TCR_Public/100201.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, February 1, 2010, Vol. 14, No. 31

                            Headlines



ACCESS PHARMACEUTICALS: Sells Common Shares to Raise $6.3MM
ACCREDITED HOME: Has Until February 18 to File Chapter 11 Plan
ACCURIDE CORP: Ad Hoc Group Wants 2019 Disclosure Order Stayed
ACCURIDE CORP: Gov't Blasts Interest Scheme in Chapter 11 Plan
ALERIS INT'L: Canada Trustee Ordered to Testify in Valeo Suit

ALLIANT HOLDINGS: Moody's Affirms 'B3' Corporate Family Rating
ALLIED CAPITAL: Moody's Reviews 'B1' Rating for Likely Upgrade
AMERICAN INT'L: AIGFP Employees Willing to Accept Bonus Cuts
AMERICAN INT'L: Reuters Reveals Contents of Controversial Document
AMERICAN INT'L: S&P Cuts ILFC Unsecured Debt Ratings to 'BB+'

AMERICAN MARINE: Closed; Columbia State Bank Assumes All Deposits
APHTON CORP: Aventis Wins Dismissal of Fraudulent Transfer Suit
ARES CAPITAL: Moody's Continues Review on 'Ba1' Issuer Rating
ARIES MARITIME: Changes Name to Newlead; Has $111.3MM Q3 Net Loss
ARLIE & CO: U.S. Trustee Appoints 4 Members to Creditors Panel

ARLIE & CO: Wants Feb. 18 Deadline for Filing of Schedules
ARLIE & CO: Wants to Hire Tonkon Torp as Chapter 11 Counsel
ASAT HOLDING: Asks Noteholders to Approve Sale of Subsidiary
ATRIUM CORP: Taps Kirkland & Ellis as Bankruptcy Counsel
ATRIUM CORP: U.S. Trustee Sets Meeting of Creditors for Feb. 23

ATRIUM CORP: Can Hire Garden City Group as Claims Agent
ATRIUM CORP: S&P Retains 'D' Rating on Senior Secured Facilities
AXION INT'L: CEO Receives $218,200 in 2009 Pay, No Bonuses
BARK GROUP: Files Amendment No. 1 to Q3 2009 Report
BLOCKBUSTER INC: May Report $247MM Cash as of Fiscal Year End

BUILDING MATERIALS: Moody's Affirms 'B1' Corporate Family Rating
BUILDING MATERIALS: S&P Gives BBB- Issue Rating on $250MM Notes
CALVIN WHITE: Case Summary & 22 Largest Unsecured Creditors
CARMIKE CINEMAS: Bank Debt Trades at Less Than 1% Off
CENTRAL KANSAS PODIATRY: Files for Chapter 11 Bankruptcy

CHANTICLEER HOLDINGS: Files Amendment to Q3 2009 Report
CHARTER COMMS: Bank Debt Trades at 7% Off in Secondary Market
CHRYSLER LLC: Arbitration Statement Issued
CITADEL BROADCASTING: Bank Debt Trades at 20% Discount
CITIZENS REPUBLIC: Defers Payments on Trust Preferred Shares

CITY CENTER NORTH: Files for Chapter 11 Bankruptcy in Kansas
CLAIRE'S STORES: Bank Debt Trades at 18% Off in Secondary Market
COMMUNITY BANK AND TRUST: Closed; SCBT Assumes All Deposits
COMMUNITY HEALTH: Bank Debt Trades at 6% Off in Secondary Market
CORBIN PARK: Court OKs Lentz Clark to Handle Reorganization Case

CORBIN PARK: Has Until February 3 to File Schedules & Statement
CULLIGAN INTERNATIONAL: Bank Debt Trades at 21% Discount
DECODE GENETICS: Stefansson Steps Down as Chairman, CEO & Director
DENHAM HOMES: Case Summary & 8 Largest Unsecured Creditors
DISH NETWORK: Fitch Affirms Issuer Default Rating at 'BB-'

EDDIE BAUER: Court Approves Disclosure Statement
EDWARD MARANDOLA: Voluntary Chapter 11 Case Summary
EURO GROUP: Restates 2008 Financials; Reports $1,482,646 Net Loss
FAIRPOINT COMMUNICATIONS: Bank Debt Trades at 24% Discount
FIRST NATIONAL BANK, CARROLLTON: Closed; FDIC Named as Receiver

FIRST REGIONAL BANK: Closed; First-Citizens Assumes All Deposits
FLINTKOTE CO: Insurer Can Still Probe Ch. 11 Plan, Court Says
FLORIDA COMMUNITY BANK: Closed; Premier American Assumes Deposits
FLYING J: Bankruptcy Judge Approves Merger With Pilot Travel
FONIX CORP: Issues Breach of Contract Notice Under G-Soft Deal

FORD MOTOR: Stops Vehicle Production in China
FREESTONE RESOURCES: Files Amended September 30 Quarterly Report
GEMCRAFT HOMES: Wants to Use DIP Financing on Residential Homes
GLAZIERS PENSION PLAN: Insolvent; PBGC Provides Funding
GLOBAL MOTORSPORT: Court Approves Chapter 11 Plan of Liquidation

HARBOWALK LP: Files for Chapter 11 Bankruptcy in Texas
HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 101.75%
HAWKER BEECHCRAFT: Bank Debt Trades at 25% Off in Secondary Market
HCA INC: Bank Debt Trades at 5% Off in Secondary Market
HERBST GAMING: Bankruptcy Court Issues Amended Confirmation Order

HERCULES OFFSHORE: Bank Debt Trades at 5% Off in Secondary Market
HOLLEY PERFORMANCE: Can Sell Holley Diesel OEM to Navistar Inc.
HOLLEY PERFORMANCE: Wants Plan Filing Deadline Moved to April 26
HOVNANIAN ENTERPRISES: Names Thomas Pellerito as New COO
IMS HEALTH: Moody's Assigns 'B1' Corporate Family Rating

IMS HEALTH: S&P Assigns Corporate Credit Rating at 'BB-'
INNOVATIVE DESIGNS: Louis Plung Raises Going Concern Doubt
INT'L LEASE FINANCE: S&P Downgrades Unsec. Debt Ratings to 'BB+'
JACUZZI BRANDS: S&P Raises Corporate Credit Rating to 'B-'
JAPAN AIRLINES: U.S. Court Grants Preliminary Injunction

JONES STEPHENS: Files Schedules of Assets and Liabilities
JOSEPH MICHAEL KASER: Case Summary & 16 Largest Unsec. Creditors
KRISHAN CORPORATION: Voluntary Chapter 11 Case Summary
L & G ROSEMEAD: Case Summary & 3 Largest Unsec. Creditors
LAS VEGAS SANDS: Bank Debt Trades at 12% Off in Secondary Market

LAUREATE EDUCATION: Bank Debt Trades at 8% Off in Secondary Market
LEAP WIRELESS: To Release Q4 and Full-Year 2009 Report on Feb. 25
LEVEL 3: Bank Debt Trades at 9% Off in Secondary Market
LG MOTORS: Chapter 11 to 7 Conversion Entirely Appropriate
LIBBEY INC: S&P Affirms Corporate Credit Rating at 'B'

LINK DEVELOPMENT: Case Summary & 24 Largest Unsecured Creditors
LOVESAC CORP: Ski Resort Property Dispute Headed for Trial
LYONDELL CHEMICAL: Committee, et al. Balk at Disclosure Statement
LYONDELL CHEMICAL: Court Declines to Expand Examiner Role
LYONDELL CHEMICAL: Court Sets Confirmation Hearing for April 15

LYONDELL CHEMICAL: Court Extends Exclusive Periods to April 15
MANUEL BETTENCOURT: US Trustee Unable to Form Creditors Committee
MARHABA PARTNERS: Files Schedules of Assets & Liabilities
MARSHALL BANK, HALLOCK: United Valley Bank Assumes All Deposits
MEDIA GENERAL: Moody's Assigns Corporate Family Rating at 'B2'

MERCER INTERNATIONAL: Issues $22 Million of 8.5% Conv. Sr. Notes
METRO-GOLDWYN-MAYER: Bank Debt Trades at 40% Discount
MGM MIRAGE: Seeks to Unload 50% Stake in Borgata Casino Resort
MICHAEL DONOHUE: Case Summary & 14 Largest Unsecured Creditors
MICHAELS STORES: Bank Debt Trades at 10% Off in Secondary Market

MIDWEST BANC: Completes Exchange Offer for Depositary Shares
MILACRON INC: Seeks Court Approval of PBGC Settlement
MMFX INTERNATIONAL: Files Schedules of Assets and Liabilities
MODERN METAL: Committee Unable to Block Chapter 7 Conversion
MOODY NATIONAL: Voluntary Chapter 11 Case Summary

M & Z VALLEY: Voluntary Chapter 11 Case Summary
NATIONAL HOME: Files Schedules of Assets & Liabilities
NEIMAN MARCUS: Bank Debt Trades at 9% Off in Secondary Market
NEWLEAD HOLDINGS: Sept. 30 Balance Sheet Upside-Down by $57.9 Mln
NEXAIRA WIRELESS: BDO Seidman Raises Going Concern Doubt

PACIFIC PANORAMA: Voluntary Chapter 11 Case Summary
PARLUX FRAGRANCES: Disagreement Prompts CEO Katz to Step Down
PATRICK HACKETTS: U.S. Trustee Wants Case Converted to Chapter 7
PCAA PARENT: Case Summary & 20 Largest Unsecured Creditors
PENN TRAFFIC: Expects to Confirm Liquidation Plan Later This Year

PERRY COUNTY: Files for Chapter 11 Bankruptcy in Alabama
PH GLATFELTER: S&P Assigns 'BB+' Rating on $100 Mil. Senior Notes
PRIME GROUP REALTY: Reports Tax Treatment of 2009 Dividends
PVF CAPITAL: Posts $1.28 Million Net Loss in Fiscal 2010 Q2
QUANTUM FUEL: Posts $28 Million Net Loss in Fiscal 2009

RAPID LINK: Inks Amended Share Exchange Deal With Blackbird
REALOGY CORP: Bank Debt Trades at 11% Off in Secondary Market
REALVEST CORP: Tight Credit, Bad Economy Cue Bankruptcy Filing
REFRIGERANT EXCHANGE: Case Summary & 20 Largest Unsec. Creditors
RENAISSANT LAFAYETTE: Investment Group Wants to Acquire Towers

RITE AID: Standley Assumes President & CEO Post Effective June 24
RUBICON US: Taps Squire Sanders as Bankruptcy Counsel
RUBICON US: Taps Young Conaway as Special Litigation Counsel
RUBICON US: Wants Phillips Goldman as Delaware Counsel
RUBICON US: U.S. Trustee Sets Meeting of Creditors for Feb.22

SARATOGA RESOURCES: Extension Sought
SARGENT RANCH: Files Schedules of Assets & Liabilities
SECOND CHANCE: Gov't Reports Admissible Under Hearsay Exception
SEITEL INC: CEO and COO Agree to 10% Reduction in Salary in 2010
STERLING MINING: Elects Two New Members to Board of Directors

SERVICE MASTER: Bank Debt Trades at 8% Off in Secondary Market
SHAVER LAKE: Case Summary & 20 Largest Unsecured Creditors
SKYPE TECHNOLOGIES: Bank Debt Sells at 101.20% in Secondary Market
SPANSION INC: Stay of Patent Spat with Samsung Approved
SUN MICROSYSTEMS: S&P Raises Corporate Credit Rating From 'BB+'

SUNDOWN HILLS: Files Schedules of Assets and Liabilities
SUPERIOR PLUS: DBRS Confirms Sr. Unsec. Debentures Rating at 'BB'
SUPERMEDIA INC: S&P Assigns Corporate Credit Rating at 'B-'
SWIFT TRANSPORTATION: Bank Debt Trades at 4% Discount
THORNBURG MORTGAGE: Officers Dismissed From Subprime Suit

TIERRA VERDE: Case Summary & 4 Largest Unsecured Creditors
TETON ENERGY: Fiscal Year End Changed to January 22
TXCO RESOURCES: Expects Feb. 11 Effective Date for Confirmed Plan
TXCO RESOURCES: Gets Court Approval to Sell Maverick Basin Asset
UFCW LOCAL 1049 PENSION: Insolvent; PBGC Provides Funding

UNO RESTAURANT: U.S. Trustee Names 5-Member Creditors Panel
US FOODSERVICE: Bank Debt Trades at 12% Off in Secondary Market
VENETIAN MACAU: Bank Debt Trades at 5% Off in Secondary Market
VISTEON CORP: Bank Debt Trades at 109.31% in Secondary Market
WEBDIGS INC: Moquist Thorvilson Raises Going Concern Doubt

WEST FELICIANA: Wants Amzak DIP Financing, Cash Collateral Use
WESTERN REFINING: Bank Debt Trades at 6% Off in Secondary Market
WILLIAM HAINES: Section 341(a) Meeting Scheduled for Today
WILLIAM IYASERE: Case Summary & 20 Largest Unsecured Creditors

* Bill Aims to Add Bankruptcy Judges
* FDIC Issued 27 Cease and Desist Consent Orders in December
* Investors Alarmed As Rule 2019 Uncertainty Persists

* BOND PRICING: For Week From January 25 to 29, 2010



                            *********



ACCESS PHARMACEUTICALS: Sells Common Shares to Raise $6.3MM
-----------------------------------------------------------
Access Pharmaceutical Inc. has entered into definitive agreements
with accredited investors to sell in a registered direct offering
an aggregate of 2.10 million shares of its common stock at a price
of $3.00 per share for aggregate gross proceeds of $6.3 million.
Additionally, at the closing, Access will issue to the investors
warrants to purchase, in the aggregate, approximately 1.05 million
shares of common stock at a price of $3.00 per share, which
warrant are exercisable immediately for a term of 5 years from the
closing date.  The closing of the offering is expected to take
place subject to the satisfaction of customary closing conditions.

Rodman & Renshaw, LLC, a wholly owned subsidiary of Rodman &
Renshaw Capital Group, Inc. (Nasdaq: RODM), acted as the Company's
sole lead placement agent in connection with the offering.
EarlyBirdCapital, Inc. acted as a sub agent in connection of the
offering.

"With our strategy of partnering and managing our cash burn, this
additional capital from current and new investors will provide
runway for meaningful progress with our MuGard, Prolindac,
Thiarabine and Cobalmin programs," stated Jeffrey B. Davis,
President & CEO.

Access Pharmaceuticals, Inc., is an emerging biopharmaceutical
company focused on developing a range of pharmaceutical products
primarily based upon the Company's nanopolymer chemistry
technologies and other drug delivery technologies.  The Company
currently has one approved product, one product candidate at Phase
3 of clinical development, three product candidates in Phase 2 of
clinical development and other product candidates in pre-clinical
development.

At September 30, 2009, the Company had $2,705,000 in total assets
against $18,304,000 in total liabilities, resulting in $15,599,000
in stockholders' deficit.  As of September 30, 2009, the Company
had working capital deficit of $6,252,000.

As of September 30, 2009, the Company did not have enough capital
to achieve its long-term goals.  "If we raise additional funds by
selling equity securities, the relative equity ownership of our
existing investors would be diluted and the new investors could
obtain terms more favorable than previous investors. A failure to
obtain necessary additional capital in the future could jeopardize
our operations and our ability to continue as a going concern,"
the Company said in its quarterly report on Form 10-Q filed with
the Securities and Exchange Commission in November 2009.

"We expect that our capital resources will be adequate to fund our
current level of operations into the first quarter of 2010.
However, our ability to fund operations over this time could
change significantly depending upon changes to future operational
funding obligations or capital expenditures. As a result, we are
required to seek additional financing sources within the next
twelve months. We cannot assure you that we will ever be able to
generate significant product revenue or achieve or sustain
profitability," the Company said.

The Company said to conserve cash, management, employees and
consultants have reduced their monthly stipends.  Some consultants
also agreed to take common stock and warrants for their services.


ACCREDITED HOME: Has Until February 18 to File Chapter 11 Plan
--------------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware extended until February 18, 2010, Accredited
Home Lenders Holding Co., et al.'s exclusive period to propose a
Chapter 11 Plan.

The Debtors requested for an extension of their exclusive periods
to file a Plan until March 1, 2010, and to solicit acceptances of
that Plan until April 30, 2010.

Upon the agreement with the Official Committee of Unsecured
Creditors, the hearing on the Debtors' exclusive periods extension
is adjourned until February 18, 2010, at 10:30 a.m.  Objections,
if any, are due on February 11, 2010, at 4:00 p.m.

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

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

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


ACCURIDE CORP: Ad Hoc Group Wants 2019 Disclosure Order Stayed
--------------------------------------------------------------
An Ad Hoc Noteholder Group in the bankruptcy cases of Accuride
Corporation and its debtor-affiliates is seeking a stay pending
appeal of the Bankruptcy Court's Order, entered on January 22,
2010, compelling the Group to make disclosures under Bankruptcy
Rule 2019.  In light of the Confirmation hearing scheduled for
February 10, 2010, the Group requests that the Court hear the
motion on an expedited basis.

The Group filed a Notice of Appeal pursuant to 28 U.S.C. Section
158(a)(1) on January 29, 2010.  The current members of the Group
are BlackRock Financial Management, Inc., Brigade Capital
Management, Canyon Capital Advisors, Sankaty Advisors and Tinicum
Incorporated.

The Group explains it is seeking a stay to preserve its ability to
meaningfully appeal the Order.  "As the Court is aware, the
Group's appeal raises substantial legal issues going to the merits
of whether Rule 2019 applies to this particular set of pre-
petition noteholders, backstop parties, and DIP lenders.  Courts
in [the District of Delaware] have fundamentally disagreed on the
underlying legal issue to be raised by the Group's appeal, and
have reached directly opposite conclusions," Timothy Cairns, Esq.,
at Pachulski, Stang, Ziehl & Jones LLP, in Wilmington, Delaware,
argues on the Group's behalf.

If a stay is not granted, Mr. Cairns says the Group will suffer
irreparable harm that cannot be fully remedied following an
appeal.  Absent a stay, the Group will be forced to make
disclosures of highly sensitive and confidential information
regarding its members' individual purchases and sales of the
Debtors' debt securities, the prices at which they have executed
such trades, and the dates of such trades.  Once the Group
discloses this information, Mr. Cairns says the "cat is out of the
bag" and a subsequent appellate ruling in the Group's favor would
not provide a meaningful remedy.  Even if the disclosures are made
pursuant to a confidentiality agreement or under seal, the
information disclosed would be in the possession of the very
parties to this bankruptcy case whom the Group submits have no
right to this information.

Conversely, the disclosures the Group has already made, and all of
the information available to the parties from the public domain, a
stay would impose no cognizable harm on any other party to this
bankruptcy case, Mr. Cairns contends.

In a Supplemental Rule 2019 Statement filed by counsel January 29,
2010, the Group disclosed that due to post-petition sales of
notes, the Group's aggregate holdings of Senior Subordinated Notes
is now $45.69 million or 16.6% of the total outstanding.  The
Group has also disclosed the individual percentages of each of its
members in the Backstop participation and in the Last Out DIP
Loan.

Since the Petition Date the Debtors have known the individual
interests of the Backstop Investors and the Last Out DIP Lenders
in the DIP Credit Facility.  The Debtors have also received
notices of sales of Senior Subordinated Notes subject to the
Noteholder Plan Support Agreement.

A full-text copy of the Group's Supplemental Disclosure is
available at no charge at:

     http://bankrupt.com/misc/Accuride667_13449.pdf

Mr. Cairns notes courts in the District of Delaware have reached
directly contradictory conclusions on the fundamental legal issue
of whether Rule 2019 applies to informal or ad hoc groups.
Compare, e.g., In re Premier Int'l Holdings, Inc., No. 09-12019
(Bankr. D. Del. Jan. 11, 2010) (Sontchi, J.) (holding that
informal group is not "committee" under Rule 2019) with In re
Wash. Mut., Inc., 419 B.R. 271, 275 (Bankr. D. Del. 2009)
(Walrath, J.) (holding that "although the WMI Noteholders Group
call themselves a Group, they are in fact acting as an ad hoc
committee . . . [and] therefore, must comply with Rule 2019").

Mr. Cairns also points out other courts outside the Third Circuit
have similarly reached different conclusions regarding the scope
and purpose of Rule 2019.  Compare In re Scotia Dev., LLC, No.
07-20027 (Bankr. S.D. Tex. April 18, 2007) (holding that informal
group of noteholders was "not a 'committee' within the meaning of
Bankruptcy Rule 2019) with In re Northwest Airlines Corp., 363
B.R. 701 (Bankr. S.D.N.Y. 2007) (requiring ad hoc committee to
file Rule 2019 statement).

Accuride Corp. and its affiliates are among the largest and most
diversified manufacturers and suppliers of commercial vehicle
components in North America.  The Company's products include
wheels, wheel-end components and assemblies, truck body and
chassis parts, seating assemblies and other commercial vehicle
components marketed under several well-recognized brands in the
industry, including Accuride, Gunite, Imperial, Bostrom, Fabco,
Brillion and Highway Original.

According to filings by Accuride, the Company is seeking to
restructure in excess of $675 million in debt through its
bankruptcy proceeding.  The bankruptcy cases are pending in the
United States Bankruptcy Court for the District of Delaware.

Jeffrey M. Reisner and Tavi C. Flanagan, Esq., at Irell & Manella
LLP's Newport Beach-based bankruptcy practice, will serve as lead
counsel to the Official Committee of Unsecured Creditors in the
affiliated debtors' bankruptcy cases.  Mr. Reisner chairs the
firm's bankruptcy practice.  Kurt Gwynne, Esq., at Reed Smith LLP,
serves as Delaware counsel and Joel Dryer of Morris Anderson &
Associates will serve as financial advisors to the Official
Committee of Unsecured Creditors.

The Chapter 11 filing includes Accuride Corp. and a number of
subsidiaries and affiliates, including Accuride Cuyahoga Falls,
Inc., Accuride Distributing, LLC, Accuride EMI, LLC, Accuride Erie
L.P., Accuride Henderson Limited Liability Company, AKW General
Partner L.L.C., AOT Inc., Bostrom Holdings, Inc., Bostrom Seating,
Inc., Bostrom Specialty Seating, Inc., Brillion Iron Works, Inc.,
Erie Land Holding, Inc., Fabco Automotive Corporation, Gunite
Corporation, Imperial Group Holding Corp. -1, Imperial Group
Holding Corp. -2, Imperial Group, L.P., JAII Management Company,
Transportation Technologies Industries, Inc., and Truck Components
Inc.


ACCURIDE CORP: Gov't Blasts Interest Scheme in Chapter 11 Plan
--------------------------------------------------------------
The U.S. government objects to confirmation of the Third Amended
Joint Plan of Reorganization for Accuride Corporation, et al.,
dated December 18, 2009.  The United States objects to
confirmation for three reasons:

     -- the United States objects that the plan does not provide
        the correct method of calculating interest on the United
        States' priority tax claims.

     -- the United States objects that the plan treats installment
        payments on account of the United States' priority tax
        claims in a manner that is less favorable than the
        treatment of unsecured non-priority claims.

     -- the United States objects that the plan appears to cut off
        the United States' right under 26 U.S.C. Section 6402(a)
        to offset tax overpayments against a debtor's tax
        liability.

The government contends the plan fails to provide for lawful
interest on the United States' priority tax claims.  The
government asserts that Section 511 of Title 11, United States
Code, requires interest on tax claims to be determined under
applicable nonbankruptcy law.  Applicable nonbankruptcy law sets
the interest rate on tax underpayments, 26 U.S.C. Section 6621,
and provides that interest compounds daily, 26 U.S.C. Section
6622. Contrariwise, the plan at Article II, section C, provides
for simple interest.  The United States objects to confirmation of
the plan because it does not provide for compound interest.

The government states the interest rate for the first quarter of
2010 is 4% -- or 6% for large, corporate underpayments.  Rev. Rul.
2009-37, 2009-52 I.R.B. 957.

As reported by the Troubled Company Reporter on December 28, 2009,
the Bankruptcy Court approved Accuride Corp.'s third amended
disclosure statement allowing the Company to put its Chapter 11
plan to creditors for a vote.  Ballots were due January 29.

The Disclosure Statement was approved after Accuride agreed to
include mention of the Official Committee of Equity Holders'
opposition to the Plan.  The Equity Committee does not support
confirmation of the Plan because it believes, among other things,
that the Debtors have undervalued the Debtors and are depriving
current equity holders of value.

The Plan offers to return 100 cents on the dollar to unsecured
creditors and gives 98% of the new stock to holders of subordinate
notes.  Only impaired creditors -- general unsecured claimants are
not impaired -- are voting on the Plan.

Additional terms of the Plan are:

   -- Accuride will amend its existing secured credit agreement to
      modify certain financial covenants and extend its maturity
      through June 30, 2013.  Recovery would be 100%.

   -- Accuride's $291.22 million of subordinated notes will be
      converted into 98,000,000 shares of new stock (98% of the
      stock) of reorganized Accuride.  Recovery would be 42.9%

   -- Unsecured trade creditors will be unimpaired and will be
      paid in full.  Recovery would be 100%.

   -- Holders of preferred equity interests will be paid with a
      $100 liquidation preference in cash.  Recovery would be
      100%.

   -- Accuride's common stock will be cancelled and, if the equity
      holders of equity interests vote to accept the Plan, they
      will receive 2,000,0900 shares (2% of the stock) and
      warrants to purchase an  additional 22,058,824 shares.

   -- The Reorganized Debtors and Accuride Canada Inc., will enter
      into a restructured credit facility in an amount equal to
      $308.2 million.

   -- The reorganized Accuride will complete a $140 million rights
      offering of new senior unsecured convertible notes to
      current noteholders.

Accuride will present the Plan for confirmation on February 10,
2010 at 10 a.m. prevailing Eastern Time.  Objections are due
January 29.

A copy of the Third Amended Plan is available at no charge at:

        http://bankrupt.com/misc/Accuride_3rd_Plan.pdf

A copy of the Third Amended Disclosure Statement is available at
no charge at:

        http://bankrupt.com/misc/Accuride_3rd_DS.pdf

Accuride Corp. and its affiliates are among the largest and most
diversified manufacturers and suppliers of commercial vehicle
components in North America.  The Company's products include
wheels, wheel-end components and assemblies, truck body and
chassis parts, seating assemblies and other commercial vehicle
components marketed under several well-recognized brands in the
industry, including Accuride, Gunite, Imperial, Bostrom, Fabco,
Brillion and Highway Original.

According to filings by Accuride, the Company is seeking to
restructure in excess of $675 million in debt through its
bankruptcy proceeding.  The bankruptcy cases are pending in the
United States Bankruptcy Court for the District of Delaware.

Jeffrey M. Reisner and Tavi C. Flanagan, Esq., at Irell & Manella
LLP's Newport Beach-based bankruptcy practice, will serve as lead
counsel to the Official Committee of Unsecured Creditors in the
affiliated debtors' bankruptcy cases.  Mr. Reisner chairs the
firm's bankruptcy practice.  Kurt Gwynne, Esq., at Reed Smith LLP,
serves as Delaware counsel and Joel Dryer of Morris Anderson &
Associates will serve as financial advisors to the Official
Committee of Unsecured Creditors.

The Chapter 11 filing includes Accuride Corp. and a number of
subsidiaries and affiliates, including Accuride Cuyahoga Falls,
Inc., Accuride Distributing, LLC, Accuride EMI, LLC, Accuride Erie
L.P., Accuride Henderson Limited Liability Company, AKW General
Partner L.L.C., AOT Inc., Bostrom Holdings, Inc., Bostrom Seating,
Inc., Bostrom Specialty Seating, Inc., Brillion Iron Works, Inc.,
Erie Land Holding, Inc., Fabco Automotive Corporation, Gunite
Corporation, Imperial Group Holding Corp. -1, Imperial Group
Holding Corp. -2, Imperial Group, L.P., JAII Management Company,
Transportation Technologies Industries, Inc., and Truck Components
Inc.


ALERIS INT'L: Canada Trustee Ordered to Testify in Valeo Suit
-------------------------------------------------------------
A federal judge has ruled that a trustee for Aleris Aluminum LP
must provide testimony in the company's suit accusing Valeo Inc.,
the U.S. arm of French auto parts maker Valeo SA, of failing to
pay for more than $1.4 million of aluminum supplied under a
purchase agreement, Law360 reports.  Law360 says Magistrate Judge
Steven Whalen on Thursday partially granted Valeo's motion to
compel the deposition of Benoit Gingues, ruling that the Canada-
based trustee would not be required to travel to Michigan to give
his deposition.

In February 2009, two units of Aleris International Inc., sued
Valeo before the U.S. District Court for the Eastern District of
Michigan.  Aleris said the money is owed by Valeo to Aleris
Aluminum Canada LP and Aleris Aluminum Koblenz GmbH.

                    About Aleris International

Aleris International, Inc., produces and sells aluminum rolled and
extruded products.  Aleris operates primarily through two
reportable business segments: (i) global rolled and extruded
products and (ii) global recycling.  Headquartered in Beachwood,
Ohio, a suburb of Cleveland, the Company operates over 40
production facilities in North America, Europe, South America and
Asia, and employs approximately 8,400 employees.  Aleris operates
27 production facilities in the United States with eight
production facilities that provided rolled and extruded aluminum
products and 19 recycling production plants.

Aleris International, Inc., aka IMCO Recycling Inc., and various
affiliates filed for bankruptcy on February 12, 2009 (Bankr. D.
Del. Case No. 09-10478).  The Hon. Brendan Linehan Shannon
presides over the cases.  Stephen Karotkin, Esq., and Debra A.
Dandeneau, Esq., at Weil, Gotshal & Manges LLP in New York, serve
as lead counsel for the Debtors.  L. Katherine Good, Esq., and
Paul Noble Heath, Esq., at Richards, Layton & Finger, P.A.  In
Wilmington, Delaware, serves as local counsel.  Moelis & Company
LLC, acts as financial advisors; Alvarez & Marsal LLC as
restructuring advisors, and Kurtzman Carson Consultants LLC as
claims and noticing agent for the Debtors.  As of December 31,
2008, the Debtors had total assets of $4,168,700,000; and total
debts of $3,978,699,000.

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


ALLIANT HOLDINGS: Moody's Affirms 'B3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of Alliant
Holdings I, Inc. (corporate family rating of B3) reflecting the
company's consistent organic growth and strong operating margins,
offset by its high financial leverage and limited fixed charge
coverage.  The rating outlook is stable, based on Moody's
expectation that Alliant will gradually improve its financial
flexibility over the next couple of years through moderate EBITDA
growth and debt amortization.

"Alliant's credit strengths include its leading position in
several niche markets and its diversification across products and
client types," said Bruce Ballentine, Moody's lead analyst for
Alliant.  The company generates significant business through
specialty programs, whereby the broker aggregates insurance
premiums from many clients in a given market segment and then
obtains coverage on favorable terms from one or more insurance
carriers.  These strengths are tempered by Alliant's aggressive
financial leverage and by difficult market conditions.  "The
prolonged soft market for commercial property & casualty insurance
and the weak US economy pose a challenge for all brokers," said
Mr. Ballentine.

Alliant's financial leverage stems mainly from its leveraged
buyout in 2007, although the company increased its borrowings
slightly through a $60 million incremental drawdown under its
senior secured term loan in June 2009.  A majority of these
proceeds were used to repay borrowings under a revolving credit
facility.  For the trailing 12 months through September 2009, the
firm's adjusted debt-to-EBITDA ratio was 7.6x and its adjusted
(EBITDA -- capex) interest coverage was 1.3x (based on Moody's
calculations, which often differ from company or covenant
calculations).  The leverage ratio is somewhat weak for Alliant's
rating category but mitigated by the firm's healthy operating cash
flow and cash on hand.

Alliant's financing arrangement as of September 30, 2009, included
a $60 million senior secured revolving credit facility maturing in
2013 (undrawn, rated B2), a $434 million senior secured term loan
due in 2014 (rated B2) and $265 million of senior unsecured notes
due in 2015 (rated Caa1).

Moody's cited these factors that could lead to an upgrade of
Alliant's ratings: (i) adjusted (EBITDA -- capex) interest
coverage 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 Alliant's ratings: (i)
adjusted (EBITDA -- capex) interest coverage below 1.2x, (ii)
adjusted free-cash-flow-to-debt ratio below 2%, or (iii) adjusted
debt-to-EBITDA ratio exceeding 8x.

Moody's last rating action on Alliant took place on October 25,
2007, when the Caa1 rating was assigned to the senior unsecured
notes and the other ratings were affirmed.

Alliant, based in Newport Beach, California, is a specialty-
oriented insurance broker providing property & casualty and
employee benefits products and services to middle-market clients
across the US.  The company was acquired through a leveraged
buyout by The Blackstone Group in partnership with company
managers and employees in August 2007.  For the trailing 12 months
through September 2009, Alliant generated revenues of $351
million.


ALLIED CAPITAL: Moody's Reviews 'B1' Rating for Likely Upgrade
--------------------------------------------------------------
Moody's Investors Service said that it is continuing its review of
Ares Capital Corporation's Ba1 issuer rating for possible
downgrade and Allied Capital Corporation's B1 issuer and senior
unsecured ratings for possible upgrade.  These ratings were placed
on review on October 26, 2009.

The October 26, 2009 rating actions followed Ares' announcement
that it had agreed to acquire 100% of Allied in an all stock
transaction.  The transaction is expected to close in the first
quarter of 2010.

The reviews will continue to focus on 1) completion of the
proposed transaction, 2) the companies' ability to mitigate,
through investment portfolio liquidations and/or new equity and
debt issuance, the refinancing risk that the combined firm would
face, 3) achievement of the companies' targeted debt to equity
ratio of 0.65 times to 0.75 times and 4) asset quality trends
during the review period.

Moody's considers Ares recent common equity raise and upsizing and
extension of its liquidity facilities to be positive developments.

Moody's notes that there has recently been a competing bid made
for Allied by Prospect Capital Corporation (Prospect), a company
which Moody's does not rate.  Should Prospect ultimately succeed
in acquiring Allied the impact on the credit quality of Allied is
uncertain.

The last rating action on Ares and Allied was on October 26, 2009,
when Moody's placed Ares Ba1 issuer rating on review for possible
downgrade and Allied's B1 issuer and senior unsecured ratings on
review for possible upgrade.

Ares Capital Corporation is based in New York and reported total
assets of $2.1 billion at September 30, 2009.  Allied Capital
Corporation is based in Washington DC and reported total assets of
$2.8 billion at September 30, 2009.


AMERICAN INT'L: AIGFP Employees Willing to Accept Bonus Cuts
------------------------------------------------------------
The Wall Street Journal's Serena Ng and Joann S. Lublin report
that people familiar with the matter said most employees currently
at American International Group Inc.'s financial-products unit
have indicated they will accept cuts in a batch of March retention
awards if the bonuses are paid out as early as this week.

According to the Journal, AIG had asked current employees of AIGFP
if they would accept a 10% reduction in retention bonuses that are
to be paid out by March 15; it indicated that those who agreed
would get the discounted payouts by February 5.  Employees were
given until this past Tuesday to make a decision.

People familiar with the matter told the Journal more than 95% of
employees agreed to accept the company's offer.  A few volunteered
to take a reduction bigger than 10%, the people said.

The Journal relates AIG sought the arrangements to help meet
requests from U.S. pay czar Kenneth Feinberg that AIG reduce its
proposed $195 million in March 2010 bonuses to AIG Financial
Products employees and recoup $26 million of what it paid out in
2009.

The Journal says over the past 16 months, the number of staffers
at AIGFP has gone down to 237 from 428, as the company has unwound
large amounts of derivatives trades and closed offices in Tokyo
and Hong Kong.  AIG still has outstanding derivatives with a
notional value of $940 billion, and needs to unwind most of the
trades in an orderly manner over at least the next year.

The Journal also notes the March 2010 awards represent the last
batch of retention bonuses that the company committed to pay under
contracts written two years ago.  Mr. Feinberg is reviewing new
2010 pay packages for a group of AIG's most highly paid
executives, including some at AIGFP.

                             About AIG

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

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

AIG has sold a number of its subsidiaries and other assets to pay
down loans received from the U.S. government, and continues to
seek buyers of its assets.


AMERICAN INT'L: Reuters Reveals Contents of Controversial Document
------------------------------------------------------------------
Reuters has obtained an unredacted version of an exhibit that
American International Group and the New York Federal Reserve had
asked the Securities and Exchange Commission to keep secret.

Reuters' DealZone says the unredacted version of AIG's "Schedule
A - List of Derivative Transactions":

     -- fills out some of the missing pieces in the AIG bailout,
        in which an entity set-up by the New York Fed effectively
        funneled tens of millions of dollars to 16 big U.S. and
        Europeans banks that had bought credit default swaps from
        the insurer.

     -- enables some to identify all of the 178 mortgage-related
        securities, or collateralized debt obligations, that AIG
        wrote insurance-like protection on.

     -- reveals that of the 178 tranches of CDOs that AIG insured,
        some 14% were on deals issued after 2005.  DealZone says
        this is critical because in December 2007, former AIG
        Financial Products head Joseph Cassano had said AIG
        largely got out of the CDS business by the end of 2005.

     -- reveals that Goldman Sachs not only bought a lot of CDS
        from AIG to protect itself; the Wall Street firm also
        originated a good number of the CDOs that were in Societe
        Generale's portfolio.  Some of the Goldman deals in
        SocGen's portfolio that AIG had insured includes CDOs with
        names like Adirondack 2005, Putnam Structured Product CDO
        2002 and Davis Square Funding IV.

An unredacted copy of the document obtained by Reuters is
available at no charge at http://bankrupt.com/misc/AIGExhibit.pdf

Reuters' DealZone notes the effort by the New York Fed to keep the
document classified has sparked a furor on Capitol Hill and was
the subject of a hearing last week by House Committee on Oversight
and Government Reform.

"It's been known for months that Goldman Sachs and Societe
Generale were the two banks who recieved the most money in the
deal because they had insured the most CDOs with AIG. But the new
information enables traders, investors and the general public to
see just which deals the banks had purchased insurance on,"
according to Reuters' DealZone.

According to DealZone, Goldman Sachs, Societe Generale, Deutsche
Bank, Merrill Lynch and other banks sold their ailing
collateralized debt obligations to the New York Fed-sponsored
entity, Maiden Lane III.  AIG then canceled out the CDS contracts
it had sold as default insurance on those 178 CDOs.

DealZone relates Janet Tavakoli, a derivatives consultant who has
called the AIG bailout a gift to the Wall Street banks, said the
issue isn't just what deals AIG insured, but the underlying assets
in those deals. She noted that a goodly number of the CDOs held by
the banks also held pieces of other CDOs.  "If all of this had
come out in the public domain in late 2008, Goldman Sachs and
Merrill would have been deeply embarassed and the Federal Reserve
woudl have been questioned," said Ms. Tavakoli, according to
DealZone.

In the process, the banks were made whole and AIG no longer had to
pay out billions of dollars in cash collateral to the banks
everytime the CDOs dropped in value, according to DealZone.

                             About AIG

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

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

AIG has sold a number of its subsidiaries and other assets to pay
down loans received from the U.S. government, and continues to
seek buyers of its assets.


AMERICAN INT'L: S&P Cuts ILFC Unsecured Debt Ratings to 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services reports that in the media
release published Jan. 25, 2010, related to International Lease
Finance Corp., the estimated secured debt as a percentage of total
assets was misstated.  A corrected version follows.

S&P lowered its ratings on International Lease Finance Corp.,
including lowering the corporate credit rating to 'BBB-' from
'BBB+', and lowered the ratings on its unsecured debt to 'BB+'
from 'BBB+'.  The ratings remain on CreditWatch with negative
implications.

S&P base the downgrade of its corporate credit rating on Los
Angeles-based aircraft lessor ILFC on:

* S&P's credit assessment of ILFC as a business AIG will most
  likely continue to own and partially fund for the next several
  years, while holding for eventual sale;

* S&P's assessment of the likelihood of continued funding advances
  from AIG to ILFC; and

* ILFC's shift toward secured borrowing, which reduces financial
  flexibility and in S&P's view will likely require amendment of
  the company's bank credit facilities, thus placing them on a
  secured basis and raising borrowing costs.

"S&P bases its downgrade of ILFC's senior unsecured debt to 'BB+',
one notch lower than the corporate credit rating, on an increasing
proportion of secured debt," said Standard & Poor's credit analyst
Christopher DeNicolo.  "This places unsecured creditors in an
essentially subordinated position," he continued.  Following
ILFC's October 2009 granting of collateral to secure advances from
AIG, secured debt as a percentage of total assets, as S&P
calculates it, rose to an estimated 15%, and S&P believes it is
likely to rise above 20% this year.

The ratings remain on CreditWatch with negative implications.
Although S&P believes AIG is likely to remain committed to
supporting ILFC based on current conditions, S&P also believes
there is material execution risk in planned asset sales,
refinancings, and the potential amendment of credit facilities.
S&P could lower its ratings if S&P conclude there is less
certainty of AIG continuing to provide funding to ILFC to
supplement internal cash sources, or if adverse developments raise
concerns regarding its long-term business prospects or ILFC's
ability to execute on material liquidity initiatives.  S&P could
affirm the ratings if improved aviation market and credit market
conditions allow ILFC to secure substantial external funding and
eliminate its reliance on further advances from AIG, conditions
that would also be conducive to a sale of the company.


AMERICAN MARINE: Closed; Columbia State Bank Assumes All Deposits
-----------------------------------------------------------------
American Marine Bank, Bainbridge Island, Washington, was closed
Friday by the Washington 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 Columbia State Bank,
Tacoma, Washington, to assume all of the deposits of American
Marine Bank.

The 11 branches of American Marine Bank reopened on Saturday as
branches of Columbia State Bank.  Depositors of American Marine
Bank will automatically become depositors of Columbia State Bank.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship to retain
their deposit insurance coverage.  Customers should continue to
use their existing branch until they receive notice from Columbia
State Bank that it has completed systems changes to allow other
Columbia State Bank branches to process their accounts as well.

Friday evening and over the weekend, depositors of American Marine
Bank were able to access their money by writing checks or using
ATM or debit cards.  Checks drawn on the bank will continue to be
processed.  Loan customers should continue to make their payments
as usual.

As of September 30, 2009, American Marine Bank had approximately
$373.2 million in total assets and $308.5 million in total
deposits.  Columbia State Bank will pay the FDIC a premium of 1.0
percent to assume all of the deposits of American Marine Bank.  In
addition to assuming all of the deposits of the failed bank,
Columbia State Bank agreed to purchase essentially all of the
assets.

The FDIC and Columbia State Bank entered into a loss-share
transaction on $255.1 million of American Marine Bank's assets.
Columbia State Bank will share in the losses on the asset pools
covered under the loss-share agreement.  The loss-share
transaction is projected to maximize returns on the assets covered
by keeping them in the private sector.  The transaction also is
expected to minimize disruptions for loan customers. For more
information on loss share, please visit:

http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-517-8236. The phone number will be
operational this evening until 9:00 p.m., Pacific Standard Time
(PST); on Saturday from 9:00 a.m. to 6:00 p.m., PST; on Sunday
from noon to 6:00 p.m., PST; and thereafter from 8:00 a.m. to
8:00 p.m., PST.  Interested parties also can visit the FDIC's Web
site at:

http://www.fdic.gov/bank/individual/failed/americanmarine.html

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $58.9 million. Columbia State Bank's acquisition of
all the deposits was the "least costly" resolution for the FDIC's
DIF compared to all alternatives.  American Marine Bank is the
15th FDIC-insured institution to fail in the nation this year, and
the third in Washington. The last FDIC-insured institution closed
in the state was Evergreen Bank, Seattle, on January 22, 2010.

Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system.  The
FDIC insures deposits at the nation's 8,099 banks and savings
associations and it promotes the safety and soundness of these
institutions by identifying, monitoring and addressing risks to
which they are exposed.  The FDIC receives no federal tax dollars
- insured financial institutions fund its operations.


APHTON CORP: Aventis Wins Dismissal of Fraudulent Transfer Suit
--------------------------------------------------------------
Law360 reports that Aventis Pharmaceuticals Inc. has won the
dismissal of an adversary proceeding aimed at forcing the drug
company to return a $3 million payment it received from Aphton
Corp. in connection with the failure of the planned immunotherapy
drug Insegia.

Headquartered in Philadelphia, Pennsylvania, Aphton Corporation
-- http://www.aphton.com/-- is a clinical stage biopharmaceutical
company focused on developing targeted immunotherapies for cancer.
Aphton filed for chapter 11 protection on May 23, 2006. (Bankr. D.
Del. Case No. 06-10510).  Michael G. Busenkell, Esq., at Eckert
Seamans Cherin & Mellot LLC serves as counsel to the Debtor.
William J. Burnett, Esq., at Flaster Greenberg represents the
Official Committee of Unsecured Creditors.  At Dec. 31, 2005,
Aphton's balance sheet showed assets totaling $6,775,858 and debts
totaling $11,641,182.


ARES CAPITAL: Moody's Continues Review on 'Ba1' Issuer Rating
-------------------------------------------------------------
Moody's Investors Service said that it is continuing its review of
Ares Capital Corporation's Ba1 issuer rating for possible
downgrade and Allied Capital Corporation's B1 issuer and senior
unsecured ratings for possible upgrade.  These ratings were placed
on review on October 26, 2009.

The October 26, 2009 rating actions followed Ares' announcement
that it had agreed to acquire 100% of Allied in an all stock
transaction.  The transaction is expected to close in the first
quarter of 2010.

The reviews will continue to focus on 1) completion of the
proposed transaction, 2) the companies' ability to mitigate,
through investment portfolio liquidations and/or new equity and
debt issuance, the refinancing risk that the combined firm would
face, 3) achievement of the companies' targeted debt to equity
ratio of 0.65 times to 0.75 times and 4) asset quality trends
during the review period.

Moody's considers Ares recent common equity raise and upsizing and
extension of its liquidity facilities to be positive developments.

Moody's notes that there has recently been a competing bid made
for Allied by Prospect Capital Corporation (Prospect), a company
which Moody's does not rate.  Should Prospect ultimately succeed
in acquiring Allied the impact on the credit quality of Allied is
uncertain.

The last rating action on Ares and Allied was on October 26, 2009,
when Moody's placed Ares Ba1 issuer rating on review for possible
downgrade and Allied's B1 issuer and senior unsecured ratings on
review for possible upgrade.

Ares Capital Corporation is based in New York and reported total
assets of $2.1 billion at September 30, 2009.  Allied Capital
Corporation is based in Washington DC and reported total assets of
$2.8 billion at September 30, 2009.


ARIES MARITIME: Changes Name to Newlead; Has $111.3MM Q3 Net Loss
-----------------------------------------------------------------
Aries Maritime Transport Limited, now known as Newlead Holdings
Ltd., reported a net loss of $111,300,000 for the three months
ended September 30, 2009, from a net loss of $4,275,000 for the
same period in 2008.  The Company posted a net loss of
$123,762,000 for the nine months ended September 30, 2009, from
net income of $2,014,000 for the same period in 2008.

Effective December 21, 2009, the Company changed its name from
"Aries Maritime Transport Limited" to "NewLead Holdings Ltd."

Operating revenues were $12,167,000 for the three months ended
September 30, 2009, from $21,509,000 for the same period in 2008.
Operating revenues were $42,898,000 for the nine months ended
September 30, 2009, from $58,085,000 for the same period in 2008.

As of September 30, 2009, the Company had $197,992,000 in total
assets against $255,867,000 in total liabilities, all current,
resulting in $57,875,000 in stockholders' deficit.

In January 2010, the Company sold the MSC Seine and the Saronikos
Bridge for an aggregate purchase price resulting in gross proceeds
to the Company of $13.0 million, payable in cash.  The Saronikos
Bridge was delivered to her new owners on January 7, 2010 and the
MSC Seine was delivered on January 20, 2010.  Each of the MSC
Seine and the Saronikos Bridge is a 2,917 TEU container vessel
built in 1990.  As a result of the sale and delivery of these
vessels, the Company has exited the container market.

As of September 30, 2009, the Company had a working capital
deficit of $244.4 million, which include its total outstanding
borrowing of $221.4 million.

In connection with the Company's recapitalization, it was provided
a waiver of all financial covenants (excluding working capital and
minimum liquidity covenants) for a period ranging from 30 to 36
months to allow a sufficient period of time for new management to
implement its business strategy.

During the nine months ended September 30, 2009, the Company was
in breach of certain financial covenants of its credit facility.
As part of the waiver received with a Fifth Supplemental
Agreement, the Company was required, among other covenants, to
reduce the outstanding borrowings under the original facility
agreement from $223.7 million to $200.0 million.  In June 2009,
the Company sold one vessel, the Ocean Hope, for net proceeds of
$2.3 million and reduced outstanding borrowings to $221.4 million.

From the months following the sale of the Ocean Hope until the
recapitalization, the Company was in negotiations with its lenders
to enter into a new $221.4 million facility agreement to refinance
the Company's existing revolving credit facility.  The execution
of this agreement also coincided with the Company's assumption of
a $37.4 million credit facility in relation to the three vessels
transferred to the Company as part of the $400.0 million
recapitalization.

On October 13, 2009, these actions occurred in connection with the
Company's $400.0 million recapitalization:

     -- The Company's existing syndicate of lenders entered into a
        new $221.4 million Facility Agreement to refinance the
        Company's existing revolving credit facility.  Upon its
        refinancing, the financial covenants in the Facility
        Agreement were waived (excluding working capital and
        minimum liquidity covenants) for a period ranging from 30
        to 36 months. The amount outstanding under the Facility
        Agreement is currently $191.4 million.

     -- The issuance of $145.0 million of the 7% Notes, that are
        convertible into common shares at a conversion price of
        $0.75 per common share. There are currently $125.0 million
        of 7% Notes outstanding.

     -- The Company assumed a $37.4 million credit facility in
        relation to the three vessels transferred to the Company
        as part of the recapitalization. Pursuant to a Share
        Purchase Agreement entered into on September 16, 2009,
        Grandunion, a company controlled by Michail S. Zolotas and
        Nicholas G. Fistes, acquired 18,977,778 newly issued
        common shares of the Company in exchange for three drybulk
        carriers. Of such shares, 2,666,667 were transferred to
        Rocket Marine, a company controlled by two former
        directors and principal shareholders in the Company, in
        exchange for Rocket Marine and its affiliates entering
        into a voting agreement with Grandunion. Subsequent to its
        assumption, this facility has been, and continues to be,
        periodically paid down and drawn upon to minimize the
        Company's cost of capital. As of January 26, 2010, there
        was no outstanding balance under this facility.

A full-text copy of the Company's financial report is available at
no charge at http://ResearchArchives.com/t/s?4f27

Based in Athens, Greece, NewLead Holdings Ltd. (NASDAQ: NEWL) is
an international shipping company that owns and operates product
tanker and dry bulk vessels.  The Company's products tanker fleet
consists of five MR tankers and four Panamax tankers, all of which
are double-hulled.  The Company also owns three dry bulk vessels
secured on period charters.


ARLIE & CO: U.S. Trustee Appoints 4 Members to Creditors Panel
--------------------------------------------------------------
Robert D. Miller Jr., the Acting U.S. Trustee for Region 18,
appointed four members to the Official Committee of Unsecured
Creditors in Arlie & Company's Chapter 11 cases.

The Committee members include:

     1) James R. Hanks
        JRH Transportation
        Engineering
        4765 Village Plaza Loop, Suite 201
        Eugene, OR 97401
        Tel: (541)687-1081
        Fax: (541)345-6599

     2) Gregory Brokaw
        Rowell Brokaw Architects, PC
        1 East Broadway, Suite 300
        Eugene, OR 97401
        Tel: (541)485-1003
        Fax: 541-485-7344

     3) David E. Bomar
        Balzhiser & Hubbard
        Engineers, Inc.
        100 W. 13th Avenue
        Eugene, OR 97401
        Tel: (541)686-8478
        Fax: 541-345-5303

     4) Mike Broadsword
        Eugene Sand & Gravel/
        Eugene Sand Construction
        P.O. Box 1067
        Eugene, OR 97440
        Tel: (541)683-6400
        Fax: 541-683-5798

Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/--
is a property developer.  It is doing business as DHF Corp., and
formerly dba Arlie Land and Cattle Company and Crescent Village
Community Gardens, LLC.

The Company filed for Chapter 11 bankruptcy protection on
January 20, 2010 (Bankr. D. Ore. Case No. 10-60244).  Albert N.
Kennedy, Esq., at Tonkon Torp LLP in Portland, Oregon, assists the
Company in its restructuring effort.  The Company listed
$100,000,001 to $500,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


ARLIE & CO: Wants Feb. 18 Deadline for Filing of Schedules
----------------------------------------------------------
Arlie & Company has asked the U.S. Bankruptcy Court for the
District of Oregon to extend by two weeks, until February 18,
2010, the filing of its schedules of assets and liabilities and
statement of financial affairs.

The Debtor's Schedules and Statement are currently due February 4,
2010.  The Debtor says that it is working diligently on accurately
completing its schedules and statement, but needs a two-week
extension to complete the documents.

Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/--
is a property developer.  It is doing business as DHF Corp., and
formerly dba Arlie Land and Cattle Company and Crescent Village
Community Gardens, LLC.

The Company filed for Chapter 11 bankruptcy protection on
January 20, 2010 (Bankr. D. Ore. Case No. 10-60244).  Albert N.
Kennedy, Esq., at Tonkon Torp LLP in Portland, Oregon, assists the
Company in its restructuring effort.  The Company listed
$100,000,001 to $500,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


ARLIE & CO: Wants to Hire Tonkon Torp as Chapter 11 Counsel
-----------------------------------------------------------
Arlie & Company has sought permission from the U.S. Bankruptcy
Court for the District of Oregon to employ Tonkon Torp LLP as its
Chapter 11 counsel.

Tonkon Torp will, among other things:

     a. take actions necessary to protect and preserve the
        Debtor's bankruptcy estate, including the prosecution of
        actions on the Debtor's behalf, the defense of any action
        commenced against the Debtor, negotiations concerning all
        litigation in which the Debtor is involved, objections to
        claims filed against the Debtor in this bankruptcy case,
        and the compromise or settlement of claims;

     b. advise the Debtor concerning, and prepare on behalf of
        the Debtor, the necessary applications, motions,
        memoranda, responses, complaints, answers, orders,
        notices, reports and other papers, and review all
        financial and other reports required from the Debtor as
        debtor-in-possession in connection with administration of
        the Chapter 11 case;

     c. advise the Debtor with respect to, and assist in the
        negotiation and documentation of, financing agreements,
        debt and cash collateral orders, and related transactions;
        and

     d. review the nature and validity of any liens asserted
        against the Debtor's property and advise the Debtor
        concerning the enforceability of the liens.

The Tonkon Torp professionals who will primarily be involved in
the case and their hourly rates are:

          Albert N. Kennedy, Partner                $450
          Michael W. Fletcher, Partner              $300
          Leslie Hurd Legal Assistant/Paralegal      $90
          Spencer Fisher, Paralegal                 $110

Albert N. Kennedy, Esq., at Tonkon Torp assures the Court that the
firm is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/--
is a property developer.  It is doing business as DHF Corp., and
formerly dba Arlie Land and Cattle Company and Crescent Village
Community Gardens, LLC.

The Company filed for Chapter 11 bankruptcy protection on
January 20, 2010 (Bankr. D. Ore. Case No. 10-60244).  The Company
listed $100,000,001 to $500,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


ASAT HOLDING: Asks Noteholders to Approve Sale of Subsidiary
------------------------------------------------------------
ASAT Holdings Limited is soliciting consent from holders of its
US$150 million 9.25% Senior Notes due 2011 to amend the indenture
governing the Notes in order to permit the sale of ASAT Limited, a
wholly owned subsidiary of the Company, to United Test and
Assembly Center Ltd, and certain related transactions.

A full-text copy of the consent solicitation is available for free
at http://ResearchArchives.com/t/s?4f1d

The Company is a wholly-owned subsidiary of ASAT Limited, a
limited liability company incorporated under the laws of Hong Kong
and a member of the group of companies controlled by ASAT
Holdings.  The business of the Group is to provide semiconductor
package design, assembly and test services to businesses around
the globe.

The Group has for some time been in severe financial difficulty,
brought about largely by the Group's high leverage, fluctuating
demand and continuous downward pressure on product prices in the
semiconductor industry.  Due to the significant debt obligations
of the Group as a whole and the global economic crisis, members of
the Group have failed to meet their respective financial
obligations, including the obligations of the Company under the
Notes and the obligations of ASAT Holdings under the Purchase
Money Loan Agreement, dated as of July 31, 2005, as amended,
between ASAT Holdings, as borrower, the persons party thereto as
lenders at the relevant time -- PMLA Lenders -- and Asia
Opportunity Fund, L.P. as administrative agent -- PMLA.  ASAT
Holdings owes $2.4 million in due but unpaid principal and
$3.4 million in accrued and unpaid interest and fees under the
PMLA. A further $12.4 million in principal is outstanding under
the PMLA.

The board of directors of ASAT Holdings believes that it is
reasonably likely that the Group will be unable to discharge its
financial liabilities, including its liabilities with respect to
the Notes and the PMLA, in full.  The ability of the Company and
the Group to continue to operate as a going concern is uncertain.
With the passage of time, there is a significant possibility that
it will be necessary for insolvency proceedings with respect to
the Company and the Group as a whole to be commenced, perhaps in
several jurisdictions simultaneously, and for the assets of the
Group to be liquidated through such insolvency proceedings.

In February 2009, the Board formed a special committee of its
independent members to explore feasible strategies to address the
financial difficulties of the Group.  Shortly thereafter, ASAT
entered into discussions with certain of the Holders and the PMLA
Lenders, as well as holders of its common shares and preferred
shares with a view toward implementing a financial restructuring
that would have discharged its obligations under the Indenture and
the PMLA in exchange for an issuance of equity in ASAT Holdings
and new debt of the Company to the Holders and PMLA Lenders.  As
these discussions continued into the third quarter of 2009 and the
cash position of the Group worsened, it became apparent that there
was a significant risk that the Group would not be able to
continue as a going concern prior to the expected time of
completion of the financial restructuring.  Furthermore, while the
financial restructuring would have improved ASAT's capital
structure, it would not have addressed ASAT's liquidity issues and
ASAT would have continued to have had substantial capital
requirements.

In addition, the financial restructuring was subject to several
third party approvals and conditions (including the approval of
the Court of Grand Cayman and the U.S. Bankruptcy court), giving
rise to further uncertainty as to whether it had a reasonable
chance of being completed.

Due to the uncertainty as to whether ASAT would have sufficient
liquidity to continue operations through the completion of the
proposed financial restructuring and as to whether ASAT would be
able to achieve a favorable outcome for the Company and its
creditors and other stakeholders through the proposed financial
restructuring, in September 2009, ASAT retained Macquarie Capital
to provide strategic advisory services and to assist the Special
Committee in exploring possible alternatives to maximize value for
the Company's stakeholders.

In November 2009, the Group implemented an auction process to sell
ASAT Limited, the indirect intermediate holding company for the
Group's operating subsidiary, ASAT Semiconductor Dongguan Limited
-- ASAT China -- and certain intragroup receivables owed by ASAT
Limited to the Company and ASAT Holdings.

At the end of the auction process, ASAT continued negotiations
with three bidders.  ASAT also provided for an informal re-bid
process, giving each remaining bidder the opportunity to improve
its terms.  The Special Committee considered the competing offers
at each stage of the process, and discussed the pros and cons of
each bid with Macquarie, management, and legal counsel.  The
Special Committee also consulted with certain large Holders and
PMLA Lenders on a confidential basis, and took account of their
views on the relative attractiveness of each bid.  Following such
discussions and deliberations, the Special Committee advised the
Board, and the Board concluded that one of the bids gave rise to
significant uncertainty about whether a sale could be completed,
primarily because of significant conditions precedent, longer lead
time to completion and delayed payment of part of the
consideration.

According to ASAT, the bid from United Test and Assembly Center
Ltd., provided a relatively straightforward structure for a sale
of the Group's operations at an acceptable price from an
acceptable counterparty.  The Special Committee determined to
proceed to finalization of a sale and purchase agreement with the
Purchaser.  The terms of such bid were finally reflected in a Sale
and Purchase Agreement.

Under the Sale and Purchase Agreement: (i) ASAT Holdings agreed to
sell the entire issued share capital of ASAT Limited and all of
ASAT Holdings' right, title and interest to the inter-company
receivables -- ASAT Holdings Loan Receivable -- owing to ASAT
Holdings, as lender, by ASAT Limited, as borrower, as of the date
of completion of the Proposed Sale; and (ii) the Company agreed to
sell and the Purchaser agreed to purchase all of the Company's
right, title and interest to the inter-company receivables owing
to the Company, as lender, by ASAT Limited, as borrower, as of the
Completion Date, for an aggregate amount of $44,643,887, of which
$1 is in consideration for the Sale Shares and $44,643,886 is in
consideration for the ASAT Holdings Loan Receivable and the
Company Loan Receivable, subject to satisfaction or waiver of each
of the conditions precedent to the Sale and Purchase Agreement on
or before March 31, 2010, which date may be extended by the
agreement of the parties to the Sale and Purchase Agreement --
Long Stop Date.

The Consideration payable by the Purchaser may be subject to a
downward adjustment -- Price Adjustment -- of not more than
$5,000,000, which is to be determined on the basis of working
capital, debt and certain additional factors, calculated as of the
Completion Date.  Upon completion of the Proposed Sale, $5,000,000
of the Consideration -- Retained Escrow Amount -- will be
deposited into an escrow account maintained with JPMorgan Chase
Bank, N.A.  The Purchaser will have no recourse against ASAT
Holdings or the Company for any amounts that may become payable to
the Purchaser with respect to any Price Adjustment or any warranty
claims under the Sale and Purchase Agreement other than to extent
there are available funds standing to the credit of the Escrow
Account.

The Special Committee on behalf of ASAT Holdings also engaged KPMG
Corporate Finance Limited to deliver a fairness opinion to the
Board with respect to the fairness to the creditors of ASAT
Holdings and the Company of the Proposed Sale.  The Fairness
Opinion includes estimated recoveries to Holders, PMLA Lenders,
holders of Series A Preferred Shares and holders of ordinary
shares of ASAT Holdings in the event that the Group were to become
subject to liquidation prior to completion of the Proposed Sale.
Based on the Fairness Opinion, in the event of a liquidation of
the Group, (i) Holders would be entitled to recover approximately
2.12% of the amount outstanding under the Notes, (including
principal and accrued and unpaid interest on the Notes), (ii) PMLA
Lenders would be entitled to recover approximately 1.48% of the
amount outstanding under the PMLA Loan (including principal and
accrued and unpaid interest on the PMLA Loan), and (iii) no
liquidation proceeds would be available for distribution to
holders of ASAT Holdings' Series A Preferred Shares or ordinary
shares.

                    About ASAT Holdings Limited

ASAT Holdings Limited (OTC Bulletin Board: ASTTY) --
http://www.asat.com/-- is a global provider of semiconductor
package design, assembly and test services. With 20 years of
experience, the Company offers a definitive selection of
semiconductor packages and world-class manufacturing lines. ASAT's
advanced package portfolio includes standard and high thermal
performance ball grid arrays, leadless plastic chip carriers, thin
array plastic packages, system-in-package and flip chip. ASAT was
the first company to develop moisture sensitive level one
capability on standard leaded products.  The Company has
operations in the United States, Asia and Europe.


ATRIUM CORP: Taps Kirkland & Ellis as Bankruptcy Counsel
--------------------------------------------------------
Atrium Corp. and its debtor-affiliates seek permission from the
U.S. Bankruptcy Court for the District of Delaware to employ
Kirkland & Ellis LLP as bankruptcy counsel, nunc pro tunc to the
Petition Date.

K&E, among other things, will:

     a. advise and consult on the conduct of the Chapter 11 cases,
        including all of the legal and administrative requirements
        of operating in Chapter 11;

     b. attend meetings and negotiate with representatives of the
        Debtors' creditors and other parties-in-interest;

     c. take necessary actions to protect and preserve the
        Debtors' estates, including prosecute actions on the
        Debtors' behalf, defend any action commenced against the
        Debtors and represent the Debtors' interest in
        negotiations concerning litigation in which the Debtors
        are involved, including objections to claims filed against
        the Debtors' estates; and

     d. prepare pleadings, including motions, applications,
        answers, orders, reports and papers necessary or otherwise
        beneficial to the administration of the Debtors' estates.

The hourly rates of K&E's personnel are:

        Partners                      $580-$995
        Of Counsel                    $435-$995
        Associates                    $340-$670
        Paraprofessionals             $135-$285

Richard M. Cieri, Esq., a partner at K&E, assures the Court that
the firm is "disinterested" as that term is defined in Section
101(14) of the Bankruptcy Code.

Headquartered in Dallas, Texas, Atrium Corporation --
http://www.atrium.com/-- is a manufacturer and supplier of
residential windows and doors in North America.  The company has
5,100 employees and 63 manufacturing facilities and distribution
centers in 21 U.S. states, Canada and Mexico.

Atrium Corporation and various affiliates filed for Chapter 11
bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No.
10-10150).  Richard M. Cieri, Esq.; Joshua A. Sussberg, Esq.; and
Brian E. Schartz, Esq., at Kirkland & Ellis LLP, and Dominic E.
Pacitti, Esq.; and Michael W. Yurkewicz, Esq., at Klehr Harrison
Harvey Branzburg LLP, assist the Debtors in their restructuring
efforts.  Deloitte Financial Advisory Services LLP is the Debtors'
financial advisor.  Moelis & Company is the Debtors' investment
banker.  Goodmans LLP is the Debtors' Canadian counsel.  Garden
City Group Inc. is the Debtors' claims agent.

As of December 31, 2009, the Debtors listed $655.9 million in
consolidated debts, but didn't state their consolidated assets.

Atrium Corp.'s petition says assets are up to $500,000 while debts
range from $100 million to $500 million.


ATRIUM CORP: U.S. Trustee Sets Meeting of Creditors for Feb. 23
---------------------------------------------------------------
Roberta DeAngelis, the acting U.S. Trustee for Region 3, will
convene a meeting of creditors in Atrium Corporation and its
debtor-affiliates' Chapter 11 cases on February 23, 2010, at
10:00 a.m.  The meeting will be held at J. Caleb Boggs Federal
Building, 5th Floor, Room 5209.

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

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

Headquartered in Dallas, Texas, Atrium Corporation --
http://www.atrium.com/-- is a manufacturer and supplier of
residential windows and doors in North America.  The company has
5,100 employees and 63 manufacturing facilities and distribution
centers in 21 U.S. states, Canada and Mexico.

Atrium Corporation and various affiliates filed for Chapter 11
bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No.
10-10150).  Richard M. Cieri, Esq.; Joshua A. Sussberg, Esq.; and
Brian E. Schartz, Esq., at Kirkland & Ellis LLP, and Dominic E.
Pacitti, Esq.; and Michael W. Yurkewicz, Esq., at Klehr Harrison
Harvey Branzburg LLP, assist the Debtors in their restructuring
efforts.  Deloitte Financial Advisory Services LLP is the Debtors'
financial advisor.  Moelis & Company is the Debtors' investment
banker.  Goodmans LLP is the Debtors' Canadian counsel.  Garden
City Group Inc. is the Debtors' claims agent.

As of December 31, 2009, the Debtors listed $655.9 million in
consolidated debts, but didn't state their consolidated assets.

Atrium Corp.'s petition says assets are up to $500,000 while debts
range from $100 million to $500 million.


ATRIUM CORP: Can Hire Garden City Group as Claims Agent
-------------------------------------------------------
Atrium Corp. and its debtor-affiliates sought and obtained
permission from the U.S. Bankruptcy Court for the District of
Delaware to employ The Garden City Group, Inc., as notice, claims
and balloting agent.

GCG will, among other things:

     a. maintain and update the master mailing lists of creditors;

     b. gather data in conjunction with the preparation of the
        Debtors' schedules of assets and liabilities and
        statements of financial affairs;

     c. track and administer claims; and

     d. act as balloting agent.

GCG will be paid based on its agreement with the Debtors.  A copy
of the agreement is available for free at:

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

Craig E. Johnson a senior director of GCG, has assured the Court
that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Headquartered in Dallas, Texas, Atrium Corporation --
http://www.atrium.com/-- is a manufacturer and supplier of
residential windows and doors in North America.  The company has
5,100 employees and 63 manufacturing facilities and distribution
centers in 21 U.S. states, Canada and Mexico.

Atrium Corporation and various affiliates filed for Chapter 11
bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No.
10-10150).  Richard M. Cieri, Esq.; Joshua A. Sussberg, Esq.; and
Brian E. Schartz, Esq., at Kirkland & Ellis LLP, and Dominic E.
Pacitti, Esq.; and Michael W. Yurkewicz, Esq., at Klehr Harrison
Harvey Branzburg LLP, assist the Debtors in their restructuring
efforts.  Deloitte Financial Advisory Services LLP is the Debtors'
financial advisor.  Moelis & Company is the Debtors' investment
banker.  Goodmans LLP is the Debtors' Canadian counsel.  Garden
City Group Inc. is the Debtors' claims agent.

As of December 31, 2009, the Debtors listed $655.9 million in
consolidated debts, but didn't state their consolidated assets.

Atrium Corp.'s petition says assets are up to $500,000 while debts
range from $100 million to $500 million.


ATRIUM CORP: S&P Retains 'D' Rating on Senior Secured Facilities
----------------------------------------------------------------
Standard & Poor's Ratings Services revised the recovery ratings on
Atrium Cos. Inc.'s senior secured revolving credit and term loan
facilities following the company's Chapter 11 filing on Jan. 20,
2010.  The issue-level rating on Atrium's senior secured credit
facilities remains 'D', the same as the corporate credit rating on
the company.  S&P has revised the recovery rating on this debt to
'5' from '4', indicating its expectation of modest (10% to 30%)
recovery upon the conclusion of the bankruptcy process.

The lower recovery rating on the senior secured credit facilities
primarily reflects the impact of a $40 million in debtor-in-
possession financing for which the company has sought approval
from the bankruptcy court.

The issue-level rating on the company's senior subordinated notes
remains 'D', the same as the corporate credit rating on the
company.  The recovery ratings on these notes remain unchanged at
'6', indicating S&P's expectation for negligible (0% to 10%)
recovery upon the conclusion of the bankruptcy process.

                           Ratings List

                          Atrium Co. Inc.

            Corporate Credit Rating                 D
            Senior Secured                          D

                          Rating Revised

                          Atrium Co. Inc.

                                              To         From
                                              --         ----
       Recovery Rating                        5          4


AXION INT'L: CEO Receives $218,200 in 2009 Pay, No Bonuses
----------------------------------------------------------
Axion International Holdings, Inc., paid $218,200 in total 2009
compensation to James Kerstein, its Chief Executive Officer.  Mr.
Kerstein received the same amount in 2008.  He did not receive a
bonus in years 2009 and 2008.  The amount includes an automobile
allowance of $850 per month.

Marc Green, the Company's President and Treasurer, received
$120,000 in total compensation in 2009 and the same amount the
year before.  Mr. Green also did not receive any bonus in both
years.

Michael Johnson, the Company's former Chief Financial Officer and
Secretary, received $71,250 in total compensation in 2009, sans
bonuses.  He received $22,500 in 2008.  Mr. Johnson joined the
Company in April 2008 as Chief Financial Officer on a part-time
basis and resigned in October 2009.

Gary Anthony, who was appointed CFO and Secretary on a part-time
basis in October 2009, received $2,885 in 2009 pay.

Axion filed on January 28, 2010, an amended annual report on Form
10-K/A to amend Part III, Items 10 through 14 of its report for
the fiscal year ended September 30, 2009, which was filed with the
Securities and Exchange Commission on January 13, 2010, to include
the information previously omitted.

As reported in the Troubled Company Reporter on January 19, 2010,
Jewett, Schwartz, Wolfe and Associates, in Hollywood, Florida,
expressed substantial doubt about Axion International Holdings,
Inc.'s ability to continue as a going concern after auditing the
Company's consolidated financial statements as of and for the year
ended September 30, 2009.  The independent public accounting firm
reported that the Company has incurred significant losses since
inception and that the Company needs to seek new sources or
methods of financing or revenue to pursue its business strategy.

The Company reported a net loss of $5,759,415 on revenue of
$1,374,961 for the year ended September 30, 2009, compared to a
net loss of $3,544,161 on revenue of $6,472 from inception through
September 30, 2008.

                          Balance Sheet

At September 30, 2009, the Company's consolidated balance sheet
showed total assets of $2,035,334, total liabilities of
$1,329,233, and total stockholders' equity of $706,101.

A full-text copy of the Company's amended annual report on Form
10-K/A is available at no charge at:

              http://researcharchives.com/t/s?4f2f

                    About Axion International

Based in New Providence, N.J., Axion International Holdings, Inc.
is the exclusive licensee of patented and patent-pending
technologies developed for the production of structural plastic
products such as railroad crossties, bridge infrastructure, marine
pilings and bulk heading in several territories including North
and South America, the Caribbean, South Korea, Saudi Arabia, The
United Arab Emirates, and Russia; additionally, China is a shared
country with the Company's strategic partner, Micron.
Loan Pricing Jan. 31, 2010.


BARK GROUP: Files Amendment No. 1 to Q3 2009 Report
---------------------------------------------------
As reported in the Troubled Company Reporter on December 15, 2009,
Bark Group Inc. and subsidiaries reported a net loss of $699,000
for the three months ended September 30, 2009, compared with a net
loss of $532,000 for the same period of 2008.

For the nine months ended September 30, 2009, the Company reported
a net loss of $2,073,000, compared with a net loss of $2,340,000
for the same period last year.

On January 29, 2010, the Company filed Amendment No. 1 to its
quarterly report for the period ended September 30, 2009, in order
to provide clarification regarding statements that the Company has
made regarding growth in the Company's customer base experienced
by the Company in the first nine months of 2009 and anticipated to
be experienced in future years.  The disclosure also includes risk
factors associated with the experienced and prospective growth in
the Company's customer base.

Revenues declined to $2,841,000 during the nine months ended
September 30, 2009, as compared to $7,150,000 during the nine
months ended September 30, 2008, representing a decrease of
$4,309,000 or 60%.  This decrease was caused by the loss of the
Company's biggest customer S. Trading (Totempo) in the fourth
quarter of 2008 and the general decline in business activities due
to the global economic downturn.  S. Trading represented 37% of
the Company's revenues in the nine months ended September 30,
2008.

The Company is continuously working with the objectives of
expanding its business with existing customers and securing new
customers.  For the nine months ended September 30, 2009, the
Company gained five additional new customers.  The Company gained
a further two customers in the fourth quarter of 2009.  These
additional customers represent an increase in the number of the
Company's customers from the beginning of fiscal 2009 and
accordingly represent growth in the Company's business from the
beginning of fiscal 2009.  The new customers had resulted in
revenues of approximately $670,000 during the nine months ended
September 30, 2009.  Additional revenue is anticipated from these
customers based on marketing budgets discussed with these clients,
which revenues will be realized in future fiscal periods,
including during the fourth quarter of 2009 and in fiscal 2010.
The revenues from these new customers for the nine months ended
September 30, 2009, were not sufficient to offset the loss of
revenues for the nine months ended September 30, 2008, from the
Company's former largest customer S. Trading (Totempo) in the
fourth quarter of 2008.  The Company anticipates further revenues
from these new customers from recurring projects based on
discussions with these new clients and proposed marketing budgets,
however the Company does not have long term contracts with these
new customers and there is no assurance that client indications of
future projects will materialize into revenues.  Accordingly,
there is no assurance that this growth in the Company's customer
base will continue or, if it continues, that it will offset the
loss of revenues attributable to the loss of S. Trading (Totempo)
in the fourth quarter of 2008.   The Company also anticipates that
this growth in its client base will continue in the next few years
based on the increase in its client base since January 1, 2009.

A full-text copy of Amendment No. 1 to the September 30, 2009
quarterly report on Form 10-Q/A is available at no charge at:

              http://researcharchives.com/t/s?4f30

                          Balance Sheet

At September 30, 2009, the Company's consolidated balance sheets
showed $9,741,000 in total assets, $11,671,000 in total
liabilities, and $1,505,000 in non-controlling interests,
resulting in a $3,435,000 shareholders' deficit.

The Company's consolidated balance sheets at September 30, 2009,
also showed strained liquidity with $1,187,000 in total current
assets available to pay $7,259,000 in total current liabilities.

                     Liquidity/Going Concern

As of September 30, 2009, the Company had cash of $11,000, a
decrease of $75,000 from cash of $86,000 as of December 31, 2008.
The Company's working capital deficit increased from $4,135,000 at
December 31, 2008, to $6,072,000 at September 30, 2009, an
increase of $1,937,000.  The increase in working capital deficit
is mainly due to loss in the nine months ended September 30, 2009,
and delayed payments to suppliers.

The Company currently has limited financial resources available to
pay ongoing financial obligations as they became due.  Further, at
September 30, 2009, the Company had a shareholder's deficit of
$3,435,000 which resulted primarily from operating losses incurred
in 2007, 2008 and 2009.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.

The Company expects to use cash of approximately $319,000 per
quarter in operations and accordingly, the Company estimates that
it will use approximately $7,347,000 over the next twelve months
in order to sustain its current obligations and to continue to pay
outstanding obligations as they become due.  This amount does not
include any funds necessary for the Company to expand its business
or to pay costs that have been incurred in relation to the
listing of its common shares in the United States.  The Company
will require further additional financing in order to pursue the
expansion of its business, either through growth or acquisitions.
The Company's current source of funding, in addition to cash from
operations and its operating line of credits, is the loan
commitment of DKK4,000,000 ($786,798) from Bark Holding, a related
party.

                         About Bark Group

Based in Copenhagen K, Denmark, Bark Group Inc. (OTC BB: BKPG) --
http://bark-group.com/-- formerly Exwal Inc. is a commercial
communication services Company that provides integrated
traditional and new media advertising and marketing consulting
services to its clients.  Clients are comprised primarily of
European businesses that range in size from small local businesses
to larger trans-national and multi-national corporations.  These
clients include a range of businesses including financial
institutions and banks, consumer products companies and luxury
goods companies.


BLOCKBUSTER INC: May Report $247MM Cash as of Fiscal Year End
-------------------------------------------------------------
Blockbuster Inc. reports that as of its fiscal year ended
January 3, 2010, the Company expects to have $247.2 million in
cash and cash equivalents, which includes approximately
$59 million in restricted cash for its letters of credit.
Blockbuster is in the process of finalizing its financial results
for the fourth quarter and fiscal year ended January 3, 2010.

Under the terms of the indenture related to the Company's
$675 million 11.75% senior secured notes offering, which was
completed on October 1, 2009, the first principal and interest
payment was due on January 1, 2010. However, where a principal or
interest payment date is not a business day, the terms of the
indenture provide for payment on the next succeeding business day,
which, for the January 1, 2010 payment, was January 4, 2010.  On
January 4, 2010, the Company timely paid the $22.5 million
amortization payment and the $19.8 million interest payment
required under the indenture.

                      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.


BUILDING MATERIALS: Moody's Affirms 'B1' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service affirmed Building Materials Corporation
of America's ratings -- Corporate Family Rating and Probability of
Default Rating at B1, senior secured term loan and senior secured
notes at Ba3, and second lien term loan at B2.  In a related
rating action Moody's assigned a Ba3 rating to the proposed senior
secured notes due 2020.  The outlook is positive.

BMCA's B1 Corporate Family Rating incorporates the company's
strong market position and its national footprint in the roofing
repair and remodeling sector.  The rating also reflects BMCA's
strong operating performance resulting from sound demand for
roofing repair, the main driver of BMCA's revenues, and a good
liquidity profile.  The company now benefits from the full
integration of ElkCorp, which it acquired in March 2007, and its
ongoing cost reduction program.  For the last twelve months
through October 4, 2009 BMCA generated a 19.5% EBITA margin
(adjusted per Moody's methodology).  EBITA-to-interest expense on
a pro forma basis for the same period will likely remain around
3.2 times since the interest expense associated with the proposed
senior secured notes due 2020 will likely be similar to the rate
for the existing senior secured notes due 2014.  Cash on hand
totaled about $380 million at FYE09.

The rating on the proposed senior secured notes due 2020 reflects
the claim it has on the company's assets and will be pari passu to
BMCA's senior secured term loan due 2014.  Proceeds from the
proposed senior secured notes will be used to refinance the
company's existing $250.0 million senior secured notes due 2014.
Once the refinancing is completed the rating on the $250.0 million
7.75% senior secured notes due 2014 will be withdrawn.

These ratings/assessments were affected by this action:

* Corporate Family Rating affirmed at B1;

* Probability of Default Rating affirmed at B1;

* $948.5 million (originally $975.0 million) Sr. Sec. Term Loan
  due 2014 affirmed at Ba3 (LGD3, 38%);

* $250.0 million Sr. Sec. Notes due 2014 affirmed at Ba3 (LGD3,
  38%);

* Proposed Sr. Sec. Notes due 2020 rated Ba3 (LGD3, 38%);

* $325.0 million Junior Lien Term Loan due 2014 affirmed at B2
  (LGD5, 74%).

The last rating action was on December 17, 2009, at which time
Moody's upgraded the Corporate Family Rating to B1 and changed the
outlook to positive.

Building Materials Corporation of America, headquartered in Wayne,
NJ, is a national manufacturer and marketer of a broad line of
asphalt roofing products and accessories for the residential and
commercial roofing markets.  The company also manufactures
specialty building products and accessories for the professional
and do-it-yourself remodeling and residential construction
industries.  BMCA operates under the trade name GAF Materials
Corp.  Revenues for FY09 totaled about $2.6 billion.


BUILDING MATERIALS: S&P Gives BBB- Issue Rating on $250MM Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue
rating (one notch above the corporate credit rating) to Building
Materials Corp. of America's (BB+/Stable/--) proposed $250 million
senior secured notes due 2020, based on preliminary terms and
conditions.  S&P also assigned a recovery rating of '2' to the
notes, indicating that investors could expect substantial recovery
(70%-90%) in the event of a default.

BMCA plans to use the proceeds from the new notes, together with
cash on hand, to redeem all of the company's outstanding
$250 million senior notes due 2014 at the applicable redemption
premium of 103.875%.

BMCA had about $1.58 billion of debt and $380 million of cash and
cash equivalents on Dec. 31, 2009.  The ratings on BMCA reflect
its well-established No. 1 market position in U.S. asphalt roofing
shingles, attractive operating margins, good geographic sales
diversity within the U.S., and relatively stable demand that
supports a fair business risk profile.  The company benefits from
relatively consistent sales volumes despite weak construction
markets because approximately 80% of roofing demand comes from
less discretionary repair and replacement activity.

                           Ratings List

                Building Materials Corp. of America

    Corporate credit rating                     BB+/Stable/--

                            New Rating

         $250 million senior secured notes due 2020  BBB-
          Recovery rating                            2


CALVIN WHITE: Case Summary & 22 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Calvin G. White
               Janae B. White
               PO Box 2659
               Wenatchee, WA 98807-2659

Case No.: 10-00453

Type of Business:

Chapter 11 Petition Date: January 29, 2010

Court: United States Bankruptcy Court
       Eastern District Of Washington (Spokane/Yakima)

Debtors' Counsel: Allan L. Galbraith, Esq.
                  Davis Arneil Law Firm LLP
                  617 Washington Street
                  Wenatchee, WA 98801
                  Tel: (509) 662-3551
                  Fax: (509) 662-9074
                  Email: allan@dadkp.com

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

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

The petition was signed by the Joint Debtors.

Debtors' List of 22 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Pottery Barn                                      $900
Cardmember Services

Mercedes-Benz              Security Agreement     $15,000
                                                  Secured Value:
                                                  $45,000

Cashmere Valley Bank       Security Agreement     $6,000
                                                  Secured Value:
                                                  $20,000

Cashmere Valley Bank       Security Agreement     $6,000
                                                  Secured Value:
                                                  $20,000

Bank of America                                   $2,100
Card Services

Bank of America                                   $73,000
Card Services

Chase Bank                                        $2,500
Card Services

Chase Bank                                        $16,500
Card Services

Cashmere Valley Bank                              $267,000
PO Box G
Cashmere WA 98815

Key Bank                                          $93,900

Key Bank                                          $8,300

HSBC Retail Services                              $272

Key Bank                                          $7,700
VISA Card Services

Macy's                                            $478
Card Services

Jim Coley                                         $200,000
c/o Joe Delay

Diane Pooley                                      $150,000
c/o Joe Delay

Internal Revenue Service                          $750,000
Ogden, UT 84201

Internal Revenue Service                          $500,000
Ogden, UT 84201

Montana Dept of Revenue                           $26,000

Montana Dept of Revenue                           $50,000

Pier One Imports                                  $993
Cardmember Services

Numerica Credit Union                             $5,000
                                                  Secured Value:
                                                  $40,000


CARMIKE CINEMAS: Bank Debt Trades at Less Than 1% Off
-----------------------------------------------------
Participations in a syndicated loan under which Carmike Cinemas,
Inc., is a borrower traded in the secondary market at 99.40 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.45
percentage points from the previous week, The Journal relates.
The Company pays 250 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 19, 2012, and carries
Moody's B1 rating and Standard & Poor's B- rating.  The debt is
one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

As stated by the Troubled Company Reporter, on Jan. 14, 2010,
Standard & Poor's assigned Carmike Cinemas, Inc.'s proposed senior
secured credit facilities of up to $305 million its issue-level
rating of 'B-' (at the same level as the 'B-' corporate credit
rating on the company).  S&P also assigned the facilities a
recovery rating of '4', indicating S&P's expectation of average
(30%-50%) recovery for lenders in the event of payment default.
The credit facilities consist of a term loan up to $275 million
due 2016 and a $30 million revolving credit facility due 2013.  In
addition, S&P affirmed its outstanding ratings on the company,
including the 'B-' corporate credit rating.  The outlook on the
rating is stable.

Moody's rated Carmike Cinemas, Inc.'s proposed new credit
facilities B1, one notch above the company's B2 corporate family
rating, which remains unchanged.  While Carmike's B3 probability
of default rating remains unchanged, the company's ratings outlook
was prospectively changed to stable from negative reflecting the
improved MATURITY, profile, pro forma for the closing of the
facilities as proposed.

Headquartered in Columbus, Georgia, and operating 246 cinema
theatres with 2,282 screens located in 35 states, Carmike is the
fourth largest motion picture exhibitor in the United States.


CENTRAL KANSAS PODIATRY: Files for Chapter 11 Bankruptcy
--------------------------------------------------------
Karen Shideler at The Wichita Eagle reports that Central Kansas
Podiatry Associates filed for Chapter 11 bankruptcy, listing
liabilities of $1,145,968 and assets of $263,814.

According to the report, the company said it owes the Internal
Revenue Services $161,959, $141,019 and $218,000.  The Kansas
Department of Revenue also is listed as a creditor, with a claim
of $29,940, Ms. Shideler reports.

Central Kansas Podiatry Associates -- http://www.ksfootdoc.com/--
offers podiatric care.


CHANTICLEER HOLDINGS: Files Amendment to Q3 2009 Report
-------------------------------------------------------
Chanticleer Holdings, Inc., filed its quarterly report on Form
10-Q for the quarter ended September 30, 2009, on November 13,
2009.  On January 28, 2010, the Company Amendment No. 1 on Form
10-Q/A to make these changes:

  -- To value the 500,000 shares of Remodel Auction Incorporated
     at $150,000 instead of the original valuation of $70,000 due
     to revised pricing information,

  -- Revise and expand disclosure of investments in Note 3,

  -- Update disclosure in MD&A.

The Company reported a net loss of $36,972 on management and
consulting revenue of $260,875 for the three months ended
September 30, 2009, compared to a net loss of $265,253 on
management and consulting revenue of $25,000 for the same period
of 2008.

The Company recorded an unrealized loss from its investment in
marketable equity securities during the September 2009 quarter, of
$98,000, which decreased a portion of the $357,000 unrealized gain
recorded in the June 2009 quarter.

                       Nine Months Results

For the nine months ended September 30, 2009, the Company reported
a net loss of $111,205 on management and consulting revenue of
$499,603, compared to a net loss of $918,184 on management and
consulting revenue of $203,555 for the same period in the previous
year.

                          Balance Sheet

At September 30, 2009, the Company's consolidated balance sheets
showed total assets of $2,224,569, total current liabilities of
$726,488, and total stockholders' equity of $1,498,081.

A full-text copy of the Company's amended quarterly report is
available at no charge at http://researcharchives.com/t/s?4f2e

                       Going Concern Doubt

At September 30, 2009, and December 31, 2008, the Company had
current assets of $527,348 and $23,556; current liabilities of
$726,488 and $686,125; and a working capital deficit of $199,140
and $662,569, respectively.  The Company incurred a loss of
$111,205 during the nine month period ended September 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 September 30, 2009, the Company had $41,007 in cash and has an
advance to Chanticleer Investors in the amount of $67,500
available to be returned, giving the Company $108,507 in cash.

Cash administrative expenses were approximately $195,000 in the
third quarter and are expected to be approximately $175,000 in the
fourth quarter of 2009 and the first three quarters 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., a Jersey
corporation, during the first quarter of 2009.  The Company
planned 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 was not active at September 30, 2009, and the
Company was pursuing another source of funds.

"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."

                    About Chanticleer Holdings

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.


CHARTER COMMS: Bank Debt Trades at 7% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Charter
Communications, Inc., is a borrower traded in the secondary market
at 92.85 cents-on-the-dollar during the week ended Friday,
Jan. 29, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents a drop
of 0.63 percentage points from the previous week, The Journal
relates.  The Company pays 262.5 basis points above LIBOR to
borrow under the loan facility, which matures on March 6, 2014.
Moody's has withdrawn its rating, while Standard & Poor's has
assigned a BB+ rating, on the bank debt.  The debt is one of the
biggest gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Friday among the 172 loans
with five or more bids.

       About Charter Communications

Based in St. Louis, Missouri, Charter Communications, Inc. (Pink
OTC: CHTRQ) -- http://www.charter.com/-- is a broadband
communications company and the fourth-largest cable operator in
the United States.  Charter provides a full range of advanced
broadband services, including advanced Charter Digital Cable(R)
video entertainment programming, Charter High-Speed(R) Internet
access, and Charter Telephone(R).  Charter Business(TM) similarly
provides scalable, tailored, and cost-effective broadband
communications solutions to business organizations, such as
business-to-business Internet access, data networking, video and
music entertainment services, and business telephone.  Charter's
advertising sales and production services are sold under the
Charter Media(R) brand.

Charter Communications and more than a hundred affiliates filed
voluntary Chapter 11 petitions on March 27, 2009 (Bankr. S.D.N.Y.
Case No. 09-11435).  As of March 31, 2009, the Debtors had total
assets of $13,650,000,000, and total liabilities of
$24,501,000,000.  Pacific Microwave filed for bankruptcy April 20,
2009, disclosing assets of not more than $50,000 and debts of more
than $1 billion.

The Hon. James M. Peck presides over the cases.  Richard M. Cieri,
Esq., Paul M. Basta, Esq., and Stephen E. Hessler, Esq., at
Kirkland & Ellis LLP, in New York, serve as counsel to the
Debtors, excluding Charter Investment Inc.  Albert Togut, Esq., at
Togut, Segal & Segal LLP in New York, serves as Charter
Investment, Inc.'s bankruptcy counsel.  Curtis, Mallet-Prevost,
Colt & Mosel LLP, in New York, is the Debtors' conflicts counsel.
Ernst & Young LLP is the Debtors' tax advisors.  KPMG LLP is the
Debtors' independent auditor.  The Debtors' valuation consultants
are Duff & Phelps LLC; the Debtors' financial advisors are Lazard
Freres & Co. LLC; and the Debtors' restructuring consultants are
AlixPartners LLC.  The Debtors' regulatory counsel is Davis Wright
Tremaine LLP, and Friend Hudak & Harris LLP.  The Debtors' claims
agent is Kurtzman Carson Consultants LLC.

Judge James M. Peck of the U.S. Bankruptcy Court for the Southern
District of New York approved the Debtors' pre-arranged joint plan
of reorganization in a bench ruling on Oct. 15, 2009.

On Nov. 30, 2009, Charter Communications, Inc., announced that it
has successfully completed its financial restructuring, which
significantly improves the Company's capital structure by reducing
debt by approximately 40 percent, or approximately $8 billion.

Charter Communications, Inc., has emerged from Chapter 11 under
its pre-arranged Joint Plan of Reorganization, which was confirmed
by the United States Bankruptcy Court for the Southern District of
New York on Nov. 17, 2009.

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


CHRYSLER LLC: Arbitration Statement Issued
------------------------------------------
BankruptcyData reports that Chrysler LLC announced that it is
"going forward with the arbitration process mandated by House of
Representatives Bill 3288, Section 747."  409 dealers whose
contracts were rejected have filed for arbitration as of
January 27, 2010.

Chrysler states, "The company looks forward to the expeditious
completion of the process. A robust dealer network is a critical
component of the Group's strategy of rebuilding a strong and
resilient American automaker."

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

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

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


CITADEL BROADCASTING: Bank Debt Trades at 20% Discount
------------------------------------------------------
Participations in a syndicated loan under which Citadel
Broadcasting Corporation is a borrower traded in the secondary
market at 80.07 cents-on-the-dollar during the week ended Friday,
Jan. 29, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents an
increase of 0.82 percentage points from the previous week, The
Journal relates.  Citadel pays 175 basis points above LIBOR to
borrow under the loan facility, which matures on June 1, 2014.
Moody's has withdrawn its rating, while Standard & Poor's has
assigned a default rating, on the bank debt.  The debt is one of
the biggest gainers and losers among widely quoted syndicated
loans in secondary trading in the week ended Friday among the 172
loans with five or more bids.

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

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

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


CITIZENS REPUBLIC: Defers Payments on Trust Preferred Shares
------------------------------------------------------------
Citizens Republic Bancorp, Inc. (Nasdaq: CRBC) will suspend the
dividend payments on all outstanding 7.50% Enhanced Trust
Preferred Securities of Citizens Funding Trust I and on its Fixed
Rate Cumulative Perpetual Preferred Stock, Series A, issued to the
U.S. Department of the Treasury.  This action will preserve
$4.9 million in cash on a quarterly basis and reduces the need for
Citizens to raise additional capital.

Citizens says that the decision was made in light of the company's
net losses over the last several quarters and in consultation with
the Federal Reserve Bank of Chicago as required by regulatory
policy.  Citizens says it has demonstrated it has sufficient cash
and liquidity to pay the scheduled dividends on its TARP Preferred
Stock and interest payments on the debentures underlying the trust
preferred securities, but is taking these actions to support and
preserve its capital position in light of economic conditions and
to lessen the need for raising any additional capital.  Citizens
intends to reevaluate the deferral of these payments periodically
and, in consultation with its regulators, will consider
reinstating these payments when appropriate.

Under the terms of the junior subordinated debentures and trust
documents, Citizens is allowed to defer payments of interest for
up to 10 years without default, but such amounts will continue to
accrue.  Also during the deferral period, Citizens generally may
not pay cash dividends on or purchase its common stock or
preferred stock, including the TARP Preferred Stock.  Dividend
payments on the TARP Preferred Stock may be deferred without
default, but the dividend is cumulative and may eventually give
the holder board representation rights.

With $11.9 billion in total assets at December 31, 2009, Citizens
Republic Bancorp, Inc. -- http://www.citizensbanking.com/-- is a
diversified financial services company providing a wide range of
commercial, consumer, mortgage banking, trust and financial
planning services to a broad client base.  Citizens serves
communities in Michigan, Ohio, Wisconsin, and Indiana as Citizens
Bank and in Iowa as F&M Bank, with 229 offices and 267 ATMs.
Citizens Republic Bancorp is the largest bank holding company
headquartered in Michigan with roots dating back to 1871 and is
the 47th largest bank holding company headquartered in the United
States.


CITY CENTER NORTH: Files for Chapter 11 Bankruptcy in Kansas
------------------------------------------------------------
City Center North and its two equity partners -- Lenexa Retail
Partners LLC of Topeka and Country Hill Center Associates -- filed
for Chapter 11 bankruptcy on January 27, 2010, before the U.S.
Bankruptcy Court for the District of Kansas.

Rob Roberts at Kansas City Business Journal relates City Center
North has been developing the mixed-use City Center North Village
in Lenexa.  The partnership is led by Johnson County developer
Ralph Varnum.  Lenexa Retail Partners is led by development
partner Greg Bair, while Country Hill Center Associates is led by
Mr. Varnum.

All three petitioners listed assets of less than $50,000 and
liabilities of between $10 million and $50 million.

Business Journal notes the petitioners submitted the same list of
largest creditors, which include OKL LLC, a partnership affiliated
with KC Venture Group LLC, $9.6 million; and the city of Lenexa,
$3.5 million.  According to the filings, the city's claim relates
to the extension of 87th Street Parkway.

Business Journal says City Center North Village, part of the
larger Lenexa City Center development, is northwest of 87th Street
Parkway and Renner Boulevard.  Business Journal notes residential
development is underway in portions of the City Center North
project that have been sold off to residential development
partners.  However, the 260,000 square feet of office space and
331,000 square feet of retail space Mr. Varnum planned to develop
have been delayed by the economy, according to Business Journal.


CLAIRE'S STORES: Bank Debt Trades at 18% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 81.79 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 2.54
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 29, 2014, and carries
Moody's Caa2 rating and Standard & Poor's B- rating.  The debt is
one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally.  It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.

Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America.  As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe.  Claire's Stores, Inc., also operates through its
subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a
50:50 joint venture with AEON, Co., Ltd.  The Company also
franchises 198 stores in the Middle East, Turkey, Russia, South
Africa, Poland and Guatemala.

As stated by the Troubled Company Reporter on Sept. 14, 2009,
Claire's Stores, Inc., reported a net loss of $3.733 million for
the three months ended Aug. 1, 2009, from a net loss of
$16.93 million for the three months ended Aug. 2, 2008.  The
Company reported a net loss of $32.75 million for the six months
ended Aug. 1, 2009, from a net loss of $52.50 million for the six
months ended Aug. 2, 2008.

At Aug. 1, 2009, the Company had $2.85 billion in total assets;
and $190.73 million in total current liabilities and $2.72 billion
in total long-term and other liabilities, resulting in
$60.10 million in stockholders' deficit.


COMMUNITY BANK AND TRUST: Closed; SCBT Assumes All Deposits
-----------------------------------------------------------
Community Bank and Trust, Cornelia, Georgia, was closed Friday by
the Georgia Department of Banking and Finance, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with SCBT, N.A., Orangeburg, South Carolina, to assume
all of the deposits of Community Bank and Trust.

The 36 branches of Community Bank and Trust will reopen during
normal business hours as branches of SCBT, N.A., but will continue
to conduct business under the name Community Bank and Trust.
Depositors of Community Bank and Trust will automatically become
depositors of SCBT, N.A.  Deposits will continue to be insured by
the FDIC, so there is no need for customers to change their
banking relationship to retain their deposit insurance coverage.
Customers should continue to use the former Community Bank and
Trust branch until they receive notice from SCBT, N.A., that it
has completed systems changes to allow other SCBT, N.A. branches
to process their accounts as well.

Friday evening and over the weekend, depositors of Community Bank
and Trust were able to access their money by writing checks or
using ATM or debit cards.  Checks drawn on the bank will continue
to be processed.  Loan customers should continue to make their
payments as usual.

As of September 30, 2009, Community Bank and Trust had
approximately $1.21 billion in total assets and $1.11 billion in
total deposits. SCBT, N.A., did not pay the FDIC a premium to
assume all of the deposits of Community Bank and Trust.  In
addition to assuming all of the deposits, SCBT, N.A. agreed to
purchase essentially all of the failed bank's assets.

The FDIC and SCBT, N.A., entered into a loss-share transaction on
$827.7 million of Community Bank and Trust's assets.  SCBT, N.A.,
will share in the losses on the asset pools covered under the
loss-share agreement.  The loss-share transaction is projected to
maximize returns on the assets covered by keeping them in the
private sector.  The transaction also is expected to minimize
disruptions for loan customers.  For more information on loss
share, please visit:

http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-430-7974.  The phone number will be
operational this evening until 9:00 p.m., Eastern Standard Time
(EST); on Saturday from 9:00 a.m. to 6:00 p.m., EST; on Sunday
from noon to 6:00 p.m., EST; and thereafter from 8:00 a.m. to
8:00 p.m., EST.  Interested parties also can visit the FDIC's Web
site at:

  http://www.fdic.gov/bank/individual/failed/cbt-cornelia.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $354.5 million.  SCBT, N.A's acquisition of all the
deposits was the "least costly" resolution for the FDIC's DIF
compared to all alternatives.  Community Bank and Trust is the
13th FDIC-insured institution to fail in the nation this year, and
the second in Georgia.  The last FDIC-insured institution closed
in the state was First National Bank of Georgia, Carrollton,
earlier Friday.

Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system.  The
FDIC insures deposits at the nation's 8,099 banks and savings
associations and it promotes the safety and soundness of these
institutions by identifying, monitoring and addressing risks to
which they are exposed.  The FDIC receives no federal tax dollars
- insured financial institutions fund its operations.


COMMUNITY HEALTH: Bank Debt Trades at 6% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Community Health
Systems, Inc., is a borrower traded in the secondary market at
94.28 cents-on-the-dollar during the week ended Friday, Jan. 29,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
0.71 percentage points from the previous week, The Journal
relates.  The Company pays 225 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 1, 2014, and
carries Moody's Ba3 rating and Standard & Poor's BB rating.  The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

Based in Franklin, Tennessee, Community Health Systems, Inc. --
http://www.chs.net/-- is the largest publicly traded operator of
hospitals in the United States in terms of number of facilities
and net operating revenues.  The company provides healthcare
services through these hospitals that it owns and operates in non-
urban and selected urban markets throughout the United States.
The company also owns and operates home health agencies, including
four home health agencies located in markets where it does not
operate a hospital.  Through its wholly owned subsidiary, Quorum
Health Resources, LLC, the company provides management and
consulting services to non-affiliated general acute care hospitals
located throughout the United States.


CORBIN PARK: Court OKs Lentz Clark to Handle Reorganization Case
----------------------------------------------------------------
The Hon. Robert D. Berger of the U.S. Bankruptcy Court for the
District of Kansas authorized Corbin Park, L.P. to employ Lentz
Clark Deines PA to represent the Debtor in its Chapter 11 case.

The firm can be reached at:

     Lentz Clark Deines PA
     9260 Glenwood
     Overland Park, KS 66212
     Tel: (913) 648-0600
     Fax: (913) 648-0664

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.


CORBIN PARK: Has Until February 3 to File Schedules & Statement
--------------------------------------------------------------
The Hon. Robert D. Berger of the U.S. Bankruptcy Court for the
District of Kansas extended until February 3, 2010, Corbin Park,
L.P.'s time to file its schedules of assets and liabilities,
statement of financial affairs and related documents.

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.


CULLIGAN INTERNATIONAL: Bank Debt Trades at 21% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Culligan
International Co. is a borrower traded in the secondary market at
79.40 cents-on-the-dollar during the week ended Friday, Jan. 29,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increrase
of 0.60 percentage points from the previous week, The Journal
relates.  The Company pays 225 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 16, 2012, and
carries Moody's B3 rating and Standard & Poor's B- rating.  The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

Culligan International Co. is a water services provider based in
Rosemont, Illinois.  The company distributes its products
primarily through an extensive dealer network.


DECODE GENETICS: Stefansson Steps Down as Chairman, CEO & Director
------------------------------------------------------------------
DGI Resolution, Inc., formerly known as deCODE genetics, Inc.,
reports that on January 22, 2010, in connection with the closing
of the company's Section 363 sale, Kari Stefansson resigned as
Chairman, Chief Executive Officer and as a director of DGI
effective immediately.  Mr. Stefansson will continue to serve as
President of DGI.  In addition, Mark Gurney resigned as Senior
Vice President, Drug Discovery and Development effective
January 25, 2010, and Jakob Sigurdsson resigned as Senior Vice
President, Corporate Development effective January 27, 2010.

James Beery was elected to serve as Chairman of the Board of DGI
on January 22, 2010.

On January 21, 2010, as reported by the Troubled Company Reporter,
pursuant to the Asset Purchase Agreement dated November 16, 2009,
the Company completed the 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, in a sale conducted under the provisions of
Section 363 of the U.S. Bankruptcy Code and approved by the United
States Bankruptcy Court for the District of Delaware on
January 14, 2010.

The aggregate consideration received by DGI in connection with the
Section 363 Sale was comprised of these components:

     (i) a credit bid of $10.9 million representing the full
         amount owed to Saga under the debtor-in-possession loan
         agreement,

    (ii) $3,000,000 in cash,

   (iii) additional cash consideration equal to 25% of the net
         cash proceeds from the sale, license, or other
         monetization of DG041, DG051, and DG071 received within
         24 months after the date of the closing minus $3 million,
         and

    (iv) a non-voting junior convertible preferred membership
         interest in Saga, representing a fully diluted ownership
         interest of approximately 15% of Saga.

DGI expects that it will be liquidated pursuant to a plan of
liquidation which will be subject to the approval of the Court.
In the event of liquidation, any recovery for stockholders of DGI
would be highly unlikely.

On January 27, 2010, DGI filed with the Delaware Secretary of
State a Certificate of Amendment of Amended and Restated
Certificate of Incorporation of deCODE genetics, Inc., amending
its Restated Certificate of Incorporation and changing its name
from "deCODE genetics, Inc." to "DGI Resolution, Inc."  The
Amendment was made pursuant to Section 303 of the General
Corporation Law of the State of Delaware and under an order of the
Court in the Chapter 11 Proceeding.  Stockholder approval of the
Amendment was not required.

DGI expects to file with the Securities and Exchange Commission
copies of the financial reports that files with the Court and the
United States Trustee under the cover of a current report on Form
8-K.  DGI also expects to file under cover of a current report on
Form 8-K such reports as may be required to disclose material
events relating to the Chapter 11 Proceeding.

Following the closing of the Section 363 Sale, DGI established a
new Web site, http://www.DGIResolution.us/for informational
purposes (including with respect to certain SEC filings) and has
terminated its association with the Web site
http://www.decode.com/

                     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.


DENHAM HOMES: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Denham Homes, LLC
          fka Spatz Homes, LLC
        14 N. Peoria St., Unit 3F
        Chicago, IL 60607

Bankruptcy Case No.: 10-03164

Type of Business:

Chapter 11 Petition Date: January 28, 2010

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

Judge: Jack B. Schmetterer

Debtor's Counsel: Daniel A. Zazove, Esq.
                  Perkins Coie LLP
                  131 S. Dearborn, Suite 1700
                  Chicago, IL 60603-5559
                  Tel: (312) 324-8605
                  Fax: (312) 324-9400
                  Email: dzazove@perkinscoie.com

                  Kathleen A. Stetsko, Esq.
                  Perkins Coie
                  131 S. Dearborn, Suite 1700
                  Chicago, IL 60603
                  Tel: (312) 324-8400
                  Email: kstetsko@perkinscoie.com

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

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

The petition was signed by William Spatz, the company's manager.

Debtor's List of 8 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
R.J. Daigle & Sons         Trade debt             $513,525
Contractors, Inc.
PO Box 1960
Gonzales, LA 70707

Barriere Construction      Trade debt             $158,575
Co., LLC

Alvin Fairburn &           Trade debt             $41,757
Associates, LLC

Hartley Construction, Inc. Trade debt             $25,437

Kenny Lindsey Construction Trade debt             $14,922
LLC

Griggs Construction        Trade debt             $9,700
Company, Inc.

Baton Rouge Turf and       Trade debt             $5,000
Landscape, Inc.

Hunter's Landscape &       Trade debt             $2,800
Maintenance


DISH NETWORK: Fitch Affirms Issuer Default Rating at 'BB-'
----------------------------------------------------------
Fitch Ratings affirms the 'BB-' Issuer Default Rating assigned to
DISH Network Corporation and its wholly owned subsidiary DISH DBS
Corporation.  Fitch has also affirmed the 'BB-' rating assigned to
the senior unsecured notes issued by DDBS Corporation.  As of
Sept. 30, 2009, DISH had approximately $6.1 billion of debt
outstanding.  The Rating Outlook remains Negative.

Overall, Fitch's ratings reflect the operating leverage derived
from DISH's size and scale as the third largest multi-channel
video programming distributor in the U.S., and Fitch's expectation
for continued, albeit pressured free cash flow generation.  The
ratings incorporate DISH's stable liquidity position relative to
intermediate-term scheduled maturities.  DISH's operating profile
is centered on its mature video service offering and lacks the
revenue diversity and revenue growth opportunities relative to its
cable MSO and growing telephone company competition.  In addition
DISH has positioned its brand as a low-cost provider, resulting in
a subscriber base that is less valuable (from a lifetime revenue
and EBITDA perspective) and more vulnerable to economic
conditions.  In addition, the company's brand strategy is less
distinctive, as the competition, often with better cost
structures, utilizes increasingly aggressive pricing strategy.

The Negative Rating Outlook reflects DISH's ongoing operational
challenges and deteriorating operating profile, the company's
eroding competitive position in an increasingly competitive
operating environment, and Fitch's expectation that DISH's credit
protection metrics will weaken over the ratings horizon.

DISH's operating issues, which have been intensified by the weak
economic climate and competitive influences, primarily center on
DISH's ability to consistently satisfy its customer base, and
control signal theft and fraud.  The operating inefficiencies
manifest themselves through subscriber losses and higher
subscriber churn.  In an effort to stem subscriber losses
experienced during 2008 and the first half of 2009, DISH has used
increasingly aggressive pricing promotions and service discounts
to increase market share.

During the third quarter of 2009, DISH's pricing strategy along
with lower subscriber churn resulted in the company adding
approximately 241,000 new subscribers, marking a turnaround in
DISH's subscriber addition trends.  However in Fitch's opinion,
DISH's pricing strategy has led to anemic subscriber ARPU growth,
which during the third quarter of 2009 declined 0.4% on a year-
over-year basis to $69.51 while subscriber related revenues fell
by 0.8% relative to the same period in 2008.  From Fitch's
perspective it is difficult to determine whether DISH's underlying
operational issues have been sufficiently addressed or masked by
an aggressive pricing strategy.  Looking ahead, Fitch believes
that DISH will continue to use an aggressive pricing strategy
while operational inefficiencies persist.

Focused on operational issues, DISH has invested in additional
staffing, training, and operating systems to improve its call
center operations and in-home services business.  Additionally,
DISH has increased investment in subscriber retention primarily
through equipment upgrades.  Finally, DISH completed the
replacement of its network security access devices to reduce
signal theft and fraud during the second quarter of 2009.
However, these investments coupled with its aggressive pricing
strategy have compressed operating margins, thus limiting the
company's ability to grow EBITDA and free cash flow.  During the
third quarter of 2009 DISH's EBITDA declined by 16.5% relative to
the same period in 2008.  Third-quarter EBITDA margin was 19.2%;
in comparison DIRECTV's EBITDA margin during the same period was
25.3%.

Free cash flow generation (defined as cash flow from operations
less capital expenditures and dividends) during the first nine
months of 2009 totaled approximately $1.2 billion reflecting a 19%
increase relative to the same period in 2008.  However, Fitch
notes that the free cash flow growth was driven in part by lower
capital expenditures and cash generated from working capital
sources and is not indicative of sustainable growth from core
operations.  Going forward Fitch expects DISH's operating margins
will continue to be below historical norms as the company
addresses operational concerns, resulting in lower free cash flow
generation during 2010.  After consistently generating in excess
of $1 billion in free cash flow during the past three years, Fitch
expects that DISH's free cash flow generation will range between
$500 million and $750 million.

On a consolidated basis, total debt as of Sept. 30, 2009,
increased over 22% relative to year-end 2008 levels to
approximately $6.13 billion.  On Oct. 5, 2009 DDBS issued an
additional $400 million of its 7.875% notes due 2019 that were
originally issued in August of 2009.  The increased debt improved
DISH's overall liquidity position as the company used a
significant amount of existing cash and equivalents during 2008 to
retire maturing debt, purchase FCC wireless spectrum and effect
the spin-off of EchoStar.  DISH's credit protection metrics have
weakened during the first nine months of 2009 reflecting increased
debt levels as well as a weakened operational profile.

DISH's leverage for the latest 12-month period ended Sept. 30,
2009, was 2.31 times pro forma for the Oct. 5, 2009 debt issuance.
As of year-end 2009 Fitch expects DISH's leverage to approximate
2.4x.  Total debt outstanding during 2010 is expected to remain
relatively consistent with the expected year-end 2009 debt level
of approximately $6.5 billion.  However, mirroring the expected
decline in EBITDA during 2010, Fitch expects that DISH's leverage
will increase modestly to 2.7x by the end of 2010.  Fitch assumes
that DISH will retire $1 billion of scheduled maturities during
2011 with available cash, leading to an improvement of credit
protection metrics.  Fitch expects DISH's leverage to strengthen
to 2.2x by year-end 2011.

Given the business risks attributable to DISH's operations and
Fitch's expectation that DISH's credit and operating profile will
weaken somewhat during 2010, Fitch believes that the company has
sufficient financial flexibility to accommodate DISH's struggling
operations.  However, there is diminishing capacity within the
current ratings to accommodate potential additional investments
related to wireless and shareholder-friendly actions.  Fitch
believes that DISH's leverage can increase to a range between 3.5x
and 3.75x and maintain its current ratings.

Fitch believes that DISH's liquidity position is adequate given
the current ratings and nominal scheduled maturities over the
intermediate term.  The company's liquidity position is supported
by cash and marketable securities on hand and expected free cash
flow generation.  As of Sept. 30, 2009, DISH had a total of
approximately $2.6 billion of cash and marketable securities
(current portion), marking a significant increase relative to
year-end 2008 as debt issuances completed during 2009 along with
free cash flow generation have combined to bolster DISH's overall
liquidity position.  DISH used approximately $894 million of
existing cash to fund the special dividend paid to DISH
shareholders on Dec. 2, 2009.  Fitch does note, however, that the
company does not maintain a revolver, which increases DISH's
reliance on capital market access to refinance current maturities,
elevating the refinancing risk within the company's credit
profile.  Current cash and marketable securities balance is more
than sufficient to cover intermediate-term scheduled maturities.
DISH does not have any material debt maturities during 2010 and
$1 billion of senior notes is scheduled to mature during 2011.
The uncertain cash requirements related to DISH's ongoing
litigation with TIVO, Inc., also adds risk to DISH's liquidity
position.

Uncertainty related to DISH's overall capital deployment strategy
including capital requirements related to the company's potential
wireless investment add a degree of event risk to DISH's credit
profile.  DISH's board of directors recently extended the
company's share repurchase authorization to Dec. 31, 2010 and
increased the share repurchase limit to $1 billion.

Stabilization of the Rating Outlook at the 'BB-' IDR would likely
occur provided that DISH can generate sustainable positive trends
in operating results.  Particularly DISH needs to demonstrate that
the company can compete effectively for new subscribers while
balancing subscriber churn, ARPU growth and free cash flow
generation.  In addition, from an operating perspective DISH will
need to show that the investments the company is making to improve
operating inefficiencies will ultimately result in expanding
operating margins.

Key considerations that could lead to a downgrade of DISH's
ratings include, but are not limited to, DISH's inability to
reverse the negative operating trends and improve its competitive
positioning, or a sustained erosion of DISH's free cash flow
generation.  Downside ratings pressure would exist if capital
requirements associated with a wireless network deployment or
shareholder-friendly initiatives compel the company to increase
leverage beyond 3.5x.

Fitch has affirmed the IDRs and the individual issue ratings of
DISH and its subsidiaries as outlined below:

DISH Network Corporation

  -- IDR affirmed at 'BB-'.

DISH DBS Corporation

  -- IDRaffirmed at 'BB-';
  -- Senior unsecured notes affirmed at 'BB-'.


EDDIE BAUER: Court Approves Disclosure Statement
------------------------------------------------
Law360 reports that EBHI Holdings Inc., formerly Eddie Bauer
Holdings Inc., has scored court approval of a disclosure statement
explaining its joint plan of liquidation.

The confirmation hearing on the Plan is tentatively scheduled for
March 18.

The Debtor expects to emerge from Chapter 11 protection as early
as mid-March.

BankruptcyData reports that Eddie Bauer filed a First Amended
Joint Chapter 11 Plan of Liquidation and Disclosure Statement with
the U.S. Bankruptcy Court.  "The Plan contemplates and is
predicated upon the substantive consolidation of all the Debtors
with respect to the voting and treatment of all Claims and
Interest other than General Secured Claims.  This means that the
Debtors propose to satisfy the claims of all their respective
creditors from a common pool comprised of their collective assets.
The Plan divides the Claims against and Interests in the Debtors
into Classes. Certain Claims -- in particular, Administrative
Expense Claims, Statutory Fees, Professional Claims and Priority
Tax Claims -- remain unclassified in accordance with section
1123(a)(1) of the Bankruptcy Code," according to the Disclosure
Statement obtained by BankruptcyData.

Eddie Bauer in 2009 closed the sale of its $286 million asset sale
to Golden Gate Capital.

Under the Chapter 11 Plan filed Dec. 22, 2009, holders of term
lender secured claims aggregating $203 million will receive
periodic distributions from the liquidating trust from the
proceeds of the sale of their collateral, for an estimated 85% to
96% recovery.  Holders of other secured claims will receive
payment in cash, for a 100% recovery.  Holders of general
unsecured claims of up to $132.6 million will recover 1% to 20% of
their claims from distributions from available cash after
administrative claims and secured claims are paid.  Holders of
noteholder securities claims won't receive any distributions.
Holders of equity interests also would have a 0% recovery.

Only holders of term lender secured claims and general unsecured
claims are voting on the Plan.  Under the proposed schedules,
ballots would be due March 4.

A copy of the Plan is available for free at:

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

A copy of the Disclosure Statement is available for free at:

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

Eddie Bauer -- http://www.eddiebauer.com/-- is a specialty
retailer that sells outerwear, apparel and accessories for the
active outdoor lifestyle.  Eddie Bauer participates in a joint
venture in Japan and has licensing agreements across a variety of
product categories.

Eddie Bauer, founded in Bellevue, Wash., in 1920, was acquired by
General Mills Inc. in 1971 and then sold to catalog retailer
Spiegel Inc. in 1988.  Eddie Bauer Inc. emerged from Spiegel's
2003 Chapter 11 case as a separate, reorganized entity under the
control and ownership of Eddie Bauer Holdings, Inc.

Eddie Bauer Holdings, Inc., and eight affiliates filed for
bankruptcy on June 17, 2009 (Bankr. D. Del. Lead Case No.
09-12099).  Judge Mary F. Walrath presides over the case.  David
S. Heller, Esq., Josef S. Athanas, Esq., and Heather L. Fowler,
Esq., at Latham & Watkins LLP, serve as the Debtors' general
counsel.  Kara Hammond Coyle, Esq., and Michael R. Nestor, Esq.,
at Young Conaway Stargatt & Taylor LLP, serve as local counsel.
The Debtors' restructuring advisors are Alvarez and Marsal North
America LLC.  Their financial advisors are Peter J. Solomon
Company.  Kurtzman Carson Consultants LLC acts as claims and
notice agent.  As of April 4, 2009, Eddie Bauer had $525,224,000
in total assets and $448,907,000 in total liabilities.

Eddie Bauer Canada, Inc., and Eddie Bauer Customer Services filed
for protection from their creditors in Canada on June 17, 2009,
the same day the U.S. Debtors filed for protection from their
creditors.  The Canadian Debtors have obtained an initial order of
the Canadian Court staying the proceedings against the Canadian
Debtors and their property in Canada.  RSM Richter Inc. was
appointed as monitor in the Canadian proceedings.

On August 4, 2009, Golden Gate Capital closed a deal to acquire
Eddie Bauer Holdings for $286 million.  Golden Gate will maintain
the substantial majority of Eddie Bauer's stores and employees in
a newly formed going concern company.  Golden Gate beat an
affiliate of CCMP Capital Advisors, LLC, at the auction.  The CCMP
unit's $202 million cash offer served as stalking horse bid.

Golden Gate Capital -- http://www.goldengatecap.com/-- is a San
Francisco-based private equity investment firm with roughly
$9 billion of assets under management.


EDWARD MARANDOLA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Edward Marandola
        36 Beacon Hill Rd
        Newport, RI 02840

Bankruptcy Case No.: 10-10343

Type of Business:

Chapter 11 Petition Date: January 29, 2010

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Judge: Arthur N. Votolato

Debtor's Counsel: Russell D. Raskin, Esq.
                  Raskin & Berman
                  116 East Manning Street
                  Providence, RI 02906
                  Tel: (401) 421-1363
                  Email: mail@raskinberman.com

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

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.


EURO GROUP: Restates 2008 Financials; Reports $1,482,646 Net Loss
-----------------------------------------------------------------
Euro Group of Companies, Inc., has restated its consolidated
financial statements at December 31, 2008, and for the year then
ended to correct an error relating to the recording of sales of
common stock subject to a put feature.  The Company included the
$124,000 proceeds from stock sales in stockholders' equity.  As
restated the Company has included the proceeds in current
liabilities and has recognized $41,333 in interest expense.

The effect of the restatement adjustment on the consolidated
balance sheet at December 31, 2008, follows:

                               As
                           Previously                    As
                            Reported    Adjustment    Restated
                           ----------   ----------   ----------

  Total Assets             $1,118,122          $0    $1,118,122

  Total Current Liab.      $1,610,139    $165,333    $1,775,472

  Total Liabilities        $3,675,453   ($165,333)   $3,840,786

  Total stockholders
    equity (deficiency)   ($2,557,331)  ($165,333)  ($2,722,664)

The effect of the restatement on the consolidated statement of
operations for the year ended December 31, 2008, follows:

                                As
                            Previously                    As
                             Reported    Adjustment    Restated
                            ----------   ----------   ----------

  Sales                     $2,657,933          $0    $2,657,933
  Cost of Sales             $1,749,887          $0    $1,749,887
                           ------------  ----------  ------------
  Gross Profit                $908,046          $0      $908,046
  SG&A                      $2,481,677          $0    $2,481,631
                           ------------  ----------  ------------
  (Loss) from operations   ($1,573,631)         $0   ($1,573,631
  Other Income                $231,660          $0      $231,660
  Interest expense            ($99,342)   ($41,333)    ($140,675)
                           ------------  ----------  ------------
  Net Income (loss)        ($1,441,313)   ($41,333)  ($1,482,646)

A full-text copy of the Company's restated annual report for 2008
on Form 10-K/A is available at
http://researcharchives.com/t/s?4f2c

                       Going Concern Doubt

Michael T. Studer CPA P.C., in Freeport, New York, expressed
substantial doubt about Euro Group of Companies, Inc. and
subsidiaries' ability to continue as a going concern after
auditing the Company's consolidated financial statements as of and
for the years ended December 31, 2008, and 2007.

The accounting firm pointed to the Company's net losses since
inception of $8,649,513 and working capital deficiency of $794,203
and stockholders deficiency of $2,722,664 at December 31, 2008.

                         About Euro Group

Based in Port Chester, New York, Euro Group of Companies, Inc.,
formerly ICT Technologies, Inc. -- http://www.eugro.com/-- is a
holding company whose subsidiary companies market and sell the
"Euro", "Eurospeed" and "Eugro" families of products.  The Company
operates in three separate and distinct business areas --
telecommunications products and services, transportation
products, and consumer electronics.


FAIRPOINT COMMUNICATIONS: Bank Debt Trades at 24% Discount
----------------------------------------------------------
Participations in a syndicated loan under which FairPoint
Communications, Inc., is a borrower traded in the secondary market
at 76.25 cents-on-the-dollar during the week ended Friday,
Jan. 29, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents a drop
of 1.04 percentage points from the previous week, The Journal
relates.  The debt matures on March 31, 2015.  The Company pays
275 basis points above LIBOR to borrow under the loan facility.
Moody's has withdrawn its rating, while Standard & Poor's has
assigned a default rating, on the bank debt.  The debt is one of
the biggest gainers and losers among widely quoted syndicated
loans in secondary trading in the week ended Friday among the 172
loans with five or more bids.

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)


FIRST NATIONAL BANK, CARROLLTON: Closed; FDIC Named as Receiver
---------------------------------------------------------------
First National Bank of Georgia, Carrollton, Georgia, was closed
Friday by the Office of the Comptroller of the Currency, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with Community & Southern Bank, Carrollton,
Georgia, a newly chartered institution, to assume all of the
deposits of First National Bank of Georgia.

The 11 branches of First National Bank of Georgia will reopen on
Saturday as branches of Community & Southern Bank.  Depositors of
First National Bank of Georgia will automatically become
depositors of Community & Southern Bank.  Deposits will continue
to be insured by the FDIC, so there is no need for customers to
change their banking relationship to retain their deposit
insurance coverage.

Friday evening and over the weekend, depositors of First National
Bank of Georgia were able to access their money by writing checks
or using ATM or debit cards.  Checks drawn on the bank will
continue to be processed.  Loan customers should continue to make
their payments as usual.

As of September 30, 2009, First National Bank of Georgia had
approximately $832.6 million in total assets and $757.9 million in
total deposits.  Community & Southern Bank will pay the FDIC a
premium of 1.25 percent to assume all of the deposits of First
National Bank of Georgia.  In addition to assuming all of the
deposits of the failed bank, Community & Southern Bank agreed to
purchase essentially all of the assets.

The FDIC and Community & Southern Bank entered into a loss-share
transaction on $607.4 million of First National Bank of Georgia's
assets.  Community & Southern Bank will share in the losses on the
asset pools covered under the loss-share agreement.  The loss-
share transaction is projected to maximize returns on the assets
covered by keeping them in the private sector.  The transaction
also is expected to minimize disruptions for loan customers.  For
more information on loss share, please visit:

http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-886-2504.  The phone number will be
operational this evening until 9:00 p.m., Eastern Standard Time
(EST); on Saturday from 9:00 a.m. to 6:00 p.m., EST; on Sunday
from noon to 6:00 p.m., EST; and thereafter from 8:00 a.m. to
8:00 p.m., EST.  Interested parties also can visit the FDIC's Web
site at http://ResearchArchives.com/t/s?4f58

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $260.4 million. Community & Southern Bank's
acquisition of all the deposits was the "least costly" resolution
for the FDIC's DIF compared to all alternatives. First National
Bank of Georgia is the tenth FDIC-insured institution to fail in
the nation this year, and the first in Georgia. The last FDIC-
insured institution closed in the state was Rockbridge Commercial
Bank, Atlanta, on December 18, 2009.

Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system. The
FDIC insures deposits at the nation's 8,099 banks and savings
associations and it promotes the safety and soundness of these
institutions by identifying, monitoring and addressing risks to
which they are exposed. The FDIC receives no federal tax dollars
-- insured financial institutions fund its operations.


FIRST REGIONAL BANK: Closed; First-Citizens Assumes All Deposits
----------------------------------------------------------------
First Regional Bank, Los Angeles, California, was closed Friday 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 First-Citizens Bank & Trust Company,
Raleigh, North Carolina, to assume all of the deposits of First
Regional Bank.

The eight branches of First Regional Bank will reopen on Monday as
branches of First-Citizens Bank & Trust Company.  Depositors of
First Regional Bank will automatically become depositors of First-
Citizens Bank & Trust Company.  Deposits will continue to be
insured by the FDIC, so there is no need for customers to change
their banking relationship to retain their deposit insurance
coverage.  Customers should continue to use the former First
Regional Bank branch until they receive notice from First-Citizens
Bank & Trust Company that it has completed systems changes to
allow other First-Citizens Bank & Trust Company branches to
process their accounts as well.

Friday evening and over the weekend, depositors of First Regional
Bank were able to access their money by writing checks or using
ATM or debit cards.  Checks drawn on the bank will continue to be
processed.  Loan customers should continue to make their payments
as usual.

As of September 30, 2009, First Regional Bank had approximately
$2.18 billion in total assets and $1.87 billion in total deposits.
First-Citizens Bank & Trust Company did not pay the FDIC a premium
to assume all of the deposits of First Regional Bank.  In addition
to assuming all of the deposits, First-Citizens Bank & Trust
Company agreed to purchase approximately $2.17 billion of the
First Regional Bank's assets.  The FDIC retained the remaining
assets for later disposition.

The FDIC and First-Citizens Bank & Trust Company entered into a
loss-share transaction on $2 billion of First Regional Bank's
assets.  First-Citizens Bank & Trust Company will share in the
losses on the asset pools covered under the loss-share agreement.
The loss-share transaction is projected to maximize returns on the
assets covered by keeping them in the private sector.  The
transaction also is expected to minimize disruptions for loan
customers.  For more information on loss share, please visit:

http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-591-2817.  The phone number will be
operational this evening until 9:00 p.m., Pacific Standard Time
(PST); on Saturday from 9:00 a.m. to 6:00 p.m., PST; on Sunday
from noon to 6:00 p.m., PST; and thereafter from 8:00 a.m. to
8:00 p.m., PST.  Interested parties also can visit the FDIC's Web
site at:

  http://www.fdic.gov/bank/individual/failed/firstregional.html

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $825.5 million.  First-Citizens Bank & Trust
Company's acquisition of all the deposits was the "least costly"
resolution for the FDIC's DIF compared to all alternatives.  First
Regional Bank is the 14th FDIC-insured institution to fail in the
nation this year, and the first in California.  The last FDIC-
insured institution closed in the state was Imperial Capital Bank,
La Jolla, on December 18, 2009.

Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system.  The
FDIC insures deposits at the nation's 8,099 banks and savings
associations and it promotes the safety and soundness of these
institutions by identifying, monitoring and addressing risks to
which they are exposed.  The FDIC receives no federal tax dollars
- insured financial institutions fund its operations.


FLINTKOTE CO: Insurer Can Still Probe Ch. 11 Plan, Court Says
-------------------------------------------------------------
Law360 reports that a bankruptcy judge has rejected a bid by The
Flintkote Co. to bar Aviva Insurance Co. of Canada -- which
Flintkote accused of seeking to hinder its efforts to win plan
confirmation -- from pursuing discovery related to Flintkote's
Chapter 11 plan.

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals.  The Flintkote Company filed for Chapter 11
protection on April 30, 2004 (Bankr. D. Del. Case No. 04-11300).
Flintkote Mines Limited filed for Chapter 11 relief of August 25,
2004 (Bankr. D. Del. Case No. 04-12440).  James E. O'Neill, Esq.,
Kathleen P. Makowswki, Esq., Laura Davis Jones, Esq., Sandra G.M,
Selzer, Esq., and Scotta Edelen McFarland, Esq., at Pachulski
Stang Ziehl & Jones LLP, represent the Debtors in their
restructuring efforts.  Kathleen Campbell Davis, Esq., and Mark T.
Hurford, Esq., at Campbell & Levine, LLC, represent the official
committee of unsecured creditors as counsel.

When Flintkote Company filed for protection from its creditors, it
listed more than $100 million each in assets and debts.  When
Flintkote Mines Limited filed for protection from its creditors,
it listed assets of $1 million to $50 million, and debts of more
than $100 million.


FLORIDA COMMUNITY BANK: Closed; Premier American Assumes Deposits
-----------------------------------------------------------------
Florida Community Bank, Immokalee, Florida, was closed Friday by
the Florida Office of Financial Regulation, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Premier American Bank, National Association, Miami,
Florida, to assume all of the deposits of Florida Community Bank.

The 11 branches of Florida Community Bank will reopen during
normal business hours as branches of Premier American Bank, N.A.,
but will continue to conduct business under the name Florida
Community Bank.  Depositors of Florida Community Bank will
automatically become depositors of Premier American Bank, N.A.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship to retain
their deposit insurance coverage.  Customers should continue to
use their existing branch until they receive notice from Premier
American Bank, N.A., that it has completed systems changes to
allow other Premier American Bank, N.A. branches to process their
accounts as well.

Friday evening and over the weekend, depositors of Florida
Community Bank were able to access their money by writing checks
or using ATM or debit cards.  Checks drawn on the bank will
continue to be processed.  Loan customers should continue to make
their payments as usual.

As of September 30, 2009, Florida Community Bank had approximately
$875.5 million in total assets and $795.5 million in total
deposits.  Premier American Bank, N.A., will pay the FDIC a
premium of 0.4 percent to assume all of the deposits of Florida
Community Bank.  In addition to assuming all of the deposits of
the failed bank, Premier American Bank, N.A., agreed to purchase
approximately $499.1 million of the failed bank's assets.  The
FDIC will retain the remaining assets for later disposition.

The FDIC and Premier American Bank, N.A. entered into a loss-share
transaction on $305.4 million of Florida Community Bank's assets.
Premier American Bank, N.A., will share in the losses on the asset
pools covered under the loss-share agreement.  The loss-share
transaction is projected to maximize returns on the assets covered
by keeping them in the private sector.  The transaction also is
expected to minimize disruptions for loan customers.  For more
information on loss share, please visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-523-8275.  The phone number will be
operational this evening until 9:00 p.m., Eastern Standard Time
(EST); on Saturday from 9:00 a.m. to 6:00 p.m., EST; on Sunday
from noon to 6:00 p.m., EST; and thereafter from 8:00 a.m. to
8:00 p.m., EST.  Interested parties also can visit the FDIC's Web
site at:

http://www.fdic.gov/bank/individual/failed/floridacommunity.html

As part of this transaction, the FDIC will acquire an equity
appreciation instrument. This instrument serves as additional
consideration for the transaction.

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $352.6 million.  Premier American Bank, N.A.'s acquisition
of all the deposits was the "least costly" resolution for the
FDIC's DIF compared to all alternatives.  Florida Community Bank
is the 11th FDIC-insured institution to fail in the nation this
year, and the second in Florida.  The last FDIC-insured
institution closed in the state was Premier American Bank, Miami,
on January 22, 2010.

Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system.  The
FDIC insures deposits at the nation's 8,099 banks and savings
associations and it promotes the safety and soundness of these
institutions by identifying, monitoring and addressing risks to
which they are exposed.  The FDIC receives no federal tax dollars
-- insured financial institutions fund its operations.


FLYING J: Bankruptcy Judge Approves Merger With Pilot Travel
------------------------------------------------------------
American Bankruptcy Institute reports that Judge Mary Walrath at
the U.S. Bankruptcy Court for the District of Delaware signed an
order approving the merger of Flying J Inc. with private equity-
backed Pilot Travel Centers LLC.

Law360 reports Flying J said the deal would provide about
$1.2 billion in value to its estate, enable it to pay off all its
creditors in full and provide a return for equity holders.

Flying J and Pilot announced their preliminary merger agreement on
July 14, 2009.  In their joint statement, Flying J and Pilot said
the preliminary merger agreement will provide a framework for
Flying J's core travel plaza business to emerge from Chapter 11
bankruptcy protection.  Under the terms of the Letter of Intent
filed in July with the Bankruptcy Court, the value indicated would
allow all Flying J creditor obligations to be paid in full.  Pilot
has also agreed to provide $100 million in Debtor-in-Possession
financing for Flying J's operations, subject to court approval and
various conditions.

The preliminary merger agreement with Pilot pertains specifically
to Flying J's core travel plaza business, and it excludes Longhorn
Pipeline, Big West Oil, Flying J Oil & Gas, Haycock Petroleum, and
Transportation Alliance Bank. Flying J is in the process of
pursuing or evaluating alternatives for each of these other
businesses.

Pilot's legal advisor is White & Case LLP.

                            About Pilot

Pilot Travel Centers LLC is the nation's largest retail operator
of Travel Centers, catering to the professional driver and
traveling motorist in 41 states with over 300 retail interstate
properties.  The company is headquartered in Knoxville, Tennessee,
employs 13,000 nation-wide and is held in a partnership between
Pilot Corporation, wholly owned by the Haslam family, and
Propeller Corporation, wholly owned by the funds advised by CVC
Capital Partners, a leading global private equity firm.

                          About Flying J

Based in Ogden, Utah, Flying J Inc. -- http://www.flyingj.com/--
is among the 20 largest private companies in America, with 2007
sales exceeding $16 billion.  The fully integrated oil company
employs approximately 14,700 people in the U.S. and Canada through
its interstate operations, transportation, refining and supply,
exploration and production, as well as its financial services and
communications, divisions.

Flying J and six of its affiliates filed for bankruptcy on
December 22, 2008 (Bankr. D. Del. Lead Case No. 08-13384).  Flying
J sought Chapter 11 protections after a precipitous drop in oil
prices and disruption in the credit markets brought to bear
significant short-term pressure on the company's liquidity
position.

Attorneys at Kirkland & Ellis LLP represent the Debtors as
counsel.  Young, Conaway, Stargatt & Taylor LLP is the Debtors'
Delaware Counsel.  Blackstone Advisory Services L.P. is the
Debtors' investment banker and financial advisor.  Epiq Bankruptcy
Solutions LLC is the Debtors' notice, claims and balloting agent.
In its formal schedules submitted to the Bankruptcy Court, Flying
J listed assets of $1,433,724,226 and debts of $640,958,656.

An official committee of unsecured creditors has been appointed in
the case.  Pachulski Stang Ziehl & Jones LLP has been tapped as
counsel for the creditors' panel.

Magellan Midstream Partners LP was authorized by the Bankruptcy
Court in July to buy Flying J's Longhorn pipeline that runs 700
miles from Houston to El Paso, Texas.


FONIX CORP: Issues Breach of Contract Notice Under G-Soft Deal
--------------------------------------------------------------
Fonix Corporation issued a formal notice of breach of the Exchange
Agreement among the Company, Fonix GS Acquisition Corporation,
Inc., Southridge LLC, a Connecticut limited liability company,
G-Soft Limited, a Hong Kong corporation and the shareholders of
G-Soft.  The Notice gave the Sellers until January 22, 2010, to
cure certain defaults under the Exchange Agreement, and until
January 29, 2010, to cure certain other defaults.  The Sellers
failed to meet the January 22, 2010, deadline.

                        Exchange Agreement

On June 27, 2008, the Company and Fonix GS entered into the
Exchange Agreement with Southridge; G-Soft, which is the ultimate
parent of Shanghai Gaozhi Software Systems Limited; and the
Sellers.  G-Soft, through its wholly owned subsidiary, owned 100%
of the outstanding equity of GaozhiSoft.

Pursuant to the Exchange Agreement, Fonix GS agreed to purchase
80% of the issued and outstanding shares of G-Soft from the
Sellers, and Southridge agreed to purchase the remaining 20% of
the issued and outstanding G-Soft shares, thereby making Fonix GS
and Southridge the ultimate shareholders of GaozhiSoft.

The Exchange Agreement was amended by the First Amendment to the
Exchange Agreement, dated as of December 12, 2008, modifying the
consideration for the purchase of the G-Soft shares and certain
other closing conditions, as set forth therein.  Additionally,
subject to the terms of the First Amendment, the Sellers were
entitled to annual earn-out payments equal to 50% of the prior
year's net income of GaozhiSoft, to be paid in the form of Series
P Preferred Stock.

Additionally, Fonix GS and the Sellers entered into a side letter
agreement, dated February 18, 2009, modifying certain closing
conditions of the Exchange Agreement, as amended by the First
Amendment.  The Side Letter established certain conditions
regarding:

   * management and directorships of GaozhiSoft;

   * filing of certain administrative government documents in
     China; and

   * operations of GaozhiSoft.

The final closing conditions were met, and the share exchange
transaction closed as of March 27, 2009.

Fonix Corporation's operations are managed through two wholly
owned subsidiaries, Fonix Speech, Inc., and Fonix GS Acquisition
Co., Inc.

Fonix Speech provides value-added speech-enabling technologies,
speech interface development tools, and speech solutions and
applications, including automated speech recognition and text-to-
speech, that empower users to interact conversationally with
information systems and devices.

Fonix GS was formed on June 27, 2008, to facilitate the
acquisition of Shanghai Gaozhi Software Systems Limited.  The
acquisition was completed in early 2009.  GaozhiSoft is a Chinese
software developer and solutions provider in 2G (second-
generation) and 3G (third-generation) telecommunication operation
support systems in China and throughout the Asian-Pacific region.
GaozhiSoft's products are designed to increase data transferring
speed, reduce telecommunications data loss, and provide network
management, billing accuracy and improved implementation
techniques to telecom carriers.

At September 30, 2009, the Company had $4,133,000 in total assets
against $50,132,000 in total liabilities, all current, resulting
in $45,999,000 in stockholders' deficit.  The Company has said
there is substantial doubt about its ability to continue as a
going concern.  Management plans to fund further operations of the
Company from cash flows from future license and royalty
arrangements and with proceeds from additional issuance of debt
and equity securities.  There can be no assurance that
management's plans will be successful.


FORD MOTOR: Stops Vehicle Production in China
---------------------------------------------
The Wall Street Journal's Matthew Dolan reports Ford Motor Co. has
stopped production of a full-size commercial vehicle in China
after discovering that the gas pedal used came from the supplier
involved in the recall at Toyota Motor Co.  The Journal reports
Ford spokesman Said Deep indicated the production halt affects the
diesel version of Ford's full-size Transit Classic commercial
vehicle that Ford makes in China with one of its joint-venture
partners, Jiangling Motors Corp.

"Jiangling Motors Company (JMC) has suspended production of one of
the Transit models, a light bus vehicle JMC manufactures in
Nanchang for distribution only in China," the Chinese auto maker
said in a statement Thursday, according to the Journal.  "While
there has been no report of any issue with the Transit, JMC has
initiated a review of a pedal assembly part recently sourced from
CTS Automotive."

The Journal notes Ford said that so far there have been no reports
in China of Ford drivers experiencing the same type of
uncontrolled acceleration problems that prompted Toyota to issue a
massive recall and halt sales of most of its popular models in the
U.S.

The Journal relates Mr. Deep said CTS Corp., an auto-parts
supplier based in Indiana, began to provide gas-pedal assemblies
for the Transit Classic in China in December.  About 1,600
vehicles were made, he said.  It was unclear whether Ford would
need to recall the vehicles sold to replace the pedal.

The Journal notes in 2009, Ford's Chinese passenger-car joint
venture at Changan Ford Mazda Automobile Co., saw yearly sales
rise 55% from a year earlier to 315,791 vehicles. The company's
commercial vehicle venture with Jiangling sold 114,688 vehicles.

                       About Ford Motor

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

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

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

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

On Nov. 3, 2009, S&P raised the corporate credit ratings on Ford
Motor Co. and Ford Motor Credit Co. LLC to 'B-' from 'CCC+'.  Ford
Motor Co. carries a long-term issuer default rating of 'CCC', with
a positive outlook, from Fitch Ratings.


FREESTONE RESOURCES: Files Amended September 30 Quarterly Report
----------------------------------------------------------------
Freestone Resources, Inc., filed with the Securities and Exchange
Commission on January 28, 2010, amendment no. 2 to the quarterly
report on Form 10-Q for the quarter ended September 30, 2009.
The Company filed the amendment because it has had its subsidiary,
Environmental Services and Support, Inc. -- which it acquired on
September 24, 2009 -- audited, and has amended its financial
statements, footnotes and related disclosures accordingly to
reflect the updated financial information.

Except with respect to the changes, the amendment does not modify
or update any other disclosures set forth in the original or first
amended filing.

Freestone Resources, Inc., reported a net loss of $15,172 on
revenue of $21,492 for the three months ended September 30, 2009,
compared with a net loss of $259,512 on revenue of $36,232 for the
same period of 2008.

At September 30, 2009, the Company's consolidated balance sheets
showed total assets of $1,714,537, total liabilities of $533,617,
and total stockholders' equity of $1,180,920.

The Company's consolidated balance sheets at September 30, 2009,
also showed strained liquidity with $6,378 in total current assets
available to pay $492,494 in total current liabilities.

A full-text copy of the Company's Form 10-Q is available for free
at http://researcharchives.com/t/s?4f2d

                      Going Concern Doubt

Freestone incurred operating losses, and has a negative working
capital position as of September 30, 2009.  These factors raise
substantial doubt about Freestone's ability to continue as a going
concern.

                   About Freestone Resources

Based in Dallas, Freestone Resources, Inc. (FNSR.OB) --
http://www.freestoneresourcesinc.com/-- is an oil and gas
technology development company that focuses on innovative
solutions for unconventional and conventional oil recovery in
economic and environmentally responsible ways.

The Company acquired 100% of the issued and outstanding stock of
Earth Oil Services, Inc., a Nevada corporation, in a non-cash
transaction on September 24, 2009.  EOS owns certain exclusive,
territorial, license agreements to a proprietary technology that
is a chemical solvent that can separate, extract and recycle
hydrocarbon contaminants from ground soils, tar sands, vessels and
other materials.  This technology is marketed under the name
EncapSol.


GEMCRAFT HOMES: Wants to Use DIP Financing on Residential Homes
---------------------------------------------------------------
Gemcraft Homes, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Maryland (i) for permission
to amend a postpetition financing agreement with M&T Bank; and
(ii) issue a final order authorizing Debtors to obtain
postpetition financing from M&T Bank.

The Debtors relate that they are restarting the construction and
sale of residential homes in many of the communities they were
building in prior to the petition date.  Certain lots owned by the
Debtors have liens from prepetition lenders, other than M&T Bank,
who have not agreed to extend postpetition financing to the
Debtors.  The Debtors seek to use a portion of the M&T DIP
Facility proceeds to refinance certain lots, subject to the liens
of other lenders, to pay off the portion of the prepetition liens
necessary to obtain the prepetition lender's agreement to release
the lots of the liens.

M&T agreed to an amendment to the DIP Facility, provided that:

   -- the Debtors will earn a fee of 15 % of the gross sale price
      for the completion and sale of each home built on the
      refinanced lot and sold to customers, with the net proceeds
      otherwise to be paid to M&T to reduce the balance of the M&T
      DIP Facility and other obligations; and

   -- the fees earned by the Debtors will generate funds for the
      bankruptcy estates and will enable the Debtors to fulfill
      obligations to customers who have pending contracts for
      homes to be built on the lots the Debtors seek to include in
      the lot refinancing program.

As adequate protection for any diminution in value of M&T Bank's
collateral, the Debtors propose to grant M&T Bank a first priority
lien on the lots.

                      About Gemcraft Homes

Gemcraft Homes, Inc., is a corporation formed under the laws of
the State of Maryland with its principal place of business located
in Harford County, Maryland.  Gemcraft was founded in 1993 with a
single sales trailer in Abingdon, Maryland, from which six
residential homes were sold.  Since that time, Gemcraft has grown
to become one of the largest independent homebuilders in the Mid-
Atlantic region, and one of the fastest growing builders in the
entire country.  Gemcraft is a production builder which targets
first-time homebuyers and first-time "move up" buyers.  It also
targets retired, and soon to retire, buyers for its retirement
communities.

The Company filed for Chapter 11 bankruptcy protection on
November 9, 2009 (Bankr. D. Md. Case No. 09-31696).  The Company's
affiliates -- DLM, LLC, et al. -- filed separate Chapter 11
bankruptcy petitions.  G. David Dean II, Esq., Gary H. Leibowitz,
Esq., and Irving Edward Walker, Esq., at Cole Schotz Meisel Forman
& Leonard, PA, assist Gemcraft Homes in its restructuring effort.
The Company listed $100,000,001 to $500,000,000 in assets and
$50,000,001 to $100,000,000 in liabilities.


GLAZIERS PENSION PLAN: Insolvent; PBGC Provides Funding
-------------------------------------------------------
The Pension Benefit Guaranty Corporation has begun to give
financial assistance to two insolvent pension plans covered by its
multiemployer insurance program. The PBGC now provides funding for
these pension plans:

    * The Southern California, Arizona, Colorado, and Southern
      Nevada Glaziers Pension Plan, which covers 5,200 workers and
      retirees in the construction industry. The plan became
      insolvent in January 2010, and the agency has sent an
      initial payment of $639,113 to ensure that the plan's 1,500
      retirees receive their guaranteed benefit. The plan will
      receive a cash distribution each month to fund benefit
      obligations. The agency estimates its total financial
      commitment to the plan will be $117 million.

    * The United Food and Commercial Workers Local 1049 Pension
      Plan, which covers 400 food service industry workers in
      Cedar Knolls, N.J. The plan became insolvent in January
      2010, and the agency has sent an initial $132,000 to ensure
      the plan's 240 retirees get their guaranteed benefit. The
      plan will receive a cash distribution each quarter to fund
      benefit obligations. The agency estimates its total
      financial commitment to the plan will be $5.2 million.

Multiemployer plans are pension plans sponsored by unrelated
employers that usually share a common industry, and are funded
according to the terms of collective bargaining agreements. Unlike
PBGC's protection of plans sponsored by a single employer, the
agency does not take over insured multiemployer plans, but instead
sends financial assistance to insolvent plans.  After a
multiemployer plan notifies the agency that it has become
insolvent, the PBGC begins to fund the plan to ensure guaranteed
benefits are paid.  The frequency of the payment schedule is based
on the size of the plan.  Generally smaller plans are paid on a
quarterly basis, while larger plans receive monthly assistance.

Federal pension law, however, sets forth limits on retiree
benefits in insolvent multiemployer plans. Individuals who retire
after 30 years of service may be eligible for a guaranteed benefit
of up to $12,870. Under the law, the guaranteed benefit limits are
imposed by the plan administrator, not the PBGC, and are triggered
when a plan becomes insolvent.

Currently the PBGC gives assistance to 40 insolvent multiemployer
plans.

The PBGC multiemployer insurance program protects the benefits of
about 10 million workers and retirees in almost 1,500
multiemployer defined benefit pension plans. At the end of fiscal
year 2009, the program had assets of $1.5 billion to cover about
$2.3 billion of financial assistance expected to be paid in the
future.  For more information on the multiemployer insurance
program, see PBGC's fact sheet.  http://www.pbgc.gov/media/key-
resources-for-the-press/content/page13544.html

The PBGC is a federal corporation created under the Employee
Retirement Income Security Act of 1974. Through its separate
insurance programs for single-employer and multiemployer pension
plans, the PBGC guarantees 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.


GLOBAL MOTORSPORT: Court Approves Chapter 11 Plan of Liquidation
----------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware confirmed the Plan of Liquidation proposed by
Global Motorsport Group Inc. and its debtor-affiliates.

The Plan provides for the distribution of the proceeds from the
sale of substantially all of the Debtors' operating assets to
Dae-II USA, Inc. and the disposition of the Debtors' assets
remaining after the Dae-II USA transaction.  On the effective
date, the Debtors and the estates will be deemed to be
substantially consolidated for distribution purposes only.

Under the Plan, holders of allowed general unsecured claims will
receive pro rata share of the GUC Distributable assets.  Holders
of roughly $13.5 million in general unsecured claims are expected
to receive between 2.0% and 3.3% of their claims.

The Court also approved the appointment of Edward T. Gavin as GUC
Trustee of the GMG Liquidating Trust.

A full-text copy of the Debtors' Chapter 11 plan of liquidation is
available for free at:

       http://bankrupt.com/misc/global.chapter11plan.pdf

A full-text copy of the disclosure statement explaining the
Debtors' Chapter 11 Plan is available for free at:

       http://bankrupt.com/misc/GlobalMotorsport.DS.Part1.pdf
       http://bankrupt.com/misc/GlobalMotorsport.DS.Part2.pdf

Headquartered in Morgan Hill, California, Global Motorsport Group
Inc. -- http://www.gmgracing.com/-- is a dealer of European model
sports cars.  The Company is also known as Global Motorsport Parts
Inc.  The Company and three of its affiliates filed for protection
on January 31, 2008 (Bankr. D. Del. Lead Case No. 08-10192).
Laura Davis Jones, Esq., James O'Neill, Esq., and Joshua Fried,
Esq., at Pachulski Stang Ziehl & Jones LLP, serve as counsel to
the Debtors.  T. Scott Avil, Esq., at CRG Partners Group LLC, is
the Debtors' restructuring services provider.  Federico G.M.
Mennella, Esq., at Lincoln International Advisors, LLC, is the
Debtors' investment banker.  The Debtors selected Epiq Bankruptcy
Solution LLC as their claims agent.

The U.S. Trustee for Region 3 has appointed five creditors to
serve on an Official Committee of Unsecured Creditors.  Fox
Rothschild LLP and Andrews Kurth LLP serve as the Committee's
counsel.  Edward T. Gavin, CTP, at NachmanHaysBrownstein, Inc., is
the Committee's financial advisor.  Adam Harris, Esq., and David
Hillman, Esq., at Schulte Roth & Zabel LLP, serve as counsel to
the prepetition and postpetition secured lenders.

When the Debtors filed for protection from their creditors, they
listed assets of between $50 million and $100 million and debts of
between $100 million and $500 million.


HARBOWALK LP: Files for Chapter 11 Bankruptcy in Texas
------------------------------------------------------
Laura Elder at The Daily News reports that Harbowalk LP filed for
Chapter 11 reorganization in U.S. Bankruptcy Court for the
Southern District of Texas, and asked for authority to obtain
$2.5 million in financing to keep its marina and yacht club open.

Before it filed for bankruptcy, the company sued its lender
Compass Bank from foreclosing on some property used as collateral,
Ms. Elder says.  The company said it is in talks with Klein
Equities LLC for the $2.5 million financing.

The company listed assets of about $60.4 million, Ms. Elder notes.


HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 101.75%
-------------------------------------------------------
Participations in a syndicated loan under which Harrah's Operating
Company, Inc., is a borrower traded in the secondary market at
101.75 cents-on-the-dollar during the week ended Friday, Jan. 29,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
0.84 percentage points from the previous week, The Journal
relates.  The Company pays 750 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 23, 2016, and
carries Moody's Caa1 rating and Standard & Poor's B- rating.  The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

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

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

Harrah's Entertainment carries a 'Caa3' Corporate Family rating,
and a 'Caa3' Probability of default rating from Moody's.  The
ratings "reflect very high leverage and a negative outlook for
gaming demand over the next year," Moody's said in September 2009.


HAWKER BEECHCRAFT: Bank Debt Trades at 25% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 75.21 cents-on-
the-dollar during the week ended Friday, Jan. 29, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 0.93 percentage points
from the previous week, The Journal relates.  The Company pays 200
basis points above LIBOR to borrow under the facility.  The bank
loan matures on March 26, 2014, and carries Moody's Caa1 rating
and Standard & Poor's CCC+ rating.  The debt is one of the biggest
gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Friday among the 172 loans
with five or more bids.

As reported by the Troubled Company Reporter on Nov. 20, 2009,
Moody's affirmed Hawker Beechcraft Acquisition Company LLC's Caa2
Corporate Family and Probability of Default ratings but lowered
the rating on the company's senior secured bank obligations to
Caa1 from B3 following announcement of plans to expand the size of
its secured term loan.  At the same time, ratings on Hawker
Beechcraft's senior unsecured cash-pay and PIK election notes
(Caa3) and subordinated notes (Ca) were affirmed.  The company's
Speculative Grade Liquidity rating was changed to SGL-4,
designating weak liquidity, but is expected to improve once final
amounts sourced from an incremental term loan are known.  The
outlook was revised to negative.

The actions follow several developments: an amendment to the
company's revolving credit facility reducing the size of the
commitment and revising financial covenants, a proposed increase
of $200 million to an existing $1,271 million term loan,
disclosure of some $0.7 billion of non-cash impairment and other
charges during the company's third quarter.

On Nov. 19, 2009, the TCR stated that Standard & Poor's assigned
its 'CCC+' issue-level rating to Hawker Beechcraft Acquisition Co.
LLC's proposed $200 million incremental term loan, the same as the
corporate credit rating on parent Hawker Beechcraft Inc., and a
'4' recovery rating, which indicates S&P's expectation of average
(30%-50%) recovery in a payment default scenario.  In addition,
S&P affirmed its 'CCC+' corporate credit rating on Wichita,
Kansas-based Hawker Beechcraft.  The company has about
$2.15 billion of debt.

S&P also lowered its issue-level rating on HBAC's existing senior
secured credit facilities to 'CCC+' from 'B-', the same as the
corporate credit rating on Hawker Beechcraft.  S&P lowered the
recovery rating on this debt to '4' from '2', indicating its
expectation of average (30%-50%) recovery in a payment default
scenario.  At the same time, S&P affirmed its 'CCC-' issue-level
rating on HBAC's senior unsecured and subordinated notes, two
notches below the corporate credit rating on Hawker Beechcraft.
The recovery rating on the senior unsecured and subordinated debt
remains at '6', indicating S&P's expectation of negligible (0%-
10%) recovery in a payment default scenario.

The outlook is negative.  S&P could lower the ratings if the
market for business jets deteriorates further, leading to reduced
earnings, cash generation, and liquidity, resulting in cash on
hand and revolver availability falling below $200 million.

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, is a leading manufacturer of business jets,
turboprops and piston aircraft for corporations, governments and
individuals worldwide.


HCA INC: Bank Debt Trades at 5% Off in Secondary Market
-------------------------------------------------------
Participations in a syndicated loan under which HCA, Inc., is a
borrower traded in the secondary market at 94.85 cents-on-the-
dollar during the week ended Friday, Jan. 29, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 0.66 percentage points
from the previous week, The Journal relates.  The Company pays 225
basis points above LIBOR to borrow under the facility.  The bank
loan matures on Nov. 6, 2013, and carries Moody's Ba3 rating and
Standard & Poor's BB rating.  The debt is one of the biggest
gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Friday among the 172 loans
with five or more bids.

Headquartered in Nashville, Tennessee, HCA, Inc. --
http://www.hcahealthcare.com/-- is the nation's leading provider
of healthcare services.  As of June 30, 2008, HCA operated 169
hospitals and 107 freestanding surgery centers, including eight
hospitals and eight freestanding surgery centers operated through
equity method joint ventures.

HCA, Inc. carries a 'B2' long term corporate family rating from
Moody's, a 'B' long term issuer default rating from Fitch, and
'B+' issuer credit ratings from Standard & Poor's.


HERBST GAMING: Bankruptcy Court Issues Amended Confirmation Order
-----------------------------------------------------------------
In a regulatory filing Thursday, Herbst Gaming, Inc., disclosed
that on January 22, 2010, the U.S. Bankruptcy Court for the
District of Nevada issued an amended order confirming the Debtors'
First Amended Joint Plan of Reorganization which was filed on
July 22, 2009, as modified by the Findings of Fact entered
contemporaneously with the amended order.

The Final Plan provides for the following restructuring of the
Debtors, to be consummated on the Substantial Confirmation Date:

  -- Conversion of all allowed claims under the Company's
     $860.0 million senior credit facility into debt and equity of
     the Debtors, through ownership of a new holding company.

  -- Termination of all outstanding obligations under the
     Company's 8-1/8% senior subordinated notes due 2012 and the
     Company's 7% senior subordinated notes due 2014.

  -- Cancellation of 100% of the existing equity in the Company.

The Final Plan will become effective on February 5, 2010, provided
the conditions to effectiveness set forth in the Final Plan are
satisfied or waived.

A copy of the amended confirmation order is available at no charge
at http://researcharchives.com/t/s?4f36

A copy of the Findings of Fact and Conclusions of Law in Support
of Order Confirming Debtors' First Amended Plan is available at no
charge at http://researcharchives.com/t/s?4f37

                       About Herbst Gaming

Headquartered in Reno, Nevada, Herbst Gaming, Inc. --
http://www.herbstgaming.com/-- is a diversified gaming company.
The Company and its subsidiaries focus on two business lines, slot
route operations and casino operations.  The Company's route
operations involves the exclusive installation and, as of
Sept. 30, 2009, operation of approximately 6,300 slot machines in
non-casino locations, such as grocery stores, drug stores,
convenience stores, bars and restaurants.  The casino operations
consist of 16 casinos located in Nevada, Iowa and Missouri.

The Company and 17 of its affiliates filed for Chapter 11
protection on March 22, 2009 (Bankr. D. Nev. Lead Case No.
09-50752).  Thomas H. Fell, Esq., and Gerald M. Gordon, Esq., at
Gordon Silver, represent the Debtors in their restructuring
efforts.  Herbst Gaming had $919.1 million in total assets; and
$33.5 million in total liabilities not subject to compromise and
$1.24 billion in liabilities subject to compromise, resulting in
$361.0 million in stockholders' deficiency as of March 31, 2009.


HERCULES OFFSHORE: Bank Debt Trades at 5% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Hercules Offshore,
Inc., is a borrower traded in the secondary market at 94.75 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.65
percentage points from the previous week, The Journal relates.
The Company pays 650 basis points above LIBOR to borrow under the
facility.  The bank loan matures on July 11, 2013, and carries
Moody's B2 rating and Standard & Poor's B rating.  The debt is one
of the biggest gainers and losers among widely quoted syndicated
loans in secondary trading in the week ended Friday among the 172
loans with five or more bids.

Hercules Offshore, Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.


HOLLEY PERFORMANCE: Can Sell Holley Diesel OEM to Navistar Inc.
---------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware authorized Holley Performance Products Inc.,
and its debtor-affiliates to sell the Holley Diesel OEM original
equipment manufacturer business, the products, and related assets
to Navistar, Inc., the stalking horse bidder, subject to bigger
and better offers.

The Debtors relate that Cummins Inc. submitted the second highest
and best offer for the purchased assets.

Wells Fargo has consented to the sale and release of its security
interests in the purchased assets.

Upon closing the Debtors will pay $1.25 million in cash to Wells
Fargo Foothill, Inc., the administrative agent for the credit
facility, which amount will be applied to the principal balance of
the term loan.

If the sale to the buyer fails to close, for any reason, the
Debtors are authorized to sell the purchased assets to the backup
buyer for $5.10 million in cash, with the purchased assets to
exclude 2 Mazak machines.

Pursuant to Section 363 of the Bankruptcy Code, the purchased
assets will be transferred to the buyer, free and clear of all
claims, interest, and encumbrances.

Holley Performance and its affiliates are leading suppliers of
performance automotive products.  The Company designs,
manufactures, and markets a diversified line of performance
automotive products, including carburetors, fuel pumps, fuel
injection systems, nitrous oxide injection systems, superchargers,
exhaust headers, mufflers, and automotive performance plumbing
products.

Holley Performance and its affiliates filed for Chapter 11 on
September 28, 2009 (Bankr. D. Del. Case No. 09-13333).  Pepper
Hamilton LLP represents the Debtors in their restructuring effort.
Ropes & Gray LLP is corporate counsel.  Epiq Bankruptcy Solutions
LLC serves as claims and notice agent.  The Debtors' cases have
been assigned to Judge Peter J. Walsh.  The petition says assets
and debts are between $100 million and $500 million.

Holley Performance returned to bankruptcy 19 months after winning
court approval of its last reorganization plan.


HOLLEY PERFORMANCE: Wants Plan Filing Deadline Moved to April 26
----------------------------------------------------------------
Holley Performance Products Inc. and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware to extend their
exclusive periods to propose a Chapter 11 Plan until April 26,
2010, and to solicit acceptances of that Plan until June 28, 2010.

The Debtor explain that they need additional time to:

   -- finalize discussions with their major stakeholders regarding
      their use of cash collateral;

   -- continue discussions regarding new financing upon their
      emergence from Chapter 11 and the terms of their
      reorganization in chapter 11; and

   -- permit their financial advisors to evaluate the Debtors'
      business and analyze the best options available to maximize
      value; and

   -- complete a review of the claims filed.

Holley Performance and its affiliates are leading suppliers of
performance automotive products.  The Company designs,
manufactures, and markets a diversified line of performance
automotive products, including carburetors, fuel pumps, fuel
injection systems, nitrous oxide injection systems, superchargers,
exhaust headers, mufflers, and automotive performance plumbing
products.

Holley Performance and its affiliates filed for Chapter 11 on
September 28, 2009 (Bankr. D. Del. Case No. 09-13333).  Pepper
Hamilton LLP represents the Debtors in their restructuring effort.
Ropes & Gray LLP is corporate counsel.  Epiq Bankruptcy Solutions
LLC serves as claims and notice agent.  The Debtors' cases have
been assigned to Judge Peter J. Walsh.  The petition says assets
and debts are between $100 million and $500 million.

Holley Performance returned to the bankruptcy court 19 months
after winning court approval of its last reorganization plan.


HOVNANIAN ENTERPRISES: Names Thomas Pellerito as New COO
--------------------------------------------------------
Hovnanian Enterprises Inc. appointed Thomas Pellerito as new Chief
Operating Officer of the Company.  Mr. Pellerito has served as a
group President overseeing homebuilding operations in certain of
the Company's Mid-Atlantic and Southeast segments.  Before joining
the Company, Mr. Pellerito was the President of homebuilding
operations and Chief Operating Officer of Washington Homes, Inc.

The financial terms of Mr. Pellerito's employment as Chief
Operating Officer include:

   * an annual base salary of $500,000;

   * an annual bonus set by the Chief Executive Officer of the
     Company, after consultation with the compensation committee
     of the Board of Directors of the Company;

   * stock grants and other awards to be determined in the
     discretion of the Compensation Committee; and

   * a $24,000 annual automobile travel allowance.

In addition to the foregoing, Mr. Pellerito will be entitled to
participate in employee benefit programs in which other senior
executive officers of the Company generally participate.

                  About Hovnanian Enterprises

Hovnanian Enterprises, Inc. (NYSE: HOV), founded in 1959 by Kevork
S. Hovnanian, is headquartered in Red Bank, New Jersey.  The
Company is one of the nation's largest homebuilders with
operations in Arizona, California, Delaware, Florida, Georgia,
Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York,
North Carolina, Ohio, Pennsylvania, South Carolina, Texas,
Virginia and West Virginia.  The Company's homes are marketed and
sold under the trade names K. Hovnanian(R) Homes(R), Matzel &
Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes,
Oster Homes, First Home Builders of Florida and CraftBuilt Homes.
As the developer of K. Hovnanian's(R) Four Seasons communities,
the Company is also one of the nation's largest builders of active
adult homes.

At October 31, 2009, the Company had $2.024 billion in total
assets against $2.340 billion in total liabilities.  At
October 31, 2009, the Company had accumulated deficit of
$826.007 million and stockholder's deficit of $349.598 million.

                         *     *     *

Hovnanian carries S&P's "CCC" corporate credit rating; Moody's
"Caa1" corporate family rating; and Fitch's "CCC" Issuer Default
Rating.


IMS HEALTH: Moody's Assigns 'B1' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service assigned first time ratings to IMS
Health Incorporated in connection with its pending leveraged
buyout.  Moody's assigned a B1 Corporate Family Rating, B1
Probability of Default Rating, Ba3 to the proposed $2.275 billion
senior secured credit facility and B3 to the $1 billion of
proposed senior unsecured notes.  The rating outlook is stable.

On November 5, 2009, IMS announced that it entered into a
definitive agreement to be acquired by investment funds managed by
TPG Capital, L.P., and the CPP Investment Board.  The total
transaction size, including fees and expenses, is estimated at
about $6 billion.  Completion of the transaction is subject to
approval of IMS shareholders, regulatory approvals and customary
closing conditions and is expected to occur by the end of the
first quarter of 2010.  The transaction is expected to be funded
with a $2 billion term loan, $1 billion of senior unsecured notes,
$2.8 billion of common equity and cash on hand.

The B1 CFR is constrained by moderately high leverage for the
rating category, revenue concentration with large pharmaceutical
customers, dependence on large data suppliers, and the potential
for future regulatory changes to limit product and service
offerings.  The ratings are supported by a leading market
position, broad product offerings to the healthcare sector,
substantial geographic diversity and a track record of steady
financial performance and solid cash flow generation.

"The stable outlook anticipates that Adjusted EBITDA will remain
relatively steady in 2010, with cost restructuring benefits
largely offset by modest revenue declines," stated Moody's Senior
Vice President Lenny Ajzenman.

Moody's assigned these ratings (assessments) to IMS Health
Incorporated:

* $2 billion 6 year senior secured term loan facility, Ba3 (LGD 3,
  31%)

* $275 million 5 year senior secured revolver, Ba3 (LGD 3, 31%)

* $1 billion 8 year senior unsecured notes, B3 (LGD 5, 85%)

* Corporate Family Rating, B1

* Probability of Default Rating, B1

The final documentation may provide for an allocation of a portion
of the revolver to certain non-US subsidiaries.

IMS, headquartered in Norwalk Connecticut, is a leading global
provider of market intelligence to the pharmaceutical and
healthcare industries.  The company reported revenues of
approximately $2.2 billion for the twelve month period ended
September 30, 2009.


IMS HEALTH: S&P Assigns Corporate Credit Rating at 'BB-'
--------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'BB-' corporate
credit rating to IMS Health Inc., a pharmaceutical market
intelligence company.  S&P also assigned a 'BB' senior secured
debt rating to IMS' proposed $2.275 billion in senior secured bank
loans, consisting of a $275 million senior secured revolver due
2015 and a $2 billion senior secured term loan B due 2016.  S&P
assigned a '2' recovery rating to this debt, indicating S&P's
expectation for substantial (70% to 90%) recovery in the event of
a payment default.  At the same time, S&P assigned a 'B' senior
unsecured debt rating to IMS' proposed $1 billion senior unsecured
notes due 2018.  S&P assigned a '6' recovery rating on the debt,
indicating S&P's expectation for negligible (0% to 10%) recovery
in the event of a payment default.  The rating outlook is stable.

The ratings on IMS reflect the company's aggressive post-leveraged
buyout debt leverage; uncertain financial policy given the sponsor
ownership; and the difficult industry conditions for outsourced
pharmaceutical services, especially on the consulting side of the
business.  The company's well-established leadership position in
the pharmaceutical industry information market and solid free cash
flows that should enable the company to quickly reduce debt
partially offset these concerns.

A group of private equity sponsors, including TPG Capital L.P.,
CPP Investment Board, and Leonard Green & Partners, is purchasing
IMS for approximately $5.2 billion.  Following the close of the
transaction, which S&P expects to occur in the first quarter of
2010, IMS will be aggressively leveraged at 5.1x (adjusted);
however, given the relatively high visibility of IMS' revenues and
significant free cash flows, S&P believes the company can quickly
reduce debt.

IMS is the leading provider of pharmaceutical market intelligence.
The company's offerings are divided into two businesses: the core
information and analytics business (roughly 75% of revenues) and
the newer consulting business (25%).  The information and
analytics business primarily measures prescription drug data and
reports on a company's effectiveness in its commercialization
efforts and its market size and share.  The consulting business
offers services including maximizing commercial performance of
drugs, optimizing pricing strategies, and conducting analytics
along the entire pharmaceutical chain.  The company has a diverse
client base (no one customer accounts for greater than 7% of
revenues) and counts nearly every pharmaceutical company as a
customer.  There are local and country-level competitors, though
IMS holds a significant leading global market position because its
data collection network, with over 175,000 collection points in
over 100 countries, is a key competitive advantage and major
barrier to entry.  IMS' pharmaceutical clients consider many of
the company's market data and intelligence services as mission
critical, which lends to the relatively high visibility of IMS'
annual revenue stream.


INNOVATIVE DESIGNS: Louis Plung Raises Going Concern Doubt
----------------------------------------------------------
Louis Plung & Company, LLP, in Pittsburgh, Pa., expressed
substantial doubt about Innovative Designs, Inc.'s ability to
continue as a going concern after auditing the Company's balance
sheet as of October 31, 2009, and the related statements of
operations, stockholders' deficit, and cash flows for the years
ended October 31, 2009, and 2008.

The Company has experienced significant losses from operations.
In addition, the Company has an accumulated deficit of $5,600,832
at October 31, 2009.

The Company's ability to continue as a going concern is contingent
upon its ability to expand its operations and secure additional
financing.  The Company is currently pursuing financing for its
operations and seeking to expand its operations.  Failure to
secure such financing or expand its operations may result in the
Company not being able to continue as a going concern.

                       Fiscal 2009 Results

The Company reported net income of $22,000 on revenue of $837,224
for the year ended October 31, 2009, compared to net income of
$3,557,219 on revenue of $543,137 in fiscal 2008.  The Company
reported income from operations of $40,280 in fiscal 2009,
compared to a loss of $552,248 in fiscal 2008.

The Company attributed the increase in revenues to increased
demand for its Artic Amour line of products.  The Company also
brought on new sales and distributors organizations in 2009.

Selling, general and administrative expenses were $418,834 for the
fiscal year ended October 31, 2009, compared to $617,740 for the
comparable period in 2008.

                          Balance Sheet

At October 31, 2009, the Company's balance sheet showed $1,085,679
in total assets, $1,046,620 in total liabilities, and
stockholders' equity of $39,059.

                     About Innovative Designs

Headquartered in Pittsburgh, Pa., Innovative Designs, Inc. --
http://www.idigear.com/-- markets cold weather recreational and
industrial clothing products that are made from INSULTEX, a low
density foamed polyethylene, a material with buoyancy, scent
block, and thermal resistant properties.  The Company has a
license agreement directly with the owner of the INSULTEX
Technology.

During 2006, an involuntary Chapter 7 petition was filed against
the Company based upon a judgment award from an Italian
Arbitration Panel.  On October 31, 2007, the Company was dismissed
from the bankruptcy case.


INT'L LEASE FINANCE: S&P Downgrades Unsec. Debt Ratings to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services reports that in the media
release published Jan. 25, 2010, related to International Lease
Finance Corp., the estimated secured debt as a percentage of total
assets was misstated.  A corrected version follows.

S&P lowered its ratings on International Lease Finance Corp.,
including lowering the corporate credit rating to 'BBB-' from
'BBB+', and lowered the ratings on its unsecured debt to 'BB+'
from 'BBB+'.  The ratings remain on CreditWatch with negative
implications.

S&P base the downgrade of its corporate credit rating on Los
Angeles-based aircraft lessor ILFC on:

* S&P's credit assessment of ILFC as a business AIG will most
  likely continue to own and partially fund for the next several
  years, while holding for eventual sale;

* S&P's assessment of the likelihood of continued funding advances
  from AIG to ILFC; and

* ILFC's shift toward secured borrowing, which reduces financial
  flexibility and in S&P's view will likely require amendment of
  the company's bank credit facilities, thus placing them on a
  secured basis and raising borrowing costs.

"S&P bases its downgrade of ILFC's senior unsecured debt to 'BB+',
one notch lower than the corporate credit rating, on an increasing
proportion of secured debt," said Standard & Poor's credit analyst
Christopher DeNicolo.  "This places unsecured creditors in an
essentially subordinated position," he continued.  Following
ILFC's October 2009 granting of collateral to secure advances from
AIG, secured debt as a percentage of total assets, as S&P
calculates it, rose to an estimated 15%, and S&P believes it is
likely to rise above 20% this year.

The ratings remain on CreditWatch with negative implications.
Although S&P believes AIG is likely to remain committed to
supporting ILFC based on current conditions, S&P also believes
there is material execution risk in planned asset sales,
refinancings, and the potential amendment of credit facilities.
S&P could lower its ratings if S&P conclude there is less
certainty of AIG continuing to provide funding to ILFC to
supplement internal cash sources, or if adverse developments raise
concerns regarding its long-term business prospects or ILFC's
ability to execute on material liquidity initiatives.  S&P could
affirm the ratings if improved aviation market and credit market
conditions allow ILFC to secure substantial external funding and
eliminate its reliance on further advances from AIG, conditions
that would also be conducive to a sale of the company.


JACUZZI BRANDS: S&P Raises Corporate Credit Rating to 'B-'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Chino, California-based spa and bath manufacturer
Jacuzzi Brands Corp. to 'B-' from 'SD' (selective default).  The
outlook is stable.

At the same time, S&P raised the issue-level ratings on the
company's $170 million first-lien bank term loan and $15 million
synthetic letter-of-credit facility to 'CCC' (two notches below
the corporate credit rating) from 'CC'.  The recovery rating on
these loans remains at '6', indicating S&P's expectation for
negligible (0% to 10%) recovery in the event of a payment default.
S&P also withdrew the 'D' issue-level rating and the recovery
rating of '6' on the $150 million of second-lien debt, which was
exchanged for equity.

"The upgrade reflects Jacuzzi's improved capital structure
following the recapitalization that included a $140 million
reduction in outstanding debt," said Standard & Poor's credit
analyst Tom Nadramia.  In addition, S&P believes that, for the
ratings, the company has adequate liquidity from cash and
availability under bank credit lines to meet modest near-term
obligations.  While operating conditions remain challenging,
Standard & Poor's Ratings Services expects these trends to
moderate in 2010 which should stabilize Jacuzzi's operating
results.  Moreover, Jacuzzi has concluded significant cost
reduction and rationalization measures, effectively reducing the
operating break-even point for the firm.  As a result, S&P expects
Jacuzzi's credit measures to improve from current levels.  S&P
thinks interest coverage should strengthen over the next year to
more than 2x, while debt to EBITDA will likely remain weak for the
rating at just over 10x.

In S&P's view, the revised capital structure and improved
liquidity position, combined with a competitive cost structure and
expected break-even cash generation provide Jacuzzi with stability
in the current rating, even in light of continued weak end markets
in 2010.  Currently, S&P expects EBITDA to interest coverage to be
in the 2.00x to 2.25x range with debt to EBITDA levels remaining
above 10x for fiscal 2010.  S&P expects Jacuzzi should have
sufficient liquidity to meet all obligations until markets return
to more normal levels.  S&P considers a negative rating action
possible if EBITDA to interest coverage falls below 1.25x or if
liquidity becomes constrained, thereby creating further reliance
on the ABL facilities and reducing interest coverage.  Although
S&P does not expect to take a positive rating action in the near
term, S&P could do so if operating results exceeded expectations,
leading to EBITDA levels that would reduce leverage below 6x.


JAPAN AIRLINES: U.S. Court Grants Preliminary Injunction
--------------------------------------------------------
Judge James M. Peck of the U.S. Bankruptcy Court for the Southern
District of New York granted Japan Airlines Corporation, Japan
Airlines International Co., Ltd., and JAL Capital Co., Ltd.,
preliminary injunction to protect them from creditor actions or
lawsuits in the U.S. as they reorganize in their main bankruptcy
proceedings in Tokyo, Japan.

Prior to the U.S. Court's entry of the preliminary injunction
order, the Debtors amended their proposed preliminary injunction
order to incorporate the provisions agreed to by the Debtors to
resolve informal responses to the Application that the Debtors
received.

Beginning January 27, 2010 and continuing until the date of the
entry of the U.S. Court of a recognition motion:

  (a) the protections of Sections 361 and 362 of the Bankruptcy
      Code apply with respect to the Debtors and their property
      in the territorial jurisdiction of the United States;

  (b) the Foreign Representative is established as the Debtors'
      representative with full authority to administer their
      assets and affairs in the United States, including,
      without limitation, making payments on account of their
      prepetition and postpetition obligations;

  (c) the Foreign Representative is entrusted with the
      administration or realization of all or part of the
      Debtors' assets in the United States, including, without
      limitation, all of the Debtors' assets that may have been
      transferred to parties in the United States;

  (d) all persons and entities are enjoined from seizing,
      attaching or enforcing or executing liens or judgments
      against the Debtors' property in the United States or from
      transferring, encumbering or otherwise disposing of or
      interfering with the Debtors' assets or agreements in the
      United States without the express consent of the Foreign
      Representative;

  (e) all persons and entities are enjoined from commencing or
      continuing, including the issuance or employment of
      process of, any judicial, administrative or any other
      action or proceeding involving or against the Debtors or
      their assets or proceeds thereof that are located in the
      United States, or to recover a claim or enforce any
      judicial, quasi-judicial, regulatory, administrative or
      other judgment, assessment, order, lien or arbitration
      award against the Debtors or their assets or proceeds
      thereof that are located in the United States; and

  (f) the Foreign Representative has the right and power to
      examine witnesses, take evidence or deliver information
      concerning the Debtors' assets, affairs, rights,
      obligations or liabilities.

The Foreign Representative, in connection with his appointment as
the Debtors' trustee in the Japan Proceeding or as the "foreign
representative" in the Chapter 15 Cases; and the Debtors, are
granted the full protections and rights available pursuant to
Section 1519(a)(1)-(3) of the Bankruptcy Code.

Pursuant to Rule 65(b) of the Federal Rules of Civil Procedure,
made applicable to the Chapter 15 Cases pursuant to Rule 7065 of
the Federal Rules of Bankruptcy Procedure, no notice to any person
is required prior to entry and issuance of the Order.

The Court authorized the banks and financial institutions with
which the Debtors maintain bank accounts or on which checks are
drawn or electronic payment requests made in payment of
prepetition or postpetition obligations to continue to service and
administer the Debtors' bank accounts without interruption and in
the ordinary course and to receive, process, honor and pay any and
all checks, drafts, wires and automatic clearing house transfers
issued, whether before or after the Petition Date and drawn on the
Debtors' bank accounts by respective holders and makers thereof
and at the direction of the Foreign Representative or the Debtors,
as the case may be.

The Foreign Representative having confirmed that it has elected in
accordance with applicable Japanese insolvency law to assume,
accept, validate and perform the Debtors' obligations under the
Debtors' interline agreements and clearinghouse agreements and
billing and settlement agreements administered by the
International Air Transport Association (IATA), the IATA Clearing
House, Airlines Clearing House, Inc. and Universal Air Travel
Plan, Inc., the Debtors and the Foreign Representative, as the
case may be, are authorized to perform in accordance with the
Industry Agreements, including without limitation (a) to honor and
pay outstanding prepetition and postpetition claims arising in the
ordinary course of business under the Industry Agreements, and (b)
to process customary payments and transfers and to honor customary
transfer requests made by Debtors and other participants pursuant
to the Industry Agreements.

Notwithstanding anything to the contrary contained in the
Preliminary Injunction Order or in the Court's January 19, 2010
Order to Show Cause with Temporary Restraining Order, the
provisions of Sections 362 and 1520 of the Bankruptcy Code are
modified, nunc pro tunc to January 19, 2010, solely to the extent
necessary to permit performance of, and under, the Industry
Agreements by the Debtors and other parties to the agreements and
by financial institutions involved in implementing the agreements.

The Debtors are asking the U.S. Court to recognize their Japan
Proceeding as a "foreign main proceeding" as defined in Section
1502(4) of the Bankruptcy Code and Eiji Katayama, Esq., at Abe,
Ikubo & Katayama, as "foreign representative" as defined in
Section 101(24) of the Bankruptcy Code, unless otherwise extended
pursuant to Section 1519(b).

A full-text copy of the Preliminary Injunction Order is available
for free at http://bankrupt.com/misc/JAL_PreInjunctionOrd.pdf

Japan Airlines Corporation -- http://www.jal.co.jp/-- is a
Japan-based company mainly engaged in the provision of air
transport services.  The Company is active in five business
segments through its 203 subsidiaries and 83 associated companies.
JAL International Co. Ltd. is a wholly owned operating subsidiary
of Japan Airlines Corporation.

                        *     *     *

Japan Airlines Corporation, Japan Airlines International Co., Ltd.
and JAL Capital Co., Ltd., on January 19, 2010, filed petitions to
commenced corporate reorganization proceedings with the Tokyo
District Court.  The Court appointed the Enterprise Turnaround
Initiative Corporation of Japan and Eiji Katayama, Esq., as
reorganization trustees.

Japan Airlines Corp. filed a Chapter 15 petition in New York
(Bankr. S.D.N.Y. Case No. 10-10198).  The Company said debt is
$28 billion.

Bankruptcy Creditors' Service, Inc., publishes Japan Airlines
Bankruptcy News.  The newsletter tracks the Chapter 15 proceedings
and the bankruptcy proceedings in Tokyo undertaken by Japan
Airlines Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


JONES STEPHENS: Files Schedules of Assets and Liabilities
---------------------------------------------------------
Jones Stephens Corp. filed with the U.S. Bankruptcy Court for the
District of Delaware its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $43,116,875
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $61,658,446
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $29,990,078
                                 -----------      -----------
        TOTAL                    $43,116,875      $91,648,524

Headquartered in Moody, Alabama, Jones Stephens Corp. --
http://www.plumbest.com/-- is a designer, manufacturer, and
distributor of specialty plumbing products, primarily serving
plumbing wholesalers, do-it-yourself retailers and hardware
stores. Jones Stephens offers its products under the Jones
Stephens(TM) and PlumBest(R) brand names. Products are used in
repair, remodel and new construction applications within both the
residential and commercial markets.

Jones Stephens Corp., together with affiliate Plumbing Holdings
Corp., filed for Chapter 11 on Dec. 15, 2009 (Bankr. D. Del. Case
No. 09-14414).  Howard A. Cohen, Esq., at Drinker Biddle & Reath
LLP, represents the Debtor in its restructuring effort.  The
petition says it has assets of $84 million and debt of
$101 million.

The company hired AlixPartners LLP as its financial adviser and
Drinker Biddle & Reath LLP as its bankruptcy counsel.


JOSEPH MICHAEL KASER: Case Summary & 16 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Joseph Michael Kaser
        130 Valley View Dr
        Sedona, AZ 86336

Bankruptcy Case No.: 10-02447

Chapter 11 Petition Date: January 29, 2010

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

Debtor's Counsel: Michael Reddig, Esq.
                  Reddig Law Office
                  Po Box 22143
                  Flagstaff, AZ 86002
                  Tel: (928) 774-9544
                  Fax: (928) 774-2043
                  Email: reddiglaw@gmail.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 $1,232,650,
and total debts of $1,919,821.

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

             http://bankrupt.com/misc/azb10-02447.pdf

The petition was signed by Mr. Kaser.


KRISHAN CORPORATION: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Krishan Corporation
          dba Day's Inn San Jose
        2460 Fontaine Road
        San Jose, CA 95121

Bankruptcy Case No.: 10-50824

Chapter 11 Petition Date: January 28, 2010

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

Judge: Henry J. Boroff

Debtor's Counsel: Steven J. Sibley, Esq.
                  Law Offices of DiNapoli and Sibley
                  10 Almaden Blvd. #1250
                  San Jose, CA 95113-2233
                  Tel: (408) 999-0900
                  Email: sjs@dslaw.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 Pankaj K. (Pete) Patel, president of
the general partner of the Company.


L & G ROSEMEAD: Case Summary & 3 Largest Unsec. Creditors
---------------------------------------------------------
Debtor: L & G Rosemead Garden, LLC
        9906 Lower Asuza Road
        El Monte, CA 91731

Bankruptcy Case No.: 10-13084

Debtor-affiliates filing separate Chapter 11 petition June 15,
2009:

        Entity                                     Case No.
        ------                                     --------
330 Naomi LLC                                      09-24911

Debtor-affiliates filing separate Chapter 11 petition June 19,
2009:

        Entity                                     Case No.
        ------                                     --------
Prelude Investment LLC                             09-25621

Debtor-affiliates filing separate Chapter 11 petition
September 10, 2009:
        Entity                                     Case No.
        ------                                     --------
L&G Garvey Investment LLC                          09-34380

Chapter 11 Petition Date: January 28, 2010

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

Judge: Vincent P. Zurzolo

Debtor's Counsel: Robert G. Berke, Esq.
                  Berke Law Offices
                  7236 Owensmouth Ave, Ste D
                  Canoga Park, CA 91303
                  Tel: (818) 804-5729
                  Fax: (818) 881-9008
                  Email: info@berkelawoffices.com

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

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

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

           http://bankrupt.com/misc/cacb10-13084.pdf

The petition was signed by Jing Gong, managing member of the
Company.


LAS VEGAS SANDS: Bank Debt Trades at 12% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Las Vegas Sands
Corp. is a borrower traded in the secondary market at 87.98 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.57
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 1, 2014, and carries
Moody's B3 rating and Standard & Poor's B- rating.

Meanwhile, participations in a syndicated loan under which
Venetian Macau US Finance Co., LLC, is a borrower traded in the
secondary market at 95.38 cents-on-the-dollar during the week
ended Friday, Jan. 29, 2010, according to data compiled by Loan
Pricing Corp. and reported in The Wall Street Journal.  This
represents a drop of 1.35 percentage points from the previous
week, The Journal relates.  The Company pays 550 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on May 25, 2011, and carries Moody's B3 rating and Standard &
Poor's B- rating.

The loans are two of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Friday among the 172 loans with five or more bids.

Venetian Macau US Finance Co., LLC (also known as VML US Finance
LLC), and Venetian Macau Limited are wholly owned subsidiaries of
Las Vegas Sands.  Venetian Macau Limited owns the Sands Macau in
the People's Republic of China Special Administrative Region of
Macau and is also developing additional casino hotel resort
properties in Macau.

Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) --
http://www.lasvegassands.com/-- owns and operates The Venetian
Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo
and convention center.  The company also owns and operates the
Sands Macao, the first Las Vegas-style casino in Macao, China.

As reported by the TCR on Aug. 4, 2009, Moody's placed Las Vegas
Sands Corp.'s ratings, including its 'B3' Corporate Family Rating,
on review for possible downgrade.  Moody's cited weak operating
results and heightened concern regarding the Company's ability to
maintain compliance with financial covenants, among other things.

The Company also carries 'B-' issuer credit ratings from Standard
& Poor's.


LAUREATE EDUCATION: Bank Debt Trades at 8% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Laureate
Education, Inc., is a borrower traded in the secondary market at
92.19 cents-on-the-dollar during the week ended Friday, Jan. 29,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.63 percentage points from the previous week, The Journal
relates.  The loan matures on Aug. 17, 2014.  The Company pays 325
basis points above LIBOR to borrow under the facility.  The bank
debt carries Moody's B1 rating and Standard & Poor's B rating.
The debt is one of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Friday among the 172 loans with five or more bids.

Laureate Education, Inc., is based in Baltimore, Maryland, and
operates a leading international network of accredited campus-
based and online universities with 26 institutions in 15
countries, offering academic programs to about 311,000 students
through 74 campuses and online delivery.  Laureate offers a broad
range of career-oriented undergraduate and graduate programs
through campus-based universities located in Latin America,
Europe, and Asia.  Through online universities, Laureate offers
the growing population of non-traditional, working-adult students
the convenience and flexibility of distance learning to pursue
undergraduate, master's and doctorate degree programs in major
career fields including engineering, education, business, and
healthcare.  Laureate had revenues of approximately $1.4 billion
in fiscal 2007.


LEAP WIRELESS: To Release Q4 and Full-Year 2009 Report on Feb. 25
-----------------------------------------------------------------
Leap Wireless International, Inc., plans to release financial and
subscriber results for the fourth quarter and fiscal year ended
December 31, 2009, after market close on Thursday, February 25,
2009.  Following the release, Leap management will host a
conference call with live webcast to discuss these results.  Other
forward-looking and material information may also be discussed
during the call.

Conference call details:

    * Date: Thursday, February 25, 2010
    * Time: 5:00 p.m. EST/2:00 p.m. PST
    * Domestic dial in number: 1-800-920-2905
    * International dial in number: 1-212-231-2900
    * There is no participant passcode required for this event.

If listening via telephone, the accompanying presentation slides
may be accessed by visiting http://investor.leapwireless.com

Listeners should navigate to the webcast and choose the 'Live
Phone' option to view the slides in conjunction with the live
conference call.

Individuals dialing into the live call are encouraged to call in
10 minutes prior to the start time to register and be placed into
the call.

To listen live via webcast and view accompanying presentation
slides, visit http://investor.leapwireless.com

Please choose the 'webcast' option to view the slides in
conjunction with the webcast.

An online replay and downloadable MP3 of the event will be
available on the Company's Web site shortly after the live call
and will be accessible for a limited period of time.  A telephonic
replay will be available approximately two hours after the call's
completion and can be accessed by dialing 1-800-633-8284
(domestic) or 1-402-977-9140 (international) and entering
reservation number 21456876.

                            About Leap

Headquartered in San Diego, California, Leap Wireless
International, Inc. (NASDAQ: LEAP) -- http://www.leapwireless.com/
-- and its joint ventures provide wireless services in 34 states
and the District of Columbia and hold licenses in 35 of the top 50
U.S. markets.  Through its affordable, flat-rate service plans,
Cricket offers customers a choice of unlimited voice, text, high-
speed data and mobile Web services.

As of September 30, 2009, Leap had $5.36 billion in total assets,
including $222.9 million in cash and cash equivalents, against
total liabilities of $3.55 billion and redeemable noncontrolling
interests of $75.7 million, resulting in $1.74 billion in
stockholders' equity.

                           *     *     *

According to the Troubled Company Reporter on April 29, 2009,
Standard & Poor's Ratings Services revised its outlook on Leap
Wireless International Inc. to positive from stable.  At the same
time, S&P affirmed its ratings on the San Diego-based wireless
carrier, including the 'B-' long-term corporate credit rating and
'B+' secured bank loan rating on subsidiary Cricket Communications
Inc.


LEVEL 3: Bank Debt Trades at 9% Off in Secondary Market
-------------------------------------------------------
Participations in a syndicated loan under which Level 3
Communications, Inc., is a borrower traded in the secondary market
at 90.59 cents-on-the-dollar during the week ended Friday,
Jan. 29, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents a drop
of 1.27 percentage points from the previous week, The Journal
relates.  The loan matures March 1, 2014.  The Company pays 225
basis points above LIBOR to borrow under the facility.  The bank
debt carries Moody's B1 rating and Standard & Poor's B+ rating.
The debt is one of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Friday among the 172 loans with five or more bids.

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LG MOTORS: Chapter 11 to 7 Conversion Entirely Appropriate
----------------------------------------------------------
WestLaw reports that the mere fact that a creditor's allegedly
inappropriate action in taking possession of certificates of title
of vehicles later sold by the debtor's principal may have
prevented the principal from delivering title to buyers in a
timely fashion and contributed to the loss of his license to sell
motor vehicles was not an "unusual circumstance," such as might
weigh against dismissal or conversion of a Chapter 11 case filed
by the debtor, a company whose only business was providing
financing for those whose purchased motor vehicles from its now-
licenseless principal.  The mere fact that circumstances beyond
the debtor's or its principal's control may have contributed to a
loss of the license in no way affected whether it was in the best
interests of creditors and the estate to dismiss or convert the
case based on a substantial or continuing loss or diminution of
estate assets and the absence of any reasonable likelihood of
rehabilitation.  In re LG Motors, Inc., --- B.R. ----, 2009 WL
4110125 (Bankr. N.D. Ill.) (Barbosa, J.).

The Honorable Manuel Barbosa granted motions by Manheim Automotive
Financial Services, Inc., one of LG Motors' creditors, and the
United States Trustee to convert the debtor's Chapter 11 case to a
Chapter 7 liquidation, based, inter alia, on continuing loss or
diminution of estate assets and the absence of any reasonable
likelihood of rehabilitation.

LG Motors, Inc., filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 09-70041) on January 8, 2009, and a copy of that petition
is available at http://bankrupt.com/misc/ilnb09-70041.pdfat no
charge.  LG Motors' principal, Lawrence Goldstein, also filed a
chapter 11 petition (Bankr. N.D. Ill. Case No. 09-70040) on
January 8, 2009.  A copy of Mr. Goldstein's petition is available
at http://bankrupt.com/misc/ilnb09-70040.pdfat no charge.  Mr.
Goldstein's Chapter 11 case was converted to a Chapter 7
liquidation proceeding on Sept. 30, 2009.


LIBBEY INC: S&P Affirms Corporate Credit Rating at 'B'
------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
corporate credit rating on Toledo, Ohio-based Libbey Inc.  The
outlook is stable.

Standard & Poor's also assigned its 'B' issue rating to the
proposed $400 million senior secured notes due 2015 for Libbey
Glass Inc., a wholly owned subsidiary of Libbey Inc. S&P assigned
a recovery rating of '3', indicating its expectation of meaningful
(50% to 70%) recovery in the event of a payment default.  The
ratings are based on preliminary terms and are subject to review
upon final documentation.

Libbey had about $447 million of debt outstanding as of Sept. 30,
2009, pro forma for the company's Oct. 2009 debt exchange.

"The rating affirmation reflects S&P's expectation for continued
improvement in operating performance and adequate liquidity, while
debt increases modestly following the proposed transaction," said
Standard & Poor's credit analyst Rick Joy.  S&P estimate pro forma
lease- and pension-adjusted total debt to EBITDA of approximately
5.8x, compared with about 5.6x before the transaction, for the 12
months ended Dec. 31, 2009.  Proceeds from the proposed
$400 million senior secured notes will be used to repay the
company's existing $306 million senior secured floating rate
notes, $80.4 million of 16% PIK notes, and transaction-related
fees and expenses.

The ratings on Libbey Inc. reflect the company's narrow business
focus, capital-intensive operations, vulnerability to volatility
in natural gas prices, sizable unfunded pension and postretirement
medical benefit obligations, and leveraged financial profile.
(Libbey Glass Inc., the company's wholly owned subsidiary, issued
the company's senior secured notes.  For analytical purposes, S&P
view Libbey and Libbey Glass Inc. as one economic entity.) S&P
believes Libbey benefits from a leading market share as a
glassware provider in the U.S. foodservice industry and from
holding the leading market position in glass tableware in Mexico
through its subsidiary Crisa Libbey Commercial S. de R.L. de C.V.
(not rated).

Libbey primarily manufactures glass tableware products.  Although
the company also distributes and sources ceramic dinnerware,
metalware, and plasticware, S&P view Libbey as narrowly focused.
S&P estimate more than 70% of the company's sales and EBITDA are
from glassware products.  S&P assign a high degree of business
risk to the glassware industry, because it is highly competitive,
capital-intensive, and vulnerable to economic cycles and
volatility in the price of natural gas, which is used in the
manufacturing process.  Despite a more recent decline in demand
arising from a weak economy, S&P believes long-term growth
prospects remain favorable for the U.S. foodservice industry,
where Libbey maintains the lead position for glassware sales, and
the company's significant installed base is a competitive
advantage.  S&P believes this provides some protection against the
threat of imports, because replacement purchases drive a
significant portion of glassware sales to the foodservice channel
and switching costs are high.  S&P estimate that historically,
close to half of the company's sales and EBITDA are from the U.S.
foodservice channel.  Historically, this has provided some
stability to sales and cash flow.  However, the foodservice
channel had a significant slowdown at the end of 2008 and the
early part of 2009 due to the economic downturn.  Although this
has resulted in a weaker operating performance at Libbey over the
past year, the company has seen improving trends in recent months.

The stable outlook indicates that S&P expects Libbey will maintain
its strong market positions, continue to improve its operating
performance, and generate positive free cash flow.  As a result,
S&P believes that the company's credit measures will continue to
strengthen and that Libbey will achieve significant deleveraging
as its EBITDA base recovers.  S&P expects Libbey will be able to
reduce leverage materially below 5.5x by fiscal year end 2010,
which S&P believes the company could achieve even if its sales
decline by low single digits in 2010.  S&P could consider raising
the rating if the company continues to strengthen operating
performance, improves its EBITDA margins, and is able to
materially reduce and sustain leverage below 5.5x.  If the company
experiences operating difficulties and credit measures
deteriorate, such that leverage increases beyond 7x, and/or if the
company's liquidity is materially pressured, S&P could lower the
ratings.  S&P estimates that EBITDA would need to fall by nearly
20% for leverage to rise to 7x over the next year.


LINK DEVELOPMENT: Case Summary & 24 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Link Development, LLC
        2 Prince Street
        Second Floor Unit
        Boston, MA 02113

Bankruptcy Case No.: 10-10786

Type of Business:

Chapter 11 Petition Date: January 28, 2010

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Henry J. Boroff

Debtor's Counsel: Scott R. Stevenson, Esq.
                  Stevenson & Lynch, P.C.
                  62 Derby St., Suites 4-5
                  Hingham, MA 02043
                  Tel: (781) 741-5000
                  Email: SStevenson@StevensonLynch.com

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

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

The petition was signed by Jeffrey B. Karll, the company's
manager.

Debtor's List of 24 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Jeffrey B. Karll           Manager of Debtor      $440,000
2A Prince Street
Second Floor Unit
Boston Massachusetts,
02113

Quick Funding, LLC         Breach of Contract     $400,000
2 Prince Street            to Pay Assign.
Second Floor Unit
Boston Massachusetts,
02113

Dargie, Inc.               Expenses of Debtor     $42,000
                           Paid

Daria B. Karll             Office Rent            $30,600
SouthPointe Conduminiums

George O. Gregson, Esq.    Legal Services Render  $26,502
                           and Costs

George Rotham              Guaranty of Loan to    $25,000
                           Others

Catuogaro Court Reporting  Court Reporting        $25,000

Gralia Group               Breach of Contract to  $20,000
c/o Elm Development        Sell Land
Services

Hayes Engineering          Engineering Services   $6,693
                           and Costs

Francis Fraine             Money Lent             $2,799

The Mediation Group        Mediation Services     $2,200
                           and Expenses

Caroline Ligotti           Advertising            $1,500

United States Trustee's    Quarterly Fees from    $651
Office                     Prior Case

Essam Al Tamimi            Manager of Debtor      $0

BD Lending Trust           Mortgage Lien          Value: $0
                                                  Net Unsecured:
                                                  $7,500,000
                                                  Prior Liens
                                                  Exist:
                                                  $0

Pitt Pipeline              Mechanics Lien         Value: $10,706
                                                  Net Unsecured:
                                                  $7,500,000
                                                  Prior Liens
                                                  Exist:
                                                  $0

Saugus Realty Rescue &     Payment of Debtor's    $0
Development, LLC           Debt to RFF

Russell & Associates,      Attorney's Lien        Value: $0
LLP                                               Net Unsecured:
                                                  $7,500,000
                                                  Prior Liens
                                                  Exist:
                                                  $0

Desert Pine LLC            Mortgage Lien          Value: $0
[Desert Palm]                                     Net Unsecured:
                                                  $7,500,000
                                                  Prior Liens
                                                  Exist:
                                                  $0

RFF Family Partnership,    Mortgage Lien          Value: $0
LP                                                Net Unsecured:
c/o Robert Freedman                               $7,500,000
                                                  Prior Liens
                                                  Exist:
                                                  $0

William J. Cintolo, Esq.   Legal Services Render  $0
c/o Cosgrove Eisenberg &   and Costs
Kiley

Frank D. Kirby, Esq.       Legal Services         $0
Frank D. Kirby &           Render and Costs
Associates

Town of Saugus             Real Estate Taxes      $0
Collector of Taxes

Russell & Assoc.-Assignee  Asgn. of Desert        Value: $0
c/o Russell & Associates,  Pine-Palm Mort         Net Unsecured:
LLC                                               $7,500,000
                                                  Prior Liens
                                                  Exist:
                                                  $0


LOVESAC CORP: Ski Resort Property Dispute Headed for Trial
----------------------------------------------------------
WestLaw reports that genuine issues of material fact existed, of a
kind precluding the entry of summary judgment for the estate
representative in its cause of action to avoid, as a
constructively fraudulent transfer, the debtor's reconveyance of
certain real property to the entity from which it had previously
received "legal title" for purpose of obtaining a loan.  Questions
existed as to whether the prior deed, under which the entity
transferred only "legal title" to the debtor while expressly
reserving "beneficial title" in itself, created an express trust
relationship between the parties, as to value of the very limited
interest which the debtor possessed under this prior deed,
especially given its obligation, pursuant to the deed's terms, to
reconvey the property to the entity less than one year later, and
as to whether the debtor's reconveyance should be viewed in
isolation or as part of a larger transaction that enabled it to
obtain business financing.  In re The Lovesac Corp., --- B.R. ----
, 2010 WL 165871 (Bankr. D. Del.) (Sontchi, J.).

As reported in the Troubled Company Reporter on Aug. 16, 2006,
LoveSac Corporation and its debtor-affiliates emerged from
chapter 11 under the terms of a Joint Plan of Liquidation
providing for a sale of the company's assets to a third-party and
establishment of a liquidating trust for the benefit of the
Debtors' creditors.

The Liquidating Trust of the Lovesac Corporation sued (Bankr. D.
Del. Adv. Pro. No. 08-50250) Craig Cox, Powder Mountain Group
Holdings, LLC, and Nielson Livestock, LLC, to avoid, on a
constructive fraudulent transfer theory, the Debtors' reconveyance
of approximately 100 acres of the Powder Mountain Ski Resort,
Cache County, Utah, to an entity from which it had previously
received "legal title" for the purpose of obtaining a prepetition
loan.  Judge Sontchi said he couldn't resolve the dispute on a
motion for summary judgment.

Headquartered in Salt Lake City, Utah, The LoveSac Corporation --
http://www.lovesac.com/-- operated and franchised retail stores
selling beanbags furniture.  The LoveSac Corp. and three
affiliates sought chapter 11 protection (Bankr. D. Del. Case No.
06-10080) on Jan. 30, 2006.  Anthony M. Saccullo, Esq.,
and Charlene D. Davis, Esq., at The Bayard Firm and P. Casey
Coston, Esq., at Squire, Sanders & Dempsey LLP represented the
Debtors in their restructuring efforts.  Michael W. Yurkewicz,
Esq., at Klehr Harrison Harvey Branzburg & Ellers represented the
Official Committee of Unsecured Creditors.  When the Debtors filed
for protection from their creditors, they estimated assets and
debts between $10 million to $50 million.

Richard M. Beck, Esq., at Klehr Harrison, Harvey Branzburg LLP in
Wilmington, Del., represents The Liquidating Trust of the Lovesac
Corporation.


LYONDELL CHEMICAL: Committee, et al. Balk at Disclosure Statement
-----------------------------------------------------------------
In separate filings, more than parties complain that the
Disclosure Statement explaining Lyondell Chemical's Second Amended
Joint Plan of Reorganization contains inadequate information
concerning crucial aspects of the Amended Plan pursuant to Section
1125 of the Bankruptcy Code:

-- the Official Committee of Unsecured Creditors,

-- Ad Hoc Committee of Bridge Loan Claimants,

-- ConocoPhillips Company,

-- Wilmington Trust Company,

-- Law Debenture Trust Company of New York,

-- insurance companies,

-- United Steel, Paper and Forestry, Rubber, Manufacturing,
   Energy, Allied Industrial and Service Workers International
   Union,

-- H&S Constructors, Inc.,

-- GIM Channelview Cogeneration, LLC and GIM Retail Energy, LLC,
   and

-- Personal Injury Claimants.

Absent the changes, the Objecting Parties ask the Court to deny
approval of the Disclosure Statement.

(a) Creditors' Committee

The Creditors' Committee asserts that the Debtors' request for
approval of the Disclosure Statement is premature because the
Amended Plan and the Disclosure Statement are predicated on the
Court's approval of a Lender Litigation Settlement entered between
the Debtors and the Ad Hoc Group of Senior Secured Lenders.

The Committee's counsel, Steven D. Pohl, Esq., at Brown Rudnick
LLP, in Boston, Massachusetts, argues that the Disclosure
Statement fails to explain how unsecured creditors will be
involved in oversight of the litigation trust or the method of
selecting the litigation trustee under the Amended Plan.  These
provisions, he says, deprive the Committee and general unsecured
creditors of their right to influence the action the Committee
commenced against the Debtors' prepetition secured lenders and
officers from and after the confirmation date of the Amended Plan.
More importantly, Mr. Pohl asserts that the Debtors should
disclose the status of interest that Reliance Industries, Ltd.,
and the terms of Reliance's latest offer so that creditors can
understand the basis for the Debtors' current position not to
proceed with a Reliance plan.  Reliance is willing to support a
plan that has a reserve for the Committee Action, which would
address the Debtors' major stumbling block in confirming a plan
that is not supported by their lenders, he points out.

Among others, the Committee seeks explanation of the treatment of
holders of Allowed General Unsecured Claims against the Debtors
that are obligors under the a Bridge Loan Agreement and an
August 10, 2005 indenture for 8.375% senior notes due 2015 in the
principal amounts of $615 million and EUR500 million, which
treatment seems to suggest substantive consolidation.  The
Committee also wants the Debtors to state in the Disclosure
Statement the amount of payments made to creditors within the
applicable preference period under Section 547 of the Bankruptcy
Code.  Based on the Debtors' Statement of Financial Affairs, about
$7.5 billion of payments were made by the Debtors during the 90-
day period ending on the Petition Date, Mr. Pohl notes.

Should the Court approve the Disclosure Statement, the Committee
seeks the Court's permission to provide a letter enclosure to the
Disclosure Statement reflecting the Committee's views, including
the right to make a recommendation to vote against acceptance of
the Plan.

(b) Ad Hoc Committee

An ad hoc committee of claimants under a December 20, 2007 Bridge
Loan Agreement composed of FCCD Ltd., FCCO Ltd., and Cerberus
Series Four Holdings LLC complains that it is unable to derive
from the Disclosure Statement information adequate to determine
the value of the Debtors, and the precipitous collapse in the
Debtors' value over the course of 2009.  Had the Debtors
maintained the valued found by the Court in February 2009, the
Senior Secured Lenders would be compensated in full, and the
lenders under the Bridge Loan Agreement would receive significant
distributions, Ross S. Barr, Esq., at Jones Day, in San Francisco,
California, counsel to the Ad Hoc Committee, contends.  As
fiduciaries to their various clients, the Bridge Loan Claimants
seek to understand the valuation described in the Disclosure
Statement and its implications for their recovery, he insists.

The Bridge Loan Claimants hold claims against certain non-Debtors
and Debtors, amounting to $8.3 billion.

(c) ConocoPhillips

ConocoPhillips cites these critical failures to the Disclosure
Statement that leave creditors without sufficient information to
evaluate the Amended Plan:

  (a) lack of sufficient information regarding the Committee
      Action and the Litigation Trust, including details as a
      complete list and description of the claims asserted in
      the litigation, the likelihood of recovery, and the
      management of the Litigation Trust;

  (b) lack of information or explanation regarding potential
      dilution of unsecured creditor claims against the Obligor
      Debtors by inclusion -- within the unsecured creditor
      class -- of claims based on the 2015 Notes and claims
      against certain Debtors that are not Obligor Debtors;

  (c) no disclosure of details of the offer received from
      Reliance Industries for a controlling interest in the
      Debtors, including price, terms, or potential impact on
      creditor recoveries;

  (d) no information regarding the disposition of the Debtors'
      estates' Chapter 5 causes of action, and the preferential
      or fraudulent transfer actions in connection with Debtor
      LyondellBasell Industries AF S.C.A. and Access Industries-
      related entities;

  (e) no disclosure of whether the Debtors' estates will have
      the cash on hand to pay what is likely to be large number
      of Section 503(b)(9) of the Bankruptcy Code claims; and

  (f) no disclosure or discussion of the basis for the Amended
      Plan's de facto substantive consolidation.

(d) Wilmington Trust

Wilmington Trust, as indenture trustee for holders of the 2015
Noteholders, insists that the Disclosure Statement failed to fully
and accurately describe these matters:

  (a) the dispute between Wilmington Trust and the 2015
      Noteholders, and the Debtors and the holders of debt
      imposed on the Debtors in connection with a December 20,
      2007 leveraged acquisition of Lyondell Chemical Company,
      concerning:

      -- the validity and enforceability against Wilmington
         Trust and the 2015 Noteholders under a Intercreditor
         Agreement dated December 20, 2007, that purports to
         subordinate the 2015 Notes to the LBO Debt; and

      -- that the LBO Debt was imposed in violation of the 2015
         Indenture and the related intercreditor agreement dated
         August 1, 2005;

  (b) the December 2007 Intercreditor Agreement and its effect
      on the treatment of the claims of the 2015 Noteholders;

  (c) the issues regarding the validity under applicable
      domestic and foreign law of the methodology to be employed
      to obtain the proposed release of European Non-Debtor
      guarantees of the 2015 Notes and the permanent injunction
      that seeks to enjoin all 2015 Noteholders, wherever they
      are located, from enforcing their claims against the non-
      Debtors; and

  (d) the effect of applicable European laws on the
      enforceability of the LBO Debt incurred by the European
      non-Debtor affiliates of the Debtors, including the
      avoidability of the LBO Debt under these laws, and the
      resulting recoveries that would accrue to the 2015
      Noteholders under the guarantees provided by Non-
      Debtors in favor of the 2015 Noteholders.

Wilmington Trust's counsel, John Ashmead, Esq., at Seward & Kissel
LLP, in New York, argues that $615 million in principal amount and
EUR500 million are outstanding under the 2015 Notes.  As the 2015
Notes represent about 50% of the Debtors' unsecured debt, the
Debtors must provide full and accurate disclosure to the 2015
Noteholders, he asserts.

(e) Law Debenture

Law Debenture disagrees with the allowance of the 2015 Note Claims
and sharing in any distributions made from the Litigation Trust.
Even if allowed in full, the 2015 Notes Claims should not be
entitled to any recovery from the Litigation Trust, Law
Debenture's counsel, Lewis S. Rosenbloom, Esq., at Dewey & Leboeuf
LLP, in Chicago, Illinois, argues.

Mr. Rosenbloom contends that treatment of the 2015 Notes Claims
under the Amended Plan may violate the good faith and best
interests of creditors' tests under Section 1129 of the Bankruptcy
Code.  Pursuant to subordination/turnover and enforcement
provisions in the Intercreditor Agreement, the 2015 Notes Claims
should be precluded from any recovery under the Amended Plan.  Per
the Debtors' "mapping analysis," holders of the 2015 Notes Claims
should be precluded from recovery until payment of claims at the
subsidiary Debtors, he argues.  The Disclosure Statement omits
debt limitation provisions incorporated in a November 27, 1996
Millennium Indenture, the Bridge Loan Agreement and the Senior
Secured Credit Agreement, which may impact recoveries to holders
of Claims against Debtors Millennium Specialty Chemicals, Inc.;
Millennium Petrochemicals, Inc.; Millennium America, Inc. and
Millennium Chemicals, Inc., he stresses.

Law Debenture is indenture trustee to holders of certain notes
aggregating more than $241 million, issued by Millennium America
and guaranteed by Millennium Chemicals.

(f) Insurance Companies

In separate filings, Fireman's Fund Insurance Company and about 24
insurance companies, Westchester Fire Insurance Company and Mt.
McKinley Insurance Company formerly known as Gibraltar Casualty
Company and Everest Reinsurance Company formerly known as
Prudential Reinsurance Company complain that the Disclosure
Statement fails to provide basic and meaningful information about
the mechanics -- and the associated risks to the extent that
payment of claims under the Amended Plan depends on the
availability of insurance proceeds.

The Disclosure Statement purports that the Debtors and Reorganized
Debtors will have the exclusive authority to object to, and
ultimately resolve, Claims under the Amended Plan in violation of
the Insurers' contractual rights under the relevant insurance
policies issued to the Debtors, Michael Smith, Esq., at Frantz
Ward, LLP, in Cleveland, Ohio, counsel to Fireman's Fund, points
out.  He further contends that the Disclosure Statement fails to
state how the Debtors and the Reorganized Debtors intend to
provide the Insurers with adequate assurance of future performance
with respect to any Insurance Agreements that are being assumed
under Section 365 of the Bankruptcy Code.

A list of the 24 Insurers who object to the Disclosure Statement
is available for free at:

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

Westchester Fire insists that the $250 million bonds issued and
the Debtors' related obligations under the Resource Conservation
and Recovery Act, Comprehensive Environmental Response
Compensation and Liability Act and other applicable state law must
be addressed in the Disclosure Statement.

In another filing, Mt. McKinley Insurance and Everest Reinsurance
Company formerly known as Prudential Reinsurance Company clarify
that all insurance policies that might have provided coverage for
lead poisoning liabilities incurred in the Debtors' numerous sites
in the United States have been rescinded by a settlement agreement
entered among the Debtors, Mt. McKinley and Everest Reinsurance in
November 1998.

Mutual Marine Office, Inc. joins in the objection of Mt. McKinley
and Everest Reinsurance to the Disclosure Statement.

(g) USW

USW alleges that the Debtors inaccurately describe the status of
the collective bargaining agreement it entered with Houston
Refining and mischaracterize a decision by the National Labor
Relations Board with respect to that relationship.  The USW thus
asks that a language stating that its disagreement with Houston
Refining's representations with respect to the status of the
collective bargaining agreement and the meaning of the NLRB's
determinations be inserted in the Disclosure Statement.  The USW
further asks that the Debtors list the adversary proceeding it
commenced against Houston Refining in the Disclosure Statement.

(h) H&S Constructors

H&S Constructors argues that it falls under Class 6 of the Amended
Plan.  In this light, the Disclosure Statement should make it
explicit who the Debtors believe is in Class 6 by listing these
creditors in an exhibit to the Disclosure Statement by name, and
summarizing what property they have a lien on, H&S Constructors
asserts.  H&S Constructors further complains that the Disclosure
Statement does not tell creditors in Class 6 how and when they
will paid and what interest rate, if any, is proposed to be paid
on their claims.

(i) GIM Entities

The GIM Entities insist that the Disclosure Statement should
provide information on the (i) the terms of any financing the
Debtors will need to confirm the Amended Plan and exit bankruptcy,
and (ii) the executory contracts and leases that the Debtors will
assume under the Amended Plan.  The information requested is
important to the GIM Entities because certain of Debtor Equistar
Chemicals, L.P.'s integrated contracts and leases with the GIM
Entities restrict Equistar's ability to grant liens on a parcel of
land leased by Equistar from the GIM Entities' predecessor, Robert
J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in
Wilmington, Delaware, argues.  He explains that these covenants
are designed to protect the GIM Entities' half a billion dollar
investment in a cogeneration facility in Channelview, Texas, he
points out.

(j) PI Claimants

In separate filings, individual tort victims from a crane collapse
in July 2008, in Debtor's Houston Refining, LP's property, and
Aaron and Tisha Palms contend that the Disclosure Statement fails
to provide adequate information regarding the Debtors' insurance
policies that provide coverage for their injuries.  The Crane
Accident Victims initiated an action against Houston Refining and
other parties in the 60th Judicial District Court of Jefferson
County, Texas.  The Palms commenced an action against Houston
Refining in the 164th Judicial District Court of Harris County,
Texas.

The PI Claimants assert that no information is given regarding the
Amended Plan's effect on their Actions.  The PI Claimants disclose
that they each attempted to obtain clarification from the Debtors
as to the proposed status and disposition of the relevant
insurance policies, but have not received any response.

A list of the Crane Accident Victims is available for free
at http://bankrupt.com/misc/Lyondell_CraneAccidentVictims.pdf

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels.  Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.

Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company.  LyondellBasell became saddled with
debt as part of the US$12.7 billion merger.  On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts.  The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023).  Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11.  In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.

The Hon. Robert E. Gerber presides over the case.  Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel.  Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors.  AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities.  Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.

Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations.  The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.

Luxembourg-based LyondellBasell Industries AF S.C.A. and another
affiliate were voluntarily added to Lyondell Chemical's
reorganization filing under Chapter 11 on April 24, 2009, in order
to seek protection against claims by certain financial and U.S.
trade creditors.  On May 8, 2009, LyondellBasell Industries added
13 non-operating entities to Lyondell Chemical Company's
reorganization filing under Chapter 11 of the U.S. Bankruptcy
Code.  All of the entities are U.S. companies and were added to
the original Chapter 11 filing for administrative purposes.  The
filings will have no impact on current business or operations as
none of the entities manufactures or sells products.

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


LYONDELL CHEMICAL: Court Declines to Expand Examiner Role
---------------------------------------------------------
Judge Robert Gerber at the U.S. Bankruptcy Court for the Southern
District of New York entered a formal order on January 27, 2010,
denying the request of the Official Committee of Unsecured
Creditors in the bankruptcy cases of Lyondell Chemical Co. to
expand the scope of duties or investigation of Jack F. Williams,
the appointed Examiner in the Debtors' Chapter 11 cases.

Judge Gerber opined that the Examiner has completed the
investigation previously approved by the Court and has given no
cause for concern as to the Debtors' conduct.  Judge Gerber
further held that there has been no showing of a further need in
the Debtors' Chapter 11 cases for the Examiner to fill.

Thus, for reasons set forth on the record at a January 19, 2010
hearing, Judge Gerber ruled that no cause exists to expand the
scope of the Examiner's investigation or duties.

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: Court Sets Confirmation Hearing for April 15
---------------------------------------------------------------
Judge Robert Gerber of the United States Bankruptcy Court for the
Southern District of New York will consider confirmation of
Lyondell Chemical Company and its debtor affiliates' Second
Amended Joint Plan of Reorganization on April 15, 2010.
Objections to the Amended Plan are due April 6, 2010.

A hearing to determine adequacy of the Disclosure Statement
accompanying the Amended Plan is currently set on February 8,
2010.  Objections to the Disclosure Statement were due
January 27, 2010.

The Court sets February 22 as the record date to determine
creditors that are entitled to vote on the Amended Plan.

To support their cause for the approval of their Disclosure
Statement, the Debtors, on January 26, amended exhibits to their
Motion to Approve Disclosure Statement.  The amended exhibits
include:

* a proposed order approving the Disclosure Statement,

* a form of ballot for accepting or reject the Amended Plan,

* a notice of confirmation hearing and objection deadline to
  confirmation of the Amended Plan,

* a notice of commencement of rights offering in connection
  with the Amended Plan, and

* a subscription form for the rights offering in the Amended
  Plan.

A full-text copy of the Amended Exhibits dated January 26, 2010 is
available for free at:

    http://bankrupt.com/misc/Lyondell_Jan26AmExhibits.pdf

A blacklined version of the Amended Exhibits comparing the
previously filed Plan Exhibits is available for free at:

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

According to Christopher R. Mirick, Esq., at Cadwalader,
Wickersham & Taft LLP, in New York, the Amended Plan contains an
injunction that prevents, among others, any holder of any claim or
equity interest in the Debtors' Chapter 11 cases accepting
distributions under the Plan, including all claims arising from
the DIP Term Loan Agreement; a December 20, 2007 Senior Secured
Credit Agreement; a Bridge Loan Agreement; and an August 10, 2005
indenture for 8.375% senior notes due 2015 in the principal
amounts of $615 million and EUR500 million, from directly or
indirectly commencing or continuing any action against the
Debtors, enforcing judgments related to these claims or interests,
asserting rights of setoff, recoupment or subrogation on and after
the effective date of the Amended Plan.  The Debtors will not have
any liability for any administrative expense, claim against or
equity interest in the Debtors that arose prior to the effective
date under the Plan, he said.

Mr. Mirick added that the Amended Plan contains releases and
injunctions in favor of:

  -- the Debtors;

  -- the Reorganized Debtors;

  -- the Ad Hoc Group of Senior Secured Lenders;

  -- current and former agents under the Senior Secured Credit
     Agreement and the Bridge Loan Agreement;

  -- the Senior Secured Lenders;

  -- UBS AG, Stamford Branch and Citibank N.A. as DIP Agents;

  -- the DIP Lenders;

  -- LeverageSource (Delaware) LLC, an affiliate of Apollo
     Management VII, L.P., AI LBI Investment LLC, and affiliate
     of Access Industries, and Ares Corporate Opportunities Fund
     III, L.P., as the Rights Offering Sponsors;

  -- the lenders under the Bridge Loan Agreement;

  -- the arrangers with respect to the Senior Secured Credit
     Agreement and the Bridge Loan Agreement;

  -- the Official Committee of Unsecured Creditors;

  -- the security agent under a December 20, 2007 Intercreditor
     Agreement;

  -- the Disbursing Agent under the Amended Plan; and

  -- these parties' officers.

The releases and injunctions exclude any claim asserted in the
action commenced by the Creditors' Committee against the Debtors'
prepetition lenders and officers and not settled by the Lender
Litigation Settlement entered between the Debtors and Financing
Party Defendants, Mr. Mirick related.

                      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: Court Extends Exclusive Periods to April 15
--------------------------------------------------------------
Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern
District of New York issued a formal order on January 28, 2010,
extending the period during which Lyondell Chemical and its
debtor-affiliates may solicit acceptances of their Second Amended
Joint Plan of Reorganization, and during which time no one else
may file a plan of reorganization, to April 15, 2010.

The extension of the Exclusive Solicitation Period is without
prejudice to any future requests as may be made pursuant to
Section 1121(d) of the Bankruptcy Code by the Debtors or any
party-in-interest, Judge Gerber ruled.

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)


MANUEL BETTENCOURT: US Trustee Unable to Form Creditors Committee
-----------------------------------------------------------------
The Office of the U.S. Trustee for Region 14 advised 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 Manuel Gene Bettencourt and Thelma Jean
Bettencourt.

The U.S. Trustee related that there were insufficient number of
unsecured creditors who have expressed interest in serving the
committee.

The U.S. Trustee reserves the right to appoint the committee if
interest develop among the creditors.

Fountain Hills, Arizona-based Manuel Gene Bettencourt filed for
Chapter 11 bankruptcy protection on December 16, 2009 (Bankr. D.
Ariz. Case No. 09-32420).  J. Kent Mackinlay, Esq., at Warnock,
Mackinlay & Carman, PLLC, assists the Company in its restructuring
effort.  The Company listed more than $100,000,000 in assets and
more than $100,000,000 in liabilities.


MARHABA PARTNERS: Files Schedules of Assets & Liabilities
---------------------------------------------------------
Marhaba Partners Limited Partnership filed with the U.S.
Bankruptcy Court for the Southern District of Texas its schedules
of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property              $190,000,743
  B. Personal Property           $12,281,724
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $68,395,989
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $81,759
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $925,099
                                 -----------      -----------
        TOTAL                   $202,282,467      $69,402,847

Houston, Texas-based Marhaba Partners Limited Partnership filed
for Chapter 11 bankruptcy protection on January 5, 2010 (Bankr.
S.D. Texas Case No. 10-30227).  Elizabeth Carol Freeman, Esq., at
Porter & Hedges, L.L.P., assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $50,000,001 to $100,000,000 in liabilities.


MARSHALL BANK, HALLOCK: United Valley Bank Assumes All Deposits
---------------------------------------------------------------
Marshall Bank, National Association, Hallock, Minnesota, was
closed Friday by the Office of the Comptroller of the Currency,
which appointed the Federal Deposit Insurance Corporation as
receiver.  To protect the depositors, the FDIC entered into a
purchase and assumption agreement with United Valley Bank,
Cavalier, North Dakota, to assume all of the deposits of Marshall
Bank, N.A.

The three branches of Marshall Bank, N.A., will reopen on Monday
as branches of United Valley Bank.  Depositors of Marshall Bank,
N.A., will automatically become depositors of United Valley Bank.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship to retain
their deposit insurance coverage.  Customers should continue to
use the former Marshall Bank, N.A. branch until they receive
notice from United Valley Bank that it has completed systems
changes to allow other United Valley Bank branches to process
their accounts as well.

Friday evening and over the weekend, depositors of Marshall Bank,
N.A., were able to access their money by writing checks or using
ATM or debit cards.  Checks drawn on the bank will continue to be
processed.  Loan customers should continue to make their payments
as usual.

As of September 30, 2009, Marshall Bank, N.A., had approximately
$59.9 million in total assets and $54.7 million in total deposits.
United Valley Bank will pay the FDIC a premium of 7.35 percent to
assume all of the deposits of Marshall Bank, N.A.  In addition to
assuming all of the deposits, United Valley Bank agreed to
purchase essentially all of the failed bank's assets.

The FDIC and United Valley Bank entered into a loss-share
transaction on $23.9 million of Marshall Bank, N.A.'s assets.
United Valley Bank will share in the losses on the asset pools
covered under the loss-share agreement.  The loss-share
transaction is projected to maximize returns on the assets covered
by keeping them in the private sector.  The transaction also is
expected to minimize disruptions for loan customers.  For more
information on loss share, please visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-405-7869.  The phone number will be
operational this evening until 9:00 p.m., Central Standard Time
(CST); on Saturday from 9:00 a.m. to 6:00 p.m., CST; on Sunday
from noon to 6:00 p.m., CST; and thereafter from 8:00 a.m. to
8:00 p.m., CST.  Interested parties also can visit the FDIC's Web
site at:

   http://www.fdic.gov/bank/individual/failed/marshall-mn.html

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $4.1 million.  United Valley Bank's acquisition of
all the deposits was the "least costly" resolution for the FDIC's
DIF compared to all alternatives.  Marshall Bank, National
Association is the 12th FDIC-insured institution to fail in the
nation this year, and the second in Minnesota.  The last FDIC-
insured institution closed in the state was St. Stephen State
Bank, St. Stephen, on January 15, 2010.

Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system.  The
FDIC insures deposits at the nation's 8,099 banks and savings
associations and it promotes the safety and soundness of these
institutions by identifying, monitoring and addressing risks to
which they are exposed.  The FDIC receives no federal tax dollars
-- insured financial institutions fund its operations.


MEDIA GENERAL: Moody's Assigns Corporate Family Rating at 'B2'
--------------------------------------------------------------
Moody's Investors Service assigned Media General, Inc., a B2
Corporate Family Rating, B2 Probability of Default Rating and
SGL-3 speculative grade liquidity rating, and also assigned a B2
rating to the company's proposed $350 million senior secured notes
due 2017.  Moody's is assigning the ratings in connection with
Media General's refinancing of its existing credit facility.  Net
proceeds from the note offering will be used to reduce borrowings
under the credit facility, which is also being amended to extend
the maturity of the remaining balance by two years to 2013.  The
rating outlook is stable.

Assignments:

Issuer: Media General, Inc.

  -- Corporate Family Rating, Assigned B2
  -- Probability of Default Rating, Assigned B2
  -- Senior Secured Regular Bond/Debenture, Assigned B2 (LGD3-45%)
  -- Speculative Grade Liquidity Rating, Assigned SGL-3

Outlook Actions:

Issuer: Media General, Inc.

  -- Outlook, Changed To Stable From Rating Withdrawn

Media General's B2 CFR reflects the company's good local market
media position, revenue concentration in the Southeast, high
leverage, modest free cash flow generation and intermediate-term
refinancing risk.  The company's revenue growth generally exceeds
industry averages due to its good local news and information
infrastructure, strong local advertiser relationships, and the
favorable long-term growth prospects of its markets.  Revenue is
nevertheless vulnerable to cyclical client spending and Media
General is experiencing significant near term revenue pressure in
regions such as Tampa that are retrenching in the aftermath of the
housing market pullback.  Media General's mature newspaper and
broadcast properties are also facing increasing competition as
media consumption habits shift to online and mobile platforms.
Moody's believes this is pressuring advertising volumes and
weakening pricing power.

The refinancing alleviates the strain from the maturity in 2011 of
the prior credit facility, but the maturity profile remains lumpy
with about half of the debt due in each of 2013 and 2017.  The
increase in cash interest costs resulting from the refinancing
will limit Media General's free cash flow and ability to
materially reduce debt prior to the maturity of the credit
facility in 2013.  Media General thus faces significant
intermediate term refinancing risk.  Moody's anticipates the
company's debt-to-EBITDA leverage (approximately 7.1x FY 2009
incorporating Moody's standard adjustments and the cost of the
refinancing) will fall to a low to mid 6x range over the next two
years as the economy begins to recover, but the continued high
leverage, modest free cash flow generation and pledge of all its
assets to the credit facility and proposed notes could create
refinancing challenges.  The leverage and refinancing risk weakly
position the company within the B2 CFR and ratings would be
pressured if Media General's leverage does not decline as the 2013
maturity approaches.

The SGL-3 speculative grade liquidity rating reflects Media
General's modest projected free cash flow of $30-40 million in
2010 incorporating an expected tax refund and after voluntary
pension contributions.  Liquidity is supported by the absence of
meaningful debt maturities until 2013, unused capacity on the
$70 million revolver (approximately $13 million drawn at close),
and Moody's expectation that the company will maintain a 15-20%
cushion within the revised financial maintenance covenants over
the next 12-18 months.

The stable rating outlook is driven by Moody's view that the
refinancing provides more flexibility to manage in the advertising
downturn, and that an improvement in economic conditions will
reduce debt-to-EBITDA to a low to mid 6x range over the next 12-18
months.

The B2 rating on the proposed senior secured notes reflects the
benefits of the operating subsidiary guarantees and first priority
claim on Media General's assets relative to the company's
unsecured obligations.  The notes will have the same guarantee and
collateral package as the credit facility and the instruments are
ranked the same in the priority of claims waterfall.  However, the
proposed notes indenture does not contain financial maintenance
covenants that are present in the credit facility.  Maintenance
covenants provide bank lenders the ability to modify terms should
an amendment become necessary.  Accordingly, the credit facility
lenders have an ability to improve recovery prospects relative to
the notes.

The last rating action was on May 7, 2007, when Moody's withdrew
Media General's ratings.

Media General, Inc., headquartered in Richmond, VA, is a local
news, information and entertainment provider.  The company
operates 18 television stations, 21 daily newspapers, more than
200 other publications and online enterprises primarily in the
Southeastern United States.  Segment revenue break down is
publishing (54.4% of 2009 revenue), broadcast (39.4%) and digital
media/other (6.2%), although local broadcast television stations
generate a modest majority of earnings.  Revenue was approximately
$660 million in 2009.


MERCER INTERNATIONAL: Issues $22 Million of 8.5% Conv. Sr. Notes
----------------------------------------------------------------
Mercer International Inc. issued an aggregate of $22,012,490
principal amount of its 8.5% Convertible Senior Subordinated Notes
due 2012.

The Notes were issued pursuant to terms of the Company's 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, which expired at 5:00 p.m., New York City time, on
January 21, 2010.

The Notes were issued pursuant to an indenture, dated as of
December 10, 2009, between the Company and Wells Fargo Bank,
National Association, as trustee.  The Indenture has been
qualified under the Trust Indenture Act of 1939, as amended and
the terms of the Notes include those set forth in the Indenture
and those made part of the Indenture by reference to the TIA.

The Notes are an additional issuance of the 2012 Notes and will be
treated under the Indenture as a single series with the
outstanding $43,811,653 aggregate principal amount of 2012 Notes
issued by the Company pursuant to the terms of a private exchange
completed in December 2009.  The Company is permitted to issue up
to $72,500,000 aggregate principal amount of 2012 Notes under the
Indenture.

                  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.


METRO-GOLDWYN-MAYER: Bank Debt Trades at 40% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Metro-Goldwyn-
Mayer, Inc., is a borrower traded in the secondary market at 59.69
cents-on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.28
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility.  The loan matures April 8, 2012, and is not rated by
Moody's and Standard & Poor's.  The debt is one of the biggest
gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Friday among the 172 loans
with five or more bids.

Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and distribution company.  The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming.  MGM is owned
by an investor consortium, comprised of Providence Equity
Partners, TPG Capital, Sony Corporation of America, Comcast
Corporation, DLJ Merchant Banking Partners and Quadrangle Group.

As reported by the Troubled Company Reporter on Sept. 30, 2009,
The New York Post, citing multiple sources, said discussions
between debtholders and equity owners on a restructuring of Metro-
Goldwyn-Mayer's massive debt load have begun on a contentious
note, with both sides threatening to force MGM into bankruptcy in
order to gain leverage and extract better terms from the other.

Bloomberg also said that MGM is in talks to skip interest payments
and restructure $3.7 billion in bank loans.  MGM asked creditors
to waive $12 million monthly interest payments until Feb. 15,
2010.


MGM MIRAGE: Seeks to Unload 50% Stake in Borgata Casino Resort
--------------------------------------------------------------
According to The Wall Street Journal's Alexandra Berzon, Jonathan
Cheng and Jeffrey McCracken, a person with knowledge of
negotiations said this week that MGM Mirage plans to divest its
50% stake in the Borgata casino resort in Atlantic City, New
Jersey.  Two people with knowledge of the talks told the Journal
MGM Mirage has been scouting for buyers but hasn't come to a deal.

Sources told the Journal potential buyers -- which included
several investors and casino companies -- so far have shown little
interest in meeting MGM Mirage's asking price for its half.
Sources told the Journal MGM Mirage has been asking for between
$700 million and $850 million for its stake, representing a
multiple of 7-8 times earnings before interest, taxes and
amortization.  The Journal's sources said interested buyers feel
the business is worth about $500 million to $550 million.

According to the Journal, the property had an original price tag
of $1.1 billion when it opened in 2003.

The Journal notes Boyd Gaming Corp. owns the other half of the
Borgata hotel and manages the property.  Boyd has the right to
match any offer.

Boyd and MGM Mirage have since invested an additional
$600 million.

The Journal notes the Borgata's gambling revenue declined 5.9%
last year compared to a decline of 13.2% for Atlantic City as a
whole.

The Journal said a Boyd spokesman declined to comment. Mr. Feldman
said he could not comment.

The Journal relates MGM Mirage hopes that its plan to sell its
Atlantic City interests will convince New Jersey regulators to
agree to curtail their regulatory oversight of the company.  Any
additional scrutiny has the potential to cause problems with MGM
Mirage's business elsewhere, the Journal notes.

The Journal recalls MGM Mirage disclosed last year that New
Jersey's Division of Gaming Enforcement had issued a confidential
report saying the company should disassociate from Pansy Ho, MGM
Mirage's joint venture partner in Macau.  It labeled her an
"unsuitable" business partner.

The Journal notes the filing didn't elaborate on why Ms. Ho was
deemed unsuitable.  But in 2005, the Journal recalls, New Jersey's
Division of Gaming Enforcement reviewed MGM Mirage's Macau joint
venture with Ms. Ho and submitted a report to the state gaming
commission noting that "over the years there have been numerous
public allegations suggesting that Stanley Ho, the father of MGM's
joint venture partner Pansy Ho, has ties to Asian organized
crime."  Mr. Ho has never faced charges and has disputed the
accusations, according to the Journal.

According to the Journal, MGM Mirage spokesman Alan Feldman said
the company disagrees with the report deeming Ms. Ho an unsuitable
partner.  He declined to elaborate.  Peter Aseltine, a spokesman
for New Jersey's Division of Gaming Enforcement, declined to
comment.

                        About MGM MIRAGE

Headquartered in Las Vegas, Nevada, MGM MIRAGE (NYSE: MGM) --
http://www.mgmmirage.com/-- owns and operates 16 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, New Jersey,
Illinois and Macau.  CityCenter, an urban metropolis on the Las
Vegas Strip scheduled to open in late 2009, is a joint venture
between MGM MIRAGE and Infinity World Development Corp, a
subsidiary of Dubai World.  MGM MIRAGE Hospitality has entered
into management agreements for future casino and non-casino
resorts throughout the world.

At September 30, 2009, MGM MIRAGE had $21.7 billion in total
assets against total current liabilities of $1.15 billion,
deferred income taxes of $3.14 billion, long-term debt of
$12.9 billion, other long-term obligations of $221.70 million;
resulting in stockholders' equity of $4.29 billion.

                          *     *     *

As reported by the Troubled Company Reporter on September 22,
2009, Moody's Investors Service affirmed MGM MIRAGE's Caa2
Corporate Family Rating and Caa3 Probability of Default Rating.
Moody's also assigned a Caa2 rating to the company's new
$475 million 11.375% senior unsecured notes due 2018.  Moody's
also affirmed MGM's SGL-4 Speculative Grade Liquidity rating.  The
rating outlook is negative.

As reported by the TCR on September 24, 2009, Fitch Ratings has
assigned a 'CCC/RR4' rating to MGM MIRAGE's $475 million 11.375%
unsecured notes due 2018.  The notes were priced at a 97.396%
discount to yield 11.875%.  The net proceeds will be used to
reduce credit facility borrowings, and also for general corporate
purposes.  The offering attempts to chip away at the company's
most significant credit hurdle: the maturity of its $5.8 billion
credit facility in 2011, which had $4.1 billion outstanding as of
June 30, 2009.


MICHAEL DONOHUE: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Michael S. Donohue
        Po Box 17036
        Phoenix, AZ 85050

Bankruptcy Case No.: 10-02446

Chapter 11 Petition Date: January 29, 2010

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

Judge: Stuart M. Bernstein

Debtor's Counsel: Nasser U. Abujbarah, Esq.
                  The Law Offices Of Nasser U. Abujbarah
                  7025 E. McDowell Rd., Suite 9
                  Scottsdale, AZ 85257
                  Tel: (480) 776-6846
                  Fax: (480) 776-6847
                  Email: nasser@nualegal.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 $1,164,919,
and total debts of $1,631,301.

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

             http://bankrupt.com/misc/azb10-02446.pdf

The petition was signed by Mr. Donohue.


MICHAELS STORES: Bank Debt Trades at 10% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Michaels Stores,
Inc., is a borrower traded in the secondary market at 89.83 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.51
percentage points from the previous week, The Journal relates.
The loan matures on Oct. 31, 2013.  The Company pays 225 basis
points above LIBOR to borrow under the facility.  The bank debt
carries Moody's B3 rating and Standard & Poor's B rating.  The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America.  As
of March 9, 2009, the Company operated 1,105 "Michaels" retail
stores in the United States and Canada and 161 Aaron Brothers
Stores.


MIDWEST BANC: Completes Exchange Offer for Depositary Shares
------------------------------------------------------------
Midwest Banc Holdings, Inc., on January 22, 2010, completed its
offer to exchange shares of its Common Stock for outstanding
Depositary Shares, $25.00 liquidation amount per share, each
representing a 1/100th fractional interest in a share of the
Company's Series A Noncumulative Redeemable Convertible Perpetual
Preferred Stock, that commenced on December 3, 2009.

"We appreciate the support and confidence of our depositary
shareholders.  Thanks to their votes and tenders, we have finished
a very important part of our overall capital restructuring,"
Midwest CEO Roberto R. Herencia said.

"Since my arrival in May 2009, our vision for Midwest has been to
build a new foundation to support its long term growth and
profitability. With the Exchange Offer completed we are closer to
realizing that vision. This successful Exchange Offer builds upon
prior positive developments in our efforts to strengthen our
financial position, such as the previously disclosed forbearance
agreement with our primary lender, our advanced discussions with
the U.S. Treasury regarding converting its preferred shares in the
Company into common equity, and our ongoing discussions with
prospective investors in an effort to raise additional equity
capital. While we know that much challenging work remains ahead, I
and the rest of our team will devote all of our efforts to
successfully complete the remainder of our capital plan."

The Company has accepted for exchange all of the 1,414,441
Depositary Shares, representing approximately 82.0% of the
1,725,000 Depositary Shares outstanding prior to the Exchange
Offer, that were validly tendered and not withdrawn as of
5:00 p.m., New York City time, on January 21, 2010, the expiration
date for the Exchange Offer.  Approximately 10.0 million shares of
the Company's Common Stock will be issued upon settlement of the
Exchange Offer.  The settlement of the Exchange Offer was expected
to occur on January 25, 2010, with the shares of Common Stock
issued in the Exchange Offer to be held in the voting trust and
released on January 26, 2010.

In the aggregate, the Exchange Offer will result in the retirement
of Depositary Shares with an aggregate liquidation preference of
approximately $35.4 million.  Following settlement of the Exchange
Offer, 310,559 Depositary Shares with an aggregate liquidation
preference of approximately $7.8 million will remain outstanding.
The Exchange Offer is expected to generate approximately
$35.4 million of additional common equity.

Holders of the Depositary Shares have approved by the requisite
number of votes all proposals submitted for approval at the
special meeting of the holders of Series A Preferred Stock held on
January 21, 2010.  The approved proposals include proposals to
amend the Company's charter to eliminate certain rights with
respect to dividends on the Series A Preferred Stock and the
election of directors and the proposal to authorize the issuance
of senior preferred stock to the U.S. Treasury, should such
transaction be consummated, as further described in the prospectus
for the Exchange Offer and related Depositary Shares proxy
statement.  The proposals to eliminate the Series A Preferred
Stock rights regarding dividends and the election of directors
remain subject to approval by the Company's common stockholders.

On December 18, 2009, Midwest Banc and its wholly owned
subsidiary, Midwest Bank and Trust Company, formally acknowledged
several actions needed to strengthen the Bank and the Company by
entering into a written agreement with the Federal Reserve Bank of
Chicago and the Illinois Department of Financial and Professional
Regulation, Division of Banking.  Midwest Banc must prepare and
file with the regulators within specified timeframes various
specific plans designed to improve (i) board oversight over the
management and operations of the Bank, (ii) credit risk management
practices, (iii) management of problem loans, (iv) the allowance
for loan losses, (v) the Bank's earnings and budget, (vi)
liquidity and funds management and (vii) interest rate risk
management.  Among other things, byy February 16, 2010, the board
of directors of the Bank must submit to the Reserve Bank and the
Department a written plan to strengthen board oversight of the
management and operations of the Bank; and a written plan to
strengthen credit risk management practices.  The Bank must
furnish periodic progress reports to the Department and the
Reserve Bank regarding its compliance with the Agreement.

As reported by the Troubled Company Reporter on December 3, 2009,
the Company is negotiating with its primary lender to restructure
$55.0 million of senior debt and $15.0 million of subordinated
debt.

At September 30, 2009, the Company had $3,544,130,000 in total
assets against $3,363,891,000 in total liabilities.

On October 22, 2009, the Company entered into a Forbearance
Agreement with its lender through March 31, 2010, during which
period the Company is not obligated to make interest and principal
payments in excess of funds held in a deposit security account
(which was initially funded with $325,000), and while retaining
all rights and remedies within the Credit Agreements, the Lender
has agreed not to demand payment of amounts due, and has agreed to
forbear from exercising the rights and remedies available to it in
respect of existing defaults and future compliance with certain
covenants through March 31, 2010, other than the continued
imposition of default interest rates.  Management believes that
the Forbearance Agreement provides the Company sufficient time to
complete all major elements of the Capital Plan.

                   About Midwest Banc Holdings

Based in Melrose Park, Illinois, Midwest Banc Holdings, Inc.
(NASDAQ:MBHI) is a half century old community bank with
$3.5 billion in assets at September 30, 2009.  The Company has two
principal operating subsidiaries: Midwest Bank and Trust Company
and Midwest Financial and Investment Services, Inc.  Midwest Bank
has 26 locations serving the diverse needs of both urban and
suburban Chicagoland businesses and consumers through its
Commercial Banking, Wealth Management, Corporate Trust and Retail
Banking areas.


MILACRON INC: Seeks Court Approval of PBGC Settlement
-----------------------------------------------------
Milacron Inc. filed with the U.S. Bankruptcy Court a motion
seeking entry of an order approving the terms of a settlement
between the Pension Benefit Guaranty Corporation and the Debtors,
BankruptcyData reports.

In June 2009, the PBGC filed three proofs of claim seeking
contingent administrative and priority claims in the amount of
$330,689,036 plus additional unliquidated amounts.

To resolve the PBGC claims, the parties seek to enter a
trusteeship agreement under which two of the claims will be
dropped and the remaining claim will become a general unsecured
claim in the total amount of $327,932,000.

In addition, the PBGC will be appointed the statutory trustee of
Milacron's pension plan. According to the motion, "The Debtors
have determined in their business judgment that, in order to
complete the liquidation of the Debtors' remaining assets and
protect the interests of the Pension Plan participants and
beneficiaries, that Milacron should enter into the Trusteeship
Agreement."  As of January 1, 2009, 8,124 individuals were
entitled to benefits under the pension plan, which was deemed
underfunded on an actuarial basis as of the same date.

                        About Milacron Inc.

Headquartered in Batavia, Ohio, Milacron Inc. (Pink Sheets: MZIAQ)
supplies plastics-processing technologies and industrial fluids,
with major manufacturing facilities in North America, Europe and
Asia.  First incorporated in 1884, Milacron also manufactures
synthetic water-based industrial fluids used in metalworking
applications.

The Company and six of its affiliates filed for protection on
March 10, 2009 (Bankr. S.D. Ohio Lead Case No. 09-11235).  On the
same day, the Company filed an ancillary proceeding for
reorganization of its Canadian subsidiary under the Companies'
Creditors Arrangement Act in the Ontario Superior Court of Justice
in Canada.  The petitions include the Company and its U.S. and
Canadian subsidiaries and its non-operating Dutch holding company
subsidiary only, and do not include any of the Company's operating
subsidiaries outside the U.S. and Canada.

Kim Martin Lewis, Esq., Tim J. Robinson, Esq., and Patrick D.
Burns, Esq., at Dinsmore & Shohl LLP, represent the Debtors in
their restructuring efforts.  Conway, Del Genio, Gries Co., LLC,
is the Debtors' financial advisor.  Rothschild Inc. is the
Debtors' investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the noticing, balloting and disbursing agent
for the Debtors.  Paul, Hastings, Janofsky & Walker LLP,
represents DIP Lender General Electric Capital Corp.  Taft
Stettinius & Hollister LLP is counsel for the Official Committee
of Unsecured Creditors.

Milacron Inc. asked the Bankruptcy Court to change its name to MI
2009 Inc. following the Court-sanctioned sale of its assets to an
investor group.


MMFX INTERNATIONAL: Files Schedules of Assets and Liabilities
-------------------------------------------------------------
MMFX International Holdings, Inc., filed with the U.S. Bankruptcy
Court for the Central District of California its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property                    $0
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $55,000,000
  E. Creditors Holding
     Unsecured Priority
     Claims                                               $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                               $0
                                 -----------      -----------
        TOTAL                             $0     $55,000,000

Irvine, California-based MMFX International Holdings, Inc., and
MMFX Canadian Holdings, Inc., filed for Chapter 11 on January 5,
2010 (Bankr. C.D. Calif. Case Nos. 10-10085 and 10-10083).
Margaret M. Mann, Esq., at Sheppard Mullin Richter & Hampton LLP
assists the Debtors in their restructuring efforts.  In their
petition, the Debtors listed assets and debts both ranging from
$50,000,001 to $100,000,000.


MODERN METAL: Committee Unable to Block Chapter 7 Conversion
------------------------------------------------------------
WestLaw reports that a Chapter 11 debtor-in-possession whose
bankruptcy case did not begin as an involuntary case and was not
previously converted from another chapter would be allowed to
voluntarily convert the case to one under Chapter 7, even though a
creditors' committee, following the expiration of the debtor's
exclusivity period, had spent time negotiating a liquidating
Chapter 11 plan that allegedly had widespread creditor support.
The committee's plan had not yet been confirmed, nor was there any
guarantee that it would be.  Furthermore, the United States
Trustee did not object to conversion, and there was no showing of
any abuse of the bankruptcy system or any clear detriment to
parties in interest.  Under the circumstances, the court was
loathe to disturb the debtor's choice on whether to liquidate
under Chapter 7 or Chapter 11.  In re Modern Metal Products Co.,
---- B.R. ----, 2009 WL 5178412 (Bankr. N.D. Ill.) (Barbosa, J.).

Judge Barbosa notes in his decision that "[a]lthough certain
cases, usually relying on language in the legislative history,
have stated that a 'debtor has the absolute right to convert his
or her Chapter 11 case to a Chapter 7 case' under section 1112(a),
e.g., Tex. Extrusion Corp. v. Lockheed Corp. (In re Tex. Extrusion
Corp.), 844 F.2d 1142, 1161 (5th Cir.1988), it is clear that there
are limits on the right," and discusses some of those limits.

Modern Metal Products Co., an Illinois-based auto-parts maker,
sought chapter 11 protection (Bankr. N.D. Ill. Case No.
08-73908) on Dec. 1, 2008, disclosing $34.6 million in assets
and debt of $43.6 million as of its bankruptcy filing.
Patrick F. Ross, Esq., and R. Scott Alsterda, Esq., at
Ungaretti & Harris LLP in Chicago, represent the Debtor.


MOODY NATIONAL: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Moody National RI Atlanta H, LLC
        6363 Woodway, Suite 110
        Houston, TX 77057

Bankruptcy Case No.: 10-30752

Type of Business:

Chapter 11 Petition Date: January 29, 2010

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

Judge: Marvin Isgur

Debtor's Counsel: Henry J. Kaim, Esq.
                  King & Spalding LLP
                  1100 Louisiana, Suite 4000
                  Houston, TX 77002
                  Tel: (713) 751-3225
                  Fax: (713) 751-3290
                  Email: hkaim@kslaw.com

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

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.


M & Z VALLEY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: M & Z Valley Associates, LLC
        a California limited liability company
        24532 Del Prado
        Capistrano Beach, CA 92624

Bankruptcy Case No.: 10-11079

Type of Business:

Chapter 11 Petition Date: January 28, 2010

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

Judge: Theodor Albert

Debtor's Counsel: Richard A. Marshack, Esq.
                  Marshack Hays LLP.
                  5410 Trabuco Rd., Ste 130
                  Irvine, CA 92620-5749
                  Tel: (949) 333-7777
                  Fax: (949) 333-7778
                  Email: rmarshack@marshackhays.com

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

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

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


NATIONAL HOME: Files Schedules of Assets & Liabilities
------------------------------------------------------
National Home Centers, Inc., filed with the U.S. Bankruptcy Court
for the Western District of Arkansas its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $3,016,003
  B. Personal Property           $39,411,295
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $15,437,566
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $1,049,456
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $10,499,337
                                 -----------      -----------
        TOTAL                    $42,427,298      $26,986,359

National Home Centers, Inc. -- One Source Home & Building Center
and Cleburne County Building Center -- operates storage units in
Springdale, Arizona.  The Company filed for Chapter 11 bankruptcy
protection on December 8, 2009 (Bankr. W.D. Ark. Case No. 09-
76195).  Charles T. Coleman, Esq.; Judy Simmons Henry, Esq.; and
Kimberly Wood Tucker, Esq., at Wright, Lindsey & Jennings assist
the Company in its restructuring effort.  The Company listed
$10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000
in liabilities.


NEIMAN MARCUS: Bank Debt Trades at 9% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Neiman Marcus
Group, Inc., is a borrower traded in the secondary market at 90.97
cents-on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.33
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility.  The bank loan matures on April 6, 2013, and carries
Moody's B3 rating and Standard & Poor's BB- rating.  The debt is
one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

Neiman Marcus Group, Inc., headquartered in Dallas, Texas,
operates 40 Neiman Marcus stores, 2 Bergdorf Goodman stores, 27
clearance centers, and a direct business.  Total revenues are
about $3.9 billion.

The Company carries a 'Caa1' Corporate Family Rating and 'Caa1'
Probability of Default Rating from Moody's Investors Service.


NEWLEAD HOLDINGS: Sept. 30 Balance Sheet Upside-Down by $57.9 Mln
-----------------------------------------------------------------
NewLead Holdings Ltd.'s consolidated balance sheets at
September 30, 2009, showed $198.0 million in total assets and
$255.9 million in total liabilities, resulting in a
$57.9 shareholders' deficit.

As of September 30, 2009, and December 31, 2008, the Company had a
working capital deficit of $244.4 million and $231.7 million,
respectively, which include the Company's total outstanding
borrowing of $221.4 million and $223.7 million, respectively,
reflected as current portion of long-term debt.

The Company reported a net loss of $111.3 million on operating
revenues of $12.2 million for the three months ended September 30,
2009, compared to a net loss of $4.3 million on operating revenues
of $21.5 million for the same period of 2008.

Net loss from continuing operations amounted to $110.9 million
during the three months ended September 30, 2009, compared to a
net loss of $4.9 million during the equivalent period in 2008.
This increase in net loss from continuing operations was primarily
attributable to the impairment loss of $91.6 million that was
recognized during the three months ended September 30, 2009, as
well as lower charter rates applicable for the Company's MR
tankers, and the out-of-service days related to the MSC Seine and
the Nordanvind.

Net loss from discontinued operations was $410,000 during the
three months ended September 30, 2009, compared to a net gain of
$579,000 during the equivalent period in 2008.

                       Nine Months Results

For the nine months ended September 30, 2009, the Company reported
a net loss of $123.8 million on operating revenues of
$42.9 million, as compared to net income of $2.0 million on
operating revenues of $58.1 million for the comparable period in
2008.

A full-text copy of the Company's quarterly report for the three
months ended September 30, 2009, is available at no charge at:

                  http://researcharchives.com/t/s?4f27

                            Cash Flows

For the nine months ended September 30, 2009, net cash used in
operating activities decreased 360% to $3.9 million, compared to
net cash provided by operating activities of $1.5 million during
the nine months ended September 30, 2008.  This decrease was due
primarily to $3.6 million in claims provided in the three months
ended September 30, 2009 and the change in working capital.

For the nine months ended September 30, 2009, net cash provided by
investing activities decreased 96.4% to $2.2 million, compared to
$61.1 million during the nine months ended September 30, 2008.
This decrease was due primarily to vessel disposals amounting to
$59.6 million during the nine months ended September 30, 2008, and
one vessel disposal for the nine months ended September 30, 2009.

For the nine months ended September 30, 2009, net cash used in
financing activities decreased 96.8% to $2.3 million, compared to
$71.5 million during the nine months ended September 30, 2008.
This decrease was due primarily to repayments under the Company's
credit facility amounting to $61.1 million for the nine months
ended September 30, 2008, and $2.3 million for the nine months
ended September 30, 2009.

                           Indebtedness

As of January 26, 2010, the Company had total outstanding
indebtedness of approximately $316.4 million, compared to
$221.4 million, and $223.7 million as of September 30, 2009 and
2008, respectively.

                       Going Concern Doubt

During the three months ended September 30, 2009, and 2008, the
Company incurred a net loss of $111.3 million and a net loss of
$4.3 million, respectively, and for the nine months ended
September 30, 2009 and 2008, the Company incurred a net loss of
$123.8 million and a gain of $2.0 million, respectively.  As of
September 30, 2009, the Company reported working capital deficit
of $244.4 million, which includes $221.4 million of debt reflected
as current.

During the nine months ended September 30, 2009, and for the year
ended December 31, 2008, the Company was not in compliance with
certain covenants of its loan facility and absent any further
relaxation from the lenders, the lenders had the ability to demand
repayment of outstanding borrowings.  The new $221.4  million
facility agreement, dated October 13, 2009, entered into by the
the Company to refinance the Company's existing revolving credit
facility provided for the waiver of all financial covenants
(excluding working capital and minimum liquidity covenants) for a
period ranging from 30 to 36 months.

The above described conditions and events raise substantial doubt
about the Company's ability to continue as a going concern.

                      About NewLead Holdings

Headquartered in Piraeus, Greece, NewLead Holdings Ltd. (Nasdaq:
NEWL) -- http://www.newleadholdings.com/-- was incorporated on
January 12, 2005, under the name of "Aires Maritime Holdings
Limited.  The Company is an international shipping company that
owns and operates product tanker and dry bulk vessels.  The
Company's products tanker fleet consists of five MR tankers and
four Panamax tankers, all of which are double-hulled.  The Company
also owns three dry bulk vessels secured on period charters.

The Company is an indirect subsidiary of Aries Energy Corporation.
Aries Energy, an affiliate through its wholly-owned subsidiary
Rocket Marine Inc., currently owns approximately 23% of the
Company's outstanding common shares.

On October 13, 2009, the Company announced an approximately
$400.0 million recapitalization which resulted in Grandunion Inc.
acquiring control of the Company.  Pursuant to the Stock Purchase
Agreement entered into on September 16, 2009, a company controlled
by Michail S. Zolotas and Nicholas G. Fistes, acquired 18,977,778
newly issued common shares of the Company in exchange for three
drybulk carriers.


NEXAIRA WIRELESS: BDO Seidman Raises Going Concern Doubt
--------------------------------------------------------
BDO Seidman, LLP, in San Diego, expressed substantial doubt about
NexAira Wireless Inc. and subsidiaries' ability to continue as a
going concern after auditing the Company's consolidated financial
statements as of and for the years ended October 31, 2009, and
2008.

The independent auditors reported that the Company has incurred
losses from operations and has negative cash flow from operations,
a working capital and a net capital deficit that raise substantial
doubt about its ability to continue as a going concern.

The Company reported a net loss of $3,373,635 for the fiscal year
ended October 31, 2009, compared to a net loss of $1,030,994 for
the fiscal year ended October 31, 2008.

Total revenues for the year ended October 31, 2009, amounted to
$5,643,840 compared to $12,128,852 for the same period in 2008.
The Company relates that the decrease in revenues was primarily
attributable to one of the worst economic downturns in recent
history, the tightening of supplier credit, price decreases,
increased competition from other distributors added by
manufacturers, a decrease in product demand and the disruption in
the supply of data cards from one of our suppliers.

The loss from operations amounted to $3,043,486 for the year ended
October 31, 2009, compared to a loss of $1,109,845 for same period
in 2008.  The increase is due to lower sales and increased costs.

                          Balance Sheet

At October 31, 2009, the Company's consolidated balance sheets
showed $2,687,598 in total assets and $5,046,387 in total
liabilities, resulting in a $2,358,789 shareholders' deficit.

The Company reported current assets of $1,332,777 and current
liabilities of $5,046,387 at October 31, 2009, resulting in a
working capital deficit of $3,713,610.

A full-text copy of the Company's annual report on Form 10-K is
available for free at http://researcharchives.com/t/s?4f32

                     About NextAira Wireless

Headquartered in Vancouver, B.C., NextAira Wireless Inc. (OTC BB:
NXWI) -- http://www.nexaira.com/-- does business through its San
Diego based operating subsidiary Nexaira, Inc.  Nexaira, Inc.,
develops and delivers third and fourth generation (3G/4G) Wireless
Routing Solutions that offer speed, reliability and security to
carriers, mobile operators, service providers, value added
resellers (VARS) and enterprise customers.


PACIFIC PANORAMA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Pacific Panorama, LLC
        2620 Maryland Parkway, Suite 287
        Las Vegas, NV 89109

Bankruptcy Case No.: 10-11464

Type of Business:

Chapter 11 Petition Date: January 29, 2010

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

Judge: Mike K. Nakagawa

Debtor's Counsel: Armand Fried, Esq.
                  6725 Via Austi Pkwy, Ste 200
                  Las Vegas, NV 89119
                  Tel: (702) 386-8637
                  Email: afried@lawrosen.com

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

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

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


PARLUX FRAGRANCES: Disagreement Prompts CEO Katz to Step Down
-------------------------------------------------------------
Parlux Fragrances, Inc., said Neil J. Katz has resigned from his
position as Chairman and Chief Executive Officer of the Company
due to philosophical differences regarding the future direction of
the Company.  Mr. Katz had held this position since July 2007, and
has been instrumental in acquiring a number of new licenses during
this period.

Mr. Katz, who is expected to remain with the Company as a Director
and consultant, stated, "A number of opportunities have arisen
which require my attention.  Parlux is a fine company, and I
anticipate being able to assist the Company during this transition
and in the future."

The Board announced that Frederick E. Purches, founder of the
Company, and previous Chairman, has assumed the position of
Chairman and Chief Executive Officer.  Mr. Purches, who was
previously President and CEO of Helena Rubinstein/Giorgio Armani
Fragrances before founding Parlux, and has served as a consultant
to Parlux for several years, said, "The Company has a
knowledgeable, experienced staff of devoted employees, and I am
pleased to take a more active role in Parlux's future growth and
its return to profitability."

The Company also anticipates reporting its earnings for the three
and nine months ended December 31, 2009 on February 3rd, 2010.
The Company notes larger than expected product returns from U.S.
department store customers have reduced the Company's net sales
for the third quarter ended December 31, 2009 to approximately $50
million from the previously announced estimate of $52 million, and
it expects to report a net loss for that quarter of approximately
$5 million, subject to any additional adjustments that might be
required as part of the Company's quarterly review process.

                      About Parlux Fragrances

Parlux Fragrances, Inc. (NASDAQ:PARL) -- http://www.parlux.com/--
is a manufacturer and international distributor of prestige
products.  It holds licenses for Paris Hilton, Jessica Simpson,
GUESS?, Nicole Miller, Josie Natori, Queen Latifah, Marc Ecko,
Rihanna, Kanye West, XOXO, Ocean Pacific (OP), Andy Roddick,
babyGund, and Fred Hayman Beverly Hills designer fragrances, as
well as Paris Hilton watches, cosmetics, sunglasses, handbags and
other small leather accessories.

As of September 30, 2009, the Company's consolidated balance
sheets showed $148.4 million in total assets, $36.0 million in
total liabilities, and $112.4 million in total shareholders'
equity.

                 Extension of Forbearance Period

As reported in the Troubled Company Reporter on November 3, 2009,
the Company signed a Second Amendment to Loan Agreement and
Amendment to Forbearance Agreement with Regions Bank extending the
forbearance period through February 15, 2010, and calling for the
Company to repay the remaining loan balance over the course of the
extension period.


PATRICK HACKETTS: U.S. Trustee Wants Case Converted to Chapter 7
----------------------------------------------------------------
Brian Kelly at Watertown Daily Time says the U.S. Trustee Diane G.
Adams wants the U.S. Bankruptcy Court to convert the Chapter 11
case of Patrick Hackett Hardware Co. to a Chapter 7 liquidation
proceeding for failure to file certain financial statements.

According to Mr. Kelly, a company official said the Debtor has
filed the missing documents and expects the U.S. Trustee's plea to
be withdrawn.

Based in New York, Patrick Hackett Hardware Company --
http://www.hackettsonline.com/-- began in 1830 as a hardware
store in upstate New York.  Hacketts now operates full-service
department stores and a specialty store, selling a full line of
clothes, consumer electronics, cell phones, shoes, housewares,
hardware and others.

Patrick Hackett filed for Chapter 11 on November 10, 2009 (Bankr.
N.D. N.Y Case No. 09-63135).  The Debtor disclosed less than
$10,000,000 in total assets.


PCAA PARENT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: PCAA Parent, LLC
        621 North Governor Printz Boulevard
        Essington, PA 19029

Bankruptcy Case No.: 10-10250

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
PCAA Chicago, LLC                                  10-10251
Parking Company of America Airports, LLC           10-10252
PCA Airports, Ltd.                                 10-10253
PCAA GP, LLC                                       10-10254
Parking Company of America Airports Phoenix, LLC   10-10255
RCL Properties, LLC                                10-10256
PCAA LP, LLC                                       10-10257
PCAA Properties, LLC                               10-10258
Airport Parking Management, Inc.                   10-10259
PCAA SP-OK, LLC                                    10-10260
PCAA SP, LLC                                       10-10261
PCAA Oakland, LLC                                  10-10262
PCAA Missouri, LLC                                 10-10263

Chapter 11 Petition Date: January 28, 2010

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

Judge: Mary F. Walrath

About the Business:

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

                  Zachary I. Shapiro, Esq.
                  Richards, Layton & Finger, P.A.
                  920 North King Street, P.O. Box 551
                  Wilmington, DE 19801
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  Email: shapiro@rlf.com

Estimated Assets: $50,000,001 to $100,000,000

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

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

             http://bankrupt.com/misc/deb10-10250.pdf

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
AIU Holdings               Insurance              $395,703

Fleet One                  Trade                  $163,216

City of Newark-Parking     Parking Tax            $98,058
Tax

City of Oakland            Parking Tax            $66,885

Google, Inc.               Trade                  $58,550

City of Philadelphia       Parking Tax            $45,814

Solomon Edwards Group      Professional Fees      $35,000
LLC

Bus Service, Inc.          Trade                  $33,943

Sovereign Bank             Equipment Lease        $32,939

Apollo Solutions Ltd       Professional Fees      $32,000

American Express           Credit Card            $30,970

Port of Oakland            Access Fee             $27,461

City of So. San Francisco  Parking Tax            $26,595

PSE&G Co.                  Utility                $25,221

Offen Inc.                 Trade                  $22,373

V.P. Security Services     Trade                  $22,181
Inc.

Columbus Regional Airport  Parking Tax            $21,438
Authority

Secure Net                 Professional Fees      $19,500

Sprint                     Utility                $19,309

John Duffy                 Trade                  $19,043


The petition was signed by Charles Huntzinger, chief executive
officer of the Company.


PENN TRAFFIC: Expects to Confirm Liquidation Plan Later This Year
-----------------------------------------------------------------
In a regulatory filing Tuesday, Penn Traffic Company disclosed
that it intends to propose and have its Chapter 11 plan of
liquidation confirmed by the Bankruptcy Court later in 2010.

On January 25, 2009, the U.S. Bankruptcy Court for the District of
Delaware approved Penn Traffic's Asset Purchase Agreement with
Tops Markets, LLC pursuant to which the Company agreed to sell to
Tops substantially all the assets of the Company.  The closing of
the sale of the Company's Business under the Asset Purchase
Agreement was expected to take place no later than January 29,
2010.

The Company currently believes that after the closing and the
Company's repayment of its creditors to the extent it has
available funds, none of its assets will remain available for
distribution to its stockholders.

Syracuse, New York-based The Penn Traffic Company -- dba P&C
Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets
in Pennsylvania, upstate New York, Vermont, and New Hampshire
under the Bilo, P&C and Quality trade names.  The Company filed
for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr.
D. Delaware Case No. 09-14078).  Ann C. Cordo, Esq., and Gregory
W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist
the Company in its restructuring effort.  Donlin Recano is the
Company's claims agent.  The Company listed $150,347,730 in assets
and $136,874,394 in liabilities as of May 4, 2009.

These affiliates also filed separate Chapter 11 petition: Sunrise
Properties, Inc.; Pennway Express, Inc.; Penny Curtiss Baking
Company, Inc.; Big M Supermarkets, Inc.; Commander Foods Inc.; P
and C Food Markets, Inc. of Vermont; and P.T. Development, LLC.


PERRY COUNTY: Files for Chapter 11 Bankruptcy in Alabama
--------------------------------------------------------
Perry County Associates LLC made a voluntary filing under Chapter
11 in the U.S. Bankruptcy Court in Mobile, Alabama (Bankr. S.D.
Ala. Case No. 10-00277), saying it should have enough money
available for distribution to its unsecured creditors, according
to Knoxnews.com.

Knoxnews.com relates that the firm is in a contractual dispute
with Phillips & Jordan Inc. and has a $95 million deal to dispose
of 3 million cubic yards of fly ash from its Kingston spill.

The company has assets and liabilities between $50 million and
$100 million, Knoxnews.com says.  The company owes $3.9 million to
Phillips & Jordan; $779,937, Perry County, Ala., Commission; and
$11,000, Alabama Department of Revenue.

Perry County Associates is owned by Perry Uniontown Ventures I LLC
which operates a landfill in Alabama.

Jeffery J. Hartley, Esq., at Helmsing, Leach, Herlon, Newman &
Rouse, serves as the Debtors' counsel.


PH GLATFELTER: S&P Assigns 'BB+' Rating on $100 Mil. Senior Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned issue-level and
recovery ratings to P.H. Glatfelter Co.'s (BB+/Stable/--) proposed
$100 million senior unsecured notes due 2016.  S&P assigned an
issue-level rating of 'BB+' (the same as the corporate credit
rating on the company), and a recovery rating of '4' to the new
notes based on preliminary terms and conditions.  The '4' recovery
rating indicates S&P's expectation for average (30% to 50%)
recovery in the event of a payment default.  The company will
issue the new notes in a private placement transaction under Rule
144A, with registration rights.

Glatfelter plans to use the proceeds from the new notes, together
with about $125 million cash on hand and $10 million of borrowings
under its revolver credit facility, to fund the acquisition of
Concert Industries Corp., a manufacturer of absorbent cellulose-
based airlaid non-wovens products, for approximately
C$246.5 million.  At Nov. 30, 2009, Glatfelter had about
$135 million cash.  Pro forma for the acquisition, S&P estimates
outstanding debt of about $370 million and leverage in the low-3x
area.

Glatfelter's acquisition of Concert does not affect S&P's 'BB+'
corporate credit rating and stable outlook.  While the financing
of the acquisition will increase Glatfelter's outstanding debt
balances, S&P thinks that improving economic trends will lead to
somewhat higher EBITDA for Glatfelter in 2010, allowing it to
maintain credit measures in line with the ratings.  S&P expects
the company to maintain adequate liquidity for the ratings after
using a substantial portion of its cash to fund the Concert
acquisition, with approximately $185 million available under its
revolving credit facility due April 2011.

                            Rating List

                       Glatfelter (P.H.) Co.

         Corporate Credit Rating            BB+/Stable/--

                            New Rating

                       Glatfelter (P.H.) Co.

              $100 Mil. Sr Unsec Notes due 2016  BB+
               Recovery Rating                   4


PRIME GROUP REALTY: Reports Tax Treatment of 2009 Dividends
-----------------------------------------------------------
Prime Group Realty Trust on Thursday reported the tax treatment
(Form 1099) for its 2009 Series B Cumulative Redeemable Preferred
Share dividend.  Shareholders are encouraged to consult with their
personal tax advisors as to their specific tax treatment of Prime
Group Realty Trust dividends.

                                                    Total     2009
  Security              Ticker   Record   Payable   2009      Return
  Description   CUSIP   Symbol   Date     Date      Dividend  of Capital
  -----------   -----   ------   ------   -------   --------  ----------
  Series B
  Preferred  74158J202  PGEPRB  01/19/09  01/30/09   $0.5625    $0.5625

  Total
  Preferred                                          $0.5625    $0.5625

As reported by the Troubled Company Reporter on December 15, 2009,
Prime Group Realty Trust said the Company's Board of Trustees has
determined not to declare a quarterly distribution on its Series B
Preferred Shares for the fourth quarter of 2009, and that the
Board is unable to determine when the Company might recommence
distributions on the Series B Preferred Shares.

                  About Prime Group Realty Trust

Headquartered in Chicago, Illinois, Prime Group Realty Trust
(NYSE: PGEPRB) -- Http://www.pgrt.com/ -- is a fully-integrated,
self-administered, and self-managed real estate investment trust
(REIT) which owns, manages, leases, develops, and redevelops
office and industrial real estate, primarily in metropolitan
Chicago. The Company currently owns 8 office properties containing
an aggregate of 3.3 million net rentable square feet and a joint
venture interest in one office property comprised of approximately
101,000 net rentable square feet. The Company leases and manages
approximately 3.3 million square feet comprising all of its
wholly-owned properties. In addition, the Company is the asset and
development manager for an approximately 1.1 million square foot
office building located at 1407 Broadway Avenue in New York, New
York.


PVF CAPITAL: Posts $1.28 Million Net Loss in Fiscal 2010 Q2
-----------------------------------------------------------
PVF Capital Corp. on January 20, 2010, announced its unaudited
financial results for the quarter and six months ended
December 31, 2009.

The Company reported a net loss of $1.28 million or $0.16 basic
and diluted loss per share for the quarter ended December 31,
2009, as compared to a loss of $2.72 million or $0.35 basic and
diluted loss per share for the prior year comparable period.

The net loss for the quarter was primarily due to the provision
for loan losses which totaled $2.25 million.

Robert J. King, Jr., President and Chief Executive Officer
commented, "This quarter's results reflect another step forward in
our progress to reposition the Company by restoring its core
profitability, asset quality and capital position."

Net interest income was $5.14 million for the quarter ended
December 31, 2009, an increase of $689,000 or 15.5% compared to
$4.45 million for the same period of 2008, and was also $665,000
or 14.9% higher than the quarter ended September 30, 2009.  The
net interest margin improved 45 basis points for the quarter to
2.58% compared with 2.13% for the prior year comparable period and
improved 35 basis points compared with the prior quarter.  The
improvement of the margin compared with the prior year period was
the result of the cost of interest-bearing liabilities declining
129 basis points while the yield on interest-bearing assets
declined only 70 basis points.

Mr. King noted, "We are pleased with the substantial margin
improvement and are optimistic as we move into the second half of
the fiscal year and more fully realize the benefit of the rate
reductions on liabilities as well as wider loan spreads.  As we
proceed with our efforts to improve our capital position we are
strategically shrinking our balance sheet into a more profitable
one."

The provision for loan losses of $2.25 million reflected a
decrease of $1.39 million from the prior year comparable period
and an increase of $490,000 from the quarter ended September 30,
2009, and was driven largely by economic conditions in the markets
in which the Company conducts its business and the ongoing review
and evaluation of its loan portfolio.  The Company is continuing
to thoroughly review its loan portfolio.  This review involves
analyzing all large borrowing relationships, delinquency trends,
and loan collateral valuation in light of the weak economic
conditions.  The Company performs an ongoing assessment of the
overall credit risk within the portfolio.  This assessment
resulted in Park View Federal Savings Bank establishing a total
allowance for loan losses of $29.9 million or 4.55% of loans at
December 31, 2009, compared with $11.0 million or 1.50% of loans
and $31.8 million or 4.65% of loans at December 31, 2008. and
September 30, 2009, respectively.

Nonperforming loans totaled $73.3 million at December 31, 2009,
down slightly from $75.2 million at September 30, 2009, and
significantly higher than nonperforming loans of $35.8 million
reported at December 31, 2008.  The Company also had real estate
owned of $12.1 million at December 31, 2009, compared with
$11.6 million and $9.5 million for September 30, 2009, and
December 31, 2008, respectively.

Noninterest income increased by $149,000 to $1.3 million for the
quarter ended December 31, 2009, as compared to the prior year
comparable period.  The increase was attributable to an increase
of $1.0 million in net mortgage banking activities as a result of
the low interest rate environment and higher refinancing activity
and an increase of $134,000 in earnings on bank-owned life
insurance.  These increases were partially offset by the loss on
sale and write-downs of real estate owned which were $498,000
higher during the current quarter.  Additionally, the prior
year quarter included a realized a gain of $666,000 on the sale of
mortgage-backed securities.  There was no corresponding gain in
the current quarter.

For the linked quarter ended September 30, 2009, noninterest
income totaled $9.9 million and resulted primarily from PVF
Capital Corp. entering into an exchange agreement whereby the
Company paid $500,000 in cash, and issued $500,000 in common stock
and warrants valued at $800,000 in exchange for the cancellation
of $10.0 million of subordinated debt.

Noninterest expense for the current quarter was $6.0 million,
essentially flat with the same period a year ago.

                          Balance Sheet

Total assets at December 31, 2009, were $869.3 million compared
with $912.2 million at June 30, 2009, representing a decrease of
4.71%.  The decline in assets was primarily attributable to lower
net loans receivable which totaled $626.4 million and was
$42.0 million or 6.3% lower than the prior year end, along with
fewer loans held for sale which declined $19.9 million or 73.5%
due to timing differences between the funding and settlement of
the warehouse mortgage portfolio.  Very little new portfolio
lending has occurred as the Company addresses its asset quality
issues and works to reposition its balance sheet and strengthen
its capital ratios.

Total deposits at December 31, 2009, were $682.9 million which was
$42.0 million or 5.8% and $14.0 million or 2.0% lower compared
with June 30, 2009, and September 30, 2009, respectively, as the
Company is not replacing its maturing brokered deposits.

Total stockholders' equity of PVF Capital Corp. was $53.6 million
at the end of the quarter and was $4.0 million higher than the
prior year end primarily as a result of earnings associated with
the cancellation of debt.

                        Six Months Results

For the six month period ended December 31, 2009, net income
totaled $2.9 million or $0.37 basic and diluted earnings per share
compared with a loss of $3.6 million for the same period of the
prior year.  The increase in earnings was primarily attributable
to the previously discussed gain on the cancellation of debt.

Net interest income was slightly lower by $138,000 in the current
year period due to a substantially smaller balance sheet in the
current period combined with a lower level of nonperforming assets
during the prior year period.  The net interest margin was 2.40%
for the six month period ended December 31, 2009, four basis
points higher than the prior year comparable period.

The provision for loan losses totaled $4.0 million in the 2009
period, $322,000 less than the provision of $4.3 million recorded
for the six month period ended December 31, 2008.

A full-text copy of the Company's quarterly report is available at
no charge at http://researcharchives.com/t/s?4f33

                     Going Concern Doubt

As reported in the Troubled Company Reporter on October 7, 2009,
Crowe Horwath LLP in Cleveland, Ohio, expressed substantial doubt
about PVF Capital Corp.'s ability to continue as a going concern
after auditing the Company's financial statements for the fiscal
years ended June 30, 2009, and 2008.  The auditor noted that the
primary federal regulator of the Company's bank subsidiary has
required the Company's bank subsidiary to increase its capital
levels by Dec. 31, 2009, to amounts that are in excess of its
current actual capital levels.

                        About PVF Capital

Based in Solon, Ohio, PVF Capital Corp. is the parent company of
Park View Federal Savings Bank.  PVF Capital Corp.'s common stock
trades on the NASDAQ Capital Market under the
symbol PVFC.

Park View Federal -- http://www.myparkview.com/-- operates 17
full-service offices located throughout the Greater Cleveland
area.


QUANTUM FUEL: Posts $28 Million Net Loss in Fiscal 2009
-------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., reported Monday
results for the fiscal year ended April 30, 2009, and restated
results for the fiscal year ended April 30, 2008.

The Company reported a net loss of $28.0 million in fiscal 2009,
compared to a net loss of $86.8 million in fiscal 2008.  The
Company's net loss from continuing operations increased from
$19.9 million in fiscal 2008 to $28.0 million in fiscal 2009.

For fiscal 2009, the Company reported revenues of $23.3 million
compared to revenues of $26.5 million for fiscal 2008.  Contract
revenues increased $7.7 million, or 53%, from $14.6 million in
fiscal 2008 to $22.3 million in fiscal 2009.  The Company relates
that the increase was due primarily to an increased level of
system development and application engineering of its Q-Drive
hybrid propulsion and control system for the Fisker Karma vehicle
program and other funded contract work with the United States
military and other government agencies.

The Company's consolidated operating loss increased from
$18.8 million in fiscal 2008 to $25.1 million in fiscal 2009.
This increase is primarily due to a non-cash charge of
$5.8 million recorded in the third quarter of fiscal 2009 for the
full impairment of the remaining balance of the intangible asset
associated with the Company's Strategic Alliance Agreement with
General Motors.

Cash used from operations during fiscal 2009 was $16.9 million,
which included $3.8 million in prepayments to affiliates under an
agreement with asola Advanced and Automotive Solar Systems, GmbH
on a solar cell contract.

Fair value adjustments of derivative instruments amounted to a
gain of $27.7 million in fiscal 2009 as compared to a loss of
$611,000 in fiscal 2008.  In fiscal 2009, the $27.7 million gain
was primarily attributable to the significant decline in the
Company's share price over the course of the fiscal year that
reduced the fair value of the derivative instrument liabilities.
The fair value adjustments in fiscal 2009 were offset by a
$23.8 million loss recorded in the first quarter of fiscal year
2009 as a result of the modification of Term Note B that occurred
on May 30, 2008, and a $4.3 million loss on settlement of
derivative instruments resulting from debt conversions and warrant
exercises that occurred during fiscal 2009.  There were no debt
conversions or warrant exercises in fiscal 2008.

Alan P. Niedzwiecki, President and CEO, stated, "This year was
marked by a changing automotive industry and strong economic
headwinds our customers faced as a result of the global economic
recession.  During the year, we did write-down our intangible
asset related to our strategic alliance with General Motors and
had a couple programs with GM cancelled or moved out into the
future.  However, we continue to work with GM and other automotive
OEMs on several exciting clean vehicle programs.  These programs
include customers such as Fisker Automotive, Volvo-Eicher, Ford,
Department of Energy, other government agencies, and the military.
Overall, we experienced a 52 percent growth rate in our fiscal
2009 development program revenues and took measures to reduce our
overhead structure."

Mr. Niedzwiecki continued, "Fisker Automotive plans on producing
15,000 Karma vehicles in calendar 2011 and Quantum is targeted to
be the exclusive supplier of certain systems and sub-systems for
the Q-DriveTM powertrain system.  The Q-Drive is a culmination of
technologies that Quantum has been developing over the last
decade.

Additionally, we are progressing with the Department of Energy on
our $175 million loan application in connection with the
Department of Energy's $25 billion Advanced Technology Vehicles
Manufacturing Loan program and other government programs available
to the Company.  We remain excited about the transformation taking
place in the automotive industry with clean vehicle hybrid
technology taking center stage.  Quantum has been working on
advanced propulsion and hybrid vehicle technologies for the past
ten years and we now see opportunities to apply this proprietary
technology into widely adopted commercial and military vehicle
markets."

                          Balance Sheet

At April 30, 2009, the Company's consolidated balance sheets
showed $59.9 million in total assets, $54.8 million in total
liabilities, and $5.1 million in total stockholders' equity.

The Company's consolidated balance sheets at April 30, 2009, also
showed strained liquidity with $11.8 million in total current
assets available to pay $36.2 million in total current
liabilities.

A full-text copy of the Company's fiscal 2009 annual report is
available at no charge at http://researcharchives.com/t/s?4f17

                    Going Concern Uncertainty

The Company relates that it has incurred recurring operating
losses and negative cash flows from continuing operating
activities.  The Company adds that it has used $13.2 million and
$16.9 million in cash for continuing operating activities during
fiscal 2008 and fiscal 2009, respectively.  From its inception
through April 30, 2009, the Company has funded its operations and
strategic investments primarily with proceeds from public and
private offerings of its Common Stock and borrowings with
financial institutions and its lender.

The Company discloses that although its current operating plan
anticipates increased revenues and improved profit margins over
the next two years, it has experienced a decline in revenues
during the first three quarters of fiscal 2010 that has required
it to continue to use a significant amount of cash in its
operations and may require it to use, over the course of the
entire 2010 fiscal year, a level of cash that approaches the
actual amount used for operations during fiscal 2009.  Based on
current projections and estimates, the Company believes that its
working capital and principal sources of liquidity are sufficient
to fund the operating activities and obligations through at least
April 30, 2010.  To meet these funding requirements, the Company
may have to draw down on some or all of the unconditional
commitment from its lender or alternatively raise capital through
public or private offerings of equity or debt securities.

The Company also believes additional financing, if required, can
be adequately sourced; however, it cannot provide any assurances
that it will be able to secure additional funding on terms
acceptable to it, if at all.

"Our inability to achieve our current operating plan or raise
capital to cover any shortfall would have a material adverse
affect on our ability to meet our obligations as they become due
without substantial disposition of assets or other similar actions
outside the ordinary course of business.

"If we are not able to secure the additional funding we need, we
may need to curtail our operations or take other action in order
to continue to operate as a going concern."

                        About Quantum Fuel

Headquartered in Irvine, Calif., Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) -- http://www.qtww.com/-- is a
fully integrated alternative energy company and a leader in the
development and production of advanced propulsion systems, energy
storage technologies, and alternative fuel vehicles.


RAPID LINK: Inks Amended Share Exchange Deal With Blackbird
-----------------------------------------------------------
Rapid Link Incorporated entered into an Amendment to the Share
Exchange Agreement with Blackbird Corporation, certain Rapid Link
shareholders, certain principal shareholders of Blackbird, and a
wholly-owned subsidiary of Blackbird, Mr. Prepaid, Inc.  The
Amendment revised the Share Exchange Agreement by and among
Blackbird and Rapid Link and their principal shareholders dated as
of October 13, 2009.

Under the Share Exchange Agreement, it was contemplated that Rapid
Link would acquire all or substantially all of the outstanding
shares of capital stock of Blackbird which would result in
Blackbird becoming an operating subsidiary of Rapid Link.  In
consideration for the Blackbird shares, Rapid Link was required to
issue an aggregate of 520,000,000 shares of its common stock to
the shareholders of Blackbird, which would constitute
approximately 80% of Rapid Link's then-issued and outstanding
shares of common stock.

Under the Amendment, the transaction contemplated by the Share
Exchange Agreement has been modified to provide for an initial
closing at which Rapid Link shall acquire all of the issued and
outstanding shares of capital stock of Mr. Prepaid in exchange for
10,000,000 shares of the Registrant's newly-formed preferred
stock, and Mr. Prepaid will become a wholly-owned subsidiary of
Rapid Link.  Rapid Link's preferred stock shall have certain
rights and preferences including that the shares of preferred
stock will be initially convertible into 520,000,000 shares of
Registrant common stock.  On an as-converted basis, these
520,000,000 shares of common stock would constitute approximately
80% of Rapid Link's then-issued and outstanding shares of common
stock.  Prior to the initial closing, the outstanding capital
stock of Telenational Communications, Inc. and One Ring Networks,
Inc. will be transferred from Rapid Link to a third party, without
recourse or liability to Rapid Link.

In addition, on the terms and subject to the conditions set
forth in the Amendment, at a subsequent closing, subject to the
satisfaction of certain additional conditions including obtaining
consents to transfer certain telecommunications licenses from the
Federal Communication Commission and state regulatory authorities,
Blackbird will also deliver to Rapid Link all of the issued and
outstanding shares of capital stock of Yak America, Inc. and the
capital stock of any other Blackbird subsidiary.  At such
subsequent closing, certain assets necessary to conduct the core
business of Telenational will be transferred to a wholly-owned
subsidiary of Rapid Link in exchange for the assumption by such
transferee of $1.85 million of indebtedness owed to certain
creditors.  Such indebtedness will be secured by the Telenational
assets.

Under the Amendment, Blackbird made additional customary
representations and warrants with respect to Mr. Prepaid and Yak
America.

Rapid Link, Incorporated, and its subsidiaries have served as
facilities-based, communication companies providing various forms
of voice and data services to customers around the world.  Rapid
Link provides a multitude of communication services targeted to
small and medium sized businesses, as well as individual
consumers.  These services include the transmission of voice and
data traffic over public and private networks.  The Company also
sells foreign and domestic termination of voice traffic into the
wholesale market.

                        Going Concern Doubt

On Jan. 27, 2009, KBA GROUP LLP in Dallas, Texas, expressed
substantial doubt about Rapid Link, Incorporated's ability to
continue as a going concern after auditing the Company's financial
statements for the fiscal years ended Oct. 31, 2008, and 2007.
The auditor noted that the Company suffered recurring losses from
continuing operations during each of the last two fiscal years.
Additionally, at Oct. 31, 2008, the Company's current liabilities
exceeded its current assets by $2,100,000 and the Company has a
shareholders' deficit totaling $2,900,000.


REALOGY CORP: Bank Debt Trades at 11% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Realogy
Corporation is a borrower traded in the secondary market at 88.58
cents-on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.29
percentage points from the previous week, The Journal relates.
The loan matures on Sept. 30, 2013.  The Company pays 300 basis
points above LIBOR to borrow under the facility.  The bank debt
carries Moody's Caa1 rating and Standard & Poor's CCC- rating.
The debt is one of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Friday among the 172 loans with five or more bids.

As reported by the Troubled Company Reporter on Nov. 16, 2009,
Realogy Corporation reported net income of $59 million for the
three months ended Sept. 30, 2009, from a net loss of $49 million
for the same period a year ago.  The Company posted a net loss of
$215 million for the nine months ended Sept. 30, 2009, from a net
loss of $209 million for the same period a year ago.

Net revenues were $1.169 billion for the three months ended Sept.
30, 2009, from $1.341 million for the same period a year ago.  Net
revenues were $2.884 billion for the nine months ended Sept. 30,
2009, from $3.780 billion for the same period a year ago.

At Sept. 30, 2009, the Company had total assets of $8.067 billion
against total liabilities of $9.011 billion, resulting in
$944 million in stockholders' deficit.  The Sept. 30 balance sheet
showed strained liquidity: The Company had $863 million in total
current assets against $1.562 billion in total current
liabilities.

As of Sept. 30, 2009, Realogy had access to $736 million of its
$750 million revolving credit facility.  The Company also had
$161 million of readily available cash, which is included in cash
and cash equivalents of $192 million.

Realogy Corporation is one of the largest real estate service
companies in the United States with reported revenues of about
$4.7 billion for the year ended Dec. 31, 2008.  Realogy was
incorporated in January 2006 to facilitate a plan by Cendant
Corporation to separate Cendant into four independent companies -
one for each of Cendant's real estate services, travel
distribution services, hospitality services (including timeshare
resorts), and vehicle rental businesses.  The separation became
effective July 2006.

Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor.  Realogy fully supports the principles of the
Fair Housing Act.

At March 31, 2009, Realogy had $8.62 billion in total assets,
$9.62 billion in total liabilities, and $997 million in
stockholders' deficit.


REALVEST CORP: Tight Credit, Bad Economy Cue Bankruptcy Filing
--------------------------------------------------------------
Julia Anderson at The Columbian says Realvest Corp. sought
protection from creditors under Chapter 11 before the U.S.
Bankruptcy Court in Tacoma, Washington, citing economic downturn
and tight credit from banks.  The company said it owes $10 million
to six banks.

Realvest Corp. is a real estate development and management
company.


REFRIGERANT EXCHANGE: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Refrigerant Exchange Corp.
        15709 E. Arrow Hwy Unit 4
        Irwindale, CA 91706

Bankruptcy Case No.: 10-13375

Chapter 11 Petition Date: January 29, 2010

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

Judge: Richard M. Neiter

Debtor's Counsel: David B. Golubchik, Esq.
                  Levene Neale Bender Rankin & Brill LLP
                  10250 Constellation Blvd, Ste 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  Email: dbg@lnbrb.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/cacb10-13375.pdf

The petition was signed by Dennis O'Meara, president of the
Company.


RENAISSANT LAFAYETTE: Investment Group Wants to Acquire Towers
--------------------------------------------------------------
Tom Daykin at the Journal Sentinel says a local investment group
led by Frank and Dominic Giuffre is in discussion to acquire Park
Lafayette condominium towers on Milwaukee's east side.  The talks
came after a federal judge rejected the request of developer
Renaissant Lafayette LLC to access fund from Mallory Properties,
which is ran by the Giuffres.

Renaissant Lafayette wanted to use the money to pay operating
expenses at the 281-unit Park Layfayette, report notes.

                      About Renaissant Lafayette

Oak Brook, Illinois-based Renaissant Lafayette LLC is the owner of
a 280-unit luxury condominium development in Milwaukee named Park
Lafayette.  The project is at the intersection of North Prospect
Avenue and Lafayette Place in Milwaukee.  So far, 39 units were
sold.

The Company filed for Chapter 11 bankruptcy protection on December
23, 2009 (Bankr. E.D. Wis. Case No. 09-38166).  Forrest B.
Lammiman, Esq., at Meltzer, Purtill & Stelle LLC, assists the
Company in its restructuring effort.  The Company listed
$50,000,001 to $100,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.


RITE AID: Standley Assumes President & CEO Post Effective June 24
-----------------------------------------------------------------
Rite Aid Corporation said its current president and chief
operating officer John T. Standley will become President and Chief
Executive Officer effective June 24, 2010, at the company's annual
stockholder meeting.  The company's chairman and chief executive
officer Mary Sammons will continue as Chairman.

                         About Rite Aid

Camp Hill, Pennsylvania-based Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- is a drugstore chain with more than
4,800 stores in 31 states in the U.S. and the District of Columbia
and fiscal 2009 annual revenues of more than $26.3 billion.

                             *   *   *

As reported by the Troubled Company Reporter on December 21, 2009,
Rite Aid reported a net loss of $83.862 million for the 13 weeks
ended November 28, 2009, from a net loss of $243.125 million for
the 13 week period ended November 29, 2008.  Rite Aid reported a
net loss of $83.862 million for the 13 weeks ended November 28,
2009, from a net loss of $243.125 million for the 13 week period
ended November 29, 2008.

At November 28, 2009, the Company had $8.597 billion in total
assets against $10.076 billion in total liabilities, resulting in
stockholders' deficit of $1.478 billion.


RUBICON US: Taps Squire Sanders as Bankruptcy Counsel
-----------------------------------------------------
Rubicon US REIT, Inc., and its debtor-affiliates have asked for
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Squire Sanders & Dempsey as general counsel and
reorganization and bankruptcy counsel.

Squire Sanders will, among other things:

     a. attend meetings and negotiate with representatives of
        creditors and other parties-in-interest and advising and
        consulting on the conduct of the Debtors' bankruptcy
        cases, including all of the legal and administrative
        requirements of operating in Chapter 11;

     b. assist the Debtors with the preparation of their schedules
        of assets and liabilities and statements of financial
        affairs;

     c. advise the Debtors in connection with any contemplated
        sales of assets or business combinations, including the
        negotiation of asset, stock, real property, purchase,
        merger or joint venture agreements; formulate and
        implement appropriate procedures with respect to the
        closing of any such transactions; and counseling Debtors
        in connection with the transactions; and

     d. advise the Debtors in connection with any post-petition
        financing, refinancing, and cash collateral arrangements
        and negotiating and drafting documents relating thereto;
        providing advice and counsel with respect to pre-petition
        financing arrangements and the restructuring thereof; and
        negotiating and drafting documents relating thereto.

Sandra E. Mayerson, Esq., a partner at Squire Sanders, says that
the firm will be paid based on the hourly rates of its personnel:

        New Associates              $155
        Most Senior Partners        $955
        New Project Assistants      $100
        Senior Paralegals           $325

Ms. Mayerson assures the Court that Squire Sanders is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter
11 bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case
No. 10-10160).  The Company listed $100,000,001 to $500,000,000 in
assets and $100,000,001 to $500,000,000 in liabilities.

Grant Thornton LLP is the Company's financial advisor.

The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed
separate Chapter 11 petitions.


RUBICON US: Taps Young Conaway as Special Litigation Counsel
------------------------------------------------------------
Rubicon US REIT, Inc., and its debtor-affiliates have asked for
permission from the U.S. Bankruptcy Court for the District of
Delaware to employ Young Conaway Stargatt & Taylor, LLP, as
special litigation counsel, nunc pro tunc to January 20, 2010.

Young Conaway will, among other things:

     a. assist and advise the Debtors, and consult with the
        Debtors' bankruptcy counsel, as necessary, in connection
        with litigation-related matters in the reorganization
        cases (the Special Litigation Matters), including, but not
        limited to, matters related to the Chancery Action;

     b. commence and conduct any and all litigation necessary or
        appropriate to assert rights held by the Debtors with
        respect to Special Litigation Matters;

     c. with respect to Special Litigation Matters, attend
        meetings and negotiate with any party who may be adverse
        to the Debtors; and

     d. take all necessary action to protect and to preserve the
        interests of the Debtors with respect to Special
        Litigation Matters, including (i) the prosecution of
        actions on their behalf and (ii) negotiations concerning
        all litigation in which the Debtors are involved.

Prior to the Petition Date, Young Conaway represented one of the
Debtors, Rubicon US REIT, Inc., with respect to certain litigation
in the Delaware Court of Chancery for New Castle County (the
Chancery Action), the resolution of which paved the way for the
filing of the Reorganization Cases.

James L. Patton, Jr., Esq., a partner at Young Conaway, says that
the hourly rates of the firm's personnel are:

        James L. Patton, Jr.               $850
        Patrick A. Jackson                 $320
        Justin H. Rucki                    $275
        Debbie E. Laskin, Paralegal        $220

Mr. Patton assures the Court that Young Conaway is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter
11 bankruptcy protection on January 20, 2010 (Bankr. D. Delaware
Case No. 10-10160).  Stephen W. Spence, Esq., at Phillips, Goldman
& Spence, assists the Company in its restructuring effort.  The
Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.

Grant Thornton LLP is the Company's financial advisor.

The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed
separate Chapter 11 petitions.


RUBICON US: Wants Phillips Goldman as Delaware Counsel
------------------------------------------------------
Rubicon US REIT, Inc., and its debtor-affiliates have asked for
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Phillips, Goldman & Spence, P.A., as Delaware
bankruptcy counsel, nunc pro tunc to the Petition Date.

Phillips Goldman will, among other things:

     a. attend meetings and negotiate with representatives of
        creditors and other parties-in-interest and advising and
        consulting on the conduct of the Debtors' bankruptcy
        cases, including all of the legal and administrative
        requirements of operating in Chapter 11;

     b. assist the Debtors with the preparation of the schedules
        of assets and liabilities and statements of financial
        affairs;

     c. advise the Debtors in connection with any contemplated
        sales of assets or business combinations, including the
        negotiation of asset, stock, purchase, merger or joint
        venture agreements, formulate and implement appropriate
        procedures with respect to the closing of any of the
        transactions, and counseling the Debtors in connection
        with the transactions; and

     d. advise the Debtors on matters relating to the evaluation
        of the assumption, rejection or assignment of unexpired
        leases and executory contracts.

Stephen W. Spence, Esq., a director and shareholder of Phillips
Goldman, says that the firm will be paid based on the hourly rates
of its personnel:

        Senior Directors                      $425
        Directors                             $360
        Associates                            $300
        Senior Paralegal                      $150
        Paralegals                            $140

Mr. Spence assures the Court that Phillips Goldman is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter
11 bankruptcy protection on January 20, 2010 (Bankr. D. Delaware
Case No. 10-10160).  The Company listed $100,000,001 to
$500,000,000 in assets and $100,000,001 to $500,000,000 in
liabilities.

Grant Thornton LLP is the Company's financial advisor.

The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed
separate Chapter 11 petitions.


RUBICON US: U.S. Trustee Sets Meeting of Creditors for Feb.22
-------------------------------------------------------------
Roberta A. DeAngelis, the U.S. Trustee for Region 3, will convene
a meeting of creditors in Rubicon US REIT, Inc., and its debtor-
affiliates' Chapter 11 cases on February 22, 2010, at 1:00 p.m.
The meeting will be held at J. Caleb Boggs Federal Building, 2nd
Floor, Room 2112.

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

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

Chicago, Illinois-based Rubicon US REIT, Inc., filed for Chapter
11 bankruptcy protection on January 20, 2010 (Bankr. D. Delaware
Case No. 10-10160).  Stephen W. Spence, Esq., at Phillips, Goldman
& Spence, assists the Company in its restructuring effort.  The
Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.

Grant Thornton LLP is the Company's financial advisor.

The Company's affiliates -- Rubicon GSA II, LLC, et al. -- filed
separate Chapter 11 petitions.


SARATOGA RESOURCES: Extension Sought
------------------------------------
BankruptcyData reports that Saratoga Resources filed with the U.S.
Bankruptcy Court a motion seeking an extension of the exclusive
period during which the Company can solicit acceptances for its
plan of reorganization.

On January 21, 2010, the Court issued an order vacating its
December 2, 2009 order confirming the Company's Plan.

The motion explains, ". . . two issues remain unresolved.  First,
the definition of 'Total Proved PV10 Value' is unresolved.
Wayzata's definition -- the lesser of PV10 Proved and 2 X PV10 PDP
-- results in a breach from the outset.  This covenant is not
present in the Macquarie Credit Agreement.  Second, the pricing
for the reserve reports remains unresolved.  Wayzata continues to
insist on using SEC pricing for reserve reports rather than SPE
pricing (Macquarie's Credit Agreement does not specify, Debtors
believe that these remaining issues demonstrate the unreasonable
position taken by Wayzata and highlights Wayzata's clear intent to
create subsequent defaults."

                     About Saratoga Resources

Saratoga Resources Inc. (OTCBB: SROEQ) is an independent
exploration and production company with offices in Houston and
Covington.  Saratoga engages in the acquisition and development of
oil and gas producing properties that allow the Company to grow
through low-risk development and risk-managed exploration.
Saratoga operates 14 fields in Louisiana and Texas with 106 active
producing wells.  Current net production is roughly 3,000
barrels of oil equivalent per day -- BOEPD -- with 70% oil versus
gas.  Principal holdings cover 37,756 gross (34,246 net) acres,
mostly held-by-production, located in the state waters offshore
Louisiana.

Saratoga Resources, Inc., and certain operating subsidiaries filed
on March 31, 2009, voluntary Chapter 11 petitions in the U.S.
Bankruptcy Court for the Western District of Louisiana in
Lafayette, Louisiana.  Saratoga is being advised by its legal
counsel, Adams & Reese LLP; its investment banker, Pritchard
Capital Partners LLC; and its financial advisor, Ambrose
Consulting LLC.

The case is In Re Harvest Oil and Gas, LLC (Bankr. W.D. La. Lead
Case No. 09-50397).  Robin B. Cheatham, Esq., at Adams & Reese
LLP, represents the Debtors in their restructuring effort.  The
Debtors listed between $100 million and $500 million each in
assets and debts.


SARGENT RANCH: Files Schedules of Assets & Liabilities
------------------------------------------------------
Sargent Ranch, LLC, filed with the U.S. Bankruptcy Court for the
Southern District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property              $716,100,000
  B. Personal Property            $2,502,520
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $71,056,421
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $2,161,044
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $9,297,844
                                 -----------      -----------
        TOTAL                    $718,602,520     $82,515,309

La Jolla, California-based Sargent Ranch, LLC, a California
Limited Liability Company, filed for Chapter 11 bankruptcy
protection on January 4, 2010 (Bankr. S.D. Calif. Case No. 10-
00046).  John L. Smaha, Esq., at Smaha Law Group, APC, assists the
Company in its restructuring effort.  The Company listed
$500,000,001 to $1,000,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


SECOND CHANCE: Gov't Reports Admissible Under Hearsay Exception
---------------------------------------------------------------
WestLaw reports that body armor reports that were produced by the
research arm of the United States Department of Justice were
sufficiently trustworthy to be admitted under the hearsay
exception for public records and reports in a Chapter 7 trustee's
adversary proceeding for breach of contract, breach of warranty,
and fraud against the manufacturers of polymer fiber used in the
debtor's bullet-resistant vests.  The Attorney General instructed
the agency to commence an investigation into the reliability of
the body armor worn by law enforcement personnel soon after two
officers were shot and wounded while wearing vests containing the
manufacturers' fiber, and the investigators for the agency, which
was the entity that set ballistics safety standards for body armor
manufacturers, had a sufficiently high level of skill and
experience to make their reports trustworthy.  The reports,
moreover, were not prepared in anticipation of litigation to be
initiated by the government.  In re Second Chance Body Armor,
Inc., --- B.R. ----, 2010 WL 103686 (Bankr. W.D. Mich.) (Gregg,
J.).

James W. Boyd, the Chapter 7 Trustee for Second Chance Body Armor,
Inc., nka SCBA Liquidation, Inc., is suing (Bankr. E.D. Mich. Adv.
Pro. No. 05-80019) Toyobo America, Inc., Toyobo Co., Ltd., and
others involved in manufacturing the debtor's bullet-resistent
vests, for breach of express warranties, breach of implied
warranties, fraud, and breach of contract.

Based in Central Lake, Michigan, Second Chance Body Armor, Inc.
-- http://www.secondchance.com/-- manufactures wearable and soft
concealable body armor.  The Company filed for Chapter 11
protection on Oct. 17, 2004 (Bankr. W.D. Mich. Case No. 04-12515)
after recalling more than 130,000 vests made wholly of Zylon, but
it did not recall vests made of Zylon blended with other
protective fibers.  Stephen B. Grow, Esq., at Warner Norcross &
Judd, LLP, represented the Debtor.  Daniel F. Gosch, Esq., at
Dickinson Wright PLLC, represented the Official Committee of
Unsecured Creditors.  The Debtor's case converted to a Chapter
7 proceeding on Nov. 22, 2005.  James W. Boyd, Esq., serves as
the chapter 7 trustee and is represented by Ronald A. Schuknecht,
Esq., at Lewis Schuknecht & Keilitz PC.  When the Debtor filed
for protection from its creditors, it estimated assets and
liabilities of $10 million to $50 million.


SEITEL INC: CEO and COO Agree to 10% Reduction in Salary in 2010
----------------------------------------------------------------
In a regulatory filing Wednesday, Seitel, Inc., disclosed that the
Company and each of Robert D. Monson, the Company's president and
chief executive officer, and Kevin P. Callaghan, the Company's
chief operating officer, have agreed to amend their respective
employment agreements to continue the reduction of their base
salary by 10% during the period from January 1, 2010, through
December 31, 2010.  The other terms and conditions of their
employment agreements remain in full force and effect.

Robert J. Simon, the company's senior vice president of business
development, agreed to continue the reduction in his base salary
by 10% during the period from January 1, 2010, through
December 31, 2010.

As reported in the Troubled Company Report on November 23, 2009,
the Company reported a net loss of $28.0 million for the three
months ended September 30, 2009, compared with a net loss of
$17.2 million in the same period in 2008.

Total revenue for the third quarter of 2009 was $19.5 million, a
decrease of $26.6 million, or 58%, from total revenue of
$46.1 million for the third quarter of 2008.  The revenue decrease
was primarily driven by a $21.0 million or 64% decline in total
resales from the Company's seismic data library.

                          Balance Sheet

At September 30, 2009, the Company's unaudited consolidated
balance sheets showed $534.1 million in total assets,
$474.0 million in total liabilities, and $60.1 million in total
shareholders' equity.

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

                        About Seitel, Inc.

Based in Houston, Seitel, Inc.  -- http://www.seitel-inc.com/--
is a leading provider of seismic data to the oil and gas industry
in North America.  Seitel's data products and services are
critical for the exploration for, and development and management
of, oil and gas reserves by oil and gas companies.  Seitel has
ownership in an extensive library of proprietary onshore and
offshore seismic data that it has accumulated since 1982 and that
it licenses to a wide range of oil and gas companies.  Seitel
believes that its library of onshore seismic data is one of the
largest available for licensing in the United States and Canada.
Seitel's seismic data library includes both onshore and offshore
3D and 2D data.  Seitel has ownership in over 42,000 square miles
of 3D and approximately 1.1 million linear miles of 2D seismic
data concentrated in the major active North American oil and gas
producing regions.  Seitel serves a market which includes over
1,600 companies in the oil and gas industry.

                          *     *     *

In July 2009, Moody's Investors Service downgraded Seitel's
Corporate Family Rating to Caa3 from B3, its Probability of
Default Rating to Caa3 from B3, its senior unsecured notes rating
to Caa3 (LGD 4, 54%) from B3 (LGD 4, 56%), and its Speculative
Liquidity Rating to SGL-4 from SGL-3.  The rating outlook is
negative.  The downgrade reflects the increased pressure on
Seitel's liquidity and earnings.


STERLING MINING: Elects Two New Members to Board of Directors
-------------------------------------------------------------
In a regulatory filing Thursday, Sterling Mining Company disclosed
that effective November 12, 2009, the Company's Board of Directors
elected two new Board members in accordance with the Supplemental
Post Petition Secured Financing Agreement with Minco Silver.  The
Board members appointed are Dwayne L. Melrose and Shawn Rodeck.
Mr. Melrose is currently the Vice President of Exploration for
Minco Silver and Mr. Rodeck is currently a consultant, acting as
Director of Legal Affairs for Minco Silver.

                       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.


SERVICE MASTER: Bank Debt Trades at 8% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which The ServiceMaster
Co. is a borrower traded in the secondary market at 92.03 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.28
percentage points from the previous week, The Journal relates.
The Company pays 300 basis points above LIBOR to borrow under the
facility.  The bank loan matures on July 24, 2014, and carries
Moody's B1 rating and Standard & Poor's B+ rating.  The debt is
one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

The ServiceMaster Co. -- http://www.servicemaster.com/-- serves
residential and commercial customers through a network of over
5,500 company-owned locations and franchised licenses.  The
Company's brands include TruGreen, TruGreen LandCare, Terminix,
American Home Shield, ServiceMaster Clean, Merry Maids, Furniture
Medic, and AmeriSpec.  The core services of the Company include
lawn care and landscape maintenance, termite and pest control,
home warranties, disaster response and reconstruction, cleaning
and disaster restoration, house cleaning, furniture repair, and
home inspection.


SHAVER LAKE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Shaver Lake Point, LLC
        215 W Fallbrook #123
        Fresno, CA 93725

Bankruptcy Case No.: 10-10889

Chapter 11 Petition Date: January 29, 2010

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

Judge: Whitney Rimel

Debtor's Counsel: Riley C. Walter, Esq.
                  8305 N Fresno St #410
                  Fresno, CA 93720
                  Tel: (559) 435-9800

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/caeb10-10889.pdf

The petition was signed by Bradley P. Morris.


SKYPE TECHNOLOGIES: Bank Debt Sells at 101.20% in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Skype Technologies
S.A. is a borrower traded in the secondary market at 101.20 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.01
percentage points from the previous week, The Journal relates.
The Company pays 700 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 13, 2014.  It carries
Moody's B1 rating and is not rated by Standard & Poor's.  The debt
is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

Skype Technologies S.A. -- http://www.skype.com/-- owns the
popular Web-based software that allows users to make phone calls
using the Internet.  Calls are free when made PC-to-PC, and users
can make calls to landlines or cell phones at typically much lower
rates than traditional phone services.  Co-founders Niklas
Zennstr”m and Janus Friis launched Skype in 2003; two years later
they sold the company to eBay for $2.6 billion.  Unable to
leverage Skype with its other offerings, in November 2009 eBay
sold a 70% stake in Skype to a private investor group lead by
Silver Lake Partners for $1.9 billion in cash.


SPANSION INC: Stay of Patent Spat with Samsung Approved
-------------------------------------------------------
Law360 reports that a bankruptcy judge on Thursday signed off on a
deal between Spansion Inc. and Samsung Electronics Co. Ltd. to
stay a multimillion-dollar flash memory patent litigation before
the U.S. International Trade Commission and elsewhere until the
Debtor can complete its reorganization.

Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/--
is a Flash memory solutions provider.  Spansion is a former joint
venture of AMD and Fujitsu.

Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion
International, Inc., and Cerium Laboratories LLC filed voluntary
petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead
Case No. 09-10690).  On February 9, 2009, Spansion's Japanese
subsidiary, Spansion Japan Ltd., voluntarily entered into a
proceeding under the Corporate Reorganization Law (Kaisha Kosei
Ho) of Japan to obtain protection from its creditors as part of
the company's restructuring efforts. None of Spansion's
subsidiaries in countries other than the United States and Japan
are included in the U.S. or Japan filings.

Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A.
Posin, Esq., at Latham & Watkins LLP, have been tapped as
bankruptcy counsel.  Michael R. Lastowski, Esq., at Duane Morris
LLP, is the Delaware counsel.  Epiq Bankruptcy Solutions LLC, is
the claims agent.  The United States Trustee has appointed an
official committee of unsecured creditors in the case.  As of
September 30, 2008, Spansion disclosed total assets of
US$3,840,000,000, and total debts of US$2,398,000,000.

Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009
(Bankr. D. Del. Case No. 09-11480).  The Chapter 15 Petitioner's
counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes.  It said
that Spansion Japan had US$10 million to US$50 million in assets
and US$50 million to US$100 million in debts.

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


SUN MICROSYSTEMS: S&P Raises Corporate Credit Rating From 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Santa Clara, California-based Sun Microsystems
Inc. to 'A' from 'BB+'.  S&P also withdrew the ratings from
CreditWatch, where they had been placed with positive implications
on April 20, 2009.

The rating action and CreditWatch removal reflect the equalization
of Sun's ratings with those of Oracle Corp. (A/Stable/A-1)
following the completion of Sun's acquisition by Oracle.
Following the redemption of Sun's outstanding debt issues, S&P
will withdraw Sun's ratings.


SUNDOWN HILLS: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Sundown Hills LLC filed with the U.S. Bankruptcy Court for the
Northern District of Georgia its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property              $729,336
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $12,261,063
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $33,713
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $6,192,465
                                 -----------      -----------
        TOTAL                       $729,336      $18,487,241

Tucker, Georgia-based Sundown Hills LLC filed for Chapter 11
bankruptcy protection on January 5, 2010 (Bankr. N.D. Ga. Case No.
10-60431).  Dorna Jenkins Taylor, Esq., who has an office in
Atlanta, Georgia, 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.


SUPERIOR PLUS: DBRS Confirms Sr. Unsec. Debentures Rating at 'BB'
-----------------------------------------------------------------
Dominion Bond Rating Service has confirmed the Senior Secured
Notes and Senior Unsecured Debentures ratings of Superior Plus LP
(Superior or the Partnership) at BBB (low) and BB (high),
respectively, both with Stable trends, following the announcement
and closing of the acquisition of Griffith Energy, Inc. (Griffith
Rochester) for the total aggregate price of US$125 million
($130 million) before working capital adjustments.

The rating confirmations are based on DBRS's expectation that the
acquisition will be accretive to cash flow (the Partnership
forecasts five cents per share in 2010) and will have a minimal
impact on Superior's key credit metrics.  The transaction was
initially funded with the Partnership's $570 million credit
facility ($124 million available post-acquisition), and will be
refinanced with a combination of debt and equity.  The Partnership
has entered into a bought deal to raise gross proceeds of
approximately $60 million in equity (with an over-allotment option
to $69 million) which is expected to close on or about
February 10, 2010.  The transaction price equates to approximately
5.7 times annualized EBITDA, which is reasonable.  DBRS expects
the transaction to have a modestly positive impact on Superior's
business risk profile as it expands its share in the refined fuel
distribution and energy services business in the growing markets
in the northeastern United States.

This acquisition marks the Partnership's fourth since September
2009 (including Specialty Productions & Insulation, Sunoco Retail
Heat (SRH) and Griffith Energy Services (GES)) for an aggregate
cost of approximately $450 million, which together are expected to
lead to a material increase in EBITDA going forward.  With the
increased EBITDA from the recent acquisitions and from its
specialty chemicals business following the completion of the Port
Edwards expansion, DBRS expects the Partnership's credit metrics
to improve over time and to move towards its long-term targeted
debt-to-EBITDA levels: senior debt: 1.5 times (x) to 2.0x and
total debt: 2.5x to 3.0x.

Griffith Rochester is a retail and wholesale distributor of retail
propane, heating oil and motor fuels in upstate New York with 27
branch locations, 26 bulk storage facilities and three storage
terminals, providing 20 million gallons of storage capacity.  The
acquisition is complementary to SRH and GES, purchased in
September and December 2009, respectively, and in line with the
Partnership's strategy to target and grow its heating oil and
propane distribution business in the northeastern United States
and eastern Canada.


SUPERMEDIA INC: S&P Assigns Corporate Credit Rating at 'B-'
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' corporate
credit rating to Dallas, Texas-based SuperMedia Inc. (formerly
Idearc Inc.), subsequent to its emergence from Chapter 11
bankruptcy proceedings.  The rating outlook is negative.

At the same time, Standard & Poor's assigned its issue-level and
recovery rating to SuperMedia's $2.75 billion senior secured term
loan facility due December 2015, which was issued in tandem with
the Dec. 31, 2009 effective date of the company's reorganization
plan.  The term loan is rated 'B-' (at the same level as the
corporate credit rating on the company) with a recovery rating of
'3', indicating S&P's expectation that lenders can expect
meaningful (50% to 70%) recovery in the event of payment default.

"The 'B-' corporate credit rating reflects S&P's expectation for
SuperMedia's profitability to deteriorate meaningfully, causing
debt leverage to increase and EBITDA coverage of interest expense
to weaken materially to the low-1x area over the next two years,"
said Standard & Poor's credit analyst Michael Listner.

S&P is concerned about the secular declines S&P believes to be
prevailing in the print directories sector, as well as increased
competitive dynamics as small business advertising expands across
a greater number of channels.  These factors could lead to a
sustained decline in the company's EBITDA and a weakening of its
financial profile over time, despite the significant reduction in
its total indebtedness as a result of its reorganization plan.

SuperMedia is the second-largest directory publisher in the U.S.,
with leading incumbent positions in many markets.  The company
(spun off from Verizon Communications Inc. in November 2006)
publishes more than 1,200 directory titles in approximately 350
markets across 34 states.  SuperMedia derives its revenue
primarily through the sale of print directory advertising.  S&P
estimate that approximately 85% of its revenue in 2009 came from
the sale of advertising in print directories and the remaining 15%
from its Internet and direct mail segments.

The 'B-' rating reflects S&P's expectation that print revenue will
fall about 25% in 2010, and that the decline will moderate to the
mid- to high-teens percentage area in 2011.  S&P expects that
SuperMedia's Internet and direct mail businesses, which are
significantly smaller than print revenue, will only slightly
offset continued meaningful declines in print revenue.  S&P
expects print ad sales to decline in excess of 20% in 2010, with a
similar percentage decline in the company's total revenue.  EBITDA
margins, in S&P's view, will continue to deteriorate, and S&P
expects EBITDA to decline between 40% and 45% in 2010.


SWIFT TRANSPORTATION: Bank Debt Trades at 4% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Swift
Transportation Co., Inc., is a borrower traded in the secondary
market at 95.61 cents-on-the-dollar during the week ended Friday,
Jan. 29, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents an
increase of 0.82 percentage points from the previous week, The
Journal relates.  The loan matures on March 15, 2014.  The Company
pays 325 basis points above LIBOR to borrow under the facility.
The debt carries Moody's B3 rating and Standard & Poor's B-
rating.  The debt is one of the biggest gainers and losers among
widely quoted syndicated loans in secondary trading in the week
ended Friday among the 172 loans with five or more bids.

Swift Transportation Co., Inc. -- http://www.swifttrans.com/--
hauls freight such as building materials, paper products, and
retail merchandise throughout the U.S. and in Mexico.  The Company
operates a fleet of about 18,000 tractors and 48,000 trailers from
a network of about 40 terminals.  Its services include dedicated
contract carriage, in which drivers and equipment are assigned to
a customer long-term.  Besides standard dry ans, Swift's fleet
includes refrigerated, flatbed, and other specialized trailers, as
well as about 5,800 intermodal containers.


THORNBURG MORTGAGE: Officers Dismissed From Subprime Suit
---------------------------------------------------------
Law360 reports that several officers and directors of Thornburg
Mortgage Inc. have been dismissed from a proposed class action
accusing them of misleading investors in the run-up to the
company's collapse.

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- was a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages.  It originated, acquired, and retained investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprised of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.

Thornburg Mortgage, Inc., and its four affiliates filed for
Chapter 11 on May 1 (Bankr. D. Md. Lead Case No. 09-17787).
Thornburg has changed its name to TMST, Inc.

Judge Duncan W. Keir is handling the case.  David E. Rice, Esq.,
at Venable LLP, in Baltimore, Maryland, has been tapped as
counsel.  Orrick, Herrington & Sutcliffe LLP is employed as
special counsel.  Jim Murray, and David Hilty, at Houlihan Lokey
Howard & Zukin Capital, Inc., have been tapped as investment
banker and financial advisor.  Protiviti Inc. has also been
engaged for financial advisory services.  KPMG LLP is the tax
consultant.  Epiq Systems, Inc., is claims and noticing agent.  In
its bankruptcy petition, Thornburg listed total assets of
$24,400,000,000 and total debts of $24,700,000,000, as of
January 31, 2009.

On October 28, 2009, the Court approved the appointment of Joel I.
Sher as the Chapter 11 Trustee for the Company, TMST Acquisition
Subsidiary, Inc., TMST Home Loans, Inc. and TMST Hedging
Strategies, Inc.


TIERRA VERDE: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Tierra Verde Marina Holdings, LLC
        100 Pinellas Bayway S
        Saint Petersburg, FL 33715

Bankruptcy Case No.: 10-01993

Type of Business:

Chapter 11 Petition Date: January 29, 2010

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

Judge: K. Rodney May

Debtor's Counsel: Thomas C. Little, Esq.
                  2123 N.E. Coachman Road, Suite A
                  Clearwater, FL 33765
                  Tel: (727) 443-5773
                  Email: janet@thomasclittle.com

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

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

The petition was signed by Melisa Jones, the company's manager.

Debtor's List of 4 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Diane Nelson, CFC                                 $291,590
Pinellas County Tax                               ($0 secured)
Collecto
PO Box 1729
Clearwater, FL 33757

Diane Nelson, CFC                                 $218,998
Pinellas County Tax                               ($0 secured)
Collecto

Evenflow Enterprises, Inc.                        Unknown
c/o Eric C. Thiel, Esq.
Banker Lopez Gassler PA
501 E Kennedy Boulevard
Tampa, FL 33602

Idearc Media                                      $26,239


TETON ENERGY: Fiscal Year End Changed to January 22
---------------------------------------------------
In a regulatory filing Thursday, Teton Energy Corporation
disclosed that the fiscal year end of the company was changed to
January 22, 2010.

As reported in the Troubled Company Reporter on January 25, 2010,
the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware confirmed the Company's Plan of
Reorganization.

A copy of the Amended Plan is available for free at
http://bankrupt.com/misc/TETON_ENERGY_amended_plan.pdf

A copy of the Amended Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?4c30

Denver, Colorado-based Teton Energy Corp. is an independent oil
and gas exploration and production company focused on the
acquisition, exploration and development of North American
properties, primarily concentrated in the Midcontinent and Rocky
Mountain regions of the U.S.

The Company filed for Chapter 11 bankruptcy protection on
November 8, 2009 (Bankr. D. Delaware Case No. 09-13946).  As of
June 30, 2009, the Company listed $24,219,447.57 in assets and
$44,316,387.28 in liabilities.


TXCO RESOURCES: Expects Feb. 11 Effective Date for Confirmed Plan
-----------------------------------------------------------------
In a regulatory filing Friday, TXCO Resosurces Inc. disclosed that
on January 27, 2010, the U.S. Bankruptcy Court for the Western
District of Texas entered an order confirming the Debtors' Second
Amended Plan of Reorganization, as modified pursuant to the
rulings of the Bankruptcy Court and the agreements of various
parties.  The Company currently anticipates that the effective
date of the Plan will be on or about February 11, 2010.

On January 11, 2010, the company entered into a definitive
Purchase and Sale Agreement to sell a substantial portion of
TXCO's assets to Newfield Exploration Company and Anadarko E&P
Company LP.  The Second Amended Plan of Reorganization dated
January 27, 2010, is based on the sale of the Debtors' assets.

A copy of the Plan as confirmed by the Bankruptcy Court is
available for free at http://researcharchives.com/t/s?4f34

A copy of the Confirmation Order is available for free at
http://researcharchives.com/t/s?4f35

The Plan provides, among other things, that (i) substantially all
of the Debtors' assets will be sold to the purchasers pursuant to
the Agreement, (ii) most of the remaining assets will be
transferred to a liquidating trust for the benefit of holders of
the Company's equity interests, (iii) one holder of an equity
interest in the Company will receive a beneficial interest in the
Liquidating Trust that will entitle such holder to receive
distributions from the Liquidating Trust; (iv) the other holders
of the Company's equity interests will be entitled to a
distribution prior to any distribution of cash or other assets to
the holder of the Beneficial Interest; and (v) all existing equity
interests in the Company will be terminated.

The claims and interests in TXCO are divided into 12 classes under
the Plan.  The Plan provides for payment in full of the Allowed
DIP Loan Secured Claim (Class 1), Allowed Secured Claims of
holders of Senior Mineral Liens (Class 2), Allowed Secured Claims
of Revolver Lenders (Class 3), Allowed Secured Claims of the Term
Loan Lenders (Class 4), Allowed Secured Claims of holders of
Junior Mineral Liens (Class 5), Allowed Secured Tax Claims (Class
6), Allowed Priority Non-Tax Claims (Class 7), Allowed General
Unsecured Claims (Class 8), and Allowed Other Secured Claims
(Class 13).  Allowed Intercompany Claims (Class 10) will be
discharged at the Effective Time.

The Plan provides for the distribution of a Beneficial Interest to
holders of Redeemed Preferred Stock (Class 11A).  Holders of
Preferred Stock (Class 11B) will be paid $7,575,000, and holders
of Common Stock (Class 12) will be paid their pro rata share of
$10,000,000 as funds become available.  Newfield is the sole
holder of Redeemed Preferred Stock (Class 11A).  The Plan provides
that Newfield, as the sole holder of Redeemed Preferred Stock
(Class 11A) will receive no distribution on its Beneficial
Interest until such time as the holders of Preferred Stock (Class
11B) have been paid in full and the aggregate sum of $10 million
has been distributed pro rata to the holders of Common Stock
(Class 12).

Depending on the proceeds, if any, ultimately received by the
Liquidating Trust in respect of the assets it will retain after
the closing of the transactions contemplated by the Agreement, the
Company anticipates that holders of Preferred Stock (Class 11B)
and Common Stock (Class 12) may receive some cash or other
property in respect of the equity interests they held on the
Effective Date.  However, the amount of cash or other property
that may ultimately be received by the holders of Common Stock
(Class 12) will be limited to $10,000,000 in the aggregate and
cannot be paid until the holders of interests in the Preferred
Stock (Class 11B) have received $7,575,000.  The Company can make
no assurances as to whether the holders of Redeemed Preferred
Stock (Class 11A), Preferred Stock (Class 11B), or Common Stock
(Class 12) will ultimately receive any cash or other property or
as to the amount, if any, that they may receive in respect
thereof.  Accordingly, the Company urges that extreme caution be
exercised with respect to existing and future investments in any
Company equity securities.  The Record Date for the holders of
Common Stock eligible to receive a distribution, if any, from the
Liquidating Trust, will be the Effective Date, which is currently
anticipated to be on or after February 11, 2010.

Immediately prior to the confirmation of the Plan, the authorized
capital stock of the Company consisted of 100,000,000 shares of
common stock and 10,000,000 shares of preferred stock, par value
$0.01 per share.  Immediately prior to the confirmation of the
Plan, there were 38,315,955 shares of common stock, 51,909 shares
of Series D preferred stock, and 15,000 shares of Series E
preferred stock issued and outstanding.  All equity interests of
the Company (including all outstanding shares of common stock,
preferred stock, options, warrants or contractual or other rights
to acquire any equity interests) will be cancelled and
extinguished on the Effective Date.

                       About TXCO Resources

TXCO Resources Inc. is an independent oil and natural gas
enterprise with interests in the Maverick Basin of Southwest
Texas, the Fort Trinidad area of East Texas, the onshore Gulf
Coast region and the Marfa Basin of Texas, the Midcontinent region
of Western Oklahoma and willow Gulf of Mexico waters.  The
Company's business strategy is to acquire undeveloped mineral
interests and internally develop a multi-year drilling inventory
through the use of advanced technologies, such as 3-D seismic and
horizontal drilling.  The Company accounts for its oil and natural
gas operations under the successful efforts method of accounting
and trade its common stock under the symbol "TXCOQ.pk."

The Company and its subsidiaries filed for Chapter 11 protection
on May 17, 2009 (Bankr. W.D. Tex. Case No. 09-51807).  The Debtors
hired Deborah D. Williamson, Esq., and Lindsey D. Graham, Esq., at
Cox Smith Matthews Incorporated, as general restructuring counsel;
Fulbright and Jaworski, L.L.P., as corporate counsel & conflicts
counsel; Albert S. Conly as chief restructuring officer and FTI
Consulting Inc. as financial advisor; Goldman, Sachs & Co. as
financial advisor for assets sale; Global Hunter Securities, LLC,
as financial advisors and investment bankers; and Administar
Services Group LLC as claims agent.  Gardere Wynne Sewell LLP
represents the Committee.


TXCO RESOURCES: Gets Court Approval to Sell Maverick Basin Asset
----------------------------------------------------------------
My San Antonio Business says a federal bankruptcy judge approved a
sale of TXCO Resources Inc.'s assets in the Maverick Basin of
Southwest Texas to Newfield Exploration Co. and Anadarko Petroleum
Corp. for $310 million.  In addition, Anadarko will acquire more
than 80,000 net acres from the company for $93 million, reports
notes.

TXCO Resources Inc. is an independent oil and natural gas
enterprise with interests in the Maverick Basin of Southwest
Texas, the Fort Trinidad area of East Texas, the onshore Gulf
Coast region and the Marfa Basin of Texas, the Midcontinent region
of Western Oklahoma and willow Gulf of Mexico waters.  The
Company's business strategy is to acquire undeveloped mineral
interests and internally develop a multi-year drilling inventory
through the use of advanced technologies, such as 3-D seismic and
horizontal drilling.  The Company accounts for its oil and natural
gas operations under the successful efforts method of accounting
and trade its common stock under the symbol "TXCOQ.pk."

The Company and its subsidiaries filed for Chapter 11 protection
on May 17, 2009 (Bankr. W.D. Tex. Case No. 09-51807).  The Debtors
hired Deborah D. Williamson, Esq., and Lindsey D. Graham, Esq., at
Cox Smith Matthews Incorporated, as general restructuring counsel;
Fulbright and Jaworski, L.L.P., as corporate counsel & conflicts
counsel; Albert S. Conly as chief restructuring officer and FTI
Consulting Inc. as financial advisor; Goldman, Sachs & Co. as
financial advisor for assets sale; Global Hunter Securities, LLC,
as financial advisors and investment bankers; and Administar
Services Group LLC as claims agent.  Gardere Wynne Sewell LLP
represents the Committee.


UFCW LOCAL 1049 PENSION: Insolvent; PBGC Provides Funding
---------------------------------------------------------
The Pension Benefit Guaranty Corporation has begun to give
financial assistance to two insolvent pension plans covered by its
multiemployer insurance program. The PBGC now provides funding for
these pension plans:

    * The Southern California, Arizona, Colorado, and Southern
      Nevada Glaziers Pension Plan, which covers 5,200 workers and
      retirees in the construction industry. The plan became
      insolvent in January 2010, and the agency has sent an
      initial payment of $639,113 to ensure that the plan's 1,500
      retirees receive their guaranteed benefit. The plan will
      receive a cash distribution each month to fund benefit
      obligations. The agency estimates its total financial
      commitment to the plan will be $117 million.

    * The United Food and Commercial Workers Local 1049 Pension
      Plan, which covers 400 food service industry workers in
      Cedar Knolls, N.J. The plan became insolvent in January
      2010, and the agency has sent an initial $132,000 to ensure
      the plan's 240 retirees get their guaranteed benefit. The
      plan will receive a cash distribution each quarter to fund
      benefit obligations. The agency estimates its total
      financial commitment to the plan will be $5.2 million.

Multiemployer plans are pension plans sponsored by unrelated
employers that usually share a common industry, and are funded
according to the terms of collective bargaining agreements. Unlike
PBGC's protection of plans sponsored by a single employer, the
agency does not take over insured multiemployer plans, but instead
sends financial assistance to insolvent plans.  After a
multiemployer plan notifies the agency that it has become
insolvent, the PBGC begins to fund the plan to ensure guaranteed
benefits are paid.  The frequency of the payment schedule is based
on the size of the plan.  Generally smaller plans are paid on a
quarterly basis, while larger plans receive monthly assistance.

Federal pension law, however, sets forth limits on retiree
benefits in insolvent multiemployer plans. Individuals who retire
after 30 years of service may be eligible for a guaranteed benefit
of up to $12,870. Under the law, the guaranteed benefit limits are
imposed by the plan administrator, not the PBGC, and are triggered
when a plan becomes insolvent.

Currently the PBGC gives assistance to 40 insolvent multiemployer
plans.

The PBGC multiemployer insurance program protects the benefits of
about 10 million workers and retirees in almost 1,500
multiemployer defined benefit pension plans. At the end of fiscal
year 2009, the program had assets of $1.5 billion to cover about
$2.3 billion of financial assistance expected to be paid in the
future.  For more information on the multiemployer insurance
program, see PBGC's fact sheet.  http://www.pbgc.gov/media/key-
resources-for-the-press/content/page13544.html

The PBGC is a federal corporation created under the Employee
Retirement Income Security Act of 1974. Through its separate
insurance programs for single-employer and multiemployer pension
plans, the PBGC guarantees 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.


UNO RESTAURANT: U.S. Trustee Names 5-Member Creditors Panel
-----------------------------------------------------------
The United States Trustee for Region 2 appointed five members to
the Official Committee of Unsecured Creditors for Uno Restaurant
Holdings Corporation and its 152 affiliates.

The Committee members are:

     -- Circle Associates;
     -- Angelo Luppino, Jr. and Nancy Luppino;
     -- Amelia Island Plantation;
     -- NSTAR Electric Company and NSTAR Gas Company; and
     -- Stone Ridge Construction Services

Boston, Massachusetts-based Uno Restaurant Holdings Corporation --
http://www.unos.com/-- includes 179 company-owned and franchised
full-service Uno Chicago Grill units located in 28 states, the
District of Columbia, Puerto Rico, South Korea, the United Arab
Emirates, Honduras, Kuwait, and Saudi Arabia.  The company also
operates a fast casual concept called Uno Due Go(R), a quick serve
concept called Uno Express, and a consumer foods division which
supplies airlines, movie theaters, hotels, airports, travel
plazas, schools and supermarkets with both frozen and refrigerated
private-label foods and branded Uno products.

The Company and 152 affiliates filed for Chapter 11 bankruptcy
protection on January 20, 2010 (Bankr. S.D.N.Y. Lead Case No.
10-10209).  The Company listed $100,000,001 to $500,000,000 in
assets and $100,000,001 to $500,000,000 in liabilities.


US FOODSERVICE: Bank Debt Trades at 12% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which U.S. Foodservice,
Inc., is a borrower traded in the secondary market at 87.85 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.34
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on July 3, 2014.  It carries
Moody's B2 rating and is not rated by Standard & Poor's.  The debt
is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

U.S. Foodservice, Inc. -- http://www.usfoodservice.com/-- is a
foodservice supplier serving some 250,000 customers from more than
70 distribution facilities.  The Company supplies restaurants,
hotels, school, and other foodservice operators with a wide
variety of food products, including canned and dry foods, meats,
frozen foods, and seafood.  It also distributes kitchen equipment
and cleaning supplies among other non-food supplies.  U.S.
Foodservice distributes both national brand products and its own
private labels.  Tracing its roots to 1853, the company is owned
by private equity firms KKR & Co. and Clayton, Dubilier & Rice.


VENETIAN MACAU: Bank Debt Trades at 5% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Venetian Macau US
Finance Co., LLC, is a borrower traded in the secondary market at
95.38 cents-on-the-dollar during the week ended Friday, Jan. 29,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.35 percentage points from the previous week, The Journal
relates.  The Company pays 550 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 25, 2011, and
carries Moody's B3 rating and Standard & Poor's B- rating.

Meanwhile, participations in a syndicated loan under which Las
Vegas Sands Corp. is a borrower traded in the secondary market at
87.98 cents-on-the-dollar during the week ended Friday, Jan. 29,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
1.57 percentage points from the previous week, The Journal
relates.  The Company pays 175 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 1, 2014, and
carries Moody's B3 rating and Standard & Poor's B- rating.

The syndicated loans are two of the biggest gainers and losers
among widely quoted syndicated loans in secondary trading in the
week ended Friday among the 172 loans with five or more bids.

Venetian Macau US Finance Co., LLC (also known as VML US Finance
LLC), and Venetian Macau Limited are wholly owned subsidiaries of
Las Vegas Sands.  Venetian Macau Limited owns the Sands Macau in
the People's Republic of China Special Administrative Region of
Macau and is also developing additional casino hotel resort
properties in Macau.

Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) --
http://www.lasvegassands.com/-- owns and operates The Venetian
Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo
and convention center.  The company also owns and operates the
Sands Macao, the first Las Vegas-style casino in Macao, China.

As reported by the TCR on Aug. 4, 2009, Moody's placed Las Vegas
Sands Corp.'s ratings, including its 'B3' Corporate Family Rating,
on review for possible downgrade.  Moody's cited weak operating
results and heightened concern regarding the Company's ability to
maintain compliance with financial covenants, among other things.

The Company also carries 'B-' issuer credit ratings from Standard
& Poor's.


VISTEON CORP: Bank Debt Trades at 109.31% in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Visteon
Corporation is a borrower traded in the secondary market at 109.31
cents-on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 1.88
percentage points from the previous week, The Journal relates.  .
The loan matures on May 30, 2013.  Visteon pays 300 basis points
above LIBOR to borrow under the facility.  Moody's has withdrawn
its rating on the bank debt and it is not rated by Standard &
Poor's.  The debt is one of the biggest gainers and losers among
widely quoted syndicated loans in secondary trading in the week
ended Friday among the 172 loans with five or more bids.

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)


WEBDIGS INC: Moquist Thorvilson Raises Going Concern Doubt
----------------------------------------------------------
Moquist Thorvilson Kaufmann Kennedy & Pieper LLC expressed
substantial doubt about Webdigs, Inc.'s ability to continue as a
going concern after auditing the Company's consolidated financial
statements as of and for the years ended October 31, 2009, and
2008.  The independent public accounting firm reported that the
Company has suffered losses from operations since its inception on
May 1, 2007.

The Company reported a net loss of $1,084,815 on net revenues of
$503,777 for the year ended October 31, 2009, compared to a
$2,090,232 on net revenues of $401,778 for fiscal 2008.

The Company incurred total operating expenses for fiscal 2009 of
$1,491,233 compared to $2,294,733 for fiscal 2008, a 35% year to
year decrease.  Selling expenses aggregated to $666,025 for fiscal
2009 compared to $1,453,551 for fiscal 2008.  In the year ended
October 31, 2009, the Company significantly reduced its
advertising and promotion expense from $523,342 to $88,312 as it
eliminated TV, billboard and magazine advertising from its
marketing expenditures.  The Company also reduced its information
technology expenses by 83% from $403,975 in the fiscal year ended
October 31, 2008, to $70,141 in the fiscal year ended October 31,
2009.

For the year ended October 31, 2009, the Company recorded interest
expense of $332,139.   For the fiscal year ended October 31, 2008,
the Company incurred only $285 of interest expense.

The Company also recorded a loss on the change in fair value of
derivatives and warrants related to the convertible debt of
$63,708 for the year ended October 31, 2009.

The Company also recorded income of $13,279 from its discontinued
joint venture Marketplace Home Mortgage - Webdigs, LLC for the
year ended October 31, 2009, compared to a loss of $9,064 for the
year ended October 31, 2008.

With the sale of its Marquest Financial, Inc. subsidiary, the
Company recorded a gain of $297,412 in the year ended October 31,
2009, which was partially offset by operating expenses of $13,003.
In total, the Company had income from discontinued operations of
$284,409 for its most recent fiscal year.  In the prior year ended
October 31, 2008, Marquest recorded a net loss of $187,928 from
their operations.

                          Balance Sheet

At October 31, 2009, the Company's consolidated balance sheets
showed total assets of $2,200,524, total liabilities of
$1,176,339, and total stockholders' equity of $1,024,185.

The Company's consolidated balance sheets at October 31, 2009,
also showed strained liquidity with $66,603 in total current
assets available to pay $1,170,106 in total current liabilities.

A full-text copy of the Company's annual report on Form 10-K is
available for free at http://researcharchives.com/t/s?4f31

                       About Webdigs, Inc.

Based in Minneapolis, Minnesota, Webdigs, Inc. (OTC BB: WBDG) is a
web-assisted, full service real estate company that offers
innovative services to home buyers and sellers via two primary
brands: Webdigs.com and IggysHouse.com.  With Webdigs.com the
Company shares with each buyer up to one-half (50%) of the
commission it receives from the seller or listing broker, with a
minimum fee of $3,000 per transaction to the Company.  The Company
also offers discounted listing services to customers wishing to
sell their homes.

In January 2010, the Company launched IggysHouse.com, an online
website that offers consumers an opportunity to have their home
listed on the real estate multiple listing service (MLS) in their
area and on the IggysHouse.com Web site completely free for 30
days.

The Company has been operating since July 2007 in the Twin-Cities
(Minneapolis-St. Paul and western Wisconsin) metropolitan area and
since November 2007 in south Florida.


WEST FELICIANA: Wants Amzak DIP Financing, Cash Collateral Use
--------------------------------------------------------------
West Feliciana Acquisition, L.L.C., seeks authority from the U.S.
Bankruptcy Court for the Middle District of Louisiana to obtain
postpetition secured financing from Amzak Capital Management,
LLC., and use its cash collateral.

The DIP lender has committed to provide up to $6 million --
$2 million initial advance; $2 million at sole discretion of
Amzak; and up to an additional $2 million after the final DIP
order, at the sole discretion of Amzak.

Louis M. Phillips, Esq., at Gordon, Arata, McCollam, Duplantis &
Eagan, L.L.P., the attorney for the Debtor, explains that the
Debtor needs the money to fund its Chapter 11 case, pay suppliers
and other parties.  The Debtor will use the money pursuant to the
budget, a copy of which is available for free at:

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

The DIP facility will mature 90 days from the petition date.  The
DIP facility will incur interest at 15% per annum.  In the event
of default, the Debtor will pay an additional 4% default interest
per annum.

The Debtor's obligations under the DIP facility are secured by
first position superpriority administrative expense claims and
first priority priming liens on all property of the Debtor's
estate.  The DIP lien is subject to a carve-out for U.S. Trustee
and Clerk of Court fees; fees payable to professional employed in
the Debtor's case; and fees of the unsecured creditors committee
in pursuing actions challenging the DIP Lenders' lien.

The Debtor will pay a DIP Loan Fee of $50,000 on the date of the
first advance.

Amzak has also consented to the Debtor's use of cash collateral.
As of the date of Petition Date, Amzak was the only secured
creditor with a perfected security interest in the Debtor's cash
collateral.  Mr. Phillips says that the Debtor will also use the
cash collateral to provide additional liquidity.

In exchange for using the cash collateral, the Debtor proposes to
grant Amzak a valid, perfected replacement security interest in
and lien on all of the Debtor's assets, subject and subordinate to
(i) liens granted to Amzak under the interim order or any final
order, (iii) any existing liens or interests, and (iv) the Carve-
Out, to protect the lenders form the diminution in value of the
collateral.

The Debtor will provide the Lender no later than 3:00 p.m. on
Tuesday of every week financial statements and other reports.  The
Debtor has also agreed to provide by: (i) January 31, 2010, copies
of the unaudited consolidated financial statement and schedules of
the Debtor for the fiscal year ended 2008; and (ii) February 26,
2010, copies of the unaudited consolidated financial statement and
schedules of the borrower for the fiscal year ended 2009.

                      About West Feliciana

Saint Francisville, Louisiana-based West Feliciana Acquisition,
LLC, filed for Chapter 11 bankruptcy protection on January 17,
2010 (Bankr. M.D. La. Case No. 10-10053).  Louis M. Phillips,
Esq., at Gordon, Arata, McCollam, Duplantis & Eagan, L.L.P.,
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.


WESTERN REFINING: Bank Debt Trades at 6% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Western Refining,
Inc., is a borrower traded in the secondary market at 93.89 cents-
on-the-dollar during the week ended Friday, Jan. 29, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 2.04
percentage points from the previous week, The Journal relates.
The Company pays 600 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 30, 2013, and carries
Moody's B3 rating and Standard & Poor's BB- rating.  The debt is
one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 172 loans with five or more bids.

Western Refining, Inc., headquartered in El Paso, Texas, is an
independent refining and marketing company.  Western owns and
operates a 128,000 barrel per day low complexity light sweet
refinery at El Paso, Texas, a medium sized relatively complex
coking refinery at Yorktown, Virginia, and two very small light
sweet crude oil refineries in the Four Corners region of New
Mexico.


WILLIAM HAINES: Section 341(a) Meeting Scheduled for Today
----------------------------------------------------------
The U.S. Trustee for Region 9 will convene a meeting of creditors
in William K. Haines Jr.'s Chapter 11 case on February 1, 2010, at
10:00 a.m.  The meeting will be held at Frank T. Bow Fed Bldg.,
201 Cleveland Ave. SW, Basement B-13, Canton, Ohio.

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

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

Massillon, Ohio-based William K. Haines, Jr. aka Bill Haines and
Nancy J. Haines filed for Chapter 11 on December 16, 2009 (Bankr.
N.D. OH Case No. 09-65171).  Anthony J. DeGirolamo, Esq., assist
the Debtors in their restructuring efforts.  In their petition,
the Debtors listed assets and debts both ranging from $10,000,001
to $50,000,000.


WILLIAM IYASERE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Joint Debtors: William O. Iyasere
                 aka William Osarenkho Iyasere
               Blessing A. Iyasere
                 aka Blessing Adesuwa Iyasere
               9504 Nordman Way
               Elk Grove, CA 95624

Bankruptcy Case No.: 10-22089

Chapter 11 Petition Date: January 29, 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 $1,797,066
and total debts of $4,271,278.

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/caeb10-22089.pdf

The petition was signed by the Joint Debtors.


* Bill Aims to Add Bankruptcy Judges
------------------------------------
With bankruptcy courts facing a mounting stack of increasingly
complex cases, the U.S. House of Representatives is considering a
bill that would add 25 permanent judges to the bankruptcy bench,
according to American Bankruptcy Institute.


* FDIC Issued 27 Cease and Desist Consent Orders in December
------------------------------------------------------------
The Federal Deposit Insurance Corporation on Friday released a
list of orders of administrative enforcement actions taken against
banks and individuals in December.  No administrative hearings are
scheduled.

The FDIC processed a total of 57 matters in December.  These
included 27 cease and desist consent orders; one temporary cease
and desist consent order; seven removal and prohibition orders;
seven civil money penalties; three prompt corrective action
directives; one voluntary termination of insurance; two Section 19
orders; one modification of order to cease and desist; six orders
terminating an order to cease and desist; and two notices of
charges and of hearing.

Copies of the orders can be obtained from or inspected at the
FDIC's Public Information Center, 3501 Fairfax Drive, Room E-1002,
Arlington, VA (telephone 703-562-2200 or 1-877-275-3342).  To view
individual orders below, click the link for the PDF next to the
order.  To view all orders online, visit the FDIC's Web page at:

    http://www.fdic.gov/bank/individual/enforcement/index.html

           FINAL ORDERS ISSUED PURSUANT TO SECTION 8(b)
                     12 U.S.C. Section 1818(b)
                         Cease-and-Desist

     -- First Bank, Wadley, AL; FDIC-09-577b; Issued 12/18/09;
     -- Uniti Bank, Buena Park, CA; FDIC-09-745b; Issued 12/22/09;
     -- Gateway Business Bank, Cerritos, CA; FDIC-09-572b; Issued
        12/10/09;
     -- Saehan Bank, Los Angeles, CA; FDIC-09-557b; Issued
        12/07/09;
     -- Fireside Bank, Pleasanton, CA; FDIC-09-727b; Issued
        12/21/09;
     -- Decatur First Bank, Decatur, GA; FDIC-09-377b; Issued
        12/21/09;
     -- Central Bank of Georgia, Ellaville, GA; FDIC-09-128b;
        Issued 12/3/09;
     -- Enterprise Banking Company, McDonough, GA; FDIC-09-462b;
        Issued 12/21/09;
     -- Darby Bank & Trust Co., Vidalia, GA; FDIC-09-594b; Issued
        12/18/09;
     -- The People Bank, Winder, GA; FDIC-09-590b; Issued
        12/16/09;
     -- Central Pacific Bank, Honolulu, HI; FDIC-09-715b; Issued
        12/8/09;
     -- Wheatland Bank, Naperville, IL; FDIC-09-308b; Issued
        12/21/09;
     -- Griffith Savings Bank, Griffith, IN; FDIC-09-550b; Issued
        12/14/09;
     -- The Merchants & Farmers Bank, Melville, LA; FDIC-09-367b;
        Issued 12/22/09;
     -- The State Bank, Fenton, MI; FDIC-09-472b; Issued 12/29/09;
     -- Peoples Bank of the South, Bude, MS; FDIC-09-566b; Issued
        12/10/09;
     -- Bank of Franklin, Meadville, MS; FDIC-09-562b; Issued
        12/8/09;
     -- Meramec Valley Bank, Valley Park, MO; FDIC-09-474b; Issued
        12/3/09;
     -- Freedom Bank, Columbia Falls, MT; FDIC-09-625b; Issued
        12/17/09;
     -- Treasure State Bank, Missoula, MT; FDIC-09-714b; Issued
        12/28/09;
     -- Sun West Bank, Las Vegas, NV; FDIC-09-665b; Issued
        12/17/09;
     -- LibertyBank, Eugene, OR; FDIC-09-376b; Issued 12/23/09;
     -- 1st Financial Bank USA, Dakota Dunes, SD; FDIC-09-307b;
        FDIC-09-309k; Issued 12/30/09;
     -- Home Savings Bank, Salt Lake City, UT; FDIC-09-418b;
        Issued 12/3/09;
     -- Shoreline Bank, Shoreline, WA; FDIC-09-736b; Issued
        12/29/09;
     -- Banks of Wisconsin, Kenosha, WI; FDIC-09-615b; Issued
        12/31/09;
     -- WaterStone Bank, SSB, Wauwatosa, WI; FDIC-09-509b; Issued
        12/18/09

           FINAL ORDERS ISSUED PURSUANT TO SECTION 8(c)
                     12 U.S.C. Section 1818(c)
                 Temporary Cease-and-Desist Orders

     -- Advanta Bank, Wilmington, DE; FDIC-09-724c&b; Issued
        12/16/09;

           FINAL ORDERS ISSUED PURSUANT TO SECTION 8(e)
                     12 U.S.C. Section 1818(e)
                  Removal and Prohibition Orders

     -- Columbus Bank and Trust Company, Columbus, GA;
        FDIC-09-224e; against Gail Baker-Page; Issued 12/7/09;

     -- Ohnward Bank & Trust, Cascade, IA; FDIC-09-161e; against
        Holly D. Boehm; Issued 12/18/09;

     -- The Mission Bank, Mission, KS; FDIC-09-372e; against Terri
        E. Kline; Issued 12/18/09;

     -- The Union Bank, Marksville, LA; FDIC-08-122e; against
        Nancy B. Lemoine; Issued 12/18/09;

     -- Citizens Bank of Pennsylvania, Philadelphia, PA;
        FDIC-09-260e; against Jon J. Steffon; Issued 12/18/09;

     -- Wilson Bank and Trust, Lebanon, TN; FDIC-08-333e; against
        Joe Neal Vance; Issued 12/18/09;

     -- West Union Bank, West Union, WV; FDIC-09-237e; against Joe
        E. Cross; Issued 12/18/09;

           FINAL ORDERS ISSUED PURSUANT TO SECTION 8(i)
                     12 U.S.C. Section 1818(i)
                       Civil Money Penalties

     -- Citizens Bank and Trust Company of Chicago, Chicago, IL;
        FDIC-09-510k; in the amount of $5,500.00; Issued 12/16/09;

     -- The State Bank of Kansas, Fredonia, KS; FDIC-09-319k; in
        the amount of $25,000.00; Issued 12/18/09;

     -- State Bank of Cold Spring, Cold Spring, MN; FDIC-09-449k;
        in the amount of $2,500.00; Issued 12/17/09;

     -- First Enterprise Bank, Oklahoma City, OK; FDIC-09-677k; in
        the amount of $3,150.00; Issued 12/21/09;

     -- Community FirstBank of Charleston, Charleston, SC;
        FDIC-09-598k; in the amount of $26,840.00; Issued
        12/03/09;

     -- 1st Financial Bank USA, Dakota Dunes, SD; FDIC-09-307b;
        FDIC-09-309k; Consent Order and Order to Pay in the amount
        of $140,000.00; Issued 12/30/09;

     -- Wilson Bank and Trust, Lebanon, TN; FDIC-08-334k; against
        Joe Neal Vance in the amount of $4,000.00; Issued
        12/18/09;

            FINAL ORDERS ISSUED PURSUANT TO SECTION 38
                      12 U.S.C. Section 1831o
                     Prompt Corrective Actions

     -- USA Bank, Port Chester, NY; FDIC-09-708PCAS; Supervisory
        Prompt Corrective Action Directive; Issued 12/8/09;

     -- Columbia River Bank, The Dalles, OR; FDIC-09-751PCAS;
        Supervisory Prompt Corrective Action Directive; Issued
        12/23/09;

     -- Horizon Bank, Bellingham, WA; FDIC-09-678PCAS; Supervisory
        Prompt Corrective Action Directive; Issued 12/3/09;

           FINAL ORDERS ISSUED PURSUANT TO SECTION 8(p)
                     12 U.S.C. Section 1818(p)
                Voluntary Termination of Insurance

     -- Trust Industrial Bank, Denver, CO; FDIC-09-662p; Issued
        12/1/09;

            FINAL ORDERS ISSUED PURSUANT TO SECTION 19
                      12 U.S.C. Section 1829
                            Section 19

     -- Susan L. Yedlicka; FDIC-09-494L; Order Granting Permission
        to File Application and Approving Application for Consent
        to Participate in the Affairs of any Insured Depository
        Institution; Issued 12/8/09;

     -- James A. Smedley. Jr.; FDIC-09-502L; Order Granting
        Permission to File Application and Approving Application
        for Consent to Participate in the Affairs of any Insured
        Depository Institution; Issued 12/18/09;

                           MODIFICATION

     -- Premier American Bank, Miami, FL; FDIC-09-061b;
        Modification of Order to Cease and Desist; Issued 12/9/09;

                           TERMINATIONS

     -- Order Terminating an Order to Cease and Desist

     -- Uniti Bank, Buena Park, CA; FDIC-08-395b; Issued 12/23/09;

     -- Pacific Valley Bank, Salinas, CA; FDIC-0-235b; Issued
        12/7/09;

     -- Georgian Bank, Atlanta, GA; FDIC-09-231b; Issued 12/7/09;

     -- The Merchants & Farmers Bank, Melville, LA; FDIC-06-118b;
        Issued 12/22/09;

     -- Riverview Community Bank, Otsego, MN; FDIC-09-064b; Issued
        12/16/09;

     -- Wallis State Bank, Wallis, TX; FDIC-07-201b; Issued
        12/1/09;

                         NOTICES ISSUED

(A Notice is a proposal enforcement action and is not a final
decision or order by the FDIC)

                 Notices of Charges and of Hearing

     -- Balboa Thrift and Loan Association, Chula Vista, CA;
        FDIC-09-531b; Issued 12/15/09;

     -- Advanta Bank, Wilmington, DE, FDIC-09-724c&b; Issued
        12/16/09;


* Investors Alarmed As Rule 2019 Uncertainty Persists
-----------------------------------------------------
Law360 reports that the controversy over whether distressed debt
investors should be forced to disclose how much they paid for
their bankruptcy claims is growing, with contradictory court
opinions and contentious amendment proposals only adding more fuel
to the Rule 2019 debate.


* BOND PRICING: For Week From January 25 to 29, 2010
----------------------------------------------------

   Company           Coupon      Maturity    Bid Price
   -------           ------      --------    ---------
155 E TROPICANA        8.75%     4/1/2012         26.1
ABITIBI-CONS FIN      7.875%     8/1/2009           12
ACARS-GM                8.1%    6/15/2024         17.5
ADVANTA CAP TR         8.99%   12/17/2026           10
ALERIS INTL INC           9%   12/15/2014          5.5
ALERIS INTL INC          10%   12/15/2016          8.1
AMBAC INC             9.375%     8/1/2011        51.99
AMR CORP              10.45%    3/10/2011       76.125
APRIA HEALTHCARE      3.375%     9/1/2033           60
ARCO CHEMICAL CO      10.25%    11/1/2010           78
AT HOME CORP         0.5246%   12/28/2018        0.005
ATHEROGENICS INC        1.5%     2/1/2012        0.375
BALLY TOTAL FITN         13%    7/15/2011        2.313
BALLY TOTAL FITN         14%    10/1/2013            1
BANK NEW ENGLAND       8.75%     4/1/1999       11.125
BANK NEW ENGLAND      9.875%    9/15/1999           11
BANKUNITED FINL       3.125%     3/1/2034        4.875
BANKUNITED FINL        6.37%    5/17/2012            5
BGF-CALL02/10             8%    10/1/2011      100.499
BLOCKBUSTER INC           9%     9/1/2012         24.6
BOWATER INC             6.5%    6/15/2013           33
BOWATER INC             9.5%   10/15/2012        30.75
CAPMARK FINL GRP      5.875%    5/10/2012           30
CHAMPION ENTERPR       2.75%    11/1/2037        5.625
CITADEL BROADCAS          4%    2/15/2011            5
CMP SUSQUEHANNA       9.875%    5/15/2014           37
COLLINS & AIKMAN      10.75%   12/31/2011            1
COMPUCREDIT           3.625%    5/30/2025           46
CONGOLEUM CORP        8.625%     8/1/2008       21.003
COOPER-STANDARD       8.375%   12/15/2014       29.775
CREDENCE SYSTEM         3.5%    5/15/2010           60
DECODE GENETICS         3.5%    4/15/2011         6.25
DECODE GENETICS         3.5%    4/15/2011        5.875
F-CALL02/10               5%    2/22/2011         97.5
F-CALL02/10            5.35%    2/22/2011         97.5
F-CALL02/10            5.55%    8/22/2011         97.5
F-CALL02/10            5.75%    8/22/2011         97.5
F-CALL02/10             5.8%    8/22/2011         97.5
FAIRPOINT COMMUN     13.125%     4/1/2018        12.75
FAIRPOINT COMMUN     13.125%     4/2/2018         14.5
FINLAY FINE JWLY      8.375%     6/1/2012        0.999
FINOVA GROUP            7.5%   11/15/2009            4
FRANKLIN BANK             4%     5/1/2027            2
GENERAL MOTORS        7.125%    7/15/2013       26.671
GENERAL MOTORS          7.7%    4/15/2016        27.25
GENERAL MOTORS         9.45%    11/1/2011         26.5
HAIGHTS CROSS OP      11.75%    8/15/2011         40.5
HAWAIIAN TELCOM        9.75%     5/1/2013        2.875
INDALEX HOLD           11.5%     2/1/2014         1.05
INN OF THE MOUNT         12%   11/15/2010       43.125
INTL LEASE FIN          4.2%    2/15/2010       96.066
INTL LEASE FIN          7.7%    3/15/2010        96.25
LANDRY'S RESTAUR        9.5%   12/15/2014        85.14
LEHMAN BROS HLDG      4.375%   11/30/2010         20.5
LEHMAN BROS HLDG        4.5%    7/26/2010         19.5
LEHMAN BROS HLDG        4.5%     8/3/2011        16.77
LEHMAN BROS HLDG        4.7%     3/6/2013           14
LEHMAN BROS HLDG        4.8%    3/13/2014        21.25
LEHMAN BROS HLDG          5%    1/14/2011       19.011
LEHMAN BROS HLDG          5%    1/22/2013         18.5
LEHMAN BROS HLDG          5%    2/11/2013        17.01
LEHMAN BROS HLDG          5%    3/27/2013       16.508
LEHMAN BROS HLDG          5%     8/3/2014        17.78
LEHMAN BROS HLDG          5%     8/5/2015        16.59
LEHMAN BROS HLDG        5.1%    1/28/2013        16.59
LEHMAN BROS HLDG       5.15%     2/4/2015        16.25
LEHMAN BROS HLDG       5.25%     2/6/2012           20
LEHMAN BROS HLDG       5.25%    2/11/2015           16
LEHMAN BROS HLDG       5.25%     3/5/2018           18
LEHMAN BROS HLDG       5.45%     4/6/2029           14
LEHMAN BROS HLDG        5.5%     4/4/2016           20
LEHMAN BROS HLDG        5.5%     2/4/2018        17.95
LEHMAN BROS HLDG        5.5%    2/19/2018       16.034
LEHMAN BROS HLDG        5.5%    11/4/2018         17.5
LEHMAN BROS HLDG       5.55%    2/11/2018        18.15
LEHMAN BROS HLDG        5.6%    1/22/2018         18.5
LEHMAN BROS HLDG      5.625%    1/24/2013       21.446
LEHMAN BROS HLDG        5.7%    1/28/2018       16.375
LEHMAN BROS HLDG       5.75%    4/25/2011        18.75
LEHMAN BROS HLDG       5.75%    7/18/2011         19.5
LEHMAN BROS HLDG       5.75%    5/17/2013         19.5
LEHMAN BROS HLDG       5.75%     1/3/2017            1
LEHMAN BROS HLDG        5.8%     9/3/2020        15.84
LEHMAN BROS HLDG      5.875%   11/15/2017           19
LEHMAN BROS HLDG          6%     4/1/2011         17.7
LEHMAN BROS HLDG          6%    7/19/2012           20
LEHMAN BROS HLDG          6%    6/26/2015       12.875
LEHMAN BROS HLDG          6%   12/18/2015         16.5
LEHMAN BROS HLDG          6%    2/12/2018        17.01
LEHMAN BROS HLDG          6%    1/22/2020           16
LEHMAN BROS HLDG          6%    2/12/2020        16.77
LEHMAN BROS HLDG        6.2%    9/26/2014        19.82
LEHMAN BROS HLDG       6.25%     2/5/2021         16.5
LEHMAN BROS HLDG       6.25%    2/22/2023         16.5
LEHMAN BROS HLDG        6.5%    2/28/2023           16
LEHMAN BROS HLDG        6.5%    2/13/2037       16.335
LEHMAN BROS HLDG        6.6%    10/3/2022        15.25
LEHMAN BROS HLDG      6.625%    1/18/2012         18.5
LEHMAN BROS HLDG       6.75%   12/28/2017         0.25
LEHMAN BROS HLDG       6.75%    3/11/2033        16.66
LEHMAN BROS HLDG       6.85%    8/16/2032         17.7
LEHMAN BROS HLDG       6.85%    8/23/2032           17
LEHMAN BROS HLDG      6.875%    7/17/2037          0.4
LEHMAN BROS HLDG          7%    4/16/2019        16.64
LEHMAN BROS HLDG          7%    5/12/2023        16.13
LEHMAN BROS HLDG          7%    10/4/2032        16.75
LEHMAN BROS HLDG          7%     2/7/2038           15
LEHMAN BROS HLDG          7%     2/8/2038       16.125
LEHMAN BROS HLDG          7%    4/22/2038       16.415
LEHMAN BROS HLDG       7.25%    2/27/2038        16.55
LEHMAN BROS HLDG       7.35%     5/6/2038       16.476
LEHMAN BROS HLDG       7.73%   10/15/2023         15.5
LEHMAN BROS HLDG      7.875%    11/1/2009       19.625
LEHMAN BROS HLDG      7.875%    8/15/2010       19.949
LEHMAN BROS HLDG          8%     3/5/2022           14
LEHMAN BROS HLDG          8%    3/17/2023       16.625
LEHMAN BROS HLDG       8.05%    1/15/2019         15.5
LEHMAN BROS HLDG        8.5%     8/1/2015           19
LEHMAN BROS HLDG        8.5%    6/15/2022         15.5
LEHMAN BROS HLDG       8.75%   12/21/2021           17
LEHMAN BROS HLDG       8.75%     2/6/2023       17.625
LEHMAN BROS HLDG        8.8%     3/1/2015           20
LEHMAN BROS HLDG       8.92%    2/16/2017           20
LEHMAN BROS HLDG        9.5%   12/28/2022           20
LEHMAN BROS HLDG        9.5%    1/30/2023        17.25
LEHMAN BROS HLDG        9.5%    2/27/2023           17
LEHMAN BROS HLDG         10%    3/13/2023        18.75
LEHMAN BROS HLDG     10.375%    5/24/2024           16
LEHMAN BROS HLDG         11%   10/25/2017         17.5
LEHMAN BROS HLDG         11%    6/22/2022       18.375
LEHMAN BROS HLDG         11%    8/29/2022        17.25
LEHMAN BROS HLDG         11%    3/17/2028           16
LEHMAN BROS HLDG       11.5%    9/26/2022       18.125
LEHMAN BROS HLDG         18%    7/14/2023        18.25
LEINER HEALTH            11%     6/1/2012        8.375
MAGNA ENTERTAINM       8.55%    6/15/2010         40.5
MAJESTIC STAR           9.5%   10/15/2010           76
MAJESTIC STAR          9.75%    1/15/2011        10.56
MERRILL LYNCH             0%     3/9/2011           99
METALDYNE CORP           10%    11/1/2013           10
METALDYNE CORP           11%    6/15/2012        5.025
MILLENNIUM AMER       7.625%   11/15/2026        16.75
MORRIS PUBLISH            7%     8/1/2013        33.75
NEFF CORP                10%     6/1/2015         12.5
NETWORK COMMUNIC      10.75%    12/1/2013        40.25
NEWPAGE CORP             12%     5/1/2013           48
NORTH ATL TRADNG       9.25%     3/1/2012           35
OSCIENT PHARM          12.5%    1/15/2011         4.05
PMI CAPITAL I         8.309%     2/1/2027           21
POPE & TALBOT         8.375%     6/1/2013         0.75
QUANTUM CORP          4.375%     8/1/2010         85.5
RAFAELLA APPAREL      11.25%    6/15/2011        49.75
RAIT FINANCIAL        6.875%    4/15/2027        39.85
RH DONNELLEY          6.875%    1/15/2013        9.938
RH DONNELLEY          6.875%    1/15/2013        11.75
RH DONNELLEY          6.875%    1/15/2013        8.885
RH DONNELLEY          8.875%    1/15/2016        10.75
RH DONNELLEY          8.875%   10/15/2017       11.625
RJ TOWER CORP            12%     6/1/2013            1
ROTECH HEALTHCA         9.5%     4/1/2012           60
SIX FLAGS INC         9.625%     6/1/2014           31
SIX FLAGS INC          9.75%    4/15/2013       28.782
SPHERIS INC              11%   12/15/2012           38
STATION CASINOS           6%     4/1/2012           20
STATION CASINOS         6.5%     2/1/2014            3
STATION CASINOS       6.625%    3/15/2018         1.25
STATION CASINOS        7.75%    8/15/2016           18
THORNBURG MTG             8%    5/15/2013        9.617
TIMES MIRROR CO        7.25%     3/1/2013         29.5
TOUSA INC               7.5%    3/15/2011            4
TOUSA INC               7.5%    1/15/2015          2.5
TOUSA INC                 9%     7/1/2010           57
TOUSA INC                 9%     7/1/2010           57
TOUSA INC            10.375%     7/1/2012         4.25
TRIBUNE CO            4.875%    8/15/2010         28.5
TRUMP ENTERTNMNT        8.5%     6/1/2015          1.3
VERASUN ENERGY        9.375%     6/1/2017        6.625
VERENIUM CORP           5.5%     4/1/2027         46.5
VION PHARM INC         7.75%    2/15/2012        15.82
WASH MUT BANK FA      5.125%    1/15/2015         0.75
WASH MUT BANK FA       5.65%    8/15/2014        0.875
WASH MUT BANK NV        5.5%    1/15/2013        0.625
WASH MUT BANK NV       5.55%    6/16/2010           42
WASH MUT BANK NV       5.95%    5/20/2013        0.875
WASH MUT BANK NV       6.75%    5/20/2036         0.75
WCI COMMUNITIES       7.875%    10/1/2013         1.55
WCI COMMUNITIES       9.125%     5/1/2012         1.33
WII COMPONENTS           10%    2/15/2012           60


                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

                  *** End of Transmission ***