TCR_Public/100106.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, January 6, 2010, Vol. 14, No. 5

                            Headlines

2151 HOTEL CIRCLE: Case Summary & 19 Largest Unsecured Creditors
ABH LLC: Files for Chapter 11 Bankruptcy in Delaware
ACCOUNTABILITIES INC: Swaps Shares for $700,000 of Company Debt
ACCREDITED HOME: Lone Star Talking Settlement
ADELPHIA COMMUNICATIONS: Details of Settlement with Motorola

AEROTHRUST CORP: Wants Schedules Filing Extended by 60 Days
AEROTHRUST CORP: Taps Wollmuth Maher as Bankruptcy Counsel
AMERICAN INT'L: Hurd as Human Resources Head; Cowan as CAO
ASSURANT INC: S&P Corrects Preferred Stock Issue Rating to 'BB+'
AXIA INC: Selects Barrier Advisors as Broker

BAYOU FLOW: Dissolved by Participants to Meet Corporate Goals
BERRY PLASTICS: BofA Hikes Loan Commitments to $500 Million
BERRY PLASTICS: Launches Exchange Bid for Fixed Rate Notes
BUDGET WASTE: Plan of Arrangement Approved by Court
BVN HOMES INC: Case Summary & 20 Largest Unsecured Creditors

CANWEST GLOBAL: Closing of Red Deer Sale Almost Completed
CANWEST GLOBAL: Goldman Plea to Void Shares Transfer Stayed
CANWEST GLOBAL: Media Unit Files Notice of Halt of Securities
CAPMARK FINANCIAL: Gets Nod for Bryan Cave as Special Counsel
CAPMARK FINANCIAL: Gets Nod to Pay Bonus & Awards Programs

CAPMARK FINANCIAL: Wins Nod to Hire Deloitte as Auditors
CIB MARINE: Prepackaged Plan Declared Effective
CHRYSLER LLC: Fights Legislation Defending Rejected Dealers
CHRYSLER LLC: Transfers Retiree Health Care Liabilities
CITADEL BROADCASTING: Wants to Limit Trades to Protect NOLs

CITADEL BROADCASTING: Wants to Maintain Insurance Policies
CITADEL BROADCASTING: Wants to Pay Sales & Use Taxes
CONEXANT SYSTEMS: Retires Remaining Senior Secured Debt
CONEXANT SYSTEMS: To Hold Virtual Stockholders Meeting on Feb. 18
CONSOLIDATED YACHT: Property Faces $13.8 Mil. Bridgeloan Suit

CONSTAR INT'L: Court Issues Final Decree Closing Cases
COOPER-STANDARD: To Sell Ohio Plant for $3.5MM to Sanoh
CORD BLOOD: Registers 80MM Shares Issuable Under 2010 Stock Plan
CORD BLOOD: Registers 840MM Shares Held by Optimus CG for Resale
CRUSADER ENERGY: Consummates Sale to Jones Energy

DAUFUSKIE ISLAND: Creditors Protest Proceed Disbursement Plan
DENNY'S CORP: Launches Search for Marketing Head and COO
EASTMAN KODAK: Has Deal with Samsung to Settle Patent Dispute
EDGE PETROLEUM: Mariner Energy Completes Acquisition
EMERSON OVERLOOK: Case Summary & 20 Largest Unsecured Creditors

ENERGY PARTNERS: Birch Run Made Substantial Contribution
FORD MOTOR: Transfers Retiree Health Care Liabilities
FOXLAND HARBOR: Files for Chapter 11 Bankruptcy in Tennessee
FUNDAMENTAL PROVISIONS: David Bagley as CRO Gets Interim OK
FUNDAMENTAL PROVISIONS: Files Schedules of Assets & Liabilities

FUNDAMENTAL PROVISIONS: Sec. 341 Creditors Meeting Set for Jan. 8
FUNDAMENTAL PROVISIONS: Taps Heller Draper as Bankruptcy Counsel
GENERAL MOTORS: Transfers Retiree Health Care Liabilities
GENTA INC: Files Shelf Prospectus to Sell $50MM in Securities
GREGORY GORALNIK: Case Summary & 20 Largest Unsecured Creditors

GREEKTOWN HOLDINGS: Has Partnership with Isle of Capri Casinos
HAIGHTS CROSS: Has Broad Acceptance of Prepackaged Plan
HARLAN LABORATORIES: Moody's Cuts Corp. Family Rating to 'B3'
HAVEN TRUST: Former Directors Face Class Action Lawsuit
HAWAII MEDICAL: Court to Hold Hearing on Competing Plans Jan. 27

INTERNATIONAL ALUMINUM: Files Chapter 11 with Plan
INTERNATIONAL ALUMINUM: Case Summary & 30 Largest Unsec. Creditors
JOANNE SANDBLOM: Case Summary & 3 Largest Unsecured Creditors
LANDAMERICA FIN'L: Agreement Canceling SunTrust Letter of Credit
LANDAMERICA FIN'L: Closing Agreement With IRS Approved by Court

LANDAMERICA FIN'L: Claims Settlements for October Quarter
LANDMARK VALLEY: Case Summary & 20 Largest Unsecured Creditors
LATHAM INT'L: Wants to Bar Committee From Releasing Private Info
LBJ LAKEFRONT: Case Summary & 13 Largest Unsecured Creditors
LEHMAN BROTHERS: Fee Committee Has OK to Tap BrownGreer PLC

LEHMAN BROTHERS: Gets Approval of Agreement With REPE Inc.
LEHMAN BROTHERS: Has Nod for Settlement With American Life
LEHMAN BROTHERS: Has Nod for Settlement With Bamburgh, et al.
LEHMAN BROTHERS: LBI Assigns Market Agreement to Deutsche Bank
LEHMAN BROTHERS: Settles Claims Against First Magnus

LEHMAN BROTHERS: Investors Seek Class Status in Fraud Suit
LENNY DYKSTRA: Left California Home in "Unshowable" State
LUNA INNOVATIONS: Receives NASDAQ Extension
LYONDELL CHEMICAL: Proposes Equity Commitment Agreement
LYONDELL CHEMICAL: Proposes to Approve Lender Litigation Agreement

LYONDELL CHEMICAL: Seeks Approval of Settlements with Insurers
MARKET STREET: Asks Court for Jan. 25 Schedules Filing Deadline
MARKET STREET: Sec. 341 Creditors Meeting Set for Jan. 29
MESA AIR: Files Voluntary Chapter 11 Petitions
MESA AIR GROUP: Case Summary & 31 Largest Unsecured Creditors

METALDYNE CORP: Judge Approves Asset Sale on Appeal
METALINK LTD: Sells WLAN Biz; Revises Loan Payment Schedule
MORAN LAKE: Sec. 341 Creditors Meeting Set for Jan. 28
NEXTMEDIA GROUP: Asks Court for Feb. 19 Schedules Filing Deadline
NEXTMEDIA GROUP: Taps Leibowitz & Associates as Special Counsel

NM TEXAS: Files for Chapter 11 Bankruptcy in Delaware
NORTEL NETWORKS: CCAA Stay Extended Until January 29
NORTEL NETWORKS: Ciena Gets ICA Nod for Ethernet Purchase
NORTEL NETWORKS: Contemplates Feb. 24 Auction for VOIP Business
NORTEL NETWORKS: Proposes $190.8 Mil. Canadian Funding Agreement

NORTEL NETWORKS: Proposes Side Agreement With Nortel China
OPTIMUMBANK HOLDINGS: Receives Nasdaq Staff Deficiency Letter
PACIFIC GALVESTON: Voluntary Chapter 11 Case Summary
PAJAAMCO FAMILY: Case Summary & 2 Largest Unsecured Creditors
PANOCHE VALLEY: Sec. 341 Creditors Meeting Set for Jan. 26

PENN TRAFFIC: Union Workers Objects Sale to Price Chopper
PINEVIEW PARTNERS: Voluntary Chapter 11 Case Summary
PROLIANCE INTERNATIONAL: to Sell Nederlandse Radiateuren Unit
PROVIDENT ROYALTIES: To Hold Auction for Remaining Leaseholds
RADIAN GROUP: Unveils Tender Offer Results for Money Market CPS

RENAISSANT LAFAYETTE: Judge Denies Firm's DIP Loan
RENAISSANT LAFAYETTE: Sec. 341 Creditors Meeting Set for Jan. 29
RENAISSANT LAFAYETTE: Wants Meltzer Purtill as Bankr. Counsel
RENAISSANT LAFAYETTE: Wants Jan. 27 Schedules Filing Deadline
REVLON INC: Del. Shareholder Suit Complains About Exchange Offer

RITE AID: Reports 1.8% Same Store Sales Decrease for December
RVL TEXAS PROPERTIES: Voluntary Chapter 11 Case Summary
SARGENT RANCH LLC: Case Summary & 15 Largest Unsecured Creditors
SIMMONS BEDDING: Wins Confirmation of Prepackaged Ch. 11 Plan
SMURFIT-STONE: Lining Up $1.2 Billion in Exit Financing

SMURFIT-STONE: Files Amended Reorganization Plan
SMURFIT-STONE: Seeks May 21 Extension for Plan Exclusivity
SMURFIT-STONE: Wants April 21 Extension of Removal Period
SONRISA PROPERTIES: Voluntary Chapter 11 Case Summary
SONRISA REALTY PARTNERS: Voluntary Chapter 11 Case Summary

TALBOTS INC: Amends Loan Facility; Repays Third-Party Bank Debt
TAVERN ON THE GREEN: Approved for Auction this Month
THORNBURG MORTGAGE: High Interest in Mortgage Servicing Portfolio
TIMOTHY SCHWARTZ: Case Summary & 8 Largest Unsecured Creditors
TOM POST: Case Summary & 20 Largest Unsecured Creditors

TRACY BLAKE CRACRAFT: Case Summary & 20 Largest Unsec. Creditors
TRILOGY DEVELOPMENT: JE Wants Exclusivity Extension Plea Denied
TROPICANA ENT: NJ Debtors Ask March 25 Plan Exclusivity Extension
TROPICANA ENT: NJ Debtors Can Use Cash Collateral Until Jan. 31
TROPICANA ENT: NJ Debtors Get Nod to Modify Interco Lease Terms

TXCO RESOURCES: Inks Sale Asset Agreement With Anadarko E&P
TXCO RESOURCES: Anadarko Knocks Out Newfield as Purchaser
VAN HUNTER DEVELOPMENT: Case Summary & 19 Largest Unsec. Creditors
VI-JON INC: S&P Corrects Press Release; Raises Rating to 'B+'
VYTERIS INC: $20 Million of Debt Converted to Equity

VYTERIS INC: Ferring Pharma Terminates License Agreement
WALTER DAVID DIAL: Voluntary Chapter 11 Case Summary
W.R. GRACE: 3rd Circuit Kills Bid to Bar Mont. Mine Claims
YRC WORLDWIDE: Sets Jan. 4 as Record Date for Shareholders Meeting

* Bankruptcy Legislation to Watch in 2010
* DBR Says Creditor Groups Likely to Defeat Bankruptcy Reforms
* LSTA Against Bankruptcy Rules on Trade Disclosures
* Custodians Can't Be Paid for Opposing Bankruptcy
* Recession Aftershocks Likely to Bring More Filings in 2010
* Troubled Company Index Down 11.07% in December, Kamakura Reports

* McKool Smith Recognized Among Top 6 Law Firms for 2009
* Over 2,000 Acres of Oklahoma Oil for Bankruptcy Auction
* Record Mortgage-Related Failures in 2009

* Upcoming Meetings, Conferences and Seminars

                            *********

2151 HOTEL CIRCLE: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: 2151 Hotel Circle South, LLC
        4347 Tosca Rd
        Woodland Hills, CA 91364

Bankruptcy Case No.: 10-10065

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: Alexander Lebecki, Esq.
                  Law Offices of Alexander Lebecki
                  7437 Topanga Canyon Blvd
                  Canoga Park, CA 91303
                  Tel: (818) 340-3116
                  Fax: (818) 702-6966

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

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

The petition was signed by Charles Crail, the company's member.

Debtor's List of 19 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Cintas Corporation         uniforms               $2,962

County of San Diego        real property tax      $89,485

City of San Diego          occupancy tax          $12,796
TOT Dept.

Ramada Worldwide, Inc.     franchise fees         $67,982

San Diego Convention       advertising            $14,445
Bureau

San Diego Gas & Electric   utility                $13,064

Sysco Food Services        food services          $13,460

Sea World                  advertising            $8,000

Lodgenet                   advertising            $5,573

Kaiser Permanente          health insurance       $5,037

Home Depot                 building material      $4,675

Neal Electric              electric services      $5,371

Waste Management           waste services         $2,562

US Food Services           food services          $2,556

San Diego Visitors Bureau  advertising            $2,800

Mission Linen Supply       linen services         $2,460

Guy Enterprises, LLC       entertainment ser.     $2,625

Leslie's Pool Supply       pool supplies          $3,530

Cintas Corp.               uniforms               $2,962


ABH LLC: Files for Chapter 11 Bankruptcy in Delaware
----------------------------------------------------
According to insideARM, ABH LLC 1 and two of its affiliates filed
Chapter 11 (Bankr. D. Del. Case No. 09-14485), listing assets of
less than $100,000 and liabilities of more than $1 billion.


ACCOUNTABILITIES INC: Swaps Shares for $700,000 of Company Debt
---------------------------------------------------------------
Accountabilities, Inc., reports that on December 29, 2009,
Accountabilities and Tri-State Employment Services, Inc., a Nevada
corporation and affiliate of the company, entered into an Exchange
Agreement whereby the company agreed to exchange 2,333,333 shares
of the company's common stock for roughly $700,000 of company debt
held by Tri-State at a per share exchange price of $0.30 per
share.  Tri-State had recently acquired the debt from a third
party.  The Exchange Agreement also contained a release in favor
of the company and other related parties in connection with the
debt.  The transactions contemplated by the Exchange Agreement
were consummated on December 29, 2009.

Management believes that the exchange of equity for debt provided
a unique opportunity for the company to lower the company's
existing debt obligations on favorable terms.

Additionally, on December 24, 2009, the Board of Directors
approved a reorganization of Accountabilities into a holding
company structure.  In the transaction, Accountabilities will
become a wholly owned subsidiary of a newly formed holding
company.  Stockholders of record will receive shares of the
holding company on a one for one basis and will not otherwise be
affected by the anticipated reorganization.  The transaction is
expected to be consummated in the company's current fiscal
quarter.

Management believes such a structure will provide enhanced
operational flexibility and greater opportunities for future
growth.

                    About Accountabilities Inc.

Based in New York, Accountabilities, Inc. (OTC Bulletin Board:
ACBT) -- http://www.aabilities.com/-- is a national provider of
diversified staffing, recruiting and consulting services,
including temporary staffing services, with a focus on light
industrial services and administrative support.  The company
provides its services across a variety of industries and to a
diverse range of clients ranging from sole proprietorships to
Fortune 1000 companies.


ACCREDITED HOME: Lone Star Talking Settlement
---------------------------------------------
Bill Rochelle at Bloomberg News reports that Accredited Home
Lenders Holding Co. said it received an offer from the controlling
shareholder, Lone Star Funds, to pay a "significant sum of money"
for a release of claims.  In the court filing, Accredited Home
said Lone Star also proposed settlement of all claims it has
against the former home mortgage originator and securitizer.

Accredited Home made the disclosure in its request for a fourth
extension of its exclusive periods to propose a Plan.  The Company
is seeking a March 1 extension.  The Court will convene a hearing
to consider approval of the request on Jan. 6

According to the report, Accredited Home said it has prepared a
draft of a plan and explanatory disclosure statement which is
under discussion with the creditors' committee.

Lone Star was sued in December by the indenture trustee for the
junior subordinated noteholders who contends the owner made
fraudulent misrepresentations in connection with the $300 million
acquisition of Accredited Home in 2007.

Accredited Home Lenders Holding Co. -- http://www.accredhome.com/
-- is a mortgage banker servicing U.S. markets for conforming and
non-prime residential mortgage loans operating throughout the U.S.
and in Canada.  Founded in 1990, the company is headquartered in
San Diego.  The Company was acquired by Lone Star Funds for $300
million in October 2007.  Lone Star also owns Bruno's Supermarkets
LLC and Bi-Lo LLC, two grocery retailers in Chapter 11.

Accredited Home and its affiliates filed for Chapter 11 on May 1,
2009 (Bankr. D. Del. Lead Case No. 09-11516).  Gregory G. Hesse,
Esq., Lynnette R. Warman, Esq., and Jesse T. Moore, Esq., at
Hunton & William LLP, represent the Debtors as counsel.  Laura
Davis Jones, Esq., James E. O'Neill, Esq., and Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP, serve as Delaware
counsel.  Kurtzman Carson Consultants is the Debtors' claims
agent.  Andrew I Silfen, Esq., Schuyler G. Carroll, Esq., Robert
M. Hirsch, Esq., at Arent Fox LLP in New York, and Jeffrey N.
Rothleder, Esq., at Arent Fox LLP in Washington, DC, represent the
official committee of unsecured creditors as co-counsel.  Neil R.
Lapinski, Esq., and Shelley A. Kinsella, Esq., at Elliott
Greenleaf, represent the Committee as Delaware and conflicts
counsel.

According to its bankruptcy petition, Accredited Home's assets
range from $10 million to $50 million and its debts from
$100 million to $500 million.


ADELPHIA COMMUNICATIONS: Details of Settlement with Motorola
------------------------------------------------------------
The Adelphia Recovery Trust on December 30 said the lawsuit
entitled Adelphia Communications Corporation, et al. v. Motorola,
Inc., et al., Adversary Case No. 06-01558-REG has been fully
resolved pursuant to a settlement reached among all parties to the
suit.

ACC also said a subsequent distribution was made December 30 in a
total amount of $133 million in cash to holders of Allowed Claims
against the parent ACC pursuant to the First Modified Fifth
Amended Joint Chapter 11 Plan of Reorganization of Adelphia
Communications Corporation and Certain Affiliated Debtors, dated
as of January 3, 2007, as Confirmed.

On January 8, 2004, Motorola filed a proof of claim against ACC
for more than $68 million in goods and services delivered
prepetition.  At the same time, Motorola also filed 230
substantially identical proofs of claim against ACC's
subsidiaries.  When these subsidiary claims were subsequently
disallowed and expunged by stipulated Court order, the parties
reserved for a later date the issue of whether the subsidiaries
were liable on the remaining Motorola claim instead of, or in
addition to, ACC.   Under the Claim Stipulation, the maximum
allowable principal amount of Motorola's claim is $66,595,574.47,
an amount that was the result of a nine-month process of
reconciling the books and records of the Debtors and Motorola.

Bear Stearns & Co. Inc. had acquired rights as to $58.2 million of
Motorola's Claim.  Bear Stearns subsequently re-assigned a portion
of its share of Motorola's Claim to certain hedge funds.
According to papers filed in Bankruptcy Court in November 2009,
the Transferred Claim consists of Bear Stearns' Claim 1222101 in
the amount of $28,335,202.31; Varde Investment Partners, L.P.'s
Claim 1222102 in the amount of $21,359,947.44, and DK Acquisition
Partners L.P.'s Claim 1222103 in the amount of $8,543,978.98.
Motorola held the $8.4 million residual claim.

ACC and the Adelphia Trust have argued that the Motorola Claim
cannot be allowed against the subsidiary Debtors, and have
asserted various counterclaims including claims for equitable
subordination or disallowance of the Motorola Claim, recovery of
avoidable transfers, and aiding and abetting breaches of fiduciary
duties by the Debtors' former management.  For over three years,
the parties have been embroiled in litigation, culminating in the
recent Phase I trial before the Bankruptcy Court, concluding on
October 30, 2009, on the Plaintiffs' claims for equitable
subordination and disallowance.  Following that trial, the
Plaintiffs and Motorola reached a settlement which was approved by
United States Bankruptcy Judge Cecelia G. Morris on December 14,
2009.  Payment to the Trust pursuant to the settlement was made on
December 29, 2009.

Under the proposed settlement filed in November, Motorola agreed
to pay $68 million to the Plaintiffs -- $28 million to ACC and
$40 million to the Trust -- and will waive all distributions on
the $8.4 million Residual Claim still held by Motorola.  The
Transferred Claim will be allowed as an ACC Trade Claim and Bear
Stearns et al., as Claim Transferees, will receive a distribution
on that claim of cash and stock -- equal to a recovery of roughly
76%, at Plan deemed value, of the claim's face value -- with
current fair market value of about $32.5 million.  The Claims
Transferees also would receive an interest in the Trust (pari
passu with other trade creditors) and would be entitled to share,
pari passu, in the future distributions to holders of ACC Trade
Claims from ACC and the Trust.

As an additional benefit, the settlement would free up about
$73.6 million (fair market value) from the reserve presently held
by Adelphia on account of the Motorola Claim, all or a portion of
which could then become available for distribution to ACC
creditors generally.

The effectiveness of the Settlement Agreement was contingent upon
a finding that only ACC is liable on the Motorola Claim.

The Trust in its discretion may retain some or all of its
settlement proceeds for funding its operations, including expenses
incurred to maintain and administer the Trust and prosecute Trust
litigation, all subject to the terms and conditions of the Plan
and the Declaration of Trust.  No decision has been made by the
Trust as to the amount or timing of distributions, if any, to
Trust interest holders.

The Effective Date of the Plan occurred on February 13, 2007.  ACC
continues under the management of Quest Turnaround Advisors, LLC,
the Plan Administrator, to liquidate its assets and administer its
plan of reorganization.  Prior to the sale of substantially all of
the consolidated assets of Adelphia to Time Warner NY Cable LLC
and Comcast Corporation on July 31, 2006, ACC was the fifth
largest cable television company in the country.  It served
customers in 31 states and offered analog and digital video
services, high-speed Internet access and other advanced services
over its broadband networks.


AEROTHRUST CORP: Wants Schedules Filing Extended by 60 Days
-----------------------------------------------------------
AeroThrust Corporation and AeroThrust Engine Leasing Holding
Company, LLC, have asked the U.S. Bankruptcy Court for the
District of Delaware to extend the deadline for the filing of
schedules of assets and liabilities, schedules of secured and
unsecured creditors, schedules of executor contracts and unexpired
leases, and statement of financial affairs by an additional 60
days.

The Debtors say that they need to gather extensive information
regarding their transactions and property, which will continue to
take a significant expenditure of time and effort on the part of
the Debtor and its employees.  Given the nature of their business,
the Debtors say that few of their employees are available on a
regular -- though not full-time -- basis to assist in this
endeavor.

Miami, Florida-based AeroThrust Corporation provides engine
repair, maintenance and overhaul of the CFM56 and JT8D engines.
The Company filed for Chapter 11 bankruptcy protection on
December 27, 2009 (Bankr. D. Delaware Case No. 09-14541).  Its
affiliate, AeroThrust Engine Leasing Holding Company, LLC, also
filed Chapter 11 bankruptcy petitions.  Thomas F. Driscoll, III,
Esq., at Bifferato LLC, assists the Debtors in their restructuring
efforts.  AeroThrust Corporation listed $50,000,001 to
$100,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


AEROTHRUST CORP: Taps Wollmuth Maher as Bankruptcy Counsel
----------------------------------------------------------
AeroThrust Corporation and AeroThrust Engine Leasing Holding
Company, LLC, has sought the permission of the U.S. Bankruptcy
Court for the District of Delaware to employ Wollmuth Maher &
Deutsch LLP as bankruptcy counsel.

Wollmuth Maher will, among other things:

     a. advise the Debtors with respect to their powers and duties
        as debtors-in-possession in the management of their
        estates and with respect to the potential sale or auction
        of substantially all of the Debtors' assets;

     b. assist in the preparation of the disclosure statement and
        plan of reorganization;

     c. negotiate with the Debtors' creditors and taking the
        necessary legal steps to confirm and consummate a plan of
        reorganization; and

     d. prepare necessary motions, applications, answers, proposed
        orders, reports and other papers to be filed by the
        Debtors.

James N. Lawlor, a member at Wollmuth Maher, says that the firm
will be paid based on the hourly rates of its personnel:

        Partners                $495-$615
        Associates              $250-$425
        Paraprofessionals        $95-$195

Mr. Lawlor assures the Court that Wollmuth Maher is
"disinterested" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Miami, Florida-based AeroThrust Corporation provides engine
repair, maintenance and overhaul of the CFM56 and JT8D engines.
The Company filed for Chapter 11 bankruptcy protection on
December 27, 2009 (Bankr. D. Delaware Case No. 09-14541).  Its
affiliate, AeroThrust Engine Leasing Holding Company, LLC, also
filed Chapter 11 bankruptcy petitions.  Thomas F. Driscoll, III,
Esq., at Bifferato LLC, assists the Debtors in their restructuring
efforts.  AeroThrust Corporation listed $50,000,001 to
$100,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


AMERICAN INT'L: Hurd as Human Resources Head; Cowan as CAO
----------------------------------------------------------
The Wall Street Journal's Serena Ng reports American International
Group Inc.'s Chief Executive Robert Benmosche announced in an
internal memo on Monday the appointment of:

     (1) Jeff Hurd, a senior employee at AIG and recently its
         chief administrative officer, as head of human resources.
         Mr. Hurd also recently oversaw AIG's asset-management
         restructuring and was interim president of its real-
         estate arm.

     (2) Michael Cowan, a longtime employee at Merrill Lynch &
         Co., as chief administrative officer.  Mr. Cowan had been
         at Merrill since 1986 and was most recently senior vice
         president, Global Corporate Services, at the Wall Street
         firm.  According to the Journal, AIG said Mr. Cowan, in
         his new role, will oversee the company's operations and
         systems, corporate administration, and the "separation
         office," which focuses on readying businesses for deals.

The Journal also reports that executives have recently resigned
from AIG:

     -- Nick Ashooh, AIG's senior vice president of communications
        since September 2006, is leaving to join Alcoa Inc. as its
        head of corporate affairs.  Mr. Ashooh is being succeeded
        by Christina Pretto, a former Citigroup Inc. executive who
        joined AIG's communications department in 2009.

     -- AIG's general counsel and vice chairman Anastasia Kelly,
        who had oversight of human resources and communications,
        last week resigned after her pay was reduced significantly
        as a result of limits imposed by U.S. pay czar Kenneth
        Feinberg.

     -- Suzanne Folsom, AIG's chief compliance and regulatory
        officer, also had left the firm.

     -- AIG's chief human-resources officer, Andrew Kaslow, left
        this past fall.

According to the Journal, AIG is looking for successors to Ms.
Kelly and Ms. Folsom.

Meanwhile, AIG on December 21, 2009, received a final
determination from the Office of the Special Master for TARP
Executive Compensation.  The Final Determination affects the
compensation of AIG's most highly compensated employees, including
David L. Herzog and Kristian P. Moor, two of AIG's named executive
officers.  At AIG's request, the Final Determination permits stock
salary to be paid in either AIG common stock -- or stock units
reflecting the value of AIG common stock -- or in stock units
reflecting the value of a "basket" of certain AIG subsidiaries.
On December 24, 2009, AIG determined to use stock units reflecting
the value of AIG's common stock for 2009 stock salary grants,
which will be cash-settled on the transferability date required by
the Initial Determination Memorandum.

                             About AIG

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 from the U.S. government, and continues to
seek buyers of its assets.


ASSURANT INC: S&P Corrects Preferred Stock Issue Rating to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it has corrected its
rating on Assurant Inc.'s preferred stock issue by lowering it to
'BB+' from 'BBB-'.  Because of an administrative error, S&P
assigned then did not lower this rating on Dec. 10, 2009, when S&P
lowered the other ratings on Assurant Inc.  This issue
historically has not been rated because of a lack of market
interest given the small size of the issue ($8 million as of
Sept. 30, 2009).  Subsequently, S&P withdrew this rating.

                            Ratings List

                            Assurant Inc.

         Counterparty Credit Rating      BBB/Negative/A-2

                          Rating Lowered

                           Assurant Inc.

                                        To          From
                                        --          ----
        Preferred Stock Rating          BB+         BBB-

                         Rating Withdrawn

                           Assurant Inc.

                                        To          From
                                        --          ----
        Preferred Stock Rating          NR          BB+


AXIA INC: Selects Barrier Advisors as Broker
--------------------------------------------
Dallas Business Journal says Ames Holding Corp. and its
subsidiaries tapped Barrier Advisors as their broker.

The firm is seeking qualified bids by Jan. 27, 2010, for Ames'
assets.  A stalking horse bidder has already been qualified, and
its bid includes $18 million in new term loans and a 21.5%
ownership stake in the Company.  Proceeds from the sale will pay
off the company's pre-bankruptcy lenders and allow the Company to
be recapitalized.

                       About Axia Inc.

Axia Inc. and Ames Taping manufacture automatic taping and drywall
finishing tools.  Ames' principal business is the rental and
service of its fleet of over 220,000 ATF tools under its flagship
Bazooka(R) brand name through its network of over 200 Company-
owned stores, franchised locations, field vans, and rental
stations located throughout the U.S. and Canada.  Ames also sells
ATF tools in the U.S. and Canada under the broadly recognized
brand name TapeTech(R) through a network of over 200 independent
dealers, and internationally, under the brand name Premier
International(R).  The Companies are controlled by Aurora Equity
Partners.

Axia Inc. and three affiliates filed for Chapter 11 on Dec. 14,
2009 (In re Ames Holding Corp., Bankr. D. Del. Case No. 09-14406).

Assets at Oct. 30, 2009, were $178 million.  Liabilities include
$69.2 million on a senior secured term loan and a $91.8 million
subordinated secured term loan.

Attorneys at Richards, Layton & Finger, P.A., represents the
Debtors.


BAYOU FLOW: Dissolved by Participants to Meet Corporate Goals
-------------------------------------------------------------
Cuming Corporation said that, on behalf of its wholly owned
company Cuming Insulation Corporation, on December 31, 2009, the
Houston-based sales and marketing relationship known as BFT --
Bayou Flow Technologies LLC -- was dissolved.  This change was
required for the BFT participants, including Cuming Insulation
Corporation, the Bayou Companies, and Perma-Pipe, to meet
corporate goals.

Cuming's factory in New Iberia, Louisiana, is adjacent to both the
Bayou and Perma-Pipe facilities, and the three companies remain
committed to working together wherever possible to supply a full
range of offshore products and pipeline services, including
thermal insulation, corrosion coating, welding, and other
fabrication.  Cuming's new product lines of advanced epoxy-based
syntactic foam thermal insulation materials have unmatched depth
and temperature capabilities, and the New Iberia factory is
expanding its production capacity to meet anticipated demand
growth in the Gulf of Mexico and elsewhere.

The Cuming sales office remains in its present quarters in
Houston, and the same high levels of professional sales and
engineering advice and service are available to all customers.

Cuming Corporation -- http://www.cumingcorp.com/-- provides
innovative materials including syntactic foam flotation and
insulation equipment for the offshore oil and gas industries and
microwave equipment for the electronics, telecommunications,
defense and aerospace industries.


BERRY PLASTICS: BofA Hikes Loan Commitments to $500 Million
-----------------------------------------------------------
Berry Plastics Group, Inc., Berry Plastics Corporation and certain
of its subsidiaries on December 23, 2009, entered into an
Incremental Assumption Agreement with Bank of America, N.A. and
Barclays Bank PLC to increase the commitments under its revolving
credit facility by $100 million to a total of $500 million.
Additionally, pursuant to the Incremental Agreement, the interest
rate on loans under the Revolving Facility was increased by 0.25%
for any quarterly period in which quarterly average daily
borrowing availability exceeds 75%.

Berry Plastics also obtained consent from the requisite lenders
under the Revolving Facility to add a number of subsidiaries of
Berry Plastics as borrowers under such facility.  Adding such
subsidiaries as borrowers allows Berry Plastics to include the
assets of those entities in the borrowing base under the Revolving
Facility.  Prior to the effectiveness of the consent, each of the
New Borrowers was already a guarantor of Berry Plastics' and the
other borrowers' obligations under the Revolving Facility.

                     About Berry Plastics

Berry Plastics Corporation manufactures and markets plastic
packaging products, plastic film products, specialty adhesives and
coated products.  At June 27, 2009 the Company had 64 production
and manufacturing facilities, with 58 located in the United
States.  Berry is a wholly-owned subsidiary of Berry Plastics
Group, Inc.  Berry Group is primarily owned by affiliates of
Apollo Management, L.P. and Graham Partners.  Berry, through its
wholly owned subsidiaries operates in four primary segments: Rigid
Open Top, Rigid Closed Top, Flexible Films, and Tapes/Coatings.
The Company's customers are located principally throughout the
United States, without significant concentration in any one region
or with any one customer.

At September 26, 2009, the Company had total assets of
$4.401 billion against total liabilities of $4.079 billion,
resulting in stockholders' equity of $321.7 million.  Berry
Plastics reported a net loss of $26.2 million for the fiscal year
ended September 26, 2009, from a net loss of $101.1 million for
fiscal year ended September 27, 2008, and net loss of
$116.2 million for fiscal year ended September 27, 2008.

                         *     *     *

As reported by the Troubled Company Reporter on June 10, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Berry Plastics Group to 'B-' from 'SD' and the senior
unsecured debt rating to 'CCC' from 'D'.  The recovery ratings on
Group's senior unsecured debt remain unchanged at '6', indicating
S&P's expectation for negligible recovery (0% to 10%) in a payment
default.  S&P affirmed all its ratings on Group's wholly owned
operating subsidiary Berry Plastics Corp.  The outlook is stable.


BERRY PLASTICS: Launches Exchange Bid for Fixed Rate Notes
----------------------------------------------------------
Berry Plastics Corporation is offering to exchange up to
$620,000,000 aggregate principal amount of its Senior Secured
Fixed Rate Notes, comprised of $370,000,000 8-1/4% First Priority
Senior Secured Fixed Rate Notes due 2015 and $250,000,000 8-7/8%
Second Priority Senior Secured Fixed Rate Notes due 2014 that are
registered under the Securities Act of 1933 for an equal principal
amount of its First Priority Senior Secured Fixed Rate Notes due
2015 and Second Priority Senior Secured Fixed Rate Notes due 2014,
which were issued previously without registration under the
Securities Act.

Participants in the exchange offer will receive registered 8-1/4%
First Priority Senior Secured Fixed Rate Notes due 2015 for the
outstanding 8-1/4% First Priority Senior Secured Fixed Rate Notes
due 2015 that are tendered properly for exchange or will receive
registered 8-7/8% Second Priority Senior Secured Fixed Rate Notes
due 2014 for the outstanding Second Priority Senior Secured Fixed
Rate Notes due 2014 that are tendered properly for exchange.

The exchange notes are substantially identical to the outstanding
notes, except that the exchange notes will not be subject to
transfer restrictions or entitled to registration rights, and the
additional interest provisions applicable to the outstanding notes
in some circumstances relating to the timing of the exchange offer
will not apply to the exchange notes.

The outstanding notes were issued by Berry Plastics Escrow LLC and
Berry Plastics Escrow Corporation.

The exchange notes will be issued by Berry Plastics Corporation
and guaranteed by Aerocon, LLC, Berry Iowa, LLC, Berry Plastics
Design, LLC, Berry Plastics Technical Services, Inc., Berry
Sterling Corporation, CPI Holding Corporation, Knight Plastics,
Inc., Packerware Corporation, Pescor, Inc., Poly-Seal, LLC,
Venture Packaging, Inc., ,Venture Packaging Midwest, Inc., Berry
Plastics Acquisition Corporation III, Berry Plastics Opco, Inc.,
Berry Plastics Acquisition Corporation V, Berry Plastics
Acquisition Corporation VIII, Berry Plastics Acquisition
Corporation IX, Berry Plastics Acquisition Corporation X, Berry
Plastics Acquisition Corporation XI, Berry Plastics Acquisition
Corporation XII, Berry Plastics Acquisition Corporation XIII,
Berry Plastics Acquisition Corporation XV, LLC, Kerr Group, LLC,
Saffron Acquisition, LLC, Setco, LLC, Sun Coast Industries, LLC,
Tubed Products, LLC, Cardinal Packaging, Inc., Landis Plastics,
LLC, Covalence Specialty Adhesives LLC, Covalence Specialty
Coatings LLC, Caplas LLC, Caplas Neptune, LLC, Captive Holdings,
Inc., Captive Plastics, Inc., Grafco Industries Limited
Partnership, Rollpak Acquisition Corporation, Rollpak Corporation,
Pliant Corporation, Pliant Corporation International, Pliant Film
Products of Mexico, Inc., Pliant Packaging of Canada, LLC,
Uniplast Holdings Inc. and Uniplast U.S., Inc., all wholly owned
subsidiaries of Berry Plastics Corporation.

The exchange notes will represent the same debt as the outstanding
notes and we will issue the exchange notes under the same
indentures.

The exchange offer expires at 5:00 p.m., New York City time, on
[_________] , 2009, unless extended.  Completion of the exchange
offer is subject to certain customary conditions, which Berry
Plastics may waive.  The exchange offer is not conditioned upon
any minimum principal amount of the outstanding notes being
tendered for exchange.

All outstanding notes that are validly tendered and not withdrawn
will be exchanged for exchange notes.  The exchange of outstanding
notes for exchange notes pursuant to the exchange offer should not
constitute a taxable exchange for U.S. federal income tax
purposes.

There is no existing market for the exchange notes to be issued,
and Berry Plastics does not intend to apply for listing or
quotation on any exchange or other securities market.

A full-text copy of the Company's registration statement is
available at no charge at http://ResearchArchives.com/t/s?4ce7

                     About Berry Plastics

Berry Plastics Corporation manufactures and markets plastic
packaging products, plastic film products, specialty adhesives and
coated products.  At June 27, 2009 the Company had 64 production
and manufacturing facilities, with 58 located in the United
States.  Berry is a wholly-owned subsidiary of Berry Plastics
Group, Inc.  Berry Group is primarily owned by affiliates of
Apollo Management, L.P. and Graham Partners.  Berry, through its
wholly owned subsidiaries operates in four primary segments: Rigid
Open Top, Rigid Closed Top, Flexible Films, and Tapes/Coatings.
The Company's customers are located principally throughout the
United States, without significant concentration in any one region
or with any one customer.

At September 26, 2009, the Company had total assets of
$4.401 billion against total liabilities of $4.079 billion,
resulting in stockholders' equity of $321.7 million.  Berry
Plastics reported a net loss of $26.2 million for the fiscal year
ended September 26, 2009, from a net loss of $101.1 million for
fiscal year ended September 27, 2008, and net loss of
$116.2 million for fiscal year ended September 27, 2008.

                         *     *     *

As reported by the Troubled Company Reporter on June 10, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Berry Plastics Group to 'B-' from 'SD' and the senior
unsecured debt rating to 'CCC' from 'D'.  The recovery ratings on
Group's senior unsecured debt remain unchanged at '6', indicating
S&P's expectation for negligible recovery (0% to 10%) in a payment
default.  S&P affirmed all its ratings on Group's wholly owned
operating subsidiary Berry Plastics Corp.  The outlook is stable.


BUDGET WASTE: Plan of Arrangement Approved by Court
---------------------------------------------------
BWI Holdings, Inc. (PINKSHEETS: BWIH), operating as Budget Waste,
Inc., a leading provider of waste and recycling services to
industrial, residential, and commercial clients, announced that on
December 23, the Court of Queen's Bench of Alberta issued an Order
approving the mail out of its Plan of Arrangement, to creditors
affected by the Companies' Creditors Arrangement Act (Canada)
filing.

The Plan contemplates payment of all of the post CCAA lease
obligations in full, payment of the Canada Revenue Agency
obligations in full, payment of all post CCAA unsecured creditors
in full, and offers pre CCAA creditors the ability to either share
in the payment of $600,000.00, or to accept shares in BWI Holdings
Inc., the parent of BWI, in the amount of 150% of the unsecured
creditor claim.  The Plan offers additional upside to the
Unsecured Creditor Fund if certain assets of BWI are sold for in
excess of a predetermined auction price.  If this occurs,
additional funds will be made available to unsecured creditors for
distribution by the Monitor. It is anticipated that unsecured
creditors will receive a minimum of $0.50 on the dollar if the
Plan is accepted.

The Plan has received the support and approval of the Monitor, who
has determined that the Plan is more beneficial to creditors than
the liquidation of the company and disposition of liquidation
proceeds.

The Court has ordered creditors meetings to be held in Calgary on
January 29, 2010.

The Company has continued to operate in the ordinary course since
its CCAA filing in March of 2009, and after a lengthy review of
its assets and business units, as proposed the restructuring plan
is currently being mailed to creditors.
If the creditors vote in favor of the Plan on January 29th, the
Company will return to Court on February 8th to apply for a Court
Order sanctioning the Plan.

                        About BWI Holdings

BWI Holdings, Inc. -- http://www.budgetwaSuitecom/-- is holding
company with its primary subsidiary, a waste solutions company
located in Western Canada, that provides complete waste and
recycling services to commercial, industrial, construction,
homebuilding, oilfield and residential clients.  With its broad
range of innovative services, Budget offers its customers more
value than other companies and competitive rates.


BVN HOMES INC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: BVN Homes, Inc.
        5305 E. Second Street, Suite 204
        Long Beach, CA 90803

Bankruptcy Case No.: 10-10036

Chapter 11 Petition Date: January 3, 2010

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

Judge: Alan M. Ahart

Debtor's Counsel: Stephen F. Biegenzahn, Esq.
                  4300 Via Marisol, Ste. 764
                  Los Angeles, CA 90042-5079
                  Tel: (213) 617-0017
                  Fax: (480) 247-5977
                  Email: efile@sfblaw.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 20 largest unsecured creditors is
available for free at:

          http://bankrupt.com/misc/cacb10-10036.pdf

The petition was signed by Geoffrey S. Payne, president of the
company.


CANWEST GLOBAL: Closing of Red Deer Sale Almost Completed
---------------------------------------------------------
FTI Consulting Canada Inc., the Court-appointed monitor under the
Companies' Creditors Arrangement Act, disclosed on its Eighth
Monitors' report that following discussions and negotiations, Jim
Pattison Developments Ltd. -- the Purchaser -- delivered an
executed Offer to Purchase to the Vendors on November 26, 2009,
which Canwest Television GP Inc. and Canwest Television Limited
Partnership -- the Vendors -- accepted on November 27.

The Offer to Purchase provides that the Purchaser offers and
agrees to purchase the Red Deer Property, together with all
buildings, structures, erections, improvements, appurtenances,
and fixtures situated in or upon the Red Deer Property,
including, without limitation, the transmitter tower and the
Chattels, but excluding the Excluded Improvements on an "as is,
where is and with all faults" basis.  Among others, the Offer to
Purchase also contains these terms:

  (a) The Purchaser's obligation to close is subject to several
      conditions precedent, including delivery by the Vendors of
      the transmittal letter of reliance for the Phase 1
      Environmental Site Assessment and evidence of the
      disclaimer, termination, or resiliation pursuant to the
      CCAA Proceedings of the service contract between the
      Vendors and Johnson Controls L.P.;

  (b) The anticipated Closing Date is December 15, 2009, which
      can be extended by the Vendors, but not beyond
      January 19, 2010;

  (c) The Vendors are responsible for the Adjustments prior to
      and on the Closing Date and the Purchaser will be
      responsible for the Adjustments thereafter.  These
      Adjustments are considered typical for a transaction of
      this nature in Edmonton, Alberta;

  (d) The Offer to Purchase contains representations and
      warranties made by the Vendors in favor of the Purchaser,
      including representations and warranties pertaining to
      title and the physical condition of the Red Deer Property
      at closing, which representations and warranties will
      merge upon closing of the Transaction.

  (e) The obligation of the Purchaser to close the Transaction
      is also subject to the Canadian Court granting an Approval
      and Vesting Order approving the Transaction and vesting
      title to the Purchased Assets in the Purchaser; and

  (f) The Lease will be extended to the earlier of the Closing
      Date and the date of termination of the Offer to Purchase
      on the same terms and conditions and the Purchaser will
      cause the Tenant to execute an amending agreement to the
      Lease to effect the extension.

The Monitor is advised that the parties have worked diligently to
satisfy as many of the conditions precedent to closing the
Transaction as possible, including:

  (a) the November 30 Conditions (which were confirmed as
      satisfied by the Purchaser by letter dated
      November 30, 2009);

  (b) delivering evidence of the disclaimer, termination, or
      resiliation pursuant to the CCAA Proceedings of the
      Johnson Service Contract (which was served on Johnson
      Controls L.P. on December 1, 2009); and

  (c) delivery of the Reliance Letter (which was delivered to
      the Purchaser on November 19, 2009).

Accordingly, FTI is advised that as of December 3, all of the
conditions to the completion of the Transaction, other than the
requirement for court approval, have been satisfied and the sale
is scheduled to close immediately following court approval.

The CMI Entities also informed the Canadian Court that the Ad Hoc
Committee of 8% Senior Subordinated Noteholders, CIT Business
Credit Canada Inc., and Canwest Media Works Ireland Holdings have
supported the Motion.

                       About Canwest Global

Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- 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 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.

On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act.  The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.

On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.

Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel.  The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.

In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.

Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News.  The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


CANWEST GLOBAL: Goldman Plea to Void Shares Transfer Stayed
-----------------------------------------------------------
GS Capital Partners VI Fund L.P., GSCP VI AA One Holding S.a.r.l,
and GS VI AA One Parallel Holding S.a.r.l asked the Ontario
Superior Court of Justice to issue an order:

  (a) setting aside and declaring void the transfer of the
      shares from 4414616 Canada Inc. to Canwest Media Inc. on
      or about October 5, 2009;

  (b) declaring that the rights and remedies of the GS Parties
      in respect of the obligations of 441 under a
      shareholders agreement are not affected by the Companies'
      Creditors Arrangement Act proceedings in any way
      whatsoever; and

  (c) setting aside or amending paragraph 59 of the Initial
      Order to the extent that it purports to declare that
      certain pre-filing transactions entered into by Canwest
      Global Communications Corp. and the other applicants and
      partnerships -- the CMI Entities -- do not constitute
      fraudulent preferences, fraudulent conveyances, oppressive
      conduct, settlements or other challengeable, voidable or
      reviewable transactions under any applicable law.

The GS Parties assert that the transfer was (i) contrary to the
terms of the Shareholders Agreement and consequently ineffective;
(ii) fraudulent and void as against creditors or others; (iii)
oppressive or unfairly prejudicial of the interests and rights of
the GS Parties; and (iv) an abuse of the proceedings under the
CCAA.

On November 19, 2009, GS Capital Partners VI Fund L.P., GSCP VI
AA One Holding S.a.r.l, and GS VI AA One Parallel Holding
S.a.r.l, filed an amended notice of their motion further stating
that on the transfer of the Shares, Canwest Media Inc. became
bound by the terms of a Shareholders Agreement in respect of the
Shares and should be required to perform the obligations rather
than disclaim them.

         CMI Entities Say GS Parties' Motion is Stayed

Canwest Global Communications Corp. and the other applicants and
partnerships -- the CMI Entities -- ask the Canadian Court to
issue an order amending the Initial Order to reflect certain
amended wording.

The CMI Entities ask the Court declare the relief sought in the
Motion of the GS Parties is stayed by operation of the Initial
Order.

Canwest Media Inc. owns shares in CW Investments Co.  Prior to
October 5, 2009, the Shares were held by 4414616 Canada Inc. a
wholly-owned holding company of CMI.  The Shares were transferred
to CMI on October 5, 2009, pursuant to the winding up of 441.
441 was subsequently dissolved by CMI.

The CMI Entities note that the Initial Order provides for a broad
stay of proceedings in favor of the CMI Entities.  The Initial
Order provides that no proceeding in any court will be commenced
or continued against or in respect of the CMI Entities, or
affecting the CMI Business or the CMI Property except on the
consent of certain parties or with leave of the Court.  The
Initial Order also provides that all rights and remedies of any
Person against or in respect of the CMI Entities or affecting the
CMI Business or the CMI Property are stayed and suspended, except
with the written consent of certain parties or with leave of the
Canadian Court.

By Notice of Motion dated November 2, 2009, as amended by an
Amended Notice of Motion dated November 19, 2009, the GS Parties
are seeking relief that would transfer the Shares out of CMI and
otherwise affects the CMI Entities and the CMI Property.

In addition, the CMI Entities assert that the relief sought in GS
Parties' Motion is improper and premature as it ignores the
statutory procedure contained in Section 32 of the CCAA dealing
with the disclaimer of agreements.

The CMI Entities aver that permitting the GS Parties' Motion to
proceed will fundamentally disrupt the restructuring of the CMI
Entities to the prejudice of all other stakeholders of the CMI
Entities and will significantly distract the CMI Entities from
their restructuring efforts.

GS Capital Partners VI Fund L.P., GSCP VI AA One Holding S.a.r.l,
and GS VI AA One Parallel Holding S.a.r.l; and the Ad Hoc
Committee consent to the proposed amendment of the Initial Order.

         GS Parties Seek Leave to Proceed with Motion

GS Capital Partners VI Fund L.P., GSCP VI AA One Holding S.a.r.l,
and GS VI AA One Parallel Holding S.a.r.l ask the Canadian Court
for an order, if required, giving leave to the GS Parties to
proceed with their Motion.

Gerald J. Cardinale, a managing director of Goldman, Sachs & Co.,
asserts that the GS parties have not "hijacked" the restructuring
process and do not seek to do so.

Ms. Cardinale relates that the GS Parties have done nothing to
harm the Applicants -- to the contrary, they have been fulfilling
both the letter and spirit of the CRTC-approved contract they
negotiated with Canwest over two years ago.

Moreover, Ms. Cardinale adds, the GS Parties do not seek to
disrupt the restructuring process or gain unfair advantage
through litigation tactics.  The GS Parties would have much
preferred to have been consulted and included in the process
before Canwest under the direction of the Ad Hoc Committee of
Noteholders took the steps in issue which pre-emptively violated
their contractual rights just prior to filing for CCAA
reorganization.

Ms. Cardinale pointed out that the transfer of 441's shares in CW
Investments Co. to CMI on the eve of Canwest's application for
protection from creditor claims was not discussed with them
beforehand.  The transfer can only have been intended by Canwest,
which appears to be under the control of the Ad Hoc committee of
its 8% noteholders, to improperly create a position of leverage
in negotiations with the OS Parties.  For that reason, 441's
shares in CWI must be returned to 441 or CMI must commit to
continue performing those obligations before any meaningful
discussions can begin, Ms. Cardinale says.

The GS Parties assert that Canwest caused the transfer with the
intention to use the CCAA proceedings (i) to defeat, hinder and
delay the GS Parties rights under the Shareholders Agreement,
which they could have enforced against solvent 441, (ii) to
oppress the rights of the OS Parties and (iii) to abuse the court
process and to abuse these proceedings under the CCAA, in each
case by assuming the obligations of 441 under the Shareholders
Agreement only to stay the corresponding rights of the OS Parties
and later to disclaim the assumed obligations.

According to Ms. Cardinale, the GS Parties motion must now
proceed in order to reverse the false start caused by the
improper wind up of 441 and re-establish a fair basis from which
the OS Parties hope a successful restructuring can be achieved.

The GS Parties also assert that the stay does not prevent parties
affected by the CCAA proceedings from bringing motions within the
CCAA proceedings themselves.

Malcolm Mercer, Esq., at McCarthy Tetrault LLP, in Toronto,
Canada, avers that this is especially true in the present case,
where the Motion directly pertains to relief that may be sought
by CMI in the CCAA proceedings and pursuant to statutory rights
in the CCAA itself and whether solvent entities directly or
indirectly should be permitted to be de facto applicants by
manipulation of shares immediately prior to the application
thereby avoiding the insolvency condition threshold test.

The Applicants have expressly conceded that the transactions in
question were undertaken for the avowed purpose of placing the
assets of 441, a solvent entity, within the ambit of the stay and
other protections of the CCAA to frustrate the rights of the GS
Parties, Mr. Mercer argues.

            Ad Hoc Committee Sides with Canwest

The ad hoc committee of holders of the 8% Senior Subordinated
Notes issued by Canwest Media Inc. says that Canwest Motion
should be granted because the relief sought by the GS Parties in
the GS Parties' Motion is clearly stayed.  The GS Parties' Motion
should be dismissed because there are no grounds for lifting the
stay, the Committee says.

According to the Ad Hoc Committee, the GS Parties' request in the
GS Parties' Motion for an order setting aside and declaring void
the transfer of the Shares from 441 to CMI constitutes an effort
to remove valuable property from CMI.  The court proceedings
necessary to achieve that result are clearly proceedings against
the CMI Entities affecting the CMI Business and the CMI Property.
The proceedings are expressly prohibited from being commenced
pursuant to the Initial Order, the Ad Hoc Committee says.

Moreover, the Ad Hoc Committee relates, the GS Parties assert
certain rights and remedies as the basis for the relief sought in
the GS Parties' Motion, including unnamed rights under the
Shareholders Agreement and remedies for allegedly oppressive
conduct.  These are rights and remedies against the CMI Entities
affecting the CMI Property and the CMI Business that are
expressly stayed by the Initial Order, the Committee points out.

The fundamental purpose of the CCAA stay of proceedings would be
eviscerated if the GS Parties were able to proceed with the GS
Parties' Motion, the Ad Hoc Committee argues.

                      CMI Entities Respond

There is no question that the GS Parties' motion is a
"proceeding" that is subject to the Stay under clause 15 of the
Initial Order, which prohibits the commencement of all
proceedings against or in respect of the CMI Entities, or
affecting the CMI Business or the CMI Property.

In addition, the relief sought by the GS Parties would, if
granted, unquestionably involve "the exercise of any right or
remedy affecting the CMI Business or the CMI Property", which is
stayed under clause 16 of the Initial Order.  In fact, the
actions of the GS Parties in carrying out the Revival have
already violated this prohibition.  It cannot seriously be argued
that the GS Parties, or the GS Parties' Motion, are somehow
exempt from this language, the CMI Entities assert.

The Revival refers to the GS Parties' revival of 441 by filing
Articles of Revival with the Director appointed under the Canada
Business Corporations Act on November 10, 2009.

The CMI Entities relate that CMI's interest in the Shares is a
significant portion of its enterprise value.  The GS Parties'
attempt to exercise rights to force a sale of Shares to a third
party has had and, if they are allowed to pursue it, will have a
profound destabilizing effect on CMI's ongoing restructuring and
recapitalization efforts.  If the GS Parties' Motion proceeds,
the potential loss of CMI's interest in Shares would materially
prejudice any hope of a successful restructuring of the CMI
Entities.

                  Special Committee Responds

The Special Committee of the Board of Directors of Canwest
asserts that the stay contained in the Initial Order applies and
must continue to apply to the relief sought by the GS Parties.

According to the Special Committee, the GS Parties' Motion is
properly stayed as it seeks relief against one of Canwest's core
properties -- the Specialty TV Business.  Alleged concerns with
respect to hypothetical future repudiations are, as previously
recognized by the court, premature, the Special Committee says.

In these circumstances, the Special Committee avers, the GS
Parties' motion, including the attendant discovery requests, is
an unwarranted imposition on the activities of Canwest and its
Special Committee.

             Court Denies GS Parties' Motion

The Honorable Madam Justice Sarah E. Pepall of the Ontario
Superior Court of Justice has denied the GS Parties' Motion as it
is stayed under the Initial Order.

According to Madam Justice Pepall, the substance of the GS
Parties' Motion is a "proceeding" that is subject to the stay
under paragraph 15 of the Initial Order which prohibits the
commencement of all proceedings against or in respect of the CMI
Entities, or affecting the CMI Business or the CMI Property.  The
relief sought would also involve "the exercise of any right or
remedy affecting the CMI Business or the CMI Property" which is
stayed under paragraph 16 of the Initial Order.

If the stay were lifted, the prejudice to CMI would be great and
the proceedings contemplated by the GS Parties would be
extraordinarily disruptive, Madam Justice Pepall held.

Madam Justice Pepall pointed out that the stay of proceedings in
the Cases is performing the essential function of keeping
stakeholders at bay in order to give the CMI Entities a
reasonable opportunity to develop a restructuring plan.

Madam Justice Pepall further notes that the underlying purpose of
the court's power to stay proceedings has frequently been
described in the case law.  "It is the engine that drives the
broad and flexible statutory scheme of the CCAA and the key
element of the CCAA process.  The power to grant the stay is to
be interpreted broadly in order to permit the CCAA to
accomplish its legislative purpose," she said.

The power to grant a stay extends to effect the position of a
company's secured and unsecured creditors as well as other
parties who could potentially jeopardize the success of the
restructuring plan and the continuance of the company, Madam
Justice Pepall held.

The CMI Entities also requested an order amending paragraph 59 of
the Initial Order but that issue has now been resolved and Madam
Justice Pepall said has been satisfied with the amendment
proposed.

                       About Canwest Global

Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- 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 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.

On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act.  The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.

On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.

Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel.  The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.

In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.

Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News.  The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


CANWEST GLOBAL: Media Unit Files Notice of Halt of Securities
-------------------------------------------------------------
In a Form 15 filing with the United States Securities and
Exchange Commission, Canwest Media, Inc., filed a notice of
suspension to file reports under Sections 13 and 15(d) of the
Securities Exchange Act of 1934.

The Suspension Notice relates to the Company's 8% Senior
Subordinated Notes due 2012 in which there are 40 entities
holding those Notes.

Pursuant to Rule 12h-3(b)(1)(i) of the Securities Exchange Act of
1934, classes of securities eligible for the suspension provided
in Rule 12h-3(a) are those held by less than 500 persons, where
the total assets of the issuer have not exceeded $10 million on
the last day of each of the issuer's three most recent fiscal
years.

                       About Canwest Global

Canwest Global Communications Corp. (TSX: CGS and CGS.A) --
http://www.canwest.com/-- 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 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.

On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest
Television Limited Partnership (including Global Television,
MovieTime, DejaView and Fox Sports World), The National Post
Company and certain subsidiaries voluntarily entered into, and
successfully obtained an Order from the Ontario Superior Court of
Justice (Commercial Division) commencing proceedings under the
Companies' Creditors Arrangement Act.  The CMI Entities'
commencement of these proceedings was undertaken in furtherance of
a proposed recapitalization transaction that is supported by over
70% of holders of the 8% senior subordinated notes issued by CMI.

On the same day, FTI Consulting Canada Inc., the Court-appointed
Monitor in the CCAA proceedings, sought protection in the United
States Bankruptcy Court under Chapter 15 of the United States
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for
certain of the entities involved in Canwest's television business
that filed for protection under the CCAA, including Canwest,
Canwest Media Inc. and Canwest Global Broadcasting
Inc./Radiodiffusion Canwest Global Inc.

Judge Stuart M. Bernstein presides over the Chapter 15 cases.
Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford,
Connecticut, serves as Chapter 15 Petitioner's counsel.  The
Chapter 15 Debtors disclosed estimated assets of $500 million to
$1 billion and estimated debts of $50 million to $100 million.

In a regulatory filing with the U.S. Securities and Exchange
Commission, Canwest Media disclosed C$4,847,020,000 in total
assets and C$5,826,522,000 in total liabilities at May 31, 2009.

Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy
News.  The newsletter tracks the CCAA proceedings and Chapter 15
proceedings undertaken by Canwest Global Communications Corp. and
its affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


CAPMARK FINANCIAL: Gets Nod for Bryan Cave as Special Counsel
-------------------------------------------------------------
Capmark Financial Group Inc. and its units obtained the Court's
authority to employ Bryan Cave LLP as their special counsel, nunc
pro tunc to the Petition Date.

As the Debtors' special counsel, Bryan Cave will:

  (a) obtain consent to the transfer of servicing rights if the
      sale of that right is consummated;

  (b) serve as special corporate counsel with respect to the
      sale to Berkadia III, LLC;

  (c) provide advice as requested to the Debtors regarding the
      Debtors' portfolio of owned loans;

  (d) assist the Debtors and Richards, Layton & Finger, P.A. in
      initiating necessary actions in connection with a plan of
      reorganization and prepare related disclosure statement
      documents; and

  (e) advice the Debtors, their Board of Directors and
      management.

The Debtors tell the Court that Bryan Cave has provided them with
10% discount from standard rates.  The firm's discounted rates
are:

  Professional                     Rate/Hour
  ------------                     ---------
  Partners and Counsel             $300-$685
  Associates                       $180-$530
  Paraprofessionals and staff       $85-$275

The Debtors further disclose that Bryan Cave holds a retainer of
$185,432.

The Debtors will also reimburse Bryan Cave for reasonable and
necessary expenses.

Keith M. Aurzada, Esq., at Bryan Cave LLP, in St. Louis,
Missouri, assures the Court that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                           *     *     *

The Debtors tell the Court that the U.S. Trustee raised informal
comments as to the Application.  Based on the informal comments,
the Debtors prepared a revised form of proposed order granting the
Application.

The Revised Proposed Order, signed by the Court, provides that
Bryan Cave will not represent the Debtors in conducting their
bankruptcy cases and will not provide services related to any
disclosure statement and plan that may be proposed.

In addition, Bryan Cave's retainer will not be an "evergreen"
retainer; Bryan Cave will draw on its retainer in satisfaction of
allowed compensation and reimbursement requests prior to seeking
further payments from the Debtors, and the retainer will not be
replenished.

                      About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets.  Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing.  Capmark operates in North America, Europe and
Asia.  Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey &
LeBoeuf LLP.  Richards, Layton & Finger, P.A. serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC is the claims and notice agent.

Capmark has total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

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


CAPMARK FINANCIAL: Gets Nod to Pay Bonus & Awards Programs
----------------------------------------------------------
Bankruptcy Judge Christopher Sontchi affirmed, on a final basis,
Capmark Financial Group Inc. and its units' execution of their
Bonus and Awards Programs and Severance Plan, as part of honoring
their existing employee obligations.

Upon deletion from the Debtors' list of employees whose
employment and prepetition accrued and unpaid wages and
compensation were assumed by Berkadia Commercial Mortgage LLC
upon the closing of the sale of the commercial mortgage banking
and loan servicing businesses, the Court determined that 34 of
the Debtors' employees are insiders, as defined by Section
101(31) of the Bankruptcy Code and for the purposes of Section
503(c).

A complete list of Capmark's Insider Employees is available for
free at http://bankrupt.com/misc/Capmark_InsidersList.pdf

Judge Sontchi further authorized, but not required, the Debtors
to make all payments to Employees who are not designated as
Insiders:

  (i) pursuant to the Bonus and Awards Programs in the aggregate
      amounts and on the payment dates previously awarded to
      those Employees; and

(ii) pursuant to the Severance Plan, if, as and when those
      Amounts come due in the normal course under the Plan.

All applicable banks and other financial institutions are
authorized, at the Debtors' request, to honor all pre- and
postpetition checks drawn on the Debtors' payroll accounts and
all postpetition checks related to the other Disbursement
Accounts and any other transfers that are related to the
prepetition Employee Obligations.  Conversely, the Debtors may
issue postpetition checks or to effect postpetition funds
transfer requests related to Employee Obligations, the Court
ruled.

The Court clarified that the Order will not be construed as
impairing the Debtors' rights to contest the validity or amount
of any Employee Obligation.

                      About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets.  Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing.  Capmark operates in North America, Europe and
Asia.  Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey &
LeBoeuf LLP.  Richards, Layton & Finger, P.A. serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC is the claims and notice agent.

Capmark has total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

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


CAPMARK FINANCIAL: Wins Nod to Hire Deloitte as Auditors
--------------------------------------------------------
Capmark Financial Group Inc. and its units obtained the Court's
permission to employ Deloitte & Touche LLP, nunc pro tunc to the
Petition Date, as audit and accounting services provider.  The
Debtors have selected Deloitte and Touche because of the firm's
experience and extensive knowledge in the fields of accounting,
auditing, and operational controls for large sophisticated
companies both inside and outside Chapter 11.

As audit and accounting services provider, Deloitte & Touche
will:

  (a) assist the Debtors in supporting stand-alone audits for
      non-Debtor entities affiliated with the Debtors;

  (b) provide advice regarding accounting matters that arise
      during or as a result of the Debtors' Chapter 11 cases,
      including certain fresh start accounting advice; and

  (c) assist the Debtors in complying with requirements to
      produce USAP and SEC Reg. AB examination reports to
      entities for which the Debtors perform loan servicing.

The Debtors will pay Deloitte & Touche an hourly blended rate of
$240.  The Debtors will also reimburse Deloitte & Touche for
reasonable expenses, including travel, report production,
delivery services, and other expenses incurred in the course of
fulfilling its duties.

The Debtors tell the Court that they have paid the firm
approximately $2,600,000 in the 90 days prior to the Petition
Date.

Donald Wolfe, a partner of Deloitte & Touche LLP, assures the
Court that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code, as modified by
Section 1107(b), and as required under Section 327(a).

                      About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- is a diversified company that provides
a broad range of financial services to investors in commercial
real estate-related assets.  Capmark has three core businesses:
lending and mortgage banking, investments and funds management,
and servicing.  Capmark operates in North America, Europe and
Asia.  Capmark has 1,000 employees located in 37 offices
worldwide.

On October 25, 2009, Capmark Financial Group Inc. and certain of
its subsidiaries filed voluntary petitions for relief under
Chapter 11 (Bankr. D. Del. Case No. 09-13684)

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey &
LeBoeuf LLP.  Richards, Layton & Finger, P.A. serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC is the claims and notice agent.

Capmark has total assets of US$20 billion against total debts of
US$21 billion as of June 30, 2009.

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


CIB MARINE: Prepackaged Plan Declared Effective
-----------------------------------------------
BankruptcyData reports that the CIB Marine Bancshares' Prepackaged
Plan of Reorganization is now effective, and the Company emerged
from Chapter 11 protection.

BData says that under the Plan, $105.3 million of high-interest
cumulative debt will 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.

CIB Marine said it hopes to bring its bank subsidiary to
profitability by the fourth quarter of 2010 and bring the
consolidated company to profitability in 2011 through cost
reductions, credit quality improvement and margin management.

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

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

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

According to the Troubled Company Reporter on Nov. 2, 2009, CIB
Marine Bancshares, Inc. disclosed that the federal bankruptcy
court has confirmed the company's pre-packaged plan of
reorganization under Chapter 11 of the United States Bankruptcy
Code.


CHRYSLER LLC: Fights Legislation Defending Rejected Dealers
-----------------------------------------------------------
Chrysler Group LLC, along with its liquidated castoff Old Carco
LLC, has asked a bankruptcy court for a declaratory judgment
protecting it from dealers attempting to use legislative methods
to override the company's rejection of their contracts, according
to Law360.

Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002).  Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent.  Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company.  As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts.  Chrysler
had $1.9 billion in cash at that time.

In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat.  Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC.  Fiat has a 20
percent equity interest in Chrysler Group.

Headquartered in Auburn Hills, Michigan, Chrysler Group LLC,
formed in 2009 from a global strategic alliance with Fiat Group,
produces Chrysler, Jeep, Ram, Dodge, Mopar and Global Electric
Motorcars (GEM) brand vehicles and products.

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


CHRYSLER LLC: Transfers Retiree Health Care Liabilities
-------------------------------------------------------
Dow Jones Newswires' Jeff Bennett and Kathy Shwiff report that
General Motors Co., Ford Motor Company, and Chrysler Group LLC
confirmed Monday that the transfer of liabilities to create the
UAW's Voluntary Employee Beneficiary Association was completed
within the past few days -- officially ended years of uncontrolled
retiree health-care costs.

Ford Motor on Monday said the transfer of the liabilities was
implemented by transferring on December 31, 2009, these assets to
the VEBA Trust:

     -- An Amortizing Guaranteed Secured Note maturing June 30,
        2022, with an original principal amount of $6.7 billion
        with a corresponding estimated present value of
        $4.8 billion -- New Note A;

     -- An Amortizing Guaranteed Secured Note maturing June 30,
        2022, with an original principal amount of $6.5 billion
        with a corresponding estimated present value of
        $4.7 billion -- New Note B;

     -- Warrants expiring on Jan. 1, 2013, to purchase 362 million
        shares of Ford Common Stock at a price of $9.20 per share;

     -- Assets in a Temporary Asset Account consisting of cash
        and marketable securities with an estimated value of
        $620 million; and

     -- Assets in Ford's internal VEBA trust consisting of cash
        and marketable securities with an estimated value of
        $3.5 billion.

Also on Dec. 31, Ford made these payments on the New Notes:

     -- A scheduled payment of $1.4 billion on New Note A;

     -- An additional pre-payment of $500 million on New Note A;
        and

     -- A scheduled payment of $610 million on New Note B, which
        was paid in cash, in lieu of Ford's option of making New
        Note B payments in Ford Common Stock.  Had Ford chosen to
        pay in stock, the shares would have been issued at the
        30-day volume weighted average price of $9.13, while Ford
        Common Stock closed at $10 on December 31.

As a result of these actions, the New Notes will represent about
$7 billion in incremental debt on Ford's balance sheet.

According to Dow Jones Newswires, GM said it will make installment
payments of $2.5 billion in 2013, 2015 and 2017.  Chrysler's trust
will cost the company $10.3 billion in total.

The funds will be supervised by the UAW.  The report says the UAW
has hired Eric Henry to serve as chief investment officer to
oversee the retiree trust funds.  Each trust will be invested
separately.

According to Dow Jones, Mr. Henry is a former head of the Texas
Municipal Retirement System Fund. During his two years there, he
oversaw the $14 billion fund serving about 800 Texas cities.

                     About Chrysler Group LLC

Headquartered in Auburn Hills, Michigan, Chrysler Group LLC,
formed in 2009 from a global strategic alliance with Fiat Group,
produces Chrysler, Jeep, Ram, Dodge, Mopar and Global Electric
Motorcars (GEM) brand vehicles and products.

Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002).  Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent.  Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company.  As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts.  Chrysler
had $1.9 billion in cash at that time.

In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat.  Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC.  Fiat has a 20
percent equity interest in Chrysler Group.

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


CITADEL BROADCASTING: Wants to Limit Trades to Protect NOLs
-----------------------------------------------------------
Citadel Broadcasting Corp. and its units ask the Court to
establish notification and hearing procedures that must be
satisfied first before the transfer of stocks of Citadel
Broadcasting Corporation or of any beneficial ownership to acquire
the stocks.

The Debtors have incurred, and are currently incurring,
significant net operating losses, Jonathan S. Henes, Esq., at
Kirkland & Ellis LLP, in New York, relates.

The Debtors seek authorization to protect and preserve their tax
attributes, including NOL carryforwards and certain tax credits
by establishing notification and hearing procedures regarding the
Citadel Stock during the pendency of the Debtors' bankruptcy
cases that must be complied with before trades or transfers of
securities become effective.

The proposed procedures for trading in Citadel Common Stock are:

  a. Any entity who currently is or becomes a substantial
     shareholder must file with the Court and serve on certain
     notice parties a declaration of its status on or before the
     later of (i) 40 days after the date of the notice of the
     Court's order approving the Proposed Trading Procedures and
     (ii) 10 days after becoming a Substantial Shareholder.


  b. Before effectuating any transfer of Citadel Common Stock
     that would result in an increase in the amount of Common
     Stock of which a Substantial Shareholder has Beneficial
     Ownership or would result in an entity becoming a
     Substantial Shareholder, the Substantial Shareholder must
     file with the Court and serve on the Notice Parties an
     advance written declaration of the intended transfer of
     Common Stock.

  c. Before effectuating any transfer of Common Stock that would
     result in a decrease in the amount of Common Stock of which
     a Substantial Shareholder has Beneficial Ownership or would
     result in an entity ceasing to be a Substantial
     Shareholder, the Substantial Shareholder must file with the
     Court and serve on the Notice Parties an advance written
     declaration of the intended transfer of Common Stock.

  d. Citadel will have 30 calendar days after receipt of a
     Declaration of Proposed Transfer to file with the Court and
     serve on the Substantial Shareholder and the Notice Parties
     an objection to any proposed transfer of Common Stock
     described in the Declaration of Proposed Transfer on the
     grounds that the transfer might adversely affect Citadel's
     ability to utilize its Tax Attributes.  If Citadel files an
     objection, the transaction would not be effective unless
     the objection is withdrawn by Citadel or the transaction is
     approved by a final order of the Court that becomes non-
     appealable.  If Citadel does not object within the 30-day
     period, the transaction could proceed.  Further
     transactions must be the subject of additional notices,
     with an additional 30-day waiting period for each
     Declaration of Proposed Transfer.

  e. For the Trading Procedures' purposes:

     * a "Substantial Shareholder" is any entity that has
       Beneficial Ownership of at least 11.96 million shares of
       Common Stock, which represents approximately 4.5% of all
       issued and outstanding shares of Citadel Common Stock;

     * "Beneficial Ownership" of stock includes direct and
       indirect ownership, ownership by a holder's family
       members and persons acting in concert with the holder to
       make a coordinated acquisition of stock, ownership of
       shares that the holder has an Option to acquire and
       ownership attributed to the person under applicable tax
       rules; and

     * an "Option" to acquire stock includes any contingent
       purchase, warrant, convertible debt, put, stock subject
       to risk of forfeiture, contract to acquire stock or
       similar interest, regardless of whether it is contingent
       or otherwise not currently exercisable.

Mr. Henes contends that if the Procedures for Trading in Citadel
Common Stock is not imposed by the Court, trading Citadel's
stocks could severely limit or even eliminate the Debtors'
ability to use their Tax Attributes, including their NOLs, which
are potentially valuable assets of the Debtors' estates.

The NOLs may be of significant value to the Debtors and their
estates because the Debtors can generally carry forward their
NOLs to offset their future taxable income for up to 20 taxable
years, thereby reducing their future aggregate tax obligations,
Mr. Henes explains.  He notes that the NOLs also may be utilized
by the Debtors to offset any taxable income generated by
transactions completed during the pendency of their Chapter 11
cases at a combined federal and state tax rate of approximately
40 percent.

Mr. Henes asserts that unmonitored trading of Citadel Stock could
adversely affect the Debtors' NOLs if:

  -- too many five percent or greater blocks of SSCC Stock are
     created; or

  -- too many shares are added to or sold from the blocks so
     that, together with previous trading by five percent
     shareholders during the preceding three-year period, an
     ownership change within the meaning of Section 382 of the
     Internal Revenue Code is triggered prior to emergence
     and outside the context of a confirmed Chapter 11 plan.

To preserve to the fullest extent possible the flexibility to
implement a balance sheet restructuring that maximizes the use of
their NOLs both during the pendency of the Chapter 11 cases and
upon emergence from bankruptcy, the Debtors seek limited relief
that will enable them to closely monitor certain transfers of
Citadel Stock so as to be in a position to act expeditiously to
prevent transfers, only if necessary, with the purpose of
preventing a "PreEffective Date Ownership Change" and preserving
the Tax Attributes.

In addition, the Debtors also ask that the Court restrict the
ability of shareholders that own or have owned 50% or more of
Citadel's Common Stock to claim a deduction for the worthlessness
of those securities on its federal tax returns for a tax year
ending before Citadel emerges from Chapter 11.

Under Section 382(g)(4)(D) of the Internal Revenue Code, any
securities held by the shareholder are treated as though they
were transferred if the shareholder claims a worthlessness
deduction with respect to the securities.

Against this backdrop, Mr. Henes submits that it is therefore
essential that shareholders who own or have owned 50% or more of
Citadel Common Stock defer claiming the worthless security
deduction until after Citadel has emerged from Chapter 11.  He
further explains that by restricting 50% shareholders from
claiming a worthless security deduction before Citadel's
emergence from Chapter 11, Citadel can preserve its ability to
seek substantive relief at the appropriate time.

Accordingly, the Debtors ask the Court to establish these
procedures for claiming a worthless tax deduction:

  a. Any person or entity that currently is or becomes a 50%
     Shareholder must file with the Court, and serve upon
     certain notice parties, a notice of its status on or before
     the later of 40 days after the date of entry of the NOL
     Order and 10 days after becoming a 50% Shareholder.

  b. Before filing any federal tax return, or any amendment to
     the return, claiming any deduction for worthlessness of the
     Common Stock of Citadel for a tax year ending before
     Citadel's emergence from Chapter 11, the 50% Shareholder
     must file with the Court and serve on the Notice Parties an
     advance written notice of the intended claim of
     worthlessness.

  c. Citadel will have 30 calendar days after receipt of a
     Declaration of Intent to Claim a Worthless Stock Deduction
     to file with the Court and serve on the 50% Shareholder
     and the Notice Parties an objection to any proposed claim
     of worthlessness described in the Declaration of Intent to
     Claim a Worthless Stock Deduction on the grounds that the
     claim might adversely affect Citadel's ability to utilize
     its Tax Attributes.  If Citadel files an objection, the
     filing of the return with the claim for a worthless stock
     deduction would not be permitted unless approved by a final
     and non-appealable order of the Court.  If Citadel does not
     object within the 30-day period, the filing of the return
     with the claim would be permitted as set forth in the
     Declaration of Intent to Claim a Worthless Stock Deduction.
     Additional returns must be the subject of additional
     notices with an additional 30-day waiting period.

  d. For the Claiming Procedures' purposes:

     * a "50% Shareholder" is any person or entity that at any
       time since December 20, 2006, has beneficially owned
       either 50% or more of the then-outstanding Common Stock;

     * "Beneficial Ownership" of common stock includes direct
       and indirect ownership, ownership by the holder's family
       members and persons acting in concert with the holder to
       make a coordinated acquisition of stock, ownership of
       shares that the holder has an Option to acquire and
       ownership attributed to the person under applicable tax
       rules; and

     * an "Option" to acquire stock includes any contingent
       purchase, warrant, put, stock subject to risk of
       forfeiture, contract to acquire stock or similar
       interest, regardless of whether it is contingent or
       otherwise not currently exercisable.

                    About Citadel Broadcasting

Citadel Broadcasting Corporation (OTC BB: CTDB) --
http://www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets.  Citadel is comprised of 166 FM stations and
58 AM stations in the nation's leading markets, in addition to
Citadel Media, which is one of the three largest radio networks in
the United States.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company listed assets of $1.4 billion and debt of $2.5 billion
in its Chapter 11 filing.  Kirkland & Ellis LLP is serving as
legal counsel and Lazard Freres & Co. LLC. As financial advisor
for the restructuring.  Kurtzman Carson Consultants is serving as
claims and notice agent.

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


CITADEL BROADCASTING: Wants to Maintain Insurance Policies
----------------------------------------------------------
By this motion, Citadel Broadcasting Corp. and its units seek
authority to maintain their insurance policies entered into before
the Petition Date, including making any payment of prepetition
obligations arising thereunder and enter into new insurance
policies through renewal of the current Policies or purchase of
new postpetition policies.

The Debtors also ask the Court to authorize financial
institutions to receive, process, honor and pay all checks
presented for payment and electronic payment requests relating to
insurance policies, whether the checks were presented or
electronic requests were submitted before or after the Petition
Date.

In connection with the operation of their businesses and the
management of their properties, the Debtors maintain a
comprehensive insurance program that provides them with coverage
for, among other things, directors' and officers' liability,
fiduciary liability, commercial crime, general liability,
business automobile, foreign commercial liability, umbrella
liability, media liability, film and entertainment liability,
commercial property, boiler and machinery, a hot air balloon and
an individual life insurance policy.

The Policies are provided by several third-party insurance
carriers.  A list of the Debtors' Policies is available for free
at http://bankrupt.com/misc/CtdlPolicies.pdf

Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York,
relates that the aggregate annual amount of premiums due under
the Policies is approximately $3,700,000.  He contends that the
Policies are essential to the preservation of the value of the
Debtors' businesses, properties and assets.

In many cases, insurance coverage like those provided by the
Policies is required by the diverse regulations, laws, real
property leases and contracts that govern the Debtors' commercial
activities, Mr. Henes points out.  He notes that the Guidelines
of the Office of the United States Trustee for the Southern
District of New York require debtors to maintain insurance
coverage throughout their Chapter 11 cases.

The Debtors are current on all obligations under the Policies,
Mr. Henes tells the Court.  He, however, submits that, going
forward, to the extent not already prepaid, the Debtors will need
to continue to make per incident deductibles to preserve the
coverage provided under the Policies.

The Debtors employ AON Risk Services to assist with the
procurement and negotiation of their Policies.  AON provides
services to the Debtors for which they receive compensation
pursuant to certain contracts.  In 2009, the Debtors incurred and
paid $4,100,000 to AON for insurance coverage premiums from
June 12, 2009, to June 12, 2010.  Additionally, the Debtors
incurred and paid less than $20,000, inclusive of Broker's Fees,
for insurance on a hot air balloon, film and entertainment
liability coverage and whole life insurance for a former employee.

The Debtors note that, as of the Petition Date, all Broker's Fees
for all prepetition services have been satisfied.

The Debtors also employ ESIS, Inc., as their third-party claims
administrator to handle claims and litigation against their
businesses including, but not limited to, general liability
claims, automobile liability claims, personal injury claims,
workers' compensation and other litigation-related claims.  On
account of the claims, the Debtors pay ESIS, in arrears, a
monthly fee depending on how many claims are asserted against the
Debtors.  The Debtors disclose that as of the Petition Date, the
Debtors owe ESIS approximately $35,000 on account of prepetition
services.

                    About Citadel Broadcasting

Citadel Broadcasting Corporation (OTC BB: CTDB) --
http://www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets. Citadel is comprised of 166 FM stations and
58 AM stations in the nation's leading markets, in addition to
Citadel Media, which is one of the three largest radio networks in
the United States.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company listed assets of $1.4 billion and debt of $2.5 billion
in its Chapter 11 filing.  Kirkland & Ellis LLP is serving as
legal counsel and Lazard Freres & Co. LLC. As financial advisor
for the restructuring.  Kurtzman Carson Consultants is serving as
claims and notice agent.

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


CITADEL BROADCASTING: Wants to Pay Sales & Use Taxes
----------------------------------------------------
Citadel Broadcasting Corp. and its units: (a) collect and incur
taxes, including certain use, gross receipts, franchise, income,
property, business and other taxes in connection with the
operation of their business; (b) charge fees and other similar
charges and assessments on behalf of the Authorities; and (c) pay
fees to authorities for licenses and permits required to conduct
the Debtors' businesses.

The Taxes and Fees are paid monthly, quarterly, annually or
biennially to the taxing, licensing and other governmental
authorities, including, but not limited to, the Federal
Communications Commission, in accordance with all applicable laws
and regulations.

"[T]he failure to pay the Taxes and Fees could materially and
adversely impact the Debtors' business operations in several
ways," says Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in
New York.  "The Authorities may initiate audits of the Debtors,
which would unnecessarily divert the Debtors' attention from the
tasks required by the reorganization process at a critical time
for the Debtors' businesses.  The Authorities may also attempt to
suspend the Debtors' operations, file liens, seek to lift the
automatic stay and pursue other remedies that will be
administratively burdensome to the Debtors' estates."

According to Mr. Henes, certain directors and officers could be
subject to personal liability for failure to make certain
payments, which would distract key personnel from their
duties related to the Debtors' restructuring.  With respect to
the Fees, the Debtors' failure to pay the Fees to the Authorities
and other relevant third parties would cause the Debtors to incur
late fees, penalties and other charges in addition to the Fees.

For this reason, the Debtors seek the Court's entry of an order,
pursuant to Sections 105(a), 363(b), 507(a)(8) and 541 of the
Bankruptcy Code and Rules 6003 and 6004 of the Federal Rules of
Bankruptcy Procedure, authorizing, but not directing, the Debtors
to pay in the ordinary course of business any Taxes and Fees
without regard to whether the obligations accrued or arose before
or after the Petition Date, including all Taxes subsequently
determined to be owed for the period before the Petition Date.

The Debtors estimate they owe an aggregate of approximately
$1.7 million on account of prepetition Taxes and Fees.  Without
the requested relief, the Debtors could potentially violate
applicable statutory requirements and strain relationships with
certain Authorities, which would cause significant harm to the
Debtors, their estates, creditors and all parties-in-interest.
During the first 20 days of the Chapter 11 cases, however, the
Debtors will only pay those Taxes and Fees necessary to
ensure the Debtors remain in compliance with all Authorities, Mr.
Henes says.

                Use and Gross Receipts Taxes

The Debtors are responsible for remitting sale and use taxes
on account of the purchase of various capital equipment, supplies
or other goods.  The Sale and Use Taxes typically arise if a
supplier does not have business operations in the state in
which it is supplying goods and does not charge state taxes.
Additionally, the Debtors must remit gross receipts taxes which
are levied upon the total gross revenues of the Debtors in a
particular jurisdiction.

The Debtors remit Use and Gross Receipts Taxes on a monthly,
quarterly or semi-annual basis, depending upon the requirements
of the taxing jurisdiction.  It is estimated that the Debtors
will remit approximately $500,000 in Use and Gross Receipts Taxes
in 2009 to certain of the Authorities.  The Debtors may also owe
approximately $95,000 to the Authorities on account of
prepetition Use and Gross Receipts Taxes, says Mr. Henes.

                            FCC Fees

In the ordinary course of conducting their business operations,
the Debtors pay fees to the FCC.  FCC Fees are assessed by
license and are due annually, in arrears.  The Debtors paid
$942,790 in FCC Fees in 2009 for the period of October 1, 2008,
to September 30, 2009. It is estimated that there are no unpaid
FCC Fees outstanding.

                   Franchise and Income Taxes

The Debtors pay certain franchise taxes and income taxes to the
Authorities.  Franchise Taxes may be based on a flat fee, net
operating income or capital employed.  The Franchise Taxes are
remitted in accordance with the requirements of the particular
taxing jurisdiction.  Generally, the Franchise Taxes are paid in
quarterly or annual installments of varying sizes.  Certain
jurisdictions assess both Franchise Taxes and Income Taxes, while
others assess either Franchise Taxes or Income Taxes depending
on which results in a higher tax assessed.  In addition, some
jurisdictions require estimated Franchise Tax payments to be
remitted on a quarterly basis if the estimated Franchise Taxes
exceed a certain threshold.

The Debtors make estimated payments relating to Franchise Taxes
and Income Taxes.  The Debtors estimate that they will remit to
certain of the Authorities approximately $2.8 million in
Franchise Taxes and Income Taxes in 2009.  It is estimated that
there will be no estimated payments due to the Authorities on
account of Franchise and Income Taxes that accrued before the
Petition Date.

                          Property Taxes

State and local laws in jurisdictions where the Debtors operate
generally grant Authorities the ability to levy property taxes
against the Debtors' real and personal property.  The Debtors
typically pay Property Taxes on their real and personal
property as these taxes are invoiced to avoid the imposition of
statutory liens on their real and personal property.  It is
estimated that the Debtors will remit approximately $2.4 million
in Property Taxes in 2009.  Moreover, it is estimated that
approximately $1.5 million is due on account of Property Taxes.

           Business Taxes and Business License Fees

Certain states require the Debtors to pay various business taxes.
These taxes may be based on gross receipts or other bases
determined by the applicable taxing jurisdiction.  Furthermore,
certain states require the Debtors to pay business license fees
to remain in good standing for purposes of conducting business
within the state.  It is estimated that the Debtors owe
approximately $90,000 to the Authorities on account of
prepetition business taxes and business license fees.  The
Debtors acknowledge that some of these business taxes may, under
applicable law, be entitled to priority as a secured claim.  To
the extent there are any prepetition amounts outstanding with
respect to prepetition business taxes and business license fees,
the Debtors are requesting the authority to pay those amounts.

              Miscellaneous Taxes and Fees

Various state and local laws require the Debtors to obtain and
pay fees for a wide range of licenses and permits from a number
of local, state and federal regulatory agencies.  The amount
owed, if any, for prepetition miscellaneous taxes and fees is de
minimis, notes Mr. Henes.

                    About Citadel Broadcasting

Citadel Broadcasting Corporation (OTC BB: CTDB) --
http://www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets. Citadel is comprised of 166 FM stations and
58 AM stations in the nation's leading markets, in addition to
Citadel Media, which is one of the three largest radio networks in
the United States.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company listed assets of $1.4 billion and debt of $2.5 billion
in its Chapter 11 filing.  Kirkland & Ellis LLP is serving as
legal counsel and Lazard Freres & Co. LLC. As financial advisor
for the restructuring.  Kurtzman Carson Consultants is serving as
claims and notice agent.

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


CONEXANT SYSTEMS: Retires Remaining Senior Secured Debt
-------------------------------------------------------
Conexant Systems, Inc., on December 23 said it completed the
previously announced planned redemption of the remaining
$61.4 million of outstanding aggregate principal amount of its
floating rate senior secured notes due in November 2010.

The company also announced that its special purpose entity,
Conexant CF, LLC, established a new accounts receivable credit
facility with Silicon Valley Bank for $15 million through
November 30, 2010.

The Credit Agreement provides for a revolving credit facility to
finance the cash portion of the purchase price of eligible
receivables.  The Credit Agreement will be secured by a first-
priority security interest in favor of Silicon Valley Bank on all
of Conexant CF's assets, including purchased eligible receivables,
cash, accounts and proceeds of the insurance policy.  Outstanding
borrowings under the Credit Agreement will bear interest at a rate
per annum equal to Silicon Valley Bank's prime rate (at a minimum
of 4%), plus 1.25% to 2.25%, payable weekly on each settlement
date.  The outstanding principal amount of all borrowings under
the Credit Agreement may not exceed the lesser of 60% of the
uncollected value of eligible receivables which are eligible for
coverage under an insurance policy (which insures the payment of
the eligible receivables over political and credit risks) and
$15 million.  The Credit Agreement contains certain financial
covenants applicable to the Company and its subsidiaries on a
consolidated basis, including a minimum stockholders' equity
requirement and a minimum cash and cash equivalents requirement.
Conexant CF has paid Silicon Valley Bank an initial program fee,
will pay a final program fee in December 2009 , and will pay a
minimum monthly interest amount of $20,000.  Conexant CF is also
responsible for certain fees and expenses of Silicon Valley Bank.

The senior secured notes redemption was completed on December 18,
2009.  The total aggregate redemption amount paid was
$62.3 million, including accrued interest.  The company funded the
redemption with cash on hand.  Pursuant to the terms of the
indenture governing the notes, the redemption was made at 101% of
the principal amount of the notes due, plus accrued interest to
the redemption date. Payment was made by The Bank of New York
Trust Company, N.A., the trustee of the indenture, in accordance
with terms specified in the redemption notice and the redemption
procedures of the trustee.

The TCR on December 2, 2009, said Conexant continued its string of
losses, reporting a net loss of $5,263,000 for the fiscal year
ended October 2, 2009.  The net loss is substantially lower
compared to net losses of $300,176,000 for the fiscal year ended
October 3, 2008, and $402,462,000 for the fiscal year ended
September 28, 2007.

At October 2, 2009, the Company had total assets of $350,850,000
against total liabilities of $469,401,000, resulting in
shareholders' deficit of $118,551,000.  At October 2, 2009, the
Company had accumulated deficit of $4,884,471,000.

"We will continue to explore other restructuring and re-financing
alternatives as well as supplemental financing alternatives
including, but not limited to, an accounts receivable credit
facility.  In the event we are unable to satisfy or refinance all
of our outstanding debt obligations as the obligations are
required to be paid, we will be required to consider strategic and
other alternatives, including, among other things, the sale of
assets to generate funds, the negotiation of revised terms of our
indebtedness, additional exchanges of our existing indebtedness
obligations for new securities and additional equity offerings,"
the Company said.

The Company has retained financial advisors to assist in
considering strategic, restructuring or other alternatives.

                          About Conexant

Newport Beach, California-based Conexant Systems, Inc. (NASDAQ:
CNXT) -- http://www.conexant.com/-- is a fabless semiconductor
company.  Conexant's comprehensive portfolio of innovative
semiconductor solutions includes products for imaging, audio,
embedded-modem, and video 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.


CONEXANT SYSTEMS: To Hold Virtual Stockholders Meeting on Feb. 18
-----------------------------------------------------------------
The 2010 Annual Meeting of Stockholders of Conexant Systems, Inc.,
will be held at 8:30 a.m. Pacific Time on February 18, 2010.

To reduce operating expenses, Conexant will hold a virtual Annual
Meeting via the Internet rather than at a company or rented
facility.  The Company is offering a live webcast of the Annual
Meeting at https://virtualstockholdermeeting.com/CNXT where
shareholders will be able to vote electronically and submit
questions during the meeting.

The Company will mail to shareholders on January 8, 2010, a notice
containing instructions on how to access its Proxy Statement and
2009 Annual Report and vote online.  The notice also included
instructions on how shareholders can receive a paper copy of the
Annual Meeting materials, including the Company's 2009 Annual
Report, the notice of Annual Meeting, its Proxy Statement, and a
proxy or voting instruction card.

At this year's Annual Meeting, the agenda includes these items:

     1. Election of Three Directors;

     2. Approval of Amendment of Certificate of Incorporation to
        increase the number of authorized shares of common stock
        from 100,000,000 shares to 200,000,000 shares;

     3. Approval of the 2010 Stock Plan; and

     4. Ratification of the appointment of Deloitte & Touche LLP
        as the Company's independent registered public
        accountants.

On December 18, 2009, the Company amended its Bylaws to provide
that, at all meetings of the Company's stockholders, all matters
shall be decided by the vote of a majority in interest of the
stockholders, present in person or by proxy, who are entitled to
vote on the matter, provided that a quorum is present.

A full-text copy of the proxy statement is available at no charge
at http://ResearchArchives.com/t/s?4ce6

The TCR on December 2, 2009, said Conexant continued its string of
losses, reporting a net loss of $5,263,000 for the fiscal year
ended October 2, 2009.  The net loss is substantially lower
compared to net losses of $300,176,000 for the fiscal year ended
October 3, 2008, and $402,462,000 for the fiscal year ended
September 28, 2007.

At October 2, 2009, the Company had total assets of $350,850,000
against total liabilities of $469,401,000, resulting in
shareholders' deficit of $118,551,000.  At October 2, 2009, the
Company had accumulated deficit of $4,884,471,000.

"We will continue to explore other restructuring and re-financing
alternatives as well as supplemental financing alternatives
including, but not limited to, an accounts receivable credit
facility.  In the event we are unable to satisfy or refinance all
of our outstanding debt obligations as the obligations are
required to be paid, we will be required to consider strategic and
other alternatives, including, among other things, the sale of
assets to generate funds, the negotiation of revised terms of our
indebtedness, additional exchanges of our existing indebtedness
obligations for new securities and additional equity offerings,"
the Company said.

The Company has retained financial advisors to assist in
considering strategic, restructuring or other alternatives.

                          About Conexant

Newport Beach, California-based Conexant Systems, Inc. (NASDAQ:
CNXT) -- http://www.conexant.com/-- is a fabless semiconductor
company.  Conexant's comprehensive portfolio of innovative
semiconductor solutions includes products for imaging, audio,
embedded-modem, and video 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.


CONSOLIDATED YACHT: Property Faces $13.8 Mil. Bridgeloan Suit
-------------------------------------------------------------
Brian Bandell at South Florida Business Journal says Miami River
Park Marina's 9-acre marina site, which originally owned by
Consolidated Yacht Corp., is facing a $13.8 million foreclosure
lawsuit lodged by Bridgeloan Investors in Miami-Dade County
Circuit County.

Consolidated Yacht Corp. -- http://www.consolidatedyachts.com/--
makes ships in Bronx, New York.  The Company filed for Chapter 11
bankruptcy.


CONSTAR INT'L: Court Issues Final Decree Closing Cases
------------------------------------------------------
NetDockets reports that Judge Peter J. Walsh at the U.S.
Bankruptcy Court for the District of Delaware entered a final
decree closing the bankruptcy cases of Constar International Inc.
and its affiliates as of December 30, 2009.

The Debtors commenced a pre-arranged chapter 11 bankruptcy on
December 30, 2008.  The pre-negotiated plan was designed to reduce
Constar's debt load by roughly $175 million and reduce its annual
interest obligations by nearly $20 million.

As reported by the Troubled Company Reporter, Constar completed
their financial restructuring and successfully emerged from
Chapter 11 on May 29, 2009.  Judge Walsh confirmed Constar's
Second Amended Joint Plan of Reorganization (as further modified)
on May 14, 2009.

In conjunction with its emergence from Chapter 11, Constar
converted its debtor-in-possession financing into an exit facility
to provide the Company with ongoing liquidity.

According to NetDockets, by early December, Constar had resolved
all motions, adversary proceedings and contested matters in the
bankruptcy cases, other than the final resolution of the claims
asserted by a handful of creditors.  Additionally, all but
$180,000 to be distributed by Constar under its Plan had been
disbursed as of December 11.  Netdockets relates that as of the
final decree, it appears that the claims of only one creditor --
Obrist Closures Switzerland, GmbH -- remain unresolved.  According
to NetDockets, Judge Walsh's order preserves the rights of both
Obrist and Constar with respect to the final adjudication and
payment of those remaining claims.

Under the Plan, Constar's old common stock (which has recently
traded with the symbol CNSTQ) was cancelled in connection with the
emergence from Chapter 11.  Holders of the old common stock will
not receive a distribution of any kind and no further transfers
will be recorded on the Company's books.

In accordance with the Plan, holders of the $175 million of
Constar's pre-Petition Subordinated Notes will convert 100% of
their face amount into new common stock of the reorganized
Company.  This common stock is initially expected to trade over-
the-counter.  The Company estimates that following the
distribution of the new shares, there will be 1.75 million shares
of the new common stock outstanding (exclusive of approximately
195,000 additional shares reserved for issuance under equity
incentive plans).

                        About Constar Int'l

Headquartered in Philadelphia, Pennsylvania, Constar International
Inc. (NASDAQ: CNST) -- http://www.constar.net/-- produces
polyethylene terephthalate plastic containers for food, soft
drinks and water.  The Company provides full-service packaging
services.  The Company and five of its affiliates filed for
Chapter 11 protection on December 30, 2008 (Bankr. D. Del. Lead
Case No. 08-13432).  Attorneys at Bayard, P.A., acted as the
Debtors' counsel in the Chapter 11 cases, and attorneys at Wilmer
Cutler Pickering Hale and Dorr LLP served as co-counsel.  Goodwin
Procter LLP, and Young, Conaway, Stargatt & Taylor, LLP, acted as
the Official Committee of Unsecured Creditors' bankruptcy counsel.
Constar listed assets of $420 million against debts of $538
million when it filed for bankruptcy.


COOPER-STANDARD: To Sell Ohio Plant for $3.5MM to Sanoh
-------------------------------------------------------
Daily Bankruptcy Review reports that Cooper-Standard Holdings Inc.
is seeking approval from the Bankruptcy Court to sell an Ohio
factory to the U.S. arm of Japanese auto-parts maker Sanoh
Industrial Co. for $3.5 million.

                       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)


CORD BLOOD: Registers 80MM Shares Issuable Under 2010 Stock Plan
----------------------------------------------------------------
Cord Blood America, Inc., filed with the Securities and Exchange
Commission a Form S-8 Registration Statement under the Securities
Act of 1933 to register 80,000,000 shares of the Company's Common
Stock, par value $0.0001 per share, for future issuance under the
Cord Blood America, Inc. 2010 Flexible Stock Plan. to persons as
are designated by the Company from time to time under the terms of
its the Plan.

A full-text copy of the Company's Registration Statement is
available at no charge at http://ResearchArchives.com/t/s?4ce4

A full-text copy of the 2010 Flexible Stock Plan is available at
no charge at http://ResearchArchives.com/t/s?4ce5

                           Going Concern

CBAI, in its financial report on Form 10-Q for the quarter ended
September 30, 2009, filed with the Securities and Exchange
Commission, said it has experienced recurring net losses from
operations, which losses have caused an accumulated deficit of
roughly $30.9 million as of September 30, 2009.  In addition, CBAI
has a working capital deficit of roughly $5.3 million as of
September 30, 2009.  These factors, among others, raise
substantial doubt about CBAI's ability to continue as a going
concern.

At September 30, 2009, CBAI had $4.2 million in total assets
against $5.5 million in total liabilities, resulting in $1.2
million in stockholders' deficit.  At September 30, 2009, CBAI had
$158,164 in cash.

                    About Cord Blood America

Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily
a holding company whose subsidiaries include Cord Partners, Inc.,
CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc.
D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel
Inc, D/B/A Rainmakers International.  Cord specializes in
providing private cord blood stem cell preservation services to
families.  BodyCells is a developmental stage company and intends
to be in the business of collecting, processing and preserving
peripheral blood and adipose tissue stem cells allowing
individuals to privately preserve their stem cells for potential
future use in stem cell therapy.  Properties was formed to hold
the corporate trademarks and other intellectual property of CBAI.
Rain specializes in creating direct response television and radio
advertising campaigns, including media placement and commercial
production.


CORD BLOOD: Registers 840MM Shares Held by Optimus CG for Resale
----------------------------------------------------------------
Cord Blood America, Inc., filed with the Securities and Exchange
Commission a Form S-1 Registration Statement under the Securities
Act of 1933 and accompanying prospectus.

The prospectus relates to the resale of up to 840,000,000 shares
of Cord Blood's common stock by Optimus CG II, Ltd., consisting of
840,000,000 shares of common stock issuable upon exercise of a
warrant issued to the selling stockholder pursuant to the Amended
and Restated Preferred Stock Purchase Agreement, dated
December 30, 2009, between the Company and an affiliate of the
selling stockholder.  The selling stockholder may sell the common
stock from time to time in the principal market on which the stock
is traded at the prevailing market price or in negotiated
transactions.  The selling stockholder may be deemed an
underwriter within the meaning of the Securities Act of 1933, as
amended, of the shares of common stock that it is offering.  Cord
Blood will pay the expenses of registering the shares.  Cord Blood
will not receive proceeds from the sale of shares by the selling
stockholder; however, Cord Blood will receive payment in cash or
notes issued by the selling stockholder upon any exercise of
warrants.

The Company's common stock is quoted on the OTC Bulletin Board and
trades under the symbol "CBAI.OB".  The last reported sale price
of the common stock on the OTC Bulletin Board on December 30,
2009, was $0.0125 per share.

A full-text copy of the registration statement and prospectus is
available at no charge at http://ResearchArchives.com/t/s?4ce3

                           Going Concern

CBAI, in its financial report on Form 10-Q for the quarter ended
September 30, 2009, filed with the Securities and Exchange
Commission, said it has experienced recurring net losses from
operations, which losses have caused an accumulated deficit of
roughly $30.9 million as of September 30, 2009.  In addition, CBAI
has a working capital deficit of roughly $5.3 million as of
September 30, 2009.  These factors, among others, raise
substantial doubt about CBAI's ability to continue as a going
concern.

At September 30, 2009, CBAI had $4.2 million in total assets
against $5.5 million in total liabilities, resulting in
$1.2 million in stockholders' deficit.  At September 30, 2009,
CBAI had $158,164 in cash.

                    About Cord Blood America

Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily
a holding company whose subsidiaries include Cord Partners, Inc.,
CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc.
D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel
Inc, D/B/A Rainmakers International.  Cord specializes in
providing private cord blood stem cell preservation services to
families.  BodyCells is a developmental stage company and intends
to be in the business of collecting, processing and preserving
peripheral blood and adipose tissue stem cells allowing
individuals to privately preserve their stem cells for potential
future use in stem cell therapy.  Properties was formed to hold
the corporate trademarks and other intellectual property of CBAI.
Rain specializes in creating direct response television and radio
advertising campaigns, including media placement and commercial
production.


CRUSADER ENERGY: Consummates Sale to Jones Energy
-------------------------------------------------
Crusader Energy Group Inc. has consummated the previously
announced sales transaction with J/M Crusader Acquisition Sub LLC,
a subsidiary of Jones Energy Ltd.  As previously announced, Jones
was the successful bidder at an auction conducted on Friday,
November 13, 2009, pursuant to the bid procedures approved by the
Bankruptcy Court in Crusader's bankruptcy proceedings.  The sales
transaction with Jones was approved pursuant to Crusader's Second
Amended Joint Plan of Reorganization, which was confirmed on
December 16, 2009, by the Honorable Barbara J. Houser, Chief
Bankruptcy Judge of the U.S. Bankruptcy Court for the Northern
District of Texas, Dallas Division.  Under Crusader's confirmed
plan of reorganization, upon consummation of the transaction with
Jones, all of the outstanding equity interests in Crusader were
cancelled and Crusader and its wholly-owned subsidiaries became
subsidiaries of Jones.

Jones paid a combination of cash and a contractual contingent
payment right to receive 22% of the net cash flow from certain of
Crusader's properties after the closing.  The Jones' transaction
was valued in the aggregate at $289 million, of which
$240.5 million was in cash, subject to customary closing
adjustments.  After giving effect to the closing adjustments and
certain stipulations entered in conjunction with the plan
confirmation, the cash consideration paid by Jones was
approximately $238 million.  The contractual contingent payment
right had an agreed value of $48.5 million among Crusader and
certain of its creditors.  Based on the consideration paid by
Jones and Crusader's confirmed plan of reorganization, the
interests of Crusader's equity holders prior to closing of the
transaction have been cancelled and such equity holders will not
receive any distribution under Crusader's plan of reorganization.

As previously announced, Crusader and its wholly-owned
subsidiaries filed voluntary petitions for relief under Chapter 11
of the U.S. Bankruptcy Code with the United States Bankruptcy
Court for the Northern District of Texas, Dallas Division on
March 30, 2009.

Jefferies & Company, Inc., acted as financial adviser to Crusader
in its Chapter 11 reorganization and advised Crusader on this
transaction.  Vinson & Elkins LLP acted as restructuring and
reorganization counsel to Crusader.

                      Jones Energy's Statement

"This transaction will further enhance our leadership position in
the Texas Panhandle energy business and provide expanded
opportunities in our core Cleveland and Granite Wash formations
where we have significant experience, having drilled over 450
wells in this area over the past decade," said Jonny Jones,
Founder and CEO of JE.  "With the equity investment that is being
provided by our partner Metalmark in connection with the Crusader
acquisition, JE is very strongly capitalized and is particularly
well positioned to increase drilling activity on existing and
newly acquired acreage.  We are enthusiastic about leveraging our
strengths in integrating the Crusader assets into our company and
having Metalmark as our lead equity investor."

"Jonny and his team have established a solid expertise as a
premier operator in the Anadarko Basin and this transaction is
highly synergistic with JE's existing assets, operations and
knowledge base," said Greg Myers, Managing Director of Metalmark
Capital.  "We are excited to be partnering with the JE team in
this transaction and working closely with the management of the
company to help take their business to the next level, by
providing them with the assistance and resources to grow their
operations over time."

To fund the transaction and refinance its existing credit
facilities, JE raised equity capital from Metalmark Capital as
well as third-party debt capital from various financial
institutions.  Wells Fargo Securities acted as the sole lead
arranger and sole bookrunner for the new debt facilities.

                      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.


DAUFUSKIE ISLAND: Creditors Protest Proceed Disbursement Plan
-------------------------------------------------------------
Andy Owens at Charleston Regional Business Journal reports that
creditors objected to and sued against the plan to disburse the
$49.5 million proceeds from the sale of Daufuskie Island
Properties LLC's resort to Montauk Resorts LLC of North Carolina.

Business Journal, citing a person familiar with the matter, added
that the major concern outlined in that lawsuit is how the
property was identified and valued in the disclosure statement,
which failed to give sufficient information to creditors whether
they are being treated and getting an accurate appraisal of the
property.

The sale is expected to close on Jan. 15, 2010.

Based in Hilton Head Island, South Carolina, Daufuskie Island
Properties LLC -- http://www.daufuskieislandresort.com/--
operates the Daufuskie Island Resort & Breathe Spa.  The company
was owned by Gayle and Bill Dixon, a San Francisco Bay area
couple.  Daufuskie Island Properties filed for Chapter 11 in
January 2009 (Bankr. D. S.C. Case No. 09-00389).


DENNY'S CORP: Launches Search for Marketing Head and COO
--------------------------------------------------------
Denny's Corporation has launched a national executive search to
fill the Chief Marketing and Innovation Officer, and Chief
Operating Officer positions.

Two Denny's officers announced their resignations in December:

     -- Mark Chmiel, Executive Vice President and Chief Marketing
        and Innovation Officer.  Mr. Chmiel's employment with the
        Company ended on December 30, 2009; and

     -- Janis Emplit, Executive Vice President and Chief Operating
        Officer.  Ms. Emplit's employment with the Company ended
        on December 23, 2009.

Denny's will consider internal and external candidates.

Nelson Marchioli, President and Chief Executive Officer of
Denny's, last month stated, "While we have been making a number of
meaningful improvements to our business including enhancing our
profitability, reducing our debt and opening new stores, our comp
store sales have been a challenge.  As the external operating
environment remains difficult and the industry increasingly
competitive, it is necessary to ensure we have the leadership that
can drive sales and the brand forward as it progresses in its
transition to a primarily franchise-focused business model."

Upon her departure, Ms. Emplit was to be paid the severance
benefits provided under her agreement with the Company dated
February 9, 2000, and the subsequent amendment to the agreement,
dated December 12, 2008.  In addition, Ms. Emplit would be
eligible to receive payouts under existing incentive plans and
programs as if she had remained employed until the end of the
Company's fiscal year.

Upon his departure, Mr. Chmiel was to be paid severance benefits
pursuant to the Company's Executive Severance Pay Plan.

In the interim Chmiel's and Emplit's responsibilities have been
allocated among the marketing and operations teams, respectively.

                        About Denny's Corp.

Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ:
DENN) -- http://www.dennys.com/-- is one of America's largest
full-service family restaurant chains, consisting of 1,289
franchised and licensed units and 256 company-owned units, with
operations in the United States, Canada, Costa Rica, Guam, Mexico,
New Zealand and Puerto Rico.

As of September 30, 2009, Denny's had total assets of $330,718,000
against total liabilities of $477,448,000, resulting in
shareholders' deficit of $146,730,000.  Denny's September 30, 2009
balance sheet also showed strained liquidity with total current
assets of $65,889,000, including $29,886,000 of cash and cash
equivalents, against total current liabilities of $95,790,000.


EASTMAN KODAK: Has Deal with Samsung to Settle Patent Dispute
-------------------------------------------------------------
Eastman Kodak Company and Samsung Electronics Co., Ltd., on
December 22, 2009, agreed to negotiate a definitive agreement to
settle Kodak's patent infringement proceeding against Samsung
before the U.S. International Trade Commission and a technology
cross license agreement.

Following the execution of definitive settlement and cross license
agreements, Kodak and Samsung will seek an ITC order terminating
the ITC proceeding.  The agreements will be subject to the
issuance of a termination order by the ITC.  Samsung has also
agreed to make a non-refundable payment to Kodak in December 2009
creditable against its future patent license royalty obligations
to Kodak.

On November 17, 2008, Kodak filed a complaint with the U.S.
International Trade Commission against Samsung Electronics Co.,
Ltd., Samsung Electronics America Inc., and Samsung
Telecommunications America LLC for infringement of patents related
to digital camera technology.  The hearing before the ITC was
concluded on October 16, 2009, and an Initial Decision was issued
by the Administrative Law Judge on December 17, 2009, finding
Kodak's asserted patents valid and infringed.  Kodak is seeking a
limited exclusion order preventing importation of infringing
devices, including certain mobile telephones and wireless
communication devices featuring digital cameras.

                        About Eastman Kodak

Headquartered in Rochester, New York, Eastman Kodak Company --
http://www.kodak.com/-- provides imaging technology products and
services to the photographic and graphic communications markets.

Kodak'S balance sheet at June 30, 2009, showed total assets of
$7,106,000,000 and total liabilities of $7,215,000,000, resulting
in shareholders' deficit attributable to Kodak of $112,000,000.

The Troubled Company Reporter on September 22, 2009, said Fitch
Ratings affirmed Kodak's Issuer Default Rating at 'B-'; Senior
secured revolving credit facility at 'BB-/RR1'; and Senior
unsecured debt at 'B-/RR4'.

On Sept. 18, 2009, Standard & Poor's Ratings Services revised its
recovery rating on Eastman Kodak's senior unsecured debt to '6',
indicating S&P's expectation of negligible (0% to 10%) recovery in
the event of a payment default, from '5'.  S&P lowered the issue-
level rating to 'CCC' (two notches lower than the 'B-' corporate
credit rating on the company) from 'CCC+', in accordance with
S&P's notching criteria for a '6' recovery rating.


EDGE PETROLEUM: Mariner Energy Completes Acquisition
----------------------------------------------------
Edge Petroleum Corporation and its units on December 31, 2009,
closed the previously announced transaction pursuant to which
Mariner Energy, Inc. had agreed to purchase substantially all of
the Company's assets.  The Assets purchased by Mariner include all
of the Company's ownership interest in its direct and indirect
subsidiaries, including Edge Petroleum Exploration Company, Miller
Exploration Company, Edge Petroleum Operating Company, Inc., Edge
Petroleum Production Company and Miller Oil Corporation.

The proceeds from the sale of the Assets will be used to
substantially reduce the Company's indebtedness under the
Company's Fourth Amended and Restated Credit Agreement among the
Company, Union Bank, N.A. (f/k/a Union Bank of California, N.A),
as administrative agent and as issuing lender, and the other
lenders party thereto.  Prior to the closing of the Mariner
Transaction, the Company had approximately $226.5 million of
outstanding principal under its Credit Agreement which the Company
currently believes will be in excess of the proceeds expected to
be available for distribution as a result of the Mariner
Transaction and after taking into account all adjustments and
other distributions contemplated with respect thereto.  As a
result, it is unlikely that any material amount, if any, of
proceeds will be available for distribution to the Company's
unsecured creditors or, in the unlikely event that such unsecured
creditors received payment in full, that the holders of the
Company's 5.75% series A cumulative convertible perpetual
preferred stock would receive any recovery.  The holders of the
Company's common stock will also not be entitled to any recovery
even under the most optimistic of circumstances which the Company
believes would still not be likely to result in proceeds in excess
of the amount owing to the Company's secured creditors.

In connection with the closing of the Mariner Transaction and the
effectiveness of the Company's First Amended Joint Plan of
Reorganization all of the Company's outstanding common stock and
outstanding 5.75% series A cumulative convertible perpetual
preferred stock have been cancelled.  The Company intends to file
a Form 15 terminating its reporting obligations on December 31,
2009.

                          Incentive Plan

On November 24, 2009, Edge filed a motion with the United States
Bankruptcy Court for the Southern District of Texas, Corpus
Christi Division to approve an incentive plan for Edge employees.
The Incentive Plan is structured to incentivize certain employees
to, among other things, consummate the Plan.  The Bankruptcy Court
entered an order approving the Incentive Plan on December 30,
2009.  The following is a summary of the Incentive Plan:

   -- Each of the Company's employees who continues to be employed
      by the Company on the effective date of the Plan will be
      entitled to receive an incentive bonus for assisting in the
      successful closing of the sale of substantially all of the
      Company's assets.  Any such incentive payment will take into
      account payments made to each employee pre-petition to
      encourage such employees to remain with the Company.

   -- If an employee is not employed by the Company on the
      Effective Date, the Company may, after consultation with the
      United States Trustee for the Southern District of Texas
      and Union Bank, N.A. (f/k/a Union Bank of California, N.A.),
      as administrative agent and issuing lender of the Company's
      credit facility, reallocate such funds among the Company's
      remaining employees.

   -- If an employee will not be employed by Mariner Energy, Inc.
      in a capacity and with a level of compensation and
      responsibility that is greater than or equal to that of his
      or her current employment, and subject to the execution of
      the Waivers  by certain employees, such employee will be
      entitled to collect a severance payment.  Each Severance
      Payment will be an approximately 95% reduction of the
      payment such employee would have been entitled to receive
      under the Company's pre-petition severance agreements.

   -- If an employee will be employed by Mariner in a capacity and
      with a level of compensation and responsibility that is
      greater than or equal to that of his or her current
      employment, such employee's Severance Payment may be
      reallocated by the Company and its subsidiaries, after
      consultation with the U.S. Trustee and the Bank Agent, among
      the employees.

   -- The Bank Agent has consented to the use of up to
      $1.8 million to fund the Incentive Plan, and the aggregate
      cost of the Incentive Plan will not exceed $1.8 million.
      Absent such agreement, these funds would inure to the
      benefit of the Bank Agent and other lenders party to the
      Credit Facility.

These employees are prohibited from participating in the Incentive
Plan unless and until they agree to waive any administrative
claims against Edge's bankruptcy estate for amounts that would
otherwise be payable pursuant to the Incentive Plan in the event
that the Bank Agent withdraws its support:  John Elias, John
Tugwell, Gary Pittman, Howard Creasey, Robert Thomas, Kirsten
Hink, and Richard Parma.

The maximum potential payment to Edge's principal executive
officer, principal financial officer and each named executive
officer under the Incentive Plan on the Effective Date assuming
delivery by such officers of a Waiver:

                     Total Potential Payment Under
                            the Incentive Plan

  John W. Elias                   $500,000
  Gary L. Pittman                 $325,000
  John O. Tugwell                 $325,000

Payments made under the Incentive Plan are in complete
satisfaction of and in lieu of any severance, incentive, change of
control or other payments that an Edge employee may otherwise
allegedly be due and owing under the Company's pre-petition
retention plan and/or severance agreements.

                     About Edge Petroleum Corp

Edge Petroleum Corporation (Nasdaq:EPEX) (Nasdaq:EPEXP) is a
Houston-based independent energy company that focuses its
exploration, production and marketing activities in selected
onshore basins of the United States.

At September 30, 2009, the Company had total assets of
$247.5 million, total liabilities of $244.2 million, and a
stockholders' deficit of $3.3 million.

Edge Petroleum filed for Chapter 11 on October 2, 2009 (Bankr.
S.D. Tex. Case No. 09-20644).  The Company has retained Akin Gump
Strauss Hauer and Feld as legal counsel, Jordan, Hyden, Womble,
Culbreth & Holzer, P.C., as local counsel, and Parkman Whaling LLC
as financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.


EMERSON OVERLOOK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Emerson Overlook, LLC
        358 Roswell Street, Suite 1200
        Marietta, GA 30060

Bankruptcy Case No.: 10-60282

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Todd E. Hennings, Esq.
                  Macey, Wilensky, Kessler, & Hennings LLC
                  Suite 2700, 230 Peachtree Street, NW
                  Atlanta, GA 30303-1561
                  Tel: (404) 584-1222
                  Fax: (404) 681-4355
                  Email: THennings@MaceyWilensky.com

                  William A. Rountree, Esq.
                  Macey, Wilensky, Kessler & Hennings LLC
                  Suite 2700, 230 Peachtree Street, NW
                  Atlanta, GA 30303-1561
                  Tel: (404) 584-1244
                  Fax: (404) 681-4355
                  Email: jminiatis@maceywilensky.com

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

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

The petition was signed by Donald Roger DeBoy, the company's
managing member.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
2000 Concrete Structures,  Trade Debt             $159,645
LLC

ACME American              Trade Debt             $9,710

Balance Staffing           Trade Debt             $7,690

Controlled Access          Trade Debt             $5,765

Cool-Tech                  Trade Debt             $54,017

Curtainwall & Glass        Trade Debt             $9,964
Systems

First Fence of Georgia     Trade Debt             $17,793

Hart Flooring              Trade Debt             $8,573

Henry Sign Systems, Inc.   Trade Debt             $36,481

Holt and Holt, Inc.        Trade Debt             $249,173

Lemay Electric, Inc.       Trade Debt             $194,873

Lemay Electric, Inc.       Trade Debt             $123,760

Poag Mechanical            Trade Debt             $72,998

Premier Elevator Co.       Trade Debt             $23,618

Professional Staffing      Trade Debt             $7,471
dba Craftsman on Call

Reb Storage Systems        Trade Debt             $23,000

Spectra Flooring           Trade Debt             $92,260

Sundance Roofing           Trade Debt             $14,810

Terry's Touch Custom       Trade Debt             $22,526
Painting

White Hawk, Inc.           Trade Debt             $10,382


ENERGY PARTNERS: Birch Run Made Substantial Contribution
--------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Energy Partners Ltd.
was directed by U.S. Bankruptcy Judge Jeff Bohm to pay attorneys'
fees for a shareholder who succeeded in improving the treatment
for equity holders under the Chapter 11 plan that was implemented
in September.

According to the report, Birch Run Capital Partners LP, one of
Energy Partners' shareholders, succeeded in obtaining
reimbursement for some of its attorneys' fees on account of its
"substantial contribution in the case.  In typical bankruptcy
cases, only professionals for the company and official committees
are paid by the company.

The Bloomberg report relates that Energy Partners' original
reorganization plan was to give existing shareholders only
warrants for 12.5% of the new stock.  The official equity
committee successfully negotiated an improvement in the plan were
existing shareholders retained 5% of the new stock.

Founded in 1998, Energy Partners, Ltd. -- http://www.eplweb.com
-- is an independent oil and natural gas exploration and
production company based in New Orleans, LA and Houston.  The
company's operations are primarily located in the Gulf of Mexico
shelf.

Energy Partners, Ltd., and its affiliates filed for Chapter 11 on
May 1, 2009 (Bankr. S.D. Tex. Lead Case No. 09-32957).  Paul E.
Heath, Esq., at Vinson & Elkins LLP represents the Debtors in
their restructuring effort.  The Debtors also tapped Parkman
Whaling LLC as financial advisor.  The Debtors' financial
condition as of December 31, 2008, showed total assets of
$770,445,000 and total debts of $708,370,000.  Energy Partners'
reorganization plan became effective September 21, 2009.


FORD MOTOR: Transfers Retiree Health Care Liabilities
-----------------------------------------------------
Ford Motor Company on Monday said that on December 31, 2009, it
completed the transfer of its UAW retiree health care liabilities
to the UAW Retiree Medical Benefits Trust.

Pursuant to a court-approved settlement agreement, the transfer
of the liabilities was implemented by Ford transferring on
December 31, 2009, these assets to the VEBA Trust:

     -- An Amortizing Guaranteed Secured Note maturing June 30,
        2022, with an original principal amount of $6.7 billion
        with a corresponding estimated present value of
        $4.8 billion -- New Note A;

     -- An Amortizing Guaranteed Secured Note maturing June 30,
        2022, with an original principal amount of $6.5 billion
        with a corresponding estimated present value of
        $4.7 billion -- New Note B;

     -- Warrants expiring on Jan. 1, 2013, to purchase 362 million
        shares of Ford Common Stock at a price of $9.20 per share;

     -- Assets in a Temporary Asset Account consisting of cash
        and marketable securities with an estimated value of
        $620 million; and

     -- Assets in Ford's internal VEBA trust consisting of cash
        and marketable securities with an estimated value of
        $3.5 billion.

Also on Dec. 31, Ford made these payments on the New Notes:

     -- A scheduled payment of $1.4 billion on New Note A;

     -- An additional pre-payment of $500 million on New Note A;
        and

     -- A scheduled payment of $610 million on New Note B, which
        was paid in cash, in lieu of Ford's option of making New
        Note B payments in Ford Common Stock.  Had Ford chosen to
        pay in stock, the shares would have been issued at the
        30-day volume weighted average price of $9.13, while Ford
        Common Stock closed at $10 on December 31.

As a result of these actions, the New Notes will represent about
$7 billion in incremental debt on Ford's balance sheet.

Ford entered into the original UAW Retiree Health Care Settlement
Agreement in March 2008, with the International Union, United
Automobile, Aerospace and Agricultural Implement Workers of
America, and certain class representatives, on behalf of a class
of plaintiffs as set forth in the settlement.  The Original
Settlement Agreement established the UAW Retiree Medical Benefits
Trust as a new VEBA trust that on December 31 would assume the
obligation to provide retiree health care benefits to eligible
active and retired UAW Ford hourly employees and their eligible
spouses, surviving spouses and dependents.

Pursuant to the Original Settlement Agreement, in April 2008, Ford
issued to VEBA-F Holdings LLC, a then-wholly owned subsidiary of
Ford:

     (a) $3.334 billion aggregate principal amount of 5.75%
         Convertible Notes Due January 1, 2013;

     (b) a $3.0 billion aggregate principal amount 9.50% Second
         Lien Term Note Due January 1, 2018; and a corresponding
         guaranty issued by certain subsidiary guarantors; and

     (c) a promissory note dated January 5, 2009 in an aggregate
         principal amount of $2,281,908,687, which is equal to the
         market value of the assets in the Temporary Asset Account
         held by VEBA-F Holdings on December 31, 2008.

On July 23, 2009, Ford entered into an amendment to the Original
Settlement Agreement.  The Amended Settlement Agreement changed
the Original Settlement Agreement to provide for smoothing of
payment obligations and to give Ford the option to use shares of
its common stock to satisfy up to approximately 50% of its future
payment obligations to the New VEBA.

The Amended Settlement Agreement was approved by the U.S. District
Court for the Eastern District of Michigan on November 9, 2009.
On December 8, 2009, the U.S. Department of Labor published in the
Federal Register a Notice of Proposed Individual Exemption that
would be retroactive to December 31, 2009, and would, among other
things, permit the transfer to the New VEBA and allow the New VEBA
to hold New Securities.  This, along with prior discussions with
the U.S. Department of Labor, met the condition under the Amended
Settlement Agreement of obtaining the Exemption or reasonable
assurance of retroactive effect thereof satisfactory to Ford and
the New VEBA.

"The transfer of these health care liabilities to the VEBA Trust
is the culmination of several years of work and will significantly
improve our competitiveness in the U.S.," said Lewis Booth, Ford's
chief financial officer.  "We have removed a substantial health
care liability from our balance sheet and have significantly
reduced health care expenses.  We also have shown confidence in
our liquidity and One Ford plan by pre-paying $500 million of debt
owed to the VEBA Trust."

The original amortization schedule for New Note A, which is a non-
interest bearing note, in effect on December 31, 2009 prior to the
prepayment being made, is shown.  Following the prepayment, each
future payment, beginning with the June 30, 2010 payment, will be
reduced proportionately to reflect the prepayment.

     Payment Dates                       Principal Payments
     -------------                       ------------------
     December 31, 2009                $1,268,470,000, plus the
                                      True-Up Amount, as defined
                                      in New Note A
     June 30, 2010                          $290,000,000
     June 30, 2011                          $290,000,000
     June 30, 2012                          $679,000,000
     June 30, 2013                          $679,000,000
     June 30, 2014                          $679,000,000
     June 30, 2015                          $679,000,000
     June 30, 2016                          $679,000,000
     June 30, 2017                          $679,000,000
     June 30, 2018                          $679,000,000
     June 30, 2019                           $26,000,000
     June 30, 2020                           $26,000,000
     June 30, 2021                           $26,000,000
     June 30, 2022                           $26,000,000

The amortization schedule for New Note B, which also is a non-
interest bearing note:

     Payment Dates                       Principal Payments
     -------------                       ------------------
     December 31, 2009                      $609,950,000
     June 30, 2010                          $609,950,000
     June 30, 2011                          $609,950,000
     June 30, 2012                          $654,000,000
     June 30, 2013                          $654,000,000
     June 30, 2014                          $654,000,000
     June 30, 2015                          $654,000,000
     June 30, 2016                          $654,000,000
     June 30, 2017                          $654,000,000
     June 30, 2018                          $654,000,000
     June 30, 2019                           $26,000,000
     June 30, 2020                           $26,000,000
     June 30, 2021                           $26,000,000
     June 30, 2022                           $26,000,000

Under New Note B, Ford has the option, subject to certain
conditions, of making each payment in cash, Ford Common Stock, or
a combination of cash and Ford Common Stock.  Any Ford Common
Stock to be delivered in satisfaction of the payment obligation is
to be valued based on its volume-weighted average price per share
for the 30 trading-day period ending on the second business day
prior to the relevant payment date.

The Warrants, which expire on January 1, 2013, entitle the holder
thereof to purchase 362,391,305 shares of Ford Common Stock at an
exercise price of $9.20 per share.  Generally, the warrants can be
exercised at any time, but the underlying shares cannot be
transferred prior to October 1, 2012, unless the closing sale
price of Ford Common Stock was above $11.04 for at least 20
trading days in the 30 consecutive trading days ending on the last
trading day in the preceding calendar quarter.  Upon exercise of
the Warrants, the warrant holder has the option to elect to have
us settle on a cashless, net share basis (i.e., delivering to the
holder shares of Ford Common Stock having a value equal to the
"in-the-money" value of the Warrants being exercised).

In addition, on December 11, 2009, Ford entered into a
Securityholder and Registration Rights Agreement with VEBA-F
Holdings LLC, which provides for certain hedging restrictions,
certain sales restrictions relating to the Warrants and shares of
Ford Common Stock underlying the Warrants and delivered in payment
of New Note B, and customary registration rights relating to the
sale of shares of Ford Common Stock received by the New VEBA
pursuant to Ford's stock payment option under New Note B, as well
as the Warrants and shares of Ford Common Stock issued upon the
exercise thereof.

Notwithstanding Ford's option to pay a portion of its obligations
to the New VEBA in stock in lieu of cash, Ford will use its
discretion in determining which form of payment makes sense at the
time of each required payment, balancing liquidity needs and
preservation of shareholder value.

                           *     *     *

Dow Jones Newswires' Jeff Bennett and Kathy Shwiff report that
General Motors Co. and Chrysler Group LLC also confirmed Monday
that the transfer of liabilities to create the UAW's Voluntary
Employee Beneficiary Association was completed within the past few
days -- officially ended years of uncontrolled retiree health-care
costs.

According to the report, GM said it will make installment payments
of $2.5 billion in 2013, 2015 and 2017.  Chrysler's trust will
cost the company $10.3 billion in total.

The funds will be supervised by the UAW.  The report says the UAW
has hired Eric Henry to serve as chief investment officer to
oversee the retiree trust funds.  Each trust will be invested
separately.

According to Dow Jones, Mr. Henry is a former head of the Texas
Municipal Retirement System Fund. During his two years there, he
oversaw the $14 billion fund serving about 800 Texas cities.

                        About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents.  With about 200,000 employees and about 90
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and Volvo.  The company provides financial
services through Ford Motor Credit Company.

At September 30, 2009, the Company had US$203.106 billion in total
assets against US$210.376 billion in total liabilities.

On March 4, 2009, Ford deferred future interest payments on its
6.50% Junior Subordinated Convertible Debentures due January 15,
2032, beginning with the April 15, 2009 quarterly interest
payment.

                          *     *     *

As reported by the Troubled Company Reporter on November 4, 2009,
Moody's Investors Service upgraded the senior unsecured rating of
Ford Motor Credit Company LLC to B3 from Caa1.  This follows
Moody's upgrade of Ford Motor Company's corporate family rating to
B3 from Caa1, with a stable outlook.  Ford Credit's long-term
ratings remain on review for further possible upgrade.

On Nov. 3, 2009, S&P raised the corporate credit ratings on Ford
Motor Co. and Ford Motor Credit Co. LLC to 'B-' from 'CCC+'.

Ford Motor Co. carries a long-term issuer default rating of 'CCC',
with a positive outlook, from Fitch Ratings.


FOXLAND HARBOR: Files for Chapter 11 Bankruptcy in Tennessee
------------------------------------------------------------
Soundings Trade Only Today reports that Foxland Harbor Marina LLC
filed for Chapter 11 bankruptcy in the U.S. Bankruptcy Court in
Tennessee, listing assets and debts of between $1 million and
$10 million.  Foxland Harbor Marina is a real estate developer.


FUNDAMENTAL PROVISIONS: David Bagley as CRO Gets Interim OK
-----------------------------------------------------------
Fundamental Provisions, L.L.C., et al., sought and obtained
interim authorization from the U.S. Bankruptcy Court for the
Middle District of Louisiana to employ MorrisAnderson &
Associates, Ltd., to provide restructuring management services and
of David M. Bagley, as Chief Restructuring Officer, nunc pro tunc
to the Petition Date.

MorrisAnderson will, among other things:

     (a) assist the Debtor in pre-bankruptcy planning; business
         strategies, financial and cash flow forecasting, assist
         the Debtor with first day motions as required;

     (b) manage the bankruptcy reporting requirements including
         The Statements of Financial Affairs, Monthly Operating
         Reports and other reporting or analyses as required from
         time to time;

     (c) assist the Debtor in managing cash flow and controlling
         expenditures; and

     (d) work with client in managing personnel and approve the
         hiring or termination of personnel and professionals
         working for the Debtor as necessary;

MorrisAnderson will be paid based on the hourly rates of its
personnel:

         David Bagley                     $375
         Other Consultants              $275-$375

David M. Bagley, a managing director at Morris Anderson, assures
the Court that the firm is "disinterested" as that term is defined
in Section 101(14) of the Bankruptcy Code.

The Court has set a final hearing for January 8, 2010, at
11:00 a.m. on the Debtors' hiring of MorrisAnderson.

Gonzales, Louisiana-based Fundamental Provisions, LLC -- fdba
Pollo, Inc., et al. -- filed for Chapter 11 bankruptcy protection
on December 8, 2009 (Bankr. M.D. La. Case No. 09-11897).
Fundamental Provision's affiliates -- Pollo, Inc., and Thaxco,
Inc. -- also filed Chapter 11 bankruptcy petitions.  Barry W.
Miller, Esq., at Heller, Draper, Hayden, Patrick & Horn, assists
the Debtors in their restructuring efforts.  Fundamental
Provisions listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


FUNDAMENTAL PROVISIONS: Files Schedules of Assets & Liabilities
---------------------------------------------------------------
Fundamental Provisions, L.L.C., has filed with the U.S. Bankruptcy
Court for the Middle District of Louisiana, its schedules of
assets and liabilities, disclosing:

  Name of Schedule               Assets            Liabilities
  ----------------               ------            -----------

A. Real Property             $22,199,483

B. Personal Property          $7,057,750

C. Property Claimed as
   Exempt

D. Creditors Holding
   Secured Claims                                    $23,583,782

E. Creditors Holding
   Unsecured Priority
   Claims                                             $2,976,226

F. Creditors Holding
   Unsecured Non-priority
   Claims                                             $1,429,972

                              -------------        -------------
         TOTAL                 $29,257,233           $27,989,980

Gonzales, Louisiana-based Fundamental Provisions, LLC -- fdba
Pollo, Inc., et al. -- filed for Chapter 11 bankruptcy protection
on December 8, 2009 (Bankr. M.D. La. Case No. 09-11897).
Fundamental Provision's affiliates -- Pollo, Inc., and Thaxco,
Inc. -- also filed Chapter 11 bankruptcy petitions.  Barry W.
Miller, Esq., at Heller, Draper, Hayden, Patrick & Horn, assists
the Debtors in their restructuring efforts.  Fundamental
Provisions listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


FUNDAMENTAL PROVISIONS: Sec. 341 Creditors Meeting Set for Jan. 8
-----------------------------------------------------------------
The U.S. Trustee for Region 5 will convene a meeting of
Fundamental Provisions, LLC's creditors on January 8, 2010, at
1:00 p.m. at Middle District of Louisiana, 707 Florida Street,
Room 324, Baton Rouge, LA 70801.

This is the first meeting of creditors required under Section
341(a) of the U.S. 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.

Gonzales, Louisiana-based Fundamental Provisions, LLC -- fdba
Pollo, Inc., et al. -- filed for Chapter 11 bankruptcy protection
on December 8, 2009 (Bankr. M.D. La. Case No. 09-11897).
Fundamental Provision's affiliates -- Pollo, Inc., and Thaxco,
Inc. -- also filed Chapter 11 bankruptcy petitions.  Barry W.
Miller, Esq., at Heller, Draper, Hayden, Patrick & Horn, assists
the Debtors in their restructuring efforts.  Fundamental
Provisions listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


FUNDAMENTAL PROVISIONS: Taps Heller Draper as Bankruptcy Counsel
----------------------------------------------------------------
Fundamental Provisions, L.L.C., et al., have sought approval from
the Hon. Douglas D. Dodd of the U.S. Bankruptcy Court for the
Middle District of Louisiana to employ Heller Draper Hayden
Patrick & Horn, L.L.C., as bankruptcy counsel, nunc pro tunc to
the Petition Date.

Heller Draper will, among other things:

     a. prepare necessary applications, motions, answers proposed
        orders, other pleadings, notices, schedules and other
        documents, and reviewing all financial and other reports
        to be filed;

     b. appearing in Court to protect the interests of the
        Debtors;

     c. advise the Debtor concerning and assisting in the
        negotiation and documentation of financing agreements,
        cash collateral orders an related transactions; and

     d. prepare and pursue confirmation of a plan of
        reorganization and approval of a disclosure statement.

Barry W. Miller, a member at Heller Draper, says that the firm
will be paid based on the hourly rates of its personnel:

          William H. Patrick         $375
          Barry Miller               $325
          Associates                 $250
          Paralegals                 $120

Mr. Miller assures the Court that Heller Draper is "disinterested"
as that term is defined in Section 101(14) of the Bankruptcy Code.

Gonzales, Louisiana-based Fundamental Provisions, LLC -- fdba
Pollo, Inc., et al. -- filed for Chapter 11 bankruptcy protection
on December 8, 2009 (Bankr. M.D. La. Case No. 09-11897).
Fundamental Provision's affiliates -- Pollo, Inc., and Thaxco,
Inc. -- also filed Chapter 11 bankruptcy petitions.  Barry W.
Miller, Esq., at Heller, Draper, Hayden, Patrick & Horn, assists
the Debtors in their restructuring efforts.  Fundamental
Provisions listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


GENERAL MOTORS: Transfers Retiree Health Care Liabilities
---------------------------------------------------------
Dow Jones Newswires' Jeff Bennett and Kathy Shwiff report that
General Motors Co., Ford Motor Company, and Chrysler Group LLC
confirmed Monday that the transfer of liabilities to create the
UAW's Voluntary Employee Beneficiary Association was completed
within the past few days -- officially ended years of uncontrolled
retiree health-care costs.

Ford Motor on Monday said the transfer of the liabilities was
implemented by transferring on December 31, 2009, these assets to
the VEBA Trust:

     -- An Amortizing Guaranteed Secured Note maturing June 30,
        2022, with an original principal amount of $6.7 billion
        with a corresponding estimated present value of
        $4.8 billion -- New Note A;

     -- An Amortizing Guaranteed Secured Note maturing June 30,
        2022, with an original principal amount of $6.5 billion
        with a corresponding estimated present value of
        $4.7 billion -- New Note B;

     -- Warrants expiring on Jan. 1, 2013, to purchase 362 million
        shares of Ford Common Stock at a price of $9.20 per share;

     -- Assets in a Temporary Asset Account consisting of cash
        and marketable securities with an estimated value of
        $620 million; and

     -- Assets in Ford's internal VEBA trust consisting of cash
        and marketable securities with an estimated value of
        $3.5 billion.

Also on Dec. 31, Ford made these payments on the New Notes:

     -- A scheduled payment of $1.4 billion on New Note A;

     -- An additional pre-payment of $500 million on New Note A;
        and

     -- A scheduled payment of $610 million on New Note B, which
        was paid in cash, in lieu of Ford's option of making New
        Note B payments in Ford Common Stock.  Had Ford chosen to
        pay in stock, the shares would have been issued at the
        30-day volume weighted average price of $9.13, while Ford
        Common Stock closed at $10 on December 31.

As a result of these actions, the New Notes will represent about
$7 billion in incremental debt on Ford's balance sheet.

According to Dow Jones Newswires, GM said it will make installment
payments of $2.5 billion in 2013, 2015 and 2017.  Chrysler's trust
will cost the company $10.3 billion in total.

The funds will be supervised by the UAW.  The report says the UAW
has hired Eric Henry to serve as chief investment officer to
oversee the retiree trust funds.  Each trust will be invested
separately.

According to Dow Jones, Mr. Henry is a former head of the Texas
Municipal Retirement System Fund. During his two years there, he
oversaw the $14 billion fund serving about 800 Texas cities.

                     About General Motors

General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908.  With
its global headquarters in Detroit, GM employs 209,000 people in
every major region of the world and does business in some 140
countries.  GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling.  GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany.  GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.

GM acquired its operations from General Motors Company, n/k/a
Motors Liquidation Company, on July 10, 2009, pursuant to a sale
under Section 363 of the Bankruptcy Code.  Motors Liquidation or
Old GM is the subject of a pending Chapter 11 reorganization case
before the U.S. Bankruptcy Court for the Southern District of New
York.

At September 30, 2009, GM had US$107.45 billion in total assets
against US$135.60 billion in total liabilities.

                    About Motors Liquidation

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

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

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


GENTA INC: Files Shelf Prospectus to Sell $50MM in Securities
-------------------------------------------------------------
Genta Incorporated has filed with the Securities and Exchange
Commission a shelf registration statement with which the Company
may offer to sell up to $50,000,000 in debt securities, warrants,
preferred stock, common stock or units.  The debt securities,
warrants and preferred stock may be convertible into or
exercisable or exchangeable for common stock or preferred stock or
other securities of Genta.

Genta intends to use the net proceeds from the sale of the
securities for general corporate purposes, which may include,
among other things:

     -- general corporate purposes, including additions to working
        capital and capital expenditures;

     -- research and development activities; and

     -- the expansion of its business through internal growth or
        acquisitions.

Genta's common stock is traded on the OTC Bulletin Board under the
symbol "GETA.OB".

A full-text copy of the Company's shelf registration statement is
available at no charge at http://ResearchArchives.com/t/s?4ce1

Genta also has filed with the SEC a prospectus dated December 23,
2009, relating to offers and resales or other dispositions by
certain of its security holders or their transferees of up to
54,713,329 shares of Genta common stock, par value $0.001 per
share, including 37,391,688 shares issued as part of the July 7,
2009 and September 4, 2009 financings, 1,215,000 shares issuable
upon the exercise of warrants issued pursuant to the July 7, 2009
securities purchase agreement, or the July 2009 Warrants,
14,574,141 shares issuable upon the conversion of 8% unsecured
subordinated convertible notes issued pursuant to the July 7, 2009
securities purchase agreement, or the July 2009 Notes, and
1,532,500 shares issuable upon the conversion of 8% unsecured
subordinated convertible notes issued pursuant to the September 4,
2009 securities purchase agreement, or the September 2009 Notes.

According to Genta, the shares may be sold by the selling
stockholders from time to time in the over-the-counter market or
other national securities exchange or automated interdealer
quotation system on which its common stock is then listed or
quoted, through negotiated transactions or otherwise.  The prices
at which the selling stockholders may sell the shares will be
determined by prevailing market price for the shares or in
negotiated transactions.  Genta will not receive any of the
proceeds from the disposition of the shares by the selling
stockholders, other than as a result of the exercise of July 2009
Warrants for cash held by the selling stockholders.  All costs
associated with the registration will be borne by Genta.

On June 26, 2009, Genta effected a 1-for-50 reverse stock split.

A full-text copy of the prospectus is available at no charge at:

               http://ResearchArchives.com/t/s?4ce2

                       Looming Cash Crunch

As reported by the Troubled Company Reporter on December 7, 2009,
Genta has said its recurring losses and negative cash flows from
operations raise substantial doubt about its ability to continue
as a going concern.  Presently, with no further financing,
management projects that the Company will run out of funds in the
second quarter of 2010.  The Company said the terms of its April
2009 Notes enable the noteholders, at their option, to purchase up
to approximately $6 million of additional notes with similar
terms.  The Company does not have any additional financing in
place.  There can be no assurance that the Company can obtain
financing, if at all, on terms acceptable to it.

At September 30, 2009, the Company had total assets of $18,853,000
against total current liabilities of $12,013,000 and total long-
term liabilities of $3,346,000, resulting in stockholders' equity
of $3,494,000.

The Company has said it will require additional cash to maximize
its commercial opportunities and continue its clinical development
opportunities.  If the Company is unable to raise additional
funds, it could be required to reduce its spending plans, reduce
its workforce, license one or more of its products or technologies
that it would otherwise seek to commercialize itself, sell certain
assets, cease operations, or declare bankruptcy.

                    About Genta Incorporated

Berkeley Heights, New Jersey-based Genta Incorporated is a
biopharmaceutical company engaged in pharmaceutical (drug)
research and development, its sole reportable segment.  The
Company is dedicated to the identification, development and
commercialization of novel drugs for the treatment of cancer and
related diseases.


GREGORY GORALNIK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: Gregory F. Goralnik
               Antonina M. Goralnik
                 aka Nina Goralnik
                 aka Antonina Corrao Goralnik
               4305 Dove Point
               Duluth, GA 30096

Bankruptcy Case No.: 10-60074

Chapter 11 Petition Date: January 2, 2010

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtors' Counsel: Paul Reece Marr, Esq.
                  300 Galleria Parkway, N.W., Suite 960
                  Atlanta, GA 30339
                  Tel: (770) 984-2255
                  Fax: (770) 984-0044
                  Email: pmarr@mindspring.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/ganb10-60074.pdf

The petition was signed by the Joint Debtors.


GREEKTOWN HOLDINGS: Has Partnership with Isle of Capri Casinos
--------------------------------------------------------------
Isle of Capri Casinos, Inc. (Nasdaq: ISLE) and the management
board of Greektown Casino, LLC announced that Isle of Capri has
been engaged to provide marketing and operational consulting
services to Greektown Casino-Hotel in Detroit, Michigan through
the completion of its current Chapter 11 reorganization process.

The management board of Greektown Casino-Hotel also announced
today that Cliff Vallier has been named as the property's chief
executive officer, effective immediately. Both announcements are
subject to approval from the U.S. Bankruptcy Court and the
Michigan Gaming Control Board.

"This new leadership has the extensive experience and demonstrated
ability necessary to boost the performance of the property over
the long term," said Greektown Casino-Hotel Management Board
member Jake Miklojcik. "As we look to the future and continue to
seek opportunities to improve performance, maximize profits and
minimize costs, Mr. Vallier and Isle of Capri know the Midwest
market, they know casino management and they are positioned to
take the property to the next level."

Vallier has 18 years of gaming management experience, including
the past seven years with Greektown Casino, where he has served as
chief financial officer/assistant general manager, interim CEO,
vice president of finance, and senior director of finance. He
earned a bachelor's degree in business administration from
Northern Michigan University in 1988.

Virginia McDowell, the president and chief operating officer of
Isle of Capri, commented, "Our company recognizes that, even in
this challenging economic environment, we have the opportunity to
provide services to gaming assets in new and existing markets in
order to leverage our operational expertise while having a
positive impact on our balance sheet. We firmly believe in the
upside potential at Greektown, and the team now in place has the
skills and experiences to help guide the management through the
remainder of their reorganization."

Greektown Casino-Hotel, located at 555 E. Lafayette Boulevard in
Detroit's Greektown Entertainment District, opened on Nov. 10,
2000. Readers of The Detroit News and Detroit Free Press have
voted Greektown Casino-Hotel Michigan and Detroit's "Best Casino"
numerous times. Greektown Casino-Hotel offers such amenities as
the International Buffet, the Eclipz Lounge and a VIP lounge for
players. In addition to being named "Best Casino" by readers of
The News and Free Press, Greektown Casino-Hotel also placed first
in other categories in The News' reader survey, including "Best
Slots," "Best Wait Staff Outfits," "Best Craps Tables," "Best
Blackjack Tables," "Best High Rollers Area," "Best Casino
Restaurant," and "Best Casino Entertainment." Greektown Casino-
Hotel opened its new 400-room hotel tower February 2009. For
reservations and group events, call 877-GCH-5554 or visit
www.greektowncasinohotel.com.

Isle of Capri Casinos, Inc. -- http://www.islecorp.com/-- creates
value for customers, clients, shareholders and employees by
providing regional gaming and leisure experiences matched to
customer preferences, focused on operational effectiveness and
organic growth for the company's properties. With solid regional
diversification across the U.S., Isle of Capri has a seasoned
management team who believes in strategic business plan to
increase value through strong fiscal discipline and targeted
operating strategies.

The Company owns and operates 14 casino properties in six states.
Collectively, these properties boast over 15,000 slot machines and
nearly 400 table games, over 3,100 hotel rooms and more than three
dozen restaurants. The company's properties are in Biloxi, Lula
and Natchez, Mississippi; Lake Charles, Louisiana; Bettendorf,
Davenport, Marquette and Waterloo, Iowa; Boonville, Caruthersville
and Kansas City, Missouri; two casinos in Black Hawk, Colorado;
and a casino and harness track in Pompano Beach, Florida.

One of the largest publicly-traded gaming companies in the United
States, Isle of Capri is traded on the NASDAQ stock exchange under
ticker symbol ISLE.

                      About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operates
world-class casino gaming facilities located in Detroit's
historic Greektown district featuring more than 75,000 square
feet of casino gaming space with more than 2,400 slot machines,
over 70 tables games, a 12,500-square foot salon dedicated to
high limit gaming and the largest live poker room in the
metropolitan Detroit gaming market.  Greektown Casino employs
approximately 1,971 employees, and estimates that it attracts
over 15,800 patrons each day, many of whom make regular visits to
its casino complex and related properties.  In 2007, Greektown
Casino achieved a 25.6% market share of the metropolitan Detroit
gaming market.  Greektown Casino has also been rated as the "Best
Casino in Michigan" and "Best Casino in Detroit" numerous times
in annual readers' polls in Detroit's two largest newspapers.

The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104).  Daniel J. Weiner, Esq., Michael E. Baum, Esq., and
Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts.  Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel.  The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC as claims, noticing, and balloting agent.  Clark
Hill PLC serves as counsel to the Official Committee of Unsecured
Creditors.

Greektown Holdings listed assets and debts of $100 million to
$500 million in its bankruptcy petition.

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


HAIGHTS CROSS: Has Broad Acceptance of Prepackaged Plan
-------------------------------------------------------
Haights Cross Communications, Inc. announced Jan. 5 that it has
received acceptance of its prepackaged plan of reorganization and
as previously disclosed will proceed to commence voluntary
proceedings under Chapter 11 of the U.S. Bankruptcy Code to seek
confirmation of the plan.

Of those voting, 100% in dollar amount and 100% in number of
holders of the obligations under that certain Credit Agreement,
dated as of August 15, 2008, as amended, by and among Haights
Cross Operating Company, as borrower, the guarantors party
thereto, including HCC, and the administrative agent thereto on
behalf of the lenders party thereto from time to time, 100% in
dollar amount and 100% in number of holders of HCOC's 11.75%
Senior Notes due 2011 and approximately 90% in dollar amount and
90% in number of holders of HCC's 12.5% Senior Discount Notes due
2011, voted to approve the Plan.

"We are extremely pleased with the overwhelming support we
received from our lenders and noteholders and we are working
diligently to initiate our prepackaged Chapter 11 filing as
planned," said Paul J. Crecca, HCC's President and Chief Executive
Officer.  "The Company plans to continue operations as normal
through the anticipated Chapter 11 case."

On September 3, 2009 the Company entered into a plan support
agreement with all of the lenders under HCOC's Credit Agreement
and holders of approximately 80% in principal amount of HCOC's
Senior Notes on the terms of a consensual financial restructuring
that would reduce the Company's debt obligations by approximately
$200 million (to approximately $180 million in the aggregate) and
extend the maturity of the Company's debt until no earlier than
three years from the effective date of the Plan. The Plan will
otherwise leave unimpaired the Company's general unsecured claims,
including those of trade creditors, which would be paid in full.

A form of the Plan and the related Disclosure Statement, which
provide a substantial description of the restructuring, may be
accessed through http://www.haightscross.com/

The Company also announced that no eligible holders subscribed for
sale of HCC common stock in the private rights offering that
occurred concurrently with the solicitation for the prepackaged
Plan.

                   About Haights Cross Communications

Founded in 1997 and based in White Plains, NY, Haights Cross
Communications is a premier educational and library publisher
dedicated to creating the finest books, audio products,
periodicals, software and online services, serving the following
markets: K-12 supplemental education, public and school libraries,
and consumers. Haights Cross companies include: Triumph Learning,
Buckle Down Publishing and Options Publishing, and Recorded Books.

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


HARLAN LABORATORIES: Moody's Cuts Corp. Family Rating to 'B3'
-------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
and Probability of Default Rating of Harlan Laboratories, Inc. to
B3 from B2.  Moody's also downgraded the rating on the senior
secured credit facility to B3 from B2.  Concurrently, Moody's
changed the ratings outlook to negative from stable.

The downgrade reflects weaker leverage and interest coverage
metrics than previously anticipated following a recent restatement
of 2008 and 2009 financials that resulted in a significant
reduction to trailing twelve month EBITDA.  In addition, the
downgrade reflects a weaker than expected liquidity profile
characterized by meaningfully reduced cushion under the company's
financial covenant and cash flow that continues to be below
Moody's expectations.  The B3 rating also reflects the company's
history of delayed financial filings and restatements as well as
significant management turnover.

The negative outlook reflects risks related to the company's
ability to timely file its financial statements going forward and
to remain in compliance with its leverage covenant.  If Moody's
were to become increasingly concerned about either of these risks,
Moody's would likely downgrade the ratings.

The negative outlook further reflects the expectation for
continued challenges in the pre-clinical Contract Research
Organization ("CRO") industry, which has been negatively impacted
by reduced demand by pharmaceutical and biotechnology clients as
well as by pricing pressure due to industry overcapacity.  While
Harlan had been reporting growth rates that were above-market over
the past several quarters, the 3Q results were more in-line with
industry peers.  Further, the negative outlook reflects the
challenges and expense the company faces with respect to improving
the financial reporting infrastructure and internal controls.

Ratings Downgraded:

Harlan Laboratories:

* First Lien U.S. Revolving Credit Facility, due 2013, to B3, LGD-
  3, 44% (from B2, LGD-3, 45%)

* First Lien Term Loan, due 2014, to B3, LGD-3, 44% (from B2, LGD-
  3, 45%)

* Corporate Family Rating, to B3 from B2

* Probability of Default Rating, to B3 from B2

Harlan Netherlands B.V.:

* First Lien EURO Revolving Credit Facility, due 2013, to B3, LGD-
  3, 44% (from B2, LGD-3, 45%)

Moody's last rating action was September 10, 2009 when Moody's
affirmed the company's ratings.

Harlan, headquartered in Indianapolis, Indiana, is a global
Contract Research Organization that provides outsourced
preclinical tools and services to the pharmaceutical,
biotechnology, chemical and food industries.  Harlan focuses on
animal research models and early stage testing of chemical and
drug compounds, with particular strength in the European market.
Moody's estimates that for the twelve months ended September 30,
2009 Harlan generated net sales approximating $374 million.


HAVEN TRUST: Former Directors Face Class Action Lawsuit
-------------------------------------------------------
A client of the law firms of Gorby, Peters & Associates, P.C. and
Berger & Montague, P.C. has filed a class action in the U.S.
District Court for the Northern District of Georgia, Atlanta
Division on behalf of all purchasers of Haven Trust Bancorp, Inc.
securities between December 31, 2006 and December 12, 2008,
inclusive.  Defendants are R.C. Patel, Mukesh C. Patel, Brig M.
Kapool, Mukund R. Patel, Narenda D. Patel and Dhiru G. Patel,
former directors of Haven Trust.

Investors who purchased securities during the Class Period may
move the Court to appoint them as lead plaintiff, no later than
March 5, 2010.  A lead plaintiff is a representative party acting
on behalf of other class members in directing the litigation.
Investors in Haven Trust who wish to discuss this action or the
lead plaintiff selection process may contact Berger & Montague,
P.C., toll free at 1-800-424-6690, or by e-mail at
investorprotect@bm.net.  A copy of the class action complaint can
be viewed on Berger & Montague, P.C.'s website at
www.bergermontague.com or may be requested from the Court: the
case is Mukta Patel v. R.C. Patel, et al., Case No. 1:09-CV-3684
(N.D. Ga.).

                      About Haven Trust

Haven Trust was a bank holding company that owned and operated
Haven Trust Bank located in Duluth, Georgia.  The complaint
alleges that former directors of Haven Trust violated the federal
securities laws and Georgia state law by omitting to disclose to
investors that its banking subsidiary engaged in certain improper
banking practices which were identified by bank examiners prior to
and during the Class Period.  Due to significant deterioration of
the bank's condition, among other things, the banking subsidiary,
Haven Trust Bank, sought receivership with the FDIC on December
12, 2009 and the holding company, Haven Trust, filed for
bankruptcy protection on February 23, 2009, damaging investors.


HAWAII MEDICAL: Court to Hold Hearing on Competing Plans Jan. 27
----------------------------------------------------------------
Linda Chiem at Pacific Business News reports that a hearing is set
for Jan. 27, 2010, to consider the feasibility of each plan filed
by Hawaii Medical Center, the Official Committee of Unsecured
Creditors, and St. Francis Healthcare System of Hawaii.  The plans
highlight conflicting vision for Hawaii Medical's hospitals in
Liliha and Ewa, and delay their ability to pay back million of
dollars owed to vendors, Ms. Chiem notes.

The company's plan is premised on selling off assets to pay down
debt, Ms. Chiem adds.

                    About Hawaii Medical Center

Hawaii Medical Center is the first for-profit, physician-owned
hospital in the state.  In January 2007, Hawaii Physician Group
LLC together with Cardiovascular Hospitals of America (CHA), a
leading U.S. hospital management company, established the new
Hawaii Medical Center with two hospital campuses on Oahu - HMC
West in Ewa Beach and HMC East in Liliha.  HPG membership is
nearly 130 physicians strong and the group retains 49% ownership
of HMC, with the other 51% retained by CHA.

Wichita, Kansas-based CHA Hawaii LLC, and its affiliates --
including Hawaii Medical Center LLC -- filed for Chapter 11
protection on Aug. 29, 2008 (Bankr. D. Del. Case No. 08-12027).
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP
represents the Debtors in their restructuring efforts.  The
Debtors listed assets of between $1 million and $10 million and
liabilities of between $50 million and $100 million when they
filed for bankruptcy.


INTERNATIONAL ALUMINUM: Files Chapter 11 with Plan
--------------------------------------------------
International Aluminum Corporation has entered into a
restructuring agreement with holders of approximately 72% of its
senior debt.  The goal of the restructuring agreement is to
significantly reduce the Company's debt and other guaranteed
obligations, allowing it to maximize its product offerings,
customer experience, and profitability for long-term success.

To facilitate the restructuring agreement, the Company and its
U.S. subsidiaries have filed voluntary petitions to reorganize
under Chapter 11 of the U.S. Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware.  The Company also
filed its proposed Plan of Reorganization and related Disclosure
Statement and intends to move swiftly through approval of the
Disclosure Statement and confirmation of the Plan by the Court to
permit an expedited exit from bankruptcy.  The Company's Canadian
subsidiaries are not included in the Chapter 11 filing.

The Company is targeting a March 1 hearing for confirmation of the
Plan.

"International Aluminum Corporation is a strong and viable
Company.  We are securing the Company's long-term future by taking
this decisive action to restructure our debt and strengthen our
balance sheet," said International Aluminum Chief Executive
Officer, Dick Almy.  "We believe that through this process the
Company will emerge stronger, more competitive, and unburdened by
debt, allowing for future growth."

As is standard in cases such as this, International Aluminum is
seeking authority from the Court that will enable it to continue
to operate its business without interruption.  The requests
include authority to continue to honor all customer programs such
as warranties and to continue to pay salaries and provide benefits
to employees.

In addition, the company is in a very strong cash position,
allowing it to continue to support its day-to-day and ongoing
operations, including paying vendors and suppliers for goods and
services provided after the Company's Chapter 11 case filings.
The proposed reorganization Plan also provides for the full
payment of all pre-Chapter 11 claims of the company's vendors and
suppliers.

In response to the unprecedented downturn in both residential and
commercial construction sectors, causing a severe decline in the
purchase and use of aluminum and vinyl products, the company
determined that a Chapter 11 restructuring would be the best
solution to protect the future of the business and the interests
of its valuable partners and constituents.

"Like many other manufacturing companies in the United States, the
protracted recession has had a dramatic impact on our ability to
manage debt costs and comply with our debt guidelines," said
Mr. Almy.  "But International Aluminum is resolute and committed
to the future, and we believe that this restructuring will
ultimately benefit our customers, business partners, and
employees."
IAC on December 31, 2009, entered into a Restructuring Support
Agreement with the administrative agent and certain lenders under
their senior credit facility -- $125 million term loan and $20
million revolving loan.  Holders of more than 72% of the claims
under the senior facility agreed to support a pre-negotiated plan
of reorganization, pursuant to which:

     -- Senior secured creditors would receive new notes and 100%
        of the equity in the reorganized companies;

     -- Senior subordinated note claims ($45 million) would
        receive nothing on account of their claims;

     -- General unsecured claims, administrative expense claims,
        tax claims, certain priority non-tax claims and certain
        other secured claims would be paid in full; and

     -- Existing equity interests would be extinguished.

A copy of the plan was filed together with the bankruptcy
petition.

                   About International Aluminum

International Aluminum is an integrated building products
manufacturer of diversified lines of quality aluminum and vinyl
products.  The company was incorporated in California in 1963 as
successor to an aluminum fabricating business begun in 1957.
Residential products are fabricated from aluminum and vinyl into a
broad line of horizontal sliding windows, vertical sliding
windows, casement windows, garden windows, bay and bow windows,
special configuration windows, louvre windows, patio doors, and
related products.  Commercial products are fabricated from
aluminum into curtainwalls, window walls, slope glazed systems,
storefront framing, entrance doors and frames, and commercial
operable windows for exterior applications, including storm and
blast resistant applications and office fronts, office partitions,
doors, and frames for interior applications.  The Company is
headquartered in Monterey Park, California, and has approximately
1,000 employees.  Operations are conducted through 24 facilities
throughout the United States and Canada.

Genstar Capital Partners IV, L.P., holds 75.72% stake in Debtor
IAC Holding Co.  Meanwhile, IAC Holding is the 100% shareholder of
Debtor International Aluminum Corporation.

International Aluminum filed for Chapter 11 on Jan. 5, 2009
(Bankr. D. Del. Case No. 10-10003).  The company blamed the filing
on the "severe decline" in commercial and residential
construction.

Weil, Gotshal & Manges LLP and Richards, Layton & Finger, P.A.,
serve as counsel to the Debtors.  Moelis & Company serves as
financial advisors.  Kurtzman Carson Consultants LLC serves as
claims and noticing agent.

Court papers list assets of $198 million and debt totaling
$217 million on Nov. 30.  Revenue for a year ended in November was
$177 million.


INTERNATIONAL ALUMINUM: Case Summary & 30 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: International Aluminum Corporation
        767 Monterey Pass Rd.
        Monterey Park, CA 91754

Bankruptcy Case No.: 10-10003

Debtor-affiliate filing separate Chapter 11 petitions:

    Entity                                 Case No.
    ------                                 --------
IAC Holding Co.                            10-10004
United States Aluminum Corporation         10-10005
United States Aluminum Corporation         10-10006
-Carolina
United States Aluminum Corporation         10-10007
-Illinois
United States Aluminum Corporation         10-10008
-Texas
RACO Interior Products, Inc.               10-10009
General Window Corporation                 10-10010
International Extrusion Corporation        10-10011
-Texas
Internal Extrusion Corporation             10-10012
International Window-Arizona, Inc.         10-10013
International Window Corporation           10-10014

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

About the Business: International Aluminum is an integrated
                    building products manufacturer of diversified
                    lines of quality aluminum and vinyl products.

Debtors'
Local Counsel:    John Henry Knight, Esq.
                  Richards, Layton & Finger, P.A.
                  One Rodney Square
                  P.O. BOX 551
                  Wilmington, DE 19899
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  Email: knight@rlf.com

                  L. Katherine Good, Esq.
                  Richards, Layton & Finger, P.A.
                  920 North King Street
                  Wilmington, DE 19801
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  E-mail: good@rlf.com
Debtors'
Bankruptcy
Counsel:          Weil, Gotshal & Manges LLP and Richards, Layton
                  & Finger, P.A.

Debtors'
Fin'l Advisors:   Moelis & Company s

Debtors'
Claims Agent:     Kurtzman Carson Consultants LLC

Total Assets As of Nov. 30, 2009: $198 Million

Total Debts As of Nov. 30, 2009: $217 Million

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

            http://bankrupt.com/misc/deb10-10003.pdf

Debtor's List of 30 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Carlyle Mezzanine          Unsecured Notes        $22,316,998
Partners, LP

Nylim Mezzanine Partners,  Unsecured Notes        $10,154,376
II LP

AEA Mezzanine Fund, LP     Unsecured Notes        $9,601,125

AEA Mezzanine Fund         Unsecured Notes        $3,050,240
(Unleveraged), LP

Nylim Mezzanine Partners   Unsecured Notes        $2,496,989
II
Parallel Fund, LP

Carlyle Capital            Unsecured Notes        $2,479,663
Limited

URS Corporation            Trade Debt             $105,825

Morpark Specialties        Trade Debt             $103,354

Southeastern Extrusion     Trade Debt             $101,019

Business Credit Solutions  Trade Debt             $65,006

Guardian Industries        Trade Debt             $48,636

Henkel Surfaces            Trade Debt             $36,788
Technologies

Blake, Cassels and         Trade Debt             $28,199
Graydon LLC

Chemtreat Inc.             Trade Debt             $25,309

Orco Door Closer Services  Trade Debt             $22,545

Glass Equipment            Trade Debt             $22,018
Development

Pemko Mfg Co.              Trade Debt             $20,902

Central Extrusion Die      Trade Debt             $19,456

Aluminite Northwest-       Trade Debt             $19,357
Phoenix

All Weather Tempering      Trade Debt             $19,301

Womack Machine Supply      Trade Debt             $19,021

Santoshi Corp              Trade Debt             $19,156

Archer Norris              Trade Debt             $17,892

Patillo Industrial         Trade Debt             $17,542
Partners

Robert A. Clark            Trade Debt             $17,359

Brian D. Walls             Trade Debt             $16,169
dba M&M Industrial Supply
Co

Equipment Depot            Trade Debt             $15,619

Northwestern Industries    Trade Debt             $15,228

Tigert Co Inc.             Trade Debt             $14,661

EPCO Industrial            Trade Debt             $14,151
Contractors


The petition was signed by Jeffrey B. Park, chief financial
officer of the Company.


JOANNE SANDBLOM: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Joanne M. Sandblom
        10 Green Pastures
        Algonquin, IL 60102

Bankruptcy Case No.: 10-70005

Debtor-affiliates filing separate Chapter 11 petition January 1,
2009:

        Entity                                     Case No.
        ------                                     --------
Boulevard Shoppes, LLC                             09-74303

Debtor-affiliates filing separate Chapter 11 petition September 2,
2009:

        Entity                                     Case No.
        ------                                     --------
Naples Sunshine, LLC                              09-73797

Debtor-affiliates filing separate Chapter 11 petition November 17,
2009:

Oakridge Development Co.                           09-75095

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Northern District of Illinois (Rockford)

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

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

The petition was signed by Ms. Sandblom.

Debtor's List of 3 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Chase card Services                               $14,353

Citi Business Cards                               $21,646

Internal Revenue Service   Past due 941           $195,000
Special Procedures         withholding


LANDAMERICA FIN'L: Agreement Canceling SunTrust Letter of Credit
----------------------------------------------------------------
Before the Petition Date, Lawyers Title Insurance Corporation,
formerly a subsidiary of LandAmerica Financial Group, Inc.,
became indebted to Falcon B. Sellars, Jr., in the amount of
$9,000,000 pursuant to the settlement of certain legal claims.

LFG, on behalf of Lawyers Title, directed SunTrust Bank to issue
an irrevocable standby letter of credit for the benefit of Mr.
Sellers to secure amounts payable by Lawyers Title under the
parties' Settlement.

Lawyers Title was subsequently purchased by Fidelity National
Title Insurance as part of the sale of LFG's interests in its
regulated insurance subsidiaries to Fidelity National.

Mr. Sellars has now been paid all amounts owing under the
Settlement, and the balance of the L/C is currently zero.  Mr.
Sellars returned the Original L/C to Fidelity National, which has
also returned the same L/C to SunTrust.  However, administrative
fees will continue to accrue despite the zero balance of the L/C
unless the L/C is cancelled.

To cancel the L/C, Mr. Sellars must execute an acknowledgement of
the cancellation but Mr. Sellars is not willing to do so despite
having returned the Original L/C to Fidelity National.

SunTrust and LFG have worked to resolve all issues related to the
L/C and have negotiated and agreed to a stipulation, which
acknowledges that all obligations owing under the Settlement have
been paid and provides for cancellation of the L/C subject to the
Court's order.  The Stipulation further provides that the
Bankruptcy Court will retain exclusive jurisdiction to enforce
the terms of the Stipulation and adjudicate any claims or
disputes arising from it.

Accordingly, the parties ask the Court to approve their
Stipulation.

                   About LandAmerica Financial

LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents.  LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.

LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994).  Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel.  Zolfo Cooper is the restructuring advisor.  Epiq
Bankruptcy Solutions serves as claims and notice agent.

Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange.  Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.

In its bankruptcy petition, LFG listed total assets of
$3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30,
2008.

On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief.  Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.   LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.

Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)


LANDAMERICA FIN'L: Closing Agreement With IRS Approved by Court
---------------------------------------------------------------
LandAmerica Financial Group, Inc., sought and obtained the Court's
authority to enter into a closing agreement with the Internal
Revenue Service.

The IRS filed Claim Nos. 154 and 368 against LFG.  Claim No. 368
superseded and replaced in its entirety Claim No. 154.  Under
Claim No. 369, the IRS asserted priority unsecured claims for (i)
$47,778,529 for the year 2003, (ii) $2,062,836 for the year 2005,
and (iii) $4,250,329 for the year 2006; and a non-priority
unsecured claim for penalties and interest for $25,030 for the
year 2006.  The claims asserted by the IRS under Claim No. 368
other than the 2003 Claim are referred to as the "Remaining
Claims."

The 2003 Claim originates from a Notice of Deficiency issued on
March 25, 2008, by the Commissioner of Internal Revenue to LFG
for the 2003 tax year.  The Notice of Deficiency, which relates
solely to the reporting of income from title insurance policies
issued by Commonwealth Land Title Insurance Company, Lawyers
Title Insurance Corporation, and Transaction Title Insurance
Company or the "Underwriter Companies" through unaffiliated
agencies, asserted a tax deficiency of $35,179,749 for the 2003
tax year and explained that "it is determined that gross premiums
should be included in income on the earlier of the effective date
of the insurance policy or when all or a portion of the gross
premium is received for the policy.  Accordingly, income is
increased $100,513,567 for the tax year ended December 31, 2003."

Although the Notice of Deficiency provided no detail as to how
the IRS calculated the deficiency amount, the amount referenced
matches the amount set forth in a Notice of Proposed Adjustment
(Form 5701) issued on December 12, 2005, by the Commissioner to
LFG.  The Notice of Proposed Adjustment asserted an
underreporting of the Underwriters' underwriting income in the
amount of $100,513,567.

In order to consensually resolve the 2003 Claim, representatives
of the Debtors, the Official Committee of Unsecured Creditors of
LFG, and the IRS entered into negotiations in August 2009.  After
weeks of extensive arm's-length negotiations, the Parties reached
an agreement on September 18, 2009, regarding a global settlement
of the 2003 Claim, whereby LFG would agree to pay the IRS
$6,800,000 in exchange for the IRS's release and discharge of the
2003 Claim.

The salient provisions of the Closing Agreement are:

  (a) The Commissioner is not changing the Debtors' method of
      accounting for title insurance premium income from agency
      operations;

  (b) The accounting method issue covered by the Closing
      Agreement is being resolved on a time-value-of-money basis
      pursuant to Section 6.02(4) of Rev. Proc. 2002-18.

  (c) The specified settlement amount under Section 6.02(4)(b)
      of Rev. Proc. 2002-18, and the amount payable by the
      Debtors to fully and finally resolve the 2003 Claim, is
      $6,800,000.  The Remaining Claims will remain unresolved
      without prejudice to the Debtors' right to object to any
      claims on any available grounds;

  (c) The specified amount is not interest under Section 163(a)
      of the Internal Revenue Code and may not be deducted or
      capitalized under any provision of the Code;

  (d) The Commissioner is not precluded from changing the
      Debtors' method of accounting for title insurance premium
      income from agency operations upon subsequent examination
      for any open taxable year not covered by the Closing
      Agreement;

  (e) If the Debtors' method of accounting for title insurance
      premium income from agency operations subsequently is
      changed in any open taxable year not covered by the
      Closing Agreement, the adjustment under Section 481(a)
      will be determined by reference to all items arising prior
      to the year of change; and

  (f) The Closing Agreement does not become effective until (i)
      the Bankruptcy Court approves the Parties' resolution and
      the Commissioner receives payment of $6,800,000 from the
      Debtors' bankruptcy estate; and (b) the U.S. Tax Court
      enters the Parties' stipulated decision in the Tax Court
      case bearing Docket No. 15088-08.

Dion W. Hayes, Esq., at McGuireWoods LLP, in Richmond, Virginia,
relates that the Closing Agreement resolves significant claims
against the Debtors.  He avers that absent the Closing Agreement,
the Parties would likely engage in costly litigation to resolve
the 2003 Claim, taking valuable time and resources from the
Debtors' estates or their successors-in-interest.  He also notes
that if LFG failed to prevail in the litigation, the Debtors
would be subject to the 2003 Claim and liens that could exceed,
and perhaps far exceed, the specified amount under the Closing
Agreement.

A full-text copy of the IRS Closing Agreement is available for
free at http://bankrupt.com/misc/LandAm_IRSAgreement.pdf

                           *     *     *

Judge Kevin Huennekens of the United States Bankruptcy Court for
the District of Virginia approved the Closing Agreement entered
into by and between LandAmerica Financial Group, Inc., and the
Internal Revenue Service.

The IRS' 2003 Claim is resolved as set forth under the Closing
Agreement while the remaining claims asserted by the IRS under
Claim No. 368 remain unresolved and subject to objection by the
Debtors or any successor trustees on any available grounds.

The 2003 Claim originates from a Notice of Deficiency issued on
March 25, 2008, by the Commissioner of Internal Revenue to LFG
for the 2003 tax year.  The Notice of Deficiency, which relates
solely to the reporting of income from title insurance policies
issued by Commonwealth Land Title Insurance Company, Lawyers
Title Insurance Corporation, and Transaction Title Insurance
Company or the "Underwriter Companies" through unaffiliated
agencies, asserted a tax deficiency of $35,179,749 for the 2003
tax year and explained that "it is determined that gross premiums
should be included in income on the earlier of the effective date
of the insurance policy or when all or a portion of the gross
premium is received for the policy."

To the extent necessary, relief is granted from the automatic
stay and from any other applicable injunction solely to permit
the filing and entry in the United States Tax Court of the
Parties' stipulated Decision in the Tax Court Case bearing Docket
No. 15088-08.

                   About LandAmerica Financial

LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents.  LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.

LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994).  Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel.  Zolfo Cooper is the restructuring advisor.  Epiq
Bankruptcy Solutions serves as claims and notice agent.

Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange.  Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.

In its bankruptcy petition, LFG listed total assets of
$3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30,
2008.

On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief.  Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.   LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.

Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)


LANDAMERICA FIN'L: Claims Settlements for October Quarter
---------------------------------------------------------
Pursuant to a May 21, 2009 Claims Settlement Procedures Order,
LandAmerica Financial Group Inc. and its units presented to the
Court a summary of settlement agreements they entered into for the
quarter period from August 1, 2009 through October 30, 2009.

(1) Ataco Land Transfer, Inc. Settlement Agreement

   LandAmerica Financial Group, Inc., entered into a settlement
   agreement with ATACO Land Transfer, Inc., and Eileen Terry,
   relating to the satisfaction and release of a promissory note
   dated December 31, 2005, and any ancillary loan documents.
   The principal provisions of the ATACO Agreement are:

     (a) The ATACO Note is deemed an asset of LFG;

     (b) The ATACO Borrower made a payment on September 1, 2009,
         totaling $2,394;

     (c) Based on records available as of October 1, 2009, the
         balance due under the ATACO Note was $9,440;

     (d) The ATACO Borrower agreed to pay $6,500 in full and
         complete satisfaction of the ATACO Loan Documents, and
         LFG has agreed to accept the ATACO Settlement Amount,
         subject to the terms and conditions of the Order
         Approving Settlement Agreement by and among LFG and
         Fidelity National Financial, Inc.

   The ATACO Agreement was served on the notice parties on
   October 26, 2009, in accordance with the Settlement
   Procedures Order.  If no objections are received on or before
   November 2, 2009, the ATACO Agreement will become effective.

(2) Pine Hill Crossings LLC Assignment of Membership Interest

   Building Exchange Company, a wholly owned subsidiary of
   Debtor LandAmerica 1031 Exchange Company, and Pine Hill
   Crossings, LLC, entered into an Assignment of Memberships
   Interest to effectuate the intent of an Assignment and
   Acceptance Qualified Exchange Accommodation Agreement
   dated July 17, 2008, by and between Building Exchange
   Company, as assignor, LES, and Pine Hill Crossings, LLC, as
   exchangor.

   The principal provisions to the Assignment are:

    (a) Upon the payment of $1, the Parties agree that (i) the
        Pine Hill and LES will direct Building Exchange to
        assign all of its membership interest in the Owner
        directly to Pine Hill, in lieu of conveying title to
        certain Replacement Property to Pine Hill, and (ii) the
        Pine Hill will assume all obligations of Building
        Exchange with respect to the Replacement Property,
        except that Pine Hill will not assume any liability
        regarding a non-recourse promissory note issued by
        Building Exchange to LES, totaling $1,314,325;

    (b) Pine Hill absolutely and irrevocably forever releases
        Building Exchange and LES, as well as their parent
        companies, successors, and affiliates from any manner of
        action arising from events prior to the date of the
        Assignment; and

    (c) Building Exchange and LES absolutely and irrevocably
        forever releases Pine Hill, as well as its parent
        companies, successors, and affiliates from any manner of
        action arising from events prior to the date of the
        Assignment.

   Additionally, the LES Committee has acknowledged and agreed
   to the Assignment.  The Assignment was served on the notice
   parties in accordance with the Settlement Procedures Order on
   October 19, 2009.  No objections were received and, pursuant
   to the Settlement Procedures Order, the Assignment became
   effective on October 26, 2009.

(3) SPUSV5 500 Brand Settlement Agreement

   LandAmerica Title Company entered into an agreement with
   SPUSV5 500 Brand, LP, relating to an administrative expense
   claim for postpetition rent, totaling $76,528, allegedly owed
   by LandAm Title under a lease agreement entered into between
   New Century Title Company, as tenant, and NBB Associates,
   L.P., the Landlord's predecessor-in-interest for the rental
   of a nonresidential real property located at 500 North Brand
   Boulevard, in Glendale, California 91203.

   The Administrative Claim was premised on the Landlord's
   contention, which is disputed by LandAm Title, that LandAm
   Title assumed the Lease from New Century Title Company.
   Pursuant to the Brand Settlement Agreement, LandAm Title paid
   the Landlord $60,000 in full and final settlement of the
   Administrative Claim and upon payment, the Landlord and
   LandAm Title forever released and discharged one another, and
   each other's respective parents, subsidiaries and affiliates
   from any claims relating to rent or other obligations arising
   under the Lease, for the period commencing on or after the
   Petition Date.

   The Brand Settlement Agreement was served on the notice
   parties in accordance with the Settlement Procedures Order on
   October 20, 2009.  No objections were received and pursuant
   to the Settlement Procedures Order, the Brand Settlement
   Agreement became effective on October 27, 2009.

(4) Guardian Title & Guaranty Agency Settlement

   LFG entered into a settlement dated September 29, 2009, with
   Signature Acquisition Corp., Guardian Title & Guaranty
   Agency, Inc., dba Guardian Title Company and Michael P.
   Maniche, relating to the satisfaction and release of that
   Certain promissory note dated August 31, 2007, and any
   ancillary loan documents.

   The principal provisions of the Guardian Settlement Agreement
   are:

     (a) pursuant to the FNF Order, the Guardian Note is deemed
         an asset of LFG;

     (b) The Guardian Borrower's last payment was made on
         August 17, 2009, for $244,615;

     (c) Based on records available, as of September 15, 2009,
         the balance due under the Guardian Note was $7,354.84;

     (d) The Guardian Borrower believes the Guardian Note
         Payment satisfied its obligations under the Guardian
         Loan Documents; and

     (e) LFG has agreed to accept the Guardian Note Payment,
         subject to the terms and conditions of the FNF Order,
         in full and complete satisfaction of the Guardian Loan
         Documents.

   The Guardian Settlement Agreement was served on the notice
   parties in accordance with the Settlement Procedures Order on
   October 20, 2009.  No objections were received and pursuant
   to the Settlement Procedures Order, the Guardian Settlement
   Agreement became effective on October 27, 2009.

(5) Wachovia Financial Settlement

   LFG entered into an agreement with Wachovia Financial
   Services, Inc., relating to the termination of that certain
   master equipment lease entered into between the Debtor and
   Lessor for the rental of certain office furniture and office
   related equipment for use at the Debtor's headquarters
   facility in Glen Allen, Virginia.

   The principal provisions of the Termination Agreement are:

     (a) The Lease is terminated as of August 25, 2009;

     (b) The Lessee will pay Lessor the monthly rent due for the
         period September 1, 2009 to September 30, 2009,
         totaling $101,103;

     (c) On the Termination Date, the Lessee will be deemed to
         have surrendered all of the Leased Property, other than
         certain retained leased furniture and equipment to
         Lessor;

     (d) The Lessee will maintain one or more insurance
         policies, each naming Lessor as a loss payee, insuring
         all of the Leased Property against theft, casualty and
         other loss in an amount equal to the replacement cost
         of the Leased Property, through and including Sept. 30,
         2009;

     (e) On or before five days after the Effective Date, Lessee
         will pay Lessor $398,897 in full satisfaction of any
         and all claims Lessor may have against Lessee arising
         under, associated with or related to the Lease or the
         Leased Equipment;

     (f) Notwithstanding termination of the Lease, the Lessee
         will be entitled to use and retain possession of the
         Retained Property up and until the later of (i)
         October 31, 2009, or (ii) 30 days following receipt of
         notice from Lessor that Lessor is taking possession and
         control of the Retained Property; and

     (g) Upon payment of the Settlement Payment, the Lessor and
         Lessee will release and discharge one another from any
         claims whether arising before or after the Petition
         Date, arising out of or in connection with the Lease or
         the Leased Equipment.

  The Termination Agreement was served on the notice parties in
  accordance with the Settlement Procedures Order on August 26,
  2009.  No objections were received and, pursuant to the
  Settlement Procedures Order, the Assignment became effective
  on September 2, 2009.

                   About LandAmerica Financial

LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents.  LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.

LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994).  Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel.  Zolfo Cooper is the restructuring advisor.  Epiq
Bankruptcy Solutions serves as claims and notice agent.

Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange.  Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.

In its bankruptcy petition, LFG listed total assets of
$3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30,
2008.

On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief.  Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.   LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.

Bankruptcy Creditors' Service, Inc., publishes LandAmerica
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by LandAmerica Financial and its affiliate LandAmerica
1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or
215/945-7000)


LANDMARK VALLEY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Landmark Valley Homes, Inc.
        100 Savannah, Suite 540
        McAllen, TX 78503

Bankruptcy Case No.: 10-70013

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (McAllen)

Judge: Richard S. Schmidt

Debtor's Counsel: John Kurt Stephen, Esq.
                  Cardena Whitis and Stephen
                  100 S Bicentennial Blvd
                  McAllen, TX 78501-7050
                  Tel: (956) 631-3381
                  Email: kurtstep@swbell.net

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

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

According to the schedules, the Company has assets of $34,119,790,
and total debts of $19,484,476.

The petition was signed by James W. Bennett, the company's
president.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Brenwood Park Village                             $25,531
Community Ass

Coastal Trailer Trash      Please see Exhibit U    $12,318
Acct

Cokinos Bosien & Young     attorney services      $14,731

Core Busienss Solutions                           $9,008

Creative Scapes                                   $8,267
Landscaping

Dyer & Associates Law      attorney               $12,304
Firm

G&P Contractors, Inc.      bricklayer             $8,300
                           subcontractor

GMAC Automotive Financing  2008 chevrolet         $26,631
                           Silverado              (18,025
                           VIN#1537 In McAllen    secured)

GMAC Automotive Financing  2009 Chevrolet K2500   $40,444
                           VIN#0482               ($31,000
                           In McAllen             secured)

Houston Post-Tension, Inc. steel supplier         $15,484

INB Properties, Inc.       building space lease   $45,816

McCoy's Building Supply                           $31,528

MG Building Materials, LT  Lumber supplier        $23,667


Reliant Energy                                    $16,192

Roel Concrete, LLC         foundation             $7,430
                           subcontractor

Sam's Club Discvoer                               $7,456

Sears Commercial One                              $14,274

Villareal Plumbing-CC                             $12,153

Zarsky Lumber Co., Inc.                           $24,671


LATHAM INT'L: Wants to Bar Committee From Releasing Private Info
----------------------------------------------------------------
Latham International, Inc., et al., have asked the U.S. Bankruptcy
Court for the District of Delaware to prohibit any creditors'
committee appointed from providing access to the Debtors'
confidential and other non-public proprietary or privileged
information to the creditors it represents.

The U.S. Trustee hasn't appointed any official committee.

The Debtors say that section 1102(b)(3)(A) of the U.S. Bankruptcy
Code is unclear and ambiguous.  According to the Debtors, the
statute simply requires a committee "to provide access to
information," without offering any guidance as to the type, kind
and extent of the information to be provided.

The Debtors state that their general creditors or competitors
buying claims could require any Creditors' Committee that may be
appointed to turnover Confidential Information in the possession
of the committee.  The information could easily become public
immediately thereafter.  This would result in competitors gaining
access to the Debtors' business strategies and intended
initiatives, thereby allowing them to adjust to the Debtors'
plans, which would reduce -- if not altogether eliminate -- the
value of such initiatives to the estates, and thus diminish the
value of the estates to all creditors.  Other Confidential
Information of the Debtors, like compensation levels, is of a
sensitive nature, the Debtors say.

The relief sought by the Debtors will also benefit the Committee
as well, according to the Debtors.  It will ensure that the
Committee does not breach the confidentiality agreements executed
with the Debtors or corresponding covenants enacted in a given
Committee's bylaws.

Latham, New York-based Latham International, Inc., dba Latham
Acquisition Corporation, is the largest manufacturer of swimming
pool components and pool accessories in North America.  Latham
offers a broad product line, including in-ground and above ground
vinyl liners, polymer and steel pool wall systems, fiberglass
pools, steps, ladders, pool safety covers, automatic pool covers
and a variety of other pool related accessories sold under
recognized brand names such as Pacific Pools, Ft. Wayne Pools,
Elite, Sterling, Kafko, Performance, Technican, Triac, Viking, CPC
and Coverstar.  Latham's products are sold primarily to the in-
ground pool market both through a wide range of business-to-
business distribution channels in the US, Canada and Europe,
and direct to pool builders and dealers.

Latham International filed for Chapter 11 bankruptcy protection on
December 22, 2009 (Bankr. D. Delaware Case No. 09-14490).  The
Company's affiliates -- Latham Manufacturing Corp.; Viking Pools,
LLC; Coverstar, LLC; and Kafko (US) Corp. -- also filed Chapter 11
bankruptcy petition.  Laura Davis Jones, Esq.; Michael Seidl,
Esq.; and Timothy P. Cairns, Esq., at Pachulski Stang Young &
Jones LLP, assist the Debtors in their restructuring efforts.
Latham International listed $50,000,001 to $100,000,000 in assets
and $100,000,001 to $500,000,000 in liabilities.


LBJ LAKEFRONT: Case Summary & 13 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: LBJ Lakefront Inc.
        P.O. Box 4466
        Horseshoe Bay, TX 78657

Bankruptcy Case No.: 10-10023

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: Craig A. Gargotta

Debtor's Counsel: Mark Curtis Taylor, Esq.
                  Hohmann, Taube & Summers, LLP
                  100 Congress Ave, Suite 1800
                  Austin, TX 78701
                  Tel: (512) 472-5997
                  Fax: (512) 472-5248
                  Email: markt@hts-law.com

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

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

The petition was signed by Kenneth G. Martin, the company's
president.

Debtor's List of 13 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Llano County Tax Office    Real Property Tax      $72,425

The Kenneth G. And Karen   Contract               $40,444
Jo Martin
Revocable Living Trust

Horseshoe Bay Maintenance  Annual fees            $16,811
Fund

Burnet Central Appraisal   Real Property Tax      $14,341
District

Matern Island Association  Annual fees            $9,000

Brown & Lacallade, PC      Services               $1,550
Attorneys at Law

Michael Warner &           Services               $1,300
Associates, PC
Certified Public
Accountants

Reagan National            Contract/Lease         $1,026
Advertising

Escondido Homeowners       Annual fees            $900
Association

RLC Electric, Inc.         Services               $629

Marble Falls Spa & Pool    Services               $523

Devault Home Security &    Services               $75
Innovative Concepts

Escondido Club             Membership dues        $0


LEHMAN BROTHERS: Fee Committee Has OK to Tap BrownGreer PLC
-----------------------------------------------------------
The Fee Committee of Lehman Brothers Holdings, Inc., and its
affiliated debtors obtained permission from the Bankruptcy Court
to employ BrownGreer PLC as fee and expense analyst, nunc pro tunc
to June 10, 2009.

The Fee Committee has determined that the volume of fee and
expense applications from retained professionals warrants
assistance from a consultant who can provide computerized
analyses of those requests.  Accordingly, the Fee Committee has
selected BrownGreer as the best qualified and most cost-effective
professional to support the Fee Committee, with automated
analysis and related services, in its review of fee and expense
requests.

The Fee Committee has engaged BrownGreer to provide the services
outlined in an Engagement Statement, which include:

  (a) auditing the accuracy of Fee Applications and Invoices;

  (b) reviewing the Fee Applications and Invoices for compliance
      with the applicable provisions of the Bankruptcy Code, the
      Bankruptcy Rules, the U.S. Trustee Guidelines, and the
      Local Rules and Orders of the Court;

  (c) analyzing Fee Applications and Invoices for identification
      of billing irregularities;

  (d) preparing standard and customized reports summarizing the
      results of the Fee Application and Invoice reviews; and

  (e) other services as the Fee Committee may request.

Kenneth R. Feinberg, chairman of the Fee Committee, asserts that
the employment of BrownGreer is in the best interest of the
Debtors estates and of their bankruptcy cases as a whole because
it will aid in the Fee Committee's analysis of fees and expenses,
and will augment the Fee Committee's ability to properly and
efficiently analyze a large volume of fee and expense requests
within relatively short time frames.  Mr. Feinberg relates that
from the Petition Date through May 31, 2009, the Retained
Professionals have submitted approximately $217.8 million in fees
and expenses.

The Fee Committee will pay BrownGreer at the Firm's regular
hourly rates for legal and non-legal personnel, and to reimburse
BrownGreer for all reasonable and necessary expenses.
BrownGreer's hourly rate structure ranges from:

  -- $350 to $380 for partners,
  -- $150 to $200 for associates and counsel, and
  -- $45 to $145 for paraprofessionals.

Orran L. Brown, owner and chairman of BrownGreer PLC, assures the
Court that his firm has not represented and has no relationship
with (i) the Debtors; (ii) their creditors or equity security
holders; (iii) any other parties-in-interest in this case; (iv)
the attorneys and accountants of any party-in-interest; or (v)
the United States Trustee or any person employed in the Office of
the United States Trustees, in any matter relating to the
Debtors' bankruptcy cases.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

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

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Gets Approval of Agreement With REPE Inc.
----------------------------------------------------------
Lehman Commercial Paper Inc. obtained approval from the U.S.
Bankruptcy Court for the Southern District of New York of an
agreement with Real Estate Private Equity Inc.

The agreement, if approved, would authorize the mutual release of
claims between LCPI and REPE related to about $268 million loans,
which LCPI provided to three subsidiaries of Lehman Brothers Real
Estate Mezzanine Partners II LP.  The release will take effect if
LCPI sells, transfers or disposes of its stake in the loans.

A full-text copy of the agreement is available without charge
at http://bankrupt.com/misc/LehmanAgreementREPE.pdf

Lehman Brothers REMP is being managed by REPE and another
affiliate of Lehman Brothers Holdings Inc.  Its subsidiaries that
availed of the loans are Adams Mark Mezz Holdings LLC, Irvine
Mezz Holdings LLC and Archstone TIC Mezz Holdings LLC.

LCPI entered into the agreement in connection with another deal
it negotiated with PCCP LLC, also known as Pacific Coast Capital
Partners.

LCPI tapped the investment management firm to take over the
management of Lehman Brothers REMP and its subsidiaries, a move
which LCPI says would "enhance the return on its stake" in Lehman
Brothers REMP and the likelihood of its recovery under the loans.

Under the LCPI-PCCP deal, some Lehman affiliates that are not in
bankruptcy would be authorized to transfer their general
partnership interests to the investment management firm.  Before
the deal could be completed, however, LCPI is required to enter
into the agreement with REPE to authorize the mutual release of
claims, and ink a debt resale agreement which grants some of REPE
entities a right of first offer with respect to senior loans
should LCPI decide to dispose of those loans.

A full-text copy of the Debt Resale Agreement is available for
free at http://bankrupt.com/misc/LehmanDebtResaleDeal.pdf

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

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

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Has Nod for Settlement With American Life
----------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors sought
and obtained court approval of an agreement to settle a dispute
between Lehman Brothers Special Financing Inc. and American Family
Life Assurance Company of Columbus.

The dispute stemmed from the swap transactions entered into by
LBSF and Beryl Finance Ltd. in connection with the notes owned by
American Life, which Beryl Finance issued under a multi-issuer
secured obligation program.

LBSF and American Life disputed in particular over the priority
of payments that should be applied by BNY Corporate Trustee
Services Ltd. when liquidating the collateral for the notes as
well as the distribution of the proceeds.

BNY Corporate serves as the trustee under an October 10, 2002
deed, which it executed with Dante Finance PLC to establish the
multi-issuer secured obligation program.

American Life and BNY currently face a complaint brought against
them by LBHI and LBSF on June 3, 2009, before the U.S. Bankruptcy
Court for the Southern District of New York.  The complaint
sought declaratory judgment that LBSF is entitled to receive
payment before the noteholders.

To settle their dispute, the companies, along with Beryl Finance,
executed an agreement under which LBSF will receive payment from
the proceeds of the collateral or by American Life directly.

In return, LBHI is required to file a stipulation dismissing the
complaint upon receipt of the payment and distribution of the
remaining collateral to American Life, BNY Corporate and Beryl
Finance.   All proofs of claims filed by American Life against
LBHI and LBSF in the sum of $126 million will also be withdrawn.

The companies also agreed to release each other from all claims
under the settlement deal.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

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

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Has Nod for Settlement With Bamburgh, et al.
-------------------------------------------------------------
Lehman Brother Holdings Inc. and its affiliated debtors obtained
approval from the U.S. Bankruptcy Court for the Southern District
of New York of a settlement that would prevent possible
dissolution of LBHI's subsidiaries in the United Kingdom.

LBHI's subsidiaries -- Alnwick Investments (UK) Ltd., Bamburgh
Investments (UK) Ltd. and Corfe Investments (UK) Ltd. -- are at
risk of being "struck off" the company register in England and
Wales by Companies House in England and Wales, and eventually
dissolved, Shai Waisman, Esq., at Weil Gotshal & Manges LLP, in
New York, says.

A strike off procedure, according to Mr. Waisman, is an
alternative to a formal insolvency procedure in England and Wales
where the company is no longer required.

If the U.K. Lehman units were struck off the register, their
assets including claims against LBHI in the sum of EUR3.6 billion
would become property of the Crown in England and Wales.
Meanwhile, U.K. subsidiaries' debt to LBHI, including a sum of
more than EUR4.8 billion would be extinguished.

The U.K. Lehman units are currently incapable of paying their
debts to LBHI as a result of the Chapter 11 cases of LBHI and its
affiliated debtors, Mr. Waisman tells the Court.

To prevent the strike off, LBHI and the U.K. Lehman units reached
a settlement that would substantially reduce the claims against
LBHI and maximize the return on amounts owed to LBHI.

Under the deal, LBHI agreed to release and discharge up to
EUR4.625 billion of the outstanding debt under the inter-company
unsecured loan facility agreements entered into with Bamburgh in
exchange for Bamburgh discharging and releasing up to
EUR4.625 billion of claims it will acquire against LBHI.  LBHI
also agreed to release and discharge up to EUR180 million in
outstanding inter-company debt under an unsecured loan facility
agreement entered into with Corfe in exchange for Corfe
discharging and releasing up to EUR180 million of claims it will
acquire against LBHI.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

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

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: LBI Assigns Market Agreement to Deutsche Bank
--------------------------------------------------------------
Lehman Brothers, Inc., is party to a Market Agent Agreement with
the Restructured Asset Certificates with Enhanced Returns, a New
York trust created under a Series Trust Agreement between LBI, as
depositor, and HSBC Bank USA, National Association, as trustee.

James W. Giddens, as trustee for the Securities Investor
Protection Act proceedings of Lehman Brothers, Inc., however, has
determined to terminate LBI's role as Market Agent under the
Market Agent Agreement.

Deutsche Bank Securities Inc. wishes to assume the role of Market
Agent and, rather than reject the Market Agent Agreement, the
Parties entered into a stipulation where LBI agreed to assume the
Market Agent Agreement and to assign all of its rights and
delegate all of its obligations under the Market Agent Agreement
to DBSI.

DBSI, accordingly, will acquire all of LBI's rights and assumes
all of LBI's obligations under the Market Agent Agreement
existing from and prior to the effective date of the Assignment
Agreement.  The assumption and assignment will take effect
retroactively, nunc pro tunc to the effective date.

Deutsche Bank AG, London Branch will pay any cure costs in
connection with the assumption of the Market Agent Agreement.

The SIPA Trustee and the LBI estate will continue to be entitled
to receive amounts, if any, that were due to the Market Agent
under the Market Agent Agreement prior to the effective date.
They will also be relieved of any liability resulting from any
breach of the Market Agent Agreement subsequent to the effective
date.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

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

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Settles Claims Against First Magnus
----------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors obtained
approval from the U.S. Bankruptcy Court of the Southern District
of New York of an agreement to settle its claim against First
Magnus Financial Corporation.

The claim seeks to recover $1,497,481, which First Magnus
allegedly did not turn over to LBHI and Aurora Bank FSB, after
receiving the money from the borrowers of residential mortgage
loans.

Aurora Bank bought the mortgage loans from First Magnus, which it
then sold to LBHI.  Following LBHI's acquisition of the loans,
the borrowers mistakenly sent their payments for the loans to
First Magnus, which allegedly commingled the money with its own
general funds.

Aurora Loan Services, acting as servicer of the mortgage loans,
has already filed a proof of claim against First Magnus on behalf
of LBHI.  The claim was contested by First Magnus' liquidating
trustee by filing a complaint before the U.S. Bankruptcy Court
for the District of Arizona, which oversees the Chapter 11 case
of the company.  The Arizona bankruptcy court is yet to issue a
ruling on the matter.

Shai Waisman, Esq., at Weil Gotshal & Manges LLP, in New York,
says the settlement would be beneficial to the Debtors given the
uncertainty of winning the litigation and the possibility of
their claim being reduced to a general unsecured claim in case
the Debtors lost the case.

"LBHI has determined that it is in the best interest of its
estate to negotiate a settlement of such claim with First
Magnus," Mr. Waisman says in court papers.

Under the settlement agreement, First Magnus is required to pay
$666,900 to Aurora Loan Services.  The companies also agreed to
release each other from all claims regarding any constructive
trust claims with respect to funds received by First Magnus prior
to its bankruptcy filing.

The effectiveness of the settlement agreement is subject to the
approval of the Arizona bankruptcy court and the New York
bankruptcy court.  The complaint against Aurora Loan Services
will be dismissed upon approval of the agreement.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

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

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Investors Seek Class Status in Fraud Suit
----------------------------------------------------------
Law360 reports that investors are seeking class certification in
a securities fraud suit against former affiliates and executives
of Lehman Brothers Holdings Inc. over losses stemming from
$52.7 million in real estate partnerships.

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.

              International Operations Collapse

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

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LENNY DYKSTRA: Left California Home in "Unshowable" State
---------------------------------------------------------
According to The Wall Street Journal's Bankruptcy Beat, Brian
Dubois at American Holdings & Land -- which was hired by Lenny
Dykstra's bankruptcy trustee for the upkeep of Mr. Dykstra's
palatial California home pending a sale of the property -- said in
court papers that the former outfielder left his house trashed
after losing control of his bankruptcy case.  "The house was left
by Mr. Dykstra in an unshowable state, with raw sewage escaping
from the main drain line left undone," according to Mr. Dubois.

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.

The Journal recalls Mr. Dykstra and his then-wife bought the
mansion, located in the Lake Sherwood area of Thousand Oaks
Calif., from hockey great Wayne Gretzky for $18.5 million in 2007.
A short while later, Mr. Dykstra reportedly put the house on the
block for nearly $25 million but didn't find a buyer.  According
to the Journal, Mr. Dykstra's creditors say the property is now
worth just $11.5 million, far less than he paid for it.

The Journal relates that after retiring from baseball, Mr. Dykstra
became a celebrity investor, dispensing options-trading advice on
Jim Cramer's TheStreet.com.  But his luck ran out when the markets
tanked, and Mr. Dykstra was forced to file for bankruptcy in July
2009.  He lost control of his case in September after a judge
ruled that he could no longer administer his own finances.

Arturo M. Cisneros, according to the Journal, was appointed to
steer the proceedings back on course and generate cash for
creditors by selling off Mr. Dykstra's personal belongings and
real estate piece by piece.  The Trustee hopes to sell the
property in the coming months, the Journal says.


LUNA INNOVATIONS: Receives NASDAQ Extension
-------------------------------------------
Luna Innovations Incorporated disclosed that on December 28, 2009,
the company received notice from the NASDAQ Listing Qualifications
Panel indicating that the Panel has granted the company's request
for continued listing on The NASDAQ Capital Market pursuant to an
extension through January 13, 2010.  The Panel's decision requires
the company to demonstrate compliance with all applicable
requirements for initial listing on The NASDAQ Capital Market upon
its emergence from bankruptcy.  January 13, 2010 represents the
full extent of the Panel's discretion in this matter.  While the
Company is hopeful that it will emerge from bankruptcy by
January 13, 2010, there can be no assurance that it will be able
to satisfy the initial listing requirements, including the $4 per
share bid price requirement, immediately upon emergence from
bankruptcy.  In the event the company is not able to satisfy the
initial listing requirements upon its emergence from bankruptcy,
the Company intends to take all appropriate actions to achieve
compliance with the initial listing requirements as soon
thereafter as possible.  In such an event, the Company would
request that the NASDAQ Listing and Hearing Review Council grant
the Company a further extension of time to demonstrate compliance
with the applicable initial listing requirements.  However, there
can be no assurance that NASDAQ would grant the company's request
for a further extension.


                    About Luna Innovations

Headquartered in Roanoke, Virginia, Luna Innovations Inc.
(NASDAQ:LUNA) -- http://www.lunainnovations.com/-- is focused on
sensing and instrumentation, and pharmaceutical nanomedicines.
Luna develops and manufactures new-generation products for the
healthcare, telecommunications, energy and defense markets.
Luna's products are used to measure, monitor, protect and improve
critical processes in the markets it serves.

Luna Innovations in July 2009 filed for reorganization under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy
Court for the Western District of Virginia.


LYONDELL CHEMICAL: Proposes Equity Commitment Agreement
-------------------------------------------------------
Lyondell Chemical Company and its debtor affiliates seek approval
from the United States Bankruptcy Court for the Southern District
of New York to:

  (i) enter into an Equity Commitment Agreement with
      LeverageSource (Delaware), LLC, an affiliate of Apollo
      Management VII, L.P.; AI LBI Investment, LLC, an affiliate
      of Access Industries, Inc.; and Ares Corporate
      Opportunities Fund III, L.P.; and

(ii) pay related fees and expenses under the ECA.

Andrew M. Troop, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, relates that in June 2009, the Debtors commenced a
process to find the parties who were capable and willing to
backstop the Rights Offering.  Thirty-nine potential backstop
providers were initially identified, and they were requested to
participate in a two-round bidding process, intended to identify
the best available alternative for the Debtors' planned equity
capital raise.  Upon review, the Debtors determined that the
Rights Offering Sponsors' proposal was the most favorable, he
says.  It took several months, and many hours of intense
negotiations, to conclude the terms of the ECA, he notes.
Indeed, Jack F. Williams, the appointed Examiner in the Debtors'
Chapter 11 cases, determined, among other things, that the
process employed by the Debtors did not favor the Rights Offering
Sponsors, even though each was already a party-in-interest in the
Debtors' Chapter 11 cases, he adds.

Thus, the salient terms of the ECA are:

(a) Certain secured creditors, which debt will be converted into
    a substantial majority of the Class A ordinary shares of
    LyondellBasell Industries, N.V. or "New TopCo" that will be
    distributed under the Second Amended Joint Plan of
    Reorganization, will be offered the opportunity to purchase
    up to their pro rata share of 240,339,302 Class B Shares of
    New TopCo, subject to reduction, and 23,562,677 additional
    Class B Shares will be purchased by the Rights Offering
    Sponsors, both at a purchase price of $10.61 per share.  Any
    shares not purchased by the Eligible Creditors in the Rights
    Offering will be sold to the Rights Offering Sponsors or
    their affiliates.  The total new capital to be raised
    through the Rights Offering totals $2.8 billion.

(b) In consideration of the Backstop Commitment and to
    compensate the Rights Offering Sponsors for undertaking the
    risk and committing to purchase all $2.8 billion of equity
    should the need arise, the Debtors will pay the Rights
    Offering Sponsors a fee of $69,750,000, to be distributed to
    the Rights Offering Sponsors on the effective date of the
    Plan.  The Backstop Fee is equal to approximately 2.5% of
    the total Backstop Commitment of the Rights Offering
    Sponsors.

(c) The Debtors will reimburse or pay, as the case may be, up to
    $17 million of the fees and expenses reasonably incurred by
    the Rights Offering Sponsors with respect to the Rights
    Offering, including the reasonable fees and expenses of
    counsel and other professionals for the Rights Offering
    Sponsors and the reasonable fees and expenses of any other
    professionals retained by Rights Offering Sponsors, with the
    approval of the Debtors.

(d) Prior to the effective date of the Plan, the Eligible
    Creditors' rights to subscribe for Class B Shares will be
    automatically transferred in connection with a transfer of a
    claim with respect to which rights are granted as of the
    record date for the Rights Offering.  The rights will not be
    transferable separately from a Rights Claim.  The Debtors
    will seek to obtain a Bankruptcy Court order that prohibits
    direct or indirect transfers of rights, including:

       (i) derivatives, options, swaps, pledges, forward sales
           or other transactions in which any Person receives
           the right to own or acquire a right, a Rights Claim
           or a Class B Share; any current or future interest in
           any right, Rights Claim or a Class B Share or the
           right to receive any economic benefit with respect to
           any right, Rights Claim or a Class B Share other than
           through a sale of a Rights Claim together with the
           rights related; and

      (ii) any direct or indirect transfer of a Rights Claim,
           whether through a direct transfer or through a
           derivative, option, swap, pledge, forward sale or
           other transaction, in which the transferor would
           retain, directly or indirectly, any related rights,
           Class A Shares or Class B Shares or have the right,
           directly or indirectly, to acquire or own any current
           or future interest in any related rights, Class A
           Shares or Class B Shares or economic benefit in
           respect of any related rights, Class A Shares or
           Class B Shares.

(e) The Debtors will indemnify the Rights Offering Sponsors,
    their affiliates and directors, from and against any and all
    losses, claims, damages, liabilities and reasonable
    expenses, joint or several, to which any Indemnified Party
    may become subject arising out of any claim, challenge,
    litigation, investigation or proceeding with respect to the
    Rights Offering, the ECA, the Backstop Commitment, or the
    transactions specifically contemplated until the earlier of
    the termination date of the ECA or the effective date of the
    Plan.

(f) The ECA will terminate automatically if a court finds in a
    final, nonappealable order that the ECA is unenforceable.
    The Rights Offering Sponsors and LyondellBasell Industries
    AF S.C.A. both have the right to terminate the ECA under
    certain conditions, including, if the transactions
    contemplated by the ECA have not occurred by June 3, 2010;
    if the Debtors' Chapter 11 cases are dismissed or converted
    to cases under Chapter 7 of the Bankruptcy Code; or if the
    Debtors, LBI or New TopCo makes a public announcement,
    enters into an agreement, or files any pleading or document
    with the Court in support of a competing transaction for an
    equity investment.  In addition, only the Rights Offering
    Sponsors may terminate the ECA if certain other conditions
    are not met, including, if the Court has not entered an
    order approving the ECA Motion by February 8, 2010; if the
    Court has not entered an order approving the Disclosure
    Statement by April 6, 2010; or if the Court has not entered
    an order confirming the Plan by May 20, 2010.

    Under certain circumstances, in the event the ECA is
    terminated, the Rights Offering Sponsors may be entitled to
    an additional payment of $50,000,000, in the aggregate, if
    LBI subsequently consummates a competing transaction.  The
    Termination Fee, which is equal to approximately 1.79% of
    the total Backstop Commitment of the Rights Offering
    Sponsors, is not payable if the competing transaction, or
    other alternative transaction, is with Reliance Industries
    Limited.

(g) Closing of the transactions contemplated by the ECA are
    subject to customary closing conditions, including receipt
    of appropriate regulatory approvals.  The Debtors do not
    anticipate any difficulties obtaining these approvals.

(h) The effectiveness of the ECA is subject to Bankruptcy Court
    approval.

Moreover, the Class B Shares issued pursuant to the Rights
Offering, together with the Rights Offering Sponsors' purchase of
additional Class B Shares, will represent approximately 46.8% of
the issued and outstanding equity of the reorganized Debtors, Mr.
Troop notes.

In addition, the ECA commits the Rights Offering Sponsors who
will be entitled to vote on the Plan to execute their own plan
support agreements, and to use best efforts to obtain plan
support agreements from members of the Ad Hoc Group of Senior
Secured Lenders entitled to vote on the Plan as soon as
practicable.  Execution of plan support agreements by the
Rights Offering Sponsors and the Ad Hoc Group Members will
benefit the Debtors because they will represent the support of a
substantial percentage of prepetition secured lenders to the
fundamental structure of the Plan: conversion of secured debt to
equity, Mr. Troop explains.  If the Ad Hoc Group Members do not
execute the Plan Support Agreement prior to December 23, 2009,
the Debtors may withdraw, or continue any hearing with respect to
the ECA Motion and cease to comply with certain requirements
under the ECA, he says.

More importantly, Mr. Troop stresses that the ECA is integral to
the Debtors' efforts to emerge from Chapter 11 and raise the $2.8
billion in equity capital necessary to position them and their
non-debtor affiliates as a viable enterprise upon exit from
Chapter 11.  Indeed, the ECA assures that the Debtors' efforts to
raise $2.8 billion in equity be raised upon emergence from
Chapter 11, he says.  In addition, the Debtors believe that the
existence of the ECA will enhance their efforts to raise the debt
financing contemplated by the Plan, he says.  The Debtors further
believe that a backstopped Rights Offering is an appropriate way
to raise the equity capital needed for the reorganization since
it affords creditors the opportunity to invest in the reorganized
company, he maintains.

A full-text copy of the Equity Commitment Agreement is available
for free at: http://bankrupt.com/misc/Lyondell_EquityCommAgr.pdf

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels.  Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.

Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company.  LyondellBasell became saddled with
debt as part of the US$12.7 billion merger.  On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts.  The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023).  Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11.  In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.

The Hon. Robert E. Gerber presides over the case.  Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel.  Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors.  AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities.  Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.

Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations.  The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.

Luxembourg-based LyondellBasell Industries AF S.C.A. and another
affiliate were voluntarily added to Lyondell Chemical's
reorganization filing under Chapter 11 on April 24, 2009, in order
to seek protection against claims by certain financial and U.S.
trade creditors.  On May 8, 2009, LyondellBasell Industries added
13 non-operating entities to Lyondell Chemical Company's
reorganization filing under Chapter 11 of the U.S. Bankruptcy
Code.  All of the entities are U.S. companies and were added to
the original Chapter 11 filing for administrative purposes.  The
filings will have no impact on current business or operations as
none of the entities manufactures or sells products.

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


LYONDELL CHEMICAL: Proposes to Approve Lender Litigation Agreement
------------------------------------------------------------------
Lyondell Chemical Co. and its units seek the Court's authority to
enter into an agreement settling the action initiated by the
Official Committee of Unsecured Creditors against the Debtors'
prepetition lenders and directors as it relates to Citibank, N.A.;
Citibank International plc; Citigroup Global Markets Inc.; Goldman
Sachs Credit Partners, L.P.; Goldman Sachs International; Merrill,
Lynch, Pierce, Fenner & Smith; Merrill Lynch Capital Corporation;
ABN AMRO Inc.; ABN AMRO Bank N.V.; UBS Securities, LLC; UBS Loan
Finance LLC; LeverageSource III S...r.l., in its individual
capacity; Ares Management; Bank of Scotland; DZ Bank AG; Kohlberg
Kravis Roberts & Co.; and UBS AG -- the Financing Party
Defendants.

Mark C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, relates that the Agreement provides for dismissal, with
prejudice, of all claims asserted against any of the Financing
Party Defendants in the Committee Action, and releases of the
claims asserted in the Committee's Complaint, in exchange for the
benefits to the Debtors' estates and unsecured creditors
including:

  (a) $300 million, to be distributed in cash to unsecured
      creditors of Obligor Debtors, Millennium Specialty
      Chemicals, Inc. and Millennium Petrochemicals, Inc.;

  (b) contribution to the Debtors' estates of the Financing
      Party Defendants' right to enforce all subordination and
      turnover provisions against holders of 8.375% senior notes
      due 2015 in the principal amounts of $615 million and
      EUR500 million pursuant to a December 20, 2007
      Intercreditor Agreement;

  (c) survival of the Committee Action with respect to all other
      defendant parties, the prosecution of which will be
      financed by the Debtors up to $15 million through
      interest-free advances; and

  (d) the release by the Financing Party Defendants of any
      claims to share in the $300 million payment and the net
      recoveries of the continued prosecution of the Committee
      Action against Non-Settling Defendants, so that the net
      recoveries will be paid to the unsecured creditors of the
      Obligor Debtors, MSC and MPI.

Obligor Debtors are Debtors who are issuers, obligors, borrowers,
or guarantors under: (i) a December 20, 2007 Senior Secured
Credit Agreement among certain Debtors, non-Debtor borrowers and
lenders; (ii) a December 20, 2007 Bridge Loan Agreement among
Debtor LyondellBasell Finance Company, certain Debtors, and
lenders; and (iii) a 2015 Notes Indenture dated August 30, 2005,
among LBI; Wilmington Trust Co. as trustee; ABN Amro Bank N.V. as
security agent and AIB/BNY Fund Management as Irish paying agent.
A list of the Obligor Debtors is available for free at:

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

Mr. Ellenberg further notes that the Agreement enables general
unsecured creditors of the Obligor Debtors and the unsecured
creditors of MSC and MPI to receive a cash recovery of
approximately ten cents on the dollar on the effective date of
the Second Amended Joint Plan of Reorganization, plus the net
recoveries of claims asserted against Access Industries, Inc.,
Access Industries Holdings LLC, AI International, S.a.r.l., Nell
Limited, Len Blavatnik, Lincoln Benet, and Philip Kassin, known
as the Access Defendants and D&O Defendant Group, which the
Committee has asserted could result in recoveries exceeding $1
billion.  In contrast, the Bridge Lenders, who are owed more than
$8 billion on a secured basis, would receive equity and warrants
valued at less than ten cents on the dollar, he points out.

Mr. Ellenberg further clarifies that the Agreement does not
affect distributions based on the value of any assets that are
not encumbered by the Financing Party Defendants' prepetition
liens, which will be made to creditors with valid claims against
the relevant Debtor in accordance with the Bankruptcy Code's
priority scheme.  The Agreement is subject to Court approval and
is not conditioned on either (i) the confirmation of any
particular plan of reorganization, or (ii) any Financing Party
Defendant being a sponsor of an equity rights offering under a
plan, he adds.

More importantly, by entering into the Agreement, the Debtors
reasserted control over the Chapter 11 process and set the stage
for a conclusion to their Chapter 11 cases, Mr. Ellenberg tells
the Court.  While the Committee has attempted to obscure the
value of the Agreement behind a wall of rhetoric, the simple fact
is that the Debtors have delivered substantial benefits to the
Committee's own constituency, while eliminating the risk -- if
not the likelihood -- of no recovery at all, he insists.  The
Debtors have evaluated the situation and reached a resolution
that permits the reorganization to proceed, while ensuring the
unsecured creditors a very fair recovery, he maintains.

A full-text copy of the Lender Litigation Agreement is available
for free at:

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

The Court will consider the Debtors' request on February 11, 2010.
Objections are due January 22.

                 Parties File Declaration

In a supporting declaration, Stephen F. Cooper, member of the
Debtors' Supervisory Board, the Restructuring Committee, and
Litigation Subcommittee of the Debtors, related that as a result
of the Agreement, the Debtors were able to move forward on filing
a First Amended Joint Plan of Reorganization and Disclosure
Statement on December 11, 2009.  Assuming Court approval of the
Agreement, the Debtors will be prepared to emerge from bankruptcy
in the beginning of the second quarter of 2010, he confirmed.

Moreover, Dr. Ramsey D. Shehadeh, Jeffrey L. Baliban, and Dr.
Faten Sabry, of National Economic Research Associates, Inc.,
related that their firm was engaged by the Debtors' counsel to
conduct an independent review and evaluation of the merits of
certain opinions and conclusions express in the affirmative and
rebuttal expert reports submitted by the parties in the Committee
Action.  Thus, on December 2, 2009, the NERA Experts related that
they made a three-hour oral presentation summarizing their
opinions and conclusions with respect to matters the NERA is
engaged to the Debtors' counsel; Craig Glidden, Executive Vice
President and Chief Legal Officer of LBI; and James Gallogly,
Stephen Cooper, and Kevin McShea, members of the Debtors'
Litigation Subcommittee.  As of December 21, 2009, the NERA
Experts related that their opinions concerning the issues at hand
are the same as the opinions presented on December 2, 2009.

In another declaration, Michael J. Kratochwill, vice president of
Nexant, Inc., disclosed that his firm was engaged by the Debtors'
counsel to assist the Debtors in (i) reviewing expert testimony of
David Witte of Chemical Market Associates, Inc. in support of the
Committee's claims, (ii) reviewing "Project Hugo" Report prepared
by CMAI in November 2007, and (iii) comparing and contrasting the
views expressed by CMAI in Mr. Witte's report with those views
expressed by CMAI in the Project Hugo Report.  Mr. Kratochwill
noted that Nexant presented its conclusions on December 2, 2009,
before the Debtors' counsel, Mr. Glidden, and members of the
Litigation Subcommittee.  As of December 22, 2009, Mr. Kratochwill
said that Nexant's conclusions are consistent with those presented
on December 2, 2009.

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels.  Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.

Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company.  LyondellBasell became saddled with
debt as part of the US$12.7 billion merger.  On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts.  The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023).  Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11.  In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.

The Hon. Robert E. Gerber presides over the case.  Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel.  Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors.  AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities.  Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.

Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations.  The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.

Luxembourg-based LyondellBasell Industries AF S.C.A. and another
affiliate were voluntarily added to Lyondell Chemical's
reorganization filing under Chapter 11 on April 24, 2009, in order
to seek protection against claims by certain financial and U.S.
trade creditors.  On May 8, 2009, LyondellBasell Industries added
13 non-operating entities to Lyondell Chemical Company's
reorganization filing under Chapter 11 of the U.S. Bankruptcy
Code.  All of the entities are U.S. companies and were added to
the original Chapter 11 filing for administrative purposes.  The
filings will have no impact on current business or operations as
none of the entities manufactures or sells products.

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


LYONDELL CHEMICAL: Seeks Approval of Settlements with Insurers
--------------------------------------------------------------
Lyondell Chemical Co. and its units ask the Court to enter an
order approving:

  (a) a settlement among Debtors Lyondell Chemical Company,
      Equistar Chemicals, LP and Millennium Chemicals Inc.,
      Zurich America Insurance Company and 20 other insurance
      companies, a list of which is available for free at:

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

  (b) a settlement among Lyondell, Equistar, MCI and Allianz
      Global Risks US Insurance Company.

Christopher R. Mirick, Esq., at Cadwalader, Wickersham & Taft LLP,
in New York, relates that the Settlements will resolve all
outstanding issues between the Debtors and the Insurers in
connection with the coverage of, and liability under, certain
insurance policies with respect to the damage to various
facilities of the Debtors caused by Hurricane Rita in September
2005.

                     Zurich Settlement

Specifically, the Zurich Settlement provides that the Zurich
Insurers separately participated in an Excess of Loss property
insurance program and issued policies of insurance to Lyondell for
the period of November 1, 2004, to November 1, 2005.  In light of
Hurricane Rita, the Debtors submitted a claim for Loss under the
Policies for physical loss or damage, and other costs and
expenses.  The Debtors also submitted a claim for the Loss under
its primary Oil Insurance Limited policy.

Against this backdrop, the Debtors and the Zurich Insurers agreed
to settle the Claim for $2,416,114, which is payable by the Zurich
Insurers pursuant to a breakdown, a copy of which is may be
accessed for free at:

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

In turn, the Debtors agreed not to sue, and to release the Zurich
Insurers from any and all causes of action, claims, or demands of
any kind that the Debtors have or may have relating to:

     -- the Loss or Claim;

     -- demands for money or of any nature, including damages
        sustained directly, indirectly or arising out of the
        Loss or Claim; and

     -- any claim or cause of action for physical loss or damage
        and other costs arising out of the Claim or actual or
        alleged insurance coverage for the Loss based upon any
        allegations of violation of duty of good faith, bad
        faith, violation of any applicable insurance code, acts
        of commission or omission with respect to settlement
        arising from the Claim or Loss on the part of the Zurich
        Insurers, or any claims for attorney's fees or expenses.

                     Allianz Settlement

The Allianz Settlement provides that Allianz Global Risks
participated in an Excess of Loss property insurance program and
issued a policy of insurance to the Debtors for the period of
November 1, 2004, to November 1, 2005.  As a result of Hurricane
Rita, the Debtors submitted a claim for Loss under the Policy for
physical loss and other costs to Allianz Global Risks.  The
Debtors also filed a claim for the Loss under its primary Oil
Insurance Limited policy.

In this light, the Debtors and Allianz Global Risks reached an
agreement to settle the Claim for $120,805.

In turn, the Debtors agreed not to sue and release Allianz
Global Risks from any and all causes of action, claims, or demands
of any kind that the Debtors have or may have relating to:

     -- the Loss or Claim;

     -- demands for money or of any nature, including damages
        sustained directly, indirectly or arising out of the
        Loss or Claim; and

     -- any claim or cause of action for physical loss and other
        costs arising out of the Claim or actual or alleged
        insurance coverage for the Loss based upon any
        allegations of violation of duty of good faith, bad
        faith, violation of any applicable insurance code, acts
        of commission or omission with respect to settlement
        arising from the Claim or Loss on the part of Allianz
        Global Risks, or any claims for attorney's fees or
        expenses.

Mr. Mirick adds that the Settlements provide finality with respect
to the insurance reconciliation efforts of the Debtors, and free
resources of the Debtors to pursue more productive tasks.

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels.  Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.

Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company.  LyondellBasell became saddled with
debt as part of the US$12.7 billion merger.  On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts.  The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023).  Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11.  In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.

The Hon. Robert E. Gerber presides over the case.  Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel.  Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors.  AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities.  Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.

Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations.  The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.

Luxembourg-based LyondellBasell Industries AF S.C.A. and another
affiliate were voluntarily added to Lyondell Chemical's
reorganization filing under Chapter 11 on April 24, 2009, in order
to seek protection against claims by certain financial and U.S.
trade creditors.  On May 8, 2009, LyondellBasell Industries added
13 non-operating entities to Lyondell Chemical Company's
reorganization filing under Chapter 11 of the U.S. Bankruptcy
Code.  All of the entities are U.S. companies and were added to
the original Chapter 11 filing for administrative purposes.  The
filings will have no impact on current business or operations as
none of the entities manufactures or sells products.

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


MARKET STREET: Asks Court for Jan. 25 Schedules Filing Deadline
---------------------------------------------------------------
Market Street Properties, LLC, has asked the U.S. Bankruptcy Court
for the Eastern District of Louisiana to extend the filing of
schedules of assets and liabilities and statement of financial
affairs until January 25, 2010.

The Debtor says that it needs additional time to gather together
the necessary information to complete its schedules and statement
of financial affairs.


MARKET STREET: Sec. 341 Creditors Meeting Set for Jan. 29
---------------------------------------------------------
The U.S. Trustee for Region 5 will convene a meeting of Market
Street Properties, LLC's creditors on January 29, 2010, at 10:30
a.m. at F. Edward Hebert Federal Building, Room 111, 600 South
Maestri Street, New Orleans, Louisiana.

This is the first meeting of creditors required under Section
341(a) of the U.S. 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.

Oceanside, New York-based Market Street Properties, LLC, filed for
Chapter 11 bankruptcy protection on December 23, 2009 (Bankr. E.D.
La. Case No. 09-14172).  Christopher T. Caplinger, Esq., who has
an office in New Orleans, Louisiana, assists the Company in its
restructuring effort.  The Company listed $10,000,001 to
$50,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


MESA AIR: Files Voluntary Chapter 11 Petitions
----------------------------------------------
Mesa Air Group Inc. has commenced a financial restructuring
through the voluntary filing of petitions to reorganize under
Chapter 11 of the U.S. Bankruptcy Code in the United States
Bankruptcy Court for the Southern District of New York.  During
the restructuring, the Company will continue to operate as normal,
without interruption, which includes its code-share agreements
with its partners US Airways, United Airlines and Delta Air Lines.
Mesa's go!-Mokulele joint venture, an independent Hawaiian inter-
island operation, is not included in the filing and will continue
to operate its full flight schedule.

"Founded in 1982, Mesa has grown from a company operating a single
seven passenger airplane into one of the largest independent
regional air carriers.  We were one of the first airlines to
operate regional jets and pioneered the "revenue guarantee"
business model -- both now standards in the industry. In 2005,
Mesa was named 'Regional Airline of the Year'.  After careful
consideration, the Company determined that a Chapter 11 filing
provides the most effective and efficient means to restructure
with minimal impact on the business and our customers.  This
process will allow us to eliminate excess aircraft to better match
our needs and give us the flexibility to align our business to the
changing regional airline marketplace, ensuring a leaner and more
competitive company poised for future success," said Jonathan
Ornstein Chairman and Chief Executive of Mesa.  "Over the past two
years, we have worked closely with our lessors, creditors and
other constituents to restructure our financial obligations.
These efforts have led to the elimination of over $160 million of
debt obligations, the return of a number of aircraft, and the
restructuring of inventory management and engine overhaul
agreements. We are nonetheless faced with an untenable financial
situation resulting primarily from our continued lease obligations
on aircraft excess to our current requirements.  In addition, this
action will give us the opportunity to reach a more timely
conclusion in the litigation with Delta Air Lines in which Mesa is
currently seeking damages in excess of $70 million."

To ensure the Company operates without interruption, Mesa is
seeking authority from the Court to continue all of its normal
operations.  The requests include authority to continue to pay
employee salary and benefits, fulfill code-share partner
agreements, honor customer programs, and pay vendors and suppliers
for post-petition goods and services.  These requests are standard
and the Company anticipates receiving approval in the next few
days. Vendor and supplier invoices incurred prior to the
commencement of the Company's Chapter 11 case that have not been
paid will be resolved through the Company's Plan of Reorganization
which requires Court approval and has yet to be submitted.

"We remain committed to our partners and customers by providing
continued low cost regional air service that has permitted Mesa to
become a leading regional airline," said Mr. Ornstein.  "Our
Company has ample liquidity to support itself during this process
and we are confident we will emerge from Chapter 11 an even
stronger operation.  The foundation of our business -- our people,
operational integrity and values -- remains intact, and the 20
plus years that many of us have worked together form a bond from
which we will draw our strength as we face and overcome this
challenge."

Interested parties can find updates and additional information at
the Company's Web site at http://www.mesa-
air.com/restructuring.com
Imperial Capital is serving as financial advisor, and Pachulski,
Stang, Ziehl & Jones LLP is serving as legal counsel to the
Company and its subsidiaries in connection with the restructuring.

                       About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million.


MESA AIR GROUP: Case Summary & 31 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Mesa Air Group, Inc.
        410 N. 44th Street, Suite 700
        Phoenix, AZ 85008

Chapter 11 Case No.: 10-10018

Debtor-affiliate filing separate Chapter 11 petitions:

    Entity                                 Case No.
    ------                                 --------
Mesa Air New York, Inc.                   10-10017
Mesa In-Flight, Inc.                      10-10019
Freedom Airlines, Inc.                    10-10020
Mesa Airlines, Inc.                       10-10021
MPD, Inc.                                 10-10022
Ritz Hotel Management Corp.               10-10023
Regional Aircraft Services, Inc.          10-10024
Air Midwest, Inc.                         10-10025
Mesa Air Group Airline                    10-10026
Inventory Management, L.L.C.
Nilchi, Inc.                              10-10027
Patar, Inc.                               10-10028

Chapter 11 Petition Date: January 5, 2010

Court: United States Bankruptcy Court
       Southern District of New York

About the Business: Mesa currently operates 130 aircraft with
                    approximately 700 daily system departures to
                    127 cities, 41 states, Canada, and Mexico.
                    Mesa operates as Delta Connection, US Airways
                    Express and United Express under contractual
                    agreements with Delta Air Lines, US Airways
                    and United Airlines, respectively, and
                    independently as Mesa Airlines and go!
                    Mokulele. This operation links Honolulu to the
                    neighbor island airports of Hilo, Kahului,
                    Kona and Lihue. The Company, founded by Larry
                    and Janie Risley in New Mexico in 1982, has
                    approximately 3,500 employees.

Debtors' Counsel: Richard M. Pachulski, Esq.
                  Pachulski Stang Ziehl & Jones LLP
                  10100 Santa Monica Boulevard, 11th Floor
                  Los Angeles, CA 90067
                  Tel: (310) 277-6910
                  Fax: (310) 201-0760
                  Email: http://www.pszjlaw.com

                  Laura Davis Jones, Esq.
                  Pachulski Stang Ziehl & Jones LLP
                  919 North Market Street, 17th Floor
                  Wilimington, DE 19801
                  Tel: (302) 652-4100
                  Fax: (302) 652-4400
                  Email: http://www.pszjlaw.com

                  Debra Grassgreen, Esq.
                  John W. Lucas, Esq.
                  Pachulski Stang Ziehl & Jones LLP
                  150 California Street, 15th Floor
                  San Francisco, CA 94111
                  Tel: (415) 263-7000
                  Fax: (415) 263-7010
                  Email: http://www.pszjlaw.com

                  Maria A. Bove, Esq.
                  Pachulski Stang Ziehl & Jones LLP
                  780 Third Avenue, 36th Floor
                  New York, NY 10017-2024
                  Tel: (212) 561-7700
                  Fax: (212) 561-7777
                  Email: http://www.pszjlaw.com

Debtors' Investment Banker: Imperial Capital LLC

Debtors' Claims agent: Epiq Bankruptcy Solutions

Total Assets as of September 30, 2009: $975,487,000

Total Debts as of September 30, 2009: $868,591,000

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

            http://bankrupt.com/misc/nysb10-10018.pdf

Debtor's List of 31 Largest Unsecured Creditors:

Entity                     Nature of Claim        Claim Amount
------                     ---------------        ------------
Wells Fargo Bank           "Owner Trustee"        Unknown
Northwest, NA              Aircraft Lease
                           Rejection

Bombardier, Inc.           Aircraft Lease         $133,000,000
                           Guarantees; Loan;
                           Contract Rejection
                           Damages

Embraer-Empresa            Aircraft Lease         $42,000,000
Brasileira de Aeronautics
S.A.

GE Commercial Aviation     Aircraft Lease         $34,000,000
Services, Inc.             Rejection

Investissement Quebec      Aircraft Lease         $34,000,000
                           Guarantees

Polaris Holding Company    Aircraft Lease         $28,000,000
(GECAS)                    Rejection

AAR Corp.                  Trade Debt             $26,257,453

US Bank National Assoc.    8% Senior Unsecured    $25,907,087
                           Notes Due 2012

                           6.25% Senior
                           Convertible Notes
                           Due 2023

                           3.625% Senior
                           Convertible Notes
                           Due 2024

Phillip Morris Capital     Aircraft Lease         $22,000,000
Corporation                Rejection

Fleet National Bank        Aircraft Lease         $18,000,000
                           Rejection

Raytheon Aircraft Credit   Aircraft Loans         $17,525,040
Corporation

IHI Corporation            Trade Debt             $16,033,806

GE Engine Services, Inc.   Promissory Note        $15,759,012
                           Trade Debt

AT&T Capital Services,     Aircraft Lease         $15,000,000
Inc. (Successor to         Rejection
TransAmerica)

Rolls-Royce                Aircraft Lease         $12,812,190
                           Guarantees and
                           Disputed trade debt

SW Holding Trust (CIT)     Aircraft Lease         $11,000,000
                           Rejection

Transamerica Aviation LLC  Aircraft Lease         $11,000,000
                           Rejection

Bank of Hawaii Leasing,    Aircraft Lease         $11,000,000
Inc. (Successor to         Rejection
Pacific Century Leasing,
Inc.)

Wonderfulworld Holding     Aircraft Lease         $8,000,000
BV (DVB Bank)              Rejection

PNCEF, LLC                 Aircraft Lease         $8,000,000
dba PNC Equipment Finance  Rejection
fka National City
Commercial Capital Company,
LLC

GECAS (ASC)                Aircraft Lease         $7,000,000
                           Rejection

Fluid CRJ One Statutory    Aircraft Lease         $6,000,000
Trust                      Rejection

Avmax International        Aircraft Lease         $6,000,000
Aircraft Leasing, Inc.     Rejection

NCBE Leasing Corp.         Aircraft Lease         $6,000,000
                           Rejection

Cargill Leasing            Aircraft Lease         $5,000,000
Corporation                Rejection

Debis Financial Services   Aircraft Lease         $4,000,000
LLC                        Rejection

Bombardier Services Corp.  Aircraft Lease         $3,000,000
                           Rejection

Wells Fargo Equipment      Aircraft Lease         $3,000,000
Finance, Inc.              Rejection

General Electric Capital   Aircraft Lease         $2,000,000
Corporation                Rejection

Northstar Avlease Ltd.     Aircraft Lease         $2,000,000
                           Rejection

Transwestern Phoenix       Real Estate Lease      $1,228,000
Gateway LLC                Rejection


The petition was signed by Michael J. Lotz, president of the
Company.


METALDYNE CORP: Judge Approves Asset Sale on Appeal
---------------------------------------------------
Law360 reports that Metaldyne Corp. has won permission to complete
the sale of virtually all its assets to a consortium of
prepetition lenders, with a federal district judge quashing a
challenge from a separate lender group claiming it got the short
shrift during the asset auction.

Metaldyne Corp. -- http://www.metaldyne.com/-- is a leading
global designer and supplier of metal based components, assemblies
and modules for transportation related powertrain applications
including engine, transmission/transfer case, driveline, and noise
and vibration control products to the motor vehicle industry.  The
new Metaldyne company has approximately $650 million in revenue
with 26 facilities in 12 countries.

Metaldyne was previously a wholly-owned subsidiary of Asahi Tec, a
Shizuoka, Japan-based chassis and powertrain component supplier in
the passenger car/light truck and medium/heavy truck segments.
Asahi Tec is listed on the Tokyo Stock Exchange.

Metaldyne and its affiliates filed for Chapter 11 protection on
May 27, 2009 (Bankr. S.D.N.Y. Case No. 09-13412).  The filing did
not include the company's non-U.S. entities or operations.
Richard H. Engman, Esq., at Jones Day represents the Debtors in
their restructuring efforts.  Judy A. O'Neill, Esq., at Foley &
Lardner LLP serves as conflicts counsel; Lazard Freres & Co. LLC
and AlixPartners LLP as financial advisors; and BMC Group Inc. as
claims agent.  A committee of Metaldyne creditors is represented
by Mark D. Silverschotz, Esq., and Kurt F. Gwynne, Esq., at Reed
Smith LLP, and the committee tapped Huron Consulting Services,
LLC, as its financial advisor.  For the fiscal year ended March
29, 2009, the company recorded annual revenues of approximately
US$1.32 billion.  As of March 29, 2009, utilizing book values, the
company had assets of US$977 million and liabilities of
$927 million.  Judge Glenn approved the sale of substantially all
assets to Carlyle Group in November 2009 for approximately
$496.5 million.


METALINK LTD: Sells WLAN Biz; Revises Loan Payment Schedule
-----------------------------------------------------------
Metalink Ltd. has entered into a definitive asset purchase
agreement to sell its wireless local area network business to
Lantiq, a newly formed fabless semiconductor company funded by
Golden Gate Capital.

Lantiq will pay Metalink up to $16.9 million in cash as follows:

     -- $8.9 million, of which $5.7 million will be paid
        concurrently with the closing, up to $1.2 million (subject
        to downward adjustments) to be paid on March 31, 2010; and
        $2.0 million to be paid in four installments throughout
        the year 2010; and

     -- Earn-out payments of up to an aggregate $8.0 million,
        contingent upon the acquired business's achievement of
        specified performance targets through March 2012.

The transaction is expected to close in the coming weeks and is
subject to customary closing conditions, including regulatory
approvals.

In addition, Metalink has entered into an amendment to its loan
agreement with an institutional investor, under which the
repayment of the $4,312,500 originally due upon the closing of the
Lantiq transaction will be reduced to $4,100,000 and repaid in
four installments: $3,750,000 at closing and the remainder in
three installments by March 31, 2011.

Following the closing of the transaction, Metalink intends to
utilize its improved balance sheet and the potentially significant
cash flow from the earn-out payments to explore opportunities
synergetic with the Company's expertise and industry
relationships.

Yuval Ruhama, Metalink's Chief Financial Officer, is expected to
leave the Company concurrently with the closing, but will continue
serving the Company as a consultant through the end of 2010.

"We are pleased that the strategic process we initiated last year
has, despite our difficult financial situation and during an
extremely challenging general market conditions, produced a
transaction that is in the best interests of Metalink and its
shareholders, as well as its employees and customers," commented
Tzvika Shukhman, Metalink's Chief Executive Officer.

"I would like to take this opportunity to thank the talented
Metalink team members that will be joining Lantiq. I would also
like to extend a special thank you to Yuval Ruhama, our departing
CFO, for his long term dedication and contribution to the
company," concluded Mr. Shukhman.

                          About Metalink

Yakum, Israel-based Metalink Ltd. (NASDAQ: MTLK) --
http://www.MTLK.com/-- is a fabless semiconductor Company engaged
in the research, development and sale of wireless local area
network chipsets, and in the sale of high performance broadband
access chip sets or digital subscriber line used by
telecommunications and networking equipment manufacturers.


MORAN LAKE: Sec. 341 Creditors Meeting Set for Jan. 28
------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Moran
Lake Convalescent Center, LLC's creditors on January 28, 2010, at
11:00 a.m. at Third Floor - Room 363, Richard B. Russell Bldg., 75
Spring Street, SW, Atlanta, GA 30303.

This is the first meeting of creditors required under Section
341(a) of the U.S. 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.

Sandy Springs, Georgia-based Moran Lake Convalescent Center, LLC,
filed for Chapter 11 bankruptcy protection on December 23, 2009
(Bankr. N.D. Ga. Case No. 09-93642).  George D. Houser, Esq., who
has an office in Sandy Springs, Georgia, assists the Company in
its restructuring effort.  The Company listed $10,000,001 to
$50,000,000 in assets and $1,000,001 to $10,000,000 in
liabilities.


NEXTMEDIA GROUP: Asks Court for Feb. 19 Schedules Filing Deadline
-----------------------------------------------------------------
NextMedia Group, Inc., et al., have asked the U.S. Bankruptcy
Court for the District of Delaware to extend the filing of
schedules of assets and liabilities and statements of financial
affairs by an additional 30 days until February 19, 2010.

The Debtors say that due to the myriad of important business
issues that the Debtors have had to address leading to their
bankruptcy filings, the Debtors have not had the necessary
resources available to review the volumes of material that are
necessary to create meaningful and accurate schedules and
statements.  The Debtors are comprised of nine affiliated debtor
estates with aggregate debts in excess of $266 million.

The Debtors currently has a 30-day deadline after the Petition
Date, to file their schedules and statements.

Greenwood Village, Colorado-based NextMedia Group, Inc., provides
out-of-home media services through radio broadcasting and outdoor
advertising.  The Debtors operate an aggregate of 36 AM and FM
radio stations in a total of seven rated and unrated small, mid-
size and suburban markets, including the Greenville-New Bern-
Jacksonville, North Carolina area; the Saginaw-Bay City-Midland,
Michigan area; Canton, Ohio; Myrtle Beach, South Carolina; San
Jose, California; suburban Chicago; and suburban Dallas.

NextMedia Group filed for Chapter 11 bankruptcy protection on
December 21, 2009 (Bankr. D. Delaware Case No. 09-14463).  The
Debtor's affiliates, NextMedia Investors LLC, et al., also filed
Chapter 11 bankruptcy petitions.  Paul N. Heath, Esq.; Michael J.
Merchant, Esq.; and Chun I. Jang, Esq., at Richards Layton &
Finger, assist the Debtors in their restructuring efforts.
NextMedia Group listed $50,000,001 to $100,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.


NEXTMEDIA GROUP: Taps Leibowitz & Associates as Special Counsel
---------------------------------------------------------------
NextMedia Group, Inc., et al., have asked for permission from the
U.S. Bankruptcy Court for the District of Delaware to employ
Leibowitz & Associates, P.A., as special FCC regulatory counsel,
effective as of the Petition Date.

L&A will advise the Debtors in connection with FCC regulatory and
licensing matters and FCC licensing matters, and perform other
legal services related to FCC licensing, regulations, applications
and similar services as the Debtors may request from time to time.

L&A will be paid based on the hourly rates of its personnel:

          Matthew L. Leibowitz                 $525
          Joseph Belisle                       $460
          Paralegals                        $125-$150

Matthew L. Leibowitz, a principal at L&A, assures the Court that
the firm is "disinterested" as that term is defined in Section
101(14) of the Bankruptcy Code.

Greenwood Village, Colorado-based NextMedia Group, Inc., provides
out-of-home media services through radio broadcasting and outdoor
advertising.  The Debtors operate an aggregate of 36 AM and FM
radio stations in a total of seven rated and unrated small, mid-
size and suburban markets, including the Greenville-New Bern-
Jacksonville, North Carolina area; the Saginaw-Bay City-Midland,
Michigan area; Canton, Ohio; Myrtle Beach, South Carolina; San
Jose, California; suburban Chicago; and suburban Dallas.

NextMedia Group filed for Chapter 11 bankruptcy protection on
December 21, 2009 (Bankr. D. Delaware Case No. 09-14463).  The
Debtor's affiliates, NextMedia Investors LLC, et al., also filed
Chapter 11 bankruptcy petitions.  Paul N. Heath, Esq.; Michael J.
Merchant, Esq.; and Chun I. Jang, Esq., at Richards Layton &
Finger, assist the Debtors in their restructuring efforts.
NextMedia Group listed $50,000,001 to $100,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.


NM TEXAS: Files for Chapter 11 Bankruptcy in Delaware
-----------------------------------------------------
According to insideARM, NM Texas Inc. filed a Chapter 11 petition
in Delaware (Bankr. D. Del. Case No. 09-14470), listing assets of
less than $100,000 and liabilities of between $100 million and
$500 million.


NORTEL NETWORKS: CCAA Stay Extended Until January 29
----------------------------------------------------
Nortel Networks Corporation related that it, its principal
operating subsidiary Nortel Networks Limited and its other
Canadian subsidiaries that filed for creditor protection under
the Companies' Creditors Arrangement Act sought and obtained an
order from the Ontario Superior Court of Justice further
extending to January 29, 2010, the stay of proceedings that was
previously granted by the Canadian Court.

The purpose of the stay of proceedings is to provide stability to
the Nortel companies to finalize funding arrangements and
continue with their divestiture and other restructuring efforts.

                       About Nortel Networks

Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.
(http://bankrupt.com/newsstand/=20
or 215/945-7000)


NORTEL NETWORKS: Ciena Gets ICA Nod for Ethernet Purchase
---------------------------------------------------------
Ciena Corporation received regulatory approval under the
Investment Canada Act to acquire Nortel Networks Inc.'s optical
networking and carrier Ethernet assets on December 30, 2009.

"T[he] regulatory approval confirms that the Minister of Industry
is satisfied that our acquisition will be of net benefit to
Canada," Ciena CEO and President Gary Smith related in public
statement.

"In addition to the positive benefits we expect for stockholders,
employees, customers and suppliers, we have always believed that
our transaction provided a substantial benefit to Canada and the
Canadian marketplace and we are pleased with today's important
milestone," Mr. Smith said.

Ciena has now completed applicable regulatory reviews in the U.S.
and Canada, and expects to close the transaction in the first
quarter of calendar 2010.

In a December 29, 2009 statement, Canada's Industry Minister Tony
Clement said, "I have approved the application by Ciena under the
Investment Canada Act to acquire Nortel's MEN division because I
am satisfied that the investment is likely to be of net benefit
to Canada."

"Ciena's investment will ensure the continued operation and
substantial research and development presence of the optical and
carrier Ethernet portions of Nortel's MEN business.  Ciena has
committed to make Canada a focal centre for its global R&D
operations and to maintain significant technology investment and
principal R&D functions in Canada," Mr. Clement stated.

"Ciena has also committed to continue to invest in R&D and to
maintain a significant proportion of the current employee
population in Canada.  In short, this investment will maintain
jobs, R&D activity and corporate leadership in Canada," Mr.
Clement further said.

                       About Nortel Networks

Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.
(http://bankrupt.com/newsstand/=20or 215/945-7000)


NORTEL NETWORKS: Contemplates Feb. 24 Auction for VOIP Business
---------------------------------------------------------------
Nortel Networks Corporation announced that it, its principal
operating subsidiary Nortel Networks Limited, and certain of its
other subsidiaries, including Nortel Networks Inc. and Nortel
Networks UK Limited (in administration), have entered into a
"stalking horse" asset sale agreement with GENBAND, Inc., for the
sale of substantially all of the assets of its North America,
Caribbean and Latin America (CALA) and Asia Carrier VoIP and
Application Solutions (CVAS) business, and an asset sale agreement
with GENBAND for the sale of substantially all of the assets of
the Europe, Middle East and Africa (EMEA) portion of its CVAS
business for a purchase price of US$282 million, subject to
balance sheet and other adjustments currently estimated at
approximately US$100 million.

These agreements include the planned sale of substantially all
assets of the CVAS business globally including softswitching,
gateways and SIP applications.  These agreements also include all
patents and intellectual property that are predominantly used in
the CVAS business.

GENBAND has teamed with one of its existing shareholders, One
Equity Partners III, L.P. (OEP), to assist in financing the
proposed purchase of Nortel's CVAS assets.  OEP manages
investments and commitments for JP Morgan Chase & Co. in private
equity transactions.

Accordingly, Nortel filed with the Bankruptcy Court a Sale Motion
of its CVAS Business on December 23, 2009.  Nortel provided the
Court details of the proposed sale transaction.  Nortel
specifically seek to enter into two separate purchase agreements
in relation to the sale of its CVAS Business: (1) a Stalking
Horse Agreement between the Nortel Debtor Entities and GENBAND,
and (2) an Asset Sale Agreement between the EMEA Nortel Entities
and GENBAND.

The Assets to be acquired by GENBAND include certain inventory
and supplies; unbilled accounts receivable; equipment; contracts;
prepaid expenses; intellectual property; net insurance proceeds
and tax records.  Excluded from the assets to be acquired are
certain cash and cash equivalents; accounts receivable; bank
account balances and petty cash and certain rights.  The Assets
may be sold in a single sale or in parts.

Under the Stalking Horse Agreement, the parties anticipate
entering into ancillary agreements, which include a Transition
Services Agreement, an Intellectual Property License Agreement, a
Trademark License Agreement, a Loaned Employee Agreement, and
Real Estates Terms and Conditions.

A full-text copy of the Stalking Horse Agreement is available for
free at:

    http://bankrupt.com/misc/NORTEL_CVASBizSalePact_1.pdf
    http://bankrupt.com/misc/NORTEL_CVASBizSalePact_2.pdf
    http://bankrupt.com/misc/NORTEL_CVASBizSalePact_3.pdf

Nortel seeks to subject the proposed sale to uniform bidding
procedures.  Among others, Nortel proposes that potential bidders
be required to (i) execute a confidentiality agreement; (ii)
present financial disclosures evidencing their capability to
consummate the transaction; and (iii) submit a preliminary
written proposal.

Bid must be submitted no later than February 16, 2010.  A
potential bid must offer to Nortel a value that is greater than
the value offered by GENBAND, plus the amount of any break-up
fee, plus $4 million, no later than the Bid Deadline.  If more
than one Qualified Bid is received, Nortel will conduct an
auction of the Assets on February 24, 2010.

In the event GENBAND is not selected as the successful purchaser,
Nortel agrees to entitle GENBAND to a $5 million break-up fee and
reimbursement of its reasonable expenses in preparing the Sale
Agreements.  Two thirds of the aggregate "Bid Protections" will
be payable by the Nortel Debtor Entities while the remaining one
third will be payable by the Nortel EMEA Entities.

Moreover, the sale parties agree to provide One Equity Partners
an incentive fee to induce its continued participated in the
auction process.  The agreed OEP Incentive Fee is US$3.6 million,
funded as $1.2 million by each of Nortel Networks Inc., Nortel
Networks Corporation and Nortel Networks UK Limited.  Nortel
acknowledged OEP' good faith efforts to participate in certain
Nortel divestitures.  OEP, which currently holds 35% of GENBAND's
common stock, has committed to provide financing for the payment
of the purchase price of the CVAS Business.  A full-text copy of
the Incentive Letter is available for free at:

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

Nortel seeks to provide notice of the auction details, the sale
hearing and the sale objection deadline to parties-in-interest.
Nortel also intends to publish the Sale Notice in The Wall Street
Journal, The Globe & Mail, and The Financial Times.

To facilitate and effect the sale of the CVAS Business Assets,
Nortel seeks to assume and assign to the Successful Purchaser
certain contracts related to the Assets, including customer
contracts.  Nortel clarifies that it intends to file the list of
Customer Contracts under seal to protect confidential commercial
information.  Nortel intend to send no later than January 15,
2010, an Assumption and Assignment Notice to each contract
counterparty involved.  Nortel will also be filing a cure
schedule in relation to the planned contract assumptions.
Counterparties will be given the opportunity to respond to, or
seek adequate assurance of, the contract assumptions.

A copy of the proposed Bidding Procedures is available for free
at http://bankrupt.com/misc/NORTEL_CVASBizBiddingProc.pdf

In a declaration filed with the Court, NNC Chief Strategy Officer
George Reidel disclosed the efforts Nortel undertook to market
the CVAS Business.  He further related that he believes the
GENBAND deal represents the best proposal available for the CVAS
Business.  He cited that the potential purchase price is likely
to decline over time if the Assets remain unsold.

Nortel urges the Bankruptcy Court to set a sale hearing for
March 3, 2010, where it intends to present the Successful Bid and
Alternate Bid, if any.  All objections to the sale must be filed
no later than February 17.

The Bankruptcy Court is set to convene a hearing on January 6,
2010, to consider approval of the proposed Bidding Procedures.

NNC and its four Canadian affiliates also filed a motion in the
Ontario Superior Court of Justice, seeking approval of the sale
agreement with GENBAND and the proposed process governing the
sale of the CVAS Business Assets.

                        GENBAND's Statement

GENBAND, Inc., a leading developer of next-generation IP
infrastructure solutions, announced that it has entered into an
agreement with Nortel to acquire substantially all of the assets
of its Carrier VoIP and Application Solutions Business (CVAS)
globally, for a purchase price of $282 million and a total cost of
ownership in excess of $400 million.  The proposed transaction
combines GENBAND's next-generation access, trunking, session and
security gateway technology and Nortel's widely used softswitch
and application technology, offering global service providers a
comprehensive VoIP portfolio.  GENBAND's vision behind the
acquisition will be to institute open standards, open interfaces,
promote interoperability and continue to build on its global OEM
business partner relationships.

GENBAND has teamed with one of its existing shareholders, One
Equity Partners (OEP), to purchase the Nortel assets.  Established
in 2001, OEP manages $8 billion of investments and commitments for
JPMorgan Chase & Co. in direct private equity transactions.

"From a customer and partner standpoint, we believe our vision
behind this acquisition is aligned with the industry's desired
evolution path to IP," said Charles D. Vogt, Chief Executive
Officer of GENBAND.  "This transaction, although potentially
subject to a competitive bidding process, represents an
opportunity to fuel affordable network migration to cutting-
edge VoIP technology.  As a leader in next generation VoIP
solutions today, our aim will be to empower service providers and
their partners to access a range of leading VoIP solutions to
interoperate with Nortel's installed base, without having to
replace existing infrastructure and investment.

"In addition to our complementary product portfolios and customer
bases, we enjoy common locations such as Texas, India and China;
and, should we succeed in the auction process, we will expand our
operational footprint in Canada and North Carolina.  We expect to
make employment offers to a significant majority of Nortel CVAS
employees."

GENBAND will continue its commitment to OEM partnering activity
and anticipates it will expand product, service and support
relationships following the proposed Nortel CVAS transaction.

This transaction, which encompasses substantially all of the
assets of Nortel's North American, Caribbean and Latin American
(CALA) and Asian CVAS business, as well as substantially all of
the assets of the European, Middle Eastern and African (EMEA)
portion of its CVAS business, is subject to a competitive bidding
process and requires the approval of Canadian and U.S. Courts.
In addition, consummation of the transaction is subject to the
satisfaction of regulatory and other conditions and the receipt
of various approvals, including governmental clearances in Canada
and the United States and the approval of the court in Israel.
The agreements are also subject to purchase price adjustments
under certain circumstances.

GENBAND is a global leader and innovator of next generation IP
media, session border and fixed mobile convergence security
solutions deployed in over two-thirds of the world's 100 largest
service providers.  These high-performance gateway solutions are
at the core of fixed and mobile networks around the world --
evolving, securing and enhancing communications networks.
Headquartered in Plano, Texas, GENBAND has Centers of Excellence
around the world and serves customers and partners in more than
80 countries.  Additional information is available at:

                      http://www.genband.com/

                       About Nortel Networks

Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.
(http://bankrupt.com/newsstand/=20or 215/945-7000)


NORTEL NETWORKS: Proposes $190.8 Mil. Canadian Funding Agreement
----------------------------------------------------------------
Nortel Networks Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the District of Delaware to approve an
agreement that would authorize the payment of $190.8 million to
Canada-based Nortel Networks Ltd.

The agreement referred to as the Final Canadian Funding and
Settlement Agreement was reached among the parties to authorize
NNI to make payments to fund NNL's operations from October 1,
2009, through the conclusion of the Canadian creditor protection
proceedings or the completion of the wind-down of the estates of
NNL and its four Canadian affiliates.

The payment also serves as settlement of NNL's claims on account
of the services, including corporate support, it provided to NNI
and its affiliated debtors as well as transition services to the
buyers of Nortel's major assets, including its wireless
technology business, its enterprise solutions business, and
optical networking and carrier ethernet business, among others.

The key terms of the Canadian Funding Agreement are:

  (1) Payment by NNI to NNL of $190.8 million in five
      installments, a portion of which may be adjusted pursuant
      to the parties' Agreement.

  (2) Settlement of certain claims by NNL against NNI for goods
      and services provided during the period covered by the
      Canadian Funding Agreement.

  (3) Allocation of corporate costs for the period covered by
      the Canadian Funding Agreement among NNL and NNI on a
      50%/50% basis.

  (4) Allocation of the costs and expenses incurred by the
      Nortel units in connection with the sale of their
      assets on a transaction-by-transaction basis to be
      satisfied out of the sale proceeds.

The Canadian Funding Agreement also provides for the
establishment of a pre-filing claim of about US$2.063 billion in
favor of NNI in NNL's Canadian creditor protection proceedings to
take account for any overpayments made by NNI to NNL and its
Canadian affiliates for the period from January 1, 2001 through
December 31, 2005, under the so-called "transfer pricing
agreements."

The parties' Agreement is subject to a number of conditions,
including NNL's and NNI's entry into advance pricing agreements
with the U.S.-based Internal Revenue Service and with the Canada
Revenue Agency to resolve certain transfer pricing issues, on a
retrospective basis, for the taxable years 2001 through 2005.

NNI also seeks court approval to redact or file under seal some
portions of the Canadian Funding Agreement that contain sensitive
financial information.

A full-text copy of the Canadian Funding Agreement is available
without charge at:

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

The Court will hold a hearing on January 21, 2010, to consider
approval of the requests.  Deadline for filing objections is
January 14, 2010.

                    Settlement of IRS Claim

In a related development, NNI has filed a motion with the
Bankruptcy Court to approve an agreement it entered into with the
IRS to settle the agency's $3 billion tax claim.

The settlement deal, which is a condition of the Canadian Funding
Agreement, contemplates the IRS' release of all of its claims
against NNI and other members of NNI's consolidated tax group for
the years 1998 through 2008 in exchange for a $37.5 million
payment.  It also requires the IRS to withdraw its $3 billion
claim against NNI.

A full-text copy of the Nortel-IRS Settlement Agreement is
available without charge at:

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

In connection with the Claim Settlement, NNI has also entered
into a stipulation with the IRS that would authorize the
withdrawal of NNI's objection to the IRS Claim.  The stipulation
is subject to the Bankruptcy Court's approval.

IRS filed the $3 billion claim against NNI on August 20, 2009, on
account of unpaid corporate taxes, interest and penalties.  It
consists of an unsecured priority claim for income taxes in the
sum of $1,804,637,586; accrued interest for $1,162,748,632; and
an unsecured non-priority claim for penalties in the sum of
$49,264,612.

                       About Nortel Networks

Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.
(http://bankrupt.com/newsstand/=20
or 215/945-7000)


NORTEL NETWORKS: Proposes Side Agreement With Nortel China
----------------------------------------------------------
Nortel Networks Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the District of Delaware to approve a "side
agreement" with Nortel Networks (China) Ltd. and Nortel Networks
Ltd.

The parties hammered out the Side Agreement in connection with
the sale of their Code Division Multiple Access (CDMA) business
and Long Term Evolution (LTE) assets to Telefonaktiebolaget LM
Ericsson.  The deal is intended to ensure that Nortel China
receives at least the minimum necessary consideration for the
sale of its assets.

The key terms of the Side Agreement are:

  (1) In the event the "required purchase price" or the amount
      of sale proceeds to be allocated to Nortel China as
      consideration for its assets exceeds the amount of sale
      proceeds allocated to the company pursuant to the protocol
      for resolving disputes over the allocation of sale
      proceeds, NNL and NNI will each pay to Nortel China an
      "adjustment amount" equal to 50% of the difference between
      the required purchase price and the allocated purchase
      price.

  (2) The required purchase price will be determined by an
      independent third-party valuation expert retained by
      Nortel China at its own expense, in consultation with NNL
      and NNI.  If either NNL or NNI objects to the valuation
      provided by the valuation expert within 30 days of receipt
      of notice, two additional valuation experts will be
      retained and the required purchase price will be the
      average of the three.

  (3) Any payment by NNL or NNI of its portion of the adjustment
      amount will be considered to be a corresponding deduction
      in the amount of sale proceeds allocated to NNL and NNI
      for the sale of their respective CDMA and LTE assets.

  (4) If NNL or NNI objects to the valuations provided by the
      additional valuation experts within 30 days of receipt of
      written notification of the additional valuation amounts,
      the parties will submit the determination of the
      adjustment amount to arbitration in Beijing under the
      auspices of the China International Economic and Trade
      Arbitration Commission.

  (5) In the event that subsequent to the payment of the
      adjustment amount Nortel China makes one or more dividend
      payments, distributions or other payments to NNL in its
      capacity as a shareholder of Nortel China, NNL will pay
      50% of the after-tax amounts of those distributed amounts
      to NNI upon actual receipt of the distributed amounts,
      provided that those payments to NNI will not in the
      aggregate exceed the portion of the adjustment amount paid
      by NNI to Nortel China.

A full-text copy of the Nortel China Side Agreement is available
without charge at:

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

The Bankruptcy Court will hold a hearing on January 6, 2010, to
consider approval of the Debtors' request.

                       About Nortel Networks

Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/--
delivers communications capabilities that make the promise of
Business Made Simple a reality for the Company's customers.  The
Company's next-generation technologies, for both service provider
and enterprise networks, support multimedia and business-critical
applications.  Nortel's technologies are designed to help
eliminate the barriers to efficiency, speed and performance by
simplifying networks and connecting people to the information they
need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young has been appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.  The Monitor also sought recognition of the CCAA
Proceedings in the Bankruptcy Court under Chapter 15 of the
Bankruptcy Code.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138).
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The Chapter 15 case is Bankr. D. Del. Case No. 09-10164.  Mary
Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll
& Rooney PC, in Wilmington, Delaware, serves as Chapter 15
petitioner's counsel.

Certain of Nortel's European subsidiaries have also made
consequential filings for creditor protection.  The Nortel
Companies related in a press release that Nortel Networks UK
Limited and certain subsidiaries of the Nortel group incorporated
in the EMEA region have each obtained an administration order
from the English High Court of Justice under the Insolvency Act
1986.  The applications were made by the EMEA Subsidiaries under
the provisions of the European Union's Council Regulation (EC)
No. 1346/2000 on Insolvency Proceedings and on the basis that
each EMEA Subsidiary's centre of main interests is in England.
Under the terms of the orders, representatives of Ernst & Young
LLP have been appointed as administrators of each of the EMEA
Companies and will continue to manage the EMEA Companies and
operate their businesses under the jurisdiction of the English
Court and in accordance with the applicable provisions of the
Insolvency Act.

Several entities, particularly, Nortel Government Solutions
Incorporated have material operations and are not part of the
bankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reported
consolidated assets of $11.6 billion and consolidated liabilities
of $11.8 billion.  The Nortel Companies' U.S. businesses are
primarily conducted through Nortel Networks Inc., which is the
parent of majority of the U.S. Nortel Companies.  As of
September 30, 2008, NNI had assets of about $9 billion and
liabilities of $3.2 billion, which do not include NNI's guarantee
of some or all of the Nortel Companies' about $4.2 billion of
unsecured public debt.

Bankruptcy Creditors' Service, Inc., publishes Nortel Networks
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Nortel Networks
Corp. and its various affiliates.
(http://bankrupt.com/newsstand/=20
or 215/945-7000)


OPTIMUMBANK HOLDINGS: Receives Nasdaq Staff Deficiency Letter
-------------------------------------------------------------
OptimumBank Holdings, Inc., bank holding company for OptimumBank,
disclosed that on December 28, 2009, the Company received a letter
from the Listing Qualifications Staff of The Nasdaq Stock Market
notifying the Company that it fails to comply with Nasdaq's
minimum market value of publicly held shares requirement for
continued listing set forth in Nasdaq Marketplace Rule
5450(b)(1)(C), which requires companies to maintain a MVPHS of at
least $5,000,000.

In accordance with Marketplace Rule 5810(c)(3)(D), the Company
will be provided 90 calendar days, or until March 29, 2010, to
regain compliance.  If, at any time before March 29, 2010, the
MVPHS of the Company's common stock is $5,000,000 or greater for a
minimum of 10 consecutive trading days, the Staff will provide
written notification to the Company that it has achieved
compliance with the Rule.  If the Company does not regain
compliance with the Rule by March 29, 2010, the Staff will provide
written notice that the Company's common stock will be delisted.
At that time, the Company may appeal the Staff's determination to
delist its securities to a Listing Qualifications Panel.

The Company cannot predict whether it will achieve compliance with
the Rule by the stated deadline.  As a result, it is considering
potential alternatives for the listing of its common stock,
including submission of an application for transfer to the Nasdaq
Capital Market.

Through its executive offices and three bank branches in Broward
County, Florida, the Company offers real estate lending and retail
banking products to individuals and businesses in Broward, Dade
and Palm Beach Counties.  The Bank also offers internet banking
services through its "OptiNet" internet banking website, located
at www.optimumbank.com.


PACIFIC GALVESTON: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Pacific Galveston Properties, LP
          dba Island Bay Apartments
        1800 Valley View Lane, Suite 300
        Dallas, TX 75234

Bankruptcy Case No.: 10-30122

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Stacey G. Jernigan

Debtor's Counsel: John P. Lewis, Jr., Esq.
                  Law Office of John P. Lewis, Jr.
                  1412 Main St. Ste. 210
                  Dallas, TX 75202
                  Tel: (214) 742-5925
                  Fax: (214) 742-5928
                  Email: jplewisjr@mindspring.com

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

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

The petition was signed by David Hendricks.


PAJAAMCO FAMILY: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: PAJAAMCO Family Limited Partnership
          fdba Pajamco Family Limited Partnership
        508 West Expressway 83
        McAllen, TX 78501

Bankruptcy Case No.: 10-70010

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (McAllen)

Judge: Richard S. Schmidt

Debtor's Counsel: John Kurt Stephen, Esq.
                  Cardena Whitis and Stephen
                  100 S Bicentennial Blvd
                  McAllen, TX 78501-7050
                  Tel: (956) 631-3381
                  Email: kurtstep@swbell.net

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

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

According to the schedules, the Company has assets of $26,760,745,
and total debts of $15,664,200.

The petition was signed by Macaulay A. Ojeaga.

Debtor's List of 2 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Law Offices of Ezequiel    Claims of RCD          $58,150
Reyna, Jr., LLP            Infrastructure for
                           unpaid billings
                           totaling $58,150
                           Crosspoint Business
                           Center project

Sea Island Tower           Association Fees:      $8,225
                           Unites #4129 & 1209


PANOCHE VALLEY: Sec. 341 Creditors Meeting Set for Jan. 26
----------------------------------------------------------
The U.S. Trustee for Region 15 will convene a meeting of Panoche
Valley, LLC's creditors on January 26, 2010, at 1:30 p.m. at Sixth
Floor, Suite 630, 402 W. Broadway, San Diego, CA 92101-8511.

This is the first meeting of creditors required under Section
341(a) of the U.S. 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 Diego, California-based Panoche Valley, LLC, filed for Chapter
11 bankruptcy protection on December 23, 2009 (Bankr. S.D. Calif.
Case No. 09-19670).  Thomas C. Nelson, Esq., who has an office in
San Diego, California, assists the Company in its restructuring
effort.  The Company listed $10,000,001 to $50,000,000 in assets
and $1,000,001 to $10,000,000 in liabilities.


PENN TRAFFIC: Union Workers Objects Sale to Price Chopper
---------------------------------------------------------
The United Food and Commercial Workers Union protested a proposed
sale of 22 stores of Penn Traffic stores sought by Price Chopper,
saying that the sale violates the Company's collective bargaining
obligations, according to myabc50.com.

The union said that there is no assurance that Price Chopper will
continue to hire Penn employees.  The union is one of the
Company's creditors and a member of the Official Committee of
Unsecured Creditor.

The Troubled Company Reporter reported Dec. 28, 2009, the Company
sought permission from the U.S. Bankruptcy Court for the District
of Delaware to accelerate approval for its sale of 22 of its
supermarkets to Price Chopper for $54 million.

                       About Penn Traffic

Syracuse, New York-based The Penn Traffic Company -- dba P&C
Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets
in Pennsylvania, upstate New York, Vermont, and New Hampshire
under the Bilo, P&C and Quality trade names.  The Company filed
for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr.
D. Delaware Case No. 09-14078).  Ann C. Cordo, Esq., and Gregory
W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist
the Company in its restructuring effort.  Donlin Recano is the
Company's claims agent.  The Company listed $150,347,730 in assets
and $136,874,394 in liabilities as of May 4, 2009.

These affiliates also filed separate Chapter 11 petition: Sunrise
Properties, Inc.; Pennway Express, Inc.; Penny Curtiss Baking
Company, Inc.; Big M Supermarkets, Inc.; Commander Foods Inc.; P
and C Food Markets, Inc. of Vermont; and P.T. Development, LLC.


PINEVIEW PARTNERS: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Pineview Partners, LLC
        3000F #247Danville Blvd.
        Alamo, CA 94507

Bankruptcy Case No.: 10-40005

Chapter 11 Petition Date: January 3, 2010

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Edward D. Jellen

Debtor's Counsel: Arlo Hale Smith, Esq.
                  Law Offices of Arlo H. Smith
                  66 San Fernando Way
                  San Francisco, CA 94127
                  Tel: (415) 681-9572
                  Email: halesf7@aol.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 Robert R. Fitzstephens, managing
partner of the Company.


PROLIANCE INTERNATIONAL: to Sell Nederlandse Radiateuren Unit
-------------------------------------------------------------
Proliance International, Inc., disclosed the execution of a
definitive agreement for the sale of 100% of the stock of its
Nederlandse Radiateuren Fabriek B.V. subsidiary to Mentha Capital
for approximately EUR13.5 million in cash.

Established in 1927, NRF is a leading European aftermarket
manufacturer and distributor of automotive, industrial and railway
heat transfer products with a manufacturing and distribution
presence in almost every Western European country.

The sale agreement is subject to higher or otherwise better offers
pursuant to specified bidding procedures and an auction process to
be conducted under the supervision of the U.S. Bankruptcy Court,
District of Delaware, under Section 363 of the U.S. Bankruptcy
Code.  TM Capital Corp. and Holland Corporate Finance are acting
as exclusive advisors with respect to the sale process and will
collect bid submissions on the Company's behalf.

                 About Proliance International

Based in New Haven, Connecticut, Proliance International, Inc. --
http://www.pliii.com/-- aka Godan makes automobile parts.  The
Company and its affiliates filed for Chapter 11 on July 2, 2009
(Bankr. D. Del. Lead Case No. 09-12278).  Christopher M. Samis,
Esq., and Daniel J. DeFranceschi, Esq., at Richards, Layton &
Finger PA, represent the Debtors in their restructuring efforts.
The Debtors' financial condition as of June 22, 2009, showed total
assets of $160.3 million and total debts of $133.5 million.

The sale of Proliance's North American assets to Centrum Equities
XV, LLC, was consummated under the provisions of Section 363 of
the Bankruptcy Code on August 14, 2009.


PROVIDENT ROYALTIES: To Hold Auction for Remaining Leaseholds
-------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that the Chapter 11
trustee for Provident Royalties LLC, the owner of working
interests in oil and gas properties, will hold an auction on Jan.
14 for the sale of the remaining leasehold interests located in
Arkansas, Louisiana, Mississippi and Oklahoma.

According to the report, Provident already has a $20 million offer
from Continental Resources Inc.  Under sale procedures approved by
the Court, the hearing for approval of the sale will take place
Jan. 19.

Assets of Provident were purchased by Sinclair Oil Corp., Consul
Properties LLC, and others in two previously approved sales.

                     About Provident Royalties

Based in Dallas, Texas, Provident Royalties LLC owns working
interests in oil and gas properties primarily in Oklahoma.
Provident and its affiliates filed for Chapter 11 on June 22, 2009
(Bankr. N.D. Tex. Case No. 09-33886).  Judge Harlin DeWayne Hale
presides over the case.  Epiq Bankruptcy Solutions, LLC is
the claims and noticing agent.  The United States Trustee for
the Northern District of Texas appointed nine members to the
Official Committee of Unsecured Creditors.

On July 2, 2009, the Securities and Exchange Commission filed,
under seal, a complaint in District Court for the Northern
District of Texas against the Debtors and certain of their
principals and managing partners on allegations that they sold
stock and limited partnership interest to over 7,700 investors as
part of a $485 million Ponzi scheme.

On July 2, 2009, the District Court for the Northern District of
Texas appointed Dennis L. Roossien, Jr., at Munsch Hardt Kopf &
Harr P.C. in Dallas, Texas, as receiver for the Debtors.  On
July 20, 2009, the Bankruptcy Court appointed the receiver as the
Debtors' Chapter 11 trustee.  Mr. Roossien, Jr., has taken
possession and control of the Debtors' property and business.

Mr. Roossien, Jr., has selected Patton Boggs, LLP, as his special
counsel.  Patton Boggs, LLP, was Debtors' counsel before the
appointment of Mr. Roossien, Jr., as Chapter 11 trustee.  Mr.
Roossien, Jr., has selected Munsch Hardt Koph & Harr, P.C., as
counsel.  Gardere, Wynne, Sewell, LLP, is the proposed counsel to
the official committee of unsecured creditors.

The Company, in its petition, listed between $100 million and
$500 million each in assets and debts.


RADIAN GROUP: Unveils Tender Offer Results for Money Market CPS
---------------------------------------------------------------
Radian Group Inc. has successfully completed its tender offers to
purchase up to all of the money market committed preferred
securities issued by Market Street Custodial Trust II and Market
Street Custodial Trust III.  The terms and conditions of the offer
were set forth in the Purchase Offer Memorandum and Consent
Solicitation Statement for each trust, as well as the Supplements
thereto, dated November 30, 2009, December 15, 2009, and
December 22, 2009.

The offer for the securities of Market Street Custodial Trust II
and Market Street Custodial Trust III expired at 5:00 p.m. Eastern
time, on December 30, 2009.  Global Bondholder Services
Corporation, the depositary for the offers, advised Radian that
65.8% and 88% of the outstanding securities of Market Street
Custodial Trust II and Market Street Custodial Trust III,
respectively, were validly tendered in the offer.  A closing
condition to a successful tender for each series of securities was
the tender of a majority of the securities of such series.

In accordance with the terms of the offer, Radian accepted for
payment all of the validly tendered securities of Market Street
Custodial Trust II and Market Street Custodial Trust III in the
aggregate face amount of $32,900,000 and $44,000,000,
respectively, at a purchase price of $35,000 for each security (of
$100,000 face amount).  Payment for tendered securities was
expected to be made on or before January 5, 2010.

In addition, Radian announced that the offer to purchase the money
market committed preferred securities issued by Market Street
Custodial Trust I expired at 5:00 p.m., Eastern time, on
December 30, 2009.  Approximately 45% of the outstanding
securities of Market Street Custodial Trust I were tendered before
the expiration time; therefore, the condition that a majority of
those securities be tendered was not satisfied.  Radian has
instructed Global Bondholder Services Corporation to promptly
return the previously tendered securities of Market Street
Custodial Trust I to their respective holders.

Goldman, Sachs & Co. acted as dealer-manager for the tender offers
and consent solicitations and can be contacted at (800) 828-3182
(toll-free) or, for banks and brokers, (212) 902-5183.  Global
Bondholder Services Corporation acted as the information agent for
the offers and consent solicitations and can be contacted at (866)
857-2200 (toll- free) or, for banks and brokers, (212) 430-3774.

                           About Radian

Headquartered in Philadelphia, Radian Group Inc. --
http://www.radian.biz/-- provides private mortgage insurance and
related risk mitigation products and services to mortgage lenders
nationwide through its principal operating subsidiary, Radian
Guaranty Inc.  These services help promote and preserve
homeownership opportunities for homebuyers, while protecting
lenders from default-related losses on residential first mortgages
and facilitating the sale of low-downpayment mortgages in the
secondary market.


RENAISSANT LAFAYETTE: Judge Denies Firm's DIP Loan
--------------------------------------------------
ABI reports that bankruptcy Judge Pamela Pepper has denied
Renaissant Lafayette LLC's $7.5 million debtor-in-possession
financing and instead ordered the bankrupt luxury condominium
development operator to take on a much smaller, short-term loan
from its prepetition lender.

Renaissant Lafayette is the owner of a 280-unit luxury condominium
development in Milwaukee named Park Lafayette.  The project is at
the intersection of North Prospect Avenue and Lafayette Place in
Milwaukee.  So far, 39 units were sold.

Renaissant filed a Chapter 11 petition on Dec. 28 (Bankr. E.D.
Wisc. Case No. 09-38166).  The petition says assets range from
$50,000,001 to $100,000,000 and debts range from $100,000,001 to
$500,000,000.  Renaissant owes $103 million to the construction
lender Longview Ultra Construction Loan Investment Fund.


RENAISSANT LAFAYETTE: Sec. 341 Creditors Meeting Set for Jan. 29
----------------------------------------------------------------
The U.S. Trustee for Region 11 will convene a meeting of
Renaissant Lafayette LLC's creditors on January 29, 2010, at 2:00
p.m. at U.S. Courthouse, Room 428, 517 East Wisconsin Avenue,
Milwaukee, WI 53202.

This is the first meeting of creditors required under Section
341(a) of the U.S. 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.

Oak Brook, Illinois-based Renaissant Lafayette LLC filed for
Chapter 11 bankruptcy protection on December 23, 2009 (Bankr. E.D.
Wis. Case No. 09-38166).  Forrest B. Lammiman, Esq., at Meltzer,
Purtill & Stelle LLC, assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $100,000,001 to $500,000,000 in liabilities.


RENAISSANT LAFAYETTE: Wants Meltzer Purtill as Bankr. Counsel
-------------------------------------------------------------
Renaissant Lafayette, LLC, has sought the approval of the U.S.
Bankruptcy Court for the Eastern District of Wisconsin to employ
Meltzer, Purtill & Stelle LLC as bankruptcy counsel.

Meltzer Purtill will, among other things:

     (a) attend meetings with, and negotiate with, representatives
         of creditors and other parties in interest;

     (b) advise the Debtor in connection with contemplated sales
         or leases of real estate assets or business combinations,
         formulating and implementing bidding procedures,
         evaluating competing offers, drafting appropriate
         corporate documents with respect to the proposed sales or
         leases, and counseling the Debtor in connection with the
         closing of the sales or leases;

     (c) advise the Debtor in connection with postpetition
         financing and cash collateral arrangements and
         negotiating and drafting documents relating thereto,
         providing advice and counsel with respect to prepetition
         financing arrangements, and providing advice to the
         Debtor in connection with the emergence financing and
         capital structure, and negotiating and drafting documents
         relating thereto;

     (d) advise the Debtor on matters relating to the evaluation
         of the assumption, rejection or assignment of unexpired
         leases and executory contracts;

Meltzer Purtill will be paid based on the hourly rates of its
personnel:

         Partners                $350-$550
         Associates              $225-$390
         Paralegals              $180-$300

The Debtor assures the Court that Meltzer Purtill is
"disinterested" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Amalgamated Bank, the Trustee of Longview Ultra Construction Loan
Investment Fund fka Longview Ultra 1 Construction Loan Investment
Fund, has objected to the hiring of Meltzer Purtill as the
Debtor's counsel, questioning the firm's "disinterestedness".
According to Amalgamated Bank, Meltzer Purtill is owed in excess
of $180,000 in pre-petition legal fees, and that rather than
simply waiving its right to the legal fees in full, the firm
proposes to "waive this outstanding balance immediately upon the
entry of the Court's order approving this Application, except to
the extent that the Debtor's prospective plan of reorganization is
confirmed by this Court and permits a subordinated payment of the
balance" to the firm following payments to other creditors.
Amalgamated Bank says that Meltzer Purtill proposed "waiver" of
fees is in fact not a waiver at all, but rather a subordination of
unsecured debt, and that the firm would remain an unsecured
creditor of the Debtor and thereby continue to lack
disinterestedness and hold an interest directly adverse to the
Debtor's estate.  Meltzer Purtill has in the past represented or
currently represents guarantors James J. Carroll and Warren Barr
in three cases.

Oak Brook, Illinois-based Renaissant Lafayette LLC filed for
Chapter 11 bankruptcy protection on December 23, 2009 (Bankr. E.D.
Wis. Case No. 09-38166).  Forrest B. Lammiman, Esq., at Meltzer,
Purtill & Stelle LLC, assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $100,000,001 to $500,000,000 in liabilities.


RENAISSANT LAFAYETTE: Wants Jan. 27 Schedules Filing Deadline
-------------------------------------------------------------
Renaissant Lafayette, LLC, has asked the U.S. Bankruptcy Court for
the Eastern District of Wisconsin to extend the filing of
schedules of assets and liabilities, statement of financial
affairs, and list of equity security holders by an additional 21
days until January 27, 2009.

The Debtor says that given the size and complexity of the Debtor's
operations, the critical matters that the Debtor's limited staff
of accounting and administrative personnel must address in the
initial days of this bankruptcy case, and the fact that certain
pre-petition invoices have not yet been received by the Debtor
and/or entered into the Debtor's financial systems, the Debtor has
not had the opportunity to gather the necessary information to
prepare and file its Equity Holders List and Schedules and
Statements.

Oak Brook, Illinois-based Renaissant Lafayette LLC filed for
Chapter 11 bankruptcy protection on December 23, 2009 (Bankr. E.D.
Wis. Case No. 09-38166).  Forrest B. Lammiman, Esq., at Meltzer,
Purtill & Stelle LLC, assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $100,000,001 to $500,000,000 in liabilities.


REVLON INC: Del. Shareholder Suit Complains About Exchange Offer
----------------------------------------------------------------
Berger & Montague, P.C., has filed a class action in the U.S.
District Court for the District of Delaware that would include all
shareholders who tendered their Class A Common Stock for
conversion to Series A preferred stock pursuant to Revlon's
exchange offer of September 24, 2009, effectuated October 8, 2009.

Investors who held Revlon (NYSE: REV) and converted their shares
to Series A preferred stock pursuant to Revlon's offer materials
of September 24, 2009, may move the Court to appoint them as lead
plaintiff no later than March 1, 2010.  A lead plaintiff is a
representative party acting on behalf of other class members in
directing the litigation.  Investors in Revlon who wish to discuss
this action or the lead plaintiff selection process may contact
Lawrence Deutsch, Esq., or Robin Switzenbaum, Esq., at Berger &
Montague, P.C., toll free at 1-888-891-2289, or by e-mail at
ldeutsch@bm.net or rswitzenbaum@bm.net  A copy of the class action
complaint can be viewed on Berger & Montague, P.C.'s Web site at
http://www.bergermontague.com/or may be viewed online via the
U.S. PACER system or requested from the Court.  The case is John
Garofalo, et al v. Revlon, Inc., et al. Defendants are Revlon,
Inc., Ronald O. Perelman, MacAndrews & Forbes Holdings Inc., Barry
F. Schwartz, David L. Kennedy, Alan T. Ennis, Alan S. Bernikow,
Paul J. Bohan, Meyer Feldberg, Ann D. Jordan, Debra L. Lee, Tamara
Mellon, Kathi P. Seifert and Kenneth L. Wolfe.

The complaint alleges that Revlon and certain of its officers and
directors violated the federal securities laws and Delaware state
law by omitting to disclose material information from those
persons who tendered their shares into Revlon's September 24, 2009
Exchange Offer, pursuant to which Revlon offered to exchange each
outstanding share of its Class A common stock for one share of a
newly issued series of Revlon Series A preferred stock.  The
Exchange Offer was the outgrowth of a proposal by Revlon's
controlling stockholders, MacAndrews & Forbes Holdings Inc. and
certain of its affiliates, to acquire all of the shares of
Revlon's common stock they did not already own.  Following the
October 8, 2009 consummation of the Exchange Offer, pursuant to
which the members of the Class tendered 9,336,905 shares of Revlon
Class A common stock for shares of Series A Preferred, Revlon
announced stellar financial results for its quarter ended
September 30, 2009, causing the Company's Class A common stock
price to rise by over 300%.

The complaint further alleges that despite the fact that the
Exchange Offer closed only a week after Revlon's Third Quarter
2009, its stockholders were not provided with material information
about the Company's expected positive results possessed by
defendants in the Offer Materials.  The tendering stockholders
were entitled to receive such critical information before deciding
whether to exchange their common stock.  Plaintiff seeks damages
on behalf of a class for the losses they suffered as a result of
defendants' non-disclosure of material facts and breaches of their
fiduciary duties.  Plaintiff is seeking remedies under Sections
14(a) and 20(a) of the Securities Exchange Act of 1934, and Rule
14a-9 promulgated thereunder by the SEC, and under Delaware state
law.

As a result of the Defendants' failure to properly disclose all
relevant information, plaintiff and other members of the Class
have been damaged since they did not receive their proportionate
share of the value of the Company's profits, assets and business
when they tendered their Common Stock in the Exchange Offer.

For more information about this case, please contact:

    Lawrence Deutsch, Esq.
    Robin Switzenbaum, Esq.
    BERGER & MONTAGUE, P.C.
    1622 Locust Street
    Philadelphia, PA 19103
    (215) 875-3062
    (888) 891-2289
    ldeutsch@bm.net
    rswitzenbaum@bm.net
    http://www.bergermontague.com/

Berger & Montague was founded in 1970.  The firm's 70 attorneys
concentrate their practice in complex litigation including
securities fraud and corporate governance, antitrust, civil and
human rights, consumer protection and environmental and mass
torts, and have recovered several billion dollars for consumers
and investors.

                           About Revlon

Based in New York, Revlon, Inc. (NYSE: REV) --
http://www.revloninc.com/-- is a worldwide cosmetics, hair color,
beauty tools, fragrances, skincare, anti-perspirants/deodorants
and beauty care products company.  The Company's vision is to
provide glamour, excitement and innovation to consumers through
high-quality products at affordable prices. Websites featuring
current product and promotional information can be reached at
http://www.revlon.com/ http://www.almay.com/and
http://www.mitchumman.com/ The Company's brands, which are sold
worldwide, include Revlon(R), Almay(R), ColorSilk(R), Mitchum (R),
Charlie (R), Gatineau(R) and Ultima II (R).

At September 30, 2009, Revlon had $802.0 million in total assets
against total current liabilities of $315.2 million, long-term
debt of $1.147 billion, long-term debt - affiliates of
$107.0 million, long-term pension and other post-retirement plan
liabilities of $209.3 million, other long-term liabilities of
$66.1 million, resulting in $1.04 billion in stockholders'
deficiency.  At September 30, 2009, the Company had a liquidity
position of $173.2 million, consisting of cash and cash
equivalents (net of any outstanding checks) of $59.7 million, as
well as $113.5 million in available borrowings under the 2006
Revolving Credit Facility.


RITE AID: Reports 1.8% Same Store Sales Decrease for December
-------------------------------------------------------------
Rite Aid Corporation on Monday announced sales results for
December.

For the four weeks ended December 26, 2009, same store sales
decreased 1.8 percent over the prior-year period.  Front-end same
store sales decreased 2.3% while pharmacy same store sales, which
included an approximate 188 basis points negative impact from new
generic introductions, were down 1.5%.  Prescriptions filled at
comparable stores decreased 0.2% over the prior-year period.

Total drugstore sales for the four-week period decreased 3.0% to
$2.091 billion compared to $2.155 billion for the same period last
year.  Prescription revenue accounted for 62.7% of drugstore
sales, and third party prescription revenue represented 96.2% of
pharmacy sales.

Same store sales for the 43-week period ended December 26, 2009
decreased 0.5%, consisting of a 2.9% front-end same store sales
decrease and a 0.7% increase in pharmacy same store sales.

Total drugstore sales for the 43 weeks ended December 26, 2009
decreased 2.0% to $21.222 billion from $21.658 billion in last
year's like period.  Prescription revenue accounted for 67.7% of
total drugstore sales,and third-party prescription revenue was
96.2% of pharmacy sales.

As reported by the Troubled Company Reporter on December 21, 2009,
Rite Aid reported a net loss of $83.862 million for the 13 weeks
ended November 28, 2009, from a net loss of $243.125 million for
the 13 week period ended November 29, 2008.  Rite Aid reported a
net loss of $83.862 million for the 13 weeks ended November 28,
2009, from a net loss of $243.125 million for the 13 week period
ended November 29, 2008.

At November 28, 2009, the Company had $8.597 billion in total
assets against $10.076 billion in total liabilities, resulting in
stockholders' deficit of $1.478 billion.

Dow Jones Newswires' Tess Stynes and Kelly Nolan reported Rite Aid
booked its 10th straight quarter of red ink.  Dow Jones noted Rite
Aid Chairman and Chief Executive Mary Sammons said at a conference
call the Company has more than doubled its liquidity from a year
earlier and has refinanced all its debt coming due next year.

                         About Rite Aid

Camp Hill, Pennsylvania-based Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- is a drugstore chain with more than
4,800 stores in 31 states in the U.S. and the District of Columbia
and fiscal 2009 annual revenues of more than $26.3 billion.


RVL TEXAS PROPERTIES: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: RVL Texas Properties, LLC
        4205 Beltway Drive
        Addison, TX 75001

Bankruptcy Case No.: 10-20009

Chapter 11 Petition Date: January 4, 2010

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

Judge: Richard S. Schmidt

Debtor's Counsel: Joyce Williams Lindauer, Esq.
                  Attorney at Law
                  8140 Walnut Hill Lane, Ste 301
                  Dallas, TX 75231
                  Tel: (972) 503-4033
                  Email: joyce@joycelindauer.com

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

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.


SARGENT RANCH LLC: Case Summary & 15 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Sargent Ranch, LLC, a California Limited Liability Company
        8031 La Jolla Scenic Drive North
        La Jolla, CA 92037

Bankruptcy Case No.: 10-00046

Chapter 11 Petition Date: January 4, 2010

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

Debtors' Counsel: John L. Smaha, Esq.
                  Smaha Law Group, APC
                  7860 Mission Center Court, Suite 100
                  San Diego, CA 92108
                  Tel: (619) 688-1557
                  Fax: (619) 688-1558
                  Email: jsmaha@smaha.com

Estimated Assets: $500,000,001 to $1,000,000,000

Estimated Debts: $50,000,001 to $100,000,000

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

            http://bankrupt.com/misc/casb10-00046.pdf

Debtor's List of 15 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Barnes & Thornberg         Legal Fees             $200,000

Chester Spiering           Consulting Fees        $500,000
1235 Christobal Privada
Mountain View, CA 94040

Clark & Weinstock          Legal Fees             $75,000

Live Oak Associates        Biological Surveys     $30,000

Luhdorff & Scalmanini      Engineering Fees       $9,500

Manasian & Rougeau, LLP    Legal Fees             $750,000
400 Montgomery St.,
Ste. 1000
San Francisco, CA 94104

McNally Temple             Consulting Fees        $84,000

Mike Baldridge             Consulting Fees        $1,774,250
335 Sutton Circle
Danville, CA 94506

Miller Starr Regalia       Legal Fees             $83,674

Morrison Foerster          Legal Fees             $13,000

Pillsbury Winthrop         Legal Fees             $411,000
2300 N. Street NW,
Rm 6182
Washington, DC 20037

Ruggeri Jensen Azar        Engineering Fees       $8,170

Santa Clara County         810-38-002             $333,760
Tax Collector              ($2,224);
70 W. Hedding Street       810-37-008
San Jose, CA 95110         ($19,008);
                           810-37-007
                           ($19,008);
                           810-37-006
                           ($62,700);
                           810-37-005
                           ($120);
                           810-38-009
                           ($9,000);
                           810-38-014
                           ($96,000);8

Santa Cruz County          110-201-04             $53,034
Tax Collector              ($6,022);
                           110-251-06
                           ($212);
                           110-271-01
                           ($5,800);
                           110-281-01
                           ($41,000)

TerraSearch                Engineering Fees       $8,500


The petition was signed by Wayne F. Pierce, managing member of the
Company.


SIMMONS BEDDING: Wins Confirmation of Prepackaged Ch. 11 Plan
-------------------------------------------------------------
Simmons Bedding Company on Jan. 5 announced that the U.S.
Bankruptcy Court for the District of Delaware has confirmed its
pre-packaged restructuring plan.  The court's ruling allows for
the previously announced acquisition of Simmons Bedding and all of
its domestic and international subsidiaries, as well as its parent
Bedding Holdco Incorporated, by affiliates of Ares Management LLC
and Teachers' Private Capital, the private investment department
of the Ontario Teachers' Pension Plan.  Simmons Bedding
anticipates that it will consummate the transaction and emerge
from chapter 11 on or around January 20, 2010.

Bennett Rosenthal, Senior Partner at Ares Management LLC,
commented, "Since we first announced our joint interest in the
Company last September, we have become even firmer in our belief
Simmons Bedding's prestigious brand name, its innovative products,
strong and experienced management, as well as positive
fundamentals we see for the industry. As we have learned from key
stakeholders and by working with management throughout this
process, the company is well-positioned for the future."

Erol Uzumeri, Senior Vice-President, Teachers' Private Capital,
stated, "What this process has confirmed for us is that Simmons
Bedding is the type of company that we seek: one with proven
talent throughout the organization and a strong franchise. The
Company's historical performance is excellent when measured
against our core investment criteria, and with its new capital
structure, we are confident this investment will produce
significant returns for us and all of its stakeholders - both now
and over time."

The decision by the Court marks the last of three major milestones
that the Company has met since the Plan was announced on
September 25, 2009.  First, it was announced on October 29, 2009
that all waiting periods under applicable antitrust and
competition regulations in the U.S. and Canada had expired or were
terminated. Second, the Company announced on November 16, 2009
that it filed the Plan with the Court after it received the
overwhelming support of creditors who cast favorable votes during
the formal consent solicitation.

Stephen G. Fendrich, Simmons Bedding's President and Chief
Operating Officer, commented, "Just as our lenders and note
holders voted their confidence last fall, this favorable decision
by the Court further validates the viability of our Plan and opens
the door to an exciting future for our Company, our employees, and
all of our suppliers and our customers."

Upon the completion of the transaction and emergence from chapter
11, the reorganized companies will have improved their capital
structure by substantially reducing total debt obligations from
approximately $1.0 billion to approximately $450 million. The Plan
as confirmed also provides for all trade vendors, suppliers
employees, and senior secured lenders to be paid in full.

Final consummation of the transaction remains subject to customary
closing terms and conditions.

Weil, Gotshal & Manges LLP is acting as legal counsel and Miller
Buckfire & Co., LLC is acting as financial advisor to the Company
for the chapter 11 cases.

Sullivan & Cromwell LLP is acting as legal counsel and Goldman,
Sachs & Co. is acting as financial advisor for the purchaser.

                    About Ares Management

Ares Management -- http://www.aresmgmt.com/-- is an SEC-
registered investment adviser and alternative asset manager with
total committed capital under management of approximately $33
billion as of September 30, 2009. With complementary pools of
capital in private equity, private debt and capital markets, Ares
Management has the ability to invest across all levels of a
company's capital structure - from senior debt to common equity -
in a variety of industries in a growing number of international
markets. The Ares Private Equity Group has a proven track record
of partnering with high quality, middle-market companies and
creating value with its flexible capital such as Serta. Other
notable current investments include General Nutrition Centers,
Inc., Hanger Orthopedic Group, Inc. and Maidenform Brands, Inc.
The firm is headquartered in Los Angeles with approximately 250
employees and professionals located across the United States and
Europe.

                  About Teachers' Private Capital

Teachers' Private Capital -- http://www.otpp.com/-- is one of the
world's largest private equity investors. It is the private
investment department of the Ontario Teachers' Pension Plan, the
largest single-profession pension plan in Canada. The Ontario
Teachers' Pension Plan is an independent corporation responsible
for investing the fund and administering the pensions of Ontario's
284,000 active and retired teachers.

                        About Simmons Bedding

Atlanta, Georgia-based Simmons Bedding Company -- aka Simmons
Company a Corporation of Delaware; Simmons Company, N.A.; Simmons;
Simmons Company (U.S.A.); Simmons Co.; Simmons Company, a Delaware
Corporation; Simmons Bedding; Simmons USA Company; THL Bedding
Company; Simmons U.S.A. Company; Simmons U.S.A. Corporation;
Simmons Bedding Company -- is a holding company with no operating
assets. Through its wholly-owned subsidiary, Bedding Holdco
Incorporated, which is also a holding company, Simmons Company
owns the common stock of Simmons Bedding Company.  All of Simmons
Company's business operations are conducted by Simmons Bedding
Company and its direct and indirect subsidiaries.  Simmons
Company, together with its subsidiaries, is one of the largest
bedding manufacturers in North America.

The Company filed for Chapter 11 bankruptcy protection on
November 16, 2009 (Bankr. D. Del. Case No. 09-14037).  The
Company's affiliates also filed separate Chapter 11 petitions.
Simmons Bedding listed $895,970,000 in assets and $1,263,522,000
in liabilities as of June 27, 2009.

Weil, Gotshal & Manges LLP is acting as legal counsel and Miller
Buckfire & Co., LLC is acting as financial advisor to Simmons.
Sullivan & Cromwell LLP is acting as legal counsel and Goldman,
Sachs & Co., is acting as financial advisor to Ares and Teachers'.


SMURFIT-STONE: Lining Up $1.2 Billion in Exit Financing
-------------------------------------------------------
Daily Bankruptcy Review reports that Smurfit-Stone Container Corp.
is lining up a $1.2 billion loan to fund its exit from bankruptcy
later this year.  DBR says the Debtor is seeking permission from
the Court to keep the cost of the financing secret.

Bloomberg News' Kristen Haunss says the exit financing is being
arranged by JPMorgan Chase & Co., Deutsche Bank AG and Bank of
America Corp.

Ms. Haunss, citing Court papers filed Saturday, says the Debtor is
asking for a six-year loan.  The report says the Debtor proposes
to pay lenders an interest rate of 5 percentage points more than
the London interbank offered rate, with a 2% LIBOR floor.

According to Bloomberg, Smurfit spokesman Mike Mullin said the
terms of the exit financing have not been set and will be made
public when the final court approval is sought.

                      About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly $7.450 billion in total assets and $5.582 billion
in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: Files Amended Reorganization Plan
------------------------------------------------
Smurfit-Stone Container Corporation and each of its subsidiaries
and affiliates currently acting as debtors-in-possession under
Chapter 11 of the United States Bankruptcy Code including those
Debtors that are Canadian subsidiaries and parties to the
Companies' Creditors Arrangement Act (Canada) proceeding have
filed an amended Joint Plan of Reorganization and Plan of
Compromise and Arrangement and Disclosure Statement with the
United States Bankruptcy Court for the District of Delaware on
December 22, 2009.

The amendments include certain provisions towards the treatment
of certain classes of claims:

A. Class 1C: Prepetition Lender Claims Against Smurfit-Stone
  Container Corporation and Class 2C: Prepetition Lender Claims
  Against Smurfit-Stone Container Enterprises

  After the Effective Date, in full and complete satisfaction,
  settlement, release and discharge, each Holder of an Allowed
  Prepetition Lender Claim will receive a cash payment equal to
  100% of the claim's principal amount, plus any accrued but
  unpaid interest thereon payable at the non-default interest
  rate under the Prepetition Credit Agreement.  In addition, (i)
  on the Effective Date, each Prepetition Revolving Facility
  Letter of Credit will, in the Debtors' discretion, in
  consultation with the Official Committee of Unsecured
  Creditors, either be (x) returned to the issuer undrawn and
  marked canceled or, (y) cash collateralized with cash equal to
  105% of the face amount of the Prepetition Revolving Facility
  Letter of Credit, or (z) collateralized with back-to-back
  letters of credit issued under the Exit Facilities in an
  amount equal to 105% of the face amount of the Prepetition
  Revolving Facility Letter of Credit and in form and substance
  acceptable to the issuer thereof; and (ii) the reasonable fees
  and expenses of counsel and financial advisors to the
  Prepetition Agent that were incurred prior to the Effective
  Date in accordance with the terms of the DIP Facility Order
  will be paid not later than 30 days after the Effective Date.

B. Class 2E: General Unsecured Claims Against SSCE

  On or as soon as reasonably practicable after the latest to
  occur of (i) an Initial Distribution Date or (ii) the first
  Distribution Date after the General Unsecured Claim against
  SSCE becomes an Allowed Claim, each Holder of an Allowed
  General Unsecured Claim against SSCE will receive, on account
  of, and in full and complete satisfaction, settlement, release
  and discharge of, and in exchange for, the Allowed General
  Unsecured Claim, its Pro Rata Share of the New SSCC Common
  Stock Pool; provided, however, that any Eligible Cash-Out
  Participant that makes the Cash-Out Election may, to the
  extent any Cash-Out Payments are made pursuant to the Plan,
  receive on account of, and in full and complete satisfaction,
  settlement, release and discharge of, and in exchange for, its
  Allowed General Unsecured Claim against SSCE, the Cash-Out
  Percentage of the Allowed Claim payable in cash on the
  Initial Distribution Date.

  Each Eligible Cash-Out Participant may elect to participate in
  the Cash-Out Auction pursuant to certain procedures set in the
  Plan by making the election on the Ballot to be provided to
  the Holders of Impaired Claims entitled to vote to accept or
  reject the Plan and returning that Ballot to the address
  specified therein before the Voting Deadline.  Any Cash-Out
  Election made after the Voting Deadline will not be binding
  on the Debtors unless the Voting Deadline is expressly waived
  in writing by the Debtors with respect to the Claim.  All
  Cash-Out Elections submitted before the Voting Deadline will
  be final and irrevocable.

C. Class 4C: Union Bank Claims Against Calpine Corrugated and
  Class 4D: CIT Group Claims Against Calpine Corrugated

  The Amended Plan provides that the reasonable fees and
  expenses of counsel and financial advisors to CIT Group and
  Union Bank that were incurred prior to the Effective Date will
  be paid by the Debtors or the Reorganized Debtors not later
  than 30 days after the Effective Date.

D. Class 15C: Prepetition Canadian Lender Claims Against SSC
  Canada, Class 16C: Prepetition Canadian Lender Claims
  Against Smurfit-MBI, Class 17C: Prepetition Canadian
  Lender Claims Against MBI Limited, Class 20C: Prepetition
  Canadian Lender Claims Against Francobec Company, and Class
  21C: Prepetition Canadian Lender Claims Against 3083527 Nova
  Scotia Company.

  Holders will receive a cash payment equal to 100% of the
  principal amount of the Allowed Prepetition Canadian Lender
  Claim, plus any accrued but unpaid interest thereon payable at
  the non-default interest rate under the Prepetition Credit
  Agreement.  In addition, (i) on the Effective Date, each
  Prepetition Canadian Revolving Facility Letter of Credit will,
  in the Debtors' discretion, in consultation with the Committee
  and the CCAA Monitor, either be (x) returned to the issuer
  undrawn and marked canceled or, (y) cash collateralized with
  cash in an amount equal to 105% of the face amount of the
  Prepetition Canadian Revolving Facility Letter of Credit, or
  (z) collateralized with back-to-back letters of credit issued
  under the Exit Facilities in an amount equal to 105% of the
  face amount of the Prepetition Canadian Revolving Facility
  Letter of Credit and in form and substance acceptable to the
  issuer thereof; and (ii) the reasonable fees and expenses of
  counsel and financial advisors to the Prepetition Agent that
  were incurred prior to the Effective Date in accordance with
  the terms of the DIP Facility Order will be paid not later
  than 30 days after the Effective Date.

The Amended Plan also provides specific amounts in the amended
and restated certificate of incorporation and by-laws of the
Reorganized Debtors.  The Amended COI include provisions
authorizing the issuance of 150,000,000 shares of New SSCC Common
Stock, of which up to 100,000,000 shares will initially be issued
and outstanding as of the Effective Date, provided that shares
representing not less than eight percent on a fully diluted basis
of the New SSCC Common Stock that is issued or reserved for
issuance pursuant to the Plan will be reserved for issuance
pursuant to the pertinent Management Incentive Plans, with
initial equity-based grants made to certain officers and other
employees of the Reorganized Debtors.

The Amended COI will also include provisions authorizing the
issuance of 10,000,000 shares of New SSCC Preferred Stock,
provided that no shares of the New SSCC Preferred Stock will be
issued on the Effective Date; and provisions, to the extent
necessary or appropriate, giving effect to the terms of the Plan.

Consistent with Section 1123(a)(6) of the Bankruptcy Code, the
Amended COI will, among other things, prohibit the issuance of
non-voting equity securities in contravention of the Bankruptcy
Code.

Copies of the Amended COI and By-Laws are available for free at:

           http://bankrupt.com/misc/SmrftAmCOI.pdf
           http://bankrupt.com/misc/SmrftAmByLaws.pdf

In addition, the Amended Plan provides for certain additional
transactions.  Specifically, the Amended Plan contemplates a
"cash-out auction" for certain "cash-out participants."

Each Eligible Cash-Out Participant may elect to participate in
the Cash-Out Auction by participating in a "Cash-Out Election."
Each Eligible Cash-Out Participant will be entitled to make the
Cash-Out Election regardless of whether the Eligible Cash-Out
Participant has voted in favor of the Plan.

All Eligible Cash-Out Participants that choose not to make the
Cash-Out Election will receive shares of the New SSCC Common
Stock on account of their Allowed Claims.  Any Eligible Cash-Out
Participant holding a Disputed Claim as of the Voting Deadline
will be entitled, but not required, to participate in the Cash-
Out Auction, provided that all Eligible Cash-Out Participants
must hold Allowed General Unsecured Claims against SSCE on or
before the Initial Distribution Date in order to receive a Cash-
Out Payment.

Any Eligible Cash-Out Participant that holds a Disputed Claim as
of the Initial Distribution Date that is deemed to be an Allowed
Claim after the Initial Distribution Date will receive shares of
the New SSCC Common Stock on account of its Allowed Claims and
will not be entitled to receive a Cash-Out Payment.

The Debtors, in consultation with the Committee, reserve the
right to cancel the cash-out auction at any time prior to the
effective date by filing a written notice of the cancellation
with the bankruptcy court.  If the Cash-Out Auction is cancelled
by the Debtors, all Eligible Cash-Out Participants that made the
Cash-Out Election on their timely-submitted Ballots will receive
their Pro Rata Share of the New SSCC Common Stock Pool on account
of their Allowed Claims.

Pursuant to the Cash-Out Election, each Eligible Cash-Out
Participant may elect to forego its Pro Rata Share of the New
SSCC Common Stock Pool, which it otherwise would have received
under the Plan on account of its Allowed General Unsecured Claims
against SSCE, in exchange for receiving a payment in cash equal
to the Cash-Out Percentage of the Allowed Claim on the Initial
Distribution Date, in full and complete satisfaction, settlement,
release and discharge of the Allowed Claim.  Each Eligible Cash-
Out Participant that receives a Cash-Out Payment will be deemed
to have waived its right to receive any shares of the New SSCC
Common Stock under the Plan.  The process for determining which
Eligible Cash-Out Participants may be entitled to receive Cash-
Out Payments on account of their Allowed Claims is referred to as
the "Cash-Out Auction."

             Moore and Klinger Employment Pacts

Upon confirmation of the Plan, the Debtors will enter into new
agreements with Patrick J. Moore, the Debtors' chairman of the
board and chief executive officer, and Steven J. Klinger, the
Debtors' president and chief operating officer.

Mr. Moore's Employment Agreement requires him to devote
substantially all of his business time to the Reorganized
Debtors' operations through a specified post-emergence retirement
date, at which time he will retire from his employment with
Reorganized SSCC, unless his retirement date is accelerated or
his employment otherwise terminates sooner in accordance with the
provisions of his Employment Agreement.  He will continue in his
position as Chief Executive Officer until his retirement.  During
his employment, Mr. Moore will receive a base salary and will be
eligible to participate in the Reorganized Debtors' annual
incentive bonus plan and receive other benefits and perquisites
as are made available to their senior executives generally.

The Klinger Employment Agreement requires Mr. Klinger to devote
substantially all of his business time to the Reorganized
Debtors' operations through the term of his employment and is
subject to automatic renewal for successive two-year terms unless
sooner terminated by either party in accordance with the
provisions of the Klinger Employment Agreement.  The Klinger
Employment Agreement also provides that Mr. Klinger will be
eligible to participate in any annual performance bonus plans,
long-term incentive plans, or equity-based compensation plans
established or maintained by the Reorganized Debtors for their
senior executive officers, including the MIP and the Equity
Incentive Plan, and provides that he will receive an Emergence
Equity Grant of 0.9% of the shares of New SSCC Common Stock.

A blacklined copy of the Amended Plan is available for free at:

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

Aside from the Amended COI and By-Laws, the Amended Plan also
contains these documents as exhibits:

  * Management Incentive Plan:

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

  * U.S. Debtors and Cross-Border Debtors Chart:

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

A blacklined copy of the Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/SmrftAmDSBlkln.pdf

In addition to the Amended Plan, the Amended Disclosure Statement
contains:

  * Post Emergence Structure Chart:

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

  * Financial Projection:

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

  * Liquidation Analysis:

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

The Court will convene a hearing on January 29, 2010, at 10 a.m.
to consider the approval of the Amended Disclosure Statement as
containing "adequate information" within the meaning of Section
1125 of the Bankruptcy Code.  All objections must be filed on or
before 4:00 p.m. on January 21, 2009.

                      Company's Statement

Patrick J. Moore, age 55, Smurfit-Stone Container Corporation
Chairman of the Board and Chief Executive Officer, has notified
the Board of Directors that he intends to retire within one year
following the Company's emergence from Chapter 11 proceedings.

Mr. Moore will continue to serve on the Board of Directors.  The
Company has filed amendments to its Plan of Reorganization
documents in United States Bankruptcy Court that provides for a
non-executive Chairman of the Board upon emergence from Chapter
11.  It is anticipated that the new Board of the reorganized
Company will designate a successor to Moore after the Company and
its subsidiaries emerge from Chapter 11.

President and Chief Operating Officer Steven J. Klinger, will
continue to serve in his current role as well as on the Company's
Board of Directors.

Mr. Moore said, "Steve and I will work together on an orderly,
well planned transition.  We remain fully committed to leading the
Company to a successful emergence from our Chapter 11
restructuring.  Throughout 2010, we will focus on a seamless
leadership succession while profitably growing our business and
leveraging the strong operational and financial foundation that
our employees have worked so hard to build."

Smurfit-Stone filed its Plan of Reorganization on December 1 and
plans to emerge from restructuring proceedings in both the United
States and Canada either late in the first quarter or early in the
second quarter of 2010.

Smurfit-Stone Container Corporation is one of the industry's
leading integrated containerboard and corrugated packaging
producers, and one of the world's largest paper recyclers.  The
company is a member of the Sustainable Forestry Initiative(R) and
the Chicago Climate Exchange.  Smurfit-Stone generated revenue of
$7.04 billion in 2008; has led the industry in safety every year
since 2001; and conducts its business in compliance with the
environmental, health, and safety principles of the American
Forest & Paper Association.

                       About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly $7.450 billion in total assets and $5.582 billion
in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: Seeks May 21 Extension for Plan Exclusivity
----------------------------------------------------------
Smurfit-Stone Container Corp. and its units ask the Court that
their current exclusive plan filing period be extended through and
including May 21, 2010, and the current plan solicitation period
through and including July 21, 2010.

The Debtors also ask that the extensions be without prejudice to
their right to seek additional extensions.

James F. Conlan, Esq., at Sidley Austin LLP, in Chicago,
Illinois, notes that the Debtors have made tremendous strides in
stabilizing their business operations and are in the final, and
critical stages of their Chapter 11 cases.  He adds that the
Debtors have already filed a Joint Chapter 11 Plan of
Reorganization and Disclosure Statement, which is scheduled to be
heard on January 29, 2010.  The Debtors currently anticipate a
confirmation hearing occurring sometime on April 2010.

Although the Debtors are confident that the Disclosure Statement
will be approved by the Court and that the Plan is confirmable in
its current form, Mr. Conlan submits that the Debtors need the
flexibility and protections afforded by an extension of the
Exclusive Periods in order to focus on confirming the Plan
without the complications caused by potentially competing plans
and to maintain the ability to address issues that may arise
through filing modifications or amendments to the Plan.

In addition to developing and negotiating the Plan, Mr. Conlan
tells the Court that during the nearly 11 months leading up to
the filing of the Plan and Disclosure Statement, the Debtors
worked tirelessly with their advisors to restructure and
stabilize their operations.  He adds that the Debtors and their
advisors will also be continuing to devote substantial time and
efforts to continuing to manage the day-to-day activity of the
Debtors and their Chapter 11 cases.

The Court had set January 14, 2010, at 11:00 a.m., as the date to
hear the Debtors' request.  Any objection must be filed not later
than January 7, 2010, at 4:00 p.m.

                       About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly $7.450 billion in total assets and $5.582 billion
in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: Wants April 21 Extension of Removal Period
---------------------------------------------------------
Smurfit-Stone Container Corp. and its units ask the Court to
further extend the period within which they may file notices of
removal of claims and causes of action pursuant to Section 1452 of
the Bankruptcy Code and Rule 9027 of the Federal Rules of
Bankruptcy Procedure, by 120 days, through and including April 21,
2010.

In addition, the Debtors ask the Court that their request be
granted without prejudice to their right to seek further
extensions.

The deadline for the Debtors to file notices of removal was
previously extended from August 24, 2009, to December 22, 2009.

James F. Conlan, Esq., at Sidley Austin LLP, in Chicago,
Illinois, submits that cause exists to further extend the Removal
Period because the size of the Debtors' business operations and
the large number of Debtors involved have caused the Debtors'
management and advisors to devote an extraordinary amount of time
ensuring the Debtors meet the requirements of the Chapter 11
process while maintaining smooth business operations.

Furthermore, the Debtors have undertaken substantial efforts to
negotiate, formulate and present a Joint Plan of Reorganization
for Smurfit-Stone Container Corporation and its Debtor
Subsidiaries and Plan of Compromise and Arrangement for Smurfit-
Stone Container Canada Inc. and Affiliated Canadian Debtors and
related Disclosure Statement, Mr. Conlan notes.

Given the tasks and their attendant demands on the Debtors'
personnel and professionals, Mr. Conlan asserts that the Debtors
have a legitimate need for additional time to review their
pending litigation matters in order to evaluate whether they
should be removed.

The parties that have asserted claims or causes of action that
are related to the Chapter 11 cases will suffer no discernible
prejudice because Prepetition claims and causes of action against
the Debtors are stayed by operation of the automatic stay, Mr.
Conlan submits.

The Court will convene a hearing on January 14, 2010, at
11:00 a.m., to consider the Debtors' request.  Pursuant to
Del.Bankr.LR 9006-2, the Debtors' Removal Period is automatically
extended until the conclusion of that hearing.

All objections are to be filed not later than 4:00 p.m. on
January 7, 2010.

                       About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly $7.450 billion in total assets and $5.582 billion
in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SONRISA PROPERTIES: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Sonrisa Properties, Ltd.
        3027 Marina Bay Drive, Ste 220
        League City, TX 77573

Bankruptcy Case No.: 10-80012

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (Galveston)

Judge: Letitia Z. Paul

Debtor's Counsel: Karen R. Emmott, Esq.
                  Attorney at Law
                  4615 Southwest Freeway, Suite 500
                  Houston, TX 77027
                  Tel: (713) 739-0008
                  Fax: (713) 481-6262
                  Email: karen.emmott@sbcglobal.net

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

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.


SONRISA REALTY PARTNERS: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Sonrisa Realty Partners, Ltd.
        3027 Marina Bay Drive, Ste 220
        League City, TX 77573

Bankruptcy Case No.: 10-30084

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Marvin Isgur

Debtor's Counsel: Karen R. Emmott, Esq.
                  Attorney at Law
                  4615 Southwest Freeway, Suite 500
                  Houston, TX 77027
                  Tel: (713) 739-0008
                  Fax: (713) 481-6262
                  Email: karen.emmott@sbcglobal.net

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

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.


TALBOTS INC: Amends Loan Facility; Repays Third-Party Bank Debt
---------------------------------------------------------------
The Talbots, Inc. amended and restated its secured revolving loan
agreement as entered into on April 10, 2009 with Aeon Co., Ltd.,
the Company's majority shareholder, in order to repay all of its
outstanding third party debt.  Pursuant to the Agreement, the
principal amount of the Company's earlier $150 million secured
credit facility with Aeon was increased to $250 million.

On December 29, 2009 Talbots drew $245 million under the Amended
Facility and paid off all of its third party bank indebtedness
totaling approximately $241 million in principal amount, in
addition to other related costs and expenses associated with the
amendment and debt repayment.

Talbots President and Chief Executive Officer, Trudy F. Sullivan,
said, "Our comprehensive financing solution to delever our balance
sheet, which we announced last month, included a repayment of all
of the Company's existing debt.  With this satisfaction of all of
our outstanding third party debt and the elimination of our year-
end maturities, we can now more closely focus on completing the
merger between Talbots and BPW to deliver greater shareholder
value."

Under the amended revolving loan facility, interest on the
outstanding principal is one-month LIBOR plus 600 basis points,
with interest payable monthly in arrears.  The facility is secured
by all of the Company's assets, including charge card receivables,
inventory and mortgages on its Hingham, MA headquarters facility
and its Lakeville, MA distribution facility.

The Amended Facility has a scheduled maturity date of the earlier
to occur of April 16, 2010 or the consummation of the previously
announced plan for the merger between Talbots and BPW Acquisition
Corp.  On December 8, 2009, the Company announced a comprehensive
financing solution which included three related transactions: an
agreement and plan of merger with BPW Acquisition Corp.; the
retirement of Aeon's equity and repayment of Talbots existing
debt; and a commitment for up to a new $200 million revolving
credit security from GE Capital.

                      About The Talbots Inc.

Based in Hingham, Mass., The Talbots, Inc. (NYSE:TLB) is a
specialty retailer and direct marketer of women's apparel, shoes,
and accessories.  The Company operates stores in the United States
and Canada.  In addition, its customers may shop online or via its
catalogs.  The Company's products are sold through its 587 stores,
its circulation of approximately 55 million catalogs during the
fiscal year ended January 31, 2009, and online through its Web
site

The Talbots, Inc.'s consolidated balance sheets at August 1, 2009,
showed $855.9 million in total assets and $1.06 billion in total
assets, resulting in a $206.7 million total shareholders' deficit.


TAVERN ON THE GREEN: Approved for Auction this Month
----------------------------------------------------
Bill Rochelle at Bloomberg News reports that Tavern on the Green
LP was authorized by the Bankruptcy Court to hold an auction for
the decorations and equipment on Jan. 13 to Jan. 15.

According to the report, the bankruptcy judge will hold another
hearing on Jan. 11 to rule on an objection by the City of New York
contending that some of the items such as ceilings, paneling and a
mural became attached to the building and thus can't be sold.  If
ownership isn't resolved before the hearing, the auctioneer will
nonetheless accept bids while telling bidders that the items won't
be sold unless the judge rules that the property can be removed
from the building.

Bill Rochelle relates that the current operators are required to
vacate the building on Feb. 14 so new operators can take over.
New Year's Eve was the last day of operation under current
management.

As reported by the TCR on Oct. 23, 2009, New York City filed a
complaint against Tavern on the Green LP in the Bankruptcy Court,
to claim rights of the name to the Debtor's famed restaurant in
New York's Central Park.  The city asked for a judgment canceling
the federal trademark registration for the name obtained by the
operators in 1981, or an order assigning the trademark to the
city.

The restaurant on the other hand takes the position that there was
no trademark until the present owner developed the glitzy
restaurant in Manhattan's Central Park.

Tavern on the Green LP has asked for a temporary restraining order
in U.S. Bankruptcy Court that would allow it to delay turnover of
the lease of its popular restaurant in Central Park, for 90 days
after January 1, 2010.  In August, New York awarded the lease for
20 years starting Jan. 1 to restaurateur Dean Poll, who runs the
Boathouse Restaurant in Central Park.

Tavern on the Green LP is the operator of the 75-year-old
restaurant in New York's Central Park. Tavern on the Green, the
second-highest grossing restaurant in the U.S. last year, was
founded in 1934 by New York Parks Commissioner Robert Moses and
the license was bought by restaurateur Warner LeRoy in 1974.

The Company filed for Chapter 11 on September 9, 2009 (Bankr.
S.D.N.Y. Case No. 09-15450).  It listed assets and debts of as
much as $50 million each.


THORNBURG MORTGAGE: High Interest in Mortgage Servicing Portfolio
-----------------------------------------------------------------
Thornburg Mortgage Inc. is seeing "wide interest" in the auction
for its $11 billion mortgage servicing portfolio, Reuters' Emily
Chasan reports, citing Tom Piercy, a managing member of
Interactive Mortgage Advisors, which was hired by Thornburg's
bankruptcy trustee to sell the portfolio.

According to Ms. Chasan, Mr. Piercy on Monday said dozens of
traditional mortgage banks, banks, hedge funds, private equity
firms, and special servicers have expressed interest in the
portfolio.  Of that group, more than 20 are likely to meet
qualifications to bid on the portfolio this week.

Mr. Piercy, according to Ms. Chasan, said he would expect about
five to 10 of those qualified bidders to submit formal bids by the
Jan. 28 deadline for the auction.  Typically in the past year,
such assets have been more likely to get about two to three
qualified bids, he said.

Ms. Chasan says the portfolio consists of 16,998 loans, and
according to IMA, is expected to be more attractive to potential
bidders because it is seen as a "private investor" portfolio with
lower risk than similar offerings from agencies like Fannie Mae
(FNM.N), Freddie Mac (FRE.N) and Ginnie Mae that have dominated
the servicing portfolio market over the past year.

The Troubled Company Reporter, citing Bill Rochelle at Bloomberg
News, said on December 22, 2009, that the Chapter 11 trustee for
Thornburg obtained permission from the Bankruptcy Court to
initiate a process that will culminate in a February sale of the
mortgage-servicing business.  Bids must be submitted by Jan. 28
but there will be no auction.  The Chapter 11 trustee will
evaluate qualifying bids and negotiate the best offer among them.
A hearing for approval of the sale was scheduled for Feb. 10.

                     About Thornburg Mortgage

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- was a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages.  It originated, acquired, and retained investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprised 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).
Thornburg has changed its name to TMST, Inc.

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.

On October 28, 2009, the Court approved the appointment of Joel I.
Sher as the Chapter 11 Trustee for the Company, TMST Acquisition
Subsidiary, Inc., TMST Home Loans, Inc. and TMST Hedging
Strategies, Inc.


TIMOTHY SCHWARTZ: Case Summary & 8 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Timothy L. Schwartz
        1 Circle Drive
        Algonquin, IL 60102

Bankruptcy Case No.: 10-70004

Debtor-affiliates filing separate Chapter 11 petition January 1,
2009:

        Entity                                     Case No.
        ------                                     --------
Boulevard Shoppes, LLC                             09-74303

Debtor-affiliates filing separate Chapter 11 petition September 2,
2009:

Naples  Sunshine, LLC                              09-73797

Debtor-affiliates filing separate Chapter 11 petition November 17,
2009:

Oakridge Development Co.                           09-75095

Type of Business:

Chapter 11 Petition Date: January 4, 2010

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

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

The petition was signed by Mr. Schwartz.

Debtor's List of 8 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Bank of America                                   $13,972

Blue Mound Equine Clinic                          $11,943

Citi Cards                                        $15,927

Citicards                                         $54,173

Internal Revenue Service   Past due 941           $195,000
Special Procedures         withholding

Jackson Equine                                    $155

Oakridge Development Co.                          $603,925
2214 No. Huntington Drive
Algonquin, IL 60102

University of Wisconsin                           $1,504


TOM POST: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Joint Debtors: Tom M. Post
               Mary S. Melcher
               17771 S. Copper Cut Place
               Vail, Az 85641

Bankruptcy Case No.: 10-00007

Chapter 11 Petition Date: January 3, 2010

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

Judge: Chief Judge Douglas O. Tice Jr.

Debtors' Counsel: Michael W. Baldwin, Esq.
                  Law Offices Of Michael Baldwin PLC
                  P.O. Box 35487
                  Tucson, AZ 85740-5487
                  Tel: (520) 792-3600
                  Fax: (520) 792-8616
                  Email: michael.baldwin@azbar.org

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/azb10-00007.pdf

The petition was signed by the Joint Debtors.


TRACY BLAKE CRACRAFT: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Joint Debtors: Tracy Blake Cracraft
               Tracy Irvine Cracraft
                 aka Tracy Irvine
                 aka Tracy Cracraft
               31 Summerside
               Trabuco Canyon, CA 92679

Bankruptcy Case No.: 10-10014

Chapter 11 Petition Date: January 2, 2010

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

Judge: Theodor Albert

Debtors' Counsel: Majid Foroozandeh, Esq.
                  9891 Irvine Center Dr., Ste 130
                  Irvine, CA 92618
                  Tel: (949) 336-8505
                  Fax: (208) 485-5959
                  Email: majidf@foroozandeh-law.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/cacb10-10014.pdf

The petition was signed by the Joint Debtors.


TRILOGY DEVELOPMENT: JE Wants Exclusivity Extension Plea Denied
---------------------------------------------------------------
Steve Vockrodt, staff writer at Kansas City Business Journal, says
JE Dunn Construction asked a federal judge to reject the request
for a 90-day extension of exclusivity period sought by Trilogy
Development Co. LLC.  "Trilogy has had over seven months to find a
buyer but has had no success," JE Dunn said.

Kansas City, Missouri-based Trilogy Development Company, LLC, was
founded by advertising magnate Bob Bernstein to build his west
edge project.  The Company filed for Chapter 11 on May 15, 2009
(Bankr. W.D. Mo. Case No. 09-42219).  Jonathan A. Margolies, Esq.,
and R. Pete Smith, Esq., at McDowell, Rice, Smith & Buchanan
represent the Debtor in its restructuring efforts.  In its
petition, the Debtor disclosed assets and debts ranging from
$100 million to $500 million.


TROPICANA ENT: NJ Debtors Ask March 25 Plan Exclusivity Extension
-----------------------------------------------------------------
Pursuant to Section 1121(d) of the Bankruptcy Code, Adamar of New
Jersey, Inc., and its affiliate, Manchester Mall, Inc., seek to
further extend their exclusive periods to file a plan of
reorganization through March 25, 2010, and their exclusive period
to solicit acceptances of that plan through May 24, 2010.

As previously reported, the U.S. Bankruptcy Court for the
District of New Jersey approved the Amended and Restated Purchase
Agreement for the sale of substantially all of the New Jersey
Debtors' assets on November 4, 2009.  The New Jersey Casino
Control Commission subsequently approved and authorized on
November 19, 2009, Justice Gary S. Stein, in his exclusive role a
conservator of Adamar of New Jersey, Inc., to execute the Amended
Agreement.

The parties, however, must obtain additional regulatory approvals
and waivers before the closing of the sale transaction.  The New
Jersey Debtors understand that those regulatory approvals and
waivers are expected to occur before January 31, 2010, or at a
later date as extended in accordance with the terms of the
Amended Agreement, Ilana Volkov, Esq., at Cole, Schotz, Meisel,
Forman & Leonard, P.A., in Hackensack, New Jersey, relates.

As a result of the expected timing of the various remaining
regulatory approvals and the Sale Closing, the New Jersey Debtors
seek a 90-day extension of their Exclusive Periods.

The requested extension, Ms. Volkov asserts, will not prejudice
the right of the New Jersey Debtors to seek further extensions of
the Exclusive Periods or the right of any party-in-interest to
seek to reduce the Exclusive Periods for cause.

The Court is set to hear the Debtors' request on January 14,
2010.  Under the First Exclusivity Order, the Exclusive Plan
Proposal Period expired on December 25, 2009.  Accordingly, the
Court entered a bridge order, pursuant to Section 1121(d),
extending the New Jersey Debtors' Exclusive Plan Proposal Period
through January 14, 2010, or a later date on which an order on
the second extension motion is entered.

                 Bridge Order On Exclusivity

Judge Wizmur of the U.S. Bankruptcy Court for the District of New
Jersey has extended the Exclusive Plan Filing Deadline of the New
Jersey Debtors January 14, 2010, or a later date on which the
Court enters an order on the New Jersey Debtors' Second Motion
for extension of the Exclusivity Periods.

The current Exclusive Plan Proposal Period terminated on
December 25, 2009.

The New Jersey Debtors has filed a motion further extending the
Exclusive Period within which to file a plan of reorganization
and solicit acceptances for that plan.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
emerged from bankruptcy pursuant to a reorganization plan.  A
group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have emerged from
Chapter 11 via a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TROPICANA ENT: NJ Debtors Can Use Cash Collateral Until Jan. 31
---------------------------------------------------------------
Bankruptcy Judge Judith Wizmur authorized Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc.'s continued access
to the Cash Collateral through January 31, 2010, on the terms and
conditions set forth under the May 2009 Final Cash Collateral
Order.

The Cash Collateral is intended by the New Jersey Debtors to be
used to pay costs and expenses associated with the operation of
their business and the administration of their Chapter 11 cases
as set forth in a prepared budget, a copy of which is available
for free at:

http://bankrupt.com/misc/TropiA_NJCashCollBudgetJan2010_121509.pdf

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
emerged from bankruptcy pursuant to a reorganization plan.  A
group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have emerged from
Chapter 11 via a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TROPICANA ENT: NJ Debtors Get Nod to Modify Interco Lease Terms
---------------------------------------------------------------
Pursuant to Section 363(b)(1) of the Bankruptcy Code, Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc., sought
and obtained the Court's authority to modify the terms of
intercompany leases effective immediately before the closing on
the sale of substantially all of their assets.

As previously reported, the Court approved the Amended and
Restated Purchase Agreement for the sale of substantially all of
the New Jersey Debtors' assets, and the assumption and assignment
of certain executory contracts and unexpired leases, on
November 4, 2009.

The Original Sale Order, dated June 12, 2009, authorized the New
Jersey Debtors to assume and assign seven leases among Adamar of
New Jersey, Inc., and Delaware Debtors Atlantic-Deauville, Inc.,
Adamar Garage Corporation, and Ramada New Jersey, Inc., to the
buyer of the Assets.  A list of the Intercompany Leases is
available at no charge at:

http://bankrupt.com/misc/TropiA_NJIntercompanyLeases113009.pdf

The Amended Sale Order confirmed the findings and rulings of the
Original Sale Order with respect to certain leases to be assumed
and assigned, as applicable.

Pursuant to the Intercompany Leases, (i) Adamar New Jersey leases
the expansion site in Tropicana Atlantic City's south tower, a
portion of the transportation center land, and the hotel air
space, a garage commonly known as the "Barbun" garage, and an
employee parking lot, and (ii) Adamar Garage and Atlantic-
Deauville lease from Adamar New Jersey land under the "Barbun"
garage and a portion of the transportation center, according to
Ilana Volkov, Esq., at Cole, Schotz, Meisel, Forman & Leonard,
P.A., in Hackensack, New Jersey.

In addition, Atlantic-Deauville and New Jersey Debtor Manchester
Mall, Inc., own certain parcels of land that comprise a property
commonly known as the "Quarter," which is a 200,000-sq. ft.
Las Vegas styled, Havana-themed expansion of the Tropicana
Atlantic City completed in November 2004.  Atlantic-Deauville and
Manchester Mall leased these parcels to Adamar New Jersey.  To
memorialize and modify the existing lease arrangement, Adamar New
Jersey will enter into two ground leases, referred to as the
Additional Intercompany Leases, whereby Atlantic-Deauville and
Manchester Mall will each lease their respective parcels of real
property to Adamar New Jersey, Ms. Volkov informs the Court.

As part of and to effectuate the Amended Sale Agreement, the
steering committee for the secured parties obtained the consent
of the New Jersey Debtors to enter into modifications of the
Intercompany Leases and the Additional Intercompany Leases, with
each modification being made effective immediately before
Closing.

The proposed modifications reflect, among other things, fair
market value rental of the properties involved in the
Intercompany Leases and the Additional Intercompany Leases, in
order to achieve a proper allocation of value among the
properties, Ms. Volkov tells the Court.

Ms. Volkov asserts that the proposed amendments to the
Intercompany Leases and the Additional Intercompany Leases are
justified by the New Jersey Debtors' business judgment because
same will facilitate and further implement the sale of all or
substantially all of the New Jersey Debtors' Assets.  She adds
that no adverse impact on the New Jersey Debtors' estates or
creditors is expected, as effectiveness of the modifications will
not occur until immediately before the Closing.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
emerged from bankruptcy pursuant to a reorganization plan.  A
group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have emerged from
Chapter 11 via a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TXCO RESOURCES: Inks Sale Asset Agreement With Anadarko E&P
-----------------------------------------------------------
TXCO Resources Inc. entered into a definitive purchase and sale
agreement to sell a substantial portion of its assets to Anadarko
E&P Company LP for total consideration of the lesser of:

   * $1 million more than the sum of the amounts sufficient to (a)
     repay the company's lenders -- including TXCO's debtor-in-
     possession financing and revolver or term loan credit
     facilities -- (b) pay all other creditors of TXCO in full,
     including interest thereon, and (c) pay any cure amounts of
     executory contracts to be assumed by Anadarko (other than
     Anadarko's claims which will be waived at closing); or

   * $310 million in cash, subject to customary purchase price
     adjustments.

The sale is expected to close before Feb. 28, 2010, but the
economic effective date of the sale will be Jan. 1, 2010.

Under the terms of the agreement, certain assets are excluded from
the assets being purchased by Anadarko and will be retained by
TXCO, including, among others, TXCO's drilling rigs, offshore
properties, Oklahoma properties, non-operated properties within
the Williston Basin, non-operated properties in south Texas
outside of Maverick, LaSalle, Zavala and Dimmit Counties, and its
interests in the "Dexter Waterflood Unit", the "Forrest WM B1U"
and the "Vinton Dome."

TXCO previously entered into a definitive purchase and sale
agreement on Nov. 6, 2009, to sell the same assets covered by the
Agreement to Newfield Exploration Company for total consideration
of $223 million.  The board of directors of TXCO has determined
that the Agreement constitutes a superior proposal to the Newfield
PSA.  Accordingly, TXCO intends to seek the entry of an order of
the Bankruptcy Court authorizing the transactions contemplated
by the Agreement.  If the Bankruptcy Court authorizes the
transactions contemplated by the agreement, the Newfield PSA
will be terminated.

                     About TXCO Resources

TXCO Resources Inc. is an independent oil and natural gas
enterprise with interests in the Maverick Basin of Southwest
Texas, the Fort Trinidad area of East Texas, the onshore Gulf
Coast region and the Marfa Basin of Texas, the Midcontinent region
of Western Oklahoma and willow Gulf of Mexico waters.  The
Company's business strategy is to acquire undeveloped mineral
interests and internally develop a multi-year drilling inventory
through the use of advanced technologies, such as 3-D seismic and
horizontal drilling.  The Company accounts for its oil and natural
gas operations under the successful efforts method of accounting
and trade its common stock under the symbol "TXCOQ.pk."

The Company and its subsidiaries filed for Chapter 11 protection
on May 17, 2009 (Bankr. W.D. Tex. Case No. 09-51807).  The Debtors
hired Deborah D. Williamson, Esq., and Lindsey D. Graham, Esq., at
Cox Smith Matthews Incorporated, as general restructuring counsel;
Fulbright and Jaworski, L.L.P., as corporate counsel & conflicts
counsel; Albert S. Conly as chief restructuring officer and FTI
Consulting Inc. as financial advisor; Goldman, Sachs & Co. as
financial advisor for assets sale; Global Hunter Securities, LLC,
as financial advisors and investment bankers; and Administar
Services Group LLC as claims agent.  Gardere Wynne Sewell LLP
represents the Committee.


TXCO RESOURCES: Anadarko Knocks Out Newfield as Purchaser
---------------------------------------------------------
According to a regulatory filing, TXCO Resources Inc., selected a
subsidiary of Anadarko Petroleum Corp. to be the purchaser of most
of its assets.  With its $310 million offer, Anadarko knocked out
Newfield Exploration Co. which previously had a contract to buy
the assets for $233 million.

TXCO Resources and its subsidiaries TXCO Energy Corp., Texas Tar
Sands Inc., Output Acquisition Corp., Opex Energy, LLC, Charro
Energy, Inc., TXCO Drilling Corp., Eagle Pass Well Service,
L.L.C., PPL Operating, Inc., Maverick Gas Marketing, Ltd., and
Maverick-Dimmit Pipeline, Ltd., entered into a definitive Purchase
and Sale Agreement on Dec. 31, 2009, to sell a substantial portion
of TXCO's assets to Anadarko E&P Company LP for total
consideration of the lesser of (i) $1 million more than the sum of
the amounts sufficient to (a) repay TXCO's lenders (including
TXCO's debtor-in-possession financing and revolver or term loan
credit facilities), (b) pay all other creditors of TXCO in full,
including interest thereon, and (c) pay any cure amounts of
executory contracts to be assumed by Anadarko (other than
Anadarko's claims which will be waived at closing), or (ii)
$310 million in cash, subject to customary purchase price
adjustments.  The sale is expected to close before February 28,
2010, but the economic effective date of the sale will be January
1, 2010.

Under the terms of the Agreement, certain assets are excluded from
the assets being purchased by Anadarko and will be retained by
TXCO, including, among others, TXCO's drilling rigs, offshore
properties, Oklahoma properties, non-operated properties within
the Williston Basin, non-operated properties in south Texas
outside of Maverick, LaSalle, Zavala and Dimmit Counties, and its
interests in the "Dexter Waterflood Unit", the "Forrest WM B1U"
and the "Vinton Dome."

TXCO previously entered into a definitive Purchase and Sale
Agreement on November 6, 2009, to sell the same assets covered by
the Agreement to Newfield Exploration Company for total
consideration of $223 million.  The board of directors of TXCO has
determined that the Agreement constitutes a superior proposal to
the Newfield PSA.  Accordingly, TXCO intends to seek the entry of
an order of the Bankruptcy Court authorizing the transactions
contemplated by the Agreement.  If the Bankruptcy Court authorizes
the transactions contemplated by the Agreement, the Newfield PSA
will be terminated.

TXCO's currently proposed Plan of Reorganization contemplated the
potential submission of superior proposals to that contained in
the Newfield PSA and TXCO intends to file a proposed amended plan
of reorganization, to the extent necessary, incorporating the
terms of the Agreement with the Bankruptcy Court. The Company
currently does not expect that holders of the Company's equity
securities will receive any cash or other property in respect of
such securities, and it is likely that such securities will be
cancelled under the plan of reorganization.  Accordingly, the
Company urges that extreme caution be exercised with respect to
existing and future investments in any Company equity securities.

The Agreement contains customary representations, warranties,
covenants, and indemnities of TXCO and Anadarko.  In addition to
having to obtain the Bankruptcy Court's approval, the completion
of the sale of assets to Anadarko is subject to various customary
conditions, including, among others, (i) subject to certain
materiality qualifications, the accuracy of the representations
and warranties made by Anadarko and TXCO, respectively, and
compliance by Anadarko and TXCO with their respective obligations
under the Agreement, (ii) the absence of any pending lawsuit,
action, or other proceeding seeking to restrain or prohibit the
consummation of the sale transaction, and (iii) the aggregate sum
of all casualty and condemnation losses not exceeding 10% of the
unadjusted purchase price.

TXCO has agreed not to solicit proposals relating to alternative
acquisition transactions, provided, however, that TXCO may still
(i) respond to inquiries and provide access to information to
persons that TXCO determines may submit a superior proposal, and
(ii) engage in negotiations or discussions with any person who
makes an unsolicited acquisition proposal that is, or is
reasonably likely to be, a superior proposal if TXCO determines
that such negotiations or discussions are necessary in order to
comply with applicable law.  The deadline for any person to submit
an alternative acquisition proposal is 5:00 p.m. central time on
January 6, 2010.  TXCO is required to provide Anadarko with notice
by no later than January 13, 2010, if TXCO intends to pursue a
superior proposal or alternative plan of reorganization.
Additionally, if TXCO elects to pursue a superior proposal or
alternative plan of reorganization that is not ultimately
consummated, TXCO has agreed to offer Anadarko a back-up bid
option following the failure of the superior proposal or
alternative plan of reorganization giving Anadarko the right to
consummate the purchase of assets on substantially the same terms
and conditions contemplated by the Agreement.  However, the back-
up bid option offered to Anadarko is subordinate to the existing
back-up bid option offered to Newfield under the terms of the
Newfield PSA.

The Agreement also contains certain termination rights for each of
Anadarko and TXCO, including, among others, the right of either
party to terminate the Agreement if TXCO enters into or seeks
Bankruptcy Court approval of a superior proposal or alternative
plan of reorganization, and Anadarko's right to terminate (i) if
the Bankruptcy Court has not entered an order on or before January
31, 2010 authorizing the sale of the assets to Anadarko, and (ii)
if an order of the Bankruptcy Court authorizing the sale of the
assets to Anadarko is not final by February 15, 2010.  In
addition, the Agreement will be deemed terminated upon the
consummation of any superior proposal or alternative plan of
reorganization.

                    About TXCO Resources

TXCO Resources Inc. is an independent oil and natural gas
enterprise with interests in the Maverick Basin of Southwest
Texas, the Fort Trinidad area of East Texas, the onshore Gulf
Coast region and the Marfa Basin of Texas, the Midcontinent region
of Western Oklahoma and willow Gulf of Mexico waters.  The
Company's business strategy is to acquire undeveloped mineral
interests and internally develop a multi-year drilling inventory
through the use of advanced technologies, such as 3-D seismic and
horizontal drilling.  The Company accounts for its oil and natural
gas operations under the successful efforts method of accounting
and trade its common stock under the symbol "TXCOQ.pk."

The Company and its subsidiaries filed for Chapter 11 protection
on May 17, 2009 (Bankr. W.D. Tex. Case No. 09-51807).  The Debtors
hired Deborah D. Williamson, Esq., and Lindsey D. Graham, Esq., at
Cox Smith Matthews Incorporated, as general restructuring counsel;
Fulbright and Jaworski, L.L.P., as corporate counsel & conflicts
counsel; Albert S. Conly as chief restructuring officer and FTI
Consulting Inc. as financial advisor; Goldman, Sachs & Co. as
financial advisor for assets sale; Global Hunter Securities, LLC,
as financial advisors and investment bankers; and Administar
Services Group LLC as claims agent.  Gardere Wynne Sewell LLP
represents the Committee.


VAN HUNTER DEVELOPMENT: Case Summary & 19 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Van Hunter Development, Ltd
        P.O. Box 540308
        Dallas, TX 75354-0308

Bankruptcy Case No.: 10-40052

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Larry A. Levick, Esq.
                  Singer & Levick, P.C.
                  16200 Addison Rd., Suite 140
                  Addison, TX 75001
                  Tel: (972) 380-5533
                  Fax: (972) 380-5748
                  Email: levick@singerlevick.com

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

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

The petition was signed by Corey Van Trease.

Debtor's List of 19 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
American Arbitration       Arbitration fees       $976
Association
c/o Maria Soriano

Ashley Hudnall                                    $390

Chateau du Lac HOA         HOA Dues               $45,000

Darren Marlowe             Attorney's fees        Unknown
The Bush Firm, APC
4025 Woodland Park Blvd.
Suite 190
Arlington, TX 76013

Denton County District     Court costs            $225
Clerk

G.E. Capital                                      $1,991

Gary C. Evans                                     $1,705

Grande Communications                             $112

Ingersoll-Rand Financial                          $1,812
Div. of GE Capital
Communications, Inc.

Locke Liddell & Sapp, LLP  Attorney's fees        $2,066

Marco & Michelle Rivera    Lawsuit                Unknown
618 Deforest Court
Coppell, TX 75019

Montgomery Coscia                                 $2,705
Greilich, LLP

Newman Davenport &         Attorney's fees        $4,137
Epstein

RETC                                              $9,961

Sunbelt Rentals                                   $2,019

Thompson & Knight, LLP     Attorney's fees        $18,268

TTI National, Inc.                                $31

Van Treaser Development,                          $218
Inc.

Williams Scotsman, Inc.                           $6,021


VI-JON INC: S&P Corrects Press Release; Raises Rating to 'B+'
-------------------------------------------------------------
In the initial version of this report published Dec. 28, 2009,
Standard & Poor's Ratings Services misstated its rating on Vi-Jon
in the first sentence of the third paragraph of text.  S&P has
published a correction to the report.

S&P raised its corporate credit rating on St. Louis, Missouri-
based Vi-Jon Inc. to 'B+' from 'B'.  The rating outlook is stable.

In addition, S&P revised its recovery rating on the company's
secured credit facilities to '2', indicating its expectation of
substantial (70% to 90%) recovery for lenders in the event of a
payment default, from '3'.  This revision reflects S&P's
expectation that the company's will continue to voluntarily repay
debt (above the required amortization) with its moderate positive
cash flow generation.  S&P raised its issue-level rating on this
debt to 'BB-' (one notch higher than the 'B+' corporate credit
rating) from 'B', in accordance with its notching criteria for a
'2' recovery rating.

The 'B+' rating reflects Vi-Jon's participation in the highly
competitive personal care segment of the consumer products sector,
moderate debt leverage, and significant customer concentration.
The company participates in the private-label segment of the
personal care products market, where it competes with much larger
branded players, such as Procter & Gamble Co., Colgate-Palmolive
Co., and Kimberly-Clark Corp.  While private-label manufacturers
like Vi-Jon offer lower-priced products than branded players and
its market share has grown in recent years, the company remains
vulnerable to aggressive advertising and promotional activities
from larger branded companies.

"A key rating concern is that Vi-Jon has a significant sales
concentration with a key customer," noted Standard & Poor's credit
analyst Jayne Ross.  "Although the company has a longstanding
relationship with this customer and has increased the diversity of
its product offerings to it, Vi-Jon's operations would be
adversely affected if it lost this business."

Because Vi-Jon is primarily a private-label manufacturer,
operating margins are well below those of its branded competition.
S&P believes that the company could experience some margin
pressure as retailers seek price rollbacks due to the decline in
raw material costs.  Over the intermediate to long term, however,
Vi-Jon could see some volume and margin growth opportunities from
its branded operations and contract manufacturing.

Credit protection measures have been strong for the rating over
the past two years despite higher commodity costs.  For the 12
months ended Oct.  3, 2009, sales rose by more than 10% from the
prior year due to higher sales across all segments.  EBITDA
margins improved quarter over quarter due to relatively stable
commodity costs.  During the 12 months ended Oct.  3, 2009, total
debt to EBITDA was 2.6x, EBITDA to interest coverage was 9.3x, and
funds from operations to total debt was more than 25%, as compared
to 4.0x, 4.5x, and 13.28%, respectively, in the prior-year period.


VYTERIS INC: $20 Million of Debt Converted to Equity
----------------------------------------------------
Vyteris, Inc., announced December 29 the sale of $2.3 million of
net operating tax losses in a non-dilutive capital raise and the
conversion of $20 million of debt and preferred shares into common
stock through an agreement with Spencer Trask Specialty Group LLC.
These efforts were completed as part of the Company's ongoing
financial restructuring and overall update of its business
strategy.

"These important strategic steps strengthen the balance sheet and
give Vyteris significantly greater flexibility in pursuing new,
high-value partnerships, complementary platform technologies and
our other long-term business objectives," said Dr. Haro
Hartounian, president and chief executive officer of Vyteris.  "We
are particularly pleased with the decision by Spencer Trask to
become our largest shareholder following conversion of its debt
and preferred shares into common stock.  This decision is a strong
vote of confidence in the future of Vyteris and in our innovative
and proprietary smart patch technology."

                    Non-Dilutive Capital Raise

The Company recently completed a $2.3 million ($2.1 million net)
non-dilutive capital raise through the sale of its prior year New
Jersey State net operating tax losses and research tax credits, a
transaction approved by the New Jersey Economic Development
Authority.  Funds raised in the sale will be used for operations
and capital expenditures in accordance with rules, regulations and
stipulations set forth by NJEDA.

            Restructuring Agreement with Spencer Trask

As part of the Company's strategy to restructure its balance
sheet, Vyteris entered into an Amendment to its Restructuring
Agreement with Spencer Trask Specialty Group, LLC and certain
affiliated entities.  The principal terms of the Amended Agreement
include:

     -- The conversion of Vyteris debt and accrued or unpaid
        interest held by STSG, with an approximate value of
        $9.4 million, as well as all Series B Convertible
        Preferred Stock held by STSG, with an approximate value of
        $10.5 million, into Vyteris' Common Stock at a conversion
        price of $0.40 per share.

     -- The issuance of a $2.0 million promissory note covering
        the balance of debt owed to STSG.  This note has a term of
        three years and an interest rate of 6% per year.

     -- The Company will currently make a prepayment to STSG of
        $250,000 to reduce the principal amount of the Note to
        $1,750,000, and upon a Qualified Financing with gross
        proceeds in excess of $3,000,000, shall make another
        prepayment of $500,000.

                          Going Concern

At September 30, 2009, the Company had total assets of $1,052,829
against total liabilities of $33,793,157, resulting in
stockholders' deficit of $32,740,328.

"There is substantial doubt about our ability to continue as a
going concern.  We have implemented severe cost reduction
measures, including headcount reductions, abandoning our leased
facility at 17-01 Pollitt Drive, Fair Lawn, NJ and reducing the
level of effort spent on research and development programs, other
than our female infertility treatment," the Company said in its
Form 10-Q filing for the September 30, 2009 quarterly period.

The Company raised $2.8 million through a loan from Ferring in
July 2008 and December 2008, $2.5 million of which was satisfied
in March 2009, through application of the Phase II milestone
payment otherwise due by Ferring to Vyteris, and the balance was
paid off with proceeds from the March 2009 sale by Vyteris to
Ferring of the PMK 150 patch manufacturing machine.

A significant portion of the Company's indebtedness will become
due in June 2010. In the current economic climate, the Company
said it is likely that additional funding will not be available on
favorable terms if available at all.  "Failure to obtain such
financing will require management to substantially curtail or
fairly possibly to completely shut down operations and liquidate
our assets or file for bankruptcy protection.  In the event that
we do raise additional capital through a borrowing, the covenants
associated with existing debt instruments may impose substantial
impediments on us," the Company said.

"Our current funding arrangement with Ferring does not provide for
payment of our past due accounts payable.  As our past due
payables continue to increase and creditors making claims against
us increase, we are under further pressure to resolve issues with
our trade creditors or face time consuming and costly litigation
and settlements.  Unless we are able to raise sufficient capital
to fund payment of those past due amounts, we may be forced to
consider extraordinary measures such as bankruptcy," the Company
said.

                       About Vyteris Inc.

Vyteris Inc. -- http://www.vyteris.com/-- has developed and
produced the first FDA-approved electronically controlled
transdermal drug delivery system that delivers drugs through the
skin comfortably, without needles.  This platform technology can
be used to administer a wide variety of therapeutics either
directly into the skin or into the bloodstream.  Vyteris Inc.
holds roughly 50 U.S. patents and over 70 foreign patents relating
to the delivery of drugs across the skin using an electronically
controlled "Smart Patch" device.


VYTERIS INC: Ferring Pharma Terminates License Agreement
--------------------------------------------------------
Vyteris, Inc., on December 21, 2009, received notice from Ferring
Pharmaceuticals, Inc., of its termination of the License and
Development Agreement, dated September 30, 2004, between the
parties, effective 30 days from the date of the notice.

Upon a termination by Ferring, the following disposition of
intellectual property associated with the Agreement will occur:

     a) all licenses and other rights granted to the Company will,
        subject to the continued payment to Ferring of certain
        royalty payments under the Agreement, be converted to and
        continue as exclusive, worldwide irrevocable, perpetual,
        sub-licensable licenses to develop, make, have made, use,
        sell, offer to sell, lease, distribute, import and export
        the Product;

     b) all licenses and other rights granted to Ferring under the
        Agreement will be terminated as of the effective date of
        the termination, excluding any license rights granted
        pursuant to Section 8.05, which will remain in effect, but
        will be restricted to preclude the practice by Ferring of
        such rights in the field of the iontophoretic
        administration of the infertility hormone;

     c) Ferring will grant to the Company an irrevocable,
        perpetual, exclusive, royalty-free, sub-licensable license
        to practice certain intellectual property jointly
        developed under the Agreement with respect to the
        iontophoretic administration of infertility hormone;

     d) Ferring will cease to use and will assign to Vyteris all
        of its right, title and interest in and to all clinical,
        technical and other relevant reports, records, data,
        information and materials relating exclusively to the
        Product and all regulatory filings -- including any NDA,
        510(k) or similar regulatory filing -- relating
        exclusively to the Product and provide to Vyteris one copy
        of each physical embodiment of the items within 30 days
        after termination; and

     e) Ferring will cease to use any Know-How, Information or
        Materials arising under the Agreement "to the extent the
        Know-How, Information or Materials is owned by Ferring
        will promptly return to Vyteris all such materials."

The Company said it is evaluating the Agreement and its amendments
to determine amounts owed to Ferring under the March 2009
financing arrangement and resolution of Ferring's liens on the
assets of the Company.  The Company is assessing the possibility
of continued development of the Phase II product in compliance
with Section 9.05 of the Agreement.

                          Going Concern

At September 30, 2009, the Company had total assets of $1,052,829
against total liabilities of $33,793,157, resulting in
stockholders' deficit of $32,740,328.

"There is substantial doubt about our ability to continue as a
going concern. We have implemented severe cost reduction measures,
including headcount reductions, abandoning our leased facility at
17-01 Pollitt Drive, Fair Lawn, NJ and reducing the level of
effort spent on research and development programs, other than our
female infertility treatment," the Company said in its Form 10-Q
filing for the September 30, 2009 quarterly period.

The Company raised $2.8 million through a loan from Ferring in
July 2008 and December 2008, $2.5 million of which was satisfied
in March 2009, through application of the Phase II milestone
payment otherwise due by Ferring to Vyteris, and the balance was
paid off with proceeds from the March 2009 sale by Vyteris to
Ferring of the PMK 150 patch manufacturing machine.

A significant portion of the Company's indebtedness will become
due in June 2010. In the current economic climate, the Company
said it is likely that additional funding will not be available on
favorable terms if available at all.  "Failure to obtain such
financing will require management to substantially curtail or
fairly possibly to completely shut down operations and liquidate
our assets or file for bankruptcy protection.  In the event that
we do raise additional capital through a borrowing, the covenants
associated with existing debt instruments may impose substantial
impediments on us," the Company said.

"Our current funding arrangement with Ferring does not provide for
payment of our past due accounts payable.  As our past due
payables continue to increase and creditors making claims against
us increase, we are under further pressure to resolve issues with
our trade creditors or face time consuming and costly litigation
and settlements.  Unless we are able to raise sufficient capital
to fund payment of those past due amounts, we may be forced to
consider extraordinary measures such as bankruptcy," the Company
said.

                       About Vyteris Inc.

Vyteris Inc. -- http://www.vyteris.com/-- has developed and
produced the first FDA-approved electronically controlled
transdermal drug delivery system that delivers drugs through the
skin comfortably, without needles.  This platform technology can
be used to administer a wide variety of therapeutics either
directly into the skin or into the bloodstream.  Vyteris Inc.
holds roughly 50 U.S. patents and over 70 foreign patents relating
to the delivery of drugs across the skin using an electronically
controlled "Smart Patch" device.


WALTER DAVID DIAL: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Joint Debtors: Walter David Dial, III
               Lorina Jewelene Dial
               P.O. Box 2330
               #3 Wimbledon Way
               Rogers, AR 72758

Case No.: 10-70009

Type of Business:

Chapter 11 Petition Date: January 4, 2010

Court: United States Bankruptcy Court
       Western District of Arkansas (Fayetteville)

Debtors' Counsel: David G. Nixon, Esq.
                  Nixon Law Firm
                  2340 Green Acres Road, Ste. 12
                  Fayetteville, AR 72703
                  Tel: (479) 582-0020
                  Fax (479) 582-0030
                  Email: david@nixonlaw.com

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

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

The petition was signed by the Joint Debtors.


W.R. GRACE: 3rd Circuit Kills Bid to Bar Mont. Mine Claims
----------------------------------------------------------
A federal appeals court has shot down W.R. Grace & Co.'s attempt
to expand a preliminary injunction barring claims against the
state of Montana arising from Grace's asbestos-laden mining
operations near Libby, Law360 reports.

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.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  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.  The Plan confirmation hearing is
scheduled to continue on October 13 and 14.

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)


YRC WORLDWIDE: Sets Jan. 4 as Record Date for Shareholders Meeting
------------------------------------------------------------------
YRC Worldwide Inc. has established a record date of January 4,
2010, for its special meeting of shareholders to vote on an
amendment to its certificate of incorporation to increase the
amount of authorized shares of common stock, to reduce the par
value of the common stock and to effect a reverse stock split and
to proportionately reduce the number of authorized shares of
common stock, as previously described in the company's filings
with the Securities and Exchange Commission in connection with its
recently completed debt-for-equity exchange.

The company's shareholders as of the close of business on the
record date will be entitled to vote at the special meeting.  The
company will file a preliminary proxy statement with the SEC
detailing the specific matters to be considered at the special
meeting.  The company will set the date and time for the special
meeting promptly following the completion of the SEC's review of
the preliminary proxy statement.

                       Bankruptcy Warning

As reported in the Troubled Company Reporter on November 11, 2009,
YRC Worldwide told investors it would file for bankruptcy if it
cannot complete a $536 million debt exchange offer that will
enable it to tap into a $106 million revolver credit reserve.

YRC Worldwide is seeking to exchange up to 42 million shares of
the Company's common stock and up to 5 million shares of the
Company's new Class A convertible preferred stock for its (i) 5.0%
Net Share Settled Contingent Convertible Senior Notes and 5.0%
Contingent Convertible Senior Notes due 2023, (ii) 3.375% Net
Share Settled Contingent Convertible Senior Notes and 3.375%
Contingent Convertible Senior Notes due 2023 and (iii) the USF-8
1/2% notes due 2010 issued by the Company's subsidiary, YRC
Regional Transportation, Inc., with an aggregate face value of
approximately $536.8 million.

YRC said the uncertainty regarding its ability to generate
sufficient cash flows and liquidity to fund operations raises
substantial doubt about its ability to continue as a going
concern.

On December 31, YRC said it was successful with its debt-for-
equity exchange offers having received tenders for approximately
$470 million in par value, representing approximately 88% of the
company's outstanding notes.  "The success of this note exchange
marks a major turning point for YRC Worldwide -- with our
significantly restructured balance sheet and enhanced liquidity,
we will move forward from a more solid financial foundation,"
stated Bill Zollars, Chairman and CEO.

YRC expects to defer additional lender interest and fees of $20
million to $25 million per quarter during 2010 depending upon its
usage level of the credit agreement and asset-backed
securitization facility.

At September 30, 2009, the Company had $3.281 billion in total
assets against total current liabilities of $1.687 billion, long-
term debt, less current portion of $892.0 million, deferred
income taxes, net of $131.4 million, pension and post retirement
of $384.9 million, and claims and other liabilities of
$410.2 million, resulting in shareholders' deficit of
$225.5 million.

                        About YRC Worldwide

YRC Worldwide Inc., a Fortune 500 company headquartered in
Overland Park, Kan., -- http://yrcw.com/-- is one of the largest
transportation service providers in the world and the holding
company for a portfolio of successful brands including YRC, YRC
Reimer, YRC Glen Moore, YRC Logistics, New Penn, Holland and
Reddaway.  YRC Worldwide has the largest, most comprehensive
network in North America with local, regional, national and
international capabilities.  Through its team of experienced
service professionals, YRC Worldwide offers industry-leading
expertise in heavyweight shipments and flexible supply chain
solutions, ensuring customers can ship industrial, commercial and
retail goods with confidence.


* Bankruptcy Legislation to Watch in 2010
------------------------------------------
While Congress will primarily focus on health care, economic
recovery and midterm elections in the year ahead, a few bankruptcy
issues that could still catch legislators' attention in 2010,
according to ABI.


* DBR Says Creditor Groups Likely to Defeat Bankruptcy Reforms
--------------------------------------------------------------
Daily Bankruptcy Review reports that creditor groups are likely to
defeat desired bankruptcy reforms.  DBR says reality is setting in
for those who hoped a political shift in Washington would help
push through bankruptcy-law changes designed to make it easier for
struggling companies to restructure.


* LSTA Against Bankruptcy Rules on Trade Disclosures
----------------------------------------------------
Bill Rochelle at Bloomberg News reports that the Loan Syndications
and Trade Association is opposing changes in bankruptcy rules that
would require greater disclosure by creditors when they act
collectively in a bankruptcy case.  The Judicial Conference of the
U.S., which has power to propose changes to bankruptcy rules, is
considering a requirement that creditors acting together disclose
their positions, including derivatives, plus the dates of the
trades and the prices.


* Custodians Can't Be Paid for Opposing Bankruptcy
--------------------------------------------------
Bill Rochelle at Bloomberg News reports that in the case is
Szwak v. Earwood (In re Bodenheimer Jones Szwak & Winchell LLP),
09-30360, 5th U.S. Circuit Court of Appeals (New Orleans),
receivers and custodians in state court lawsuits were warned by
the U.S. Court of Appeals in New Orleans that they may not use
assets in their control to oppose a bankruptcy petition against
the company whose assets they have under wing.  Once a bankruptcy
petition is filed, federal bankruptcy law "clearly circumscribes
the actions of superseded custodians to those which are necessary
to preserve the assets," Judge Thomas M. Reavley said in his
December 29 opinion for the New Orleans-based 5th Circuit.  The
circuit court reversed an order of the bankruptcy court approving
a settlement where the custodian received payment for part of the
expenses in opposing an involuntary bankruptcy petition.


* Recession Aftershocks Likely to Bring More Filings in 2010
------------------------------------------------------------
ABI reports that experts predict that the increase in bankruptcies
in 2009 is unlikely to let up in 2010 as the economic crisis
trickles down to the retail and commercial real estate sectors,
and media companies continue to struggle to monetize their product
amid a changing technological landscape.


* Troubled Company Index Down 11.07% in December, Kamakura Reports
------------------------------------------------------------------
Kamakura Corporation reported Monday that the Kamakura index of
troubled public companies improved in December for the eighth time
in the last nine months.  The index declined from 11.45% in
November to 11.07% in December, a total decline of 12.93
percentage points for 2009.  Kamakura's index had reached a peak
of 24.3% in March.  Kamakura defines a troubled company as a
company whose short-term default probability is in excess of 1%.
Credit conditions are now better than credit conditions in 63.6
percent of the months since the index's initiation in January
1990, and the index is 2.63 percentage points better than the
index's historical average of 13.7%.  The all-time low in the
index was 5.40%, recorded on May 11, 2006, while the all-time high
in the index was 28.0%, recorded on September 28, 2001.  The index
is based on default probabilities for almost 27,000 companies in
30 countries.  Kamakura announced that both the index and daily
updates on default probabilities for all 27,000 companies are now
available much earlier in the business day, starting from 8 a.m.
in London and 3 a.m. in New York.  To follow the troubled company
index and other risk commentary by Kamakura on a daily basis, see
www.twitter.com/dvandeventer.

In December, the percentage of the global corporate universe with
default probabilities between 1% and 5% decreased by 0.29
percentage points to 7.34%.  The percentage of companies with
default probabilities between 5% and 10% was down 0.05 percentage
points to 1.80%.  The percentage of the universe with default
probabilities between 10 and 20% was down 0.05 percentage points
to 1.04% of the universe, while the percentage of companies with
default probabilities over 20% was up slightly, increasing 0.01
percentage points to 0.89% of the total universe in December.

Kamakura's President Warren A. Sherman said Monday, "We are
gratified by the intense client interest in the Kamakura troubled
company index, which we are now updating daily on
www.twitter.com/dvandeventer.  The rated firms showing the largest
increase in 1 year default risk in December included NCI Building
Systems, Japan Airlines, and Toho Bank.  Citigroup, despite huge
government assistance, showed the 13th largest rise in default
probabilities of 1,961 rated companies, with its one year default
probabilities up 261 basis points.  Citadel Broadcasting, which
was one of the companies showing the largest default probability
increase in November, filed for bankruptcy on December 21."

The Kamakura index uses the annualized one month default
probability produced by the best performing credit model of the
Kamakura Risk Information Services default and correlation
service.  The model used is the fourth generation Jarrow-Chava
reduced form default probability, a formula that bases default
predictions on a sophisticated combination of financial ratios,
stock price history, and macro-economic factors.  The countries
currently covered by the index include Australia, Austria,
Belgium, Brazil, Canada, Denmark, Finland, France, Germany, Hong
Kong, India, Ireland, Israel, Italy, Japan, Luxemburg, Malaysia,
Mexico, the Netherlands, New Zealand, Norway, Singapore, South
Africa, South Korea, Spain, Sweden, Switzerland, Taiwan, United
Kingdom, and the United States.

                    About Kamakura Corporation

Founded in 1990, Honolulu-based Kamakura Corporation is a leading
provider of risk management information, processing and software.
Kamakura, along with its distributor Fiserv, was ranked number one
in asset and liability management analysis and liquidity risk
analysis in the RISK Technology Rankings in 2009.  Kamakura Risk
Manager, first sold commercially in 1993 and now in version 7.1,
was also named in the top five for market risk assessment, Basel
II capital calculations, and for "risk dashboard." Kamakura was
also ranked in the RISK Technology Rankings 2008 as one of the
world's top 3 risk information providers for its KRIS default
probability service.  The KRIS public firm default service was
launched in 2002, and the KRIS sovereign default service, the
world's first, was launched in 2008.  Kamakura has served more
than 200 clients ranging in size from $3 billion in assets to $1.6
trillion in assets.  Kamakura's risk management products are
currently used in 32 countries, including the United States,
Canada, Germany, the Netherlands, France, Austria, Switzerland,
the United Kingdom, Russia, the Ukraine, Eastern Europe, the
Middle East, Africa, Australia, Japan, China, Korea and many other
countries in Asia.

Kamakura has world-wide distribution alliances with Fiserv
(www.fiserv.com), Unisys (www.unisys.com), and Zylog Systems
(www.zsl.com) making Kamakura products available in almost every
major city around the globe.


* McKool Smith Recognized Among Top 6 Law Firms for 2009
--------------------------------------------------------
The law firm of McKool Smith has been selected as one of six
"Intellectual Property Firms of the Year" for 2009 by the editors
of Law 360, one of the nation's leading publishers of legal news
and information.

According to Law 360, McKool Smith's selection to the prestigious
list of top IP law firms was a result of the firm's wins in four
significant IP cases during 2009, including a $290 million
judgment and injunction for i4i Inc. against Microsoft, a $267.5
million settlement for Visto Corp. against BlackBerry maker
Research in Motion, a $139 million verdict for Versata Software
Inc. against enterprise software provider SAP, and a $19 million
verdict for OPTi Inc. against Apple.

The Law 360 selection is only the latest honor for McKool Smith,
which also represents clients in commercial litigation, white
collar investigations and defense, and bankruptcy matters.  The
firm recently was recognized in Corporate Counsel magazine as a
2010 "Go-To Law Firm" for Fortune 500 companies.  McKool Smith
also was named to the inaugural "Midsize Hot List" published in
The National Law Journal, and recognized in the same publication
for winning more of the Top 100 U.S. Verdicts than any other law
firm in the nation during the most recent survey period.

"2009 was another banner year for our firm's trial practice," says
Mike McKool, co-founder of McKool Smith. "In 2008 we set a high
bar when we won more top-100 jury verdicts than any other firm in
the country.  We are once again pleased that in 2009 we have had
another year of spectacular results at the courthouse.  This is
due to the hard work and talent of our distinguished trial
attorneys, who are consistently recognized by Law 360 and other
publications as being among the very best."

                    About McKool Smith

McKool Smith is recognized as one of the premier trial law firms
in the United States based on significant courtroom victories and
substantial settlements for domestic and international clients.
With more than 100 attorneys in Austin, Dallas, Houston, Marshall,
New York, and Washington DC, McKool Smith handles bankruptcy
matters and commercial, intellectual property, and white collar
litigation for companies and individuals, including major
airlines, telecommunications companies, medical device
manufacturers, energy producers, and many others.


* Over 2,000 Acres of Oklahoma Oil for Bankruptcy Auction
---------------------------------------------------------
National Commercial Auctioneers, LLC, is selling at a bankruptcy
auction multiple oil and gas leases covering over 2,000 acres
located in Creek, Wagoner, Tulsa, Muskogee, and Okmulgee Counties
in Oklahoma, according to Stephen Karbelk, CAI, AARE, President of
NCA and court-appointed auctioneer.

The leases produce 17+/- barrels of oil daily from 16 wells.  The
sale includes the leases and all of the equipment associated with
each lease on the properties. Offered separately will be various
equipment, including a single-pole well pulling unit, fully
equipped wand capable of operating to depths of 3,600 feet.

"With the right operator with adequate capital, certain extraction
techniques could be used to enhance the production of these wells
and create even more income and value for the new owner,"
commented Karbelk.  "In addition to the 16 wells, there are 3
additional wells working or scheduled for operations, anticipating
another three to five more barrels a day."

The oil and gas leases are assets in the Bobby Rowe Energy, Inc.
(09-81217) and Stephen Rowe Oil Properties, LLC (09-81218) chapter
11 bankruptcy cases.  The company is owned and operated by Stephen
Rowe, the grandson of the company founder, the late Robert W.
Rowe.  The company has a rich history, starting with its founding
in 1946 and growing to one of the top 400 oil and gas companies in
the late 1980's.

The auction will be conducted at the U.S. Bankruptcy Court in
Okmulgee, Okla., on February 5, 2010, at 10:00 a.m. CST. In
bankruptcy, leasehold interests can be sold through the assumption
and assignment process.  The buyer will be given the "free and
clear" protections of a 363 bankruptcy sale and an order from a
federal judge granted them the rights and obligations under the
leases.  To obtain the bidding procedures and the available
property information package, prospective buyers should contact
National Commercial Auctioneers at 877-897-7077 or visit their
website at http://www.natcomauctions.com.

                    About National Commercial

National Commercial Auctioneers, LLC, is a nationwide auction
company that specializes in the sale of commercial real estate and
land at auction for bankers, receivers and bankruptcy courts.  In
Texas, National Commercial Auctioneers, LLC, trades as NCA
Auctioneers.


* Record Mortgage-Related Failures in 2009
------------------------------------------
More than 200 mortgage-related firms ended operations or failed
last year -- higher than any year since MortgageDaily.com began
tracking the data.

During 2009, the closings of 225 mortgage-related operations were
tracked at the Mortgage Graveyard -- a journal of failed lenders
that is maintained by MortgageDaily.com/  The number of closed
firms jumped from a revised 124 in 2008.

It was the worst year for the industry since MortgageDaily.com
began tracking the data in 1998.  The previous record was set in
2007.

The annual surge was fueled by a spike in bank failures -- which
increased more than 400 percent. Banks account for most of the
country's residential originations.

Credit union failures, including corporate and state-regulated
institutions, were up by more than a third.


                  Type                 2009   2008   2007
    Non-Bank Closures                    66     85    155
    Bank Failures (FDIC)                140     25      3
    Credit Union Failures (NCUA)         19     14      7
                               Total    225    124    165

Among last year's most notable failures was Ocala, Fla.-based
Taylor Bean Whitaker Mortgage Corp. -- which was forced into
bankruptcy after it was suspended by the Federal Housing
Administration in August.  Melville, N.Y.-based Lend America
suffered a similar fate after losing its FHA approval in November.

Montgomery, Ala.-based Colonial Bank was seized by the Alabama
State Banking Department on Aug. 14 and sold to BB&T. Colonial's
collapse was tied to Taylor Bean's failure.

Accredited Home Lenders Holding Co. -- the last of America's
subprime mortgage lenders -- filed a voluntary bankruptcy petition
in May.  Two months earlier, HSBC North America -- a former
subprime lending behemoth -- shut down its operations.

Former jumbo giant Thornburg Mortgage Inc. filed for bankruptcy
protection on May 1.

Two corporate credit unions, U.S. Central Federal Credit Union and
Western Corporate Federal Credit Union, were placed into
conservatorship by the National Credit Union Administration Board
in March.

Other notable 2009 failures included AmTrust Bank, which was
closed down by the Office of Thrift Supervision on Dec. 4, and
BankUnited, FSB, which the OTS seized on May 21.

Complete details about all failed companies are available at:

  http://www.mortgagedaily.com/MortgageGraveyard.asp?spcode=pr

                     About MortgageDaily.com

Founded in 1998, MortgageDaily.com is a dominant online source of
mortgage news for the mortgage industry.  Around 1 million news
pages are viewed monthly at http://MortgageDaily.comand
affiliated publications.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
January 27-29, 2010
  TURNAROUND MANAGEMENT ASSOCIATION
     Distressed Investing Conference, Bellagio, Las Vegas
        Contact: http://www.turnaround.org/

Feb. 21-23, 2010
  INSOL
     International Annual Regional Conference
        Madinat Jumeirah, Dubai, UAE
           Contact: 44-0-20-7929-6679 or http://www.insol.org/

April 20-22, 2010
  TURNAROUND MANAGEMENT ASSOCIATION
     Sheraton New York Hotel and Towers, New York, NY
        Contact: http://www.turnaround.org/

Apr. 29-May 2, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center, Maryland
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 17-20, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Central States Bankruptcy Workshop
        Grand Traverse Resort and Spa, Traverse City, Michigan
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 7-10, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Northeast Bankruptcy Conference
        Ocean Edge Resort, Brewster, Massachusetts
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Conference
        The Ritz-Carlton Amelia Island, Amelia, Fla.
           Contact: http://www.abiworld.org/

Aug. 5-7, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Maryland
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 6-8, 2010
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        JW Marriott Grande Lakes, Orlando, Florida
           Contact: http://www.turnaround.org/

Dec. 2-4, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     22nd Annual Winter Leadership Conference
        Camelback Inn, Scottsdale, Arizona
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center, Maryland
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Central States Bankruptcy Workshop
        Grand Traverse Resort and Spa
           Traverse City, Michigan
              Contact: http://www.abiworld.org/

October 25-27, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     Hilton San Diego Bayfront, San Diego, CA
        Contact: http://www.turnaround.org/

Dec. 1-3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     23rd Annual Winter Leadership Conference
        La Quinta Resort & Spa, La Quinta, California
           Contact: 1-703-739-0800; http://www.abiworld.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

Last Updated: December 6, 2009



                            *********

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.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, 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 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

                  *** End of Transmission ***