TCR_Public/090924.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, September 24, 2009, Vol. 13, No. 265

                            Headlines

ADVANCED MODULAR: Owner's Claims Equitably Subordinated
ALLEN CARTER SHIRLEY: Case Summary & 15 Largest Unsec. Creditors
AMERICAN AXLE: Moody's Raises Corporate Family Rating to 'Caa3'
AMERICAN AXLE: S&P Gives Developing Outlook, Affirms 'CCC+' Rating
AMERICAN ELECTRICAL SERVICES: Voluntary Chapter 11 Case Summary

AMERICAN INT'L: Bailout Terms Unlikely to Be Altered, Analyst Says
AMERICAN INT'L: Two Bidders Vie for Taiwan Unit
AMES DEPARTMENT: Admin. Claim Payable Despite Preference Claim
AMR CORP: Moody's Affirms 'Caa1' Corporate Family Rating
AMR CORP: S&P Assigns 'CCC+' Rating on $250 Mil. Senior Notes

ANGELO ANTHONY ROMANO: Voluntary Chapter 11 Case Summary
ASARCO LLC: Sterlite to Release Grupo from $8 Billion Judgment
BASHAS' INC: Group Solicits Support for Bashas' Businesses
BENNY LELAND COTTER: Case Summary & 20 Largest Unsecured Creditors
BERNARD MADOFF: Prosecutors Prefer Forfeiture Over Restitution

BHY PARTNERS NY: Case Summary & 2 Largest Unsecured Creditors
BIG MUDDY SERVICES: Voluntary Chapter 11 Case Summary
BLOSSOM VALLEY: Meeting of Creditors Scheduled for October 7
BLX GROUP: Sent to Chapter 11 by Yellowstone Trustee
BLX GROUP: Involuntary Chapter 11 Case Summary

BNP OIL & GAS: Voluntary Chapter 11 Case Summary
BONITA BAY: To Go Bankrupt If Compelled to Refund Membership Fees
BRANDYWINE OPERATING: Fitch Puts 'BB+' Rating on $250 Mil. Notes
BROKEN WING: Case Summary & 11 Largest Unsecured Creditors
CANWEST GLOBAL: Will Sell Controlling Stake in Ten Network

CARDICA INC: Posts $17.2MM Net Loss in Fiscal Year 2009
CENTENARY HOUSING: Involuntary Chapter 11 Case Summary
CIB MARINE: TruPS Holders Will Recover 58.8% Under Plan
CIB MARINE: U.S. Trustee Sets Meeting of Creditors for October 23
CIRCUIT CITY: Plan Revised to Address Longacre Objection

CIT GROUP: October 1 Deadline to Adopt Restructuring Plan Looms
CITADEL BROADCASTING: $2 Mil. Payment Won't Affect Moody's Rating
CONEXANT SYSTEMS: Files Revised Financials to Reflect BBA Biz Sale
COMMUNICATION INTELLIGENCE: Amundson Replaces Sung as Director
COOPER-STANDARD: Court Could Rule on Cooper-Tire Dispute Oct. 5

COYOTES HOCKEY: Mediation May Bring Best Result for Creditors
CRUSADER ENERGY: Has Deal to Sell Business to SandRidge Energy
CW MEDIA: S&P Keeps 'B-' Long-Term Corporate Credit Rating
CYNERGY DATA: Lenders in $21 Million Dispute with Harris NA
DANA HOLDING: To Raise Funds Through Common Stock Offering

DAVID SCHWARTZMAN: DS Ventures to Ask Permits for Supergraphics
DELTA AIR: Moody's Assigns 'B2' Rating on Planned $500 Mil. Notes
DOT VN: Executes Domains Registration Deal With Key-Systems
ESTERLINE TECHNOLOGIES: Moody's Affirms 'Ba2' Corp. Family Rating
FAGAN RANCH INVESTMENTS: Case Summary & 5 Largest Unsec. Creditors

FAIRFAX FINANCIAL: S&P Assigns 'BB+' Subordinated Debt Rating
FALCON RIDGE: Mulls Restatement of Financials Amid Auditor's Woes
FONTAINEBLEAU LV: M&M Lienholders Want to File Lawsuit
FORD MOTOR: To Expand in China With Third Plant
FORUM HEALTH: Reaches Agreement With Secured Lenders

GENERAL GROWTH: 55 Units' Schedules Of Assets And Liabilities
GENERAL GROWTH: 45 Units' Schedules Of Assets And Liabilities
GEORGETOWN GOLF CLUB: Closes Golf Course After Ch 11 Bankr. Filing
GERRYLAND INVESTMENTS: Case Summary & 3 Largest Unsec. Creditors
GTS 900: Put Into Ch 11 Bankruptcy to Hasten Project Completion

HAIGHTS CROSS: Cancels Registration of 11-3/4% and 12-1/2% Notes
HARRAH'S ENTERTAINMENT: Has Go Signal to Buy Thistledown Racetrack
HARRAH'S OPERATING: S&P Assigns 'B-' Rating on $750 Mil. Notes
HARRIS INTERACTIVE: Receives Nasdaq Non-Compliance Notice
HAVENS WINE CELLAR: Great American to Liquidate Winery

HAYES LEMMERZ: To Conduct Auction for Powertrain Biz on Oct. 22
HEALTHSOUTH CORP: To Issue Settlement Securities by September 30
HIGHLAND STREET: Case Summary & 7 Largest Unsecured Creditors
HYDROGENICS CORP: Mails Offers for Debentures of Algonquin Power
IMAX CORP: Gilder and Tremblant Disclose Equity Stake

INTERNATIONAL METALS: Taps NachmanHaysBrownstein as Fin'l Advisor
INVERNESS MEDICAL: Moody's Assigns 'B2' Rating on $100 Mil. Notes
INVERNESS MEDICAL: S&P Assigns 'B-' Rating on $100 Mil. Notes
JACOBS FINANCIAL: May 31 Balance Sheet Upside-Down by $13.5MM
JOHN STOKES: Case Dismissal Denied, Converted to Ch. 7 Liquidation

KIRK CORP: Court Denies Confirmation of Plan; Oct. 6 Hearing Set
KNIGHT-CELOTEX: $7.3 Mil. Bid for Danville & Lisbon Falls Plants
LAKEWATCH LLC: Case Summary & 14 Largest Unsecured Creditors
LENNY DYKSTRA: Trustee Conducts Probe on Property Dispositions
LONG ISLAND COPYING: Voluntary Chapter 11 Case Summary

LOUISIANA-PACIFIC CORP: Stock Issuance Won't Affect S&P's Rating
MAGNA ENTERTAINMENT: Dismissal of Suit vs. Stronach Denied
MARC ECKO ENTERPRISES: May Sell Brand Name to Iconix
MARK IV: Wins Approval of Reorganization Plan
MARSHALL SHIELDS: Case Summary & 11 Largest Unsecured Creditors

MENASHA, WISCONSIN: Suit Filed re $24MM Steam Plant Bond Default
MERCER INT'L: Harbinger Discloses 5.5% Equity Stake
MERRILL LYNCH: SEC to Pursue Charges Against BofA Over Bonuses
METROMEDIA STEAKHOUSES: Wants Plan Exclusivity Until Nov. 2
MGM MIRAGE: Fitch Assigns 'CCC/RR4' Rating on $475 Mil. Notes

MIGENIX INC: Posts C$740,000 Net Loss in Quarter Ended July 31
MILESTONE SCIENTIFIC: To Pay New CEO $300,000 a Year
NEBRASKA BOOK: S&P Changes Outlook to Positive; Keeps 'B-' Rating
NEENAH FOUNDRY: Inks Consulting Deal with John Andrews
NEUMANN HOMES: Hearing on Plan Disclosure Moved to Sept. 24

NEW FRONTIER: 4 Colorado Dairies Went Bankrupt After Bank Closed
NEXPAK CORP: Plan Confirmation Hearing Scheduled for Nov. 5
NOBLE GROUP: Moody's Reviews 'Ba1' Corporate Family Rating
NTK HOLDINGS: Moody's Downgrades Corporate Family Rating to 'Ca'
P&L PLUMBING: Voluntary Chapter 11 Case Summary

PDCC DEVELOPMENT: Pursuing $300,000 in DIP Loan for Main Course
PERPETUA HOLDINGS: Lets Go of Burr Oak Cemetery
PILGRIM'S PRIDE: Trucking, Electricity Aren't 'Goods'
PINNACLE SITE CONTRACTORS: Voluntary Chapter 11 Case Summary
PNG VENTURES: Needs $8.4 Million to Fund Chapter 11 Plan

PNG VENTURES: U.S. Trustee Sets Meeting of Creditors for October 8
PNG VENTURES: Wants to Hire Fox Rothschild as Bankruptcy Counsel
QSGI INC: Eric Nelson Steps Down as Chief Financial Officer
QUIGLEY CO: Pfizer Faces $5 Billion in Claims at Trial
RAPID LINK: Hires GHP Horwath as Independent Accountants

RAPID LINK: Net Loss Widens to $2.5 Million for July 31 Quarter
RITZ CAMERA: Chapter 11 Plan to Be Filed by End of October
ROBERT WILSON BARNES: Voluntary Chapter 11 Case Summary
ROGER DALE PHILLIPS: Case Summary & 20 Largest Unsecured Creditors
RRI ENERGY: Moody's Affirms Speculative Grade Liquidity Rating

SANDBRECK: Chapter 11 Case Summary & Unsecured Creditor
SARATOGA RESOURCES: Beefs Up Plan Before Disclosure Hearing
SEMGROUP LP: Asks U.S. Court to OK Cross-Border Protocol
SEMGROUP LP: Proposes to Amend Deals With McCoy Petroleum
SEMGROUP LP: Proposes Settlement With NuStar Pipeline

SHUMATE INC: U.S. Trustee Sets Meeting of Creditors for October 29
SIKDER EMPIRE: Case Summary & 20 Largest Unsecured Creditors
STANT CORP: To Exit Chapter 11 Bankruptcy Protection in October
STREAM GLOBAL: Moody's Assigns Corporate Family Rating at 'B1'

STREAM GLOBAL: S&P Assigns Corporate Credit Rating at 'B+'
SYNOVICS PHARMACEUTICALS: Swings to $2MM Net Loss for July 31 Qtr
TAMPA ENCLAVE: Meeting of Creditors Scheduled for October 19
TCS SYSTEMS INC: Case Summary & 6 Largest Unsecured Creditors
TEXANS CUSO: Has Until October 5 to File Schedules and Statement

TEXANS CUSO: U.S. Trustee Sets Meeting of Creditors for October 8
THORNBURG MORTGAGE: U.S. Trustee Wants Ch. 11 Trustee to Take Over
TRANSMERIDIAN EXPLORATION: Plan Consummation Delayed
TRI STAR: Proposes Half Ownership to 3 of Financial Consultants
TRIDENT RESOURCES: Proposes Richards Layton as Delaware Counsel

TRIDENT RESOURCES: Section 341(a) Meeting Scheduled for October 15
TRIDENT RESOURCES: Wants to Hire Akin Gump as Bankruptcy Counsel
TRONOX INC: J. Shenwick's Letter re SNWA Water Usage Rights
TRONOX INC: Letter to Court re Retiree Benefits
TRONOX INC: Stipulation on Continue Use of Caterpillar Equipment

TRUMP ENTERTAINMENT: Examiner Named; Rival Plans' Hearing Delayed
TRUMP ENTERTAINMENT: Franklin Mutual Discloses 4.4% Equity Stake
UNIFI INC: Management Holds Investor Roadshows This Week
UNITED SITE: S&P Downgrades Corporate Credit Rating to 'CC'
U.S. ACQUISITION: Court Dismisses SIST Chapter 11 Bankruptcy Case

UTGR INC: Court Questions Proposed Compensation Plan
VERENIUM CORP: Files Financials to Reflect Accounting Changes
VISTEON CORP: Seeks Exclusivity Extension; to File Plan Soon
VISTEON CORP: Terms of Revised Key Employee Incentive Plan
VISTEON CORP: Proposes $38MM Capital to Foreign Affiliates

VISTEON CORP: Has Settlement With Le Carbone Lorraine, Et Al
W R GRACE: Confirmation Hearings to Continue on Oct. 13 & 14
W R GRACE: Submits Modifications to First Amended Joint Plan
W R GRACE: PD FCR Alexander Sanders Supports Plan Confirmation
W/C IMPORTS: U.S. Trustee Sets Meeting of Creditors for October 20

WILLIAM MCCONNELL: Case Summary & 20 Largest Unsecured Creditors
WILLIS GROUP: Moody's Puts Low-B Ratings on Sr. Unsec., Sub. Debts
WILLOW CREEK: Court Dismisses $25 Million Antitrust Lawsuit
WOODSTOCK REALTY: Case Summary & 12 Largest Unsecured Creditors
YARUSHALMI & ASSOCIATES: Accounting Action Sent to State Court

YELLOWSTONE CLUB: Trustee Sends Blixseth Firm to Chapter 11

* 6 Colorado Dairies Went Bankrupt, More to Come, Experts Say
* Default Rate to Drop From 13.2% to 4.1%, Says Moody's
* Retailers to Hire Fewer Workers During Holiday Season
* U.S. Bank Shares to Drop; Lenders Must Raise More Capital

* Duff & Phelps Has Tool to Manage Going-Concern Risks

* Chapter 11 Cases With Assets and Liabilities Below $1,000,000

                            *********


ADVANCED MODULAR: Owner's Claims Equitably Subordinated
-------------------------------------------------------
WestLaw reports that equitable subordination, to the claims of the
Chapter 7 trustee and the other creditors of the bankruptcy
estate, was warranted as to any claims asserted against the debtor
by the debtor's majority shareholder or the shareholder's owner,
individually or as the shareholder's agent.  The owner and
shareholder had breached their fiduciary duties to the debtor,
engaged in fraudulent transfers of the debtor's assets, and
converted the debtor's assets.  That conduct injured creditors and
gave the owner an unfair advantage by augmenting the finances of
the owner and shareholder to the detriment of the debtor and its
creditors.  The invocation of subordination, moreover, was
consistent with the provisions of the Bankruptcy Code.  In re
Advanced Modular Power Systems, Inc., --- B.R. ----, 2009 WL
2960615 (Bankr. S.D. Tex.) (Bohm, J.).

Advanced Modular Power Systems, Inc., which manufactured and sold
hydraulic generators in the OEM market in the fire industry, filed
a voluntary Chapter 7 petition (Bankr. S.D. Tex. Case No. 07-
34646) on July 10, 2007, after its principal incorporated a new
business by the name of AMP Services and that new entity assumed
and exercised control over the Debtor's service business,
telephone number, name, acronym, customer information and customer
lists, address, vendor information, competitive advantages in the
forms of goodwill and specialized knowledge, and other assets.
William G. West serves as the Chapter 7 trustee liquidating the
Debtor's estate.  Mr. West is represented by Jason Barnes Keith,
Esq., and Marc H. Schneider, Esq., at Waldron & Schneider LLP in
Houston, Texas.


ALLEN CARTER SHIRLEY: Case Summary & 15 Largest Unsec. Creditors
----------------------------------------------------------------
Joint Debtors: Allen Carter Shirley
               Diane Winn Shirley
               PO Box 711
               Gatlinburg, TN 37738

Bankruptcy Case No.: 09-35259

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Knoxville)

Debtors' Counsel: William E. Maddox Jr., Esq.
                  P.O. Box 31287
                  Knoxville, TN 37930
                  Tel: (865) 293-4953
                  Email: wem@billmaddoxlaw.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 15 largest unsecured creditors is
available for free at:

          http://bankrupt.com/misc/tneb09-35259.pdf

The petition was signed by the Joint Debtors.


AMERICAN AXLE: Moody's Raises Corporate Family Rating to 'Caa3'
---------------------------------------------------------------
Moody's Investors Service raised American Axle & Manufacturing
Holdings, Inc.'s Corporate Family Rating to Caa3 from Ca, and
raised the rating on American Axle & Manufacturing, Inc.'s secured
guaranteed term loan to B3 from Caa2.  In a related action Moody's
affirmed the company's Probability of Default Rating at Caa3, and
affirmed the ratings on the unsecured guaranteed notes and the
unsecured convertible notes at Ca.  The Speculative Grade
Liquidity Rating is SGL-4.  The outlook is changed to stable from
negative.

The Caa3 CFR reflects Moody's assessment that recently negotiated
financing arrangements from American Axle's largest customer, GM,
combined with improved financial covenant cushions under the
amended bank credit facilities will provide additional operating
flexibility under difficult industry conditions.  American Axle
received a cash payment from GM of $110 million as settlement
payment for certain commercial issues and also achieved improved
payment terms from its largest customer (which will be available
through December 2013).  In addition, GM is providing a
$100 million second lien term loan commitment to American Axle
through June 2013, subject to certain terms and conditions.  As a
result of these agreements and stabilized prospects for GM
following its emergence from Chapter 11, American Axle's liquidity
profile, while still weak, is viewed to be stable.  Moody's
believes that the more stable business profile enhances American
Axle's enterprise value and supports higher recovery rates than
previously considered, resulting in the notch of the CFR to the
same level of the PDR under Moody's LGD Methodology.

The stable outlook incorporates Moody's view that American Axle's
improved liquidity profile combined with the company's
restructuring actions and stabilizing general economic conditions
have reduced the company's risk of default over the near-term.
While general automotive industry conditions in North America
production are expected to improve in the second half of 2009
compared to the first half, American Axle's operations will
continue to be impacted by weak economic conditions, and shifts in
consumer preferences away from SUVs and light trucks.  For the LTM
period ending June 30, 2009 (calculated using Moody's standard
adjustments), EBIT/interest expense was approximately -0.6x.
Moody's continues to expect American Axle's credit metrics to be
consistent with Caa ratings over the near-term even as industry
conditions stabilize.

American Axle's Speculative Grade Liquidity Rating of SGL-4
continues to reflect the expectation of weak liquidity over the
next twelve months.  While liquidity has improved as a result of
the new financing arrangements, Moody's expects the combination of
negative free cash flow over the next twelve months and the
$108 million commitment reduction in the $477 million revolving
credit facility in April 2010 will continue to pressure the
company's financial flexibility.  Principal financial covenants
under the amended facilities, including a secured debt/EBITDA
test, and an EBITDA/interest expense test, were recently amended
providing additional liquidity support.  The company must also
maintain an average daily minimum liquidity level of $85 million
until June 30, 2010.  Availability under the revolving credit
facility was approximately $1 million at June 30, 2009 as draw
downs were used to support the cash balance of $272 million at
June 30, 2009.  The security provided to the lenders as part of
the bank credit facility amendment limits the company's alternate
sources of liquidity.

Ratings raised:

American Axle & Manufacturing Holdings, Inc.

* Corporate Family Rating, to Caa3 from Ca

American Axle & Manufacturing, Inc.

* Secured guaranteed term loan, to B3 (LGD2, 18%) from Caa2 (LGD3,
  36%)

Ratings affirmed:

American Axle & Manufacturing Holdings, Inc.

* Probability of Default Rating, at Caa3
* SGL-4 Speculative Grade Liquidity Rating
* Unsecured guaranteed convertible note, at Ca (LGD5 76%)

American Axle & Manufacturing, Inc.

* Unsecured guaranteed notes, at Ca (LGD5 76%)

Holdings' obligations are guaranteed by American Axle and vice
versa.

The last rating action was on May 12, 2009 when the Corporate
Family Rating was lowered to Ca.

American Axle & Manufacturing, Inc., headquartered in Detroit, MI,
is a world leader in the manufacture, design, engineering and
validation of driveline systems and related components and
modules, chassis systems, and metal formed products for light
truck, SUV's and passenger cars.  The company has manufacturing
locations in the USA, Mexico, the United Kingdom, Brazil, China,
Poland, and India.  The company reported revenues of $2.1 billion
in 2008.


AMERICAN AXLE: S&P Gives Developing Outlook, Affirms 'CCC+' Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services said it has revised its outlook
on American Axle & Manufacturing Holdings Inc. to developing from
negative and affirmed its 'CCC+' corporate credit rating and other
ratings.

"The outlook revision reflects the improvement in American Axle's
liquidity as a result of its recent agreements with General Motors
Co. (unrated), its major customer, and its amended credit
facility," said Standard & Poor's credit analyst Lawrence
Orlowski.  "But the outlook also reflects S&P's concerns about the
company's ability to meet significant debt maturities in 2011 of
$369 million," he continued.

The company has sharply reduced its overall cost structure, which
lays the foundation for profitability when auto industry sales
recover.  S&P currently believe auto sales in North America will
increase by about 6% in 2010 from 2009 levels.  S&P also believes
GM's North American production volumes will need to continue
rising in 2010 and 2011 so American Axle will be able to meet the
2011 maturity through refinancing.

The economic downturn and recent events involving General Motors
Corp., now named Motors Liquidation Co. (D/--/--), and Chrysler
LLC (unrated) have severely reduced American Axle's sales,
profitability, and cash flow generation.  American Axle's revenue
is heavily dependent on sales of GM's SUVs and pickup trucks, and
demand for these products in North America has weakened
substantially.  Despite GM's rapid emergence from bankruptcy, the
government assistance it received, and a recent increase in North
American vehicle production, the automaker's long-term prospects
remain uncertain.

S&P expects U.S. light-vehicle sales to fall about 22% for the
full year 2009, to about 10.3 million units, as the economy
remains weak and housing prices and consumers' access to credit
remain under pressure.  In July, however, U.S. light-vehicle sales
rose to close to one million units, suggesting that U.S. auto
demand could be in the early stages of a recovery.  Still, S&P's
expectations for light-vehicle sales of 10.9 million units in 2010
would mean sales would still be well below 2008 levels.

American Axle's credit ratios have been weakened considerably by
the events of the past year.  But, based on S&P's assumption of
gradually strengthening auto production and a streamlined cost
structure, S&P expects credit measures to improve throughout 2010.

The company reported revenue of $245.6 million in the second
quarter of 2009, compared with $490.5 million for the same period
a year ago.  The extended production shutdowns by GM and Chrysler
adversely affected sales and operating income in the quarter by
$204 million and $66 million, respectively.  American Axle also
incurred special charges, asset impairments, and nonrecurring
costs of $191.8 million in the quarter.  Operating losses were a
negative $260.6 million in the quarter, compared with a negative
$572.8 million a year ago.

As a result of the extended shutdowns by major customers, the
company accelerated its restructuring actions and plans to achieve
an operating breakeven at about 6,000 axles a day by the end of
2009, approximately equivalent to a U.S. Seasonally Adjusted
Annual Rate of 9.5 million to 10 million units.  According to the
company, year-over-year productivity gains reached about
$64 million in the second quarter.  This was accomplished by
lowering hourly and salaried wages and benefits, cutting staff,
and rationalizing installed capacity.  Since the end of 2007, the
number of employees has dropped by 40%.

American Axle's new manufacturing facilities in Mexico, Brazil,
Poland, and China will continue to support the company's efforts
to diversify its customer base and enhance low-cost production
capacity.  However, substantial customer diversification will take
a number of years.  The company's backlog stands at $1.1 billion,
almost 35% of which is dependent on new-product development for
all-wheel- and rear-wheel-drive passenger cars and crossover
vehicles.  In addition, American Axle has sourced 75% of this
backlog to non-U.S. facilities, expanding its global presence.
The company expects to launch about $700 million of its new-
business backlog in 2009, 2010, and 2011.  According to the
company, it is bidding on about $900 million of new business, 90%
of which is non-GM business-related quotes.

The developing outlook means that there is greater than a one-
third probability that S&P could raise or lower the rating in the
next year or so.  S&P could raise the rating if auto production
increases in the next year, especially for GM in North America,
and if American Axle appears capable of meeting debt maturities in
2010 from existing cash and in 2011 via refinancing.  S&P expects
credit measures to move to levels consistent with a higher rating,
given the company's lower breakeven point and a return to more
normal production levels.  This would likely require revenue
growth of more than 25% and gross margins greater than 14% in
2010.

S&P could lower the rating if S&P believed the company would be
unable to begin generating positive discretionary cash flow by the
end of 2010, reducing the likelihood that the company would be
able to refinance 2011 maturities that total $369 million.  This
could occur if light-vehicle sales fall significantly below S&P's
expectations of 10.3 million units in 2009 and 10.9 million units
in 2010 and the company fails to maintain cash balances in excess
of $100 million, or if its cushion under recently revised
covenants erodes.


AMERICAN ELECTRICAL SERVICES: Voluntary Chapter 11 Case Summary
----------------------------------------------------------------
Debtor: American Electrical Services of Tampa Bay, Inc.
        15011 Lake Emerald Blvd
        Tampa, FL 33618

Bankruptcy Case No.: 09-21321

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Buddy D. Ford, Esq.
                  115 N. MacDill Avenue
                  Tampa, FL 33609-1521
                  Tel: (813) 877-4669
                  Fax: (813) 877-5543
                  Email: Buddy@tampaesq.com

Estimated Assets: $0 to $50,000

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 Roger D. Phillips, president of the
Company.


AMERICAN INT'L: Bailout Terms Unlikely to Be Altered, Analyst Says
------------------------------------------------------------------
American International Group Inc.'s U.S. bailout is unlikely to be
restructured because its terms are already favorable to the
insurer, Credit Suisse Group AG analyst Thomas Gallagher said,
according to Bloomberg's Hugh Son.  Mr. Gallagher said in a note
to investors that it's unlikely the U.S. Treasury would surrender
part of its stake without being paid for the investment.  It
"seems far-fetched that the government would effectively either
forgive debt or give up equity," Bloomberg quoted Mr. Gallagher as
saying.

The Wall Street Journal, citing the committee's spokesperson, has
said, the House Oversight and Government Reform Committee will
look at former AIG head Maurice R. Greenberg's proposal for
restructuring the government's bailout of the Company.

AIG, which was rescued a year ago with a federal loan that swelled
to $182.5 billion, has been selling assets to repay the
government.  AIG is under the direction of Mr. Benmosche, who took
the CEO post last month.

                    About American International

Based in New York, American International Group, Inc., is the
leading international insurance organization with operation in
more than 130 countries and jurisdictions.  AIG companies serve
commercial, institutional and individual customers through the
most extensive worldwide property-casualty and life insurance
networks of any insurer.  In addition, AIG companies are leading
providers of retirement services, financial services and asset
management around the world.  AIG's common stock is listed on the
New York Stock Exchange, as well as the stock exchanges in Ireland
and Tokyo.

In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings.  On
September 16, 2008, the Federal Reserve Bank created an
$85 billion credit facility to enable AIG to meet increased
collateral obligations consequent to the ratings downgrade, in
exchange for the issuance of a stock warrant to the Fed for 79.9%
of the equity of AIG.  The credit facility was eventually
increased to as much as $182.5 billion.  AIG has sold a number of
its subsidiaries and other assets to pay down loans received, and
continues to seek buyers of its assets.

The Troubled Company Reporter reported on March 4, 2009, that
Moody's Investors Service confirmed the A3 senior unsecured debt
and Prime-1 short-term debt ratings of American International
Group.  AIG's subordinated debt rating has been downgraded to Ba2
from Baa1.  The rating outlook for AIG is negative.  This rating
action follows AIG's announcement of net losses of $62 billion for
the fourth quarter and $99 billion for the full year of 2008,
along with a revised restructuring plan supported by the U.S.
Treasury and the Federal Reserve.  This concludes a review for
possible downgrade that was initiated on September 15, 2008.


AMERICAN INT'L: Two Bidders Vie for Taiwan Unit
-----------------------------------------------
Primus Financial Holdings Ltd. -- along with partner China
Strategic Holdings Ltd. -- and Chinatrust Financial Holding Co.
are the bidders left for American International Group Inc.'s
Taiwan unit, Nan Shan Life Insurance Co., Aries Poon and Perris
Lee at The Wall Street Journal report, citing people familiar with
the matter.

According to The Journal, a source said that the bidders have
raised their offers for Nan Shan Life.  Primus Financial co-chief
executive Wing-Fai Ng said in August that the company had offered
$1.3 billion for Nan Shan Life.  Chinatrust Financial offered $1.4
billion for the unit.

Bidding for the Taiwan unit is ongoing and AIG has not yet
selected a winner.  Citing people familiar with the matter, The
Journal states that the deal could fetch more than $2 billion.

Cathay Financial Holding Co., and Fubon Financial Holding, which
was partnering with U.S. private-equity firm Carlyle Group L.P.
joined the first round of bidding for Nan Shan Life.

Private-equity funds like Bain Capital LLC, MBK Partners Ltd., and
Oaktree Capital Management LLC submitted bids but later withdrew
them.

                   About American International

Based in New York, American International Group, Inc., is the
leading international insurance organization with operation in
more than 130 countries and jurisdictions.  AIG companies serve
commercial, institutional and individual customers through the
most extensive worldwide property-casualty and life insurance
networks of any insurer.  In addition, AIG companies are leading
providers of retirement services, financial services and asset
management around the world.  AIG's common stock is listed on the
New York Stock Exchange, as well as the stock exchanges in Ireland
and Tokyo.

In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings.  On
September 16, 2008, the Federal Reserve Bank created an
$85 billion credit facility to enable AIG to meet increased
collateral obligations consequent to the ratings downgrade, in
exchange for the issuance of a stock warrant to the Fed for 79.9%
of the equity of AIG.  The credit facility was eventually
increased to as much as $182.5 billion.  AIG has sold a number of
its subsidiaries and other assets to pay down loans received, and
continues to seek buyers of its assets.

The Troubled Company Reporter reported on March 4, 2009, that
Moody's Investors Service confirmed the A3 senior unsecured debt
and Prime-1 short-term debt ratings of American International
Group.  AIG's subordinated debt rating has been downgraded to Ba2
from Baa1.  The rating outlook for AIG is negative.  This rating
action follows AIG's announcement of net losses of $62 billion for
the fourth quarter and $99 billion for the full year of 2008,
along with a revised restructuring plan supported by the U.S.
Treasury and the Federal Reserve.  This concludes a review for
possible downgrade that was initiated on September 15, 2008.


AMES DEPARTMENT: Admin. Claim Payable Despite Preference Claim
--------------------------------------------------------------
WestLaw reports that the United States Court of Appeals for the
Second Circuit has ruled that Bankruptcy Code Sec. 502(d), which
bars allowance of certain claims filed against the debtor's estate
by alleged recipients of preferential transfers, does not also bar
allowance to such a claimant of postpetition administrative
expenses.  Accordingly, Sec. 502(d) did not bar allowance of
administrative expense claims until the claimant's predecessor in
interest satisfied a default judgment that a Chapter 11 debtor
obtained against it in a preference action.  The case presented a
question of first impression in the Second Circuit.  In re Ames
Dept. Stores, Inc., --- F.3d ----, 2009 WL 2972510, slip op.
http://is.gd/3AVxP(2nd Cir. (N.Y.))

Rocky Hill, Connecticut-based Ames Department Stores was founded
in 1958.  At its peak, Ames operated 700 stores in 20 states,
including the Northeast, Upper South, Midwest and the District of
Columbia.  In April 1990, Ames filed for bankruptcy protection
under Chapter 11 of the U.S. Bankruptcy Code.  In Ames I, the
retailer closed 370 stores and emerged from chapter 11 on
December 30, 1992.

Ames filed a second bankrupty petition under Chapter 11 on
August 20, 2001 (Bankr. S.D.N.Y. Case No. 01-42217).  Togut, Segal
& Segal LLP; Weil, Gotshal & Manges; Storch Amini Munves PC;,
Cadwalader, Wickersham & Taft LLP;, and Dewey & LeBoeuf LLP
represent the Debtors in their restructuring efforts.  The
company closed in 2002.  When the Company filed for protection
from their creditors, they reported $1,901,573,000 in assets
and $1,558,410,000 in liabilities.

Ames and its affiliates filed a consolidated Chapter 11 Plan, and
a related Disclosure Statement explaining the Plan with the Court
on December 6, 2004.  A full-text copy of Ames' Chapter 11 Plan
is available at no charge at:

        http://bankrupt.com/misc/ames_chapter_11_plan.pdf

and a full-text copy of Ames' Disclosure Statement is available
at no charge at:

     http://bankrupt.com/misc/ames'_disclosure_statement.pdf

Ames has until October 29, 2009, to solicit acceptances of
the proposed Chapter 11 Plan filed four years ago.


AMR CORP: Moody's Affirms 'Caa1' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service affirmed its Caa1 corporate family and
probability of default ratings of AMR Corporation.  Moody's
changed the speculative grade liquidity rating to SGL-2 from SGL-3
and the outlook to stable from negative.  Moody's also affirmed
the B2 rating of the first lien senior secured term loan of
American Airlines, Inc., AMR's wholly-owned subsidiary, and
lowered its ratings on the company's 2001-1 Series of Enhanced
Equipment Trust Certificates.

The change in outlook to stable reflects Moody's belief that the
recently announced sale of AAdvantage miles, equity and
convertible debt offerings and the sale/leaseback facility with
General Electric Capital Aviation Services, Inc. provide American
sufficient liquidity to offset potentially weaker than expected
operating cash flows that could occur in upcoming quarters.  These
transactions improve AMR's ability to meet still sizeable
commitments for aircraft capital expenditures and debt maturities
over the next 12 months, without overly relying on operating cash
flows or the capital markets to fund these commitments, leading to
improved financial strength and incrementally lower credit risk.

The upgrade of the speculative grade liquidity rating to SGL-2
also reflects the company's enhanced liquidity profile stemming
from the abovementioned factors.  According to Jonathan Root,
"Moody's remains concerned about the strength of AMR's and the
other rated airline's operating cash flow profiles in upcoming
quarters.  AMR and other airlines have guided to "less worse"
performance expectations, but that does not signal a recovery of
yields to pre-recession levels that would support increasing
profitability or sustained positive free cash flow generation." A
slower than anticipated recovery of demand because of continuing
high unemployment, unexpectedly large increases in fuel prices
above current levels and/or a wide-spread outbreak of the H1N1
virus could each pressure operating cash flows in upcoming
quarters.

The Caa1 corporate family rating reflects the continuing weak
credit metrics profile of AMR.  Debt to EBITDA and EBIT to
Interest approximated ten times and 0.1 times, respectively, at
June 30, 2009.  These weak levels were largely due to 2008's high
fuel cost environment and ongoing weak yields.  Moody's expects
metrics in upcoming quarters to strengthen from these levels
because of relatively lower fuel expense.  However, even with
expected improvement, the company's overall credit metrics will
remain vulnerable to downside risks until a sustained economic
recovery occurs.  The Caa1 rating also considers expectations of
increasing debt levels because of the large, primarily debt-funded
aircraft order book and potentially sizeable recurring
contributions to pension plans.

The lowering of the ratings of the 2001-1 EETC's reflects
meaningfully weaker loan-to-value ratios, which Moody's does not
expect to reverse because of the relative unattractiveness of the
MD-83 aircraft in the collateral pool and that the more valuable
Boeing 777-200's and 737-800's totaling 14 of the 46 aircraft in
the deal will be released from the security package upon the May
2011 maturity of the A2 tranche.

Demonstrated improvement in credit metrics relative to the levels
at June 30, 2009 would be required for Moody's to consider
changing the outlook to positive.  Moody's would look for
sustained positive free cash flow generation in excess of two
percent of debt, Debt to EBITDA of less than 7.0 times and Funds
from Operations + Interest to Interest greater than 1.7 times.

The outlook could be changed to negative or the ratings directly
downgraded should credit metrics not improve from the June 30,
2009 levels.  Moody's anticipates metrics to improve as the large
fuel expenses reported in 2008 and early 2009 are no longer
included in trailing 12 months operating results.  Debt to EBITDA
that remains above 8.0 times, Funds from Operations + Interest to
Interest that remains below 1.3 times or an EBITDA margin of less
than 10.0% could result in a downgrade as could unexpected large
increases in the barrel price of oil from the current trading
range that hovers at about $70 per barrel.  The inability to
maintain unrestricted cash above $3.0 billion could also pressure
the rating.

The last rating action was on July 2, 2009 when Moody's assigned a
Baa3 rating to American Airlines' Series 2009-1 EETC.
Downgrades:

Issuer: American Airlines, Inc.

  -- Senior Secured Enhanced Equipment Trust, Downgraded to a
     range of Caa3 to B2 from a range of Caa2 to B1

  -- Senior Secured Regular Bond/Debenture, Downgraded to B2 from
     B1

Upgrades:

Issuer: AMR Corporation

  -- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from
     SGL-3

Outlook Actions:

Issuer: AMR Corporation

  -- Outlook, Changed To Stable From Negative

Issuer: American Airlines 1988-A Grantor Trust

  -- Outlook, Changed To Stable From Negative

Issuer: American Airlines, Inc.

  -- Outlook, Changed To Stable From Negative

American Airlines, Inc., and its parent AMR Corporation are based
in Fort Worth, Texas.


AMR CORP: S&P Assigns 'CCC+' Rating on $250 Mil. Senior Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' issue-level
rating and '5' recovery rating to AMR Corp.'s $250 million senior
convertible notes due 2014.  In addition, S&P placed the rating on
CreditWatch with negative implications, and will review it in
conjunction with its resolution of the CreditWatch listing on AMR.
S&P could lower the ratings if the agency lowers the corporate
credit rating on AMR, or if it lowers the recovery rating on the
senior unsecured debt.  S&P placed its ratings on AMR and
subsidiary American Airlines Inc. on CreditWatch with negative
implications on July 22, 2009, due to liquidity concerns.  AMR
will use the proceeds from the notes offering for general
corporate purposes.

The convertible notes, which American Airlines guarantees, are
part of a series of initiatives to bolster liquidity.  AMR also
announced a 30 million share common stock offering (about
$250 million at the current share price), and disclosed on
Sept. 17, 2009 a $1 billion forward sale of frequent flyer miles,
a $281.5 million secured loan facility, and a $1.6 billion
financing commitment for future aircraft deliveries.  These
various actions bolster AMR's liquidity heading into the weak
winter season, and provide prefunding for substantial upcoming
debt maturities.  AMR's current maturities of debt and capital
leases were about $1.2 billion as of June 30, 2009, equal to 5.7%
of trailing-12-month revenues (one of the higher percentages among
U.S. airlines).  AMR's $2.8 billion of unrestricted cash was
equivalent to 13% of trailing-12-month revenues at that date, one
of the lowest among U.S. airlines, but should improve materially.
Standard & Poor's will evaluate AMR's operating prospects and
liquidity situation to resolve the CreditWatch listing, and review
asset protection available to rated securities.

                           Ratings List

                             AMR Corp.
                      American Airlines Inc.

             Corp. credit rating      B-/Watch Neg/--

                       New Ratings Assigned

   $250 million senior convertible notes    CCC+/Watch Negative
    Recovery rating                         5


ANGELO ANTHONY ROMANO: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Joint Debtors: Angelo Anthony Romano
               Sharon Marie Romano
               3014 E. Rockledge Road
               Phoenix, AZ 85048

Bankruptcy Case No.: 09-23446

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Debtors' Counsel: William R. Richardson, Esq.
                  Richardson & Richardson, P.C.
                  1745 S. Alma School Rd., #100
                  Mesa, AZ 85210-3010
                  Tel: (480) 464-0600
                  Fax: (480) 464-0602
                  Email: wrichlaw@aol.com

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

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

The Debtors did not file a list of their 20 largest unsecured
creditors when they filed their petition.

The petition was signed by the Joint Debtors.


ASARCO LLC: Sterlite to Release Grupo from $8 Billion Judgment
--------------------------------------------------------------
Sterlite Industries (India) Ltd., a unit of India's Vedanta
Resources Plc, made another revision to its offer for Asarco LLC,
by saying it would only collect not more than $904 million from
the $9.13 billion judgement against Asarco's parent Grupo Mexico
SAB.

On April 15, 2009, the U.S. District Court for the Southern
District of Texas, Brownsville Division, entered a ruling in favor
of ASARCO LLC, which sued Grupo Mexico unit Americas Mining
Corporation for forcing it to sell shares in Southern Peru Copper
Company, now known as Southern Copper Corporation.

In a filing with the Bankruptcy Court on Sept. 21, Sterlite says
that ASARCO LLC's modified plan -- which is built upon a sale to
Sterlite -- does not provide inferior treatment to the Parent
because the Sterlite Plan releases the Parent from more than
$8 billion of liability.

Sterlite said that it is unconditionally agreeing that to a
$900 million recovery on account of the SCC judgment "to eliminate
this uncertainty [of the valuation of the SCC final judgment] in
order to expedite the confirmation process and to make absolutely
clear that equity is not prejudiced under the Debtors' Modified
Plan."

The Parent argued at the September 15 hearing that the District
Court must be provided a valuation of the SCC Final Judgment
before there can be a proper balancing of the treatment and
preferences of creditors and equity under 11 U.S.C. Sec. 1129(c).

Sterlite also noted that the Parent's plan may not be confirmable
because of Grupo's failure to reach an agreement with the United
Steel Workers.

Sterlite says the Debtors' Modified Plan eliminates any doubt that
the economic treatment of unpaid claims is substantially identical
under both proposed plans.  The District Court it says should
consider (i) whether the Parent's Plan is confirmable given their
decision not to achieve a collective bargaining agreement with the
USW, and (ii) whether Section 1129(c) provide that the preferences
of creditors for a competing plan of reorganization should be
disregarded if an equity holder has filed a competing plan
providing for payment of creditors in full.

                          Competing Plans

ASARCO LLC has filed a plan built upon a sale to Sterlite
Industries (Indiana) Ltd.  Its parent, Grupo Mexico has filed its
own Chapter 11 plan for ASARCO LLC under which it will buy ASARCO
for $2.5 billion.

The Parent's Plan, valued at $3.6 billion, complies with all of
the requirements of the Bankruptcy Code and should be confirmed,"
Judge Schmidt said in his 137-page report and recommendation dated
August 31, 2009.  "Confirmation of the Debtors' Plan should be
denied," he added.  Both Plans are confirmable, Judge Schmidt said
in his ruling, but decided that the Parent Plan is superior.
Judge Schmidt recommended to District Court Judge Andrew S. Hanen
to confirm the Plan of Reorganization proposed by Grupo Mexico's
affiliates Asarco Inc. and Americas Mining Corporation.

However, in September, Sterlite increased its offer, to top rival
Grupo Mexico's offer for ASARCO LLC.

District Judge Hanen is expected to rule on the Plan in November
2009.  The Debtors are expected to emerge from bankruptcy by the
end of 2009 should Judge Hanen accept the Bankruptcy Court's
recommendation, Grupo Mexico SAB said.

                        About ASARCO LLC

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

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

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

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

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

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

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

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


BASHAS' INC: Group Solicits Support for Bashas' Businesses
----------------------------------------------------------
Phoenix Business Journal reports that Friends of Bashas' will
gather on September 26 at Steele Indian School Park, 300 E. Indian
School Road to further their cause and invites the public to
attend.  Friends of Bashas' is a group advocating the economic
importance of Bashas' Inc.  According to Business Journal, the
gathering on September 26 is aimed at showing support and
educating people about the importance of patronizing local
businesses.  The group has worked with local companies to sponsor
newspaper, billboard, and in-theater advertisements about
supporting Bashas'.

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.


BENNY LELAND COTTER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Joint Debtors: Benny Leland Cotter
                  aka Ben L. Cotter
               Judy Webster Cotter
                  aka Judy W. Cotter
                  aka Judy Cotter
               3834 E. Clovis Avenue
               Mesa, AZ 85206

Bankruptcy Case No.: 09-23475

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Debtors' Counsel: William R. Richardson, Esq.
                  Richardson & Richardson, P.C.
                  1745 S. Alma School Rd., #100
                  Mesa, AZ 85210-3010
                  Tel: (480) 464-0600
                  Fax: (480) 464-0602
                  Email: wrichlaw@aol.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/azb09-23475.pdf

The petition was signed by the Joint Debtors.


BERNARD MADOFF: Prosecutors Prefer Forfeiture Over Restitution
--------------------------------------------------------------
Prosecutors from the U.S. Attorney's office in Manhattan have
asked a federal judge to find that restitution is impossible to
carry out in Bernard Madoff's case due to the large number of
potential victims and the complexity of determining their losses,
court documents say.

Chad Bray at The Wall Street Journal relates that U.S. District
Judge Denny Chin in Manhattan delayed any ruling on restitution
for 90 days after sentencing Mr. Madoff in June.

According to The Journal, prosecutors want to start the process of
distributing the proceeds from the sale of confiscated assets to
victims through the forfeiture process.  The Journal quoted
prosecutors as saying, "Such a ruling would trigger recompense to
the victims of the defendant's offenses through the well-
established process of forfeiture and remission administered by
the United States Department of Justice."

Prosecutors said in court documents that Irving Picard, the court-
appointed trustee for Mr. Madoff's firm, has identified 2,336
account holders at his firm who suffered net losses of more than
$13 billion.

The process of identifying and verifying victim losses has been
difficult, and Mr. Picard has received 15,870 claims in total, The
Journal says, citing prosecutors.  According to the report, there
were about 4,902 active customer accounts as of December 11, 2008,
when Mr. Madoff was arrested, and the prosecutors said that of
those active customers, about half didn't suffer a net loss
because they withdrew more funds from their accounts than they
contributed.

Prosecutors, The Journal states, said that they are considering
retaining Mr. Picard to assist the Department of Justice in
administering the distribution of forfeited funds.  "In such
circumstance, and in accordance with DOJ regulations, DOJ and Mr.
Picard would coordinate closely and share analyses in connection
with the review of customer claims submitted in connection with
the liquidation.  This would serve to avoid the duplication of
efforts, conserve resources, and create an efficient remission
process that would result in maximum recovery for victims," the
report quoted the prosecutors as saying.

                      About Bernard L. Madoff

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.

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.


BHY PARTNERS NY: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: BHY Partners NY, LLC
        1276 50th St.
        Brooklyn, NY 11219

Bankruptcy Case No.: 09-48212

Chapter 11 Petition Date: September 22, 2009

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

Judge: Jerome Feller

Debtor's Counsel: Mark A. Frankel, Esq.
                  Backenroth Frankel & Krinsky LLP
                  489 Fifth Avenue, 28th Floor
                  New York, NY 10017
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  Email: mfrankel@bfklaw.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
2 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/nyeb09-48212.pdf

The petition was signed by Alexander Ashkenazi, managing member of
the Company.


BIG MUDDY SERVICES: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Big Muddy Services, Inc.
        PO Box 589, 1400 Warren Avenue
        Mt. Vernon, IL 62864

Bankruptcy Case No.: 09-41569

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                                     Case No.
        ------                                     --------
EDG Leasing, Inc.                                  09-41570

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Southern District of Illinois (Benton)

Judge: Kenneth J. Meyers

Debtor's Counsel: Terry Sharp, Esq.
                  PO Box 906
                  Mt Vernon, IL 62864
                  Tel: (618) 242-0246
                  Email: sharpbk@lotsharp.com

Estimated Assets: $0 to $50,000

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 Jay P. Koch, president of the Company.


BLOSSOM VALLEY: Meeting of Creditors Scheduled for October 7
------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of creditors
in Blossom Valley Investors, Inc., and Pear Avenue Investors LLC's
Chapter 11 cases on Oct. 7, 2009, at 2:30 p.m.  The meeting will
be held at the U.S. Federal Bldg., 280 S 1st St. No. 130, San
Jose, 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.

San Jose, California-based Blossom Valley Investors, Inc., and
Pear Avenue Investors LLC filed for Chapter 11 on Sept. 10, 2009
(Bankr. N.D. Calif. Case Nos. 09-57669 and 09-57670).  Joseph R.
Dunn, Esq., and Jeffry A. Davis, Esq., at Mintz Levin Cohn Ferris
Glovsky Popeo PC, represent the Debtors in their restructuring
efforts.  In its petition, Blossom Valley listed assets and debts
both ranging from $10,000,001 to $50,000,000.


BLX GROUP: Sent to Chapter 11 by Yellowstone Trustee
----------------------------------------------------
Marc S. Kirschner, on behalf of a trust that took over the
remaining assets and claims of Yellowstone Mountain Club following
its sale to CrossHarbor Capital Partners, LLC, has sent BLX Group
Inc. to bankruptcy.

In an involuntary Chapter 11 petition it signed together with two
other creditors and filed Sept. 21, Mr. Kirschner, the trustee of
the Yellowstone Club Liquidating Trust, said the trust is owed
$190,000,000 on account of a promissory note.

Yellowstone Club emerged from bankruptcy after obtaining
confirmation of a plan backed by CrossHarbor Capital Partners and
existing members of the club.  CrossHarbor won an auction for
Yellowstone with its offer to acquire ownership of the reorganized
club for $35 million in cash and provide a note worth $80 million
to creditors.

BLX Group, formerly known as Blixseth Group, Inc., was the primary
shareholder of Yellowstone Club before its collapse.  BLX was
owned by the Blixseths.  Tim Blixseth relinquished control of
Yellowstone Club to his ex-wife Edra in a divorce settlement that
was finalized in August 2008.

According to a document filed in the Chapter 11 case of
Yellowstone Mountain Club, Credit Suisse made loans to Yellowstone
aggregating $375 million that ended up in the pockets of the
Blixseths.

In the Chapter 11 case, the committee of unsecured creditors of
Yellowstone Mountain Club sued BLX Group to recover transfers made
by YMC.  According to the suit, after obtaining loans from Credit
Suisse, proceeds from the loans were withdrawn by the Blixseths
for transactions unrelated to YMC.

In respect of the funds disbursed, BGI executed an unsecured
demand note dated as of September 30, 2005, in favor of YMC in the
amount of $208,831,158.  BGI executed another unsecured demand
note in favor of Yellowstone Development, LLC in the amount of
$55,798,797.  BGI executed a third unsecured demand note in favor
of YMC in the amount of $7,800,000.  BGI has allegedly made $40
million of interest and principal reduction payments to YMC in
respect of the first note.

The liquidating trust, following the effective date of YMC's plan,
obtained ownership of assets not sold to CrossHarbor, including
YMC's interest in promissory notes of $275 million from BGI.  The
trustee has been tasked to dispose of those assets with the
proceeds to be distributed to creditors of YMC.

Judge Ralph B. Kirscher, which handled YMC's Chapter 11 case, is
assigned to the involuntary case of BLX Group.

                      About Yellowstone Club

Located near Big Sky, Montana, Yellowstone Club --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Mountain Club LLC and its affiliates filed for Chapter
11 on Nov. 10, 2008 (Bankr. D. Montana, Case No. 08-61570).  The
Company's owner affiliate Edra D. Blixseth, filed for Chapter 11
on March 27, 2009 (Case No. 09-60452).

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized Club for $115 million.

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC, represented the Debtors.  The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO.  The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer, as counsel, and James H. Cossitt, Esq., at local counsel.
Credit Suisse, the prepetition first lien lender, was represented
by Skadden, Arps, Slate, Meagher & Flom.

                          About BLX Group

BLX Group Inc. formerly Blixseth Group Inc. is an Oregon Company
owned by Edra Blixseth.  BLX Group previously owned Yellow
Mountain Club LLC, the entity that owns the Yellowstone Club, a
private golf and ski community with more than 350 members.

BGI's assets include a 230.5-acres property located in Rancho
Mirage, California known as Porcupine Creek.  The property, which
is subdivided into 15 parcels, contains a "multi-million dollar
residential compound and a Tom Weiskopf championship golf course."

Marc S. Kirschner, as liquidating trustee of Yellowstone Mountain
Club, together with two other creditors, filed an involuntary
Chapter 11 petition for BLX Group on Sept. 21, 2009 (Bankr. D.
Montana Case No. 09-61893).  Charles W. Hingle, Esq., at Holland &
Hart LLP, represents the Petitioners.  Mr. Kirschner asserts that
he is owed $190,000,000 on account of a promissory note.


BLX GROUP: Involuntary Chapter 11 Case Summary
----------------------------------------------
Alleged Debtor: BLX Group Inc.
                71713 Higway 111
                Rancho mirage, CA 92270

Case Number: 09-61893

Involuntary Petition Date: September 21, 2009

Court: District of Montana (Butte)

Judge: Ralph B. Kirscher

Petitioners' Counsel: Charles W. Hingle, Esq.
                      Holland & Hart LLP
                      401 North 31st Street, Suite 1500
                      Billings, MT 59101
                      Tel: (406) 252-2166
                      Email: chingle@hollandhart.com

   Petitioners                 Nature of Claim      Claim Amount
   -----------                 ---------------      ------------
Marc S. Kirschner, as trustee  promissory note      $190,000,000
of the Yellowstone Club
Liquidating Trust
18 East 94th Street
New York, NY 10128

Suter Financial Group Inc.     consulting fee       $119,354
535 Sixteenth St., Ste. 600
Denver, CO 80202

Mollers Garden Center Inc.     good & service       $16,080
72 - 235 Painters Park
Palm Desert, CA 92260


BNP OIL & GAS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: BNP Oil & Gas Properties, Ltd.
        500 North Water Street, Suite 300
        Corpus Christi, TX 78471

Bankruptcy Case No.: 09-20612

Debtor-affiliates filing separate Chapter 11 petition April 3,
2009:

        Entity                                     Case No.
        ------                                     --------
BNP Petroleum Corporation                          09-20206

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Southern District of Texas (Corpus Christi)

Judge: Richard S. Schmidt

Debtor's Counsel: Ronald Hornberger, Esq.
                  Plunkett Gibson Inc
                  70 Northeast Loop 410, Ste 1100
                  San Antonio, TX 78216
                  Tel: (210) 734-7092
                  Email: hornbergerr@plunkett-gibson.com

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

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

The Company says it does not have unsecured creditors who are non
insiders when they filed their petition.

The petition was signed by Paul P. Black.


BONITA BAY: To Go Bankrupt If Compelled to Refund Membership Fees
-----------------------------------------------------------------
William M. Bulkeley at The Wall Street Journal reports that Bonita
Bay Group said that refunding $245 million in golf-club membership
fees that some homeowners are demanding will force the Company to
file for bankruptcy protection.

According to The Journal, Bonita Bay is being squeezed by debt and
dropping sales, but its biggest problem is a dispute over
homeowners' deposits for memberships in the golf clubs, a marina,
and other clubs.  The Journal relates that many members want to
quit the clubs and get their money back to look for cheaper golf
elsewhere or to have ready cash.  The report states that under the
membership agreements, the deposits of up to $185,000 are
refundable on demand, although Bonita Bay says that the agreements
also stipulate that the rules "may be amended from time to time,"
allowing it to cancel the refund policy at its discretion.

The Journal relates that Bonita Bay is facing at least 15 lawsuits
seeking the return of deposits and accusing the Company of civil
fraud.  According to the report, the homeowner claimed that the
right to amend the rules doesn't apply to the refund policy.

The Journal states that the Florida attorney general is
investigating Bonita Bay to see whether the way it sold and
refunded membership deposits was a Ponzi scheme.  Michael Lissack,
a Bonita Bay resident and former Wall Street executive, has filed
a complaint against the Company with the Internal Revenue Service,
claiming that the Company owes back taxes on profits it made by
holding the deposits, The Journal reports.

Bonita Bay Chairperson David Lucas, denying that the Company is
running a Ponzi scheme or doing anything else that is wrong, said
that the deposits were used to meet operating costs, and aren't
taxable, The Journal says.  According to the report, Bonita Bay is
in a financial bind due to bad land purchases combined with the
real-estate downturn.  Mr. Lucas said that members of his wife's
family, which owns Bonita Bay, have poured in funds to keep the
Company going, as losses in the past three years have "completely
wiped out" prior profits, the report states.

Bonita Bay, according to The Journal, has already closed the golf
club at Twin Eagles.  The Journal relates that Bonita Bay started
closing beach clubs, slashing hours at restaurants, and cutting
back on maintenance.  The Company says that it might have to shut
down the clubs entirely unless residents come up with millions of
dollars to buy them, the report states.

Citing Mr. Lucas, The Journal says that Bonita Bay first suffered
from Hurricane Wilma, which hit Naples hard in 2005, scared away
potential land buyers, many of them contractors who build homes
for buyers.  Then Florida real estate started to crater and the
mortgage crisis hit, with Bonita Bay's land sales expected to drop
to $1.9 million this year from $343 million in 2005, The Journal
states.

Bonita Bay, The Journal relates, was being forced to renegotiate
its loans from KeyCorp bank, and with new lending from the
Shakarian family, it cut the debt to $74 million from about
$105 million, but the bank is tightly limiting further loans.
Bonita Bay also has $41 million in liabilities in community-
development bonds, the report says, citing Mr. Lucas.

Mr. Lucas said that he tried to negotiate deals with residents to
partially repay the golf deposits, but KeyCorp refused to lend
funds for that, according to The Journal.  The Journal states that
in April, Bonita Bay hired Tim Boates at RAS Management Advisors
as chief restructuring officer, who set about cutting cash-
draining operations and laying off some workers.  "Frankly, we
needed help.  We cut headquarters staff 60%," the report quoted
Mr. Lucas as saying.

Bonita Bay Group is a developer of upper-crust golf communities.
Through the 1990s and the earlier part of this decade, Bonita Bay
was regarded as among the leading developers in the Naples area,
which has the highest per capita income of any locale in the
country except Stamford-Greenwich, Connecticut.  Bonita Bay
launched seven Naples-area communities where houses sold for up to
$12 million and came with access to exclusive golf clubs with
restaurants, tennis courts and pools.  Its homeowners have
included Richard Schulze, the billionaire chairman of Best Buy
Corp., opera diva Kiri Te Kanawa, and New Jersey Nets general
manager Rod Thorn.  The family-owned company was started by David
Shakarian.  In 1985, it broke ground on the first of its
developments, the Bonita Bay Club, which sported a marina on the
Gulf of Mexico, three golf courses, homes that went for $3 million
and condominium towers.  Its communities now cover 16 square miles
of southwest Florida with 12,096 dwellings.  Mr. Shakarian died in
1984, just before the first development went up, and the Company
has been run ever since by his son-in-law, David Lucas.


BRANDYWINE OPERATING: Fitch Puts 'BB+' Rating on $250 Mil. Notes
----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the new $250 million
7.5% senior unsecured notes due May 15, 2015, issued by Brandywine
Operating Partnership, L.P. Brandywine Operating Partnership,
L.P., is the operating partnership of Brandywine Realty Trust.
Proceeds from the offering will be used to repay existing
indebtedness under the company's unsecured revolving credit
facility and for general corporate purposes.  The Rating Outlook
is Stable.

The ratings reflect the fact that the company's credit metrics are
solid for the 'BB+' rating.  As of June 30, 2009, the company's
debt to the last 12 months recurring operating earnings before
interest, taxes, depreciation, and amortization was 7.5 times as
compared to 8.1x on Dec. 31, 2008.  Additionally, Brandywine's
fixed-charge coverage (defined as recurring EBITDA less capital
expenditures and straight-line rent adjustments, divided by
interest expense, capitalized interest, and preferred stock
dividends) was 1.7x for each of the 12 months ended June 30, 2009,
and Dec. 31, 2008.

While Brandywine raised funds in the second quarter through
encumbering an additional asset, Fitch estimates the company's
book value of unencumbered real estate operating assets to
unsecured debt ratio improved to 1.8x on June 30, 2009 from 1.7x
on Dec. 31, 2008.  Additionally, Brandywine is sufficiently
capitalized for the 'BB' rating category with a risk-adjusted
capital ratio of 1.0x as of June 30, 2009, improved from 0.9x as
of Dec. 31, 2008.

Finally, Brandywine's liquidity position will improve with this
bond issuance.  In the Sept. 11, 2009 special report 'U.S. Equity
REIT Liquidity Update: Slowly on the Mend', Fitch calculated that
as of/for the six months ended June 30, 2009, through Dec. 31,
2011, Brandywine had a liquidity shortfall of $130.5 million.  Pro
forma for the proceeds from this bond offering, Fitch calculates
that Brandywine has a liquidity surplus of approximately
$120 million.


BROKEN WING: Case Summary & 11 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Broken Wing Enterprises, L.L.C.
           dba Miss Kitty's Dancehall & Cyber Saloon
        8800 Swanson Blvd., Suite M
        Clive, IA 50325

Bankruptcy Case No.: 09-04598

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Southern District of Iowa - Database (Des Moines)

Judge: Anita L. Shodeen

Debtor's Counsel: Donald F. Neiman, Esq.
                  801 Grand Avenue, Suite 3700
                  Des Moines, IA 50309-8004
                  Tel: (515) 246-5877
                  Fax: (515) 246-5808
                  Email: neiman.donald@bradshawlaw.com

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

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

According to the schedules, the Company has assets of at least
$147,154, and total debts of $1,895,029.

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

            http://bankrupt.com/misc/iasb09-04598.pdf

The petition was signed by J. Michael McKoy, managing member of
the Company.


CANWEST GLOBAL: Will Sell Controlling Stake in Ten Network
----------------------------------------------------------
Ten Network Holdings Ltd. said that CanWest Global Communications
Corp. will sell its 50.1% stake in the company, Dow Jones
Newswires reports.  Ten Network said in a statement that its
shares will stop trading while the sell down takes place.

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'.


CARDICA INC: Posts $17.2MM Net Loss in Fiscal Year 2009
-------------------------------------------------------
Cardica, Inc., posted a net loss of $17,205,000 for fiscal Year
Ended June 30, 2009, compared with a net loss of $18,196,000 for
the same period in 2008.

The Company's balance sheet at June 30, 2009, showed total assets
of $10,340,000, total liabilities of $4,078,000 and a
stockholders' equity of $6,262,000.

Ernst & Young LLP, in Palo Alto, California, expressed substantial
doubt about Cardica's ability to continue as a going concern after
auditing the Company's financial statements for the fiscal years
ended June 30, 2009, and 2008.  The auditor noted Cardica's
recurring losses from operations.

As of June 30, 2009, the Company had cash and cash equivalents of
$5,300,000 and total short-term debt of $2,000,000.  The Company
stated that that its existing cash and cash equivalents, along
with the cash that it expects to generate from operations, will be
sufficient to meet its anticipated cash needs to enable its to
conduct its business through Dec. 31, 2009.

A full-text copy of the Company's Form 10-K is available for free
at http://ResearchArchives.com/t/s?454b

Cardica, Inc. (NASDAQ:CRDC) designs and manufactures automated
anastomotic systems used by surgeons to perform coronary artery
bypass surgery.  The Company's two systems, the C-Port Distal
Anastomosis System and the PAS-Port Proximal Anastomosis System
provide cardiovascular surgeons with automated systems to perform
connections, or anastomoses, of the vessels.  It sells the C-Port
system in the United States and Europe, and the PAS-Port system in
Europe, and the PAS-Port system is sold in Japan through its
distributor, Century Medical, Inc.


CENTENARY HOUSING: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: Centenary Housing Limited Partnership
                100 Middle Street
                Portland, ME 04101

Case Number: 09-49401

Involuntary Petition Date: Sept. 22, 2009

Court: Eastern District of Missouri (St. Louis)

Judge: Kathy A. Surratt-States

   Petitioner                  Nature of Claim      Claim Amount
   ----------                  ---------------      ------------
Philip G Lucas                 bondholders debt     $2,090,000
972 Richwood Ave.
Cincinnati, OH 45208


CIB MARINE: TruPS Holders Will Recover 58.8% Under Plan
-------------------------------------------------------
CIB Marine Bancshares Inc. delivered to the U.S. Bankruptcy Court
for the Eastern District of Wisconsin a disclosure statement for
its prepackaged Chapter 11 plan of reorganization dated July 16,
2009, wherein the Debtor will exchange all all of the trust
preferred securities for shares of its non-cumulative perpetual
preferred stock.

According to the Disclosure Statement, the primary purpose of the
Plan is to effectuate the restructuring and substantial
deleveraging of the Debtor's capital structure in order to make it
more consistent with its present and future prospects and to
enhance its regulatory capital position.  The Plan will allow the
Debtor to continue its businesses in the ordinary course and
provides for full payment of allowed unsecured claims.

Under the plan, holders of claims on account of trust preferred
securities (TruPS) claims are expected to recover 58.8% of allowed
claims.  Other priority non-tax and unsecured claims, and equity
interests will get 100% of their claims.

Bank holding company CIB Marine Bancshares, Inc., said September
16 it has received the requisite approval from holders of its
TruPS to exchange their debt securities for preferred stock,
paving the way for the holding company to file a pre-packaged plan
of reorganization under Chapter 11 of the bankruptcy code.  CIB
Marine Bancshares filed the plan of reorganization September 15 in
federal court in Milwaukee.  The reorganization is targeted to be
complete in roughly 45 to 60 days, pending confirmation by the
Court.

A full-text copy of the disclosure statement is available for free
at http://ResearchArchives.com/t/s?4553

A full-text copy of the prepackaged plan of reorganization is
available for free at http://ResearchArchives.com/t/s?4554

                         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 filed for Chapter 11 on Sept. 15, 2009 (Bankr. E.D.
Wis. Case No. 09-33318).  Timothy F. Nixon, Esq., at Godfrey &
Kahn, S.C., represents the Debtor in its restructuring effort.

Prior to the filing, CIB Marine Bancshares asked holders of its
trust preferred securities to give advance approval of a pre-
packaged 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.

As of Aug. 31, 2009, the Debtor has total assets of $104,800,110
and total debts of $107,214,495.


CIB MARINE: U.S. Trustee Sets Meeting of Creditors for October 23
-----------------------------------------------------------------
Roberta A. DeAngelis, acting U.S. Trustee for Region 3, will
convene a meeting of creditors in CIB Marine Bancshares, Inc.'s
Chapter 11 case on Oct. 23, 2009, at 10:00 a.m.  The meeting will
be held at the U.S. Courthouse, Room 428, 517 East Wisconsin
Avenue, Milwaukee, Wisconsin.

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

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

                         About 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 filed for Chapter 11 on Sept. 15, 2009 (Bankr. E.D.
Wis. Case No. 09-33318).  Timothy F. Nixon, Esq., at Godfrey &
Kahn, S.C., represents the Debtor in its restructuring effort.

Prior to the filing, CIB Marine Bancshares asked holders of its
trust preferred securities to give advance approval of a pre-
packaged 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.

As of Aug. 31, 2009, the Debtor has total assets of $104,800,110
and total debts of $107,214,495.


CIRCUIT CITY: Plan Revised to Address Longacre Objection
--------------------------------------------------------
Longacre Opportunity Fund, L.P., said the Joint Plan of
Liquidation of Circuit City Stores Inc. and its affiliates cannot
be confirmed.

Longacre, which bought a $4,156,411 administrative claim filed by
Cisco-Linksys, LLC, noted that the Plan does not contemplate
payment of allowed administrative claims on the effective date of
the Plan.  Rather, it provides for distributions on a nebulous
schedule occurring sometime after the liquidating trust is funded,
and then only if the trustee determines that sufficient cash is
available to make the distributions.

Longacre made those contentions in an objection filed prior to the
disclosure statement hearing on September 22.  At the hearing, the
Court was to consider whether the disclosure statement attached to
the Plan contains "adequate information" for creditors to evaluate
the proposed plan.

While the issue of whether the plan can be confirmed are usually
considered at the confirmation hearing, Longacre cites, In re
Pecht, 57 B.R. 137, 139 (Bankr. E.D. Va. 1986), which held that if
Court can determine from a reading of the plan that it does not
comply with section 1129, then it is incumbent upon the Court to
decline approval of the disclosure statement.

Circuit City, prior to the hearing, submitted a revised disclosure
statement to provide that administrative claims will be paid on
the Plan effective date.

The Debtor also said that it has resolved disclosure statement
objections by several parties.

A copy of the Revised Disclosure Statement is available for free
at http://bankrupt.com/misc/CircuitCity_Revised_DS.pdf

                         The Proposed Plan

Circuit City Stores, Inc., and its affiliated debtors delivered
their Joint Plan of Liquidation and accompanying Disclosure
Statement to the U.S. Bankruptcy Court for the Eastern District
of Virginia on August 24, 2009.

The Plan provides for the orderly liquidation of the remaining
assets of the Debtors and the distribution of the proceeds of the
liquidation of the Debtors' assets according to the priorities
set forth under the Bankruptcy Code.

Under the Debtors' Joint Plan of Liquidation, all claims against
the Debtors -- other than administrative claims and priority tax
claims, which will be paid in full -- are classified into eight
classes:

                                               Estimated
                                    Estimated  Aggregate Amount
  Class  Description                Recovery   of Allowed Claims
  -----  -----------                ---------  -----------------
1    Miscellaneous Secured Claims   100%      $5 mil.-$20 mil.
2    Non-Tax Priority Claims        100%      $35 mil.-$95 mil.
3    Convenience Claims              10%      unknown
4    General Unsecured Claims      0%-13.5%   $1.8 bil.-$2 bil.
5    Intercompany Claims              0%      $0
6    Subordinated 510(c) Claims       0%      $0
7    Subordinated 510(b) Claims       0%      $0
8    Interests                        0%      -

A Liquidating Trust will be established on the Plan Effective
Date.  All Distributions to the Holders of allowed claims will be
from the Liquidating Trust.

                        About Circuit City

Headquartered in Richmond, Virginia, Circuit City Stores Inc.
(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty
retailer of consumer electronics, home office products,
entertainment software and related services in the U.S. and
Canada.

Circuit City Stores together with 17 affiliates filed a voluntary
petition for reorganization relief under Chapter 11 of the
Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-
35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian
operations, also sought protection under the Companies' Creditors
Arrangement Act in Canada.

Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, are the Debtors' general
restructuring counsel.  Dion W. Hayes, Esq., and Douglas M. Foley,
Esq., at McGuireWoods LLP, are the Debtors' local counsel.  The
Debtors also tapped Kirkland & Ellis LLP as special financing
counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special
securities counsel; and FTI Consulting, Inc., and Rotschild Inc.
as financial advisors.  The Debtors' Canadian general
restructuring counsel is Osler, Hoskin & Harcourt LLP.  Kurtzman
Carson Consultants LLC is the Debtors' claims and voting agent.
The Debtors disclosed total assets of $3,400,080,000 and debts of
$2,323,328,000 as of August 31, 2008.

Circuit City has opted to liquidate its 721 stores.  It has
obtained the Bankruptcy Court's approval to pursue going-out-of-
business sales, and sell its store leases.


CIT GROUP: October 1 Deadline to Adopt Restructuring Plan Looms
---------------------------------------------------------------
CIT Group Inc., in July 29, 2009, entered into a credit agreement,
with Barclays Bank PLC, as administrative agent and collateral
agent, and the lenders party thereto, for loans of up to $3
billion.

In connection with the credit agreement, CIT Group stipulated that
it would use its best efforts to negotiate with the steering
committee of bondholders to have an approved restructuring plan
adopted by August 14, 2009.  Unless extended by the steering
committee, the Company will adopt the restructuring plan by
October 1, 2009, and will comply with the plan at all times
thereafter.

A copy of the Credit Agreement is available for free at:

            http://researcharchives.com/t/s?4572

According to a Sept. 22 reporting by Pierre Paulden at Bloomberg
News, CIT Group Inc.'s bonds soared as the Oct. 1 deadline
approaches.  CIT's $500 million of 4.125% notes due Nov. 3 rose
8.625 have gained 18 cents since the start of September, according
to data from Trace, the bond-price reporting system of the
Financial Industry Regulatory Authority.  "Investors are expecting
an exchange that benefits" CIT bonds maturing in the nearer term
more than longer-dated bonds, Adam Steer, an analyst at
CreditSights Inc., a New York debt research firm, said in a
Sept. 22 interview.

                       Restructuring Plan

Since obtaining the $3-billion loan, CIT Group commenced a cash
tender offer -- $875 per $1,000 principal amount of the notes --
for its $1 billion outstanding floating-rate senior notes due
August 17, 2009.  CIT Group also announced a plan designated to
protect the ability to utilize its net operating losses and other
tax assets.

The $3-billion credit facility requires management and the
steering committee of the bondholder group to develop a
comprehensive restructuring plan, aimed at enhancing capital and
liquidity positions while positioning CIT for sustainable
profitability.  The Company said the restructuring plan includes
various scenarios, some of which reflect possible asset or
business sales.

CIT said it intends to pursue its restructuring plan outside of
the bankruptcy court.  The Company, however, said it may need to
seek relief under the U.S. Bankruptcy Code if its restructuring
plan is unsuccessful, or if the steering committee of bondholders
is unwilling to agree to an out-of-court restructuring.  This
relief may include (i) seeking bankruptcy court approval for the
sale of most or substantially all of our assets pursuant to
Section 363(b) of the Bankruptcy Code; (ii) pursuing a plan of
reorganization; or (iii) seeking another form of bankruptcy
relief, all of which involve uncertainties, potential delays and
litigation risks.

CIT said the restructuring plan is still in development.  The plan
will address these issues:

    * Business Model - Management will develop a business model
      that seeks to optimize our portfolio of businesses,
      organization structure and funding model.  The business
      model could identify businesses or portfolios that may be
      liquidated or sold over time;

    * Business Size - The plan will address the optimal asset
      levels that can be supported by the funding model and right-
      size the corporate infrastructure to the new business scale;

    * Capital Structure - The plan will identify a target capital
      structure that is appropriate for the business model that
      would provide sufficient cushion against risk, meet and
      exceed all regulatory capital requirements and position the
      Company for a return to investment grade ratings;

    * Implementation Plan - The plan will identify a series of
      transactions, which will likely consist of debt for equity
      exchanges and maturity extension offers that, if
      successfully implemented, would enable the Company to
      achieve its targeted capitalization structure;

    * Bank Model - Management continues to believe that a bank
      model is a key element of a small-business focused
      commercial franchise.  The plan will detail the core
      businesses that, subject to regulatory approvals, will
      operate in CIT Bank, and could possibly include a plan to
      reintroduce to regulators the transfer of business platforms
      into the bank; and

    * Deposit Strategy - Deposits, including retail deposits, are
      likely to be a key component to the funding model.

                          About CIT Group

CIT Group Inc. -- http://www.cit.com/-- is a bank holding company
with more than $60 billion in finance and leasing assets that
provides financial products and advisory services to small and
middle market businesses.  Operating in more than 50 countries
across 30 industries, CIT provides an unparalleled combination of
relationship, intellectual and financial capital to its customers
worldwide.  CIT maintains leadership positions in small business
and middle market lending, retail finance, aerospace, equipment
and rail leasing, and vendor finance.  Founded in 1908 and
headquartered in New York City, CIT is a member of the Fortune
500.

As of June 30, 2009, CIT Group had total assets of $71,019,200,000
against total debts of $64,901,200,000.

As reported by the TCR on August 19, 2009, Fitch Ratings has
downgraded CIT Group Inc.'s Issuer Default Rating to Restricted
Default (RD) from 'C' following completion of the company's bond
tender offer, which covered the purchase of 59.81% of the
company's $1 billion floating rate senior secured notes.

For the same reason, Standard & Poor's Ratings Services lowered
its long-term counterparty credit rating on CIT Group Inc. to 'SD'
(selective default) from 'CC'.


CITADEL BROADCASTING: $2 Mil. Payment Won't Affect Moody's Rating
-----------------------------------------------------------------
Moody's Investors Service said that Citadel Broadcasting
Corporation's avoidance of payment default by making its overdue
$2 million subordinated note interest payment does not impact the
company's ratings, including its Caa3 Corporate Family Rating and
Ca Probability of Default Rating.

Moody's last rating action on Citadel was on June 25, 2009, when
it downgraded the company's CFR to Caa3 from Caa2 and its PDR to
Ca from Caa3.

Citadel Broadcasting Corporation, headquartered in Las Vegas,
Nevada, is a radio broadcaster comprised of 165 FM and 58 AM
stations in more than 50 markets.  For the LTM period ended
June 30, 2009, Citadel generated revenues of $775 million.


CONEXANT SYSTEMS: Files Revised Financials to Reflect BBA Biz Sale
------------------------------------------------------------------
Conexant Systems, Inc., sold certain assets related to its
Broadband Access business to Ikanos Communications, Inc., on
August 24, 2009.  In its Form 10-Q for the quarter ended July 3,
2009, which was filed with the Securities and Exchange Commission
on August 12, the Company classified the BBA business as
discontinued operations in its Condensed Consolidated Financial
Statements for all periods presented in accordance with Statement
of Financial Accounting Standards No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets".

Conexant Systems has filed with the SEC a Current Report on Form
8-K to revise a presentation of the information disclosed in the
Company's Annual Report on Form 10-K for the year ended October 3,
2008, to reflect the reclassification of the BBA business as
discontinued operations in accordance with SFAS 144.

A full-text copy of Selected Financial Data is available at no
charge at http://ResearchArchives.com/t/s?456a

A full-text copy of Management's Discussion and Analysis of
Financial Condition and Results of Operations at no charge at:

              http://ResearchArchives.com/t/s?456b

A full-text copy of Financial Statements and Supplementary Data at
no charge at http://ResearchArchives.com/t/s?456c

According to the Troubled Company Reporter on September 1, 2009,
Conexant Systems has completed the sale of its Broadband Access
product lines to Ikanos Communications for $54 million.  The
company received roughly $47 million in cash at closing.  The
remaining proceeds are subject to an escrow to be released in one
year.  Conexant's Broadband Access business provided solutions for
ADSL, VDSL, SHDSL, and PON applications.  The company expects to
record a gain on the sale of its Broadband Access product lines of
approximately $35 million in the current quarter.

Assets to be sold pursuant to the agreement include, among other
things, specified intellectual property, inventory, contracts and
tangible assets.  Ikanos agreed to assume certain liabilities,
including obligations under transferred contracts and certain
employee-related liabilities.

                      About Conexant Systems

Headquartered in Newport Beach, California, Conexant Systems, Inc.
(NASDAQ: CNXT) -- http://www.conexant.com/-- has a comprehensive
portfolio of innovative semiconductor solutions which includes
products for Internet connectivity, digital imaging, and media
processing applications.  Outside the United States, the company
has subsidiaries in Northern Ireland, China, Barbados, Korea,
Mauritius, Hong Kong, France, Germany, the United Kingdom,
Iceland, India, Israel, Japan, Netherlands, Singapore, and Israel.

At July 3, 2009, the Company had $399.9 million in total
assets and $561.9 million in total liabilities, resulting in
$161.9 million in shareholders' deficit.


COMMUNICATION INTELLIGENCE: Amundson Replaces Sung as Director
--------------------------------------------------------------
Communication Intelligence Corporation reports that C.B. Sung,
after years of service on the Company's Board since its inception,
on September 18, 2009, decided to leave the Board "thereby
reducing the increasing commitment of personal time required in
serving on the Board and related committees of a public company."

On the same day, the Board appointed Kurt E. Amundson as director.
Mr. Amundson was also appointed chair of the Company's Finance
Committee and Nominating Committee, and as a member of the
Company's Audit Committee and Compensation Committee.

Mr. Amundson has more than 25 years of experience in financial and
operating management, including 20 years at the CFO level of
responsibility and higher predominately with high tech firms in
the Silicon Valley area.

Mr. Amundson began his career with Price Waterhouse & Co. -- San
Jose, California in 1980 after graduating from California
Polytechnic State University.  He attained his CPA certification
in 1983.  His experience as a VP-Finance/CFO of public companies
includes: Proxim, Inc., Mountain View, CA, Abaxis, Inc.,
Sunnyvale, CA., Metra Biosystems, Inc. Mountain View, CA., Shaman
Pharmaceuticals, Inc., South San Francisco, CA, Adesso Healthcare
Technology Services, Inc. San Jose, CA, and Cerco Medical, San
Francisco, CA.  Mr. Amundson's COO/President experience includes
positions with Medisys, Plc, Menlo Park, CA. and Tuaki Medical,
Inc., San Francisco, CA.  He is presently CEO of KSE Consulting,
focused primarily on financial management consulting.

As Chief Financial Officer, Mr. Amundson's experience includes
successfully leading multiple public financings and IPOs, a
secondary financing, Eurobond Financing, and multiple private and
venture capital backed equity financings. He has worked with
multiple investment banks in the execution of successful public
financings including Cowen & Co., Robertson Stephens & Co.,
Hambrecht & Quist, Furman Selz, Volpe Welty and Co., Nomura
Securities (London), UBS Warburg (prior to merger with Paine
Webber), CIBC World Markets/Oppenheimer & Co., and U.S. Bancorp
Piper Jaffray.

Pursuant to Company policies Mr. Amundson, as a first year non-
employee director, has been granted options to acquire 50,000
shares of the Company's common stock under the Company's 2009
Stock Compensation Plan at a per share exercise price equal to the
closing per share market price of the Company's common stock on
the date of grant.  The options are fully vested on the date of
grant and have a seven-year term.  Further to the Company's
policies, Mr. Amundson, as a non-employee director, will receive
$1,000 for each Board meeting attended and will be reimbursed for
reasonable out-of-pocket expenses incurred in connection with
attending such meetings.

                       Going Concern Opinion

The Company posted a net loss of $2,861,000 for the three months
ended June 30, 2009, from a net loss of $1,087,000 for the same
quarter a year ago.  The Company posted a net loss of $4,130,000
for the six months ended June 30, 2009, from a net loss of
$1,937,000 for the same period a year ago.

The Company recorded total revenues of $404,000 for the three
months ended June 30, 2009, from $407,000 for the same quarter a
year ago.  The Company booked total revenues of $650,000 for the
six months ended June 30, 2009, from $837,000 for the same period
a year ago.

At June 30, 2009, the Company had $5,894,000 in total assets and
$7,705,000 in total liabilities, resulting in $1,811,000 in
stockholders' deficit.

Except for 2004, the Company has incurred significant losses since
its inception and, at June 30, 2009, the Company's accumulated
deficit was roughly $96,600,000.  At June 30, 2009, the Company
had working capital of $75,000, including cash and cash
equivalents of $706,000.  These factors, the Company said, raise
substantial doubt about its ability to continue as a going
concern.  The Company has primarily funded losses through the sale
of debt and equity securities.

In May 2009 and June 2008, the Company raised additional funds
through debt and equity financings and also converted short-term
notes payable to equity.  There can be no assurance that the
Company will have adequate capital resources to fund planned
operations or that any additional funds will be available to the
Company when needed, or if available, will be available on
favorable terms or in amounts required by the Company.  If the
Company is unable to obtain adequate capital resources to fund
operations, it may be required to delay, scale back or eliminate
some or all of its operations, which may have a material adverse
effect on the Company's business, results of operations and
ability to operate as a going concern.

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?455d

                 About Communication Intelligence

Communication Intelligence Corporation provides electronic
signature solutions for business process automation serving
primarily the financial services industry, and biometric signature
verification technology.  Its products enable companies to achieve
secure paperless business transactions with multiple signature
technologies across virtually all applications and hardware
platforms.


COOPER-STANDARD: Court Could Rule on Cooper-Tire Dispute Oct. 5
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware could enter
a ruling by October 5, 2009, on Cooper Tire & Rubber Company's
lawsuit against Cooper Standard Holdings Inc. for $60 million in
tax refunds.

In December 2004, Cooper-Standard Holdings purchased for
$1.2 billion in cash Cooper Tire's automotive division.  Pursuant
to the agreement, Cooper-Standard agreed to pay Cooper Tire for
certain tax refunds on tax liabilities incurred prior to the sale.

Cooper-Standard Automotive Canada Ltd., which filed an insolvency
proceeding in Canada on August 4, 2009, and is owned and
controlled by Cooper-Standard Holdings, received $60 million tax
refunds from the Canada Revenue Agency on July 27, 2009, and will
be receiving an additional $42.5 million from the agency.

In its lawsuit, Cooper-Tire wants the tax refunds to CSA
segregated and remitted to Cooper-Tire.  Cooper Tire asserts
ownership of the tax refunds based on a provision of a stock
purchase agreement that was executed in connection with the
transfer of its stock to Cooper-Standard Holdings.  Cooper Tire
asserts that it is entitled to all refunds of its taxes and
interest received by CSA-Holdings or any of its affiliates prior
to the disposition.  Cooper-Tire has filed a motion seeking
preliminary injunction, to compel the Debtors to place all tax
refunds into an escrow account pending a ruling on its claims.

Cooper-Standard filed a brief on Sept. 18, seeking a dismissal of
the adversary proceeding.  Cooper-Standard insists that the plain
language of the contracts gives it the right to receive the
refunds.  It notes that nothing in the contract says about a
trust, or that any of the refunds will be segregated or
restricted.  Because Cooper Tire has no ownership rights over the
tax refunds, it has nothing more than an unsecured contract claim,
Cooper-Standard asserts.

The Bankruptcy Court will hear oral arguments on the motions at
the October 5 hearing.

                       About Cooper-Standard

Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/
-- headquartered in Novi, Michigan, is a leading global automotive
supplier specializing in the manufacture and marketing of systems
and components for the automotive industry.  Products include body
sealing systems, fluid handling systems and NVH control systems.
The Company is one of the leading suppliers of chassis products in
North America, with about 14% of market share.  The Company's main
custoemrs include Ford Motor Company, General Motors, Chrysler,
Audi, Volkswagen, BMW, Fiat and Honda, among other automakers.
Cooper-Standard Automotive employs approximately 16,000 people
globally with more than 70 facilities throughout the world.

Cooper-Standard is a privately held portfolio company of The
Cypress Group and Goldman Sachs Capital Partners Funds.

Cooper-Standard Holdings Inc., together with affiliates, filed for
Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743).
Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and
Richards, Layton & Finger, P.A., will serve as bankruptcy counsel
to the Debtors.  Lazard Freres & Co. is serving as investment
banker while Alvarez & Marsal is financial advisor.  Kurtzman
Carson Consultants LLC is notice, claims and solicitation agent.
In its bankruptcy petition, the Company said that assets on a
consolidated basis total $1,733,017,000 while debts total
$1,785,039,000 as of March 31, 2009.

The Company's Canadian subsidiary, Cooper-Standard Automotive
Canada Limited, also sought relief under the Companies' Creditors
Arrangement Act in the Ontario Superior Court of Justice in
Toronto, Ontario, Canada.

Bankruptcy Creditors' Service, Inc., publishes Cooper-Standard
Bankruptcy News.  The newsletter tracks the Chapter 11 and CCAA
proceedings undertaken by Cooper-Standard Holdings Inc. and its
various affiliates.  (http://bankrupt.com/newsstand/or 215/945-
7000)


COYOTES HOCKEY: Mediation May Bring Best Result for Creditors
-------------------------------------------------------------
The Hon. Redfield T. Baum of the U.S. Bankruptcy Court for the
District of Arizona has granted an emergency hearing on Jerry
Moyes' request for mediation in connection with the disputes and
the bidding war for the Phoenix Coyotes.

Phoenix Coyotes' former majority owner Jerry Moyes said in court
documents, "Considering the amount of fees associated with
continued disputes in this court regarding the sale process and
what could be a protracted appellate process (depending on how the
court rules), the debtors believe that a good-faith effort to
arrive at a mediated resolution of the key sale issues would be in
all parties' interest."

The National Hockey League and city of Glendale objected to any
mediation.

Jerry Moyes is supporting the bid for the Coyotes by James L.
Balsillie's group PSE Sports and Entertainment.  Mr. Balsillie is
offering $242.5 million to creditors for Coyotes, which include
$50 million for the city of Glendale.  Mr. Balsillie, however,
will move the team from Glendale to Hamilton Ontario.

The NHL has voiced opposition to Mr. Balsillie's offer for the
Coyoytes.  To fend off Mr. Balsillie's bid, the NHL submitted its
own bid, offering $140 million for the Coyotes in hopes that it
could keep the team while it finds another buyer.  The NHL has
committed only to one more season in Glendale but said its
preference is to find a buyer who will not move the team.

Meanwhile, The Associated Press reports that the Wayne Gretzky's
position as coach of Phoenix Coyotes has become uncertain after
the team hired Dave King as assistant coach on Monday.
Mr. Gretzky, also a minority owner of Phoenix Coyotes, is awaiting
a ruling by Judge Baum on the auction for the Coyotes.

                      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.


CRUSADER ENERGY: Has Deal to Sell Business to SandRidge Energy
--------------------------------------------------------------
Crusader Energy Group Inc. has entered into an agreement with
SandRidge Energy, Inc., pursuant to which SandRidge Energy will
purchase all shares of common stock of Crusader that will be
issued upon the effectiveness of the reorganization of Crusader
and its wholly-owned subsidiaries under Chapter 11.

Under a proposed plan of reorganization filed with the Bankruptcy
Court, all of the currently outstanding equity interests in
Crusader would be cancelled upon consummation of the SandRidge
transaction and Crusader and its wholly-owned subsidiaries would
become indirect, wholly-owned subsidiaries of SandRidge.

SandRidge agreed to pay cash and common stock valued in the
aggregate at $230 million, no more than $85 million of which will
be cash, subject to certain adjustments.  SandRidge will also
issue warrants to purchase an additional two million shares of
SandRidge common stock, with an agreed value of $11 million among
Crusader and certain of its creditors.  The warrants will be
exercisable at a price of $15.00 per share for five years after
the closing of the transaction.  Recipients of the SandRidge
common stock and warrants will not be permitted to dispose of such
common stock or warrants for 180 days after the closing of the
transaction.  Based on the consideration to be paid by SandRidge,
the holders of Crusader's outstanding equity interests would not
receive any distribution under the proposed plan of reorganization
on account of their equity interests.

The closing of the transaction is subject to customary conditions,
as well as confirmation of Crusader's plan of reorganization by
the Bankruptcy Court, and consideration of alternative
transactions that may be submitted prior to a deadline to be
approved by the Bankruptcy Court.

Crusader and SandRidge also have entered into an agreement with
Crusader's unsecured creditors committee and Crusader's principal
secured creditors to support the proposed transaction as co-
proponents of Crusader's plan of reorganization.  The closing is
expected to occur during the fourth quarter of 2009.  The
acquisition agreement provides that if it is terminated by either
SandRidge or Crusader because the Bankruptcy Court approves an
alternative transaction that is consummated within one year,
Crusader will pay SandRidge a termination fee.

SandRidge said in a statement that the transaction would further
substantiate its positions in the Anadarko basin of Western
Oklahoma and in the Permian Basin in West Texas.  Additionally,
the cash flow from Crusader's existing production is expected to
enhance SandRidge's balance sheet and provide increased liquidity.
Tom L. Ward, SandRidge's CEO commented, "We believe this
transaction will be accretive to SandRidge in terms of reserves,
production and cash flow and provide new drilling opportunities
for the company."

Deutsche Bank Securities advised SandRidge on the transaction.
Jefferies & Company, Inc., advised Crusader.

                         SandRidge Energy

Headquartered in Oklahoma City, Oklahoma, SandRidge Energy Inc.
(NYSE: SD) -- http://www.sandridgeenergy.com/-- is a natural gas
and crude oil company with its principal focus on exploration and
production.  SandRidge and its subsidiaries also own and operate
gas gathering and processing facilities and CO2 treating and
transportation facilities and conduct marketing and tertiary oil
recovery operations. In addition, Lariat Services, Inc., a wholly-
owned subsidiary of SandRidge, owns and operates a drilling rig
and related oil field services business.  SandRidge focuses its
exploration and production activities in West Texas, the Cotton
Valley Trend in East Texas, the Gulf Coast, the Mid-Continent, and
the Gulf of Mexico.

                       About Crusader Energy

Based in Oklahoma City, Oklahoma, Crusader Energy Group Inc. (Pink
Sheets: CKGRQ) -- http://www.ir.crusaderenergy.com/-- explores,
develops and acquires oil and gas properties, primarily in the
Anadarko Basin, Williston Basin, Permian Basin, and Fort Worth
Basin in the United States.  It has working interests in more than
1,000 wells.

Crusader Energy and its affiliates filed for Chapter 11
protection on March 30, 2009 (Bankr. N.D. Tex. Lead Case No.
09-31797).  The Debtors' financial condition as of
September 30, 2008, showed total assets of $749,978,331 and
total debts of $325,839,980.

Beth Lloyd, Esq., Richard H. London, Esq., and William Louis
Wallander, Esq., at Vinson & Elkins, L.L.P., represent the
Debtors as counsel.  Jefferies & Company, Inc. acts as financial
adviser to Crusader in its Chapter 11 reorganization.  BMC Group
Inc. is claims and notice agent.  Holland N. Oneil, Esq., Michael
S. Haynes, Esq., and Richard McCoy Roberson, Esq., at Gardere,
Wynne & Sewell, represent the official committee of unsecured
creditors as counsel.


CW MEDIA: S&P Keeps 'B-' Long-Term Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said it kept its ratings,
including its 'B-' long-term corporate credit rating, on Toronto-
based CW Media Holdings Inc. on CreditWatch with negative
implications.  The ratings were placed on CreditWatch June 23,
2009.

"We are keeping the ratings on CreditWatch because of the
uncertainty surrounding parent company Canwest Media Inc.'s lender
negotiations, and the resulting potential impact on CW Media of
either a Canwest Media recapitalization or a bankruptcy filing,"
said Standard & Poor's credit analyst Lori Harris.

The ratings on CW Media Holdings reflect S&P's view of the
uncertainty surrounding parent company Canwest Media's (D/--/--)
lender negotiations, as well as what Standard & Poor's views as
the company's highly leveraged financial risk profile with
adjusted debt to EBITDA of about 6x for the 12 months ended
May 31.  In S&P's opinion, these factors are only slightly offset
by CW Media's solid business position in specialty television
broadcasting.

The company has a controlling interest in and operates 13 English-
language Canadian specialty TV channels (including Showcase,
History, HGTV, and Slice); it also has a 50% interest in two
Canadian French-language channels (Series+ and Historia), and a
minority interest in two other English-language channels (Dusk and
One).  CW Media is a wholly owned subsidiary of CW Investments
Co., with Canwest Media having 35% economic ownership of CWI (67%
voting interest) and GS Capital Partners VI LP, a private equity
affiliate of Goldman, Sachs & Co., owning the remainder.

Standard & Poor's will keep the ratings on CreditWatch with
negative implications until such time as S&P has more clarity
regarding the potential impact on CW Media of either a Canwest
Media recapitalization or a bankruptcy filing.  S&P could consider
lowering the ratings if CW Media is negatively affected by events
related to Canwest Media.  Alternatively, S&P could remove the
ratings from CreditWatch if Canwest Media successfully completes a
capital restructuring that does not negatively affect CW Media.


CYNERGY DATA: Lenders in $21 Million Dispute with Harris NA
-----------------------------------------------------------
Dymas Funding Co., LLC, as agent for second lien lenders, asked
the Bankruptcy Court to direct the oral examinations of, and
production of documents from, Harris N.A. and Moneris Solutions
Inc., under F.R.B.P. Rule 2004

To engage in its business, Cynergy works in conjunction with a
sponsoring bank that is both a license financial institution and a
member of the Visa, MasterCard and similar credit card networks.
Since November 2008, Harris has been Cynergy's sponsoring bank.
Moneris is a sister company of Harris.

Pursuant to their contract, Cynergy agreed to grant certain liens
in assets in favor of Harris.  However, according to Dymas, Harris
agreed in an intercreditor agreement that its liens are
subordinated to the existing liens of the lenders under the
prepetition senior credit agreement and the second lien credit
agreement.

The Debtors owe $27 million to term B lenders under the senior
credit agreement and $53 million to lenders under the second lien
credit agreement.

In a credit card transaction, after a retail customer swipes his
or her credit card at a merchant's credit card terminal, the
retail customer's bank will transmit payment through the credit
card network to the merchant.  If the retail customer returns the
merchandise purchased in the credit card transaction, a chargeback
or reject of a merchant/consumer transaction occurs.  To protect
against the risk that a merchant may fail to make reimbursement
for a chargeback or reject, the merchant processing agreement
entitles Harris, should it so elect, to require the merchant
customer to establish a reserve account with Harris, funded by
withholdings of funds transmitted to Harris from retail customers'
banks, to constitute a reserve to offset potential future losses
caused by a possible merchant nonpayment.

According to Dymas, Harris did not elect to require the creation
of reserve accounts under its control to hold the rolling
reserves.  In July 2009, however, after learning of the Debtors'
financial difficulties, Harris/Moneris, in a letter originating
with Moneris, said Cynergy was "in default" because it was holding
Rolling Reserve funds in the amount of $21 million that, Moneris
claimed, should have been on deposit with Harris.  Moneris
threatened that "Harris/Moneris [would] immediately exercis[e] its
right of set off' to intercept funds flowing to Cynergy through
the credit card networks to make up for the purported shortfall.

Harris/Moneris continues to claim that it is entitled to receive
$21 million from the estate to cover the purported "shortfall" in
Rolling Reserves on deposit at Harris.

Dymas says that its understanding of the various contracts is at
odds with the position asserted by HarrislMoneris with respect to
Rolling Reserves.  Given the proposed and impending sale of assets
by the Debtors, Dymas says it is essential to determine the
validity of the Harris/Moneris position.

                         October 5 Auction

As reported by the TCR on Sept. 22, 2009, Cynergy Data has
received approval from the Bankruptcy Court to conduct an October
5 auction where the ComVest Group would be lead bidder.  Bids are
due October 2.  Hearing on the sale is on October 7.

As part of its Chapter 11 sale process, Cynergy Data has entered
into an asset purchase agreement with "stalking horse" bidder
Cynergy Holdings, LLC, an investment vehicle that is managed by
The ComVest Group, a private investment firm focused on providing
debt and equity solutions to middle market companies.  ComVest
will purchase the assets for $81 million, absent higher and better
bids at the auction.

                        About Cynergy Data

Launched in 1995, Cynergy Data is a merchant credit card
processing service provider that gives business owners excellent
customer support and unparalleled merchant services.  The company
emphasizes honest, service-oriented business practices and
customer-friendly products and services.  During the past 14
years, Cynergy Data has rapidly expanded from a two-person
operation to one that employs over 130 service-oriented team
members.  Headquartered in New York City, Cynergy Data manages a
portfolio of nearly 80,000 merchants processing in excess of $10
billion annually.

The Company and two affiliates -- Cynergy Data Holdings, LLC,
and Cynergy Prosperity Plus, LLC -- filed for Chapter 11 on
September 1, 2009 (Bankr. D. Del. Case No. 09-13038).

The Company's legal advisor is Nixon Peabody LLP; its financial
and restructuring advisor is CM&D Management Services LLC; its
industry expert is Unicorn Partners, LLC; and its investment
bankers are Stifel, Nicolaus & Company and Peter J. Solomon
Company.  Aside from Nixon peabody, Pepper Hamilton LLP has been
hired as bankruptcy and restructuring counsel.  Charles D. Moore
of Conway MacKenzie, Inc., serves as chief restructuring officer.
Kurtzman Carson & Consultants LLC serves as claims and notice
agent.

Cynergy Data said that it had assets of $109,546,132 against debts
of $186,183,032 as of June 30, 2009.

Cynergy Data filed for Chapter 11 to complete the sale of all of
its assets to Cynergy Holdings, LLC, an affiliate of The
ComVest Group, which will serve as stalking horse bidder in an
auction.


DANA HOLDING: To Raise Funds Through Common Stock Offering
----------------------------------------------------------
Dana Holding Corporation has initiated an underwritten, registered
public offering of 27 million shares of its common stock.  In
conjunction with the offering, Dana intends to grant the
underwriters a 30-day option to purchase up to 4 million
additional shares.

Goldman, Sachs & Co. is serving as the sole book-runner, with Citi
and J.P. Morgan as co-managers for the offering.

The company intends to use the net proceeds from the offering for
general corporate purposes including flexibility for future
expansion and restructuring of operations.  Additionally, in
accordance with the terms of its credit agreement, the company
will use approximately 50% of the proceeds to repay debt.

The shares will be issued pursuant to an effective shelf
registration statement filed with the Securities and Exchange
Commission.  A preliminary prospectus supplement related to the
offering as filed with the SEC is available at no charge at
http://ResearchArchives.com/t/s?455e

Copies of the preliminary prospectus supplement and accompanying
base prospectus related to the offering may be obtained from
Goldman, Sachs, & Co. via telephone at: (866) 471-2526; via
facsimile at: (212) 902-9316; via e-mail at: prospectus-
ny@ny.email.gs.com; or via standard mail at Goldman, Sachs, & Co.,
Prospectus Department, 85 Broad Street, New York, N.Y. 10004.

                        About Dana Holding

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

Dana Corp., together with affiliates, affiliates filed for Chapter
11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-
10354).  Attorneys at Jones Day represented the Debtors.  It
emerged from bankruptcy Jan. 31, 2008, and the reorganized entity
was named Dana Holding Corporation.

As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service lowered the Corporate Family Rating of
Dana Holding Corporation to 'Caa2', raised the Probability of
Default Rating to 'Caa1', and adjusted the ratings of certain debt
instruments.  According to Moody's, the positioning of Dana's PDR
at 'Caa1' reflects ongoing pressures the company faces from the
continued erosion in the global automotive and commercial vehicle
markets.


DAVID SCHWARTZMAN: DS Ventures to Ask Permits for Supergraphics
---------------------------------------------------------------
Curbed LA reports that David Schwartzman's DS Ventures will ask in
the next 30 days the city of Hollywood for building permits that
would allow supergraphics to rise on the Metropolitan, the
developer's tower at 5825 Sunset Boulevard, despite the Interim
Control Ordinance banning off-site signage.

According to Curbed LA, the signs would bring in $137,000 a month
for DS Ventures.

Mr. Schwartmzan filed for Chapter 11 bankruptcy protection in
July, blaming it on the collapse of Lehman Brothers, a financial
partner of the developer.  Curbed LA relates that the bankruptcy
court has asked for revenue plans for some of DS Ventures'
projects.  Mr. Schwartmzan owns a 86% stake in DS Ventures.

Curbed LA states that Mr. Schwartzman's lawyers at Sulmeyer Kupetz
filed papers on September 1 indicating that the signage is
expected to go up this fall.

DS Ventures will likely file a lawsuit against the city if the
permits are denied, Curbed LA says, citing Jerry Neuman, an
investor in the Metropolitan and an attorney for law firm Allen
Matkins.  The report quoted him as saying, "We obtained vesting
entitlements to put up the signage prior to the ban, and believe
we have vested rights."

Curbed LA relates that DS Ventures claims that its construction
loan was based on revenue from the signs, and so the ordinances,
policies and standards should essentially be "frozen".

Woodland Hills, California-based David Schwartzman filed for
Chapter 11 on June 1, 2009 (Bankr. C.D. Calif. Case No. 09-16565).
Victor A. Sahn, Esq., who has an office in Los Angeles,
California, assists the Debtor in his restructuring efforts.  The
Debtor listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.


DELTA AIR: Moody's Assigns 'B2' Rating on Planned $500 Mil. Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 senior secured rating to
the planned $500 million second lien notes due 2015 issued by
Delta Air Lines, Inc.  Moody's affirmed all of its existing debt
ratings of Delta and Northwest Airlines Corporation.  The outlook
is negative.

The last rating action was on September 16, 2009, when Moody's
assigned ratings to Delta's planned new first lien senior secured
credit facility and planned issue of first lien senior secured
notes due 2013.

Assignments:

Issuer: Delta Air Lines, Inc.

  -- Second Lien Notes, Assigned a range of 50 - LGD4 to B2

LGD Assessments:

Issuer: Delta Air Lines, Inc.

  -- Second Lien Senior Secured Bank Credit Facility, Upgraded to
     LGD4, 50% from LGD4, 53%

Delta Air Lines, Inc., headquartered in Atlanta, Georgia, is the
world's largest airline, providing scheduled air transportation
for passengers and cargo throughout the U.S. and around the world.
On October 29, 2008, a subsidiary of Delta merged into Northwest
Airlines Corporation.  Northwest and its subsidiaries, including
Northwest Airlines, Inc., are wholly-owned subsidiaries of Delta.


DOT VN: Executes Domains Registration Deal With Key-Systems
-----------------------------------------------------------
Dot VN, Inc., on September 16, 2009, executed an Industry Domains
Registration Agreement with Key-Systems GmbH, a German limited
liability company.

Under the terms and conditions of the Industry Domains Agreement,
Key-Systems will provide the technical services, including but not
limited to hardware and software, in the creation and
commercialization of Dot VN's 24 industry specific sub-domain
names.  Key-Systems will host the registration platform, maintain
the database and provide data security.

In addition, Key-Systems will be a master reseller of Dot VN's
Industry Domains selling registrations through their network of
1,400 global resellers.  The Industry Domains Agreement has a term
of five years.

                       Going Concern Opinion

The Company acknowledges it has had limited revenues from the
marketing and registration of '.vn' domain names as it operates in
this single industry segment.  Consequently, the Company has
incurred recurring losses from operations.  In addition, the
Company has defaulted on $612,500 of convertible debentures that
were due January 31, 2009 and currently has not negotiated new
terms or an extension of the due date on the Defaulted Debentures.
These factors, as well as the risks associated with raising
capital through the issuance of equity or debt securities creates
uncertainty as to the Company's ability to continue as a going
concern.

The Company's plans to address its going concern issues include:

     -- Increasing revenues of its services, specifically within
        its domain name registration business segment through:

        * the development and deployment of an Application
          Programming Interface which the Company anticipates will
          increase its reseller network and international
          distribution channels and through direct marketing to
          existing customers both online, via e-mail and direct
          mailings, and

        * the commercialize of pay-per-click parking page program
          for '.vn' domain registrations;

     -- Completion and operation of the IDCs and revenue derived
        from the IDC services;

     -- Commercialization and Deployment of certain new wireless
        point-to-point layer one solutions; and

     -- Raising capital through the sale of debt or equity
        securities.

There can be no assurance that the Company will be successful in
its efforts to increase revenues, issue debt or equity securities
for cash or as payment for outstanding obligations.  Capital
raising efforts may be influenced by factors outside of the
control of the Company, including, but not limited to, capital
market conditions.

The Company is in various stages of finalizing implementation
strategies on a number of services and is actively attempting to
market its services nationally in Vietnam.  As a result of capital
constraints it is uncertain when it will be able to deploy the
Application Programming Interface or construction of the IDCs.

Chang G. Park, CPA, from San Diego, California, expressed on
July 24, 2009, substantial doubt about Dot VN's ability to
continue as a going concern after auditing the company's financial
results for the years ended April 30, 2009 and 2008.  The auditing
firm reported that the company experienced losses from operations.

At July 31, 2009, the Company had total assets of $2,269,335 and
total liabilities of $11,791,040.  At July 31, 2009, the Company
had total shareholders' deficit of $9,521,705.

                           About Dot VN

Dot VN, Inc. (OTCBB: DTVI) -- http://www.DotVN.com-- provides
Internet and Telecommunication services for Vietnam.  The Company
is currently developing initiatives to offer Internet Data Center
services and Wireless applications.


ESTERLINE TECHNOLOGIES: Moody's Affirms 'Ba2' Corp. Family Rating
-----------------------------------------------------------------
Moody's Investors Service has changed the ratings outlook of
Esterline Technologies Corporation to positive from stable and
affirmed all ratings including the Ba2 corporate family rating.

The outlook change to positive reflects Esterline's record of
consistently good performance and Moody's view that the company's
credit metrics could support a higher rating.  The outlook change
acknowledges the company's increasing diversity of aerospace and
defense technology products, stable returns and cash flow
generation, and efforts to further integrate its operating
subsidiaries -- which should bode well for long-term
competitiveness.  The outlook will remain sensitive to risk of
aircraft production cuts and credit metric stress that could
follow acquisitions.

The Ba2 affirmation reflects Esterline's moderate leverage --
including success at reducing leverage following acquisition
spending -- and strong liquidity profile.  Despite declining
organic revenues thus far in FY2009 and recent plateau of backlog
growth, the affirmation contemplates that should some cuts in
commercial aircraft or defense spending occur over the rating
horizon, the Ba2 rating would likely be sustained.

The ratings are:

* $175 million senior unsecured notes due 2017 Ba2 LGD 4, to 57%
  from 58%

* $175 million senior subordinated notes due 2013 B1 to LGD 5, 88%
  from LGD 6, 91%

Moody's last rating action on Esterline occurred May 12, 2008,
when the Ba2 corporate family rating was affirmed.

Esterline Technologies Corporation, headquartered in Bellevue WA,
serves aerospace and defense customers with products for avionics,
propulsion and guidance systems.  The company operates in three
business segments: Avionics and Controls, Sensors and Systems and
Advanced Materials.  Revenues for the twelve months ending
July 31, 2009, were approximately $1.4 billion.


FAGAN RANCH INVESTMENTS: Case Summary & 5 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Fagan Ranch Investments, L.L.C.
        2940 N Swan Rd, Suite 212
        Tucson, AZ 85712

Case No.: 09-23516

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       District of Arizona (Tucson)

Judge: Eileen W. Hollowell

Debtor's Counsel: Michael W. Mcgrath, Esq.
            Mesch Clark & Rothschild
            259 North Meyer Avenue
            Tucson, AZ 85701-1090
            Tel: (520) 624-8886
            Fax: (520) 798-1037
            Email: ecfbk@mcrazlaw.com

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

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

The petition was signed by James D. Campbell, the company's
manager.

Debtor's List of 5 Largest Unsecured Creditors:

  Entity                       Nature of Claim        Claim Amount
  ------                       ---------------        ------------
Rick Engineering               Engineering Services   $18,757

Ocotillo Reserve Development   Roadway Maintenance    $16,747

Oasis Tucson                   Reimbursement of       $16,287
                               Expenses

GBP Risk Solution              Truck Insurance        $1,074

James D. Wezelman              Legal Services         $400


FAIRFAX FINANCIAL: S&P Assigns 'BB+' Subordinated Debt Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its
preliminary 'BBB-' senior unsecured debt, 'BB+' subordinated
unsecured debt, and 'BB' preferred shares ratings on Fairfax
Financial Holdings Ltd.'s US$2 billion universal shelf, which was
filed on Sept. 18, 2009.

Fairfax exhausted its prior Aug. 31, 2009, US$1 billion shelf to
fund the pending acquisition of the outstanding common shares of
Odyssey Re that it currently does not own.  Standard & Poor's is
unaware of any new strategic expansion initiatives that would
require an immediate draw upon the new shelf.

The ratings reflect Fairfax's strong business and financial
profile.  Fairfax, through its insurance operating subsidiaries,
including Northbridge Financial, Crum & Forster, and Odyssey
Reinsurance, maintains a competitive presence in the North
American commercial insurance marketplace, as well as in the
global reinsurance market.  Fairfax reported consolidated pretax
operating income of US$373 million in the first half of 2009, a
satisfactory combined loss and expense ratio of 98.4%, and total
shareholders' equity of $5.6 billion.

                           Ratings List

                  Fairfax Financial Holdings Ltd.

    Counterparty Credit Rating                  BBB-/Stable/--

                   Preliminary Ratings Assigned

         Fairfax Financial Holdings Ltd.'s universal shelf

         Preliminary senior unsecured debt rating    BBB-
         Preliminary subordinated debt rating        BB+
         Preliminary preferred stock rating          BB


FALCON RIDGE: Mulls Restatement of Financials Amid Auditor's Woes
-----------------------------------------------------------------
Falcon Ridge Development, Inc., said early this month it has been
informed that its current independent auditor, Moore & Associates,
Chartered Accountants and Advisors had its Public Company
Accounting Oversight Board registration revoked on August 27,
2009.  This revocation was for violations of PCAOB rules and
quality controls.

Falcon Ridge management is in the process of evaluating the
consequences of this action and determining what if any,
corrective action is necessary including interviewing new audit
firms.  It is uncertain at this time if this will necessitate
restatement of prior financials.

Falcon Ridge has yet to file its quarterly report on Form 10-Q for
the period ended June 30, 2009.  In August, the Company said its
accountants have not been able make certain final reconciliations
to the financial statements.

As of March 31, 2009, the Company had total assets of $1,240,423
against total current liabilities of $4,499,012 and long-term
notes payable, net of current portion, of $77,123, resulting in
stockholders' deficit of $3,335,712.

In its quarterly report on Form 10-Q for the period ended
March 30, 2009 -- filed in July 2009 -- the Company noted it has
experienced significant operating losses during fiscal years ended
September 30, 2008 and 2007, of $4,572,620 and $1,290,190
respectively.  For the six months ended March 31, 2009, the
Company lost an additional $2,381,707 and had an accumulated
deficit of $9,731,341 at that date.  The Company incurred a
negative cash flow from operating activities of $289,435 for the
year ended September 30, 2008, and a negative cash flow from
operating activities of $9,788 for the six months ended March 31,
2009.  Implementation of its business plan is dependent upon its
ability to raise additional capital.  The Company is in default on
its mortgage to Metro Loan Corp in principal amount of $1,150,000
secured by the Spanish Trails development.  In the event the
lender initiates foreclosure proceedings and the Company is unable
to resolve the situation in its favor, the Company's major revenue
producing asset will be lost.  Management will then have to locate
and finance a profitable replacement business activity.  The
Company is in default on its note to Freedom Financial in its
principal amount of $200,000.  These matters raise substantial
doubt about the Company's ability to continue as a going concern.
Management is searching for additional business opportunities to
generate revenue sufficient to enable to Company to achieve
profitable operations.  There is no guarantee that management will
be successful in its endeavors.

Falcon Ridge Development, Inc., is engaged in the real estate
industry and acquires tracts of raw land and develops them into
communities, including, lots for sale to homebuilders and homes
for sale to the public.  These operations are predominantly
located in the City of Rio Rancho, New Mexico and Belen, New
Mexico.  Since inception, the Falcon Ridge has developed one
property known as Sierra Norte.


FONTAINEBLEAU LV: M&M Lienholders Want to File Lawsuit
------------------------------------------------------
Holders of mechanic's and materialmen's liens holding in excess
of $111,000,000 -- the M&M Lienholders -- ask the Court to enter
an order:

   (a) modifying the automatic stay pursuant to Section 362(d)
       to permit them to file an action in Nevada state court
       solely to determine the validity, extent, and priority of
       all lien claims recorded against the "Tier A" casino
       hotel resort -- the Project -- but not to foreclose; and

   (b) providing that the provisions of Rule 4001(a)(3) of the
       Federal Rules of Bankruptcy Procedure be waived.

Under Rule 4001(a)(3), a Court's order that lifts an automatic
stay doesn't go into effect until 10 days after the date of the
entry of the order.

The substantial prejudice to the M&M Lienholders and other lien
claimants if the stay is not modified compared to the minimal or
non-existent prejudice to Debtors if the stay is modified favors
modifying the automatic stay, says Philip. J. Landau, Esq., at
Shraiberg, Ferrara & Landau P.A., Boca Raton, Florida.

Mr. Landau tells the Court that for almost 90 days, the Debtors
have failed to locate a buyer or funding for the Project.  The
Term Lenders have succeeded in priming the liens of the M&M
Lienholders and other lien claimants by having the use of cash
collateral be deemed postpetition financing, thereby converting
the prepetition debt into postpetition liens which prime those of
the lienholders.

In addition to the amount of the priming liens of the Term
Lenders and the amounts owned to holders of mechanics' and
materialmen's liens, approximately $1,711,700,000 is owed
to the Term Lenders, he says.

According to Mr. Landau, with each interim cash collateral order,
Debtors' minimal interest in the outcome of the Chapter 11 cases
decreases while the Term Lenders obtain ever larger liens which
prime the interests of the M&M Lienholders and other lien
claimants.  Thus, with each interim cash collateral order, the
value of the liens of the M&M Lienholders and other lien
claimants is further eroded.

Mr. Landau adds that the affirmative action is exactly the relief
the Debtors and Term Lenders have forced upon mechanics' lien
claimants via the deadlines set forth in the various interim cash
collateral orders.  Because the M&M Lienholders are not seeking
to foreclose on the Project or obtain payment of their claims
without further order of the Bankruptcy Court, the Debtors can
continue their efforts to find capital as the lien litigation
proceeds.

Moreover, the issues in the pending litigation involve only
Nevada law, and thus the special expertise of Bankruptcy Court is
unnecessary to resolve the substantive issues, Mr. Landau
explains.

Lienholder Colasanti Specialty Services, Inc., informs the Court
that to the extent that the Motion seeks modification of the
automatic stay for the purpose of permitting the Nevada state
court to determine the extent, validity, and priority of all
liens against the Project under Nevada law, Colasanti would
agree with the Motion and further expand the relief requested to
include the lien claims of all lien claimants, specifically
including its claim of lien.

                  About Fontainebleau Las Vegas

Fontainebleau Las Vegas Holdings, LLC --
http://www.fontainebleau.com/-- is constructing a luxury resort,
Fontainebleu Las Vegas, on the northern end of the Las Vegas
Strip.

Fontainebleau Las Vegas Holdings, LLC, Fontainebleau Las Vegas,
LLC, Fontainebleau Las Vegas Capital Corp. filed for Chapter 11
protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case No.
09-21481).  Judge A. Jay Cristol presides over the Debtors' cases.
Scott L Baena, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP,
represents the Debtors in their restructuring efforts.  The
Debtors' Financial Advisor are Moelis & Company LLC and Citadel
Derivatives Group LLC.  The Debtors' Special Litigation Counsel is
David M. Friedman, Esq., at Kasowitz, Benson, Torres & Friedman
LLP and the Debtors' Special Counsel is Jack J. Kessler, Esq., and
Alan Rubin, Esq., at Buchanan Ingersoll & Rooney PC.  The Debtors'
Claims Agent is Kurtzman Carson Consulting LLC.  Attorneys at
Genovese Joblove & Battista, P.A., and Fox Rothschild, LLP,
represent the Official Committee of Unsecured Creditors.

As of June 9, 2009, Fontainebleau Las Vegas LLC listed more than
$1 billion in debt and a similar amount in assets, while each of
Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas
Holdings, LLC, listed less than $50,000 in assets and more than
$1 billion in debts.

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


FORD MOTOR: To Expand in China With Third Plant
-----------------------------------------------
Keith Naughton and Vipin V. Nair at Bloomberg News report that
Ford Motor Co. is boosting its bet on China with a new factory and
models as it tries to catch General Motors Co.  It plans to
produce high-end sedans and sport-utility vehicles at the plant,
which will be built in Chongqing, southern China.  The high-end
sedans are expected to compete against GM's Buick models, while
the sport-utility vehicle will capitalize on demand for that
category in China said Brian Johnson, a Chicago-based Barclays
Capital analyst.

Ford ranks 12th in China with 2.8% of sales, Bloomberg said,
citing auto researcher J.D. Power & Associates.  GM, which emerged
from a U.S. government-sponsored bankruptcy July 10, outsells Ford
by 3-to-1 in China, building twice as many vehicles.

                         About Ford Motor

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

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

                           *     *     *

As reported by the Troubled Company Reporter on April 15, 2009,
Standard & Poor's Ratings Services said it raised its ratings on
Ford Motor Co. and related entities, including the corporate
credit rating, to 'CCC+' from 'SD-'.  The ratings on Ford Motor
Credit Co. are unchanged, at 'CCC+', and the ratings on FCE Bank
PLC, Ford Credit's European bank, are also unchanged, at 'B-',
maintaining the one-notch rating differential between FCE and its
parent Ford Credit.  S&P said that the outlook on all entities is
negative.

Moody's Investors Service in December 2008 lowered the Corporate
Family Rating and Probability of Default Rating of Ford Motor
Company to Caa3 from Caa1 and lowered the company's Speculative
Grade Liquidity rating to SGL-4 from SGL-3.  The outlook is
negative.  The downgrade reflects the increased risk that Ford
will have to undertake some form of balance sheet restructuring in
order to achieve the same UAW concessions that General Motors and
Chrysler are likely to achieve as a result of the recently-
approved government bailout loans.  Such a balance sheet
restructuring would likely entail a loss for bond holders and
would be viewed by Moody's as a distressed exchange and
consequently treated as a default for analytic purposes.


FORUM HEALTH: Reaches Agreement With Secured Lenders
----------------------------------------------------
Larry Ringler at Tribune Chronicle reports that Forum Health
spokesperson Vince Bevacqua said that the Company has resolved its
secured lenders' objections and will move toward a plan to exit
Chapter 11 bankruptcy.

No new deadline has been set for the filing of a reorganization
plan but Forum Health will work with secured lenders on a plan,
Tribune Chronicle states, citing Mr. Bevacqua.

According to Tribune Chronicle, specific terms of how the issues
with lenders were resolved weren't released, but one condition
calls for Forum Health to hire an interim CEO with specific health
care and hospital management experience.  Citing Forum Health, the
report states that the interim leader would be in place by the end
of September to "continue to build on the good progress made to
date".   Forum Health said in a statement that finding a permanent
CEO with health care experience will occur after the Company has
filed its reorganization plan with the bankruptcy court.

Citing Mr. Bevacqua, Tribune Chronicle says that former Forum
Health CEO Walter Pishkur started his new role as a consultant
Monday because "he has a level of expertise the system doesn't
want to waste".  The report quoted Tom Connelly -- president of
almost 450 Registered Nurses who belong to the American Federation
of State, County and Municipal Employees/United Nurses of America
Local 2026 at Trumbull Memorial -- as saying, "We do not agree he
should be kept [as a consultant].  We tried to tell them in
November that he wasn't the right man for the job.  Now we'll be
subjected to someone new who's not from around here."  According
to the report, Mr. Bevacqua said that Mr. Pishkur's role as
consultant is intended to be temporary.

Forum Health, Tribune Chronicle relates, said that these chief
operating officers will remain:

     -- Bob Wolleben at Trumbull Memorial Hospital in Warren,

     -- Michael Seelman at Northside Medical Center in Youngstown,
        and

     -- Marilyn Titus at Hillside in Howland will remain in place.

The lenders are no longer seeking to force the sale or closure of
Northside, as well as ask the Court to appoint a trustee to run
the system, Tribune Chronicle says, citing Mr. Bevacqua.

Mr. Bevacqua said that a court hearing set for October 21 has been
canceled, according to Tribune Chronicle.

Based in Warren, Ohio, Forum Health -- http://www.forumhealth.org/
-- offers health care services.  The primary service area consists
of the northeast Ohio counties of Mahoning, Trumbull and
Columbiana; and northeast Ohio counties of Ashtabula, Geauga and
Portage and the Pennsylvania counties of Mercer and Lawrence.

Forum Health and its affiliates filed for Chapter 11 protection on
March 16, 2009 (Bankr. N.D. Ohio Lead Case No. 09-40795).  Paul W.
Linehan, Esq., and Shawn M Riley, Esq., at McDonald Hopkins LLC,
serve as lead counsel to the Debtors.  The Debtors have also
tapped Michael A. Gallo, Esq. at Nadler Nadler & Burdman Co., LPA
as co- counsel; Kurtzman Carson Consultants LLC as claims,
noticing and balloting agent; and Huron Consulting Services LLC as
financial advisors.  Alston & Bird LLP represents the official
committee of unsecured creditors formed in the Chapter 11 cases.
At the time of its filing, Forum Health estimated that it had
assets and debts both ranging from $100 million to $500 million.


GENERAL GROWTH: 55 Units' Schedules Of Assets And Liabilities
-------------------------------------------------------------
Fifty-five debtor affiliates of General Growth Properties, Inc.,
disclose assets ranging from $156,716 to $1,045,188,547 and
liabilities ranging from $5,469 to $2,599,624,222:

Debtor                                  Assets      Liabilities
------                                  ------      -----------
Fashion Show Mall LLC            $1,045,188,547    $648,762,424
See http://bankrupt.com/misc/09-12026SAL.pdf
See http://bankrupt.com/misc/09-12026SOFA.pdf

Grand Canal Shops II, LLC           693,882,070     398,065,735
See http://bankrupt.com/misc/GrandCanalSAL.pdf
See http://bankrupt.com/misc/GrandCanalSofA.pdf

North Star Mall, LLC                476,884,150     233,493,044
See http://bankrupt.com/misc/09-12207SAL.pdf
See http://bankrupt.com/misc/09-12207SOFA.pdf

Willowbrook Mall, LLC               433,766,010     159,652,307
See http://bankrupt.com/misc/09-12321SAL.pdf
See http://bankrupt.com/misc/09-12321SOFA.pdf

Woodbridge Center Property, LLC     426,530,385     208,743,124
See http://bankrupt.com/misc/WoodbridgeCenterSAL.pdf
See http://bankrupt.com/misc/WoodbridgeCenterSOFA.pdf

Lakeside Mall Property, LLC         365,120,678     181,139,474
See http://bankrupt.com/misc/LakesideMallSAL.pdf
See http://bankrupt.com/misc/LakesideMallSofA.pdf

Ridgedale Center, LLC               268,318,438     178,977,153
See http://bankrupt.com/misc/09-12237SAL.pdf
See http://bankrupt.com/misc/09-12237SOFA.pdf

Mayfair Mall, LLC                   219,408,749   1,514,237,891
See http://bankrupt.com/misc/MayfairMallSAL.pdf
See http://bankrupt.com/misc/MayfairMallSOFA.pdf

Eastridge Shopping Center L.L.C.    217,585,960     171,882,955
See http://bankrupt.com/misc/EastridgeShoppingSAL.pdf
See http://bankrupt.com/misc/EastridgeShoppingSOFA.pdf

U.K.-American Properties, Inc.      157,840,311     127,442,047
See http://bankrupt.com/misc/UKAmericanSAL.pdf
See http://bankrupt.com/misc/UKAmericanSofA.pdf

Boulevard Associates                134,828,904     108,422,299
See http://bankrupt.com/misc/BoulevardAssociatesSAL.pdf
See http://bankrupt.com/misc/BoulevardAssociatesSOFA.pdf

Hocker Oxmoor, LLC                  129,095,149     $57,475,198
See http://bankrupt.com/misc/HockerOxmoorSAL.pdf
See http://bankrupt.com/misc/HockerOxmoorSofA.pdf

Oakwood Shopping Center Limited     125,639,172     $95,474,425
See http://bankrupt.com/misc/OakwoodShoppingSAL.pdf
See http://bankrupt.com/misc/OakwoodShoppingSofA.pdf

Baltimore Center Associates
Limited Partnership                117,566,991      81,098,995
See http://bankrupt.com/misc/BaltimoreCenterAssociatesSAL.pdf
See http://bankrupt.com/misc/BaltimoreCenterAssociatesSOFA.pdf

Southland Center, LLC               101,013,433     109,220,246
See http://bankrupt.com/misc/09-12015SAL.pdf
See http://bankrupt.com/misc/09-12015SOFA.pdf

Oglethorpe Mall L.L.C.               91,963,281     141,902,881
See http://bankrupt.com/misc/OglethorpeMallSAL.pdf
See http://bankrupt.com/misc/OglethorpeMALLSOFA.pdf

Southland Mall, L.P.                 92,619,108      82,194,819
See http://bankrupt.com/misc/SouthlandMallLPSAL.pdf
See http://bankrupt.com/misc/SouthlandMallLPSofA.pdf

GGP-Pecanland, L.P.                  78,956,332      58,511,630
See http://bankrupt.com/misc/GGPPecanlandLPSAL.pdf
See http://bankrupt.com/misc/GGPPecanlandLPSofA.pdf

Landmark Mall L.L.C.                 78,282,971         222,688
See http://bankrupt.com/misc/LandmarkMallSAL.pdf
See http://bankrupt.com/misc/LandmarkMallSofA.pdf

Baltimore Center Garage
Limited Partnership                 60,194,205          11,392
See http://bankrupt.com/misc/BaltimoreCenterSAL.pdf
See http://bankrupt.com/misc/BaltimoreCenterSofA.pdf

Ho Retail Properties I               36,359,533      38,034,324
Limited Partnership
See http://bankrupt.com/misc/09-11997SAL.pdf
See http://bankrupt.com/misc/HoRetailSofA.pdf

The Burlington Town Center LLC       51,351,505      31,789,247
See http://bankrupt.com/misc/TheBurlingtonTownSAL.pdf
See http://bankrupt.com/misc/TheBurlingtonTownSofA.pdf

West Kendall Holdings, LLC           44,338,904       1,126,731
See http://bankrupt.com/misc/WestKendallSAL.pdf
See http://bankrupt.com/misc/WestKendallSofA.pdf

Northgate Mall L.L.C.                40,335,087      45,393,274
See http://bankrupt.com/misc/NorthgateMallSAL.pdf
See http://bankrupt.com/misc/NorthgateMallSofA.pdf

Howard Hughes Properties, Inc.       37,959,522       8,469,022
See http://bankrupt.com/misc/09-12170SAL.pdf
See http://bankrupt.com/misc/09-12170SOFA.pdf

Parkview Office Building Limited
Partnership                         23,644,812          77,204
See http://bankrupt.com/misc/ParkviewOfficeSAL.pdf
See http://bankrupt.com/misc/ParkviewOfficeSofA.pdf

Two Arizona Center, LLC              22,473,368            6,192
See http://bankrupt.com/misc/09-12295SAL.pdf
See http://bankrupt.com/misc/09-12295SOFA.pdf

1201-1281 Town Center Drive, LLC     21,129,886           17,606
See http://bankrupt.com/misc/1201-1281TownCenterSAL.pdf
See http://bankrupt.com/misc/1201-1281TownCenterSofA.pdf

30 CCC Business Trust                17,916,667       2,151,274
See http://bankrupt.com/misc/30CCCSAL.pdf
See http://bankrupt.com/misc/30CCCSofA.pdf

Rouse-Arizona Retail Center          16,782,658         153,682
Limited Partnership
See http://bankrupt.com/misc/09-12012SAL.pdf
See http://bankrupt.com/misc/09-12012SOFA.pdf

Parkside Limited Partnership         15,671,514          36,768
See http://bankrupt.com/misc/ParksideLimitedSAL.pdf
See http://bankrupt.com/misc/ParksideLimitedSofA.pdf

10000 West Charleston                15,337,641      21,848,546
Boulevard, LLC
See http://bankrupt.com/misc/09-12040SAL.pdf
See http://bankrupt.com/misc/09-12040SOFA.pdf

Town Center East Business Trust      15,118,818          32,087
See http://bankrupt.com/misc/TownCenterSAL.pdf
See http://bankrupt.com/misc/TownCenterSofA.pdf

Park Square Limited Partnership      14,511,030           9,600
See http://bankrupt.com/misc/ParkSquareSAL.pdf
See http://bankrupt.com/misc/ParkSquareSofA.pdf

10 CCC Business Trust                11,782,020          78,553
See http://bankrupt.com/misc/10CCCSAL.pdf
See http://bankrupt.com/misc/10CCCSofA.pdf

Howard Hughes Canyon                 11,681,341          41,916
Pointe Q4, LLC
See http://bankrupt.com/misc/09-12168SAL.pdf
See http://bankrupt.com/misc/09-12168SOFA.pdf

1635 Village Centre                   9,445,472           5,469
Circle, LLC
See http://bankrupt.com/misc/09-12049SAL.pdf
See http://bankrupt.com/misc/09-12049SOFA.pdf

La Place Shopping, L.P.               9,236,537         197,167
See http://bankrupt.com/misc/09-11974SAL.pdf
See http://bankrupt.com/misc/09-11974SOFA.pdf

1645 Village Center                   8,862,689          56,507
Circle, LLC
See http://bankrupt.com/misc/09-12050SAL.pdf
See http://bankrupt.com/misc/09-12050SOFA.pdf

1551 Hillshire Drive, LLC             8,690,790         182,900
See http://bankrupt.com/misc/1551HillshireSAL.pdf
See http://bankrupt.com/misc/1551HillshireSofA.pdf

Arizona Center Parking, LLC           7,412,175       2,323,702
See http://bankrupt.com/misc/09-12055SAL.pdf
See http://bankrupt.com/misc/09-12055SOFA.pdf

9901-9921 Covington Cross, LLC        7,240,744      21,847,346
See http://bankrupt.com/misc/09-12051SAL.pdf
See http://bankrupt.com/misc/09-12051SOFA.pdf

10000 Covington Cross, LLC            4,557,914          30,702
See http://bankrupt.com/misc/10000CovingtonSAL.pdf
See http://bankrupt.com/misc/10000CovingtonSofA.pdf

Pecanland Anchor Acquisition, LLC     2,572,137               0
See http://bankrupt.com/misc/PecanlandAnchorSAL.pdf
See http://bankrupt.com/misc/PecanlandAnchorSofA.pdf

The Rouse Company Operating
Partnership                          2,750,450      12,026,175
See http://bankrupt.com/misc/TheRouseCoOperatingSAL.pdf
See http://bankrupt.com/misc/TheRouseCoOperatingSofA.pdf

Running Brook Business Trust          1,406,243         486,588
See http://bankrupt.com/misc/RunningBrookSAL.pdf
See http://bankrupt.com/misc/RunningBrookSofA.pdf

Benson Park Business Trust              896,988               0
See http://bankrupt.com/misc/BensonParkSAL.pdf
See http://bankrupt.com/misc/BensonParkSofA.pdf

HRD Parking, Inc.                       128,119          1,159
See http://bankrupt.com/misc/HRDParkingSAL.pdf
See http://bankrupt.com/misc/HRDParkingSofA.pdf

Fashion Place Anchor Acquisition,
LLC                                    791,790               0
See http://bankrupt.com/misc/FashionPlaceSAL.pdf
See http://bankrupt.com/misc/FashionPlaceSofA.pdf

GGP Holding II, LLC                     453,629               0
See http://bankrupt.com/misc/GGPHoldingIISAL.pdf
See http://bankrupt.com/misc/GGPHoldingIISofA.pdf

The Village of Cross Keys, LLC          220,610          11,706
See http://bankrupt.com/misc/VillageCrossKeysSofA.pdf
See http://bankrupt.com/misc/09-12306SAL.pdf

The Rouse Company LP                    175,844   2,599,624,222
See http://bankrupt.com/misc/TheRouseCompanySAL.pdf
See http://bankrupt.com/misc/TheRouseCompanySofA.pdf

White Marsh Phase II Associates         156,716               0
See http://bankrupt.com/misc/WhiteMarshPhaseIISAL.pdf
See http://bankrupt.com/misc/WhiteMarshPhaseIISofA.pdf

Rouse LLC                                     0     897,842,052
See http://bankrupt.com/misc/RouseLLCSAL.pdf
See http://bankrupt.com/misc/RouseLLCSofA.pdf

Gateway Overlook II Business Trust            0      55,132,390
See http://bankrupt.com/misc/GatewayOverlookSAL.pdf
See http://bankrupt.com/misc/GatewayOverlookSofA.pdf

                       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: 45 Units' Schedules Of Assets And Liabilities
-------------------------------------------------------------
Forty-five debtors disclose $0 assets and $0 liabilities:

* GGP/Homart Services, Inc.
See http://bankrupt.com/misc/GGPHomartSAL.pdf
See http://bankrupt.com/misc/GGPHomartSofA.pdf

* Caledonian Holding Company, Inc.
See http://bankrupt.com/misc/CaledonianHoldingSAL.pdf
See http://bankrupt.com/misc/CaledonianHoldingSofA.pdf

* Forty Columbia Corporate Center, LLC
See http://bankrupt.com/misc/FortyColumbiaSAL.pdf
See http://bankrupt.com/misc/FortyColumbiaSofA.pdf

* Fifty Columbia Corporate Center, LLC
See http://bankrupt.com/misc/FiftyColumbiaSAL.pdf
See http://bankrupt.com/misc/FiftyColumbiaSofA.pdf

* Chattanooga Mall, Inc.
See http://bankrupt.com/misc/ChattanoogaMallSAL.pdf
See http://bankrupt.com/misc/ChattanoogaMallSofA.pdf

* GGP Savannah L.L.C.
See http://bankrupt.com/misc/GGPSavannahSAL.pdf
See http://bankrupt.com/misc/GGPSavannahSofA.pdf

* Boulevard Mall, Inc.
See http://bankrupt.com/misc/BoulevardMallIncSAL.pdf
See http://bankrupt.com/misc/BoulevardMallIncSofA.pdf

* Boulevard Mall II LLC
See http://bankrupt.com/misc/BoulevardMallIISAL.pdf
See http://bankrupt.com/misc/BoulevardMallIISofA.pdf

* Southland Mall, Inc.
See http://bankrupt.com/misc/SouthlandMallSAL.pdf
See http://bankrupt.com/misc/SouthlandMallSofA.pdf

* GGP-Pecanland II, L.P.
See http://bankrupt.com/misc/GGPPecanlandSAL.pdf
See http://bankrupt.com/misc/GGPPecanlandSofA.pdf

* Boulevard Mall I LLC
See http://bankrupt.com/misc/BoulevardMallISAL.pdf
See http://bankrupt.com/misc/BoulevardMallISofA.pdf

* Sixty Columbia Corporate Center, LLC
See http://bankrupt.com/misc/SixtyColumbiaSAL.pdf
See http://bankrupt.com/misc/SixtyColumbiaSofA.pdf

* GGP Holding Services, Inc.
See http://bankrupt.com/misc/GGPHoldingServicesSAL.pdf
See http://bankrupt.com/misc/GGPHoldingServicesSofA.pdf

* Burlington Town Center II LLC
See http://bankrupt.com/misc/BurlingtonTownSAL.pdf
See http://bankrupt.com/misc/BurlingtonTownSofA.pdf

* PC Lancaster Trust
See http://bankrupt.com/misc/PCLancasterTrustSAL.pdf
See http://bankrupt.com/misc/PCLancasterTrustSofA.pdf

* Parcity Trust
See http://bankrupt.com/misc/ParcityTrustSAL.pdf
See http://bankrupt.com/misc/ParcityTrustSofA.pdf

* Baltimore Center, LLC
See http://bankrupt.com/misc/BaltimoreCenterSAL.pdf
See http://bankrupt.com/misc/BaltimoreCenterSofA.pdf

* Parcit-IIP Lancaster Venture
See http://bankrupt.com/misc/ParcitIIPSAL.pdf
See http://bankrupt.com/misc/Parcit-IIPSofA.pdf

* GGP-Canal Shoppes, L.L.C.
See http://bankrupt.com/misc/GGPCanalShoppesSAL.pdf
See http://bankrupt.com/misc/GGPCanalShoppesSofA.pdf

* Willowbrook II, LLC
See http://bankrupt.com/misc/WillowbrookIISAL.pdf
See http://bankrupt.com/misc/WillowbrookIISofA.pdf

* TRC Willow, LLC
See http://bankrupt.com/misc/TRCWillowSAL.pdf
See http://bankrupt.com/misc/TRCWillowSofA.pdf

* GGP-Pecanland, Inc.
See http://bankrupt.com/misc/GGP-PecanlandIncSAL.pdf
See http://bankrupt.com/misc/GGP-PecanlandIncSofA.pdf

* 1251 Center Crossing, LLC
See http://bankrupt.com/misc/1251CenterSAL.pdf
See http://bankrupt.com/misc/1251CenterSofA.pdf

* Three Willow Company, LLC
See http://bankrupt.com/misc/ThreeWillowSAL.pdf
See http://bankrupt.com/misc/ThreeWillowSofA.pdf

* Franklin Park Mall, LLC
See http://bankrupt.com/misc/FranklinParkSAL.pdf
See http://bankrupt.com/misc/FranklinParkSofA.pdf

* Rouse-Arizona Center, LLC
See http://bankrupt.com/misc/09-12256SAL.pdf
See http://bankrupt.com/misc/09-12256SOFA.pdf

* GGP Ivanhoe II, Inc.
See http://bankrupt.com/misc/09-12125SAL.pdf
See http://bankrupt.com/misc/09-12125SOFA.pdf

* NSMJV, LLC
See http://bankrupt.com/misc/09-12210SAL.pdf
See http://bankrupt.com/misc/09-12210SOFA.pdf

* Prince Kuhio Plaza, Inc.
See http://bankrupt.com/misc/09-12232SAL.pdf
See http://bankrupt.com/misc/09-12232SOFA.pdf

* GGP-La Place, Inc.
See http://bankrupt.com/misc/09-12141SAL.pdf
See http://bankrupt.com/misc/09-12141SOFA.pdf

* Bakersfield Mall, Inc.
See http://bankrupt.com/misc/09-12061SAL.pdf
See http://bankrupt.com/misc/BakersfieldMallIncSofA.pdf

* DK Burlington Town Center LLC
See http://bankrupt.com/misc/DKBurlingtonSAL.pdf
See http://bankrupt.com/misc/DKBurlingtonSofA.pdf

* GGP-Burlington L.L.C.
See http://bankrupt.com/misc/GGPBurlingtonSAL.pdf
See http://bankrupt.com/misc/GGPBurlingtonSofA.pdf

* Hocker Oxmoor Partners, LLC
See http://bankrupt.com/misc/HockerPartnersSAL.pdf
See http://bankrupt.com/misc/HockerPartnersSofA.pdf

* Hickory Ridge Village Center, Inc.
See http://bankrupt.com/misc/HickoryRidgeSAL.pdf
See http://bankrupt.com/misc/HickoryRidgeSofA.pdf

* HRD Remainder, Inc.
See http://bankrupt.com/misc/HRDRemainderSAL.pdf
See http://bankrupt.com/misc/HRDRemainderSofA.pdf

* Rouse-Oakwood Shopping Center, LLC
See http://bankrupt.com/misc/RouseOakwoodSAL.pdf
See http://bankrupt.com/misc/RouseOakwoodSofA.pdf

* The Rouse Company at Owings Mills, LLC
See http://bankrupt.com/misc/RouseCompanyOwingsSAL.pdf
See http://bankrupt.com/misc/RouseCompanyOwingsSofA.pdf

* The Rouse Company of Michigan, LLC
See http://bankrupt.com/misc/09-12247SAL.pdf
See http://bankrupt.com/misc/09-12247SOFA.pdf

* Willow SPE, LLC
See http://bankrupt.com/misc/09-12319SAL.pdf
See http://bankrupt.com/misc/09-12319SOFA.pdf

* Rouse Southland, LLC
See http://bankrupt.com/misc/09-12255SAL.pdf
See http://bankrupt.com/misc/09-12255SOFA.pdf

* Southland Center Holding, LLC
See http://bankrupt.com/misc/09-12275SAL.pdf
See http://bankrupt.com/misc/09-12275SOFA.pdf

* The Rouse Company BT, LLC
See http://bankrupt.com/misc/09-12036SAL.pdf
See http://bankrupt.com/misc/09-12036SOFA.pdf

* Weeping Willow RNA, LLC
See http://bankrupt.com/misc/09-12314SAL.pdf
See http://bankrupt.com/misc/09-12314SOFA.pdf

* The Rouse Company of Minnesota, LLC
See http://bankrupt.com/misc/09-12248SAL.pdf
See http://bankrupt.com/misc/09-12248SOFA.pdf



                       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)


GEORGETOWN GOLF CLUB: Closes Golf Course After Ch 11 Bankr. Filing
------------------------------------------------------------------
Sarah Menesale at the Georgetown Record reports that Georgetown
Golf Club, Inc., has closed its golf course, function hall, and
restaurant on Andover Street, after filing for Chapter 11
bankruptcy.

According to the Georgetown Record, deposits of couples with
weddings booked in the place weren't returned, but area hotels and
country clubs have offered their services for those affected.
Georgetown Record relates that golfers are being asked to gather
any items they have at the course, and individuals who have rented
out the function halls are being told to find a new place for
their event.

Georgetown Record quoted selectman Phil Trapani as saying, "As a
landmark in Georgetown and a major contributor to our tax base,
this could affect our town budget.  I read that the club owes
$29,000 in unpaid electric bills, and $17,000 in unpaid property
taxes with another due date coming up November 1."

According to the North Shore Golf Blog, Kara M. Zaleskas at Duane
Morris LLP, Esq., who represents Georgetown Golf's principal owner
Peter Wojtkun, said that the club faces substantial claims, the
largest, allegedly $6 million, most likely coming from its
mortgage holder Sovereign Bank.

Georgetown, Massachusetts-based Georgetown Golf Club, Inc., and
its affiliates filed for Chapter 11 bankruptcy protection on
September 11, 2009 (Bankr. D. Mass. Case No. 09-18710).  Kara
Zaleskas, Esq., and Paul D. Moore, Esq., at Duane Morris LLP and
assist Georgetown Golf Club in its restructuring efforts.
Georgetown Golf Club listed $1,000,001 to $10,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


GERRYLAND INVESTMENTS: Case Summary & 3 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Gerryland Investments, Inc.
        5316 La Mirada Way
        Stockton, CA 95212

Bankruptcy Case No.: 09-40289

Chapter 11 Petition Date: September 21, 2009

Court: United States Bankruptcy Court
       Eastern District of California (Sacramento)

Judge: Michael S. McManus

Debtor's Counsel: Mitchell L. Abdallah, Esq.
                  980 9th St 16th Fl
                  Sacramento, CA 95814
                  Tel: (916) 446-1974

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
$1,571,764, and total debts of $2,382,147.

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

            http://bankrupt.com/misc/caeb09-40289.pdf

The petition was signed by Gerry P. Espinoza, president of the
Company.


GTS 900: Put Into Ch 11 Bankruptcy to Hasten Project Completion
---------------------------------------------------------------
Daniel Miller at Los Angeles Business Journal reports that one of
GTS 900 F LLC's members, Sonny Astani, has put his Concerto condo
project in L.A. into Chapter 11 bankruptcy to hasten the
completion of the $300 million development.

According to LA Business Journal, Mr. Astani said he can't wait
until October when the Federal Deposit Insurance Corp. is supposed
to disclose Corus Bank's buyer, to have the liens released so
buyers can complete their sales.  The report quoted Mr. Astani as
saying, "I decided to not wait any longer and risk losing my
buyers.  I've taken my destiny in my own hands and will go to a
local judge and explain what's happened."

LA Business Journal relates that the project's construction
lender, Corus Bank of Chicago, was shut down on September 11 by
the FDIC.  According to the report, Corus Bank has yet to fund
$33 million of the $190 million loan.  The report says that the
liens Corus Bank has on each unit are frozen.

Mr. Astani, LA Business Journal states, wants the bankruptcy court
to allow sales to proceed despite the liens, and proceeds from the
sales would be used to pay off the construction loan and
contractors.

Mr. Astani said that he decided to hold a one-day sale event,
which resulted in $31 million in sales due to the funding
shortfall, LA Business Journal relates.

GTS 900 F LLC is a business that owns a residential building known
as Concerto in Los Angeles.  According to a Web site for the
Concerto building, developed by Astani Living, all 77 loft
residences have been sold.  The Company filed for bankruptcy
protection, listing up to $500 million in assets and debt (Bankr.
C.D. Calif. Case No. 09-35127).


HAIGHTS CROSS: Cancels Registration of 11-3/4% and 12-1/2% Notes
----------------------------------------------------------------
Haights Cross Communications, Inc., filed with the Securities and
Exchange Commission a notice to terminate registration of its
11-3/4% Senior Notes due 2011 and 12-1/2% Senior Discount Notes
due 2011.

Haights Cross said there are approximately 16 holders of record of
11-3/4% Senior Notes due 2011; and there are approximately 22
holders of record of 12-1/2% Senior Discount Notes due 2011.

Haights Cross 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.

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.

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

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

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.


HARRAH'S ENTERTAINMENT: Has Go Signal to Buy Thistledown Racetrack
------------------------------------------------------------------
The United States Bankruptcy Court for the District of Delaware
has approved an agreement for the sale of Thistledown Racetrack
from Magna Entertainment Corp. to Harrah's Operating Company,
Inc., Harrah's Entertainment Inc.'s wholly owned subsidiary.
Closing of the sale is subject to satisfaction of certain
conditions and receipt of all required regulatory approvals.

As reported by the Troubled Company Reporter on September 17,
2009, according to Randall Chase at The Associated Press, Judge
Mary Walrath approved the Thistledown sale to Harrah's for a
combined total of almost $170 million.  As reported by the TCR on
September 16, 2009, Harrah's emerged as the winning bidder for
Thistledown.  Harrah's agreed to pay $42 million in cash at
closing, with the final price to be determined after certain
adjustments including changes in the track's working capital.

The AP said Harrah's Entertainment offered to make contingent
payments of $47.5 million, hinged upon successful resolution of
various legal challenges to Ohio's plan to install slot machines
at the state's seven horse tracks.

                    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.

                   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 Assigns 'B-' Rating on $750 Mil. Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' issue-level
rating to Las Vegas-based casino operator Harrah's Operating Co.
Inc.'s proposed $750 million incremental first-lien senior secured
term loan.  In addition, S&P assigned the loan a recovery rating
of '2', indicating S&P's expectation of substantial (70% to 90%)
recovery for lenders in the event of a payment default.  Harrah's
Operating Co. Inc. is a wholly owned subsidiary of Harrah's
Entertainment Inc.  Proceeds from the term loan will be used to
refinance or retire existing debt, including cash outflows
associated with cash tender offers HET has announced in
conjunction with the proposed term loan.

Under the terms of the tender offers, up to $175 million will be
used to tender for HOC's existing bonds due in 2010 and 2011 at a
price ranging from 95.50% to 99.75% of principal.  While Harrah's
financial profile is under pressure given declining cash flows and
weak credit measures, S&P believes that the slight discount to par
incorporated in the tender offers is largely a reflection of
market conditions.  S&P maintains its 'CCC+' corporate credit
rating on Harrah's and are concerned about the risk of a
restructuring over the intermediate term; however, S&P also
believes that Harrah's liquidity profile is sufficient to meet
these bonds at par upon maturity.  The incremental term loan
offering is not contingent upon the completion of the tender
offer.

At the same time, S&P placed its previously existing 'B' issue-
level rating on HOC's first-lien senior secured debt on
CreditWatch with negative implications.  Following the close of
the proposed incremental term loan, S&P plans to revise its
recovery rating on this debt to '2' from '1', given the greater
amount of first-lien senior secured debt outstanding in the
capital structure.  S&P would then concurrently lower its issue-
level rating on this debt to 'B-' (one notch higher than the
'CCC+' corporate credit rating) from 'B', in accordance with S&P's
notching criteria for a '2' recovery rating.

The corporate credit rating on HET is 'CCC+' and the rating
outlook is developing.  The rating reflects the company's weak
credit metrics and limited liquidity.  In addition, it reflects
S&P's expectation for continued negative trends in net revenues
and EBITDA over the next few quarters, which could challenge
Harrah's ability to service its debt obligations given extremely
thin EBITDA coverage of interest.

                           Ratings List

                    Harrah's Entertainment Inc.
                    Harrah's Operating Co. Inc.

     Corporate Credit Rating                CCC+/Developing/--

                            New Issue

                    Harrah's Operating Co. Inc.

            $750M first-lien sr secd term loan     B-
              Recovery Rating                      2

                        CreditWatch Action

                    Harrah's Operating Co. Inc.

                                           To             From
                                           --             ----
    Secured First Lien                     B/Watch Neg    B
      Recovery Rating*                     1              1

* Standard & Poor's does not place its recovery ratings on
  CreditWatch; however, this does not preclude S&P's recovery
  assessment from potentially changing in the future.


HARRIS INTERACTIVE: Receives Nasdaq Non-Compliance Notice
---------------------------------------------------------
Harris Interactive Inc. on September 15, 2009, received a letter
from The Nasdaq Stock Market notifying the Company that for 30
consecutive trading days preceding the date of the Notice, the bid
price of the Company's common stock had closed below the $1.00 per
share minimum required for continued listing on The Nasdaq Global
Market pursuant to Nasdaq Marketplace Rule 5450(a)(1).

The Notice also stated that, pursuant to Nasdaq Marketplace Rule
5810(c)(3)(A), the Company has been provided 180 calendar days, or
until March 15, 2010, to regain compliance with the Minimum Bid
Price Rule.  To do so, the bid price of the Company's common stock
must close at or above $1.00 per share for a minimum of ten
consecutive trading days prior to that date.

If compliance with the Minimum Bid Price Rule cannot be
demonstrated by March 15, 2010, Nasdaq will provide written
notification to the Company that the Company's common stock is
subject to delisting.  At that time, the Company may either appeal
Nasdaq's delisting determination to a Nasdaq Listing
Qualifications Panel or apply to transfer its securities to The
Nasdaq Capital Market, provided that the Company meets the initial
listing criteria, with the exception of bid price, as set forth in
Nasdaq Marketplace Rule 5505.  If the Company were to elect to
apply for such transfer and if it meets the other initial listing
criteria and its application is approved, the Company will be
notified that it has been granted an additional 180 calendar day
period in which to regain compliance with the Minimum Bid Price
Rule while on The Nasdaq Capital Market.  If the Company's
application is not approved, Nasdaq will provide written
notification that the Company's securities will be delisted.  At
that time, the Company may appeal the delisting determination to a
Nasdaq Panel.

The Company intends to actively monitor the bid price for its
common stock between now and March 15, 2010, and will consider
available options to resolve the deficiency and regain compliance
with the Minimum Bid Price Rule.

                   Annual Stockholders Meeting

The 2009 Annual Meeting of Stockholders of Harris Interactive will
be held October 27, 2009, at 161 Sixth Avenue (at Spring Street),
Sixth Floor, in New York, New York at 5:30 p.m. (local time), for
these purposes:

     1. To elect two Class I directors to the Board of Directors
        to hold office for a three-year term;

     2. To ratify the selection of PricewaterhouseCoopers LLP as
        the Company's independent registered public accounting
        firm for fiscal 2010;

     3. To approve an amendment to the Company's 2007 Employee
        Stock Purchase Plan to increase the number of shares of
        common stock reserved for issuance under that plan by
        1,000,000 shares; and

     4. To act upon such other business as may properly come
        before the meeting or any adjournment thereof.

A full-text copy of the proxy statement is available at no charge
at http://ResearchArchives.com/t/s?455f

                      About Harris Interactive

Based in Rochester, New York, Harris Interactive (NASDAQ:HPOL) --
http://www.harrisinteractive.com/-- provides custom market
research.  Harris Interactive serves clients globally through our
North American, European and Asian offices and a network of
independent market research firms.


HAVENS WINE CELLAR: Great American to Liquidate Winery
------------------------------------------------------
Great American Group(R), an auction, liquidation, and asset
valuation firm, announced Sept. 23 that it has been appointed to
conduct an orderly disposition of inventory and other specific
assets of Havens Wine Cellars in Napa, Calif.

Lester M. Friedman, Chief Executive Officer of Great American
Group's Advisory & Valuation Services division, made the
announcement, adding that the winery recently ceased all of its
ongoing operations.  Friedman, who also founded and manages Great
American's Wine Advisory Group, noted that the disposition of
Havens inventory will be conducted by a team of experts to achieve
the highest recovery on all assets.

Great American Group will be responsible for liquidating the
winery's case and bulk wine and barrels and racks, as well as its
intellectual property (IP).  The winery's IP items range from
trademarks and permits to contracts and licenses.

"Absolutely all of the winery's inventory must be sold," said
Joseph Rivkin, Great American's liquidation expert overseeing the
project. He noted that the winery's inventory has a current book
value of approximately $7 million and grape contracts, trademarks
and other items valued at several hundred thousand dollars.

"The liquidation sales will offer substantial discounts on all
inventory for other wineries, as well as for wholesale and retail
outlets," Rivkin noted.  He added that the imported wine inventory
of Billington Imports, which has been managing Havens Wine Cellars
since it acquired the winery in 2006, also is being sold as part
of the disposition of the Havens inventory.  The sales are
presently underway and expected to last several weeks.

Sold to Billington Imports in 2006 by winery founder Michael
Havens, Havens Wine Cellars was notable for its Napa and Carneros
Merlots and proprietary blends.  The latter included Havens Black
& Blue, a blend of Cabernet Sauvignon and Syrah, and Havens
Bourriquot, a blend of Cabernet Franc and Merlot. The wines were
distributed throughout the United States and also exported.

Last year, Great American Group launched a Wine Advisory Group,
with offices in Napa and Woodland Hills, Calif., to help banks and
asset-based lenders better understand the costing and financial
methods of the wine business.  Allen Balik, Senior Vice President
of the Wine Advisory Group, is assisting Rivkin with the day-to-
day disposition operations.

Great American Group (OTCBB: GAMR) (OTCBB: GAMRW) provides a full
range of asset management, disposition and financial services
through three divisions: Retail Liquidations, Auctions and
Appraisal & Valuations, with offices in Atlanta, Boston, Chicago,
London, Los Angeles, New York and San Francisco.


HAYES LEMMERZ: To Conduct Auction for Powertrain Biz on Oct. 22
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
a sale process for Hayes Lemmerz International, Inc., and its
affiliates' Powertrain business despite objection by the official
committee of unsecured creditors in the case.

The Committee objects to the proposed sale of all of the Debtors'
assets related to their powertrain components manufacturing
operations in Nuevo Laredo, Mexico.

Hayes Lemmerz International - Laredo, Inc., including the equity
interests in its non-debtor subsidiary, Industrias Fronterizas
HLI, S.A. de C.V., own and operate the powertrains manufacturing
business in Mexico.  The principal assets of HLI Laredo include
facilities, personal property, contracts, and the equity interests
of Industrias.  Industrias is the Mexican company which holds the
"maquiladoras", manufacturing facilities operating in Mexico under
special customs treatment.

The Debtors have decided to divest themselves of the Powertrain
Business as part of their restructuring efforts to focus on their
core wheel business.  The Debtors have already filed a Chapter 11
plan which will be presented to the Court for confirmation on
Oct. 15.

Prepetition, Hayes already negotiated with Harvey Holdings, LLC,
for a sale of the Powertrain Business.  However, Harvey was not
able to complete the transaction because it wasn't able to secure
funding.

Hayes has sought approval from the Bankruptcy Court to conduct an
auction where Harvey will be the lead bidder.  The parties have
reached a deal under which, absent higher and better bids, Harvey
would acquire the business for the sum of $1.00 and the amount of
cash in all of Industrias' bank accounts at the Closing of the
transaction, and the assumption of certain liabilities of HLI
Laredo.  There will also be future consideration based on
achieving certain revenues on specific programs.

The Creditors Committee believes it is appropriate to wait until
the Chapter 11 Plan goes effective before the Debtors effect a
sale of HLI Laredo.  In the event that the effective date of the
Plan does not occur and the Debtors determine to proceed with an
alternative path in the Chapter 11 cases, the assets that the
Debtors now propose to sell may be sold for greater value.  It is
thus unclear why the sale of HLI Laredo must be held at this point
in the Chapter 11 cases, the Committee states.

In its order, the Court approved an auction to be held October 21,
if additional bids are received by October 19.

The Court will convene another hearing, this time to approve the
sale to the highest bidder, on October 22.  Sale objections are
due October 15.

                           Terms of Plan

The Bankruptcy Court is scheduled to convene a hearing on
October 15, 2009, to consider confirmation of Hayes' Chapter 11
plan.

The Plan has support from secured lenders and the Official
Committee of Unsecured Creditors.

Under the Plan, the Debtors' prepetition secured lenders that
funded the operations of the Debtors through a $200 million of
debtor-in-possession financing will receive majority ownership of
the reorganized Company upon emergence from Chapter 11.

The remaining equity of the Debtors will be distributed to the
Debtors' other prepetition secured lenders and noteholders.

The noteholders and the Pension Benefit Guaranty Corp. will
receive $5 million and two tranches of warrants that will permit
them to purchase up to 10% of the new common stock.

  Class  Class Description             Recovery Under Plan
  -----  --------------------          -------------------
  1      Secured Tax Claims        Unimpaired.  100%
  2      Other Secured Claims      Unimpaired.  100%
  3      Other Priority Claims     Unimpaired.  100%
  4      Intercompany Claims       Unimpaired.  N/A
  5      Subsidiary Interests      Unimpaired.  N/A
  6      Prepetition Secured
           Claims                  Impaired.    1.1%
  7      Noteholder Claims         Impaired.     5%
  8      PBGC Termination
           Liability Claim         Impaired.     5%
  9      Other Unsecured Claims    Impaired.  .03%-.06%
  10     Subordinated Securities
           Claims                  Impaired.     0%
  11     Interests in Hayes        Impaired.     0%

A copy of the Revised Disclosure Statement is available for free
at http://bankrupt.com/misc/Hayes_Revised_DS_Blacklined.pdf

                        About Hayes Lemmerz

Originally founded in 1908, Hayes Lemmerz International, Inc.
(NasdaqGM: HAYZ) is a worldwide producer of aluminum and steel
wheels for passenger cars and light trucks and of steel wheels for
commercial trucks and trailers.  The Company is also a supplier of
automotive powertrain components.  The Company has global
operations with 23 facilities, including business, sales offices
and manufacturing facilities, located in 12 countries around the
world.  The Company sells products to every major North American,
Asian and European manufacturer of passenger cars and light trucks
and to commercial highway vehicle customers throughout the world.

The Company and certain affiliates filed for bankruptcy on
May 11, 2009 (Bankr. D. Del. Case No. 09-11655) after reaching
agreements with lenders holding a majority of the Company's
secured debt.  The Company's principal bankruptcy attorneys are
Skadden, Arps, Slate, Meagher & Flom, LLP.  Lazard Freres & Co.,
LLC, serves as the Company's financial advisors.  AlixPartners,
LLP, serves as the Company's restructuring advisors.  The Garden
City Group, Inc., serves as the Debtors' claims and notice agent.
As of January 31, 2009, the Debtors had total assets of
$1,336,600,000 and total debts of $1,405,200,000.

This is the Company's second trip to the bankruptcy court, dubbed
a Chapter 22, which was precipitated by an unprecedented slowdown
in industry demand and a tightening of credit markets.


HEALTHSOUTH CORP: To Issue Settlement Securities by September 30
----------------------------------------------------------------
Pursuant to the terms of the settlement in the federal
consolidated class action captioned In re HealthSouth Corp.
Securities Litigation, Master Consolidation File No. CV-03-BE-
1500-S, HealthSouth Corporation agreed to issue an aggregate of
5,023,732 shares of its common stock, par value $0.01 per share
and 8,151,265 warrants to purchase its common stock as part of the
consideration for the settlement and release of claims against the
Company.  Under the terms of the settlement agreement, the
Settlement Securities represented consideration valued at
$215,000,000.  As of September 15, 2009, the final court order
approving the Settlement is no longer subject to appeal.

The Company anticipates issuing the Settlement Securities by
September 30, 2009.

The Company will not receive any cash proceeds in connection with
the issuance of any of the Settlement Securities.  The terms and
conditions of the issuance of the Settlement Securities in
connection with the Settlement were approved, after a hearing upon
the fairness of such terms and conditions at which all persons to
whom it was proposed to issue the Settlement Securities in the
class action had the right to appear, by the United States
District Court for the Northern District of Alabama.  Accordingly,
the Settlement Securities are being issued in reliance on the
exemption from registration under Section 3(a)(10) of the
Securities Act of 1933, as amended.

Each Settlement Warrant confers upon its holder the right, which
may be exercised on any business day until 5:00 p.m., January 17,
2017, to purchase from the Company one share of its common stock
upon payment of the exercise price of $41.40 per share. The
complete description of the terms of the Settlement Warrants,
including the exercise thereof, will be set forth in the Warrant
Agreement to be executed between the Company and the warrant
agent.

The common stock issuable upon exercise of the Settlement Warrants
is not subject to an exemption from registration under the
Securities Act.  Therefore, pursuant to the Settlement, the
Company will register under the Securities Act the sale of the
shares of its common stock underlying the Settlement Warrants.
Additionally, the Company shall use its best efforts to list the
Settlement Warrants on the New York Stock Exchange for trading.

                      About HealthSouth Corp.

Based in Birmingham, Alabama, HealthSouth Corporation --
http://www.healthsouth.com/-- is the nation's largest provider of
inpatient rehabilitative healthcare services.  Operating in 26
states across the country and in Puerto Rico, HealthSouth serves
patients through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.

HealthSouth had $1.88 billion in total assets; and $2.55 billion
in total liabilities, and $387.4 million in convertible perpetual
preferred stock; resulting in $1.05 billion in stockholders'
deficit at June 30, 2009.  The Company's balance sheet at June 30
also showed strained liquidity, with $628.2 million in total
current assets, including $49.8 million in cash and cash
equivalents, on $706.1 million in total current liabilities.

Healthsouth carries a 'B2' long term corporate family rating from
Moody's and a 'B' long term foreign issuer credit rating from
Standard & Poor's.


HIGHLAND STREET: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Highland Street Group, LLC
        2580 South Highland Drive
        Las Vegas, NV 89109

Bankruptcy Case No.: 09-27639

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: James D. Greene, Esq.
                  Rice Silbey Reuther & Sullivan
                  3960 Howard Hughes Pkwy, Suite 700
                  Las Vegas, NV 89109
                  Tel: (702) 732-9099
                  Fax: (702) 732-7110
                  Email: jgreene@rsrslaw.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 7 largest unsecured creditors is available
for free at:

             http://bankrupt.com/misc/nvb09-27639.pdf

The petition was signed by David M. Frank.


HYDROGENICS CORP: Mails Offers for Debentures of Algonquin Power
----------------------------------------------------------------
Hydrogenics Corporation has mailed to holders of units and
convertible debentures of Algonquin Power Income Fund Offers to
Purchase and Take-over Bid Circulars dated September 21, 2009, in
connection with its offers to acquire all the outstanding units
and convertible debentures of Algonquin Power.  The Offers are
part of the non-dilutive financing transaction to be implemented
pursuant to a support agreement among Hydrogenics, the trustees of
Algonquin Power and a newly created subsidiary of Hydrogenics.

Hydrogenics is offering to purchase:

     -- all of the outstanding 6.65% convertible unsecured
        subordinated debentures of Algonquin Power Income Fund due
        July 31, 2011;

     -- all of the outstanding 6.20% convertible unsecured
        subordinated debentures of Algonquin Power Income Fund due
        November 30, 2016.

Under the Offers:

     (i) each holder of APIF Series 1 Debentures who validly
         deposits APIF Series 1 Debentures and does not withdraw
         APIF Series 1 Debentures under the Offer therefor is
         entitled to receive, at the election of such holder,
         either:

         (a) C$1,050.00 principal amount of New Series 1A
             Debentures per C$1,000.00 principal amount of APIF
             Series 1 Debentures (together with accrued and unpaid
             interest up to the day preceding the Effective Date
             paid in cash); or

         (b) 311.52 common shares of a new class of common shares
             of Hydrogenics per C$1,000.00 principal amount of
             APIF Series 1 Debentures (together with accrued and
             unpaid interest up to the day preceding Effective
             Date paid in cash), subject to the Series 1 Election
             Share Limit; and

    (ii) each holder of APIF Series 2 Debentures who validly
         deposits APIF Series 2 Debentures and does not withdraw
         APIF Series 2 Debentures under the Offer therefor is
         entitled to receive C$1,000.00 principal amount of New
         Series 2A Debentures per C$1,000.00 principal amount of
         APIF Series 2 Debentures (together with accrued and
         unpaid interest up to the day preceding the Effective
         Date paid in cash).

If the amount elected for Offeror Shares under the Series 1
Election exceeds the Series 1 Election Share Limit, the Offeror
Shares will be allocated to tendering holders pro rata based on
the principal amount of APIF Series 1 Debentures tendered by such
holders with the balance in New Series 1A Debentures.

The Offers will expire at 12:01 a.m. (local time at the place of
deposit) on October 27, 2009, unless extended or withdrawn, and
the Transaction will close at that time.

As part of the Transaction, shareholders of Hydrogenics will have
their common shares redeemed for common shares in the capital of
New Hydrogenics.  Additionally, substantially all of the assets
and liabilities of Hydrogenics will be transferred to New
Hydrogenics, New Hydrogenics will be renamed Hydrogenics
Corporation and New Hydrogenics will assume Hydrogenics' current
listings on the Toronto Stock Exchange and Nasdaq Global Market.
The Transaction will result in a cash payment of C$10.8 million to
New Hydrogenics for certain tax attributes but will not otherwise
result in a change to the Hydrogenics' business or shareholder
base.

Hydrogenics has designated and appointed CT Corporation System in
New York as its agent.

A full-text copy of the Offers to Purchase and Circular is
available at no charge at http://ResearchArchives.com/t/s?4560

A full-text copy of the Trustees' Circular recommending
Acceptance of Hydrogenics' offers is available at no charge
at http://ResearchArchives.com/t/s?4561

A full-text copy of Hydrogenics' letter to Algonquin
Debentureholders is available at no charge at:

               http://ResearchArchives.com/t/s?4562

A full-text copy of the Notice to Non-Electing Debentureholders is
available at no charge at http://ResearchArchives.com/t/s?4563

A full-text copy of the Letter of Transmittal in Respect
of Series 1 Debentures is available at no charge at:

               http://ResearchArchives.com/t/s?4564

A full-text copy of the Letter of Transmittal in Respect
of Series 2 Debentures is available at no charge at:

               http://ResearchArchives.com/t/s?4565

                         About Hydrogenics

Based in Mississauga, Ontario, Hydrogenics Corporation (TSX: HYG;
Nasdaq: HYGS) -- http://www.hydrogenics.com/-- develops and
provides hydrogen generation and fuel cell products and services,
serving the growing industrial and clean energy markets.
Hydrogenics has operations in North America and Europe.

                       Going Concern Opinion

The Company has noted it sustained losses and negative cash flows
from operations since its inception.  "We expect that this will
continue throughout 2009.  If we do not raise additional capital
before 2010, we do not expect our operations to generate
sufficient cash flow to fund our obligations as they come due,"
the Company said in a regulatory filing with the U.S. Securities
and Exchange Commission.

The Company said additional funding may be in the form of debt or
equity or a hybrid instrument depending on the needs of the
investor.  "Given the prevailing global economic and credit market
conditions, we may not be able to raise additional cash resources
through these traditional sources of financing.  Although we are
also pursuing non-traditional sources of financing, including
having entered into an agreement with the trustees of Algonquin
Power Income Fund which is anticipated to generate approximately
C$10.8 million of gross proceeds, the global credit market crisis
has also adversely affected the ability of potential parties to
pursue such transactions.  We do not believe the ability to access
capital markets or these adverse conditions are likely to improve
significantly in the near future.  Accordingly, we may have to
pursue a combination of operating and related initiatives, such as
further restructurings and/or asset sales," the Company said.

"There can be no assurances we will achieve profitability or
positive cash flows or be able to obtain additional funding or
that the transaction with the trustees of Algonquin Power Income
Fund will be completed or, if obtained, it will be sufficient, or
whether any other initiatives will be successful, such that we may
continue as a going concern.  There are material uncertainties
related to certain adverse conditions and events that cast
significant doubt on the validity of these assumptions."

As reported by the Troubled Company Reporter on July 10, 2009,
Hydrogenics said in a filing with the Securities and Exchange
Commission that its ability to continue as a going concern is
dependent on the successful execution of the Company's business
plan.  The Company's ability to continue as a going concern is
dependent on the successful execution of its business plan which
involves: (i) securing additional financing to fund its
operations; (ii) advancing product designs for efficiency,
durability, cost reduction and entry into complimentary markets;
(iii) increasing market penetration and sales; (iv) actively
managing its liquidity; and (v) retaining and engaging staff.  At
present, the success of these initiatives cannot be assured due to
the material uncertainties attributed to the Company's ability to
obtain financing and meet its revenue targets.


IMAX CORP: Gilder and Tremblant Disclose Equity Stake
-----------------------------------------------------
Gilder, Gagnon, Howe & Co. LLC discloses it may be deemed to
beneficially own 3,381,174 shares or roughly 5.5% of Imax Corp.'s
common stock.

The shares include 3,007,746 shares held in customer accounts over
which partners or employees of Gilder have discretionary authority
to dispose of or direct the disposition of the shares, 271,034
shares held in accounts owned by the partners of Gilder and their
families, and 102,394 shares held in the account of the profit-
sharing plan of Gilder.

Gilder is a Broker or Dealer registered under Section 15 of the
Securities Exchange Act of 1934 (15 U.S.C. 78o).

Tremblant Capital Group discloses it may be deemed to beneficially
own 3,744,749 shares or roughly 6.78% of Imax Corp.'s common
stock.

                       About IMAX Corporation

IMAX Corporation is one of the world's leading entertainment
technology companies, specializing in immersive motion picture
technologies.  The worldwide IMAX network is among the most
important and successful theatrical distribution platforms for
major event Hollywood films around the globe, with IMAX theatres
delivering the world's best cinematic presentations using
proprietary IMAX, IMAX(R) 3D, and IMAX DMR(R) technology.  IMAX
DMR is the Company's groundbreaking digital re-mastering
technology that allows it to digitally transform virtually any
conventional motion picture into the unparalleled image and sound
quality of The IMAX ExperienceO.  The IMAX brand is recognized
throughout the world for extraordinary and immersive entertainment
experiences for consumers.  As of June 30, 2009, there were 394
IMAX theatres (273 commercial, 121 institutional) operating in 44
countries.

As of June 30, 2009, the Company had $270.4 million in total
assets and $288.5 million in total liabilities, resulting in
$18.1 million in stockholders' deficit.

As reported by the Troubled Company Reporter on July 6, 2009,
Standard & Poor's Rating Services revised its rating outlook on
IMAX to positive from stable.  S&P affirmed the existing ratings
on the company, including the 'CCC+' corporate credit rating.


INTERNATIONAL METALS: Taps NachmanHaysBrownstein as Fin'l Advisor
-----------------------------------------------------------------
NachmanHaysBrownstein, Inc. (NHB) has been engaged as Financial
Advisor to International Metals & Chemicals Group and
MetalsAmerica, Inc. (collectively, IMCG) in connection with the
companies' bankruptcy proceedings in the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania.  IMCG is one of the leading
producers of copper anodes for electroplating, as well as supplier
of pure tin anodes.  MetalsAmerica, Inc., is the companies'
producing factory in Shelby, North Carolina, and also is the brand
name of the copper and tin anodes.  IMCG filed Ch. 11 in the
United States Bankruptcy Court for the Eastern District of
Pennsylvania on July 7, 2009.

NHB's role has included advising the Debtors in all aspects of the
marketing, sale and disposition of assets throughout the
bankruptcy process.  In a sale process run by NHB, the companies'
assets were sold on August 25, 2009, pursuant to section 363 of
the Bankruptcy Code.  The engagement was led by NHB Principal
Howard Brod Brownstein, CTP.

NHB is the country's premier mid-market turnaround and crisis
management firm, having been included among the "Outstanding
Turnaround Firms" in Turnarounds & Workouts for the past fourteen
consecutive years.  NHB has its headquarters near Philadelphia and
has offices in New York, Boston, Dallas, Los Angeles and
Wilmington.  The IMCG engagement is led by Howard Brod Brownstein,
CTP, a Principal of NHB in its Narberth, PA home office.

Other recent NHB bankruptcy engagements include Financial Advisor
to the Official Committee of Unsecured Creditors In re American
Community Newspapers, et al. (Delaware); Financial Advisor to the
Official Committee of Unsecured Creditors In re Nexpak
Corporation, et al. (Delaware); Financial Advisor to the Official
Committee of Unsecured Creditors In re We Recycle, Inc. (New
York); Financial Advisor to the Official Committee of Unsecured
Creditors In re PPI Holdings, Inc., et al. (Delaware); and
Financial Advisor to the Official Committee of Unsecured Creditors
In re Interlake Material Handling, Inc. et. al (Delaware).

Jenkintown, Pennsylvania-based International Metals & Chemicals
Group filed for Chapter 11 bankruptcy protection on July 7, 2009
(Bankr. E.D. Pa. Case No. 09-14981).  Steven D. Usdin, Esq., at
Cohen Seglias Pallas Greenhall & Furman, PC, assists the Company
in its restructuring efforts.  The Company listed up to $50,000 in
assets and up to $50,000 in liabilities.


INVERNESS MEDICAL: Moody's Assigns 'B2' Rating on $100 Mil. Notes
-----------------------------------------------------------------
Moody's Investors Service assigned B2 to the proposed $100 million
senior unsecured notes due 2016 of Inverness Medical Innovations,
Inc.  Concurrently, Moody's affirmed the company's B1 Corporate
Family and Probability of Default ratings.  The outlook for the
ratings is stable.

The proceeds from the proposed notes will be used to complete the
acquisition of Free & Clear, Inc., which offers programs which
address health risks such as tobacco use, poor nutrition, physical
inactivity and stress.  The acquisition values the company at
about 2.8 times revenue inclusive of performance-based payments of
about $30 million, and represents a significant premium based on
current cash flow generation.  The company recently completed the
acquisition of Concateno plc, Europe's largest provider of drug
and alcohol testing programs for about $235 million (about 10.7
times EBITDA).

The ratings benefit from Inverness Medical's strong competitive
position within the point-of-care diagnostic tools market, credit
metrics in line with the B1 Corporate Family Rating as well as
solid cash flow generation.  The company's diverse product
offering, supported by a track record of technological innovation,
positions the company well to serve hospitals and other healthcare
providers.  Although questions remain as to the extent of possible
synergies with the diagnostics business, the company's recent
expansion into health and wellness programs through several
acquisitions provides diversification benefits.  The company's
health management business also benefits from a diverse customer
base which includes private and government sponsored health plans,
and large employers.  Other acquisitions (ACON and the recent
Concateno transaction) provide geographical diversification
benefits.

The ratings remain constrained by Inverness Medical's relatively
high leverage in the context of an acquisitive growth strategy,
ongoing integration risk associated with material acquisitions and
technological risk inherent in the highly competitive medical
diagnostics industry.  Although clearly diversifying, the
strategic rationale for Inverness Medical's relatively recent
expansion in health management remains unproven and presents the
potential for significant incremental investment requirements and
execution risks.  Ongoing reimbursement pressures on healthcare
providers present additional headwinds.

Moody's took these rating actions:

* Affirmed the B1 Corporate Family Rating;

* Affirmed the B1 Probability of Default Rating;

* Assigned B2 (LGD5, 73%) to the proposed $100 million addition to
  the senior unsecured notes due 2016;

* Affirmed the B2 (LGD5, 73%) rated existing $150 million senior
  unsecured notes due 2016;

* Affirmed the Ba2 (LGD2, 23%) rated $150 million first lien
  revolver due 2013;

* Affirmed the Ba2 (LGD2, 23%) rated $956 million first lien term
  loan due 2014;

* Affirmed the B2 (LGD4, 58%) rated $250 million second lien term
  loan due 2015;

* Affirmed the B3 (LGD5, 88%) rated $400 million senior
  subordinated notes due 2016;

* Affirmed the (P)Ba2 rated senior secured shelf;

* Affirmed the (P)B2 rated senior unsecured shelf;

* Affirmed the (P)B3 rated senior subordinated shelf:;

* Affirmed the (P)Caa1 rated preferred shelf; and

* Affirmed the SGL-2 Speculative Grade Liquidity rating.

The outlook for the ratings is stable.

The last rating action on Inverness was taken on August 4, 2009
when the company's B1 Corporate Family Rating was affirmed in
connection with the issuance of $150 million senior unsecured
notes due 2016.

Inverness Medical Innovations, headquartered in Waltham,
Massachusetts, operates in health management, professional and
consumer diagnostics, as well as vitamins and nutritional
supplements.  The health management business includes disease
management, maternity management, and wellness.  Through its
professional and consumer diagnostics businesses, Inverness
Medical develops, manufactures and markets advanced consumer and
professional medical diagnostic products.  Diagnostic products
focus on infectious disease, cardiology, oncology, drugs of abuse
and women's health.  Reported revenues for the twelve months ended
June 30, 2009, were about $1.8 billion.


INVERNESS MEDICAL: S&P Assigns 'B-' Rating on $100 Mil. Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
issue-level rating to Waltham, Massachusetts-based Inverness
Medical Innovations Inc.'s $100 million senior unsecured notes due
Feb. 1, 2016.  The offering is a tack-on to the company's existing
$150 million 7.875% senior unsecured notes.

In addition, S&P assigned the notes a recovery rating of '6',
indicating S&P's expectation of negligible (0%-10%) recovery for
noteholders in the event of a payment default.  Proceeds from the
notes offering will be used to fund the roughly $100 million
acquisition of Free & Clear Inc., a leading Web- and phone-based
provider of services to help employers and health plans improve
the overall health of its employees and covered lives.

Our corporate credit rating on Inverness is 'B+', reflecting the
company's appetite for growth through acquisitions, the uncertain
prospects of its aggressive move into the health management
business, and it high leverage.  The company's expanding offerings
of professional rapid diagnostic products and management's
willingness to use significant equity capital financing in its
larger acquisitions partially offset those concerns.

Inverness recorded a solid second-quarter 2009 performance,
despite industry headwinds, such as lessened demand for health
management services due to employers' focus on cost cutting.  The
acquisition of Free & Clear follows the recent $170 million
acquisition of U.K.-based Concateno plc, a provider of drugs of
abuse testing.  Both acquisitions expand Inverness' product and
service offerings.

                           Ratings List

                Inverness Medical Innovations Inc.

         Corporate credit rating          B+/ Positive/--

                            New Rating

                Inverness Medical Innovations Inc.

                $100M sr unsecd nts due 2016     B-
                  Recovery Rating                6


JACOBS FINANCIAL: May 31 Balance Sheet Upside-Down by $13.5MM
-------------------------------------------------------------
Jacobs Financial Group, Inc.'s balance sheet at May 31, 2009,
showed total assets of $6,998,138 and total liabilities of
$20,594,166, resulting in a stockholder's deficit of $13,596,028.

For fiscal year ended May 31, 2009, the Company posted a net loss
of $1,448,376 compared with a net loss of $1,861,625 for the same
period in 2008.

On Sept. 14, 2009, Malin, Bergquist & Company, LLP, in Pittsburgh,
Pennsylvania, expressed substantial doubt about Jacobs Financial
Group's ability to continue as a going concern after auditing the
Company's financial statements for the fiscal years ended May 31,
2009, and 2008.  The auditor noted the company's significant net
working capital deficit and operating losses.

The Company related that losses are expected to continue until
First Surety Corporation fka West Virginia Fire & Casualty
Company, an acquired insurance company licensed to engage in
business in West Virginia, Ohio and Indiana, develops substantial
business.

A full-text copy of the Company's Form 10-K is available for free
at http://ResearchArchives.com/t/s?454e

Headquartered in Charleston, West Viginia, Jacobs Financial Group,
Inc. (OTC BB: JFGI) -- www.jacobs-financial.com/ -- through its
subsidiaries, provides investment advising, investment management,
surety business, security brokerage, and related services.
Subsidiaries include Jacobs & Co., which provides investment
advisory services; FS Investments, a holding company organized to
develop surety business through the formation and acquisition of
companies engaged in the issuance of surety bonds and FSI's wholly
owned subsidiary Triangle Surety Agency, which places surety bonds
with insurance companies.  Subsidiary Crystal Mountain Water holds
mineral property in Arkansas.


JOHN STOKES: Case Dismissal Denied, Converted to Ch. 7 Liquidation
------------------------------------------------------------------
Nancy Kimball at The Daily Inter Lake reports that the Hon. Ralph
B. Kirscher at the U.S. Bankruptcy Court for the District of
Montana has denied John Stokes' bid to withdraw his Chapter 11
bankruptcy filing and has granted the trustee's motion to convert
the bankruptcy to Chapter 7.

As reported by the TCR on May 5, 2009, Neal Jensen, assistant
trustee with the Office of the U.S. Trustee Program, claimed that
Mr. Stokes didn't include numerous assets and debts in his
bankruptcy filing.  Mr. Stokes was ordered last year to pay about
$3.8 million in a defamation lawsuit for making malicious false
statements about two neighboring businessmen on his radio show.
According to the government, Mr. Stokes didn't include that
liability in his bankruptcy case, along with back taxes he owes.
Mr. Stokes undervalued or didn't list many of his assets,
including the radio station.  Mr. Stokes had until May 6 to reply
to the trustee's motion.

The Daily Inter Lake states that Mr. Stokes said on September 3
that he is awaiting the outcome of separate lawsuits he filed
against Gardner RV and Auction owners Todd and Davar Gardner and
against his former attorney Greg Paskell.  The report quoted him
as saying, "Once I get those judgments I won't be bankrupt.  The
$3.8 million 'slander judgment the Gardners won against Stokes'
won't stand . . . . They've still got to go through the (Federal
Communications Commission, which he said owns the station's
license) E It'll take a year for that process.  They've got to
show it's in the public good to close the station E It takes seven
or eight years to close down an FCC station."

According to The Daily Inter Lake, Judge Kirscher found the case
law indicating "no merit in Debtor's contention that this Court
lacks jurisdiction to convert the case to Chapter 7 without FCC
approval.  The Debtor created the estate when he filed his Chapter
11 petition, and the estate includes the FCC radio license E the
(U.S. Trustee) is aware of the requirement for any trustee
appointed to proceed accordingly in the FCC, and Stokes'
objections can be raised and decided in that forum."

The Daily Inter Lake relates that the U.S. Trustee Office has
appointed Dick Samson to take control of the assets and make
decisions in the best interests of the creditors and designed to
preserve the value of Mr. Stokes' estate.

Mr. Samson could enter an agreement for Mr. Stokes to keep running
the station, or he could lock it up and sell the license and other
assets, The Daily Inter Lake states, citing Kalispell City
Attorney Charles Harball.  "He [Mr. Stokes] got caught up in a lot
of different stories and the bankruptcy court didn't find him very
credible.  Judge Kirscher did a good job of pointing out
inconsistencies," the report quoted Mr. Harball as saying.

John Stokes owns a Kalispell radio station.  He filed for
Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for
the District of Montana.  Mr. Stokes' bankruptcy filing includes
his two unregistered corporations, Z-600 Inc. and Skyline
Broadcasting.


KIRK CORP: Court Denies Confirmation of Plan; Oct. 6 Hearing Set
----------------------------------------------------------------
Anna Marie Kukec at Daily Herald reports that the U.S. Bankruptcy
Court for the Northern District of Illinois has denied
confirmation of Kirk Homes' reorganization plan, which intended to
continue building and paying off debt over a number of years.

According to Daily Herald, the court found that the Plan wasn't
feasible.

Daily Herald relates that Kirk CEO John Carroll met privately with
his workers for almost three hours on Tuesday after returning from
court.  Kirk spokesperson Susan Stoga said that the Company has
been huddling "to determine its best course of action," the report
states.

Daily Herald says that Kirk Homes has vowed not to close just yet,
and no liquidation order has been issued.  A hearing was set for
October 6, according to the report.

"They could still file another amended reorganization plan," Daily
Herald quoted Ms. Stoga as saying.

Kirk Homes, an industry leader in sustainable development
initiatives and preservation of open space, is currently building
communities in Bolingbrook, Hoffman Estates, Lakemoor, and
Woodstock.  Kirk Corporation is based in Streamwood, Illinois.

Kirk voluntarily filed for reorganization under Chapter 11 of the
U.S. Bankruptcy Code in the Northern District of Illinois.


KNIGHT-CELOTEX: $7.3 Mil. Bid for Danville & Lisbon Falls Plants
----------------------------------------------------------------
On Sept. 11, 2009, Barry A. Chatz, the Chapter 7 Trustee
overseeing the liquidation of Knight-Celotex, LLC and Knight
Industries I LLC, entered into an Asset Purchase Agreement with
MFC Acquisition, Inc., and on that same day, David M. Baker, the
court-appointed receiver for various non-debtor affiliates,
entered into agreements with MFC to sell the company's Danville
and Lisbon Falls plants.

As set forth in detail in the Purchase Agreements, MFC has agreed
to purchase substantially all of the personal and real property of
the Sellers located at the Lisbon Falls and Danville Plants for
the aggregate purchase price of $7,300,000, subject to higher and
better offers through an auction process being conducted by the
Trustee and the Receiver.

On Sept. 14, 2009, the Trustee filed a motion pursuant to sections
105(a), 363 and 365 of the Bankruptcy Code, and Rules 2002, 6004
and 6006 of the Federal Rules of Bankruptcy Procedure: (I) (A) for
approval of bidding procedures with respect to the sale of
substantially all of the assets of the Debtors; (B) granting
certain bid protections to the Purchaser; (C) approving the form
and manner of notices concerning the sale; (D) approving a
protocol among the Bankruptcy Court and the District Court
concerning the auction and sale; and (E) setting sale hearing
dates in the Bankruptcy Court and the District Court; and (II) (A)
approving the sale of the Purchased Assets to the Purchaser or a
Successful Bidder submitting a higher or otherwise better bid; (B)
authorizing the assumption and assignment of certain executory
contracts and unexpired leases; (C) authorizing the assumption of
certain liabilities; and (D) authorizing the termination or
rejection of certain executory contracts.  On that same day, the
Receiver filed a motion seeking substantially similar relief in
the District Court with respect to its sale of the real property
of the non-Debtor affiliates.

On Sept. 17, 2009, the Bankruptcy Court entered a Bidding
Procedures Order approving bidding procedures for the sale of the
Debtors' assets through an auction process to the highest and best
bidder(s).  On Sept. 17, 2009, the District Court entered a
substantially similar order with respect to the Receiver.

                    Oct. 2 Bid Deadline

Pursuant to the Bidding Procedures, any Qualified Bidder that
wishes to submit a bid for the Purchased Assets, or other assets
of the Debtors and their non-Debtor affiliates subject to the
Bidding Procedures, must submit a Qualified Bid by the bid
deadline of Oct. 2, 2009 at 12:00 p.m. (prevailing Central time).

                      Oct. 5 Auction

Qualified Bidders who submit a timely Qualified Bid will be
invited to participate at an auction, which will be conducted on
Oct. 5, 2009, at 9:00 a.m. (prevailing Central time)

Any party: (i) interested in obtaining copies of the Sale Motion,
the Purchase Agreements, the Bidding Procedures, the Bidding
Procedures Order, or any other documents associated with the sale
of the assets of the Debtors and their affiliates; or (ii) wishing
to inquire as to the submission of a bid for some or all of such
assets, may contact:

  Counsel to the Trustee:

       Richard S. Lauter, Esq.
       Thomas R. Fawkes, Esq.
       FREEBORN & PETERS LLP
       311 South Wacker Drive, Suite 3000
       Chicago, IL 60606

           - or -

  Counsel to the Receiver:

       Christopher J. Horvay, Esq.
       Mark E. Leipold, Esq.
       GOULD & RATNER LLP
       222 North LaSalle Street, Suite 800
       Chicago, IL 60601

Knight-Celotex, LLC, and Knight Industries I LLC filed voluntary
chapter 11 petitions (Bankr. N.D. Ill. Case Nos. 09-11200 and 09-
12219) on April 6, 2009.  On June 11, 2009, the Debtors' cases
were converted to cases under Chapter 7 of the Bankruptcy Code,
and Barry A. Chatz at Arnstein & Lehr LLP in Chicago was appointed
as the Chapter 7 trustee of the Debtors' estates.

On May 29, 2009, Bank of America, N.A., filed an amended complaint
(N.D. Ill. Case No. 09-CV-2019) seeking foreclosure against real
property owned by certain non-Debtor affiliates.  On June 22,
2009, David M. Baker was appointed as the receiver of these non-
Debtor affiliates.

The Debtors and certain of their affiliates are engaged in the
business of manufacturing and selling fiberboard, and operate
manufacturing facilities located in Lisbon Falls, Maine; Danville,
Virginia; Sunbury, Pennsylvania; and Merrero, Louisiana.  The land
and buildings are owned by the non-Debtor affiliates that are the
subject of the Receivership, and all personal property in the
Plants is the property of the Debtors' estates.


LAKEWATCH LLC: Case Summary & 14 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Lakewatch, LLC
        50 First Watch Drive, Moneta, VA 24121
        P.O. Box 759
        Hardy, VA 24101

Case No.: 09-72402

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Western District of Virginia (Roanoke)

Judge: Chief Judge Ross W. Krumm

Debtor's Counsel: George A. McLean Jr., Esq.
            PO Box 1264
            Roanoke, VA 24006
            Tel: (540) 982-8430
            Email: cindy@gml.roacoxmail.com

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

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

The petition was signed by Edward C. Park III, the company's
manager.

Debtor's List of 14 Largest Unsecured Creditors:

  Entity                       Nature of Claim        Claim Amount
  ------                       ---------------        ------------
Franklin County YMCA                                  $160,000

Valley Excavating LLC          Excavation             $104,905

County of Bedford                                     $78,238
Rebecca C. Jones, Treasurer                           ($0 secured)

Blue Ridge Mountain Cabinets   Cabinetry              $55,000

HSMM                           Professional           $21,368
                               Services

Collier County Tax Collector                          $20,238
County Court House                                    ($0 secured)

Earth Environmental            Consulting             $14,594
Consultants

Stuart Law Firm PLLC           Legal Fees             $8,506

Thai San LLC                                          $8,004

Falcon Design                  Services Rendered      $4,900

Collier County Tax Collector   Personal Property      $1
County Court House             taxes

County of Franklin             Personal Property      $1
c/o Lynda Messenger, Treasurer taxes

Virginia Department of         Taxes                  $1
Taxation
OCC/Bankruptcy

Internal Revenue Services      Taxes                  $1


LENNY DYKSTRA: Trustee Conducts Probe on Property Dispositions
--------------------------------------------------------------
According to Bill Rochelle at Bloomberg, the Chapter 11 trustee
for Lenny Dykstra is conducting an investigation into the
disposition of personal property both before and after the Chapter
11 filing in July.  Mr. Dykstra's World Series ring, which was
pawned before filing, is scheduled for auction next month by the
pawn broker, the trustee's court filing says.  Other property that
was pawned after bankruptcy is also being marketed for sale.

Mr. Dykstra has lost control of his Chapter 11 bankruptcy, with
the management of his financial affairs being handed over to the
trustee.  The appointment of the trustee automatically ended
Mr. Dykstra's exclusive right to propose a plan.  The trustee was
appointed after creditors alleged Mr. Dykstra improperly disposed
of property.

Westlake Village, California-based Lenny Dykstra is a former Major
League Baseball All-Star.  He was center fielder for the New York
Mets and Philadelphia Phillies.  He filed for Chapter 11
bankruptcy protection on July 7, 2009 (Bankr. C.D. Calif. Case No.
09-18409).  M Jonathan Hayes, Esq., at the Law Office of M
Jonathan Hayes, in Northridge, California, assists the Debtor in
his restructuring effort.  The Debtor listed up to $50,000 in
assets and $10,000,001 to $50,000,000 in debts.


LONG ISLAND COPYING: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Long Island Copying & Printing Corp.
        999 Gould Street
        New Hyde, NY 11040

Bankruptcy Case No.: 09-48184

Chapter 11 Petition Date: September 22, 2009

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

Judge: Elizabeth S. Stong

Debtor's Counsel: Eric J. Snyder, Esq.
                  Siller Wilk LLP
                  675 Third Avenue, 9th Floor
                  New York, NY 10017
                  Tel: (212) 421-2233
                  Fax: (212) 752-6380
                  Email: esnyder@sillerwilk.com

Estimated Assets: $0 to $50,000

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 Thomas John, president of the Company.


LOUISIANA-PACIFIC CORP: Stock Issuance Won't Affect S&P's Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that its rating and
outlook on Louisiana-Pacific Corp. (BB/Negative/--) are unchanged
by LP's announcement that it plans to issue 18 million shares of
its common stock.  The oriented strandboard and wood product
manufacturer plans to use the proceeds from the equity offering to
retire up to 35% of its $375 million senior secured notes due 2017
and for general corporate purposes.  S&P considers the equity
offering and sizable debt reduction to be positive for credit
quality and in keeping with management's commitment to maintain a
moderate capital structure.  The ratings also depend on LP
maintaining ample liquidity to protect creditors against the
negative effects of earnings and cash flow volatility, and, if the
transactions are successful, the company will have about the same
amount of cash as adjusted debt.

Nevertheless, S&P believes that LP is likely to continue to
generate modestly negative EBITDA for the next several quarters as
market conditions remain poor, although S&P believes housing
markets may have reached a bottom.  With prospects for continuing
operating losses, free cash flow, in S&P's view, will also likely
continue to be modestly negative.  As a result, S&P expects credit
measures to remain very weak for the ratings until the housing
recovery takes hold.  S&P is unlikely to revise the outlook to
stable until S&P feels more confident that housing markets have
bottomed, that a recovery will begin in 2010, and the company
begins to generate positive EBITDA.

The completion of these transactions will also have no impact on
S&P's issue-level and recovery ratings on LP's senior secured
notes ('BBB-'; '1' recovery rating) or senior unsecured notes
('BB'; '3' recovery rating).


MAGNA ENTERTAINMENT: Dismissal of Suit vs. Stronach Denied
----------------------------------------------------------
Judge Mary Walrath at a hearing on September 22 declined to
dismiss a lawsuit filed by the Official Committee of Unsecured
Creditors of Magna Entertainment Corp. against parent MI
Developments Inc. and chairman and founder Frank Stronach.

The unsecured creditors alleged that MID and Mr. Stronach used
bogus loans to try to prevent his favorite horse-racing tracks
from being sold to repay bondholders of Magna Entertainment.

"Acting to advance MI Chairman Frank Stronach's personal desire to
retain his prized racetracks, but recognizing that a direct equity
investment would rank behind MEC's unsecured debt, and likely be
wiped out in bankruptcy (while incurring the ire of MI investors
opposed to owning racetracks), the MID Defendants labeled the
capital infusions into MEC as secured "loans" that no arm's length
lender would have made," the Creditors Committee said in a court
document.

As a result, the Creditors Committee has sued to seek the
recharacterization or equitable subordination of Stronach
affiliated companies' $375 million in purported secured claims.
If the claims are not demoted, MID would be paid ahead before
unsecured creditors.

Fashioning the investment as "debt" provided Mr. Stronach a
"head's I win, tails you lose" hedge -- if MEC thrived, the loans
could be repaid and Mr. Stronach could retain control though his
original equity, but if the company went into bankruptcy,
Mr. Stronach could leapfrog over unsecured creditors and retain
the desired racetrack assets though a credit bid, the Creditors
Committee's lawyer, Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones LLP, said in a court filing.

MID claims, in its Motion to Dismiss, that the central "scheme"
underlying the unsecured creditors' case is "implausible".  It
noted, among other things that, had the scheme existed,
Mr. Stronach would not have made a personal $20 million dollar
equity investment in MEC in 2007 for its debt elimination plan.
If Mr. Stronach suspected that MEC would file for bankruptcy, he
would not have made a $20 million equity investment, which is now
worthless.  MID noted that if it was the grand scheme of
Mr. Stronach to maintain control of MEC's racetracks and other
assets, MID would not have withdrawn its stalking horse bid for
the racetracks following a mere objection by the Creditors
Committee.

According to Steven Church at Bloomberg News, Judge Walrath ruled
at the Sept. 22 hearing that she felt obligated to allow the
lawsuit to go to trial because there was evidence supporting the
unsecured creditors' position.  She warned them that they would
face a higher legal standard should the case actually come to
trial.  "I do acknowledge that this is a very close case," Judge
Walrath said in court.

                     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.


MARC ECKO ENTERPRISES: May Sell Brand Name to Iconix
----------------------------------------------------
Designer Marc Ecko is in talks to sell a controlling interest in
his trademark to Iconix to pay off debts, The New York Post
reports.  Under the deal, Iconix would immediately pay half of the
more than $100 million Marc Ecko owes to Li & Fung -- a global
trading company that helps manufacture Marc Ecko's clothes.

Additionally, Iconix has discussed taking the remainder of the
debt onto its own balance sheet, the report said.

The transaction could be announced within the next two weeks,
according to NY Post.  A potential stumbling block, however, is
Mr. Ecko, who is Mark Ecko Enterprise's chairman and chief
creative officer and Seth Gerszberg, the Company's CEO, have not
reached an agreement.

According to NY Post, Ecko, after defaulting on a term loan of
more than $70 million from a syndicate led by CIT Group, made the
bank syndicate "comfortable" by selling off a handful of brands
and licenses this summer, including the Avirex brand.

                        About Iconix Brand

Iconix Brand Group, Inc. is a brand management company engaged in
licensing, marketing and providing trend direction for a portfolio
of owned consumer brands.  The Company owns 17 brands, Candie's,
Bongo, Badgley Mischka, Joe Boxer, Rampage, Mudd, London Fog,
Mossimo, Ocean Pacific/OP, Danskin, Rocawear, Cannon, Royal
Velvet, Fieldcrest, Charisma, Starter and Waverly, which it
licenses directly to "direct-to-retail" retailers, wholesalers and
suppliers for use across a wide range of product categories,
including apparel, footwear, sportswear, fashion accessories, home
products and decor, and beauty and fragrance.  In addition, Scion
LLC, a joint venture, in which the Company has a 50% investment,
owns the Artful Dodger brand. The Company's brands are sold across
a range of distribution channels, from the mass tier to the luxury
market. In October 2008, it acquired Waverly brand.

                    About Marc Ecko Enterprises

Privately held Marc Ecko Enterprises -- http://www.eckounltd.com/
-- was founded in 1993 by Marc Ecko, Seth Gerszberg, and Marci
Tapper.  Evolving from just six t-shirts and a can of spray paint,
Marc Ecko Enterprises has become a full-scale global fashion and
lifestyle company.  Current Marc Ecko Enterprise brands include:
*ecko unltd., Marc Ecko Cut & Sew, eckored, G-Unit, Zoo York,
Complex Media Network, Marc Ecko Entertainment, *eckoTV, and
ShopEcko.com.


MARK IV: Wins Approval of Reorganization Plan
---------------------------------------------
Mark IV announced September 23 that less than five months after
the Company entered Chapter 11, the Bankruptcy Court for the
Southern District of New York has confirmed the Company's plan of
reorganization.  The Court's approval of the plan, which had been
accepted by an overwhelming majority of Mark IV's creditors,
clears the way for Mark IV to emerge from Chapter 11 in October.

Under the plan, as confirmed by the Court, Mark IV will reduce
debt obligations on its balance sheet from approximately $1.2
billion to approximately $400 million.  The Company's senior
secured lenders will receive an 88% equity stake (before any
allocation to management) in the reorganized company and pro rata
participation in the Restructured Debt Term Loan Agreement. The
remaining 12% would be shared by the Company's unsecured
creditors, including senior secured lenders.  Current equity in
Mark IV will be cancelled and no distribution will be provided to
current equity holders under the Plan.

The Company also announced that Jim Orchard and Mark Barberio will
be co-chief executive officers of Mark IV.  Mr. Orchard served as
the Company's interim chief executive officer during the
restructuring.  Mr. Barberio, who also continues as Mark IV's
chief financial officer, joined the company in 1985.

"The Court cleared the path for Mark IV to emerge from Chapter 11
quickly with a strong, stable platform from which to operate,
invest and grow our business.   This is a tremendous
accomplishment," said Co-Chief Executive Officer of Mark IV, Jim
Orchard, in a Sept. 23 statement.

The Company is working diligently to satisfy the various
conditions to closing and is in discussions with its lenders to
finalize exit financing commitments.  Based on market feedback,
Mark IV is confident it is on track to complete this last step in
the balance sheet restructuring process.

"We are in a significantly stronger financial position today than
we have been in the last 9 years," said Co-Chief Executive Officer
and Chief Financial Officer Mr. Barberio said.  "Now with a more
rational capital structure, we look forward to not only providing
the innovation, products and services our customers worldwide have
come to expect from Mark IV, but also a future in which we can re-
invest in our global businesses and continue to grow."

The Company also noted that during the Company's brief Chapter 11
filing, customers across all of its businesses continued to
receive superior customer service with no interruption of supply.
More importantly, unlike many other companies in the automotive
sector, Mark IV was able to achieve all of its restructuring goals
without the need for special assistance from its customers.

"The significant progress we have made during our very brief
restructuring is the result of the hard work and dedication of our
employees, to whom we owe a heartfelt thanks for a job well done.
Our customers and suppliers have also stood with us through this
difficult time, and for their loyalty, we are extremely grateful,"
Messrs. Orchard and Barberio concluded.

                          About Mark IV

Headquartered in Amherst, New York, Mark IV Industries, Inc., --
http://www.mark-iv.com/-- is a privately held leading global
diversified manufacturer of highly engineered systems and
components for vehicles, transportation infrastructure and
equipment.  The company's systems and components are designed to
promote a cleaner and safer environment and include power
transmission, air admission and cooling, advanced radio frequency,
and information display technologies.  The company has a
geographically diverse innovation, marketing and manufacturing
footprint, and employs 4,200 people across 18 manufacturing and 20
distribution/technical centers in 16 countries.

Mark IV filed voluntary petitions for reorganization on April 30,
2009 (Bankr. S.D.N.Y. Lead Case No. 09-12795).  Attorneys at
Skadden, Arps, Slate, Meagher & Flom LLP, served as the Debtors'
counsel.  Personnel at Zolfo Cooper served as restructuring
advisors.  Houlihan Lokey served as Investment bankers and
financial advisors and Sitrick and Company was tapped as public
relations advisor.  Steven M. Fuhrman, Esq., at Simpson Thacher &
Bartlett LLP, represented JPMorgan Chase Bank, N.A., the First
Lien Agent and the DIP Agent.  Scott L. Hazan, Esq., at
Otterbourg, Steindler, Houston & Rosen, P.C., represented the
Creditors' Committee.

The Debtors disclosed $100 million to $500 million in assets and
more than $1 billion in debts when they filed for bankruptcy.


MARSHALL SHIELDS: Case Summary & 11 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Marshall Shields
        11858 Caminito Sanudo
        San Diego, CA 92120

Bankruptcy Case No.: 09-14224

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Judge: James W. Meyers

Debtor's Counsel: Thomas C. Nelson, Esq.
                  550 West C Street, Suite 1850
                  San Diego, CA 92101
                  Tel: (619) 236-1245
                  Email: tom@tcnlaw.com

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

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

A full-text copy of Mr. Shields' petition, including a list of his
11 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/casb09-14224.pdf

The petition was signed by Mr. Shields.


MENASHA, WISCONSIN: Suit Filed re $24MM Steam Plant Bond Default
----------------------------------------------------------------
Bridget Freeland at Courthouse News Service reports that Menasha,
Wisc., claimed it had a business plan for a steam utility plant,
but the city "had no plan and never intended to make good on its
promises," and cheated bondholders of $24 million, an insurer and
bank say in a federal class action.  Local press reports say it's
the first municipal bond default in Wisconsin history.

Lafayette Life Insurance, American Bank and others claims that
Menasha Utilities proposed turning an old power plant into a steam
plant for local paper mills, but allowed construction funds to be
wasted and failed to secure revenue as promised.

"These notes are past due and in default," the complaint states.

The class, which includes Mercy Ridge Inc. and numerous investors,
retirement funds, unions, church groups and nonprofit
organizations, say they bought "bond anticipated notes" from
Menasha in 2005 and 2006 for the plant makeover.

They claim the 2005 bond notes were sold under the pretense that
the project would cost $12.5 million and would be supported by
Menasha's paper mills, "which are vital to Menasha's survival,"
and were the "largest employers and taxpayers" in the city at the
time.

The investors say Menasha promised to form a redemption fund to
assure that the bonds would be repaid with interest.  Menasha
claimed to have four customers for the Steam Utility plant, which
would place it at maximum output, according to the complaint.

The 2005 bondholders were told they would have "first pledge" on
repayment and that the city would leverage taxes from other
utilities to pay on the bonds if it did not see the expected
profits, the complaint states.

But the class claims that Menasha spent the first $12.5 million
quickly on unnecessary work, and later issued $11 million in
general obligation notes, which it unlawfully repaid first.

The class claims that by March of 2006 Menasha had "issued almost
$40 million in securities obligations," and had not even completed
the steam distribution system to its largest customer, SCA Tissue.

Investors say Menasha failed to mention in its 2006 business plan
that it had been in litigation with PCI Management over the
mismanagement of construction funds.  Menasha offered to settle a
$7.6 million counterclaim for a mere $860,000, the complaint
states.

The class claims that Menasha never put money into the redemption
fund, as promised, and spent $1 million elsewhere and to pay
interest on the general obligation notes.

Menasha also misrepresented its agreement with customers, the
class claims.  The plaintiffs say they were not aware that the
companies were not exclusively tied to the contracts and were
allowed use other steam sources.  The class claims it was told
that Menasha Steam Utility customers would be required to purchase
coal, when in fact they did not pay for any materials.  The class
says it was "virtually impossible for the Steam Utility to operate
at cost, let alone a profit."

Menasha promised not to sell, lease or close the plant, though it
shut the plant down in July this year, the complaint states.

The class adds that Menasha claimed that no additional
environmental permits would be needed, but the EPA and Wisconsin
Department of Natural Resources cited the city for not getting
authorization for the "technical upgrades."

Menasha has paid less than $2 million toward the $24 million
default, according to press reports.  Wisconsin media have called
it the first municipal default in Wisconsin history, which has
caused the city's credit rating to drop significantly.

The class seeks compensatory damages for federal securities fraud
and state violations, breach of contract and fiduciary duties,
common law fraud, negligent misrepresentation, unjust enrichment
and business theft.

A copy of the Complaint in The Lafayette Life Insurance Company,
et al. v. City of Menasha, Wisconsin, et al., Case No. 09-cv-64
(N.D. Ind.), is available at:

       http://www.courthousenews.com/2009/09/23/Menasha.pdf

The Plaintiffs are represented by:

         Michael A. Wukmer, Esq.
         Michael T. McNally, Esq.
         Jacob R. Cox, Esq.
         ICE MILLER LLP
         One American Square, Suite 2900
         Indianapolis, IN 46282-0200
         Telephone: (317) 236-2100
         Fax: (317) 236-2219


MERCER INT'L: Harbinger Discloses 5.5% Equity Stake
---------------------------------------------------
Harbinger Capital Partners Master Fund I, Ltd., Harbinger Capital
Partners LLC, Harbinger Holdings, LLC, and Philip Falcone disclose
holding 1,995,100 shares or roughly 5.5% of the common stock of
Mercer International Inc. as of September 9, 2009.

Mr. Falcone said the securities were not acquired and are not held
for the purpose of or with the effect of changing or influencing
the control of the Company and were not acquired and are not held
in connection with or as a participant in any transaction having
such purpose or effect.

As reported by the Troubled Company Reporter on September 14,
2009, Mercer International amended its exchange offer for any and
all of its outstanding 8.5% Convertible Senior Subordinated Notes
due October 2010 previously commenced on July 13, 2009, and
extended on August 11 and 25, 2009, to increase the total
consideration being offered to holders of the Old Notes.

Mercer is now offering to exchange each $1,000 principal amount of
Old Notes for:

     -- $1,000 in principal amount of new 8.5% Convertible Senior
        Subordinated Notes due October 2011;

     -- a premium of 17 shares of Mercer common stock;

     -- a premium of 15 warrants to purchase one share of Common
        Stock per warrant; and

     -- accrued and unpaid interest on the Old Notes to, but
        excluding, the settlement date of the Amended Exchange
        Offer.

Under the Amended Exchange Offer, Holders will receive New Notes
in the same principal amount as the Old Notes.  The New Notes will
have substantially all of the same terms as the Old Notes,
including as to interest and conversion, but the maturity date
shall be one year later.  Holders of Old Notes which are validly
tendered and accepted pursuant to the Amended Exchange Offer will
receive, in addition to the New Notes and the Interest, additional
consideration in the form of 17 shares of Common Stock and 15
Warrants per $1,000 of Old Notes.  The Warrants will be
exercisable at an exercise price of $4.25 per share of Common
Stock and will expire on October 15, 2011.

Currently, roughly $67.3 million principal amount of the Old
Notes are outstanding.

The Exchange Offer is exempt from the registration requirements of
the Securities Act of 1933, as amended, pursuant to Section
3(a)(9) thereof and will expire at 5:00 p.m. New York City time on
September 23, 2009, unless extended or earlier terminated.
Tendered Old Notes may be withdrawn prior to, but not after the
Expiration Time.

In July 2009, Standard & Poor's Ratings Services lowered its
corporate credit rating and issue-level rating on Mercer
International.  S&P lowered the corporate credit rating to 'CC'
from 'B-' and lowered the rating on the senior unsecured debt to
'CC' from 'B-'.  The rating outlook is negative.  The rating
downgrade followed Mercer's exchange offer announcement.

"The rating downgrade reflects S&P's view that the exchange is
tantamount to a default given Mercer's highly leveraged financial
profile," said Standard & Poor's credit analyst Andy Sookram.

Mercer International Inc. (Nasdaq: MERC, TSX: MRI.U) --
http://www.mercerint.com/-- is a global pulp manufacturing
company.


MERRILL LYNCH: SEC to Pursue Charges Against BofA Over Bonuses
--------------------------------------------------------------
After its settlement with Bank of America Corp. was denied by the
district court, the U.S. Securities and Exchange Commission is now
saying it will "will vigorously pursue" charges against BoA over
bonuses at Merrill Lynch, The Associated Press reports.

The SEC said in a statement that it "will take steps to prove our
case in court".  According to The AP, BofA allegedly failed to
disclose to shareholders that it had authorized Merrill Lynch to
pay up to $5.8 billion in bonuses.

The report says that the SEC has been considering its options
since U.S. District Judge Jed Rakoff called the proposed
settlement with BofA a breach of "justice and morality" and
ordered the case to trial.

"We firmly believe that the settlement we submitted to the court
was reasonable, appropriate and in the public interest," the SEC
said in a statement.

The SEC told the federal court in Manhattan on Monday that it
would proceed to trial in the case, the report states.  The AP
relates that the SEC said that if supported by the record of
evidence that develops in the trial, it could seek to charge
individual executives.  "We will use the additional discovery
available in the litigation to further pursue the facts and
determine whether to seek the court's permission to bring
additional charges in this case," the report quoted the SEC as
saying.

BofA agreed on Monday to pay the government $425 million to end an
arrangement under which public funds might have been used to
shoulder losses on $118 billion of risky assets that the company
acquired in buying Merrill Lynch, though the option wasn't used.
According to the AP, the government had argued that the BofA
benefited from the promise of protection.

                        About Merrill Lynch

Based in Charlotte, North Carolina, Bank of America --
http://www.bankofamerica.com/-- is one of the world's largest
financial institutions, serving individual consumers, small and
middle market businesses and large corporations with a full range
of banking, investing, asset management and other financial and
risk-management products and services.  The Company serves more
than 59 million consumer and small business relationships with
more than 6,100 retail banking offices, nearly 18,700 ATMs and
online banking with nearly 29 million active users.  Following the
acquisition of Merrill Lynch on January 1, 2009, Bank of America
is among the world's leading wealth management companies and is a
global leader in corporate and investment banking and trading
across a broad range of asset classes serving corporations,
governments, institutions and individuals around the world.  Bank
of America offers support to more than 4 million small business
owners.  The Company serves clients in more than 150 countries.
Bank of America Corporation stock is a component of the Dow Jones
Industrial Average and is listed on the New York Stock Exchange.

The bank needed the government's financial help in completing its
acquisition of Merrill Lynch.

Merrill Lynch & Co. Inc. -- http://www.ml.com/-- is a wealth
management, capital markets and advisory companies with offices in
40 countries and territories.  As an investment bank, it is a
leading global trader and underwriter of securities and
derivatives across a broad range of asset classes and serves as a
strategic advisor to corporations, governments, institutions and
individuals worldwide.  Merrill Lynch owns approximately half of
BlackRock, one of the world's largest publicly traded investment
management companies with more than $1 trillion in assets under
management.  Merrill Lynch's operations are organized into two
business segments: Global Markets and Investment Banking (GMI) and
Global Wealth Management (GWM).

As reported by the Troubled Company Reporter on March 27, 2009,
Moody's Investors Service lowered the senior debt rating of Bank
of America Corporation to A2 from A1, the senior subordinated debt
rating to A3 from A2, and the junior subordinated debt rating to
Baa3 from A2.  The preferred stock rating was downgraded to B3
from Baa1.  The holding company's short-term rating was affirmed
at Prime-1.


METROMEDIA STEAKHOUSES: Wants Plan Exclusivity Until Nov. 2
-----------------------------------------------------------
According to Bill Rochelle at Bloomberg News, although Metromedia
Steakhouses Co. is scheduled to confirm a Chapter 11 plan on Sept.
29 that has support from the Official Committee of Unsecured
Creditors, the Debtor is asking the bankruptcy court for an
extension of the exclusive right to propose a plan until Nov. 2.
The exclusivity hearing would take place Oct. 21.

The Plan was born from settlement of a lawsuit begun in February
by the official creditors' committee against John Kluge, who
controls the company.

As reported by the TCR, the Plan is the product of a settlement
stemming from a suit brought in February by the Creditors
Committee against John Kluge, who controls the Company.  Unsecured
creditors, under the Plan, would share an $850,000 payment and a
$3.65 million promissory note, and the payments are expected to
amount to about half of the allowed claims.  The creditors could
forgo payment and accept an equity stake in the new company.
Metromedia Steakhouses plans to change its name to Homestyle
Dining LLC after emerging from bankruptcy

                   About Metromedia Steakhouses

Plano, Texas-based Metromedia Steakhouses Company, L.P. owned,
operated and franchised family-focused restaurants operating under
the Ponderosa Steakhouse and Bonanza Steakhouse brands under the
Metromedia Restaurant Group.  Metromedia Steakhouse and three
affiliates filed Chapter 11 petitions on Oct. 22, 2008 (Bankr. D.
Del. Lead Case No. 08-12490).  Judge Mary Walrath handles the
case.  Bruce Grohsgal, Esq., and Laura Davis Jones, Esq., at
Pachulski, Stang, Ziehl Young & Jones LLP, represent the Debtors
in their chapter 11 cases.  In its bankruptcy petition, Metromedia
estimated assets of $1 million to $10 million and debts of $100
million to $500 million.

Based in Plano, Tex., S & A Restaurant Corp. --
http://www.steakandale.com,http://www.steakandalerestaurants.com,
http://www.bennigans.com/-- and other affiliated entities
operate the Bennigan's Grill & Tavern, and the Steak & Ale
restaurant chains under the Metromedia Restaurant Group.  S & A
Restaurant and 38 of its affiliates filed Chapter 7 petition
under the U.S. Bankruptcy Code on July 29, 2008 (Bankr. E.D. Tex.
Case No. 08-41898).  J. Michael Sutherland, Esq. at Carrington
Coleman Sloman & Blumenthal, represents the Debtors in their
restructuring efforts.  When the Debtors filed for bankruptcy,
they listed estimated assets of between $100,000,000 and
$500,000,000 and estimated debts of between $10,000,000 and
$50,000,000.

The Metromedia Restaurant Group, a unit of closely held
conglomerate Metromedia Company, was one of the world's leading
multi-concept table-service restaurant groups, with more than 800
Bennigan's(R), Bennigan's SPORT(TM), Steak and Ale(R), Ponderosa
Steakhouse(R) and Bonanza(TM) Steakhouse restaurants in the United
States and abroad.


MGM MIRAGE: Fitch Assigns 'CCC/RR4' Rating on $475 Mil. Notes
-------------------------------------------------------------
Fitch Ratings has assigned a 'CCC/RR4' rating to MGM MIRAGE's
$475 million 11.375% unsecured notes due 2018.  The notes were
priced at a 97.396% discount to yield 11.875%.  The net proceeds
will be used to reduce credit facility borrowings, and also for
general corporate purposes.  The offering attempts to chip away at
the company's most significant credit hurdle: the maturity of its
$5.8 billion credit facility in 2011, which had $4.1 billion
outstanding as of June 30, 2009.

After poor market demand for a proposed exchange offer that aimed
to push some 2010 maturities out to 2016, MGM responded by issuing
the unsecured private placement bonds.  With the company's credit
facility currently priced at 6%, cash interest costs would
increase by roughly $25 million if all the proceeds paid down the
credit facility.

MGM has roughly $250 million in available cash (net of estimated
cage cash) and $1.5 billion available on its revolving credit
facility as of the end of second quarter 2009 (2Q'09).  So the
company may have enough liquidity to take it through its 2010
maturities of $1.08 billion, but not the credit facility and
$530 million of other debt due in 2011.  With the double-digit
cost of new debt replacing the mid-to-high single digit cost of
debt coming due, MGM's free cash flow spread continues to
deteriorate.  As a result, the sustainability of the current
capital structure remains questionable, which is reflected in
MGM's 'CCC' Issuer Default Rating.

As of June 30, 2009, the company's last 12 months wholly owned
adjusted property EBITDA after corporate expense was
$1.43 billion.  However, it is likely to be materially lower than
that going forward because of the sale of Treasure Island, which
closed in 1Q'09, and the cannibalization impact of the CityCenter
opening later this year.  LTM cash distributions from
unconsolidated affiliates were nearly $60 million and will
continue to be pressured, as Borgata's distributions remain
limited, and the initial $494 million of CityCenter distributions
are required to be paid to Dubai World before MGM.

LTM gross interest expense was roughly $930 million, but following
recent financings, its forward annual interest expense is now
roughly $1 billion.  The company is currently spending around
$200 million in maintenance capex, but Fitch believes that level
is unsustainable.  The longer the company maintains that level of
maintenance capex, asset quality will be affected, which will
further impair the credit.  The amended credit facility limits
capex to $250 million in 2009 and $400 million in 2010.

MGM's probability of default remains sensitive to the state of the
capital markets and the ultimate impact of CityCenter on Las Vegas
and MGM's wholly owned properties.  The company can issue
additional equity, as it was able to tap the equity markets for
$1.1 billion earlier this year when default prospects were
grimmer, and the stock price is currently well above the $7 per
share price from the May 2009 issuance.  MGM maintains roughly
$1 billion of secured debt capacity, which can be used as
collateral for an additional secured debt issuance, which would
command a more attractive rate than an unsecured issuance.  Asset
sales remain an option, but the bid-ask spread on prices remain
too wide to benefit the credit, and bank lenders need to approve
any asset sale.  A debt exchange remains a possibility, as it
could be an attractive option if other alternatives can not be
executed at acceptable terms, which also underpins the company's
'CCC' IDR since it could be viewed as a default.  With the next
major maturity not until September 2010, the company is likely to
be opportunistic with respect to its financing alternatives.

Fitch continues to rate MGM:

  -- Senior secured notes due 2013, 2014, and 2017 at 'B+/RR1'
     (91%-100% recovery band);

  -- Senior credit facility at 'B-/RR3' (51%-70%, but at the low-
     end);

  -- Senior unsecured notes at 'CCC/RR4' (31%-50%);

  -- Senior subordinated notes at 'C/RR6' (0%-10%).


MIGENIX INC: Posts C$740,000 Net Loss in Quarter Ended July 31
--------------------------------------------------------------
MIGENIX Inc. posted a net loss of C$740,251 for three months ended
July 31, 2009, compared with a net loss of C$2,644,624 for the
same period in 2008.

The Company's balance sheet at July 31, 2009, showed total assets
of C$2,377,752, total liabilities of C$860,298 and stockholders'
equity of C$1,517,454.

The Company said that there is substantial doubt about its ability
to continue as a going concern.  The Company noted that its
current financial resources are expected to be sufficient for
operations into the first quarter of calendar 2010.  The Company
is currently concentrating its efforts on: (i) investigating
opportunities for the OmigardTM product candidate; (ii) obtaining
additional funds through licensing and non-dilutive financing
arrangements; and (iii) continuing to reduce expenses, however,
the outcome of these matters cannot be predicted at this time.

A full-text copy of the Company's consolidated financial
statements is available for free at:

               http://ResearchArchives.com/t/s?454d

Headquartered in Vancouver, British Columbia, Canada, MIGENIX Inc.
(TSX: MGI; OTC: MGIFF) -- http://www.migenix.com/-- is a
biopharmaceutical company engaged in the research, development and
commercialization of drugs for the treatment of infectious
diseases to advance therapy, improve health and enrich lives.


MILESTONE SCIENTIFIC: To Pay New CEO $300,000 a Year
----------------------------------------------------
Leonard Osser was appointed as Milestone Scientific Inc.'s Chief
Executive Officer on September 1, 2009.

Mr. Osser had been Milestone's Interim Chief Executive Officer
since March 2009.  Mr. Osser previously served as Milestone's
Chief Executive Officer from 1991 to 2007.

Pursuant to his appointment as CEO, Mr. Osser entered into an
Employment Agreement with Milestone, effective September 1, 2009.
The term of the Agreement is for a five-year period ending on
August 31, 2014.

Under the Agreement, Mr. Osser will receive a base compensation of
$300,000 per year.  In addition, Mr. Osser may earn annual bonuses
up to an aggregate of $400,000, payable one half in cash and one
half in common stock, contingent upon Milestone achieving
predetermined goals and targets as defined in the Agreement.

In addition, if in any year of the term of the Agreement Mr. Osser
earns a bonus, he will also be granted five-year stock options to
purchase twice the number of shares earned.  Each such option is
to be exercisable at a price per share equal to the fair market
value of a share on the date of grant (110% of the fair market
value if Mr. Osser is a 10% or greater stockholder on the date of
grant).  The options shall vest and become exercisable to the
extent of one-third of the shares covered at the end of each of
the first three years following the date of grant, but shall only
be exercisable while Mr. Osser is employed by Milestone or within
30 days after the termination of the Agreement.

                           Going Concern

The Company has incurred operating losses and negative cash flows
from operating activities since its inception, including a net
loss of $1,218,183 and $1,089,002 for the six months ended
June 30, 2009 and 2008, respectively.  At June 30, 2009, the
Company had cash and cash equivalents of $498,576 and negative
working capital of $574,386.  The working capital is negative by
the inclusion in current liabilities as of June 30, 2009, of the
$1,300,000 line of credit, due on June 30, 2010.

The Company secured a revolving line of credit in the aggregate
amount of $1.3 million from a stockholder which line was fully
borrowed at December 31, 2008.  All borrowings and interest
thereon must be repaid by June 30, 2010, and after the expiration
date of the line, may be repaid by Milestone in cash or, or at its
option, in shares of common stock.  This borrowing is classified
as a current liability as of June 30, 2009.  Additionally, the
Company borrowed $450,000 in 2008 from the same shareholder, with
a due date of January 2009.  This additional borrowing was
refinanced at December 31, 2008, and the due date was extended to
June 30, 2012.  The Company, at June 30, 2009, expects to have
sufficient cash reserves to meet all of its anticipated
obligations through December 31, 2009.

Additionally, the Company is actively pursuing the generation of
positive cash flows from operating activities through an increase
in revenue based upon management's assessment of present contracts
and current negotiations and reductions in operating expenses.  If
the Company is unable to generate positive cash flows from its
operating activities, it will need to raise additional capital.
There is no assurance that the Company will be able to achieve
positive operating cash flows or that additional capital can be
raised on terms and conditions satisfactory to the Company, if at
all.  If additional capital is required and it cannot be raised,
then the Company would be forced to curtail its development
activities, reduce marketing expenses for existing dental products
or adopt other cost saving measures, any of which might negatively
affect the Company's operating results.

The Company's recurring losses and negative operating cash flows
raises substantial doubt about its ability to continue as a going
concern.

At June 30, 2009, the Company had $3,715,290 in total assets and
$2,733,666 in total current liabilities and $437,445 in total
long-term liabilities.

Milestone Scientific Inc. is engaged in pioneering proprietary,
highly innovative technological systems and solutions for the
medical and dental markets.  From its inception, the Company has
focused its energy and resources on redefining the global standard
of care for injection techniques by making the experience more
comfortable for the patient and by reducing the anxiety and stress
of giving injections for the healthcare provider.


NEBRASKA BOOK: S&P Changes Outlook to Positive; Keeps 'B-' Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Lincoln, Nebraska-based Nebraska Book Co., and its
parent, NBC Acquisition Corp., to positive from negative.  The
'B-' corporate credit rating is affirmed.

At the same time, S&P assigned a 'B' rating to the company's
$200 million senior secured notes with a recovery rating of '2',
indicating S&P's expectation for substantial (70%-90%) recovery in
the event of payment default.

In addition, S&P raised the issue-level rating on the company's
asset-based revolving credit facility to 'B+' from 'B', and
revised the recovery rating on this issue to '1', indicating S&P's
expectation for very high (90%-100%) recovery in the event of
payment default, from '2'.  The upgrade reflects S&P's estimation
that the refinancing enhances the company's liquidity profile and
removes its near term concerns regarding covenant cushion.

"The ratings on Nebraska Book Co. Inc. and parent NBC Acquisition
Corp. reflect the company's relatively small size, lack of
business diversification, and high leverage that results in thin
cash flow protection," said Standard & Poor's credit analyst David
M. Kuntz.

Operations continue to demonstrate modest gains through margin
improvement, and S&P anticipate further stability over the near
term with some potential for positive drift.  Sales declined 3.4%
for the quarter ended June 30, 2009, with a decline in same-store
sales of 6.2%in the Bookstore Division.  Textbook Division
revenues were hurt by a 7.8% decline in units, partially offset by
a 2.0% increase in price.  Although S&P expects continued weakness
at all divisions over the near term because of lower discretionary
item purchases and shifts to used textbooks, the company should
realize benefits from on-going acquisition activity.  Operating
margins have increased slightly to 14.9% at June 30, 2009,
compared with 14.7% for the prior period in 2008, and S&P expects
margins may increase modestly over the near term as the company
continues to realize benefits from product mix shifts and expense
reduction activities.  However, these gains likely will be
tempered by operational deleveraging.

Nebraska Book maintains a leading position among used college
textbook wholesalers.  The company remains acquisitive, purchasing
eight bookstores during the quarter.  However, its lack of scale
and business diversification leaves it vulnerable to changes in
the market environment, including increased competition from
online and student-to-student transactions.  S&P remains concerned
that competition from these sources will continue to grow over the
longer term, although S&P does not expect any material impact over
the near term.


NEENAH FOUNDRY: Inks Consulting Deal with John Andrews
------------------------------------------------------
Neenah Enterprises, Inc., on September 14, 2009, entered into a
consulting and release agreement with John Andrews, Corporate Vice
President of Manufacturing of NEI, regarding the principal terms
of Mr. Andrews' retirement, his agreement to stay on in his
current capacity as a full-time employee until April 30, 2010, to
facilitate an orderly transition of his responsibilities, and an
arrangement pursuant to which Mr. Andrews will provide consulting
services to NEI following his retirement.

The consulting and release agreement provides for a 12-month
consulting period following his retirement, during which Mr.
Andrews will be paid a base consulting fee, subject to adjustment,
of $11,126 per month for his services.  The consulting and release
agreement also contains provisions prohibiting Mr. Andrews from
performing comparable services for a competitor of NEI during the
term of the agreement and for a period of one year following the
termination of the agreement.  Mr. Andrews is 64 and has been
employed by NEI for more than 20 years.

             About Neenah Enterprises & Neenah Foundry

Headquartered in Neenah, Wisconsin, Neenah Enterprises, Inc. --
http://www.nfco.com/-- is the indirect parent holding company of
Neenah Foundry Company.  Neenah Foundry Company and its
subsidiaries manufacture and market a wide range of iron castings
and steel forgings for the heavy municipal market and selected
segments of the industrial markets.  Neenah is one of the largest
independent foundry companies in the United States, with
substantial market share in the municipal and various industrial
markets for gray and ductile iron castings and forged steel
products.

Neenah Enterprises and Neenah Foundry reported a net loss for the
third quarter of fiscal 2009 was $13.3 million, a decrease of
$15.7 million compared to net income of $2.4 million for the third
quarter of fiscal 2008.  Net loss includes restructuring costs and
asset writedowns of $5.1 million in the aggregate associated with
the closures of the Company's facilities in Kendallville, Indiana,
and El Monte, California.

Net sales for the quarter ended June 30, 2009, were $72.4 million,
which were $81.9 million or 53.1% lower than the quarter ended
June 30, 2008.  The decrease was primarily the result of a 53.4%
decrease in volume, as measured in tons sold.

The Company had $299.6 million in total assets and $418.9 million
in total liabilities, resulting in $119.2 million in stockholders'
deficit.

                           *     *     *

On July 1, 2009, the Company entered into an agreement with
Tontine Capital Partners, L.P., holder of all of Neenah's 12-1/2%
Senior Subordinated Notes due 2013, to allow the Company to defer
the entire semi-annual interest payment (representing a deferral
of an interest payment of roughly $4.7 million and interest on the
previously deferred interest payment of $200,000) due on July 1,
2009.

The Company had elected to defer the payment of interest at an
annual rate of 7-1/2% due on the 12-1/2% Notes with respect to the
January 1, 2009 interest payment date (representing a deferral of
an interest payment of roughly $2.8 million), as is permitted
under the terms of the outstanding 12-1/2% Notes.  Following the
payment of interest on Neenah's 9-1/2% Senior Secured Notes due
2017 on July 1, 2009, the Company's unused availability under its
2006 Credit Facility remained below the $15.0 million threshold
applicable to its "springing" financial covenant for three
business days during the fourth quarter of fiscal 2009.

As a result, the Company will be required to measure the minimum
fixed charge coverage ratio set forth in its 2006 Credit Facility
when its financial results for the 2009 fiscal year are completed.
Based on performance through June 30, 2009, the Company expects
that it will need to obtain additional financing or an amendment
or waiver under the 2006 Credit Agreement to avoid a covenant
default.  The Company has engaged a third party as its financial
advisor to assist the Company in enhancing its liquidity position.

As reported by the Troubled Company Reporter on July 16, 2009,
Moody's Investors Service revised Neenah Foundry's Probability of
Default to Caa3/LD from Caa3.  All other ratings, including the
Corporate Family Rating of Ca and negative outlook, remain
unchanged.


NEUMANN HOMES: Hearing on Plan Disclosure Moved to Sept. 24
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
has rescheduled the hearing to consider the adequacy of the
Disclosure Statement explaining the Joint Plan of Liquidation
filed by Neumann Homes Inc. and its debtor affiliates to
September 24, 2009, at 10:30 a.m., Central time.

According to the Debtors' counsel, Stephen D. Williamson, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago,
Illinois, the Disclosure Statement Hearing will be held before
Bankruptcy Judge William V. Altenberger at Courtroom 744 at the
Everett McKinley Dirksen Courthouse, at 219 South Dearborn
Street, in Chicago, Illinois.

The Disclosure Statement Hearing was originally scheduled for
September 23, 2009.

In a recent notice of hearing agenda, the Debtors' counsel
related that the Debtors intend to commence the Disclosure
Statement Hearing for the purpose of advising the Court on the
background of their cases and recent developments affecting the
Disclosure Statement and Plan; and then seek that the Disclosure
Statement Hearing be continued to October 1, 2009 to give them
more time to address recent developments and objections that have
been filed.

The deadline for parties-in-interest to file objections to the
Disclosure Statement was September 21, 2009.  As of that date,
nine parties have expressed their opposition or limited objection
to the Disclosure Statement.

Among the objecting parties is IndyMac Ventures LLC.  IndyMac
Ventures has asked the Court to delay the Disclosure Statement
Hearing and the consideration of the proposed procedures on the
solicitation of acceptances for the Plan.

IndyMac Ventures says it seeks a two-month adjournment of the
Disclosure Statement Hearing so that it could pursue a mediation
that will resolve its concerns that have not been addressed by
the Debtors under the proposed Plan.

For one, IndyMac Ventures opposes the Debtors' proposal to
transfer back to IndyMac Ventures all of its collateral upon
confirmation of the plan, provided IndyMac Ventures agrees with
the terms of the transfer satisfactory to the Debtors.   The
Plan, IndyMac Ventures notes, also seems to suggest that the
IndyMac collateral would be forfeited to the Debtors if it does
not agree with the terms.  "The Debtors should be required to
make clear in their disclosure statement what specific terms they
believe are reasonably satisfactory to them in this regard," says
IndyMac Venture's attorney, Jonathan Friedland, Esq., at
Levenfeld Pearlstein LLC, in Chicago, Illinois.

Mr. Friedland points out that the Plan also seems to propose that
the amount of IndyMac Ventures' secured claim will be deemed to
be equal to the value of the property with the deficiency claim
being treated as a general unsecured claim.  Valuation, Mr.
Friedland insists, must be determined before IndyMac Ventures can
decide whether to vote to approve or reject the plan.  A specific
process, he adds, should be established if a valuation
determination is to be made at the confirmation hearing.

In any event, if the question of collateral valuation is not
going to be made until the confirmation hearing, the amount of
IndyMac Ventures' unsecured deficiency claim will not be known
until after IndyMac Ventures must vote, Mr. Friedland argues.
"This is less than ideal and is avoidable."

IndyMac Ventures also complains of the Debtors' proposal to
surcharge its collateral.  IndyMac Ventures thus asks the Debtors
to provide more details on their Disclosure Statement on the
treatment that the Plan proposes for holders of the special
service area bonds, and provide their creditors a copy of their
settlement agreement with their former chief executive, Kenneth
Neumann, and other concerned parties.

Other creditors also filed responses with respect to the
Disclosure Statement.  They include Action Plumbing Company Inc.,
Avenue Incorporated, Ruane Construction Inc., Wells Fargo Bank
N.A., Berkley Surety Group Inc. and the villages of Gilberts,
Wonder Lake and Antioch.

In a joint statement, APC, Avenue Incorporated and Ruane, which
together hold an approximately $5 million claim, complain the
Disclosure Statement contains almost no facts or information that
would help an investor make informed judgment about the Plan.
They relate that the Disclosure Statement document contains
numerous disclosures of provisions about the mechanics and terms
of the Plan, but provides less than a single page to a summary of
claims process, bar date and claims.

"The Debtors are required to disclose information of a kind, and
in sufficient detail, as far as reasonably practicable in light
of the nature and history of the debtor and the condition of the
debtor's books and records.  The Disclosure Statement fails to do
so," APC, Avenue Incorporated and Ruane maintain.

Wells Fargo contends that the Plan does not provide how the
transfer of a real estate in Gilberts, known as The Conservancy
Project, to IndyMac Bank will affect the existing and future
special service area taxes on the real estate.  Wells Fargo
argues that any transfer of the real estate must be subject to
those taxes and that the Debtors should disclose the terms
governing any transfer of the real estate under the Plan.

Wonder Lake and Antioch call for the amendment of the Disclosure
Statement to reflect that the Plan does not impair or affect
their rights.

Meanwhile, Berkley Surety and Gilberts clarify that they do not
oppose the Disclosure Statement.  Berkley Surety, however,
reserves its objections to the Debtors' use of cash collateral,
assumption and rejection of contracts, and the transfer of
ownership of subdivisions or properties for which it issued
surety bonds.  Gilberts also reserves its right to object to the
Plan and to treatment of IndyMac Bank's and Guaranty Bank's
collateral.

                       About Neumann Homes

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The Company has built more than 11,000 homes in some
150 residential communities.  The Company offers formal business
training to employees through classes, seminars, and computer-
based training.

The Company filed for Chapter 11 protection on November 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  The Official Committee
of Unsecured Creditors has selected Paul, Hastings, Janofsky &
Walker LLP, as its counsel in these bankruptcy proceeding.  When
the Debtors filed for protection from its creditors, they listed
assets and debts of more than $100 million.

(Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


NEW FRONTIER: 4 Colorado Dairies Went Bankrupt After Bank Closed
----------------------------------------------------------------
Experts say that at least six Colorado dairies have filed for
bankruptcy protection this year, and Colorado Farm Bureau member
Bob Winter says that several more farms are planning to do the
same, Miles Moffeit at The Denver Post reports.

According to The Denver Post, four of the businesses that filed
for bankruptcy were borrowers of New Frontier Bank, which
collapsed in April.  The report says that these businesses are:

     -- Diamond D Dairy of Longmont,
     -- Johnson Dairy of Eaton,
     -- Podtburg & Sons Dairy of Greeley, and
     -- TV Dairy of Fort Lupton.

Bankrupt companies Nichols Dairy of Canon City and Daisy Lane
Dairy of Cope relied on other banks, The Denver Post states.

The Denver Post notes that the public won't know for weeks or
months the outcome of the Federal Deposit Insurance Corp.'s August
national auction of $455 million in New Frontier loans.  The
report says that another online auction combining New Frontier's
remaining notes with those of other lenders is set for
September 29.

The Denver Post quoted state Agriculture Commissioner John Stulp
as saying, "The process is starting -- but some of the details
we'll never know because they end up in private transactions."

                        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.


NEXPAK CORP: Plan Confirmation Hearing Scheduled for Nov. 5
-----------------------------------------------------------
NexPak Corp. will seek approval from the U.S. Bankruptcy Court for
the District of Delaware of the disclosure statement explaining
its liquidating Chapter 11 plan at a hearing on September 30.

A confirmation hearing is tentatively set for Nov. 5.

According to Bill Rochelle at Bloomberg, as the consequence of a
settlement with the secured lenders, $100,000 was carved out from
the lenders' collateral to pay expenses of the Chapter 11 case,
with anything left over for distribution to the holders of $7.5
million in unsecured claims.  The plan calls for the lenders'
liens to remain on unsold assets, which chiefly include a non-
bankrupt affiliate in the Netherlands that's operating with a
positive cash flow.  The banks also agreed to waive their
deficiency claims.  The lenders consented to the continued use of
cash to pay bills until the plan can be wrapped up.

                           About Nexpak

Headquartered in Duluth, Georgia, Nexpak Corporation --
http://www.nexpak.com/-- manufactures and supplies packaging for
DVD, CD, video, audio, and professional media formats.  The
Company and its debtor-affiliates filed for Chapter 11 protection
on April 10, 2009 (Bankr. D. Del. Lead Case No. 09-11244).
William A. Hazeltine, Esq., at Sullivan Hazeltine Allinson LLC
represents the Debtors in their restructuring efforts.  The
Debtors assets range from $10 million to $50 million and its debts
from $100 million to $500 million.

This is the second filing by NexPak.  NexPak carried out a
so-called prepackaged bankruptcy reorganization in December 2004
where Highland Capital Management LP and affiliates ended up as
controlling shareholders by exchanging debt for equity.  The
business consistently missed financial projections since emerging
from the reorganization.


NOBLE GROUP: Moody's Reviews 'Ba1' Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service has placed on review for possible
upgrade the Ba1 corporate family and bond ratings of Noble Group
Ltd.  The rating action follows the announcement that Noble
expects to place a 14.96%-stake to China Investment Corporation
and also recognizes Noble's improving credit profile.

"The equity placement of about US$642 million will help strengthen
Noble's capital base as it continues to expand its operations.
This compares to total equity of US$2.4bn as of end-June 2009 and
improves its leverage on a pro-forma basis," says Elizabeth Allen,
a Moody's VP/Senior Credit Officer.

"The transaction should also foster further co-investment
opportunities between Noble and CIC," adds Allen, also Moody's
lead analyst for the company.

Moody's understands that Noble plans to use the proceeds for
general working capital needs, which will allow further room for
the company to pursue its asset-medium and pipeline strategy.

The rating action also takes into consideration Noble's steady
margin generation amid the severe market volatility since 2008,
and its ability to manage its scale through the recent economic
cycle while maintaining satisfactory credit and liquidity
profiles.

The rating review will focus on assessing Noble's 1) financial
leverage and liquidity positions over industry cycles; 2)
sustainability of the group's profitability; 3) investment
appetite; and 4) on-going risk management practices.

Moody's last rating action with regard to Noble occurred on 25
November, 2008, when the company's rating was affirmed with a
stable outlook.

Noble's ratings were assigned by evaluating factors Moody's
believe are relevant to the credit profile of the issuer,
including the company's i) business risk and competitive position
compared with its peers; ii) capital structure and financial risk;
iii) projected performance 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 Noble's core industry; Noble's ratings are believed
to be comparable to those of other issuers of similar credit risk.

Headquartered in Hong Kong and listed on the Singapore Stock
Exchange, Noble Group Ltd is mainly engaged in the sourcing and
distribution of a wide range of commodity products in agriculture,
energy and metals as well as the logistics management business. It
has over 70 offices in 42 countries including Argentina, Brazil,
Canada, Italy, Portugal, Spain, Switzerland, Turkey, and the
United States.


NTK HOLDINGS: Moody's Downgrades Corporate Family Rating to 'Ca'
----------------------------------------------------------------
Moody's Investors Service downgraded NTK Holdings, Inc.'s
Corporate Family Rating to Ca from Caa3 and the Probability of
Default Rating to C from Caa3.  The outlook is negative.

The downgrade follows the recent announcement by Nortek that it
has begun a solicitation of votes from its creditors for its
prepackaged plan of reorganization from holders of the notes
issued by both NTK Holdings, Inc., and Nortek, Inc.  Additionally,
Nortek indicated that it intends to implement the prepackaged plan
through the commencement of Chapter 11 cases by the Company and
its domestic subsidiaries upon the conclusion of the solicitation,
which is on or about October 16, 2009.  Moody's notes that the
company has already entered into agreement with at least two-
thirds of the outstanding principal amount of the 8-1/2% Senior
Subordinated Notes due 2014, as well as a substantial portion of
the outstanding amount of the 10-3/4% Senior Discount Notes due
2014 and 10% Senior Secured Notes due 2013.

These ratings/assessments were affected by this action:

NTK Holdings, Inc.

* Corporate Family Rating downgraded to Ca from Caa3;

* Probability of Default Rating downgraded to C from Caa3; and,

* $396.1 million Senior Discount Notes due 2014 downgraded to C
  (LGD5, 89%) from Ca (LGD5, 89%).

Nortek, Inc.

* $743.5 million Senior Secured Notes due 2013 downgraded to Caa2
  (LGD2, 24%) from Caa1 (LGD2, 24%); and,

* $625.0 million Senior Subordinated Notes due 2014 affirmed at Ca
  (LGD4, 65%).

The last rating action was on August 26, 2009, at which time
Moody's lowered NTK Holdings, Inc.'s Corporate Family Rating to
Caa3.

NTK Holdings, Inc., headquartered in Providence, Rhode Island, is
a diversified manufacturer of branded, residential and commercial
ventilation, HVAC, and home technology convenience and security
products.  Its products include range hoods and other ventilation
products, heating and air conditioning systems, indoor air quality
systems, and home technology products.  Revenues for the last
twelve month through July 4, 2009, totaled approximately
$2.0 billion.


P&L PLUMBING: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: P&L Plumbing
        300 Columbus Circle, Suite J
        Edison, NJ 08837

Bankruptcy Case No.: 09-34198

Chapter 11 Petition Date: September 14, 2009

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

Judge: Kathryn C. Ferguson

Debtor's Counsel: Thomas K. Hynes, Esq.
                  PO Box 1039
                  525 Palmer Avenue
                  Maywood, NJ 07607
                  Tel: (201) 843-4344
                  Email: tk@thynes.com

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 Philip V. Del Negro, managing member of
the Company.


PDCC DEVELOPMENT: Pursuing $300,000 in DIP Loan for Main Course
---------------------------------------------------------------
PDCC Development LLC, dba Palm Desert Country Club, is pursuing
$300,000 in debtor-in-possession loan to be used for overseeding
and the eventual reopening of the main course in November, K
Kaufmann at The Desert Sun reports, citing PDCC co-owner Randy
Case.

Citing Mr. Case, The Desert Sun relates that the bankruptcy court
could approve the loan later this week.

According to The Desert Sun, PDCC closed its main 18-hole course
on September 7, after a nine-hole course was closed in June.

The Desert Sun states that Mr. Case admitted that if the loan
doesn't come through, it could be PDCC's last shot, although he
remained optimistic.

Inspectors had toured the main course last week and found only
minor problems, The Desert Sun says, citing Assistant City Manager
Justin McCarthy.  City officials said earlier this month that they
would monitor PDCC for compliance with Palm Desert's health and
safety codes.

Palm Desert, California-based PDCC Development LLC, dba Palm
Desert Country Club, filed for Chapter 11 bankruptcy protection on
June 19, 2009 (Bankr. C.D. Calif. Case No. 09-23674).

The Desert Sun says that Palm Desert Country Club listed more than
$6.4 million in assets and more than $18.6 million in liabilities.


PERPETUA HOLDINGS: Lets Go of Burr Oak Cemetery
-----------------------------------------------
Maudlyne Ihejirkia at Chicago Sun-Times reports that Perpetua
Holdings has ceded control of Burr Oak Cemetery in an agreement
with Attorney General Lisa Madigan's office.  According to the
report, U.S. Bankruptcy Judge Pamela S. Hollis has approved the
deal.

Perpetua Holdings had regained control of Burr Oak after it filed
for Chapter 11 protection.  Under the new agreement, court-
appointed receiver Roman Szabelski will be retained as a
consultant and an independent chief operating officer will be
brought in, Sun-Times states.  The report says that Burr Oak
remains closed.

Perpetua Holdings of Illinois, Inc., together with affiliates
Perpetua-Burr Oak Holdings of Illinois, L.L.C., and Perpetua, Inc.
Filed for Chapter 11 on Sept. 14, 2009 (Bankr. N.D. Ill. Case No.:
09-34022).  Attorneys at Shaw Gussis Fishman Glantz Wolfson & Tow
represents the Debtors in their Chapter 11 effort.


PILGRIM'S PRIDE: Trucking, Electricity Aren't 'Goods'
-----------------------------------------------------
As to the issue of goods that are delivered 20 days prior to
bankruptcy that are administrative claims under 11 U.S.C. Sec.
503(b)(9), Judge D. Michael Lynn said in a memorandum of opinion
that:

* Freight services provided by trucking companies constitute
   "services."

* Electricity provided by electricity providers constitute
   "services."  It is impossible for the consumer to return
   electricity after it has passed the meter point.

* Gas delivered by gas providers constitutes "goods."

* Sewage and garbage removal constitute "services," not goods.

* Water supplied by providers to the Debtors constitute goods
   pursuant to Section 2-107 of the Uniform Commercial Code
   which provides that "a contract  for the sale of minerals or
   the like, including oil and gas . . . is a contract for the
   sale of goods."

Judge Lynn sustained, among other things, the Debtors' objections
to the priority status of the 20-day claims of the trucking
companies and electricity providers.

The Gas Providers and the City of Nacogdoches are entitled to
administrative claims under Section 503(b)(9) of the Bankruptcy
Code to the extent of the value of gas and water delivered to the
Debtors within 20 days prior to commencement of Debtors' chapter
11 cases, and to that extent the Debtors' objection to the claims
are overruled, Judge Lynn ordered.

A copy of Judge's ruling is available for free at:

   http://bankrupt.com/misc/Pilgrims_20-DayGoods_Ruling.pdf

                     About Pilgrim's Pride

Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(Pink Sheets: PGPDQ) -- http://www.pilgrimspride.com/-- employs
roughly 41,000 people and operates chicken processing plants and
prepared-foods facilities in 14 states, Puerto Rico and Mexico.
The Company's primary distribution is through retailers and
foodservice distributors.

Pilgrim's Pride Corp. and six other affiliates filed Chapter 11
petitions on December 1, 2008 (Bankr. N.D. Tex. Lead Case No.
08-45664).  The Debtors' operations in Mexico and certain
operations in the United States were not included in the filing
and continue to operate as usual outside of the Chapter 11
process.

Pilgrim's Pride has engaged Stephen A. Youngman, Esq., Martin A.
Sosland, Esq., and Gary T. Holzer, Esq., at Weil, Gotshal & Manges
LLP, as bankruptcy counsel.  The Debtors have also tapped Baker &
McKenzie LLP as special counsel.  Lazard Freres & Co., LLC, is the
company's investment bankers and William K. Snyder of CRG Partners
Group LLC as chief restructuring officer.  The Company's claims
and noticing agent is Kurtzman Carson Consulting LLC.

A nine-member committee of unsecured creditors has been appointed
in the case.

As of December 27, 2008, the Company had $3,215,103,000 in total
assets, $612,682,000 in total current liabilities, $225,991,000 in
total long-term debt and other liabilities, and $2,253,391,000 in
liabilities subject to compromise.

Bankruptcy Creditors' Service, Inc., publishes Pilgrim's Pride
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
of Pilgrim's Pride Corp. and its various affiliates.


PINNACLE SITE CONTRACTORS: Voluntary Chapter 11 Case Summary
------------------------------------------------------------
Debtor: Pinnacle Site Contractors, LLC
        33 Cohasset Avenue
        Bourne, MA 02532

Bankruptcy Case No.: 09-18973

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: William C. Hillman

Debtor's Counsel: Nina M. Parker, Esq.
                  Parker & Associates
                  10 Converse Place
                  Winchester, MA 01890
                  Tel: (781) 729-0005
                  Fax: (781) 729-0187
                  Email: nparker@ninaparker.com

Estimated Assets: $500,001 to $1,000,000

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 Donald E. Perry, manager of the
Company.


PNG VENTURES: Needs $8.4 Million to Fund Chapter 11 Plan
--------------------------------------------------------
PNG Ventures Inc. and its debtor-affiliates delivered to the U.S.
Bankruptcy Court for the District of Delaware a disclosure
statement explaining the terms of their proposed Chapter 11 plan
of reorganization.

The Debtors said that, in addition to cash they will have on hand
from normal business operations, they require about $8.4 million
of cash to fund the Plan.  Based on preliminary discussions prior
to the bankruptcy filing with interested parties, the Debtors
believe they will be able to enter a post Petition Date plan
funding agreement with all necessary parties including Castlerigg
PNG Investments LLC that will contain certain conditions to
funding amounts needed to effectuate the Plan including, without
limitation, due diligence analysis of the Plan and the Debtors'
operation satisfactory to Castlerigg and a return to Castlerigg
for the funding of a minimum of:

    * a restructured loan in the principal amount of $5.5 million,
      to be held on a pari-passu basis with the Medley NSSTL,
      except as otherwise noted herein and in the Plan, the
      form and substance of which, including all collateral
      documents relating thereto, shall be in a form acceptable to
      Castlerigg; and

    * approximately 5,300,000 shares of New PNG Common Stock,
      which equates to approximately 26.50% of the entire balance
      of outstanding shares of New PNG Common Stock on the
      effective date.

According to the disclosure statement, the Plan contemplates:

   * 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;

   * 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

   * 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, among other things, holders of Medley
secured claims are expected to recover 14.8% of allowed secured
claims and receive 66% of new PNG common stock.  General unsecured
creditors will recover the lesser of 28% or pro rata share of
Class 5 fund plus pro rata share of 7.5% of Class new PNG common
stock.  Existing equity would be eliminated, including all
options, warrants and other derivative instruments that are linked
to the Company's existing equity.

A full-text copy of the disclosure statement is available for free
at http://ResearchArchives.com/t/s?4557

A full-text copy of the Chapter 11 plan of reorganization is
available for free at http://ResearchArchives.com/t/s?4558

                  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.


PNG VENTURES: U.S. Trustee Sets Meeting of Creditors for October 8
------------------------------------------------------------------
Roberta A. DeAngelis, Acting U.S. Trustee for Region 3, will
convene a meeting of creditors in PNG Ventures, Inc. and debtor-
affiliates' Chapter 11 cases on Oct. 8, 2009, at 11:00 a.m.  The
meeting will be held at J. Caleb Boggs Federal Building, Room
2112, 844 King Street, Wilmington, Delaware.

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

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

                  About 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.


PNG VENTURES: Wants to Hire Fox Rothschild as Bankruptcy Counsel
----------------------------------------------------------------
PNG Ventures, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for authority to
employ Fox Rothschild LLP as counsel.

Fox Rothschild will, among other things:

   a) provide legal advice with respect to the Debtors' powers and
      duties as debtors-in-possession in the continued operation
      of its businesses, management of its property and
      administration of its estate;

   b) take necessary action to protect and preserve the Debtors'
      estate, including the prosecution of actions on behalf of
      the Debtors and the defense of actions commenced against the
      Debtors; and

   c) prepare, present and respond to, on behalf of the Debtors,
      necessary applications, answers, orders, reports and other
      legal papers in connection with the administration of its
      estate.

Hal L. Baume, Esq., a partner at Fox Rothschild, tells the Court
that prior to the petition date, the firm received a $285,072 in
connection with consultations with the Debtors with respect to
their financial difficulties, attempts for an out-of-court
restructuring, preparation of bankruptcy documents, and its
proposed postpetition representation of the Debtors.

The principal attorneys and paralegal designated to represent the
Debtors and their hourly rates are:

     Mr. Baume, Esq.                $550
     Martha B. Chovanes, Esq.       $385
     Joseph R. Zapata, Jr., Esq.    $390
     L. Jason Cornell, Esq.         $360

     Robin Solomon, paralegal       $235

Mr. Baume assures the Court that Fox Rothschild is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Mr. Baume can be reached at:

     Fox Rothschild LLP
     997 Lenox Drive, Building 3
     Lawrenceville, NJ 08648
     Tel: (609) 895-3302
     Fax: (609) 896-1469

                  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.


QSGI INC: Eric Nelson Steps Down as Chief Financial Officer
-----------------------------------------------------------
QSGI Inc. on September 11, 2009, received notification that Eric
Nelson had tendered his resignation as Chief Financial Officer of
the Company effective immediately, due to personal reasons.

Palm Beach, Florida-based QSGI, Inc., and its affiliates provide
technology services and maintenance geared towards both uses of
enterprise class hardware as well as the uses of business -
competing hardware.  The Debtors filed for Chapter 11 on July 2,
2009 (Bankr. S.D. Fla. Lead Case No. 09-23658).  Bradley S.
Shraiberg, Esq., at Shraiberg, Ferrara, Landau P.A., represents
the Debtors in their restructuring efforts. The Debtors listed
between $10 million and $50 million each in assets and debts.


QUIGLEY CO: Pfizer Faces $5 Billion in Claims at Trial
------------------------------------------------------
U.S. Bankruptcy Judge Stuart Bernstein began hearings on
September 23 on Quigley Co.'s proposed Chapter 11 plan, which
provides for a $450 million contribution from former parent Pfizer
Inc., in exchange a release from asbestos liabilities.

Quigley was acquired by Pfizer in 1968 and sold small amounts of
products containing asbestos until the early 1970s. In September
2004, Pfizer and Quigley took steps that were intended to resolve
all pending and future claims against the Company and Quigley in
which the claimants allege personal injury from exposure to
Quigley products containing asbestos, silica or mixed dust.
Quigley filed for bankruptcy in 2004 and has a Chapter 11 plan and
a settlement with Chrysler.

Quigley has filed a plan, which was accepted by the required
majorities of creditors, creates trusts to take over asbestos
liability and in the process shield New-York-based Pfizer from
claims.

Under the proposed Chapter 11 plan, Pfizer is paying about
$450 million into a trust to satisfy claims about products for
which it allegedly has derivative liability.  According to
Bloomberg's Tiffany Kary, the "channeling injunction" of the
Bankruptcy Code would direct all future claims into the trust,
covering death or personal injury claims related to Insulag,
Panelag and Damit, products for the steel industry that contained
asbestos and were made from the time of World War II to the 1970s.

Certain of the asbestos claimants have questioned the deal.  An ad
hoc group of so-called asbestos victims, representing 30,000
individuals, said Pfizer's liability could exceed $5 billion, and
has questioned whether it can use the bankruptcy code to shield
itself. Pfizer said in court documents that the $5 billion number
is "meritless."

"I will take evidence regarding the range of liabilities that
Pfizer may be released from and I'll factor that into the
determination of whether it's fair and equitable," Judge Bernstein
said at the Sept. 23 trial.

The trial is scheduled to run at least seven days and conclude
October 16.

                      About Quigley Company

Quigley Company, Inc., a division of Pfizer Inc., sold asbestos-
containing insulation products until the early 1970s.  Quigley
filed for protection under chapter 11 on Sept. 3, 2004 (Bankr.
S.D.N.Y. Case No. 04-15739) in order to implement a proposed
global resolution of all pending and future asbestos-related
personal injury liabilities.

Asbestos victims and Pfizer have negotiated a settlement which
calls for Pfizer to pay $430 million to 80% of existing
plaintiffs.  It will also place an additional $535 million into an
asbestos settlement trust that will compensate future plaintiffs
as well as the remaining 20% of current plaintiffs with claims
against Pfizer and Quigley.  The compensation deal is worth
$965 million all up.  Of that $535 million, $405 million is in a
40-year note from Pfizer, while $100 million will come from
insurance policies.

Lawrence V. Gelber, Esq., and Michael L. Cook, Esq., at Schulte
Roth & Zabel LLP, represent the Debtor in its restructuring
efforts.  Elihu Inselbuchm Esq., at Caplin & Drysdale, Chartered,
represents the Official Committee of Unsecured Creditors.  When
the Debtor filed for protection from its creditors, it listed
$155,187,000 in total assets and $141,933,000 in total debts.


RAPID LINK: Hires GHP Horwath as Independent Accountants
--------------------------------------------------------
Effective September 15, 2009, Rapid Link, Incorporated, has
engaged GHP Horwath, P.C., as its independent registered public
accounting firm.

During Rapid Link's two most recent fiscal years and any
subsequent interim period prior to the engagement of GHP Horwath,
P.C., neither Rapid Link nor anyone on Rapid Link's behalf
consulted with GHP Horwath, P.C., regarding  either (i) the
application of accounting  principles to a specified transaction,
either contemplated or proposed, or the type of audit opinion that
might be rendered on Rapid Link's financial statements or (ii) any
matter that was either the subject of a "disagreement" or a
"reportable event."

On August 13, 2009, KBA Group, LLP resigned as the Company's
independent registered public accounting firm.

                         About Rapid Link

Rapid Link, Incorporated, and its subsidiaries have served as
facilities-based, communication companies providing various forms
of voice and data services to customers around the world.  Rapid
Link provides a multitude of communication services targeted to
small and medium sized businesses, as well as individual
consumers.  These services include the transmission of voice and
data traffic over public and private networks.  The Company also
sells foreign and domestic termination of voice traffic into the
wholesale market.


RAPID LINK: Net Loss Widens to $2.5 Million for July 31 Quarter
---------------------------------------------------------------
Rapid Link, Incorporated, posted wider net loss of $2,539,362 for
the three months ended July 31, 2009, from a net loss of $662,934
for the same quarter in 2008.  Rapid Link's net loss for the nine
months ended July 31, 2009, swelled to $4,353,223 from a net los
of $473,558 for the same period in 2008.

Rapid Link booked revenues of $3,319,691 for the three months
ended July 31, 2009, from $4,483,714 for the same quarter in 2008.
For the nine months ended July 31, 2009, the Company booked
revenues of $12,529,181 from $11,947,543 for the same period the
past year.

At July 31, 2009, Rapid Link had $9,788,627 in total assets and
$17,508,548 in total liabilities, resulting in $7,719,921 in
stockholders' deficit.  Rapid Link's July 31, 2009 balance sheet
showed strained liquidity with $992,361 in total current assets
against $6,486,677 in total current liabilities.

"Funding of our working capital deficit, current and future
operating losses, and expansion will require continuing capital
investment, which may not be available to us.  We do not have
sufficient capital for the upcoming twelve months without
additional debt or equity capital being raised.  Although to date
we have been able to arrange the debt facilities and equity
financing, . . . there can be no assurance that sufficient debt or
equity financing will continue to be available in the future or
that it will be available on terms acceptable to us," the Company
said.

"Based on a negative operating cash flow during fiscal year 2008,
and generally a history of negative operating cash flows, our
fiscal 2008 audit report includes an explanatory paragraph
indicating doubt about our ability to continue as a going
concern," the Company said.

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?455b

                         About Rapid Link

Rapid Link, Incorporated, and its subsidiaries have served as
facilities-based, communication companies providing various forms
of voice and data services to customers around the world.  Rapid
Link provides a multitude of communication services targeted to
small and medium sized businesses, as well as individual
consumers.  These services include the transmission of voice and
data traffic over public and private networks.  The Company also
sells foreign and domestic termination of voice traffic into the
wholesale market.


RITZ CAMERA: Chapter 11 Plan to Be Filed by End of October
----------------------------------------------------------
Ritz Camera Centers Inc., which has sold its key assets, sought a
third extension of its exclusive period to file a Chapter 11 plan.
According to Bill Rochelle at Bloomberg, Ritz said that it's
working with the creditors' committee and expects to file a plan
by the end of October.  It wants its exclusivity pushed back by 35
days to Oct. 26.

The Bankruptcy Court approved on July 23, 2009, CEO David Ritz's
purchase of the assets of Ritz Camera Centers from the bankruptcy
estate.  The sale closed on July 24.  Mr. Ritz's $33.1 million
going concern offer outbid offers by liquidators.

                       About Ritz Camera

Headquartered in Beltsville, Maryland, Ritz Camera Centers, Inc. -
- http://www.ritzcamera.com/-- sells digital cameras and
accessories, and electronic products.  The Company filed for
Chapter 11 protection on February 22, 2009 (Bankr. D. Del. Case
No. 09-10617).  Irving E. Walker, Esq., Gary H. Leibowitz, Esq.,
at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Baltimore, are
bankruptcy counsel to the Debtor.  Norman L. Pernick, Esq., and
Karen M. Mckinley, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, P.A., in Wilmington, Delaware, serve as local counsel.
Thomas & Libowitz, P.A., is Debtor's special corporate counsel and
conflicts counsel.  Marc S. Seinsweig, at FTI Consulting, Inc,
acts as the Debtor's chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.  Attorneys at
Cooley Godward Kronish LLP represent the official committee of
unsecured creditors as lead counsel.  The Committee selected
Bifferato LLC as Delaware counsel.  In its schedules, the Debtor
listed total assets of $277 million and total debts of
$172.1 million.


ROBERT WILSON BARNES: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Joint Debtors: Robert Wilson Barnes
               Colleen Marie Barnes
               1 Yorkswell Lane
               Greenville, SC 29607-4962

Bankruptcy Case No.: 09-07014

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       District of South Carolina (Spartanburg)

Judge: Helen E. Burris

Debtors' Counsel: Robert H. Cooper, Esq.
                  3523 Pelham Road, Suite B
                  Greenville, SC 29615
                  Tel: (864) 271-9911
                  Email: bknotice@thecooperlawfirm.com

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

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

The Debtors did not file a list of their 20 largest unsecured
creditors when they filed their petition.

The petition was signed by the Joint Debtors.


ROGER DALE PHILLIPS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Joint Debtors: Roger Dale Phillips, II
               Rebecca Lynn Phillips
               4043 Courtside Way
               Tampa, FL 33618

Bankruptcy Case No.: 09-21317

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtors' Counsel: Buddy D. Ford, Esq.
                  115 N. MacDill Avenue
                  Tampa, FL 33609-1521
                  Tel: (813) 877-4669
                  Fax: (813) 877-5543
                  Email: Buddy@tampaesq.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
$3,695,755, and total debts of $5,561,835.

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/flmb09-21317.pdf

The petition was signed by the Joint Debtors.


RRI ENERGY: Moody's Affirms Speculative Grade Liquidity Rating
--------------------------------------------------------------
Moody's Investors Service affirmed the speculative grade liquidity
rating for RRI Energy (B1 CFR/stable outlook) at SGL-1, following
the company's recently launched tender offer.  Moody's said that
the September 21st tender offer, for up to $250 million of several
senior secured securities of RRI Energy, is a modest credit
positive and is neutral to RRI's liquidity profile.

"The decision to utilize a portion of the large cash balance to
tender for several of the secured notes is viewed as a modest
credit positive" said Jim Hempstead, Senior Vice President.  "And
Moody's incorporate a view that an additional $400 million of cash
will be utilized for the maturity of the Orion 12% senior
unsecured notes due in May 2010.  These debt reduction actions are
viewed positively for the credit profile."

RRI's cash balance was approximately $1.5 billion as of June 30,
2009.  In addition, for the twelve months ended June 2009, RRI
produced approximately $479 million in cash flow from operations
and incurred approximately $400 million for capital expenditures,
resulting in roughly $80 million of free cash flow.

RRI has $750 million of credit facilities, a $500 million senior
secured revolver expiring in 2012 and a $250 million letter of
credit facility expiring in 2014.  As of June 30, 2009,
approximately $40 million of LC's were posted from the revolver,
leaving roughly $460 million available.  The $250 million letter
of credit facility is fully utilized.

The senior secured revolver has a maximum consolidated secured
leverage ratio of 4.0x adjusted EBITDA, and RRI remains
comfortably within compliance.

RRI's B1 CFR rating is benefited by the diversity of its
approximately 14 GW's merchant fleet, from both a geographic and
dispatch perspective, but are somewhat constrained by the
operating performance and efficiency of the assets, as evidenced
by the low fleet capacity factors.  The ratings are further
constrained by the company's exposure to steadily increasing
environmental regulations, exposure to volatile commodity prices
and the potential for carbon dioxide emission regulations.

The last rating action on RRI occurred on June 3, 2009, when the
ratings were downgraded by one notch due to declining financial
metrics.

Headquartered in Houston, Texas, RRI is an independent power
producer that owns a portfolio of approximately 14,000 MW's of
electric generating assets.


SANDBRECK: Chapter 11 Case Summary & Unsecured Creditor
-------------------------------------------------------
Debtor: SandBreck, L.P., a Limited Partnership
        10 Faraday
        Irvine, CA 92618

Bankruptcy Case No.: 09-20070

Chapter 11 Petition Date: September 22, 2009

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

Judge: Theodor Albert

Debtor's Counsel: Scott C. Clarkson, Esq.
                  3424 Carson St, Suite 350
                  Torrance, CA 90503
                  Tel: (310) 542-0111
                  Fax: (310) 214-7254
                  Email: sclarkson@lawcgm.com

Estimated Assets: $50,001 to $100,000

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

The Debtor identified CB Richard Ellis with a listing agent debt
claim for $51,846 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/cacb09-20070.pdf

The petition was signed by John D. Gantes.


SARATOGA RESOURCES: Beefs Up Plan Before Disclosure Hearing
-----------------------------------------------------------
Saratoga Resources Inc. -- which is already offering 100 cents on
the dollar to all creditors but mostly with debt -- beefed up its
offer to its second-lien lender and general unsecured creditors in
a revised plan and disclosure statement.

Wayzata Investment Partners LLC, the second-lien lender on a
$97.5 million credit, is now being offered an interest-only note
for the first two years at 10% interest per annum, if it accepts
the Plan.  In addition, it would receive 5% of the stock, if it
votes in favor of the Plan.

In the original plan, Wayzata, if it votes on the plan, would only
begin receiving interest starting seven months after the plan is
implemented.  The revised plan retains the provisions providing
that Wayzata would receive (i) starting at the 25th month until
the 60th month after the effective date of the Plan, monthly
principal payments plus 10% interest per annum, and (ii), a
balloon payment of amounts still due five years after the plan
takes effect

If Wayzata rejects the Plan, it would receive no stock, although
the payments on the note would be the same.  Previously, the Plan
called for quarterly interest payments for the next five years,
and then a balloon payment of all amounts due after the five years
expire.

Each general unsecured creditor, under the revised plan, will
receive (i) 90% of its claim on the effective date of the Plan and
the remaining 10% within 90% of the Effective Date plus interest,
(ii) or 100% of its claim on the later of the Effective Date and
the date the claim becomes an allowed claim.  Under the original
plan, each general unsecured creditor will receive (i) 80% of its
claim on the effective date of the Plan and the remaining 20%
within 90% of the Effective date plus 6% interest per annum, (ii)
or 98% of its claim on the later of the Effective Date and the
date the claim becomes an allowed claim.

Like in the original plan, first lien lender Macquarie Bank Ltd.,
owed $12.6 million, would have its claims reinstated in the
reorganized company with "the same validity, priority, and extent"
that existed when Saratoga filed for bankruptcy.

Holders of existing equity interests will receive identical
interests in Reorganized Saratoga.  Holders of warrants will
retain their interests on the Effective Date.

The hearing to consider approval of the disclosure statement is
set for Oct. 6.

Copies of the Amended Plan and Disclosure Statement are available
for free at:

   http://bankrupt.com/misc/Saratoga_AmendedDS.pdf
   http://bankrupt.com/misc/Saratoga_AmendedPlan.pdf

                     About Saratoga Resources

Saratoga Resources Inc. (OTCBB: SROEQ) is an independent
exploration and production company with offices in Houston and
Covington.  Saratoga engages in the acquisition and development of
oil and gas producing properties that allow the Company to grow
through low-risk development and risk-managed exploration.
Saratoga operates 14 fields in Louisiana and Texas with 106 active
producing wells.  Current net production is approximately 3,000
barrels of oil equivalent per day -- BOEPD -- with 70% oil versus
gas. Principal holdings cover 37,756 gross (34,246 net) acres,
mostly held-by-production, located in the state waters offshore
Louisiana.

Saratoga Resources, Inc., and certain operating subsidiaries filed
on March 31, 2009, voluntary Chapter 11 petitions in the U.S.
Bankruptcy Court for the Western District of Louisiana in
Lafayette, Louisiana.  Saratoga is being advised by its legal
counsel, Adams & Reese LLP; its investment banker, Pritchard
Capital Partners LLC; and its financial advisor, Ambrose
Consulting LLC.

The case is In Re Harvest Oil and Gas, LLC (Bankr. W.D. La. Lead
Case No. 09-50397).  Robin B. Cheatham, Esq., at Adams & Reese
LLP, represents the Debtors in their restructuring efforts.  The
Debtors listed between $100 million and $500 million each in
assets and debts.


SEMGROUP LP: Asks U.S. Court to OK Cross-Border Protocol
--------------------------------------------------------
SemCanada Crude Company, SemCams ULC, SemCanada Energy Company,
A.E. Sharp Ltd., CEG Energy Options, Inc., 3191278 Nova Scotia
Company and 1380331 Alberta ULC previously asked the Honorable
Madame Justice Romaine in the Court of Queen's Bench of Alberta,
in the Judicial District of Calgary, Canada, to approve and
implement a cross-border protocol.

Madame Justice Romaine entered an order approving the Cross-
Border Protocol on May 22, 2009, citing that the Cross-Border
Protocol will become effective upon its approval by the United
States Bankruptcy Court for the District of Delaware.

By this motion, the Debtors ask Judge Brendan Linehan Shannon of
the U.S. Bankruptcy Court for the Southern District of New York
to approve the Cross-Border Protocol.

The salient terms of the Cross-Border Protocol are:

  * The Bankruptcy Court and the Canadian Court may communicate
    with one another with respect to any procedural matter
    relating to the CCAA Proceedings and the Chapter 11 Cases,
    including jurisdictional matters;

  * The Bankruptcy Court and the Canadian Court may coordinate
    activities in the CCAA Proceedings and the Chapter 11 cases
    in that, if appropriate, the subject matter of any
    particular action, suit, request, application or other
    proceeding is determined in a single court;

  * The Bankruptcy Court and the Canadian Court may conduct
    joint hearings with respect to any cross-border matter or
    the interpretation or implementation of the Cross-Border
    Protocol where both the Bankruptcy Court and the Canadian
    Court consider a joint hearing to be necessary.  Those joint
    hearings are subject to procedural guidelines as set forth
    in the Cross-Border Protocol.

  * Any estate representatives, including trustees or examiners
    appointed in the Debtors' Chapter 11 Cases will be subject
    to the sole and exclusive jurisdiction of the Court.
    Similarly, any estate representatives, including the
    monitor, appointed in the Canadian Proceedings will be
    subject to the sole and exclusive jurisdiction of the
    Canadian Court.

  * The Chapter 11 Debtors, their creditors and other parties-
    in-interest in their Chapter 11 cases will have the right to
    appear and be heard in the Canadian Proceedings.  The
    Canadian Court will have jurisdiction over the Debtors and
    their representatives with respect to the matters they will
    appear before the Canadian Court.  Moreover, the Bankruptcy
    Court will have jurisdiction over the Canadian Debtors with
    respect to matters they will appear before the Bankruptcy
    Court.

  * Notice of any motion, application, or other pleading filed
    in the Chapter 11 Cases or the Canadian Proceedings relating
    to matters addressed by the Cross-Border Protocol will be
    provided to certain parties identified in the Cross-Border
    Protocol.

  * The Bankruptcy Court will recognize the validity of stay
    proceedings before the Canadian Court.  Similarly, the
    Canadian Court will recognize the validity of stay
    proceedings before the Bankruptcy Court.

  * Disputes arising from the application of the Cross-Border
    Protocol will be resolved pursuant to the Cross-Border
    Protocol.

A full-text copy of the Cross-Border Protocol is available for
free at:

   http://bankrupt.com/misc/semgroup_cross-borderprotocol.pdf

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, notes that a cross-border protocol is
needed to ensure that (i) the Canadian Proceedings and the
Debtors' Chapter 11 cases are coordinated to avoid inconsistent
or conflicting activities; (ii) all parties are provided
sufficient notice of key issues in both the Canadian Proceedings
and the Debtors' Chapter 11 cases; (iii) the substantive rights
of all parties are protected; and the jurisdictional integrity of
each of the Bankruptcy Court and the Canadian Court is preserved

At the Debtors' behest, the Court shortened notice with respect
to the Cross-Border Protocol Motion and scheduled hearing on the
Cross-Border Protocol Motion for September 24, 2009, and with an
objection deadline on September 22.

                        About SemGroup L.P.

SemGroup, L.P., -- http://www.semgrouplp.com/-- is a midstream
service company that provides diversified services for end users
and consumers of crude oil, natural gas, natural gas liquids and
refined products.  Services include purchasing, selling,
processing, transporting, terminalling and storing energy.
SemGroup serves customers in the United States, Canada, Mexico and
Wales.

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

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

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

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

Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by SemGroup L.P. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-700)


SEMGROUP LP: Proposes to Amend Deals With McCoy Petroleum
---------------------------------------------------------
SemGroup LP and its affiliates seek the Court's authority to amend
certain prepetition agreements they entered into with McCoy
Petroleum Corporation.

McCoy Petroleum and Debtor SemGas Gathering, L.L.C., entered into
a purchase and sale agreement, whereby McCoy Petroleum assigned
its rights under a purchase and sale agreement among McCoy
Petroleum, Henry Holding, LP, and BCCK Engineering, to purchase
all of the membership interests in Debtor SemKan L.L.C., provided
that SemGas agreed to grant McCoy Petroleum and Discovery
Capital, L.L.C., an option to purchase 49% of the interests in
SemKan.  In connection with the PSA, SemGas acquired all of the
membership interests in SemKan and granted McCoy Petroleum and
Discovery the option to purchase 49% of the membership interests
in SemKan pursuant to an option agreement.

SemKan and McCoy Petroleum also entered into a dedication
agreement, whereby McCoy Petroleum agreed to dedicate all of the
natural gas produced from certain wells to SemKan's operating
plant and pipeline system.  SemKan and McCoy Petroleum are
parties to a gas purchase and conditioning agreement, whereby
SemKan will purchase all of the natural gas produced from McCoy
Petroleum's wells.  SemGas Gathering and McCoy Petroleum also
entered into a gas purchase agreement, whereby SemGas Gathering
will purchase all of the natural gas from McCoy Petroleum's
wells.

Since SemKan's operating plant and pipeline system is idle and
production from McCoy Petroleum's wells is dedicated to only
SemKan's operating plant and pipeline system.  Against this
backdrop, the parties determined to amend the Agreements.  Under
an amended Option Agreement, McCoy Petroleum will be granted an
option to purchase 49% of the total outstanding membership
interests in SemGas Gathering.  The term of the Option Agreement
is extended to four years to secure the amendments to the Gas
Purchase Agreements and the Dedication Agreement.

Pursuant to an amended Dedication Agreement, the term of the
Dedication Agreement is eight years and McCoy Petroleum no longer
has the ability to terminate the Amended Gas Purchase Agreement
upon 30 days notice.  McCoy Petroleum agreed to dedicate all of
the natural gas produced from certain wells to both SemKan's
operating plant and pipeline system and SemGas Gathering's
operating plant and pipeline system.  McCoy Petroleum also agreed
to dedicate additional wells under the Amended Dedication
Agreement.  The Amended Dedication Agreement will terminate if
the Court does not approve the Amended Option Agreement.

Moreover, under the Amended Gas Purchase and Conditioning
agreement, the term of the agreement is extended to eight years
and McCoy Petroleum no longer has the ability to terminate the
Amended Gas Purchase Agreement upon 30 days notice.  The Amended
Gas Purchase Agreement will terminate if the Court does not
approve the Amended Option Agreement.

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, points out that the amendments provide
SemGas Gathering and SemKan the ability to continue to earn
revenue in connection with natural gas produced by McCoy's wells
for eight more years without the risk of McCoy terminating the
Amended Gas Purchase Agreement.

                        About SemGroup L.P.

SemGroup, L.P., -- http://www.semgrouplp.com/-- is a midstream
service company that provides diversified services for end users
and consumers of crude oil, natural gas, natural gas liquids and
refined products.  Services include purchasing, selling,
processing, transporting, terminalling and storing energy.
SemGroup serves customers in the United States, Canada, Mexico and
Wales.

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

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

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

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

Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by SemGroup L.P. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-700)


SEMGROUP LP: Proposes Settlement With NuStar Pipeline
-----------------------------------------------------
SemGroup LP and its affiliates ask the Court to approve a
settlement agreement among Debtors SemFuel, L.P., and
SemMaterials, L.P., on the one hand, and NuStar Pipeline Operating
Partnership, L.P., formerly known as Kaneb Pipe Line Operating
Partnership, L.P.; NuStar Logistics L.P.; and NuStar Marketing
LLC, on the other hand.

As part of the Settlement Agreement, the Debtors seek Court
authority (i) pursuant to Sections 363(b)(1) and 105 of the
Bankruptcy Code, to sell a new tank to Nustar Marketing free and
clear of liens and (ii) pursuant to Section 363, (x) to enter
into an assignment and assumption agreement executed between
SemFuel and NuStar Marketing; and (y) to assign a system storage
agreement and sublease agreement to NuStar Marketing.

Under a Tank Lease Agreement, SemFuel leases a 125,000 barrel
capacity tank from NuStar Pipeline.  Under a Pipeline Throughput
Agreement, SemFuel leased space on the NuStar Pipeline interest
state pipeline system.  Pursuant to a System Storage Agreement,
SemFuel acquired storage in the NuStar Pipeline interstate
pipeline system and NuStar Pipeline will lease a 200,000 barrel
storage tank to be constructed by SemFuel.  Under a Sublease
Agreement, SemFuel subleased certain real property in El Dorado,
Kansas where the New Tank is located.

The NuStar Entities assert these claims against the relevant
Debtors:

  -- NuStar Marketing's reclamation demand for $307,638 against
     SemMaterials;

  -- NuStar Energy L.P.'s prepetition general unsecured claims
     for $141,764 against SemFuel and NuStar Marketing's
     prepetition general unsecured claims against SemFuel for
     $1,881,936;

  -- NuStar Pipeline's Claim No. 5330 against SemFuel for
     $6,403,100 in rejection damages; and

  -- NuStar Marketing's twenty day claim for $402,836 against
     SemMaterials.

Under the System Storage Agreement, SemFuel sought for
reimbursement of $250,000 of construction costs relating to the
New Tank.  NuStar Pipeline disputes SemFuel's entitlement to the
Construction Claim.

To resolve the disputes and claims under the NuStar Agreements,
the parties entered into the Settlement Agreement, which provides
that:

  * NuStar Marketing will purchase from SemFuel all its right
    and interest under the New Tank and all related documents,
    including warranties related to the manufacture and
    installation of the New Tank for $2.9 million, free and
    clear of all liens.  SemFuel is given 60 days from the
    Court approval of the Stipulation to sell or remove the
    inventory held in the NuStar Entities' interstate pipeline
    system.

  * The Debtors will assume and assign the Assigned Agreements
    to NuStar Marketing and will have no cure obligations with
    respect to the Assigned Agreements.

  * The parties further agree that the amount of NuStar
    Marketing's Twenty Day Claim is $307,638.  The NuStar
    Entities will release certain claims against the Debtors
    relating to the NuStar Agreements, the New Tank, the
    Reclamation Claim, the Construction Claim, the Payment
    Claims and the Rejection Claim.

The Debtors insist that approval of the Settlement Agreement
would eliminate the attendant risk of litigation.  Similarly, the
Debtors maintain that SemFuel no longer has a use for the New
Tank and the $2.9 million purchase price of the New Tank is the
highest and best offer for the New Tank.

The Debtors further ask the Court to shorten notice with respect
to the Settlement Motion and to schedule a hearing on the
Settlement Motion for September 24, 2009, with an objection
deadline on September 23.

                        About SemGroup L.P.

SemGroup, L.P., -- http://www.semgrouplp.com/-- is a midstream
service company that provides diversified services for end users
and consumers of crude oil, natural gas, natural gas liquids and
refined products.  Services include purchasing, selling,
processing, transporting, terminalling and storing energy.
SemGroup serves customers in the United States, Canada, Mexico and
Wales.

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

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

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

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

Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by SemGroup L.P. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-700)


SHUMATE INC: U.S. Trustee Sets Meeting of Creditors for October 29
------------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of creditors
in Shumate, Inc., and debtor-affiliates' Chapter 11 cases on
Oct. 29, 2009, at 10:30 a.m.  The meeting will be held at Richland
Federal Building, 825 Jadwin Avenue, Richland, Washington.

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.

Kennewick, Washington-based Shumate, Inc., and its affiliates
filed for Chapter 11 on Sept. 9, 2009 (Bankr. E.D. Wash. Case Nos.
09-05078 to 09-05081).  Barry W. Davidson, Esq., at Davidson
Backman Medeiros PLLC represents the Debtors in their
restructuring efforts.  In its petition, the Debtors listed assets
and debts both ranging from $10,000,001 to $50,000,000.


SIKDER EMPIRE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Sikder Empire, Inc.
           dba Orange Empire Car Wash
        2051 Redlands Blvd.
        Redlands, CA 92373

Bankruptcy Case No.: 09-32203

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Debtor's Counsel: Bradley E. Brook, Esq.
                  Law Offices of Bradley E Brook
                  523 W 6th St, Suite215
                  Los Angeles, CA 90014
                  Tel: (213) 630-2887
                  Fax: (213) 630-2886
                  Email: bbrook@bbrooklaw.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/cacb09-32203.pdf

The petition was signed by Dipu Haque, president of the Company.


STANT CORP: To Exit Chapter 11 Bankruptcy Protection in October
---------------------------------------------------------------
Stant Corp. says it continues to make substantial progress in its
effort to emerge from its July 2009 Chapter 11 filing.  The
September 15 Delaware court hearing approved the Stant asset
purchase by the stalking horse bidder, HIG affiliate, Vapor
Acquisition Corporation.  This latest court action means Stant
will emerge from the Chapter 11 process earlier than planned.  The
next steps for Stant will be to complete the sale in October and
immediately return to normal operations of the business.  From the
initial July 27, 2009 filing date, Stant's time in the Chapter 11
process will be less than 75 days.

Stant CEO Marlon Bailey said, "This is great news for Stant's
family of customers, suppliers, and employees.  The emerging
company will be well positioned to support current customers and
new projects.  We appreciate all of the support our customers,
employees, and suppliers have shown through this short Chapter 11
reorganization period.  We also thank the many professional people
and the Delaware Court for the support provided during Chapter 11.
Stant will emerge from Chapter 11 with a capital structure that
supports organic growth opportunities and position Stant to be a
financially healthy and stable organization.  All of us at Stant
look forward to continuing to serve customers well and growing our
business."

                      About H.I.G. Capital

H.I.G. Capital -- http://www.higcapital.com-- is a leading global
private equity investment firm with more than $7.5 billion of
equity capital under management.  Based in Miami, and with offices
in Atlanta, Boston, and San Francisco in the U.S., as well as
affiliate offices in London, Hamburg, and Paris in Europe, H.I.G.
specializes in providing capital to small and medium-sized
companies with attractive growth potential.  Since its founding,
H.I.G. invested in and managed more than 200 companies worldwide.
The firm's current portfolio includes companies with combined
revenues in excess of $7 billion.

                    About Stant Corporation

Stant Corp. is headquartered in Connersville, Indiana, and has
facilities in Pine Bluff, Arkansas, Mexico, China, and the Czech
Republic.  Founded in 1898, Stant has earned its reputation for
quality and innovation in the automotive industry.  Stant is
recognized as the world's leading supplier of automotive and
industrial fuel, oil and radiator caps, fuel vapor control valves
and thermostats for both the original equipment markets and the
automotive aftermarket.

Stant Corp. and five affiliated companies filed for Chapter 11
bankruptcy protection on July 27, 2009 (Bankr. D. Del 09-12647).

In its petition, Stant Corp. listed $50 million to $100 million in
debts against $50 million to $100 million in assets.

Sandra G.M. Selzer, Esq., and Scott D. Cousins, Esq., at Greenberg
Traurig, LLP, in Wilmington, Delaware, serve as the Debtors'
counsel.


STREAM GLOBAL: Moody's Assigns Corporate Family Rating at 'B1'
--------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to Stream
Global Services, Inc. (Corporate Family Rating of B1; Probability
of Default Rating of B1; senior secured notes rating of B1; and
speculative grade liquidity rating of SGL-2) with a stable
outlook.  Stream is a global provider of customer relationship
management and other business process outsourcing services.  The
ratings were assigned in connection with Stream's proposed
acquisition of BPO provider eTelecare Global Solutions, Inc. in a
stock-for-stock exchange.  Following transaction closing, existing
Stream and eTelecare shareholders will own roughly 57.5% and
42.5%, respectively of the combined company.  Private equity
sponsors of Stream (Ares Management) and eTelecare (Providence
Equity Partners and Ayala Corporation) are rolling over their
total equity investment of $330 million made in cash into common
equity in the combined company.  Net cash proceeds from the
proposed $200 million senior secured notes plus balance sheet cash
will be used to refinance existing debt at both companies and for
general corporate purposes.  The assigned ratings are subject to
review of final documentation and no material change in the terms
and conditions of the transaction as advised to Moody's.

These first-time ratings/assessments were assigned:

* Corporate Family Rating -- B1
* Probability of Default Rating -- B1
* $200 Million Senior Secured Notes due 2014 -- B1 (LGD-4, 56%)
* Speculative Grade Liquidity Rating -- SGL-2

Stream's B1 Corporate Family Rating is constrained by its
significant customer concentration and the potential variability
in operating performance that could result from only a few
customer losses or rapid changes in call volumes, especially given
that the bulk of Stream's customers are in the highly volatile
technology hardware and telecommunications industries.  The B1
rating also takes into consideration the highly competitive nature
of the CRM market.  Though the combination with eTelecare will
create one of the leading CRM players with coverage across
multiple service offerings and geographic regions, Stream will
increasingly compete against larger players with greater resources
and capabilities that could price their service offerings more
aggressively to win new business.  Additional factors that
constrain the rating at B1 include high labor costs and employee
turnover associated with the CRM business, Stream's history of net
losses and low return on assets, as well as the sizable goodwill
and intangible assets on the balance sheet (roughly 100% of
stockholders' equity) post transaction closing.

At the same time, the B1 rating considers Stream's long-standing
and deep client relationships.  Moody's believe this helps to
partially mitigate its large exposure to a small customer base.
The rating also reflects Stream's enhanced scale, improved
geographic diversity and multi-lingual capabilities, expanded
portfolio and complementary service offerings as well as
$21 million of identified cost synergies following the eTelecare
purchase.  Stream's proven and experienced management team is a
credit positive that is also factored in the rating.  Finally, the
rating recognizes the secular outsourcing trend in the CRM space
that is expected to provide good growth potential longer term.

Pro forma for the transaction, gross debt (Moody's adjusted to
include capitalized operating leases) is roughly $397 million
resulting in financial leverage, as measured by debt to EBITDA
(Moody's adjusted to include synergies), of approximately 3.6x for
the LTM period, which is comparable to its B1 rated industry
peers.  Given that Stream is expected to be modestly free cash
flow (FCF) positive over the near-term, Moody's do not expect
substantial debt repayment over the next 12 - 18 months, barring a
public equity offering.

The stable rating outlook incorporates the potential for some
improvement in financial leverage and interest coverage metrics as
cost synergies are realized and EBITDA expands, as well as
expectations for continued steady customer relationships and
improved operating margin stability resulting from enhanced scale
following the combination.  Though management expects the combined
enterprise to approach $1 billion in revenues by year end 2010,
Moody's believe the company could be challenged to reach this
target given the expected increase in competition and likely
pricing pressures.

The SGL-2 speculative grade liquidity rating recognizes Stream's
good liquidity provided by its $100 million unrated secured
revolving credit facility (secured to domestic and certain foreign
A/R plus cash) maturing October 2013, expected to be undrawn at
closing.  It also reflects Moody's expectation of modest FCF
generation, post-closing cash balance under $100 million and the
fact that Stream's asset base is largely encumbered by the new
revolver and notes.

Stream Global Services, Inc., headquartered in Wellesley,
Massachusetts, is a global provider of CRM and other BPO services
to companies in the technology, telecommunications, software,
networking and media industries.  On August 14, 2009, Stream
announced that it had entered into a definitive agreement to
purchase eTelecare Global Solutions, Inc. in a stock-for-stock
exchange.  Pro forma for the acquisition, combined revenues for
the twelve months ended June 30, 2009, were $806 million.


STREAM GLOBAL: S&P Assigns Corporate Credit Rating at 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
corporate credit rating to Wellesley, Massachusetts-based business
process outsourcer Stream Global Services.  The outlook is
positive.  Additionally, S&P assigned a 'B+' issue-level rating
and '4' recovery rating to the company's proposed $200 million
senior secured notes due 2014.  The '4' recovery rating indicates
expectations for average (30% to 50%) recovery in the event of
payment default.  The company also has a $100 million asset-backed
revolver, which S&P does not rate.  The company has announced its
intent to merge with eTelecare Global Solutions, a peer in the BPO
sector in an all-stock transaction.  Proceeds of the notes will be
used to repay approximately $74 million in Stream debt and
$125 million of eTelecare debt.

"The ratings on the combined company reflect integration risk,
concentration of customers, and significant pricing pressure in
the customer relationship management sector of the BPO market
where both companies compete," explained Standard & Poor's credit
analyst Jennifer Pepper.  The recurring nature of revenues in CRM
and leverage that is moderate for the rating partially offset
those factors.

SYNOVICS PHARMACEUTICALS: Swings to $2MM Net Loss for July 31 Qtr
-----------------------------------------------------------------
Synovics Pharmaceuticals, Inc., swung to a net loss of $2,020,887
for the three months ended July 31, 2009, from net income of
$489,670 for the same quarter a year ago.  The Company posted
wider net loss of $5,714,559 for the nine months ended July 31,
2009, from a net loss of $4,676,159 for the same period in 2008.

Synovics recorded net revenues of $1,578,332 for the three months
ended July 31, 2009, from $7,715,370 for the same quarter a year
ago.  The Company booked net revenues of $11,224,041 for the nine
months ended July 31, 2009, from $18,092,122 for the same period
in 2008.

At July 31, 2009, Synovics had $18,767,220 in total assets and
$19,540,253 in total liabilities, resulting in $773,033 in
stockholders' deficit.  The Company's July 31 balance sheet showed
$4,676,398 in total current assets against $17,547,703 in total
current liabilities.  The Company had accumulated deficit of
$85,032,876 at July 31, 2009.

Synovics also has incurred accumulated operating losses of
$85,032,876 through July 31, 2009, which have been funded through
the issuance of stock and debt.  The losses incurred to date, the
uncertainty regarding the ability to raise additional capital and
Synovics' inability to generate operating profits and positive
cash flows from operations indicate that Synovics may not be able
to continue as a going concern for a reasonable period of time.

Synovics said as a result of the Drug Enforcement Administration
related proceedings, it has ceased almost all of its manufacture
and sale of ephedrine and guaifenesin products which have
historically comprised approximately 50% of Synovics's sales over
the past three years.  This has resulted in a significant
reduction in revenue which in turn has caused Synovics to scale
back its operations, cut its workforce by approximately 50% since
the beginning of 2009, become delinquent in the payment of the
Company's payroll tax obligations of approximately $477,000 and
attempt to reach arrangements with its creditors in an effort to
continue as a going concern.

Synovics is attempting to reverse the downward trend in the
reduction of revenue by refocusing its sales efforts on higher
volume, higher margin customers, launching new generic RX
products, executing upon its so-called "front-end" strategy,
expanding sales to is existing customer base and bringing the DEA
proceedings to a conclusion.  The impact of the loss of revenue
from the ephedrine and guifaenisin products has had a material
adverse impact on the business, prospects, financial condition and
results of operation of Synovics and no assurance can be given
that even if Synovics has increased sales from higher volume,
higher margin customers, launches new products, executes upon its
"front-end" strategy, expands sales to its existing customer base
and satisfactorily concludes the DEA proceedings that it will be
able to continue as a going concern.

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?455c

Miller Ellin & Company, LLP, in New York, in a letter dated
January 29, 2009, to Synovics, expressed substantial doubt about
the company's ability to continue as a going concern after
auditing the consolidated balance sheets of Synovics
Pharmaceuticals as of October 31, 2008 and 2007 and the related
consolidated statements of operations, stockholders' equity and
cash flows for the years ended October 31, 2008, 2007, and 2006.

                   About Synovics Pharmaceuticals

Based in Ft. Lauderdale, Florida, Synovics Pharmaceuticals Inc.
(OTC BB: SYVC) -- http://www.bionutrics.com/-- through its
subsidiaries, engages in the development, manufacture, and
commercialization of generic over-the-counter (OTC) pharmaceutical
products and generic prescription drug products.  The company's
OTC product categories include analgesics, cough, cold,
antihistamines, asthma relief, and laxatives.  It also offers
private label solid dosage Rx products, including Estratest, a
product used by post-menopausal women.

Synovics Pharmaceuticals packages and distributes its private
label, or store brand OTC products to chain drug stores,
wholesalers, and distributors in the United States.  It has a
strategic partnership with Maneesh Pharmaceuticals Pvt. Ltd.  The
company was founded in 1983.  It was formerly known as Bionutrics
Inc.


TAMPA ENCLAVE: Meeting of Creditors Scheduled for October 19
------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of creditors
in Tampa Enclave 52 LLC's Chapter 11 case on Oct. 19, 2009, at
3:00 p.m.  The meeting will be held at the Office of the U.S.
Trustee, 80 Broad Street, Fourth Floor, New York City.

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.

Boca Raton, Florida-based Tampa Enclave 52 LLC dba The Promenade
at Tampa Palms operates a real estate business.  The Company filed
for Chapter 11 on Sept. 9, 2009 (Bankr. S.D.N.Y. Case No. 09-
15441).  Kevin J. Nash, Esq., at Goldberg Weprin Finkel Goldstein
LLP, represent the Debtor in its restructuring efforts.  In its
petition, the Debtor listed assets and debts both ranging from
$10,000,001 to $50,000,000.


TCS SYSTEMS INC: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: TCS Systems, Inc.
        3611 Jackson Pointe Drive
        Louisville, TN 37777

Bankruptcy Case No.: 09-35230

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Knoxville)

Judge: Richard Stair, Jr.

Debtor's Counsel: Thomas Lynn Tarpy, Esq.
                  Hagood, Tarpy & Cox PLLC
                  Suite 2100, Riverview Tower
                  900 South Gay Street
                  Knoxville, TN 37902-1537
                  Tel: (865) 525-7313
                  Email: ltarpy@htandc.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
$2,050,000, and total debts of $1,704,600.

A list of the Company's 6 largest unsecured creditors is available
for free at:

             http://bankrupt.com/misc/tneb09-35230.pdf

The petition was signed by Michael F. Thomas, president of the
Company.


TEXANS CUSO: Has Until October 5 to File Schedules and Statement
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
extended until Oct. 5, 2009, Texans CUSO Insurance Group LLC's
time to file its schedules of assets and liabilities and statement
of financial affairs.

Texans CUSO Insurance Group LLC, fka Curley Insurance Group, is a
nonprofit credit union and a subsidiary of Texans Credit Union.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on September 5, 2009 (Bankr. N.D. Texas Case No. 09-
35981).  Scott Mark DeWolf, Esq., at Rochelle McCullough L.L.P.
assists the Debtors in their restructuring efforts.  Texans CUSO
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


TEXANS CUSO: U.S. Trustee Sets Meeting of Creditors for October 8
-----------------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of creditors
in Texans CUSO Insurance Group LLC's Chapter 11 case on Oct. 8,
2009, at 10:30 a.m.  The meeting will be held at the Office of the
U.S. Trustee, 1100 Commerce St., Room 976, Dallas, Texas.

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.

Texans CUSO Insurance Group LLC, fka Curley Insurance Group, is a
nonprofit credit union and a subsidiary of Texans Credit Union.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on September 5, 2009 (Bankr. N.D. Texas Case No. 09-
35981).  Scott Mark DeWolf, Esq., at Rochelle McCullough L.L.P.
assists the Debtors in their restructuring efforts.  Texans CUSO
listed $10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


THORNBURG MORTGAGE: U.S. Trustee Wants Ch. 11 Trustee to Take Over
------------------------------------------------------------------
The U.S. Trustee for the District of Maryland has sought the
bankruptcy court's approval to appoint a Chapter 11 bankruptcy
trustee or examiner for Thornburg Mortgage Inc.

According to reports, the Official Committee of Unsecured
Creditors received a tip about the possible misappropriation of
assets by Thornburg Mortgage's top two officers that could result
in criminal charges.

Bill Rochelle at Bloomberg reports that the U.S. Trustee says the
Company's top two executives, Chief Executive Officer Larry A.
Goldstone and Chief Financial Officer Clarence G. Simmons III,
formed a new company to carry on Thornburg's business plan.  The
two allegedly used Thornburg company employees to work on
their new venture.  There was belated disclosure that a Thornburg
special counsel was simultaneously performing legal services for
the new Goldstone and Simmons company.

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- is a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages.  It originates, acquires, and retains investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprise of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.

Thornburg Mortgage, Inc., and its four affiliates filed for
Chapter 11 on May 1 (Bankr. D. Md. Lead Case No. 09-17787).  Judge
Duncan W. Keir is handling the case.

David E. Rice, Esq., at Venable LLP, in Baltimore, Maryland, has
been tapped as counsel.  Orrick, Herrington & Sutcliffe LLP is
employed as special counsel.  Jim Murray, and David Hilty, at
Houlihan Lokey Howard & Zukin Capital, Inc., have been tapped as
investment banker and financial advisor.  Protiviti Inc. has also
been engaged for financial advisory services.  KPMG LLP is the tax
consultant.  Epiq Systems, Inc., is claims and noticing agent.  In
its bankruptcy petition, Thornburg listed total assets of
$24,400,000,000 and total debts of $24,700,000,000, as of
January 31, 2009.


TRANSMERIDIAN EXPLORATION: Plan Consummation Delayed
----------------------------------------------------
Transmeridian Exploration Inc. said in a filing with the
Bankruptcy Court that it didn't consummate its Chapter 11 plan
within 30 days of confirmation.  The Company said the new target
for implementing the Plan is Sept. 30, although there may be
another postponement.

The Plan calls for the sale of the Company's principal assets
-- Caspi Neft, an oil and gas property in the South Alibek Field
in the Republic of Kazakhstan covered by License 1557 and the
related exploration and production, contracts -- to UFEX Advisors
Corp, a Kazakhstan company affiliated with an individual named
Erlan Sagadiev who was retained to provide consulting and
management services for the operations in Kazakhstan.  UFEX won an
auction for Caspi Neft with its offer to purchase the assets for
US$60 million in cash, and $35 million in two-year notes, and
reimbursement of $500,000 in expenses.  The New Notes provides for
a 90 day "put" option during which the holders of the New Notes
may elect to put the Notes back to UFEX in exchange for a cash
payment of 50% of the face amount of the Notes.  Prime Way
Holdings, Ltd., was the second best bidder among three
participants at the auction.

Transmeridian said that because of complications associated with
the issuance of New Notes, the parties were required to extend the
closing date.

The Plan provides that, in exchange for their $300 million in
claims, the secured noteholders are to receive the cash and notes
consideration from the sale, less the $700,000 in DIP financing
provided by Mr. Sagadiev.  In satisfaction of their deficiency
claims -- then expected to exceed $200 million -- the noteholders
will receive 20% of the cash left in the Company after the sale.
Unsecured creditors, whose claims may total as much as
$14.5 million, are to have the other 80% of available cash.

Gary Neus, a former director of the Debtors, was named liquidating
trustee.  The liquidating trustee will dispose of assets not sold
to UFEX.

The noteholders and the general unsecured creditors overwhelmingly
voted in favor of the Plan.  Had the general unsecured claimants
voted to reject the Plan, they would be receiving a distribution
of available cash in the estate to be shared pro rata with
noteholders on account of their deficiency claims.

Copies of the Plan and the Disclosure Statement, as amended, are
available for free at:

      http://bankrupt.com/misc/TransAm_AmendedPlan.pdf
      http://bankrupt.com/misc/TransAm_Amended_DS.pdf

A document providing for modifications to the Plan following the
auction is available for free at:

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

                  About Transmeridian Exploration

Headquartered in Houston, Texas, Transmeridian Exploration
Incorporated is an independent energy company engaged in the
business of acquiring, developing and producing oil and natural
gas.  Its activities are primarily focused on the Caspian Sea
region of the former Soviet Union.  The License and oil and gas
production in Kazakhstan is handled through the Debtors' wholly
owned subsidiary, JSC Caspi Neft TME, a joint stock company
organized under the laws of Kazakhstan.  The Company and two
affiliates filed for Chapter 11 protection on March 30, 2009
(Bankr. S.D. Tex. Lead Case No. 09-31859).  Judge Marvin Isgur
presides over the case.  John Wesley Wauson, Esq., and Matthew
Brian Probus, Esq., at Wauson & Probus, serve as the Debtors'
bankruptcy counsel.  As of September 30, 2008, the Debtor had
total assets of $377,902,000 and total debts of $451,678,000.


TRI STAR: Proposes Half Ownership to 3 of Financial Consultants
---------------------------------------------------------------
Metal Bulletin reports that Tri Star Aluminum Co. LP's
reorganization plan offers 10 cents on the dollar for unsecured
creditors and half ownership to three of the financial consultants
involved.

Tri Star Aluminum Co. LP is based in Tennessee.  The Company filed
for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court
for the Middle District of Tennessee.  The Company listed less
than 10,000,000 in assets and less than 10,000,000 in debts.


TRIDENT RESOURCES: Proposes Richards Layton as Delaware Counsel
---------------------------------------------------------------
Trident Resources Corp. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for authority to
employ Richards, Layton & Finger, P.A., as Delaware counsel.

RL&F will, among other things:

   -- advise the Debtors of their rights, powers, duties as
      debtors-in-possession;

   -- take all necessary action to protect and preserve the
      Debtors' estates, including the prosecution of actions on
      the Debtors' behalf, the defense of any actions commenced
      against the Debtors, the negotiation of disputes in which
      the Debtors are involved, and the preparation of objections
      to claims filed against the Debtors' estates; and

   -- prepare on behalf of the Debtors all necessary motions,
      applications, answers, orders, reports and papers in
      connection with the administration of the Debtors' estates.

RL&F and Akin Gump Strauss Hauer & Feld LLP, the Debtors' proposed
counsel, discussed a division of responsibilities regarding the
representation and will make every effort to avoid duplication of
services.

Paul N. Heath, a director of RL&F, tells the Court that prior to
the petition date, RL&F received $250,000 in connection with and
in contemplation of the Debtors' Chapter 11 filing.  After
application of fees and expenses, RL&F holds $190,000 in its
retainer account.

Mr. Heath assures the Court that RL&F is a "disinterested person"
as that term is defined in Section 101(14) of the Bankruptcy Code.

Mr. Heath can be reached at:

     Richards, Layton & Finger, P.A.
     920 North King Street
     Wilmington, DE 19801
     Tel: (302) 651-7700
     Fax: (302) 651-7701

                     About Trident Resources Corp

Calgary, ALberta-based Trident Resources Corp. operates a natural
gas exploration and development company.  The Company and its
affiliates filed for Chapter 11 on Sept. 8, 2009 (Bankr. D. Del.
Case Nos. 09-13150 to 09-13154).  In their petition, the Debtors
listed $10,000,001 to $50,000,000 in assets and $500,000,001 to
$1,000,000,000 in debts.


TRIDENT RESOURCES: Section 341(a) Meeting Scheduled for October 15
------------------------------------------------------------------
Roberta A. DeAngelis, Acting U.S. Trustee for Region 3, will
convene a meeting of creditors in Trident Resources Corp. and its
debtor-affiliates' Chapter 11 cases on Oct. 15, 2009, at 3:00 p.m.
The meeting will be held at J. Caleb Boggs Federal Building, 2nd
Floor, Room 2112, Wilmington, Delaware.

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.

Calgary, ALberta-based Trident Resources Corp. operates a natural
gas exploration and development company.  The Company and its
affiliates filed for Chapter 11 on Sept. 8, 2009 (Bankr. D. Del.
Case Nos. 09-13150 to 09-13154).  Chun I. Jang, Esq., Mark D.
Collins, Esq., Paul Noble Heath, Esq., and Travis A. McRoberts,
Esq., at Richards, Layton & Finger, P.A., represent the Debtors in
their restructuring efforts.  In their petition, the Debtors
listed $10,000,001 to $50,000,000 in assets and $500,000,001 to
$1,000,000,000 in debts.


TRIDENT RESOURCES: Wants to Hire Akin Gump as Bankruptcy Counsel
----------------------------------------------------------------
Trident Resources Corp. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for authority to
employ Akin Gump Strauss Hauer & Feld LLP as counsel.

Akin Gump will, among other things:

   -- advise the Debtors with respect to their powers and duties
      as debtor-in-possession in the continued operation of their
      business and the management of their properties;

   -- advise the Debtors and take all necessary actions at the
      Debtors' direction with respect to protecting and preserving
      the Debtors' estates including the defense of any actions
      commenced against the Debtors, the negotiation of disputes
      in which the Debtors are involved, and the preparation of
      objections to claims filed against the Debtors' estates; and

   -- draft all necessary motions, applications, answers, orders,
      reports, and other papers in connection with the
      administration of the Debtors' estates on behalf of the
      Debtors.

Akin Gump and Richards, Layton & Finger, P.A., the Debtors'
proposed Delaware counsel, discussed a division of
responsibilities regarding the representation and will make every
effort to avoid duplication of services.

Akin Gump will also work closely with other professionals employed
by the Debtors: (i) Fraser Milner Casgrain LLP, Canadian counsel
to the Canadian Debtors in the Canadian proceedings; (ii)
Rothschild Inc., an investment banker and financial advisor; and
(iii) The Garden City Group, Inc. as claims, noticing and
balloting agent.

The hourly rates of Akin Gump personnel are:

     Partners                      $450 to $1,100
     Senior Counsel and Counsel    $250 to $810
     Associates                    $175 to $580
     Paraprofessionals              $75 to $250

The primary personnel designated in the cases and their hourly
rates are:

     Ira S. Dizengoff, partner           $875
     Scott L. Alberino, partner          $625
     Ryan C. Jacobs, counsel             $530

Mr. Dizengoff assures the Court that is a "disinterested person"
as that term is defined in Section 101(14) of the Bankruptcy Code.

Mr. Dizengoff can be reached at:

     Akin Gump Strauss Hauer & Feld LLP
     One Bryant Park
     New York, NY 10036
     Tel: (1) 212-872-1096
     Fax: (1) 212-872-1002

                     About Trident Resources Corp

Calgary, ALberta-based Trident Resources Corp. operates a natural
gas exploration and development company.  The Company and its
affiliates filed for Chapter 11 on Sept. 8, 2009 (Bankr. D. Del.
Case Nos. 09-13150 to 09-13154).  In their petition, the Debtors
listed $10,000,001 to $50,000,000 in assets and $500,000,001 to
$1,000,000,000 in debts.


TRONOX INC: J. Shenwick's Letter re SNWA Water Usage Rights
-----------------------------------------------------------
In a letter delivered to the Court, September 16, 2009, James H.
Shenwick, Esq., at Shenwick & Associates, in New York, bankruptcy
counsel to Industrial Properties Development, Inc., wants to
obtain from Tronox Inc. and its affiliates an execution of these
documents:

  (a) Boulder Canyon Project Assignment and Transfer of a
      Portion of the Entitlement to the Delivery of Colorado
      River Water (Partial Assignment and Transfer No. 3:
      Contract 14-06-300-2083); and

  (b) U.S. Dept. of the Interior Bureau of Reclamation Amendment
      to Contract with Basic Water Company for Delivery of
      Colorado River Water for Use in Nevada (Amendment No. 3:
      Contract 14-06-300-2083).

IPD is the broker/dealer for Kapex, LLC, which acquired 3,250
acres of land formerly owned by Kerr-McGee Chemical Corporation
and its successors-in-interest in the Apex Industrial Park Area,
Clark County, Nevada pursuant to a Purchase and Sale Agreement by
and between US Avestor, LLC and Kapex.

Kapex also acquired rights for the usage of 400 acre-feet/year of
Lake Mead reservoir water rights via an Assignment from US
Avestor, LLC to Kapex.  Kerr-McGee was a successor-in-interest to
the American Potash & Chemical Corporation, a Basic Group
signatory to the U.S. Dept. of the Interior Bureau of Reclamation
Boulder Canyon Project Contract for Delivery of Water to Basic
Management, Inc. (Contract No. 14-06-300-2083).

On behalf of Kapex, Industrial Properties is developing the
Mountain View Industrial Park, which has the potential to bring
thousands of jobs to both the City of North Las Vegas and
Clark County, Nevada.  Kapex is partnering with the Southern
Nevada Water Authority to devise a method for the City of North
Las Vegas to provide water to the Apex Area.  For that purpose,
Kapex needs to convey its Water Usage Rights to SNWA.

In order to convey the Water Usage Rights to SNWA, SNWA requires
that the Contract be amended to list SNWA as the recipient of the
Water Usage Rights pursuant to the Contract.  The Bureau of
Reclamation is requiring the Basic Group Contract signatories to
consent to the conveyance of the Water Usage Rights to SNWA.

The Basic Group Contract signatories do not have any ownership
interest in the Water Usage Rights, and all of the Basic Group
Contract signatories have executed the SNWA Water Usage Rights
Conveyance Documents.

Mr. Shenwick tells the Court that his client has been working on
the transaction since the summer of 2008 and had a deadline of
May 25, 2009, which it failed to meet due to Tronox Inc.'s
Chapter 11 filing.  In order to complete the transaction, Mr.
Shenwick says they need the Debtor to execute the SNWA Water
Usage Rights Conveyance Documents.

The Debtor's consent to Kapex's conveyance of the Water Usage
Rights to SNWA should not be affected by the Debtor's estate, Mr.
Shenwick relates.

                         About Tronox Inc.

Headquartered in Oklahoma City, Tronox Incorporated (Pink Sheets:
TRXAQ, TRXBQ) is the world's fourth-largest producer and marketer
of titanium dioxide pigment, with an annual production capacity of
535,000 tonnes.  Titanium dioxide pigment is an inorganic white
pigment used in paint, coatings, plastics, paper and many other
everyday products.  The Company's four pigment plants, which are
located in the United States, Australia and the Netherlands,
supply high-performance products to approximately 1,100 customers
in 100 countries.  In addition, Tronox produces electrolytic
products, including sodium chlorate, electrolytic manganese
dioxide, boron trichloride, elemental boron and lithium manganese
oxide.

Tronox has $1.6 billion in total assets, including $646.9 million
in current assets, as at September 30, 2008.  The Company has
$881.6 million in current debts and $355.9 million in total
noncurrent debts.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.
N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRONOX INC: Letter to Court re Retiree Benefits
-----------------------------------------------
Tronox Incorporated delivered to the Court, on September 11,
2009, a letter to address and respond to concerns raised by
certain current and former employees regarding modifications to
the company's retiree medical and life insurance benefits.

Tronox related that effective April 1, 2009, the company modified
the Retiree Benefits it provides to Retirees under Tronox's
Retiree Health and Protection Plan.  There are three key points
concerning these modifications:

  (a) Tronox's right to modify or terminate Retiree
      Benefits is expressly preserved in the operative documents
      regarding the Retiree Benefits, including the Employee
      Benefits Agreement between Tronox and Kerr-McGee
      Corporation from which Tronox's obligation to provide
      Retiree Benefits arises.

  (b) Tronox made the decision to modify the Retiree
      Benefits well before the commencement of its Chapter 11
      case, and began to notify current and former employees
      of the planned modifications almost two years before the
      modifications went into effect.

  (c) Under the terms of the EBA, April 1, 2009 was the
      earliest date on which Tronox could implement
      modifications to the Retiree Benefits. Thus, while the
      modifications went into effect during Tronox's Case, the
      modifications would have gone into effect even if the Case
      had not commenced.  The Debtors' Chapter 11 cases have not
      impacted Retiree Benefits.

According to the letter, Tronox's decision to modify the Retiree
Benefits was made after great deliberation and Tronox regrets any
hardship that these modifications may have caused for its
Retirees.  These modifications, however, were necessary to
preserve the financial strength and stability of the company, the
letter states.

Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York,
says Tronox is in the process of evaluating the company's
obligations to its Retirees and the impact, if any, of Tronox's
chapter 11 case on those obligations.  At this time, Mr. Henes
relates, no conclusions have been drawn and no decisions have
been made with respect to the treatment of those obligations in
the Tronox's Case.  Tronox will keep the Court and the company's
stakeholders informed as the evaluation continues, Mr. Henes
adds.

                         About Tronox Inc.

Headquartered in Oklahoma City, Tronox Incorporated (Pink Sheets:
TRXAQ, TRXBQ) is the world's fourth-largest producer and marketer
of titanium dioxide pigment, with an annual production capacity of
535,000 tonnes.  Titanium dioxide pigment is an inorganic white
pigment used in paint, coatings, plastics, paper and many other
everyday products.  The Company's four pigment plants, which are
located in the United States, Australia and the Netherlands,
supply high-performance products to approximately 1,100 customers
in 100 countries.  In addition, Tronox produces electrolytic
products, including sodium chlorate, electrolytic manganese
dioxide, boron trichloride, elemental boron and lithium manganese
oxide.

Tronox has $1.6 billion in total assets, including $646.9 million
in current assets, as at September 30, 2008.  The Company has
$881.6 million in current debts and $355.9 million in total
noncurrent debts.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.
N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRONOX INC: Stipulation on Continue Use of Caterpillar Equipment
----------------------------------------------------------------
Before the Petition Date, Debtor Tronox Pigments (Savannah) Inc.
entered into lease agreements with Caterpillar Financial Services
Corporation for heavy equipment owned by CFSC:

  Lease Number         Equipment Model
  ------------         ---------------
476868 ("Lease 1")    924G Wheel Loader (S/N DDA03724)
497748 ("Lease 2")    324DL Excavator (S/N JJG00702)
535238 ("Lease 3")    972H Wheel Loader (S/N A7D00650)
536783 ("Lease 4")    972H Wheel Loader (S/N A7D00740)
540687 ("Lease 5")    730 Truck (S/N B1M01648)
                       730 Truck (S/N B1M01649)
541239 ("Lease 6")    D6NLGP Track-type Tractor (S/N DJY00850)
542646 ("Lease 7")    D7RII Track-type Tractor (S/N AEC02142)

CFSC and the Debtor agree that the prepetition arrears due under
the Leases total $18,299.

The Debtor has sought and obtained Court permission to reject
Lease 1, Lease 2, Lease 4, part of Lease 5 and Lease 7 effective
August 10, 2009.

The Debtor has used and desires to continue to use the Equipment
covered under Lease 3, part of Lease 5 and Lease 6 on a
postpetition basis, subject to its right to assume or reject
pursuant to Section 365 of the Bankruptcy Code

The Debtor is current in its postpetition obligations under the
Leases through July of 2009 with the exception of postpetition
personal property taxes which have not been paid.

Accordingly, CFSC and Debtor entered into a stipulation agreeing,
among other things, that Debtor will cooperate in all respects
with CFSC to return the Equipment leased under the Rejected
Leases.

CFSC is granted an allowed administrative claim in the amount of
$11,961 representing the pro rata unpaid rent due under the
Rejected Leases for the period the July 2009 invoice.

CFSC is granted an allowed administrative claim totaling $8,376
representing unpaid personal property taxes accruing under the
Leases from the Petition Date through August 10, 2009.

The Debtor will make regular monthly payments to CFSC in the
amount of $12,718 comprised of $12,161 for rental and $556 for
monthly allocation of personal property taxes on or before a due
date unless and until as any of the Retained Leases are assumed
or rejected at which time the parties will memorialize any
adjustment to the amount of the Use Payments.

CFSC is granted an allowed unsecured claim in the amount of the
Prepetition Arrears without the need to file a proof of claim.

                         About Tronox Inc.

Headquartered in Oklahoma City, Tronox Incorporated (Pink Sheets:
TRXAQ, TRXBQ) is the world's fourth-largest producer and marketer
of titanium dioxide pigment, with an annual production capacity of
535,000 tonnes.  Titanium dioxide pigment is an inorganic white
pigment used in paint, coatings, plastics, paper and many other
everyday products.  The Company's four pigment plants, which are
located in the United States, Australia and the Netherlands,
supply high-performance products to approximately 1,100 customers
in 100 countries.  In addition, Tronox produces electrolytic
products, including sodium chlorate, electrolytic manganese
dioxide, boron trichloride, elemental boron and lithium manganese
oxide.

Tronox has $1.6 billion in total assets, including $646.9 million
in current assets, as at September 30, 2008.  The Company has
$881.6 million in current debts and $355.9 million in total
noncurrent debts.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.
N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.

Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Tronox Inc. and its 14 affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRUMP ENTERTAINMENT: Examiner Named; Rival Plans' Hearing Delayed
-----------------------------------------------------------------
Bankruptcy Judge Judith Wizmur has approved the appointment of
Michael St. Patrick Baxter as examiner in Trump Entertainment
Resorts Inc.'s Chapter 11 cases.

The bondholders sought an examiner to investigate the Company's
decision to endorse a Chapter 11 plan backed by shareholder Donald
Trump.  The bondholders urged a probe as to whether the board
acted in good faith as unsecured creditors will be wiped out under
Donald Trump's plan while he would retain control of the Company.

The Company had said unsecured creditors and the second lien
lenders won't receive distributions as the value of the business
operations is less than the amount of Beal Bank's $486 million
first lien claim.  Donald Trump will be retaining interest in the
reorganized company as a result of a deal with Beal for a
$100 million cash infusion in the reorganized company.

Nevertheless, Judge Wizmur agreed to appoint an examiner and
terminate the Company's exclusive right to file a Chapter 11 plan.

The Noteholders have filed a plan to reorganize Trump
Entertainment that rivals the Donald-Trump backed plan filed by
management.  Each side has asked the Bankruptcy Court to reject
the other's plan and to send only its proposal to creditors for a
vote.

Judge Wizmur has adjourned hearings on the competing plans
scheduled for September 22 to October 7, 2009 at 10:00 a.m.
Objections to the separate disclosure statements and proposals to
begin solicitation of votes filed by the Noteholders and the
Company are due September 24.

                          Competing Plans

As reported by the TCR on August 6, 2009, Trump Entertainment
Resorts Inc. filed a Chapter 11 plan built around the proposed
sale of the company to shareholder Donald Trump.  Under the
agreement reached with the Company, Donald J. Trump and
BNAC, Inc., an affiliate of Beal Bank Nevada, will invest
$100 million cash in the newly private company and become its
owners.  Beal Bank and Beal Bank Nevada agreed to amend and
restate a prepetition credit agreement with the partnership
subsidiary of the Company in order to restructure approximately
$486 million in debt.  Under the amendment, the debt will be
assumed by the reorganized company post-emergence and the maturity
period for the repayment is extended until December 2020 from the
existing maturity of 2012.  Under the Plan, only Beal Bank will
have recovery, and lower ranked creditors would receive nothing.
According to the disclosure statement explaining the Plan, Beal
Bank will recover 94% of its claims.

The Ad Hoc Committee of Holders of the 8.5% Senior Secured Notes
Due 2015 say that they have a "superior plan".  The Noteholders
noted that, in stark contrast to the Insider Plan, their plan
would deliver far more value to all constituencies.  The salient
terms of the Noteholder Plan are:

   -- A capital contribution of $175 million in new equity capital
      in the form of a rights offering backstopped by certain
      holders of the Senior Secured Notes.

   -- The Noteholder Plan further contemplates the sale of the
      Trump Marina Hotel Casino to Coastal Marina, LLC for
      $75 million, net of certain deposits and the dismissal of
      the litigation commenced by the Debtors against, among
      others, Richard T. Fields and Coastal Development, LLC

   -- Beal Bank would receive a cash pay down equal to the
      proceeds from the Marina Sale, plus $75 million from the
      proceeds of a rights offering.  In addition, Beal Bank would
      receive new debt at an interest rate to be determined by the
      Court sufficient to provide Beal Bank with the present value
      of Beal's allowed secured claim.

   -- Holders of the Senior Secured Notes, together with eligible
      holders of general unsecured claims, will be entitled to
      receive their pro rata share of (a) 5% of the common stock
      of the reorganized Debtors, and (b) subscription rights to
      acquire 95% of the New Common Stock.  In addition, holders
      of general unsecured claims that are not eligible to receive
      subscription rights would be entitled to receive their pro
      rata share of a fixed pool of cash.

Copies of the Insider Plan and the explanatory Disclosure
Statement are available for free at:

    http://bankrupt.com/misc/Trump_Chapter11Plan.pdf
    http://bankrupt.com/misc/Trump_DiscStatement.pdf

Copies of the Noteholder Plan and explanatory Disclosure Statement
are available for free at:

    http://bankrupt.com/misc/Trump_Noteholders_DS.pdf
    http://bankrupt.com/misc/Trump_Noteholders_Plan.pdf

                    About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D.
N.J., Lead Case No. 09-13654).  The Company has tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel.  Ernst & Young LLP is the
Company's auditor and accountant and Lazard Freres & Co. LLC is
the financial advisor.  Garden City Group is the claims agent.
The Company disclosed assets of $2,055,555,000 and debts of
$1,737,726,000 as of December 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels' obtained the Court's
confirmation of its Chapter 11 plan on April 5, 2005, and in May
2005, it exited from bankruptcy under the name Trump Entertainment
Resorts Inc.


TRUMP ENTERTAINMENT: Franklin Mutual Discloses 4.4% Equity Stake
----------------------------------------------------------------
Franklin Mutual Advisers, LLC, disclosed holding 1,381,967 shares
or roughly 4.4% of the Common Stock, par value $0.001 per share,
of Trump Entertainment Resorts, Inc., as of August 31, 2009.

The securities are beneficially owned by one or more open-end
investment companies or other managed accounts which, pursuant to
investment management contracts, are managed by Franklin Mutual
Advisers, an indirect wholly owned subsidiary of Franklin
Resources, Inc.

The investment management contracts grant to FMA all investment
and voting power over the securities owned by the investment
management clients.  Therefore, FMA may be deemed to be, for
purposes of Rule 13d-3 under the Act, the beneficial owner of the
Securities.

Charles B. Johnson and Rupert H. Johnson, Jr., own in excess of
10% of the outstanding common stock of FRI and are the principal
stockholders of FRI.  However, because FMA exercises voting and
investment powers on behalf of its investment management clients
independently of FRI, the Principal Shareholders, and their
respective affiliates, beneficial ownership of the securities
being reported by FMA is being attributed only to FMA.  FMA
disclaims any pecuniary interest in any of the Securities.

                    About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D.
N.J., Lead Case No. 09-13654).  The Company has tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel.  Ernst & Young LLP is the
Company's auditor and accountant and Lazard Freres & Co. LLC is
the financial advisor.  The Company disclosed assets of
$2,055,555,000 and debts of $1,737,726,000 as of December 31,
2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels' obtained the Court's
confirmation of its Chapter 11 plan on April 5, 2005, and in May
2005, it exited from bankruptcy under the name Trump Entertainment
Resorts Inc.


UNIFI INC: Management Holds Investor Roadshows This Week
--------------------------------------------------------
William L. Jasper, President and Chief Executive Officer and
Ronald L. Smith, Vice President and Chief Financial Officer of
Unifi, Inc., will hold investor briefings at roughly 9:00 a.m. on
Thursday, September 24, 2009, in San Francisco, California, and at
roughly 9:00 a.m. on Friday, September 25, 2009, in Los Angeles,
California.

The management team began the roadshow on September 22, 2009, in
New York.  Management says weak consumer spending resulted in
significant buildup of inventories at retail, product
manufacturers and fabric producers, and resulted in lower levels
of demand in every end use segment and at every level of the
supply chain.  It says the Company's ongoing focus is to:

     -- invest in the development and commercialization of Premier
        Value Added yarns.  Unifi's PVA portfolio represents 11%
        of U.S. sales and 13% of consolidated sales in fiscal
        2009;

     -- drive continuous improvement within the Company's
        traditional businesses; and

     -- leverage growth platforms in Brazil and China.  Unifi says
        the Chinese textile filament represents 66% of global
        market in 2008.

Management notes Unifi has a covenant-light stable capital
structure.  It has no on-going maintenance covenants under its
$179 million of 11.5% 2014 Senior Secured Notes.  Its amended
revolving credit agreement, which matures May 15, 2011, has a
$100 million availability plus $50 million spring feature.

A full-text copy of the slide package is available at no charge
at http://ResearchArchives.com/t/s?455a

                            About Unifi

Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials.  The Company adds value to the supply chain and
enhances consumer demand for its products through the development
and introduction of branded yarns that provide unique performance,
comfort and aesthetic advantages.  Key Unifi brands include, but
are not limited to: AIO(R) - all-in-one performance yarns,
SORBTEK(R), A.M.Y.(R), MYNX(R) UV, REPREVE(R), REFLEXX(R),
MICROVISTA(R) and SATURA(R). Unifi's yarns and brands are readily
found in home furnishings, apparel, legwear, and sewing thread, as
well as industrial, automotive, military, and medical
applications.

At June 28, 2009, the Company had $476,932,000 in total assets;
total current liabilities of $48,840,000, long-term debt and other
liabilities of $182,707,000, deferred income taxes of $416,000;
and shareholders' equity of $244,969,000.

Unifi Inc. continues to carry Moody's Investor Service's Caa2
senior secured debt rating which was placed in December 2007.


UNITED SITE: S&P Downgrades Corporate Credit Rating to 'CC'
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Westborough, Massachusetts-based United
Site Services Inc. to 'CC' from 'CCC+'.  In addition, S&P revised
the recovery rating on the company's second-lien term loan to '5',
indicating S&P's expectation of modest (10%-30%) recovery in the
event of a payment default, from '4'.  S&P left the recovery
rating on the first-lien revolving credit facility unchanged at
'1', indicating S&P's expectation of very high (90%-100%) recovery
in the event of a payment default.  In conjunction with the
downgrade of the corporate credit rating and revision to the
recovery ratings, S&P lowered the ratings on the company's first-
lien revolving credit facility and second-lien term loan to 'CCC'
and 'C', respectively.

"The downgrade and negative outlook reflect United Site Services'
significant earnings deterioration through the first six months of
2009, along with the potential that the company may have
difficulty meeting upcoming interest and principal obligations due
to expected weak cash flows that could constrain liquidity," said
Standard & Poor's credit analyst James Siahaan.

Weakness in residential-, commercial-, and government-related
construction spending, along with lower demand in the company's
special event services segments, has hurt operating performance.

The ratings on United Site Services, which rents and services
portable restrooms, reflect a number of weaknesses, including a
high degree of vulnerability to the cyclicality of residential and
commercial construction; a modest revenue base (a little over
$200 million) and narrow product offering; and limited geographic
diversity of revenues, as over half of the company's sales are
derived from California.  This vulnerable business risk profile is
only slightly tempered by the company's leading U.S. market
position and cost-efficient business model.


U.S. ACQUISITION: Court Dismisses SIST Chapter 11 Bankruptcy Case
-----------------------------------------------------------------
Mikel Lauber at wsaw.com reports that the court has dismissed
Samanta Roy Institute of Science and Technology's Chapter 11
bankruptcy case.

Court documents say that SIST and its subsidiaries have almost
$22 million in liabilities, including almost $14 million in
unsecured debt.

According to wsaw.com, many SIST creditors sought to lift the
automatic stay so they could move forward with foreclosure
proceedings.  wsaw.com relates that the court, due to a lack of
progress by SIST in reducing debt, issued on September 15 an Order
to Show Cause, demanding that SIST show why the case should not be
dismissed.  SIST failed to provide any evidence, court documents
say.  Among reasons listed to warrant dismissal are:

     -- SIST's failure to file any tax returns since 2004,

     -- the Company's continued loss of finances,

     -- the Debtor's inattention to actions it should or could be
        taking to market its assets,

     -- gross mismanagement of funds, and

     -- lack of candor.

wsaw.com relates that several SIST properties had gone into
foreclosure before the Company filed for bankruptcy and those
foreclosures, as well as Shawano Mayor Lorna Marquardt's
defamation lawsuit against the Company, are now able to move
forward.

Shawano, Wisconsin-based U.S. Acquisitions & Oil, Inc., and its
affiliates operate gasoline service stations.  They filed for
Chapter 11 bankruptcy protection on March 16, 2009 (Bankr. D. Del.
Case No. 09-10875).  Eric J. Monzo, Esq., at Cohen Seglias Pallas
Greenhall Furman PC, assisted the Debtors in their restructuring
effort.  U.S. Acquisitions listed $10 million to $50 million in
assets and $1 million to $10 million in liabilities.  Debtor-
affiliates that filed Chapter 11 petitions include:

     -- Dr. R.C. Samanta Roy Institute of Science & Techno;
     -- Midwest Oil of Wisconsin, LLC;
     -- Midwest Oil of Minnesota, LLC;
     -- Midwest Oil of Shawano, LLC;
     -- Midwest Properties of Shawano, LLC; and
     -- Midwest Hotels & Motels of Shawano, LLC


UTGR INC: Court Questions Proposed Compensation Plan
----------------------------------------------------
Paul Grimaldi at The Providence Journal reports that the
bankruptcy court has questioned UTGR Inc.'s lawyer about a
proposed compensation plan that would give the top eight
executives about $3 million in annual pay and bonuses.

As reported by the TCR on September 23, 2009, UTGR is seeking
approval of incentive bonuses for the top eight officers that may
cost as much as $1.26 million if cash flow targets are met for
2009.  The chief executive officer, senior vice president, and
chief financial officer are to be eligible for bonuses that could
double their base salaries of $450,000, $270,000 and $227,000,
respectively.

According to The Providence Journal, paying executives bonuses in
the midst of the bankruptcy case concerned the court, which ticked
off a list of questions that the Debtor's lawyers must answer by
September 29.

UTGR Inc. is the operator of the Twin River racetrack-casino in
Lincoln, Rhode Island.  UTGR filed for Chapter 11 on June 23
(Bankr. D. Rhode Island Case No. 09-12418).  The Debtors selected
Jager Smith P.C. as counsel, and Winograd, Shine & Zacks P.C. as
their co-counsel.  It also hired Zolfo Cooper LLC as bankruptcy
consultants and special financial advisors.  In its bankruptcy
petition, the Company estimated assets of less than $500 million
and debt exceeding $500 million.


VERENIUM CORP: Files Financials to Reflect Accounting Changes
-------------------------------------------------------------
Verenium Corporation filed with the Securities and Exchange
Commission a Current Report on Form 8-K to reflect certain
required accounting adjustments and reclassifications with
respect to the financial information contained in the Company's
Annual Report on Form 10-K and Form 10-K/A for the year ended
December 31, 2008, filed on March 16, 2009 and April 30, 2009.
Verenium said neither the Report nor the Exhibits reflect any
events occurring after March 16, 2009, or modify or update the
disclosures in the 2008 Form 10-K that may have been affected by
subsequent events.

In May 2008 the Financial Accounting Standards Board issued Staff
Position Accounting Principles Board Opinions No. APB 14-1,
"Accounting for Convertible Debt Instruments That May Be Settled
in Cash upon Conversion (Including Partial Cash Settlement)",
which clarifies the accounting for convertible debt instruments
that may be settled in cash (including partial cash settlement)
upon conversion.  APB 14-1 requires issuers to account separately
for the liability and equity components of certain convertible
debt instruments in a manner that reflects the issuer's
nonconvertible debt (unsecured debt) borrowing rate when interest
cost is recognized.  APB 14-1 requires bifurcation of a component
of the debt, classification of that component in equity and the
accretion of the resulting discount on the debt to be recognized
as part of interest expense in the issuers' consolidated statement
of operations.  APB 14-1 is effective for the Company as of
January 1, 2009, and early adoption was not permitted.  However,
once adopted, APB 14-1 requires retrospective application to the
terms of instruments as they existed for all periods presented.
The adoption of APB 14-1 affects the accounting for the Company's
8% Senior Convertible Notes issued in February 2008.  The
retrospective application of APB 14-1 affects only the year 2008.

A full-text copy of Selected Financial Data (adjusted to reflect
the retrospective application of APB 14-1) is available at no
charge at http://ResearchArchives.com/t/s?4555

A full-text copy of Management's Discussion and Analysis of
Financial Condition and Results of Operations (adjusted to reflect
the retrospective application of APB 14-1) is available at no
charge at http://ResearchArchives.com/t/s?4555

A full-text copy of Verenium's Financial Statements and
Supplementary Data (adjusted to reflect the retrospective
application of APB 14-1) is available at no charge at:

              http://ResearchArchives.com/t/s?4556

                       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.


VISTEON CORP: Seeks Exclusivity Extension; to File Plan Soon
------------------------------------------------------------
Visteon Corp. and its units ask the Bankruptcy Court to extend
their exclusive period to file a Chapter 11 plan and to solicit
acceptances of that plan through February 22, 2010 and April 23,
2010, respectively.

Visteon says it has continued to execute on its operational
restructuring initiatives predating the commencement of the
Chapter 11 cases, including the sale of non-core assets, rejection
of contracts and reduction of legacy liabilities.  For instance,
they have moved to terminate post-employment health and insurance
benefits which, if approved, would reduce liabilities by
$310,000,000.  Based on these restructuring actions, the Debtors
have presented their refined business plan to key constituents
including the term loan lenders, the Official Committee of
Unsecured Creditors, and Ford Motor Company.

The Debtors have presented a plan term sheet to their term loan
lenders and initiated plan formulation discussions.  Recently, the
parties' professionals met for an in-person working session on the
plan term sheet.  The Debtors expect to deliver the paln of
reorganization in the near term.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Terms of Revised Key Employee Incentive Plan
----------------------------------------------------------
The Debtors remind the Court that they filed a motion, on
June 29, 2009, seeking authority to implement an incentive
program designed to motivate certain key employees to achieve
superlative results by offering them an opportunity -- which they
currently do not have -- to earn compensation approaching
competitive market levels.  Counterparties, however, argued that
the proposed incentive plan was "too rich," that the proposed
metrics should be different, or that the incentive program was a
"pay to stay" plan.

The Debtors thus deferred presenting their Incentive Program
Motion to discuss the noted concerns with their major
stakeholders and to seek consensus.  Those discussions, the
Debtors aver, have been extensive, lengthy, and largely
successful.

Accordingly, the Debtors relay that they are withdrawing their
Original Incentive Program Plan and are currently submitting for
the Court's approval a substantially revised incentive program
plan.

The Debtors aver that the revised Incentive Plan has the complete
support of the ad hoc committee of term lenders and the Official
Committee of Unsecured Creditors.

Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Delaware, relates that the Amended Incentive Program
consists of two components -- (i) a key employee incentive plan
for the Debtors' 12 board-elected officers, and (ii) a long-term
incentive plan covering 83 management employees.  The LTIP is a
continuation of the Debtors' prepetition incentive program,
whereas the KEIP is a newly proposed plan:

A. The Key Employee Incentive Plan

  To both reduce the overall cost of the KEIP and identify those
  employees who will directly impact the achievement of the KEIP
  metrics, the Debtors narrowed the number of employees eligible
  for awards under the KEIP to a total of 12, each of whom is a
  board-elected officer.  The Debtors have also substantially
  reduced the incentive opportunity for those employees from the
  originally proposed KEIP.

  Under the originally proposed KEIP, target awards ranged from
  60% to 250% of a participant's base salary, with a target
  aggregate payout of $19.8 million and a maximum aggregate
  payout of approximately $30.1 million.  Under the Amended
  KEIP, target awards range from 50% to 125% of a participant's
  base salary, with a target aggregate payout of approximately
  $5.4 million and a maximum aggregate payout of approximately
  $8.1 million.  No payment will be made to any employee on
  account of the Financial Performance Metric before March 2010,
  and no payment will be made on account of the Milestone Metric
  before the effective date of the Debtors' plan of
  reorganization.

  Awards under the KEIP are based on the achievement of two
  equally weighted metrics:

   (1) The Debtors' emergence from bankruptcy; and
   (2) The achievement of adjusted EBITDA of $112.6 million for
       the period from July 1 to December 31, 2009.

  The Milestone Metric and Financial Performance Metric are
  tailored to incentivize and reward progress toward a
  successful emergence from Chapter 11 and achievement of
  financial performance measures linked to the implementation of
  the Debtors' long-term business plan.

  Ms. Jones notes that the KEIP is targeted to ensure that the
  eligible employees maintain focus on directing the Debtors
  towards emergence from Chapter 11 and on enhancing the
  Debtors' financial results.

B. The Long Term Incentive Plan

  Under the Amended Incentive Plan, approximately 83 employees
  are eligible to receive LTIP awards.  No participant in the
  KEIP is eligible to receive any payment under the LTIP.  Under
  the currently-administered LTIP, the Debtors make annual
  awards based on the achievement of certain performance metrics
  established by the Debtors' board of directors across three-
  year performance cycles.   The Debtors are seeking to pay
  approximately $1.8 million for the achievement of the 2007 and
  2008 metrics and up to approximately $1.5 million if they
  achieve a 21.9% reduction in administrative and engineering
  costs and obtain $1.0 billion in new business wins and gross
  re-wins in 2009.

  Non-insider payments on account of achievement of the 2007 and
  2008 performance metrics under the LTIP will not be made until
  the effective date of a Chapter 11 plan in the Debtors' cases.
  Payments on account of the 2009 performance metrics under the
  LTIP would not be made until March 2010.

If the incentive goals are all satisfied, the revised Incentive
Program's cost at target would only be $8.7 million, with a
potential maximum cost of only $11.4 million, Ms. Jones tells the
Court.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Proposes $38MM Capital to Foreign Affiliates
----------------------------------------------------------
Visteon Corp. and its affiliates seek the Court's authority to
provide capital of approximately with an aggregate value of
approximately $38 million to their foreign affiliates in Argentina
and Poland.

The Debtors tell the Court that prior to the Petition Date, they
would often ensure the liquidity of certain of their foreign
affiliates to make sure those affiliates had adequate funding to
continue operations, maintain minimum liquidity levels, and avoid
potential insolvency triggers.  Those measures, according to the
Debtors, included making equity investments in the Foreign
Affiliates and converting intercompany debts into equity.

The Debtors relate that they continue to closely monitor the
financial condition of their Foreign Affiliates since the
Petition Date and have determined that two Foreign Affiliates --
Visteon S.A. (Argentina) and Visteon Poland S.A. (Poland) are in
need of capital contributions for those entities to continue to
provide services to Visteon's global customers.

                          Visteon Argentina

Visteon S.A. (Argentina) is a foreign affiliate of the Debtors
organized under the laws of Argentina that provides climate and
interiors products to Ford Motor Company.  The Debtors note that
Visteon Argentina's operations are crucial to their relationship
with Ford Motor Company and Volkswagen in Argentina and Brazil.
According to the Debtors, due to accumulated losses through 2008
which are greater than Visteon Argentina's corporate capital,
applicable Argentina law may require Visteon Argentina to
initiate an mandatory insolvency proceeding.  The Debtors aver
that any proceeding would likely be costly and could result in
the loss of Visteon International Holdings, Inc.'s equity
interest in Visteon Argentina.

The Debtors tell the Court that Visteon Argentina currently owes
approximately $32 million to VIHI in connection with a $27
million intercompany loan.  About $5 million in accrued interest
is currently outstanding under the VIHI Loan.

The Debtors have determined that Visteon Argentina will have
sufficient capital to continue its operations if VIHI
recharacterizes the $27 million principal amount of the debt into
equity in Visteon Argentina and forgives the $5 million in
accrued interest that remains outstanding.  Under that scenario,
Visteon, as a global enterprise, will be able to continue to meet
the needs of Ford and Volkswagen and will avoid the need to
commence an insolvency proceeding under Argentina law, the
Debtors point out.

                         Visteon Poland

Visteon Poland S.A. is a foreign affiliate of the Debtors
organized under the laws of Poland that provides interiors
products to Volkswagen.  In Visteon Corp. capitalized Visteon
Poland by converting into equity a $30 million intercompany loan
from VIHI to Visteon Poland.  Visteon Poland recently finalized
its financial statements for 2008 and has determined that it
needs additional capital to bolster its balance sheets.

The Debtors note that failure to access that capital for Visteon
Poland could damage Visteon's relationship with Volkswagen and
result in a mandatory insolvency proceeding under local law,
which would likely have a damaging effect on Visteon's Chapter 11
estates and could result in personal liability of Visteon
Poland's directors and officers.  To remedy this situation,
Visteon Poland has determined to equitize the $6 million in
accrued interest that remains outstanding under the $30 million
intercompany loan that was equitized in 2008.

The Debtors assert that the proposed capitalization will preserve
the value of VIHI's equity in their Foreign Affiliates.  The
Debtors maintain that without the capitalization, it is unlikely
that VIHI would be able to recover the entirety of the
outstanding intercompany debt.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Has Settlement With Le Carbone Lorraine, Et Al
------------------------------------------------------------
Visteon Corp. and its affiliates ask the Court to approve their
settlement with Le Carbone Lorraine, S.A., Carbone Lorraine North
America, Corp., and Carbone of America Industries, Corp., in an
antitrust litigation concerning carbon brushes styled as Emerson
Electric Co. v. Le Carbone Lorraine, S.A.  The Debtors further
seek the Court's authority to file the Carbone Settlement under
seal.

On November 4, 2002, the U.S. Department of Justice filed
information against The Morgan Crucible Company plc and its
United States affiliate, Morganite, Inc., in the U.S. District
Court for the Eastern District of Pennsylvania, alleging illegal
behavior in furtherance of a global conspiracy to suppress and
eliminate competition by fixing the prices of Electrical Carbon
Products.  Both companies pled guilty to the charges and paid
fines of $1 million to $10 million.

Subsequently, on December 3, 2003, the European Commission
adopted a decision and assessed fines, totaling EUR101,440,000,
against Carbone and its co-conspirators for their participation
in the international Electric Carbon Products price-fixing
conspiracy.  On July 16, 2004, Morgan Crucible and its Canadian
affiliate, Morganite Canada Corporation, pled guilty and paid
fines of C$550,000 and C$450,000 for their roles in implementing
the Electrical Carbon Products price-fixing conspiracy in Canada.

After the announcement of the Electric Carbon Products price-
fixing investigations in the United States, the European Union,
and Canada, a number of private antitrust class actions were
filed in courts throughout the United States against Carbone and
its co-conspirators.  Between August 11, 2004, and February 25,
2005, the class plaintiffs entered into settlement agreements
with each of the co-conspirators.  Carbone offered $6 million to
the class to settle the litigation.  Visteon Corp. was a member
of the settlement class.

On August 19, 2005, Visteon Corp. and 13 other similarly situated
companies, believing that they might be able to obtain a greater
recovery than as a member of the class by filing a separate
lawsuit, requested exclusion from the settlement class.  On
September 23, 2005, Visteon and the other plaintiffs filed a
complaint against Carbone and other co-conspirator defendants in
the U.S. District Court for the Eastern District of Michigan.

In June 2009, after concluding fact discovery and entering the
expert discovery phase, the Plaintiffs and Carbone engaged in
formal mediation.  After intense arm's-length negotiations under
the supervision of a mediator, Visteon and Carbone reached
agreement on the terms of a resolution.  Thereafter, Visteon and
Carbone negotiated the details and documentation to memorialize
their settlement.  Visteon entered into a settlement agreement
and release with Carbone on September 1, 2009.

Among others, the Carbone Settlement provides that Visteon:

  (a) will dismiss its Action against Carbone with prejudice and
      without costs; and

  (b) will release and discharge Carbone from all non-Foreign
      Claims arising from the Electrical Carbon Products price-
      fixing conspiracy for purchases from 1988 through 2001.

In return, Visteon will receive net proceeds of approximately
$1.4 million as settlement amount.

The Debtors note that as one of the approximately 200 potential
class members, Visteon's share of the class settlement would have
been very small.  The Debtors tell the Court that their recovery
from the Carbone Settlement is significantly more than what it
would have received from the class settlement.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


W R GRACE: Confirmation Hearings to Continue on Oct. 13 & 14
------------------------------------------------------------
W.R. Grace & Co. and its debtor affiliates stated in a regulatory
filing with the U.S. Securities and Exchange Commission that
hearings for the confirmation of their First Amended Joint Plan of
Reorganization are scheduled to continue on October 13 and 14,
2009.

Following completion of evidentiary testimony, the Plan proponents
and objectors will submit post-trial briefs in November 2009.  Due
to the schedule of the U.S. Bankruptcy Court for the District of
Delaware, Grace expects that closing arguments will not take place
until early January 2010.

As a result, Grace does not expect to receive a confirmation
opinion from Judge Judith K. Fitzgerald until 2010, Grace
Assistant Secretary Michael W. Conron said.

The Phase II Plan Confirmation Hearing commenced on September 8,
2009 and lasted until September 17.  The Phase I Hearings were
held from June 22 to 23.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

As reported by the Troubled Company Reporter on March 11, 2009,
the Bankruptcy Court approved the disclosure statement explaining
the First Amended Chapter 11 Joint Plan of Reorganization filed by
W.R. Grace and its debtor affiliates, the Official Committee of
Asbestos Personal Injury Claimants, the Asbestos PI Future
Claimants' Representative and the Official Committee of Equity
Security Holders, and authorized Grace to begin soliciting plan
votes.

The Chapter 11 plan is built around an April 2008 settlement for
all present and future asbestos personal injury claims, and a
subsequent settlement for asbestos property damage claims.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W R GRACE: Submits Modifications to First Amended Joint Plan
------------------------------------------------------------
For purposes of the phase II of hearings on its plan, W.R. Grace &
Co., Inc., together with the the Official Committee of Equity
Security Holders, the Official Committee of Asbestos Personal
Injury Claimants and the Future Asbestos PI Claims representative,
submitted to the Court a first set of modifications to the First
Amended Joint Plan of Reorganization.

The specific Plan Document Modifications are either technical in
nature -- including, among other things, correcting typographical
or similar errors -- or are intended to address specific
objections that were filed by parties objecting to the
confirmation of the Joint Plan.

If approved, the Plan Document Modifications will be adopted and
incorporated into the Plan and Plan-related documents, David M.
Bernick, Esq., at Kirkland & Ellis LLP, in New York, related.

According to Mr. Bernick, the Plan Document Modifications seek to
modify certain Plan documents relating to:

  (1) The addition of a new definition "BNSF" to eliminate
      certain objections lodged by BNSF Railway Company.

  (2) The changes to the definition of "Settled Asbestos
      Insurance Company" to (a) permit additional time to
      conclude Asbestos Insurance Settlement Agreements with
      Asbestos Insurance Entities; and (b) clarify that the
      Confirmation Order will provide that the agreements meet
      the appropriate standards.

  (3) Section 7.2.2(d)(ii) of the Plan is amended to clarify
      that the precise terms of the transfer of Asbestos
      Insurance Rights to the Asbestos PI Trust are governed
      by the Asbestos Insurance Transfer Agreement.

  (3) Section 7.7(tt) is amended to ensure completeness of this
      section by including references to all of the types of
      arrangements with Asbestos Insurance Entities.

  (4) Section 8.2.2(e) is added to the reservations from the
      Asbestos PI Channeling Injunction to clarify that the
      injunction is not intended to affect the right of BNSF
      Railway Company to assert claims under insurance policies
      that were issued to BNSF as the sole named insured.  A
      definition of "BNSF" is also being added to eliminate
      certain objections lodged by BNSF.

  (5) Section 8.4. 1. 1(v) is amended to clarify that the only
      manner in which channeled Asbestos PI Claims are resolved
      is in compliance with the Asbestos PI Trust Agreement and
      the Asbestos PI TDP.

  (6) Section 8.4.1.3 is added as a reservation from the
      Asbestos Insurance Entity Injunction for the benefit
      Of BNSF, and clarifies that the injunction does not affect
      the right of BNSF Railway Company to assert claims under
      insurance policies that were issued to BNSF as the sole
      named insured.  In addition, it clarifies that BNSF is not
      precluded from asserting claims against Asbestos Insurance
      Entities that are not Settled Asbestos Insurance
      Companies.

  (7) Section 8.4.1.4 is added as a reservation from the
      Asbestos Insurance Entity Injunction to clarify that the
      injunction does not preclude insurers from asserting
      claims for contribution against other insurers that are
      not Asbestos Protected Parties, thereby eliminating
      objections lodged by various insurers.

  (8) Section 8.5.1 is being amended to remove certain language
      which created an ambiguity as to the scope of the
      Successor Claims Injunction, and in order to assure that
      the injunction is consistent with the terms of the Court's
      orders approving the Fresenius Settlement and the Sealed
      Air Settlement.

  (9) Sections 8.8.7, 8.8.8, and 11.9 relating to releases and
      exculpation have been amended to address the objections of
      the U.S. Trustee regarding the scope of those Sections,
      thereby resolving all of the U.S. Trustee's objections to
      the Plan.

The schedule of Settled Asbestos Insurers Entitled to 524(g)
Protection is also amended (i) to delete certain agreements
previously incorrectly listed, (ii) to correct certain
typographical errors, (iii) to address various objections by
insurers, and (iv) to include Settled Asbestos Insurance Companies
with which the Debtors have concluded Asbestos Insurance
Settlement Agreements since the Petition Date.

Furthermore, the schedules relating to Insurance Transfer
Agreement is amended:

  -- to provide that Asbestos Insurance Rights under certain
     Asbestos Insurance Settlement Agreements -- as to which all
     payments were made prior to the Petition Date -- will not
     be transferred to the Asbestos PI Trust;

  -- to update the Representations and Warranties; and

  -- to correct a reference to the related exhibit.

A new schedule relating to the Insurance Transfer Agreement has
been added, listing certain Asbestos Insurance Settlement
Agreements that are not subject to transfer, and conforming
changes that have been made.  In addition, a change to the
Schedules were made pursuant to a stipulation with, and in order
to eliminate objections lodged by, General Insurance Company of
America.

The Property Damage Case Management Order and related exhibits are
amended primarily to:

  * provide for the treatment of 16 claims filed by the State of
    California, Department of General Services, which were
    previously not addressed;

  * make certain clarifications regarding certain Canadian
    Claims that were made and reflect corrections on the number
    of Claims.

"The Plan Document Modifications do not alter in any respect the
treatment accorded to claims or equity interests of any party that
has not consented to or requested [the] modifications.
[Accordingly], the Plan Proponents submit that no additional
solicitation is required as a result of the requested
Modifications," Mr. Bernick notes, citing In re Cellular Info.
Sys., Inc., 171 B.R. 926, 929 n.6 (Bankr. S.D.N.Y. 1994).

A full-text copy of the First Set of Modifications to the Plan is
available at no charge at:

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

                   Libby Claimants Object

The claimants injured by exposure to asbestos from the Debtors'
operations in Lincoln County, Montana, argue that although
described as "technical modifications," the Plan Modifications
"seek to modify a material element of the Plan by providing --
contrary to the Court's directive --- that the Plan Proponents may
hand out Section 524(g) injunctions without first obtaining Court
approval."

By the Plan Modifications, the Plan Proponents seek to modify an
essential component of the Plan by allowing the Plan Proponents
and Asbestos Insurance Entities to consummate settlements that
qualify and provide for protection by the Section 524(g) Asbestos
PT Channeling Injunction without the Court's approval, Adam G.
Landis, Esq., at Landis Rath & Cobb LLP, in Wilmington, Delaware,
specifies.

Mr. Landis points out the Plan Proponents propose to do exactly
what the Court said they would not be permitted to do -- add
insurance policies as exhibits without Court approval.

The Plan Modifications also expand the time period for the Plan
Proponents and Asbestos Insurance Entities to reach Asbestos
Insurance Settlement Agreements to and including 11 days after the
Court enters the order confirming the Plan, the Libby Claimants
complain.  More importantly, the Plan Modifications remove the
requirement that the Court approve injunctions pursuant to Section
524(g) of the Bankruptcy Code, Mr. Landis says, citing In re
Combustion Engineering, 391 F.3d 190, 235-38 (3d Cir. 2004).

Assuming that the Asbestos Insurance Entity could otherwise
qualify for a Section 524(g) Injunction, it "is only appropriate
if the [C]ourt determines that the Injunction is fair and
equitable," Mr. Landis tells Judge Fitzgerald.

In addition, unless the names of the Settled Asbestos Insurance
Companies and the terms on which their insurance coverage has been
settled are disclosed and brought for the Court's approval,
Asbestos PT Claimants, including the Libby Claimants, will be
denied due process of law by reason of having inadequate notice of
and opportunity to object to a material element of the Plan.

Against this backdrop, the Libby Claimants contend that the Plan
Modifications must be denied.


                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

As reported by the Troubled Company Reporter on March 11, 2009,
the Bankruptcy Court approved the disclosure statement explaining
the First Amended Chapter 11 Joint Plan of Reorganization filed by
W.R. Grace and its debtor affiliates, the Official Committee of
Asbestos Personal Injury Claimants, the Asbestos PI Future
Claimants' Representative and the Official Committee of Equity
Security Holders, and authorized Grace to begin soliciting plan
votes.

The Chapter 11 plan is built around an April 2008 settlement for
all present and future asbestos personal injury claims, and a
subsequent settlement for asbestos property damage claims.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W R GRACE: PD FCR Alexander Sanders Supports Plan Confirmation
--------------------------------------------------------------
Alexander M. Sanders, the legal representative for the Future
Asbestos-related Property Damage Claimants or Holders of Demands
declared its support or the confirmation of the First Amended Plan
of Reorganization.

Mr. Sanders noted that since September 2008, he had been actively
involved in a thorough examination of, among other things, the
Property Damage claims that have been asserted against the Debtors
and certain key settlements with third parties including
Sealed Air Corporation and Fresenius Medical Care Holdings, Inc.

Mr. Sanders added that he was involved in all discovery regarding
matters relating to the confirmation of the Plan, which were with
the view of negotiating the entry of a channeling injunction under
Section 524(g) of the Bankruptcy Code, which treated the Holders
of Future PD claims against Grace fairly and equitably.

Mr. Sanders opined that the Asbestos PD Channeling Injunction
provides significant benefits provided to the Asbestos PD Trust.
He added that the Plan treats (i) Future Holders of Traditional PD
Claims or Demands and (ii) Future holders of U.S. ZAI claims -- or
property damage claims relating to the removal of Zonolite Attic
Insulation from their homes -- fairly and equitably by providing
mechanisms by which all valid, current and future claims will be
treated and paid on substantially similar terms.

"I am also of the opinion . . . that holders of Future PD Claims
or Demands are reasonably assured of receiving the payments
contemplated by the Plan."

A full-text copy of Mr. Sanders' opinion is available at for free
at http://bankrupt.com/misc/WRGrace_SandersPlanSupport.pdf

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

As reported by the Troubled Company Reporter on March 11, 2009,
the Bankruptcy Court approved the disclosure statement explaining
the First Amended Chapter 11 Joint Plan of Reorganization filed by
W.R. Grace and its debtor affiliates, the Official Committee of
Asbestos Personal Injury Claimants, the Asbestos PI Future
Claimants' Representative and the Official Committee of Equity
Security Holders, and authorized Grace to begin soliciting plan
votes.

The Chapter 11 plan is built around an April 2008 settlement for
all present and future asbestos personal injury claims, and a
subsequent settlement for asbestos property damage claims.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W/C IMPORTS: U.S. Trustee Sets Meeting of Creditors for October 20
------------------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of creditors
in W/C Imports Inc.'s Chapter 11 case on Oct. 20, 2009, at 1:00
p.m.  The meeting will be held at 411 W Fourth St., Room 1-159,
Santa Ana, 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.

Anaheim, California-based W/C Imports Inc. aka W-C Designs
operates a wholesale home furnishing business.  The Company filed
for Chapter 11 on Sept. 10, 2009 (Bankr. C.D. Calif. Case No.
09-19622).  Garrick A. Hollander, Esq., and Marc J. Winthrop,
Esq., at Winthrop Couchot represent 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.


WILLIAM MCCONNELL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Joint Debtors: William C. McConnell
               Jo Elyn J. McConnell
               1500 Park Avenue
               Canon City, CO 81212

Bankruptcy Case No.: 09-29687

Chapter 11 Petition Date: September 21, 2009

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Michael E. Romero

Debtors' Counsel: Lee M. Kutner, Esq.
                  303 E. 17th Ave., Suite 500
                  Denver, CO 80203
                  Tel: (303) 832-2400
                  Email: lmk@kutnerlaw.com

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

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/cob09-29687.pdf

The petition was signed by the Joint Debtors.


WILLIS GROUP: Moody's Puts Low-B Ratings on Sr. Unsec., Sub. Debts
------------------------------------------------------------------
Moody's Investors Service has affirmed the Baa3 rating on the
guaranteed senior notes of Willis North America Inc. and has
revised the company's rating outlook to stable from negative.
Moody's has also assigned provisional ratings to the universal
shelf registration of Willis Group Holdings Limited along with a
Baa3 rating to the 10-year guaranteed senior notes being offered
by Willis North America off the shelf.  Substantially all net
proceeds of the note offering will be used to repay debt that is
scheduled to mature within the next 12 months.  The rating outlook
for all the Willis entities is stable, reflecting improvement in
the firm's financial flexibility over the past year along with its
stated plan to reduce debt further, said Moody's.

"The stable rating outlook is predicated on Moody's view that
Willis will continue to apply free cash flow toward debt
repayment," said Bruce Ballentine, Moody's lead analyst for
Willis.  Willis took on substantial debt to help fund the
acquisition of Hilb Rogal & Hobbs Company in October 2008, pushing
the group's debt-to-EBITDA ratio from about 2.5x at year-end 2007
to well over 4x at year-end 2008, per Moody's calculations.  "We
understand that Willis will refrain from share repurchase activity
while reducing its financial leverage toward pre-acquisition
levels," said Mr. Ballentine.

Willis's ratings are based on its strong market presence in global
insurance brokerage along with its record of healthy organic
growth and favorable profit margins, noted the rating agency.
These strengths have been offset by the increased financial
leverage associated with the HRH acquisition as well as the
headwinds of a soft property & casualty insurance market and weak
global economy.  Willis has responded to these challenges by
carefully controlling costs and generating new business in
relatively attractive areas such as reinsurance, marine and
several international markets.

Moody's cited these factors that could lead to an upgrade of
Willis's ratings: (i) continued strong operating margins above
20%; (ii) EBIT coverage of interest, adjusted for pension and
lease obligations, in the mid-single-digits or higher (times);
(iii) adjusted free-cash-flow-to-debt ratio in the low teens or
higher (percent); and (iv) adjusted debt-to-EBITDA ratio below
2.8x.

The rating agency added that these factors could lead to a
downgrade of Willis's ratings: (i) deterioration in operating
margins to less than 15%; (ii) adjusted EBIT coverage of interest
below 3.0x; or (iii) adjusted debt-to-EBITDA ratio remaining above
3.5x.

Willis has announced plans to change its place of incorporation
from Bermuda to Ireland, subject to shareholder and other
approvals.  Moody's expects that the redomestication will not
change the substance of the debt guarantees nor the ranking of
debt within the Willis family.

Moody's has affirmed this rating and changed the outlook to stable
from negative:

* Willis North America Inc. -- guaranteed senior unsecured debt at
  Baa3.

Moody's has assigned these ratings with a stable outlook:

* Willis Group Holdings Limited -- provisional senior unsecured
  debt at (P)Ba1, provisional subordinated debt at (P)Ba2,
  provisional preferred stock at (P)Ba3;

* Trinity Acquisition plc -- provisional guaranteed senior
  unsecured debt at (P)Baa3, provisional guaranteed subordinated
  debt at (P)Ba1;

* Willis North America Inc. -- provisional guaranteed senior
  unsecured debt at (P)Baa3, provisional guaranteed subordinated
  debt at (P)Ba1.

The last rating action on Willis followed the completion of the
HRH acquisition on October 1, 2008, when Moody's downgraded the
ratings by one notch (guaranteed senior notes of Willis North
America Inc. to Baa3 from Baa2) and assigned a negative outlook.

Willis is a global insurance broker, developing and delivering
professional insurance, reinsurance, risk management, financial
and human resource consulting and actuarial services to
corporations, public entities and institutions around the world.
The company reported total revenues of $1.7 billion and net income
of $280 million for the first half of 2009.  Total equity was
approximately $2.2 billion as of June 30, 2009.


WILLOW CREEK: Court Dismisses $25 Million Antitrust Lawsuit
-----------------------------------------------------------
The Hon. C. Darnell Jones II of the U.S. District Court for the
Eastern District of Pennsylvania dismissed antitrust claims
brought by Willow Creek Fuels Inc. in a $25 million lawsuit
accusing a former supplier of breaking distribution contracts,
merging with a Willow Creek rival, then targeting the company's
clients, according to Law360.

Based in Fleetwood, Pennsylvania, Willow Creek Fuels Inc. --
http://www.willowcreekfuels.com/-- sells liquid fuels including
fuel oil, diesel fuel, gasoline, kerosene and propane.
Family run Willow Creek traces its history to 1933 when Elvin
Adams, its current President's uncle, started selling coal in
Temple, PA.  The Company now occupies a modern state of the art
16,000 square foot facility with sixteen highly trained people.

The Company and four of its affiliates filed for Chapter 11
protection on February 19, 2009 (Bankr. E.D. Penn. Lead Case No.
08-20337).  Doron A. Henkin, Esq., at Marvin & Henkin, represents
the Debtors' in their restructuring efforts.  In their petition,
the Debtors listed both assets and debts between
$1 million and $10 million.


WOODSTOCK REALTY: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Woodstock Realty LLC
        1007 Trakk Lane
        Woodstock, IL 60098

Bankruptcy Case No.: 09-74062

Chapter 11 Petition Date: September 22, 2009

Court: United States Bankruptcy Court
       Northern District of Illinois (Rockford)

Judge: Manuel Barbosa

Debtor's Counsel: James E. Stevens, Esq.
                  Barrick, Switzer, Long, Balsley & Van Ev
                  6833 Stalter Drive
                  Rockford, IL 61108
                  Tel: (815) 962-6611
                  Fax: (815) 962-1758
                  Email: jstevens@bslbv.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
$4,500,000, and total debts of $5,518,824.

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

            http://bankrupt.com/misc/ilnb09-74062.pdf

The petition was signed by John Jacobs, member of the Company.


YARUSHALMI & ASSOCIATES: Accounting Action Sent to State Court
--------------------------------------------------------------
WestLaw reports that an accounting action between a debtor and his
former law partner, which the debtor removed to federal court
based on his bankruptcy filing more than one year after the
bankruptcy petition was filed, after a state trial judge upheld
the majority of a referee's findings in favor of the debtor's
former partner and remanded for resolution of contested fee claims
before this same referee, would be remanded back to state court on
equitable grounds.  The proceeding was a state law proceeding that
not only could arise, but had arisen outside bankruptcy years
prior to the petition date, over which the court had only "related
to" jurisdiction.  Furthermore, the referee, having conducted
hearings and examined records over a period of more than two
years, had far greater familiarity with the issues, and allowing
the accounting action to proceed in state court would not
interfere with the bankruptcy proceedings.  Finally, the debtor's
belated decision to remove, one year after the petition date,
exhibited distinct signs of forum shopping.  Shiboleth v.
Yerushalmi, Case No. 09-cv-1016, --- B.R. ----, 2009 WL 792718
(S.D.N.Y.) (Sand, J.).

The underlying dispute originated in the New York Supreme Court
over ten years ago when Amnon Shiboleth, Esq., and Joseph
Yerushalmi, Esq., were partners in the law firm known as
Yerushalmi, Shiboleth, Yisraeli & Roberts from 1987 to 1995.

Yerushalmi & Associates LLP, a Great Neck, N.Y., law firm, and
Joseph Yerushalmi, Esq., filed chapter 11 petitions (Bankr.
E.D.N.Y. Case Nos. 07-72817 and 07-72816) on July 25, 2007, are
represented by Douglas J. Pick, Esq., at Pick & Zabicki LLP in
Manhattan, and estimated assets and debts between $1 million and
$100 million.  The law firm's Chapter 11 case was converted to a
Chapter 7 liquidation proceeding in Oct. 2007.


YELLOWSTONE CLUB: Trustee Sends Blixseth Firm to Chapter 11
-----------------------------------------------------------
Marc S. Kirschner, on behalf of a trust that took over the
remaining assets and claims of Yellowstone Mountain Club following
its sale to CrossHarbor Capital Partners, LLC, has sent BLX Group
Inc. to bankruptcy.

In an involuntary Chapter 11 petition it signed together with two
other creditors and filed Sept. 21, Mr. Kirschner, the trustee of
the Yellowstone Club Liquidating Trust, said the trust is owed
$190,000,000 on account of a promissory note.

Yellowstone Club emerged from bankruptcy after obtaining
confirmation of a plan backed by CrossHarbor Capital Partners and
existing members of the club.  CrossHarbor won an auction for
Yellowstone with its offer to acquire ownership of the reorganized
club for $35 million in cash and provide a note worth $80 million
to creditors.

BLX Group, formerly known as Blixseth Group, Inc., was the primary
shareholder of Yellowstone Club before its collapse.  BLX was
owned by the Blixseths.  Tim Blixseth relinquished control of
Yellowstone Club to his ex-wife Edra in a divorce settlement that
was finalized in August 2008.

According to a document filed in the Chapter 11 case of
Yellowstone Mountain Club, Credit Suisse made loans to Yellowstone
aggregating $375 million that ended up in the pockets of the
Blixseths.

In the Chapter 11 case, the committee of unsecured creditors of
Yellowstone Mountain Club sued BLX Group to recover transfers made
by YMC.  According to the suit, after obtaining loans from Credit
Suisse, proceeds from the loans were withdrawn by the Blixseths
for transactions unrelated to YMC.

In respect of the funds disbursed, BGI executed an unsecured
demand note dated as of September 30, 2005, in favor of YMC in the
amount of $208,831,158.  BGI executed another unsecured demand
note in favor of Yellowstone Development, LLC in the amount of
$55,798,797.  BGI executed a third unsecured demand note in favor
of YMC in the amount of $7,800,000.  BGI has allegedly made $40
million of interest and principal reduction payments to YMC in
respect of the first note.

The liquidating trust, following the effective date of YMC's plan,
obtained ownership of assets not sold to CrossHarbor, including
YMC's interest in promissory notes of $275 million from BGI.  The
trustee has been tasked to dispose of those assets with the
proceeds to be distributed to creditors of YMC.

Judge Ralph B. Kirscher, which handled YMC's Chapter 11 case, is
assigned to the involuntary case of BLX Group.

                      About Yellowstone Club

Located near Big Sky, Montana, Yellowstone Club --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Mountain Club LLC and its affiliates filed for Chapter
11 on Nov. 10, 2008 (Bankr. D. Montana, Case No. 08-61570).  The
Company's owner affiliate Edra D. Blixseth, filed for Chapter 11
on March 27, 2009 (Case No. 09-60452).

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized Club for $115 million.

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC, represented the Debtors.  The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO.  The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer, as counsel, and James H. Cossitt, Esq., at local counsel.
Credit Suisse, the prepetition first lien lender, was represented
by Skadden, Arps, Slate, Meagher & Flom.

                          About BLX Group

BLX Group Inc. formerly Blixseth Group Inc. is an Oregon Company
owned by Edra Blixseth.  BLX Group previously owned Yellow
Mountain Club LLC, the entity that owns the Yellowstone Club, a
private golf and ski community with more than 350 members.

BGI's assets include a 230.5-acres property located in Rancho
Mirage, California known as Porcupine Creek.  The property, which
is subdivided into 15 parcels, contains a "multi-million dollar
residential compound and a Tom Weiskopf championship golf course."

Marc S. Kirschner, as liquidating trustee of Yellowstone Mountain
Club, together with two other creditors, filed an involuntary
Chapter 11 petition for BLX Group on Sept. 21, 2009 (Bankr. D.
Montana Case No. 09-61893).  Charles W. Hingle, Esq., at Holland &
Hart LLP, represents the Petitioners.  Mr. Kirschner asserts that
he is owed $190,000,000 on account of a promissory note.


* 6 Colorado Dairies Went Bankrupt, More to Come, Experts Say
-------------------------------------------------------------
Experts say that at least six Colorado dairies have filed for
bankruptcy protection this year, and Colorado Farm Bureau member
Bob Winter says that several more farms are planning to do the
same, Miles Moffeit at The Denver Post reports.

According to The Denver Post, four of the businesses that filed
for bankruptcy were borrowers of New Frontier Bank, which
collapsed in April.  The report says that these businesses are:

     -- Diamond D Dairy of Longmont,
     -- Johnson Dairy of Eaton,
     -- Podtburg & Sons Dairy of Greeley, and
     -- TV Dairy of Fort Lupton.

Bankrupt companies Nichols Dairy of Canon City and Daisy Lane
Dairy of Cope relied on other banks, The Denver Post states.

The Denver Post notes that the public won't know for weeks or
months the outcome of the Federal Deposit Insurance Corp.'s August
national auction of $455 million in New Frontier loans.  The
report says that another online auction combining New Frontier's
remaining notes with those of other lenders is set for
September 29.

The Denver Post quoted state Agriculture Commissioner John Stulp
as saying, "The process is starting -- but some of the details
we'll never know because they end up in private transactions."


* Default Rate to Drop From 13.2% to 4.1%, Says Moody's
-------------------------------------------------------
Moody's Investors Service said Sept. 21 that the corporate default
rate will fall back to 4.3% by August 2010 from a peak of 12.6% at
the end of this year.

"We are predicting a peak, not a plateau," said Moody's Director
of Corporate Default Research Ken Emery, "and while that peak will
exceed what we observed in the last two credit cycles, we expect
it will be a peak of relatively short duration."

"What we have seen in recent credit cycles -- notably the 1990 and
2000 recessions -- is that following the month in which the
default rate reaches its height, the descent happens relatively
quickly," explained Moody's Senior Vice President Albert Metz.
"Rates return to levels closer to the historical norm within six
to twelve months."

For example, in the 1990 cycle, when monthly rates peaked in
January of 1991, the 12-month default rate declined to 5.9% six
months later.

Default counts have fallen in recent months since peaking at 44
defaulters in March.  The average default count was 17 per month
in July and August compared to 29 per month from January to June.
To date for the month of September, Moody's has counted just 5
defaults globally, though that number may of course be revised.

"This would suggest that the worst may be behind us," said Moody's
Metz.  He adds that defaults so far this month put September on
pace for the current North American forecast.

Moody's oft-cited default rate measures the percentage of
speculative-grade rated (i.e. Ba1-rated or lower) financial and
non-financial corporate debt issuers globally that have defaulted
over a given time horizon.  Its annual default rate is a rolling
12-month indicator.  A 12.6% default rate in December of this year
therefore would indicate what percentage of rated issuers
defaulted between December 2008 and December 2009.  Its August
2010 projection seeks to measure the number that will default
between August 2009 and August 2010.

Moody's default rate model incorporates macroeconomic factors
including unemployment rates and projections for high-yield bond
spreads. The model uses Moody's Economy.com's forecast for a peak
US unemployment rate Moody's default rate forecasts also
incorporate issuer level information including rating levels,
rating transition trends, and outlooks.

The full report, "Past The Peak: How Rapidly Default Rates
Decline," is available at http://www.moodys.com/


* Retailers to Hire Fewer Workers During Holiday Season
-------------------------------------------------------
U.S. retailers plan to hire fewer temporary workers during the
holiday season as consumers continue to reduce spending,
Inyoung Hwang at Bloomberg News reported, citing a survey by Hay
Group, a human-resources consulting firm.

Hay said that 40% of retailers said they will hire 5% to
25% fewer seasonal workers compared with last year, based on a
poll of 25 companies including American Eagle Outfitters Inc. and
Target Corp.  The Hay survey shows that 36 percent of the
retailers expect holiday sales to be unchanged and 34% predict a
decline of as much as 25%.

The slump in consumer spending has prompted retailers to act
preemptively and reduce costs ahead of time, said Howard Tubin, an
analyst at RBC Capital Markets.


* U.S. Bank Shares to Drop; Lenders Must Raise More Capital
-----------------------------------------------------------
CLSA Ltd. analyst Mike Mayo said that U.S. bank shares will drop
because loans made for commercial real estate will sour and
lenders will need to raise more capital to cover credit losses,
Patrick Rial at Bloomberg News reports.  According to Bloomberg,
Mr. Mayo said that regional banks will perform the worst among
U.S. lenders as they have the biggest exposure to loans for
commercial real estate, and the global economic slowdown may still
cause another corporate failure in the vein of Enron Corp. or
WorldCom Inc.  "I would expect to see something along those lines
before the cycle is done.  If you increase risk for two decades it
takes time to reduce that risk.  Don't think you can do that
overnight," the report quoted Mr. Mayo as saying.


* Duff & Phelps Has Tool to Manage Going-Concern Risks
------------------------------------------------------
Financial advisory and investment banking firm Duff & Phelps
Corporation on Sept. 23 announced the development of its first
predictive tool to help companies achieve a clear and quantifiable
understanding of their risk of receiving a "going-concern
opinion".  The tool objectively analyzes a defined set of risk
factors and provides companies with a risk score.  This risk
analysis score enhances Duff & Phelps' current independent
financial advisory services to companies facing going-concern
issues.  The result is a unique end-to-end solution that helps
companies identify, quantify and assess their risk; develop and
execute action plans to address and mitigate the fundamental
issues underlying going-concern risks; and advise on communication
strategies for investors and stakeholders.

Auditors issue GCOs when they have determined that there is
substantial doubt about a company's ability to meet its
obligations and continue as a going-concern for at least the next
12 months.  The market downturn coupled with increased financial
leverage has expanded the number of companies that may be at risk
of receiving a going-concern opinion.  Raising the issue to an
even greater degree of prominence for many executives, the
Financial Accounting Standards Board has proposed to issue an
accounting standards update on going-concern to clarify in the
accounting literature that management has the primary
responsibility for assessing the company's ability to continue as
a going-concern.

"In today's economic environment, even previously healthy
companies may have going-concern issues," said Michael Athanason,
managing director and leader of the firm's Corporate Finance
Consulting segment.  "Since going-concern opinions impact the
willingness of investors, business partners, creditors and
customers to do business with a company, it is crucial that
management and the board take a proactive approach to identify and
address conditions or events that raise going-concern doubt before
it is too late."

Determining whether a company will continue as a going-concern has
been a challenge since the evaluation process relies on a mix of
objective analysis of events and conditions, consideration of
quantitative factors and substantial subjectivity.  According to
recent research conducted by Duff & Phelps, 50% of medium-to-large
sized U.S. public companies that received a GCO in 2007 were still
operating as a going-concern 18 months later.  Conversely, 63% of
such companies that filed for bankruptcy in 2008 did not receive a
GCO prior to filing.

"We identified a need for companies to accurately quantify and
characterize their going-concern risk," indicated Michael Kelly, a
managing director at Duff & Phelps.  "Our proprietary risk scoring
is based on quantitative and statistical analysis of all U.S.
public companies with more than $25 million in revenue that have
received going-concern opinions in the past five years."

Due to the current uncertain economic environment and the inherent
subjectivity of the going-concern evaluation process, Duff &
Phelps' research also reveals a need for companies to heed a
broader range of warning signs than just declining operating
performance.  Other key risk factors include high leverage ratios,
customer defections, working capital issues, current or forecasted
problems complying with debt covenants, principal payment coming
due, short-term liquidity issues and difficulty obtaining trade
credit.  Duff & Phelps' proprietary risk analysis, action plan
development, testing, valuation of strategic alternatives and
asset divestiture form a powerful combination to help companies
identify, evaluate and execute on measures to mitigate going-
concern risk.

                        About Duff & Phelps

As a leading global independent provider of financial advisory and
investment banking services, Duff & Phelps (NYSE: DUF) --
http://www.duffandphelps.com/-- delivers advice to clients
principally in the areas of valuation, transactions, financial
restructuring, dispute and taxation.  Its world class capabilities
and resources, combined with an agile and responsive delivery,
distinguish clients' experience in working with the firm.  With
more than 1,200 employees serving clients worldwide through
offices in North America, Europe and Asia, Duff & Phelps is
committed to fulfilling its mission to protect, recover and
maximize value for its clients.  Investment banking services in
North America are provided by Duff & Phelps Securities, LLC.
Investment banking services in Europe are provided by Duff &
Phelps Securities Ltd.  Duff & Phelps Securities Ltd. is
authorized and regulated by the Financial Services Authority.
Investment Banking services in France are provided by Duff &
Phelps SAS.


* Chapter 11 Cases With Assets and Liabilities Below $1,000,000
---------------------------------------------------------------
In Re Borklund Properties, Inc.
   Bankr. N.D. Ala. Case No. 09-05323
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/alnb09-05323p.pdf
         See http://bankrupt.com/misc/alnb09-05323c.pdf

   In Re William Lawrence Borklund and Norma Borklund
      Bankr. N.D. Ala. Case No. 09-05324
         Chapter 11 Petition filed September 8, 2009

In Re Douglas W. Davis
      Alexis G. Crump
   Bankr. C.D. Calif. Case No. 09-21737
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re John Christopher Stone
       aka Chris Stone Realty
   Bankr. C.D. Calif. Case No. 09-13647
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re Star Express Inc.
   Bankr. E.D. Calif. Case No. 09-92850
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re Quinn Alyn Sall
      Lisa Kierstan Sall
   Bankr. N.D. Calif. Case No. 09-57603
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re 2 REAL Pizza, LLC
       dba Domino's Pizza
   Bankr. M.D. Fla. Case No. 09-20176
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/flmb09-20176.pdf

In Re R.E.A.L. Pizza, Inc.
       dba Domino's Pizza
   Bankr. M.D. Fla. Case No. 09-20140
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/flmb09-20140.pdf

In Re Ronald Lee Blazier
      Susan Jorgensen Blazier
   Bankr. M.D. Fla. Case No. 09-07532
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/flmb09-07532p.pdf
         See http://bankrupt.com/misc/flmb09-07532c.pdf

In Re Fort Walton Open MRI, LLC
       dba Airis Open MRI of Marianna
   Bankr. N.D. Fla. Case No. 09-50602
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/flnb09-50602.pdf

In Re Victor Raymond Bronkhorst
      Wendy Ann Bronkhorst
   Bankr. N.D. Fla. Case No. 09-31875
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re Sheridan Apartments, LLC
   Bankr. S.D. Fla. Case No. 09-28965
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re Dennis Robert DeMara
   Bankr. N.D. Ind. Case No. 09-14118
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/innb09-14118.pdf

In Re Electrical Dynamics, Inc.
   Bankr. E.D. La. Case No. 09-12893
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/laeb09-12893.pdf

In Re Church of the Disciples
   Bankr. D. Md. Case No. 09-26826
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/mdb09-26826.pdf

In Re Hearth-n-Home, Inc.
   Bankr. E.D. Mich. Case No. 09-34785
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/mieb09-34785p.pdf
         See http://bankrupt.com/misc/mieb09-34785c.pdf

In Re Khansa Inc.
       dba Floor Masters
   Bankr. E.D. Mich. Case No. 09-67875
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/mieb09-67875.pdf

In Re Tae Sun Hong
   Bankr. E.D. Mich. Case No. 09-67919
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/mieb09-67919.pdf

In Re Gary L. Reagan
       asf Reagan Properties, LLC
       asf Reagan Greenbuilt
       asf Sustainable Interior Products
      Katherine M. Reagan
   Bankr. D. Minn. Case No. 09-45990
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/mnb09-45990.pdf

In Re MATRYOSHKA, INC.
   Bankr. D. Nev. Case No. 09-26787
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/nvb09-26787.pdf

In Re Raymond Sand & Gravel, LLC
   Bankr. D. N.H. Case No. 09-13469
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/nhb09-13469.pdf

In Re Deodath Ramcharan
   Bankr. E.D.N.Y. Case No. 09-76724
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re Ralph B. Korkor
   Bankr. M.D. Pa. Case No. 09-06927
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/pamb09-06927.pdf

In Re Tammy L. Straughn
   Bankr. W.D. Pa. Case No. 09-26613
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/pawb09-26613.pdf

In Re Maxxima Uniforms, Inc.
   Bankr. D. P.R. Case No. 09-07556
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/prb09-07556.pdf

In Re El Telar Inc.
   Bankr. D. P.R. Case No. 09-07553
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/prb09-07553.pdf

   In Re El Telar Franchise Corp.
      Bankr. D. P.R. Case No. 09-07554
         Chapter 11 Petition filed September 8, 2009
            See http://bankrupt.com/misc/prb09-07554.pdf

In Re R. G. & C. Automotive Inc.
       aka Gene Brown's AABCO Transmissions
   Bankr. W.D. Tex. Case No. 09-53466
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/txwb09-53466.pdf

   In Re R.L. & Sons LLC
          aka Gene Brown's AABCO Transmissions
      Bankr. W.D. Tex. Case No. 09-53467
         Chapter 11 Petition filed September 8, 2009
            See http://bankrupt.com/misc/txwb09-53467.pdf

In Re James Larry Williford
       fdba Lone Star Fact Finders
   Bankr. W.D. Tex. Case No. 09-12529
      Chapter 11 Petition filed September 8, 2009
         See http://bankrupt.com/misc/txwb09-12529.pdf

In Re Orville Linwood Sams
      Sandra Ann Sams
   Bankr. S.D. W.Va. Case No. 09-50289
      Chapter 11 Petition filed September 8, 2009
         Filed as Pro Se

In Re Best of New Orleans, Inc.
       dba The French Market Cafe, Inc.
   Bankr. S.D. Ala. Case No. 09-14180
      Chapter 11 Petition filed September 9, 2009
         See http://bankrupt.com/misc/alsb09-14180.pdf

In Re Masters Golf Cottages, LLC
   Bankr. D. Ariz. Case No. 09-22133
      Chapter 11 Petition filed September 9, 2009
         See http://bankrupt.com/misc/azb09-22133.pdf

In Re Joseph Patrick Collins
      Blythe Ellen Collins
   Bankr. C.D. Calif. Case No. 09-34252
      Chapter 11 Petition filed September 9, 2009
         Filed as Pro Se

In Re Parisa Rahmanian
   Bankr. S.D. Calif. Case No. 09-13548
      Chapter 11 Petition filed September 9, 2009
         Filed as Pro Se

In Re William J Galligan
       aka William Jay Galligan
       fdba Legendary Custom Homes
       dba Palm Bay Cabinet
       dba Galligan Enterprises
       aka Bill Galligan
       fdba Galligan Enterprises
       dba Palm Bay Kitchen & Bath
   Bankr. M.D. Fla. Case No. 09-20187
      Chapter 11 Petition filed September 9, 2009
         See http://bankrupt.com/misc/flmb09-20187.pdf

In Re Brian S. Clary
   Bankr. D. Nev. Case No. 09-53102
      Chapter 11 Petition filed September 9, 2009
         See http://bankrupt.com/misc/nvb09-53102.pdf

In Re HEETRONIX
   Bankr. D. Nev. Case No. 09-53112
      Chapter 11 Petition filed September 9, 2009
         See http://bankrupt.com/misc/nvb09-53112.pdf

In Re Christ The Rock International, Inc.
   Bankr. E.D.N.Y. Case No. 09-47788
      Chapter 11 Petition filed September 9, 2009
         Filed as Pro Se

In Re Peter T. Beaudry, II
       aka Pierre T. Beaudry
       aka Pierre T. Beaudry, II
       dba Beaudry Apartments
       dba Beaudry Enterprises
       dba Beaudry Landscape
   Bankr. N.D. N.Y. Case No. 09-32508
      Chapter 11 Petition filed September 9, 2009
         Filed as Pro Se

In Re 166 East 82nd Bistro, Inc.
   Bankr. S.D.N.Y. Case No. 09-15430
      Chapter 11 Petition filed September 9, 2009
         See http://bankrupt.com/misc/nysb09-15430.pdf

In Re Johnny's Cheese & Deli, Inc.
       dba Johnny's Pizza
   Bankr. S.D. W.Va. Case No. 09-30680
      Chapter 11 Petition filed September 9, 2009
         See http://bankrupt.com/misc/wvsb09-30680.pdf

In Re Maria Caroline Townsend
       aka Caroline Townsend
   Bankr. C.D. Calif. Case No. 09-13689
      Chapter 11 Petition filed September 10, 2009
         Filed as Pro Se

In Re Star Express Inc.
   Bankr. E.D. Calif. Case No. 09-92850
      Chapter 11 Petition filed September 10, 2009
         Filed as Pro Se

In Re Craig Lewis Ataide
   Bankr. N.D. Calif. Case No. 09-57682
      Chapter 11 Petition filed September 10, 2009
         Filed as Pro Se

In Re Deatrice Simpson
       aka Deatrice Simpson-Steer
       aka NDS Fix It, LLC LLC
   Bankr. D. D.C. Case No. 09-00796
      Chapter 11 Petition filed September 10, 2009
         See http://bankrupt.com/misc/dcb09-00796.pdf

In Re Nutmeg Utility Products, Inc.
   Bankr. D. Conn. Case No. 09-32514
      Chapter 11 Petition filed September 10, 2009
         See http://bankrupt.com/misc/ctb09-32514.pdf

In Re Next Mortgage Corp
   Bankr. S.D. Fla. Case No. 09-29088
      Chapter 11 Petition filed September 10, 2009
         Filed as Pro Se

In Re Raquel Woolin
   Bankr. S.D. Fla. Case No. 09-29132
      Chapter 11 Petition filed September 10, 2009
         Filed as Pro Se

In Re Maurice Eugene Smith, Jr., Jr.
   Bankr. M.D. Ga. Case No. 09-52905
      Chapter 11 Petition filed September 10, 2009
         See http://bankrupt.com/misc/gamb09-52905.pdf

In Re NEW WORLD TELECOM
   Bankr. D. P.R. Case No. 09-07593
      Chapter 11 Petition filed September 10, 2009
         See http://bankrupt.com/misc/prb09-07593.pdf

In Re Double JS Corp.
   Bankr. D. Ariz. Case No. 09-22455
      Chapter 11 Petition filed September 11, 2009
         Filed as Pro Se

In Re James A. Ruddy III
   Bankr. C.D. Calif. Case No. 09-21914
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/cacb09-21914.pdf

In Re Donna Flavetta
       aka Donna R. Awtrey
       aka Donna R. Fernandez
       aka Donna R. Piche
   Bankr. N.D. Calif. Case No. 09-48542
      Chapter 11 Petition filed September 11, 2009
         Filed as Pro Se

In Re C C S Investments, LLC
   Bankr. D. Conn. Case No. 09-51814
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/ctb09-51814.pdf

In Re Mark Anthony Calandro
      Julie Ann Calandro
       aka Julianne Calandro
       fka Julie Ann Guarino
       fka Julie Ann Wachtler
       fka Julie Ann Berg
   Bankr. M.D. Fla. Case No. 09-20441
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/flmb09-20441.pdf

In Re Detroit Breakfast House & Grill, LLC
   Bankr. E.D. Mich. Case No. 09-68254
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/mieb09-68254.pdf

In Re Seldom Blues, LLC
   Bankr. E.D. Mich. Case No. 09-68239
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/mieb09-68239p.pdf
         See http://bankrupt.com/misc/mieb09-68239c.pdf

In Re American Bindery & Die Cutting, LLC
   Bankr. D. N.J. Case No. 09-34037
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/njb09-34037.pdf

In Re John F. Stymeist
   Bankr. D. N.J. Case No. 09-33962
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/njb09-33962.pdf

In Re Sip Jones Corp.
   Bankr. D. N.J. Case No. 09-33923
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/njb09-33923.pdf

In Re Soup & Smoothie Place Inc.
   Bankr. S.D.N.Y. Case No. 09-15467
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/nysb09-15467.pdf

In Re Bradley B. Blackwood
      Kimberly L. Blackwood
   Bankr. W.D. Pa. Case No. 09-71107
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/pawb09-71107.pdf

In Re Cavaricci LLC
   Bankr. W.D. Tex. Case No. 09-53540
      Chapter 11 Petition filed September 11, 2009
         See http://bankrupt.com/misc/txwb09-53540.pdf

In Re Bearly Kidding Incorporated
   Bankr. D. Ariz. Case No. 09-22606
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/azb09-22606.pdf

In Re BK Plumbing and Bath, LLC
   Bankr. D. Ariz. Case No. 09-22575
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/azb09-22575.pdf

In Re Daniel Frederick Hoemke
      Laura Lynne Hoemke
       aka Laura Regner-Hoemke
   Bankr. D. Ariz. Case No. 09-22566
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/azb09-22566.pdf

In Re Jean Mary Garrett
       aka Jean Willis
   Bankr. N.D. Calif. Case No. 09-48612
      Chapter 11 Petition filed September 14, 2009
         Filed as Pro Se

In Re Dings Wings I, LLC
   Bankr. C.D. Ill. Case No. 09-82957
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/ilnb09-82957.pdf

In Re David A. Launius
   Bankr. N.D. Ill. Case No. 09-34014
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/ilnb09-34014.pdf

In Re Blackwood Estates, LLC
   Bankr. D. Maine Case No. 09-21434
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/meb09-21434p.pdf
         See http://bankrupt.com/misc/meb09-21434c.pdf

In Re John J. McCarthy
      Marijane McCarthy
   Bankr. D. Mass. Case No. 09-18758
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/mab09-18758.pdf

In Re Kapp Partners, LLC
   Bankr. D. Md. Case No. 09-27254
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/mdb09-27254p.pdf
         See http://bankrupt.com/misc/mdb09-27254c.pdf

In Re Kimlor Corporation
      Kimhyo, LLC
   Bankr. D. N.J. Case No. 09-34101
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/njb09-34101.pdf

In Re Empire Masonry Contracting Corp.
   Bankr. E.D.N.Y. Case No. 09-76876
      Chapter 11 Petition filed September 14, 2009
         See http://bankrupt.com/misc/nyeb09-76876.pdf

In Re Cocoa Criollo, Inc.
   Bankr. W.D. Pa. Case No. 09-26748
      Chapter 11 Petition filed September 14, 2009
         Filed as Pro Se

In Re Century Asset Corporation
       dba Bowmont Joint Venture
   Bankr. C.D. Calif. Case No. 09-22085
      Chapter 11 Petition filed September 15, 2009
         See http://bankrupt.com/misc/cacb09-22085.pdf

In Re Mario Msb Feusier
   Bankr. N.D. Calif. Case No. 09-48645
      Chapter 11 Petition filed September 15, 2009
         Filed as Pro Se

In Re Tarango, Inc.
   Bankr. D. Colo. Case No. 09-29168
      Chapter 11 Petition filed September 15, 2009
         See http://bankrupt.com/misc/cob09-29168p.pdf
         See http://bankrupt.com/misc/cob09-29168c.pdf

In Re WAW Transport, L.L.C.
   Bankr. M.D. Fla. Case No. 09-20643
      Chapter 11 Petition filed September 15, 2009
         See http://bankrupt.com/misc/flmb09-20643.pdf

In Re 142 Oasis Apartments LLC
   Bankr. S.D. Fla. Case No. 09-29455
      Chapter 11 Petition filed September 15, 2009
         Filed as Pro Se

In Re 4113 Regency Palms, LLC
   Bankr. S.D. Fla. Case No. 09-29471
      Chapter 11 Petition filed September 15, 2009
         Filed as Pro Se

In Re New England Pre School Associates, Inc.
       dba Kids & Company
       dba The ABC Store
   Bankr. D. Mass. Case No. 09-43828
      Chapter 11 Petition filed September 15, 2009
         See http://bankrupt.com/misc/mab09-43828p.pdf
         See http://bankrupt.com/misc/mab09-43828c.pdf

In Re Everet T. Silver
   Bankr. E.D.N.C. Case No. 09-07961
      Chapter 11 Petition filed September 15, 2009
         Filed as Pro Se

In Re Midwest Vein & Laser Center of Lima, Ltd.
   Bankr. N.D. Ohio Case No. 09-36361
      Chapter 11 Petition filed September 15, 2009
         See http://bankrupt.com/misc/ohnb09-36361.pdf

In Re Edenfield Stages, Inc.
   Bankr. W.D. Pa. Case No. 09-26775
      Chapter 11 Petition filed September 15, 2009
         See http://bankrupt.com/misc/pawb09-26775.pdf

In Re Todd's by the Bridge
   Bankr. W.D. Pa. Case No. 09-26765
      Chapter 11 Petition filed September 15, 2009
         See http://bankrupt.com/misc/pawb09-26765p.pdf
         See http://bankrupt.com/misc/pawb09-26765c.pdf



                           *********

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.

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