitations and preservation of tax attributes, like net
        operating losses and alternative minimum tax credits,
        analyzing impact of cancellation of indebtedness income
        on those attributes, reduction or deferral of tax costs
        in connection with stock or asset sales;

  (d) will respond to general federal, state and local and
      international tax questions and assignments that are
      expected, at the beginning of the project, to involve
      total professional time not to exceed, with respect to the
      specific project, $25,000 in professional fees;

  (e) will:

      * review the Master Services Agreement between The
        Reader's Digest Association, Inc., and Printmanagement
        GmbH from a Value Added Tax and Customs perspective;

      * identify and discuss VAT and Customs issues that are
        affected by the new agreement;

      * as appropriate, propose changes to the Master Services
        Agreement from a VAT and Customs perspective; and

      * review and provide VAT and Customs advice on other
        arrangements entered into by the Debtors as new
        contracts arise and as requested by the Debtors;

  (f) provide these tax services:

      * assist with preparation of Puerto Rico Personal Property
        tax returns for CompassLearning, Inc., Puerto Rico
        Branch, for years 2004 to 2008;

      * assist with registration with the Municipality of San
        Juan and preparation of the required Municipal License
        Tax Declarations for CompassLearning, Puerto Rico
        Branch; and

      * provide the Debtors with routine tax advice related to
        assistance in obtaining necessary tax compliance
        certificates from various Puerto Rico fiscal agencies;
        and

  (g) provide Global Tax Operations Outsourcing Services to the
      Debtors and their subsidiaries through tax years ended
      June 30, 2010 with respect to the varying local country
      tax year end.

E&Y will be paid for its audit services rendered in the cases (i)
at a flat fee of $400,000 for up to 3,600 hours of those services,
and (ii) at an hourly billing rate of $200 per hour for any Audit
Services in excess of 3,600 hours.

For its Bankruptcy Tax Services, E&Y will be paid on its hourly
rates for those services at:

      Professional/Position      Hourly Rate
      ---------------------      -----------
      Partners/Principals            $600
      Executive Directors            $515
      Senior Managers                $480
      Managers                       $420
      Seniors                        $300
      Staff                          $210

E&Y will be paid for its Routine On-Call Tax Services and VAT and
Customs Tax Services, as well as any out of scope services under
the Puerto Rico Tax Services Agreement, at these hourly rates:

      Professional/Position      Hourly Rate
      ---------------------      -----------
      Partners/Principals            $547
      Executive Directors            $517
      Senior Managers                $487
      Managers                       $426
      Seniors                        $304
      Staff                          $213
      Client Serving Associates      $109

The Debtors will also pay E&Y for any Routine On-Call Tax Services
provided by certain Ernst & Young Global Limited foreign member
firms based on the applicable hourly rates for the E&Y Entities as
set forth in the parties' Routine On-Call Tax Services Agreement.

Pursuant to the terms and conditions of the parties' Audit
Services Agreement, E&Y will be paid for its Puerto Rico Tax
Services on these flat rates:

      Personal Property Tax Returns             $4,500 each
      Municipality Licenses Tax Declarations    $7,500 each
      Tax Certifications                       $17,858 each

Under the Audit Services Agreement, the Global Tax Operations
Outsourcing Services will be billed by the various E&Y Entities
providing services directly to the corresponding Local Client
Entities, which are non-debtor entities.  Neither E&Y LLP nor any
E&Y Entities will charge the Debtors for any Global Tax Operations
Outsourcing Services rendered.

The E&Y Entities will assist E&Y LLP in the provision of services
under the Routine On Call Tax Services Agreement, the Puerto Rico
Tax Services Agreement, the VAT & Customs Tax Services Agreement
and the Global Tax Operations Outsourcing Services Agreement -- an
arrangement that is beneficial to the Debtors' bankruptcy estates
because through an integrated approach to the provision of
professional services, E&Y LLP and the E&Y Entities will be able
to efficiently provide a cohesive network of quality services to
the Debtors, among other reasons, Thomas A. Williams, Chief
Financial Officer and Senior Vice President of The Reader's Digest
Association, Inc., tells Judge Drain.

As of the Petition Date, the Debtors owe $8,281 to E&Y for
services provided by the firm prepetition.  Upon approval of E&Y's
retention in the bankruptcy cases, the firm will waive its right
to receive any fees incurred on the Debtors' behalf prior to the
Petition Date, Mr. Williams discloses.  He further reveals that
during the 90 days immediately preceding the commencement of the
cases, the Debtors paid to E&Y fees totaling $807,694.  He adds
that E&Y is currently holding a retainer totaling $1,723, which
will be applied by E&Y in payment of compensation and
reimbursement of expenses incurred in the future.

Martin G. Shannon, a partner at E&Y LLP, assures Judge Drain that
his firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code, as required by Section 327(a) of
the Bankruptcy Code.

The Court will commence a hearing on September 17, 2009, to
consider the application.  Objections are due September 14.



               About The Reader's Digest Association

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries.  It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year.  Its global headquarters are in Pleasantville, N.Y.

Reader's Digest said that as of June 30, 2009, it had total assets
of $2.2 billion against total debts of $3.4 billion.

Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel.  Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel.  Ernst & Young LLP is auditor.  Miller Buckfire
& Co, LLC, is financial advisor.  AlixPartners, LLC, is
restructuring consultant.  Kurtzman Carson Consultants is notice
and claims agent.

Bankruptcy Creditors' Service, Inc., publishes Reader's Digest
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Reader's Digest and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000)


READER'S DIGEST: Still Optimistic Despite Bankruptcy
----------------------------------------------------
Despite being under the Chapter 11 bankruptcy protection, 87-year-
old Reader's Digest magazine has remained optimistic.

"It's business as usual," Peggy Northrop, Reader's Digest editor-
in-chief since 2007, said in an interview with the Associated
Press.  She added that "all the stories I read about the death of
print are in print!" on issues about the demise of print media.

"We are quite healthy," The Pittsburgh Post-Gazette quoted Ms.
Northrop as saying.  "Eighty percent of our debt-holders have
agreed to restructure our debt.  It gives us a lot of freedom to
breathe.  It's like refinancing a house mortgage," she added.

"We're still the biggest, best-read magazine in the world," Ms.
Northrop said about Reader's Digest declining circulation.
Reader's Digest's circulation has been declining every year since
the 1990s according to Joyce Gannon of the Post-Gazette.  The
decline is mostly due to the digital age and the Internet.

Reader's Digest, however, has turned to make use of the digital
technology.  According to tracking firm comScore, Reader's
Digest's Web site's average unique visitor per month rose 23%
year-over-year in July 2009 to 1.2 million, AP reported.  Ms.
Northrop told AP that there is an electronic version of Reader's
Digest on Amazon's Kindle electronic reading device, and an iPhone
app is coming soon.

Ms. Northrop also told AP that Reader's Digest has reduced its
work force by 8% across the United States of America.  As
previously announced by the company, Reader's Digest will reduce
its U.S. base rate circulation and its annual issues will be cut
from 12 to 10 starting February 2010.

"[A]ll the giant magazines have made as an investment less in
paper and more in the Internet," Ms. Northrop is quoted by Post-
Gazette on the drop on circulation and monthly issues.  "It's a
sign we are managing the business very well and very profitably,"
she continued.


               About The Reader's Digest Association

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries.  It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year.  Its global headquarters are in Pleasantville, N.Y.

Reader's Digest said that as of June 30, 2009, it had total assets
of $2.2 billion against total debts of $3.4 billion.

Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel.  Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel.  Ernst & Young LLP is auditor.  Miller Buckfire
& Co, LLC, is financial advisor.  AlixPartners, LLC, is
restructuring consultant.  Kurtzman Carson Consultants is notice
and claims agent.

Bankruptcy Creditors' Service, Inc., publishes Reader's Digest
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Reader's Digest and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000)


RENAISSANCE RESIDENTIAL: Must File Chapter 11 Plan by December 24
-----------------------------------------------------------------
The Hon. John H. Squires of the U.S. Bankruptcy Court for the
Northern District of Illinois required Renaissance Residential of
Countryside LLC to file a Chapter 11 plan of reorganization and
disclosure statement explaining the plan by Dec. 24, 2009.

Based in Palatine, Illinois, Renaissance Residential of
Countryside LLC filed for Chapter 11 protection on Aug. 26, 2009
(Bankr. N.D. Ill. Case No. 09-31460).  Richard H. Fimoff, Esq.,
Robbins, Salomon & Patt Ltd., represents the Debtor in its
restructuring efforts.  In its petition, the Debtor listed assets
between $50 million and $100 million, and debt between $10 million
and $50 million.


RENAISSANCE RESIDENTIAL: Section 341(a) Meeting Set for October 1
-----------------------------------------------------------------
The U.S. Trustee for Region 10 will convene a meeting of creditors
in Renaissance Residential of Countryside, LLC's Chapter 11 case
on Oct. 1, 2009, at 1:30 p.m.  The meeting will be held at 219
South Dearborn, Office of the U.S. Trustee, 8th Floor, Room 802,
Chicago, Illinois.

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.

Palatine, Illinois-based Renaissance Residential of Countryside,
LLC filed for Chapter 11 on Aug. 26, 2009 (Bankr. N.D. Ill. Case
No. 09-31460.) Richard H. Fimoff, Esq. at Robbins, Salomon & Patt
Ltd. represents the Debtor in its restructuring effort.  The
Debtor did not file a list of its 20 largest unsecured creditors
when it filed its petition.  In its petition, the Debtor listed
$50,000,001 to $100,000,000 in assets and $10,000,001 to
$50,000,000 in debts.


RENAISSANCE RESIDENTIAL: Selects Robbins Salomon as Attorney
------------------------------------------------------------
Renaissance Residential of Countryside LLC asks the U.S.
Bankruptcy Court for the Northern District of Illinois for
permission to employ Robbins, Salomon and Patt Ltd. as its
attorney.

The firm has agreed to, among other things:

   a) advise the Debtor with respect to its powers and duties as
      debtor-in-possession in the continued management and
      operations of its business and properties;

   b) meet and negotiate with representative of creditors and
      other parties in interest; and

   c) advise and consult on the conduct of the case including all
      of the legal and administrative requirements of operating in
      a Chapter 11.

The firm will bill the estates based on its standard hourly rates:

      Partners        $300-$450
      Associates      $140-$270
      Paralegals      $105-$155

The Debtor assures the Court that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

Based in Palatine, Illinois, Renaissance Residential of
Countryside LLC filed for Chapter 11 protection on Aug. 26, 2009
(Bankr. N.D. Ill. Case No. 09-31460).  Richard H. Fimoff, Esq.,
Robbins, Salomon & Patt Ltd., represents the Debtor in its
restructuring efforts.  In its petition, the Debtor listed assets
between $50 million and $100 million, and debt between $10 million
and $50 million.


RICHARD LACK: Meeting of Creditors Scheduled for September 14
-------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of creditors
in Richard John Lack's Chapter 11 case on Sept. 14, 2009, at
11:00 a.m.  The meeting will be held at the Office of the U.S.
Trustee, 1301 Clay Street, Suite 680 N. Oakland, California.

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

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

Alamo, California-based Richard John Lack filed for Chapter 11 on
Aug. 22, 2009 (Bankr. N.D. Calif. Case No. 09-47791).  Marc
Voisenat, Esq., at the Law Offices of Marc Voisenat, represents
the Debtor in his restructuring effort.  In his petition, the
Debtor listed $10,000,000 to $50,000,000 in assets and $1,000,000
to $10,000,000 in debts.


RICHARD LACK: Wants Schedules Filing Extended Until September 24
----------------------------------------------------------------
Richard John Lack asks the U.S. Bankruptcy Court for the Northern
District of California to extend until Sept. 24, 2009, the time to
file his schedules of assets and liabilities and statement of
financial affairs.

Alamo, California-based Richard John Lack filed for Chapter 11 on
Aug. 22, 2009 (Bankr. N.D. Calif. Case No. 09-47791).  Marc
Voisenat, Esq., at the Law Offices of Marc Voisenat, represents
the Debtor in his restructuring effort.  In his petition, the
Debtor listed $10,000,000 to $50,000,000 in assets and $1,000,000
to $10,000,000 in debts.


RICHARD LACK: Wants to Hire Voisenat Law Office as Counsel
----------------------------------------------------------
Richard John Lack asks the U.S. Bankruptcy Court for the Northern
District of California for authority to employ Law Offices of Marc
Voisenat as his general counsel to assist him in preparing and
filing a plan of reorganization and disclosure statement.

The Debtor agreed to pay $300 per hour for the services of Marc
Voisenat, Esq.

To the best of Debtor's knowledge, Mr. Voisenat does not hold or
represent an interest adverse to this estate and does not have any
connections with the debtors, creditors, or any other party in
interest in this case.

Based in Alamo, California, Richard John Lack filed for Chapter 11
protection on Aug. 22, 2009 (Bankr. N.D. Calif. Case No.
09-47791).  In his petition, the Debtor posted assets between $10
million and $50 million, and debts between $1 million and
$10 million.


ROAN VALLEY LLC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Roan Valley, LLC
        900 Westpark Dr., Suite 300
        Peachtree City, GA 30269

Case No.: 09-13229

Type of Business: The Debtor operates a real estate business.

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Northern District of Georgia (Newnan)

Debtor's Counsel: Jimmy C. Luke II, Esq.
            Foltz Martin, LLC
            Suite 750, 5 Piedmont Center
            Atlanta, GA 30305
            Tel: (404) 231-9397
            Fax: (404) 237-1659
            Email: jluke@foltzmartin.com

Estimated Assets: $10,000,001 to $50,000,000

Estimated Debts: $10,000,001 to $50,000,000

The petition was signed by Ronald Williamson, the company's
manager.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                       Nature of Claim        Claim Amount
  ------                       ---------------        ------------
Group VI Management, LLC       Loan                   $1,382,956
900 Westpark Drive, Suite 300
Peachtree City, GA 30269

Dogwood Assisted Living, LLC   Loan                   $534,456
900 Westpark Drive, Suite 300
Peachtree City, GA 30269

Group VI Services, Inc.        Loan                   $498,246
900 Westpark Drive, Suite 300
Peachtree City, GA 30269

Group VI Construction, LLC     General                $376,678
900 Westpark Drive, Suite 300  contractor claim
Peachtree City, GA 30269

Foley Design Associates        Design services        $249,592
Architects, Inc.

Tennessee Department           Taxes                  $61,283
of Revenue

Johnson County Trustee         Taxes                  $60,001

PTC Aviation, LLC                                     $27,987

CCMR Limited Partnership       Loan                   $18,266

Carmel & Carmel, PC            Legal services         $12,920

Frazier & Deeter               Tax services           $12,559

Precision Printing Group       Trade debt             $10,230

Charles L. Bretz                                      $9,000

AIS Computers                  Computer/IT services   $8,659

Lamar                                                 $8,350

Liquid Advertising             Advertising            $7,500

Carolina Property Management                          $4,500

The Autopilot Magazine                                $4,500

IAMG, LLC                                             $3,600
dba WorldGolf.com

AT&T Advertising & Publishing                         $2,699


SHERIDAN APARTMENTS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Sheridan Apartments, LLC
        8445 Springtree Drive
        Sunrise, FL 33351

Bankruptcy Case No.: 09-28965

Chapter 11 Petition Date: September 8, 2009

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Ronald G. Neiwirth, Esq.
                  1395 Brickell Ave 14 Fl.
                  Miami, FL 33131
                  Tel: (305) 789-9200
                  Email: rgn@fowler-white.com

Estimated Assets: $0 to $50,000

Estimated Debts: $1,000,001 to $10,000,000

According to the schedules, the Company has assets of at least $0,
and total debts of $6,314,784.

A full-text copy of the Debtor's petition, including a list of its
20 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/flsb09-28965.pdf

The petition was signed by Constantin Ardelean, managing member of
the Company.


SHERMAG INC: Creditors Accept Plan of Arrangement
-------------------------------------------------
Shermag Inc. and its subsidiaries said its plan of arrangement has
been duly accepted by its creditors during a meeting of creditors
held September 10 in conformity with the Companies' Creditors
Arrangement Act.

The Plan provides that, pursuant to a transaction to take place no
later than October 16, 2009, approved by the Quebec Superior Court
on August 12, 2009, le Groupe Bermex Inc., will, in furtherance to
the approval of the Plan by the creditors and by the Court, invest
the settlement amount of $1,250,000.

On September 15, 2009, the Company will present a motion to
sanction the Plan before the Quebec Superior Court. This is a very
important step for the reorganization of the Company.

Shermag has been operating under the protection of the CCAA since
May 5, 2008 and obtained from the Quebec Superior Court an
extension of the stay of proceedings against Shermag and its
subsidiaries until October 16, 2009.  RSM Richter Inc. is the
Court appointed Monitor for the CCAA proceedings.

Shermag Inc. (TSX:SMG), headquartered in Sherbrooke, Quebec,
designs, produces, markets and distributes high-quality
residential furniture.  Shermag presently has 219 active employees
and is a manufacturer and importer with its manufacturing
operations and global sourcing division.


SKINNY NUTRITIONAL: Posts $1.2MM Net Loss in Qtr. Ended June 30
---------------------------------------------------------------
Skinny Nutritional Corp. posted a net loss of $1,257,893 for three
months ended June 30, 2009, compared with a net loss of $606,985
for the same period in 2008.  For six months ended June 30, 2009,
the Company posted a net loss of $2,105,720 compared with a net
loss of $1,001,966 for the same period in 2008.

At June 30, 2009, the Company's balance sheet showed total assets
of $1,862,928, total liabilities of $1,098,016 and stockholders'
equity of $764,912.

The Company said there is substantial doubt about its ability to
continue as a going concern.  The Company noted that it has
incurred losses since its inception and has not yet been
successful in establishing profitable operations.  In this regard,
the management is proposing to raise any necessary additional
funds through sales of its common stock or through loans from
shareholders.  Based on its current levels of expenditures and its
business plan, the Company believes that its existing cash and
cash equivalents will only be sufficient to fund its anticipated
levels of operations for a period of less than twelve months and
that without raising additional capital, the Company will be
limited in it's projected growth.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?448c

                  About Skinny Nutritional Corp.

Headquartered in Bala Cynwyd, Pennsylvania, Skinny Nutritional
Corp. is the exclusive worldwide distributor of Skinny Water(R), a
zero-calorie, zero-sugar, zero-sodium and zero-preservative multi-
functional water that helps aid in weight loss.


SMURFIT-STONE: Given Plan Exclusivity Until Jan. 21
---------------------------------------------------
Smurfit-Stone Container Corp. and its affiliates obtained an
extension of their exclusive period to file a Chapter 11 plan
until January 21, 2010, and the period to solicit acceptances
thereof until March 23, 2010.

In the Company's request for an extension, James F. Conlan, Esq.,
at Sidley Austin LLP, in Chicago, Illinois, said that the Debtors
have focused substantial time and effort to stabilize their
operations in a very difficult and uncertain economic environment
while also ensuring a smooth transition into Chapter 11, which
includes obtaining final approval of the DIP Facility.

Mr. Conlan further noted that the Debtors have also spent
considerable time and extensive resources coordinating with their
affiliates in Canada regarding CCAA proceedings and the
implementation of a cross-border insolvency protocol.

"The Debtors have not been dilatory in these cases.  Rather, the
Debtors have worked expeditiously to address critical issues and
move these cases forward," Mr. Conlan said.  He noted that the
Debtors have substantially completed developing a long-term
operational plan, which has already been shared with the advisors
of the Official Committee of Unsecured Creditors and will be
shared with the entire Committee on September 14, 2009.

The Operational Plan, along with tax, pension and other
considerations, will form the basis for discussions regarding the
Debtors' plan of reorganization.

Additionally, with the claims bar date coming in the immediate
future, the Debtors will actively undertake their claims
reconciliation process, which will provide an important stepping
stone to the development of a Plan, Mr. Conlan told the Court.
He pointed out that an extension of the current Exclusivity
Periods will allow the reconciliation process to continue in an
orderly fashion.

Courts considering whether to extend a debtor's exclusive periods
may also assess whether the debtor is paying its debts when they
come due.  Mr. Conlan tells the Court that together with funds on
hand as of the Petition Date, funds generated through the
Debtors' regular business operations and the $750 million DIP
Facility, the Debtors have sufficient liquidity to pay, and are
paying, their undisputed postpetition obligations as the debts
come due.

As of June 30, 2009, the Debtors had approximately $584.4 million
in cash on hand and the Debtors believe they will have sufficient
cash to fund their Chapter 11 cases.

Mr. Conlan asserted that the Debtors are not seeking the extension
to delay administration of the Chapter 11 cases or to exert
pressure on their creditors but to maintain a framework conducive
to an orderly, efficient and cost-effective restructuring
process.  He notes that the Debtors' Chapter 11 cases have been
pending for just seven months and the Debtors have accomplished a
substantial amount in a relatively short period of time.

In light of the relatively short duration and complexity of the
Chapter 11 Cases and the progress that the Debtors have made, the
Debtors submit that an extension of the Current Exclusive Periods
is warranted.

Mr. Conlan pointed out that if the Court were to deny the Debtors'
request, any party-in-interest would be free to propose a plan of
reorganization for each of the Debtors, denying the Debtors a
fair opportunity to formulate and negotiate a confirmable plan of
reorganization.  He argued that the result would not advance the
rehabilitative objectives of the Chapter 11 process and would be
destabilizing, potentially fostering a chaotic environment at the
very time the Debtors are focusing their efforts on a successful
reorganization of their businesses.

                        About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs approximately
21,250 employees, 17,400 of which are based in the United States.
For the quarterly period ended September 30, 2008, the Company
reported approximately $7.450 billion in total assets and
$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

Bankruptcy Creditors' Service, Inc., publishes Smurfit-Stone
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Smurfit-Stone
Container Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


STAMFORD CENTER: Wins Approval of Plan, Sees Emergence in Weeks
---------------------------------------------------------------
The Stamford Center for the Arts' Plan of Arrangement was
officially accepted to move the organization forward and rebuild
as a more financially sound performing community arts center.  The
U.S. Bankruptcy Court for the District of Connecticut confirmed
the Plan of Reorganization of The Stamford Center for the Arts,
Inc. (SCA), allowing the Company to emerge from Chapter 11 in the
next several weeks.

Stamford Center for the Arts Chairman Michael Widland said, "The
SCA is once again poised to serve as a leading cultural arts
center for Stamford, Fairfield County and beyond.  This is a very
important day and a giant step forward in the rebirth of SCA.  Now
that the financial elements are in place we welcome this
opportunity as we rebuild for the future of arts in this
community."

Under the Plan, which was approved with the unanimous support of
all of its creditors, the SCA will emerge from bankruptcy
protection with all of its financial obligations satisfied, with
sufficient state and private funding to support its on-going
operations, and with the full support and cooperation of its
creditors, the State of Connecticut, the City of Stamford, and the
arts community in general.

Headquartered in Stamford, Connecticut, Stamford Center for the
Arts Inc. fkn Stamford Theatre Partnership --
http://www.stamfordcenterforthearts.org/-- was created by
Champion International Corp., Pitney Bowes Inc. and F.D. Rich
Company Inc.  The Debtor filed for bankruptcy protection on Aug.
22, 2008 (Bankr. D.C. Case No.: 08-50773).  Patrick J. McHugh,
Esq., at Finn Dixon and Herling is the Debtor's counsel.  When the
Debtor filed for bankruptcy, it listed assets of $10,000,000 to
$50,000,000 and debts of $1,000,000 to $10,000,000.


STANDARD PACIFIC: Moody's Assigns 'Caa1' Rating on $200 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to the proposed
$200 million senior unsecured note offering of Standard Pacific
Corp., proceeds of which will be used to repurchase certain
outstanding notes of the company through tender offers, with the
balance, if any, used to repay other indebtedness.  At the same
time, Moody's affirmed the company's existing ratings, including
its corporate family rating and probability of default rating at
Caa1, the ratings on its existing senior unsecured notes at Caa1,
and the ratings on its senior subordinated notes at Caa3.
Standard Pacific's speculative grade liquidity rating was affirmed
at SGL-3.  The rating outlook remains negative.

The Caa1 corporate family rating reflects Moody's expectation that
Standard Pacific's cash flow performance will weaken during the
remainder of 2009 and be followed by an even weaker 2010, as the
benefits of inventory liquidation play themselves out.  In
addition, the company continues to face the additional challenge
of having to collapse certain of its joint ventures and bring onto
its books both the land and the debt of these joint ventures,
although this pressure appears to be abating.  Standard Pacific
also faces debt maturities for each of the next seven years,
although the contemplated tender offers, if successful, may help
mitigate some of the immediate pressure.  The ratings further
consider that while the company's revenue run rate has
deteriorated by about 65% since 2005 and net worth by even more,
total homebuilding debt has fallen by far less over this time
period, thus driving adjusted debt leverage to approximately 80%.
Moody's anticipates that the company's thin stockholders' equity
balance of $348.6 million will be further reduced by continuing
impairment charges during the year.

At the same time, the ratings acknowledge Standard Pacific's
performance in its second quarter that ended June 30, 2009, during
which it generated a modest profit before charges (making it one
of less than a handful of homebuilders to achieve this), reduced
inventories, and continued to reduce its joint venture exposure.
In addition, the ratings are supported by the company's
unrestricted current cash position of nearly $570 million and
absence of any material covenant compliance requirements in its
recently amended bank credit agreement.

The negative rating outlook reflects risks associated with general
economic weakness that may continue to hamper new household
creation and new home purchases, industry-wide lack of pricing
power, and large inventory of unsold homes, including foreclosures
in most markets.

Going forward, the ratings could be lowered if the company were to
deplete its cash reserves either through sharper-than-expected
operating losses or through a sizable investment or other
transaction.  The outlook could stabilize if the company were to
continue generating reasonably healthy free cash flow, reduce debt
leverage to less than 70%, or continue to generate and grow its
pre-impairment earnings.

These rating actions were taken:

* Caa1 (LGD4, 52%) assigned to the proposed $200 million senior
  unsecured notes due 2016;

* Corporate family rating affirmed at Caa1;

* Probability of default rating affirmed at Caa1;

* Senior unsecured notes ratings changed to Caa1 (LGD4, 52%) from
  Caa1 (LGD4, 51%);

* Senior subordinated notes ratings affirmed at Caa3 (LGD6, 95%);

* Speculative grade liquidity affirmed at SGL-3.

All of Standard Pacific's debt is guaranteed by its principal
operating subsidiaries.

Headquartered in Irvine, California and begun in 1966, Standard
Pacific Corp. constructs and sells single-family attached and
detached homes, with homebuilding operations located in
California, Texas, Arizona, Colorado, Florida, North and South
Carolina, and Nevada.  Homebuilding revenues and consolidated net
income for the trailing twelve months ended June 30, 2009 were
approximately $1.3 billion and ($793) million, respectively.


STANFORD GROUP: Former Director Indicted for Obstructing Probe
--------------------------------------------------------------
Thomas Raffanello, a former global director of security at the
Fort Lauderdale, Fla., office of Stanford Financial Group (SFG),
has been charged September 10 in a three-count superseding
indictment with conspiracy to obstruct a U.S. Securities and
Exchange Commission (SEC) proceeding and to destroy documents in a
federal investigation; obstruction of a proceeding before the SEC;
and destruction of records in a federal investigation.

The initial indictment in the case was unsealed by the U.S.
District Court for the Southern District of Florida on June 19,
2009, and charged Bruce Perraud, 42, of Weston, Fla., a former
global security specialist at the Fort Lauderdale SFG office, with
one count of destruction of records in a federal investigation. In
addition to charging Raffanello, 61, of Coral Gables, Fla.,
today's superseding indictment charges Perraud with an additional
count of conspiracy as well as one count of obstruction of a
proceeding before the SEC.

Raffanello and Perraud are scheduled to make their initial
appearances at the U.S. District Court in Fort Lauderdale at 11
a.m. ET on Friday, Sept. 11, 2009.

According to court documents, SFG, headquartered in Houston, was
the parent company of numerous affiliated financial services
entities, including the Stanford International Bank Ltd. (SIBL).
According to the superseding indictment, SIBL, an offshore SFG
bank affiliate located in St. John's, Antigua, allegedly lured
U.S. investors to buy into its certificates of deposit (CDs) by
touting high investment returns not available through domestic
banks.

SIBL is alleged to have misrepresented that it held $8 billion in
client funds that had been invested primarily in its CDs. The SEC
filed a complaint in the U.S. District Court for the Northern
District of Texas against SIBL and its affiliated entities on
Feb. 16, 2009, in which it alleged that the SIBL CD program was
the mechanism by which the principals of SIBL orchestrated a
"massive, ongoing fraud." Also on Feb. 16, 2009, a receiver was
appointed to assume exclusive control of all SFG-related entities
in order to protect SIBL assets from potential waste and depletion
by SIBL's principals.

The U.S. District Court for the Northern District of Texas
additionally issued an order instructing that all SFG and SIBL
employees preserve all company documents and records, protecting
them from destruction.

The indictment alleges that the receiver sent an e-mail on Feb.
17, 2009, to all SFG employees describing the contents of the
court order mandating document and record preservation. It is
alleged that the e-mail further instructed SFG employees that they
had been ordered to preserve "any and all documents, notes and
records," and that they may not "hide, destroy or alter any
document or electronic record relating to the company."

According to the allegations in the superseding indictment,
Perraud placed a telephone call to Raffanello on Feb. 17, 2009, in
which he discussed the court order mandating the preservation of
documents.  Six days later, on Feb. 23, 2009, the indictment
alleges Raffanello directed that the documents housed at SFG's
Fort Lauderdale office be shredded. Perraud allegedly contacted a
commercial shredding company on that same day and requested that
it destroy a large quantity of SFG documents at the Fort
Lauderdale office, in violation of the Feb. 16 court order.

The indictment alleges that a representative of the commercial
shredding company arrived at SFG's Fort Lauderdale offices on Feb.
25, 2009, where he was met by Perraud.  Perraud then allegedly
supervised as a 95-gallon bin was packed with documents and was
hauled to the shredder's vehicle, where its contents were
shredded. The indictment also alleges that many more documents and
records were brought to the shredding truck for destruction.

In a related case, SFG corporate officers Robert Allen Stanford,
Laura Pendergest-Holt, Gilberto Lopez and Mark Kuhrt, as well as
Leroy King, a former Antiguan bank regulator, were each charged in
an indictment unsealed on June 19, 2009, in the Southern District
of Texas with conspiracy to commit mail, wire and securities
fraud; wire fraud; mail fraud; and conspiracy to commit money
laundering stemming from an alleged massive investment fraud
scheme involving CDs held by SIBL. Stanford, Pendergest-Holt and
King were also charged with conspiracy to obstruct an SEC
investigation and obstruction of an SEC investigation.

In another related case, James Davis, SFG's former chief financial
officer, pleaded guilty on Aug. 27, 2009, in the Southern District
of Texas to conspiracy to commit mail, wire and securities fraud;
mail fraud; and conspiracy to obstruct a proceeding of the SEC.
Davis was initially charged in a criminal information filed with
the court on June 18, 2009.

The case is being investigated by the FBI's Houston Field Office
and the U.S. Postal Inspection Service. It is being prosecuted by
Fraud Section Senior Litigation Counsel Jack Patrick and Trial
Attorney Matthew Klecka of the Criminal Division's Fraud Section.

                       About Stanford Group

Stanford companies operated by selling certificates of deposit in
more than 100 discrete locations spanning 15 states in the United
States and 13 countries in Europe, the Caribbean, Canada and Latin
America. Stanford claimed to have more than 30,000 clients located
in 133 countries.

Domiciled in Antigua, Stanford International Bank Limited --
http://www.stanfordinternationalbank.com/-- is a member of
Stanford Private Wealth Management, a global financial services
network with US$51 billion in deposits and assets under management
or advisement.  Stanford Private Wealth Management serves more
than 70,000 clients in 140 countries.

On February 16, 2009, the United States District Court for the
Northern District of Texas, Dallas Division, signed an order
appointing Ralph Janvey as receiver for all the assets and records
of Stanford International Bank, Ltd., Stanford Group Company,
Stanford Capital Management, LLC, Robert Allen Stanford, James M.
Davis and Laura Pendergest-Holt and of all entities they own or
control.

The U.S. Securities and Exchange Commission, on Feb. 17, charged
before the U.S. District Court in Dallas, Texas, Mr. Stanford and
three of his companies for orchestrating a fraudulent, multi-
billion dollar investment scheme centering on an US$8 billion
Certificate of Deposit program.

A criminal case was pursued against him in June before the U.S.
District Court in Houston, Texas.  Mr. Stanford pleaded not guilty
to 21 charges of multi-billion dollar fraud, money-laundering and
obstruction of justice.  Assistant Attorney General Lanny Breuer,
as cited by Agence France-Presse News, said in a 57-page
indictment that Mr. Stanford could face up to 250 years in prison
if convicted on all charges.  Mr. Stanford surrendered to U.S.
authorities after a warrant was issued for his arrest on the
criminal charges.

The criminal case is U.S. v. Stanford, H-09-342, U.S. District
Court, Southern District of Texas (Houston).  The civil case is
SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S. District
Court, Northern District of Texas (Dallas).  See
http://www.usdoj.gov/criminal/vns


SUN-TIMES MEDIA: Sale to Tyree Needs Paycuts for Non-union Workers
------------------------------------------------------------------
Sun-Times Media Group CEO Jeremy Halbreich said that non-union
employees will get pay cuts.  According to The Associated Press,
Mr. Halberich said that non-union workers making between $25,000
and $100,000 will take an 8% pay cut, while those making over
$100,000 will have their pay reduced by 11%.  Mr. Halbreich said
that the advertising sales staff is exempted because their pay has
already fallen significantly, The AP states.  According to The AP,
Sun-Times Media spokesperson Tammy Chase said that the pay cuts
will affect 1,270 of the Company's 1,900 employees.

The AP notes that union members are likely to feel the cost
cutting as well, as Mr. Chase said that Sun-Times Media is handing
a list of concessions STMG Holdings -- the stalking horse bidder
for Sun-Times Media's assets -- wants from the Company's 18
unions.  Without the concessions, STMG Holdings will withdraw from
the deal, says the report.

As reported by the Troubled Company Reporter on September 9, 2009,
Sun-Times Media Group said it has entered into a "stalking horse"
asset purchase agreement with STMG Holdings, LLC, a private
investor group led by Chicago businessman James C. Tyree, for
substantially all assets of Sun-Times Media Group.  The buyer will
acquire substantially all assets of the Company for $5 million in
cash, subject to a working capital adjustment, and will assume
certain liabilities of Sun-Times Media Group estimated to total
approximately $20 million.  Sun-Times says that, after five months
of marketing efforts by Rothschild Inc., only James C. Tyree-led
STMG Holdings submitted an offer to purchase assets on a going
concern basis.

                       About Sun-Times Media

Sun-Times Media Group, Inc. -- http://www.thesuntimesgroup.com/--
(Pink Sheets: SUTM) owns media properties including the Chicago
Sun-Times and Suntimes.com as well as newspapers and Web sites
serving more than 200 communities across Chicago.  The Company and
its affiliates conduct business as a single operating segment
which is concentrated in the publishing, printing, and
distribution of newspapers in greater Chicago, Illinois,
metropolitan area and the operation of various related Web sites.
The Company also has affiliates in Canada, the United Kingdom, and
Burma.

Sun-Times Media's balance sheet at September 30, 2008, showed
total assets of $479.9 million, total liabilities of
$801.7 million, resulting in a stockholders' deficit of roughly
$321.8 million.

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on March 31, 2009 (Bankr. D. Del. Case No. 09-11092).
James H.M. Sprayregan, P.C., James A. Stempel, Esq., David A.
Agay, Esq., and Sarah H. Seewer, Esq., at Kirkland & Ellis LLP,
assist the Debtors in their restructuring efforts.  Kurtzman
Carson Consultants LLC is the Debtors' claims agent.  As of
November 7, 2008, the Debtors listed $479,000,000 in assets and
$801,000,000 in debts.


SUNRISE SENIOR: SCA Lenders Extend Loan Maturity, Relax Covenants
-----------------------------------------------------------------
Sunrise Connecticut Avenue Assisted Living L.L.C., a subsidiary of
Sunrise Senior Living, Inc., which owns and operates Sunrise's
Connecticut Avenue property, on September 1, 2009, entered into
amendments to:

     (i) two Loan Agreements, dated as of August 28, 2007, by and
         among SCA and Chevy Chase Bank, a division of Capital
         One, N.A., as agent for the lenders party thereto; and

    (ii) certain notes executed in connection with the entry into
         the Loan Agreements.

The Amendments, among other matters, (i) extended the maturity
date of the Loan Documents from August 28, 2009, to December 2,
2009, (ii) suspended the measurement of certain financial and
operating covenants through the Extended Maturity Date, (iii)
included waivers with respect to certain defaults under certain
operating covenants, and (iv) provided for certain additional
financial reporting requirements.  Additionally, the Amendments
increased the interest rates applicable to (i) $29.6 million of
outstanding borrowings under one of the Loan Agreements to one-
month LIBOR plus 5.00% per annum and (ii) $10.0 million of
outstanding borrowings under the second of the Loan Agreements to
one-month LIBOR plus 5.50% per annum.

Pursuant to the Amendments, SCA will pay Chevy Chase, for the
benefit of the lenders, a $50,000 one-time amendment fee.  SCA's
projections indicate that SCA will generate sufficient internal
funds from the operation of the Connecticut Avenue property to pay
all interest and fees through the Extended Maturity Date.

SCA's obligations under the Loan Documents are secured by a
mortgage on the real property owned by SCA and located in
Washington, DC and are guaranteed by Sunrise.

                        Bankruptcy Warning

Sunrise Senior Living said it has no borrowing availability under
its bank credit facility, and it has significant scheduled debt
maturities in 2009 and significant long-term debt that is in
default.  Sunrise is endeavoring to extend debt maturity dates,
re-finance debt and obtain waivers from applicable lenders.  It is
engaged in discussions with various venture partners and third
parties regarding the sale of certain assets with the purpose of
increasing liquidity and reducing obligations to enable the
Company to continue operations.  Sunrise expects that its cash
balances and expected cash flow are sufficient to enable it to
meet operating obligations through December 2, 2009.  If it is not
able to achieve these objectives, it will not have sufficient
financial resources to meet financial obligations and it could be
forced to seek reorganization under the U.S. Bankruptcy Code.

On April 28, 2009, Sunrise Senior Living entered into a Twelfth
Amendment to the Bank Credit Facility.  The significant terms
include waiver of all existing financial covenants through
December 2, 2009, the maturity date of the Bank Credit Facility;
requirement to maintain minimum cash balance as of the last day of
each month and of not less than $5 million at any time; a cash
sweep as of the last day of October and November 2009 to reduce
principal equal to the greater of consolidated cash in excess of
$35 million or $2 million; and a permanent reduction of the
commitment after an agreed-upon repayment of the outstanding
balance from dispositions consented to by our lenders, federal
income tax refunds of $20.8 million and payments received from the
cash sweep.

As of June 30, 2009, the Company had $1.14 billion in total assets
and $1.09 billion in total liabilities.  Sunrise had $37.0 million
and $29.5 million of unrestricted cash at June 30, 2009 and
December 31, 2008, respectively.  As of June 30, 2009, Sunrise and
its consolidated subsidiaries had debt of $614.5 million, of which
$99.1 million of debt is scheduled to mature in 2009, along with
$69.2 million of draws on the Bank Credit Facility.  Long-term
debt that is in default totals $360.4 million, including
$190.2 million of debt that is in default as a result of the
failure to pay principal and interest to the lenders of Sunrise's
German communities, and $170.2 million of debt that is in default
as a result of Sunrise's failure to meet certain financial
covenants.

                    About Sunrise Senior Living

Sunrise Senior Living, Inc., a McLean, Va.-based company --
http://www.sunriseseniorliving.com/-- employs roughly 40,000
people.  As of June 30, 2009, Sunrise operated 415 communities in
the United States, Canada, Germany and the United Kingdom, with a
combined unit capacity of roughly 42,750 units.  Sunrise offers a
full range of personalized senior living services, including
independent living, assisted living, care for individuals with
Alzheimer's and other forms of memory loss, as well as nursing and
rehabilitative services.  Sunrise's senior living services are
delivered by staff trained to encourage the independence, preserve
the dignity, enable freedom of choice and protect the privacy of
residents.


T.J. GIESEKER TRUCKING: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------------------
Debtor: T.J. Gieseker Trucking, LLC
        35424 Audrain Road 708
        Martinsburg, MO 65264

Bankruptcy Case No.: 09-20463

Chapter 11 Petition Date: September 8, 2009

Court: United States Bankruptcy Court
       Eastern District of Missouri (Hannibal)

Debtor's Counsel: Spencer P. Desai, Esq.
                  Capes, Sokol, Goodman and Sarachan, P.C.
                  Pierre Laclede Center
                  7701 Forsyth Boulevard, 12th Floor
                  St. Louis, MO 63105
                  Tel: (314) 721-7701
                  Fax: (314) 721-0554
                  Email: desai@capessokol.com

Estimated Assets: $0 to $50,000

Estimated Debts: $1,000,001 to $10,000,000

The Debtor identified Missouri Deparment of Agriculture with a
disputed debt claim for $4,835,000 as its largest unsecured
creditor. A full-text copy of the Debtor's petition, including a
list of its largest unsecured creditor, is available for free at:

             http://bankrupt.com/misc/moeb09-20463.pdf

The petition was signed by Cathy Gieseker.


TAHOE FRIDAY: U.S. Trustee Sets Meeting of Creditors for October 5
------------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of creditors
in Tahoe Friday, LLC's Chapter 11 case on Oct. 5, 2009, at
1:00 p.m.  The meeting will be held at 300 Booth Street, Room
2110, Reno, Nevada.

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 Carson City, Nevada, Tahoe Friday, LLC, operates
a real estate business.  The Company filed for Chapter 11 on
Aug. 26, 2009, (Bankr. D. Nev. Case No. 09-52910).  Nick A.
Moschetti Jr., Esq., represents the Debtor in its restructuring
effort.  In its petition, the Debtor listed total assets of
$12,225,000 and total debts of $5,261,381.


TAMPA ENCLAVE: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Tampa Enclave 52 LLC
           dba The Promenade at Tampa Palms
        7200 W. Camino Real Road, Suite 302
        Boca Raton, FL 33433

Case No.: 09-15441

Type of Business: The Debtor operates a real estate business.

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Allan L. Gropper

Debtor's Counsel: Kevin J. Nash, Esq.
            Goldberg Weprin Finkel Goldstein LLP
            1501 Broadway, 22nd Floor
            New York, NY 10036
            Tel: (212)-301-6944
            Fax: (212) 422-6836
            Email: KJNash@Finkgold.com

Estimated Assets: $10,000,001 to $50,000,000

Estimated Debts: $10,000,001 to $50,000,000

The petition was signed by Jacob Sabo.

Debtor's List of 3 Largest Unsecured Creditors:

  Entity                       Nature of Claim        Claim Amount
  ------                       ---------------        ------------
HotWire Corporation                                   $33,718

Premium Assignment Corporation                        $10,314

Wilmar Industries Inc.                                $2,614


TAVERN ON THE GREEN: Files Chapter 11 After Losing Lease
--------------------------------------------------------
Tavern on the Green LP filed for Chapter 11 in Manhattan after it
lost its lease for its restaurant in New York's Central Park to a
higher bidder.

According to Bloomberg News, the restaurant's name, valued at
$19 million and in place since its founding by Parks Commissioner
Robert Moses in 1934, now will be sold to the highest bidder in
bankruptcy court, according to Keith Costa, a lawyer for the
bankrupt partnership.

Bloomberg relates that the lease for Tavern on the Green, the
second-highest-grossing restaurant in the U.S. last year, had been
held since 1974 by the family of Warner LeRoy, which owns the
Tavern on the Green name.

The city last month, according to Bloomberg, awarded the lease for
20 years starting at the end of Dec. 31 to restaurateur Dean Poll,
who runs the Central Park Boathouse Restaurant.

Tavern on the Green LP is the operator of the 75-year-old
restaurant in New York's Central Park.  The Company filed for
Chapter 11 on September 9, 2009 (Bankr. S.D.N.Y. Case No. 09-
15450).  It listed assets and debts of as much as $50 million
each.


TALECRIS BIOTHERAPEUTICS: Moody's Upgrades Corp. Rating to 'B2'
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Talecris
Biotherapeutics, Inc. (Corporate Family Rating to B2 from B3) and
changed the outlook to positive.

The rating upgrade reflects better than expected operating
performance aided largely by improved plasma supply and strong
Gamunex sales.  The B2 rating also considers better covenant
cushions because of higher EBITDA and slightly lower debt levels.
Although Talecris should be able to comply with its covenants over
the next several quarters, ongoing quarterly step-down provisions
provide some risk.  That said, Moody's assignment of a positive
outlook considers the company's planned IPO transaction that could
result in significant debt reduction.

Diana Lee, a Senior Credit Officer at Moody's said, "If Talecris
is able to achieve and sustain lower debt levels and comfortable
covenant cushions, further rating improvement is possible."

However, in order to support higher capital spending needs
associated with manufacturing facilities, the company will need to
see improvements in operating cash flow and address existing
constraints on its capital spending levels as dictated by terms
under its current bank agreements.

The last credit action for Talecris occurred on December 2, 2008,
when the company's Corporate Family Rating was upgraded to B3 from
Caa1.

Ratings upgraded with a positive outlook:

Talecris Biotherapeutics, Inc.

* Corporate Family Rating to B2 from B3
* First lien term loan to B1, LGD3, 38% from B2, LGD3, 38%
* Second lien term loan to Caa1, LGD5, 89% from Caa2, LGD5, 89%
* PDR to B2 from B3

Talecris Biotherapeutics, Inc., is a leading global manufacturer
of plasma-derived, protein-based products for individuals
suffering from life-threatening diseases.  Talecris began
operations on April 1, 2005, when the U.S. assets of Bayer AG's
worldwide plasma derived products business were acquired by
financial sponsors, Cerberus Capital Management and Ampersand
Ventures.


TERRY GRAY: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Debtor: Terry D. Gray
        309 W. 118th Street, #1A
        New York, NY 10026

Bankruptcy Case No.: 09-15434

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Stuart M. Bernstein

Debtor's Counsel: Peter F. Anderson, Esq.
                  Law Offices of Peter F Anderson
                  370 East 149th Street, Suite C 10455
                  Bronx, NY 10455
                  Tel: (718) 993-2336

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

The Debtor identified Flagstar Bank with an unliquidated debt
claim for $298,360 as its largest unsecured creditor. A full-text
copy of the Debtor's petition, including a list of its largest
unsecured creditor, is available for free at:

             http://bankrupt.com/misc/nysb09-15434.pdf

The petition was signed by Terry D. Gray.


TEXANS CUSO INSURANCE: Case Summary & 11 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: Texans CUSO Insurance Group, LLC
           dba Heartland Specialty Insurance
           dba Curley Insurance Group
           dba Heartland Marketing Group
           dba CEIS Management
           dba KMC Insurance Services
           dba Construction Equipment Insurance Services
           dba National Construction Insurance Services
           dba Texans Premium Finance Group
           dba CEIS
           dba NCIS
           dba NCIS Management
        5050 Quorum, Suite 500
        Dallas, TX 75254

Case No.: 09-35981

Type of Business: The Debtor operates an insurance company.

Chapter 11 Petition Date: September 5, 2009

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Barbara J. Houser

Debtor's Counsel: Scott Mark DeWolf, Esq.
            Rochelle McCullough L.L.P.
            101 E. Park Blvd., Suite 951
            Plano, TX 75074
            Tel: (972) 735-9143
            Fax: (972) 735-9780
            Email: sdewolf@romclawyers.com

Estimated Assets: $10,000,001 to $50,000,000

Estimated Debts: $10,000,001 to $50,000,000

The petition was signed by Mike Haselden, the company's president.

Debtor's List of 11 Largest Unsecured Creditors:

  Entity                       Nature of Claim        Claim Amount
  ------                       ---------------        ------------
Budget Print Center            trade debt             $131

Konica Minolta                 trade debt             $66

Lone Star Overnight            trade debt             $10

Muzak                          trade debt             $119

Purchase Power                 trade debt             $1,050

Pitney Bowes                   trade debt             $1,072

Recall Total Information       trade debt             $210

Marsh Berry                    trade debt             $1,050

EBIX, Inc.                     trade debt             $100

Insurance Service Office       trade debt             $140

Cogent Communication           trade debt             $974

Work Flow One                  trade debt             $974


TIMOTHY HARRISON MORGAN: Case Summary & 8 Largest Unsec. Creditors
------------------------------------------------------------------
Joint Debtors: Timothy Harrison Morgan
               Katherine O'connor Morgan
               103 Kimberly Court
               Hendersonville, TN 37075

Bankruptcy Case No.: 09-10279

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Keith M. Lundin

Debtors' Counsel: Steven L. Lefkovitz, Esq.
                  Law Offices Lefkovitz & Lefkovitz
                  618 Church St., Ste. 410
                  Nashville, TN 37219
                  Tel: (615) 256-8300
                  Fax: (615) 255-4516
                  Email: slefkovitz@lefkovitz.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

According to the schedules, the Company has assets of at least
$1,415,746, and total debts of $1,656,530.

A full-text copy of the Debtors' petition, including a list of
their 8 largest unsecured creditors, is available for free at:

           http://bankrupt.com/misc/tnmb09-10279.pdf

The petition was signed by the Joint Debtors.


TLC VISION: Obtains Credit Facility Waiver Until September 30
-------------------------------------------------------------
TLC Vision Corporation on September 10 said it has secured from
its lenders holding a majority amount of its secured credit
facility, an extension to September 30, 2009, of the limited
waiver and forbearance with respect to its credit facility that
was set to expire on September 9.

The credit agreement, dated June 21, 2007, as amended, provides
for a US$85 million term loan and a US$25 million revolving credit
line. As of August 31, 2009, the principal amount outstanding
under the credit facility was US$100.1 million.

The extension and forbearance agreement is contained in an
amendment to the limited waiver no. 4 and amendment no. 5 to the
credit agreement, dated as of September 8, 2009, which, among
other things, provides a limited waiver through September 30, 2009
of specified defaults and provides that the lenders will, until
October 1, 2009, forbear from exercising their rights arising out
of the non-payment of certain principal, interest and other
payments previously due.  The agreement also provides for the
Company to negotiate in good faith and use its best efforts to
agree by September 28, 2009 to (i) a term sheet reflecting terms
of proposed additional financing acceptable to lenders
representing a majority of the outstanding debt under the credit
agreement, and (ii) a term sheet reflecting terms of a debt or
equity restructuring acceptable to those lenders required to
approve such debt or equity restructuring under applicable law.

TLC Vision Corporation (NASDAQ:TLCV; TSX:TLC) --
http://www.tlcv.com/and http://www.lasik.com/-- is North
America's premier eye care services company, providing eye doctors
with the tools and technologies needed to deliver high-quality
patient care.  Through its centers' management, technology access
service models, extensive optometric relationships, direct to
consumer advertising and managed care contracting strength,
TLCVision maintains leading positions in Refractive, Cataract and
Eye Care markets.


TOTAL SAFETY: S&P Changes Outlook of 'B-' Rating to Stable
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Total
Safety U.S. Inc. to stable from negative.  At the same time, S&P
affirmed the ratings, including the 'B-' corporate credit rating,
on the company.

"The outlook revision reflects the fact that safety spending is
nondiscretionary and S&P's view that Total Safety should continue
to generate a modest amount of free cash flow from upcoming
projects," said Standard & Poor's credit analyst Kenneth Cox.  S&P
also expect that the company would favorably amend any possible
covenant violations.

The ratings on Total Safety reflect the company's aggressive
financial leverage and narrow business position in the fragmented
market for safety equipment and maintenance services for cyclical
end markets.  The ratings also reflect a diversified customer
base, recession-resistant demand for product and services, and low
capital requirements.  As of June 30, 2009, Total Safety had about
$137.4 million in debt, adjusted for operating leases.

Standard & Poor's Ratings Services views Total Safety's business
profile as vulnerable because of its limited market share and the
cyclical nature of the oil and gas industry.  The company operates
in three business segments: safety equipment rentals, equipment
sales, and safety systems and services.

The company's in-plant service centers provide full safety
services for customers' facilities and are an important component
of the company's growth strategy.  Management has implemented a
strategy of improving operational efficiencies, increasing
customer outreach, and leveraging current customer relationships
to diversify into new services.  Financial performance has
continually improved since 2004.

S&P expects that Total Safety's upcoming projects should allow the
company to continue to generate adequate free cash flow for the
remainder of 2009.  Covenants could become tight given that
leverage and interest coverage requirements continue to step down
in coming quarters.  However, the company should have sufficient
cash flow and liquidity to alleviate such concerns.  S&P could
revise S&P's outlook to negative if the company begins to have
negative cash flow or if leverage approaches 5x or EBITDA interest
coverage deteriorates to near 1.5x.  A revision to a positive
outlook is unlikely given limitations of the business scope and
scale.


TOUSA INC: Exclusivity Period Will End by Sept. 15
--------------------------------------------------
TOUSA Inc., Citicorp North America, Inc., as administrative agent
under the Debtors' prepetition secured First Lien Term Loan; the
First Lien Term Loan Lenders; Wells Fargo Bank, N.A., as
administrative agent under the Debtors' prepetition secured Second
Lien Term Loan; the Second Lien Term Loan Lenders; and the
Official Committee of Unsecured Creditors have entered into a
stipulation regarding the exclusive periods.  The parties agree
that they will not propose a Chapter 11 plan nor vote in favor of
any Chapter 11 plan until after 30 days from the earlier of (i)
the conclusion of the action commenced by the Committee against
the Secured Lenders, or (ii) the entry of any order for the
settlement or disposition of the Committee Action, but in any
event no later than September 15, 2009.

According to Bill Rochelle at Bloomberg, following completion of
the trial lasting more than two weeks, the parties to the suit
submitted their post-trial papers just before the Labor Day
holiday.

In the lawsuit, the Creditors Committee is contending that
security interests given by subsidiaries were fraudulent transfers
because the subsidiaries were made insolvent and received no
benefit from the loans.  Mr. Rochelle relates, the outcome of the
trial will decide how much, if anything, unsecured creditors can
recover under a Chapter 11 plan.

TOUSA has deferred its proposed Chapter 11 plan to await the
outcome of the trial.

                         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.

The Debtor and its debtor-affiliates filed for separate Chapter 11
protection on January 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.

Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by TOUSA Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TREY RESOURCES: June 30 Balance Sheet Upside-Down by $4.5 Million
-----------------------------------------------------------------
Trey Resources Inc.'s balance sheet at June 30, 2009, showed total
assets of $1,222,750 and total liabilities of $5,708,049,
resulting in a stockholders' deficit of $4,485,299.

For six months ended June 30, 2009, the Company reported a net
income applicable to common shares of $569,727 compared with a net
loss of $1,743,577 for the same period in the previous year.

For three months ended June 30, 2009, the Company reported a net
income applicable to common shares of $542,682 compared with a net
loss of $1,547,826 for the same period in 2008.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4484

Headquartered in Livingston, New Jersey, Trey Resources Inc.
(OTC BB: TYRIA) -- http://www.treyresources.com/-- operates as a
business consultant, value-added reseller, and developer of
financial accounting software to small and medium-sized businesses
in the United States.  It also publishes its own proprietary
electronic data interchange software, MAPADOC, which is used to
automate existing processes.

                       Going Concern Doubt

On March 27, 2009, Bagell, Josephs, Levine & Company, LLC, in
Marlton, New Jersey, expressed substantial doubt about Trey
Resources' ability to continue as a going concern after auditing
the Company's financial statements for the fiscal years ended
Dec. 31, 2008, and 2007.  The auditor noted that the Company
incurred substantial accumulated deficits and operating losses.


TRIPLE CROWN: Gabelli Funds, et al., Hold 8.6% Equity Stake
-----------------------------------------------------------
Mario J. Gabelli's Gabelli Funds, LLC; GAMCO Asset Management
Inc.; and Teton Advisors, Inc., are the beneficial owners of
480,656 shares, representing 8.60% of the 5,591,626 shares of
Triple Crown Media, Inc. Common Stock, as of August 25, 2009.

                       About Triple Crown

Headquartered in Lawrenceville, Georgia, Triple Crown Media Inc.
(Nasdaq: TCMI) -- http://triplecrownmedia.com/-- owns and
operates six daily newspapers and one weekly newspaper in Georgia.

As of March 31, 2009, the Company had $36,431,000 in total assets;
and $88,296,000 in total liabilities and $17,581,000 in Series A
redeemable, convertible preferred stock; resulting in $69,446,000
in stockholders' deficit.

As of December 31, 2008, the Company had negative working capital
of roughly $68 million and it failed to meet certain financial
loan covenants contained in its loan agreements.  On January 3,
2009, subsequent to the quarter ended December 31, 2008, the
Company failed to make a $1.1 million interest payment, which
constitutes an additional violation of its loan covenants.  As a
result of not being in compliance with its loan facility covenants
as of December 31, 2008, the Company classified all of its loan
facility debt as a current liability to reflect the option its
lenders have to call its debt at any time.

"These factors raise substantial doubt as to our ability to
continue as a going concern," Mark G. Meikle, executive vice
president and chief financial officer, said.


TRIPLE CROWN: In Talks With Lenders on Possible Restructuring
-------------------------------------------------------------
Triple Crown Media, Inc., on March 31, 2009, entered into
Amendment No. 5 to its Second Lien Senior Secured Credit Agreement
and Note by and among Triple Crown Media, LLC, as Borrower; the
Company as Parent and Guarantor; Wilmingto Trust FSB as
Administrative Agent and Collateral Agent; BR Acquisition Corp.,
BR Holding, Inc., DataSouth Computer Corporation, Gray Publishing,
LLC and Capital Sports Properties, Inc., as Guarantors; Wachovia
Bank, National Association, as administrative agent for lenders
party to the First Lien Facilities; and Global Leveraged Capital
Credit Opportunity Fund I, GoldenTree 2004 Trust, GoldenTree
Capital Solutions Fund Financing, GoldenTree Capital Solutions
Offshore Fund Financing, GoldenTree Capital Opportunities, LP,
GoldenTree MultiStrategy Financing, Ltd., Greyrock CDO, Ltd.,
Landmark III CDO Limited, Landmark IV CDO Limited, Landmark V CDO
Limited, Landmark VI CDO Limited, and Landmark VII CDO Limited as
Lenders.

Pursuant to the Amendment to the Second Lien, the Company was
required (among other things) to take certain action within 120
days after the effective date of the amendment, including without
limitation, the issuance of certain warrants to the lenders under
the Second Lien Credit Agreement, the execution of certain equity
agreements with management, and steps necessary to result in the
Company no longer being required to file periodic reports with the
SEC under the Securities and Exchange Act of 1934.

The Company subsequently entered into agreements with the lenders
under the Second Lien Credit Agreement extending the deadline for
the Company to comply with the requirements of Sections 8-10 of
the Amendment to the Second Lien through August 18, 2009.

On August 18, 2009, the Company entered into an agreement further
extending the deadline until the earliest to occur of (i)
September 8, 2009 at 6:00 p.m. (EST); (ii) the filing by the
Borrower of a petition for relief under Chapter 11 of the United
States Bankruptcy Code; and (iii) 24 hours after delivery to
Borrower of a notice terminating the agreement by the
Administrative Agent or the lenders.

The extension was granted in consideration for the Company's
agreement to continue its ongoing discussions with the lenders
regarding strategic alternatives that may be available to the
Company, including a possible capital restructuring.

The Company is currently engaged in discussions with its lenders
regarding a possible Restructuring and has, pursuant to this
Agreement, agreed to coordinate certain matters relating to a
possible Restructuring with its lenders.

On September 4, 2009, the Company's deadline was further extended
until the earliest to occur of (i) September 15, 2009 at noon
(EST); (ii) the filing by the Borrower of a petition for relief
under Chapter 11 of the United States Bankruptcy Code; and (iii)
24 hours after delivery to Borrower of a notice terminating the
agreement by the Administrative Agent or the lenders.

As of March 31, 2009, the Company had $36,431,000 in total assets;
and $88,296,000 in total liabilities and $17,581,000 in Series A
redeemable, convertible preferred stock; resulting in $69,446,000
in stockholders' deficit.

                       About Triple Crown

Headquartered in Lawrenceville, Georgia, Triple Crown Media Inc.
(Nasdaq: TCMI) -- http://triplecrownmedia.com/-- owns and
operates six daily newspapers and one weekly newspaper in Georgia.

As of December 31, 2008, the Company had negative working capital
of roughly $68 million and it failed to meet certain financial
loan covenants contained in its loan agreements.  On January 3,
2009, subsequent to the quarter ended December 31, 2008, the
Company failed to make a $1.1 million interest payment, which
constitutes an additional violation of its loan covenants.  As a
result of not being in compliance with its loan facility covenants
as of December 31, 2008, the Company classified all of its loan
facility debt as a current liability to reflect the option its
lenders have to call its debt at any time.

"These factors raise substantial doubt as to our ability to
continue as a going concern," Mark G. Meikle, executive vice
president and chief financial officer, said.


TXCO RESOURCES: Lien Holders Cry Foul to Transfer of Rights
-----------------------------------------------------------
An ad hoc group of mineral lien holders has objected to TXCO
Resources Inc.'s proposal to transfer certain oil exploration and
production rights in three Texas counties to Redemption Oil & Gas
LLC, saying the proposal does not protect the lien holders'
interests, according to Law360.

TXCO Resources is already facing opposition on its request for an
extension of its exclusive period to file a Chapter 11 plan.  The
official committee of unsecured creditors for TXCO contends that
the second-lien term loan lenders, owed $100 million, currently
have control over the plan process -- including an October
deadline for a plan -- by virtue of the terms of the DIP financing
they provided.  The creditors committee wants exclusivity
terminated so that it can pursue an alternative for the Debtor.

                       About TXCO Resources

TXCO Resources Inc. is an independent oil and gas enterprise with
interests in the Maverick Basin, the onshore Gulf Coast region and
the Marfa Basin of Texas, and the Midcontinent region of western
Oklahoma.  TXCO's business strategy is to acquire undeveloped
mineral interests and internally developing a multi-year drilling
inventory through the use of advanced technologies, such as 3-D
seismic and horizontal drilling.  It accounts for its oil and gas
operations under the successful efforts method of accounting and
trades its common stock on Nasdaq's Global Select Market under the
symbol "TXCO."

The Company and its affiliates filed for Chapter 11 protection on
May 17, 2009 (Bankr. W.D. Tex. Case No. 09-51807).  The Debtors
hired Deborah D. Williamson, Esq., and Lindsey D. Graham, Esq., at
Cox Smith Matthews Incorporated, as general restructuring counsel;
Fulbright and Jaworski, L.L.P., as corporate counsel & conflicts
counsel; Albert S. Conly as chief restructuring officer and FTI
Consulting Inc. as financial advisor; Goldman, Sachs & Co. as
financial advisor for assets sale; Global Hunter Securities, LLC,
as financial advisors and investment bankers; and Administar
Services Group LLC as claims agent.  Gardere Wynne Sewell LLP
represents the Committee.

As reported in Troubled Company Reporter on July 6, 2009, in their
schedules of assets and liabilities, the Debtors have $357,855,952
in total assets and $331,422,792 in total liabilities.


UBS AG: Must Set Aside $35.5MM for Pursuit Partners Lawsuit
-----------------------------------------------------------
Carrick Mollenkamp and Serena Ng at The Wall Street Journal
reports Connecticut Court Judge John F. Blawie has ruled that UBS
AG set aside $35.5 million to cover a potential judgment against
it in a case involving debt securities that employees called
"crap" and "vomit".

The Journal relates that hedge fund Pursuit Partners LLC claims
that UBS sold investment-grade debt securities to the firm in
2007, though the Company knew that the securities were about to be
downgraded by ratings agencies.  Judge Blawie's ruling cited UBS
e-mails that showed UBS workers discussing possible Moody's rating
downgrades in July 2007 before the Company sold the securities to
Pursuit Partners, The Journal states.

According to The Journal, Pursuit Partners agreed to invest in the
debt securities between July and October 2007.  The Journal says
that in October, Moody's Ratings Service downgraded billions of
dollars of CDOs, including those that the hedge fund bought, and a
few months later, Pursuit Partners' securities defaulted and it
lost its entire investment.

Citing Judge Blawie, The Journal states that Pursuit Partners had
"presented sufficient evidence to satisfy the probable cause
standard with respect to their claim that UBS was in possession of
superior knowledge that was not readily available" to the company.

UBS said in a statement that the decision is "preliminary" and
that it believes it would "prevail on the merits of the case."
According to UBS' statement, Judge Blawie's decision was a
"preliminary procedure to require defendants to post security
while a case is pending, nothing more.  The decision is not a
decision on the merits or a prediction of the outcome of the case.
UBS is confident that it will prevail on the merits of the case."

Based in Zurich, Switzerland, UBS AG (VTX:UBSN) --
http://www.ubs.com/-- is a global provider of financial services
for wealthy clients.  UBS's financial businesses are organized on
a worldwide basis into three Business Groups and the Corporate
Center.  Global Wealth Management & Business Banking consists of
three segments: Wealth Management International & Switzerland,
Wealth Management US and Business Banking Switzerland.  The
Business Groups Investment Bank and Global Asset Management
constitute one segment each.  The Industrial Holdings segment
holds all industrial operations controlled by the Group.  Global
Asset Management provides investment products and services to
institutional investors and wholesale intermediaries around the
globe.  The Investment Bank operates globally as a client-driven
investment banking and securities firm.  The Industrial Holdings
segment comprises the non-financial businesses of UBS, including
the private equity business, which primarily invests UBS and
third-party funds in unlisted companies.

As reported in the Troubled Company Reporter-Europe, UBS has
amassed more than US$53 billion in writedowns and losses since the
credit crisis began.  The bank expects to post a loss in the
second quarter of 2009.  The bank's net loss for full-year 2008
widened to CHF19.697 billion from of CHF5.247 million in the prior
year.  Net losses from continuing operations totaled
CHF19.327 billion, compared with losses of CHF5.111 billion in the
prior year.  UBS attributed the losses to negative revenues in its
fixed income, currencies and commodities (FICC) area.  For the
2008 fourth quarter, UBS incurred a net loss of CHF8.100 billion,
down from a net profit of CHF296 million.  Net loss from
continuing operations was CHF7.997 billion compared with a profit
of CHF433 million.  The Investment Bank recorded a pre-tax loss of
CHF7.483 billion, compared with a pre-tax loss of CHF2.748 billion
in the prior quarter.  This result was primarily due to trading
losses, losses on exposures to monolines and impairment charges
taken against leveraged finance commitments.  An own credit charge
of CHF1.616 billion was recorded by the Investment Bank in fourth
quarter 2008, mainly due to redemptions and repurchases of UBS
debt during this period.

UBS said it will further reduce its headcount to 15,000 by the end
of the year.  UBS's personnel numbers reduced to 77,783 on
December 31, 2008, down by 1,782 from September 30, 2008, with
most staff reductions at its investment banking unit.


VALIDUS: AM Best Affirms BB+ Rating on Subordinated Debt
--------------------------------------------------------
A.M. Best Co. has removed from under review with negative
implications and affirmed the financial strength ratings of A-
(Excellent) and issuer credit ratings (ICR) of "a-" of Validus
Reinsurance, Ltd. (Bermuda) as well as IPCRe Limited (Bermuda) and
IPCRe Europe Limited (Dublin, Ireland).  A.M. Best also has
removed from under review with negative implications and affirmed
the ICR of "bbb-" and the indicative ratings for securities
available under the shelf registration of "bbb-" on senior debt,
"bb+" on subordinated debt and "bb" on the preferred stock of
Validus Holdings, Ltd. (Validus Holdings) (Bermuda).  The outlook
assigned to the above ratings is stable.

Concurrently, A.M. Best has withdrawn the ICR of "bbb-" and the
indicative ratings of "bb+" on preferred stock, "bbb" on senior
unsecured debt and "bbb-" on subordinated debt for securities
available under the former shelf registration of IPC Holdings Ltd.
(IPCRe Holdings) as these ratings have been merged out of
existence.

On September 4, 2009, Validus Holdings completed the acquisition
of IPCRe Holdings in exchange for a .9727 common voting share of
Validus Holdings for each IPCRe common share and cash
consideration of $7.50 per share.  This effectively put IPCRe into
run off as all renewal business going forward will be written by
Validus. Management has indicated its intention to move capital
from IPCRe to Validus commensurate with the movement of risk as
business renews.  A.M. Best will closely monitor this process to
ensure capital is kept at levels that support the current ratings.

The ratings contemplate the prospective benefits that will be
realized through the acquisition due to the larger capital base
and market profile.  However, it will take time to truly gauge
these prospective benefits' impact on the Validus franchise.

Partially offsetting these strengths is Validus' susceptibility to
low frequency, high severity events as a property catastrophe
focused reinsurer and the increased uncertainty over the short
term due to the business that was previously underwritten by
IPCRe.  The stable outlook reflects the expectation that operating
performance and risk-adjusted capitalization will continue to
remain supportive of the current rating levels.

Validus Holdings, Ltd., through its principal operating subsidiary
Validus Reinsurance, Ltd. -- http://www.validusre.bm/-- is a
global provider of short-tail lines of reinsurance including
property catastrophe, property pro-rata and property per risk,
marine and energy, and other specialty lines.  Validus was formed
in December 2005 following the significant natural catastrophes of
2005 with an experienced management team and an unencumbered
capital base of approximately $1 billion.

As reported in the Troubled Company Reporter on July 15, 2009,
A.M. Best Co. has placed the financial strength rating of A-
(Excellent) and issuer credit rating (ICR) of "a-" of Validus
Reinsurance Ltd. (Validus) (Bermuda) under review with negative
implications.  A.M. Best also has placed the ICR of "bbb-" and the
indicative ratings of "bbb-" on senior debt, "bb+" on subordinated
debt and "bb" on the preferred stock of Validus Holdings, Ltd
(Validus Holdings) (Bermuda) [NYSE:VR] under review with negative
implications.


VERENIUM CORP: 1-for-12 Reverse Stock Split Becomes Effective
-------------------------------------------------------------
Verenium Corporation said the 1-for-12 reverse split of the
Company's common stock became effective at 5:00 p.m. September 9,
2009.  Verenium's shares will continue to trade on the NASDAQ
Global Market under the symbol "VRNM", with the letter "D" added
to the end of the trading symbol for a period of 20 trading days
to indicate the reverse stock split has occurred.  The Company's
symbol will revert back to its original symbol "VRNM" October 7,
2009.  Verenium's common stock has been assigned the new CUSIP
number 92340P 209.

Verenium filed a Certificate of Amendment of Restated Certificate
of Incorporation to effect the reverse stock split.

The 1-for-12 reverse stock split will automatically convert 12
shares of the Company's common stock into one share of common
stock, reducing the number of shares of the Company's common stock
outstanding from roughly 111.3 million to roughly 9.3 million
shares.  Shares of the Company's common stock, underlying stock
options, warrants and convertible debt instruments that are
outstanding immediately prior to the effective date of the reverse
stock split will be affected proportionately.  Cash will be paid
in lieu of any fractional shares resulting from the reverse stock
split.

Verenium's transfer agent, American Stock Transfer, is the
exchange agent for the reverse split and will distribute a letter
of transmittal to record holders with instructions for the
surrender of old stock certificates.  For beneficial holders of
pre-reverse split shares, the brokerage firm where the beneficial
shares are held will make the appropriate adjustment to the number
of shares held following the effective date of the reverse split.

                       Bankruptcy Warning

The Company has indicated that based on its operating plan its
existing working capital may not be sufficient to meet cash
requirements to fund planned operating expenses, capital
expenditures, required and potential payments under its 2007 Notes
and 2008 Notes, and working capital requirements beyond 2009
without additional sources of cash or the deferral, reduction or
elimination of significant planned expenditures.  The Company said
these factors raise substantial doubt about the Company's ability
to continue as a going concern.

As of June 30, 2009, the Company had total assets of
$157.3 million; and total liabilities of $168.4 million, resulting
in stockholders' deficit of $11.13 million.  The Company has a
working capital deficit of $16.8 million and an accumulated
deficit of $630.2 million as of June 30, 2009.

The Company has said if it cannot obtain sufficient additional
financing in the short-term, it may be forced to restructure or
significantly curtail its operations, file for bankruptcy or cease
operations.

                          About Verenium

Cambridge, Massachusetts-based Verenium Corporation (NASDAQ: VRNM)
-- http://www.verenium.com/-- develops and commercializes
cellulosic ethanol, an environmentally friendly and renewable
transportation fuel, as well as high-performance specialty enzymes
for applications within the biofuels, industrial, and animal
health markets.


VIASYSTEMS INC: New Bank Facility Won't Affect S&P's 'B+' Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that Viasystems Inc.'s
(B+/Stable/--) announcement that it has arranged for a new bank
credit facility in China does not affect the ratings on the
company.  Through one of Viasystems' China subsidiaries, the
company and a branch of China Construction Bank have entered into
an approximately $29 million revolving credit facility secured by
a mortgage on the company's Guangzhou factory.  The revolver is
renewable annually, contains covenants customary in China but
contains no financial covenants.

Viasystems is terminating its existing Hong Kong-based credit
agreement and will prepay its outstanding balance with a draw on
the Chinese revolver.  Viasystems is also exploring refinancing
its outstanding $200 million senior subordinated notes due 2011.
The China facility provides Viasystems with a moderate degree of
additional financial flexibility.  The 2011 notes represent a
degree of risk which would be mitigated by the proposed
refinancing.  Still, Viasystems faces substantial operating
pressures, as EBITDA is about half of year-ago levels, and
leverage is now in the 5x area.


WINDSTREAM CORP: $141 Mil. Deal Won't Affect S&P's 'BB+' Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on Little
Rock, Arkansas-based incumbent local exchange carrier Windstream
Corp. (BB+/Negative/--) are not affected by the company's
definitive agreement to acquire Lexcom Inc. for $141 million in
cash, which is likely to close in the fourth quarter of 2009.

As of June 30, 2009, Windstream had about $245 million of cash and
$493 million of revolver availability, which should be sufficient
to cover the purchase of Lexcom as well as the $73 million cash
consideration of the pending acquisition of D&E Communications.
S&P does not expect the acquisition of Lexcom to materially change
Windstream's business or financial risk profile.  Lexcom has about
23,000 access lines, representing less than 1% of Windstream's
current access-line base.  The company's total leverage was 3.6x
as of June 30, 2009, which is still high for the current rating,
but is unlikely to change from the acquisitions.


WINDSTREAM CORP: Lexcom Merger Won't Affect Moody's Ba2 CFR
-----------------------------------------------------------
Moody's Investors Service says that Windstream Corporation's
announced acquisition of Lexcom, Inc., for about $141 million does
not materially alter Windstream's credit profile, including its
Ba2 corporate family rating, as the company has ample liquidity to
fund the acquisition.  The rating outlook remains stable.

Moody's most recent rating action for Windstream was on May 11,
2009.  At that time Moody's affirmed Windstream's Ba2 corporate
family rating, the individual debt ratings and the SGL-1 liquidity
rating following the company's announcement that it would buy D&E
Communications, Inc.

Windstream, headquartered in Little Rock, AR, provides
telecommunications services in 16 states and generated about
$3.2 billion of annual revenue in 2008.  Lexcom, Inc., is a local
telephone company headquartered in Lexington, NC.


WILLIAM DEL BIAGGIO: Sentenced to More Than 8 Years in Prison
-------------------------------------------------------------
Paul Elias at The Associated Press reports that U.S. District
Court Judge Charles Breyer has sentenced William James Del Biaggio
III, also known as Boots Del Baggio, to more than eight years in
prison for fraud.

As reported by the TCR on February 10, 2009, that Mr. Del Baggio
pleaded guilty to fraud.  Mr. Del Biaggio is under investigation
by U.S. federal authorities, and is facing several lawsuits which
claim that he defrauded lenders when he was obtaining financing to
purchase his share of the team last winter.

According to The AP, Judge Breyer ordered Mr. Del Biaggio to pay
back eight banks and the two National Hockey League owners a total
of $47.5 million.  The AP relates that Heritage Bank of Commerce,
which Mr. Del Biaggio co-founded with his father and which was
also a victim in the fraud, would get $4.8 million.

Merriman Curhan Ford Group Inc. chief financial officer Henry Tang
told Judge Breyer on Tuesday that Mr. Del Baggio's scam cost the
company some $10 million in legal fees and forced it to cut its
staff from 188 employees to 85, The AP states.

The U.S. Securities and Exchange Commission has also filed a
lawsuit against Mr. Del Baggio, seeking to recover $20 million of
individual investments that the agency claims Mr. Del Biaggio used
for personal expenses, The AP says.

Judge Breyer, according to The AP, ordered Mr. Del Biaggio to pay
back several other victims, including childhood friends and
longtime business associates.  Mr. Del Biaggio has to repay a
total of $67.4 million, the report states.

Menlo Park, California-based BDB Management LLC and its affiliates
filed for Chapter 11 protection on June 7, 2008 (Bankr. N.D.
Calif. Lead Case No. 08-31001).  William J. del Biaggio, III, an
interest holder of the companies, filed for personal chapter 11
bankruptcy on June 6, 2008.  Judith Whitman, Esq., at Diemer
Whitman and Cardosi LLP, represents the Debtors in their
restructuring efforts.  When the Debtors filed for protection from
their creditors, they listed $50 million to $100 million in
assets and $50 million to $100 million in debts.

The TCR reported on July 9, 2008, that Sara L. Kistler, acting
U.S. Trustee for Region 17, appointed R. Todd Nelson as the
chapter 11 trustee in BDB Management LLC and its debtor-
affiliates' bankruptcy cases.

Sand Hill Capital Partners III, the investment fund that Mr. Del
Biaggio co-founded, also filed for chapter 7 bankruptcy.  Sand
Hill disclosed $10.6 million in debts.  Established in 1996, Sand
Hill Capital has four debt funds under management, of which two
are actively investing.  Sand Hill has provided debt financing and
equity co-investing in multiple portfolio companies of top-tier
venture capital firms, including Broadcom, a semiconductor company
specializing in VoIP, wireless networking, and broadband
communications solutions; Commerce One, a provider of On-Demand
Supplier Relationship Management solutions and The Open Supplier
Network; IBahn, a provider of secure broadband-to-go at premium
hospitality locations; and Odwalla, maker of fruit drinks and
snacks.


WL HOMES: Sale of Assets to Emaar Expected to Closed by Sept. 30
----------------------------------------------------------------
Michael Shaw at Sacramento Business Journal reports that the sale
of WL Homes/John Laing Homes' assets is expected to close by
September 30, 2009.

Builder Magazine relate that EJL Homes, the newly created entity
formed by WL Homes/John Laing Homes' parent Emaar America Corp.,
is angling to acquire many of the assets, including those in
Northern California.

Court documents say that EJL Homes will take over the assets for
$7 million.  Builder Magazine states that EJL Homes will assume
secured debt obligations of $23.6 million, development obligations
of $5 million, and lien obligations of $2.1 million associated
with the properties.

Headquartered in Irvine, California, WL Homes LLC is a homebuilder
doing business as John Laing Homes.  John Laing traces its history
to 1848, when its predecessor was a U.K. homebuilder.  WL Homes
was formed in 1998 when John Laing merged with Watt Homes.

WL Homes and five of its affiliates filed for Chapter 11
protection on February 19, 2009 (Bankr. D. Del. Lead Case No. 09-
10571).  Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at
Pachulski Stang Ziehl & Jones LLP, represent the Debtors' in their
restructuring efforts.  Ashby & Geddes represents the Official
Committee of Unsecured Creditors.  In its bankruptcy petition, WL
Homes listed assets of more than $1 billion, and debts between
$500 million and $1 billion.

As reported in the TCR on June 10, 2009, the Bankruptcy Court
converted WL Homes LLC and its debtor affiliates' Chapter 11 cases
to cases under Chapter 7 liquidation, at the request of the
official committee of unsecured creditors.


WOLVERINE FIRE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Wolverine Fire Apparatus Co. of Sherwood Michigan
           dba Wolverine Fire Apparatus Co., Inc.
        N6160 County Road D
        Tilleda, WI 54978

Bankruptcy Case No.: 09-32985

Chapter 11 Petition Date: September 8, 2009

Court: United States Bankruptcy Court
       Eastern District of Wisconsin (Milwaukee)

Debtor's Counsel: Joseph M. Engl, Esq.
                  Krekeler Strother, S.C.
                  15 North Pinckney Street, Suite 200
                  P.O. Box 828
                  Madison, WI 53701-0828
                  Tel: (608) 258-8555
                  Fax: (608) 258-8299
                  Email: jengl@ks-lawfirm.com

Estimated Assets: $500,001 to $1,000,000

Estimated Debts: $1,000,001 to $10,000,000

A list of the Company's 20 largest unsecured creditors is
available for free at:

            http://bankrupt.com/misc/wieb09-32985.pdf

The petition was signed by Shane Williams, president of the
Company.


XIOM CORP: June 30 Balance Sheet Upside-Down by $912,000
--------------------------------------------------------
Xiom Corp.'s balance sheet at June 30, 2009, showed total assets
of $1,961,561 and total liabilities of $2,874,092, resulting in a
stockholders' deficit of $912,531.

For the three months ended June 30, 2009, the Company posted a net
loss of $847,755 compared with a net loss of $421,447 for the same
period in the previous year.

For the nine months ended June 30, 2009, the Company posted a net
loss of $2,181,379 compared with a net loss of $2,118,139 for the
same period in 2008.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company stated that it has a
stockholders' deficit as of June 30, 2009, and incurred a net loss
for the three and nine months then ended.  However, the Company
has seen steady sales orders for the patented industrial thermal
spray technology and related powder formulas.  Furthermore, the
Company plans to continue raising capital through a series of
private placement transactions during the next 12 months.  It also
plans to continue to expand sales by significantly increasing
domestic marketing efforts, including pursuing major contracts
through its network of strategic alliance relationships.  As a
result of these factors, management believes it will have
sufficient resources to meet the Company's cash flow requirements
for at least twelve months.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4470

Headquartered in West Babylon, New York, Xiom Corp. (OTC BB: XMCP)
-- http://xiom-corp.com/-- manufactures industrial based thermal
spray coating systems in the United States.  It offers XIOM 1000
Thermal Spray system, which is used to apply plastic powder
coatings on steel, aluminum, and non-ferrous substrates, as well
as on wood, plastic, masonry, and fiberglass.  The company also
offers plastic powders designed specifically for thermal spraying.
XIOM Corp. sells its spray systems directly to commercial
customers and coating contractors.  The company has introduced a
new high production rate spray gun, the XIOM 5000, which sprays up
to five times as fast as the current Xiom 1000 gun and has many
benefits over the present technology.


YL WEST 87TH HOLDINGS: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: YL West 87th Holdings I. LLC
        101 West 87th Street, Fifth Floor
        New York, NY 10024

Case No.: 09-15445

Type of Business: The Debtor operates a real estate business.

Chapter 11 Petition Date: September 9, 2009

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: Gary M. Kushner, Esq.
                  Forchelli, Curto, Schwartz, Mineo, et al
                  330 Old Country Road
                  P.O. Box 31
                  Mineola, NY 11501
                  Tel: (516) 248-1700 Ext. 287
                  Fax: (516) 248-1729
                  Email: gkushner@fcsmcc.com

Estimated Assets: $50,000,001 to $100,000,000

Estimated Debts: $10,000,001 to $50,000,000

The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.


* FDIC to End Debt Guarantee Program on October 31
--------------------------------------------------
The Federal Deposit Insurance Corporation Board has adopted a
Notice of Proposed Rulemaking that reaffirms the expiration of the
debt guarantee component of the Temporary Liquidity Guarantee
Program on October 31, 2009.  Under the NPR, the FDIC will seek
comment on whether a temporary emergency facility should be left
in place for six months after the expiration of the current
program.

"The TLGP has been very effective at helping financial
institutions bridge the uncertainty and dysfunction that plagued
our credit markets last fall," said FDIC Chairman Sheila C. Bair.
"As domestic credit and liquidity markets appear to be normalizing
and the number of entities utilizing the Debt Guarantee Program
(DGP) has decreased, now is an important time to make clear our
intent to end the program.  It is also important to note that the
FDIC has collected over $9 billion in fees associated with this
program.  The FDIC will be using some of this money to off set
resolution costs associated with bank failures."

There are two alternatives contemplated under the NPR.  Under
Alternative A, the DGP would expire as provided for by the FDIC's
existing regulation on October 31, 2009, with FDIC's guarantee for
such debt expiring no later than December 31, 2012.  Under
Alternative B, the DGP will expire as provided for in the current
regulation, however, the FDIC would establish a six-month
emergency guarantee facility to be made available in emergency
circumstances to insured depository institutions and certain other
entities participating in the DGP upon application to the FDIC and
with the approval of the Chairman, after consultation with the
Board.

In October 2008, the FDIC adopted the TLGP as part of a
coordinated effort by the FDIC and other federal agencies to
address disruptions in credit markets and the resultant inability
of financial institutions to obtain funding and make loans to
creditworthy borrowers.  The NPR passed by the FDIC Board today
will be published in the Federal Register and subject to a 15-day
comment period.

Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system.  The
FDIC insures deposits at the nation's 8,195 banks and savings
associations and it promotes the safety and soundness of these
institutions by identifying, monitoring, and addressing risks to
which they are exposed.  The FDIC receives no federal tax dollars
-- insured financial institutions fund its operations.


* Pre-Pack Restructurings Rise After Lehman, Says Allen & Overy
---------------------------------------------------------------
One year on from the collapse of Lehman Brothers the global
financial markets are taking a back-to-basics approach of cautious
deal making and risk analysis, according to a report published
September 10 by Allen and Overy.

The report, which surveys Allen & Overy partners in 20 countries
around the world on changes in market practices in their
jurisdictions, indicates:

    * a tightening of covenants in lending documentation;

    * significant firming up of legal risk management practices
      both in banks and by regulators;

    * increased emphasis on counterparty risk in capital markets
      structures, but with the preservation of sound market
      conventions; and

    * that in restructurings there has been an increase in the use
      of pre-packs and debt-for-equity conversions, as well as
      disputes over valuation models.

In essence, people are negotiating harder and prudently assessing
and managing their risks in a still uncertain market environment.

The report was compiled by Allen & Overy Special Global Counsel
Philip R. Wood QC (Hon) and shows that while regulators and
politicians continue to debate reform of the financial system, the
market has responded to recent events and is conducting business
with a far more cautious approach to transactions and deals -
albeit with a greatly reduced flow of deals in some areas.

Commenting, Philip Wood said, "Our report indicates that, in
addition to higher pricing and reduced leverage, there has been a
significant tightening up of the terms of legal documents. But
recent events have not resulted in a revolution in the coverage of
the documents for syndicated credits or bond issues or a
fundamental reappraisal of non-financial terms.

"Legal risk management by banks in relation to their dealings with
counterparties in the market and by their regulators has
intensified, as one would expect.  Aside from much nervousness in
credit analysis, the focus has been on the three major risk
mitigants: set-off (and its companion close-out netting), security
interests and trusts (usually in the form of custodianship of
securities).

"As to restructurings and reorganisations of companies in dire
straits, there are obviously more of them.  That means that many
more people are now facing all the complications, mess and time
that restructurings entail.  Our report reviews the market trends
in relation to prepackagings, debt-equity conversions and whether
the presence of credit default swaps complicates restructurings."

The firm's key findings of the analysis were broken down by
Lending, Risk Management, Capital Markets, and Restructuring.
With respect to Resctructuring, findings are:

    * Increase in debt-for-equity swaps: Our survey reveals,
      somewhat unsurprisingly, that there has been a sharp
      increase in most countries in debt-equity swaps.

    * CDS holders are not distorting restructurings: Our survey
      seems to indicate that this situation has been less common
      than perhaps is currently thought.  One reason may be that
      many restructurings have involved highly leveraged
      transactions which have not enjoyed CDS protection.  Another
      reason is that sometimes the reorganisation has been pitched
      so that the CDS protection is technically triggered with the
      result that the CDS holder is happy. A third reason appears
      to be that sometimes the CDS holder has got other
      unprotected exposures which it wishes to rescue by
      participating in the reorganisation.

    * Increased use of pre-packs: On the whole there has been an
      increase in the use of pre-packs in the countries which
      allow them. The dominance of private deals out of court as a
      method of resolving financial problems seems to be
      confirmed.


* BOOK REVIEW: An Entrepreneurial History of the United States
--------------------------------------------------------------
Author: Gerald Gunderson
Publisher: Beard Books
Softcover: 286 pages
Price: $34.95
Review by Henry Berry

The first American colonists were the earliest entrepreneurs in
this country.  Bearing a positive outlook and pursuing dreams of
success, they were the model for generations of entrepreneurs to
follow.  Yet, unlike their predecessors who found fortune in
Europe and other regions of the world, these "Founding
Entrepreneurs . . . . had to create a viable operation out of
local resources, which had yet to yield anywhere near a
competitive return," says Mr. Gunderson in An Entrepreneurial
History of the United States.

These first capitalists played a critical role in the development
of the United States into a global economic power and a country
that has, on the whole, created an exemplary standard of living
for its citizens.  As Mr. Gunderson notes, these early
entrepreneurs were successful in "redeploying resources . . .
creating exports that were competitive in international trade, and
devising organizations that encouraged participants to harness
their personal interests toward those of the colony."

An Entrepreneurial History of the United States, first published
in 1989, chronicles the story of the nation's economic beginning,
and makes the story compelling by including profiles of famed
business figures and companies.  The stories of such entrepreneurs
as Robert Fulton, John Jacob Astor, Andrew Carnegie, Thomas
Edison, and Henry Ford and such companies as AT&T, DuPont, and
Sears Roebuck are told.

However, the book is more instructive than that.  The author
breaks down entrepreneurship into phases tied to ever-changing
business conditions and social circumstances.  In some cases,
entrepreneurship helped to usher in new phases; in other cases, it
seized on opportunities for new products or services arising at a
particular time.  The interplay between entrepreneurs and colonial
society is thus a recurrent theme.

This book also looks at the personal attributes shared by
entrepreneurs, such as a special knowledge or ability in some
field, a drive to apply this knowledge or ability to a business
market in a novel way, and a combination of practicality and
vision in applying the new idea.  However, despite their
creativity and drive, the author points out that few entrepreneurs
were overnight successes.  Their accomplishments were earned after
a long, persistent period of trial and error.

The successful entrepreneur was not an especially ingenious
individual who took a big risk and saw it pay off.  "A major
misconception is that entrepreneurs assume particularly large
risks," says Mr. Gunderson.  Rather, "a development usually
unfolds as continuing, small problems, where mismanagement of an
individual opportunity often can be corrected and then recouped by
persistence."  Entrepreneurs are convinced they are on to
something even in the face of obstacles and mismanagement in the
early stages of their venture.  Mr. Gunderson notes that, "As an
entrepreneurial venture grows, its members learn about the niche
that the product serves.  Frequently the firm becomes recognized
as the best source of such expertise in the world."

Thus is the formula for success unveiled.  Anyone wishing to apply
history to their own entrepreneurial dreams should read this book.

Gerald Gunderson has held academic positions at Trinity College,
the University of Massachusetts, Mount Holyoke College, and North
Carolina State University.  He is currently editor of the Journal
of Private Enterprise.



                           *********

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.

The Sunday TCR delivers securitization rating news from the week
then-ending.

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.  Danilo Munnoz, Joseph Medel C. Martirez, Denise Marie
Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez,
Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2009.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
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The TCR subscription rate is $775 for 6 months delivered via e-
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are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

                  *** End of Transmission **