TCR_Public/100126.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, January 26, 2010, Vol. 14, No. 25

                            Headlines


839 MITTEN: Voluntary Chapter 11 Case Summary
2675 COLORADO: Voluntary Chapter 11 Case Summary
AARON GUTIERREZ: Case Summary & 15 Largest Unsecured Creditors
ABITIBIBOWATER INC: Courts Approve Cross-Border Claims Protocol
ABITIBIBOWATER INC: Court OKs West Tacoma Plant Sale

ABITIBIBOWATER INC: Plan Exclusivity Extended Until April 15
ABITIBIBOWATER INC: Wants ABH LLC 2 Case Dismissed
AETERNA ZENTARIS: Receives Non-Compliance Notice From NASDAQ
AFFILIATED MEDIA: Files Chapter 11 with Prepackaged Plan
AFFILIATED MEDIA: Case Summary & 20 Largest Unsecured Creditors

AIRTRAN HOLDINGS: Files Shelf Registration Statement
ALLIED CAPITAL: S&P Keeps Counterparty Credit Rating at 'BB+'
AMERICAN AXLE: Eagle Asset Management Reports 5.63% Stake
AMERIGROW RECYCLING: Gets Temporary Access to Fifth Third Cash
AMIDEE CAPITAL: Court Extends Filing of Schedules Until March 2

AMIDEE CAPITAL: Wants to Use Sterling, et al.'s Cash Collateral
AMR CORP: American Airlines Approves 2010 Annual Incentive Plan
ARCLIN GROUP: Imperial Capital Advised the First Lien Lenders
ARMS & COLE: Bankruptcy Filing Blocks $1 Million Suit
ASSOCIATED MATERIALS: Delays Registration Statement Effective Date

ATOMIC PAINTBALL: Court OKs Deal, Chapter 7 Case Dismissal
ATRIUM COMPANIES: Gets Court Approval of "First Day Motions"
AXCELIS TECHNOLOGIES: Donald Smith Reports 10.30% Stake
BARDO BRANTLEY: Files for Chapter 11 Bankruptcy in Tennessee
BERNIE'S AUDIO: Gets Interim OK to Use RBS's Cash Collateral

BILLY RAINS: Case Summary & 20 Largest Unsecured Creditors
BLACK CROW: GE Capital Asks Court to Dismiss Chapter 11 Case
BLACK CROW: Gets Interim Approval to Use Cash Collateral
BLACK RAVEN: September 30 Balance Sheet Upside-Down by $5.8-Mil.
BLOCKBUSTER INC: Earnings Revision Won't Move Moody's Caa1 Rating

BLOCKBUSTER INC: Ongoing Market Woes May Weaken Credit Profile
BLOCKBUSTER INC: Doesn't Survive to 2012, Cooley Lawyer Says
BLOQUES TANOS: Case Summary & 5 Largest Unsecured Creditors
BOSQUE POWER: Moody's Junks Ratings on Senior Secured Facilities
BOSQUE POWER: S&P Puts 'B' Debt Rating on CreditWatch Negative

BUGGY BATH: Case Summary & 20 Largest Unsecured Creditors
CAMBIUM LEARNING: Moody's Raises Corporate Family Rating to 'B3'
CAMPMED CASUALTY: A.M. Best Places FSR to 'B'
CAMPBELL RESOURCES: Cogitore Bid Not Accepted; Receiver Named
CAPITAL CORP: Court Confirms Chapter 11 Plan of Liquidation

CAPMARK FINANCIAL: Committee Proposes to Retain FDIC Counsel
CAPMARK FINANCIAL: Court Directs Fee Examiner Appointed in Case
CAPMARK FINANCIAL: Removal, Lease Decision Periods Extended May 24
CERAMIC PROTECTION: Pays $267,000 Fine to U.S. Government
CHAMPION ENTERPRISES: Wants 3rd Amendment to DIP Loan Agreement

CHAMPION ENTERPRISES: Wants to Auction All Assets on March 1
CHANTICLEER HOLDINGS: Files Amendment to Q2 2009 Report
CHANTICLEER HOLDINGS: Files Second Amendment to Q1 2009 Report
CHARLES ABRAHAMS: Case Summary & 13 Largest Unsecured Creditors
CHARLES ISON: Case Summary & 13 Largest Unsecured Creditors

CHRYSLER LLC: New Chrysler May Merge With Fiat-Owned Lancia Brand
CHRYSLER LLC: New Chrysler Revamps Powertrain Lineup
CHRYSLER LLC: New Chrysler Reports Non-US Sales Results
CHRYSLER LLC: Proposes to Reject Contract With Main Street
CHRYSLER LLC: R. Watson to Manage New Chrysler Pension Funds

CHRYSLER LLC: Consumer Activists Protest Change in Carhaul Firms
CINCINNATI BELL: Wells Fargo Discloses 6.56% Equity Stake
CIRCUIT CITY: Midland Loan Bought Claims in January
CIRCUIT CITY: Monitor Supports Payments of Allowed Claims
CIRCUIT CITY: Plan Confirmation Hearing Continued to February 11

CLIFFORD ROBINSON: Files Amended List of Unsecured Creditors
CLIFFORD ROBINSON: Michael B. Batlan Appointed as Ch. 11 Trustee
COEUR D'ALENE MINES: Continues Bond Debt-for-Equity Swap
COOPER COS: S&P Raises Corporate Credit Rating to 'BB'
CORBIN PARK: Wants to Push Back Docs. Deadline to February 3

COUGH COMPANY: Dev't Specialists Accepts Offers to Acquire Assets
CRC HEALTH: S&P Downgrades Corporate Credit Rating to 'B-'
CREATIVE NETWORK: Case Summary & 20 Largest Unsecured Creditors
DANA HOLDING: Franklin Mutual Advisers No Longer Hold Shares
DAVID'S BRIDAL: Moody's Affirms 'B2' Corporate Family Rating

DECODE GENETICS: Closes Sale of Icelandic Human Genetics Unit
DINUZZO MASONRY: Chapter 11 Case Summary & Unsecured Creditor
DOUGLAS BURKETT: Voluntary Chapter 11 Case Summary
DRINKS UNIQUE: Voluntary Chapter 11 Case Summary
DUNE ENERGY: S&P Withdraws 'CCC-' Corporate Credit Rating

EMBLEM FINANCE: Fitch Cuts Rating on CLP5,082,000,000 Notes to BB+
EXTENDED STAY: Examiner, et al., Agree on 10% Holdback
EXTENDED STAY: Gets April 2 Extension for Plan Exclusivity
EXTENDED STAY: Gets Nod for Settlement With Wermers, et al.
EVERGREEN BANCORP: May File for Bankruptcy After Bank Closed

EZZELL TRUCKING: Case Summary & 20 Largest Unsecured Creditors
FAMILY FRUIT: Case Summary & 20 Largest Unsecured Creditors
FAIRPOINT COMMS: Michael Smith Named Vermont State President
FORUM NATIONAL: Files Amendment No. 6 to Fiscal 2007 Annual Report
FLUID ROUTING: PBGC Assumes Underfunded Pension Plan

FPL ENERGY: Fitch Affirms 'BB' Rating on $100 Mil. Senior Debt
GARY ENGMAN: To Vacate Building by Mid-February
GENCORP INC: S&P Raises Corporate Credit Rating to 'B-'
GENERAL GROWTH: JV Unit Extends Carolina Place Loan
GENERAL GROWTH: Court Approves Claims Settlement Procedures

GENERAL GROWTH: Court OKs Deal on Advancement of Defense Costs
GENERAL GROWTH: Professionals File Fee Applications
GENERAL MOTORS: Edward Whitacre to Continue as Chairman and CEO
GENERAL MOTORS: Former Dealers Launch $750-Mil. Class Suit
GLASSLINE PARTNERSHIP: Amended Schedules of Assets & Liabilities

GMAC INC.: DBRS Upgrades Issuer Rating to 'BB'
GRAND RESORT: Updated Case Summary & 20 Largest Unsec. Creditors
HAMILTON STACY: Case Summary & 15 Largest Unsecured Creditors
HEALTH NET: Moody's Confirms Senior Debt Rating at 'Ba3'
HEXION SPECIALTY: Moody's Gives Stable Outlook on 'B3' Rating

HIGHWAY LOS COCHES: Case Summary & 10 Largest Unsecured Creditors
HOLDER HOSPITALITY: To Auction Red Garter on February 16
HSH DELAWARE: Case Summary & 11 Largest Unsecured Creditors
HUB INTERNATIONAL: Moody's Affirms 'B3' Corporate Family Rating
ILLIANA KAVINA MONTEAGUDO: Voluntary Chapter 11 Case Summary

INTERMETRO COMMS: Files Amendment No. 1 to Q3 2009 Report
JACUZZI BRANDS: Gets Equity Investment, Completes Recapitalization
JESUS ROSELLO MEDINA: Voluntary Chapter 11 Case Summary
JOHN DALE WALKER: Case Summary & 20 Largest Unsecured Creditors
JOHN KROMER: Case Summary & 20 Largest Unsecured Creditors

LATHAM INTERNATIONAL: Court Confirms Plan of Reorganization
L.C. WEGARD: Defrauded PA Investors May Claim Share
LOWER BUCKS: Wants to Employ Three Professionals to Hand Case
LOYD HUBERT RICHEY: Case Summary & 20 Largest Unsecured Creditors
LYONDELL CHEMICAL: Committee Plea for Probe on Reliance Denied

LYONDELL CHEMICAL: Parent Reports Third Quarter 2009 Results
LYONDELL CHEMICAL: Parent Updates Investors on November Results
LYONDELL CHEMICAL: Plan Exclusivity Extended Until April 15
MADISONVILLE TRACE: Case Summary & 2 Largest Unsecured Creditors
MALUHIA DEVELOPMENT: Voluntary Chapter 11 Case Summary

MAX & ERMA: Pittsburg Court Selects Mark Robert as CRO
MCCLATCHY CO: Amends Deal to Sell Miami Property to Citisquare
MERCER INT'L: Exchange Offer for 8.5% Subordinated Notes Expires
MESA AIR: Wilmington Appointed to Unsecured Creditors' Committee
METOKOTE CORPORATION: Moody's Cuts Corp. Family Rating to 'Caa2'

METROPOLITAN LOFTS: Wants Ch. 11 Case Dismissed, Asset Liquidated
METROPOLITAN LOFTS: U.S. Trustee Unable to Form Committee
M.F. LIMITED: Case Summary & 20 Largest Unsecured Creditors
MICHAEL ALAN MYERS: Case Summary & 20 Largest Unsecured Creditors
MIGENIX INC: Posts C$710,509 Net Loss in October 31 Quarter

MODERN ALUMINUM: Berkshire Anodizing to Acquire Asset on Jan. 26
MOMENTIVE PERFORMANCE: Moody's Withdraws 'B2' Rating on Notes
MOOSEHEAD FURNITURE: Files for Bankruptcy to Avert Auction
NEUMANN HOMES: Gilberts Wants Lift Stay to Submit Final Draw
NEUMANN HOMES: Indymac Wants $34MM Claims Temporarily Allowed

NEUMANN HOMES: Objections Filed Ahead of Tomorrow's Plan Hearing
NEW CENTURY COS: Files Amendment No. 2 to Q3 2009
NINE LIVES: Voluntary Chapter 11 Case Summary
NORTEL NETWORKS: Gets April 23 Extension of CCAA Stay Period
NUTRACEA: U.S. Trustee Adds Two Members to Creditors Committee

OPUS WEST: Maricopa County Opposes Confirmation of Plan
OPUS WEST: Plan Confirmation Hearing Moved to Jan. 27
OPUS SOUTH: Waters Edge Liq. Analysis Okayed for Distribution
OZBURN HESSEY: Moody's Affirms Corporate Family Rating at 'B3'
PAETEC HOLDING: Amends BoNY Indenture and Deutsche Bank Loan

PARMALAT SPA: Court Sets Notice Program for Suit Settlements
PEGASUS TSI: Case Summary & 20 Largest Unsecured Creditors
PERRY JOHNSON: Case Summary & 3 Largest Unsecured Creditors
QUEBECOR WORLD: Catalyst Has Defenses to $18.8MM Preference Claim
RASPBERRY HILL: Case Summary & 6 Largest Unsecured Creditors

READER'S DIGEST: Gets Nod to Hire Cushman & Wakefield as Broker
READER'S DIGEST: Has Approval for Duff & Phelps as Valuator
REFCO INC: Plan Administrator Makes 8th Distribution
REFCO INC: Trustee Authorized to Dispose Records
REFCO INC: Wants to Compel Cantor Document Production

REMINGTON RANCH: Files for Chapter 11 Bankruptcy in Oregon
REMINGTON RANCH: Case Summary & 20 Largest Unsecured Creditors
RIM DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors
ROTHSTEIN ROSENFELDT: Six-Hour Auction Raises $182,315
RUSSELL PROPERTIES: Voluntary Chapter 11 Case Summary

RYAN STICKLER: Case Summary & 20 Largest Unsecured Creditors
SAGITTARIUS RESTAURANTS: Captain D Sale Won't Move Moody's Rating
SID'S HARDWARE: Voluntary Chapter 11 Case Summary
SILVER CREEK: Case Summary & 2 Largest Unsecured Creditors
SPECIALTY TOOLING: Case Summary & 20 Largest Unsecured Creditors

STERLING MINING: Court OKs Disclosure Statement to Plan
SURFSIDE PRINCESS: Involuntary Chapter 11 Case Summary
SYLVIA VITERI: Case Summary & 20 Largest Unsecured Creditors
TACO DEL MAR: To Voluntarily Restructure Under Chapter 11
TARDY-CONNORS: Voluntary Chapter 11 Case Summary

TELOGY LLC: Case Summary & 20 Largest Unsecured Creditors
TERRA ENERGY: Hires MaloneBailey as Independent Accountants
TERRACE GATE: Case Summary & 2 Largest Unsecured Creditors
THEOBALD & SAMPSON: Case Summary & 15 Largest Unsecured Creditors
THOMAS LACASSE: Case Summary & 8 Largest Unsecured Creditors

TIMBERS LIMITED: Case Summary & 14 Largest Unsecured Creditors
TISHMAN SPEYER: Gives Up Stuyvesant Town Complex to Creditors
TRU PAK INC: Voluntary Chapter 11 Case Summary
TRUE NORTH: S&P Downgrades Rating to 'CC' From 'CCC-'
TURKEY HILL: Case Summary & 20 Largest Unsecured Creditors

ULTRALIFE CORP: Secures RBS Commitment for $35MM Credit Facility
UNICORN OIL: Case Summary & 12 Largest Unsecured Creditors
UNITED GAS: Case Summary & 1 Largest Unsecured Creditor
VAIL PLAZA: Mexican Firm Pays $46.5 Million for Assets
VERMILLION INC: Emerges From Bankruptcy

VION PHARMACEUTICALS: Believes Common Stock Will Have No Value
VISTEON CORP: Wilmington Trust Not Creditor, But Agent
VISTEON CORP: Henry Martin Named to NMSDC Board
VISTEON CORP: Panel Wants to Conduct Rule 2004 Exam on H. Korea
VISTEON CORP: Proposes Deloitte as Tax Advisor

VISTEON CORP: Proposes to Settle With Calsonic Kansei
VONAGE HOLDINGS: CFO John Rego to Step Down Later This Year
WASHEX INC: Chapter 11 Filing Blocks Tax Warrant Auction
WASHEX INC: Voluntary Chapter 11 Case Summary
WEST FELICIANA: Files for Bankruptcy to Protect Mill Facility

W.R. GRACE: 3rd. Cir. Affirms Bankruptcy Court Ruling on Montana
W.R. GRACE: Expands Polypropylene Plant Capacity in Germany
W.R. GRACE: Stipulation Resolving AG Insurance Dispute Approved
XERIUM TECHNOLOGIES: Amends Employment Deal with CEO Light
ZAJAC FARMS: Voluntary Chapter 11 Case Summary

ZALE CORP: May Not Survive, Cooley Godward Lawyer Says
ZEPHYR LAND: Case Summary & 3 Largest Unsecured Creditors

* AlixPartners Says US Firms Face $513-Bil. Refinancing Crisis
* Chadbourne Jump-Starts 'Next Generation Vehicles'
* K. Scott Van Meter Joins Navigant Consulting
* Versa Capital Adds Offices & Staff in Chicago & Los Angeles

* Large Companies with Insolvent Balance Sheets


                            *********


839 MITTEN: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: 839 Mitten, LLC
        1450 El Camino Real
        Menlo Park, CA 94025

Bankruptcy Case No.: 10-30146

Chapter 11 Petition Date: January 19, 2010

Court: United States Bankruptcy Court
       Northern District of California (San Francisco)

Debtor's Counsel: Guy A. Odom, Jr., Esq.
                  Law Offices of Guy A. Odom Jr.
                  800 W El Camino Real #180
                  Mountain View, CA 94040
                  Tel: (650) 965-4400
                  Email: odomlawoffices@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 William Garlock, owner of the Company.


2675 COLORADO: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 2675 Colorado, LLC
        2675 E. Colorado Blvd.
        Pasadena, CA 91107

Bankruptcy Case No.: 10-12005

Chapter 11 Petition Date: January 19, 2010

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

Judge: Barry Russell

Debtor's Counsel: Teresa A. Blasberg, Esq.
                  Blasberg & Associates
                  526 N Juanita Ave
                  Los Angeles, CA 90004
                  Tel: (323) 515-3578
                  Fax: (323) 661-2940
                  Email: tablasberg@earthlink.net

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 Stepan Stepanyan, member of the
Company.


AARON GUTIERREZ: Case Summary & 15 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: Aaron L. Gutierrez
               Martha Gutierrez
                 dba Gutierrez Family Child Care
               29247 Las Terreno Lane
               Valencia, CA 91354

Bankruptcy Case No.: 10-12357

Chapter 11 Petition Date: January 22, 2010

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

Debtors' Counsel: Marc R. Tow, Esq.
                  3920 Birch St., Suite 102
                  Newport Beach, CA 92660
                  Tel: (949) 975-0544
                  Fax: (949) 975-0547
                  Email: marctow2000@yahoo.com

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

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

According to the schedules, the Company has assets of $1,568,950
and total debts of $2,502,915.

A full-text copy of the Debtors' petition, including a list of
their 15 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/cacb10-12357.pdf

The petition was signed by the Joint Debtors.


ABITIBIBOWATER INC: Courts Approve Cross-Border Claims Protocol
---------------------------------------------------------------
Judge Kevin J. Carey of the United States Bankruptcy Court for
the District of Delaware approved, in all respects, the cross-
border claims protocol proposed by AbitibiBowater Inc. and its
debtor affiliates, with respect to the review and reconciliation
of claims filed against the Debtors who also filed for protection
under Canada's Companies' Creditors Arrangement Act.

The Bankruptcy Court clarified that the Cross-Border Claims
Protocol will not determine:

  (i) the choice of law applicable to the determination and
      ultimate allowance of claims filed in AbitibiBowater's
      Chapter 11 cases and the CCAA Proceedings;

(ii) the priority to which the Claims are entitled under the
      Bankruptcy Code or the CCAA, including whether any claim
      may be entitled to priority under Section 503(b)(9) of the
      Bankruptcy Code;

(iii) the distribution to which those Claims will be entitled
      under any plan of compromise, arrangement or
      reorganization approved in AbitibiBowater's Chapter 11
      cases and CCAA Proceedings; and

(iv) the validity, enforceability, characterization, allowance,
      priority, valuation, and value allocation of any pre- or
      postpetition intercompany claims or equity interests,
      including, without limitation, wind-up claims,
      contribution claims, and preferred stock interests.

The Ad Hoc Unsecured Noteholder Committee of Abitibi-
Consolidated, Inc., among others, will have the same rights as
the Official Committee of Unsecured Creditors in relation to
Special Notice Claims and Duplicate Claims as defined under the
Cross-Border Claims Protocol, the Court ruled.

Judge Carey held that the Creditors' Committee's right to
challenge, object to, or otherwise participate in, the Claims
Resolution Process -- with respect to the claims of the U.S.
Prepetition Agent and the Canadian Prepetition Agent asserted on
behalf of the lenders under the U.S. and Canadian Credit
Agreements -- will be, at all times, subject to and limited by
(i) the Final DIP Facility Order, and (ii) the stipulation among
the Creditors' Committee, Wachovia Bank, N.A., The Bank of Nova
Scotia, and Law and Debenture Trust Company of New York, to
extend certain deadlines to challenge liens and assert lender
claims under the DIP Facility.

The Bankruptcy Court's approval of the Cross-Border Claims
Protocol will be effective immediately and enforceable, according
to Judge Carey.

               Canadian Court Approves Protocol

The Honorable Mr. Justice Clement Gascon, J.S.C., of the Superior
Court of the Superior Court Commercial Division for the District
of Montreal in Quebec, Montreal, Canada, has also approved the
Cross-Border Claims Protocol with respect to the AbitibiBowater
CCAA Applicants.

The Canadian Court also established a specialized process for
reviewing and determining any claim asserted by former unionized
employees of the CCAA Applicants as of April 16, 2009, relating
to a grievance arising out of, or under, any collective
agreement.

Mr. Justice Gascon appointed the Honorable Louise Otis as
Grievance Claims Officer.  The Claims Officer will have the
powers of an arbitrator pursuant to the Quebec Labor Code, the
Ontario Labor Relations Act, the British Columbia Labor Relations
Code, the New Brunswick Industrial Relations Act, the Nova Scotia
Trade Union Act, the Newfoundland and Labrador Labor Relations
Act or the Canada Labor Code under the collective agreement from
which the Grievance Claims arose.

Subject to the approval of the Canadian Court and Ernst & Young,
Inc., as CCAA Monitor, the CCAA Applicants will have the power
and authority to appoint, from time to time, one or more
individuals to act as Claims Officer.

All grievances raised by former employees of the CCAA Applicants
will be determined according to the Protocol, Mr. Justice Gascon
ruled.

A full-text copy of the Canadian Court's Order is available for
free at:

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

             Monitor Recommends Approval of Protocol

In its 30th monitor report submitted to the Canadian Court, Ernst
& Young, Inc., the Court-appointed monitor in the Canadian
proceedings of the CCAA Applicants, noted that the establishment
of the Cross-Border Claims Protocol establishes an efficient and
consistent procedure to address the determination of claims
against the U.S. Debtors and the CCAA Applicants.

E&Y Vice President Alex Morrison further averred that the Claims
Review and Determination Procedures as they relate to the
Grievance Claims in the CCAA Proceeding will assist in advancing
the CCAA Applicants' restructuring efforts.

A full-text copy of E&Y's 30th Monitor Report dated January 15,
2010, is available for free at:

       http://bankrupt.com/misc/CCAA_30thMonitorReport.pdf

                     About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --
http://www.abitibibowater.com/-- produces a wide range of
newsprint, commercial printing papers, market pulp and wood
products.  It is the eighth largest publicly traded pulp and paper
manufacturer in the world.  AbitibiBowater owns or operates 23
pulp and paper facilities and 28 wood products facilities located
in the United States, Canada, the United Kingdom and South Korea.
Marketing its products in more than 90 countries, the Company is
also among the world's largest recyclers of old newspapers and
magazines, and has third-party certified 100% of its managed
woodlands to sustainable forest management standards.
AbitibiBowater's shares trade over-the-counter on the Pink Sheets
and on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protection
under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009
(Bankr. D. Del. Lead Case No. 09-11296).  Judge Kevin J. Carey
presides over the case.  The Company and its Canadian affiliates
commenced parallel restructuring proceedings under the Companies'
Creditors Arrangement Act before the Quebec Superior Court
Commercial Division the next day.  Alex F. Morrison at Ernst &
Young, Inc., was appointed CCAA monitor.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the
Debtors' U.S. bankruptcy counsel.  Stikeman Elliot LLP, acts as
the Debtors' CCAA counsel.  Young, Conaway, Stargatt & Taylor, in
Wilmington, Delaware, serves as the Debtors' co-counsel, while
Troutman Sanders LLP in New York, serves as the Debtors' conflicts
counsel in the Chapter 11 proceedings.  The Debtors' financial
advisors are Advisory Services LP, and their noticing and claims
agent is Epiq Bankruptcy Solutions LLC.  The CCAA Monitor's
counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario.
Abitibi-Consolidated Inc. and various Canadian subsidiaries filed
for protection under Chapter 15 of the U.S. Bankruptcy Code on
April 17, 2009 (Bankr. D. Del. 09-11348).  Judge Carey also
handles the Chapter 15 case.  Pauline K. Morgan, Esq., and Sean T.
Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in
Wilmington, represent the Chapter 15 Debtors.

As of Sept. 30, 2008, the Company had $9,937,000,000 in total
assets and $8,783,000,000 in total debts.

Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings and parallel proceedings under the
Companies' Creditors Arrangement Act in Canada undertaken by
Abitibibowater Inc. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000).


ABITIBIBOWATER INC: Court OKs West Tacoma Plant Sale
----------------------------------------------------
The U.s. bankruptcy Court authorized Debtor Abitibi-Consolidated
Sales Corporation to sell its former paper mill site in West
Tacoma to Ralston Investments, Inc., for $4.7 million.

The Sale specifically relates to approximately 83 acres of real
property situated in Pierce County, Washington, generally known
as the "West Tacoma Mill," including all related improvements,
all privileges, appurtenances, easements, all fixed assets, all
utility and storage buildings or sheds, all other equipment and
parts.

As a "good faith" purchaser, the Court entitled Ralston to the
protection under Section 363(m) of the Bankruptcy Code.  Judge
Carey also permitted the Debtors, pursuant to Section 365 of the
Bankruptcy Code and Rule 6006 of the Federal Rules of Bankruptcy
Procedure, to transfer the Assets to Ralston, free and clear of
all liens, claims, interests and encumbrances.

The Debtors are further authorized to assume and assign the
contracts and leases relating to the Sale.  The amount necessary
under Sections 365(b)(J)(A) and (B) and 365(1)(2)(A) of the
Bankruptcy Code to cure all monetary defaults and pay all actual
pecuniary losses under the Assigned Contracts amounts is $0.

The Contracts to be assumed by the Debtors and assigned to
Ralston under the West Tacoma Mill sale are:

Counterparty                      Agreement
------------                      ---------
City of Tacoma, Washington        Tacoma Public Utilities
Director of Utilities             Agreement
and Tacoma Public Utilities

Lakewood Water District           Well Access Agreement
and Thomas M. Pors

Pierce County Public Works        Pierce County Water Line
and Utilities                     Agreement

Pierce County Public Works        Pierce County Dam Maintenance
and Utilities and Anne            Agreement
Marie Marshall-Doty

State of Washington               Agreed Order on Remedial
Department of Energy              Action

State of Washington               National Pollutant Discharge
Department of Ecology             Elimination System Waste
                                  Discharge Permit

State of Washington               Well No. 1 Operating Permit
Department of Health
Office of Drinking Water

State of Washington               Waste Outfall Lease
Department of Natural
Resources

The Court also held that payment of real estate commissions are
reasonable and appropriate under the circumstances.  The Debtors
specifically intend to pay, upon closing of the Sale, an amount
equal to 6% of the Purchase Price, or $270,000, to their broker,
Vanessa Herzog of CVG Kidder Mathews.  Ralston also intends to
pay a real estate commission equal to 2.5% of the Purchase Price
to Joe Dejager of Kidder Mathews as broker.

Subsequently, Ms. Herzog filed with the Court an affidavit
embodying the terms of the Debtors' and Ralston's payment of the
Commissions.

                Commercial Development Reacts

Prior to the Court's entry of the Sale Order, Commercial
Development Company, Inc., objected to the Sale, arguing that the
Sale "does not provide the highest and best consideration
available to the Debtors and their estates."

On behalf of Commercial Development, William D. Sullivan, Esq.,
at Sullivan Hazeltine Allison LLC, in Wilmington, Delaware,
related that Commercial Development was previously, and remained,
an interested buyer of the West Tacoma Mill, and "has access to
all funding required to support a purchase of the Property."

According to Mr. Sullivan, Commercial Development can provide the
Debtors with higher and better consideration for the Property
than the Debtors would otherwise receive in the Sale to Ralston.
Commercial Development is willing to provide the Debtors with
higher and better consideration for the Property on virtually
identical terms with the Ralston Purchase and Sale Agreement, Mr.
Sullivan noted.

Under a sale transaction with Commercial Development, the net
result to the Debtors, their estates, and their creditors will be
receipt of an additional $100,000, Mr. Sullivan specified.

Subsequently, however, Commercial Development withdrew its
objection to the Sale.

                     About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --
http://www.abitibibowater.com/-- produces a wide range of
newsprint, commercial printing papers, market pulp and wood
products.  It is the eighth largest publicly traded pulp and paper
manufacturer in the world.  AbitibiBowater owns or operates 23
pulp and paper facilities and 28 wood products facilities located
in the United States, Canada, the United Kingdom and South Korea.
Marketing its products in more than 90 countries, the Company is
also among the world's largest recyclers of old newspapers and
magazines, and has third-party certified 100% of its managed
woodlands to sustainable forest management standards.
AbitibiBowater's shares trade over-the-counter on the Pink Sheets
and on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protection
under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009
(Bankr. D. Del. Lead Case No. 09-11296).  Judge Kevin J. Carey
presides over the case.  The Company and its Canadian affiliates
commenced parallel restructuring proceedings under the Companies'
Creditors Arrangement Act before the Quebec Superior Court
Commercial Division the next day.  Alex F. Morrison at Ernst &
Young, Inc., was appointed CCAA monitor.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the
Debtors' U.S. bankruptcy counsel.  Stikeman Elliot LLP, acts as
the Debtors' CCAA counsel.  Young, Conaway, Stargatt & Taylor, in
Wilmington, Delaware, serves as the Debtors' co-counsel, while
Troutman Sanders LLP in New York, serves as the Debtors' conflicts
counsel in the Chapter 11 proceedings.  The Debtors' financial
advisors are Advisory Services LP, and their noticing and claims
agent is Epiq Bankruptcy Solutions LLC.  The CCAA Monitor's
counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario.
Abitibi-Consolidated Inc. and various Canadian subsidiaries filed
for protection under Chapter 15 of the U.S. Bankruptcy Code on
April 17, 2009 (Bankr. D. Del. 09-11348).  Judge Carey also
handles the Chapter 15 case.  Pauline K. Morgan, Esq., and Sean T.
Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in
Wilmington, represent the Chapter 15 Debtors.

As of Sept. 30, 2008, the Company had $9,937,000,000 in total
assets and $8,783,000,000 in total debts.

Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings and parallel proceedings under the
Companies' Creditors Arrangement Act in Canada undertaken by
Abitibibowater Inc. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000).


ABITIBIBOWATER INC: Plan Exclusivity Extended Until April 15
------------------------------------------------------------
Bankruptcy Judge Kevin Carey extended the period within which the
AbitibiBowater Inc. and its U.S. units may (i) file a Chapter 11
plan through April 15, 2010, and (ii) solicit acceptances of that
plan through June 11, 2010.

The Debtors have noted that the extended Exclusive Periods will
allow them to position the launch of negotiations with respect to
the drafting of a term sheet that outlines the terms of a Chapter
11 plan, which the Debtors and their advisors expect to complete
in January 2010.

The Debtors added that they received no objections to their
Exclusive Periods Extension request.

The Debtors said they have devoted substantial resources over
the past several months towards (i) developing a comprehensive
strategic plan, financial forecast and business plan,
(ii) creating a complex creditor recovery model, (iii) preparing
valuation analysis for the reorganized company, and (iv) drafting
a comprehensive plan of reorganization and plan of arrangement
term sheet as a starting point for negotiations with creditors.

                     About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --
http://www.abitibibowater.com/-- produces a wide range of
newsprint, commercial printing papers, market pulp and wood
products.  It is the eighth largest publicly traded pulp and paper
manufacturer in the world.  AbitibiBowater owns or operates 23
pulp and paper facilities and 28 wood products facilities located
in the United States, Canada, the United Kingdom and South Korea.
Marketing its products in more than 90 countries, the Company is
also among the world's largest recyclers of old newspapers and
magazines, and has third-party certified 100% of its managed
woodlands to sustainable forest management standards.
AbitibiBowater's shares trade over-the-counter on the Pink Sheets
and on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protection
under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009
(Bankr. D. Del. Lead Case No. 09-11296).  Judge Kevin J. Carey
presides over the case.  The Company and its Canadian affiliates
commenced parallel restructuring proceedings under the Companies'
Creditors Arrangement Act before the Quebec Superior Court
Commercial Division the next day.  Alex F. Morrison at Ernst &
Young, Inc., was appointed CCAA monitor.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the
Debtors' U.S. bankruptcy counsel.  Stikeman Elliot LLP, acts as
the Debtors' CCAA counsel.  Young, Conaway, Stargatt & Taylor, in
Wilmington, Delaware, serves as the Debtors' co-counsel, while
Troutman Sanders LLP in New York, serves as the Debtors' conflicts
counsel in the Chapter 11 proceedings.  The Debtors' financial
advisors are Advisory Services LP, and their noticing and claims
agent is Epiq Bankruptcy Solutions LLC.  The CCAA Monitor's
counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario.
Abitibi-Consolidated Inc. and various Canadian subsidiaries filed
for protection under Chapter 15 of the U.S. Bankruptcy Code on
April 17, 2009 (Bankr. D. Del. 09-11348).  Judge Carey also
handles the Chapter 15 case.  Pauline K. Morgan, Esq., and Sean T.
Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in
Wilmington, represent the Chapter 15 Debtors.

As of Sept. 30, 2008, the Company had $9,937,000,000 in total
assets and $8,783,000,000 in total debts.

Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings and parallel proceedings under the
Companies' Creditors Arrangement Act in Canada undertaken by
Abitibibowater Inc. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000).


ABITIBIBOWATER INC: Wants ABH LLC 2 Case Dismissed
--------------------------------------------------
AbitibiBowater Inc. and its units ask the Bankruptcy Court to
dismiss the Chapter 11 case of ABH LLC 2 pursuant to Section
1112(b) of the Bankruptcy Code.

LLC2 was a special purpose limited liability company formed in
connection with, and pursuant to, a series of Court-approved
transactions, or otherwise referred to as the Repayment Steps, to
effectuate the repayment of certain intercompany debt to address
the potential $55.25 million Canadian withholding tax liability
without affecting creditors' interests in the Chapter 11 Cases.
The withholding tax liability could have otherwise been payable
on or before January 15, 2010.

Specifically, AbitibiBowater U.S. Holding LLC, together with
three newly formed limited liability companies -- (i) ABH LLC 1
or "LLC1," as a wholly owned subsidiary of AbitibiBowater Inc.,
(ii) ABH Holding Company LLC or "LLC Holdco", as the immediate
parent of LLC1, and (ii) LLC2, as a wholly owned subsidiary of
Abitibi-Consolidated Company of Canada -- engaged in the
Repayment Transactions.  Pursuant to the Repayment Steps, LLC2
merged with LLC1, with LLC1 being the surviving entity of that
Merger.  To that end, LLC2 served only a distinct, designated
purpose which was outlined in the Repayment Steps, Sean T.
Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, informs the Court.

In light of the completion of the Repayment Steps on December 23,
2009, including the consummation of the Merger on December 22,
LLC2 no longer exists as a separate legal entity, Mr. Greecher
notes.

According to Mr. Greecher, the dismissal of LLC2's case will
affect neither the Debtors' other pending Chapter 11 cases, nor
the proposed supplemental joint administration of LLC1 and LLC
Holdco concurrently filed with, and approved by, the Court.

In the alternative, the Debtors seek dismissal of LLC2's Chapter
11 case under Section 305(a) of the Bankruptcy Code, which
provides that "[t]he court . . . may dismiss a case under this
title . . . at any time if (1) the interest of creditors and the
debtor would be better served by such dismissal or suspension."

Continuing LLC2's Chapter 11 case serves no purpose and could
potentially confuse creditors, make it more difficult for the
Debtors to properly craft and confirm an anticipated plan of
reorganization, and waste valuable estate resources, Mr. Greecher
tells Judge Carey.

A hearing to consider the Debtors' request is scheduled for
February 24, 2010.  Objections, if any, must be filed on or
before February 8.

                     About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --
http://www.abitibibowater.com/-- produces a wide range of
newsprint, commercial printing papers, market pulp and wood
products.  It is the eighth largest publicly traded pulp and paper
manufacturer in the world.  AbitibiBowater owns or operates 23
pulp and paper facilities and 28 wood products facilities located
in the United States, Canada, the United Kingdom and South Korea.
Marketing its products in more than 90 countries, the Company is
also among the world's largest recyclers of old newspapers and
magazines, and has third-party certified 100% of its managed
woodlands to sustainable forest management standards.
AbitibiBowater's shares trade over-the-counter on the Pink Sheets
and on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protection
under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009
(Bankr. D. Del. Lead Case No. 09-11296).  Judge Kevin J. Carey
presides over the case.  The Company and its Canadian affiliates
commenced parallel restructuring proceedings under the Companies'
Creditors Arrangement Act before the Quebec Superior Court
Commercial Division the next day.  Alex F. Morrison at Ernst &
Young, Inc., was appointed CCAA monitor.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the
Debtors' U.S. bankruptcy counsel.  Stikeman Elliot LLP, acts as
the Debtors' CCAA counsel.  Young, Conaway, Stargatt & Taylor, in
Wilmington, Delaware, serves as the Debtors' co-counsel, while
Troutman Sanders LLP in New York, serves as the Debtors' conflicts
counsel in the Chapter 11 proceedings.  The Debtors' financial
advisors are Advisory Services LP, and their noticing and claims
agent is Epiq Bankruptcy Solutions LLC.  The CCAA Monitor's
counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario.
Abitibi-Consolidated Inc. and various Canadian subsidiaries filed
for protection under Chapter 15 of the U.S. Bankruptcy Code on
April 17, 2009 (Bankr. D. Del. 09-11348).  Judge Carey also
handles the Chapter 15 case.  Pauline K. Morgan, Esq., and Sean T.
Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in
Wilmington, represent the Chapter 15 Debtors.

As of Sept. 30, 2008, the Company had $9,937,000,000 in total
assets and $8,783,000,000 in total debts.

Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings and parallel proceedings under the
Companies' Creditors Arrangement Act in Canada undertaken by
Abitibibowater Inc. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000).


AETERNA ZENTARIS: Receives Non-Compliance Notice From NASDAQ
------------------------------------------------------------
Aeterna Zentaris Inc. on January 21, 2010, received a letter from
the Listing Qualifications Department of The NASDAQ Stock Market
indicating that the minimum closing bid price of its common shares
had fallen below US$1.00 for 30 consecutive trading days, and
therefore, the Company was not in compliance with NASDAQ Listing
Rule 5450(a)(1).  In accordance with NASDAQ Listing Rule
5810(C)(3)(a), Aeterna Zentaris is provided a grace period of 180
calendar days, or until July 20, 2010, to regain compliance with
this requirement.  The notice has no effect on the listing of
Aeterna Zentaris' common shares at this time, and its common
shares will continue to trade on the NASDAQ under the symbol
"AEZS", as well as on the Toronto Stock Exchange under the symbol
"AEZ".

Aeterna Zentaris can regain compliance with the Rule if the bid
price of its common shares closes at US$1.00 or higher for a
minimum of ten consecutive business days during the grace period,
although NASDAQ may, in its discretion, require the Company to
maintain a minimum closing bid price of at least US$1.00 per share
for a period in excess of ten consecutive business days before
determining that Aeterna Zentaris has demonstrated the ability to
maintain long-term compliance.

If the Company is unsuccessful in meeting the minimum bid
requirement by July 20, 2010, Nasdaq will provide notice to
Aeterna Zentaris that its common shares will be subject to
delisting from the Nasdaq Global Market.  If the Company receives
a delisting notification, it may appeal to the Listing
Qualifications Panel or apply to transfer its common shares to the
Nasdaq Capital Market if Aeterna Zentaris satisfies at such time
all of the initial listing standards on the Nasdaq Capital Market,
other than compliance with the minimum closing bid price
requirement.  If the application to the Nasdaq Capital Market is
approved, then the Company will have an additional 180-day grace
period in order to regain compliance with the minimum bid price
requirement while listed on the Nasdaq Capital Market.

                   About Aeterna Zentaris Inc.

Aeterna Zentaris Inc. -- http://www.aezsinc/-- is a late-stage
drug development company specialized in oncology and
endocrinology.


AFFILIATED MEDIA: Files Chapter 11 with Prepackaged Plan
--------------------------------------------------------
Affiliated Media, Inc., filed a "prepackaged" plan of
reorganization under Chapter 11 of the bankruptcy code in United
States Bankruptcy Court in Delaware.  As previously disclosed, the
plan allows the company to undergo a financial restructuring that
sharply reduces debt, boosts cash flow and offers greater
financial flexibility.

Unlike other media company reorganizations, this one does not
involve the newspaper operations or have any effect on employees
or vendors of the newspapers.  Only the holding company will
restructure.  There will be no change in management or control of
MediaNews Group, which will continue to be led by William Dean
Singleton, Chairman and Chief Executive Officer, and Joseph J.
Lodovic IV, President.

Further, Affiliated's prepackaged plan won approval from its
lenders, which means that the plan can bypass any need for
negotiation or debate in court, and instead can win approval with
a minimum of delay.

"We already have the support and approval of our lenders, so we
expect our plan to proceed through this process swiftly and
smoothly," said Mr. Singleton.  "By aggressively facing the
challenges of the newspaper business, we will continue to deliver
high-quality journalism and will prepare our newspapers for a
promising future."

                       About Affiliated Media

Affiliated Media Inc. is the holding company of MediaNews Group
Inc., which owns 54 daily newspapers including the Denver Post and
the San Jose Mercury News, along with television and radio
broadcasters.

Affiliated Media, Inc., filed for Chapter 11 on Jan. 22, 2010
(Bankr. D. Del. Case No. 10-10202).  The bankruptcy petition says
that assets are $100,000,001 to $500,000,000 while debts total
$500,000,001 to $1,000,000,000.

The Company is employing (i) the law firm of Hughes Hubbard & Reed
LLP as general bankruptcy counsel, (ii) the law firm of Morris,
Nichols, Arsht & Tunnell LLP as co- bankruptcy counsel, (iii) Carl
Marks Advisory Group LLC as restructuring advisor, (iv) Rothschild
Inc. as financial advisor for the Corporation, (v) Epiq Bankruptcy
Solutions, LLC as claims, noticing and balloting agent, (vi) the
law firm of Wilkinson Barker Knauer, LLP as special FCC counsel,
and (vii) Sitrick and Company Inc. as communications consultant.


AFFILIATED MEDIA: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Affiliated Media, Inc.
          aka MediaNews Group, Inc.
        101 W. Colfax Avenue, Suite 1100
        Denver, CO 80202

Bankruptcy Case No.: 10-10202

Chapter 11 Petition Date: January 22, 2010

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

Judge: Kevin J. Carey

About the Business: Affiliated Media Inc. is the holding company
                    of MediaNews Group Inc., which owns 54 daily
                    newspapers including the Denver Post and the
                    San Jose Mercury News, along with television
                    and radio broadcasters.

Debtor's General
Bankruptcy Counsel: Hughes Hubbard & Reed LLP

                    One Battery Park Plaza
                    New York, NY 10004
                    http://www.hugheshubbard.com
                    Tel: (212) 837-6000
                    Fax: (212) 422-4276
                    Attn: Kathryn Coleman, Esq.
                          Eric J. Fromme, Esq.

Debtor's co-
Bankruptcy Counsel: Morris, Nichols, Arsht & Tunnell LLP
                    Daniel B. Butz, Esq.
                    1201 N. Market Street
                    Wilmington, DE 19899
                    Tel: (302) 575-7348
                    Fax: (302) 658-3989
                    E-mail: dbutz@mnat.com

Debtor's
Restructuring
Advisor:            Carl Marks Advisory Group LLC
                    900 Third Avenue, 33rd Floor
                    New York, NY 10022-4775
                    Tel: (212) 909-8400
                    Attn: Marc Pfefferle
                          Keith Daniels
                          Richard Starks

Debtor's Fin'l
Advisor:            Rothschild Inc.
                    1221 Avenue of the Americas
                    New York, NY 10020
                    Phone: (212) 403-3500
                    Fax: (212) 403-3501
                    Attn: David Resnick
                          Dan Gilligan
                          Matthew Chou
                          Sonya Li

Debtor's Claims
Agent:              Epiq Bankruptcy Solutions, LLC

Debtor's Special
FCC Counsel:        Wilkinson Barker Knauer, LLP

Debtor's
Communications
Consultant:         Sitrick and Company Inc.

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

Estimated Debts: $500,000,001 to $1,000,000,000

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

            http://bankrupt.com/misc/deb10-10202.pdf

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
The Bank of New York       Bank Loan              $204,100,000
Mellon
                           Indenture Trustee
                           For 6 7/8% Senior
                           Subordinated
                           Notes Due 2013

The Bank of New York       Bank Loan              $121,800,000
Mellon
                           Indenture Trustee
                           For 6 3/8% Senior
                           Subordinated
                           Notes Due 2014

Pension Benefit Guaranty   Pension Liabilities    $70,400,000
Corporation

Systems Maintenance        Trade Debt             $47,180
Services, Inc.

Hewitt Associates LLC      Trade Debt             $46,500

Gumiyo Inc.                Trade Debt             $29,100

Atypon Systems Inc.        Trade Debt             $24,000

Ultimate Software          Trade Debt             $19,200
Group LLC

Adicio                     Trade Debt             $17,500

Rose Consulting            Trade Debt             $15,900

Assurity Insurance         Trade Debt             $15,000

Systems Maintenance        Trade Debt             $47,180
Company

Database Specialists       Trade Debt             $10,000

Robert Half Technology     Trade Debt             $9,300

Global Compliance          Trade Debt             $8,500

Lathamwyo Consulting Inc.  Trade Debt             $6,500

Denovo                     Trade Debt             $5,000

Masergy                    Trade Debt             $4,600

Intelligent Commercial     Trade Debt             $2,300
Environments Inc.

Wheeler Trigg O'Donnell    Trade Debt             $800
LP

National Corporate         Trade Debt             $300
Research

The petition was signed by Ronald A. Mayo, vice president and CFO
of the Company.


AIRTRAN HOLDINGS: Files Shelf Registration Statement
----------------------------------------------------
AirTran Holdings, Inc., has filed with the Securities and Exchange
Commission a shelf registration statement and related prospectus
in connection with its plan to offer to sell, or selling security
holders' offer to resell:

     -- shares of AirTran common stock;
     -- shares of AirTran preferred stock;
     -- AirTran debt securities; or
     -- warrants to purchase any of these securities.

AirTran will provide the specific terms of the securities in
supplements to the prospectus.

AirTran common stock trades on the New York Stock Exchange under
the symbol "AAI."  AirTran will list any shares of common stock
sold under the prospectus on the New York Stock Exchange.

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

AirTran intends to use the net proceeds from the sale of the
securities for general corporate purposes, which may include the
retirement or refinancing of debt, additions to working capital,
capital expenditures, acquisitions of other airlines or their
assets, and other investments in strategic alliances, code-share
agreements, or other business arrangements.  AirTran will not
receive any proceeds from the sale of securities by selling
security holders.

                     About AirTran Holdings

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:
AAI) -- http://www.airtran.com/-- a Fortune 1000 company, is the
parent company of AirTran Airways, which has been ranked the
number one low-cost carrier in the Airline Quality Rating study
for the past two years.  AirTran is the only major airline with
Wi-Fi on every flight and offers coast-to-coast service on North
America's newest all-Boeing fleet.  Its low-cost, high-quality
product also includes assigned seating, Business Class and
complimentary XM Satellite Radio on every flight.

As of September 30, 2009, AirTran had $2.157 billion in total
assets against total current liabilities of $774.9 million, long-
term capital lease obligations of $15.08 million, long-term debt
of $818.2 million, other liabilities of $113.8 million, deferred
income taxes of $7.992 million, and derivative financial
instruments of $12.054 million.  As of September 30, 2009, AirTran
also had accumulated deficit of $100.48 million and total
stockholders' equity of $414.81 million.

AirTran's balance sheet showed strained liquidity with
$634.08 million in total current assets against $774.90 million in
total current liabilities.  As of September 30, 2009, AirTran had
aggregate unrestricted cash, cash equivalents, and short-term
investments of $408.2 million, and AirTran also had $55.2 million
of restricted cash.

                          *     *     *

As reported by the Troubled Company Reporter on December 28, 2009,
Moody's Investors Service raised its ratings of AirTran Holdings'
corporate family and probability of default ratings each to Caa1
from Caa2.  Moody's also affirmed the Caa3 rating on the
Convertible Senior Unsecured Notes due 2023, the SGL-3 Speculative
Grade Liquidity rating and the B1, Caa1 and Caa2 ratings on each
of the Class A, Class B, and Class C tranches, respectively of
AirTran's 1999-1 Enhanced Equipment Trust Certificates.  Moody's
changed the outlook to positive.

The Caa1 Corporate Family rating considers the still high leverage
and AirTran's exposure to cyclical risks in the airline industry.
Moody's anticipates that AirTran could generate positive free cash
flow in 2010 because of improving cash flow from operations and
lower aircraft capital expenditures relative to 2009.  However,
scheduled payments for aircraft materially increase in 2011 to
$270 million, which could temper continued improvements in credit
metrics if operating cash flows do not increase commensurately
with this step-up in capital investment.

The TCR said on July 10, 2009, Standard & Poor's Ratings Services
affirmed the airline's corporate credit rating at CCC+/Stable/--.



ALLIED CAPITAL: S&P Keeps Counterparty Credit Rating at 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services' said that it is keeping its
'BB+' long-term counterparty credit rating and 'BB' senior
unsecured debt rating on Allied Capital Corp. on CreditWatch with
positive implications.  S&P is also keeping its 'BBB' long-term
counterparty credit rating on Ares Capital Corp. on CreditWatch
with negative implications.

On Oct. 26, 2009, Ares announced an agreement to acquire Allied in
an all-stock transaction then valued at about $648 million.  The
CreditWatch Positive on Allied reflects S&P's opinion that the
company will benefit from combining with a stronger partner.  The
combined company will seek to reposition its consolidated
investment portfolio toward current-yielding debt instruments
while reducing debt leverage.  As of Jan. 22, 2010, Allied had
completed considerable asset sales; it intends to continue selling
assets to reduce debt as part of the acquisition.

"The CreditWatch Negative on Ares reflects the potential execution
risk that S&P believes is common in any acquisition.  S&P note the
strategic advantages that such an integration with Allied would
bring, as it would form a stronger combined company with
$11 billion in committed capital under management," said Standard
& Poor's credit analyst Sebnem Caglayan.  "Ares would, however,
also be acquiring from Allied a portfolio that has a significant
number of lower-quality investments.  Finally, S&P believes Ares's
strong equity performance following the deal's announcement could
enable it to manage leverage levels by issuing new equity."

S&P expects to resolve the CreditWatch on both companies once the
acquisition closes, which S&P anticipates to occur at the end of
first-quarter 2010.  "S&P could raise the ratings on Allied if it
successfully deleverages its balance sheet and if its portfolio
improves in terms of both investment quality and performance.  S&P
could affirm the ratings on Ares if it successfully integrates
Allied's business without putting undue pressure on its financial
profile.  On the other hand, if Ares's acquisition of Allied
results in material deterioration in its financial profile --
specifically if Ares can't reduce the higher leverage it acquires
from Allied and stabilize Allied's loan portfolio -- S&P could
lower the ratings," Ms. Caglayan added.


AMERICAN AXLE: Eagle Asset Management Reports 5.63% Stake
---------------------------------------------------------
Eagle Asset Management, Inc., disclosed that it beneficially owns
3,127,041 shares, or roughly 5.63%, of American Axle &
Manufacturing Holdings, Inc. Common Stock as of December 31, 2009.

                      About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a world
leader in the manufacture, engineering, design and validation of
driveline and drivetrain systems and related components and
modules, chassis systems and metal-formed products for trucks,
sport utility vehicles, passenger cars and crossover utility
vehicles.  In addition to locations in the United States
(Michigan, New York, Ohio and Indiana), AAM also has offices or
facilities in Brazil, China, Germany, India, Japan, Luxembourg,
Mexico, Poland, South Korea, Thailand and the United Kingdom.

                         *     *     *

As reported by the Troubled Company Reporter on September 24,
2009, Moody's Investors Service raised Axle's Corporate Family
Rating to Caa3 from Ca, and raised the rating on Axle's secured
guaranteed term loan to B3 from Caa2.  Moody's affirmed the
company's Probability of Default Rating at Caa3, and affirmed the
ratings on the unsecured guaranteed notes and the unsecured
convertible notes at Ca.  The Speculative Grade Liquidity Rating
is SGL-4.  The outlook is changed to stable from negative.

The TCR also said Standard & Poor's Ratings Services revised its
outlook on Axle to developing from negative and affirmed its
'CCC+' corporate credit rating and other ratings.


AMERIGROW RECYCLING: Gets Temporary Access to Fifth Third Cash
--------------------------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida, in a fourth interim order,
authorized Amerigrow Recycling-Delray, Limited Partnership, et
al., to use cash securing repayment of loan with Fifth Third Bank;
and provide adequate protection to Fifth Third.

A further hearing on the Debtors' cash collateral use will be held
on February 4, 2010, at 1:30 p.m. at the U.S. Bankruptcy Court,
Flagler Waterview Building, 1515 North Flagler Drive, 8th Floor,
West Palm Beach, Florida.

Amerigrow LP borrowed $1,000,000 from Fifth Third prepetition.
The loan is secured by personal property of the Debtors.

Any cash or cash equivalents, funds or proceeds of or from the
collateral securing the obligations of the Debtors to Fifth Third
may constitute cash collateral.  The Debtors said that if they
cannot continue to use cash collateral, they likely will be forced
to cease operations and have their bankruptcy case converted to
Chapter 7 liquidation.

The Debtors are also authorized to exceed any line item: (i) on
the budget by an amount equal to 10% of each line item; or (ii) by
more than 10% so long as the total of all amounts in excess of all
line items for the budget do not exceed 10% in the aggregate of
the total budget.

As adequate protection for any diminution in value of the Fifth
Third's collateral, the Debtor will grant Fifth Third a
replacement lien in and against all assets or property of the
Debtors, and superpriority administrative expense claim,
subordinate and junior to carve out.

                    About Amerigrow Recycling

Delray Beach, Florida-based Amerigrow Recycling-Delray, Limited
Partnership -- dba Amerigriow Recycling, Amerigrow Soils,
Amerigrow Golf, Amerigrow Trucking, Mulching Solutions -- was
founded in 1995, and operates as a full-service organic-recycling
facility, accepting organic landscape debris at its convenient
drive-thru Delray Beach store and dumping facility.

Amerigrow Recycling and its affiliates filed for Chapter 11 on
November 2, 2009 (Bankr. S.D. Fla. Case No. 09-34122).  The
Company listed $10,000,001 to $50,000,000 in assets and debts.


AMIDEE CAPITAL: Court Extends Filing of Schedules Until March 2
---------------------------------------------------------------
The Hon. Richard S. Schmidt of the U.S. Bankruptcy Court for the
Sothern District of Texas has extended, at the behest of Amidee
Capital Group, Inc., et al., the filing of schedules of assets and
liabilities and statements of financial affairs by an additional
30 days until March 2, 2009.

The Debtors said that to compile 10 different sets of schedules
and statements is extremely time-consuming and that the Debtors do
not believe that a total of 14 days after the Petition Date will
be sufficient to accomplish this immense task.

The schedules and statements were initially due on February 1,
2010.

Houston, Texas-based Amidee Capital Group, Inc., is a Texas
corporation formed in 2003 to acquire, renovate, operate and
resell real property.  The Company filed for Chapter 11 bankruptcy
protection on January 17, 2010 (Bankr. S.D. Tex. Case No. 10-
20041).  The Company's affiliates -- Amidee 2006 Preferred Real
Estate Income Program, Ltd., et al. -- filed separate Chapter 11
petitions.  Matthew Scott Okin, Esq., at Okin Adams & Kilmer LLP
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.


AMIDEE CAPITAL: Wants to Use Sterling, et al.'s Cash Collateral
---------------------------------------------------------------
Amidee Capital Group, Inc. and its affiliates have sought
authorization from the U.S. Bankruptcy Court for the Southern
District of Texas to use cash collateral of Sterling Bank, Lone
Star Bank, and National Guardian Life Insurance Company.

Sara Maya Patterson, Esq., at Okin Adams & Kilmer LLP, the
attorney for the Debtors, explains that the Debtors need the money
to fund their Chapter 11 case, pay suppliers and other parties.
The Debtors will use the collateral pursuant to a budget, a copy
of which is available for free at:

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

In exchange for using the cash collateral, the Debtors propose to
grant the prepetition lenders postpetition liens on the
postpetition receivables, rents and proceeds generated by the
operation of the cash collateral properties -- the Commercial
Acreage, the Rent Houses, Coastal Breeze, Park Place, Oak Pointe,
Sylvanfield Office Building, and Harbour Glen.

Houston, Texas-based Amidee Capital Group, Inc., is a Texas
corporation formed in 2003 to acquire, renovate, operate and
resell real property.  The Company filed for Chapter 11 bankruptcy
protection on January 17, 2010 (Bankr. S.D. Tex. Case No. 10-
20041).  The Company's affiliates -- Amidee 2006 Preferred Real
Estate Income Program, Ltd., et al. -- filed separate Chapter 11
petitions.  Matthew Scott Okin, Esq., at Okin Adams & Kilmer LLP
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.


AMR CORP: American Airlines Approves 2010 Annual Incentive Plan
---------------------------------------------------------------
American Airlines, Inc., a wholly owned subsidiary of AMR
Corporation, on January 19, 2010, approved the 2010 Annual
Incentive Plan for American.  All U.S. based employees of American
are eligible to participate in the AIP, including the Company's
executive officers.  The AIP is American's annual bonus plan and
provides for the payment of awards in the event certain financial
or customer service metrics are satisfied, as further described in
the AIP.

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

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

                         About AMR Corp.

Headquartered in Forth Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger
airline.  At the end of 2006, American provided scheduled jet
service to about 150 destinations throughout North America, the
Caribbean, Latin America, including Brazil, Europe and Asia.
American is also a scheduled airfreight carrier, providing
freight and mail services to shippers throughout its system.

Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle."  American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.

                         *     *     *

AMR carries a 'CCC' issuer default rating from Fitch Ratings.  It
has 'Caa1' corporate family and probability of default ratings
from Moody's.  It has 'B-' corporate credit rating, on watch
negative, from Standard & Poor's.


ARCLIN GROUP: Imperial Capital Advised the First Lien Lenders
-------------------------------------------------------------
Imperial Capital disclosed that Arclin's financial restructuring
is complete as its Plan of Reorganization and Plan of Arrangement
as previously approved by the US and Canadian Courts,
respectively, have gone effective.  Arclin, based in Mississauga,
Ontario, is a vertically integrated manufacturer of adhesive
resins and surface products employed in high performance adhesion
and surfacing applications.

Imperial Capital, LLC, acted as financial advisor to the agent for
the pre-petition first lien lenders to Arclin.  Arclin filed for
protection under the US Bankruptcy Code and the Canadian
Companies' Arrangement Act in July 2009 with a pre-negotiated plan
among its prepetition secured creditors.  During the
reorganization, a group of first lien lenders provided a
$25 million debtor-in-possession (DIP) Facility that was
refinanced at emergence by Bank of America into a $25 million
revolving credit facility.

In December 2009, the financial restructuring was approved by the
US and Canadian Courts providing for a reduction of funded
indebtedness from over $230 million to $60 million.  Affiliates of
Black Diamond Capital Management and Silver Point Capital are now
majority owners of the Company.

"Imperial Capital's comprehensive restructuring capabilities were
integral to the development and implementation of a consensual
restructuring for Arclin that provides an appropriate capital
structure to position Arclin for future success.  This transaction
underscores our capabilities not only across the capital structure
but also cross border," said Jason Reese, Chairman and Chief
Executive Officer of Imperial Capital.

                         About Arclin

Arclin's U.S. companies -- Arclin US Holdings, Inc.; Marmorandum
LLC; Arclin Chemicals Holding Inc.; Arclin Industries U.S.A., Inc;
Arclin Fort Smith Inc., Arclin U.S.A. Inc.; and Arclin Surfaces
Inc. -- filed voluntary petitions for Chapter 11 on July 27, 2009
(Bankr. D. Del. Lead Case No. 09-12628).  Frederick Brian Rosner,
Esq., at Messana Rosner & Stern, LLP, serves as counsel for the
Debtors. Dechert LLP is co-counsel while Alvarez & Marsal
securities LLC is the investment banker.  Kurtzman Carson
Consultants LLC serves as claims and noticing agent.
The petition says that Arclin US's assets and debts are between
US$100,000,001 and US$500,000,000.

Arclin's Canadian companies also made a filing with the Ontario
Superior Court of Justice and have obtained an Initial Order
authorizing Arclin to reorganize under the Companies' Creditors
Arrangement Act.  Ernst & Young serves as CCAA monitor.

Arclin's subsidiaries in Mexico are not included in the filings.
The Mexican affiliates -- Arclin Mexican Holdings S.A. de C.V.,
Arclin Mexico S.A. de C.V., and Arclin Operadora S.A. de C.V. --
are not subject to any insolvency proceedings.


ARMS & COLE: Bankruptcy Filing Blocks $1 Million Suit
-----------------------------------------------------
Scott Hardy, former president of Arms and Cole, and Traverse City
Commission filed for bankruptcy to put a hold on a $1 million suit
lodged by various subcontractors and a bank in 13th Circuit Court,
according to Art Bukowski at Traverse City Record-Eagle.

Arms & Cole Inc. is one of Traverse City's oldest contractors.  It
is a century-old plumbing and heating firm.  The Company dates to
1895, established by a tinsmith named Wilson Cole and William
Arms, a local plumber.  It's been a family owned and operated
business over the years.


ASSOCIATED MATERIALS: Delays Registration Statement Effective Date
------------------------------------------------------------------
Associated Materials LLC and Associated Materials Finance Inc.
have delayed the effective date of a registration statement filed
with the Securities and Exchange Commission in connection with its
exchange offer.

Pursuant to Amendment No. 2 to Form S-4 Registration Statement on
January 14, 2010, Associated Materials and Associated Materials
Finance -- and Gentek Holdings, LLC and Gentek Building Products,
Inc. as Subsidiary Guarantors -- are offering to exchange all of
the Company's outstanding 9.875% Senior Secured Second Lien Notes
due 2016 (CUSIP Nos. 04570TAA6 and U04570AA2) for New 9.875%
Senior Secured Second Lien Notes due 2016 that have been
registered under the Securities Act of 1933.

The Company has yet to set an expiration date for the exchange
offer.

The terms of the registered 9.875% Senior Secured Second Lien
Notes due 2016 to be issued in the exchange offer are
substantially identical to the terms of the outstanding 9.875%
Senior Secured Second Lien Notes due 2016, except that provisions
relating to transfer restrictions, registration rights, and
additional interest will not apply to the new notes.

The new notes will bear interest at the rate of 9.875% per year,
payable on May 15 and November 15 of each year, commencing May 15,
2010.  The new notes will mature on November 15, 2016.

Associated Materials will be required to redeem the new notes no
later than December 1, 2013, if as of October 15, 2013 the 11-1/4%
senior discount notes due 2014 of the Company's indirect parent
company, AMH Holdings, LLC, remain outstanding, unless discharged
or defeased, or if any indebtedness incurred by the Company or any
of its holding companies to refinance the 11-1/4% notes matures
prior to the maturity date of the new notes.

If the Company sells certain assets or experience specific kinds
of changes in control, holders of the new notes may require the
Company to repurchase some or all of the new notes.

The new notes will be fully and unconditionally guaranteed,
jointly and severally, on a senior unsubordinated basis, by all of
the Company's existing and future domestic restricted
subsidiaries, other than Associated Materials Finance, Inc., that
guarantee or are otherwise obligors under the Company's asset-
based credit facilities.

A full-text copy of the registration statement and prospectus is
available at no charge at http://ResearchArchives.com/t/s?4de6

                   About Associated Materials

Based in Cuyahoga Falls, Ohio, Associated Materials LLC fka
Associated Materials Inc. -- http://www.associatedmaterials.com/
-- is a manufacturer of exterior residential building products,
which are distributed through company-owned distribution centers
and independent distributors across North America.  AMI produces a
broad range of vinyl windows, vinyl siding, aluminum trim coil,
aluminum and steel siding and accessories, as well as vinyl
fencing and railing.  AMI is a privately held, wholly owned
subsidiary of Associated Materials Holdings Inc., which is a
wholly-owned subsidiary of AMH, which is a wholly owned subsidiary
of AMH II, which is controlled by affiliates of Investcorp S.A.
and Harvest Partners Inc.

At October 3, 2009, the Company's consolidated balance sheets
showed $825.4 million in total assets, $213.5 million in total
current liabilities, $46.8 million in deferred income taxes,
$58.8 million in other liabilities, and $208.5 million in long-
term debt.  Member's equity at October 3, 2009, was
$297.8 million.

                         *     *     *

As reported by the Troubled Company Reporter on June 18, 2009,
Standard & Poor's Ratings Services said its 'CCC+' corporate
credit ratings and negative outlook on AMH Holdings Inc. and
Associated Materials Inc., are unchanged following AMH Holdings
II's plan to exchange its outstanding 13.625% senior notes due
2014 for $20 million of cash and $13.066 million of new 20% senior
notes due 2014.  AMH Holdings II is an unrated entity and its
senior notes due 2014 are not rated by Standard & Poor's.

S&P says the ratings and outlook on AMH Holdings and AMI
incorporate a highly leveraged financial profile and a significant
increase in cash interest expense starting September 2009.
Following the completion of the exchange, there will be
$20 million of new senior subordinated notes due 2012 issued by
AMI in a private placement, partially offset by a reduction of
debt obligations at AMH II.


ATOMIC PAINTBALL: Court OKs Deal, Chapter 7 Case Dismissal
----------------------------------------------------------
Atomic Paintball, Inc., disclosed that the United States
Bankruptcy Court for the Northern District of Texas - Dallas
Division has approved the settlement and dismissal of the Chapter
7 Bankruptcy petition that was filed regarding the Company by
David Cutler.  The Company is pleased to be dismissed from the
bankruptcy with its largest debts resolved and over three million
shares returned to treasury.  The Company intends to vigorously
pursue potential acquisition possibilities under new management
and looks forward to progress with new officers and director
corps.  The Company intends to immediately launch a beta website
and pursue merger/acquisition possibilities as well as online
business activities.

In conjunction with this settlement agreement, Mr. Cutler has
agreed to return 3,530,255 shares to be canceled into treasury,
leaving him with 395,469 shares (9.9% of the outstanding shares).
Along with canceling those shares, he has agreed to resign as an
officer and director of the Company.  His directorship resignation
will be effective ten days after notice to shareholders. Don Mark
Dominey and Steve Weathers will be appointed as directors, and Mr.
Dominey will become the Chief Executive Officer at this time.

Mr. Dominey is currently employed by Cisco Systems, Inc., and has
been employed for over a dozen years. Mr. Dominey has and is
currently responsible for business development in Cisco's
strategic partner organizations including Global Alliances,
Strategic Alliances and Cisco Services business groups.  Mr.
Dominey has been responsible for strategic technology vision and
strategy in working with large global IT outsourcers and systems
integrators.  He has provided thought leadership to these
companies servicing large fortune 500 enterprises and government
agencies.

Mr. Weathers will be appointed as a director of the Company
subject to a ten day notice to shareholders.  Mr. Weathers
currently works in the environmental remediation division for Duke
Energy Field Services, which is a natural gas processing company.
Mr. Weathers also serves as a director of Sun River Energy, Inc.

Chief Executive Officer Don Mark Dominey states, "I am very
pleased that we have resolved the litigation with our previous
Director and Controlling Shareholder, David Cutler, which led to a
premature bankruptcy filing of Atomic Paintball.  I plan to
leverage my business development skills to accelerate Atomic
Paintball's entry into existing and adjacent markets to further
drive shareholder value.  I will also seek to put in place a
leadership team that ramps up operations for Atomic Paintball and
leads us out of the development stage and into immediate revenue
opportunities."

                      About Atomic Paintball

Atomic Paintball, Inc. is a development-stage company.  The
Company focuses to own and operate paintball facilities and to
provide services and products in connection with paintball sport
activities at its facilities and through a Website.  The Website
was not developed as of December 31, 2008.  The Company seeks to
build its business through the purchase of paintball businesses
and assets.  Atomic Paintball, Inc.'s proposed facilities will
cover a five-acre area and will offer four fully enclosed
paintball fields (one tournament-sized fields and three smaller
fields), a 2,000-square foot building housing an onsite shop for
equipment and merchandise sales, an equipment rental facility, a
players' lounge, indoor restrooms, an air-conditioned meeting
room, a concession stand and 1,000 square feet of covered picnic
tables for dining and relaxing between games.


ATRIUM COMPANIES: Gets Court Approval of "First Day Motions"
------------------------------------------------------------
Atrium Companies Inc. disclosed that the United States Bankruptcy
Court in Wilmington, Delaware has granted approval of all "First
Day Motions" requested by the Company that will enable it to
conduct business as usual as it moves forward with its balance
sheet restructuring.  Specifically, among other things, the Court
granted permission for the Company to:

   -- Pay all employee wages and benefits in the normal and
      ordinary course, without disruption.

   -- Continue to deliver on commitments to all customers and
      honor all warranties in the normal course.

   -- Continue to utilize its existing cash management systems.
      As previously noted, the Company will pay suppliers under
      normal terms for goods and services going forward, and, once
      approved, the Company's Plan also provides for payment in
      full in cash for goods and services provided prior to the
      petition date.

The Court also granted approval for Atrium to access its new
$40 million Debtor-in-Possession (DIP) financing from its
prepetition secured lenders.  This DIP financing, along with cash
on hand and ongoing cash flow from operations, will provide ample
liquidity to meet normal operating costs during the restructuring
process.

"The Court's approval of these First Day Motions is an important
and positive first step in our plan to restructure and
significantly improve our balance sheet and put Atrium in a
stronger financial position," said Gregory T. Faherty, President
and Chief Executive Officer of Atrium.  "We are pleased with the
strong support we have received for our plan and look forward to
continuing to provide our customers with the same outstanding
quality, value and service they expect from Atrium as we quickly
move through this process."

Atrium announced on January 20, 2010, that it had reached an
agreement with more than two-thirds of its senior secured lenders
on a plan to reduce the Company's outstanding debt by more than
$350 million, or more than 50 percent of its existing debt,
through a "pre-negotiated" restructuring of its balance sheet.

To implement the balance sheet restructuring, the Company filed
voluntary Chapter 11 petitions with the United States Bankruptcy
Court in Wilmington, Delaware, and the Company's Canadian
subsidiary initiated reorganization proceedings under the
Companies' Creditors Arrangement Act (CCAA) in the Ontario
Superior Court of Justice in Toronto.  Concurrent with its
filings, the Company submitted to the Court its proposed plan of
reorganization and related disclosure statement.

In addition to the First Day Motions approvals in the U.S., the
Company has received similar authorizations from the Canadian
court.

The main case number is 10-10150 (BLS).  The case is pending
before the Honorable Brendan Linehan Shannon in the United States
Bankruptcy Court for the District of Delaware.

                    About Atrium Companies

Atrium Companies, Inc. -- http://www.atrium.com/-- manufactures
residential vinyl and aluminum windows and patio doors in North
America.

Atrium and its U.S. subsidiaries filed voluntary Chapter 11
petitions with the U.S. Bankruptcy Court in Delaware on
January 20, 2010 (Bankr. D. Del. Case No. 10-10150).  The
Company's Canadian subsidiary also initiated reorganization
proceedings under the Companies' Creditors Arrangement Act (CCAA)
in the Ontario Superior Court of Justice in Toronto.  The Chapter
11 petition says that debts range from $100 million to
$500 million.  The Company's legal advisors are Kirkland & Ellis
in the U.S. and Goodmans LLP in Canada.  Moelis & Company is
serving as financial advisor.  Garden City Group Inc. serves as
claims and notice agent.


AXCELIS TECHNOLOGIES: Donald Smith Reports 10.30% Stake
-------------------------------------------------------
Donald Smith & Co., Inc.; Donald Smith Value Fund, L.P.; and
Donald Smith Long/Short Equities Fund, L.P., disclosed holding
10,699,888 shares or roughly 10.30% of the common stock of Axcelis
Technologies, Inc., as of January 4, 2010.

Axcelis Technologies, Inc., (Nasdaq: ACLS) --
http://www.axcelis.com/-- is a worldwide producer of equipment
used in the fabrication of semiconductors.  In addition, the
Company provides extensive aftermarket service and support,
including spare parts, equipment upgrades, and maintenance
services to the semiconductor industry.

As of September 30, 2009, Axcelis had $262,491,000 in total assets
against total current liabilities of $32,216,000, long-term
deferred revenue of $659,000, and other long-term liabilities of
$3,982,000.  As of September 30, 2009, the Company had
$265,911,000 in accumulated deficit and $225,634,000 in
stockholders' equity.

On January 15, 2009, Axcelis failed to make the required payment
of approximately $85 million under an Indenture dated as of May 2,
2006 between Axcelis and U.S. Bank National Association, as
Trustee, relating to the Company's 4.25% Convertible Senior
Subordinated Notes.  Such failure constituted an event of default
under the Indenture.  Pursuant to the Indenture and as a result of
the failure by Axcelis to make the required payment, Axcelis was
required to pay, upon demand of the Trustee, the entire overdue
amount, plus interest at a rate of 8.0% per annum, plus certain
additional costs and expenses associated with the collection of
such amounts.  On March 30, 2009, the Company completed the sale
of SEN and a portion of the net proceeds was used to repay all
amounts due under the Indenture, resulting in an extinguishment of
the debt in full.

On April 23, 2008, the Company entered into a revolving credit
facility with a bank that provides for borrowings up to the lesser
of $50.0 million or specified percentages of the amounts of
qualifying accounts receivable and inventory.  The Company is
currently unable to borrow against the facility because it is not
currently in compliance with the financial covenants contained in
the underlying credit agreement.  This facility expires in April
2010.  If the Company terminates this revolving credit facility
prior to its expiration, the Company will have to pay an early
termination fee of approximately $500,000.


BARDO BRANTLEY: Files for Chapter 11 Bankruptcy in Tennessee
------------------------------------------------------------
Ned B. Hunter at Jackson Sun says Prince Bardo Brantley sought
protection from its creditors under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the Western
District of Tennessee.  Mr. Brantley filed additional petitions
for voluntary Chapter 11 for Vista Mirage Subdivision LP, and for
Chapter 13 to protect his personal assets.

Mr. Bardo blamed inability to obtain credit for his Company's
closure, Mr. Hunter notes.  Mr. Bardo listed $570,000 in assets
and almost $897,000 in liabilities in his Chapter 13 petition
while $392,000 in assets and $183,610 in liabilities for Vista
Mirage, Mr. Hunter adds.

Prince Bardo Brantley owns Summit Brantley Building Innovations.


BERNIE'S AUDIO: Gets Interim OK to Use RBS's Cash Collateral
------------------------------------------------------------
Bernie's Audio Video TV Appliance Co., Inc., sought and obtained
interim approval from the U.S. Bankruptcy Court for the District
off Connecticut to use the cash collateral of RBS Citizens,
N.A., until March 31, 2010.

Barry S. Feigenbaum, Esq., at Rogin Nassau LLC, the attorney for
the Debtor, explains that the Debtor needs the money to fund its
Chapter 11 case, pay suppliers and other parties.  The Debtors
will use the collateral pursuant to a budget, a copy of which is
available for free at:

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

In exchange for using the cash collateral, the Lender is granted
additional and replacement continuing valid, binding, enforceable,
non-avoidable, and automatically perfected postpetition security
interests in and liens (the Adequate Protection Liens) on the
Debtor's assets.  The Adequate Protection Liens will be junior
only to the Carve Out; the Prepetition Liens; and the Permitted
Prior Encumbrances including all valid, properly perfected, non-
avoidable liens predating the Petition Date.  The Lender is also
granted an allowed superpriority administrative expense claim in
the case and any successor cases.

As further adequate protection, the Debtor is authorized and
directed to provide adequate protection payments to the Lender, in
the form of: (i) payment of the reasonable legal, collateral
examination, monitoring and appraisal fees, financial advisory
fees, fees and expenses of other consultants, and other fees and
out of pocket expenses of one lead counsel and one financial
advisor of the Lender and (ii) payment of all of the aggregate
cash of the Debtor in all accounts as of 2:00 p.m. (Eastern Time)
on Monday of each week in excess of $800,000 through February 27,
2010, and $600,000 thereafter, which payment will be made at or
before the close of business on Monday of each week and which
payment will be applied to the Prepetition Obligations in
accordance with the Prepetition Credit Documents.  The Debtor will
also provide continued maintenance and insurance of the Collateral
in the amounts and for the risks, and by the entities, required
under the credit documents, and provide for the security of the
Collateral in a manner acceptable to the Lender in its discretion
including, but not limited to, the engagement of security services
and personnel.

After the delivery of a notice by the Lender to the Debtor that an
Event of Default has occurred and is continuing and the Lender has
delivered notice to the Debtor to the effect that the application
of the Carve-Out has occurred, the payment of, among other things,
(a) allowed and unpaid professional fees and disbursements
incurred by the Debtor and any statutory committees appointed in
the Case in an aggregate amount not in excess of $200,000 (plus
all unpaid professional fees and disbursements incurred prior to
the delivery of the Carve-Out Trigger Notice to the extent allowed
by the Court at any time, but solely to the extent the same are
incurred in accordance with the Budget.

The Debtor will provide the lenders monthly reports.

A final hearing is set for January 28, 2010, at 10:00 a.m. on the
Debtor's request to use cash collateral.

                         About Bernie's Audio

Enfield, Connecticut-based Bernie's Audio Video TV Appliance Co.,
Inc., operates 15 electronic appliance stores.  The Company filed
for Chapter 11 bankruptcy protection on January 14, 2010 (Bankr.
D. Conn. Case No. 10-20087).  The Company listed $10,000,001 to
$50,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


BILLY RAINS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Joint Debtors: Billy Michael Rains
                 aka Mike Rains
                 aka B Michael Rains
               Bonnie Carver Rains
                 aka Bonnie Kathryn Rains
               403 Baker Rd
               Boaz, AL 35956-3854

Bankruptcy Case No.: 10-40158

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Northern District Of Alabama (Anniston)

Debtors' Counsel: Tameria S. Driskill, Esq.
                  PO Box 8505
                  Gadsden, AL 35902
                  Tel: (256) 546-5591
                  Fax: (256) 546-6557
                  Email: tamerialaw@bellsouth.net

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

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

According to the schedules, the Company has assets of $1,047,968
and total debts of $9,532,838.

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/alnb10-40158.pdf

The petition was signed by the Joint Debtors.


BLACK CROW: GE Capital Asks Court to Dismiss Chapter 11 Case
------------------------------------------------------------
General Electric Capital Corporation has asked the U.S. Bankruptcy
Court for the Middle District of Florida to dismiss or suspend
Black Crow Media Group, L.L.C., et al.'s Chapter 11 cases.

Prior to the filing of the Chapter 11 cases, GE Capital extended,
pursuant to that certain credit agreement dated October 3, 2003,
by and among GE Capital and the Debtors, more than $38 million in
financing to the Debtors secured by first priority liens on and
security interests in substantially all of the Debtors' property.
The financing was underwritten based on the cash revenues that the
Debtors generate as a going concern enterprise, and not on the
piecemeal liquidation value of the Debtors' individual assets.

Over the last two years, the Debtors have repeatedly defaulted on
their obligations to GE Capital.  Despite months of negotiations,
the Debtors refused to reach agreement with GE Capital on the
restructuring of its obligations to GE Capital.

On January 4, 2010, GE Capital notified the Debtors that it was
terminating the commitments and accelerating the indebtedness
evidenced by the Credit Agreement and made a demand for immediate
payment.  GE Capital also filed a verified complaint (the
Receivership Action) against the Debtors (other than Black Crow
Media Group, L.L.C. who has no assets other than equity interests
in the other Debtors), in the U.S. District Court for the Southern
District of New York, seeking, among other things, the immediate
appointment of a receiver so as to ensure the continued operation
of the Debtors pending a going concern sale.  The right to the
appointment of a receiver after default was specifically
negotiated for and agreed upon by the Debtors and GE Capital as
part of their financing agreement.  The District Court scheduled a
hearing on the request for a receiver for January 14, 2010.

GE Capital says that after filing of the Receivership Action, it
re-engaged discussions with the Debtors concerning a consensual
restructuring, to avoid an unproductive and expensive bankruptcy
case.  GE Capital also extended funding to the Debtors at their
request during this time to ensure the payment of necessary
expenses, including the payment of payroll expenses in the
approximate amount of $250,000.  To avoid the appointment of a
receiver by the District Court, the Debtors commenced the Chapter
11 cases on January 12, 2010.

GE Capital asks that the Chapter 11 cases be dismissed or
suspended to permit the Receivership Action to continue so that a
receiver can be appointed (as contracted for between GE Capital
and the Debtors) to maintain the operations of the Debtors on a
going concern basis pending a sale of the business.

GE Capital is represented by Smith Hulsey & Busey and King &
Spalding LLP.

Daytona Beach, Florida-based Black Crow Media Group, LLC, owns and
operates 17 FM and 5 AM radio stations in Daytona Beach, Live Oak,
Valdosta, Huntsville, Alabama, and Jackson, Tennessee.

The Company filed for Chapter 11 bankruptcy protection on
January 11, 2010 (Bankr. M.D. Fla. Case No. 10-00172).  The
Company's affiliates -- Black Crow Media, LLC, et al. -- also
filed separate Chapter 11 petitions.

The Company listed $10,000,001 to $50,000,000 in assets and
$50,000,001 to $100,000,000 in liabilities.


BLACK CROW: Gets Interim Approval to Use Cash Collateral
--------------------------------------------------------
Black Crow Media Group, LLC, et al., sought and obtained
permission from the Hon. Paul M. Glenn of the U.S. Bankruptcy
Court for the Middle District of Florida to use the cash
collateral of CIT Lending Services Corporation.

The attorneys for the Debtors -- R. Scott Shuker, Esq., at Latham,
Shuker, Eden & Beaudine, LLP, and H. Jason Gold, Valerie P.
Morrison and Dylan G. Trache at Wiley Rein LLP -- explained that
the Debtors need the money to fund their Chapter 11 cases, pay
suppliers and other parties.  The Debtors will use the collateral
pursuant to a budget, a copy of which is available for free at:

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

In exchange for using the cash collateral, the Debtors will grant
the prepetition lender a superpriority administrative claim, a
first priority perfected replacement lien on all of the Debtors'
assets acquired subsequent to the Petition Date, and a junior lien
on any other property of the Debtors which is already encumbered
of the Petition Date.

The postpetition liens and superpriority administrative claim will
be subordinate to payment of all fees required to be paid to the
Office of the U.S. Trustee, and fees and expenses incurred by the
Debtors and the official committee of unsecured creditors in
connection with compensation for services rendered or
reimbursement of expenses allowed by the Court to the Debtors' or
the Committee's professionals.

On Wednesday of each calendar week, the Debtors will provide
written reports to the Lender regarding actual versus budgeted
expenses by line item for the prior calendar week and the amount
of sales and collections for the week.

                       GE Capital Objection

General Electric Capital Corporation filed an objection to the
Debtors' request to use cash collateral, saying that the Debtors'
request contains "provisions providing for the payment of
professionals fees and post-petition professional retainers that
violate applicable law and fail to provide GE Capital with
adequate protection for the use of its cash collateral."

GE Capital claims, "The Debtors cash flows have been declining for
some time now.  Over the last two years, the Debtors have
defaulted on their obligations to GE Capital.  Prior to the filing
of these Chapter 11 cases, the Debtors and GE Capital negotiated
for months regarding a consensual restructuring without success.
The Debtors filed these Chapter 11 cases to seek to impose upon GE
Capital a restructuring to which it does not consent, which it
intends to vigorously oppose and which has little chance of
success due to the stringent requirements of Section 1129(b) of
Title 11 of the United States Code."

GE Capital says that has liens on and security interests in all or
substantially all of the Debtors' assets but the loans secured by
those liens and security interests are undersecured.  "As a
result, there simply is no value in the Debtors' assets for other
creditors and stakeholders in these Chapter 11 cases," GE states.

GE Capital says the Debtors have no ability to fund these Chapter
11 cases other than through the use of GE Capital's cash
collateral and, given their declining financial condition, the
Debtors' are unable to provide adequate protection to GE Capital
for the use of such cash collateral.

GE Capital says that it won't consent to the use of its cash
collateral to fund the payment of professionals to litigate
against it.  Because there is no source for the payment of those
fees, and "given the razor thin margins upon which the Debtors are
operating, the Debtors' plans to forge forward with a contested
restructuring will not be successful and will merely result in
administratively insolvent estates, causing further loss," GE
Capital states.

The Court has set a final hearing for February 18, 2010, at
9:00 a.m. on the Debtors' request to use cash collateral.

GE Capital is represented by Smith Hulsey & Busey and King &
Spalding LLP.

                         About Black Crow

Daytona Beach, Florida-based Black Crow Media Group, LLC, owns and
operates 17 FM and 5 AM radio stations in Daytona Beach, Live Oak,
Valdosta, Huntsville, Alabama, and Jackson, Tennessee.

The Company filed for Chapter 11 bankruptcy protection on
January 11, 2010 (Bankr. M.D. Fla. Case No. 10-00172).  The
Company's affiliates -- Black Crow Media, LLC, et al. -- also
filed separate Chapter 11 petitions.

The Company listed $10,000,001 to $50,000,000 in assets and
$50,000,001 to $100,000,000 in liabilities.


BLACK RAVEN: September 30 Balance Sheet Upside-Down by $5.8-Mil.
----------------------------------------------------------------
Black Raven Energy, Inc., formerly known as PRB Energy, Inc.,
reported its financial results, showing total assets of
$13,999,000 and total liabilities of $19,795,000, resulting in a
$5,796,000 shareholders' deficit, as of September 30, 2009.

The Company reported a net loss of $1,242,000 on total revenue of
$97,000 for the three months ended September 30, 2009, as compared
to a net loss of $1,380,000 on total revenue of $668,000 for the
same period of 2008.

Natural gas sales for the third quarter of 2009 were $97,000 as
compared to $312,000 for the same period of 2008.  The 68.9%
decrease in natural gas sales was due to a combination of
unfavorable price and volume variances.  The Company did not
conduct gas gathering and processing operations in 2009.  Revenue
from gas gathering and processing were $356,000 in the third
quarter of 2008.

For the nine months ended September 30, 2009, the Company reported
net income of $21,180,000 on total revenue of $330,000, as
compared to a net loss of $7,543,000 on total revenue of
$2,045,000 for the same period of the prior year.

The Company recognized a gain on reorganization of $24,208,000
upon emergence from bankruptcy during the nine months ended
September 30, 2009.

A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://researcharchives.com/t/s?4dd0

                       Fiscal 2008 Results

Black Raven Energy, Inc. reported a net loss of $12,097,000 on
total revenue of $2,364,000 for the year ended December 31, 2008,
as compared to a net loss of $30,389,000 on total revenue of
$3,064,000 for 2007.

A full-text copy of the Company's annual report for 2008 is
available at no charge at http://researcharchives.com/t/s?4dd1

A full-text copy of the Company's annual report for 2007 is
available at no charge at http://researcharchives.com/t/s?4dd2

                          Going Concern

"The Company continues to experience net losses from its
operations, reporting a net loss before reorganization items of
$2,892,000 for the nine months ended September 30, 2009.  Cash and
cash equivalents on hand and internally generated cash flows will
not be sufficient to execute the Company's business plan.  Future
bank financings, asset sales, or other equity or debt financings
will be required to fund the Company's debt service, working
capital requirements, planned drilling, potential acquisitions and
other capital expenditures.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern."

                        About Black Raven

Black Raven Energy, Inc. (formerly known as PRB Energy, Inc.) --
http://www.blackravenenergy.com/-- operates as an independent
energy company engaged in the acquisition, exploitation,
development and production of natural gas and oil in the Rocky
Mountain Region of the United States.  During 2008, the Company
also provided gas gathering and compression services for
properties it operated and for third-party producers.

On March 5, 2008, PRB Energy, Inc. and its subsidiaries PRB Oil &
Gas, Inc. and PRB Gathering, Inc. filed separate petitions for
relief under Chapter 11 of the United States Bankruptcy Code in
the United States Bankruptcy Court for the District of Colorado.

On January 16, 2009, the Bankruptcy Court entered an order
confirming PRB Energy's and PRB Oil and Gas, Inc.'s Modified
Second Amended Joint Plan of Reorganization.  The effective date
of the Plan was February 2, 2009.  Pursuant to the Plan, all
8,721,994 shares of PRB Energy's common stock were cancelled and
PRB Energy changed its corporate name to Black Raven Energy, Inc.

The Company deconsolidated PRB Gathering, Inc., during the fourth
quarter of 2008.  Effective November 1, 2008, control of the
Recluse Gathering System was turned over to a receiver appointed
by the State Court of Wyoming.   As of the date of this filing,
PRB Gathering remains in Chapter 11 Bankruptcy.


BLOCKBUSTER INC: Earnings Revision Won't Move Moody's Caa1 Rating
-----------------------------------------------------------------
Moody's Investors Service commented that Blockbuster's sizable
earnings revision has no immediate impact on its Caa1 Corporate
Family and Probability of Default Ratings or the stable rating
outlook.  "However, the earnings revision does highlight several
of Moody's longer term credit concerns which are currently
incorporated into the Caa1 Corporate Family Rating" stated Moody's
Senior Analyst Maggie Taylor.  "These include, ongoing price
deflation across the industry, a secular shift in how consumers
rent movies, heavy discounting by Wal-Mart, and the impact of
evolving technology", Taylor added.  Moody's does however feel
that Blockbuster's liquidity over the next year will be adequate.

The last rating action for Blockbuster was on October 2, 2009,
when the Corporate Family Rating was upgraded to Caa1 from Caa2
with a stable outlook.

Blockbuster Inc. is a leading global provider of in-home movie and
game entertainment through several channels including; its store
base, website, digital download, and vending kiosks.
Blockbuster's approximately 7,100 stores are located throughout
the United States, its territories, and 19 other countries.
Annual revenues are about $4.7 billion.


BLOCKBUSTER INC: Ongoing Market Woes May Weaken Credit Profile
--------------------------------------------------------------
Blockbuster announced that it anticipates that fiscal 2009
adjusted EBITDA will be in the range of $195 million to
$205 million from its previous expectation of $270 million to
$290 million.  While this announcement does not impact Fitch's
ratings, Fitch is cautious that deteriorating business trends, if
ongoing, will weaken Blockbuster's credit profile over time.
However, Blockbuster continues to have adequate liquidity in the
near term.

Blockbuster's fiscal 2009 adjusted debt/EBITDAR and EBITDAR
coverage of interest and rent are expected to deteriorate to
around 7.4 times and 1.2x, respectively from 6.3x and 1.4x,
respectively, in fiscal 2008.  Fitch expects credit metrics will
weaken further in 2010 with leverage of around 10.0x and interest
coverage of around 1.0x.  This reflects concerns about the
company's operating model and pressures on its business due to the
changing industry dynamics such as price deflation and evolving
technology.  Blockbuster faces intense competition from various
channels.  In its store-based business, Blockbuster competes with
other video-rental chains, discounters and specialty retailers.
In its online business, the company competes with other online
video rental providers as well as competing technologies such as
video-on-demand, pay-per-view and digital video records.

Nonetheless, Blockbuster maintains adequate liquidity.  The
company does not have any financial covenants to maintain
following the September 2009 retirement of its credit facility and
term loans.  Also, at 2009 fiscal year-end Blockbuster is expected
to have $247 million in cash and cash equivalents, which includes
$59 million in restricted cash.  Fitch expects Blockbuster to have
adequate cash to support its operations in 2010 if there is
further sales deterioration.  However, Fitch will continue to
monitor the company's cash flow generation and cash usage in the
coming quarters to gauge expectations for its credit profile
beyond 2010.

Fitch's ratings on Blockbuster are:

  -- Long-term Issuer Default Rating 'CCC';
  -- $675 million senior secured notes 'B/RR2';
  -- $300 million senior subordinated notes 'C/RR6'.


BLOCKBUSTER INC: Doesn't Survive to 2012, Cooley Lawyer Says
------------------------------------------------------------
Cathy Hershcopf, Esq., at Cooley Godward Kronish LLP, told The
Deal's Maria Woehr in an interview that there will be retailers
that cannot possibly survive due a lack of consumer confidence.

Ms. Hershcopf said Blockbuster doesn't survive to 2012.

Ms. Hershcopf also cited Zales.  "I don't know how it continues to
survive when so many of its prior customers are not working,"
Ms. Hershcopf told Ms. Woehr.

"Some retailers are gonna die this year because the consumer has
less of an ability to purchase than it did 3 years ago,"
Ms. Hershcopf said.

As reported by the Troubled Company Reporter on January 21, 2010,
Blockbuster updated its expectation for its 2009 fiscal year
financial results based on current information related to lower
than expected results for the fourth quarter, particularly the
2009 holiday season.  Blockbuster anticipates adjusted earnings
before interest, taxes, depreciation and amortization for the 2009
year ended January 3, 2010, will be in the range of $195 million
to $205 million, which corresponds to GAAP net loss in the range
of $183 million to $193 million, excluding any impairment of
goodwill and other long-lived assets.

At year end, Blockbuster expects to have $247.2 million in cash
and cash equivalents, which includes approximately $59 million in
restricted cash for its letters of credit.  On January 14, 2010,
Blockbuster announced the elimination of the remaining
$23.7 million of letters of credit related to Viacom, which will
enhance the Company's liquidity and reduce its restricted cash
balance to approximately $35 million. The remaining portion of the
Company's restricted cash is primarily related to its workers'
compensation insurance.  Looking ahead to 2010, the Company plans
to further reduce costs and will remain conservative in its use of
capital expenditures.

The financial information is preliminary and subject to change.
The Company is in the process of finalizing its financial results
for the fourth quarter and fiscal year ended January 3, 2010,
including the calculation of adjusted results and the
reconciliations of other non-GAAP financial measures.  Details
regarding the Company's fourth quarter and 2009 fiscal year ended
January 3, 2010 financial results web cast and conference call are
forthcoming.

                      About Blockbuster Inc.

Dallas-based Blockbuster Inc. (NYSE: BBI, BBI.B) is a global
provider of rental and retail movie and game entertainment.  The
Company provides its customers with convenient access to media
entertainment anywhere and any way they want it -- whether in-
store, by-mail, through vending and kiosks or digital download.
With a highly recognized brand name and a library of over 125,000
movie and game titles, Blockbuster leverages its multi-channel
presence to further build upon its leadership position in the
media entertainment industry and to best serve the two million
daily global customers and over 50 million annual global
customers.  The Company may be accessed worldwide at
http://www.blockbuster.com/

As reported by the Troubled Company Reporter, Sept. 18, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Blockbuster to 'B-' from 'CCC'.  The outlook is stable.

The TCR on Oct. 6, 2009, said Moody's Investors Service upgraded
Blockbuster's long term ratings, including its probability of
default rating to 'Caa1' from 'Caa3' and its corporate family
rating to 'Caa1' from 'Caa2'.  The rating outlook is stable.


BLOQUES TANOS: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Bloques Tanos, Inc.
        Po Box 3042
        Mayaguez, PR 00681-3042

Bankruptcy Case No.: 10-00270

Chapter 11 Petition Date: January 19, 2010

Court: United States Bankruptcy Court
       District of Puerto Rico (Ponce)

Debtor's Counsel: Elbia A. Vazquez Davila, Esq.
                  Calle Principal Num 21
                  Urb El Retiro
                  San German, PR 00683
                  Tel: (787) 892-0300
                  Email: evazquezdavila@yahoo.com

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

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

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

             http://bankrupt.com/misc/prb10-00270.pdf

The petition was signed by Jorge Antonio Florez Perez.


BOSQUE POWER: Moody's Junks Ratings on Senior Secured Facilities
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of Bosque
Power Company, LLC's senior secured credit facilities to Caa2 from
B3.  The outlook remains negative.  Despite the fact that the
company's expansion project is finally operational after an
extended delay, the downgrade reflects a sizeable draw the company
made on its debt service reserve fund in order to make its
December debt service payment together with its failure to put in
place additional energy hedges by the middle of January as
required by its credit agreement because of very poor market
conditions.  The downgrade also reflects its continued inability
to generate meaningful operating cash flows to pay down its debt,
and as a result a very likely default on its financial covenants
when its fourth quarter financial results are published barring a
further equity cure.  The negative outlook considers the potential
for an adverse outcome to Bosque's pending arbitration hearing
with its EPC contractor, which the company currently has virtually
no ability to afford given its very limited liquidity position and
the possibility that the project could face a payment default in
the second quarter if cash flows do not improve.

The expansion project (a conversion of two simple cycle units into
a more efficient 2x1 combined cycle unit to complement the
company's existing 1x1 combined cycle unit) achieved commercial
operations in late October after a delay of nearly seven months.
However, the project was taken off line for a scheduled outage
just two weeks later.  Expected to last two weeks, the outage
ultimately took a month to complete.  Some of the repairs were
deferred until the next outage scheduled for the spring.

Lauren asserts that final acceptance testing has been successfully
completed and the plant has demonstrated its ability to achieve
its design capacity and heat rate for limited periods.  However,
Bosque argues that there are a number of items that remain
outstanding.  This dispute over final acceptance will be addressed
by the pending arbitration hearing between the two, which is also
intended to resolve a number of other disagreements relating to
responsibility for delays, cost overruns, and scope of work.  The
hearing has been postponed until the first week in February.  Both
parties are making claims for payment against one another.  If the
panel rules against Bosque, it is unclear where it will get the
funds necessary to settle the judgment.

Additional equity could potentially be provided, but it is
uncertain if Arcapita, Bosque's primary sponsor, would be willing
or able to provide further support.  Moody's notes the project has
benefited from strong sponsor support in the past, evidenced by
two equity cures totaling $15 million and the capitalization of
the replacement hedge counterparty at a cost of $33 million last
year, in addition to a sizeable initial equity contribution.
However, the most recent payment under Bosque's hedge with its
sister company Fulcrum Marketing & Trade, which is currently out
of the money from FMT's perspective, was satisfied with a draw on
the letter of credit provided by FMT rather than additional
capital contributions from Arcapita.  This may reflect a lack of
willingness on Arcapita's part to contribute additional capital to
the transaction at this point.  If additional support is not
forthcoming, an adverse outcome to the arbitration process could
potentially force Bosque to seek bankruptcy protection and give
rise to an additional secured claim against it of an undetermined
amount.

Bosque made an $8 million draw on its debt service reserve fund to
make its December debt service payment.  Essentially the full
amount of the payment was funded with the draw because the company
did not generate any meaningful operating cash flows in the fourth
quarter.  The company currently has $2 million in unrestricted
cash and there is approximately $10 million remaining in the DSRF,
which should be sufficient to fund at least the next quarterly
debt service payment.  However, its revolver is fully drawn and
unless cash flows improve significantly, it is unclear how the
second quarter payment will be funded, or if the company even has
sufficient working capital to continue operating until then.
While the completion of the expansion project could potentially
result in an improvement in cash flows, the unit is currently not
dispatching due to poor market conditions.  Conditions generally
improve considerably in the second quarter due to seasonal
increases in demand, but Moody's notes that the ERCOT North market
has been negatively affected by low gas prices and the abundance
of wind power that has recently come on line in addition to the
general downturn in the economy and resulting drop in demand.
Based upon current forward market curves, it appears that the
project may have difficulty generating sufficient cash flow to
service its debt in 2010.

Bosque is likely to face a covenant default when it publishes its
fourth quarter financial results unless it receives an additional
equity cure.  Its financials are not due until April 30.  In order
to maintain compliance with its interest coverage covenant (which
will be the more restrictive of the two financial covenants),
Moody's calculates the company will need to demonstrate EBITDA of
$16 million for the fourth quarter alone.  Given the size of the
debt service reserve draw coupled with a reduction in the
company's unrestricted cash position, however, it appears that
EBITDA for the quarter was virtually zero.  Moody's notes that
over the previous four quarters, EBITDA excluding equity cures
totaled less than $8 million.  In the sponsor base case from the
time of financing, the company was projected to have repaid
$55 million by the end of 2009, leaving it with just $267 million
funded debt outstanding.  Including draws on the revolver,
however, it had approximately $345 million of funded debt
outstanding (excluding the letter of credit sub-facility),
$20 million more than at financial close.

Per the credit agreement, the project was required to extend the
existing hedge on its 1x1 combined cycle unit (which expires at
the end of 2010) for another year and put in place a new hedge for
50% of the capacity of the new 2x1 CCGT for a term of at least
four years within 24 months of financial close, or January 16,
2010.  However, the company failed to enter into the new hedges by
the deadline.  Given weak market conditions, it was reportedly
unable to obtain hedges on terms that would have enabled it to
comply with its financial covenants.  Moody's also believes that
given the limited remaining availability under the company's
letter of credit sub-facility, it would have had difficulty
meeting the collateral requirements likely to be demanded by
potential hedge counterparties.  While it has a cure period of up
to 90 days, it expects to seek a waiver of the covenant violation
from lenders.  The company has retained a restructuring advisor to
negotiate with lenders on its behalf.  However, it is uncertain at
this time what concessions the company may have to offer to obtain
the waiver and what ability it has to make those concessions.
Moody's expects it could take a substantial period of time before
markets recover sufficiently for the company to enter into a hedge
on sufficiently favorable terms.

Given the negative outlook, the rating is unlikely to be upgraded
in the near term.  The rating will face downward pressure if an
equity cure is not forthcoming and the company is unable to obtain
waivers from its lenders, if the arbitration panel finds against
Bosque, or if cash flows do not improve sufficiently for it to
make its second quarter debt service payment.  However, the
outlook could be revised to stable if the company is able to
obtain waivers of its covenant violations from lenders on terms
that do not constitute a distressed exchange in Moody's view, the
arbitration panel rules in its favor, and cash flows are
sufficient to enable it to service its debt in a timely manner.

The last rating action on the company was on October 6, 2009, when
it was downgraded to B3.

Bosque Power Company, LLC, is a special purpose entity whose sole
asset is the Bosque generating facility, which is located in
Laguna Park, Texas and dispatches into the ERCOT North zone.  The
facility consists of two combined cycle gas turbines with an
aggregate generating capacity of approximately 800 MW.  Bosque is
97.85% owned by Arcapita, a private equity firm, and its
affiliates and 2.15% by Fulcrum Power Services, an energy services
and investment company.  Until recently, Fulcrum also served as
asset and energy manager for the project, roles that are now being
fulfilled by PurEnergy Management Services, LLC, a specialist in
distressed energy asset services and project workouts
headquartered in Syracuse, NY.


BOSQUE POWER: S&P Puts 'B' Debt Rating on CreditWatch Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'B' rating
on U.S. electricity generator Bosque Power Co. LLC's senior debt
on CreditWatch with negative implications.

The CreditWatch placement reflects the project's failure to enter
into a long-term hedge agreement by Jan. 16, 2010, as required by
its Jan. 16, 2008 senior credit agreement.  The long-term hedge
agreement must result in pro forma projections that comply with
financial covenants, including 6.0x leverage and 1.40x interest
coverage, beginning in late 2010.  The leverage ratio at Sept. 30,
2009, was 18x.

"If the project does not comply with the covenant to enter into
the hedge agreement within 30 days (or 90 days if it is working
diligently to comply) then the failure will become an event of
default under the credit agreement," said Standard & Poor's credit
analyst Matthew Hobby.

Remedies following such an event of default may include
acceleration of all or a portion of the debt, at the discretion of
the holders of more than 50% of the senior debt.

The rating also includes the increased risk of cash flow
volatility after the project replaced hedge counterparty Lehman
Brothers Commodity Services with unrated hedge counterparty
Fulcrum Marketing and Trade LLC.  Fulcrum had not acted as a
commodity hedge counterparty before.

The project issued $412.5 million in senior secured debt
($400 million is outstanding) on Jan. 16, 2008, in part to fund
the conversion of Units 1 and 2 into a single combined-cycle unit.
Construction delays caused Bosque to postpone the planned
completion date of this unit to October 2009 from May 2009.  A
third combined-cycle unit continued to operate during
construction.

The debt facilities consist of a five-year, $25 million senior
secured revolving credit facility due January 2013 and a seven-
year, $387.5 million senior secured term facility due January
2015.  The term facility includes $203 million for construction-
related expenses and $65 million to cash collateralize letters of
credit that are used to secure Bosque's commitments under gas
contracts.

The issuer, Bosque Power, wholly owns the power generating
facility's holding company, BosPower Partners LLC, which in turn
owns Bosque Power.  BosPower is 97.85% owned by Bahrain-based
Arcapita Bank (not rated) and 2.15% owned by Fulcrum Power
Services L.P. (not rated) and has no debt at this time.  Bosque
Power is not a bankruptcy-remote entity.

The negative CreditWatch reflects the potential for a technical
default to pressure the project's ability to amortize its senior
debt.  A return to a stable outlook or a potential upgrade could
result from the project's entering into a hedge with a strong
counterparty.  Because Bosque Power is not bankruptcy-remote,
changes in the credit quality of project sponsors could also
affect the rating.


BUGGY BATH: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Buggy Bath Car Care, Inc.
        518 N. Mantle Ave
        Elizabethtown, KY 42701

Bankruptcy Case No.: 10-30222

Chapter 11 Petition Date: January 19, 2010

Court: United States Bankruptcy Court
       Western District of Kentucky (Louisville)

Judge: Thomas H. Fulton

Debtor's Counsel: William Stephen Reisz, Esq.
                  Suite 2450, 500 W. Jefferson St.
                  Louisville, KY 40202
                  Tel: (502) 569-7550
                  Fax: (502) 561-0025
                  Email: wsreisz@hotmail.com

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

Estimated Debts: $500,001 to $1,000,000

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

            http://bankrupt.com/misc/kywb10-30222.pdf

The petition was signed by Michael W. Paul Sr., president of the
Company.


CAMBIUM LEARNING: Moody's Raises Corporate Family Rating to 'B3'
----------------------------------------------------------------
Moody's Investors Service raised Cambium Learning, Inc.'s
Corporate Family Rating and Probability of Default Rating, each
two notches to B3 from Caa2.  Concurrently, the rating for
Cambium's senior secured credit facility was upgraded to B1 from
Caa1 and the ratings outlook was changed to positive.  This
concludes the review for possible upgrade initiated on
December 17, 2009.

On December 8, 2009, Cambium completed its previously announced
equity financed merger with Voyager Learning Company ("Voyager"),
which Moody's views favorably.  The transaction has broadened the
combined entity's geographic footprint and product portfolio with
only modest customer and product overlap.  No additional debt was
added to the capital structure and pro forma revenue, without
taking into account purchase accounting, is approximately twice as
large.  As a result of Voyager's incremental EBITDA, financial
leverage has been materially reduced and Moody' expects total
leverage to be maintained below 4 times in 2010.  The positive
outlook reflects the potential for revenue growth and margin
expansion if cross selling opportunities and synergies are
successfully realized.

The B3 CFR is further supported by a much improved liquidity
profile.  Free cash flow over the next year, after consideration
of capitalized publication costs, is expected to be positive.
However, the $30 million revolver will likely be used in the first
two quarters to fund seasonal working capital requirements.
Cambium is projected to maintain ample cushion under its maximum
financial leverage and minimum EBITDA covenants over the next
year, which had been a concern prior to the transaction.

The ratings are constrained by the company's small revenue base,
despite the merger, and the integration risks inherent in the
transaction.  Additionally, Cambium is reliant on federal and
state funding of its education programs, which are heavily
concentrated in reading and math intervention, and government
spending priorities could shift over the medium to longer term.
Recent shortfalls in state and local governments' budgets have
been supplemented by federal stimulus programs, driving increased
demand for Cambium's products in the 2009-2010 school year.  The
current stimulus package should continue to benefit Cambium in the
near-term, but is scheduled to expire in 2011.

Moody's upgraded these ratings:

* Corporate Family rating -- to B3 from Caa2

* Probability of Default rating -- to B3 from Caa2

* $30 million senior secured revolving credit facility due 2013 --
  to B1 (LGD3, 33%) from Caa1 (LGD3, 34%)

* $98 million senior secured term loan, due 2013 -- to B1 (LGD3,
  33%) from Caa1 (LGD3, 34%)

The most recent rating action on Cambium occurred on December 17,
2009, when Moody's placed all the ratings on review for possible
upgrade.

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

Headquartered in Dallas, Texas, Cambium Learning Group, Inc.,
provides research-based education solutions for students in Pre-K
through 12th grade, including intervention curricula, educational
technologies and services exclusively focused on serving the needs
of the nation's most challenged learners and those realizing their
full potential.  The combined company's 2009 pro forma revenue is
estimated to be approximately $200 million.


CAMPMED CASUALTY: A.M. Best Places FSR to 'B'
---------------------------------------------
A.M. Best Co. has placed the financial strength rating (FSR) of B
(Fair) and issuer credit rating (ICR) of "bb" of Campmed Casualty
& Indemnity Company, Inc. of Maryland (Campmed) (Brunswick, MD)
under review with positive implications.  These rating actions
follow the announcement that The Hanover Insurance Group, Inc.
(Hanover) (Worcester, MA) [NYSE: THG] and Campania Holding
Company, Inc. (Campania) (Vienna, VA), the parent of Campmed, have
signed a definitive merger agreement.  A.M. Best also has placed
the FSR of C (Weak) and ICR of "ccc" of Health Facilities
Insurance Corporation, Ltd. (HFIC) (Hamilton, Bermuda), a wholly
owned subsidiary of Campania, under review with positive
implications.

The transaction is subject to regulatory approval by the Maryland
Insurance Administration and is expected to close before the end
of first quarter 2010.  Campania provides professional and general
liability insurance solutions for a range of allied healthcare
providers and durable medical equipment suppliers, which will
broaden Hanover's professional lines portfolio.  The execution of
the agreement would give Campania the opportunity to accelerate
the growth of its business through Hanover's independent agent
partners and realize the financial flexibility afforded by
Hanover. Hanover's subsidiaries currently have an FSR of A
(Excellent) and ICRs of "a".

The ratings of Campmed and HFIC will remain under review pending
regulatory approval and the successful closing of the agreement.


CAMPBELL RESOURCES: Cogitore Bid Not Accepted; Receiver Named
-------------------------------------------------------------
Cogitore Resources Inc. said that since it submitted an offer to
acquire certain assets of Campbell Resources Inc. and MSV
Resources 2007 Inc., the proceedings initiated by Campbell/MSV
under the Companies' Creditors Arrangement Act have been
discontinued and Pricewaterhouse Coopers Inc. has been appointed
by the Quebec Superior Court as receiver for the assets of
Campbell/MSV pursuant to section 243 of the Bankruptcy and
Insolvency Act.

Cogitore Resources said its original offer has not been accepted.
It is presently evaluating its options and has not yet decided
whether it will be submitting a new offer.

Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.

Headquartered in Montreal, Canada, Campbell Resources Inc.
(Symbol: CCH) -- http://www.ressourcescampbell.com-- operates a
mining company.


CAPITAL CORP: Court Confirms Chapter 11 Plan of Liquidation
-----------------------------------------------------------
The Hon. W. Richard Lee of the U.S. Bankruptcy Court for the
Eastern District of California confirmed the Chapter 11 Plan of
Liquidation of Capital Corp of the West as of January 15, 2010.

Under the Plan, the Debtor will not be revested with its assets on
confirmation of the Plan, but will manage its affairs and its
property as post-confirmation Debtor under the terms of the Plan.

The Class 4 subordinated general unsecured claims will not receive
any distribution unless and until all Class 3 claims are paid in
full including interest at the legal rate as of the effective
date.

The post-confirmation Debtor through a plan administrator, acting
as a liquidating and distribution agent, will continue to
liquidate assets of the estate.  The liquidation may include,
without limitation (a) merger or consolidation of the Debtor with
one or more persons; (b) sale of all or any part of the property
of the estate; (c) distribution of property to those having an
interest in the property; or (d) transfer of all or any part of
the property of the estate to one or more entities, whether before
or after the confirmation of the Plan.

On the effective date, all documents evidencing the TRUPS claims,
including indenture, debenture, trust security, statutory trust
and any related guarantees, will be terminated, and neither the
Debtor nor other parties thereto will have any rights or
obligations thereunder.

A full-text copy of the Plan is available for free at:

     http://bankrupt.com/misc/CapitalCorp_2ndAmendedPlan.pdf

Incorporated on April 26, 2005, Capital Corp of the West is a bank
holding company whose primary asset and source of income is County
Bank.  County Bank is a community bank with operations located
mainly in the San Joaquin Valley of Central California with
additional business banking operations in the San Francisco Bay
Area.  The corporate headquarters of the Company and the Bank's
main branch facility are located at 550 West Main Street, Merced,
California.

County Bank was closed February 6, 2009, by the California
Department of Financial Institutions, which appointed the Federal
Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Westamerica Bank, based in San Rafael, California,
to assume all of the deposits of County Bank.  As of February 2,
2009, County Bank had total assets of approximately $1.7 billion
and total deposits of $1.3 billion.  In addition to assuming all
of the failed bank's deposits, including those from brokers,
Westamerica Bank agreed to purchase all of County Bank's assets.

According to Capital Corp, although County Bank made no "subprime
mortgages," it had made substantial loans to developers for
acquisition, development and construction of residential homes and
condominiums throughout California's Central Valley.  Overbuilding
and an increase in foreclosures in the market resulted in rapidly
declining real property values, and contributed to the rise in
nonperforming loans.

Capital Corp of the West filed for bankruptcy on May 11, 2009
(Bankr. E.D. Calif. Case No. 09-14298).  Judge W. Richard Lee
presides over the case.  Paul J. Pascuzzi, Esq., at Felderstein
Fitzgerald Willoughby & Pascuzzi, serves as the Debtor's
bankruptcy counsel.  Hagop T. Bedoyan, Esq., serves as counsel to
the official committee of unsecured creditors.  As of June 30,
2009, Capital Corp of the West had $6,684,645 in total assets and
$57,734,000 in total liabilities.  In its Chapter 11 petition, the
Company disclosed $6,789,058 in total assets and $68,096,190 in
total debts.


CAPMARK FINANCIAL: Committee Proposes to Retain FDIC Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors in Capmark Financial
Group Inc.'s cases seeks the Court's authority to retain Wilmer
Cutler Pickering Hale and Dorr LLP as its attorneys for the
special purpose of providing legal services in connection with
Federal Deposit Insurance Corporation matters, nunc pro tunc to
December 7, 2009.

The Committee has selected WilmerHale primarily because Sara A.
Kelsey formerly was general counsel for the FDIC, where she
advised the Chairman, senior management and the FDIC on all
issues relating to the FDIC's statutory responsibilities.  Ms.
Kelsey's practice at WilmerHale currently focuses on the
regulation of US and foreign banking institutions doing business
in the United States, and providing advice on compliance with
Federal and State banking agency rules and regulations.

The Debtors will pay WilmerHale based on its ordinary and
customary hourly rates:

  Professional                Rate/Hour
  ------------               -----------
  Partners                   $640-$1,150
  Counsel                    $535-$795
  Associates                 $355-$625
  Paraprofessionals          $180-$350

The Debtors will also reimburse WilmerHale for the reasonable
out-of-pocket expenses it incurs.

James Millar, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP,
in New York, assures the Court that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy code.

                     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: Court Directs Fee Examiner Appointed in Case
---------------------------------------------------------------
Bankruptcy Judge Sontchi has directed the Debtors and the Official
Committee of Unsecured Creditors to confer regarding the
appointment of a fee examiner and the establishment of related
procedures concerning the fee examiner's review of the
professional fee applications.

According to Judge Sontchi, no interim fee applications will be
considered by the Court prior to the review by the fee examiner
and the submission of a report to the Court.

Judge Sontchi ordered the Debtors to submit under certification
of counsel by no later than March 3, 2010, a proposed order
regarding the appointment of a fee examiner and the establishment
of related procedures concerning the fee examiner's review of the
Professional claims.  The certification will indicate whether the
proposed order has the consent of the Committee; and, if not, the
scope and basis of any dispute.

Judge Sontchi has determined that the appointment of the fee
examiner is necessary due to the size and complexity of the
Debtors' cases.

                     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: Removal, Lease Decision Periods Extended May 24
------------------------------------------------------------------
Bankruptcy Judge Christopher Sontchi has extended the Debtors'
deadline to file notices of removal of civil actions through
May 24, 2010.  Prior to the entry of the Court's order, the
Debtors certified to the Court that no objection was filed as to
the requested extension.

Judge Sontchi has also extended, through May 24, 2010, the
Debtors' deadline to assume or reject unexpired leases.

Prior to the entry of the Court's order, the Debtors certified to
the Court that no objections were filed as to the request.

                     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)


CERAMIC PROTECTION: Pays $267,000 Fine to U.S. Government
---------------------------------------------------------
Ceramic Protection Corp. of America agreed to pay $267,000 to the
U.S. government in turn for federal prosecutors deferring
prosecution against the Company for making unauthorized changes to
a critical part in body armor, reports Sean O'Sullivan at The News
Journal.  Mr. O'Sullivan says the case against the company will be
dropped in a year if it abides the deal and pay the fines.


CHAMPION ENTERPRISES: Wants 3rd Amendment to DIP Loan Agreement
---------------------------------------------------------------
Champion Enterprises, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to enter into a
third amendment to the Debtor-in-Possession Credit Agreement with
Credit Suisse AG, Cayman Islands Branch, as Administrative Agent
and collateral agent, and the lenders party thereto.

The Debtors state that the amendment to the DIP agreement is in
connection with the sale of substantially all of their assets.

The Debtors have entered into an agreement with certain new equity
investors for the assets sale.

The Debtors relate that the amendments would permit any
reimbursable expenses earned under the letter of intent dated as
of January 15, 2010, to:

   (a) enjoy superpriority status; and

   (b) be added to the DIP loan as superpriority claim to the
       extent not otherwise paid by the Debtors or payable from
       the proceeds of an alternative transaction.

Troy, Michigan-based Champion Enterprises, Inc., and its
subsidiaries are international manufacturers of factory-built
homes and steel-framed modular buildings, with operations in the
United States, Canada and the United Kingdom. Buildings
constructed by Champion and its subsidiaries consist of both
single and multi-module units designed for either commercial or
residential purposes.  Champion products range from single-module
HUD-Code homes to sophisticated commercial structures such as
hotels.

The Company filed for Chapter 11 on November 15, 2009 (Bankr. D.
Del. Case No. 09-14019).  The Company's affiliates also filed
separate bankruptcy petitions.  James E. O'Neill, Esq., Laura
Davis Jones, Esq., Mark M. Billion, Esq., Timothy P. Cairns, Esq.,
at Pachulski Stang Ziehl & Jones LLP, assist Champion in its
restructuring effort.  The Company listed $576,527,000 in assets
and $521,337,000 in liabilities as of October 3, 2009.


CHAMPION ENTERPRISES: Wants to Auction All Assets on March 1
------------------------------------------------------------
Champion Enterprises, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for authorization to
sell substantially all of their assets, subject to bigger and
better offers.

The Debtors intend to sell all of the real personal, tangible,
intangible and other property, cash and other assets as a going
concern.  The sale will be free and clear of liens, encumbrances
and interests pursuant to Section 363 of the Bankruptcy Code.

The Debtors, with the assistance of Morgan Joseph & Co.,
investment banker, intend to continue to market and seek bids for
the assets, to hold the auction on Mach 1, 2010, at 11:00 a.m.

The Debtors have entered into an agreement with certain new equity
investors for sale of their assets.

Pursuant to the LOI, the purchase price for the sale will consist
of:

   1) a credit bid of all obligations approximately $80 million
      principal amount plus accrued interest under the debtor-in-
      possession credit agreement dated as of November 15, 2009;

   2) a credit bid of all obligations under the Company's amended
      and restated credit agreement, dated as of April 7, 2006;

   3) the agreement of the purchaser to pay any and all cure
      payments required for the assumption of the designated
      contracts;

   4) the agreement of the purchaser to fund at or after the
      closing of the acquisition, up to a maximum amount to be
      agreed and consistent with a budget to be agreed; and

   5) the agreement of the purchaser to assume specified
      administrative expenses and other assumed liabilities.

The Debtors propose a hearing on the sale motion on March 2, 2010,
at 1:00 p.m.  Objections, if any, are due on February 23, 2010, at
4:00 p.m.

Troy, Michigan-based Champion Enterprises, Inc., and its
subsidiaries are international manufacturers of factory-built
homes and steel-framed modular buildings, with operations in the
United States, Canada and the United Kingdom.  Buildings
constructed by Champion and its subsidiaries consist of both
single and multi-module units designed for either commercial or
residential purposes.  Champion products range from single-module
HUD-Code homes to sophisticated commercial structures such as
hotels.

The Company filed for Chapter 11 on November 15, 2009 (Bankr. D.
Del. Case No. 09-14019).  The Company's affiliates also filed
separate bankruptcy petitions.  James E. O'Neill, Esq., Laura
Davis Jones, Esq., Mark M. Billion, Esq., Timothy P. Cairns, Esq.,
at Pachulski Stang Ziehl & Jones LLP, assist Champion in its
restructuring effort.  The Company listed $576,527,000 in assets
and $521,337,000 in liabilities as of October 3, 2009.


CHANTICLEER HOLDINGS: Files Amendment to Q2 2009 Report
-------------------------------------------------------
Chanticleer Holdings, Inc., filed its quarterly report on Form 10-
Q for the quarter ended June 30, 2009, on August 22, 2009.  On
January 21, 2010, the Company filed Amendment No. 1 on Form
10-Q/A to make the following changes:

  -- Reclassify the write-off of previously capitalized deferred
     acquisition costs pursuant to paragraph 59 of SFAS 141(R)
     which became effective on January 1, 2009,

  -- Revise and expand disclosure of investments in Note 4,

  -- Revise and expand disclosure regarding liquidity and capital
     resources,

  -- Revise and expand disclosure in Item 4, and

  -- Provide currently dated Exhibit Nos. 31-1 and 32-1.

This Amendment is being filed in response to comments the Company
received from the staff of the Division of Corporation Finance of
the Securities and Exchange Commission in connection with the
staff's review of the Original Report.

The Company reported net income of $362,492 on revenue of $134,750
for the three months ended June 30, 2009, compared with a net loss
of $491,644 on revenue of $25,000 for the comparable period of
2008.

For the six months ended June 30, 2009, the Company reported a net
loss of $74,233 on revenue of $238,728, as compared to a net loss
of $652,931 on revenue of $178,555 for the same period of 2008.

At June 30, 2009, the Company's consolidated balance sheets showed
total assets of $2,525,213, total current liabilities of
$1,060,310, and total stockholders' equity of $1,464,903.

The Company had a working capital deficit of $88,448 at
June 30, 2009, as compared to a working capital deficit of
$662,569 at December 31, 2008.

A full-text copy of the Company's amendment no. 1 to its quarterly
report for the period ended June 30, 2009, is available at no
charge at http://researcharchives.com/t/s?4dd4

                          Going Concern

At June 30, 2009, and December 31, 2008, the Company had current
assets of $971,862 and $23,556; current liabilities of $1,060,310
and $686,125; and a working capital deficit of $88,448 and
$662,569, respectively.  The Company incurred a loss of $74,233
during the six month period ended June 30, 2009.  In addition, the
Company sold 1/2 of its interest in Chanticleer Investors, LLC for
its carrying value of $575,000 during the second quarter.

At June 30, 2009, the Company had $284,055 in cash and in
July 2009, the advance to Investors in the amount of $187,500 was
returned, giving the Company $471,555 in cash.  In July 2009, the
Company also paid off its $500,000 line of credit; borrowed
$250,000 for one year; and sold common stock for approximately
$62,000 pursuant to a Reg S offering leaving net cash of $283,555
before any third quarter overhead.

Cash administrative expenses were approximately $189,000 in the
second quarter and are expected to be approximately $175,000 in
the third and fourth quarter of 2009 and the first and second
quarter of 2010, assuming no other changes.  This total estimated
future cash requirement of $700,000 is expected to be met with a
combination of existing cash, sales of common stock and management
fees and distributions from investments.

The Company formed Chanticleer Holdings, Ltd. ("CHL") a Jersey
corporation, during the first quarter of 2009.  The Company plans
to transfer the franchise rights for South Africa to this company
and raise funds in Germany to fund initial development of four
planned Hooters restaurant locations.  The Company is in a 50/50
joint venture with another company which will fund one-half of the
costs.  CHL is not active at June 30, 2009.

"If the above events do not occur or if the Company does not raise
sufficient capital, substantial doubt about the Company's ability
to continue as a going concern exists."

Based in Charlotte, N.C., Chanticleer Holdings, Inc.
(OTC BB: CCLR) -- http://www.chanticleerholdings.com/-- operates
two wholly-owned operating subsidiaries: Chanticleer Advisors, an
investment manager; and Avenel Ventures, a consulting firm.
Additionally, the company owns several minority investments in
private companies, including an interest in a convertible note
into Hooters of America, Inc.  Chanticleer Holdings, Inc., was
formed in 2005 as a business development company.  In 2008 the
Company's shareholders elected to convert to an operating holding
company.


CHANTICLEER HOLDINGS: Files Second Amendment to Q1 2009 Report
--------------------------------------------------------------
Chanticleer Holdings, Inc., filed its quarterly report on Form 10-
Q for the quarter ended March 31, 2009, on May 5, 2009.  On
January 21, 2010, the Company filed Amendment No. 2 on Form
10-Q/A-2 to make the following changes:

  -- Record an other than temporary decline in available-for-sale
     securities,

  -- Reclassify the write-off of previously capitalized deferred
     acquisition costs pursuant to paragraph 59 of SFAS 141(R)
     which became effective on January 1, 2009,

  -- Revise and expand disclosure of investments in Note 4,

  -- Revise and expand disclosure in Item 4, and

  -- Provide currently dated Exhibit Nos. 31-1 and 32-1.

This Amendment is being filed in response to comments the Company
received from the staff of the Division of Corporation Finance of
the Securities and Exchange Commission in connection with the
staff's review of the Original Report.

The Company reported a restated net loss of $437,285 on revenue of
$103,417 for the three months ended March 31, 2009, compared with
a net loss of $161,285 on revenue of $153,555 for the comparable
period of 2008.

At March 31, 2009, the Company's consolidated balance sheets
showed total assets of $2,154,477, total current liabilities of
$1,052,626, and total stockholders' equity of $1,101,851.

The Company had a working capital deficit of $1,018,000 at
March 31, 2009, as compared to a working capital deficit of
$662,569 at December 31, 2008.

A full-text copy of the Company's amendment no. 2 to its quarterly
report for the period ended March 31, 2009, is available at no
charge at http://researcharchives.com/t/s?4dd3

                          Going Concern

At March 31, 2009, and December 31, 2008, the Company had current
assets of $34,626 and $23,556; current liabilities of $1,052,626
and $686,125; and negative working capital of $1,018,000 and
$662,569, respectively.  The Company incurred a loss of $437,285
during the three month period ended March 31, 2009.  The Company
receives quarterly cash inflow of $25,000 from management fees and
$11,500 from investment distributions, but expects quarterly cash
requirements of approximately $130,000 per quarter commencing in
the second quarter of 2009, assuming the acquisitions of Hooters,
Inc., and Texas Wings and certain of their related entities are
not completed.

The termination date for the Company's pending acquisition of the
stock of Hooters, Inc., followed immediately by the subsequent
acquisition of Texas Wings has passed, although the sellers have
not, to date, exercised their rights to terminate the agreements.

The Company expects to have sufficient funding available from
related party loans, private placements of its common stock and
sales of a portion of its investments until the possible second
quarter of 2009 close of the acquisitions of Hooters, Inc. and
Texas Wings.  Subsequent to the close, the overhead requirements
will be covered by distributions from the operations of Hooters,
Inc., and Texas Wings.

In the event the acquisitions do not close, the Company expects to
fund its reduced overhead of approximately $130,000 per quarter
from management income, distributions from its investments and a
short-term loan of no more than $100,000 until May 2009, when the
Company is scheduled to receive a distribution from an investment
in the amount of approximately $1,275,000.  At that time, the
Company plans to repay the line of credit, any other short-term
borrowings and have sufficient cash to cover all overhead
requirements for at least another year while increasing the funds
which Advisors manages.

The Company formed Chanticleer Holdings, Ltd., a Jersey
corporation, during the first quarter of 2009.  The Company plans
to transfer the franchise rights for South Africa to this company
and raise funds in Germany to develop up to four restaurant
locations.  The Company has a partner for half of the development
costs.

If the above events do not occur or if the Company does not raise
sufficient capital, substantial doubt about the Company's ability
to continue as a going concern exists.  These consolidated
financial statements do not reflect any adjustments that might
result from the outcome of these uncertainties.

Based in Charlotte, N.C., Chanticleer Holdings, Inc.
(OTC BB: CCLR) -- http://www.chanticleerholdings.com/-- operates
two wholly-owned operating subsidiaries: Chanticleer Advisors, an
investment manager; and Avenel Ventures, a consulting firm.
Additionally, the company owns several minority investments in
private companies, including an interest in a convertible note
into Hooters of America, Inc.  Chanticleer Holdings, Inc. was
formed in 2005 as a business development company.  In 2008 the
Company's shareholders elected to convert to an operating holding
company.


CHARLES ABRAHAMS: Case Summary & 13 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Charles L. Abrahams
        1891 Titus Street
        San Diego, CA 92110-2139

Bankruptcy Case No.: 10-00968

Chapter 11 Petition Date: January 22, 2010

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

Debtor's Counsel: William M. Rathbone, Esq.
                  Gordon & Rees LLP
                  101 West Broadway, Suite 1600
                  San Diego, CA 92101
                  Tel: (619) 696-6700
                  Fax: (619) 696-7124
                  Email: wrathbone@gordonrees.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. Abrahams.

Debtor's List of 13 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
J.P. Morgan Chase Bank     Bank Loan              $4,770,000
PO Box 9176
Copell, TX 75019-9176

East West Bank             Bank Loan              $1,700,438
5607 North Rosemead Blvd.
Temple City, CA 91780

American Home Mortgage     Bank Loan              $1,689,997
PO Box 619063
Dallas, TX 75621-9063

Bank of America            Bank Loan              $1,261,347
715 Peach Street
Atlanta, GA 30308

East West Bank             Bank Loan              $1,196,410
5607 North Rosemead Blvd.
Temple City, CA 91780

Bank of America            Bank Loan              $1,043,023
715 Peach Street
Atlanta, GA 30308

J.P. Morgan Chase Bank     Bank Loan              $896,219
PO Box 9176
Copell, TX 75019-9176

Bank of America            Bank Loan              $821,384
715 Peach Street
Atlanta, GA 30308

US Bank                    Bank Loan              $750,000
PFF Bank & Trust
3121 Michelson Dr., 5th Flr
Ivine, CA 92612

Thomas M. Tunniclifee      Judgement/Disputed     $364,924
c/o Gilchirst & Rutter
Attys
1290 Ocean Ave., Suite 900
Santa Monica, A 90401-1000

Mathias Henz               Judgement/Disputed     $91,498
c/o Neufeld Law Group

Yolanda Balderacchi        Loan                   $12,000

Yolanda Balderacchi        Management Fees        $10,000


CHARLES ISON: Case Summary & 13 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Charles E. Ison
                 aka corp officer of The Creative
                     Network Studios Inc.

               Janice M. Ison
                 aka corp officer of The Creative
                     Network Studios Inc
                 fka Janice A. Ison
               124 Herndon Farm Rd.
               Kings Mt., NC 28086

Bankruptcy Case No.: 10-40036

Chapter 11 Petition Date: January 22, 2010

Court: United States Bankruptcy Court
       Western District of North Carolina (Shelby)

Judge: George R. Hodges

Debtors' Counsel: Richard M. Mitchell, Esq.
                  Mitchell & Culp, PLLC
                  1001 Morehead Square Drive
                  Suite 330, Charlotte, NC 28203
                  Tel: (704) 333-0630
                  Fax: (704) 333-4975
                  Email: rmmatty@mitchellculp.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 13 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/ncwb10-40036.pdf

The petition was signed by the Joint Debtors.


CHRYSLER LLC: New Chrysler May Merge With Fiat-Owned Lancia Brand
-----------------------------------------------------------------
Chrysler Group LLC Sergio Marchionne indicated that the
automaker's line of cars could "converge" with the Fiat S.p.A.-
owned Lancia brand by the end of the year, according to a January
20 report by Fox News.

Fiat, the Italy-based auto maker which acquired most of the assets
of old Chrysler, is known for its small but luxurious vehicles.

Mr. Marchionne said that in Europe, Lancia is an "undersized,
underdeveloped brand" while "Chrysler, which has a true global
reach, has nothing smaller."

"Put them together and you have a full line-up," Mr. Marchionne
reportedly said, adding there is no structural conflict preventing
the merger.

A Lancia Delta rebadged with a Chrysler grille and logos was
unveiled at the 2010 Detroit Auto Show.  Lancia-derived vehicles
could form the basis of replacements for soon to be discontinued
Chrysler products like the P.T. Cruiser and Sebring midsize sedan,
Fox News reported.

                     About Chrysler Group LLC

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

                        About Chrysler LLC

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)


CHRYSLER LLC: New Chrysler Revamps Powertrain Lineup
----------------------------------------------------
Chrysler Group LLC is revamping its powertrain lineup with
technology that will contribute to an overall fuel-efficiency
improvement of more than 25 percent during the 2010-2014 period.

As a result of the new alliance with Fiat, the company's five-year
business plan has an uncompromising powertrain offensive,
including a progressive vehicle electrification strategy.

"Chrysler Group will attain leadership by rapidly applying Fiat
Powertrain technologies, such as Multiair, direct injection,
turbocharging and transmission systems to its powertrain
portfolio," said Paolo Ferrero, Senior Vice President, Chrysler
Powertrain.  "By 2014 calendar year, more than 80 percent of
Chrysler Group's current powertrain lineup will undergo a complete
makeover."

In order to combine complementary strengths, Fiat Powertrain is
the global center of expertise for diesel technology and small
displacement gas engines (less than or equal to 1.8 liters).
Chrysler Powertrain is the global center of expertise for large
displacement gasoline engines and vehicle electrification
technology.  The primary goal is leveraging combined powertrain
and vehicle knowledge to achieve best-in-class fuel economy for
both companies.

                         Internal Branding

Chrysler Group also announced that Beth Ann Bayus is appointed
head of Internal Branding reporting to Gualberto Ranieri, Senior
Vice President ?- Communications.  In this position, Ms. Bayus
will lead the communications strategy for all internal
stakeholders and retirees, working across the organization to
continue building internal communications around our brands and
key business issues.  In addition, she will be responsible for
leading communications for World Class Manufacturing
communications.

Ms. Bayus joined Chrysler in 1986.  Since then, she has held
positions in Internal and Product Communications.

Ms. Bayus holds a bachelor's degree in Public Relations from
Bowling Green State University and a master's degree in
Communications from Wayne State University.

She succeeds Lori McTavish who has decided to pursue new
interests.

"We want to thank Lori for her tireless efforts during the many
years with our company, including one of the most difficult
periods in Chrysler's history," said Mr. Ranieri.  "We extend to
Beth Ann our best wishes in the next phase of her career."

                     About Chrysler Group LLC

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

                        About Chrysler LLC

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)


CHRYSLER LLC: New Chrysler Reports Non-US Sales Results
-------------------------------------------------------
Chrysler Group LLC sold 12,788 vehicles outside North America in
December, an increase of 11 percent compared to the prior month.

Despite continuing challenging economic conditions, several of
Chrysler Group's largest markets posted significant year-over-
year increases.  December vehicle sales increased 92 percent in
the United Kingdom, 75 percent in China, 56 percent in Australia,
26 percent in Chile and 5 percent in Spain; when compared with the
same month in 2008.

Fourth quarter results, totaling 37,061 units sold, also
demonstrated signs of recovery in markets outside North America.
The company sold 35,282 vehicles in the first quarter, 34,547
vehicles in the second quarter and 33,812 vehicles in the third
quarter.

The Dodge Journey led the company with 15,908 vehicles sold
outside North America in 2009, an 89 percent increase compared to
the previous year.

For the 2009 calendar year, Chrysler Group sold 140,786 vehicles
outside North America, a decrease of 34 percent compared to 2008.

                         Regional Sales

In the Asia Pacific region, the company sold 3,898 vehicles in
December.  China led the region with 2,494 sales in December.

For the year, the Chrysler Group sold 33,905 vehicles in the Asia
Pacific region.  China sold 19,223 vehicles last year and was
the sales leader for the region and the company outside North
America.

In Western and Central Europe, the company sold 3,675 vehicles in
December.  The United Kingdom led the region with 695 vehicles
sold last month.

For the year, the company sold 48,883 vehicles in Western and
Central Europe.  Italy led the region in annual sales with 8,759
vehicles sold.

In Latin America, the company sold 3,086 vehicles in December.
Venezuela led the legion with 1,043 vehicle sales in December.

For the year, the company sold 34,541 vehicles in Latin America.
Venezuela led the region with 13,167 vehicles sold last year.

Combined sales in Africa, Middle East, Eastern Europe and Russia
totaled 2,062 vehicles in December.  In 2009, the company sold
22,865 vehicles in the region.

                          Brand Sales

The Jeep(R) brand sold 5,903 vehicles in December. For the year,
the Jeep brand sold 60,875 vehicles.  The Jeep Wrangler led the
brand in December with 1,515 vehicle sales.  For the year, the
Jeep Grand Cherokee led the brand with 14,869 vehicle sales.

The Dodge brand sold 4,323 vehicles in December. Last year's Dodge
brand sales totaled 47,267 units.  The Dodge Journey led the brand
in December with 1,850 vehicles sold.

The Chrysler brand sold 2,247 vehicles in December and reached
28,763 vehicle sales last year.  The Chrysler minivan led the
brand with 706 vehicles for the month and 7,966 vehicles for the
year.

The Ram brand sold 315 vehicles in December.  For the year, the
Ram brand sold 3,881 vehicles.  Ram vehicles are sold in select
markets outside North America.

Chrysler Group sells and services vehicles in more than 120
countries around the world.

                    Awards Drove December Sales

Awards and accolades for Chrysler, Jeep(R), Dodge and Ram vehicles
drove customers to dealer showrooms resulting in improved sales
and market share in December.  Chrysler Group reported December
sales increased 36 percent compared with November 2009 and 20 of
24 vehicles posted sales increases for the same time period.

Chrysler Group received multiple accolades in December, including
Motor Trend's Truck of the Year award for the all-new 2010 Ram
Heavy Duty pickup truck that is arriving in dealer showrooms now.
In addition:

    * Jeep Wrangler Unlimited Rubicon hailed as "Most
      Significant 4x4 of the Decade" and Jeep Wrangler Rubicon
      named "Best 4x4 of the Decade" by editors at Four Wheeler
      Magazine

    * Jeep named "Top Domestic Brand" in Kelley Blue Book's
      kbb.com(R) 2010 Residual Value Study

    * 2010 Ram Power Wagon was named Four Wheeler Magazine's
      "Pickup Truck of the Year"

    * 2010 Ram 1500 was named a "2010 All Star" by Automobile
      Magazine

    * Dodge Challenger was named "Most Satisfying Car" by
      readers of a prominent consumer magazine

    * Jeep Liberty and Dodge Challenger R/T chosen as "Best of
      2009" by Gaywheels.com editors

    * 2010 Dodge Grand Caravan identified as one of the "Safest
      Vehicles under $30,000" by NADAguides.com

"As we kick off the new year, Chrysler Group continues to build
momentum with some of the best products in the marketplace,
and we are enthusiastic about the new products coming this year,"
said Fred Diaz, President and Chief Executive Officer?Ram Brand
and Lead Executive for the Sales Organization, Chrysler Group LLC.
"Our great Chrysler, Jeep, Dodge and Ram products are being
recognized by opinion leaders in the industry, and consumers are
responding in a positive way.  In 2010 the company will continue
to earn the trust of consumers with exciting, high-quality
vehicles that are priced right."

Chrysler Group reported total U.S. sales for December of 86,523
units.  Sales increased 36 percent month-over-month and
declined 4 percent year-over-year.  The company finished the year
with 931,402 units sold, a decline of 36 percent compared with
2008.  Inventory is down 55 percent compared with December 2008,
with 178,538 units in inventory, representing a 58-day supply.
Overall industry figures for November are projected to come in at
an estimated 11.3 million SAAR.

                     About Chrysler Group LLC

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

                        About Chrysler LLC

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)


CHRYSLER LLC: Proposes to Reject Contract With Main Street
----------------------------------------------------------
Chrysler LLC and its affiliated debtors seek court approval to
reject an agreement with Main Street Fibers Inc., saying it is no
longer needed for their business operations.

The Debtors entered into the agreement to avail of Main Street's
recycling services for their corporate parts division plant in
Ontario, California.

The Debtors' attorney, Frank Oswald, Esq., at Togut Segal & Segal
LLP, in New York, says that Chrysler Group LLC decided not to
accept an assignment of the agreement in connection with the sale
of the Debtors' assets to Fiat S.p.A.  He adds that the company
has already made alternative arrangements for the services
provided by Main Street.

Chrysler Group is the new company created under the sale
transaction between the Debtors and the Italy-based auto maker.

Mr. Oswald says the agreement is eligible for rejection because it
is an executory contract.

The Court will hold a hearing on February 18, 2010, to consider
approval of the proposed rejection.  Deadline for filing
objections is February 15, 2010.

                      About Chrysler Group

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

                       About Chrysler LLC

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)


CHRYSLER LLC: R. Watson to Manage New Chrysler Pension Funds
------------------------------------------------------------
Chrysler Group LLC announced that Robert L. Watson was named
Assistant Treasurer Chief Investment Officer.  In this position,
Mr. Watson is responsible for the management and investment
strategy of the Chrysler Group Pension funds for both the U.S. and
Canada.  He reports to Vice President and Treasurer, Walter P.
Bodden Jr.

Mr. Watson joined Chrysler in 1985.  Since then, he has held a
series of increasingly responsible positions within the Finance
organization.  Most recently, he served as Senior Manager ?-
Alternative Investments within the Treasury organization.

Mr. Watson has a Bachelor of Science degree in business
administration from the University of Denver and a Master of
Business degree in finance from Walsh College.

The appointment was effective December 30, 2009.

                     About Chrysler Group LLC

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

                        About Chrysler LLC

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)


CHRYSLER LLC: Consumer Activists Protest Change in Carhaul Firms
----------------------------------------------------------------
Members of Teamster Local 299 and consumer activists attended the
North American International Auto Show at the Cobo Center to
protest Fiat/Chrysler and its attempt to move away from America's
longtime professional carhaul companies to cheaper, less-
experienced carriers.

Protesters' t-shirts and leaflets read, "Fiat/Chrysler: Damaged
When Delivered?", referring to the report, "Damaged When
Delivered?" available at http://www.CarBuyersBeware.comand
endorsed by non-profit organizations Consumers for Auto
Reliability and Safety (CARS), Consumer Action and the Teamsters.

The report contains photographic evidence of the substandard and
careless practices being used by alternative carriers to deliver
new cars and trucks to auto dealers.  The pictures, all taken
recently, show the mistakes performed by these carriers and
independent contractors that can endanger new vehicles' frames,
suspensions, tires, and more.

"It is not surprising that consumer activists and carhaul drivers
whose jobs are at risk have joined together to take action against
Fiat/Chrysler," said Teamster Local 299 President Kevin Moore.
"Fiat/Chrysler received $14 billion from American taxpayers and
instead of building trust is eliminating good jobs and replacing
them with brokerage firms that do not offer contractors enough
money to afford health or retirement benefits.

On top of that, they are putting the public at risk by hiring
inexperienced workers to do a job that if done wrong can create
hazards to drivers or cause damage to new cars."

CARS and Consumer Action are opposed to these moves as well,
stating "one of the most insidious problems American car buyers
face is undisclosed damage to new vehicles, which may occur while
they are being transported to dealership lots."

In the report, CARS and Consumer Action call on Fiat/Chrysler to
"reverse direction and instead of cutting corners on auto
shipping, take more steps to ensure that their new vehicles are
not damaged en route to dealerships.  The car buying public
deserves no less."

One of the protesters was CARS member Christina Catalano, whose
mother was killed by a defective Chrysler product.

"Chrysler refused to take responsibility for my mother's death,"
Catalano said.  "They hid behind the bailout and the bankruptcy
process to avoid dealing with our claims. We're here because
they're not taking responsibility for their customers or the
carhaul workers."

Teamsters Carhaul Division Director Fred Zuckerman said, "To save
a few dollars per car, they are going to destroy a stable industry
that provides good jobs and benefits.  And they are also risking
their new cars arriving at dealerships with hidden damages due to
these cut-rate carriers hauling their vehicles improperly and
unsafely."

The International Brotherhood of Teamsters was founded in 1903 and
represents 1.4 million hardworking men and women in the United
States, Canada and Puerto Rico.

                     About Chrysler Group LLC

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

                        About Chrysler LLC

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)


CINCINNATI BELL: Wells Fargo Discloses 6.56% Equity Stake
---------------------------------------------------------
Wells Fargo and Company disclosed that it beneficially owned
13,311,405 shares or roughly 6.56% of the common stock of
Cincinnati Bell Inc., as of December 31, 2009.

Wells Fargo & Company filed the Schedule 13G with the Securities
and Exchange Commission on behalf of these subsidiaries:

     -- Wells Capital Management Incorporated;
     -- Peregrine Capital Management, Inc.;
     -- Wells Fargo Bank, N.A.;
     -- Wachovia Bank, National Association;
     -- Evergreen Investment Management Company, LLC;
     -- Wells Fargo Funds Management, LLC;
     -- Calibre Advisory Services, Inc.;
     -- Wells Fargo Advisors Financial Network, LLC; and
     -- Wells Fargo Advisors, LLC

                      About Cincinnati Bell

Headquartered in Cincinnati, Ohio, Cincinnati Bell Inc. (NYSE:
CBB) -- http://www.cincinnatibell.com/-- provides integrated
communications solutions-including local, long distance, data,
Internet, and wireless services.  In addition, the Company
provides office communications systems as well as complex
information technology solutions including data center and managed
services.  Cincinnati Bell conducts its operations through three
business segments: Wireline, Wireless, and Technology Solutions.

As of Sept. 30, 2009, the Company had $2.01 billion in total
assets against $2.62 billion in total liabilities, resulting in
$614.0 million in stockholders' deficit.

Cincinnati Bell carries Fitch's 'B+' Issuer Default Rating.


CIRCUIT CITY: Midland Loan Bought Claims in January
---------------------------------------------------
The Bankruptcy Clerk recorded these claims changing hands in
January 2010:

                                         Claim       Amount
Transferor           Transferee          Number    Transferred
----------           ----------          ------    -----------
Dicker-Warmington    GVD Commercial           -     $2,565,909
  Properties, a CA     Properties, Inc.
  General
  Partnership

Drexel Delaware      Midland Loan         12258        890,379
  Ltd Partnership      Services, Inc.

Drexel Delaware      Midland Loan         14347         63,537
  Ltd Partnership      Services, Inc.

Mayfair ORCC         Midland Loan         12311        710,899
  Business Trust       Services, Inc.

WEC 99A-2 LLC        Midland Loan          8362        624,146
                       Services, Inc.

                        About Circuit City

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

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

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

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

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


CIRCUIT CITY: Monitor Supports Payments of Allowed Claims
---------------------------------------------------------
Honorable Justice Geoffrey B. Morawetz of the Superior Court of
Justice (Commercial List) for the Province of Ontario has
approved the eleventh and supplementary eleventh reports of the
monitor in InterTAN's Chapter 11 case.

Copies of the Eleventh and Supplemental Eleventh Reports are
available at no charge at:

http://bankrupt.com/misc/InterTAN_11thMonitorReport113009.pdf
http://bankrupt.com/misc/InterTAN_Supplemental11thMonitorReport120
409.pdf

The Eleventh Report was prepared by the Monitor in support of its
motion to make an interim distribution of proceeds to certain
creditors whose claims have been allowed through the Claims
Process, as of November 30, 2009, together with interest from
November 10, 2009, to the date of payment.  The Report also seeks
the approval of fees and disbursements of the Monitor and its
legal counsel in Canada and the U.S.

In its interim order, the Court also approved the Monitor's fees
and disbursements, as well as those of its Canadian legal
counsel, Goodmans LLP and of its U.S. legal counsel, Allen &
Overy LLP.

The Court further orders that the Monitor distribute from the
proceeds of the sale of substantially all of the assets of
InterTAN and other amounts received by, or owing to, InterTAN
that are in the Monitor's possession, aggregating $11,672,749, to
be distributed to certain creditors, a list of which is available
at no charge at:

http://bankrupt.com/misc/Intertan_IntOrdDistributionCreditors12070
9.pdf

The distributions made will be in full and final satisfaction of
the claims of recipients against the Applicants.

                        About Circuit City

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

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

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

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

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


CIRCUIT CITY: Plan Confirmation Hearing Continued to February 11
----------------------------------------------------------------
The hearing to consider the confirmation of Circuit City Stores
Inc.'s First Amended Joint Plan of Liquidation is continued from
January 28, 2010, to February 11, 2010, at 11:00 a.m., Eastern
Time, or as soon as counsel can be heard before Judge Kevin
Huennekens, the Debtors and the Official Committee of Unsecured
Creditors disclosed in a notice filed in Court.

The confirmation hearing may be adjourned from time to time by
announcement in open court.

Various parties have filed objections to the Plan.  The latest
objectors include the Commonwealth of Virginia Department of
Taxation, which is seeking interest on its priority claim, as
required by Section 511 of the Bankruptcy Code; The Maricopa
County Treasurer, which asserts that its claim should be treated
as a secured claim; Arlington ISD, and other related parties,
which argue that the proper classification of their claims is as
first priority secured tax claims entitled to interest at the rate
provided by applicable non-bankruptcy law; and the Lewisville
Independent School District, which wants the proceeds of the sales
of assets securing its tax claims preserved.

                       The Liquidating Plan

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

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

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

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

The Plan Proponents also filed on September 24, 2009, clean and
final version of their Disclosure Statement and First Amended
Plan, a full-text copy of which is available at no charge at:

       http://bankrupt.com/misc/CC_DS&1stAmPlan_092409.pdf

                        About Circuit City

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

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

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

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

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


CLIFFORD ROBINSON: Files Amended List of Unsecured Creditors
------------------------------------------------------------
Clifford Ralph Robinson and Heather Lynn Robinson filed with the
U.S. Bankruptcy Court for the District of Oregon their amended
list of largest unsecured creditors.

A full-text copy of the list is available for free at:

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

Franklin Lakes, New Jersey-based Clifford Ralph Robinson and
Heather Lynn Robinson, fka Lufkins, filed for Chapter 11
bankruptcy protection on November 2, 2009 (Bankr. D. Ore. Case No.
09-39160).  William M. Parker, Esq., who has an office in Tigard,
Oregon, 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.


CLIFFORD ROBINSON: Michael B. Batlan Appointed as Ch. 11 Trustee
----------------------------------------------------------------
The Hon. Randall L. Dunn of the U.S. Bankruptcy Court for the
District of Oregon approved the appointment of Michael B. Batlan
as Chapter 11 trustee in the Chapter 11 case of Clifford Ralph
Robinson and Heather Lynn Robinson.

The Court ordered Robert D. Miller Jr., the Acting U.S. Trustee
for Region 18, to appoint a Chapter 11 trustee in the case of the
Debtors.

Franklin Lakes, New Jersey-based Clifford Ralph Robinson and
Heather Lynn Robinson, fka Lufkins, filed for Chapter 11
bankruptcy protection on November 2, 2009 (Bankr. D. Ore. Case No.
09-39160).  William M. Parker, Esq., who has an office in Tigard,
Oregon, 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 in its petition.


COEUR D'ALENE MINES: Continues Bond Debt-for-Equity Swap
--------------------------------------------------------
Pursuant to privately negotiated agreements dated December 16,
2009 and January 4, 2010, Coeur d'Alene Mines Corporation agreed
to exchange $31,529,000 aggregate principal amount of its 1.25%
Convertible Senior Notes due 2024 and $2,000,000 of its 3.25%
Convertible Senior Notes due 2028 for 1,833,932 shares of its
common stock, par value $0.01.  The Company issued 774,951 of the
Shares by December 17, 2009, and was to issue the remainder of the
Shares by January 6, 2010.  The Company issued or will issue the
Shares pursuant to the exemption from the registration
requirements afforded by Section 3(a)(9) of the Securities Act of
1933, as amended.

Pursuant to privately negotiated agreements dated December 1,
2009, Coeur d'Alene Mines agreed to exchange $30,186,000 aggregate
principal amount of its 1.25% Convertible Senior Notes due 2024
for 1,393,202 shares of its common stock, par value $0.01. The
Company was to issue the Shares by December 3, 2009.

                    About Coeur d'Alene Mines

Coeur d'Alene Mines Corporation (NYSE:CDE, TSX:CDM, ASX:CXC) is
one of the world's leading silver companies and also a significant
gold producer.  Coeur common shares are traded on the New York
Stock Exchange under the symbol CDE, the Toronto Stock Exchange
under the symbol CDM, and its CHESS Depositary Interests are
traded on the Australian Securities Exchange under symbol CXC.

At September 30, 2009, the Company had $3,059,759,000 in total
assets, including cash and cash equivalents of $45,603,000;
against $193,341,000 in total current liabilities and $888,959,000
in total long-term liabilities.  At September 30, 2009, the
Company had accumulated deficit of $419,574,000 and stockholders'
equity of $1,977,459,000.  Coeur d'Alene Mines had $402.2 million
in accumulated deficit as of June 30, 2009.

As reported by the Troubled Company Reporter on August 11, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Coeur D'Alene Mines to 'B-' from 'CCC' and raised the
ratings on the company's $180 million senior unsecured notes due
2024 ($106 million outstanding) and $230 million senior unsecured
notes due 2028 ($150 million outstanding) to 'CCC+' from 'CCC-'.
The recovery rating on the notes remains unchanged at '5'.  S&P
removed the corporate credit and issue-level ratings from
CreditWatch, where they were placed with positive implications on
May 18, 2009.  The outlook is positive.


COOPER COS: S&P Raises Corporate Credit Rating to 'BB'
------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Cooper Cos. Inc. to 'BB' from 'BB-'.  This action
reflects the meaningful improvement in internal cash flow
generation over the past several quarters, an expanding cushion to
meet bank loan covenant requirements, and continuing gradual
balance sheet deleveraging.

The rating on Pleasanton, California-based Cooper Cos. Inc.
reflects its weak business risk profile, given its dependence on
soft contact lenses and the need to compete against much larger
players.  Cooper is exposed to technology changes, as evidenced by
its late entry into silicone hydrogel lens manufacturing.  These
risks outweigh global industry growth in contact lens sales,
despite the recession, and modest revenue diversification provided
by Cooper Surgical, which manufactures women's healthcare products
used primarily by obstetricians and gynecologists (15% of total
sales).

Cooper Vision has a No. 3 position (roughly 16% global market
share) in the $6 billion soft contact lens industry.  Its
dependence on the contact lens product line, Cooper Vision,
exposes it to challenges from dominant industry players, such as
the Vistakon division of Johnson & Johnson, which has a global
market share of more than 40%.  Other big competitors are CIBA
Vision/Wesley Jessen, owned by Novartis AG, and Bausch & Lomb
Inc., which has a market share nearly as large as Cooper's.  These
rivals have much greater financial resources that could be applied
to marketing or research and development.  The company's global
footprint provides diversity; 43% of sales are derived in the
Americas, 38% in Europe, and 19% in Asia Pacific.  Foreign-
exchange hedges are being used to offset the currency risk.


CORBIN PARK: Wants to Push Back Docs. Deadline to February 3
------------------------------------------------------------
Kevin Collison at The Kansas City Star reports that Corbin Park
said it wants until Feb. 3, 2010, to file additional documentation
with the U.S. Bankruptcy Court for the District of Kansas with
additional documentation because of the complexity of the case.
The Company was set to file the documents this week.

Omaha, Nebraska-based Corbin Park, L.P., filed for Chapter 11
bankruptcy protection on January 5, 2010 (Bankr. D. Kan. Case No.
10-20014).  Carl R. Clark, Esq., and Jeffrey A. Deines, Esq., at
Lentz Clark Deines PA, assist the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


COUGH COMPANY: Dev't Specialists Accepts Offers to Acquire Assets
-----------------------------------------------------------------
Development Specialists, Inc., is currently accepting offers to
acquire the assets of a leading manufacturer of contract
manufactured, branded and private label cough drops, mints and
candies.  They also produces a wide variety of cooked lozenges,
pressed tablets, powders, effervescents, vitamins and supplements,
mints, antacids, zinc and organic products.

On March 18th 2009, the Company executed an Assignment For The
Benefit of the Creditors.  An Assignment for the Benefit of
Creditors is an insolvency proceeding under state law rather than
a bankruptcy which is governed under Federal Law.  All creditors
have been notified of the situation and the company is moving
forward as a going concern with the cooperation of the creditors.
The Assignee is currently managing the finances of the company
with funding from the secured lender.  Management and the Assignee
believes that once properly capitalized, F&F Foods is poised for
substantial growth in its branded product offering, continued
success in its private label and contract manufacturing segments
and a return to profitability.

The Company was founded in the 1936 and is located in Chicago,
Illinois.  Their products are sold through a variety of
distribution channels including retail grocery and drug stores,
vending, mass merchandisers and national dollar store chains.  The
gross revenue for 2009 was approximately $16,500,000 with a
positive EBITDAR, which reflects the one-time expenses associated
with the Assignment for the Benefit of Creditors, of approximately
$1,650,000.

The Company has a significant portfolio of intellectual property
including a flagship iconic brand that is one of America's oldest
cough drop brands and is widely recognized throughout the nation
and across generations of consumers.

The Company's customers include some of the country's most
prestigious food and drug retailers.  Their versatile packaging
capabilities include roll wrapping, twist wrapping, tin packing,
bottling, flow wrapping, stick packing, pouching and boxing.
Private label and contract packaging sales comprise approximately
80% of total revenue with proprietary brand product sales
representing the remaining revenue.

The Company owns and occupies two buildings in Chicago located
approximately 3 miles from Midway airport.  The first is a 100,000
square foot manufacturing plant with a second story over a
portion.  The Company's corporate office is located in the
manufacturing facility. The second, located across the street from
the plant, is a 17,000 square foot warehouse/distribution center.

Assets for sale as of December 31, 2009:

   -- Accounts receivable: $1.6 million;

   -- Inventories: $2.4 million;

   -- Real Estate: Two owned facilities appraised at a value of
      $2.33 million in September of 2009;

   -- Property, Plant and Equipment: Appraised at $2.8 million in
      2007;

   -- Intellectual Property: The Company owns numerous iconic
      trademarks/brands.


CRC HEALTH: S&P Downgrades Corporate Credit Rating to 'B-'
----------------------------------------------------------
Standard & Poor's Rating Services lowered its corporate credit
rating on CRC Health Corp. to 'B-' from 'B'.  S&P also lowered the
issue-level rating on the company's term loan B due 2013 and
secured revolving credit facility due 2012 to 'B+' from 'BB-'.  In
addition, S&P lowered the rating on the senior subordinated notes
due 2016 to 'CCC' from 'CCC+'.  The recovery ratings on the
company's debt remain unchanged.  The outlook is negative.

"The downgrade reflects S&P's recognition of CRC's vulnerability
to the current economic environment," said Standard & Poor's
credit analyst Tahira Y. Wright, "given its highly leveraged
financial position and the risks associated with weak liquidity
and slim cushion on tightening bank covenants."


CREATIVE NETWORK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: The Creative Network Studios, Inc.
        4202 Barringer Drive
       Charlotte, NC 28217

Bankruptcy Case No.: 10-30129

Chapter 11 Petition Date: January 22, 2010

Court: United States Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: Richard M. Mitchell, Esq.
                  Mitchell & Culp, PLLC
                  1001 Morehead Square Drive, Suite 330
                  Charlotte, NC 28203
                  Tel: (704) 333-0630
                  Fax: (704) 333-4975
                  Email: hculp@mitchellculp.com;
                         rmitchell@mitchellculp.com

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

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

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

            http://bankrupt.com/misc/ncwb10-30129.pdf

The petition was signed by Janice M. Ison, president of the
Company.


DANA HOLDING: Franklin Mutual Advisers No Longer Hold Shares
------------------------------------------------------------
Franklin Mutual Advisers, LLC, disclosed that it no longer holds
shares of Dana Holding Corporation common stock.  Franklin
Mutual's regulatory filing with the Securities and Commission did
not provide details regarding its decision to dump the Dana
shares.

Based in Maumee, Ohio, Dana Holding Corporation (NYSE: DAN) --
http://www.dana.com/-- is a world leader in the supply of axles;
driveshafts; and structural, sealing, and thermal-management
products; as well as genuine service parts.  The company's
customer base includes virtually every major vehicle manufacturer
in the global automotive, commercial vehicle, and off-highway
markets.  The Company employs roughly 23,000 people in 26
countries and reported 2008 sales of $8.1 billion.

At September 30, 2009, Dana had $5.26 billion in total assets
against $2.99 billion in total liabilities.  At September 30,
2009, cash balances had increased to $814 million, compared to
$553 million at June 30, 2009.  Total available liquidity rose by
39% to $920 million, while net debt was reduced to $182 million, a
67% decrease from the second quarter.

                         *     *     *

As reported by the Troubled Company Reporter on November 27, 2009,
Moody's Investors Service affirmed these ratings for Dana:
Corporate Family at Caa2, Probability of Default at Caa1, senior
secured asset based revolving credit facility at B3 and senior
secured term loan at Caa1.  The Speculative Grade Liquidity Rating
was also affirmed at SGL-3.

The TCR said December 7, 2009, Standard & Poor's Ratings Services
raised its corporate credit rating on Dana to 'B' from 'B-'.


DAVID'S BRIDAL: Moody's Affirms 'B2' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service affirmed David's Bridal, Inc.'s ratings,
including its B2 Corporate Family and Probability of Default
Ratings.  The ratings outlook is stable.

The affirmation reflects David's leading position in the narrowly
defined and highly fragmented bridal sub-sector of retail.  While
weak economic conditions have led to reduced spending on weddings
and wedding related goods such as gowns and accessories, this
niche remains relatively recession resistant, and its long-term
industry fundamentals remain favorable.  Further rating support is
provided by David's relatively stable profitability, nationally
diversified retail store base, and good liquidity.  David's weak
consolidated credit metrics, high seasonality and small scale
relative to other global retailers remain significant rating
constraints.

The stable outlook reflects Moody's view that, despite the
expectation for a sluggish economic recovery in 2010, David's will
maintain relatively stable profitability and debt protection
metrics, and its liquidity will remain good.

These ratings were affirmed:

  -- Corporate family rating at B2;
  -- Probability-of-default rating at B2;
  -- Senior secured term loan at B2 (LGD3, 44%).

The ratings outlook is stable

The last rating action on David's Bridal was on January 12, 2007,
when Moody's assigned the company's B2 CFR with a stable outlook.

David's Bridal, Inc., is the leading national bridal specialty
retailer.  The company operates 322 stores in 47 states and Puerto
Rico, while its Priscilla of Boston, Inc. concept operates 13
stores in 11 states.  Revenues for the twelve month period ended
October 3, 2009, were about $690 million.


DECODE GENETICS: Closes Sale of Icelandic Human Genetics Unit
-------------------------------------------------------------
deCODE genetics, Inc., has completed the previously-announced sale
of its Iceland-based subsidiary deCODE genetics ehf (also known as
Islensk erfdagreining) and its drug discovery and development
programs to Saga Investments LLC, a private company.  The sale
followed approval by the U.S. Bankruptcy Court for the District of
Delaware in deCODE genetics Inc.'s ongoing proceeding under
Chapter 11 of the U.S. Bankruptcy Code.  Under its new owners,
deCODE genetics ehf will continue its human genetics operations
and all of the deCODE brand products and services, including
management of its population genetics resources.

                     About decode Genetics

deCODE Genetics Inc. is a global leader in analyzing and
understanding the human genome.  deCODE has identified key
variations in the sequence of the genome conferring increased risk
of major public health challenges from cardiovascular disease to
cancer, and employs its gene discovery engine to develop DNA-based
tests to assess individual risk of common diseases; to license its
tests and intellectual property to partners; and to provide
comprehensive, leading- edge contract services to companies and
research institutions around the globe.  The Company was founded
in 1996 and is headquartered in Reykjavik, Iceland.

deCODE's balance sheet at June 30, 2009, showed total assets of
$69.85 million and total liabilities of $313.92 million,
resulting in a stockholders' deficit of $244.07 million.

The Company filed for Chapter 11 on November 16, 2009 (Bankr. D.
Del. Case No. 09-14063).  The petition listed assets of
$69.9 million against debt of $314 million.  Liabilities
include $230 million on 3.5% senior convertible notes.


DINUZZO MASONRY: Chapter 11 Case Summary & Unsecured Creditor
-------------------------------------------------------------
Debtor: DiNuzzo Masonry, Inc.
        192 Beverly Road
        Huntington, NY 11743

Bankruptcy Case No.: 10-70302

Chapter 11 Petition Date: January 19, 2010

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

Judge: Alan S. Trust

Debtor's Counsel: Richard S. Feinsilver, Esq.
                  One Old Country Road, Suite 125
                  Carle Place, NY 11514
                  Tel: (516) 873-6330
                  Fax: (516) 873-6183
                  Email: feinlawny@yahoo.com

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

Estimated Debts: $500,001 to $1,000,000

The Debtor identified Keyspan/National Grid with a debt claim for
$8,000 as its largest unsecured creditor. A full-text copy of the
Debtor's petition, including a list of its largest unsecured
creditor, is available for free at:

           http://bankrupt.com/misc/nyeb10-70302.pdf

The petition was signed by Peter DiNuzzo, president of the
Company.


DOUGLAS BURKETT: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Douglas D. Burkett
        3421 S Camelia Pl
        Chandler, AZ 85248

Bankruptcy Case No.: 10-01665

Chapter 11 Petition Date: January 22, 2010

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

Judge: Sarah Sharer Curley

Debtor's Counsel: Carlos M. Arboleda, Esq.
                  Arboleda Brechner
                  4545 E. Shea Blvd., #120
                  Phoenix, AZ 85028
                  Tel: (602) 482-0123
                  Fax: (602) 482-4068
                  Email: arboledac@abfirm.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 Mr. Burkett.


DRINKS UNIQUE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Drinks Unique, Inc.
        1808 10th Street, Suite 100
        Plano, TX 75074

Bankruptcy Case No.: 10-40196

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Christopher J. Moser, Esq.
                  Quilling, Selander, Cummiskey & Lownds
                  2001 Bryan Street, Suite 1800
                  Dallas, TX 75201-3005
                  Tel: (214) 871-2100
                  Email: cmoser@qsclpc.co

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 Kurt H. Ruppman Sr., chief executive
officer of the Company.


DUNE ENERGY: S&P Withdraws 'CCC-' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CCC-' corporate
credit and senior secured debt ratings on Dune Energy Inc. at the
company's request.  S&P also withdrew its '3' recovery rating on
the company's $300 million of senior unsecured notes due 2012.

Subsequently, S&P has assigned a 'CCC-' corporate credit rating
and senior secured debt ratings to Dune Energy Inc. on an
unsolicited basis.  S&P also assigned 'CCC-' senior secured and a
'3' recovery rating to the company's $300 million of senior
secured notes on an unsolicited basis, reflecting expectations for
meaningful recovery (50% to 70%) recovery in a default.  The
rating outlook is negative.  As of Sept. 30, 2009, the company had
$317 million of debt and nearly $200 million of redeemable
convertible preferred stock.

The 'CCC-' rating takes into account Dune's Dec. 30, 2009,
$15.9 million interest payment on its senior secured notes due
2012, near the end of applicable 30-day grace period.  The rating
also reflects the company's burdensome financial leverage and
potentially precarious liquidity position.  "In S&P's view, the
company's heavy debt burden makes the prospects of a distressed
exchange or bankruptcy a distinct possibility," said Standard &
Poor's credit analyst Patrick Jeffrey.

Unsolicited ratings are initiated by Standard & Poor's and may be
based solely on publicly available information and may or may not
involve the participation of the issuer's management.  Standard &
Poor's will utilize information from sources believed to be
reliable, but does not guarantee the accuracy, adequacy, or
completeness of any information used.

                           Ratings List

                         Ratings Withdrawn

                          Dune Energy Inc.

Corporate Credit Rating               NR         CCC-/Negative/--
Senior Secured                        NR         CCC-
  Recovery Rating                      NR         3

                   Unsolicited Ratings Assigned

                          Dune Energy Inc.

      Corporate Credit Rating               CCC-/Negative/--
      Senior Secured                        CCC-
       Recovery Rating                      3


EMBLEM FINANCE: Fitch Cuts Rating on CLP5,082,000,000 Notes to BB+
------------------------------------------------------------------
Fitch Ratings has downgraded the notes issued by Emblem Finance
Company No.2 Limited following the downgrade of the reference
entity.

The rating action reflects Votorantim Participacoes S.A.'s current
Issuer Default Rating of 'BBB-' with a Stable Outlook.  The rating
also considers the credit quality of the HSBC Holdings Plc
subordinated notes as the eligible investments issued by HSBC
Holdings Plc (rated 'AA'; Outlook Stable by Fitch), and JPMorgan
Chase & Co. (rated 'AA-'; Outlook Stable by Fitch) as swap
counterparty to the transaction.

The rating addresses the likelihood that investors will receive
full and timely payments of interest as well as the stated balance
of principal by the legal final maturity date, as per the
transaction's governing documents.  Payments of interest and
principal will be made in U.S. dollar amounts adjusted according
to both the prevailing value of the Unidad de Fomento and the
CLP/US$ exchange rate.  The rating does not address the foreign
exchange risk.

Emblem No. 2 is designed to provide credit protection on the
reference entity, VPAR, with a reference amount of US$10 million.
The credit protection is arranged through a credit default swap
between the issuer and the swap counterparty, JPMorgan Chase & Co.
The CDS is collateralized by HSBC Holdings Plc subordinated notes
as the eligible investments issued by HSBC Holdings Plc.

Fitch has taken this rating action:

  -- CLP5,082,000,000 credit-linked notes downgraded to 'BB+' from
     'BBB-'; Outlook Stable.

The Stable Outlook assigned to the notes is based on the Stable
Outlook of VPAR's rating.


EXTENDED STAY: Examiner, et al., Agree on 10% Holdback
------------------------------------------------------
Ralph Mabey, the examiner appointed in Extended Stay Inc.'s
Chapter 11 cases, asks the U.S. Bankruptcy Court for the Southern
District of New York to approve a 10% reduction of his fees as
well as those of his advisers.

Mr. Mabey told the Court that he and advisers, Stutman Treister &
Glatt Professional Corp. and Alvarez & Marsal Dispute Analysis &
Forensic Services LLC, entered into an agreement with the U.S.
Trustee to subject their proposed fees to a 10% reduction or the
so-called "holdback" until the examiner report is filed and the
professionals' final fee applications are approved by the Court.

Meanwhile, U.S. Bank N.A. reserves its right to object to the
final fee applications and to respond, join in or amend any
objection with respect to any party's argument or objection
relating to those applications.

                        About Extended Stay

Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada. As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.

For the year ending December 31, 2008, Extended Stay's audited
financial statements show consolidated assets (including nondebtor
affiliates) totaling approximately $7.1 billion and consolidated
liabilities totaling approximately $7.6 billion.  Consolidated
revenues for the 12 months ending December 31, 2008 were
approximately $1 billion.

Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764).  Judge James M.
Peck handles the case.  Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors.  Lazard Freres
& Co. LLC is the Debtors' financial advisors.  Kurtzman Carson
Consultants LLC is the claims agent.

Bankruptcy Creditors' Service, Inc., publishes Extended Stay
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Extended Stay Inc. and
its various affiliates. (http://bankrupt.com/newsstand/or
215/945-7000).


EXTENDED STAY: Gets April 2 Extension for Plan Exclusivity
----------------------------------------------------------
Extended Stay Inc. and its affiliated debtors obtained a ruling
from the U.S. Bankruptcy Court for the Southern District of New
York, affording them a two-month extension of the deadlines for
filing a Chapter 11 plan and for soliciting votes for that plan.

Judge Peck gives the Debtors until April 2, 2010, the exclusive
right to file a Chapter 11 plan and until May 31, 2010, the
exclusive right to solicit votes of that plan from their
creditors.

Prior to the entry of the Court's order, U.S. Bank N.A. and a
group of certificate holders including Starwood ESH LLC and two
other affiliates of Starwood Capital Group Global L.P., opposed
the exclusivity request, urging the Court to deny the proposed
extension unless the Debtors execute a confidentiality agreement
with Starwood Capital's affiliates.  Though the Official
Committee of Unsecured Creditors did not file a formal objection,
it also demanded that the Debtors enter into a confidentiality
agreement.

The objections were eventually dropped after a confidentiality
agreement was reached on January 11, 2010, among the parties
involved and after the Debtors filed a revised proposed order
limiting their exclusivity extension request from three to two
months.

The confidentiality agreement was inked to protect any
confidential information the Debtors would share with Starwood
ESH, et al., in connection with the latter's alternative proposal
for the restructuring of the Debtors' business operations.

The Alternative Plan was developed in the past few months by a
consortium of certificate holders led by Starwood Capital's
affiliates as a result of their dissatisfaction over the Debtors'
own restructuring proposal.

It can be recalled that various groups criticized the
restructuring term sheet the Debtors submitted to the Court on
the Petition Date, which proposes to provide Lightstone Group LLC
Chairman David Lichtenstein indemnification of up to $100 million
in connection with his guarantee of the Debtors' mortgage and
mezzanine loans.

Mr. Lichtenstein led the investment consortium that acquired the
Debtors from Blackstone Group LP through a $7.4 billion loan that
he availed from Bear Stearns Commercial Mortgage Inc.  and two
U.S. banks.  He has been accused of being induced by lenders to
put the Debtors in bankruptcy to push out junior loan holders out
of the money in return for an indemnification against $100
million in liabilities, and a $5 million budget to fight claims
that might be asserted by junior lenders.

Starwood ESH, et al., are holders of certificates that were
issued by a trust, where the $4.1 billion of the $7.4 billion
loan is deposited.  They developed an alternative plan proposal
in their bid to maximize recoveries for all certificate holders
and other creditors.

The Alternative Plan reportedly provides a greater valuation than
the Debtors' restructuring proposal, a $600 million new money
equity investment, and cash to fund critical capital
expenditures, among others.

                        About Extended Stay

Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada. As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.

For the year ending December 31, 2008, Extended Stay's audited
financial statements show consolidated assets (including nondebtor
affiliates) totaling approximately $7.1 billion and consolidated
liabilities totaling approximately $7.6 billion.  Consolidated
revenues for the 12 months ending December 31, 2008 were
approximately $1 billion.

Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764).  Judge James M.
Peck handles the case.  Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors.  Lazard Freres
& Co. LLC is the Debtors' financial advisors.  Kurtzman Carson
Consultants LLC is the claims agent.

Bankruptcy Creditors' Service, Inc., publishes Extended Stay
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Extended Stay Inc. and
its various affiliates. (http://bankrupt.com/newsstand/or
215/945-7000).


EXTENDED STAY: Gets Nod for Settlement With Wermers, et al.
-----------------------------------------------------------
Bankruptcy Judge James Peck approved a settlement agreement
between Debtor ESH/HV Properties LLC and a group of contractors,
allowing ESH/HV Properties to use a portion of $1.29 million in
settlement funds allocated to cover the cost of repairs on a hotel
construction project, without further consent from U.S. Bank N.A.

Addressing an objection raised by the Official Committee of
Unsecured Creditors, Judge Peck ruled that unless the Bankruptcy
Court makes a final determination that the settlement funds are
not subject to the liens and security interests of U.S. Bank
N.A., or unless the Creditors Committee or anyone challenges the
validity of the existing prepetition liens and security interests
of U.S. Bank and the trust it administers:

  (i) The settlement funds will be deemed to constitute cash
      collateral of U.S. Bank and will be subject to the terms
      of the order approving the use of cash collateral;

(ii) The settlement funds will be deemed collateral for the
      $4.1 mortgage loan, which is deposited in the trust, and
      U.S. Bank's existing prepetition liens and security
      interests will extend to the settlement funds; and

(iii) ESH/HV Properties and its affiliated debtors will
      collaterally assign to U.S Bank their right, title and
      interest in the settlement funds, and grant U.S. Bank
      first priority security interest in the funds.

The Creditors Committee filed its objection after the Debtors
filed a revised proposed order on the settlement, containing a
number of proposed findings of fact and legal determinations not
mentioned in their motion, reflecting that (i) the settlement
funds constitute cash collateral of U.S. Bank, and (ii) the funds
constitute collateral for the mortgage loan, among other things.

Before the Petition Date, Debtor ESH/HV Properties L.L.C.
contracted with Wermers Multi-Family Corporation, Colorado Land
Consultants Inc., Togawa Smith Martin Residential Inc. and Klover
Architects Inc. to design and construct four hotels.

Between June 1996 and June 1998, the Contractors signed
subcontracting agreements with various companies, including
Marble Makers Inc., to provide services for the hotel
construction project.

However, by March 19, 2004, ESH/HV Properties filed a lawsuit
against Wermers, et al., in Sacramento County Superior Court,
raising causes of action against the Contractors for negligence
and breach of contract.  Wermers, in response, filed a cross-
complaint seeking, among other things, implied indemnity and
negligence.  Wermers also asserted cross-claims for professional
negligence and equitable indemnity against its co-defendants in
the lawsuit.

Since the filing of the lawsuit, ESH/HV Properties and the
Contractor Defendants have participated in mediation sessions and
mandatory settlement conferences, which ultimately resulted in
the parties agreeing to a full and final settlement of their
claims.  The salient terms of the parties' Settlement Agreement
are:

  (1) The Contractor Defendants will make settlement payments,
      totaling $1.29 million, to a trust account managed by
      Wermers' counsel within 15 days of the execution of the
      Settlement Agreement.

  (2) Within 10 days of receiving the Settlement Payment,
      Wermers will pay $105,000 to ESH/HV Properties.  From the
      balance of the Settlement Payment, Wermers will create a
      $1.185 million settlement fund to defray the cost of
      repairs on the project.

  (3) Wermers will deposit the $1.185 million into an interest
      bearing deposit account within 15 days of receipt of all
      the Settlement Payments.  ESH/HV Properties will have a
      security interest in that account.

  (4) Wermers, along with its subcontractors except Marble, will
      do the repairs at the project.

  (5) The Parties will exchange mutual releases of all
      claims alleged in the lawsuit and Wermers' cross-
      complaint.  The effectiveness of ESH/HV Properties'
      release of claims is conditioned on full, complete and
      timely performance by Wermers and the subcontractors of
      their respective obligations under the Settlement
      Agreement.

  (6) No later than 15 days after Wermers' receipt of the
      Settlement Payment, the concerned parties will file
      requests for dismissal of the lawsuit and Wermers'
      complaint.

Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP, in New
York, asserts that the Settlement Agreement will help ESH/HV
Properties avoid the costs associated with the continuation of
the litigation as well as avoid future disputes between ESH/HV
Properties and the Contractor Defendants.

                        About Extended Stay

Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada. As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.

For the year ending December 31, 2008, Extended Stay's audited
financial statements show consolidated assets (including nondebtor
affiliates) totaling approximately $7.1 billion and consolidated
liabilities totaling approximately $7.6 billion.  Consolidated
revenues for the 12 months ending December 31, 2008 were
approximately $1 billion.

Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764).  Judge James M.
Peck handles the case.  Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors.  Lazard Freres
& Co. LLC is the Debtors' financial advisors.  Kurtzman Carson
Consultants LLC is the claims agent.

Bankruptcy Creditors' Service, Inc., publishes Extended Stay
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Extended Stay Inc. and
its various affiliates. (http://bankrupt.com/newsstand/or
215/945-7000).


EVERGREEN BANCORP: May File for Bankruptcy After Bank Closed
------------------------------------------------------------
EvergreenBank was closed January 22 by the State of Washington
Department of Financial Institutions and the Federal Deposit
Insurance Corporation as been appointed as receiver of
EvergreenBank.  Beginning on January 25, 2010, the 7 branch
offices of the EvergreenBank will reopen as branches of Umpqua
Bank.

EvergreenBancorp, Inc. is the bank holding company for
EvergreenBank.

The Company's shares of EvergreenBank were its principal asset.
Accordingly, as a result of the Company's current financial
condition, the board of directors of the company is considering
its alternatives, including the dissolution and winding up of the
Company by its board of directors under Washington law or filing a
voluntary petition seeking relief under the United States
Bankruptcy Code.

Any questions should be directed to Gerald Hatler, President and
Chief Executive Officer of EvergreenBancorp at 206-290-9501.

                  About EvergreenBancorp, Inc.

EvergreenBancorp, Inc. (Bancorp) is a bank holding company for
EvergreenBank (the Bank).  The Bank's principal business is
personal and business banking.  Services offered include
commercial, real estate and consumer lending; savings, checking
and certificate of deposit accounts; health savings accounts;
automated teller machine (ATM) network, Internet banking, cash
management services, and merchant credit card processing services.
The Bank focused on general commercial banking business, offering
commercial banking services to small and medium-sized businesses,
professionals, and retail customers in its market area.  The
Bank's other products and services include merchant credit card
processing, cash management services, remote deposit capture,
electronic funds transfers, and electronic tax payment.  As of
December 31, 2008, the Bank operated seven offices in Washington
located in Seattle, Bellevue, Lynnwood, Federal Way and Kent.


EZZELL TRUCKING: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Ezzell Trucking, Inc.
        P.O. Box 67
        Harrells, NC 28444

Bankruptcy Case No.: 10-00492

Chapter 11 Petition Date: January 22, 2010

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: J. Rich Leonard

Debtor's Counsel: Trawick H. Stubbs, Jr., Esq.
                  Stubbs & Perdue, P.A.
                  P.O. Drawer 1654
                  New Bern, NC 28563
                  Tel: (252) 633-2700
                  Fax: (252) 633-9600
                  Email: efile@stubbsperdue.com

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

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

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

            http://bankrupt.com/misc/nceb10-00492.pdf

The petition was signed by Grover J. Ezzell, president of the
Company.


FAMILY FRUIT: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Family Fruit Farmers Market, Inc.
        2270 Hyland Blvd
        Staten Island, NY 10306

Bankruptcy Case No.: 10-40364

Chapter 11 Petition Date: January 19, 2010

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

Judge: Carla E. Craig

Debtor's Counsel: Richard M. Gabor, Esq.
                  Gabor & Marotta LLC
                  1878 Victory Boulevard
                  Staten Island, NY 10314
                  Tel: (718) 390-0555
                  Fax: (718) 390-9886
                  Email: rgabor@gabormarottalaw.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/nyeb10-40364.pdf

The petition was signed by Louis Epifania, president of the
company.


FAIRPOINT COMMS: Michael Smith Named Vermont State President
------------------------------------------------------------
IN December, FairPoint Communications has named Vermont native
Michael K. Smith as Vermont State President.  He will be
responsible for regulatory matters, governmental relations, and
economic development for Vermont.  Mr. Smith brings a long and
distinguished career with him from U.S. Navy SEAL to the Vermont
House of Representatives to Hardwick Town Manager to Secretary of
Administration in Vermont state government.

FairPoint also announced Beth Fastiggi has been promoted to the
position of vice president of government relations - Vermont.
She will be responsible for FairPoint's relationship with Vermont
government officials and will serve as the point of contact for
Vermont legislative representatives and staff and state agencies.

                  About FairPoint Communications

FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is an industry leading provider of
communications services to communities across the country.
FairPoint owns and operates local exchange companies in 18 states
offering advanced communications with a personal touch, including
local and long distance voice, data, Internet, television and
broadband services.  FairPoint is traded on the New York Stock
Exchange under the symbols FRP and FRP.BC.

Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009
(Bankr. D. Del. Case No. 09-16335).  Rothschild Inc. is acting as
financial advisor for the Company; AlixPartners, LLP as the
restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP
is the Company's counsel.  BMC Group is claims and notice agent.

As of June 30, 2009, Fairpoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities,
$2.91 billion in total long-term liabilities, and $1.23 million in
total stockholders' equity.

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


FORUM NATIONAL: Files Amendment No. 6 to Fiscal 2007 Annual Report
------------------------------------------------------------------
On January 20, 2010, Forum National Investments Ltd. filed
Amendment No. 6 to its annual report for the transition year ended
September 30, 2007, originally filed with the Securities and
Exchange Commission on April 1, 2008, to reflect the following
amendments:

1) Adjusted the amounts on pages 17, 22, 31, 44 and page 81 to
   read US$30,930 thousand.

2) Adjusted the cost of the life insurance policies to C$1,788,567
   (US$1,742,817) on pages 17, 22, 31, 44 and page 81.

3) New certifications of the Company's principal executive and
   financial officer are included as exhibits to this amendment.

A full-text copy of the Company's Amendment No. 6 on Form 20-F/A
is available for free at http://researcharchives.com/t/s?4dce

As reported in the Troubled Company Reporter on January 19, 2010,
the Company filed on January 14, 2010, Amendment No. 5 to its
annual report for the transition year ended September 30, 2007.

The Company reported a net loss of C$2,212,467 on revenues of
C$2,572,638 for the nine-month period ended September 30, 2007,
compared to net income of C$875,355 on revenues of C$3,984,551 for
the year ended December 31, 2006.

The net loss for the transition year ended September 30, 2007, is
due largely as a result of the stock-based compensation charges of
C$2,944,536 from issuance of stock options during the fiscal
period.

Fiscal year for September 30, 2007, includes 9 months for
comparison and does not include the October 2007 purchase of
Family Vacation Centers.  The Company changed its
fiscal year end from December 31st to September 30th of each year.

                          Balance Sheet

At September 30, 2007, the Company's consolidated balance sheets
showed total assets of C$20,035,886, total liabilities of
C$7,109,643, and total shareholders' equity of C$12,926,243.

A full-text copy of the Company's Amendment No. 5 on Form 20-F/A
is available at no charge at http://researcharchives.com/t/s?4d86

                       Fiscal 2008 Results

On May 15, 2009, the Company reported financial results for its
fiscal year ended September 30, 2008.

The Company reported net income of C$2,302,438 on revenues of
$9,417,264 for fiscal 2008.

At September 30, 2008, the Company had total assets of
C$26,203,359, total liabilities of C$10,944,678, and total
shareholders' equity of C$15,258,681.

A full-text copy of the Company's fiscal 2008 annual report is
available for free at http://researcharchives.com/t/s?4d87

                       Going Concern Doubt

For the nine-month period ended September 30, 2007, the Company
had a net loss of C$2,212,467 compared to net income of C$875,355
and C$1,651,804 for the years ended December 31, 2006, and 2005,
respectively.  For the nine-month period ended September 30, 2007,
the Company used cash in operating activities in the amount of
C$83,554 (C$82,228 for the year ended December 31, 2006, and
generated cash of C$394,102 for the year ended December 31, 2005)
and at September 30, 2007, had a working capital surplus of
C$7,532,298 (deficiency of C$415,387 at December 31, 2006) and
shareholders' equity of C$12,926,243 (December 31, 2006 -
C$2,802,178).

The Company believes these conditions cast substantial doubt on
the going concern assumption of the Company.

                       About Forum National

Based in Richmond, B.C., Canada, Forum National Investments Ltd.
has three lines of business:

  -- The Company owns and operates travel clubs under the name of
     Snowbird Vacations and Family Vacations Centers.  In addition
     to accessing a full service travel agency and other travel
     benefits, travel club members are entitled to rent vacation
     ownership rentals from a broad variety of participating
     resorts at wholesale rates.

  -- The Company owns a passenger carrying yacht the 120' MV
     Spirit of 2010 which is continuing its refit.  The vessel is
     for charter cruises to the Pacific Northwest, Alaska and Baja
     Mexico in addition to day cruises from its home port in
     Vancouver, B.C.

  -- The Company has entered the Life Settlement market.  A life
     settlement is the purchase of an existing life insurance
     policy by a third party.  The third party then continues to
     make the premiums payments until the policy has matured and
     at that time receives the benefits.


FLUID ROUTING: PBGC Assumes Underfunded Pension Plan
----------------------------------------------------
The Pension Benefit Guaranty Corporation has assumed
responsibility for the underfunded pension plan covering nearly
2,400 workers and retirees of Fluid Routing Solutions Inc., a
manufacturer of automotive fuel and fluid handling systems based
in Southfield, Mich.

The PBGC stepped in because the pension plan faced abandonment
after the company sold substantially all of its assets while in
bankruptcy proceedings.  The buyers are unwilling to assume
responsibility for the plan. Retirees and beneficiaries will
continue to receive their monthly benefit checks without
interruption, and other participants will receive their pensions
when they are eligible to retire.

According to PBGC estimates, the Fluid Routing Solutions
Employees' Retirement Income Fund is 45 percent funded, with
assets of $23.9 million and benefit liabilities of $53.6 million.
The agency expects to be responsible for about $24.9 million of
the $29.7 million shortfall. The PBGC will take over the assets
and use insurance funds to pay guaranteed benefits earned under
the plan, which ended on May 11, 2009, when the bankruptcy court
approved the asset sale.

Within the next several weeks, the PBGC will send notification
letters to all participants in Fluid's plan. Under provisions of
the Pension Protection Act of 2006, the maximum guaranteed pension
the PBGC can pay is determined by the legal limits in force on the
date of the plan sponsor's bankruptcy. Therefore participants in
the plan are subject to the limits in effect when Fluid filed for
bankruptcy protection on Feb. 6, 2009, which set a maximum
guaranteed amount of $54,000 a year for a 65-year-old.

The maximum guaranteed amount is lower for those who retire
earlier or elect survivor benefits. In addition, certain early
retirement subsidies and benefit increases made within the past
five years may not be fully guaranteed.

Fluid's products were used in vehicles produced by General Motors,
Chrysler, Ford, and Toyota.  On Feb. 6, 2009, the company and
three of its affiliates sought Chapter 11 protection in the U.S.
Bankruptcy Court in Wilmington, Del.  The filing was spurred by
poor market conditions in the automotive sector and the company's
inability to access capital markets for funding.

Workers and retirees with questions may consult the PBGC Web site,
http://www.pbgc.gov/or call toll-free at 1-800-400-7242.  For
TTY/TDD users, call the federal relay service toll-free at 1-800-
877-8339 and ask for 800-400-7242.

Fluid retirees who draw a benefit from the PBGC may be eligible
for the federal Health Coverage Tax Credit. Further information
may be found on the PBGC Web site at http://www.pbgc.gov/workers-
retirees/benefits-information/content/page13692.html

Assumption of the plan's unfunded liabilities will have no
significant effect on the PBGC's financial statements because an
estimate of the claim was previously included in the agency's
fiscal year 2009 financial statements, in accordance with
generally accepted accounting principles.

The PBGC is a federal corporation created under the Employee
Retirement Income Security Act of 1974. It currently guarantees
payment of basic pension benefits earned by 44 million American
workers and retirees participating in over 29,000 private-sector
defined benefit pension plans. The agency receives no funds from
general tax revenues. Operations are financed largely by insurance
premiums paid by companies that sponsor pension plans and by
investment returns.

                   About Fluid Routing Solutions

Headquartered in Rochester Hills, Michigan, Fluid Routing
Solutions Inc. -- http://www.markivauto.com/-- made automobile
parts and accessories.  The Company has manufacturing facilities
located in Lexington, Tennessee; Big Rapids, Michigan; Oscala,
Florida; and Easley, South Carolina.  The Company's Detroit
facility closed in 2008.  The Company was formed in May 2007 when
Sun Capital purchased the Dayco business from auto-parts
manufacturer Mark IV Industries Inc.

Fluid Routing Solutions and three affiliates filed for Chapter 11
on February 6, 2009 (Bank. D. Del. Lead Case No. 09-10384).  Judge
Christopher Sonchi handles the case.

Attorneys at Morgan Lewis & Bockuis LLP, represented the Debtors
in their Chapter 11 effort.  Attorneys at Young Conaway Stargatt &
Taylor LLP, served as Delaware counsel while Mesirow Financial
Interim Management, LLC, served as financial advisor.  In its
bankruptcy petition, Fluid Routing listed assets of $10 million to
$50 million and debts of $50 million to $100 million.

The Debtors sold, through a Court-sanctioned sale process, their
hose extrusion and fuel assembly service business to FRS Holding
Corp. for $11,000,000.  Following the sale, Fluid Routing
Solutions changed its corporate name to Carolina Fluid Handling,
Inc.

In September 2009, Fluid Routing Solutions won approval from the
Bankruptcy Court to convert its bankruptcy case to a liquidation
in Chapter 7.


FPL ENERGY: Fitch Affirms 'BB' Rating on $100 Mil. Senior Debt
--------------------------------------------------------------
Fitch Ratings has affirmed FPL Energy National Wind, LLC's
$365 million senior secured indebtedness due 2024 at 'BBB'.  Fitch
has also affirmed FPL Energy National Wind Portfolio, LLC's
$100 million senior secured indebtedness due 2019 at 'BB'.

The Rating Outlook for the Opco is Stable.  The Outlook for Holdco
is Negative.

The Negative Outlook for Holdco reflects its particular
vulnerability to low wind resource scenarios due to its reliance
on cash flow from Opco, and its diminished level of financial
cushion for the rating category.  This is further amplified in
light of the expected reduction in the debt service reserve from
one year to six months, which will significantly reduce liquidity
available to both classes of debt in the event of further poor
performance.  Although the portfolio has underperformed relative
to sponsor's base case projections, the results are consistent
with original Fitch analytic scenarios.

The Opco is a portfolio of nine operating wind farms with an
aggregate capacity of approximately 533.5 MW.  Each project
company is wholly-owned by the Opco and is otherwise unencumbered
with project-level indebtedness.  All of the output of each wind
farm is committed under long-term power purchase agreements with
counterparties that are unaffiliated with the Opco.  Under the
agreements, the Opco generally receives a fixed-energy price for
all energy produced by the wind farm, and the counterparty
generally pays all costs associated with transmission and
scheduling.  Distributions from the Opco are the Holdco's sole
source of revenues.  The Holdco owns 100% of the Opco and, in
turn, is a wholly owned indirect subsidiary of FPL Group Capital,
Inc. (rated 'A' with a Negative Outlook by Fitch).

Opco DSCRs were 1.45 times and 1.42x in 2007 and 2008,
respectively, versus sponsor base case projections of 1.72x and
1.70x, respectively.  Consolidated Holdco DSCRs were 1.09x and
1.07x in 2007 and 2008, respectively, versus sponsor base case
projections of 1.29x and 1.28x, respectively.  The diminished
DSCRs are a direct result of lower net capacity factors and higher
operating costs than projected in the sponsor base case.

Portfolio availability averaged 94% in 2007 and 2008, 3% lower
than sponsor base case projections due to maintenance and repairs
at two of the wind farms.  Fitch does not envision these to be
recurring problems; availability in 2009 through third quarter
matches base case projections (97%).  Net capacity factors
adjusted for availability suggest long-term average production
(i.e. P50) is around 3% below the wind consultant's forecast.

Based on recent performance, Fitch now expects that long-term net
capacity factors will be approximately around 4% lower than in the
original sponsor base case, while operating costs will continue to
be at or slightly higher than current levels.  Notably, Fitch's
initial rating analysis imposed a 5% haircut in production to
allow for errors in the wind assessment and other technical
assumptions.  Accordingly, Fitch feels that the portfolio's
expected production remains within the bounds of Fitch's original
analysis.  Fitch projects the increased operating costs and
decreased capacity factors will negatively affect cash flow and
result in Opco DSCRs of about 1.4x-1.5x and consolidated Holdco
DSCRs of about 1.1x or lower.  However, Fitch notes that the
historical performance is at the lower limits of the rating
categories for both debt classes.


GARY ENGMAN: To Vacate Building by Mid-February
-----------------------------------------------
Mike Polhamus at Teton Valley News reports that Gary Engman agreed
to vacate a building by mid-February after a cease and desist
order by the county and an eviction suit from its landlord
Development Company.

Gary Engman owns Western Heritage Timber.  He filed for Chapter 11
protection in December 2009.


GENCORP INC: S&P Raises Corporate Credit Rating to 'B-'
-------------------------------------------------------
Standard & Poor's Ratings Services said it raised its ratings on
GenCorp Inc. by one notch and removed all ratings from
CreditWatch, where S&P had placed them with positive implications
on Dec. 15, 2009.  The corporate credit rating is now 'B-' and the
outlook is stable.  The recovery ratings were not on CreditWatch
and remain unchanged.  The rating actions follow the company's
repayment of $125 million of debt that was tendered to it, with
proceeds from the $200 million in convertible subordinated
debentures it issued in late December 2009.

"GenCorp's successful repayment of the $125 million in debt that
was tendered to it in mid-January 2010, with proceeds from the
$200 million in convertible subordinated debentures it issued in
late 2009, has alleviated S&P's concerns over near-term
liquidity," said Standard & Poor's credit analyst Lisa Jenkins.
As a result, S&P has raised the company's ratings by one notch.
"However, the upgrade was limited because S&P's concerns over
operating performance and longer-term liquidity still constrain
ratings," she continued.  GenCorp faces another potential put of
convertible debt in November 2011.

Given the improvement in liquidity following the recent successful
issuance of debt and repayment of notes tendered in mid-January,
S&P believes a downgrade is unlikely over the coming year.  S&P's
concerns about liquidity over the longer term, given the potential
put of debt in November 2011, also make it unlikely that S&P would
upgrade ratings over the coming year.  However, S&P could upgrade
the ratings.  This could occur if GenCorp successfully deals with
the November 2011 put and generates improved financial results so
debt to EBITDA falls below 5x, and S&P believes the company's
financial and strategic objectives are such that the improvement
in credit metrics will continue.


GENERAL GROWTH: JV Unit Extends Carolina Place Loan
---------------------------------------------------
General Growth Properties, Inc.'s joint venture subsidiary,
Carolina Place L.L.C., has closed on an extension of its
$155 million mortgage loan originally scheduled to mature this
month.  The four year extension is at the current contract rate of
interest, 4.5975%. The all-in-interest rate after amortization of
fees to be paid in connection with this loan is 5.11%.  Carolina
Place is a 1.3 million square foot regional shopping center
located in Pineville, North Carolina.  This joint venture
subsidiary was not one of the GGP entities that sought bankruptcy
court protection.

GGP also announced completion of the restructuring of 74 secured
mortgage loans aggregating approximately $9.4 billion.  As a
result, 180 GGP subsidiary debtors owning 96 properties are no
longer in bankruptcy.  This final step follows the December 2009
Bankruptcy Court approval (also called confirmation) of the plans
of reorganization that permitted the restructuring of these loans
and the emergence from bankruptcy for the associated subsidiaries
and properties.

Restructuring of the remaining 16 loans aggregating approximately
$2.1 billion approved by the Bankruptcy Court in December 2009 and
January 2010 is expected to be completed in the ordinary course
during the next few weeks.  When these restructured loans are
complete, all of the plans of reorganization previously approved
by the Bankruptcy Court will also be fully implemented.  As a
result, when complete, 36 additional subsidiary debtors associated
with 16 properties will no longer be in bankruptcy.

A complete list of subsidiary debtors and properties is found at:

http://www.ggp.com/company/Default.aspx?id=111http://www.ggp.com/c
ompany/Default.aspx?id=112

                  About General Growth Properties

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

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

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


GENERAL GROWTH: Court Approves Claims Settlement Procedures
-----------------------------------------------------------
Commencing on August 26, 2009, and continuing thereafter, the
Debtors filed their Schedules of Assets and Liabilities.  They
subsequently amended their Schedules on September 23, 2009.  As of
December 30, 2009, the Debtors have scheduled approximately 6,000
liquidated, non-contingent and undisputed claims in their
Schedules.

As of the expiration of the Bar Date on November 12, 2009, about
9,100 Proofs of Claim were filed in connection with these Chapter
11 cases.  As a result, an aggregate of more than 15,000 Filed and
Scheduled Claims are currently pending against the Debtors.  The
Debtors are in the process of conducting a comprehensive review
and reconciliation of all prepetition claims, including both the
Filed Claims and the Scheduled Claims.

To further streamline the process of resolving scheduled and filed
claims, the Debtors proposed global settlement procedures to
resolve certain Scheduled and Filed Claims without further Court
approval.

The Bankruptcy Court approved these settlement procedures, as
modified:

(1) The Debtors are authorized to settle claims asserted against
    one or more of the Debtors and agree to an allowed amount of
    any claims per Debtor without prior approval of the Court or
    any other party-in-interest whenever:

    (a) the amount per Debtor to be allowed for an Allowed Claim
        is equal to or less than $100,000 so long as, if the
        Allowed Claim against more than one Debtor, the
        aggregate amount of the Allowed Claim against all the
        Debtors does not exceed $1 million;

    (b) the Allowed Claim exceeds the liquidated and undisputed
        scheduled amount of that claim by 10% or less so long as
        the difference between the scheduled claim and the
        Allowed Claim does not exceed $1 million;

    (c) the settlement modifies the Debtor against which the
        claim is asserted or the classification of that claim,
        but excluding changing the classification of a claim
        filed as unsecured to priority or secured;

    (d) the settlement of a cure obligation provides that
        certain or all portions of the Allowed Claim will be
        resolved in the ordinary course of business between the
        parties, and these portions of the Allowed Claim are
        unknown, contingent, or unliquidated; provided, however,
        that to the extent any portion of an Ordinary Course
        Settlement contains a liquidated and immediately payable
        amount, that amount will be subject to the Settlement
        Procedures; or

    (e) the settlement of a cure obligation provides that
        certain or all portions of the Allowed Claim will be
        resolved through non-monetary remedies; provided,
        however, that to the extent any portion of a Non-
        Monetary Settlement contains a liquidated amount, that
        amount will be subject to the Settlement Procedures.

(2) The Debtors are authorized to settle claims asserted against
    one or more of the Debtors, without prior approval of the
    Court, but subject to the consent of the United States
    Trustee, the Official Committee of Unsecured Creditors, the
    Official Committee of Equity Security Holders, and any
    prepetition secured mortgage lender to the extent the
    secured mortgage lender's collateral is affected by the
    proposed settlement, whenever resolution of the Allowed
    Claim exceeds the Pre-Authorized Settlement Authority, and
    either:

      (i) the amount of the Allowed Claim is $5 million or less
          per Debtor, or

     (ii) the amount of the Allowed Claim exceeds the
          liquidated, undisputed scheduled amount of the
          scheduled claim by 10% or less and that difference is
          $5 million or less per Debtor.

(3) The Debtors will submit any proposed Limited Notice
    Settlements, along with supporting documentation, to the
    Limited Notice Parties on seven business days negative
    notice, provided, however, that the Debtors may shorten the
    notice period with the consent of the Limited Notice
    Parties.  If the Limited Notice Parties do not timely
    object, then the Debtors will be deemed, without further
    Court order, to be authorized by the Court to enter into the
    proposed settlement. If the Limited Notice Parties object to
    the proposed settlement, the Debtors may

       (i) renegotiate the proposed settlement and, if
           applicable, submit a revised proposed settlement to
           the Limited Notice Parties, or

      (ii) seek Court approval of the proposed settlement.

(4) Each Claim settled under the Settlement Procedures will be
    settled pursuant to a stipulation executed between the
    Debtors and the claimant, which Stipulation will identify
    the claimant, the allowed amount of the claim, and the
    relevant Proof of Claim number.  Moreover, the Debtors are
    authorized to include in that Stipulation mutual releases
    between the applicable Debtor and claimant; provided that
    any releases from the Debtor will be limited to the basis
    of the claim asserted in the Proof of Claim being settled
    and any counterclaims of the Debtor associated with the
    claim asserted in the Proof of Claim.

(5) The types of claims that may be settled pursuant to these
    Settlement Procedures include: administrative expense claims
    under Section 503(b)(9) of the Bankruptcy Code; priority
    claims under Section 507(a) of the Bankruptcy Code; claims
    related to executory contracts and unexpired leases under
    Section 365 of the Bankruptcy Code; prepetition secured
    claims; prepetition unsecured claims; and any counterclaims
    the Debtors may have against a particular claimant whose
    claim is being settled through these Settlement Procedures,
    provided that these counterclaims are associated with the
    claim asserted in the Proof of Claim being settled.

(6) On a quarterly basis, no later than 90 days after approval
    of the Settlement Procedures or April 20, 2010, the Debtors
    will file with the Court and serve on the parties to the
    master service list on file with the Court, a list of all
    settlements of claims into which the Debtors have entered
    during the previous quarter pursuant to the Settlement
    Procedures.

(7) The Settlement Procedures are subject to any consent that
    may be required under any confirmed Chapter 11 plan and
    will not be deemed to impair or enhance the rights of any
    party-in-interest to object to Filed or Scheduled Claims;
    provided, however, that Filed and Scheduled Claims settled
    pursuant to the Settlement Procedures will not be subject to
    further objections by any party.

                  About General Growth Properties

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

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

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


GENERAL GROWTH: Court OKs Deal on Advancement of Defense Costs
--------------------------------------------------------------
Prepetition, four lawsuits under the Employee Retirement Income
and Security Act were filed against General Growth Properties Inc.
and its units before the United States District Court for the
Northern District of Illinois.  These lawsuits were consolidated
as a single case under the Jay R. Barnes vs. General Growth
Properties, Inc., et al., caption.  The Debtors are defendants to
four securities lawsuits, which are consolidated under the E.B.
Gorham v. General Growth Properties, Inc. case.  Also pending is a
derivative lawsuit entitled Catherine Austin v. John Bucksbaum, et
al., in the United States Circuit Court of Cook County, in
Illinois.

Some or all of the Lawsuits have named as defendants various
individuals including John Bucksbaum, Matthew Bucksbaum, Bernard
Freibaum, Joel Bayer, Edmund Hoyt, Jean Schlemmer, Robert A.
Michaels, Sharon Polonia, Ronald L. Gern, Anthony Downs, Beth
Stewart, Alexander Berman, Judy Herbst, Charles Lhotka, Michelle
R. McGovern, Heather Margulis, and  Kate Sheehy, who are insured
persons under a Fiduciary Liability Insurance Policy issued by
The Travelers Companies, Inc., for the Debtors, and Directors,
Officers and Company Liability Insurance Policy issued by Twin
City Fire Insurance Co. for the Debtors.

Since the Petition Date, the Individual Defendants have incurred
and continue to incur defense costs or claims expenses related to
the Lawsuits.  The Individual Defendants have requested that the
Insurers pay the Defense Costs incurred from the Lawsuits.
However, the Insurers contend that under the Policies, the rights
of the Individual Defendants to demand the payment of Defense
Costs exist independent of any rights afforded to the Debtors
under the Policies and thus, cannot be considered part of the
Debtors' estates.

Thus, without deciding whether or to the extent to which the
Policies and its proceeds are property of the Debtors, estates,
General Growth and the Insurers entered into a stipulation
modifying the automatic stay to allow the Insurers to pay the
Individual Defendants or their counsel their Defense Costs
previously incurred with respect to the Lawsuits and to advance
payment of the Defense Costs related to the Lawsuits incurred in
the future as the Insurers deem appropriate.

The Bankruptcy Court has approved the Stipulation.

The parties agree that the payments by the Insurers will reduce
the Policies'
aggregate limits in a like amount to that paid, subject to each
of the Insurers maintaining a complete reservation of rights
under each Policy.

The Insurers will pay Defense Costs or Claims Expenses incurred
through October 31, 2009, and submitted to the Insurers so as to
be received 21 days after the Bankruptcy Court enters an order
approving the stipulation.  If the Bankruptcy Court enters an
order approving the stipulation from December 16, to December 22,
2009, the Insurers will make payment by December 31, 2009.  If
the order approving the stipulation is entered between
December 23 and December 31, 2009, the Insurers will make payment
by January 21, 2010.  After the first payment is made by the
Insurers, invoices for Defense Costs will be submitted to the
Insurers every 60 days thereafter, reflecting the prior two
months' work.

Within 15 days after each submission, the Insurers will review
and provide their comments on the Future Defense Invoices, and
within 21 days will (a) pay the amount of each Future Defense
Invoice which is undisputed; and (b) with regard to any Future
Defense Invoices which are disputed in whole or in part, notify
counsel for the Individual Defendants of the reason for the
dispute.  If the parties are unsuccessful in resolving the
dispute within 30 days after the Insurers' notification of the
dispute, any party may avail itself of any dispute resolution
procedure which is available under the Policies and applicable
law.  At the time they make each payment, the Insurers will
disclose to counsel for the Insureds and the Debtors the total
Defense Costs paid under the Policies through that date.

                  About General Growth Properties

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

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

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


GENERAL GROWTH: Professionals File Fee Applications
---------------------------------------------------
Professionals employed and retained in General Growth Properties'
Chapter 11 cases filed applications for allowance of fees and
reimbursement of expenses, pursuant to Section 331 of the
Bankruptcy Code for these periods:

Firms                      Period            Fees     Expenses
-----                      ------            ----     --------
Jenner & Block LLP        08/01/09-       $71,482       $3,626
                           08/31/09

Jenner & Block LLP        09/01/09-       $84,388      $19,977
                           09/30/09

Jenner & Block LLP        04/16/09-      $680,986      $45,077
                           08/31/09

Bracewell & Giuliani LLP  08/01/09-       $80,326         $351
                           08/31/09

Bracewell & Giuliani LLP  09/01/09-      $171,042      $49,526
                           09/30/09

Bracewell & Guiliani LLP  04/16/09-      $283,224       $3,219
                           08/31/09

Weil, Gotshal &           08/01/09-    $1,122,132      $83,415
Manges LLP                08/31/09

Weil, Gotshal &           07/27/09-       $20,837       $1,919
Manges LLP                08/31/09

Weil, Gotshal &           09/01/09-    $1,271,176      $57,956
Manges LLP                09/30/09

Weil, Gotshal &           04/16/09-    $9,829,093     $391,834
Manges LLP                08/31/09

AlixPartners, LLP         08/01/09-      $835,108      $33,049
                           08/31/09

AlixPartners, LLP         09/01/09-      $920,932      $54,243
                           09/30/09

AlixPartners, LLP         04/16/09-    $3,983,457     $231,207
                           08/31/09

Cushman & Wakefield,      08/01/09-       $11,406           $0
Inc.                      08/31/09

Cushman & Wakefield, Inc. 04/16/09-       $46,833       $1,067
                          08/31/09

Grant Thornton LLP        04/16/09-       $14,017          $69
                           08/31/09

Grant Thornton LLP        04/16/09-       $11,084          $68
                           08/31/09

Miller Buckfire &         08/01/09-      $280,000      $24,615
Co., LLC                  08/31/09

Miller Buckfire &         09/01/09-      $280,000      $12,436
Co., LLC                  09/30/09

Miller Buckfire &         04/16/09-    $5,000,000     $152,067
Co., LLC                  08/31/09

Halperin Battaglia        09/01/09-        $8,424         $280
Raicht, LLP               09/30/09

Halperin Battaglia        10/01/09-       $11,317         $572
Raicht, LLP               10/31/09

Halperin Battaglia        06/18/09-       $22,764       $1,596
Raicht, LLP,              08/31/09

Akin Gump Strauss         08/01/09-      $925,946      $41,555
Hauer & Feld LLP          08/31/09

Akin Gump Strauss         09/01/09-      $385,276      $30,083
Hauer & Feld LLP          09/30/09

Akin Gump Strauss         10/01/09-      $553,925     $553,925
Hauer & Feld LLP          10/31/09

Akin Gump Strauss         04/24/09-    $6,131,334     $209,019
Hauer & Feld LLP          08/31/09

Houlihan Lokey Howard     08/01/09-      $220,000      $12,134
& Zukin Capital, Inc.     08/31/09

Houlihan Lokey Howard     09/01/09-      $220,000      $12,519
& Zukin Capital, Inc.     09/30/09

Houlihan Lokey Howard     04/27/09-    $1,136,666      $80,848
& Zukin Capital, Inc.     08/31/09

FTI Consulting, Inc.      08/01/09-      $216,475       $3,116
                           08/31/09

FTI Consulting, Inc.      09/01/09-      $210,404       $3,666
                           09/30/09

FTI Consulting Inc.       04/27/09-    $1,281,736      $17,046
                           08/31/09

Epiq Bankruptcy           09/01/09-        $2,445         $218
Solutions, LLC            09/30/09

Epiq Bankruptcy           10/01/09-          $551           $0
Solutions, LLC            10/31/09

Deloitte & Touche LLP     04/16/09-      $222,904       $3,064
                           04/30/09

Deloitte & Touche LLP     05/01/09-      $224,279       $1,725
                           05/31/09

Deloitte & Touche LLP     06/01/09-       $37,545         $341
                           06/30/09

Deloitte & Touche LLP     07/01/09-      $265,156       $1,357
                           07/31/09

Deloitte & Touche LLP     08/01/09-      $229,767        $1,691
                           08/31/09

Deloitte & Touch LLP      04/16/09-    $1,230,957       $8,180
                           08/31/09

Kirkland & Ellis LLP      08/01/09-    $1,185,572       $26,452
                           08/31/09

Kirkland & Ellis LLP      09/01/09-    $1,006,817       $42,662
                           09/30/09

Kirkland & Ellis LLP,     04/16/09-    $6,968,587     $349,415
                           08/31/09

Deloitte Tax LLP          04/16/09-      $189,227        $2,800
                           08/31/09

Deloitte Tax LLP          04/16/09-      $189,227       $2,800
                           08/31/09

Ernst & Young LLP         08/01/09-       $70,201           $46
                           08/31/09

Ernst & Young LLP         09/01/09-       $70,088            $0
                           09/30/09

PricewaterhouseCoopers    04/16/09-       $25,496           $0
LLP                       08/31/09

Ernst & Young LLP         04/16/09-      $377,334         $418
                           08/31/09

Assessment Technologies,  06/15/09-       $16,902      $11,637
Ltd.                      08/31/09

Miller Buckfire is the Debtors' financial advisor.  Weil Gotshal
and Kirkland & Ellis serve as the Debtors' counsel.  AlixPartners
is the Debtors' restructuring advisor.  Akin Gump acts as the
Official Committee of Unsecured Creditors' counsel.  Bracewell &
Giuliani LLP is the Debtors' special counsel.  Halperin Battaglia
acts as the Committee's conflicts counsel.  Epiq serves as the
Committee's notice agent.  Cushman & Wakefield is the Debtors'
appraiser.  Jenner & Block acts as the Debtors' special
litigation counsel.  Grant Thornton is the Debtors' tax advisor.
FTI Consulting serves as the Committee's financial advisor.
Deloitte & Touche is the Debtors' independent auditor while
Deloitte Tax provides tax services to the Debtors.  Ernst & Young
acts as the Debtors' tax consultant.  PwC is the Debtors' tax
advisor.

             Kern River Objects to Bracewell's Fees

Kern River Gas Transmission Co. disagrees with Bracewell's fees
for the period April 16, 2009 to August 31, 2009, and month of
September 2009.  Kern River complains that the work Bracewell
claims it has performed on behalf of the Debtors The Howard
Hughes Corporation and Howard Hughes Properties, Inc. during the
relevant fee periods is excessive when compared to the work
performed by Kern River's counsel on the action commenced by the
Hughes Debtors against Kern River in the U.S. District for the
District of Nevada.  Under the circumstances, Bracewell's
services have not been demonstrated to be reasonable in amount or
necessary to perform on behalf of the Hughes Debtors, Kern River
insists.  Thus, Kern River asks the Court to deny or modify
accordingly Bracewell's Interim Fee Application and Monthly
Fee Statement.

In a supporting declaration, Bret W. Reich, Esq., senior attorney
at Kern River, affirms that for the month of September 2009,
his company's counsel in the Nevada Action, Van Cott, Bagley,
Cornwall, & McCarthy, P.C., incurred fees for $34,913 and
expenses for $444.  Moreover, Vann Cott's total fees and costs
for the period April 16, 2009 through September 30, 2009, are
$137,726.

Subsequently, in a Court-approved stipulation, the Debtors,
Bracewell and Kern River agree that Kern River's Objection will
be preserved and resolved at the time the Court sets a hearing on
final fee applications for the professionals retained and
employed in the Debtors' Chapter 11 cases.  Notwithstanding the
Objection, the Debtors will be authorized to compensate Bracewell
on a monthly and interim basis pursuant to the Interim
Compensation Order and in accordance to Sections 330 and 331 of
the Bankruptcy Code, applicable provisions of the Bankruptcy
Rules, and the Local Bankruptcy Rules for the Southern District
of New York, provided, however, that any payment to Bracewell is
subject to clawback at a later date if the Court so orders.

The Parties further agree that any objections of Kern River to
any of the future monthly or interim fee statements filed by
Bracewell should be set forth in any objection Kern River may
file to Bracewell's final fee application.

                  About General Growth Properties

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

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

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


GENERAL MOTORS: Edward Whitacre to Continue as Chairman and CEO
---------------------------------------------------------------
Edward E. Whitacre, Jr., has agreed to continue as chairman and
CEO of General Motors.

Speaking at a press conference at GM's headquarters, Mr. Whitacre
also expressed the GM board's commitment that the company will pay
back in full the U.S. Treasury and the Canadian and Ontario
government loans by June.

Mr. Whitacre's appointment reflects GM's progress since the new
company was formed last summer.  "The board of directors asked if
I would be willing to stay on at GM and help continue the
company's road back to success," Mr. Whitacre said.  "Having spent
the past few months learning the business, meeting with our
employees, customers, suppliers and dealers, and working with the
GM leadership team, I was both honored and pleased to accept this
role.  This is a great company with an even greater future, and I
want to be part of it."

"We've made significant progress in the past couple of months, so
much so that I can confirm with certainty that we will pay back in
full the U.S. Treasury and Canadian and Ontario government loans
by June," Mr. Whitacre said.  "This represents a significant
milestone in our journey back to being a profitable and viable
company."

                       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)


GENERAL MOTORS: Former Dealers Launch $750-Mil. Class Suit
----------------------------------------------------------
A class action lawsuit seeking $750 million in damages on behalf
of 215 Canadian GM auto dealers terminated in connection with last
year's auto bailout was launched in the Ontario Superior Court of
Justice.

The lawsuit claims that General Motors of Canada Limited, a
subsidiary of its U.S. parent, General Motors Company, breached
franchise laws in connection with the agreements which GM obtained
from the dealers it selected for elimination as part of the
federal bailout.

Also named in the suit is Cassels Brock & Blackwell LLP (CBB), a
Canadian law firm which had been retained in advance to represent
Canadian dealers in a GM restructuring or bankruptcy.  The claim
alleges that CBB failed to disclose to the dealers that it was
simultaneously acting for the Canadian Government in the GM auto
bailout.  The Canadian Government insisted that GM scale back its
dealership network as a condition of its multi-billion dollar
bailout funding.  The bailout was the largest government subsidy
given to a corporation in Canadian history.

The suit alleges that after GM presented a termination package to
the affected dealers, CBB told them to consult their individual
lawyers in the limited time which they had to respond to the
package.  Unable to negotiate as a group, and without group legal
counsel, the vast majority of dealers signed back the termination
package as presented by GM rather than risking GM filing for a
formal insolvency proceeding as GM threatened to do if the dealers
rejected the offer.  The dealers had between two and four business
days to accept the package which was offered.

David Sterns, one of the lawyers for the lead plaintiff, stated
"these dealers include some of the best in the country.  The offer
they were handed gave them a fraction of what their businesses
were worth, but they had no collective representation and precious
little time".

The claim states that the dealers "were the only significant
stakeholders in the GM auto bailout which were denied a voice in
the restructuring."  Regardless, it is claimed that many of the
dealers have a right under provincial franchise laws to cancel the
agreements.

GM avoided a formal insolvency proceeding in Canada, unlike in the
United States where its parent company reduced its dealership
network through a formal Chapter 11 filing.

The representative plaintiff, Trillium Motor World Ltd., brought
the action under Ontario's Class Proceedings Act, 1992.  The claim
seeks court certification to represent all 215 similarly affected
dealers in Canada.  The members of the class include automotive
dealerships in every province of Canada.

                      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.


GLASSLINE PARTNERSHIP: Amended Schedules of Assets & Liabilities
----------------------------------------------------------------
Glassline Partnership Ltd. filed with the U.S. Bankruptcy Court
for the Southern District of Texas an amended schedules of assets
and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $18,000,000
  B. Personal Property             $494,578+
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $10,390,607
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $1,024,825
                                 -----------      -----------
        TOTAL                    $18,494,578      $11,415,432

Houston, Texas-based Glassline Partnership Ltd. filed for Chapter
11 bankruptcy protection on November 2, 2009 (Bankr. S.D. Tex.
Case No. 09-38397).  Matthew Hoffman, Esq., at Law Offices of
Matthew Hoffman, p.c., assists the Company in its restructuring
efforts.  The Company listed $10,000,001 to $50,000,000 in assets
and $1,000,001 to $10,000,000 in liabilities.


GMAC INC.: DBRS Upgrades Issuer Rating to 'BB'
----------------------------------------------
DBRS has upgraded the Issuer and Long-Term Debt ratings of GMAC
Inc. (GMAC or the Company) and certain related subsidiaries to BB
(low) from CCC.  The trend is Stable.  Concurrently, the
aforementioned ratings have been removed from Under Review with
Positive Implications where they were placed on December 31, 2009.
Today's rating action does not impact the ratings of Residential
Capital LLC (ResCap), GMAC's mortgage origination and servicing
subsidiary.  ResCap's Issuer and Long-Term Debt ratings remain at
C, Under Review with Negative Implications, where they were placed
on November 21, 2008.

Today's rating action reflects DBRS's recognition of the
substantial progress GMAC has made in improving its financial
strength.  Liquidity and capitalization have improved, while risk,
most notably at ResCap, continues to be taken out of the balance
sheet.  The ratings upgrade also considers GMAC's renewed focus on
its Auto Finance division, which boasts significant franchise
strength, stable and predictable asset quality measures, and solid
operating performance.  Importantly, the ratings consider the
significant support received from the U.S. Treasury (UST) so that
GMAC can continue to perform the duties of providing credit to a
key sector of the U.S. economy.  As a result of the various
actions, the UST now has a 56% share of common ownership in GMAC.
The capital infusions from UST and other actions taken by various
U.S. governmental bodies have allowed GMAC to absorb the expected
significant loss in Q4 2009, yet remain well-capitalized and
liquid.  While DBRS acknowledges the strengthening of the capital
base, DBRS views the quality of capital as weak due to the
dominance of high-cost MCPs and TRUPs in the capital stack.  The
limited equity capital, the preponderance of the high-cost
securities, and the resulting lower earnings and capital
generation abilities constrains the rating.

GMAC has taken substantial steps to minimize the risks inherent in
ResCap and to limit the future adverse effects on GMAC related to
ResCap.  As a result of these actions, GMAC is expected to
recognize a pre-tax charge of approximately $3.8 billion in Q4
2009, with $3.3 billion related to mortgage write-downs at ResCap
and Ally Bank and $500 million related to repurchase reserve
expense.  Although GMAC's exposure to ResCap is significantly
reduced from the high levels in 2007, given the limited common
equity position, DBRS sees a level of risk remaining.  Moreover,
indirect risks related to ResCap, such as repurchase risk remains
as a noteworthy risk.  ResCap continues to be highly dependent of
ongoing support from GMAC.

Liquidity and funding have improved.  GMAC continues to shift its
funding model to a bank funded platform. As such, a majority of
new auto originations are now executed in GMAC's Ally Bank (Ally)
subsidiary, which has also benefited from the 23A exemption
received from the Federal Reserve in late 2008.  Moreover,
liquidity has benefited from the $7.4 billion of issuances under
TLGP in 2009.  Deposits have increased 48% in the first nine
months of 2009, to $29.3 billion, however Ally has a sizeable
amount of CD's maturing in 2010. Retention of these deposits may
prove challenging, given the current rate environment, and fierce
competition for deposits.  Further, GMAC's improved funding
profile is illustrated by its ability to access the asset-backed
securities market.  GMAC has approximately $18 billion of debt
maturities through 2011, as such, a level of refinancing risk
remains. DBRS expects that GMAC will demonstrate its ability to
tap the unsecured market in the near-term.  Success in further
improving liquidity and funding profiles will be viewed positively
and could ultimately lead to upward rating pressure.

Importantly, GMAC's core Auto Finance franchise remains solid.
Profitability has rebounded as volumes and used vehicle prices
have normalized.  Asset performance has remained within DBRS's
tolerance levels even in the most stressed period of the GM
bankruptcy.  To that end, GMAC did not record any material losses
as a result of the GM bankruptcy.  Further, demonstrating the
strength of the core franchise, GMAC continues to increase its
market share of both GM and Chrysler retail auto sales and has
maintained its dominant position in financing GM dealership
inventory (floorplan) while becoming the preferred lender for
Chrysler dealerships.  However, the uncertainties regarding sales
volumes of GM and Chrysler products remain.

The Stable trend reflects DBRS's expectations that the Company
will continue to face significant obstacles, which include
reestablishing a pattern of solid earnings, further diversifying
and strengthening its funding profile, continuing growth in
deposits at Ally, and managing the uncertainties surrounding sales
volumes of the OEM partners.  Ultimately, GMAC faces the challenge
of decreasing its reliance on governmental support.  Over the
long-term, positive rating momentum could result should GMAC
return to an acceptable level of profitability, while illustrating
asset quality measures consistent with historic levels.  Further,
improvement in the capital structure evidenced by a noteworthy
reduction in the amount of TRUPS and MCPs in the capital stack in
conjunction with an enlarged common equity share will be viewed as
an important factor which could result in upward ratings
migration.


GRAND RESORT: Updated Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Grand Resort Properties, LLC
        13520 California Street, Suite 200
        Omaha, NE 68154

Bankruptcy Case No.: 10-80132

Chapter 11 Petition Date: January 19, 2010

Court: United States Bankruptcy Court
       District of Nebraska (Omaha Office)

Debtor's Counsel: Patrick Raymond Turner, Esq.
                  Husch Blackwell Sanders LLP
                  1620 Dodge Street, Suite 2100
                  Omaha, NE 68102
                  Tel: (402) 964-5093
                  Fax: (402) 964-5050
                  Email: patrick.turner@huschblackwell.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/neb10-80132.pdf

The petition was signed by Bradly Brown, CEO of the company.


HAMILTON STACY: Case Summary & 15 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Hamilton Stacy Properties, LLC
          dba Hamilton Signature Properties
          dba T. Hamilton Construction
          dba T. Hamilton Interiors
        2 Fair Hope Lane
        Savannah, GA 31411

Bankruptcy Case No.: 10-40140

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Southern District of Georgia (Savannah)

Debtor's Counsel: C. James McCallar, Jr., Esq.
                  McCallar Law Firm
                  P.O. Box 9026
                  Savannah, GA 31412
                  Tel: (912) 234-1215
                  Fax: (912) 236-7549
                  Email: mccallarlawfirm@aol.com

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

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

According to the schedules, the Company has assets of $2,624,830,
and total debts of $2,219,310.

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/gasb10-40140.pdf

The petition was signed by Patricia Hamilton Stacy, sole member of
the Company.


HEALTH NET: Moody's Confirms Senior Debt Rating at 'Ba3'
--------------------------------------------------------
Moody's Investors Service confirmed Health Net, Inc.'s ratings
(senior debt at Ba3) based on the anticipated retention of the
TRICARE contract for the North Region until at least March 31,
2011 after Health Net's appeal was sustained.  The outlook on
Health Net was changed to stable.

This rating action concludes the review for possible downgrade
that was initiated on July 15, 2009.  Moody's said the rating
confirmation reflects the retention of the TRICARE contract, which
generates estimated annual revenue of $2.9 billion and annual pre-
tax income of $145 million, as well as the boost to Health Net's
financial flexibility from the proceeds of the sale of Health
Net's Northeast Operations to UnitedHealth Group at the end of
2009.

Commenting on the stable outlook, Moody's said that as a result of
Health Net's appeal being sustained by the Government
Accountability Office, it is anticipated that the TRICARE North
contract will be extended with Health Net through March 31, 2011.
Moody's Senior Vice President, Steve Zaharuk commented that "while
the sector wide pressures on membership growth and increased
medical trend will continue to impact Health Net, the sale of the
Northeast operation removes an under-performing business and will
allow management to focus on these issues in its remaining
operations."  Although a portion of the initial $350 million of
proceeds from the sale will be used to repurchase stock, a portion
will also be used to strengthen the operating company's risk-based
capital.  Health Net expects to report approximately $450 million
of free cash at the parent company as of December 31, 2009.  As a
result, the rating agency noted that even if the TRICARE contract
is eventually lost, the company has the flexibility to repay a
meaningful portion of its debt and maintain its overall credit
profile.

Moody's indicated that if after-tax margins are consistently above
2%, annual organic membership growth is at least 2%, EBIT interest
coverage is above 6x, and NAIC Risk based Capital is maintained at
or above 200% of company action level, Health Net's ratings could
be upgraded.  Conversely, this could result in a rating downgrade:
annual net margins consistently below 1%; membership loss of 10%
or more over a 12 month period; RBC decreasing to below 150% of
CAL; adjusted financial leverage (debt to capital) increasing
above 40%; or a loss or impairment of one of its government
contracts.

The last rating action on Health Net was on July 15, 2009, when
the company's ratings were placed on review for possible
downgrade.

These ratings were confirmed with a stable outlook:

* Health Net, Inc. -- senior unsecured debt rating at Ba3; senior
  unsecured debt shelf rating at (P)Ba3; senior subordinated debt
  shelf rating at (P)B1; subordinated debt shelf rating at (P)B1.

* Health Net of California, Inc. -- insurance financial strength
  rating at Baa3.

Health Net, based in Woodland Hills, California, reported total
revenues of $11.9 billion for the first nine months of 2009.  As
of September 30, 2009, the company had total medical membership
(excluding Part D) of approximately 6.2 million and reported
shareholders' equity of $1.8 billion.

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


HEXION SPECIALTY: Moody's Gives Stable Outlook on 'B3' Rating
-------------------------------------------------------------
Moody's Investors Service changed the outlook on Hexion Specialty
Chemicals, Inc. (B3 Corporate Family Rating) to stable from
negative due to the successful refinancing and extension of its
term loan debt with $1 billion of 8.875% 1.5 lien notes due 2018.
Proceeds were used to repay roughly $800 million in first lien
term loan debt.  In addition, Hexion received approval from its
first lien debt holders to extend roughly $900 million of the
remaining term loan for two years.

"This refinancing reduces Hexion 2013 debt maturity to under
$1 billion and virtually assures compliance with the financial
covenant in its credit facility until maturity", stated John
Rogers Senior Vice President at Moody's.

Moody's also affirmed Hexion's Corporate Family Rating at B3,
raised the rating on the remaining first lien debt to Ba3 from B1
and assigned a Ba3 rating to the $500 million extended first lien
term loan due 2015.  Moody's Loss Given Default point estimates
were also updated to reflect the larger issuance of 1.5 lien
notes.

Hexion's B3 CFR reflects its weak credit metrics with pro forma
Net Debt/EBITDA of 8.8x and Retained Cash Flow/Net Debt of 2.3%
(these metrics are adjusted using Moody's Global Standard
Adjustments to Financial Statements).  The stable outlook reflects
the effective evisceration of the financial covenant in the credit
agreement due to the refinancing.  Moreover, it incorporates
Moody's expectation that Hexion will not generate meaningful
levels of free cash flow over the next two years due to a slow
economic recovery in the US and Europe, ongoing restructuring
expenses and higher interest costs.

Moody's currently estimates that Hexion's Net Debt/EBITDA will
fall below 7.5x by the end of 2010.  To the extent that Hexion
can get Net Debt/EBITDA below 7x, make additional headway on
refinancing roughly $2 billion of debt maturities in 2013 --
2015, and manage to generate meaningful free cash flow
(>$150 million/yr.) despite increasing interest costs, Moody's
could consider raising the company's CFR.  If Hexion were to
generate positive free cash flow in 2010, Moody's would likely
raise Hexion's Speculative Grade Liquidity Rating to SGL-2.

Rating assigned:

Hexion Specialty Chemicals, Inc.

* Gtd. Sr. Sec. Term Loan due 05/05/2015 at Ba3 (LGD2, 18%)

Ratings upgraded:

Hexion Specialty Chemicals, Inc.

* Gtd. Sr. Sec. Letter of Credit Facility due 05/31/2011 to Ba3
  (LGD2, 18%) from B1 (LGD2, 24%)

* Gtd. Sr. Sec. Revolving Credit Facility due 05/31/2011 to Ba3
  (LGD2, 18%) from B1 (LGD2, 24%)

* Gtd. Sr. Sec. Revolving Credit Facility due 02/03/2013 to Ba3
  (LGD2, 18%) from B1 (LGD2, 24%)

* Gtd. Sr. Sec. Term Loan due 05/05/2013 to Ba3 (LGD2, 18%) from
  B1 (LGD2, 24%)

Ratings affirmed and LGD assessments updated:

Hexion Specialty Chemicals, Inc.

* Corporate Family Rating at B3

* Probability of Default Rating at B3

* Gtd 1.5 Lien Sr Sec Notes due 2/1/2018 B3 (LGD4, 52%)

* 9.75% Gtd 2nd Priority Sr Sec Notes due 11/15/2014 at Caa1
  (LGD5, 74%)

* Gtd 2nd Priority Sr Sec Flt Rt Notes due 11/15/2014 at Caa1
  (LGD5, 74%)

* 7.875% Bkd Senior Unsecured Notes due 02/15/2023 at Caa2 (LGD6,
  91%)

* 8.375% Bkd Senior Unsecured S.F.  Debenture due 04/15/2016 at
  Caa2 (LGD6, 91%)

* 9.2% Bkd Senior Unsecured Debentures due 03/15/2021 at Caa2
  (LGD6, 91%)

Moody's last rating action for Hexion was on January 13, 2010 when
Moody's assigned a B3 rating to Hexion's 1.5 lien notes.

Hexion Specialty Chemicals, Inc., headquartered in Columbus, Ohio,
is a leading producer of commodities such as formaldehyde,
bisphenol A and epichlorhydrin, as well as formaldehyde-based
thermoset resins, epoxy resins, and versatic acid and its
derivatives.  The company is also a supplier of specialty resins
for inks and specialty coatings sold to a very diverse customer
base.  The company reported sales of $4.1 billion for the LTM
ending September 30, 2009.


HIGHWAY LOS COCHES: Case Summary & 10 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Highway Los Coches, Inc.
          dba Eagle Gas & LP
        8445 Los Coches Road
        El Cajon, CA 92021

Bankruptcy Case No.: 10-00965

Chapter 11 Petition Date: January 22, 2010

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

Debtor's Counsel: Derek J. Lobo, Esq.
                  Page, Lobo & Costales
                  8989 Rio San Diego Drive, Suite 325
                  San Diego, CA 92108
                  Tel: (619) 542-8400
                  Email: derekjlobo@aol.com

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

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

According to the schedules, the Company has assets of $3,330,704,
and total debts of $1,779,023.

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

            http://bankrupt.com/misc/casb10-00965.pdf

The petition was signed by Javan Monjazeb, president of the
Company.


HOLDER HOSPITALITY: To Auction Red Garter on February 16
--------------------------------------------------------
Victoria Advocate, citing The Associated Press, reports that
Holder Hospitality Group's Red Garter Hotel & Casino in West
Wendover is set for auction on Feb. 16, 2010, at the Elko County
Courthouse.  The proceeds of the sale will be used to pay an
unpaid balance of more than $5.2 million.  The foreclosure action
was filed by Full House Inc., according to the report.

The Holder Hospitality Group, LLC, owns and operates hotels and
casinos that offer hospitality, lodging, entertainment, and
recreations services.  The Company's properties include Silver
Club Hotel and Casino, Charlie Holder's Casino Restaurant and Bar,
El Capitan Resort Casino, Sharkey's Casino, Truck Inn, Sundance
Casino, and Model T Hotel Casino & RV Park.  The Holder
Hospitality was incorporated in 1992 and is based in Sparks,
Nevada.


HSH DELAWARE: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: HSH Delaware GP LLC
        c/o Wilmington Trust Company
        Rodney Square North
        1100 North Market Street
        Wilmington, DE 19890

Bankruptcy Case No.: 10-10187

Debtor-affiliate filing separate Chapter 11 petitions September 8,
2009:

    Entity                                 Case No.
    ------                                 --------
HSH Delaware L.P.                          09-13145
HSH Luxembourg S.a.r.l.                    09-13146
HSH Luxembourg Coinvest S.a.r.l.           09-13147

Debtor-affiliate filing separate Chapter 11 petitions January 21,
2010:

    Entity                                 Case No.
    ------                                 --------
HSH Delaware GP LLC                        10-
HSH Alberta I L.P.                         10-
HSH Alberta II L.P.                        10-
HSH Alberta V L.P.                         10-
HSH Coinvest (Alberta) L.P.                10-
JCF HSH (DE) GP LP                         10-10188

Chapter 11 Petition Date: January 21, 2010

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

Judge: Peter J. Walsh

About the Business: Nine HSH partnerships were created in 2006 to
                    buy a 26% stake in HSH Nordbank AG, the
                    world's largest shipping financier, from
                    WestLB AG for about EUR1.25 billion ($1.76
                    billion).  The partnerships received unsecured
                    term and revolving loans of EUR375 million
                    from ABN AMRO bank to fund the purchase of HSH
                    Nordbank shares.

                    As reported by the Troubled Company Reporter
                    on September 9, 2009, creditors with claims
                    aggregating $27.8 million filed a petition to
                    send affiliate HSH Delaware LP to Chapter 7
                    liquidation (Bankr. D. Del. Case No. 09-
                    13145).  Commerzbank AG, Lloyds TSB Bank Plc,
                    ABN Amro Bank NV, Calyon, Royal Bank of
                    Scotland Plc and Landsbanki Islands HF filed
                    the involuntary Chapter 7 petition.

Debtors' 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

                  Lee E. Kaufman, Esq.
                  Richards, Layton & Finger, P.A.
                  920 North King Street
                  One Rodney Square
                  Wilmington, DE 19801
                  Tel: (302) 651-7582
                  Fax: (302) 651-7701
                  Email: kaufman@rlf.com

                  Mark D. Collins, Esq.
                  Richards Layton & Finger
                  One Rodney Square
                  PO Box 551
                  Wilmington, DE 19899
                  Tel: (302)  651-7700
                  Fax: (302) 651-7701
                  Email: collins@RLF.com

                  Robert J. Stearn Jr., 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: stearn@rlf.com

Debtors'
Canadian Counsel: McCarthy Tetrault LLP

Debtors'
Chief
Restructuring
Officer:          H Ronald Weissman

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

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

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

            http://bankrupt.com/misc/deb10-10187.pdf

Debtor's List of 11 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Lloyds                     Bank Loan              $78,512,694

Dresdner Bank              Bank Loan              $77,281,603

Royal Bank of Scotland     Bank Loan              $66,656,473

ABN Amro                   Bank Loan              $65,808,657

Calyon Credit Agricole     Bank Loan              $65,302,954

Landsbanki                 Bank Loan              $35,935,945

Deloitte & Touche          Professional Fees      $33,476

Mourant Fund Services      Admin Service          $9,591

Fortis AG                  Advance                $1,750

Administration des         Net Worth Tax          $1,290
Contributions Directes     Provision 2006-2009

Deloitte Luxembourg        Audit Fees             $1,265


The petition was signed by J. Christopher Flowers.


HUB INTERNATIONAL: Moody's Affirms 'B3' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of Hub
International Limited (corporate family rating of B3) reflecting
the company's strong operating margins and healthy cash flows,
offset by its high financial leverage and limited fixed charge
coverage.  The rating outlook is stable, based on Moody's view
that Hub will continue to manage its operating expenses and
acquisitions effectively, so as to sustain or improve its
financial flexibility over the next several quarters.

Hub's credit strengths include its solid market presence in North
American insurance brokerage and good diversification across
products and geographic areas, according to the rating agency.
These strengths are tempered by the firm's aggressive financial
leverage and by the challenging market conditions, which include a
prolonged soft pricing cycle for commercial property & casualty
insurance and a weak US economy.

Hub's financial leverage stems mainly from its leveraged buyout in
2007, although the company increased its borrowings during the
latter half of 2009 through a CAD 30 million senior secured
revolving credit facility (arranged in July) and a $200 million
incremental drawdown under its senior secured term loan (completed
in November).  The company plans to use proceeds from these
borrowings for general corporate purposes, including potential
acquisitions.

"Hub's financial leverage and coverage metrics have been weakened
somewhat by the recent incremental borrowings," said Bruce
Ballentine, Moody's lead analyst for Hub.  Hub's pro forma
adjusted debt-to-EBITDA ratio for the trailing 12 months through
September 2009, giving effect to the incremental borrowing in
November 2009, would have been in the vicinity of 9x, according to
Moody's calculations (which often differ from company or covenant
calculations).  The adjusted (EBITDA -- capex) coverage of
interest would have been in the range of 1.2x-1.3x.  "The pro
forma leverage ratio is weak for Hub's rating category but
tempered by a large cash position associated with the incremental
borrowing," said Mr. Ballentine.  "We expect that such cash would
be deployed over time for EBITDA-enhancing acquisitions."

Hub's financing arrangement as of September 30, 2009, included
a $100 million senior secured revolving credit facility maturing
in 2013 (rated B2 -- $71 million drawn), a $748 million senior
secured term loan due in 2014 (rated B2 -- increased by
$200 million in November 2009), $305 million of senior unsecured
notes due in 2014 (rated B3), $395 million of subordinated notes
due in 2015 (rated Caa1) and $40 million of other borrowings.

Moody's cited these factors that could lead to an upgrade of Hub's
ratings: (i) adjusted (EBITDA -- capex) coverage of interest
exceeding 2x, (ii) adjusted free-cash-flow-to-debt ratio exceeding
5%, and (iii) adjusted debt-to-EBITDA ratio below 5.5x.

These factors could lead to a downgrade of Hub's ratings:
(i) adjusted (EBITDA -- capex) coverage of interest below 1.2x,
(ii) adjusted free-cash-flow-to-debt ratio below 2%, or
(iii) adjusted debt-to-EBITDA ratio remaining above 8x for the
next year.

Moody's last rating action on Hub took place on May 22, 2007, when
the current ratings were assigned in conjunction with the
leveraged buyout.

Hub, based in Chicago, Illinois, is a major North American
insurance broker providing diversified insurance and risk
management services through offices located in the US and Canada.
For the trailing 12 months through September 2009, the company
generated revenues of $722 million.


ILLIANA KAVINA MONTEAGUDO: Voluntary Chapter 11 Case Summary
------------------------------------------------------------
Debtor: Illiana Kavina Monteagudo
        348 E Opp St
        Wilmington, CA 90744

Bankruptcy Case No.: 10-12408

Chapter 11 Petition Date: January 22, 2010

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

Judge: Victoria S. Kaufman

Debtor's Counsel: Arshak Bartoumian, Esq.
                  Law Offices of Vincent W. Davi
                  150 N. Santa Anita Ave Suite
                  Arcadia, CA 91202
                  Tel: (626) 446-6442

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.


INTERMETRO COMMS: Files Amendment No. 1 to Q3 2009 Report
---------------------------------------------------------
On January 20, 2010, InterMetro Communications, Inc., filed
Amendment No. 1 to the Company's quarterly report on Form 10-Q for
the three months ended September 30, 2009 (originally filed with
with the Securities and Exchange Commission on November 19, 2009)
in response to communications received from the Commission
requesting additional disclosure.

Specifically, this Amendment includes additional disclosure in
Note 6 in regards to the default on secured notes.  Additional
disclosure in Item 2, "Management's Discussion and Analysis of
Results of Operations and Financial Condition, Results of
Operations for the Nine Months Ended September 30, 2009, and 2008"
quantifies the metrics related to the decrease in revenue between
the periods presented.  Additional disclosure in "Liquidity and
Capital Resources" and Note 1 discusses in more detail
Management's plans for navigating challenges related to funding
continuing operations.  In addition, the "Contractual Obligations"
disclosure has been updated to include language regarding the
Company's default on debt to secured note holders.

"For the purpose of this Amendment, except as stated herein, no
other revisions are being made in the Original Form 10-Q and no
attempt has been made in this Amendment to modify or update other
disclosures as presented in the Original Form 10-Q."

A full-text copy of Amendment No. 1 to the Company's quarterly
report for the period ended September 30, 2009, is available for
free at http://researcharchives.com/t/s?4dcf

As reported in the Troubled Company Reporter on December 21, 2009,
the Company reported a net loss of $1,376,000 on net revenues of
$5,162,000 for the three months ended September 30, 2009, compared
with a net loss of $1,820,000 on net revenues of $6,402,000 for
the same period of 2008.  For the nine months ended September 30,
2009, the Company reported a net loss of $4,637,000 on net
revenues of $16,776,000, as compared with a net loss of $5,578,000
on net revenues of $18,930,000 for the same period of 2008.

At September 30, 2009, the Company's consolidated balance sheets
showed total assets of $4,383,000 and total liabilities of
$24,630,000, resulting in a $20,247,000 shareholders' deficit.

The Company's consolidated balance sheets at September 30, 2009,
also showed strained liquidity with $3,324,000 in total current
assets available to pay $24,630,000 in total current liabilities.

A full-text copy of the Company's quarterly report, as originally
filed, is available for free at:

               http://researcharchives.com/t/s?4bef

                       Going Concern Doubt

The Company incurred net losses of $4,637,000 and $5,578,000 for
the nine months ended September 30, 2009, and 2008, respectively.
In addition, the Company had total stockholders' deficit of
$20,247,000 and a working capital deficit of $21,306,000 as of
September 30, 2009.  The Company anticipates it will not have
sufficient cash flows to fund its operations through early 2010
without the completion of additional financing.  There are many
claims and obligations that could ultimately cause the Company to
cease operations.  The report from the Company's independent
registered public accounting firm states that there is substantial
doubt about the Company's ability to continue as a going concern.

                 About InterMetro Communications

Based in Simi Valley, Calif., InterMetro Communications, Inc.
(OTCBB: IMTO) -- http://www.intermetro.net/-- is a Nevada
corporation which, through its wholly owned subsidiary, InterMetro
Communications, Inc. (Delaware), is engaged in the business of
providing voice over Internet Protocol communications services.
The Company owns and operates VoIP switching equipment and network
facilities that are utilized to provide traditional phone
companies, wireless phone companies, calling card companies and
marketers of calling cards with wholesale voice and data services,
and voice-enabled application services.  The Company's customers
pay the Company for minutes of utilization or bandwidth
utilization on its national voice and data network and the
Company's calling card marketing customers pay per calling card
sold.


JACUZZI BRANDS: Gets Equity Investment, Completes Recapitalization
------------------------------------------------------------------
Jacuzzi Brands Corp. said Friday it closed an equity investment
and a recapitalization transaction that raises new cash for
operations and results in a significant reduction in outstanding
indebtedness.  The transaction was supported by 100% of its second
lien debt holders, shareholders and management team, which
collectively invested $56 million of new capital into the Company
or its parent.

As a result of the transaction, Jacuzzi said it has significantly
increased liquidity and a stronger balance sheet, allowing it to
capitalize on opportunities emerging from the recovery of the
housing industry and the overall economy.  This improvement also
will benefit the Company's first lien debt holders, asset-based
loan facility holders, vendors, and suppliers, who will remain
unimpaired through the transaction.

The transaction has eliminated all of the Company's roughly
$175 million of second lien debt and will reduce annual cash
interest expense by roughly $10 million.  In addition, certain
second lien holders, along with the Company's current shareholders
and the management team, invested roughly $23 million for new
equity interests in the parent entity of the Company.  Finally,
the Company refinanced an existing overseas revolver with a new
$35 million term loan at an indirect overseas subsidiary of the
Company, leaving the Company with an attractive maturity profile
with no significant debt coming due before its 2014 fiscal year.
In aggregate, the transaction has increased the Company's net
liquidity by $28 million.

Affiliates of Apollo Global Management, LLC, and Ares Management,
LLC, were investors in the transaction and are significant
shareholders of Jacuzzi post closing.

Thomas Koos, President and CEO of Jacuzzi, stated: "The
willingness of our second lien holders and shareholders to reduce
indebtedness and make significant new investments in our company
recognizes its strong position for the future and the opportunity
to grow our Jacuzzi brand globally.  The capital infusion gives us
the liquidity we need to take advantage of expansion opportunities
as the worldwide economy begins to recover.  This demonstration of
confidence in the solid fundamentals of our business is due in no
small part to our employees, customers and our dealers, whom I
wish to thank again for their continued dedication to our
business."

Lazard Freres LLC served as the Company's financial advisor.
O'Melveny & Myers acted as legal counsel to the Company.  Chanin
Capital Partners served as financial advisor, and Latham & Watkins
LLP acted as legal counsel, to the lead second lien holders.

                       About Jacuzzi Brands

Based in Chino Hills, California, Jacuzzi Brands Corp. --
http://www.jacuzzi.com/-- through its subsidiaries, manufactures
and distributes branded bath, plumbing and backyard products for
the residential, commercial and institutional markets.  The
product offerings include whirlpool baths, outdoor hot tubs,
showers, sanitary ware, bath tubs, as well as fixtures and
accessories.  The products are marketed under the Company's
portfolio of brand names, including the flagship JACUZZI(R) brand
as well as, SUNDANCE(R), and ASTRACAST(R).

                           About Apollo

Apollo is a global alternative asset manager with offices in New
York, Los Angeles, London, Frankfurt, Luxembourg, Singapore and
Mumbai.  Apollo had assets under management of over $51 billion as
of September 30, 2009, in private equity, credit-oriented capital
markets and real estate invested across a core group of nine
industries where Apollo has considerable knowledge and resources.

                       About Ares Management

Ares Management is an SEC-registered investment adviser and an
alternative asset manager with total committed capital under
management of roughly $33 billion as of December 31, 2009.  With
complementary pools of capital in private equity, private debt and
capital markets, Ares invests across all levels of a company's
capital structure.  Ares is headquartered in Los Angeles with
approximately 250 employees across the United States and Europe.

                           *     *     *

As reported by the Troubled Company Reporter on June 22, 2009,
Standard & Poor's Ratings Services lowered its ratings on Jacuzzi
Brands, including the corporate credit rating to 'CCC' from
'CCC+'.  The outlook is negative.  S&P also lowered its ratings on
the company's $170 million first-lien term loan, $15 million
synthetic letter-of-credit facility, and $150 million second-lien
term loan to 'CC' from 'CCC-'.  The recovery ratings on these
issues remain at '6', indicating S&P's expectation for negligible
(0% to 10%) recovery in the event of a payment default.

The downgrade reflects Jacuzzi's continued weak operating
performance and tightening liquidity position.  While S&P expects
the company's liquidity to be sufficient to meet obligations in
the next few quarters, Jacuzzi will face materially increased debt
service requirements in early 2010 when interest expense under its
second-lien term loan becomes due in cash.  Also, credit measures
have weakened due to sharply reduced EBITDA levels and increased
debt levels as the second lien term loan continues to accrete.


JESUS ROSELLO MEDINA: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Joint Debtors: Jesus Rosello Medina
                 aka Jess Medina
                 aka Crestline Financial and Markeing
                     Services, Inc.
               Angelica Maria Medina
                 aka Angelica Madrigal
                 aka Angelica Magana
               320 Arkansas St
               Vallejo, CA 94590

Bankruptcy Case No.: 10-21418

Chapter 11 Petition Date: January 22, 2010

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

Judge: Thomas Holman

Debtors' Counsel: Lewis Phon, Esq.
                  4040 Heaton Ct
                  Antioch, CA 94509
                  Tel: (415) 574-5029

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

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

The petition was signed by the Joint Debtors.


JOHN DALE WALKER: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: John Dale Walker
                 aka John D. Walker
                 aka Johnnie Walker
                 aka John Walker
                 aka Johnnie Dale Walker
                 dba PJ's Auto Body Shop
                 fdba John D Walker and Sheila A Walker
                      Enterpriese, LLC
                 aka Johnnie D. Walker
                 fdba Johnnie Walker Performance Center
               Sheila Annette Walker
                 aka Sheila A. Walker
                 aka Sheila Walker
                 dba PJ's Auto Body Shop
                 fdba John D. Walker and Sheila A. Walker
                      Enterprises, LLC
              3060 Elkhorn Blvd
              North Highlands, CA 95660

Bankruptcy Case No.: 10-21350

Chapter 11 Petition Date: January 21, 2010

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

Judge: Michael S. McManus

Debtors' Counsel: Mark A. Wolff, Esq.
                  8861 Williamson Dr #30
                  Elk Grove, CA 95624-7920
                  Tel: (916) 714-5050

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

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

According to the schedules, the Company has assets of $2,684,833
and total debts of $3,705,549.

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/caeb10-21350.pdf

The petition was signed by the Joint Debtors.


JOHN KROMER: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Joint Debtors: John L. Kromer, Jr.
               Janet E. Kromer
                 aka Janet Scott
               14629 Galt Lake Drive
               Tampa, FL 33626

Bankruptcy Case No.: 10-00973

Chapter 11 Petition Date: January 19, 2010

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

Judge: Catherine Peek McEwen

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

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

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

According to the schedules, the Company has assets of $1,389,909
and total debts of $3,284,578.

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/flmb10-00973.pdf

The petition was signed by the Joint Debtors.


LATHAM INTERNATIONAL: Court Confirms Plan of Reorganization
-----------------------------------------------------------
Latham International has received confirmation of its "pre-
packaged" Plan of Reorganization from the United States Bankruptcy
Court for the District of Delaware.  The Court's ruling allows the
Company to implement the terms of the debt restructuring agreement
with Latham's senior secured lenders that is the basis of the
Plan, and to emerge from Chapter 11 within the next few days with
a stronger balance sheet.

As a result of the restructuring, Latham has eliminated more than
$180 million from its balance sheet, which represents an
approximately 90% reduction in the amount of the company's pre-
petition debt.

"This is an exciting day for Latham, and we obviously are
extremely pleased by the Court's approval of our Plan of
Reorganization," said Mark P. Laven, Chief Executive Officer of
Latham International.  "When we emerge from Chapter 11, Latham
will have a much healthier balance sheet, which will improve our
ability to take advantage of the strength of our operations in
order to further grow our market leading position."

Upon its emergence, Latham will be owned by an entity controlled
by certain of the Company's former senior lenders, including
Littlejohn & Co., a private investment firm based in Greenwich,
CT. In addition, Latham has received a commitment from Bank of
America for a $30 million revolving credit facility, which, at the
time of the Company's emergence, will be undrawn and available to
provide funding for the Company's operations and seasonal working
capital needs.

On December 22, 2009, Latham and its U.S. affiliates filed
voluntary petitions to restructure under Chapter 11 of the U.S.
Bankruptcy Code.  On that day Latham also filed the pre-packaged
Plan which had received the required approval from the Company's
senior secured lenders.

"We successfully completed our Chapter 11 financial restructuring
in a month, which is a remarkable achievement," said Mr. Laven.
"In addition, we accomplished our goal of going through this
process with minimal impact on our employees, customers and
suppliers.  These results are a testament to the outstanding
effort put forth by the senior management team, Latham's
employees, our Board of Directors, our senior lenders and our
outside professionals.  In particular, I would also like to thank
our customers and suppliers for their support and understanding
during our financial restructuring."

Mr. Laven added, "During the past few years we have taken several
steps to improve our operational performance.  As a result, we
continue to grow our market share and generate positive EBITDA.
Now that we have finalized our debt restructuring and strengthened
our balance sheet, we can utilize our resources to make the
necessary investments to improve and grow our business even
further.  Along with our Board of Directors and the rest of the
senior management team, I am committed to building Latham into a
stronger, more successful company."

                   About Latham International

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.


L.C. WEGARD: Defrauded PA Investors May Claim Share
---------------------------------------------------
The Pennsylvania Securities Commission (PSC) is looking for
Keystone State investors who may have been defrauded in the
purchase of stocks or warrants through Robert Brennan and L.C.
Wegard, a New Jersey brokerage, in the early 1990s and who are
eligible to participate in the proceeds of a multi-million dollar
settlement approved by the New Jersey Superior Court as part of a
securities fraud case.

Up to 27,000 investors in states including Pennsylvania may be
eligible to participate in a $5.15 million distribution plan
approved by the New Jersey Superior Court.

"It is not yet known how many Pennsylvania investors may have been
defrauded," said PSC Chairman Bob Lam. "Since Brennan and L.C.
Wegard had offices set up in Pennsylvania, we expect that a number
of investors will be coming forward in the coming weeks."

The distribution plan set up for investors defrauded by Brennan is
a significant step in a case that the New Jersey Bureau of
Securities began in 1995.  In August 1995, New Jersey Securities
regulators filed suit against Brennan and L.C. Wegard, an
investment firm Brennan managed, and other defendants, alleging
violations of the New Jersey Securities Law and the New Jersey
Racketeer Influenced and Corrupt Organizations (RICO) Act.  That
same month, Brennan filed a voluntary Chapter 11 bankruptcy
petition. In June 1999, the New Jersey Board of Securities
obtained a $45 million non-dischargeable judgment against Brennan
and L.C. Wegard.

An effort to find assets to satisfy the judgment began in 1999
after Brennan claimed he did not have assets. Ultimately, Bureau
investigators tracked down and seized assets that Brennan had
attempted to hide, including a pension fund that he had set up for
himself.

"The Pennsylvania Securities Commission is working with the New
Jersey Bureau of Securities to contact investors affected by the
distribution plan," said PSC Commissioner Tom Michlovic.  "These
investors have suffered enough for years, and we want to get as
much of the recovered funds as possible to those individuals
quickly."

PSC Commissioner Steve Irwin noted that the Brennan/Wegard case
was another example of why "vigorous state-by-state enforcement is
a needed and effective tool to protect investors."  Federal
securities reform legislation, he said, "must preserve a strong
role for the states."

Customers of L.C. Wegard during the period of October 1, 1991 to
September 1994 may be eligible to file a claim if they purchased
any of the following securities during this time period:

AGP&Co.

Chefs International, Inc.

Consolidated Technology Group, Ltd. (f/k/a Sequential Information
Systems, Inc.)

Diamond Entertainment Corp.

Common stock

Warrants

Futurebiotics, Inc.

Gates / FA Distributing, Inc.

Gentner Communications Corp.

Great American Recreation, Inc.

Common stock

Zero Coupon Subordinated Debentures

Subordinated Pay in Kind Debentures

Immunotherapeutics Corp.

Lafayette Industries, Inc.

Linkon Corp.

Metalclad Corp.

Nacoma Consolidated Industries, Inc.

Non-Invasive Monitoring Systems, Inc.

Officeland, Inc.

PDK Labs, Inc.

Primedex Health Systems, Inc.

Common stock

Subordinated Convertible Debentures

Process Equipment, Inc.

Sanyo Industries, Inc.

Site Holdings, Inc. (f/k/a Site-Based Media, Inc.)

US Transportation Systems, Inc.


LOWER BUCKS: Wants to Employ Three Professionals to Hand Case
-------------------------------------------------------------
Jo Ciavaglia at Bucks County Courier Times relates that Lower
Bucks Hospital wants to employ three professionals to handle its
Chapter 11 case, including;

   * Saul Ewing, which charges between $235 and $490 per hour for
     services plus expenses;

   * Executive Sounding Board Associates Inc., which charges
     between $395 and $450 per hour administration and analysts;
     and

   * SSG Capital Advisors LLC, which charges $10,000 per month.

The Company said that it already spent more than $1 million in
related fees and retainers before it filed for bankruptcy, report
notes.

The court is scheduled to consider the requests at a Feb. 20
hearing.

Bristol, Pennsylvania-based Lower Bucks Hospital is a nonprofit
hospital based in Bristol, Pennsylvania.  The Hospital is
currently licensed to operate 183 beds.  Together with affiliates
Advanced Primary Care Physicians and Lower Bucks Health
Enterprises, Inc., Lower Bucks owns a 36-acre campus with several
medical facilities.  The Hospital's emergency room serves
approximately 30,000 patients annually.  For the fiscal year
ending June 30, 2009, Lower Bucks had $114 million in consolidated
revenues.

The Hospital filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. E.D. Pa. Case No. 10-10239).  The
Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and
Advanced Primary Care Physicians also filed Chapter 11 petitions.
Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at Saul Ewing LLP,
assist the Hospital in its restructuring effort.  Donlin, Recano &
Company, Inc., is the Hospital's claims and notice agent.  The
Hospital listed $50,000,001 to $100,000,000 in assets and
$50,000,001 to $100,000,000 in liabilities.


LOYD HUBERT RICHEY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Loyd Hubert Richey
        360 Son Johnson Rd
        Boaz, AL 35956-2709

Bankruptcy Case No.: 10-40173

Chapter 11 Petition Date: January 23, 2010

Court: United States Bankruptcy Court
       Northern District Of Alabama (Anniston)

Debtor's Counsel: Tameria S. Driskill, Esq.
                  PO Box 8505
                  Gadsden, AL 35902
                  Tel: (256) 546-5591
                  Fax: (256) 546-6557
                  Email: tamerialaw@bellsouth.net

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

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

According to the schedules, [Mr. Richey] has assets of $2,001,770,
and total debts of $8,785,491.

    [Redacted July 25, 2014]

The petition was signed by Mr. Richey.


LYONDELL CHEMICAL: Committee Plea for Probe on Reliance Denied
--------------------------------------------------------------
The Official Committee of Unsecured Creditors asserts that cause
exists to expand the scope of the examiner's investigation and
duties in Lyondell Chemical's Chapter 11 cases to:

(i) ensure fair treatment of investment proposals of strategic
     investors as Reliance Industries Ltd. interested in
     acquiring or investing in the Debtors; and

(ii) investigate the facts and circumstances surrounding the
     entry of the DIP Financing Order approving the payment of
     postpetition interest and professional advisor fees as
     adequate protection payments to the prepetition senior
     secured lenders who are in fact undersecured and not
     entitled to these payments under applicable bankruptcy law,
     as well as the propriety of continuing these payments.

Specifically, Edward S. Weisfelner, Esq., at Brown Rudnick LLP,
in New York, argues that with respect to the rights offering
process, it is especially important that there be an independent
party charged with:

  (a) monitoring the Debtors' actions in connection with the
      Reliance Proposal or other proposals of strategic
      Investors; and

  (b) independently advising the Court with respect to these
      actions because of the potential for those who are
      defendants in the Committee Action to unduly influence the
      Debtors' decision to pursue these strategic investment
      proposals in contravention of the Debtors' fiduciary
      responsibilities, and the best interests of all creditors
      of the Debtors' estates.

In separate filings, the Debtors, Access Industries, Inc., and
Merrill Lynch Capital Corporation, asked the Court to deny the
Official Committee of Unsecured Creditors' request to expand the
scope of duties of Jack F. Williams, the appointed Examiner in
the Debtors' Chapter 11 cases.

On behalf of the Debtors, Peter Friedman, Esq., at Cadwalader,
Wickersham & Taft LLP, in New York, notes that the Examiner's
report confirms that neither the Debtors nor any of the other
parties acted inappropriately in connection with the equity
rights offering process, the development of a reorganization
plan, or the extension of the DIP Financing.  Having fulfilled
his mandate, the Examiner has no further role to play in the
Debtors' Chapter 11 cases, he insists.

At a hearing held January 19, 2010, Judge Gerber denied the
Committee's request to expand the Examiner's duties to probe on,
among others, how the Debtors are evaluating Reliance's bid and
the equity commitment process, Reuters reports.

"We have another plan sponsor in the wings who keeps increasing
their offer, with a proposal that, in many ways, on its face is
superior than the one being offered in our current plan," Joseph
Ryan, Esq., counsel to the Committee, had argued in Court, notes
Bloomberg News.

However, Judge Gerber commented that it is inappropriate for him
to look to an examiner to do his job in the Debtors' Chapter 11
cases, Reuters disclosed.  "While I may growl and grimace with
the number of these issues, I will do my job," said Judge Gerber,
Reuters noted.

Judge Gerber rejected the creditors' request for a probe into how
Lyondell is evaluating Reliance's bid, saying an examiner's prior
report resolved most of his concerns about a conflict of interest
in the case.

Lyondell Chemical Company's spokesperson David Harpole said in an
e-mailed statement to Reuters that the Court's decision affirmed
the Examiner's previous conclusions that the Debtors acted fairly
and in accordance with their fiduciary duties.

A formal order is yet to be entered by the Court.

                     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: Parent Reports Third Quarter 2009 Results
------------------------------------------------------------
LyondellBasell Industries AF S.C.A. posted quarterly financial
results for the quarter ended June 30, 2009.  The report was
prepared on December 30, 2009, but was made available on
LyondellBasell's Web site in January 2010.

LyondellBasell had operating income of $419 million in the third
quarter 2009 compared to operating income of $274 million in the
second quarter 2008.  Sales volumes improved significantly by the
third quarter of 2009, resulting in higher operating income
relative to third quarter 2008, which was impacted by hurricane
related operating constraints in the U.S.  Moreover, results from
both the third quarter and first nine months of 2009 reflect
benefits of LyondellBasell's cost reduction program, partly offset
by the unfavorable effect of currency exchange rates on non-U.S.
operating income.

Moreover, LyondellBasell had a loss from continuing operations of
$649 million in the third quarter of 2009 compared to a loss from
continuing operations of $353 million in the second quarter of
2009.  Underlying operating results improved $215 million, after
tax, primarily due to higher product margins for the chemicals and
polymers segments and overall higher sale volumes, partially
offset by lower fuels segment product margins and lower
profitability in the technology and R&D segment.  Offsetting the
operational improvement, the third quarter 2009 loss from
continuing operations included Chapter 11 costs of $603 million,
and an impairment charge of $215 million on certain equity
investments partially offset by a $32 million after-tax
involuntary conversion gain from insurance proceeds.  In addition,
the second quarter 2009 results included Chapter 11 reorganization
costs of $81 million, after tax.  The remaining difference was
primarily due to a higher effective tax rate in the third quarter
2009 compared to the second quarter 2009.

A full-text copy of LyondellBasell's Third Quarter 2009 Results
is available for free at:

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

                  LyondellBasell Industries AF S.C.A
                     Consolidated Balance Sheet
                      As of September 30, 2009

Assets
Current assets:
Cash and cash equivalents                        $619,000,000
Short-term investments                             21,000,000
Accounts receivable:
  Trade, net                                     3,127,000,000
  Related parties                                  247,000,000
Inventories                                     2,984,000,000
Prepaid expenses and other current assets         979,000,000
                                              ----------------
Total current assets                            7,977,000,000

Property, plant and equipment, net             15,299,000,000
Investments and long-term receivables:
Investment in PO joint ventures                   943,000,000
Equity investments                              1,014,000,000
Other investments and long-term receivables        90,000,000
Intangible assets, net                          1,959,000,000
Other assets                                      361,000,000
                                              ----------------
Total assets                                   $27,643,000,000
                                              ================

Liabilities and Equity
Liabilities not subject to compromise:
Current liabilities:
  Current maturities of long-term debt            $501,000,000
  Short-term debt                                5,912,000,000
  Accounts payable:
   Trade                                         1,379,000,000
   Related parties                                 401,000,000
  Accrued liabilities                            1,387,000,000
  Deferred income taxes                            240,000,000
                                              ----------------
Total current liabilities                       9,820,000,000

Long-term debt                                    307,000,000
Other liabilities                               1,433,000,000
Deferred income taxes                           2,472,000,000
Commitments and contingencies                               -
Liabilities subject to compromise              21,636,000,000
Stockholders' equity:
Common stock                                       60,000,000
Additional paid-in capital                        563,000,000
Retained deficit                               (8,460,000,000)
Accumulated other comprehensive loss             (312,000,000)
                                              ----------------
Total stockholder's equity                     (8,149,000,000)
Non-controlling interests                         124,000,000
                                              ----------------
  Total equity                                  (8,025,000,000)
                                              ----------------
Total liabilities and equity                   $27,643,000,000
                                              ================

               LyondellBasell Industries AF S.C.A.
            Unaudited Consolidated Statement of Income
              For the Quarter ended September 30, 2009

Sales and other operating revenues:
Trade                                          $8,488,000,000
Related parties                                   124,000,000
                                              ----------------
                                                 8,612,000,000
Operating costs and expenses:
Cost of sales                                   7,956,000,000
Selling, general and administrative expenses      199,000,000
Research and development expenses                  38,000,000
                                              ----------------
                                                 8,193,000,000
                                              ----------------
Operating income                                   419,000,000

Interest expense                                  (406,000,000)
Interest income                                    (35,000,000)
Other income, net                                  137,000,000
                                              ----------------
Income from continuing operations before
equity investments, reorganization items
and income taxes                                  115,000,000

Loss from equity investments                      (168,000,000)
Reorganization items                              (928,000,000)
                                              ----------------
Loss from continuing operations before
income taxes                                     (981,000,000)

Benefit from income taxes                         (332,000,000)
                                              ----------------
Loss from continuing operations                   (649,000,000)

Income (loss) from discontinued operations,
net of tax                                         (1,000,000)
                                              ----------------
  NET LOSS                                       ($650,000,000)
                                              ================

                 LyondellBasell Industries AF S.C.A.
                 Consolidated Statement of Cash Flow
               For Nine Months ended September 30, 2009

Cash flows from operating activities:
Net income (loss)                             ($2,017,000,000)
(Income) loss from discontinued operations,
net of tax                                          3,000,000
Adjustments to reconcile net income (loss)
to net cash used in operating activities -
continuing operations:
  Depreciation and amortization                  1,338,000,000
  Amortization of debt-related costs               378,000,000
  Inventory valuation adjustment                   109,000,000
  Equity investments -
   Amounts included in net income (loss)           166,000,000
   Distributions of earnings                        21,000,000
  Deferred income taxes                           (894,000,000)
  Reorganization items                           2,000,000,000
  Reorganization-related payments                 (183,000,000)
  Unrealized foreign currency exchange (gain)
   loss                                           (254,000,000)
Changes in assets and liabilities that provided
(used) cash:
Accounts receivable                              (217,000,000)
Inventories                                       239,000,000
Accounts payable                                 (122,000,000)
Repayment of accounts receivable securitization
Facility                                         (503,000,000)

Accrued interest                                   24,000,000
Prepaid expenses and other current assets        (242,000,000)
Other, net                                       (542,000,000)
                                              ----------------
Net cash used in operating activities -
continuing operations                            (696,000,000)
Net cash provided by (used in) operating
activities - discontinued operations               (3,000,000)
                                              ----------------
  Net cash used in operating activities           (699,000,000)
                                              ----------------

Cash flows from investing activities:
Expenditures for property, plant and equipment   (498,000,000)
Proceeds from insurance claims                     72,000,000
Acquisition of businesses, net of cash and
debt acquired                                               -
Contributions and advances to affiliates           (2,000,000)
Proceeds from disposal of assets                   15,000,000
Short-term investments                             13,000,000
Other                                              (6,000,000)
                                              ----------------
Net cash used in investing activities            (406,000,000)
                                              ----------------
Cash flows from financing activities:
Proceeds from issuance of DIP term loan
facility                                        2,018,000,000
Proceeds from note payable                        100,000,000
Repayment of note payable                        (100,000,000)
Repayment of DIP term loan facility                (5,000,000)
Net borrowings under DIP revolving credit
facility                                          160,000,000
Net borrowings (repayments) under prepetition
revolving credit facilities                      (766,000,000)
Net repayment on revolving credit facilities     (378,000,000)
Proceeds from short-term debt                      18,000,000
Repayment of long-term debt                       (63,000,000)
Payment of debt issuance costs                    (93,000,000)
Other, net                                        (25,000,000)
                                              ----------------
Net cash provided by financing activities         866,000,000
                                              ----------------
Effect of exchange rate changes on cash                      -
                                              ----------------
Decrease in cash and cash equivalents             (239,000,000)
Cash and cash equivalents at beginning of
period                                            858,000,000
                                              ----------------
Cash and cash equivalents at end of period        $619,000,000
                                              ================

                     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: Parent Updates Investors on November Results
---------------------------------------------------------------
LyondellBasell Vice President for Investor Relations Douglas Pike
shared with investors the company's results for the month of
November 2009.

Mr. Pike said that November 2009 results are well ahead of plan.
With respect to the fuels segment, he related that depressed
refining conditions are adversely affecting results.  Moreover,
oxyfuels margins experienced seasonal decline, he noted.  As to
the chemicals segment, he explained that U.S. olefin margins
declined slightly while ethane was favored.  In addition, EU
olefins were under increased cost presure and PO, intermediates
and derivatives volumes and margins were moderately lower compared
in October 2009.  Under the polymers section, Mr. Pike continued,
U.S. polyethylene exports continue to be strong.  He further noted
that polymers' volumes were slightly higher and margins were
generally lower than in October 2009, and that LyondellBasell
benefited from an insurance payment related to its Munchsmunster
polymer plant rebuild.

For the fourth quarter of 2009 and early 2010, Mr. Pike disclosed
that LyondellBasell foresees weak refining conditions will
continue.  LyondellBasell also anticipates season drop in oxyfuels
margins.  LyondellBasell further expects early turnaround of plant
at Corpus Christi, Texas.  Polymers outlook continues to be
dependent upon U.S. polyethylene export opportunities, he added.

A full-text copy of the Investor Update is available for free at:

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

                     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: Plan Exclusivity Extended Until April 15
-----------------------------------------------------------
At a hearing held January 19, 2010, Judge Robert Gerber of the
United States Bankruptcy Court for the Southern District of New
York extended the period within which Lyondell Chemical Company
and its debtor affiliates may solicit acceptances of a plan of
reorganization to April 15, 2010, Reuters reports.

"With so much going on, I'm not of a mind to open up exclusivity
to anybody other than the Debtors," Reuters quoted Judge Gerber as
saying.

While the Court's ruling prevents parties in the Debtors' Chapter
11 case to file a competing proposal, they can still ask to
shorten the Debtors' Exclusive Solicitation Period, Judge Gerber
held, according to Bloomberg News.

A formal order is yet to be entered in the Court's dockets.

The Debtors previously asked the Court to extend their Exclusive
Solicitation Period to September 6, 2010.  Moreover, Judge Gerber
entered a bridge order extending the Debtors' Exclusive
Solicitation Period from December 15, 2009, to January 12, 2010,
or to a date on which the Court rules on the Exclusivity Motion on
its merit.

As a separate matter, the Debtors sought and obtained the Court's
permission to file under seal their response to the Official
Committee of Unsecured Creditors' objection to their Exclusivity
Motion.

An unredacted copy of the Debtors' Response will be provided to
counsel and financial advisors to the Committee and to counsel
and financial advisors to the agents for the Debtors' DIP
Lenders, provided that each accepts the unredacted copies of the
Response on a "professionals eyes only" basis, subject to further
order of the Court.  A copy of the redacted Response may be filed
on the Debtors' Chapter 11 dockets and served on other parties-
in-interest in accordance with the Bankruptcy Rules, Local
Bankruptcy Rules and applicable orders of the Court.

In the Debtors' request for a extension, Andrew M. Troop, Esq., at
Cadwalader, Wickersham & Taft LLP, in New York, points out that
the unresolved litigation brought by the Official Committee of
Unsecured Creditors against the Debtors' prepetition lenders and
directors stands in the way of concluding the necessary
prerequisites to the Debtors' successful exit from Chapter 11.

The Creditors Committee pointed out that the Debtors have offered
no justification for a 265-day extension of the exclusive period
during which they may solicit acceptances of a plan of
reorganization.  The Committee said that fault lies with the Ad
Hoc Group of Senior Secured Lenders that has threatened to block
confirmation of any plan that would allow the Debtors to exit
bankruptcy while the Committee Action remained pending against
them.  According to the Creditors Committee, the Ad Hoc Group's
purpose has been to pressure the Debtors to settle the Committee's
claims against the financing party defendants in the Committee
lawsuit regardless of the Committee's lack of consent.

                     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)


MADISONVILLE TRACE: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Madisonville Trace, L.L.C.
        119 Highway 1077
        Madisonville, LA 70447

Bankruptcy Case No.: 10-10133

Chapter 11 Petition Date: January 19, 2010

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

Judge: Elizabeth W. Magner

Debtor's Counsel: Eugene B. Gerdes, III, Esq.
                  Post Office Box 2862
                  Hammond, LA 70404
                  Tel: (985) 345-9404
                  Fax: (985) 543-0434
                  Email: gerdeslaw@i-55.com

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

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

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

            http://bankrupt.com/misc/laeb10-10133.pdf

The petition was signed by Frank P. Letellier II, managing member
of the Company.


MALUHIA DEVELOPMENT: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Maluhia Development Group, LLC
          dba MDG
        c/o PRM Realty Group, LLC
        150 N. Wacker Dr., Suite 1120
        Chicago, IL 60606

Bankruptcy Case No.: 10-30475

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Barbara J. Houser

Debtor's Counsel: Rakhee V. Patel, Esq.
                  Pronske & Patel, P.C.
                  2200 Ross Avenue, Suite 5350
                  Dallas, TX 75201
                  Tel: (214) 658-6500
                  Fax: (214) 658-6509
                  Email: rpatel@pronskepatel.com

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

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

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

The petition was signed by Robert W. Harte, manager of the
Company.


MAX & ERMA: Pittsburg Court Selects Mark Robert as CRO
------------------------------------------------------
Tracy Turner at The Columbus Dispatch relates the U.S. Bankruptcy
Court in Pittsburg appointed Mark Roberts, managing director at
Alvarez and Marsal North America, as chief restructuring officer
to oversee the Max & Erma's operations.

Max & Erma's owns a chain of 106 restaurants around Pittsburgh.
The restaurants are mainly in Pennsylvania, Ohio, and Michigan,
with a few in Chicago, Washington, Atlanta, and Kentucky.  About
79 are company-owned and operated, while 27 belong to franchisees.
Max & Erma's is owned by G&R Acquisitions, North Side.  The chain
started operating in 1972, taking the Max & Erma's name from two
owners of a bar.


MCCLATCHY CO: Amends Deal to Sell Miami Property to Citisquare
--------------------------------------------------------------
The McClatchy Company reports that the Company and its subsidiary
Richwood, Inc., on December 31, 2009, entered into an agreement
with Citisquare Group, LLC, to amend the Contract for Purchase and
Sale of Real Property effective as of March 3, 2005, as amended by
that certain First Amendment dated August 10, 2007, and as further
modified by that certain Second Amendment dated as of December 20,
2007, and that certain Third Amendment dated December 30, 2008.

Pursuant to the Amendment, the parties extended the closing date
of the sale of certain real property located in Miami, Florida
from December 31, 2009 to January 19, 2010, in exchange for an
increase in the termination payable to McClatchy if the
transaction fails to close from $6 million to $7 million.  In
addition, by January 19, 2010, the Buyer had the right to extend
the closing to a date no later than January 31, 2011, conditioned
upon the payment to McClatchy of $6 million in cash as a non-
refundable deposit to be applied toward the purchase price.  The
purchase price under the Original Agreement remains unchanged at
$190 million.  McClatchy has previously received $10 million in
nonrefundable deposits from Buyer which will be applied toward the
purchase price.

Except as provided in the Amendment and prior amendments, all
provisions of the Original Agreement remain in full force and
effect.

                         About McClatchy

The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/--
is the third largest newspaper company in the United States, with
31 daily newspapers and approximately 50 non-dailies. McClatchy-
owned newspapers include The Miami Herald, The Sacramento Bee, the
(Fort Worth) Star-Telegram, The Kansas City Star, The Charlotte
Observer, and The (Raleigh) News & Observer.

At September 27, 2009, the Company had $3,325,395,000 in total
assets against $275,532,000 in total current assets and
$2,947,256,000 in total non-current liabilities.

                          *     *     *

As reported by the Troubled Company Reporter on January 14, 2010,
Fitch Ratings placed The McClatchy Company's Issuer Default Rating
of 'C' on Watch Positive.  In addition, Fitch affirmed these:

  -- Senior secured credit facility at 'C/RR4';
  -- Senior secured term loan at 'C/RR4;
  -- Senior unsecured guaranteed notes at 'C/RR6';
  -- Senior unsecured notes/debentures at 'C/RR6'.

Approximately $2 billion of debt is affected by Fitch's action.

The TCR on July 2, 2009, said Standard & Poor's Ratings Services
raised its corporate credit rating on McClatchy to 'CC' from 'SD'
(selective default).  The rating outlook is negative.  At the same
time, S&P raised its issue-level rating on each of McClatchy's
senior unsecured notes originally issued by Knight Ridder Inc. to
'C' from 'D'.  All other outstanding ratings on the company were
affirmed.

Moody's on June 29, 2009, lowered McClatchy's corporate family
rating to Caa2 from Caa1 and the probability of default rating to
Caa2/LD from Caa3 upon completion of an exchange offer of
$102.9 million of then existing senior unsecured notes for
$24.2 million of new 15.75% senior unsecured guaranteed notes due
July 2014.  At that time, Moody's also assigned a Caa1 rating
(LGD3 - 42%) to the new 2014 notes.  The PDR was subsequently
changed to Caa2 from Caa2/LD on July 2, 2009.


MERCER INT'L: Exchange Offer for 8.5% Subordinated Notes Expires
----------------------------------------------------------------
Mercer International Inc. on Friday announced the expiration and
results of its exchange offer for up to a maximum of $23,625,000
aggregate principal amount of its outstanding 8.5% Convertible
Senior Subordinated Notes due 2010.  The Exchange Offer expired at
5:00 p.m., New York City time, on January 21, 2010.

As of the Expiration Date, an aggregate of $21,730,000 principal
amount of Old Notes were validly tendered and accepted for
exchange, according to information provided by Wells Fargo Bank,
National Association, the exchange agent for the Exchange Offer.
This will result in the issuance of an aggregate of $22,012,490
principal amount of Mercer's new 8.5% Convertible Senior
Subordinated Notes due 2012.  Delivery of the New Notes is
expected to be made on January 26, 2010.

Upon settlement of the Exchange Offer, an aggregate of $2,275,000
principal amount of Old Notes will remain outstanding.

Jimmy S.H. Lee, President and Chairman, stated: "We are pleased
with the results of the exchange offer which, together with the
private exchange we completed late last year, will enhance our
liquidity and better position us to realize on improving pulp
markets and prices."

Holders who validly tendered and did not withdraw their Old Notes
by 5 p.m. New York City time, on the Expiration Date and whose Old
Notes were accepted for exchange will receive, for each $1,000
principal amount of Old Notes, an amount of New Notes equal to
$1,000 principal amount plus accrued and unpaid interest on the
$1,000 principal amount of Old Notes to and including December 9,
2009.

On January 21, 2010, the Company filed with the Securities and
Exchange Commission slides of its presentation at the CIBC
Whistler Conference.  Copies of the discussion materials are
available at no charge at:

               http://ResearchArchives.com/t/s?4de7
               http://ResearchArchives.com/t/s?4de8

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

                  About Mercer International

Vancouver-based Mercer International Inc. (Nasdaq: MERC, TSX:
MRI.U) -- http://www.mercerint.com/-- is a global pulp
manufacturing company.  At September 30, 2009, Mercer had
EUR1,085,649,000 in total assets against EUR1,005,232,000 in total
liabilities.

As of September 30, 2009, the Mercer consolidated group had
EUR1,085,649,000 in total assets against EUR1,005,232,000 in total
liabilities, resulting in EUR80,417,000 in shareholders' equity.
Mercer's unrestricted subsidiaries as of September 30, 2009, had
EUR603,065,000 in total assets against EUR721,858,000 in total
liabilities, resulting in EUR118,793,000 in shareholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on September 29,
2009, Standard & Poor's Ratings Services affirmed its 'CC'
corporate credit and senior unsecured ratings on Mercer
International.  The outlook is negative.


MESA AIR: Wilmington Appointed to Unsecured Creditors' Committee
----------------------------------------------------------------
Wilmington Trust has been appointed by the United States Trustee
to serve as a member of the unsecured creditors' committee in the
bankruptcy of Mesa Air Group Inc. (Mesa), which filed for Chapter
11 protection on January 5, 2010 in the United States Bankruptcy
Court for the Southern District of New York.

Wilmington Trust is the trustee and mortgagee for holders of
unsecured claims against Mesa.  Mesa's bankruptcy filing poses no
credit or investment risk to Wilmington Trust, nor does it affect
Wilmington Trust's balance sheet.  Wilmington Trust is paid a fee
for the services it provides in this case.

Wilmington Trust's CCS business offers institutional trustee,
agency, asset management, retirement plan, and administrative
services for clients worldwide who use capital market financing
structures, as well as those who seek to establish or maintain
nexus, or legal residency, for special purpose entities.  Because
Wilmington Trust does not underwrite securities offerings or
provide investment banking services, it is able to deliver
corporate trust services that are conflict-free.

                     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 as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


METOKOTE CORPORATION: Moody's Cuts Corp. Family Rating to 'Caa2'
----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
of MetoKote Corporation to Caa2 from Caa1 while confirming the
Caa2 probability of default rating.  Simultaneously, the
$10 million senior secured revolving credit facility was assigned
a Caa2 rating.  The rating outlook is stable.  This concludes the
review for possible downgrade initiated on September 24, 2009.

The review had been prompted by MetoKote's violation of its
leverage covenant for the twelve-month period ending July 2009
along with concern about the near term scheduled maturity of its
revolving credit facility in May 2010.  While MetoKote obtained
covenant relief and extended the revolver maturity to August 2011,
the revolving credit commitment was reduced to $10 million from
$30 million and $7 million of balance sheet cash was applied to
the term loan.

The downgrade of the CFR reflects the still weak operating
conditions, higher debt service costs, and significant capital
expenditure requirements associated with new contracts -- all of
which Moody's believes may pressure the company's limited balance
sheet cash and revolver availability in coming periods.  Moreover,
the downgrade reflects a fundamental valuation that, in Moody's
opinion, suggests a less than full recovery in a restructuring
scenario.

MetoKote has high operating leverage and will need to adjust its
cost structure on current facilities to restore operating margins
in an environment of sustained lower production volumes.  Moody's
believes that a business model with half of operations located at
customer facilities could be challenged to rationalize and realize
efficiencies.  As such, Moody's remain concerned about MetoKote's
ability to generate meaningful free cash flow given expectations
for a slow recovery in end markets.  The company has closed a
number of facilities in recent years and Moody's expects MetoKote
will likely need to increase its capital spending from the low
level in 2009 in order to return to EBITDA levels consistent with
prior years.

These ratings were impacted by the action:

* Corporate Family Rating lowered to Caa2 from Caa1

* Probability of Default Rating confirmed at Caa2

* $30 million first lien revolver due May 2010 of Caa1 (LGD 3;
  34%) withdrawn

* $10 million first lien revolver due August 2011 assigned Caa2
  (LGD 4; 50%)

* $87 million first lien term loan due November 2011 lowered to
  Caa2 (LGD 4; 50%) from Caa1 (LGD 3; 34%)

* Outlook is stable

The last rating action was on September 24, 2009, when the
company's ratings were placed under review for possible downgrade.

MetoKote provides a full suite of outsourced industrial coating
services to manufacturers in North America, Europe, and Brazil.
The company offers solutions either within a customer's facility
or at one of MetoKote's regional facilities.  End markets served
include automotive, heavy truck, agriculture, construction, metal
furniture, appliances, and consumer products.  For the trailing
twelve-month period ended July 31, 2009, the company's global
operations generated approximately $145 million in revenue.


METROPOLITAN LOFTS: Wants Ch. 11 Case Dismissed, Asset Liquidated
-----------------------------------------------------------------
Metropolitan Lofts, L.L.C., asks the U.S. Bankruptcy Court for the
District of Arizona to dismiss its Chapter 11 case relating that
it was unable to obtain third party financing to satisfy all
claims against the estate.

The Debtor also allowed the senior lien holders to initiate the
trustee's sale on the its property located at 535 W. Thomas Rd.,
Phoenix, Arizona.  The Debtor added that the dismissal of the case
would help mitigate any costs and damages incurred.

Phoenix, Arizona-based Metropolitan Lofts, L.L.C., filed for
Chapter 11 bankruptcy protection on December 10, 2009 (Bankr. D.
Ariz. Case No. 09-31907).  Jerry L. Cochran, Esq., at Cochran Law
Firm, PC, 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.


METROPOLITAN LOFTS: U.S. Trustee Unable to Form Committee
---------------------------------------------------------
The Office of the U.S. Trustee for Region 14 notified the U.S.
Bankruptcy Court for the District of Arizona that it was unable to
appoint an official committee of unsecured creditors in the
Chapter 11 case of Metropolitan Lofts, L.L.C.

The U.S. Trustee related that there were insufficient number of
unsecured creditors that have expressed interest in serving the
committee.

The U.S. Trustee reserves the right to appoint the committee if
interest develop among the creditors.

Phoenix, Arizona-based Metropolitan Lofts, L.L.C., filed for
Chapter 11 on December 10, 2009, (Bankr. D. Ariz. Case No. 09-
31907).  Jerry L. Cochran, Esq., at Cochran Law Firm, PC,
represents the Debtor in its restructuring effort.  In its
petition, the Debtor listed assets and debts both ranging from
$10,000,001 to $50,000,000.


M.F. LIMITED: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: M.F. Limited Partnership of Hillsborough
          aka Colonial Apartments
          aka Colonial Apartments
        2316-B Golden Gate Drive
        Greensboro, NC 27405

Bankruptcy Case No.: 10-10092

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Middle District of North Carolina (Greensboro)

Judge: Bankruptcy Judge William L. Stocks

Debtor's Counsel: Dirk W. Siegmund, Esq.
                  Ivey, McClellan, Gatton, & Talcott, LLP
                  Suite 500, 100 S. Elm St.
                  P.O. Box 3324
                  Greensboro, NC 27402-3324
                  Tel: (336) 274-4658
                  Fax: (336) 274-4540
                  Email: dws@imgt-law.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/ncmb10-10092.pdf

The petition was signed by Michael A. Falk, managing partner of
the company.


MICHAEL ALAN MYERS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Michael Alan Myers
          dba Provident, Inc.
          fdba Champion Towing
          fdba City Towing & Transport, Inc.
          fdba Coast, Inc.
        1419 Parker Pl
        Brentwood, TN 37027

Bankruptcy Case No.: 10-00583

Chapter 11 Petition Date: January 22, 2010

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Keith M. Lundin

Debtor's Counsel: Steven L. Lefkovitz, Esq.
                  Law Offices Lefkovitz & Lefkovitz
                  618 Church St., Suite 410
                  Nashville, TN 37219
                  Tel: (615) 256-8300
                  Fax: (615) 255-4516
                  Email: slefkovitz@lefkovitz.com

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

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

According to the schedules, the Company has assets of $2,805,550,
and total debts of $3,405,709.

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

            http://bankrupt.com/misc/tnmb10-00583.pdf

The petition was signed by Mr. Myers.


MIGENIX INC: Posts C$710,509 Net Loss in October 31 Quarter
-----------------------------------------------------------
MIGENIX Inc. reported a net loss of C$710,509 for the three months
ended October 31, 2009, compared to a net loss of C$3,320,943 for
the same period of 2008.

For the six months ended October 31, 2009, the Company had a net
loss of C$1,450,760, as compared to a net loss of C$5,965,567 for
the same period of 2008.

The decrease in the YTD Fiscal 2010 loss compared to the YTD
Fiscal 2009 loss consists of: an approximate C$3,551,000 million
decrease in operating expenses; and a C$956,499 decrease in
accretion expense for the convertible royalty participation units.

During YTD Fiscal 2010 the Company had no revenues (YTD Fiscal
2009: C$27,810).

At October 31, 2009, the Company's consolidated balance sheets
showed C$1,581,854 in total assets, C$1,018,883 in total
liabilities, and C$832,971 in total shareholders equity.

A full-text copy of the Company's consolidated financial
statements as of and for the three and six months ended
October 31, 2009, is available at no charge at:

               http://researcharchives.com/t/s?4dd6

                    Going Concern Uncertainty

"The Company has incurred significant losses since inception and
as at October 31, 2009, had working capital of C$687,526 and an
accumulated deficit of C$139,495,358.  Management has been able,
thus far, to finance its cash requirements primarily from equity
financings and payments from licensing agreements.

"The Company's ability to realize the carrying value of its assets
is dependent on successfully advancing its technologies to market
through the drug development and approval processes and ultimately
achieving future profitable operations, the outcome of which
cannot be predicted at this time, or in the alternative being able
to sell the assets for proceeds equal to their carrying value or
greater.

"The Company's current financial resources including proceeds from
sale of equipment are expected to be sufficient for operations
into the second quarter of calendar 2010.  The Company is
currently concentrating its efforts on: (i) investigating
opportunities for the OmigardTM product candidate; (ii) obtaining
additional funds through licensing and non-dilutive financing
arrangements; and (iii) continuing to reduce expenses, however,
the outcome of these matters cannot be predicted at this time.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern."

Headquartered in Vancouver, British Columbia, Canada, MIGENIX Inc.
(TSX: MGI; OTC: MGIFF) -- http://www.migenix.com/-- is a
biopharmaceutical company engaged in the research, development and
commercialization of drugs for the treatment of infectious
diseases.  The Company's programs include drug candidates for: the
treatment and prevention of hospital-acquired and other
infections, the treatment of dermatological diseases, the
treatment of chronic hepatitis C infections and the treatment of
hepatitis B infections.


MODERN ALUMINUM: Berkshire Anodizing to Acquire Asset on Jan. 26
----------------------------------------------------------------
Benning W. De La Mater at Berkshire Eagle says Modern Aluminum
Anodizing Corp. will be sold to Berkshire Anodizing LLC on
Jan. 26, 2010, as a going concern, and at least 30 employees will
have to re-apply for their positions.

Based in North Adams, Massachusetts, Modern Aluminum Anodizing
Corporation offers electro plating, polishing, anodizing & custom
metal fabricating services.  The company filed for Chapter 11
protection on Feb. 15, 2007 (Bankd. D. Mass. Case No. 07-40561).
Henry E. Geberth, Jr., Esq., at Hendel & Collins, P.C., represents
the Debtor.  In its petition, the company listed assets and debts
of between $1 million and $100 million each.


MOMENTIVE PERFORMANCE: Moody's Withdraws 'B2' Rating on Notes
-------------------------------------------------------------
Moody's Investors Service withdrew ratings on Momentive
Performance Materials Inc.'s proposed $500 million senior secured
first lien notes, and extended senior secured first lien credit
facility (revolver and term loan) as Momentive will not proceed
with the transaction at the current time.

Ratings withdrawn:

Momentive Performance Materials Inc. & Subsidiaries

  -- First Lien Senior Secured Notes

  -- Senior Secured (First Lien) Revolving Credit Facility due Aug
     2014

  -- Senior Secured (First Lien) Term Loan due Dec 2015

Moody's last rating action for Momentive was on December 2, 2009,
when Moody's assigned a B2 rating on the proposed senior secured
first lien notes due 2017.

Momentive Performance Materials Inc., headquartered in Albany, New
York, is the second largest producer of silicones and silicone
derivatives worldwide.  The company has two divisions: silicones
(which accounted for 90% of revenues in 2008) and quartz.
Revenues were roughly $2.1 billion for fiscal year 2009.  An
affiliate of Apollo Management is the company's majority owner.


MOOSEHEAD FURNITURE: Files for Bankruptcy to Avert Auction
----------------------------------------------------------
Mooshead Furniture Co. filed for Chapter 11 bankruptcy to avert an
auction that would liquidate its assets.  About 200 bidders
planned to acquire the company's sawmill equipment, various
sources report.

According to Home Furnishing Business, lender Machias Savings Bank
placed the company's property and equipment up for auction after
it closed because it did not have needed working capital.

Mooshead Furniture Co. makes furnitures.


NEUMANN HOMES: Gilberts Wants Lift Stay to Submit Final Draw
------------------------------------------------------------
Prior to the Petition Date, Neumann Homes Inc. and the local
government of Gilberts reached an agreement governing the funding
of infrastructure in connection with the creation of a special
service area known as Conservancy in the municipality.

To pay the cost of the infrastructure, Gilberts executed an
indenture with Wells Fargo Bank N.A., under which the
municipality issued $15 million in bonds.  The bonds are secured
by special taxes on land within the village owned by Neumann
Homes and any of their proceeds, which were pledged to Wells
Fargo for repayment of the bonds.

The December 1, 2006 Indenture establishes the process by which
Gilberts submits draws to Wells Fargo for access to certain
proceeds of the bonds to pay expenses of the public
infrastructure.

As of November 1, 2007, Wells Fargo held more than $700,000 in
the improvements fund under the Indenture.

By order dated June 22, 2009, the U.S. Bankruptcy Court for the
Northern District of Illinois, which oversees the Chapter 11
cases of Neumann Homes Inc. and its affiliated debtors, approved
a settlement among Gilberts, Neumann Homes and its creditors.

Under the deal, Gilberts submitted two draws to Wells Fargo and
paid out the proceeds of the draws, plus remaining funds from an
earlier draw to Merryman Excavation Inc., Lake County Grading
LLC, Manhard Consulting Ltd., and Plote Construction Inc.
Following the draws, approximately $355,160 remains in the
improvements fund.

In this light, the local officials of Gilberts ask the Court to
lift the automatic stay so that they could submit a final draw
for the remaining funds in order to pay their expenses, primarily
those incurred for legal fees and engineering costs.

The Court will hold a hearing on January 27, 2010, to consider
approval of the request.

                  Wells Fargo, et al. Object

Wells Fargo asks the Court to deny Gilberts' lift stay request,
saying it is not appropriate because the automatic stay does not
apply to the improvement fund.

Wells Fargo says the improvement fund is not property of the
Debtors' estate, and that the officials' draw request is a matter
between Wells Fargo and Gilberts and is governed by the
indenture.

Platte River Insurance Company also filed an objection, saying
Gilberts failed to show that the engineering costs that it
requests to be paid from the improvement fund are reasonable or
their payment is permitted under the indenture.

                       About Neumann Homes

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The Company has built more than 11,000 homes in some
150 residential communities.  The Company offers formal business
training to employees through classes, seminars, and computer-
based training.

The Company filed for Chapter 11 protection on November 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  The Official Committee
of Unsecured Creditors has selected Paul, Hastings, Janofsky &
Walker LLP, as its counsel in these bankruptcy proceeding.  When
the Debtors filed for protection from its creditors, they listed
assets and debts of more than $100 million.

(Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


NEUMANN HOMES: Indymac Wants $34MM Claims Temporarily Allowed
-------------------------------------------------------------
IndyMac Ventures LLC asks the U.S. Bankruptcy Court for the
Northern District of Illinois to temporarily allow its claims in
the Chapter 11 cases of Neumann Homes Inc. and its affiliated
debtors.

IndyMac Ventures is seeking temporary allowance of its claims for
the purpose of voting its claims in connection with the
solicitation of votes for the Debtors' Plan of Liquidation.
IndyMac Ventures asserts an unsecured deficiency claim and a
secured claim against the Debtors.

Under the Liquidation Plan IndyMac Ventures' unsecured claim is
classified under Class 4 and has an impaired status while its
secured claim is classified under Class F-1 and is unimpaired.

Jonathan Friedland, Esq., at Levenfeld Pearlstein LLC, in
Chicago, Illinois, asserts that IndyMac Ventures' secured claim
is impaired and that IndyMac Ventures has the right to vote in
its capacity as a secured creditor.

"A host of IndyMac's rights are being altered by the terms of the
settlement provisions of the Plan," Mr. Friedland argues in a
motion filed in Court.  "Indymac's secured claim is clearly
impaired."

As to its unsecured deficiency claim, IndyMac Ventures has the
right and authority to vote the claim as a Class 4 claim but, in
abundance of caution, seeks temporary allowance of that claim to
the extent some party might argue otherwise, according to Mr.
Friedland.

IndyMac Ventures also seeks the Court's authority to vote in
connection with the Plan's confirmation as the holder of a Class
4 unsecured claim of $30 million, and of Class 1-F secured claim
of $1 million.

The Court will hold a hearing on January 27, 2010, to consider
approval of IndyMac's request.

                       About Neumann Homes

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The Company has built more than 11,000 homes in some
150 residential communities.  The Company offers formal business
training to employees through classes, seminars, and computer-
based training.

The Company filed for Chapter 11 protection on November 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  The Official Committee
of Unsecured Creditors has selected Paul, Hastings, Janofsky &
Walker LLP, as its counsel in these bankruptcy proceeding.  When
the Debtors filed for protection from its creditors, they listed
assets and debts of more than $100 million.

(Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


NEUMANN HOMES: Objections Filed Ahead of Tomorrow's Plan Hearing
----------------------------------------------------------------
Nine parties-in-interest filed with the U.S. Bankruptcy Court for
the Northern District of Illinois their objections to the joint
plan of liquidation of Neumann Homes Inc. and its affiliated
debtors.

A.  Illinois Department of Revenue

The Illinois Revenue Department objects to the Debtors ' Plan on
grounds that it does not comply with Section 1129(a)(9)(C) of the
Bankruptcy Code, which requires that priority tax claimants
receive the present value of their claims as of the effective
date of the Plan.

Faith Dolgin, Esq., Illinois Attorney General, notes that two of
the three options for the payment of priority tax claims under
the Plan violate Section 1129(a)(9)(C) by allowing payment of
priority tax claims beyond the Plan Effective Date without
providing interest to account for "present value."  She further
points out that one of the two options allows the Debtors to
satisfy priority tax claims by paying the allowed amount of the
claim in cash on the date that the priority tax claim ultimately
becomes an allowed claim.

Ms. Dolgin contends that if the Debtors object to any of the
Illinois Revenue Dept.'s priority tax claims, which are largely
based on audit liability, they would be able to choose the option
to pay the claim without interest regardless of how long it takes
to ultimately resolve any claim objection.

"Resolution of the [Revenue Dept.'s] claims in this case may take
months, if not years, particularly in light of the fact that
Debtors have at least 180 from the effective date to object to
claims," Ms. Dolgin points out.

The other option, Ms. Dolgin asserts, also fails under Section
1129(a)(9)(C) since it allows the Debtors or the liquidation
trust administrator to defer payment on the Illinois Revenue
Dept.' priority claims over a five-year period from the
bankruptcy filing without providing interest to account for the
present value of the Department's claims.

The Illinois Revenue Dept. also complains that the Plan imposes a
bar date for governmental administrative claims, which would
impermissibly subject its administrative tax claims to filing
requirements as condition to their allowance.

The Illinois Revenue Dept. asserts pre-bankruptcy claims totaling
over $167,285, about $141,259 of which is asserted as priority;
and administrative claims totaling over $87,499.

B. Douglas County Treasury Office

Robert Clark, Esq., the Douglas County Treasury Office's
attorney, complains that the Debtors' Amended Plan dated Dec. 11,
2009 is not different from the Original Plan.

The Treasury Office previously filed an objection to the Original
Plan, questioning in particular the lack of specificity as to how
Class 2 claims will be treated.  It argued that this prevents any
one from determining whether the Plan complies with the
confirmation standards of Section 1129 of the Bankruptcy Code.

Mr. Clark says that not a word of the relevant provisions of the
two versions of the Plan has been changed.

Under the Plan, the Debtors proposed to reinstate Class 2 claims
or provide other treatment to be agreed upon by the Debtors and
the creditors.

"Class 2 creditors have the right to have the Debtors tell them
in the Plan how the Debtors propose to deal with their claims, so
that they can obtain an adjudication during the confirmation
process of whether the Debtors' treatment of their claims is
legal under the Bankruptcy Code," Mr. Clark emphasizes.

"A delayed adjudication, such as is permitted under the Plan,
allows creditors whose liens are junior to Douglas County's
statutory superpriority property tax lien to be paid ahead of
Douglas County, with the result that the estate may not be
financially able to pay Douglas County by the time of the delayed
adjudication," Mr. Clark says in court papers.

The Treasury Office holds a $9,550 claim against Debtor Neumann
Homes of Colorado on account of unpaid commercial personal
property taxes.  The $9,550 claim classified as a Class 2 claim
under the Plan.

C.  Antioch and Wonder Lake Officials

The local officials of Antioch and Wonder Lake object to the Plan
to the extent any of its provisions releases, prejudices or
impairs the rights of the municipalities under the bonds issued
by surety companies, Fidelity and Deposit Company of Maryland and
Lexon Insurance Company, to Neumann Homes.

The bonds issued by the Sureties to Neumann Homes were for the
purpose of securing Neumann Homes' obligations under its
agreements with the municipalities of Antioch and Wonder Lake.
Neumann Homes entered into the agreements in connection with its
residential developments in those municipalities.

The Antioch and Wonder Lake local officials are concerned that
the Sureties may use some provisions under the Plan against the
municipalities.  They cite in particular Section 5.3 of the Plan,
which terminates certain obligations of the Debtors and provides
that the provision might be used by surety companies in their
favor.

"The sureties may take the position that Section 5.3 of the Plan,
which terminates certain obligations, duties or responsibilities
of the Debtors, also terminates the[ir] obligations, duties or
responsibilities," Lawrence Moelmann, Esq., at Hinshaw &
Culbertson LLP, in Chicago, Illinois, says on behalf of the local
officials.

D.  Comerica Bank

Comerica Bank questions some provisions under the Plan, including
the third party release and exculpation provisions contained in
Sections 14.4 and 14.7.

"The broad, third-party releases being imposed on all parties-in-
interest are inappropriate and should be approved only in rare
cases.  This case does not meet that standard," Comerica says in
court papers.

Comerica also says it does not agree that the Debtors have any
rights against it pursuant to Section 506(c) of the Bankruptcy
Code.  Comerica asserts that the Debtors' Plan should provide
that all of its rights, defenses and counterclaims with respect
to any claims by Debtors or the liquidating trust are preserved
and not waived, and that nothing in the Plan or plan confirmation
order should entitle the Debtors to a surcharge right or other
claim.

E.  IndyMac Ventures

IndyMac Ventures LLC says the Plan fails to satisfy the
requirements of Section 1123(a)(7) and 1129(a)(5) of the
Bankruptcy Code.

Section 1123(a)(7) requires that a plan contain only provisions
that are consistent with the interests of creditors and equity
security holders and with public policy with respect to the
manner of selection of any officer, director, or trustee under
the plan.  This provision is supplemented by Section 1129(a)(5),
which directs the scrutiny of the court to the methods by which
the management of any successor to a debtor is to be chosen.

Jonathan Friedland, Esq., at Levenfeld Pearlstein LLC, in
Chicago, Illinois, argues that the appointment of a Liquidation
Trust Administrator and Advisory Board members raise a number of
issues, including the cost of the structure and whether there is
a need of having an Advisory Board and an administrator.

"It is IndyMac's understanding that the Debtor and the Committee
may have already selected an administrator who resides and
maintains offices in New York," Mr. Friedland relates.  "If its
understanding is correct, IndyMac seriously questions whether the
decision to hire someone who would need to travel by airplane to
attend court satisfies the goals of Section 1123(a)(7) and
1129(a)(5)."

Mr. Friedland also points out that the Debtors have not yet
revealed whom they and the Committee intend to select as the
administrator or as Advisory Board members.

Failure to disclose the identity of the individuals likely to be
selected as administrator and Advisory Board members is in and of
itself a basis for denying confirmation, Mr. Friedland contends.

F.  Village of Gilberts

Local officials of the village of Gilberts demand that the Plan
be amended to provide for the immediate lifting of the automatic
stay so that they could file a lawsuit against Lexon Insurance
Company, and Platte River Insurance Company.

The Gilberts officials intend to sue Lexon Insurance and Platter
River Insurance to enforce its rights and remedies under the
bonds, which include naming Neumann Homes as a defendant in any
litigation.  Bonds were issued by Lexon Insurance and Platte
River Insurance with respect to certain improvements in the
Conservancy, a special service area developed by Neumann Homes in
the village of Gilberts.

G.  Compass Bank

Compass Bank, a successor-in-interest to Guaranty Bank, says that
Guaranty Bank should not be required to take a transfer of its
collateral as proposed under the Plan.

The Plan provides, among other things, that Guaranty Bank's
secured claims will be satisfied in full by the transfer of
collateral remaining in the Debtors' estates to the Bank or, if
it does not accept the collateral, the collateral will be deemed
discharged property transferable to the liquidating trust, free
and clear of the Bank's liens.

Guaranty Bank's deadline to elect to accept a transfer of its
collateral is the commencement of the hearing to consider
confirmation of the Plan.

Compass Bank's attorney, Morgan Smith, Esq., at Dykema Gossett
PLLC, in Chicago, Illinois, asserts that Guaranty Bank should not
be required to take a transfer of the collateral because it is
already posted for foreclosure sales.

According to Mr. Smith, the collateral should be excluded from
any treatment under the Plan so as to allow Guaranty Bank to
exercise its rights pursuant to prior court orders which
authorized the Bank to foreclose the collateral.

H.  Wells Fargo

Wells Fargo Bank N.A., as trustee of the bonds issued by the
village of Gilberts under a December 1, 2006 Indenture, objects
to the Plan, asserting that it does not clearly state that the
taxes securing payment of the bonds will remain obligations and
liens running with the real property within the special service
area in the municipality known as the Conservancy.

Wells Fargo also complains that the Plan does not properly
protect its interests and those of the Bank.  It also does no for
the payment in full of the administrative claims in the sum of
$1,546,823, Wells Fargo adds.  The claims are on account of taxes
on the properties located in Gilberts, some of which serve as
collateral of IndyMac, one of the prepetition lenders of Neumann
Homes.

I.  Bank of America

Bank of America N.A., objects to confirmation of the Plan,
insisting that it does not meet the requirement of Section
1129(a).

Bank of America complains that the Plan requires it to accept a
transfer of its collateral in a manner acceptable to the Debtors,
which would potentially deprive the Bank of its ability to
foreclose numerous mechanics' liens.  The Plan also requires that
its mortgage liens in numerous parcels of real estate in
Illinois, Wisconsin and Colorado, will be expunged, according to
Bank of America.

                      Plan Exhibits Filed

The Debtors filed with the Court copies of the form of
Liquidation Trust Agreement, list of causes of action and other
documents related to their Joint Plan of Liquidation.  Full-text
copies of these documents are available without charge at:

  http://bankrupt.com/misc/Neumann_LiquidationTrustAgreement.pdf
  http://bankrupt.com/misc/Neumann_AssumedLeases.pdf
  http://bankrupt.com/misc/Neumann_CausesofAction.pdf
  http://bankrupt.com/misc/Neumann_KPNSettlement.pdf
  http://bankrupt.com/misc/Neumann_WarrantyDeed.pdf

The Court is expected to convene a hearing on January 27, 2010,
to consider confirmation of Neumann Homes' Plan of Liquidation.

                       The Chapter 11 Plan

The first iteration of Debtors' proposed Joint Plan of Liquidation
was filed with the Court last on August 26, 2009.  It provides for
the liquidation of the Debtors' assets and the distribution of the
net proceeds of the Debtors' assets and the distribution of the
net proceeds to creditors in order of the relative priority for
distribution.  It is predicated upon the entry of an order that
would substantively consolidate the Debtors' estates and their
bankruptcy cases for purposes of all actions associated with
confirmation and consummation of the Plan.

Judge Wedoff will hold a hearing on January 27, 2010, at
10:00 a.m. Central time, to consider the confirmation of the
Debtors' Liquidation Plan.  Deadline for filing objections is
January 19, 2010, at 5:00 p.m. Central time.

                       About Neumann Homes

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The Company has built more than 11,000 homes in some
150 residential communities.  The Company offers formal business
training to employees through classes, seminars, and computer-
based training.

The Company filed for Chapter 11 protection on November 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  The Official Committee
of Unsecured Creditors has selected Paul, Hastings, Janofsky &
Walker LLP, as its counsel in these bankruptcy proceeding.  When
the Debtors filed for protection from its creditors, they listed
assets and debts of more than $100 million.

(Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


NEW CENTURY COS: Files Amendment No. 2 to Q3 2009
-------------------------------------------------
On January 21, 2010, New Century Companies, Inc. filed amendment
no. 1 to its Form 10-Q for the period ended September 30, 2009, to
amend and currently date its certifications, which are filed as
Exhibits 31.1 and 32.1 to this amendment.  The Company has not
updated any other information included in this report.

A full-text copy of the amended quarterly report is available at
no charge at http://researcharchives.com/t/s?4dd5

As reported in the TCR on November 26, 2009, the Company reported
a net loss of $21,316,443 for the quarter ended September 30,
2009, from a net loss of $1,944,419 for the same period a year
ago.  The Company reported a net loss of $24,850,069 for the nine
months ended September 30, 2009, from a net loss of $2,853,208 for
the same period a year ago.

At September 30, 2009, the Company had total assets of $1,129,198,
including total current assets of $905,782, against total
liabilities of $30,068,744, all current.

                          Going Concern

As of September 30, 2009, the Company has an accumulated deficit
of approximately $37,064,000, had recurring losses, a working
capital deficit of approximately $29,163,000, and was also in
default on its convertible notes.  "These factors raise
substantial doubt about the Company's ability to continue as a
going concern."

                    About New Century Companies

New Century Companies, Inc. -- http://www.newcenturyinc.com/-- is
engaged in acquiring, re-manufacturing and selling pre-owned
Computer Numerically Controlled ("CNC") machine tools to
manufacturing customers.  The Company provides rebuilt, retrofit
and remanufacturing services for numerous brands of machine tools.
The Company also manufactures original equipment CNC large turning
lathes and attachments under the trade name Century Turn.  The
Company trades on the OTC Bulletin Board under the symbol "NCNC".


NINE LIVES: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Nine Lives, LLC
        1305 E Riverside Dr., #11
        Saint George, UT 84790

Bankruptcy Case No.: 10-20539

Chapter 11 Petition Date: January 19, 2010

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

Debtor's Counsel: Daniel R. Robison, Esq.
                  1079 E. Riverside Dr., Suite 102
                  St. George, UT 84790
                  Tel: (435) 656-3227
                  Fax: (866) 640-3938
                  Email: dan@robisonlaw.net

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 Sharlynn V. Carter, president of the
Company.


NORTEL NETWORKS: Gets April 23 Extension of CCAA Stay Period
------------------------------------------------------------
Nortel Networks Corporation disclosed 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 have obtained an order from
the Ontario Superior Court of Justice further extending, to
April 23, 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
continue with their divestiture and other restructuring efforts.

Nortel also obtained approvals from the Canadian Court and the
United States Bankruptcy Court for the District of Delaware  of
the Final Canadian Funding and Settlement Agreement, previously
announced on December 23, 2009, which, among other things,
provides that Nortel Networks Inc. will pay to NNL approximately
US$190 million over the course of 2010, which amount includes the
contribution of NNI and certain U.S. affiliates towards certain
estimated costs to be incurred by NNL on their behalf for the
duration of the creditor protection proceedings.  These approvals
also allow the creation and allowance of a pre-filing claim in the
Canadian creditor protection proceedings against NNL in favour of
NNI in the amount of $2.0637 billion.  In addition, Nortel
obtained various other approvals from the Canadian Court and US
Court which, among other things, authorize NNL and NNI to enter
into advance pricing agreements with the U.S. and Canadian tax
authorities to resolve certain transfer pricing issues, on a
retrospective basis, for the taxable years 2001 through 2005.

                    About Nortel Networks

Headquartered in Toronto, Ontario, Nortel Networks Corporation
supplies end-to-end networking products and solutions serving both
service providers and enterprise customers.


NUTRACEA: U.S. Trustee Adds Two Members to Creditors Committee
--------------------------------------------------------------
Ilene J. Lashinsky, the U.S. Trustee for Region 14, amended the
official committee of unsecured creditors in the Chapter 11 cases
of Nutracea.

The U.S. Trustee related that due to additional creditor interest
in serving on the committee, the Creditors Committee now consists
of:

1. BRYCON Corporation
   Attn: Jim Michaels
   6150 W. Chandler Blvd., No. 39
   Chandler, AZ 85226
   Tel: (480) 785-9911 x112
   Fax: (480) 785-9858

2. Farmers Rice Milling Company, Inc.
   Attn: Jeffrey Peters
   P. O. Box 788
   Baton Rouge, LA 70821
   Tel: (225) 922-4665
   Fax: (225) 922-5120

3. MSS Technologies, Inc.
   Attn: Jack Trierweiler
   1555 E. Orangewood Ave.
   Phoenix, AZ 85020
   Tel: (602) 387-2110
   Fax: (602) 256-6040

4. Trea, Inc.
   Attn: Peter Karegrannes
   4216 S. 36th Place
   Phoenix, AZ 85040
   Tel: (602) 438-1572
   Fax: (602) 438-1573

5. Wellington Foods, Inc.
   Attn: Tony Harnack, Jr.
   3250 E. 29th Street
   Long Beach, CA 90806
   Tel: (562) 989-0111
   Fax: (562) 989-9322

6. Audio Video Resources
   Attn: Mark Temen
   4323 E. Cotton Center Blvd.
   Phoenix, AZ 85040
   Tel: (602) 643-4200
   Fax: (602) 643-4270

7. Halpern Capital
   Attn: Baruch Halpern
   9601 Collins Avenue, No. PH303
   Bal Harbour, FL 33154
   Tel: (786) 528-1011

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

                         About NutraCea

NutraCea is a world leader in production and utilization of
stabilized rice bran.  NutraCea holds many patents for stabilized
rice bran (SRB) production technology and proprietary products
derived from SRB.  NutraCea's proprietary technology enables the
creation of food and nutrition products to be unlocked from rice
bran, normally a waste by-product of standard rice processing.

Phoenix, Arizona-based Nutracea, a California corporation, filed
for Chapter 11 bankruptcy protection on November 10, 2009 (Bankr.
D. Ariz. Case No. 09-28817).  S. Cary Forrester, Esq., at
Forrester & Worth, PLLC, assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


OPUS WEST: Maricopa County Opposes Confirmation of Plan
-------------------------------------------------------
Maricopa County, a secured tax lien creditor, asks the United
States Bankruptcy Court for the Northern District of Texas
Dallas Division, to deny confirmation of the Amended Joint
Chapter 11 Plan of Liquidation of Opus West Corporation and its
debtor affiliates.

Maricopa County filed a secured tax claim for $13,430 against the
Opus West Debtors, representing the 1999 and 2009 real property
taxes; and another claim for $9,415, representing 2009 real
property taxes on certain of the Debtors' properties and whose
interests accrue at 16% per annum, if not timely paid.

Barbara Lee Caldwell, Esq., at Aiken Schenk Hawkins & Ricciardi
P.C., in Phoenix, Arizona, contends that the Opus West Plan fails
to provide for the accrual of interest on Maricopa County's
Secured Tax Claims.

For this reason, Maricopa County insists that the Opus West Plan
cannot be confirmed unless the Debtors further amend the Plan to
specifically provide that Maricopa County's Secured Tax Claims
will be paid in full along with the appropriate 16% per annum
interest rate.

                    The Chapter 11 Plan

Opus West Corporation and its debtor affiliates presented to the
U.S. Bankruptcy Court for the Northern District of Texas a joint
Chapter 11 plan of liquidation and an accompanying disclosure
statement on November 25, 2009.

The Opus West Plan contemplates the liquidation of the Debtors
and the resolution of certain claims through a series of
mechanisms, in order to provide a distribution to holders of
general unsecured claims.

Upon the occurrence of the Plan Effective Date, the Plan and all
remaining property of each Debtor's Estate will be managed under
the direction of a Surviving Officer, in consultation with an
Oversight Committee.

Holders of secured claims will recover 100 cents on the dollar.
Holders of priority non-tax claims are expected to recover 90% of
their claims.  General unsecured claimants, owed a total of
$885,996,580, will recover a pro rata share of remaining assets.

                     About Opus West Corporation

Based in Phoenix, Arizona, Opus West Corporation is a full-service
real estate development firm that focuses on acquiring,
constructing, operating, managing, leasing and/or disposing of
real estate development projects primarily located in the western
United States.

Opus West and its affiliates filed for Chapter 11 on July 6, 2009
(Bankr. N.D. Tex. Case No. 09-34356).  Clifton R. Jessup, Jr., at
Greenberg Traurig, LLP, represents the Debtors in their
restructuring efforts.  Franklin Skierski Lovall Hayward, LLP, is
co-counsel to the Debtors. Pronske & Patel, P.C., is conflicts
counsel.  Chatham Financial Corp. is financial advisor.  BMC Group
is the Company's claims and notice agent.  As of May 31, Opus West
-- together with its non-debtor affiliates -- had $1,275,334,000
in assets against $1,462,328,000 in debts.  In its bankruptcy
petition, Opus West said it had assets and debts both ranging from
$100 million to $500 million.

Opus West joins affiliates that previously filed for bankruptcy.
Opus East LLC, a real estate operator from Rockville, Maryland,
commenced a Chapter 7 liquidation on July 1 in Delaware.  Opus
South Corp., a Florida condominium developer based in Atlanta,
filed a Chapter 11 petition April 22 in Delaware.

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


OPUS WEST: Plan Confirmation Hearing Moved to Jan. 27
-----------------------------------------------------
Judge Harlin D. Hale of the U.S. Bankruptcy Court of the Northern
District of Texas previously conditionally approved that the
Disclosure Statement explaining the Plan of Liquidation proposed
by Opus West and its debtor affiliates as containing "adequate
information" in accordance with Section 1125 of the Bankruptcy
Code, but noted that the Disclosure Statement is subject to final
approval after notice and a hearing.

Upon further review, Judge Hale formally approved the Opus West
Disclosure Statement, on a final basis, on January 6, 2010.

At the Debtors' request, the Court has reset the hearing to
consider confirmation of Opus West Plan for January 27, 2010, at
2:30 p.m.

The Debtors are also given until January 20, 2010, at 4:30 p.m.
to submit their ballots for the Plan.

                    The Chapter 11 Plan

Opus West Corporation and its debtor affiliates presented to the
U.S. Bankruptcy Court for the Northern District of Texas a joint
Chapter 11 plan of liquidation and an accompanying disclosure
statement on November 25, 2009.

The Opus West Plan contemplates the liquidation of the Debtors
and the resolution of certain claims through a series of
mechanisms, in order to provide a distribution to holders of
general unsecured claims.

Upon the occurrence of the Plan Effective Date, the Plan and all
remaining property of each Debtor's Estate will be managed under
the direction of a Surviving Officer, in consultation with an
Oversight Committee.

Holders of secured claims will recover 100 cents on the dollar.
Holders of priority non-tax claims are expected to recover 90% of
their claims.  General unsecured claimants, owed a total of
$885,996,580, will recover a pro rata share of remaining assets.

                     About Opus West Corporation

Based in Phoenix, Arizona, Opus West Corporation is a full-service
real estate development firm that focuses on acquiring,
constructing, operating, managing, leasing and/or disposing of
real estate development projects primarily located in the western
United States.

Opus West and its affiliates filed for Chapter 11 on July 6, 2009
(Bankr. N.D. Tex. Case No. 09-34356).  Clifton R. Jessup, Jr., at
Greenberg Traurig, LLP, represents the Debtors in their
restructuring efforts.  Franklin Skierski Lovall Hayward, LLP, is
co-counsel to the Debtors. Pronske & Patel, P.C., is conflicts
counsel.  Chatham Financial Corp. is financial advisor.  BMC Group
is the Company's claims and notice agent.  As of May 31, Opus West
-- together with its non-debtor affiliates -- had $1,275,334,000
in assets against $1,462,328,000 in debts.  In its bankruptcy
petition, Opus West said it had assets and debts both ranging from
$100 million to $500 million.

Opus West joins affiliates that previously filed for bankruptcy.
Opus East LLC, a real estate operator from Rockville, Maryland,
commenced a Chapter 7 liquidation on July 1 in Delaware.  Opus
South Corp., a Florida condominium developer based in Atlanta,
filed a Chapter 11 petition April 22 in Delaware.

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


OPUS SOUTH: Waters Edge Liq. Analysis Okayed for Distribution
-------------------------------------------------------------
Bankruptcy Judge Mary Walrath of the U.S. Bankruptcy
Court for the District of Delaware previously approved on
January 6, 2010, the Amended Disclosure Statement filed by plan
proponents Wachovia Bank, National Association, as agent and on
its own behalf; Regions Bank; PNC Bank, National Association; and
Bank of America in relation to the Chapter 11 Plan they filed for
debtor Waters Edge One LLC.

In a separate order, Judge Walrath authorized the inclusion of he
liquidation analysis of Waters Edge in the Plan solicitation
package to be distributed to creditors.

The Liquidation Analysis indicates that available net proceeds
for distribution for Waters Edge under the Plan of Liquidation
aggregate $22,914,309, while available net proceeds for
distribution for Waters Edge under a Chapter 7 proceeding total
$14,400,348.

A full-text copy of the Waters Edge Liquidation Analysis is
available for free at http://bankrupt.com/misc/OSLiqAnal.pdf

                         About Opus South

Headquartered in Atlanta, Georgia, Opus South Corporation --
http://www.opuscorp.com/-- provides an array of real estate
related services across the United States including real estate
development, architecture & engineering, construction and project
management, property management and financial services.

The Company and its affiliates filed for Chapter 11 on April 22,
2009 (Bankr. D. Del. Lead Case No. 09-11390).  Victoria Watson
Counihan, Esq., at Greenberg Traurig, LLP, represents the Debtors
in their restructuring efforts.  The Debtors propose to employ
Landis, Rath & Cobb, LLP, as conflicts counsel, Chatham Financial
Corporation as real estate broker, Delaware Claims Agency LLC as
claims agent.  The Debtors have assets and debts both ranging from
$50 million to $100 million.

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


OZBURN HESSEY: Moody's Affirms Corporate Family Rating at 'B3'
--------------------------------------------------------------
Moody's Investors Service affirmed the B3 corporate family rating
and probability of default rating of Ozburn Hessey Holding
Company, LLC.  The outlook remains negative.

The B3 corporate family rating affirmation reflects proactive
steps the company has taken to reduce fixed costs, Moody's
expectation that the de-stocking trend by customers has likely
stabilized, and should enable better volumes later in 2010,
existing interest coverage measures that could sustain the B3
rating, and steps the company has taken to bolster its financial
reporting capabilities.  The affirmation also acknowledges Ozburn-
Hessey's purchased transportation, versus owned, business model
which enables the company to aggressively bid for transportation
services from a still oversupplied surface transportation network.

The outlook remains negative despite the company's recent credit
facility amendment which extended the expiration date to May 11,
2012 from August 10, 2010 and reduced the revolver commitment to
$25 million from $40 million.  The negative outlook reflects
potential for a financial ratio covenant breach due to an
aggressive step down schedule through 2011.  The outlook also
acknowledges limited free cash flow prospects as a result of low
earnings and possibility that lack of meaningful volume gains
later in 2010 could sustain the low earnings level.  In addition
to potentially sustained weak free cash flow, the revolver size
decrease has reduced financial flexibility.  Furthermore, the
turnaround in Global Freight Management and Logistics, Ozburn's
recently challenged customs brokerage unit, may take longer to
realize than planned.

Ratings affirmed:

* Corporate family B3

* Probability of default B3

* $227 million senior secured term loan due 2012 to B1, LGD2, 24%
  from B1, LGD3, 33%

Ratings assigned:

* $25 million senior secured revolving facility due May 2012 B1,
  LGD2, 24%

Ratings withdrawn:

* $40 million senior secured revolving facility due August 2010
  B1, LGD3, 33%

Moody's last rating action on Ozburn-Hessey occurred September 24,
2009 when the outlook was changed to negative from stable and the
B3 corporate family rating was affirmed.

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

Ozburn-Hessey Holding Company, LLC, headquartered in Nashville,
TN, is a provider of third-party logistics and related services,
including warehouse management, truck brokerage, customs
brokerage, freight forwarding, and dedicated contract carriage.
Ozburn-Hessey is a wholly-owned subsidiary of OHH Acquisition
Corporation, which is controlled by private equity group Welsh,
Carson Anderson & Stowe.  Ozburn-Hessey's gross revenues were
approximately $745 million for the last twelve months ended
September 30, 2009.


PAETEC HOLDING: Amends BoNY Indenture and Deutsche Bank Loan
------------------------------------------------------------
PAETEC Holding Corp. entered into a First Supplemental Indenture,
dated as of January 12, 2010, with The Bank of New York Mellon, as
Trustee, which amended and supplemented the Indenture, dated as of
June 29, 2009, among the Company, the subsidiary guarantors named
therein and the Trustee, pursuant to which the Company issued the
Notes.

The Supplemental Indenture provides that if the Company, at its
option, redeems before June 30, 2012 any Notes or any other 8-7/8%
Senior Secured Notes due 2017 previously issued under the
Indenture with the net proceeds of one or more equity offerings of
the Company, at least 65% of the aggregate principal amount of the
Notes and the Existing 2017 Notes originally issued under the
Indenture must remain outstanding immediately after each such
redemption.

On January 12, 2010, the Company issued and sold $300 million in
8-7/8% Senior Secured Notes due 2017.  The Notes are treated under
the Indenture as a single series of notes with the $350 million in
aggregate principal amount of the Company's 8-7/8% Senior Secured
Notes due 2017 previously issued under the Indenture and
outstanding as of the issue date of the Notes.  The Notes have the
same terms as the Existing 2017 Notes, except that the Notes have
registration rights and related additional interest terms and will
be subject to transfer restrictions until consummation of the
exchange offer.  Holders of the Notes and the Existing 2017 Notes
will vote as one series under the Indenture. Accordingly,
immediately following the issuance and sale of the Notes, the
Company has $650 million in aggregate principal amount of 8-7/8%
Senior Secured Notes due 2017 outstanding under the Indenture.

The Company sold the Notes at an offering price of 100.528% of the
principal amount of the Notes, plus accrued interest from
December 31, 2009, in an offering not subject to the registration
requirements of the Securities Act of 1933. The Company applied
the gross proceeds of $301.6 million it received from the sale of
the Notes to repay $240.2 million in aggregate principal amount of
term loans and $30.0 million in aggregate principal amount of
revolving loans outstanding under its senior secured credit
facilities and to pay $8.3 million of swap termination fees
incurred in connection with the loan repayments.  The Company has
paid or expects to pay a total of approximately $9.0 million of
offering fees and expenses.  The Company will use the remaining
$14.1 million of offering proceeds for general corporate purposes.

Immediately following the sale of the Notes and the Company's
application of the offering proceeds to the foregoing uses, the
Company's senior secured credit facilities consisted of:

     -- a term loan credit facility under which no term loans are
        outstanding and under which the Company may obtain
        incremental term loans, subject to conditions, in an
        aggregate principal amount of up to approximately
        $65 million under one or more incremental facilities; and

     -- a revolving credit facility under which no revolving loans
        are outstanding and under which the Company may obtain
        from time to time revolving loans of up to an aggregate
        principal amount of $50 million outstanding at any time.

The Notes accrue interest at a rate of 8-7/8% per year from
December 31, 2009.  Interest on the Notes is payable semi-annually
in cash in arrears on June 30 and December 31 of each year,
commencing on June 30, 2010.  The Notes will mature on June 30,
2017.

                   Amendment to Credit Agreement

Effective on January 12, 2010, the Company, as Borrower, the
lenders party thereto and Deutsche Bank Trust Company Americas, as
Administrative Agent, entered into a Third Amendment to the Credit
Agreement, which amends the Credit Agreement, dated as of
February 28, 2007, and amended as of June 27, 2007, and May 29,
2009, among the Company, as Borrower, the lenders party thereto,
Deutsche Bank Trust Company Americas, as Administrative Agent, and
the other agents party thereto.  Pursuant to the Credit Agreement,
the Company has obtained term loan and revolving loan senior
secured credit facilities.

The Credit Agreement permits the Company to elect, subject to pro
forma compliance with a total leverage ratio covenant and other
conditions, to solicit the lenders under the Credit Agreement or
other prospective lenders to extend the Company additional term
loans under one or more incremental term loan facilities.  The
Amendment provides, among other things, that the Company may
obtain up to approximately $65 million in aggregate principal
amount of such incremental term loan facilities, and that such
maximum amount generally will be reduced by the total principal
amount of any senior secured notes which the Company may issue in
the future, including under the indenture that governs the Notes.

                   Registration Rights Agreement

In connection with the closing of the sale of Notes, the Company
entered into a Registration Rights Agreement, dated January 12,
2010, among the Company, the subsidiary guarantors, and Banc of
America Securities LLC, Deutsche Bank Securities Inc., Credit
Suisse Securities (USA) LLC and Wells Fargo Securities, LLC, who
were the initial purchasers of the Notes, pursuant to which the
Company has agreed to use commercially reasonable efforts to file
a registration statement with the Securities and Exchange
Commission to exchange the Notes for a new issue of substantially
identical notes in an exchange registered under the Securities Act
of 1933 or, if required, to file a shelf registration statement to
cover resales of the Notes under certain circumstances.

If (1) the Company fails either to (a) cause the exchange offer
registration statement to be declared effective or to consummate
the exchange offer within the period specified in the Registration
Rights Agreement or (b) if required, cause any shelf registration
statement with respect to resales of the Notes to be declared
effective within the period specified in the Registration Rights
Agreement or (2) the exchange offer registration statement or any
shelf registration statement is declared effective but thereafter
ceases to be effective or usable, subject to specified exceptions,
in connection with resales of the Notes, the Company will be
required to pay additional interest to the holders of the Notes
under certain circumstances. The maximum amount of additional
interest payable in any such event may not exceed 1.0% per annum
of the principal amount of the Notes.

Banc of America Securities LLC, Deutsche Bank Securities Inc.,
Credit Suisse Securities (USA) LLC and Wells Fargo Securities, LLC
and certain of their affiliates have provided, or may provide in
the future, investment banking and other services to the Company
and some of the Company's affiliates. Affiliates of certain of the
foregoing initial purchasers are lenders and/or agents under the
Company's senior secured credit facilities. The lender affiliates
were entitled to be repaid with the proceeds of the offering of
the Notes that were used to repay outstanding loans under the
Company's senior secured credit facilities and received their pro
rata portions of such repayment.

                     About PAETEC Holding

PAETEC Holding Corp., through its subsidiaries, provides
integrated communications services, including local and long
distance voice, data, and broadband Internet access services,
primarily to business and institutional customers.  On February 8,
2008, PAETEC Holding completed its combination by merger with
McLeodUSA Incorporated, which became a wholly owned subsidiary of
PAETEC Holding upon completion of the merger.

As of June 30, 2009, PAETEC had in service 223,311 digital T1
transmission lines, which represented the equivalent of 5,359,464
access lines, for over 47,000 business customers in a service area
encompassing 82 of the country's top 100 metropolitan statistical
areas.

At September 30, 2009, the Company had $1.44 billion in total
assets against $1.25 billion in total liabilities.

Effective on June 1, 2009, the Company entered into a Second
Amendment and Waiver to its Credit Agreement with its lenders
which amends the Credit Agreement, dated as of February 28, 2007,
and amended as of June 27, 2007.  The Amendment grants the Company
the right, at its option and subject to specified conditions,
voluntarily to prepay term loans outstanding under its term loan
facilities at any time and from time to time during a period
beginning on the effective date of the Amendment and ending 18
months after such effective date.  The total cash payments to be
made by the Company in connection with such voluntary prepayments
may not exceed $100,000,000, excluding amounts applied to the
payment of accrued and unpaid interest and fees.

The Amendment also modifies some of the restrictive covenants in
the Credit Agreement primarily to permit the Company to issue
senior secured notes and to allow the Company and its subsidiaries
to incur indebtedness and related obligations under such notes if
specified conditions are satisfied.

                         *     *     *

As reported by the Troubled Company Reporter on June 18, 2009,
Standard & Poor's Ratings Services assigned PAETEC Holding's
proposed senior secured notes due 2017 an issue-level rating of
'B' (the same as the corporate credit rating) with a recovery
rating of '3', indicating expectations for meaningful (50%-70%)
recovery in the event of payment default.  At the same time, S&P
affirmed all other ratings on PAETEC, including the 'B' corporate
credit rating.  The outlook is stable.

Moody's Investors Service assigned a B1 rating to the senior
secured note issuance.  Moody's affirmed all other ratings,
including the SGL-1 liquidity rating.  The rating outlook remains
stable.


PARMALAT SPA: Court Sets Notice Program for Suit Settlements
------------------------------------------------------------
A notification program has begun, as ordered by the United States
District Court for the Southern District of New York, to alert
domestic investors, including U.S. persons and entities, who
bought Parmalat Finanziaria S.p.A. equity securities from
January 5, 1999, through and including December 18, 2003, about
two partial settlements of a class action.  The press release is
issued by the Court-appointed Parmalat Notice and Claims
Administrator as part of the notification effort.

The lawsuit alleges that Parmalat and numerous other
defendants participated in a fraudulent financial scheme,
resulting in the understatement of Parmalat's debt and the
overstatement of its net assets.  Parmalat ultimately filed for
bankruptcy, and the value of its stock dramatically declined.  The
defendants deny that they did anything wrong, and the settlements
do not mean that any law was violated.  The Court did not decide
which side was right.

The partial settlements resolve the case against several Deloitte
& Touche Parties and several Grant Thornton Parties and will pay
money to Class Members.  The terms "Deloitte & Touche Parties" and
"Grant Thornton Parties" and other capitalized terms used in this
notice are defined in the detailed Notice available at:

               http://www.ParmalatSettlement.com.

The Deloitte & Touche Settling Parties agreed to pay $8.5 million
and the Grant Thornton Settling Parties agreed to pay $6.5 million
to resolve this matter; attorneys' fees, expenses and
administrative costs will also be paid from these amounts.
Settlement stipulations, available at
http://www.ParmalatSettlement.com,describe all of the details.

In May 2004, the Court appointed the law firms of Cohen Milstein
Sellers & Toll PLLC, of Washington, D.C. and Grant & Eisenhofer,
P.A., of Wilmington, DE, to represent the Class, and the law firm
of Spector Roseman Kodroff & Willis, P.C., of Philadelphia, PA,
has served as counsel.  These firms have been litigating this case
known as In re Parmalat Securities Litigation, No. 04 MD 1653
(LAK), since that time, and they negotiated the partial
settlements.

Class members may go to the Web site
(http://www.ParmalatSettlement.com)to view the notice of the
settlements, register and complete the claim form online, OR
request that a claim form be mailed to them.  They also may call
Toll Free 1-800-713-9910 for more information.  Notices informing
Class members about their legal rights are scheduled to be mailed
in early December, 2009.  If a Class member does not receive the
notice and claim form in the mail directly, s/he should register
as soon as possible and download or request copies of these
documents.  The deadline to file a claim is April 9, 2010.
Persons who previously submitted a claim form in connection with
prior settlements in this case do not have to submit another claim
form now.

Class members may also now exclude themselves from the two partial
settlements with the Grant Thornton parties and Deloitte & Touche
parties, or object to the terms of the proposed settlements.  The
deadline for exclusions is February 1, 2010, and the deadline for
objecting to the two settlements is February 16, 2010.  A hearing
will later be held in New York on March 8, 2010, at 2:30 p.m.
(eastern standard time), to consider whether to approve the
settlements, the proposed plan of allocation for them and the
application for attorneys' fees and expenses.

A Web site has been established at
http://www.ParmalatSettlement.com,where notices and the
Settlement Stipulations may be obtained.  Those affected may also
write to "Parmalat Settlement", P.O. Box 4068, Portland, OR 97208-
4068.  You may also call Toll Free 1-800-713-9910.

                   About Parmalat S.p.A.

Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products
that can be stored at room temperature for months.  It also has
about 40 brand product lines, which include yogurt, cheese,
butter, cakes and cookies, breads, pizza, snack foods and
vegetable sauces, soups and juices.

The Company's U.S. operations filed for Chapter 11 protection on
February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200 million
in assets and debts.  The U.S. Debtors emerged from bankruptcy on
April 13, 2005.

Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on December 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases.  The Parma Court has declared the units
insolvent.

On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.

Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd.  Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A.  The Finance Companies are under
separate winding up petitions before the Grand Court of the Cayman
Islands.  Gordon I. MacRae and James Cleaver of Kroll (Cayman)
Ltd. serve as Joint Provisional Liquidators in the cases.  On
January 20, 2004, the Liquidators filed Sec. 304 petition, Case
No. 04-10362, in the United States Bankruptcy Court for the
Southern District of New York.  In May 2006, the Cayman Island
Court appointed Messrs. MacRae and Cleaver as Joint Official
Liquidators.  Gregory M. Petrick, Esq., at Cadwalader, Wickersham
& Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon,
Herlands Randolph, represent the Finance Companies in the Sec. 304
case.

The Honorable Robert D. Drain presided over the Parmalat Debtors'
U.S. cases.  On June 21, 2007, the U.S. Court granted Parmalat
permanent injunction.


PEGASUS TSI: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Pegasus TSI, Inc.
          fka Mustang Tampa, Inc.
        2002 N. Lois Avenue, Suite 700
        Tampa, FL 33607-2383

Bankruptcy Case No.: 10-01369

Chapter 11 Petition Date: January 22, 2010

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

Debtor's Counsel: Chad S. Bowen, Esq.
                  Jennis & Bowen, P.L.
                  400 N Ashley Drive, Suite 2540
                  Tampa, FL 33602
                  Tel: (813) 229-1700
                  Fax: (813) 229-1707
                  Email: ecf@jennisbowen.com

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

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

A list of the Company's 20 largest unsecured creditors is
available for free at:

            http://bankrupt.com/misc/flmb10-01369.pdf

The petition was signed by Karl M. Ibadulla, president of the
company.


PERRY JOHNSON: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Perry Johnson
        17 Mountain Laurel
        Trabuco Canyon, Ca 92679

Bankruptcy Case No.: 10-10704

Chapter 11 Petition Date: January 20, 2010

Court: United States Bankruptcy Court
       Central District of California (Santa Ana

Debtor's Counsel: Faith A. Ford, Esq.
                  7100 Hayvenhurst Ave
                  Van Nuys, CA 91406
                  Tel: (818) 787-2888
                  Email: faithf@ffordlawgroup.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 3 largest unsecured creditors is available
for free at:

            http://bankrupt.com/misc/cacb10-10704.pdf

The petition was signed by Mr. Johnson.


QUEBECOR WORLD: Catalyst Has Defenses to $18.8MM Preference Claim
-----------------------------------------------------------------
Catalyst Paper disclosed that a claim filed against it by Quebecor
World (USA)'s litigation trustee for alleged preferential
transfers of approximately US$18.8 million is not expected to
result in any significant liability to Catalyst.  The claim seeks
the return of payments made by Quebecor World to Catalyst in the
ordinary course of their trade relationship in the 90 days prior
to Quebecor World's Chapter 11 filing in December, 2007.  Catalyst
is one of 1700 vendors of Quebecor World who received payments
totalling US$390 million during the preference period in which the
litigation trustee has sought recovery.  The claim is made
pursuant to the U.S. Bankruptcy Code which allows recovery of
certain transfer made by the bankrupt debtor within the 90 days
prior to the bankruptcy filing, subject to a vendor's defences.

Catalyst intends to defend the claim and has been advised that it
has a number of defences available that are expected to eliminate
or significantly reduce its financial exposure.  Accordingly,
Catalyst does not expect to incur any significant liability in
connection with the Quebecor World claim.

Catalyst Paper manufactures diverse specialty printing papers,
newsprint and pulp.  Its customers include retailers, publishers
and commercial printers in North America, Latin America, the
Pacific Rim and Europe.  With six mills located in British
Columbia and Arizona, Catalyst has a combined annual production
capacity of 2.5 million tonnes.  The company is headquartered in
Richmond, British Columbia, Canada and its common shares trade on
the Toronto Stock Exchange under the symbol CTL. Catalyst is
listed on the Jantzi Social Index(R) and is also ranked by
Corporate Knights as one of the 50 Best Corporate Citizens in
Canada.

                   About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (CA:IQW) --
http://www.quebecorworldinc.com/-- provides market solutions,
including marketing and advertising activities, well as print
solutions to retailers, branded goods companies, catalogers and to
publishers of magazines, books and other printed media.  It has
127 printing and related facilities located in North America,
Europe, Latin America and Asia.  In the United States, it has 82
facilities in 30 states, and is engaged in the printing of books,
magazines, directories, retail inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina, and the British Virgin Islands.

Ernst & Young, Inc., the monitor of Quebecor World Inc., and its
affiliates' reorganization proceedings under the Canadian
Companies' Creditors Arrangement Act, filed a petition under
Chapter 15 of the Bankruptcy Code before the U.S. Bankruptcy Court
for the Southern District of New York on September 30, 2008, on
behalf of QWI (Bankr. S.D.N.Y. Case No. 08-13814).  The Chapter 15
case is before Judge James M. Peck.  Kenneth P. Coleman, Esq., at
Allen & Overy LLP, in New York, serves as counsel to the Chapter
15 petitioner.

QWI and certain of its subsidiaries commenced the CCAA proceedings
before the Quebec Superior Court (Commercial Division) on
January 20, 2008.  The following day, 53 of QWI's U.S.
subsidiaries, including Quebecor World (USA), Inc., filed
petitions under Chapter 11 of the U.S. Bankruptcy Code.

The Honorable Justice Robert Mongeon oversees the CCAA case.
Francois-David Pare, Esq., at Ogilvy Renault, LLP, represents the
Company in the CCAA case.  Ernst & Young Inc. was appointed as
Monitor.

Quebecor World (USA) Inc., its U.S. subsidiary, along with other
U.S. affiliates, filed for Chapter 11 bankruptcy before the U.S.
Bankruptcy Court for the Southern District of New York (Lead Case
No. 08-10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter
LLP, represents the Debtors in their restructuring efforts.  The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.

Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns.  The Company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective January 28, 2008.

QWI is the only entity involved in the CCAA proceedings that is
not a Debtor in the Chapter 11 Cases.

As of June 30, 2008, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$3,412,100,000 total
liabilities of US$4,326,500,000 preferred shares of US$62,000,000
and total shareholders' deficit of US$976,400,000.

On June 30, 2009, Judge Peck and the Honorable Judge Robert
Mongeon of the Quebec Superior Court of Justice, in a joint
hearing, approved the plan of compromise filed by Quebecor World
Inc. and its affiliates in their cases before the Canadian
Companies' Creditors Arrangement Act and the Chapter 11 plan of
reorganization filed by Quebecor World (USA), Inc., and its debtor
affiliates in the U.S. Bankruptcy Court.

On July 21, 2009, Quebecor World Inc. and its affiliated debtors
and debtors-in-possession emerged from protection under the
Companies' Creditors Arrangement Act in Canada and Chapter 11 of
the U.S. Bankruptcy Code.  Quebecor World has said it will emerge
from bankruptcy as a reorganized new company to be called "Novink
Corp."


RASPBERRY HILL: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Raspberry Hill, LP
        14500 Musso Rd
        Auburn, CA 95603

Bankruptcy Case No.: 10-21351

Chapter 11 Petition Date: January 21, 2010

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

Judge: Thomas Holman

Debtor's Counsel: W. Steven Shumway, Esq.
                  2140 Professional Dr #250
                  Roseville, CA 95661
                  Tel: (916) 789-8821

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

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

According to the schedules, the Company has assets of $5,235,250,
and total debts of $1,362,595.

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

            http://bankrupt.com/misc/caeb10-21351.pdf

The petition was signed by Randy Dawson.


READER'S DIGEST: Gets Nod to Hire Cushman & Wakefield as Broker
---------------------------------------------------------------
The Reader's Digest Association Inc. and its units obtained
approval from the Bankruptcy Court of their employment of,
pursuant to Section 363 of the Bankruptcy Code, Cushman &
Wakefield, Inc., as their real estate broker.

As previously reported, the Debtors sought the Court's permission
to enter into two new non-residential real property leases to
support the relocation of their corporate offices into newer, more
efficient space better suited to their current and post-emergence
needs, which will allow the Debtors to realize substantial long-
term cost savings.  As set forth in the New Leases Motion, the
Debtors retained Cushman to assist them with a comprehensive
review of their current leases and potential replacement leases as
part of the Debtors' real estate and space planning initiative,
implemented as part of their long-term strategic business planning
efforts.

James H.M. Sprayregen P.C., Esq., at Kirkland & Ellis LLP, in New
York, tells the Court that as is customary in commercial real
estate transactions, Cushman's commissions in connection with the
New Leases will be paid by the new landlords and not by the
Debtors' bankruptcy estates.  The commissions are calculated based
on the rent payable under the New Leases, he notes.  He assures
the Court and parties-in-interest that the commissions do not, and
did not, affect the cost of the New Leases to the Debtors.

Cushman's commissions were not negotiated in connection with any
of the locations the Debtors considered leasing, including the New
Lease premises, Mr. Sprayregen discloses.  He says the commission
costs are "baked in" to the square foot rates that landlords
charge.  He clarifies that under standard practices in the
commercial real estate industry, there would have been no
reduction in the cost of the New Leases had the Debtors not
retained a broker because, typically, if a prospective tenant does
not retain a broker in seeking to obtain a new lease, the landlord
either pockets the difference, or in some circumstances, the
commissions are payable to the landlord's own agent or real estate
management company.

Mr. Sprayregen reveals that Cushman has made certain
accommodations, in light of the Debtors' pending Chapter 11 cases
to benefit the estates and ensure that Cushman's compensation
would not derail the Debtors' efforts to enter into the New
Leases.  He explains that while at least 50% of the commission on
a new lease is normally payable upon execution of the lease, with
the remainder payable upon some future date to protect the
landlords in the event that the Debtors did not emerge from
chapter 11 and could not perform under the New Leases.

Recognizing the facts in the Chapter 11 cases and wanting to
accommodate the needs of its long-time client, Mr. Sprayregen
reveals that Cushman offered to bear the risk with respect to its
commissions and agreed that it would not be entitled to any
commissions on the New Leases unless and until the Debtors
successfully emerge from Chapter 11 and the New Leases become
effective by their terms.

               About The Reader's Digest Association

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries.  It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year.  Its global headquarters are in Pleasantville, N.Y.

Reader's Digest said that as of June 30, 2009, it had total assets
of $2.2 billion against total debts of $3.4 billion.

Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel.  Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel.  Ernst & Young LLP is auditor.  Miller Buckfire
& Co, LLC, is financial advisor.  AlixPartners, LLC, is
restructuring consultant.  Kurtzman Carson Consultants is notice
and claims agent.

The Official Committee of Unsecured Creditors is tapping BDO
Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as
investment banker and Otterbourg, Steindler, Houston & Rosen,
P.C., as counsel.

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


READER'S DIGEST: Has Approval for Duff & Phelps as Valuator
-----------------------------------------------------------
The Reader's Digest Association Inc. and its units obtained
permission from the Bankruptcy Court to employ Duff & Phelps,
LLC, to provide valuation services related to allocation of value
among individual assets in connection with the Chapter 11 cases,
nunc pro tunc to October 1, 2009, in accordance with the terms and
conditions set forth in an engagement letter.

Duff & Phelps will:

  (a) assist the Debtors' management with an allocation of their
      reorganization value among certain of their assets for
      financial reporting purposes for Fresh Start Accounting
      in accordance with SOP 90-7;

  (b) assist the Debtors' management with an allocation of the
      reorganization value of the Debtors among certain of their
      assets for tax reporting requirements in accordance with
      the U.S. Internal Revenue Code and related regulations;

  (c) assist the Debtors' management with the identification of
      intangible assets and liabilities to be recognized apart
      from goodwill pursuant to Section 805 of the ASC;

  (d) assist the Debtors' management in the assessment, and
      preparation of analysis, of the respective fair value and
      remaining useful life of certain assets and liabilities,
      including certain tangible assets, and certain intangible
      assets and liabilities;

  (e) assist the Debtors' management in the allocation of
      goodwill pursuant to Section 350 of the ASC and estimation
      of the fair value of the Debtors' reporting units;

  (f) assist the Debtors' management in the allocation of their
      reorganization value and the subject assets and
      liabilities to each of the Debtors; and

  (g) estimate the fair market value of the stock of certain
      non-debtor affiliates in connection with certain internal
      stock transfers as part of a tax restructuring plan to be
      completed prior to or concurrent with the Debtors'
      emergence from Chapter 11.

Duff & Phelps will be paid for its services on an hourly basis in
accordance with its ordinary and customary hourly rates in effect
on the date services are rendered.  The firm's hourly rates are:

       Managing Director       $585
       Director                $525
       Vice President          $430
       Senior Associate        $360
       Analyst                 $250
       Administrative           $70

Duff & Phelps will also be reimbursed of its actual and necessary
out-of-pocket expenses.

Michael H. Dolan, a managing director at Duff & Phelps, assures
the Court that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.

               About The Reader's Digest Association

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries.  It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year.  Its global headquarters are in Pleasantville, N.Y.

Reader's Digest said that as of June 30, 2009, it had total assets
of $2.2 billion against total debts of $3.4 billion.

Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel.  Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel.  Ernst & Young LLP is auditor.  Miller Buckfire
& Co, LLC, is financial advisor.  AlixPartners, LLC, is
restructuring consultant.  Kurtzman Carson Consultants is notice
and claims agent.

The Official Committee of Unsecured Creditors is tapping BDO
Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as
investment banker and Otterbourg, Steindler, Houston & Rosen,
P.C., as counsel.

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


REFCO INC: Plan Administrator Makes 8th Distribution
----------------------------------------------------
The Plan Administrator of Refco Inc. and its debtor affiliates,
excluding Refco Capital Markets, Ltd., notified the Court that on
December 30, 2009, it made an eighth distribution of (i) Allowed
Claims against the Debtors and (ii) Additional Property to
holders of Allowed Class RCM Securities Customer Claims.

Representing the Plan Administrator, Mark W. Deveno, Esq., at
Bingham McCutchen LLP, in New York, relates that pursuant to the
Distribution Notice, the distributions total $23,415,515,
consisting of:

  Claim Classification                     Amount Distributed
  --------------------                     ------------------
  Open/Unresolved Class 5(a)
  Contributing Debtors General
  Unsecured Claims                              $20,355,886

  Allowed Class 5(a) Contributing
  Debtors General Unsecured Claims                2,920,296

  Open/Unresolved Secured,
  Administrative and Priority Claims                139,333

  Allowed Secured, Administrative
  or Priority Claims                                      0

  Uniquely Calculated Reserves                            0

The Eighth Distribution will result in:

  (i) holders of Allowed Class 5(a) Contributing Debtors General
      Unsecured Claims receiving a distribution of approximately
      1.36% of their Allowed Claim amounts, bringing aggregate
      distributions to 40%;

(ii) contributions being made to the Disputed Claims Reserve at
      the same percentage for liquidated, but unresolved Claims
      against the Contributing Debtors; and

(iii) additional contributions being made to the Disputed Claims
      Reserve to establish cushion reserves at an amount that
      the Plan Administrator determines is reasonable.

A complete schedule of the Seventh Allowed Claims Distributions
is available for free at:

http://bankrupt.com/misc/Refco8thAllowedClaimsDistribution.pdf

The Plan caps the distributions that may be made to the holders
of Allowed Contributing Debtors General Unsecured Claims at 40%
of the amount of each that holder's Allowed Claim.  Accordingly,
the Plan Administrator does not anticipate making further
distributions to any holder of an Allowed Contributing Debtors
General Unsecured Claim that receives a distribution pursuant to
the Eighth Distribution, according to Mr. Deveno.

With respect to Additional Property, the Plan Administrator of
RCM has established a special reserve -- the 502(h) Special
Reserve out of Additional Property of $3,000,000 -- which was
withheld from distributions pending resolution of certain
disputes.  The Funds held in the 502(h) Special Reserve will, for
the time being, continue to be held pending the resolution of
certain re-allocation issues.

Pursuant to the Plan, the RCM Plan Administrator will have
received $630.5 million of Additional Property from the
Contributing Debtors as of December 30, 2009.  Under the Eighth
Additional Property Distribution, the RCM Plan Administrator
sought to:

  (i) distribute an aggregate sum of $32,000,000 of Additional
      Property;

(ii) reserve approximately $260,000 for Refco Capital Markets
      FX/Unsecured Claims in cash in the RCM Disputed Claims
      Reserve; and

(iii) continue to reserve $3.0 million in the 502(h) Special
      Reserve of Additional Property.

A schedule of the Property Distributions is available at no
charge at:

     http://bankrupt.com/misc/Refco8thPropertyDistribution.pdf

                         About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc. and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


REFCO INC: Trustee Authorized to Dispose Records
------------------------------------------------
Bankruptcy Judge Robert Drain authorized Albert Togut, in his
capacity as Chapter 7 Trustee of Refco LLC, to dispose of, abandon
and destroy approximately 63,000 boxes with historical records
belonging to Refco LLC, as well as other Refco entities, in the
course of winding down Refco LLC's operations and liquidating the
Chapter 7 Debtor's estate.

The records, stored in various off-site facilities, primarily
in Chicago, Illinois, and New York, appear to be older than five
years.  They are no longer required to be maintained, and do not
appear to be relevant to any ongoing investigation or litigation,
Mr. Togut had noted.

Scott E. Ratner, Esq., at Togut, Segal & Segal LLP, in New York,
certified to the Court that a copy of the notice of Mr. Togut's
request and the hearing held January 12, 2010, appeared in the
national edition of The Wall Street Journal on December 14, 2009.

                         About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc. and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


REFCO INC: Wants to Compel Cantor Document Production
-----------------------------------------------------
In December 2006, Debtors Refco Inc., and Refco Group Ltd., LLC,
sought to value, for later liquidation, RGL's 10% limited
partnership interest in Cantor Index Holdings, L.P., a
partnership engaged in financial and gaming businesses.  Cantor
Index was, and is, 90% owned by affiliates of Cantor Fitzgerald
Securities.

In 2007, Refco Inc. obtained the Court's authority to conduct an
examination of Cantor FS pursuant to Rule 2004 of the Federal
Rules of Bankruptcy Procedure.  Cantor FS, however, produced
limited documentation and the parties entered settlement
discussions.  Refco Inc. and RGL sought more reliable financial
data from Cantor FS, to which Cantor Index responded with
"incomplete and contradictory financial information," Arthur H.
Ruegger, Esq., at Sonnenchein Nath & Rosenthal LLP, in New York,
relates.

Settlement talks held between Refco Inc., RGL and Cantor Index
ultimately broke down in 2010, after Cantor FS failed to produce
the documents requested by Refco Inc., including Cantor Index tax
returns, according to Mr. Ruegger.

By this motion, Refco and RGL ask Judge Robert D. Drain of the
United States Bankruptcy Court for the Southern District of New
York to compel Cantor FS to produce certain documents and allow
them to conduct a Rule 2004 examination on Cantor FS.  Refco and
RGL specifically want Cantor FS' production of the previously
sought financial documents, as well as updated and additional
categories of operational and financial information on Cantor
Index.

Bankruptcy Rule 2004(c) governs requests for the production of
documents, and permits production by order of the Court and
subpoena pursuant to Rule 45 of the Federal Rules of Civil
Procedure.

             Refco & RGL Outline Document Requests

Mr. Ruegger tells the Court that the Documents requested by Refco
and RGL "simply restate or update" those documents that Cantor FS
was required to produce in March 2007, consisting of:

  (A) Documents under the March 2007 Rule 2004 Order, including
      those concerning:

      * Cantor Index's 2005; 2006 and 2007 budgets; overhead
        Allocations; December 31, 2005 and December 31, 2006
        financial statements; revenue change from 2004 to 2006,
        current accounts payable ledger and accounts receivable
        ledger; indebtedness or lines of credit; discounts and
        write-offs, and an organizational chart;

      * a $7.5 million charge against revenue that was
        previously taken by Cantor Index;

      * transactions between Cantor Index and Cantor FS; and

      * net 2005 and 2006 proprietary trading positions by each
        subsidiary.

  (B) Documents updating those covered under the March 2007
      Order, including:

      * all documents for Cantor Index and each related
        subsidiary, and for the time periods from March 2007
        through December 2009;

      * all annual financial statements of Cantor FS and Cantor
        Index for 2002 through 2008, including (i) audited
        statements for Cantor Index, (ii) consolidated financial
        statements for Cantor Index and affiliates, and (iii)
        account summary details and auditor comment letters;

      * all documents concerning revenue change at Cantor Index
        and any of its subsidiary, for each year from 2002 to
        2009;

      * all documents concerning the $7.5 or $7.0 million charge
        against revenue that was previously taken by Cantor
        Index or any of its subsidiary;

      * all documents concerning net annual proprietary trading
        positions by each subsidiary of Cantor Index;

      * Cantor Index's current accounts payable ledger and
        accounts receivable ledgers, and any other lists of
        accounts receivable and accounts payable; and

      * all documents concerning an organizational chart for
        Cantor Index from 2002 to the present.

To assure an accurate and thorough valuation of RGL's interest in
Cantor Index, Refco and RGL also seek Cantor FS' production of
additional or supplemental documents concerning:

  (1) Cantor FS' and Cantor Index's federal, state and local tax
      returns for 2002 through 2008, and a set of the federal
      tax returns authorized to be sent directly to Refco's
      counsel by the U.S. Internal Revenue Service;

  (2) amounts, whether in the form of cash, property, services,
      or some other medium, that each partner of Cantor Index
      contributed, held, acquired, transferred, or disposed of,
      or agreed to contribute, acquire, transfer, or dispose of,
      in each case to, from, or in Cantor Index;

  (3) audited or unaudited, quarterly profit and loss
      statements, or management reports for Cantor FS, Cantor
      Index and Cantor Index's subsidiaries for the period from
      2002 through 2009;

  (4) monthly reports of business activity of Cantor FS and
      Cantor Index from 2002 through 2009;

  (5) any additional tax reporting information required of
      Cantor FS and Cantor Index from 2002 through 2009;

  (6) the resignation of Deloitte and Touche LLP as auditors for
      Cantor Index;

  (7) the $419,930 in consulting fees paid to Ernst & Young LLP
      in 2008;

  (8) the $12.4 million in foreign exchange loss by Cantor Index
      in 2008;

  (9) joint service agreements between or among any affiliate of
      Cantor Index, Cantor FS and Cantor Fitzgerald L.P;

(10) for each year from 2002 through 2009, the amount of
      compensation and the identity of the top 10 highest-
      compensated officers or employees of each subsidiary of
      Cantor Index;

(11) copies of all documents filed with the U.S. Commodity
      Futures Trading Commission in 2008 or 2009 in connection
      with the registration of Domestic Box Office Receipts
      contracts;

(12) business plans and forecasts for Hollywood Stock Exchange
      related to the DBORs; and

(13) all summaries of Cantor Index's business and its financial
      condition.

Refco and RGL also seek Judge Drain's authority to include a
supplemental subpoena in their Motion for purposes of designation
and examination of a witness to testify concerning the Documents.

Mr. Ruegger explains that Refco Inc. requires the Previously-
requested Documents from the Cantor Entities in order to value
its interest in Cantor Index.  The Additional Documents, on the
other hand, will also permit a complete valuation of RGL's
interest in Cantor Index, and provide updates on account of
failed settlement negotiations which stalled discovery for almost
two years.

"Refco must calculate the value of RGL's interest in Cantor Index
in order to determine the best method for its disposition in an
effort to maximize value for Refco's creditors," Mr. Ruegger
avers.

The Court will convene a hearing to consider Refco and RGL's
request on February 24, 2010.  Objections are due by February 3.

                         About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc. and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


REMINGTON RANCH: Files for Chapter 11 Bankruptcy in Oregon
----------------------------------------------------------
Remington Ranch LLC filed for Chapter 11 bankruptcy in U.S.
Bankruptcy Court in Oregon, listing assets and debts of between
$10 million and $50 million.

The Company owes $3.1 million for unpaid construction work to
Integrity Golf LLC; $5.34 million disputed construction lien,
Hooker Creek Companies LLC; and $1 million, Stroemple Deferred
Contract Central Oregon Land LLC, report notes.

Remington Ranch LLC is a property developer.


REMINGTON RANCH: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Remington Ranch, LLC
        1814 SW Remington Ranch Dr.
        Powell Butte, OR 97753

Bankruptcy Case No.: 10-30406

Type of Business: Remington Ranch LLC is a property developer.

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       District of Oregon

Judge: Elizabeth L. Perris

Debtor's Counsel: J Stephen Werts, Esq.
                  1001 Sw 5th Ave #2000
                  Portland, OR 97204
                  Tel: (503) 224-3092
                  Email: swerts@cablehuston.com

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

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

The petition was signed by James M. Pippin, the company's managing
member.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Avion Water Co.            Water pipes and        $287,598
60813 Parrell Road         storage fees
Bend, OR 97702

Ball Janik LLP             Legal services         $171,799
                           April 5-Dec. 7

Bittner & Hahs, PC         Legal services         $56,585
                           April 5-Dec. 9

Cohen & Bender             Accounting services-   $18,000
                           2008 audit

Faulks Bros. Construction  Construction services  $85,891
                           2007

GE Capital                 Lease of golf          $500,000
PO Box 802585              equipment secured by
Chicago, IL 60680-2585     a UCC filing on
                           personal property and
                           a personal guarantee
                           from John Shaw and
                           Jim Pippin.

GGL Architecture LLC       Architecture services  $47,608
                           2007; lawsuit filed
                           in 2009

Hart Howerton              Architecture services  $357,088
One Union St.              2007
San Francisco, CA 94111

Hooker Creek Companies     Creditor asserts a     $5,343,176
LLC                        construction lien that
PO Box 432                 was not properly
Bend, OR 97709             perfected and the trust
                           deed is voidable.
                           Disputed lien
                           perfection.

Integrity Golf, LLC        Golf course contractor $3,165,111
27884 Del Rio Rd           asserts a Landscaper's
Temecula, CA 92590         lien that was not
                           properly perfected and
                           the trust deed is
                           voidable. Disputed lien
                           perfection.

Kleinfelder                Soils, engineering &   $20,000
                           environmental studies

Miller Nash LLP            Legal Services         $50,000

Out Door Solutions         Landscaping services   $41,000

Renaissance Golf Design,   Architecture services  $335,148
LLC
Tom Doak
530 E. Eight St.
Traverse City, MI 49686

Security Pros              Security services      $19,500

Stroemple Deferred         Owed $1 million in     $1,000,000
Contract                   the form of lot credits
Central Oregon Land LLC    on Remington Ranch
PO Box 1810
Lake Oswego, OR 97035

SunWest Builders           Construction of Sales  $375,969
PO Box 489                 Center for Debtor
Redmond, OR 97756          in 2007

SWCA, Inc.                 Archeological Survey   $42,891
                           work

W&H Pacific                Engineering Services   $532,473
123 SW Columbia St.,       2005-2007
Ste 100
Bend, OR 97702

Wilbur Ellis               Fertilizer             $27,000


RIM DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: RIM Development, LLC
        1401 Deer Trail
        Roca, NE 68430

Bankruptcy Case No.: 10-10132

Type of Business:

Chapter 11 Petition Date: January 22, 2010

Court: United States Bankruptcy Court
       District of Kansas (Wichita)

Judge: Chief Judge Robert E. Nugent

Debtor's Counsel: Susan G. Saidian, Esq.
                  900 Olive Garvey Building
                  200 West Douglas
                  Wichita, KS 67202
                  Tel: (316) 303-0100
                  Fax: (316) 265-8263
                  Email: sgsaidian@cmzwlaw.com

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

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

The petition was signed by Rick Meisinger.

Debtor's List of 7 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Haes Contracting, Inc.     Trade debt             $146,334

Pinnacle Bank              Bank Loan              $70,000

Foulston Siefken           Trade debt             $64,096

Stephens & Smith           Trade debt             $46,500
Construction

Larson Construction        Trade debt             $40,910

Genesis Homes              Trade debt             $12,272

Emerson Construction,      Trade debt             $3,060
Inc.


ROTHSTEIN ROSENFELDT: Six-Hour Auction Raises $182,315
------------------------------------------------------
Michael Mayo at the South Florida Sun-Sentinel reports the six-
hour auction of Rothstein Rosenfeldt Adler PA assets was able to
raise $182,315.

The auction took place at AMC Liquidators Showroom, 3705 West
Commercial Blvd., Tamarac, Florida.

"A crowd of more than 300 turned out on Saturday, parking on an
overflow grass lot and checking out a showroom floor filled with
mahogany desks, leather chairs, Oriental rugs, mementos and
knickknacks from the offices of the defunct Rothstein Rosenfeldt
Adler law firm, which collapsed in November," Mr. Mayo relates.

"There was something for nearly everyone, with sports memorabilia,
political photos, a martini set, cigar cutters and an electric
guitar," Mr. Mayo says.

Mr. Mayo also notes Mr. Rothstein is expected to plead guilty in
federal court on Wednesday for allegedly orchestrating a $1.2
billion Ponzi scheme, and he faces up to 100 years in prison.

As reported by the Troubled Company Reporter on January 22, 2010,
Fisher Auction Co., Inc. was engaged by the U.S. Bankruptcy
Trustee, Herbert Stettin, to conduct an auction scheduled for
January 23 of the contents of Mr. Rothstein's former law offices
-- Rothstein Rosenfeldt Adler PA.  Mr. Rothstein is now in custody
on a variety of federal charges.

Creditors of Rothstein Rosenfeldt Adler PA signed a petition
sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case
No. 09-34791).  The petitioners include Bonnie Barnett, who says
she lost $500,000 in legal settlement investments; Aran
Development, Inc., which said it lost $345,000 in investments; and
trade creditor Universal Legal, identified as a recruitment firm,
which said it is owed $7,800.  The creditors alleged being owed
money invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the Chapter
11 trustee in the involuntary bankruptcy case.


RUSSELL PROPERTIES: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Russell Properties Utah, LLC
        19850 Rocking Horse Road
        Bend, OR 97701

Bankruptcy Case No.: 10-20618

Chapter 11 Petition Date: January 21, 2010

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

Judge: Judith A. Boulden

Debtor's Counsel: George B. Hofmann, Esq.
                  Parsons Kinghorn & Harris
                  111 East Broadway, 11th Floor
                  Salt Lake City, UT 84111
                  Tel: (801) 363-4300
                  Fax: (801) 363-4378
                  Email: gbh@pkhlawyers.com

                  James C. Jenkins, Esq.
                  Olson & Hoggan, P.C.

                  Matthew M. Boley, Esq.
                  Parsons Kinghorn Harris
                  111 E. Broadway, 11th Floor
                  Salt Lake City, UT 84111
                  Tel: (801) 363-4300
                  Fax: (801) 363-4378
                  Email: mmb@pkhlawyers.com

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

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

The petition was signed by Stephen Russell, manager of the
company.


RYAN STICKLER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Ryan William Stickler
        297 Moffett Road
        Dothan, AL 36301

Bankruptcy Case No.: 10-10080

Chapter 11 Petition Date: January 19, 2010

Court: United States Bankruptcy Court
       Middle District of Alabama (Dothan)

Judge: William R. Sawyer

Debtor's Counsel: Cameron-RRL A. Metcalf, Esq.
                  Espy, Metcalf & Espy, P.C.
                  P.O. Drawer 6504
                  Dothan, AL 36302
                  Tel: (334) 793-6288
                  Email: cam@espymetcalf.com

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

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

According to the schedules, the Company has assets of $1,464,000,
and total debts of $2,362,558.

A full-text copy of Mr. Stickler's petition, including a list of
his 20 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/almb10-10080.pdf

The petition was signed by Mr. Stickler.


SAGITTARIUS RESTAURANTS: Captain D Sale Won't Move Moody's Rating
-----------------------------------------------------------------
Moody's Investors Service said that Sagittarius Restaurants LLC's
current Caa2 corporate family rating and negative outlook won't be
affected immediately by the reported potential sale of its Captain
D's seafood concept.

The sale, if completed, will be a major event for the company,
given the material sales and EBITDA contribution from Captain D's.

Moody's last rating action for Sagittarius occurred on June 5,
2009 when its Corporate Family and Probability of Default ratings
were lowered to Caa2 from Caa1.

Sagittarius Restaurants LLC, headquartered in Nashville,
Tennessee, operates and franchises Mexican and seafood QSRs under
two leading brand names, Del Taco and Captain D's.  The company
had 1,067 units in 31 states at the end of September 2009.


SID'S HARDWARE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Sid's Hardware & Homecenter Corp.
          dba Sid's True Value Hardware
        345 Jay Street
        Brookyn, NY 11201

Bankruptcy Case No.: 10-40518

Chapter 11 Petition Date: January 22, 2010

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

Judge: Carla E. Craig

Debtor's Counsel: Arthur Goldstein, Esq.
                  Todtman Nachamie Spizz & Johns PC
                  425 Park Ave, 5th Floor
                  New York, NY 10022
                  Tel: (212) 754-9400
                  Email: agoldstein@tnsj-law.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 Galit Gold, president of the Company.


SILVER CREEK: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Silver Creek, LLC
        P.O. Box 7183
        Spanish Fort, AL 36577-7183

Bankruptcy Case No.: 10-00228

Chapter 11 Petition Date: January 22, 2010

Court: United States Bankruptcy Court
       Southern District of Alabama (Mobile)

Debtor's Counsel: Michael B. Smith, Esq.
                  PO Box 40127
                  Mobile, AL 36640
                  Tel: (251) 441-8077
                  Email: smi067@aol.com

Estimated Assets: $1,000,001 to $100,000,000

Estimated Debts: $1,000,001 to $100,000,000

According to the schedules, the Company has assets of $1,562,530,
and total debts of $1,708,595.

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

            http://bankrupt.com/misc/alsb10-00228.pdf

The petition was signed by Gerald D. Clark Jr., member of the
Company.


SPECIALTY TOOLING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Specialty Tooling Systems, Inc.
        4315 Three Mile Rd., NW
        Grand Rapids, MI 49534

Bankruptcy Case No.: 10-00664

Chapter 11 Petition Date: January 22, 2010

Court: United States Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Debtor's Counsel: Terry L. Zabel, Esq.
                  Rhoades, McKee et al
                  161 Ottawa Ave NW, Suite 600
                  Grand Rapids, MI 49503
                  Tel: (616) 235-3500
                  Email: ECF-tlz@rhoadesmckee.com

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

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

According to the schedules, the Company has assets of $3,332,958,
and total debts of $3,362,815.

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

            http://bankrupt.com/misc/miwb10-00664.pdf

The petition was signed by Dave Ruthven, president of the Company.


STERLING MINING: Court OKs Disclosure Statement to Plan
-------------------------------------------------------
Alberta Star Development Corp. said that its purchase of the 100%
interest in Sterling Mining Company is subject to condition,
including an order of the Court approving a Plan of Reorganization
of Sterling; all claims of all the creditors of Sterling are paid,
satisfied, settled or compromised under the Plan of Reorganization
and that all other consents and approvals, including regulatory
approvals, are obtained.  The proposed transaction has not been
approved by the TSX Venture Exchange and remains subject to
Exchange approval.

Sterling has filed its Second Amended Disclosure Statement in the
bankruptcy proceedings.  The Disclosure Statement has been
approved by the Court and contains a Plan of Reorganization for
Sterling. The Sterling Plan of Reorganization proposes a bidding
process for 100% of the issued and outstanding common stock of
Sterling entitling the purchaser to all assets of Sterling.  The
key dates for the sale process are as follows:

    February 15, 2010           Due date for deposits and
                                qualification of bidders

    March 31, 2010, 5:00 p.m.   Due date for bids

    April 5, 2010, 8:00 a.m.    Auction

    April 6, 2010, 9:30 a.m.    Plan confirmation hearing and sale
                                approval hearing

    April 15, 2010              Sale closing date




The Sterling Plan of Reorganzation sets forth specific bidding
procedures and processes which must be followed.

Alberta Star is a "qualified bidder" under the Sterling Plan of
Reorganization and the Company intends, subject to Court and
Exchange approval, and being the highest bidder to acquire not
less than 100% of the outstanding Sterling shares, and for
Sterling to exit the Chapter 11 process with the following assets
in place: its interest in the Sunshine Silver Mine, facilities,
Sunshine Silver Mine lease, and exploration interest in the
Sterling exploration projects in Idaho. In addition, the Company
upon meeting of the above referenced conditions, including the
confirmation of a Plan of Reorganization, will reconstitute the
Sterling Board of Directors and make additions to senior
management of Sterling.

                      About Sterling Mining

Based in Coeur d'Alene, Idaho, Sterling Mining Company (OTCBB:SRLM
and FSE:SMX) -- http://www.SterlingMining.com/-- is a mineral
resource development and exploration company. Sterling is engaged
in the business of acquiring, exploring, developing and mining
mineral properties primarily those containing silver and
associated base and precious metals. Sterling operates the
Sunshine Silver Mine in Idaho and has exploration projects in
Idaho, U.S.A. Sterling was incorporated under the laws of the
State of Idaho on February 3, 1903 and its common shares are
currently listed on the OTCBB: SRLMQ and Frankfurt Stock Exchange:
SMX.

Sterling is currently a debtor-in-possession in Chapter 11
Bankruptcy in the District of Idaho, U.S.A. Sterling Mining filed
for bankruptcy protection on March 3, 2009 (Bankr. D. Idaho Case
No. 09-20178).  Bruce A. Anderson, Esq., at Elsaesser Jarzabek
Anderson Marks Elliott & McHugh, Chartered represents the Debtor
as counsel.

As of September 30, 2008, Sterling Mining had $31.9 million in
total assets, and $13.2 million in total current liabilities and
$1.6 million in total long-term liabilities.  In its schedules,
the Debtor listed total assets of $11,706,761 and total debts of
$14,159,010.


SURFSIDE PRINCESS: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: Surfside Princess, LLC
                647 E. Dania Beach Blvd
                FL 33304

Case Number: 10-00724

Debtor-affiliates subject to separate Involuntary Chapter 11
Petitions December 28, 2009:

           Entity                                   Case No.
           ------                                   --------
     Oceans Casino Cruises, Inc.                    09-38645
     Ventures South Carolina, LLC                   09-38652
     Vessel Casinos, Inc.                           09-38657

Involuntary Chapter 11 Petition Date: January 19, 2010

Court: Middle District of Florida (Orlando)

Petitioners' Counsel: Law Firm of Demetrios C. Kirkiles
                      1619 South Andrews Avenue
                      Fort Lauderdale, FL 33316
                      Tel: (954) 463-6500

Surfside Princess, LLC and debtor-affiliates' petitioners:

  Petitioners               Nature of Claim      Claim Amount
  -----------               ---------------      ------------
Shaunna Mann                Maritime EE on M/V    $5,961
724 Downing Street
New Smyrna Beach,
FL 32168

Able Oil of Brevard,        Fuel Oil used by M/V $99,000
Inc.
PO Box 1391
Cape Canaveral, FL 32920

NREC Power Systems Inc.     Repairs to Vessel    $30,500
PO Box 1391
Houma, LA 70361

Interbay Coatings Inc.      Surface Coatings of  $11,885
PO Box 5284                 Vessel
Tampa, FL 33675
                                               ---------
           Total Amount of Petitioners' Claims: $147,346


SYLVIA VITERI: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Sylvia Marina Viteri
          aka Silvia Viteri
          aka Silvia M. Viteri
          aka Sylvia M. Viteri
        425 NE 12 St
        Boca Raton, FL 33432

Bankruptcy Case No.: 10-11391

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Erik P. Kimball

Debtor's Counsel: Zach B. Shelomith, Esq.
                  2699 Stirling Rd # C401
                  Ft Lauderdale, FL 33312
                  Tel: (954) 920-5355
                  Fax: (954) 920-5371
                  Email: zshelomith@lslawfirm.net

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

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

According to the schedules, the Company has assets of $2,928,597,
and total debts of $6,063,497.

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

            http://bankrupt.com/misc/flsb10-11391.pdf

The petition was signed by Sylvia Marina Viteri.


TACO DEL MAR: To Voluntarily Restructure Under Chapter 11
---------------------------------------------------------
Taco Del Mar Franchising Corp. on January 22 announced that it is
voluntarily restructuring its business under the protection of
Chapter 11 of the U.S. Bankruptcy Code in the United States
Bankruptcy Court in Seattle.  The company is expecting to continue
all business operations during the restructuring without
interruption. The restructuring will provide the company a chance
to restructure debts and become financially viable again while
reorganizing to better position the company for growth in the
current economic climate.

"Although this was not our first choice, we believe that the
Chapter 11 process will allow us to maximize the value of the
Company's assets," said Larry Destro, president and CEO of Taco
Del Mar.  "Taco Del Mar has tremendous traction in its core
markets and this process offers an opportunity to grow without the
constraints imposed by the current debt burden and threats of
litigation.  When we emerge from this restructuring, Taco Del Mar
will have become a much more competitive brand and a more
financially secure investment for our existing and future
franchisees.

Mr. Destro added, "I deeply appreciate the dedication and hard
work of our employees, franchisees and Master Developers and know
that by working together through this process we will emerge
stronger than ever.

This restructuring does not involve the franchisee-owned Taco Del
Mar store location operations, only the Taco Del Mar Franchising
Corp. will restructure.

                        About Taco Del Mar

Founded in Seattle in 1992 by brothers James and John Schmidt,
Taco Del Mar is a quick-service casual restaurant chain inspired
by southern Baja, Mexico and coastal beach shacks known for
serving some of the tastiest burritos and tacos.  Today, Taco Del
Mar brings those craved Mexican flavors and experience to more
than 225 locations throughout the U.S., Canada and Guam.


TARDY-CONNORS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Tardy-Connors Group, LLC
          dba Moosehead Furniture Company
          dba Moosehead Furniture
        P.O. Box 476
        Newport, ME 04953-0476

Bankruptcy Case No.: 10-10060

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Maine (Bangor)

Debtor's Counsel: Joshua R. Dow, Esq.
                  Pearce & Dow, LLC
                  Two Monument Square, Suite 901
                  P.O. Box 108
                  Portland, ME 04112-0108
                  Tel: (207) 822-9900
                  Fax: (207) 822-9901
                  Email: jdow@pearcedow.com

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

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

The petition was signed by Joshua Tardy, member of the company.


TELOGY LLC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Telogy, LLC
        3200 Whipple Road
        Union City, CA 94587

Bankruptcy Case No.: 10-10206

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                                     Case No.
        ------                                     --------
e-Cycle, LLC                                       10-10207

Type of Business:

Chapter 11 Petition Date: January 24, 2010

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

Debtor's Counsel: Donald J. Bowman, Jr., Es.q
                  Young, Conaway, Stargatt & Taylor
                  1000 West Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: (302) 571-6600
                  Email: bankfilings@ycst.com

                  Matthew Barry Lunn, Esq.
                  Young, Conaway, Stargatt & Taylor
                  The Brandywine Building, 17th Floor
                  1000 West Street, PO Box 391
                  Wilmington, DE 19899
                  Tel: (302) 571-6600
                  Email: bankfilings@ycst.com

                  Robert F. Poppiti, Jr., Esq.
                  Young, Conaway, Stargatt & Taylor, LLP
                  The Brandywine Building
                  1000 West Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: (302) 571-6600
                  Email: bankfilings@ycst.com

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

Estimated Debts: $50,000,001 to $100,000,000

The petition was signed by Gary B. Phillips, the company's chief
executive officer.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Agilent Technologies       Trade Claim            $70,624

ETS-Lindgren, LP           Trade Claim            $6,240

Valuetronics International Trade Claim            $5,800
Inc.

Communications Supply      Trade Claim            $4,650
Corp.

Abacus Products, Inc.      Trade Claim            $3,129

Profit Recovery Partner,   Trade Claim            $1,500
LLC

Rohde and Schwarz, Inc.    Trade Claim            $1,424

NBN Sports Inc.            Trade Claim            $1,268

Flir Systems, Inc.         Trade Claim            $1,250

Teseq, Inc.                Trade Claim            $1,025

Hipotronics, Inc.          Trade Claim            $975

Choice Instruments         Trade Claim            $750

Megger                     Trade Claim            $717

Pappas Piping Services     Trade Claim            $697

Aramark Uniform Services   Trade Claim            $413

Iris Power LP-Adwel        Trade Claim            $300

Fairpoint Communications,  Trade Claim            $192
Inc.

National Creditors         Trade Claim            $140
Connection, Inc.

Staples Advantage          Trade Claim            $123

Bureau of Industry and     Trade Claim            Undetermined
Security, US
Department of Commerce
Herbert Clark Hoover Building
Office of Export Enforcement
14th Street and Constitution
Avenue, NW
Room 2705
Washington, DC 20230


TERRA ENERGY: Hires MaloneBailey as Independent Accountants
-----------------------------------------------------------
Terra Energy & Resource Technologies, Inc., on January 20, 2010,
was notified that the audit practice of Kempisty & Company
Certified Public Accountants, P.C., the Company's independent
registered public accounting firm, was combined with MaloneBailey,
LLP, effective as of January 1, 2010.  On January 20, 2010, K&Co
resigned as the independent registered public accounting firm of
the Company, and, with the approval of the Company's Board of
Directors, MB was engaged as the Company's independent registered
public accounting firm.

K&Co performed audit of the Company's consolidated financial
statements for the fiscal years ended December 31, 2008 and 2007.
K&Co's reports on the Company's consolidated financial statements
for the fiscal years ended December 31, 2008 and 2007 did not
contain an adverse opinion or a disclaimer of opinion, and were
not qualified or modified as to uncertainty, audit scope, or
accounting principles.

During the fiscal years ended December 31, 2008 and 2007 and the
subsequent interim period up through the date of resignation,
there were no (i) disagreements between the Company and K&Co on
any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of K&Co, would
have caused K&Co to make reference to the subject matter of such
disagreements in connection with its report, or (ii) "reportable
events," as described in Item 304(a)(1)(v) of Regulation S-K.

During the fiscal years ended December 31, 2008 and 2007 and from
December 31, 2008, through the engagement of MB as the Company's
independent registered public accounting firm, neither the Company
nor anyone on its behalf consulted MB with respect to any
accounting or auditing issues involving the Company.  In
particular, there was no discussion with the Company regarding the
application of accounting principles to a specified transaction,
either completed or proposed, the type of audit opinion that might
be rendered on the Company's financial statements, or any matter
that was either the subject of a disagreement, as described in
Item 304 of Regulation S-K, with K&Co, or a "reportable event" as
described in Item 304(a)(1)(v) of Regulation S-K.

                           Going Concern

At September 30, 2009, the Company had total assets of $1,416,657
against total liabilities of $2,057,592, all current.  At
September 30, 2009, the Company had accumulated deficit of
$23,599,275 and shareholders' deficit of $640,935.

In its Form 10-Q report for the September 30, 2009 quarter, the
Company noted it has incurred substantial losses from operations,
sustained substantial cash outflows from operating activities, and
has both a significant working capital deficiency and accumulated
deficit at September 30, 2009 and at December 31, 2008.  Those
factors raise substantial doubt about the Company's ability to
continue as a going concern.  The Company's continued existence
depends on its ability to obtain additional equity or debt
financing to fund its operations and ultimately to achieve
profitable operations.  The Company is attempting to raise
additional financing and has initiated a cost reduction strategy.
Given the Company's tight cash position, its ability to continue
as a going concern is dependent on the Company (1) raising
additional equity or debt financing or (2) the Company obtaining
sufficient fee revenue from service business to support the
operations of the Company.  There can be no assurance that the
Company will be successful in either effort.

            About Terra Energy & Resource Technologies

Terra Energy & Resource Technologies, Inc., formerly CompuPrint,
Inc., through its wholly owned subsidiary, Terra Insight Services,
Inc., provides mapping, surveying, and analytical services to
exploration, drilling, and mining companies.


TERRACE GATE: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Terrace Gate Realty, LLC
        3075 Richmond Terrace
        Staten Island, NY 10303

Bankruptcy Case No.: 10-40358

Chapter 11 Petition Date: January 19, 2010

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

Judge: Dennis E. Milton

Debtor's Counsel: Paul Hollender, Esq.
                  Corash & Hollender PC
                  1200 South Avenue, Suite 201
                  Staten Island, NY 10314
                  Tel: (718) 442-4424
                  Fax: (718) 273-4847
                  Email: info@silawfirm.com

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

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

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

            http://bankrupt.com/misc/nyeb10-40358.pdf

The petition was signed by Yasar Tahmaz, managing & sole member of
the Company.


THEOBALD & SAMPSON: Case Summary & 15 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Theobald & Sampson, LLC
        131 East 13th Street
        Saint Cloud, FL 34769

Bankruptcy Case No.: 10-00913

Chapter 11 Petition Date: January 22, 2010

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

Debtor's Counsel: Brian Michael Mark, Esq.
                  104 North Church Street
                  Kissimmee, FL 34741
                  Tel: (407) 932-3933
                  Fax: (407) 932-3965
                  Email: bmark@marklawfirm.com

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

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

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

            http://bankrupt.com/misc/flmb10-00913.pdf

The petition was signed by Kenneth L. Sampson, member of the
Company.


THOMAS LACASSE: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Thomas James LaCasse
        134 Normandy Rd
        Longmeadow, MA 01106

Bankruptcy Case No.: 10-30088

Chapter 11 Petition Date: January 19, 2010

Court: United States Bankruptcy Court
       District of Massachusetts (Springfield)

Judge: Henry J. Boroff

Debtor's Counsel: Laird J. Heal, Esq.
                  78 Worcester Road
                  P.O. Box 365
                  Sterling, MA 01564
                  Tel: (978) 422-0135
                  Fax: (978) 422-0463
                  Email: LJHeal@verizon.net

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

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

According to the schedules, the Company has assets of $4,110,325,
and total debts of $2,675,369.

A full-text copy of Mr. LaCasse's petition, including a list of
his 8 largest unsecured creditors, is available for free at:

             http://bankrupt.com/misc/mab10-30088.pdf

The petition was signed by Mr. LaCasse.


TIMBERS LIMITED: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: The Timbers Limited Partnership
          aka The Timbers Mobile Home Park
        2316-B Golden Gate Drive
        Greensboro, NC 27405

Bankruptcy Case No.: 10-10094

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Middle District of North Carolina (Greensboro)

Judge: Bankruptcy Judge William L. Stocks

Debtor's Counsel: Dirk W. Siegmund, Esq.
                  Ivey, McClellan, Gatton, & Talcott, LLP
                  Suite 500, 100 S. Elm St.
                  P.O. Box 3324
                  Greensboro, NC 27402-3324
                  Tel: (336) 274-4658
                  Fax: (336) 274-4540
                  Email: dws@imgt-law.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 14 largest unsecured creditors is
available for free at:

            http://bankrupt.com/misc/ncmb10-10094.pdf

The petition was signed by Michael A. Falk, managing partner of
the company.


TISHMAN SPEYER: Gives Up Stuyvesant Town Complex to Creditors
-------------------------------------------------------------
Dow Jones Newswires' Lingling Wei and The Wall Street Journal's
Mike Spector report that a group led by Tishman Speyer Properties
has decided to give up the Peter Cooper Village and Stuyvesant
Town apartment complex in Manhattan to its creditors.

According to the report, the decision comes after the venture
between Tishman and BlackRock Inc. defaulted on the $4.4 billion
debt used to help finance the acquisition of those properties.
The venture acquired the 56-building, 11,000-unit property for
$5.4 billion in 2006 -- the most ever paid for a single
residential property in the U.S.  The report says the venture had
been struggling for months to restructure the debt but capitulated
facing a massive debt load and a weak New York City economy that
has undercut rents and demand for high-priced apartments.

The News Hub panel says Tishman Speyer's deal for Stuyvesant Town
and Peter Cooper Village may end up in bankruptcy.

According to Ms. Wei and Mr. Spector, the property's owners
signaled they would be unable to reach a deal with lenders and
instead decided to allow creditors to proceed with what amounts to
an orderly deed-in-lieu of foreclosure, which means a borrower
voluntarily gives the property back to lenders to avoid a
foreclosure proceeding.

"It has become clear to us through this process that the only
viable alternative to bankruptcy would be to transfer control and
operation of the property, in an orderly manner, to the lenders
and their representatives," the venture said in a statement to The
Wall Street Journal.  "We make this decision as we feel a battle
over the property or a contested bankruptcy proceeding is not in
the long-term interest of the property, its residents, our
partnership or the city."

According to Ms. Wei and Mr. Spector, in a letter sent to Tishman
last week, a group including Concord Capital, an affiliate of
Winthrop Realty Trust, said it intends to pursue "its rights and
remedies," including possibly moving to foreclose on the property
within 90 to 180 days.

Ms. Wei and Mr. Spector relate that by some accounts, Stuyvesant
Town is only valued at $1.8 billion now, less than half the
purchase price.  By that measure, Ms. Wei and Mr. Spector point
out, all the equity investors -- including the California Public
Employees' Retirement System, a Florida pension fund and the
Church of England -- and many of the debtholders, including
Government of Singapore Investment Corp., or GIC, and Hartford
Financial Services Group, are in danger of having most, if not
all, of their investments wiped out.

                       About Tishman Speyer

Tishman Speyer Properties lays claim to two of the most famous
slices of the Big Apple -- New York City's Chrysler Building and
Rockefeller Center. The property company invests in, develops,
and/or operates commercial real estate.  Other well known holdings
include Berlin's Q 205 project (the first post-reunification
development in the city's center) and Chicago's Franklin Center
(one of the city's largest office properties).  The company owns
or has developed more than 115 million sq. ft. in Asia, Europe,
South America, and the US since it was founded in 1978. The
company also has projects in India, China, and Brazil, and owns
some 92,000 residential units around the world.

Stuyvesant Town-Peter Cooper Village comprises 56 multi-story
buildings, situated on 80 acres, and includes a total of 11,227
apartments. The loan sponsors, Tishman Speyer Properties, LP and
BlackRock Realty, acquired the property with the intent of
converting rent-stabilized units to market rents as tenants
vacated the property; however, the conversion of units has since
been determined to be illegal by the New York State Court of
Appeals. In addition to the $3 billion securitized balance,
there is an additional $1.5 billion of mezzanine debt held
outside the trust.


TRU PAK INC: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Tru Pak, Inc.
        1808 10th Street, Suite 100
        Plano, TX 75074

Bankruptcy Case No.: 10-40197

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Christopher J. Moser, Esq.
                  Quilling, Selander, Cummiskey & Lownds
                  2001 Bryan Street, Suite 1800
                  Dallas, TX 75201-3005
                  Tel: (214) 871-2100
                  Email: cmoser@qsclpc.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 Kurt H. Ruppman Sr., chief executive
officer of the Company.


TRUE NORTH: S&P Downgrades Rating to 'CC' From 'CCC-'
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on True
North Ltd. to 'CC' from 'CCC-'.

The downgrade follows a number of credit events within the
underlying corporate reference entities.  S&P received final
valuations on the credit events in the underlying portfolio, which
indicated that losses in the portfolio had caused the notes to
incur a principal loss.


TURKEY HILL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Turkey Hill Golf, LLC
          dba Sun Air Country Club
        c/o Julie E Willis
        50 Sun Air Blvd East
        Haines City, FL 33844

Bankruptcy Case No.: 10-00975

Chapter 11 Petition Date: January 19, 2010

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

Judge: Michael G. Williamson

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

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

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

According to the schedules, the Company has assets of $2,463,050,
and total debts of $3,716,523.

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

            http://bankrupt.com/misc/flmb10-00975.pdf

The petition was signed by Julie E. Willis, managing member of the
Company.


ULTRALIFE CORP: Secures RBS Commitment for $35MM Credit Facility
----------------------------------------------------------------
Ultralife Corporation, by letter dated January 14, 2010, has
secured a commitment from RBS Business Capital, a division of
Citizens Financial Group, for a $35 million senior secured asset-
based revolving credit facility.  This revolving credit facility
will replace the company's $35 million senior secured revolving
credit facility with its current lenders, JPMorgan Chase Bank,
N.A. and Manufacturers and Traders Trust Company.

"Refinancing our existing revolving credit facility with an asset-
based facility has been our highest priority," said John D.
Kavazanjian, Ultralife's president and chief executive officer.
"Following discussions with various lenders, we selected RBS
because of their ability to work with us on a global basis with
very favorable financing terms.  We look forward to forging a
strong relationship with RBS and will now move forward to finalize
the agreement with them.  We expect to close on the new asset-
based facility by February 18."

On January 15, 2010, Ultralife's current lenders provided it with
a letter, which demanded payment of the outstanding revolver
balance as a result of events of defaults related to failure to
comply with certain covenants under the existing revolving credit
facility.  Subsequently, Ultralife and the current lenders entered
into a Forbearance Agreement, effective January 22, 2010, by which
the current lenders agreed not to exercise their rights and
remedies under the existing credit facility until February 18,
2010.  After the payment of $1.5 million concurrent with the
execution of the Forbearance Agreement, the outstanding balance
under the existing revolving credit facility will be $14.3
million.

                   About Ultralife Corporation

Ultralife Corporation, which began as a battery company, --
http://www.ultralifecorp.com/-- now serves its markets with
products and services ranging from portable and standby power
solutions to communications and electronics systems.  Through its
engineering and collaborative approach to problem solving,
Ultralife serves government, defense and commercial customers
across the globe.  Ultralife's family of brands includes:
Ultralife Batteries, Stationary Power Services, RPS Power Systems,
ABLE, McDowell Research, RedBlack Communications and AMTI.
Ultralife's operations are in North America, Europe and Asia.


UNICORN OIL: Case Summary & 12 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Unicorn Oil Corporation
        P.O. Box 495916
        Chicago, IL 60649

Bankruptcy Case No.: 10-02135

Chapter 11 Petition Date: January 21, 2010

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

Debtor's Counsel: Forrest L. Ingram, Esq.
                  79 W Monroe Street, Suite 900
                  Chicago, IL 60603
                  Tel: (312) 759-2838
                  Fax: (312) 759-0298
                  Email: fingram@fingramlaw.com

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

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

According to the schedules, the Company has assets of $2,900,378,
and total debts of $2,294,411.

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

            http://bankrupt.com/misc/ilnb10-02135.pdf

The petition was signed by Helen Crawley, president of the
Company.


UNITED GAS: Case Summary & 1 Largest Unsecured Creditor
-------------------------------------------------------
Debtor: United Gas and Food, Inc.
        1481 Meadowview Rd
        Sacramento, CA 95832

Bankruptcy Case No.: 10-21453

Chapter 11 Petition Date: January 22, 2010

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

Judge: Christopher M. Klein

Debtor's Counsel: John David Maxey, Esq.
                  13 SierraGate Plaza #B
                  Roseville, CA 95678
                  Tel: (916) 786-7272

Estimated Assets: Not Stated

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

The Debtor identified Insight Environmental Engineering (c/o
Michael Germain, Esq.) with a civil judgment debt claim for
$175,225 as its largest unsecured creditor.  A full-text copy of
the Debtor's petition, including a list of its largest unsecured
creditor, is available for free at:

            http://bankrupt.com/misc/caeb10-21453.pdf

The petition was signed by Muhammad Latif, operator/manager of the
Company.


VAIL PLAZA: Mexican Firm Pays $46.5 Million for Assets
------------------------------------------------------
According to hotelsmag.com, the purchaser, a Mexico investment
company, paid $46.5 million of the $52 million total sale price,
with the balance coming from money escrowed from fractional club
sales that had occurred prior to and during the bankruptcy.  HVS
Capital Corp., financial advisor of Vail Plaza Hotel & Club,
assisted in the sale and funding of the Chapter 11 bankruptcy
reorganization plan for the company.


VERMILLION INC: Emerges From Bankruptcy
---------------------------------------
Vermillion, Inc., has successfully emerged from protection under
Chapter 11 of the United States Bankruptcy Code in fewer than 10
months following its filing for bankruptcy protection in the
United States Bankruptcy Court for the District of Delaware.
Vermillion emerged from bankruptcy with all creditors receiving
100 percent of allowed claims and with the common stock being
fully restated.

"We couldn't be more thrilled about our successful restructuring.
Vermillion is emerging from bankruptcy as a well-capitalized,
leading diagnostics company, poised to launch our OVA1 test.  This
is a great day for all of our stakeholders as well as women who
will benefit from OVA1," said Gail Page, executive chair of
Vermillion.  "We are in a position to resume development of our
other programs in ovarian cancer and peripheral arterial disease,"
she added.

Vermillion's legal advisor in connection with its successful
reorganization efforts is Paul, Hastings, Janofsky & Walker LLP.

                        About Vermillion

Vermillion, Inc., is dedicated to the discovery, development and
commercialization of novel high-value diagnostic tests that help
physicians diagnose, treat and improve outcomes for patients.
Vermillion, along with its prestigious scientific collaborators,
has diagnostic programs in oncology, hematology, cardiology and
women's health.


VION PHARMACEUTICALS: Believes Common Stock Will Have No Value
--------------------------------------------------------------
Vion Pharmaceuticals, Inc., issued a management statement related
to the continuing trading volume in the Company's common stock.

Management informed investors that it had noticed continuing high
trading volume in the Company's common stock after the Company's
filing for bankruptcy and of its belief that there will be no
value for the common stockholders in the Company's bankruptcy
liquidation process, even under the most optimistic of scenarios.
Stockholders of a company in Chapter 11 generally receive value
only if all claims of the company's creditors are fully satisfied.
In this case, Company management believes all such claims will not
be fully satisfied, leading to its conclusion that Vion common
stock will have no value.

On December 17, 2009, Vion filed a voluntary petition for relief
under Chapter 11 of the United States Bankruptcy Code in the
United States Bankruptcy Court in the District of Delaware.  The
Company recently filed its Schedules of Assets and Liabilities
(the "Schedules") as of the petition date with the bankruptcy
court, showing assets of $14.6 million and liabilities of
$62.8 million not including certain unliquidated claims.  The
Schedules are unaudited and do not purport to represent financial
statements prepared in accordance with Generally Accepted
Accounting Principles in the United States, and they are not
intended to be fully reconciled to the Debtor's financial
statements.

New Haven, Connecticut-based Vion Pharmaceuticals, Inc., filed for
Chapter 11 bankruptcy protection on December 17, 2009 (Bankr. D.
Delaware Case No. 09-14429).  Christopher M. Samis, Esq., and John
Henry Knight, Esq., at Richards, Layton & Finger, P.A., assist the
Company in its restructuring effort.  Vion has retained the
services of Roth Capital Partners, LLC to assist with the sale of
the Company or its key assets during the Chapter 11 proceeding.
The Company listed $10,000,001 to $50,000,000 in assets and
$50,000,001 to $100,000,000 in liabilities.


VISTEON CORP: Wilmington Trust Not Creditor, But Agent
------------------------------------------------------
Wilmington Trust said that it is not a creditor to Visteon
Corporation, which filed for Chapter 11 protection on May 28,
2009, in the United States Bankruptcy Court for the District of
Delaware, or to Morris Publishing Group LLC (Morris Publishing),
which filed for Chapter 11 protection January 19, 2010, in the
United States Bankruptcy Court for the Southern District of
Georgia.

Recent news reports may have led readers to believe that
Wilmington Trust is providing $1.5 billion in credit to Visteon
and $278.5 million in credit to Morris Publishing.  In fact,
Wilmington Trust is not a lender to either Visteon or Morris
Publishing.  The bankruptcy filings of Visteon and Morris
Publishing pose no credit or investment risk to Wilmington Trust,
nor do they affect Wilmington Trust's balance sheet.  In the
Visteon bankruptcy filing, Wilmington Trust serves as successor
administrative agent.  In the Morris Publishing bankruptcy filing,
Wilmington Trust serves as indenture trustee for 7% senior
subordinated notes due 2013.  Through its CCS business, Wilmington
Trust is paid a fee for these services.

Wilmington Trust's CCS business offers institutional trustee,
agency, asset management, retirement plan, and administrative
services for clients worldwide who use capital market financing
structures, as well as those who seek to establish or maintain
nexus, or legal residency, for special purpose entities. Because
Wilmington Trust does not underwrite securities offerings or
provide investment banking services, it is able to deliver
corporate trust services that are conflict-free.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Henry Martin Named to NMSDC Board
-----------------------------------------------
Henry S. Martin Jr., who leads supplier diversity development
efforts for global automotive supplier Visteon Corporation, has
been named to the board of directors of the National Minority
Supplier Development Council (NMSDC).  Mr. Martin was elected to a
one-year term at the council's recent national conference in New
Orleans.

Mr. Martin is responsible for managing the growth and development
of a diverse Visteon supply base, including minority-and women-
owned enterprises.  His more than 30 years of auto industry
experience include roles in purchasing, manufacturing, and
material planning and logistics.  For the past two years, he has
served on the board of the Michigan Minority Supplier
Development Council.

The NMSDC provides a direct link between corporate America and
minority-owned businesses.  It was chartered in 1972 to provide
increased procurement and business opportunities for minority
businesses of all sizes.  The NMSDC network includes a national
office in New York and 38 regional councils across the U.S.  There
are 3,500 corporate members throughout the network, including most
of America's largest publicly-owned, privately-owned and foreign-
owned companies, as well as universities, hospitals and other
buying institutions.  The regional councils certify and match more
than 15,000 minority-owned businesses with member corporations
that want to purchase their goods and services.

                         About Visteon

    Visteon Corporation is a leading global automotive supplier
that designs, engineers and manufactures innovative climate,
interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  With corporate offices in Van Buren
Township, Mich. (U.S.); Shanghai, China; and Chelmsford, UK; the
company has facilities in 26 countries and employs approximately
30,000 people.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Panel Wants to Conduct Rule 2004 Exam on H. Korea
---------------------------------------------------------------
Pursuant to Rule 2004 of the Federal Rules of Bankruptcy
Procedure, the Official Committee of Unsecured Creditors in
Visteon Corp.'s cases sought the Court's authority to conduct
discovery on Halla Climate Control Corporation (Korea) by:

  (i) compelling the production of documents and information by
      Halla Korea;

(ii) compelling the depositions of Halla Korea representatives
      regarding certain topics;

(iii) issuing subpoenas to require Halla Korea to produce the
      requested documents and information.

The requested discovery aimed to investigate the Debtors' Plan
assumptions with respect to Halla Korea's cash flow, financial
projections, business plans, debt capacity and dividend policy
and whether and to what extent Halla Korea's management objects
to increased leverage or dividends, and Hyundai-Kia seeks to
exert influence over Halla Korea's leverage, dividend policy.

The documents the Committee sought include, among others:

  * Halla Korea's historical financial statements and quarterly
    or annual reports;

  * Halla Korea's cash flow and balance sheet forecasts that tie
    to the Debtors' consolidated model;

  * Any analyses that shows that Halla Korea cannot support more
    debt;

  * Anticipated Halla Korea dividends to Visteon, annually, from
    the present through the year 2013.

A complete list of the requested documents and discovery from
Halla Korea is available for free at:

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

                       Parties Stipulate

The Committee subsequently agreed to withdraw its Rule 2004
Motion without prejudice; provided, that, in the event the
parties do not reach an agreement on an alternative plan
structure or make sufficient progress in connection with the
analysis and exploration of alternative plan structures, the
Committee may re-file its 2004 Motion.

The Committee withdrew the Motion on January 15, 2010.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Proposes Deloitte as Tax Advisor
----------------------------------------------
Visteon Corp. and its units seek the Court's authority to employ
Deloitte Tax LLP as their tax advisor effective as of December 5,
2009.

The Debtors maintain that they are in need of international
assignment tax and compensation administration services and
related tax advisory assistance from Deloitte and its affiliates
or its related entities outside of the United States, with whom
it will coordinate services, in connection with the deployment of
the Debtors' employees on international assignments.

As the Debtors' tax advisors, Deloitte Tax will:

  (a) prepare the U.S. Federal and state income tax returns for
      eligible Assignees or of foreign income tax returns, tax
      equalization calculations, and other miscellaneous tax
      compliance services;

  (b) provide global employer administration services, including
      pre-departure services, ongoing assignment administration,
      year end services, repatriation services, and post-
      assignment support services;

  (c) provide general tax advisory services; and

  (d) provide other related or similar tax services as may be
      requested by the Debtors and agreed to by Deloitte Tax.

The Debtors will pay for Deloitte Tax's services based on the
firm's current rates:

  I. Global Employer Tax Services

       Professional                    Rates
       ------------                    -----
       Partner/Director                $450
       Senior Manager                  $390
       Manager                         $280
       Senior                          $180
       Consultant                      $110

II. Global Employer Administration Services

       Service                         Budgeted Amount
       -------                         ----------------
       Ongoing compensation(per year)  $1,775 to $2,100
       New Assignee Payroll(one time)  $400 to $600
       Repatriation Services(per year) $400 to $600
       Year-end process(per year)      $950 to $1,200

III. General Tax Advisory Services

       Professional                    Rates
       ------------                    -----
       Partner/Director                $450
       Senior Manager                  $390
       Manager                         $280
       Senior                          $180
       Consultant                      $110

The Debtors also intend to reimburse Deloitte Tax for reasonable
out-of-pocket expenses.

The Debtors relate that as of December 5, 2009, Deloitte Tax
holds approximately $50,600 of prepaid amounts from them in
advance of administrative expenses.

Douglas Krizanic, a partner of Deloitte Tax, assures the Court
that his firm is a "disinterested person" as that term is defined
under Section 101(14) of the Bankruptcy Code.

In a separate filing, the Debtors certified to the Court that no
objection was filed as to the Application.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Proposes to Settle With Calsonic Kansei
-----------------------------------------------------
Debtors Visteon Corporation, VC Regional Assembly &
Manufacturing, LLC, and GCM Visteon Automotive Systems, LLC, seek
the Court's authority to enter into a settlement agreement with
Calsonic Kansei North America, which resolves claims between the
parties and facilitates the transition of certain Visteon plants
to a third party.  The Settlement Agreement also aims to resolve
Calsonic Kansei's adversary complaint it initiated against the
Debtors.

Pursuant to the Settlement Agreement, (i) Calsonic Kansei will be
allowed to execute certain setoffs, (ii) the Debtors will make a
payment to Calsonic Kansei to resolve the balance of Calsonic
Kansei's claim pursuant to Section 503(b)(9), and (iii) Calsonic
Kansei  will cooperate with the Debtors regarding tooling and
other matters necessary for the Debtors to fulfill their
obligations to their customers.

Calsonic Kansei filed, on June 19, 2009, an Adversary Proceeding,
alleging that the Debtors owed it a total of $2,249,000 for
shipment of goods delivered to the Debtors prior to the Petition
Date.  Of this amount,  Calsonic Kansei claimed that $622,781 was
an administrative priority claim.  The Adversary Proceeding also
sought authority to setoff Calsonic Kansei claim against amounts
that Calsonic Kansei owed to the Debtors for parts delivered by
the Debtors to Calsonic Kansei before the Petition Date amounting
to $552,725.

The parties' Settlement Agreement contemplates these setoff and
payment:

  (a) Calsonic Kansei will execute a setoff pursuant to Section
      553 of the Bankruptcy Code in the amount of (i) $303,995
      of the Visteon Claim against the general unsecured portion
      of the Calsonic Kansei claim; and (ii) $248,730 of the
      Visteon Claim against the Section 503(b)(9) portion of the
      Calsonic Kansei Claim, in full satisfaction of the Visteon
      Claim.

  (b) The Debtors will pay the remaining $374,541 of the
      Calsonic Kansei 503(b)(9) claim.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VONAGE HOLDINGS: CFO John Rego to Step Down Later This Year
-----------------------------------------------------------
John Rego, Executive Vice President, Chief Financial Officer and
Treasurer of Vonage Holdings Corp., will be leaving the Company
later this year.  Mr. Rego has agreed to remain in his current
positions through the filing of the Company's Annual Report on
Form 10-K for the fiscal year ended December 31, 2009, and the
engagement of a new Chief Financial Officer.  The Company intend
to disclose the terms and conditions of Mr. Rego's departure after
they have been concluded.

                      About Vonage Holdings

Based in Holmdel, New Jersey, Vonage Holdings Corp. is a
technology company that leverages software to enable high-quality
voice and messaging services across multiple devices and locations
over broadband networks.  Vonage's technology serviced roughly
2.45 million subscriber lines as of September 30, 2009.  While
customers in the United States represented 94% of Vonage's
subscriber lines at September 30, 2009, the Company also serves
customers in Canada and in the United Kingdom.

At September 30, 2009, Vonage had $317,751,000 in total assets
against $419,681,000 in total liabilities, resulting in
stockholders' deficit of $101,930,000.  At December 31, 2008, the
Company had stockholders' deficit of $90,742,000.  The Company's
September 30 balance sheet showed strained liquidity: The Company
had $129,369,000 in total current assets against $152,009,000 in
total current liabilities.


WASHEX INC: Chapter 11 Filing Blocks Tax Warrant Auction
--------------------------------------------------------
Time Record News relates that Washex Inc. filed for Chapter 11
bankruptcy in the U.S. Bankruptcy Court in Connecticut to block a
tax warrant auction at its property.  The company listed
$9.2 million in debts and assets between $1 million and
$10 million.

Report, citing papers filed with the Court, says the company
owes, among others, $4,276 to Lavatec Inc., $4,276; Lavatec
Waescherelmachinen, $1,057,794; Texas Workforce Commission,
$162,455; De Lage c/o Dilworth Paxton, $180,731; Anthem Blue Cross
Blue Shield, $111,103; Wichita County, $106,139; TXU Energy,
$94,520; Burkburnett Independent School District, $89,849.


WASHEX INC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Washex, Inc.
        5000 Central Freeway
        Wichita Falls, TX 76301

Bankruptcy Case No.: 10-30156

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       District of Connecticut (New Haven)

Debtor's Counsel: Dean W. Baker, Esq.
                  195 Church Street, Floor 8
                  New Haven, CT 06510
                  Tel: (203) 777-5666
                  Fax: (203) 773-1427
                  Email: dean@bohonnon.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 Samir Tadros, chief executive officer
of the Company.


WEST FELICIANA: Files for Bankruptcy to Protect Mill Facility
-------------------------------------------------------------
Gary Perilloux at the Advocate reports that West Feliciana
Acquisition LLC made a voluntary filing under Chapter 11 to
protect its Renew Paper mill, and resolve the issue the original
reconstruction budget of $18 million and $64 million that Fluor
Corp. claimed it spent.

According to the report, the company claims Flour Corp. exceeded
an agreed-upon budget of $18 million for restarting the mill.

West Feliciana Acquisition LLC owns and operates a paper mill
facility.


W.R. GRACE: 3rd. Cir. Affirms Bankruptcy Court Ruling on Montana
----------------------------------------------------------------
The Honorable Judge Kent A. Jordan of the United States Court of
Appeals for the Third Circuit affirmed the order of the United
States District Court for the District of Delaware and the United
States Bankruptcy Court for the District of Delaware denying the
Debtors' motion to expand a preliminary injunction.

In June 9, 2005, the State of Montana, which asserts claims
arising from W.R. Grace & Co.'s mining operations near Libby,
Montana, asked the Bankruptcy Court for relief from the automatic
stay of litigation against Grace so that it could implead Grace as
a third-party defendant in the Montana Actions.  Grace opposed
that Motion and filed a request seeking to expand the preliminary
injunction to include actions brought against the State.

On April 16, 2007, the Bankruptcy Court denied Grace's motion to
expand the preliminary injunction to encompass the Montana Actions
holding that it "lacked subject matter jurisdiction to grant the
requested relief."  The District Court also effectively denied
Montana's motion to lift the Stay, saying that "the automatic stay
remains in effect as to the Debtors and their property . . . and
nothing in this Opinion and Order authorizes relief from the
[S]tay as to any allegation . . ."

Grace and Montana took an appeal from the District Court's order
affirming the Bankruptcy Court's denial.

"Our precedent dictates that a federal bankruptcy court does not
have related-to jurisdiction over a third-party lawsuit if that
lawsuit would affect the bankruptcy proceeding only through the
intervention of yet another lawsuit.  Grace will not be bound by a
judgment against Montana unless there is an additional
adjudication," Judge Jordan said in a 24-page opinion.

Accordingly, the Circuit Court affirmed the judgment of the
Bankruptcy Court and the District Court that subject matter
jurisdiction does not exist to expand the Injunction under Section
105(a) of the Bankruptcy Code to include the Montana Actions.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

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)


W.R. GRACE: Expands Polypropylene Plant Capacity in Germany
-----------------------------------------------------------
W. R. Grace & Co. announced plans to increase its manufacturing
capacity with the expansion of its facility in Worms, Germany.

The expansion will enable greater production of polypropylene
catalysts (commonly marketed under the trade name POLYTRAK(R))
that are used by customers in the production of plastics.
Construction is expected to begin in the first quarter of 2010
with start up in 2011.  The expansion will be built on available
land already owned by the company and will benefit from nearby
Grace technical resources and infrastructure.

Polypropylene is a versatile olefin polymer that can substitute
for materials such as wood, metal and glass.  It is used to create
everyday products including snack food packaging, artificial
athletic playing surfaces, car bumpers, household appliances and
syringes.

Gregory E. Poling, Vice President of W. R. Grace & Co. and
President of Grace Davison, said, "Through this expansion, we are
making a commitment to our current and prospective customers that
we can meet their long-term needs. We believe in the future of the
POLYTRAK(R) product and its potential industry growth."

Hans-Michael Huck, Operations Director of the Worms facility,
remarked, "We are excited by the investment in our operations and
local business community. The coming year will be a busy one for
the site but we remain focused on a safe and timely completion of
the construction and a successful grand opening."

The Worms site has approximately 900 employees. Products produced
at the facility include catalysts, additives and silica-based
materials that are used by the refining, industrial, consumer,
food and beverage, biotechnology and pharmaceutical segments.

The facility was certified by a third party auditor in 2008 to ISO
14001, an internationally recognized standard that provides the
requirements for an environmental management system.  The
following year, the site pursued and secured successful
certification to the Grace Environment, Health and Safety
Management System that is broader in scope, addressing
environmental management as well as the management of health,
safety, security, product stewardship and transportation.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

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)


W.R. GRACE: Stipulation Resolving AG Insurance Dispute Approved
---------------------------------------------------------------
W.R. Grace & Co., Inc., obtained approval of a stipulation they
entered into with AG de 1830 Compagnie Beige d' Assurances
Generales Incendie Accidents et Risques Divers S.A., now known as
AG Insurance.

AG Insurance issued two policies of excess liability insurance
that provide, or are alleged to provide, insurance coverage to
Grace.  Each policy provides per-occurrence limits for bodily
injury of $500,000 part of $50 million excess of$100 million,
David M. Bernick, Esq., at Kirkland & Ellis LLP, in New York,
relates.

Grace has incurred and may incur in the future certain
liabilities, expenses and losses arising out of asbestos-related
claims, for which Grace seeks coverage under the Subject Policies.
Disputes have arisen between Grace and AG Insurance regarding
their rights and obligations under the Subject Policies.

The stipulation between the Debtors and AG Insurance confers these
principal benefits upon the Debtors' estates:

  (a) The payment by AG Insurance to the Asbestos Personal
      Injury Trust of $650,000 within 30 days of the Trigger
      Date, as provided for in the Agreement.

  (b) AG Insurance's payment of $650,000 without the need for
      litigation to enforce the assignment by Grace to the Trust
      of rights under the Subject Policies.

  (c) A compromise of defenses that AG Insurance might have with
      respect to coverage for any individual Asbestos PI Claim.

  (d) Upon the Court's approval of the Stipulation, AG
      Insurance commits that it will to take no action to oppose
      confirmation of the Debtors' Plan of Reorganization.

The Stipulation is in the best interests of the Debtors, their
estates and their creditors because it resolves all existing and
potential future disputes between the parties with respect to
insurance coverage under the Policies, Mr. Bernick notes.

The Debtors also asked the Court to convene a hearing to approve
the Stipulation on January 4, 2010.  Subsequently, the Debtors
certified that they did not receive objections to their request.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

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)


XERIUM TECHNOLOGIES: Amends Employment Deal with CEO Light
----------------------------------------------------------
Xerium Technologies, Inc., on December 31, 2009, entered into an
amendment to the employment agreement with Stephen R. Light, the
Company's Chairman, President and Chief Executive Officer.

Mr. Light's original employment agreement provided that the
Company was to grant him restricted stock units under the
Company's equity incentive plan with an aggregate value of
$1.25 million on January 1, 2010.  The per-participant, per-year
limitations under the Company's 2005 Equity Incentive Plan prevent
the Company from fulfilling its obligation and granting to Mr.
Light the full amount of restricted stock units provided by his
employment agreement.

Thus, the amendment to Mr. Light's employment agreement provides
that in lieu of granting him such restricted stock units, the
Company will instead:

     -- grant Mr. Light 500,000 performance-based restricted stock
        units on January 1, 2010, which shall vest annually over a
        three-year period if the price of the Company's common
        stock meets or exceeds certain price targets approved by
        the Compensation Committee of the Company's Board of
        Directors; and

     -- make a cash payment to Mr. Light of $825,000.

Mr. Light also became obligated to use the total amount of such
cash payment, less the amount necessary to satisfy Mr. Light's tax
obligation with respect to the cash payment, or $530,802.64, to
purchase 795,280 shares of common stock from the Company at its
agreed fair value, based on the average per share closing price on
the New York Stock Exchange of the Company's shares of common
stock for the 20 trading days prior to January 1, 2010, of
$0.6775.  The shares of common stock were sold to Mr. Light on
January 5, 2010, in reliance upon the exemption from registration
provided by Section 4(2) of the Securities Act of 1933, as
amended.

The amendment to Mr. Light's employment agreement also provides
that if Mr. Light becomes and remains disabled, then, at the end
of the Company's short term disability period (which is currently
six months), one-half of his then-unvested restricted stock units
shall vest and the other one-half of his then-unvested restricted
stock units shall be forfeited.

                    Restructuring Term Sheet

In mid-December, Xerium entered into Waiver and Amendment No. 2 to
the Company's Amended and Restated Credit Guaranty Agreement,
dated May 30, 2008, with Citicorp North America, Inc. as
administrative agent, Citicorp North America, Inc. as collateral
agent, and the lenders party thereto.

One of the conditions set forth in the Waiver Agreement was that
the Waiver Agreement could be terminated by the administrative
agent, in its sole discretion, with five days business days'
written notice, if a term sheet between the Company and the
administrative agent for the restructuring of the Company's
existing debt and equity were not executed by December 31, 2009.

On December 22, 2009, in satisfaction of this condition, the
Company and the administrative agent executed a term sheet with
regard to the principal terms of a restructuring of the debt and
equity of the Company.

There can be no assurance that the Company will be able to obtain
sufficient approval of its lenders necessary to implement the term
sheet with or without bankruptcy court assistance.  The Company
will be in default under the Credit Agreement if it is unable to
reach agreement with, and obtain sufficient approval from, certain
of its lenders prior to the expiration of the waiver period on
February 1, 2010, and it may not be able to obtain any further
waiver of the defaults under the Credit Agreement if necessary.

                  About Xerium Technologies

Xerium Technologies, Inc., is a leading global manufacturer and
supplier of two types of consumable products used primarily in the
production of paper: clothing and roll covers.  The Company, which
operates around the world under a variety of brand names, utilizes
a broad portfolio of patented and proprietary technologies to
provide customers with tailored solutions and products integral to
production, all designed to optimize performance and reduce
operational costs.  With 32 manufacturing facilities in 13
countries around the world, Xerium has approximately 3,300
employees.


ZAJAC FARMS: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Zajac Farms, a Partnership
        81 Corby Road
        Factoryville, PA 18419

Bankruptcy Case No.: 10-00443

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Judge: John J. Thomas

Debtor's Counsel: John J. Martin, Esq.
                  Law Offices John J. Martin
                  1022 Court Street
                  Honesdale, PA 18431
                  Tel: (570) 253-6899
                  Fax: (570) 253-6988
                  Email: jmartin@martin-law.net

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 William Zajac, partner of the Company.


ZALE CORP: May Not Survive, Cooley Godward Lawyer Says
------------------------------------------------------
Cathy Hershcopf, Esq., at Cooley Godward Kronish LLP, told The
Deal's Maria Woehr in an interview that there will be retailers
that cannot possibly survive due a lack of consumer confidence.

Ms. Hershcopf said Blockbuster doesn't survive to 2012.

Ms. Hershcopf also cited Zales.  "I don't know how it continues to
survive when so many of its prior customers are not working," Ms.
Hershcopf told Ms. Woehr.

"Some retailers are gonna die this year because the consumer has
less of an ability to purchase than it did 3 years ago," Ms.
Hershcopf said.

As reported by the Troubled Company Reporter on August 7, 2009,
Zale closed 118 underperforming retail locations during the fiscal
fourth quarter ended July 31, 2009.  The Company closed a total of
191 underperforming locations during fiscal year 2009, of which
160 were retail stores and 31 were kiosks.  In addition to the
closures, the Company entered into agreements in principle on
certain of its remaining retail locations, which would result in a
reduction in aggregate rental obligations commencing in fiscal
year 2010.  Following the closures, the Company operates 1,931
retail locations, according to the TCR report.

Early this month, Zale said comparable store sales decreased
12.0% for the combined months of November and December 2009,
encompassing the entire holiday selling period.  Total revenues
for the two-month period were $494 million compared to
$582 million last year, a decrease of 15.1%.

Within this two-month period, November same store sales declined
18.6% and December same store sales declined 9.2%.  During the
holiday selling period, the Company maintained pricing and
promotional discipline which favorably impacted gross margin
performance and appreciably mitigated the impact of reduced sales
on aggregate margin dollars.

On January 13, 2010, Zale said Neal Goldberg, Chief Executive
Officer and member of the Board of Directors, William Acevedo,
Chief Stores Officer, and Mary Kwan, Chief Merchandising Officer,
have left the Company effective immediately.  The Board has
appointed Theo Killion, President, to the additional role of
Interim Chief Executive Officer.

Mr. Killion joined Zale in January 2008 as Executive Vice
President and was appointed President in August 2008.  Previously,
Mr. Killion held senior management positions at Tommy Hilfiger,
Limited Brands, Macy's East and the Home Shopping Network. Mr.
Killion will assume initial responsibility for all store
operations.

In addition, Zale also announced that Gil Hollander, Executive
Vice President and Chief Sourcing and Supply Chain Officer, has
assumed the additional role of Chief Merchandising Officer.  This
change will bring all aspects of diamond sourcing and
merchandising under Mr. Hollander's oversight.  Mr. Hollander has
over 35 years of experience in the jewelry industry, joined Zale
in September 2000 with the acquisition of Piercing Pagoda and has
served in various senior management positions with the Company.

                      About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,900 retail locations throughout the United States,
Canada and Puerto Rico, as well as online.  Zale's brands include
Zales Jewelers, Zales Outlet, Gordon's Jewelers, Peoples
Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale also
operates online at www.zales.com , www.zalesoutlet.com and
www.gordonsjewelers.com


ZEPHYR LAND: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Zephyr Land Holdings, LLC
        720 North 3rd Street, Suite 202
        Wilmington, NC 28401

Bankruptcy Case No.: 10-00437

Chapter 11 Petition Date: January 21, 2010

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Stephani W. Humrickhouse

Debtor's Counsel: George M. Oliver, Esq.
                  Oliver & Friesen, PLLC
                  PO Box 1548
                  New Bern, NC 28563
                  Tel: (252) 633-1930
                  Fax: (252) 633-1950
                  Email: efile@oliverandfriesen.com

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

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

According to the schedules, the Company has assets of $8,232,840,
and total debts of $7,293,116.

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

            http://bankrupt.com/misc/nceb10-00437.pdf

The petition was signed by Charles Schoninger, president of the
Company.


* AlixPartners Says US Firms Face $513-Bil. Refinancing Crisis
--------------------------------------------------------------
AlixPartners LLP, the global business-advisory firm, said a $513
billion corporate-refinancing crisis could be fast approaching
companies based in the U.S., as that is the amount of publicly
traded debt of major U.S. companies that matures by year end.

"U.S. corporate borrowers could be facing a refinancing crisis in
excess of half a trillion dollars in 2010, and that's in just
publicly traded debt" said Peter Fitzsimmons, AlixPartners'
president of North America.  "Despite significant spread-
tightening in the credit markets, there remain only limited
options for rolling over this debt. Therefore, the potential for a
very serious cash crunch could be knocking on the door of
Corporate America."

The AlixPartners study looked at debt presently held by about
1,200 U.S. corporations.  A companion study of almost 600 major
companies in the European G4-France, Germany, Italy and the UK-
found an additional $569 billion (EUR397 billion) in debt that
will be up for refinancing there this year.

"Despite recent market improvements, U.S banks still don't have
the financial flexibility they once did, and thus, could be forced
to accept waivers and standstill agreements in order to avoid
pushing borrowers into bankruptcy," Fitzsimmons continued.
"Consequently, we should anticipate that many of these
corporations may begin issuing bonds as an alternative to loans."

Companies do have other avenues to liquidity, though, said
Fitzsimmons. "Many of these companies could unlock great amounts
of cash though `self-help' programs, such as unlocking dollars
tied up in inventories, payables, receivables, overhead, trade
spend and so forth. Companies are often very surprised to learn
how quickly this `hidden money' can be found and utilized to help
them meet their debt-refinancing needs.  Clearly, aggressive self
help is going to be the name of the game for companies this year-
or at least it should be."

AlixPartners' President-North America Peter Fitzsimmons, as well
as other senior AlixPartners executives, is available for
interviews on these topics.

                        About AlixPartners

AlixPartners LLP -- http://www.alixpartners.com/-- is a global
business-advisory firm offering comprehensive services to improve
corporate performance, execute corporate turnarounds, and provide
litigation consulting and forensic accounting services.  The
firm's specialty is urgent, high-impact situations when results
really matter.  The firm has more than 900 professionals in 14
offices across North America, Europe and Asia.


* Chadbourne Jump-Starts 'Next Generation Vehicles'
---------------------------------------------------
The international law firm of Chadbourne & Parke LLP has formed a
Next Generation Vehicles practice.  The multi-disciplinary team
will be led by former New York Governor George E. Pataki and
partner Chaim Wachsberger, chair of the Firm's highly regarded
project finance practice.

"Chadbourne has historically represented start-up clients in new
industries and technologies worldwide and has helped them to grow.
Our experience in so many aspects of green technology and what we
think of as the 'green' in the firm's DNA helped us to see the
potential in this transportation initiative," said Chadbourne
Managing Partner Charles K. O'Neill.  "We will be able to provide
comprehensive advice to clients who want to get involved in
building, financing or investing in next generation vehicles and
their components."

Governor Pataki and Mr. Wachsberger will spearhead a group that is
a natural outgrowth of Chadbourne's relevant green expertise in
its corporate, venture capital, private equity, capital markets,
renewables, project finance, regulatory, climate change,
environmental and intellectual property practices.

"We expect that the same entrepreneurial and socially responsible
spirit and governmental policies that once created the independent
power industry and more recently have been building the renewable
power industry where, in both cases, Chadbourne is a market leader
will also take root in the next generation vehicle business," said
Governor Pataki.  "Our status internationally as a leading law
firm in renewables coupled with our strengths in infrastructure
and infrastructure investment and in private equity make us
uniquely suited to play a significant role."

Mr. Wachsberger added that the practice will help find a solution
to a number of problems that the world is grappling with -- such
as climate change and the need for energy security.  "Wind,
geothermal and solar energy alone will not solve the world's oil
dependency problem," he said.  "Almost two-thirds of American oil
use is tied directly to transportation as is a large percentage in
other countries.  To really fix this, the world needs to
aggressively embrace the next generation of vehicles."

Chadbourne was a sponsor at a recent conference in Detroit, "The
Business of Plugging In," where Governor Pataki moderated a
keynote panel.  The Governor and other Chadbourne attorneys will
speak about clean cars and clean tech topics at three upcoming
conferences in Washington DC, Israel and San Francisco.  The
practice will work with manufacturers, parts suppliers, government
agencies, power producers, lenders and other financiers and trade
associations on a range of legal needs relating to next generation
vehicles.

The firm's traditional strengths in project finance, energy,
venture capital and private equity, and its involvement in the
evolution of the U.S. independent power industry, led Chadbourne
to become an early entrant and pioneer of the renewables industry.
The firm is widely recognized for its role in the wind energy,
ethanol, solar and geothermal industries.  Chadbourne has been
deeply involved with the U.S. Department of Energy's Loan
Guarantee Programs for innovative and renewable energy projects
under the Stimulus Act and represents prospective users of the DOE
programs.  The firm has had a climate change practice since 2008
and assists corporations, insurers and reinsurers, entrepreneurs,
investors, lenders and funds in developing and executing climate
change strategies.

                  About Chadbourne & Parke LLP

Chadbourne & Parke LLP, a global law firm headquartered in New
York City, provides a full range of legal services, including
mergers and acquisitions, securities, project finance, venture
capital, private funds, corporate finance, energy, communications
and technology, commercial and products liability litigation,
securities litigation and regulatory enforcement, special
investigations and litigation, intellectual property, antitrust,
domestic and international tax, insurance and reinsurance,
environmental, real estate, bankruptcy and financial
restructuring, employment law and ERISA, trusts and estates and
government contract matters.  Major geographical areas of
concentration include Russia, Central and Eastern Europe, the
Middle East, Latin America and Canada. The Firm has offices in New
York, Washington, DC, Los Angeles, Mexico City, London (an
affiliated partnership), Moscow, St. Petersburg, Warsaw (a Polish
partnership), Kyiv, Almaty, Dubai and Beijing.


* K. Scott Van Meter Joins Navigant Consulting
-----------------------------------------------
Navigant Consulting, Inc., disclosed that K. Scott Van Meter has
joined the Houston office as a Managing Director in the Disputes &
Investigations practice.

With the increase of litigation activity and business challenges
following on the credit crisis, clients and their counsel are
looking for experts with the depth and experience to manage the
complex issues being raised.  To address this growing need,
Navigant has identified the skills and experience of key
professionals to enhance their services to clients involved in
these high stakes disputes.

Mr. Van Meter has more than 25 years of diverse professional
experience in forensic and investigative accounting and litigation
consulting.  He has managed consulting engagements and testified
as an expert witness in complex commercial litigation cases
related to accounting and auditing malpractice and economic
damages, and in bankruptcy matters, including valuation, avoidance
matters, contested confirmations and claims litigation.

"Scott is an outstanding individual and skilled professional and
we are extremely pleased he has joined our Houston team further
expanding our capabilities," stated Gary Goolsby, Managing
Director in charge of the Navigant's Houston office.

Prior to joining Navigant Consulting, Mr. Van Meter was the
founder and managing partner of Van Meter & Associates LLP, a
litigation and financial consulting firm.  Most recently, Mr. Van
Meter served as managing director for an international expert
services and consulting firm.  He has also practiced law,
including work in corporate restructuring and commercial
litigation.

"Navigant's expertise in this service area is second to none, and
I am eager to work with the practice to continue to advance
Navigant's leadership position in the marketplace," said Mr. Van
Meter.  "I look forward to adding my experience and expertise to
the service offerings they deliver."

                    About Navigant Consulting

Navigant Consulting, Inc. is a specialized independent consulting
firm providing dispute, financial, regulatory and operational
advisory services to government agencies, legal counsel and large
companies facing the challenges of uncertainty, risk, distress and
significant change.  The Company focuses on industries undergoing
substantial regulatory or structural change including healthcare,
energy and financial and insurance services, and on the issues
driving these transformations.  "Navigant" is a service mark of
Navigant International, Inc.  Navigant Consulting, Inc. (NCI) is
not affiliated, associated, or in any way connected with Navigant
International, Inc., and NCI's use of "Navigant" is made under
license from Navigant International, Inc.


* Versa Capital Adds Offices & Staff in Chicago & Los Angeles
-------------------------------------------------------------
Versa Capital Management, Inc., has opened offices in Chicago and
Los Angeles with the addition of industry veterans Suzanne Yoon
and David McReynolds.

Ms. Yoon joins Versa as Director - Midwest U.S., based in Chicago.
Prior to joining Versa, Ms. Yoon was a Senior Vice President of
CIT's National Restructuring Group.  Previously, she co-founded
LaSalle Business Credit/ABNAMRO's Corporate Restructuring Group.
Her career has included positions in distressed loan portfolio
management and turnaround advisory at LaSalle Bank N.A. and Ernst
and Young's Restructuring Advisory Group, respectively. Ms. Yoon
was formerly the co-chair of the American Bankruptcy Institute's
Finance Committee, and is an active member of the Turnaround
Management Association and International Women's Insolvency and
Restructuring Confederation.  She holds a BBA in Economics from
University of Iowa.

Mr. McReynolds joins Versa as Director - Western U.S., based in
Los Angeles.  He was previously a Principal at American Capital,
Ltd., where he headed West Coast operations for the Special
Situations Group.  He was formerly a founding partner and
principal at Signature Capital Partners, an investment firm
focused on special situation lending and distressed debt
acquisition.  His career has included positions in leveraged
lending, M&A advisory, and corporate finance at Republic Financial
Corp, Murphy Noel Capital, John Nuveen & Co, respectively.  Mr.
McReynolds currently serves as President of the Southern
California Chapter of Turnaround Management Association (TMA) and
Co-Chair of the TMA Distressed Investing Conference.  He is an
AIRA Certified Insolvency & Restructuring Advisor (CIRA) and a
member of the Milken Institute Young Leaders Circle.  Mr.
McReynolds received his MBA from the University of Chicago's Booth
School of Business.


                        About Versa Capital

Versa Capital Management, Inc. -- http://www.versa.com/-- is a
private equity firm with $950 million in committed capital focused
on executing a 'special situations' investment strategy involving
assets or businesses including those undergoing recapitalization,
divestiture, or other transition.  The firm invests in all facets
of a company's capital structure.


* Large Companies with Insolvent Balance Sheets
-----------------------------------------------

                                                         Total
                                            Total       Share-
                                Total     Working     holders'
                               Assets     Capital       Equity
  Company         Ticker        ($MM)       ($MM)        ($MM)
  -------         ------       ------     -------     --------
AUTOZONE INC      AZO US     5,385.82     (186.44)     (483.96)
DUN & BRADSTREET  DNB US     1,600.30     (181.70)     (720.30)
BOEING CO-CED     BA AR     58,667.00   (1,822.00)     (877.00)
CLOROX CO         CLX US     4,598.00     (665.00)      (47.00)
BOEING CO         BA US     58,667.00   (1,822.00)     (877.00)
MEAD JOHNSON      MJN US     1,964.30      502.30      (697.50)
BOEING CO         BAB BB    58,667.00   (1,822.00)     (877.00)
BOARDWALK REAL E  BEI-U CN   2,405.68         -         (36.79)
NAVISTAR INTL     NAV US    10,027.00    1,563.00    (1,739.00)
BOARDWALK REAL E  BOWFF US   2,405.68         -         (36.79)
UNISYS CORP       UIS US     2,741.10      186.80    (1,145.50)
TAUBMAN CENTERS   TCO US     2,607.20         -        (466.57)
CHOICE HOTELS     CHH US       353.03      (13.42)     (132.91)
WEIGHT WATCHERS   WTW US     1,076.72     (329.14)     (748.21)
LINEAR TECH CORP  LLTC US    1,512.83    1,062.13      (114.33)
MOODY'S CORP      MCO US     1,874.20     (305.80)     (647.50)
CABLEVISION SYS   CVC US    10,128.00     (111.68)   (5,193.36)
VERMILLION INC    VRMLQ US       7.15       (2.96)      (24.87)
WR GRACE & CO     GRA US     3,936.80    1,095.10      (312.30)
ARTIO GLOBAL INV  ART US       280.40         -         (33.37)
IPCS INC          IPCS US      559.20       72.11       (33.02)
AFFYMAX INC       AFFY US      144.93        7.14        (2.73)
IMS HEALTH INC    RX US      2,110.52      230.86       (42.68)
PETROALGAE INC    PALG US        3.23       (6.62)      (40.14)
DISH NETWORK-A    DISH US    8,658.74      710.57    (1,381.37)
HEALTHSOUTH CORP  HLS US     1,754.40       35.90      (534.50)
SUN COMMUNITIES   SUI US     1,189.20         -         (95.46)
TENNECO INC       TEN US     2,939.00      233.00      (213.00)
ARTIO GLOBAL INV  A1I GR       280.40         -         (33.37)
SUCCESSFACTORS I  SFSF US      181.33        3.21        (2.59)
EPICEPT CORP      EPCT SS       11.96        5.79        (5.16)
NATIONAL CINEMED  NCMI US      607.80       85.00      (504.50)
CHENIERE ENERGY   CQP US     1,918.95       28.24      (472.03)
REVLON INC-A      REV US       802.00      105.40    (1,043.40)
AGA MEDICAL HOLD  AGAM US      332.79       28.51       (47.64)
REGAL ENTERTAI-A  RGC US     2,512.50      (13.60)     (258.50)
JUST ENERGY INCO  JE-U CN    1,378.06     (392.04)     (350.05)
OCH-ZIFF CAPIT-A  OZM US     1,976.06         -         (88.36)
THERAVANCE        THRX US      183.47      123.53      (175.21)
INTERMUNE INC     ITMN US      157.15       92.82       (83.36)
UAL CORP          UAUA US   18,347.00   (2,111.00)   (2,645.00)
OVERSTOCK.COM     OSTK US      144.38       34.09        (3.10)
PALM INC          PALM US    1,326.92       61.03      (151.17)
VENOCO INC        VQ US        715.17      (13.00)     (169.00)
BLOUNT INTL       BLT US       487.85       29.49       (22.15)
DOMINO'S PIZZA    DPZ US       443.74      106.68    (1,350.12)
KNOLOGY INC       KNOL US      643.99       20.90       (41.94)
CARDTRONICS INC   CATM US      457.20      (41.75)       (8.29)
BLUEKNIGHT ENERG  BKEP US      316.83       (4.27)     (133.64)
TALBOTS INC       TLB US       839.70       (3.95)     (190.56)
FORD MOTOR CO     F US     205,896.00   (9,751.00)   (7,270.00)
ARVINMERITOR INC  ARM US     2,508.00       27.00    (1,248.00)
MANNKIND CORP     MNKD US      288.66       34.89        (2.41)
WORLD COLOR PRES  WC CN      2,641.50      479.20    (1,735.90)
JAZZ PHARMACEUTI  JAZZ US      102.17       (8.97)      (82.44)
WORLD COLOR PRES  WC/U CN    2,641.50      479.20    (1,735.90)
INCYTE CORP       INCY US      472.82      358.38      (199.36)
DEXCOM            DXCM US       53.96       25.84        (9.10)
EXTENDICARE REAL  EXE-U CN   1,655.19      126.26       (47.76)
SANDRIDGE ENERGY  SD US      2,310.97        1.42      (190.99)
AMER AXLE & MFG   AXL US     1,953.00       33.10      (739.60)
SALLY BEAUTY HOL  SBH US     1,490.73      341.73      (613.65)
PROTECTION ONE    PONE US      628.12       29.11       (83.27)
UNITED RENTALS    URI US     3,895.00      312.00       (18.00)
CENTENNIAL COMM   CYCL US    1,480.90      (52.08)     (925.89)
AFC ENTERPRISES   AFCE US      115.70       (0.30)      (22.90)
ACCO BRANDS CORP  ABD US     1,078.00      217.20      (102.90)
CYTORI THERAPEUT  CYTX US       25.00       11.37        (1.42)
GREAT ATLA & PAC  GAP US     3,025.43      248.68      (358.47)
CENVEO INC        CVO US     1,601.19      203.42      (178.97)
OSIRIS THERAPEUT  OSIR US      110.80       48.53        (3.29)
AMR CORP          AMR US    25,754.00   (1,448.00)   (2,859.00)
FORD MOTOR CO     F BB     205,896.00   (9,751.00)   (7,270.00)
SELECT COMFORT C  SCSS US       82.27      (68.66)      (38.75)
PDL BIOPHARMA IN  PDLI US      264.45      (16.23)     (242.39)
EXELIXIS INC      EXEL US      421.10       91.53      (142.77)
ZYMOGENETICS INC  ZGEN US      243.39       59.40       (21.76)
SIGA TECH INC     SIGA US        8.17       (4.07)      (11.49)
US AIRWAYS GROUP  LCC US     7,744.00     (552.00)     (260.00)
VIRGIN MOBILE-A   VM US        307.41     (138.28)     (244.23)
SINCLAIR BROAD-A  SBGI US    1,629.15      (17.99)     (132.17)
WARNER MUSIC GRO  WMG US     4,070.00     (650.00)     (143.00)
DELCATH SYSTEMS   DCTH US        6.77       (4.98)       (4.94)
LIN TV CORP-CL A  TVL US       772.71        6.57      (188.41)
EASTMAN KODAK     EK US      7,483.00      935.00      (651.00)
QWEST COMMUNICAT  Q US      20,225.00      766.00    (1,031.00)
MEDIACOM COMM-A   MCCC US    3,721.86     (253.93)     (434.75)
STEREOTAXIS INC   STXS US       40.48        1.36       (15.27)
HOVNANIAN ENT-A   HOV US     2,024.58    1,261.10      (316.31)
CONEXANT SYS      CNXT US      273.75       65.77       (66.65)
CC MEDIA-A        CCMO US   17,696.08    1,507.96    (7,020.56)
DYAX CORP         DYAX US       51.59       23.57       (49.20)
NPS PHARM INC     NPSP US      154.65       72.04      (222.37)
GLG PARTNERS-UTS  GLG/U US     466.58      168.33      (277.14)
CHENIERE ENERGY   LNG US     2,789.04      204.02      (407.61)
SEALY CORP        ZZ US      1,015.47      157.15      (107.99)
CINCINNATI BELL   CBB US     2,011.20       22.00      (614.00)
GLG PARTNERS INC  GLG US       466.58      168.33      (277.14)
ADVANCED BIOMEDI  ABMT US        0.15       (1.24)       (1.16)



                            *********

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.

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