TCR_Public/100218.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Thursday, February 18, 2010, Vol. 14, No. 48

                            Headlines


1600 TRADING CO: Case Summary & 20 Largest Unsecured Creditors
AMBRILIA BIOPHARMA: SurModics Provides Notice of Termination Deal
AMR CORP: Gets Tentative OK with oneworld for Antitrust Immunity
AMTRUST FINANCIAL: Auction Approved Despite Noteholders' Objection
ARCHANGEL DIAMOND: Assets Transferred to Liquidating Trust

ARCHANGEL DIAMOND: To Hold Meeting on March 15 on Dissolution
BASHAS' INC: Creditors Say Plan Only Benefits Insiders
BI-LO LLC: Files New Plan of Reorganization
BIG SKY: Creditors Agree to Accept Settlement Proposal
BIOMEDICAL TECHNOLOGY: Posts $605,000 Net Loss in Q3 2009

BONDS.COM GROUP: Sept. 30 Balance Sheet Upside-Down by $4.9-Mil.
CANWEST GLOBAL: Shaw Has Deal to Acquire at Least 20% Equity
CATHOLIC CHURCH: Bids for Fairbanks' Pilgrim Springs Due Feb. 25
CATHOLIC CHURCH: St. Ann Fails to Annul Stay to Go On with Suit
CATHOLIC CHURCH: Wilmington Committee Wants to Hire Consultant

CATHOLIC CHURCH: Wilmington Sets April 15 Claims Bar Date
CCS MEDICAL: No Qualified Bids Submitted; To Pursue Reorganization
CIRCUIT CITY: IRS Objects to 2nd Administrative Claims Bar Date
CIRCUIT CITY: Says Bar Date Notice Sufficient for Rebate Holders
CLEARPOINT BUSINESS: ComVest Capital Buys Majority Stake in Firm

COACHMEN INDUSTRIES: Aegis Financial Discloses 6.8% Stake
COACHMEN INDUSTRIES: Dimensional Fund Reports 7.23% Stake
COACHMEN INDUSTRIES: Donald Smith Reports 9.42% Stake
COACHMEN INDUSTRIES: GAMCO Westwood Fund Reports 7.23% Stake
CONCORD STEEL: U.S. Trustee Wants Asset Sale Vacated

CHRYSLER LLC: Jilted Dealers Appeal Rejected Contracts
DAZ VINEYARDS: Case Summary & 11 Largest Unsecured Creditors
DECODE GENETICS: Court Establishes April 12 as Claims Bar Date
DELPHI CORP: GM Seeking $3 Per-Hour Pay Cut From Ex-Delphi Workers
DELPHI CORP: To Benefit From Growing Countries, Says Study

DELTA AIR LINES: Blackrock Discloses 5.28% Stake
DELTA AIR LINES: Edward Bastian Named to Board of Directors
DELTA AIR LINES: Reports January Traffic Results
DENNY HECKER: Enters "Not Guilty" Plea to Charges
DOYLE HEATON: Case Summary & 20 Largest Unsecured Creditors

EAST WEST RESORT: To File Prearranged Plan of Reorganization
EAST WEST RESORT: Case Summary & 25 Largest Unsecured Creditors
ERICKSON RETIREMENT: Disclosure Statement Hearing on March 5
ERICKSON RETIREMENT: Former Employees Object to Plan Terms
ERICKSON RETIREMENT: Proposes Settlement With HCP Entities

EXTENDED STAY: Creditors Committee Down to Three Members
EXTENDED STAY: Examiner to Delay Report Until March 12
EXTENDED STAY: Proposes HFI-Homestead Village Deal
FLINTKOTE CO: Plan Exclusivity Extended to July 31
FLYING J: Wants Until June 22 to Propose Reorganization Plan

FREEDOM COMMUNICATIONS: To Sell Arizona Newspapers for $2-Mil.
FREEDOM COMMUNICATIONS: Plan Exclusivity Extended to March 30
FREMONT GENERAL: Top Preferreds Holders Back Signature Plan
FREMONT GENERAL: Ranch Capital Now Supports Equity Panel Plan
GENERAL GROWTH: Simon Dismisses Plan to Invite Bids

GENERAL GROWTH: Simon Has "Once-In-A-Lifetime" Chance, Deal Says
GENMAR HOLDINGS: MCBC Distributes Part of Wayzata's $1 Mil. Bid
GI JOE'S: Wants Chapter 7 Conversion Motion Denied
HARBORWALK LP: Has Until March 2 to File Schedules and Statements
HARBORWALK LP: Section 341(a) Meeting Scheduled for March 4

HARRISBURG, PENNSYLVANIA: Excludes Debt Payments from 2010 Budget
HSH DELAWARE: Proposes to Obtain $5-Mil. DIP Financing from JC
ICAHN ENTERPRISES: Commences Lawsuit Against Geoffrey Raynor
ICHAN ENTERPRISES: Daniel A. Ninivaggi Elected President
ILLINOIS: Sells Tax-Exempt Bonds to Pay General Obligation Debt

JAMES EDWARD GILBERT: Case Summary & 11 Largest Unsec. Creditors
JOHN LIMM: Files Schedules of Assets & Liabilities
JOHN LIMM: Section 341(a) Meeting Scheduled for March 18
JOHN LIMM: Taps Teich Groh as Bankruptcy Counsel
JSC ALLIANCE BANK: Chapter 15 Case Summary

LEHMAN BROTHERS: 12,903 Mini-Bond Cases Resolved in Hong Kong
LEHMAN BROTHERS: Australia Court to Hear Unit Appeal
LEHMAN BROTHERS: Class Suit vs. Affiliates, Managers Filed
LEHMAN BROTHERS: PwC Says Lehman Appeal May Delay Fund Payouts
LEHMAN BROTHERS: Vernon Asserts $1MM Claims vs. UBS for Notes

LEHMAN BROTHERS: U.S. Court Issues Ruling on Noteholder Priority
LEWIS EQUIPMENT: Lenders Seek Case Conversion to Chapter 7
LIONS GATE: Icahn Advises Against MGM, Miramax Purchase
LIONS GATE: Icahn Makes $79MM Offer to Raise Stake to 30%
LYONDELL CHEMICAL: Gets Nod of Settlement with Noteholders

LYONDELL CHEMICAL: Plan Outline Hearing Moved to Feb. 22
MARK GINSBURG: Files Schedules of Assets & Liabilities
MARK GINSBURG: Section 341(a) Meeting Scheduled for March 12
MARK GINSBURG: Taps Rice Pugatch as Bankruptcy Counsel
MARK GINSBURG: Wants to Hire Moskowitz Mandell as Special Counsel

MC PRECAST: DIP Financing, Cash Collateral Use Gets Interim Nod
MCGRATH'S PUBLICK: Wants to Use Cash Collateral of GE & Arizona
METRO-GOLDWYN-MAYER: Icahn Advises Lions Gate Against Purchase
MIDWAY GAMES: Wants to Have Sole Plan Rights Until May 14
MIRAMAX FILMS: Icahn Advises Lions Gate Against Purchase

MORRIS PUBLISHING: Wins Confirmation of Restructuring Plan
MOVIE GALLERY: To Close 11 Stores in Northeast Ohio
MPC COMPUTERS: Gateway Slams MPC Disclosure Statement as Lacking
NATIONAL CENTURY: MDL Mediation Commenced February 4
NEENAH ENTERPRISES: Gets Interim Nod for $140-Mil. DIP Loans

NEUMANN HOMES: Amends Plan of Liquidation to Address Objections
NEUMANN HOMES: Names Members to Liquidation Trust Advisory Board
NEUMANN HOMES: Names W. Kaye as Liquidation Administrator
NEW BERN: Court to Hold Hearing March 11 on Cash Coll. Use
NUTRACEA: To Sell Cereal Ingredients Biz. to Kerry for $3.9MM

PENN TRAFFIC: Syracuse Hockey Team Demands Sponsorship Payments
PRM REALTY: Wants Until March 8 to File Schedules & Statement
QUALITY CANDY: Owes $3.4 Million to Creditors
RALPH CALANDRELLA: Case Summary & 20 Largest Unsecured Creditors
READER'S DIGEST: UK Unit to File for Administration

REFCO INC: Kirschner Makes 2nd Request to Leave Unsold Securities
REFCO INC: Kirschner Proposes to Distribute 502(H) Reserve
REFCO INC: Togut Makes Further Distributions to Creditors
R.J. FINANCIAL: Case Summary & 20 Largest Unsec. Creditors
ROBERT FERLAND: Case Summary & 20 Largest Unsecured Creditors

SGD TIMBER CANYON: Voluntary Chapter 11 Case Summary
SMURFIT-STONE: Fir Tree Discloses 3.9% Equity Stake
SMURFIT-STONE: P. Schoenfeld Discloses 3.5% Equity Stake
SMURFIT-STONE: Venor Capital Says Equity Stake Now 0%
SONTERRA ENERGY: Case Summary & 20 Largest Unsecured Creditors

SPANISH BROADCASTING: Granted Continued Listing on Nasdaq
SPHERIS INC: Nuance Wants Asset Sale Procedures Modified
STATION CASINOS: Court Approves Master Lease Compromise
STATION CASINOS: Court Delays Ruling on Panel Suit on LBO
STATION CASINOS: Raises DIP Financing to $185 Million

T A WELLHEAD LLC: Voluntary Chapter 11 Case Summary
TARRAGON CORP: Court Extends Plan Solicitation Phase Until April 8
TELOGY LLC: To Auction Substantially All Assets on March 16
TELOGY LLC: U.S. Trustee Appoints 3-Member Creditors Committee
TISHMAN SPEYER: Lenders Start $3-Bil. Stuyvesant Town Foreclosure

TLC VISION: Files 2nd Amended Joint Chapter 11 Plan
TLC VISION: Court Approves Plan Sponsor Agreement with Charlesbank
TRIAD ENERGY: Magnum Hunter Discloses Final Closing of Acquisition
TRIBUNE CO: In Court Today to Fend Off Bids to Sue or Probe on LBO
TROPICANA ENTERTAINMENT: $67 Mil. DIP Facility Extended to Feb. 28

TROPICANA ENTERTAINMENT: Fee Auditor Recommends OK of Most Fees
TROPICANA ENTERTAINMENT: OpCo Plan Deadline Moved to Feb. 28
TXCO RESOURCES: Implements Chapter 11 Plan
TXCO RESOURCES: Capital Ventures Stake Now at 0%
UTSTARCOM INC: Amends Leaseback Deal With Zhongnan

UTSTARCOM INC: Has $48.5MM Investment Deal; to Move HQ to Beijing
VALASSIS COMMUNICATIONS: To Host Earnings Call on February 22
VALLEJO, CALIFORNIA: Pays High Price for Bankruptcy
VISTEON CORP: Retirees Appeal Health Benefits Termination
VISTEON CORP: Wants Order on Pensioner to Committee Reconsidered

VITESSE SEMICONDUCTOR: AQR Capital Reports 9.99% Stake
VITESSE SEMICONDUCTOR: CEO Received $864,051 in Fiscal 2009 Pay
VITESSE SEMICONDUCTOR: Kopp Investment Reports 5.2% Stake
VITESSE SEMICONDUCTOR: Whitebox Advisors Reports 9.99% Stake
WALKING COMPANY: Court Sets March 12 Hearing for Plan Outline

WALKING COMPANY: Creditors Committee Supporting Plan
WORLDSPACE INC: Highbridge Int'l Owns 4.53% of Class A Stock
ZALE CORPORATION: Inks Separation Agreement With Two Officers
ZAYAT STABLES: Hires Bradley Weisbord as Finance & General Manager

* Pacificor Names Latham & Watkins to Field Terminator Inquiries
* Prominent Automotive Industry Practice Group Joins Arent Fox
* SecondMarket Says Bankruptcy Claims Trading Picks Up in 2009

* Chapter 11 Cases with Assets & Liabilities Below $1,000,000


                            *********


1600 TRADING CO: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: 1600 Trading Co., LP
        508 Lookout Drive, Suite 14 PMB 75
        Richardson, TX 75080

Bankruptcy Case No.: 10-40478

Type of Business:

Chapter 11 Petition Date: February 15, 2010

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

Debtor's Counsel: Eric A. Liepins, Esq.
                  12770 Coit Road, Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  Email: eric@ealpc.com

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

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

According to the schedules, the Company has assets of $11,000,000,
and total debts of $5,147,062.

The petition was signed by Doug Hyde.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Al Credit                                         $20,175

APS, Inc.                                         $1,605

Armstrong Solutions, Inc.                         $6,664

AT&T                                              $1,501

Cable One                                         $438

Cindy Brown                                       $400,000
3204 Monette Lane
Plano, TX 75025

CITIBANK                                          $3,085

City of Denison                                   $382

City of Sherman                                   $530

Commercial Aircraft Eq.                           $118,100
Inc.

Craig Hamilton & Company,                         $1,700
PC

Inventory Locator Service,                        $413
LLC

Jet Air Support                                   $4,141

John Ramsey                                       $13,456
Assessor & Collector of
Texas
Grayson County

Pratt & Whitney                                   $720

Pristine Water Company                            $270

Timco Aviation Services,                          $184,500
Inc.

TXU Energy                                        $1,795

UPS                                               $959

US Express Leasing, Inc.                          $2,712


AMBRILIA BIOPHARMA: SurModics Provides Notice of Termination Deal
-----------------------------------------------------------------
Ambrilia Biopharma Inc. disclosed that SurModics Pharmaceuticals,
Inc., as a successor to Southern Research Institute (formerly
Brookwood Pharmaceuticals, Inc. and now a wholly-owned subsidiary
of SurModics, Inc.) provided Ambrilia with a Notice of Termination
of a Product License Agreement dated November 20, 2001 for the
development, manufacture and sale of a sustained release
formulation of Octreotide.  Ambrilia disagrees with SurModics'
claim that it is in breach of the Product License Agreement and
considers that it has diligently proceeded with the development of
Octreotide.  Ambrilia will continue discussions with SurModics
with a view to settling the disagreement and will consider all its
other business and legal options.

Any recovery for creditors and other stakeholders, including
shareholders, is uncertain and is highly dependent upon a number
of factors, including the outcome of Ambrilia proceedings under
the Companies' Creditors Arrangement Act (Canada) ("CCAA").

                   About Ambrilia Biopharma Inc.

Ambrilia Biopharma Inc. -- http://www.ambrilia.com/-- is a
biotechnology company focused on the discovery and development of
novel treatments for viral diseases and cancer.  The Company's
strategy aims to capitalize on its broad portfolio and original
expertise in virology.  Ambrilia's product portfolio is comprised
of oncology and antiviral assets, including two new formulations
of existing peptides for cancer treatment, a targeted delivery
technology for cancer, an HIV protease inhibitor program as well
as HIV integrase and entry inhibitors, Hepatitis C virus
inhibitors and anti-Influenza A compounds.  Ambrilia's head
office, research and development and manufacturing facilities are
located in Montreal.

The Company is currently subject to court protection under the
CCAA.


AMR CORP: Gets Tentative OK with oneworld for Antitrust Immunity
----------------------------------------------------------------
American Airlines continues to take important strides to
strengthen its global network through its oneworld(R) alliance
partnerships.  In recent days, American has achieved key
milestones with its oneworld partners towards enhancing
competition and customer benefits in the trans-Atlantic and trans-
Pacific markets, helping to ensure that oneworld remains the
premier global airline alliance.

"As a founding member of oneworld in 1999, we recognized the
importance of having a strong global network -- not only to take
customers anywhere they wanted to go but to enhance American's
competitive position worldwide," said Gerard Arpey, Chairman and
CEO of AMR Corporation, the parent company of American Airlines.
"Today, we continue to make progress in support of those goals as
we strengthen our oneworld ties with partners in Europe and Asia
to complement our leading position in Latin America.  Our stronger
global reach will benefit our customers, employees and
shareholders and will help ensure oneworld remains the preeminent
global alliance with members unmatched in brand and service
quality."

As it strengthens it presence in Asia through closer ties to
fellow oneworld partner Japan Airlines (JAL), on Feb. 16 American
applied to the U.S. Department of Transportation (DOT) to operate
year-round scheduled service to Tokyo International Airport
(Haneda) starting Oct. 1, 2010.  American proposes to fly to
Haneda, the city's closest airport to downtown Tokyo, from New
York's John F. Kennedy International Airport (JFK) and Los Angeles
International Airport (LAX), which are the two largest markets
between the U.S. mainland and Tokyo. JAL has extensive operations
at Haneda, which is expected to provide additional connection
options for customers in the future as the airport's operating
window expands.

American and JAL plan to provide even more seamless connections
and routing choices for customers in the North America-Asia market
as a result of their application for antitrust immunity, which
they filed with DOT on Feb. 12. American and JAL asked DOT for
antitrust immunity to forge a closer relationship and operate a
joint business on flights between North America and Asia. The
airlines also will notify the Ministry of Land, Infrastructure,
Transport and Tourism in Japan of the transaction.

Customers in the trans-Pacific market will benefit from the
strengthened relationship between American and JAL.  By more
closely integrating their networks, the airlines will be able to
improve efficiency, find opportunities to lower costs and have
greater ability to invest in products, services and fleets. By
working together to provide more seamless links for connecting
passengers, the airlines can expand customer choice by offering
new routes and supporting existing routes that would not be
economically viable for the airlines individually.

Meanwhile, American's and oneworld's efforts to strengthen the
alliance's trans-Atlantic presence grew a step closer to reality
on Feb. 13. That's when DOT tentatively approved an application
for antitrust immunity by American and oneworld partners British
Airways, Iberia, Royal Jordanian and Finnair, as well as plans to
operate a joint business between North America and Europe by
American, British Airways and Iberia.

With antitrust immunity, the three airlines can cooperate more
closely to deliver enhanced service and travel options for
customers. Separately, they will also share revenue on flights
within the joint business.

In making its decision, DOT said that granting antitrust immunity
to oneworld would provide travelers and shippers with a variety of
benefits, including lower fares on more routes, increased
services, better schedules and reduced travel and connection
times. DOT also said the proposed alliance would enhance
competition with the other airline alliances, which already enjoy
broad antitrust immunity.

The carriers will review the DOT's proposed conditions and respond
during the comment period preceding a final order. In addition,
American, British Airways and Iberia continue to discuss the
benefits of their plans with regulators in the European Union.

"In October 2009, American unveiled FlightPlan 2020 as a roadmap
to our successful future, and one of the key tenets of that plan
is to strengthen and defend our global network," Mr. Arpey added.
"The strategy we unveiled last year to bolster our domestic
network in the cornerstone markets of Dallas/Fort Worth, Miami,
Chicago, New York and Los Angeles -- all critical international
gateways -- will certainly complement our efforts to enhance our
global reach and service, both on our network and the networks of
our oneworld partners. We will continue to take to take steps to
ensure that our network remains a strong foundation of a
successful future."

                          About oneworld

oneworld brings together some of the best and biggest names in the
airline business - American Airlines, British Airways, Cathay
Pacific, Finnair, Iberia, Japan Airlines, LAN, Malev Hungarian
Airlines, Mexicana, Qantas and Royal Jordanian, and around 20
affiliates including American Eagle, Dragonair, LAN Argentina, LAN
Ecuador and LAN Peru.  Russia's S7 Airlines will join the alliance
in 2010. Between them, these airlines:

    * Serve almost 750 airports in nearly 150 countries, with some
      8,500 daily departures.

    * Offer nearly 550 airport lounges for premium customers.

    * Carry some 330 million passengers a year.

    * Employ 300,000 people.

    * Operate almost 2,500 aircraft.

    * Generate some US$100 billion annual revenues in total.

The alliance enables its members to offer their customers more
services and benefits than any airline can provide on its own.
These include a broader route network, opportunities to earn and
redeem frequent flyer miles and points across the combined
oneworld network and more airport lounges.  oneworld also offers
more alliance fares than any of its competitors. oneworld was
voted the World's Leading Airline Alliance for the seventh year
running in the latest (2009) World Travel Awards.

                          About AMR Corp.

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

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

                         *     *     *

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


AMTRUST FINANCIAL: Auction Approved Despite Noteholders' Objection
------------------------------------------------------------------
Law360 reports that a bankruptcy judge has signed off on
procedures that AmTrust Financial Corp. hopes will land its
property and casualty business with Novak Insurance Agency Inc.
and put off the issue of a noteholders' objection until after the
sale is complete.

AmTrust proposes to sell the business to Novak Insurance Agency,
absent higher and better bids at an auction.

Pursuant to the Agreement, AmTrust Insurance Agency, Inc., as
seller, intends to transfer to Novak at a closing anticipated for
immediately following a sale hearing, assets relating to the
Business, including machinery and equipment, contracts and
agreements of property and casualty insurance, intellectual
property, and client lists.  The assets to be conveyed would not
include cash and premiums or commissions payable to AIAI prior to
the closing.

In consideration for the sale and transfer of the Assets, Novak
intends to pay AIAI $450,000 at the Closing.

In the event of any competing bids for the Assets, resulting in
Novak not being the successful Buyer, it will receive a breakup
fee of $25,000 to be paid at the time of the closing of the sale
with such third party buyer.

The Debtors propose a February 19 deadline for competing bids.
The Debtors propose an auction on February 22 followed by a sale
hearing the day after.

                      About Amtrust Financial

AmTrust Financial Corp (PINK:AFNL) was the owner of the AmTrust
Bank.  AmTrust was the seventh-largest holder of deposits in South
Florida, with $4.7 billion in deposits and 21 branches.

In November 2008, the Office of Thrift Supervision issued a cease
and desist order requiring AmTrust to improve its capital ratios.

AmTrust Financial, together with affiliates that include AmTrust
Management Inc., filed for Chapter 11 bankruptcy protection on
November 30, 2009 (Bankr. N.D. Ohio Case No. 09-21323).  G.
Christopher Meyer, Esq., and Sherri Lynn Dahl, Esq., at Squire
Sanders & Dempsey L.L.P., assist the Debtors in their
restructuring efforts.  AmTrust Management listed $100,000,001 to
$500,000,000 in assets and $100,000,001 to $500,000,000 in
liabilities.

AmTrust Bank is not part of the Chapter 11 filings.  On
December 4, AmTrust Bank was closed by the Office of Thrift
Supervision, which appointed the Federal Deposit Insurance
Corporation as receiver.  To protect the depositors, the FDIC
entered into a purchase and assumption agreement with New York
Community Bank, Westbury, New York, to assume all of the deposits
of AmTrust Bank.


ARCHANGEL DIAMOND: Assets Transferred to Liquidating Trust
----------------------------------------------------------
Archangel Diamond Corporation posted a notice for Holders of its
common shares.

Pursuant to the confirmed plan of liquidation in ADC's chapter 11
case, the assets of ADC will be transferred to the Liquidating
Trust established for this purpose shortly.  These assets will
include ADC's right, title and interest in the Colorado Litigation
and any proceeds thereof.  The Chapter 11 Plan was confirmed by
the United States Bankruptcy Court for the District of Colorado on
December 17, 2009.

The Chapter 11 Plan provides that ownership of the outstanding
shares of ADC common stock entitles the holders of such stock to
benefit from the Liquidating Trust by receiving "Class B Shares"
of the trust.

All of the shares of ADC outstanding carry the right to benefit
from the Liquidating Trust by receiving class B shares of the
Liquidating Trust.

The company said that if you are currently an owner of ADC shares
that you purchased after June 26, 2009 you should do the following
in order to ensure that you are issued Class B Shares of the
Liquidating Trust in respect of the ADC shares that you own when
the Class B Shares are issued:

1. If the ADC shares that you purchased are recorded in the CDS
   (in Canada) or DTC (in the U.S.) book-based system, the Class B
   Shares in respect of the ADC shares that you own will be issued
   to CDS & Co. (the nominee holder for CDS) or CEDE & Co. (the
   nominee holder for DTC). You therefore should instruct your
   broker to take all steps necessary so that the Class B Shares
   issued in respect of the ADC shares you own are credited to
   your account with your broker and, in turn, to you.

2. If the ADC shares that you purchased are not recorded in the
   CDS (in Canada) or DTC (in the U.S.) book-based system but,
   rather, in the names of one or more specific persons, then you
   (or your broker on your behalf) should notify the trustee of
   the Liquidating Trust that you are now the owner of those
   shares (and provide the trustee with such reasonable details
   and evidence of such ownership as may be required).

3. If you do not know, or are uncertain, whether the ADC shares
   you own are recorded in the CDS or DTC book-based system or
   not, you should both instruct your broker as described in 1
   above and notify the trustee as described in 2 above.

The name and address of the trustee of the Liquidating Trust is:

       Mr. Edward B. Cordes
       Cordes & Company
       Suite 815, 5299 DTC Boulevard
       Greenwood Village, CO
       USA 80111

                      About Archangel Diamond

Archangel Diamond (NEX BOARD:AAD.H) is a Canadian diamond company
focused on exploration and mining in Russia.  The company is
listed on the Toronto Venture Exchange (trading symbol AAD).

Three creditors filed a petition to send Archangel Diamond
Corporation to liquidation under Chapter 7 of the U.S. Bankruptcy
Code on June 26, 2009 (Bankr. D. Colo. Case No. 09-22621).
Archangel subsequently converted its case to a Chapter 11
bankruptcy.


ARCHANGEL DIAMOND: To Hold Meeting on March 15 on Dissolution
-------------------------------------------------------------
Archangel Diamond Corporation will hold a special meeting of
shareholders (the "Special Meeting") on Monday, March 15, 2010, at
10:00 a.m. (Toronto Time) at the offices of Fasken Martineau
DuMoulin LLP at 66 Wellington Street West, 36th Floor, Toronto
Dominion Tower, Toronto, Ontario, Canada to approve the voluntary
dissolution of the Corporation and the delisting of the
Corporation's shares from the NEX trading board of the TSX Venture
Exchange.

In December, 2009, the United States Bankruptcy Court for the
District of Colorado entered its order confirming Archangel's
amended plan of liquidation.  The Plan transfers the assets of the
Corporation (being substantially the Corporation's legal
proceedings against AGD, LUKoil and certain related parties) to a
trust (the "Liquidating Trust") of which the Corporation's
creditors as of June 26, 2009 and the Corporation's equity holders
as of September 3, 2009 are beneficiaries, and otherwise sets
forth the treatment of such creditors and equity holders.  The US
Order approves the treatment of creditors and equity holders of
the Corporation and establishes the binding legal effect of the
Plan. The claims of creditors as against the Corporation were
extinguished and are now reflected as interests in the Liquidating
Trust.

On January 25, 2010 the Corporation made application to Ontario
Superior Court of Justice (Commercial List) (the "Ontario Court")
under Part IV of the Canada Companies' Creditors Arrangement Act
to obtain a recognition to domesticate the US Order and its effect
in Canada.

On February 5, 2010 the Ontario Court issued its order (the
"Canadian Order") recognizing the US Chapter 11 proceedings with
respect to Archangel and the US Order, confirming the Plan and
declaring that, upon implementation of the Plan, Archangel has no
assets, no liabilities and is not insolvent.  A copy of the
Canadian Order may be viewed with other Archangel disclosure
documents through the Internet on the Canadian System for
Electronic Document Analysis and Retrieval (SEDAR) at
http://www.sedar.com.

As a result of the US Order and Canadian Order, upon
implementation of the Plan the Corporation will no longer has any
substantive assets or active business operations.  Pursuant to the
TSX Venture Exchange bulletin of January 12, 2010 trading in the
common shares of the Corporation on the NEX was changed from halt
to suspend for failure to maintain TSX Venture Exchange
requirements.  No viable alternatives have been identified to
continue the Corporation and Archangel has no sources of revenue
and no cash available to maintain its status as a public company.

The Board of Directors of the Corporation has therefore determined
that it is in the best interests of the shareholders to
voluntarily dissolve the Corporation and to apply to delist its
shares from the NEX.  The shareholders will be asked at the
Special Meeting to: (i) approve the voluntary dissolution of the
Corporation; and (ii) if such resolution is passed, to approve the
delisting of the Corporation's shares from the NEX.  Full
particulars concerning the special business to be considered at
the Special Meeting will be contained in Archangel's management
information circular which is anticipated for mailing and filing
on the Canadian System for Electronic Document Analysis and
Retrieval (SEDAR) at http://www.sedar.comshortly.  Archangel
Diamond Corporation announces the resignation of Tom Beardmore-
Gray as President and Chief Executive Officer of the Corporation
effective January 15, 2010.  Mr. Beardmore-Gray remains a member
of the Board of Directors of the Corporation.

                      About Archangel Diamond

Archangel Diamond (NEX BOARD:AAD.H) is a Canadian diamond company
focused on exploration and mining in Russia.  The company is
listed on the Toronto Venture Exchange (trading symbol AAD).

Three creditors filed a petition to send Archangel Diamond
Corporation to liquidation under Chapter 7 of the U.S. Bankruptcy
Code on June 26, 2009 (Bankr. D. Colo. Case No. 09-22621).
Archangel subsequently converted its case to a Chapter 11
bankruptcy.


BASHAS' INC: Creditors Say Plan Only Benefits Insiders
------------------------------------------------------
Bashas' Inc. has put together a reorganization plan that benefits
insiders at the expense of creditors, according to a recent
objection by Wells Fargo Bank NA, Bank of America NA and Compass
Bank, Law360 reported.

                         About Bashas' Inc.

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

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


BI-LO LLC: Files New Plan of Reorganization
-------------------------------------------
David Dykes at The Greenville News reports that Bi-Lo LLC has a
new plan of reorganization that would allow it to emerge from
bankruptcy protection by May 1, 2010.  The new plan allows Lone
Star to retain ownership of the grocery chain by paying term-loan
lenders $260 million and giving unsecured creditors $30 million to
$35 million to divide.

According to the report, the Plan will be funded by a combination
of $150 million of new equity from Lone Star affiliate and a new
$200 million term loan.

Headquartered in Mauldin, South Carolina, BI-LO LLC operates 214
supermarkets in South Carolina, North Carolina, Georgia and
Tennessee, and employs approximately 15,500 people.

Dallas-based Lone Star Funds bought the business in 2005 from
Koninklijke Ahold NV, the Dutch supermarket operator.  Lone Star
also owns Bruno's Supermarkets LLC, a chain of 66 stores
that filed under Chapter 11 in February in Birmingham, Alabama.

BI-LO and its affiliates filed for Chapter 11 bankruptcy
protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140).
George B. Cauthen, Esq., Frank B. Knowlton, Esq., at Nelson
Mullins Riley & Scarborough, L.L.P; Josiah M. Daniel, III, Esq.,
Katherine D. Grissel, Esq., at Vinson & Elkins L.L.P. in Dallas;
and Dov Kleiner, Esq., Alexandra S. Kelly, Esq., at Vinson &
Elkins L.L.P., in New York, serve as counsel.  Kurtzman Carson
Consultants LLC serves as notice and claims agent.  BI-LO listed
between $100 million and $500 million each in assets and debts.


BIG SKY: Creditors Agree to Accept Settlement Proposal
------------------------------------------------------
Big Sky Finishers disclosed that the creditors of Big Sky Farms
Inc. have voted to accept a settlement proposal for historical
debt owing by Big Sky to unsecured creditors, including BSF.
Under this settlement, unsecured creditors will be repaid $0.10
for every $1.00 owing to them by BSF as of November 10, 2009.  As
a result, BSF will receive $55,448 from Big Sky in relation to the
$554,480 debt owed by Big Sky to BSF.

Big Sky obtained an Order on November 10, 2009 from the Court of
Queen's Bench for Saskatchewan under the Companies' Creditors
Arrangement Act.  Since then, Big Sky has carried on its business
in the ordinary course and BSF continues to finish hogs for Big
Sky.  Big Sky has paid BSF for such hog finishing services in
accordance with the contractual arrangements between the parties.
Substantially all of BSF's revenues come from its contractual
arrangements with Big Sky.

In accordance with provisions contained in the CCAA, Big Sky has
provided BSF with notice that Big Sky intends to terminate all
three contracts currently in place between them.  At this time,
BSF is continuing to negotiate contractual changes with Big Sky.


BIOMEDICAL TECHNOLOGY: Posts $605,000 Net Loss in Q3 2009
---------------------------------------------------------
Biomedical Technology Solutions Holdings, Inc., reported a net
loss attributable to common stockholders of $605,202 on net sales
of $115,019 for the three months ended September 30, 2009,
compared with a net loss of $439,086 on net sales of $161,570 for
the same period ended September 30, 2008.

The Company attributed the decrease in revenues to distributors
and end users delays in placing orders for the Company's products
in the quarter.  The increased net loss was primarily attributable
to the decrease in revenues and corresponding increase in
operating expenses as a percentage of revenues.

                       Nine Months Results

For the nine months ended September 30, 2009, the Company reported
a net loss attributable to common stockholders of $1,202,905 on
net sales of $839,535, compared to a net loss of $798,167 on net
sales of $836,712 for the nine months ended September 30, 2008.

                          Balance Sheet

At September 30, 2009, the Company's consolidated balance sheets
showed total assets of $1,720,145, total liabilities of
$1,308,751, and total shareholders' equity of $411,394.

The Company's consolidated balance sheets at September 30, 2009,
also showed strained liquidity with $728,407 in total current
assets available to pay $837,256 in total current liabilities.

A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://researcharchives.com/t/s?531f

                       Going Concern Doubt

The Company has recurring losses and has used significant cash in
support of its operating activities.  "These factors, among
others, may indicate that the Company will be unable to continue
as a going concern."

The Company's ability to continue as a going concern is dependent
upon the continued success of its plans to sell its products
through its distribution networks and its new entity HealthCare
Sales Professionals, Inc.

                   About Biomedical Technology

Englewood, Colo.-based Biomedical Technology Solutions Holdings,
Inc. was incorporated in 2005 to acquire the intellectual property
and existing customer base for the original and patented
alternative infectious waste treatment system known as the
Demolizer(R).  Since then, the Company has re-engineered the
product which it now markets now markets as the DemolizerO II
System.  The DemolizerO II System is a tabletop device that
converts infectious biomedical waste into non-biohazardous
material.


BONDS.COM GROUP: Sept. 30 Balance Sheet Upside-Down by $4.9-Mil.
----------------------------------------------------------------
Bonds.com Group, Inc.'s consolidated balance sheet at
September 30, 2009, showed $3,078,531 in total assets and
$7,976,628 in total liabilities, resulting in a $4,898,097
shareholders' deficit.

Net loss increased to $2.8 million for the three months ended
September 30, 2009, from a net loss of $1.04 million for the three
months ended September 30, 2008.  Net loss for the nine months
ended September 30, 2009, increased to $4.02 million from
$3.98 million for the nine months ended September 30, 2008.  The
increase in net loss for the quarter was due principally to share-
based compensation expense of $1.2 million which was the direct
result of stock options granted to both executives and non-
executives of the Company during the third quarter.  Also during
the three months ended September 30, 2009, the Company recognized
$537,391 in unrealized losses on derivative financial instruments
which was a direct result of the adoption of the Contracts in
Entity's Own Equity Topic of FASB ASC 815-40-15.  Although costs
were higher for the nine months ended September 30, 2009, the net
loss did not change significantly for that period due to higher
revenues in 2009 when compared to the same period in 2008.

Total revenue increased by 430% to $959,793 and 952% to
$3.0 million for the three and nine months ended September 30,
2009, respectively, compared to the same periods in 2008.

A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://researcharchives.com/t/s?531e

                       Going Concern Doubt

Since its inception, the Company's expenses have significantly
exceeded its revenues and the Company has incurred an accumulated
deficit of $15,406,231.  As of September 30, 2009, the Company has
a working capital deficit of $5,598,105, including approximately
$3,600,000 of outstanding notes payable due within the next twelve
months.  Management commenced operations in December of 2007
utilizing additional capital raised throughout the years ended
December 31, 2008, and 2007.  Operations during the year ended
December 31, 2008, and the nine months ended September 30, 2009,
have also been funded using proceeds received from the issuance of
convertible notes to related and unrelated parties, secured
promissory notes to related and unrelated parties and the issuance
of common stock.  "These conditions raise substantial doubt about
the Company's ability to continue as a going concern."

                      About Bonds.com Group

Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG)
-- http://www.bonds.com/-- through its subsidiary Bonds.com,
Inc., serves institutional fixed income investors by providing a
comprehensive zero subscription fee online trading platform.  The
Company designed the BondStation and BondStationPro platforms to
provide liquidity and competitive pricing to the fragmented Over-
The-Counter (OTC) Fixed Income marketplace.

The Company differentiates itself by offering through Bonds.com,
Inc. an inventory of over 35,000 fixed income securities from more
than 175 competing sources.  Asset classes currently offered on
BondStation and BondStationPro, the Company's fixed income trading
platforms, include municipal bonds, corporate bonds, agency bonds,
certificates of deposit, emerging market debt, structured products
and U.S. Treasuries.


CANWEST GLOBAL: Shaw Has Deal to Acquire at Least 20% Equity
------------------------------------------------------------
Shaw Communications Inc. has entered into agreements with Canwest
Global Communications Corp. and certain 8.0% senior subordinated
noteholders, represented by the Ad Hoc Committee, regarding the
acquisition of a minimum 20% equity interest and 80% voting
interest, which includes effective control, of a restructured
Canwest.  Shaw's initial equity interest will exceed 20% depending
on the number of Canwest creditors that elect cash rather than
shares in Restructured Canwest.

On October 5, 2009, Canwest and a number of its subsidiaries
entered into a support agreement with the Noteholders in which the
Noteholders agreed to support the restructuring transaction as set
out in the support agreement and related agreements, including the
recapitalization of a Restructured Canwest.  In addition, the
Noteholders agreed to convert their outstanding debt obligations
into equity of the Company.  As part of the restructuring, Canwest
and certain of its subsidiaries filed for creditor protection
under the Companies' Creditors Arrangement Act via a pre-packaged
arrangement on October 6, 2009 and Canwest, through its financial
advisor, solicited Canadian interest regarding a possible equity
investment in a Restructured Canwest.

"We are excited about the Investment and gaining effective control
of one of the premier broadcasters and owners of content in the
Canadian broadcasting industry at a reasonable valuation.  We
believe that Shaw's Investment results in a number of benefits to
the broadcasting system, including an ability to strengthen local
programming, ensure the ongoing viability of the second largest
private conventional television network in Canada, and sustain a
dynamic and competitive television market" said Jim Shaw, Chief
Executive Officer and Vice Chair, Shaw Communications Inc.

The recent restructuring initiatives undertaken by Canwest have
positioned the Company as a pure play Canadian broadcaster. The
Company will operate as a separate private company with a
dedicated management team and Board of Directors.  The Investment
was structured whereby Shaw has the flexibility to increase its
ownership in a Restructured Canwest in the future.

The Agreements will become effective upon approval of the Court in
Ontario overseeing Canwest's CCAA restructuring process.  The
financial terms of the Agreements will be filed with the Court on
a confidential basis and will remain confidential until Court
approval is obtained.  Following receipt of such approval, Shaw
will provide further information concerning the financial terms of
the Investment.

The Investment also remains subject to various conditions,
including Canwest creditor approval, further approval from the
Court and regulatory approval from the Canadian Radio-television
and Telecommunications Commission, as well as certain other
matters satisfactory to Shaw.

Shaw Communications Inc. is a diversified communications company
whose core business is providing broadband cable television, High-
Speed Internet, Digital Phone, telecommunications services
(through Shaw Business Solutions) and satellite direct-to-home
services (through Shaw Direct).  Shaw serves 3.4 million
customers, including over 1.7 million Internet and 900,000 Digital
Phone customers, through a reliable and extensive network, which
comprises 625,000 kilometres of fibre.  Shaw is traded on the
Toronto and New York stock exchanges and is included in the
S&P/TSX 60 Index.

                    About Canwest Global

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

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

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

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

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

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


CATHOLIC CHURCH: Bids for Fairbanks' Pilgrim Springs Due Feb. 25
----------------------------------------------------------------
Pursuant to the Third Amended and Restated Joint Plan of
Reorganization jointly proposed by the Catholic Bishop of Northern
Alaska and its Official Committee of Unsecured Creditors, as well
as Sections 105 and 363(b) and (t) of the Bankruptcy Code, the
Diocese of Fairbanks and the Creditors Committee stipulate and
jointly ask the U.S. Bankruptcy Court for the District of Alaska
to:

  (a) approve certain procedures for the sale of a real property
      owned by the Diocese and commonly known as Kruzgamepa Hot
      Springs Ranch or Pilgrim Hot Springs, free and clear of
      liens, claims, encumbrances, and other interests;

  (b) approve procedures for the submission of offers to acquire
      the Pilgrim Springs Property at a Court-supervised
      auction; and

  (c) set the hearing for March 5, 2010, at 9:00 a.m. to hold
      the Auction and to act on and consider the approval of the
      sale.

Under the Plan, the opening bid at the Pilgrim Springs Auction
will be made by the Endowment for $1,850,000.  The sale of the
Pilgrim Springs Property to the bidder with the highest and best
bid at the Pilgrim Springs Auction must close within 45 days of
the Pilgrim Springs Auction, and will be free and clear of all
claims, liens or encumbrances except for the UAF License under
Sections 363 and 1123 of the Bankruptcy Code.  Up to $1,850,000 of
the proceeds of the Pilgrim Springs Auction will be used to fund
CBNA's funding obligations on the Plan's effective date, including
payment of Administrative Expenses, but, in all events, all
proceeds above $1,850,000 will be paid to the Settlement Trust.

Susan G. Boswell, Esq., at Quarles & Brady LLP, in Tucson,
Arizona, relates that notwithstanding the Plan provision, at the
January 25, 2010, hearing on confirmation of the Plan, the Diocese
acknowledged that the Endowment would purchase the Pilgrim Springs
Property subject to the claims described in the state court action
filed by Louis Green Sr. and Nancy Green.

                    Bid and Sale Procedures

To maximize the value of the Pilgrim Springs Property, the Diocese
proposes certain bid and sale procedures, including:

  (a) The opening bid will be from the Endowment for $1,850,000;

  (b) Upon request to the Diocese's counsel by a potential
      bidder, the Diocese will provide the Potential Bidder with
      access to relevant information that will enable that
      Potential Bidder to evaluate the Pilgrim Springs Property
      for the purpose of submitting a bid for the Pilgrim
      Springs Property;

  (c) Each Potential Bidder that wishes to bid must submit a Bid
      that is equal to or greater than the Opening Bid;

  (d) By 5:00 p.m. on February 25, 2010, all Potential Bidders
      must submit to the Diocese a Bid accompanied by a form of
      a written purchase agreement, proof of financial ability
      to close on the sale transaction, a bid deposit of
      certified funds for $250,000, and a statement
      acknowledging consent to the UAF License for geothermal
      exploration on the Property until the end of 2011.  The
      Endowment's bid will provide that the Endowment will close
      its purchase of the Pilgrim Springs Property within five
      business days after the Auction.  Each Potential Bidder
      may submit only one bid;

  (e) All Qualified Bidders must attend an auction sale to be
      conducted on March 5, 2010, at 9:00 a.m., at the Court.
      Only Qualified Bidders will be permitted to bid at the
      Auction;

  (f) At the Auction, bidding will begin with the Opening Bid,
      and will increase incrementally by $50,000;

  (g) Following the conclusion of bidding, the Diocese will
      recommend one or more successful bidders and at least one
      back up bidder to the Court for approval at the Sale
      Hearing.  In all events the Endowment will serve as a back
      up bidder at its highest bid at the Auction, but no less
      than its Opening Bid;

  (h) The Diocese will be authorized to enter into an Asset
      Purchase Agreement;

  (i) The Court will entertain objections from any interested
      party with the requisite standing at the Sale Hearing; and

  (j) Objections to the conduct of the Auction or selection of
      the Successful Bidders may be made in open court at the
      Sale Hearing.

The Sale will be as is without any representations or warranties
of any kind.  The Diocese asks the Court to direct that offers
made prior to or at the Sale Hearing may not be withdrawn after
they are made and any entity's refusal or failure to comply with
its offer after acceptance by the Debtor and approval by the
Court, will entitle the Diocese to retain the Deposit.  The
Diocese also reserves the right to reject any Proposed Bid which,
in its discretion, is deemed inadequate or insufficient or which
is contrary to the best interests of the bankruptcy estate.

Judge MacDonald approved the proposed Sale Procedures.

                      Diocese's Statement

In a statement posted on its Web site, The Diocese of Fairbanks
disclosed  that the U.S. Bankruptcy Court in Anchorage, Alaska is
preparing to auction off Pilgrim Hot Springs March 5, 2010 as part
of the Catholic Bishop of Northern Alaska Chapter 11
reorganization plan approved by the Court.  Offers to purchase the
property are due by February 25, 2010.  Bidders must post $250,000
as earnest money to participate.  Any and all bids will need to be
submitted to the attorney's office of Mike Mills, Dorsey &
Whitney, LLP, Ste 600, 1031 West 4th Avenue, Anchorage, AK 99501-
5907 in Anchorage, Alaska, by 5:00 p.m. on February 25, 2010.

All offers to purchase the Pilgrim Hot Springs property received
will be reviewed in order to qualify bidders for the auction to be
held in the U.S. Bankruptcy Court on March 5, 2010, at 9:00 a.m.
Qualified offer bidders will be notified within three (3) business
days of the auction date.  All bidders or their authorized
representatives must be present on March 5th at 9:00 am for the
live auction sale to be conducted by the bankruptcy judge.

The successful bidder will have thirty (30) days to make full
payment in U.S. funds to the Trustee for disposition.  The
Endowment fund of CBNA will open the bid at $1.875 million
dollars.  The auction is expected to garner bids of close to
two million dollars.  If no bids are received in an amount more
than the opening bid, the Endowment fund of CBNA would then become
the owner free and clear of any claims through the Chapter 11
Bankruptcy Reorganization proceedings.

Pilgrim Hot Springs consists of more than 300 acres of land near
Nome, Alaska.  The property has attracted the attention of
scientists, engineers and entrepreneurs because of its geothermal
potential.  The University of Alaska Fairbanks is engaged in a
federally funded study to verify the source and extent of the hot
springs to determine its geothermal potential.  State of Alaska
Renewable Energy funds are also being sought for the project that
is expected to begin in the spring of 2010 and finish by the end
of 2011.  The site also holds agricultural possibilities of
producing greenhouse vegetables and other outdoor crops.

Pilgrim Hot Springs was deeded to the Catholic Church early in the
20th Century.  At one time it was home to an orphanage and
boarding school for Seward Peninsula children whose parents died
in the Great Flu Pandemic of 1918 and for others living in the
Nome and Pilgrim Hot Springs vicinity.  The orphanage and boarding
school were later closed around 1941.  The property has been
registered on the National Historic Registry since 1977.

                 About the Diocese of Fairbanks

The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic
Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka
The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/--
filed for chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska
Case No. 08-00110).  Susan G. Boswell, Esq., at Quarles & Brady
LLP represents the Debtor in its restructuring efforts.  Michael
R. Mills, Esq., of Dorsey & Whitney LLP serves as the Debtor's
local counsel and Cook, Schuhmann & Groseclose Inc. as its special
counsel.  Judge Donald MacDonald, IV, of the United States
Bankruptcy Court for the District of Alaska presides over
Fairbanks' Chapter 11 case.  The Debtor's schedules show total
assets of $13,316,864 and total liabilities of $1,838,719.

The church's plans to file its bankruptcy plan and disclosure
statement on July 15, 2008.  Its exclusive plan filing period
expires on January 15, 2009.  (Catholic Church Bankruptcy News;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


CATHOLIC CHURCH: St. Ann Fails to Annul Stay to Go On with Suit
---------------------------------------------------------------
St. Ann's Roman Catholic Church asked the U.S. Bankruptcy Court
for the District of Delaware, pursuant to Section 362(d) of the
Bankruptcy Code, to grant it relief from or annul the automatic
stay so that it may continue the litigation pending against the
Catholic Diocese of Wilmington, Inc., in the Superior Court of the
state of Delaware in and for New Castle County.

Prior to the Petition Date, John F. Dougherty commenced an action
against St. Ann's in the State Court pursuant to the Child
Victim's Act.  He alleged that he was sexually abused and molested
at the hands of Rev. Edward B. Carley between 1954 and 1961.  Rev.
Carley was assigned by the bishop of the Diocese to serve as an
assistant and associate pastor at St. Ann's from 1954 to 1962.

Following the entry of a stipulation by the parties to the State
Court Action, Judge Calvin L. Scott, Jr., entered an order
effectively staying all activity in the State Court Action.  Judge
Scott subsequently entered a multi-case Alternative Dispute
Resolution Order establishing a comprehensive ADR process to be
pursued in the State Court Action prior to responsive pleadings,
dispositive motions practice and discovery.

In January 2010, Judge Scott rescinded his ADR Order, and issued a
Trial Scheduling Order setting the State Court Action for trial
beginning April 12, 2010.  St. Ann's then filed an answer to the
State Court Action's complaint along with a Third-Party Complaint
against the Diocese.  Through a letter, the Diocese's counsel
advised St. Ann's that the filing of the Third Party Complaint was
violative of the automatic stay and, therefore, was void ab
initio.

Stephen E. Jenkins, Esq., at Ashby & Geddes, in Wilmington,
Delaware, contends that St. Ann's did not license, employ,
supervise, or retain Rev. Carley as its employee or agent because
the control, assignment and supervision of diocesan priests
resides in the bishop of the Wilmington Diocese, and not the
parish.  At no time was Rev. Carley an agent or employee of St.
Ann's, and therefore, St. Ann's had no control over him as an
employer or master, Mr. Jenkins points out.

Mr. Jenkins argues that should the trier of fact find liability
against St. Ann's, then St. Ann's is entitled to full
indemnification from the Diocese.  He adds that in the event St.
Ann's is held liable to the Plaintiff, then the alleged wrongful
acts the Diocese are contributing causes of the damages sustained
by the Plaintiff, and St. Ann's is entitled to contribution in any
amount, which it may be required to pay the Plaintiff as a result
of the wrongful acts of the Diocese, based on the relative degrees
of fault determined pursuant to the provisions of Delaware's
Uniform Contribution Among Tortfeasor's Law.

Against this backdrop, complete relief cannot be accorded between
the Plaintiff and St. Ann's in the absence of the Diocese, and
therefore, the Diocese must be joined as a party in Plaintiff's
action against St. Ann's, Mr. Jenkins tells Judge Sontchi.
However, as a result of the automatic stay, St. Ann's cannot
proceed on its Third-Party Complaint against the Diocese.

                    J.F. Dougherty Objects

Plaintiff John F. Dougherty tells the Court that he never filed an
action against the Diocese.  He contends that St. Ann's request is
a multi-pronged litigation tactic on two levels, both in the State
Trial Court and in the overall Chapter 11 proceeding.

As was revealed at a hearing, St. Ann's state court counsel had
long acted in tandem with the Diocese's counsel and was paid by
the Diocese for their services in defending St. Ann's and the
other alter ego parishes of the Diocese, Thomas S. Neuberger,
Esq., at The Neuberger Firm, P.A., in Wilmington, Delaware,
contends.

When it came to claims for contribution or indemnity, no claim was
ever advanced through discovery or trial in the virtually
identical companion State Court case for survivor Douglas McClure,
or in any other case in the extensive State Court litigation, Mr.
Neuberger asserts.  He alleges that the Diocese and its parish
always acted in unison.

"But now St. Ann's allegedly desires to litigate claims for
contribution or indemnity against the Diocese when it did not do
so in the nearly identical case in McClure and when this also has
never been done in any of the underlying state court litigation,"
Mr. Neuberger contends.  "This about face should be seen for what
it is, a not so subtle attempt to create a paper conflict between
two alter ego business entities with the hope of affecting the
outcome of the June 2010 trial before this Court on the investment
account," he adds.

At the State Court action level, the request also is an attempt to
delay the trial date in the hope that the Plaintiff will die, all
to the tactical advantage of St. Ann's, Mr. Neuberger contends.
For if the stay is lifted, he avers, since discovery is closed,
the trial will have to be postponed to allow for discovery against
the Diocese.

"But since St. Ann's is a separate tortfeasor, the Diocese is not
a necessary party to the litigation and it can be tried without
the participation of the Debtor," Mr. Neuberger argues.  "And so
John F. Dougherty will have his day in court before he dies," he
continues.

                       Diocese Responds

The Diocese asserts that it not a defendant in the State Court
Action because on January 3, 2005, the Plaintiff entered into a
settlement agreement with CDOW, and all persons acting in concert
with CDOW, to release and discharge any claims for alleged abuse
suffered by Plaintiff.  Nevertheless, the Diocese contends that
the Plaintiff is attempting to recover from St. Ann's on the basis
that St. Ann's is a separate and distinct corporate entity from
CDOW.

James L. Patton, Jr., Esq., at Young Conaway Stargatt & Taylor,
LLP, in Wilmington, Delaware, tells the Court that the Diocese has
no objection to modification of the automatic stay to permit St.
Ann's to file the Third-Party Complaint.  He notes that in each of
the cases brought pursuant to the Delaware Child Victim's Act of
2007 against the Diocese and a parish corporation, the parish
corporation defendant has filed similar cross-claims against the
Diocese for indemnification and contribution.  Indeed, he says,
the Diocese has consistently stated that if there is liability to
a plaintiff, the Diocese is responsible.

The Diocese also has no objection to modification of the automatic
stay to permit prosecution of the Third-Party Complaint unless the
State Court Action is stayed, Mr. Patton contends.  In sum, he
says, if the Action is going forward against St. Ann's, then the
Diocese needs to be involved to protect its interests.

Reasons exist for staying the parish cases, in which the Diocese
is a defendant, with respect to the State Court Action because it
will affect property of the estate, Mr. Patton argues.  He
discloses that the Plaintiff's counsel has already requested
significant discovery from the Diocese and has alerted it that
depositions of its personnel may be required.  He asserts that the
Diocese will obviously incur costs relating to that request, if
the action goes forward.

Mr. Patton further argues, among other things, that the Third-
Party Complaint makes clear that St. Ann's intends to assert
claims against the Diocese for indemnification and contribution,
so a judgment against St. Ann will likely result in a judgment
against the Diocese, given the Diocese's longstanding position
that, as between the Diocese and parish corporations, the Diocese
is responsible for the conduct of Diocesan priests.

The Diocese, therefore, says that it consents to modification of
the automatic stay to permit the filing of the Third-Party
Complaint and to allow the Diocese to fully protect its rights in
the State Court Action.

                         *     *     *

For the reasons set forth on the record, Judge Sontchi denied St.
Ann's request.  At St. Ann's behest, the Court held an expedited
hearing to consider the request last February 8, 2010.

                  About the Diocese of Wilmington

The Diocese of Wilmington covers Delaware and the Eastern Shore of
Maryland and serves about 230,000 Catholics.  The Delaware diocese
is the seventh Roman Catholic diocese to file for Chapter 11
protection to deal with lawsuits for sexual abuse.  Previous
filings were by the dioceses in Spokane, Washington; Portland,
Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and
San Diego, California.

The bankruptcy filing automatically stayed eight consecutive abuse
trials scheduled in Delaware scheduled to begin October 19.  There
are 131 cases filed against the Diocese, with 30 scheduled for
trial.

The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del.
Case No. 09-13560).  Attorneys at Young Conaway Stargatt & Taylor,
LLP, serve as counsel to the Diocese.  The Ramaekers Group, LLC is
the financial advisor.  The petition says assets range $50,000,001
to $100,000,000 while debts are between $100,000,001 to
$500,000,000. (Catholic Church Bankruptcy News; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


CATHOLIC CHURCH: Wilmington Committee Wants to Hire Consultant
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of the Catholic
Diocese of Wilmington, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Delaware to retain Business
Management International as its consultant, nunc pro tunc to
January 5, 2010.

The Creditors Committee has filed applications to retain Pachulski
Stang Ziehl & Jones LLP as counsel, and LECG LLC as its financial
advisor.  LECG, in connection with its financial advisory services
to the Creditors Committee, asked the Diocese to provide it with
an electronic version of the Diocese's accounting system and
general ledger.  In response, the Diocese's financial advisor
advised LECG that the Diocese uses the Navision accounting system,
and that due to technological issues, the Diocese would be
somewhat limited on the form of information that it could extract
from the Navision system.

Neither Pachulski Stang nor LECG are licensed to use Navision,
relates Laura Davis Jones, Esq., at Pachulski Stang, in
Wilmington, Delaware.  She adds that neither the professionals of
her firm nor LECG are trained in the use the Navision system.

Given the importance of Diocese's financial information to the
many disputes in the bankruptcy case over what funds constitute
property of the bankruptcy estate, the Creditors Committee has
determined that it needs to employ a consultant that is trained
and licensed to use Navision to obtain all of the Diocese's
financial information.

As a consultant, BMI will assist the Creditors Committee with
respect to its review of the files contained in the Diocese's
Navision database pursuant to the terms set forth on the Letter of
Engagement.  BMI is an authorized Microsoft Dynamics NAV, formerly
Navision, Business Partner, is licensed to use Navision, and has a
wealth of experience in working with Navision, explains Ms. Jones.

BMI will be paid at its regular hourly rates for its professionals
and paraprofessionals, and will be reimbursed of necessary
expenses.  Laurel Loehlin will be the primary BMI professional
responsible to render the sought services, and her billing rate is
$200 per hour.

Ms. Loehlin, BMI's Vice President of Operations, assures Judge
Sontchi that BMI is a "disinterested person," within the meaning
of Section 101(14) of the Bankruptcy Code.

                  About the Diocese of Wilmington

The Diocese of Wilmington covers Delaware and the Eastern Shore of
Maryland and serves about 230,000 Catholics.  The Delaware diocese
is the seventh Roman Catholic diocese to file for Chapter 11
protection to deal with lawsuits for sexual abuse.  Previous
filings were by the dioceses in Spokane, Washington; Portland,
Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and
San Diego, California.

The bankruptcy filing automatically stayed eight consecutive abuse
trials scheduled in Delaware scheduled to begin October 19.  There
are 131 cases filed against the Diocese, with 30 scheduled for
trial.

The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del.
Case No. 09-13560).  Attorneys at Young Conaway Stargatt & Taylor,
LLP, serve as counsel to the Diocese.  The Ramaekers Group, LLC is
the financial advisor.  The petition says assets range $50,000,001
to $100,000,000 while debts are between $100,000,001 to
$500,000,000. (Catholic Church Bankruptcy News; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


CATHOLIC CHURCH: Wilmington Sets April 15 Claims Bar Date
---------------------------------------------------------
The Catholic Diocese of Wilmington, Inc., sought and obtained
approval from the U.S. Bankruptcy Court for the District of
Delaware to:

  (a) establish April 15, 2010, as the general bar date by which
      all entities, other than governmental units, must file
      proofs of claim in the Diocese's Chapter 11 case;

  (b) establish April 15, 2010, as the date by which all persons
      must file proofs of claim in connection with claims
      arising from sexual abuse;

  (c) establish April 15, 2010, as the date by which all
      governmental units must file proofs of claim;

  (d) establish the date by which certain proofs of claim
      relating to the Diocese's rejection of executory contracts
      or unexpired leases must be filed;

  (e) approve the Diocese's proposed Proof of Claim Forms;

  (f) approve procedures for maintaining the confidentiality of
      proofs of claim filed in connection with claims arising
      from sexual abuse; and

  (g) approve the form and manner of the proposed notices of the
      Bar Dates as providing fair, reasonable and adequate
      notice of the Bar Dates.

For the Diocese to fully administer its bankruptcy estate, to
solicit acceptances or rejections in connection with a Chapter 11
plan of reorganization, and to make distributions under the Plan,
the Diocese must obtain complete and accurate information
regarding the nature, validity, and amount of all claims that will
be asserted in the case.

With respect to prepetition creditors asserting non-Tort Claims
against the estate, like a General Claim, a Government Claim or a
Rejection Damages Claim, the Diocese seeks approval of a proposed
proof of claim form, which substantially follows the Official Form
B10.

The Diocese believes under the circumstances of the case, and
especially those relating to the Tort Claims, that a modified
proof of claim form, similar to those utilized by other diocesan
debtors, is appropriate.  Accordingly, the Diocese, in conjunction
with its Official Committee of Unsecured Creditors, has prepared a
confidential proof of claim form to be submitted by Tort Claimants
in connection with their Tort Claims.  The Diocese says that
information sought in the Tort Proof of Claim Form is designed to,
and will assist the Diocese in, evaluating Tort Claims asserted
against its estate.

In addition, due to the nature of the information that is being
requested in the Tort Proof of Claim Form, the Diocese seeks
approval of a confidentiality protocol, which provides that
Potential Tort Claimants will not to file a Tort Proof of Claim
Form with the Court, but instead, all Tort Proof of Claim Forms
must be sent to the Diocese's Claims Agent, The Garden City Group,
Inc.  Tort Proof of Claim Forms, which will be treated as
confidential, will not be available to the general public, unless
a potential Tort Claimant indicates otherwise.

In light of the number of parishes with a large number of Hispanic
parishioners, the Tort Proof of Claim Form will be made available
in both English and Spanish.

The Diocese says that all persons and entities holding prepetition
claims must file the proofs of claim on or before the applicable
Bar Date, including these entities:

  -- any person or entity, whose prepetition claim against the
     Diocese is not listed in the Schedules of Assets and
     Liabilities or whose prepetition claim is listed in the
     Schedules but is listed as disputed, contingent or
     unliquidated and that desires to participate in the Chapter
     11 case or share in any distribution in the case;

  -- any person or entity that believes that its prepetition
     claim is improperly classified in the Schedules or is
     listed in an incorrect amount and that desires to have its
     claim allowed in a classification or amount other than that
     identified in the Schedules; and

  -- any person, who believes that he or she has or may have a
     claim for sexual abuse for which the person believes the
     Diocese may be liable.

Pursuant to the proposed Bar Date Order, these persons or entities
are not required to file a proof of claim by the applicable Bar
Date:

  -- any person or entity that has already properly filed a
     proof of claim against the Diocese with either the Claims
     Agent or the Clerk of the Court;

  -- any person or entity:

     * whose claim is listed in the Schedules;

     * whose claim is not described in the Schedules as
       "disputed," "contingent," or "unliquidated"; and

     * who does not dispute the amount or classification of its
       claim as set forth in the Schedules;

  -- professionals retained by the Diocese or the Creditors
     Committee;

  -- any person or entity that asserts an administrative expense
     claim pursuant to Sections 503(b)(1) through (8) of the
     Bankruptcy Code;

  -- any person or entity, whose claim has been allowed by a
     Court order entered on or before the applicable Bar Date;
     and

  -- any person or entity, whose claim has been paid in full.

The Diocese proposes that any holder of a claim against the
bankruptcy estate, who is required, but fails, to file a proof of
claim in accordance with the Bar Date Order on or before the
applicable Bar Date may not be permitted to vote to accept or
reject any Chapter 11 Plan or participate in any distribution in
the Chapter 11 case on account of that claim or to receive further
notices regarding the claim.

In connection with providing notice of the Bar Dates to all
claimants and parties-in-interest, the Diocese asks for the
approval of notice procedures with respect to the mailing and
publication of the Bar Date Notices.  The Diocese also intends to
provide notice of the Bar Dates by publication of the proposed
Publication Notice, once English in the national edition of USA
Today, twice in The Dialog, twice each, in both English and
Spanish, in The News Journal, The Baltimore Sun, the Salisbury
Times, the Philadelphia Inquirer, the Richmond Times and the
Delaware State News, commencing on February 5, 2010, and
continuing through April 9, 2010.

The Tort Publication Notice will also be posted in parish
bulletins within the geographic territory of the Diocese.

                  About the Diocese of Wilmington

The Diocese of Wilmington covers Delaware and the Eastern Shore of
Maryland and serves about 230,000 Catholics.  The Delaware diocese
is the seventh Roman Catholic diocese to file for Chapter 11
protection to deal with lawsuits for sexual abuse.  Previous
filings were by the dioceses in Spokane, Washington; Portland,
Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and
San Diego, California.

The bankruptcy filing automatically stayed eight consecutive abuse
trials scheduled in Delaware scheduled to begin October 19.  There
are 131 cases filed against the Diocese, with 30 scheduled for
trial.

The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del.
Case No. 09-13560).  Attorneys at Young Conaway Stargatt & Taylor,
LLP, serve as counsel to the Diocese.  The Ramaekers Group, LLC is
the financial advisor.  The petition says assets range $50,000,001
to $100,000,000 while debts are between $100,000,001 to
$500,000,000. (Catholic Church Bankruptcy News; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


CCS MEDICAL: No Qualified Bids Submitted; To Pursue Reorganization
------------------------------------------------------------------
CCS Medical, Inc., will pursue the Plan of Reorganization, dated
as of February 9, 2010.  A hearing to consider approval of the
Plan has been scheduled for March 11, 2010, with the United States
Bankruptcy Court for the District of Delaware.

On February 15, 2010, the Company concluded the Court-approved
process whereby it marketed the sale of substantially all of its
assets.  The Company generated significant interest during the
process, however none of the offers submitted by the bid deadline
satisfied the requirements of the Court-approved procedures.  The
Company believes that the conclusion of the Court-approved sales
process has also achieved one of the Company's goals of
identifying the market's valuation range for the business, which
was necessary in order to obtain confirmation of the Plan.  The
Company intends to pursue confirmation of the Plan on terms
substantially similar to those previously presented to creditors
for their approval, whereby the Company's First Lien Lenders will
exchange their claims for new equity and new debt.

John Miclot, Chief Executive Officer of CCS Medical, said, "Based
on the results of the sales and marketing process, we believe that
the Plan represents the greatest value for our Company and our
creditors.  Reaching a determination as to the value of the
Company provides increased certainty for our path forward."

The Company continues to make post-petition payments to suppliers
in the ordinary course, and expects no changes in the goods and
services it continues to provide to its customers and patients.
The Company also anticipates that, pursuant to the proposed terms
of the Plan, the majority of the Company's suppliers will remain
unaffected by the Chapter 11 process.

Mr. Miclot added, "We continue to experience high demand for our
products and services, and we remain focused on serving our
customers.  We look forward to the Court's approval of the Plan
and a timely emergence from our reorganization process, so that we
can continue to pursue our strategic objectives.  I would like to
thank our talented employees for their hard work and dedication
throughout this process."

                        About CCS Medical

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

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


CIRCUIT CITY: IRS Objects to 2nd Administrative Claims Bar Date
---------------------------------------------------------------
Pursuant to Sections 105 and 503 of the Bankruptcy Code and Rules
2002 and 9007 of the Federal Rules of Bankruptcy Procedure, the
Circuit City Stores Inc. and its units ask the Court to set
March 31, 2010, at 5:00 p.m., Pacific Time, as the second
administrative bar date within which certain administrative
expense requests must be filed.

The Debtors seek to establish the Second Administrative Bar Date
to determine what, if any, Administrative Expenses are, or
remain, asserted against them.

On May 15, 2009, the Court set June 30, 2009, as the bar date for
filing claims for administrative expenses that arose from the
Petition Date through and including April 30, 2009.

               U.S. Objects to 2nd Admin. Bar Date

Richard F. Stein, Esq., special assistant U.S. Attorney for the
Eastern District of Virginia, on behalf of the United States of
America, states that the Second Administrative Bar Date Motion
and proposed order violate Section 503(b)(1)(D) of the Bankruptcy
Code, which exempts governmental units from the "onerous"
requirements of administrative claims bar deadlines.

The administrative bar date provisions of the proposed order,
insofar as it applies to the Internal Revenue Service, conflict
with the provisions of Section 505 of the Bankruptcy Code, Mr.
Stein asserts.  Under Section 505, a trustee (debtor-in-
possession) may file a tax return for taxes incurred in the
administration of the estate accompanied by a request for a
determination by the taxing authority and obtain a discharge from
liability for the tax by paying the reported tax unless the
taxing authority selects the return for audit within a certain
time period, Mr. Stein notes.

The proposed Order "thrusts" on the taxing authority the
obligation to file a request for payment within a set time period
whether or not a return has been filed, or the tax has been paid.
Clearly, the administrative bar date provisions of the proposed
order, insofar as it applies to the IRS, conflict with the scheme
that Congress set forth for determining and discharging
administrative tax liabilities, Mr. Stein argues.

Mr. Stein notes that the Debtors and the IRS have previously
entered into an agreed Stipulation and Consent Order resolving
the IRS' objection to the establishment of an initial
administrative bar date.  Moreover, the Debtors are, or should
be, aware of this fact because it was also raised in the United
States of America's objection to confirmation of the Debtors'
First Amended Joint Plan of liquidation, he points out.

"It would have been a simple matter for the [D]ebtors to
acknowledge the provisions of [S]ection 503(b)(1)(D) and add
governmental units as a fifth class of creditors which are exempt
from the provisions of their proposed order," Mr. Stein tells the
Court.

                        About Circuit City

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

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

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

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

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


CIRCUIT CITY: Says Bar Date Notice Sufficient for Rebate Holders
----------------------------------------------------------------
Circuit City Stores Inc. and its units ask the Court to deem
publication notice of the General Bar Date sufficient as to all
rebate check holders.

Pursuant to the Court's December 10, 2008 Claims Bar Date Order,
the deadline for filing all claims, as defined in Section 105(5)
of the Bankruptcy Code, arising before November 10, 2008, against
the Debtors by any non-governmental entity was January 30, 2009.

Pursuant to the Claims Bar Date Order, the form and manner of the
general bar date notice was also approved.  The Debtors served
the General Bar Date Notice by first class mail on or before
December 19, 2008, to all known creditors and holders of equity
securities.  The General Bar Date Notice was also published in
various newspapers on December 24, 2008.

Before the Petition date, the Debtors, from time to time, offered
customers rebates on products sold at the Debtors' stores and Web
site.  The Rebates were promotions that allowed customers to mail
in forms to receive money back on certain products.

Between 1999 and the Petition Date, the Rebate Programs were
predominantly administered by Young America Corporation and
Parago, Inc., according to Douglas M. Foley, Esq., at
McGuireWoods LLP, in Richmond, Virginia.

Between October 2005 and March 2009, Parago was the Debtors' sole
provider of the Rebate Program administration services.  Parago
would process all of the Rebate Forms it received from customers
within a certain period of time, compile the data into an
electronic file, and then transmit the file to Solutran, Inc.,
which was responsible for issuing rebate checks on behalf of the
Debtors directly to the customers.  The Rebate Checks were paid
by Solutran with funds provided by the Debtors from an account
administered by Solutran.

Each Rebate Check conspicuously indicated that it was void after
90 days from the date it was issued.  In most cases, if a Rebate
Check was not cashed within 90 days of issuance, the Rebate Check
Holder was deemed to have rejected the Rebate Offer, Mr. Foley
relates.

The Debtors engaged Young America to provide Rebate Program
administration services between November 1999 through September
2005.  Because the relationship was terminated in 2005, the
Debtors no longer possess detailed information about the
procedures that were in place during Young America's
administration of the various Rebate Programs.

The Debtors reasonably believe, however, that the Rebate Checks
issued under the Young America program also stated that the
checks were void if not cashed within 90 days.

These are the Outstanding Rebate Checks as of the Petition Date:

               No. of Rebate               RC Over    Expired
               Checks Issued Total Value   90 Days     Value
               ------------- ------------  -------    -------
Parago             480,000    $20,355,443  444,000  $18,550,106
Young America      277,059     12,498,589        -            -

According to Mr. Foley, as of the Petition Date, approximately
758,000 Rebate Checks were outstanding, with a total value of
$32,854,033.  Of these outstanding Rebate Checks, approximately
720,780 checks, with a combined value of $31,048,696, were issued
more than 90 days before the Petition Date and are void under the
terms and conditions of the Debtors' various Rebate Programs.

To recall, on November 11, 2008, the Court entered an order
authorizing the Debtors to continue to honor uncashed Rebate
Checks issued before the Petition Date.  Approximately 27,804
Rebate Checks, with a total value of $1,377,565, issued before
the Petition Date were cashed postpetition, Mr. Foley relates.

Most of the Rebate Checks Holders do not hold claims against the
Debtors' bankruptcy estates because their Rebate Checks were void
before the Petition Date.  The applicable statute of limitations
would prevent a significant portion of the Rebate Check Holders
from enforcing any such claims against the Debtors' bankruptcy
estates in any event, Mr. Foley says.

Moreover, the Rebate Check Holders are not entitled to receive
actual notice by mail of the General Bar Date.  Because the
Rebate Check Holders were unknown creditors of the Debtors as
of the Petition Date, and any claims they could potentially
assert against the Debtors' estates are speculative, publication
notice was sufficient to inform the Rebate Check Holders of the
General Bar Date, Mr. Foley asserts.  Service by mail of more
than 758,00 Rebate Check Holders, in addition to all of the
Debtors' other creditors and interest holders, was costly, he
adds.

Furthermore, because the Court granted the Debtors the authority
to continue their prepetition Rebate program, the Rebate Check
Holders in possession of valid Rebate Checks could have, and in
many cases already have, received payment from the Debtors'
estates on account of their Rebate Checks, Mr. Foley says.

                        About Circuit City

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

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

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

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

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


CLEARPOINT BUSINESS: ComVest Capital Buys Majority Stake in Firm
----------------------------------------------------------------
ClearPoint Business Resources, Inc., disclosed that ComVest
Capital, LLC, purchased a 51% interest in the Company on a fully
diluted basis through the exercise of a warrant.  The Company,
which owns and operates its iLabor e-procurement platform,
provides temporary staffing companies with technology-enabled
access to the most competitive marketplace for buying and selling
temporary labor.  ComVest serves as the Company's senior lender
under a secured revolving credit facility.

"As the adoption of iLabor continues to increase, we are excited
to have ComVest as a majority stakeholder," stated Michael Traina,
ClearPoint Chairman and CEO.  Traina continued, "It is a true
testament to our company and our business model that a billion
dollar financial institution like ComVest is willing to invest in
the Company and is interested in funding our growth."

In connection with this transaction, directors Brendan Calder,
Dennis Cook, Parker Drew, Harry Glasspiegel, Vahan Kololian and
Michael Perrucci resigned from the Company's board of directors.
Gary E. Jaggard, Chief Executive Officer of ComVest Capital
Advisors, LLC, an affiliate of ComVest Group Holdings, LLC and the
Managing Director of ComVest Capital, LLC, was appointed by the
Company's Board of Directors to serve on the Board.  The Board
also agreed to appoint Robert O'Sullivan, Vice Chairman of ComVest
Group Holdings, LLC, as a member of the Board of Directors upon
the Company's compliance with applicable SEC rules.  Michael
Traina will remain on the board.

"We consistently review each of our portfolio investments and we
have been impressed by iLabor's adoption among the nation's
largest staffing companies," stated Mr. Jaggard, "ClearPoint's
value proposition of immediate revenue increase clearly rings true
with their staffing company clients and we look forward to
continuing to support the Company and taking a more active role in
its growth."

The Company issued the warrant to ComVest in connection with
ComVest's extension of the secured revolving credit facility to
the Company on August 14, 2009.  Under the terms of the Amended
and Restated Revolving Credit Agreement with the Company, ComVest
received the right, in connection with certain events of default,
to exercise its warrant for 51% of the fully-diluted common stock
of the Company.  On February 9, 2010, the Company received a
notice of certain defaults from ComVest under the Amended and
Restated Revolving Credit Agreement, including the Company's
failure to pay ComVest approximately $168,000, in the aggregate,
of accrued interest and a loan modification fee.  The Company is
obligated to issue to ComVest 18,670,825 shares of common stock
and received approximately $18,671 from ComVest as the exercise
price of the warrant.  As a result of this transaction, ComVest
now owns 51% of the Company's fully diluted common stock and
approximately 56.7% of the outstanding common stock of the
Company.  In addition to its majority stockholder position,
ComVest remains the Company's senior secured lender and has waived
existing defaults under the revolving credit facility.

              About ClearPoint Business Resources

ClearPoint Business Resources, Inc., is a workplace management
solutions company.  Through the iLabor Network, ClearPoint
provides services to clients ranging from small businesses to
Fortune 500 companies.  The iLabor Network specializes in the
highly transactional "go to work" or "on-demand" segment of the
temporary labor market.  ClearPoint considers the hospitality,
distribution, warehouse, manufacturing, logistics, transportation,
convention services, hotel chains, retail and administrative
sectors among the segments best able to be served by the iLabor
Network.

During the fiscal year ended December 31, 2008, ClearPoint began
to transition its business model from a temporary staffing
provider through a network of branch-based offices or franchises
to a provider that manages clients' temporary staffing needs
through its open Internet portal-based iLabor Network.  ClearPoint
completed this transition during the three months ended June 30,
2008.  Under its new business model, ClearPoint acts as a broker
for its clients and network of temporary staffing suppliers.

ClearPoint derives its revenues from (i) royalty payments related
to client contracts which ClearPoint subcontracted or sold to
other providers of temporary staffing services; (ii) revenues
generated by the iLabor Network; and (iii) revenues related to
VMS.

As of June 30, 2009, the Company had $3,492,403 in total assets
and $26,262,146 in total liabilities, resulting in $22,769,743 in
stockholders' deficit.


COACHMEN INDUSTRIES: Aegis Financial Discloses 6.8% Stake
---------------------------------------------------------
Aegis Financial Corporation and Scott L. Barbee disclosed that as
of December 31, 2009, they may be deemed to beneficially own
1,106,560 shares or roughly 6.8% of the common stock of Coachmen
Industries, Inc.

The clients of Aegis Financial, a registered investment adviser,
including two investment companies registered under the Investment
Company Act of 1940 and other managed accounts, have the right to
receive or the power to direct the receipt of dividends and
proceeds from the sale of shares.  The Aegis Value Fund, a
registered investment company, owns 814,617 shares or 5.03% of the
class of securities.  To the best of Aegis Financial's, no other
account owns more than 5% of the outstanding stock.

Coachmen Industries, Inc., doing business as All American Group,
is one of America's premier systems-built construction companies
operating under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN
HOMES(R) and MOD-U-KRAF(R) brands, as well as a manufacturer of
specialty vehicles through a joint venture with ARBOC Mobility,
LLC.  All American Group is a publicly held company with stock
quoted and traded on the over-the-counter markets under the ticker
COHM.PK.

All American Group includes All American Homes, LLC and Mod-U-
Kraf, LLC, which combined are one of the nation's largest builders
of systems-built residential homes.  Models range from single-
story ranches to spacious two-story colonials to beautifully
rustic log homes, under the Ameri-Log(R) brand.  A line of solar
homes that can generate low to zero energy bills is available
under the Solar Village(R) brand.  All American Building Systems,
LLC, builds large scale projects such as apartments, condominiums,
dormitories, hotels, military and student housing.  The Company's
construction facilities are located in Colorado, Indiana, Iowa,
North Carolina and Virginia.

                           *     *     *

In March 2009, Coachmen's independent public accounting firm,
Ernst & Young LLP, said that despite the Company's sale of the
assets related to its RV Segment, its recurring net losses and
lack of current liquidity raise substantial doubt about its
ability to continue as a going concern.

Coachmen said its ability to continue as a going concern is highly
dependent on its ability to obtain financing or other sources of
capital.

As reported by the Troubled Company Reporter on February 9, 2010,
Coachmen Industries determined that its accounting treatment of
the transactions with H.I.G. All American, LLC, was incorrect
regarding its 2009 fourth-quarter and full year results, which
were previously released on February 1, 2010.  The Company
cautioned investors not to rely upon those results.


COACHMEN INDUSTRIES: Dimensional Fund Reports 7.23% Stake
---------------------------------------------------------
Dimensional Fund Advisors LP disclosed that as of December 31,
2009, it may be deemed to beneficially own 1,169,493 shares or
roughly 7.23% of the common stock of Coachmen Industries, Inc.

Coachmen Industries, Inc., doing business as All American Group,
is one of America's premier systems-built construction companies
operating under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN
HOMES(R) and MOD-U-KRAF(R) brands, as well as a manufacturer of
specialty vehicles through a joint venture with ARBOC Mobility,
LLC.  All American Group is a publicly held company with stock
quoted and traded on the over-the-counter markets under the ticker
COHM.PK.

All American Group includes All American Homes, LLC and Mod-U-
Kraf, LLC, which combined are one of the nation's largest builders
of systems-built residential homes.  Models range from single-
story ranches to spacious two-story colonials to beautifully
rustic log homes, under the Ameri-Log(R) brand.  A line of solar
homes that can generate low to zero energy bills is available
under the Solar Village(R) brand.  All American Building Systems,
LLC, builds large scale projects such as apartments, condominiums,
dormitories, hotels, military and student housing.  The Company's
construction facilities are located in Colorado, Indiana, Iowa,
North Carolina and Virginia.

                           *     *     *

In March 2009, Coachmen's independent public accounting firm,
Ernst & Young LLP, said that despite the Company's sale of the
assets related to its RV Segment, its recurring net losses and
lack of current liquidity raise substantial doubt about its
ability to continue as a going concern.

Coachmen said its ability to continue as a going concern is highly
dependent on its ability to obtain financing or other sources of
capital.

As reported by the Troubled Company Reporter on February 9, 2010,
Coachmen Industries determined that its accounting treatment of
the transactions with H.I.G. All American, LLC, was incorrect
regarding its 2009 fourth-quarter and full year results, which
were previously released on February 1, 2010.  The Company
cautioned investors not to rely upon those results.


COACHMEN INDUSTRIES: Donald Smith Reports 9.42% Stake
-----------------------------------------------------
Donald Smith & Co., Inc., disclosed that as of December 31, 2009,
it may be deemed to beneficially own 1,524,004 shares or roughly
9.42% of the common stock of Coachmen Industries Inc.

Coachmen Industries, Inc., doing business as All American Group,
is one of America's premier systems-built construction companies
operating under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN
HOMES(R) and MOD-U-KRAF(R) brands, as well as a manufacturer of
specialty vehicles through a joint venture with ARBOC Mobility,
LLC.  All American Group is a publicly held company with stock
quoted and traded on the over-the-counter markets under the ticker
COHM.PK.

All American Group includes All American Homes, LLC and Mod-U-
Kraf, LLC, which combined are one of the nation's largest builders
of systems-built residential homes.  Models range from single-
story ranches to spacious two-story colonials to beautifully
rustic log homes, under the Ameri-Log(R) brand.  A line of solar
homes that can generate low to zero energy bills is available
under the Solar Village(R) brand.  All American Building Systems,
LLC, builds large scale projects such as apartments, condominiums,
dormitories, hotels, military and student housing.  The Company's
construction facilities are located in Colorado, Indiana, Iowa,
North Carolina and Virginia.

                           *     *     *

In March 2009, Coachmen's independent public accounting firm,
Ernst & Young LLP, said that despite the Company's sale of the
assets related to its RV Segment, its recurring net losses and
lack of current liquidity raise substantial doubt about its
ability to continue as a going concern.

Coachmen said its ability to continue as a going concern is highly
dependent on its ability to obtain financing or other sources of
capital.

As reported by the Troubled Company Reporter on February 9, 2010,
Coachmen Industries determined that its accounting treatment of
the transactions with H.I.G. All American, LLC, was incorrect
regarding its 2009 fourth-quarter and full year results, which
were previously released on February 1, 2010.  The Company
cautioned investors not to rely upon those results.


COACHMEN INDUSTRIES: GAMCO Westwood Fund Reports 7.23% Stake
------------------------------------------------------------
GAMCO Westwood Mighty Mites Fund disclosed that as of December 31,
2009, it may be deemed to beneficially own 1,170,300 shares or
roughly 7.23% of the common stock of Coachmen Industries, Inc.

Coachmen Industries, Inc., doing business as All American Group,
is one of America's premier systems-built construction companies
operating under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN
HOMES(R) and MOD-U-KRAF(R) brands, as well as a manufacturer of
specialty vehicles through a joint venture with ARBOC Mobility,
LLC.  All American Group is a publicly held company with stock
quoted and traded on the over-the-counter markets under the ticker
COHM.PK.

All American Group includes All American Homes, LLC and Mod-U-
Kraf, LLC, which combined are one of the nation's largest builders
of systems-built residential homes.  Models range from single-
story ranches to spacious two-story colonials to beautifully
rustic log homes, under the Ameri-Log(R) brand.  A line of solar
homes that can generate low to zero energy bills is available
under the Solar Village(R) brand.  All American Building Systems,
LLC, builds large scale projects such as apartments, condominiums,
dormitories, hotels, military and student housing.  The Company's
construction facilities are located in Colorado, Indiana, Iowa,
North Carolina and Virginia.

                           *     *     *

In March 2009, Coachmen's independent public accounting firm,
Ernst & Young LLP, said that despite the Company's sale of the
assets related to its RV Segment, its recurring net losses and
lack of current liquidity raise substantial doubt about its
ability to continue as a going concern.

Coachmen said its ability to continue as a going concern is highly
dependent on its ability to obtain financing or other sources of
capital.

As reported by the Troubled Company Reporter on February 9, 2010,
Coachmen Industries determined that its accounting treatment of
the transactions with H.I.G. All American, LLC, was incorrect
regarding its 2009 fourth-quarter and full year results, which
were previously released on February 1, 2010.  The Company
cautioned investors not to rely upon those results.


CONCORD STEEL: U.S. Trustee Wants Asset Sale Vacated
----------------------------------------------------
The United States Trustee asks the U.S. Bankruptcy Court for the
Northern District of Ohio to vacate an $85,000 sale of machinery
and equipment by Concord Steel, Inc., to Bridgecourt Machinery Co.

The Debtor is in the process of liquidating its assets.  According
to netDockets, the Debtor is seeking to sell the asset pursuant to
de minimis asset sales procedures approved by the Court, which
allow the Debtor to consummate certain asset sales without a
further court order by providing notice of the sale to certain
parties if they failed to file a timely objection.  netDockets
relates Concord provided the required notice for the Bridgecourt
sale on November 24, 2009.  netDockets says the notice provides
that "Bridgecourt is not an insider of the Debtor, and the offered
price is a result of arms' length negotiations."  None of the
parties objected and the sale was completed on December 5, 2009.

netDockets further relates that last week, in response to a motion
that asserts that Concord Steel breached the sale agreement,
Concord disclosed that an insider (apparently Concord Steel's vice
president) "was involved with the bid of BMC [Bridgecourt
Machinery Co.] and the ultimate purchaser of the BMC Purchased
Equipment from BMC."

netDockets says the U.S. Trustee argues that the involvement of an
insider in the sale was a "material fact" which "causes the
[November 24 notice of sale] to be a misrepresentation."  The U.S.
Trustee argues that the sale must be vacated by the Court because
Concord Steel's disclosure did not comply with the Court's order
"and has interfered with the integrity of the bankruptcy process."
The motion also states that the U.S. Trustee seeks the same relief
"even if the debtor and secured creditor assert that the sale was
in the best interest of the estate."

                        About Concord Steel

Concord Steel, Inc., a wholly owned subsidiary of Stamford
Industrial Group (Pink Sheets: SIDG) -- http://www.Stamfordig.com/
-- acquired in October 2006, is an independent manufacturer of
steel counter-weights and structural weldments that are
incorporated into a variety of industrial equipment, including
aerial work platforms, cranes, elevators and material handling
equipment.

Concord Steel, Inc., filed for Chapter 11 on Sept. 14, 2009
(Bankr. N.D. Ohio Case No. 09-43448).  On Sept. 28, 2009, Stamford
Industrial followed Concord Steel into Chapter 11 (Bankr. N.D.
Ohio Case No. 09-43669).  Attorneys at Calfee, Halter &
Griswold LLP, represent the Debtors in their restructuring effort.
Concord Steel's petition says assets and debts are between
$10,000,001 and $50,000,000.


CHRYSLER LLC: Jilted Dealers Appeal Rejected Contracts
------------------------------------------------------
A group of car dealers has appealed a bankruptcy judge's refusal
to reconsider an order giving Chrysler LLC castoff Old Carco LLC
the green light to reject executory contracts and unexpired leases
with a slew of U.S. automobile dealers, Law360 reports.

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)


DAZ VINEYARDS: Case Summary & 11 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: DAZ Vineyards, LLC
          dba Demetria Estate Winery
        P.O. Box 836
        Los Olivos,, CA 93441

Bankruptcy Case No.: 10-10689

Chapter 11 Petition Date: February 15, 2010

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

Judge: Robin Riblet

Debtor's Counsel: William C. Beall, Esq.
                  Beall and Burkhardt
                  1114 State St Ste 200
                  Santa Barbara, CA 93101
                  Tel: (805) 966-6774
                  Fax: (805) 963-5988
                  Email: artyc@aol.com

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

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

According to the schedules, the Company has assets of $32,071,232,
and total debts of $11,418,337.

The petition was signed by John Zahoudanis, the company's manager.

Debtor's List of 11 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Sorenson & Sorenson, CPAs                         $72,371

Nomblot Cuves                                     $29,141
en baton depuis

State Board of                                    $28,469
Equalization

Finkle Newton Farming,                            $24,959
Inc.
  dba Coastal Vineyard Care
      Associate

Euro-Machines, Inc.                               $24,423

Jay's Landscapes, Inc.                            $13,482

State of California                               $12, 212
Franchise Tax Board
Attention: Bankruptcy

Tonnellerie Claude Gillet                         $8,143
Pere et Fils

Salud Ayala Farm Labor                            $8,088
Contractor

Grgich Hills Cellar                               $6,000

Bel Air Tonnellerie                               $5,749


DECODE GENETICS: Court Establishes April 12 as Claims Bar Date
--------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware has established April 12, 2010, at 12:00 a.m.
(midnight) Eastern Daylight Time as the last day for any
individual or entity to file proofs of claim against deCODE
genetics, Inc., nka DGI Resolution, Inc.

The Court also set August 9, 2010, as the governmental bar date.

Proofs of claims must be files with:

     Delaware Claims Agency
     230 North market Street, Second Floor
     Wilmington, DE 19801

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.


DELPHI CORP: GM Seeking $3 Per-Hour Pay Cut From Ex-Delphi Workers
------------------------------------------------------------------
General Motors Company is seeking concessions from workers
represented by United Auto Workers at plants located in Saginaw,
Michigan; Lockport, New York; Grand Rapids-Wyoming, Michigan and
Rochester, New York, The Detroit Free Press reported, citing a
memorandum sent to the concerned workers in January 2010.

GM acquired the plants from Delphi Corporation in October 2009,
to ensure that the supply of auto parts to GM won't be cut off.

The concessions proposed by GM at workers in Saginaw and Lockport
Plants include wage freezes and a $3 an-hour pay cut for skilled
trade workers, The Detroit Free Press noted, citing the
memorandum.  Workers at Grand Rapids-Wyoming and Rochester Plant
may also have to consider concessions, the newspaper added.

In addition, the memorandum stated that healthcare will remain
intact but the severances negotiated in 2007 UAW/Delphi MOU for
members hired after October 8, 2005, will be reduced, The Oakland
Press disclosed.

The Oakland Press noted that the UAW also agreed to a "no-strike"
clause and major changes in work rules, particularly for
employees assigned to the skilled trades.

However, union activists at the Delphi Plants are against GM's
effort to replace the old Delphi-UAW contract agreement and vowed
to scrap any contract changes, The Oakland Press related.

                         About Delphi Corp

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

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

The Court confirmed Delphi's plan on January 25, 2008.  The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi.  At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.

On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective.  A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.

Delphi emerged from Chapter 11 as DPH Holdings.  DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.

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


DELPHI CORP: To Benefit From Growing Countries, Says Study
----------------------------------------------------------
A study prepared by the Boston Consulting Group identified Delphi
Automotive LLP and Robert Bosch GmbH as the two suppliers that
will gain from the growth of the automotive markets in Brazil,
Russia, India and China, the so-called BRIC countries, The
Oakland Press reported.

According to the report, citing the BCG study, the future of the
automotive industry lies in the so-called BRIC countries, which
will account for 30% of world auto sales in 2014.  The BCG study
explained that Bosch and Delphi are the only two suppliers with
deep roots in BRIC countries, The Oakland Press stated.

In this light, Delphi stated that it targets a two-fold jump in
its revenues from India by 2015, according to a WheelsUnplugged
article.  Delphi has five plants in India with 65 distributors
and about 4,000 dealerships, the article disclosed.

Dominic Yuklam Seto, Managing Director, Asia-Pacific and China,
Delphi Product & Service Solutions said in an interview with The
Hindubusinessline that Delphi recognized Asia-Pacific and China
as a key region.  Delphi thus expects revenues to around 30% of
Delphi's global turnover by 2015, Mr. Seto further related,
WheelsUnplugged noted.  Delphi also intends to make India a major
export base, especially with a joint venture with Roulands, maker
of brake pads, WheelsUnplugged added.

At a 2010 Auto Expo held in India, Delphi Product & Service
Solutions launched a Compressed Natural Gas Retrofit Kit to the
Indian automotive aftermarket, WheelsUnplugged stated.

                         About Delphi Corp

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

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

The Court confirmed Delphi's plan on January 25, 2008.  The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi.  At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.

On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective.  A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.

Delphi emerged from Chapter 11 as DPH Holdings.  DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.

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


DELTA AIR LINES: Blackrock Discloses 5.28% Stake
------------------------------------------------
BlackRock, Inc., in a Schedule 13G filed with the U.S. Securities
and Exchange Commission disclosed that, as of January 29, 2010,
it owns 41,121,282 shares of Delta Air Lines, Inc. common stock
or 5.28% of the shares outstanding.

Delta had 779,521,801 shares outstanding as of September 30,
2009.

                      About Delta Air Lines

With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- became the world's largest airline
following merger with Northwest Airlines in 2008.  From its hubs
in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St. Paul,
New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year.   The merger closed on
October 29, 2008.

Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan.  That amended plan took effect May 31, 2007.

Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan.  That plan
became effective on April 30, 2007.

(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).

                          *     *     *

Delta Air Lines and Northwest Airlines carry a 'B/Negative/--'
corporate ratings from Standard & Poor's.  They also continue to
carry 'B2' corporate family ratings from Moody's.


DELTA AIR LINES: Edward Bastian Named to Board of Directors
-----------------------------------------------------------
Delta Air Lines' (NYSE: DAL) board of directors named Edward H.
Bastian, currently president of Delta, as its newest member.

"We are pleased to welcome Ed to the Delta board," said Daniel A.
Carp, chairman of the board for Delta Air Lines.  "Ed's track
record speaks for itself.  He is a valuable member of the Delta
leadership team, and we look forward to benefiting from his
insight, superior management skills and broad range of expertise."

In addition to his role as president, Mr. Bastian served as chief
executive officer of the Northwest Airlines entity until the
airlines merged at the end of last year.  Prior to that, he served
as the chief financial officer for Delta, a role in which he led
the airline through one of the largest and most successful Chapter
11 restructuring cases in U.S. history.

A 1979 graduate of St. Bonaventure University with a bachelor's
degree in business administration, Mr. Bastian serves on the board
of directors of Habitat for Humanity International and Woodruff
Arts Center in Atlanta.

Daniel A. Carp will remain chairman of the 13 member board,
continuing Delta's current governance practice of having a non-
Delta executive as chairman of the board of directors.  Richard
H. Anderson will continue to serve as chief executive officer and
as a member of the board of directors.

                      About Delta Air Lines

With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- became the world's largest airline
following merger with Northwest Airlines in 2008.  From its hubs
in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St. Paul,
New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year.   The merger closed on
October 29, 2008.

Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan.  That amended plan took effect May 31, 2007.

Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan.  That plan
became effective on April 30, 2007.

(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).

                          *     *     *

Delta Air Lines and Northwest Airlines carry a 'B/Negative/--'
corporate ratings from Standard & Poor's.  They also continue to
carry 'B2' corporate family ratings from Moody's.


DELTA AIR LINES: Reports January Traffic Results
------------------------------------------------
Delta Air Lines (NYSE: DAL) reported traffic results for January
2010.  System traffic in January 2010 decreased 5.0 percent
compared to January 2009 on a 5.6 percent decrease in capacity.
Load factor increased 0.5 points to 76.6 percent.

Domestic traffic decreased 2.7 percent year over year on a
1.9 percent decrease in capacity.  Domestic load factor decreased
0.6 points to 75.8 percent.  International traffic decreased 8.3
percent year over year on an 11.0 percent decrease in capacity,
and load factor increased 2.3 points to 78.0 percent.

Delta Air Lines, the world's No. 1 airline, serves more than
160 million passengers each year.  With its unsurpassed global
network, Delta and the Delta Connection carriers offer service to
367 destinations in 66 countries on six continents.  Delta
employs more than 70,000 employees worldwide and operates a
mainline fleet of nearly 800 aircraft.  A founding member of the
SkyTeam global alliance, Delta participates in the industry's
leading trans-Atlantic joint venture with Air France KLM.
Including its worldwide alliance partners, Delta offers customers
more than 16,000 daily flights, with hubs in Amsterdam, Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis-St. Paul, New York-JFK,
Paris-Charles de Gaulle, Salt Lake City and Tokyo-Narita. The
airline's service includes the SkyMiles frequent flier program,
the world's largest airline loyalty program; the award-winning
BusinessElite service; and more than 50 Delta Sky Clubs in
airports worldwide. Customers can check in for flights, print
boarding passes, check bags and review flight status at
http://www.delta.com

                        Delta Air Lines
                    Monthly Traffic Results

                     January 2010      January 2009      Change
                     ------------      ------------      ------
RPMs (000):
Domestic               8,450,223         8,686,572       (2.7%)
Mainline               6,625,438         6,880,692       (3.7%)
Regional               1,824,785         1,805,880         1.0%
International          5,355,584         5,840,401       (8.3%)
Latin America          1,153,441         1,161,123       (0.7%)
Mainline               1,135,997         1,139,026       (0.3%)
Regional                   17,444            22,098      (21.1%)
Atlantic               2,507,178         2,877,987      (12.9%)
Pacific                1,694,965         1,801,291       (5.9%)

System                 13,805,807        14,526,973       (5.0%)

ASMs (000):
Domestic              11,145,298        11,364,447       (1.9%)
Mainline               8,576,928         8,742,918       (1.9%)
Regional               2,568,370         2,621,529       (2.0%)
International          6,866,900         7,716,831      (11.0%)
Latin America          1,457,533         1,516,672       (3.9%)
Mainline               1,432,399         1,482,812       (3.4%)
Regional                  25,134            33,860      (25.8%)
Atlantic               3,387,246         4,040,565      (16.2%)
Pacific                2,022,120         2,159,594       (6.4%)

System                 18,012,198        19,081,278       (5.6%)

Load Factor
Domestic                    75.8%             76.4%    (0.6) pts
Mainline                    77.2%             78.7%    (1.5) pts
Regional                    71.0%             68.9%      2.1 pts
International               78.0%             75.7%      2.3 pts
Latin America               79.1%             76.6%      2.5 pts
Mainline                    79.3%             76.8%      2.5 pts
Regional                    69.4%             65.3%      4.1 pts
Atlantic                    74.0%             71.2%      2.8 pts
Pacific                     83.8%             83.4%      0.4 pts

System                       76.6%             76.1%      0.5 pts

Passengers Boarded     11,628,151        12,169,602       (4.4%)

Mainline Completion
Factor                      98.1%             98.9%    (0.8) pts

Cargo Ton Miles (000):
Passenger Cargo          153,295           114,244        34.2%
Freighter Cargo                0            35,595     (100.0%)

System                    153,295           149,839         2.3%

                      About Delta Air Lines

With its acquisition of Northwest Airlines, Atlanta, Georgia-based
Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or
http://www.nwa.com/-- became the world's largest airline
following merger with Northwest Airlines in 2008.  From its hubs
in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St. Paul,
New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its
Northwest subsidiary and Delta Connection carriers offer service
to more than 376 destinations worldwide in 66 countries and serves
more than 170 million passengers each year.   The merger closed on
October 29, 2008.

Northwest and 12 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan.  That amended plan took effect May 31, 2007.

Delta and 18 affiliates filed for Chapter 11 protection on
September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan.  That plan
became effective on April 30, 2007.

(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).

                          *     *     *

Delta Air Lines and Northwest Airlines carry a 'B/Negative/--'
corporate ratings from Standard & Poor's.  They also continue to
carry 'B2' corporate family ratings from Moody's.


DENNY HECKER: Enters "Not Guilty" Plea to Charges
-------------------------------------------------
Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports
Denny Hecker has pleaded not guilty to federal charges of fraud,
conspiracy and money laundering.

The Troubled Company Reporter, citing Associated Press, reported
that Mr. Hecker was indicted last week Wednesday on seven counts
of federal conspiracy, fraud and money laundering charges in an
alleged scheme -- from September 2007 through at least June 2009
-- to defraud lenders and others of millions.  AP said a former
executive in Mr. Hecker's company, Steven Joseph Leach, was also
charged with one count of conspiracy to commit wire fraud and five
counts of wire fraud.

"For many months I've had to sit and listen, and read comments and
allegations and rumors that are just untrue," Mr. Hecker said last
week Thursday as he left U.S. District Court in Minneapolis,
according to the Associated Press, Ms. Palank relates.  "Today's
indictment is the start of the full story, which will be told in
the courtroom."

Ms. Palank says Mr. Hecker's lawyer, Bill Mauzy, Esq., called his
client "a fighter" and expressed his confidence that a jury would
find Mr. Hecker not guilty.

Ms. Palank relates following Thursday's hearing, Mr. Hecker, 57,
was released under the conditions that he be put under electronic
monitoring, subject to curfew, turn over his passport and continue
mental health therapy.

                        About Denny Hecker

Denny Hecker filed for Chapter 7 bankruptcy on June 4, 2009,
before the U.S. Bankruptcy Court for the District of Minnesota.
Mr. Hecker listed $18 million in assets and $767 million in debts
owed to automakers, lenders, business partners and former
employees.

According to the Star Tribune in Minneapolis-St. Paul, the
bankruptcy filing had been widely anticipated.  Star Tribune noted
Mr. Hecker has been forced to sell or close 25 of his 26
dealerships in recent months, and Chrysler Financial won a
$477 million court judgment against him in April.  The bankruptcy
filing temporarily halted efforts by Chrysler and other creditors
from collecting money they say they are owed.

The Troubled Company Reporter on November 20 said Bankruptcy Judge
Robert Kressel held Mr. Hecker in contempt of court for failing to
turn over his financial records in a timely manner.

William R. Skolnick, Esq., at Skolnick & Shiff, P.A., in
Minneapolis, represents Mr. Hecker.


DOYLE HEATON: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Joint Debtors: Doyle D. Heaton
                Mary K. Heaton
                3480 Buskirk Avenue, Suite 260
                Pleasant Hill, CA 94523

Bankruptcy Case No.: 10-40297

Type of Business:

Chapter 11 Petition Date: January 11, 2010

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Debtors' Counsel: Maxim B. Litvak, Esq.
                  Pachulski, Stang, Ziehl and Jones
                  150 California St. 15th Fl.
                  San Francisco, CA 94111-4500
                  Tel: (415) 263-7000
                  Email: mlitvak@pszjlaw.com

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

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

The petition was signed by the Joint Debtors.

Debtors' List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
AICCO, Inc.                Finance Agreement      $83,641

American Motorists         Performance Bond       $200,000
Insurance Company
c/o Jenkins Athens

Bank of Marin              Personal Guaranty      $7,099,107
504 Redwood Blvd.
Suite 100
Novato, CA 94947

CBIC                       Surety Bond            $127,500

Central Pacific Bank       Personal Guaranty      $3,038,328
1420 Rocky Ridge Drive
Suite 250
Roseville, CA 95661

City National Bank         Line of Credit         $391,915
10801 West Charleston Blvd.
Suite 25
Las Vegas, NV 89135

CV Anthony II, LLC         Promissory Note-       $827,612
2 Ranch Road               $827,612
Novato, CA 94945           Plus disputed
                           litigation claims

Donna Goldberg             Sales Contract         $200,000

Exchange Bank              Personal Guaranty/     $353,594
                           Litigation

First Republic Bank        Personal Guaranty      $14,427,769
1400 Civic Drive           (contingent)-
Walnut Creek, CA 94596     $14,321,563
                           Line of Credit-
                           $106,206

Foundation Bank            Personal Guaranty      $4,000,000
1110 N.E. 112th Ave.
Suite 200
Bellevue, WA 98004

Gonsalves and Santucci,    Promissory Note        $84,440
Inc.

Home Street Bank           Personal Guaranty      $4,911,798
2000 Two Union Square
601 Union Street
Seattle, WA 98101

Jan Berkompas              Promissory Note        $400,000
1065 Gill Port Lane
Walnut Creek, CA 94598

John & Andrea Barella      Promissory Note        $762,691
431 Payran Street
Petaluma, CA 94953

Meadow Creek Group, LLC    Promissory Note        $93,348

Mechanics Bank             Unsecured Loan         $388,563
1333 N. California Blvd.
Suite 600
Walnut Creek, CA 94596

Michael J. Goldfarb        Promissory Note        $500,000
Enterprises, LLC
600 University Street
Suite 2912
Seattle, WA 98101

Regal Bank                 Personal Guaranty      $6,359.434
10655 N.E. 4th Street
Suite 800
Bellevue, WA 98004

Wells Fargo Bank           Personal Guaranty      $63,949,071
600 California Street
San Francisco, CA 94108


EAST WEST RESORT: To File Prearranged Plan of Reorganization
------------------------------------------------------------
East West Resort Development V LP and 11 affiliates filed
Chapter 11 petitions together with a plan to restructure its debt.

While an officer of the Debtors has divulged the terms of the
Plan, East West has yet to formally file the Plan and the
explanatory disclosure statement with the Bankruptcy Court.

Craig Ferraro, vice president and secretary of HF Holding Corp.,
general partner of East West, relates that the Debtors have
obtained debtor-in-possession financing and reach an agreement
with their key stakeholders on the terms of a restructuring
transaction that will enable the Debtors to successfully emerge
from chapter 11.

The terms of the agreement between the Debtors and their key
stakeholders is embodied in a plan support agreement and plan term
sheet.

Some of the critical elements of the Term Sheet are:

     (a) A new money investment up to an amount not to exceed
         $32.5 million. Of this amount, all administrative,
         priority and tax claims will be paid in full and
         $2.5 million will be allocated to pay unsecured claims.
         An affiliate of Crescent Real Estate Equities Co. will
         invest 95% of the new $32.5 million investment and will
         have 76% of the limited partnership interests in the
         reorganized company.

     (b) A resolution of all project-level secured debt either
         through reinstatement, consensual restructuring or return
         of collateral.

     (c) Amended and restated management agreements to allow for a
         continuity of operations of the Debtors, including the
         Tahoe Club for its over 1000 members.

     (d) An amendment to the operating agreement of Northstar
         Mountain Properties LLC that will allow for the right to
         develop 100 single family lots on the real property owned
         by Trimont Land Holdings Inc.  TLH currently holds a 20%
         ownership interest in the profits and losses of NMP.

     (e) The ability to potentially restructure the obligations
         under the $12.5 million Mello-Roos Bonds that will
         greatly enhance the future viability of the Debtors.

     (f) A debtor-in-possession financing facility with the
         lenders identified in that certain DIP Loan Agreement,
         with Barclays Bank PLC as agent for the DIP Lenders in
         the amount of $10 million.

An investment partner of East West, Crescent Resort Development,
Inc., has invested more than $1 billion since the partnership
began 15 years ago.  CRDI is a unit of Crescent Real Estate
Equities Company, a real estate investment trust that owns office
buildings and resort developments across the country.  Crescent
was acquired by an affiliate of Morgan Stanley in 2007.

EWRD V says it has been unable to secure additional capital or
financing, other than with the protection provided under the
Bankruptcy Code, from its current lenders or investors to fund,
among other things, (i) land holding costs, (ii) further
development, and (iii) operating costs at the Tahoe Club.

               Low Demand for Luxury Real Estate

East West said it had a $31.8 million net loss in 2009 on revenue
of $38.7 million.  As of Dec. 31, 2009, assets were $256 million
and debt totaled $61 million, not including $189.4 million in
contingent obligations and surety bonds.

Mr. Ferraro relates that the general decline in the economy has
taken its toll on demand for luxury real estate causing property
values to fall markedly, particularly in Lake Tahoe, where all of
the Debtors' properties are located.  Over the course of the past
year, the Debtors' properties have lost significant value, in some
cases resulting in assets being valued below their loan balances.

He relates that, in addition, costs stemming from the Tahoe Club,
which loses money on an operating basis, and continued contractual
infrastructure obligations and tax obligations, have put
a severe drain on the Debtors' cash resources.

The Debtors' real estate sales declined to $20.5 million during
the last six months of 2009 from $48.7 million during the last six
months of 2008.

                    About East West Resort

East West Resort Development V LP is a partnership formed to
develop residential and commercial real estate projects on and
around Northstar-at-Tahoe Resort, a residential development and
year-round resort community located in North Lake Tahoe/Truckee
area of California.  EWRD V has co-developed four unique
residential communities on fully-entitled land that provide a
year-round resort experience: Northstar Village, Northstar
Highlands, Old Greenwood and Gray's Crossing.

EWRD V filed for Chapter 11 bankruptcy reorganization in
Wilmington, Delaware (Bankr. D. Del. Case No. 10-10452). Based in
Avon, Colorado, the Debtor said in its petition that it has
between $100 million and $500 million in debts.  Eleven affiliates
also filed for Chapter 11.

Attorneys at Richards, Layton & Finger, P.A., represent the
Debtors in the Chapter 11 effort.  Epiq Bankruptcy Solutions is
serving as claims and notice agent.


EAST WEST RESORT: Case Summary & 25 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: East West Resort Development V, L.P., L.L.L.P.
        126 Riverfront Lane, 5th Floor
        PO Drawer 2770
        Avon, CO 81620

Bankruptcy Case No.: 10-10452

Debtor-affiliate filing separate Chapter 11 petitions:

    Entity                                 Case No.
    ------                                 --------
Tahoe Club Company, LLC Tahoe Club         10-10453
Company, LLC
  dba Tahoe Mountain Club
  dba Coyote Moon
  dba Wild Goose
  dba Sunsets
  dba Old Greenwood
  dba Shaffers Camp
  dba Grays Crossing
  dba Alpine Club
Tahoe Mountain Resorts, LLC                10-10454
NMP Holdings, LLC                          10-10455
Grays Station, LLC                         10-10456
Old Greenwood, LLC                         10-10457
Old Greenwood Realty, Inc.                 10-10458
Northstar Village Townhomes, LLC           10-10459
Northstar Big Horn, LLC                    10-10460
Northstar Trailside Townhomes, LLC         10-10461
Northstar Iron Horse, LLC                  10-10462
Northstar Mountain Properties, LLC         10-10463

Chapter 11 Petition Date: February 16, 2010

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

Judge: Brendan Linehan Shannon

About the Business:

Debtors' Counsel: Dana L. Reynolds, Esq.
                  Richards, Layton & Finger, P.A.
                  920 North King Street
                  West Palm Beach, DE 19801
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  Email: reynolds@rlf.com

                  Daniel J. DeFranceschi, Esq.
                  Richards Layton & Finger
                  One Rodney Square
                  PO Box 551
                  Wilmington, DE 19899
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  Email: defranceschi@rlf.com

                  Paul N. Heath, Esq.
                  Richards Layton & Finger
                  One Rodney Square
                  PO Box 551
                  Wilmington, DE 19899
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  Email: heath@rlf.com

Debtors'
Financial
Advisor:          Houlihan Lokey Howard & Zukin Capital, Inc.

Debtors'
Claims Agent: Epiq Bankruptcy Solutions

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

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

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

            http://bankrupt.com/misc/deb10-10452.pdf

Debtor's List of 25 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
State Water Board Clean    Abatement Fee          $2,137,500

Northstar Mountain         Trade Debt             $152,662
Association

Old Greenwood Cabins       Trade Debt             $151,828
Shared Ownership
Association

Booth Creek Ski Holdings   Trade Debt             $138,880

Old Greenwood Townhomes    Trade Debt             $96,987
Shared Ownership
Association

Isbell Construction        Trade Debt             $81,924

Northstar at Tahoe         Trade Debt             $31,358

First American Title Inc.  Trade Debt             $37,806
Co.

High Sierra Water Lab Inc. Trade Debt             $32,845

Gwathmey Pratt Schultz     Trade Debt             $29,721
Lindall Architects

Q&D Builders               Trade Debt             $29,177

JBR Environmental          Trade Debt             $27,952

AM X Construction          Trade Debt             $27,187

International Fidelity     Surety Bonds           Contingent
Insurance Company                                 Unliquidated

RLI Insurance Company      Surety Bonds           Contingent
                                                  Unliquidated

Bank of America, N.A./     Guarantee              Contingent
HSBC Bank USA/JP Morgan                           Unliquidated
Chase/US Bank, N.A.

Bank of America, N.A.      Guarantee              Contingent
                                                  Unliquidated

Bank of America, N.A./     Guarantee              Contingent
(successor by merger to                           Unliquidated
LaSalle Bank National
Association)/FirstBank
of Vail/Associated Bank,
NA/Bank of Oklahoma, NA

ACE American Insurance    Litigation              Contingent
Company                                           Unliquidated

Peter Nelson              Litigation              Contingent
                                                  Unliquidated

Coyote Moon, LLC          Litigation              Contingent
                                                  Unliquidated

Lawrence Buck             Litigation              Contingent
                                                  Unliquidated

Ironhorse Homeowners      Litigation              Contingent
Association                                       Unliquidated

Aspen Grove Condominium   Litigation              Contingent
Association                                       Unliquidated

Northstar Community       Litigation              Contingent
Housing Corporation                               Unliquidated


The petition was signed by Craig Ferarro, the company's authorized
officer.


ERICKSON RETIREMENT: Disclosure Statement Hearing on March 5
------------------------------------------------------------
Judge Stacey Jernigan of the United States Bankruptcy Court for
the Northern District of Texas convened a status conference on
February 5, 2010, concerning the Amended Disclosure Statement
explaining the First Amended Joint Plan of Reorganization of
Erickson Retirement Communities LLC and its debtor affiliates.

At the February 5 status conference, the Debtors advised Judge
Jernigan that they intend to file their Second Amended Joint Plan
of Reorganization and accompanying Disclosure Statement on
February 16, 2010.

In this light, Judge Jernigan signed an order on February 10,
2010, as amended, scheduling a hearing to consider approval of
the yet-to-be-filed Second Amended Disclosure Statement on
March 5, 2010.

Any objection to the Second Amended Disclosure Statement must be
filed and served on counsel to Erickson Retirement, Vincent P.
Slusher, Esq., at DLA Piper LLP, in Dallas Texas and Thomas R.
Califano, Esq., at DLA Piper LLP, in New York, by March 2, 2010.

Before the entry of its most recent ruling, the Court issued an
order on February 8, 2010, setting a hearing for the Second
Amended Disclosure Statement on March 3 and setting the objection
deadline for the Second Amended Disclosure Statement as
February 26.  The February 8 order was based on the Debtors'
previous intent to file the Second Amended Plan and Second
Amended Disclosure Statement by February 12.

                      About Erickson Retirement

The Baltimore, Maryland-based Erickson Retirement Communities LLC
owns 20 continuing care retirement communities in 11 states.
Among Erickson's 20 communities, eight are completed, 11 are open
although in construction, and one is in development.  They have
23,000 residents in total.

Erickson, along with affiliates, filed for Chapter 11 on Oct. 19,
2009 (Bankr. N.D. Tex. Case No. 09-37010).  DLA Piper LLP (US)
serves as counsel to the Debtors.  BMC Group Inc. serves as claims
and notice agent.  Houlihan, Lokey, Howard & Zoukin, Inc., is also
serving as investment and financial consultant.  Alvarez & Marsal
is serving as restructuring adviser.

As of September 30, 2009, on a book value basis, ERC had
approximately $2.7 billion in assets, including $2.2 billion of
property and equipment, and $3.0 billion in liabilities.
Liabilities include $195.8 million on the revolving credit,
$347.5 million on construction credit, $64 million in accounts
payable, $47.8 million in subordinate debt, and $475 million in
purchase option deposits.

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


ERICKSON RETIREMENT: Former Employees Object to Plan Terms
----------------------------------------------------------
In separate filings, Richard A. Baummer, Robert Weaver and Kevin
Glover complain that the Disclosure Statement explaining the
Debtors' First Amended Joint Plan of Reorganization denies
appropriate and obligated compensation owed to them and other
laid-off employees.

Messrs. Baummer, Weaver and Glover are former employees of the
Debtors.

The Former Employees inform the Bankruptcy Court that there are
unique "inequitable treatment" claims with regards to unpaid
accrued vacation of a small group of former employees out of
about 450 laid-off employees.  This group should have been paid
out in full per the prepetition separation agreements because
other severed employees with the same termination date already
received payments for accrued vacation, the Former Employees
assert.

More importantly, the Former Employees emphasize, the impact of
unpaid severance has the greatest effect on the laid-off
employees.  Many employees acted in good faith in remaining with
Erickson Retirement Communities LLC and have suffered and
continue to suffer significant financial hardship, the Former
Employees stress.  "While the proper payout of severance would
have a hugely positive impact on the affected employees'
financial hardship, the proper payout of severance claims would
be miniscule and would be less than 1% of $365 million to be paid
for substantially all of the Debtors' assets," the Former
Employees point out.  The severance payments of about 94
employees were suspended, the Former Employees disclose.

The Former Employees thus contend that the unsecured creditors
should not receive $0 as proposed in the Disclosure Statement.
"An appropriate percentage of the $365 million should be set
aside for payment to unsecured creditors," the Former Employees
insist.

Absent sought modifications to the Disclosure Statement, Mr.
Baummer asks the Bankruptcy Court to deny approval of the
Disclosure Statement.

In related news, an Erickson Retirement spokesperson stated that
the Company's bankruptcy process is moving forward and that the
matter of the severance payments will be addressed at the
appropriate time, The Baltimore Sun reported.

As previously reported, the Debtors sought the Court's authority
to pay their obligations to the laid off employees, amounting to
$1,789,298, in November 2009.  No hearing with respect to the
Debtors' request has been scheduled.

Full-text copies of the Erickson Retirement First Amended Plan
and Disclosure Statement are available for free at:

             http://bankrupt.com/misc/ERC_FirstAmPlan.pdf
             http://bankrupt.com/misc/ERC_FirstAmDS.pdf

                      About Erickson Retirement

The Baltimore, Maryland-based Erickson Retirement Communities LLC
owns 20 continuing care retirement communities in 11 states.
Among Erickson's 20 communities, eight are completed, 11 are open
although in construction, and one is in development.  They have
23,000 residents in total.

Erickson, along with affiliates, filed for Chapter 11 on Oct. 19,
2009 (Bankr. N.D. Tex. Case No. 09-37010).  DLA Piper LLP (US)
serves as counsel to the Debtors.  BMC Group Inc. serves as claims
and notice agent.  Houlihan, Lokey, Howard & Zoukin, Inc., is also
serving as investment and financial consultant.  Alvarez & Marsal
is serving as restructuring adviser.

As of September 30, 2009, on a book value basis, ERC had
approximately $2.7 billion in assets, including $2.2 billion of
property and equipment, and $3.0 billion in liabilities.
Liabilities include $195.8 million on the revolving credit,
$347.5 million on construction credit, $64 million in accounts
payable, $47.8 million in subordinate debt, and $475 million in
purchase option deposits.

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


ERICKSON RETIREMENT: Proposes Settlement With HCP Entities
----------------------------------------------------------
Erickson Retirement Communities LLC and its units seek the Court's
authority to enter into a settlement agreement with HCP, Inc.; HCP
ER2, LP; HCP ER3, LP; and HCP ER6, LP.

The HCP Entities previously sought and obtained permission from
the Court to conduct an examination of the Debtors under Rule
2004 of the Federal Rules of Bankruptcy Procedure.  Moreover, the
HCP Entities, Michigan Retirement Entities and MSRESS III Dallas
Campus, L.P., MSRESS III Denver Campus, L.L.C., MSRESS III Kansas
Campus, L.P., Strategic Concord Landowner, LP and Strategic Ashby
Ponds Lender, LLC sought the appointment of an examiner under
Section 1104 of the Bankruptcy Code to investigate the Debtors.

The HCP Entities also filed claims in the Debtors' Chapter 11
cases that arise from the sale/leaseback transactions with
Debtors Novi Campus, LLC, Warminster Campus, LP and Houston
Campus, LP -- HCP ER2 filed a claim against Novi Campus for
$17,000,000; HCP ER3 filed a claim against Warminster Campus for
$19,500,000; and HCP ER6 filed a claim against Houston Campus for
$23,000,000.

On the hand, Debtors Novi Campus, Warminster Campus and Houston
Campus initiated adversary proceedings against HCP ER2, HCP ER3
and HCP ER6, seeking declaratory judgments that certain
transactions were financing arrangements and not lease
agreements.

The Debtors and the HCP Entities have since engaged in
negotiations and ultimately, agreed on these settlement terms:

  (a) The HCP Entities will receive an allocation of
      $8.2 million in cash from the Debtors, which will be
      allocated to repayment of Warminster Campus' obligations
      owed to the HCP Entities;

  (b) Parties holding security interests will release those
      security interests and the HCP Entities will retain the
      security deposits provided to the applicable HCP Entities
      by Houston Campus, Novi Campus, and Warminster Campus,
      pursuant to the applicable Financing Transactions, which
      were valued in the aggregate sum of $4,994,025 as of
      December 31, 2009;

  (c) The HCP Entities will withdraw the Claims filed with
      respect to the ground leases held by the HCP Entities for
      the campuses owned by Houston Campus, Novi Campus and
      Warminster Campus.  The HCP Entities will not file any
      additional proofs of claim or adversary proceedings in the
      Debtors' Chapter 11 cases.  The claim withdrawal will not
      affect the HCP Entities' participation interest in the
      construction loan on the Houston Campus;

  (d) The HCP Entities will withdraw:

      -- their joinder to PNC Bank, National Association's
         objection to the Debtors' DIP Motion and PNC Bank's
         objection to the bidding procedures to the Debtors'
         sale of substantially all of their assets;

      -- the Rule 2004 Motion; and

      -- the Examiner Motion with respect to the HCP Entities;

  (e) The HCP Entities agree to transfer legal ownership by
      quitclaim deed of the Warminster Campus, Novi Campus and
      Houston Campus properties in a form reasonably acceptable
      to the Debtors and Redwood Capital Investments, LLC, as
      directed under the Debtors' First Amended Joint Plan of
      Reorganization;

  (f) Debtors Novi Campus, Warminster Campus and Houston Campus
      Will dismiss the Adversary Proceedings they commenced on
      the HCP Entities, et al., on the effective date of the
      Settlement Agreement; and

  (g) The Debtors and the HCP Entities will exchange mutual
      releases on claims, which may arise out of any of the HCP
      Entities' claims on the Warminster, Novi and Houston
      campuses, except for the HCP Entities' Houston Campus
      Participation Interest.

The Settlement Agreement with the HCP Entities is incorporated in
a plan of reorganization of the Debtors and subject to
confirmation of that plan, according to Vincent P. Slusher, Esq.,
at DLA Piper LLP, in Dallas, Texas.

The Settlement Agreement resolves the parties' Claims, the
Adversary Proceedings initiated by the Debtor-Campuses, part of
the Examiner Motion, and the HCP Entities' 2004 Motion without
the need for costly litigation, Mr. Slusher asserts.  The Debtors
tell Judge Jernigan that they believe in the strength of their
cases in the Adversary Proceedings, but acknowledge that there
are certain economic and practical risks associated with
litigating their claims, including the potential disruption of
the services provided to its residents and the potential
prevention of confirmation of the Plan.  Accordingly, at this
time, the Debtors aver that the Settlement Agreement with the HCP
Entities is in their best interest, their estates and their
creditors.

The Court will consider the Debtors' request on March 23, 2010.
Objections are due 23 days from the service date of the Debtors'
request.

                      About Erickson Retirement

The Baltimore, Maryland-based Erickson Retirement Communities LLC
owns 20 continuing care retirement communities in 11 states.
Among Erickson's 20 communities, eight are completed, 11 are open
although in construction, and one is in development.  They have
23,000 residents in total.

Erickson, along with affiliates, filed for Chapter 11 on Oct. 19,
2009 (Bankr. N.D. Tex. Case No. 09-37010).  DLA Piper LLP (US)
serves as counsel to the Debtors.  BMC Group Inc. serves as claims
and notice agent.  Houlihan, Lokey, Howard & Zoukin, Inc., is also
serving as investment and financial consultant.  Alvarez & Marsal
is serving as restructuring adviser.

As of September 30, 2009, on a book value basis, ERC had
approximately $2.7 billion in assets, including $2.2 billion of
property and equipment, and $3.0 billion in liabilities.
Liabilities include $195.8 million on the revolving credit,
$347.5 million on construction credit, $64 million in accounts
payable, $47.8 million in subordinate debt, and $475 million in
purchase option deposits.

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


EXTENDED STAY: Creditors Committee Down to Three Members
--------------------------------------------------------
Diana Adams, the United States Trustee for Region 2, notified the
Bankruptcy Court that Wachovia Bank N.A. no longer serves in the
Official Committee of Unsecured Creditors in Extended Stay Inc.'s
Chapter 11 cases.

With Wachovia Bank's exit, the Creditors Committee is now
composed of these creditors:

  (1) Manufacturers and Traders Trust Company
      25 South Charles Street - 16th Floor
      Baltimore, Maryland 21201
      Attn: Robert D. Brown, Administrative Vice President
      Tel. No. (410) 244-4238

  (2) Ashford Hospitality Finance L.P.
      14185 Dallas Parkway, Suite 1100
      Dallas, Texas 75254
      Attn: David A. Brooks, Vice President
      Tel. No. (972) 778-9207

  (3) Hospitality F LLC
      c/o Greenberg Nicoletta & Stein
      370 Lexington Avenue
      New York, New York 10017
      Attn: Sam Weiss, Member
      Tel. No. (718) 384-0472

                        About Extended Stay

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

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

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

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


EXTENDED STAY: Examiner to Delay Report Until March 12
------------------------------------------------------
Ralph Mabey, the examiner appointed in the Chapter 11 cases of
Extended Stay Inc. and its debtor affiliates, asks Judge Peck of
the U.S. Bankruptcy Court for the Southern District of New York
to give him until March 12, 2010, to file a report on his
investigation of the Debtors' bankruptcy cases.

Mr. Mabey earlier set a February 19, 2010 deadline for the report
filing of his findings on the investigation of transactions that
allegedly resulted in the Debtors' bankruptcy filings.

On behalf of the Examiner, Margreta Morgulas, Esq., at Stutman
Treister & Glatt, in Los Angeles, California, says there was so
much delay encountered by Mr. Mabey in obtaining information
needed for the report especially noting the fact that it was done
on a consensual basis, without the use of subpoenas.  "This
consensual process resulted in a delay of a number of weeks prior
to the commencement of production by most parties," she says.

She adds that most of the meetings requested by the examiner had
been delayed for almost one to two months and that most of the
documents requested had only been produced lately.

Numerous parties, Ms. Morgulas disclosed, demanded
confidentiality agreements before they agreed to produce
documents and share information.

Ms. Morgulas further notes that the complexity of the 2007
acquisition of the Debtors from Blackstone Group LP, which is
further being complicated by "nuanced legal issues" also
contributed to the delay in filing the examiner's report.

The Examiner is still awaiting some financial documents to be
produced, including a consolidated opening balance sheet after
the closing of the 2007 transaction, in order to complete his
analyses necessary for the report, according to Ms. Morgulas.

Mr. Mabey was appointed as examiner in September 2009 to
investigate in particular the 2007 acquisition of the Debtors by
an investment consortium led by Lightstone Group LLC Chairman
David Lichtenstein.  The examiner appointment was proposed by the
Office of the U.S. Trustee after certain groups threw allegations
of fraud and dishonesty against Mr. Lichtenstein and the lenders
that funded the 2007 acquisition.  The groups accused the lenders
of inducing Mr. Lichtenstein to put the Debtors in bankruptcy to
push out junior loan holders out of the money in return for an
indemnification against $100 million in liabilities, and a
$5 million budget to fight claims that might be asserted by junior
lenders.

The Court will hold a hearing on February 18, 2010, to consider
approval of the request.  Deadline for filing objections is
February 12, 2010.

                        About Extended Stay

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

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

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

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


EXTENDED STAY: Proposes HFI-Homestead Village Deal
--------------------------------------------------
Extended Stay Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the Southern District of New York to approve
an agreement between Debtor Homestead Village LLC and HFI
Acquisitions Company LLC.

The deal, if approved, would release Homestead Village from
claims which stem from a 1999 guaranty it entered into with HFI.
The guaranty was executed in connection with another contract,
which authorized HVI(2) LLC, a unit of Homestead Village, to
lease 17 hotels owned by HFI.

The Debtors seek the approval of the HFI-Homestead deal in light
of HVI's failure to pay lease obligations for the HFI hotels
since August 2009, just a month after the Debtors filed for
bankruptcy protection.

"HVI(2) was not generating sufficient cash flow to service the
payments due under the lease agreement," says the Debtors'
attorney, Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP,
in New York.

Ms. Marcus says the deal would inure to the benefit of Homestead
Village and its creditors, pointing out that pursuant to the
terms of the 1999 guaranty, Homestead Village could be liable for
as much as $280 million in damage claims under the lease
contract.

Ms. Marcus further says that although the deal requires Homestead
Village to relinquish its interest in the $10 million deposit
that secures its obligations under the 1999 guaranty, the Debtors
don't believe Homestead Village would recover the deposit even
without the deal.

"There is no question that HVI(2) does not have the wherewithal
to meet its obligations under the lease agreement or that
Homestead is the guarantor of those obligations," Ms. Marcus
points out in court papers.

"Homestead Village has possession of the guarantor deposit which
was transferred to HFI well outside any applicable preference
period," Ms. Marcus says.  "Even if no release were provided, the
guarantor deposit would not inure to the benefit of Homestead
Village."

The deal has been formalized in a 3-page agreement, a copy of
which is available at:

        http://bankrupt.com/misc/ESI_HFI-Homesteaddeal.pdf

In connection with the HFI-Homestead deal, the Debtors also urge
the Court to authorize Homestead Village to (i) terminate its
trademark license agreement with HFI without incurring additional
obligations, and (ii) execute a new license agreement.

Under the new Trademark License Agreement, Homestead Village will
receive annual payment of fees equal to 1% of the gross operating
revenues of the leased hotels for the use of the service mark.  A
full-text copy of the License Agreement is available without
charge at:

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

The fee represents an improvement over the prepetition
arrangement pursuant to which HFI did not pay Homestead Village
any fee on account of trademarks licensed to HFI, Ms. Marcus
says.  She avers that the new License Agreement represents "an
opportunity for Homestead to reap further economic benefits from
its intellectual property."

The Court initially set a hearing for February 18, 2010, to
consider approval of the request.  The hearing has been
subsequently adjourned to March 11.  Deadline for filing
objections is March 2.

                        About Extended Stay

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

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

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

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


FLINTKOTE CO: Plan Exclusivity Extended to July 31
--------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, in a
seventh order, extended The Flintkote Company and Flintkote Mines
Limited's exclusive periods to file a Chapter 11 Plan from
December 31, 2009, until July 31, 2010; and to solicit acceptances
of that Plan from February 28, 2010, until September 30, 2010.

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.


FLYING J: Wants Until June 22 to Propose Reorganization Plan
------------------------------------------------------------
Flying J Inc. and its debtor-affiliates The U.S. Bankruptcy Court
for the District of Delaware to extend their exclusive periods to
file a Chapter 11 plan until June 22, 2010, and to solicit
acceptances of that plan until August 22, 2010.

This is the Debtors' fifth request for their exclusive periods
extension.  Absent the extension, their exclusive periods are
scheduled to expire on February 28, 2010, and April 28, 2010,
respectively.

The Debtors need additional time to finalize a plan of
reorganization for the debtor entities in cooperation with the
major creditor constituencies and Pilot Travel Center LLC, the
purchaser of all of the Debtors' retail assets.

The Court will convene a hearing on the requested extensions on
February 23, 2010, at 2:00 p.m. (ET.)  Objections, if any, were
due February 16, 2010, at 4:00 p.m. (ET.)

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.


FREEDOM COMMUNICATIONS: To Sell Arizona Newspapers for $2-Mil.
--------------------------------------------------------------
Freedom Communications Inc. is seeking approval from the
Bankruptcy Court to sell the East Valley Tribune, the Mesa Tribune
and five other local newspapers for $2,050,000, subject to
adjustments.

Under the proposed auction procedures, Freedom will be selling the
papers to 1013 Communications LLC, subject to higher and better
bids from another party.  1013 will also pay severance liabilities
plus the cure amounts for the assigned contracts.

The deadline for competing bids will be on March 5.  If competing
bids are received, an auction will be conducted prior to the sale
hearing.

A sale hearing will be conducted on March 9, to consider approval
of the sale to the highest bidder.

The Debtor is also seeking approval to pay a $91,500 commission
and reimburse $1,000 to Dirks, Van Essen & Murray, the sale
advisor, in connection with the sale.

The five other local papers to be sold are the Mesa Tribune,
Gilbert Tribune, Chandler Tribune, Queen Creek Tribune, Daily
News-Sun and Ahwatukee Fothill News and the Arizona Interactive
Media Group.

                   About Freedom Communications

Freedom Communications, headquartered in Irvine, California, is a
national privately owned information and entertainment company of
print publications, broadcast television stations and interactive
businesses.  The company's print portfolio includes approximately
90 daily and weekly publications, including approximately 30 daily
newspapers, plus ancillary magazines and other specialty
publications.  The broadcast company's stations -- five CBS, two
ABC network affiliates and one CW affiliate -- reach more than 3
million households across the country.  The Company's news,
information and entertainment Web sites complement its print and
broadcast properties.

Freedom Communications filed for Chapter 11 on Sept. 1, 2009
(Bankr. D. Del. Case No. 09-13046).  Attorneys at Young Conaway
Stargatt & Taylor, and Latham & Watkins LLP serve as Chapter 11
counsel.  Houlihan, Lokey, Howard & Zukin, Inc., serves as
financial advisor while AlixPartners LLC is restructuring
consultant.  Logan & Co. serves as claims and notice agent.

Freedom Communications had $757,000,000 in assets against debts of
$1,077,000,000 as of July 31, 2009.


FREEDOM COMMUNICATIONS: Plan Exclusivity Extended to March 30
-------------------------------------------------------------
Freedom Communications Holdings Inc. and its units sought and
obtained a March 30 extension of their exclusive period to propose
a Chapter 11 plan and a May 30 extension of their exclusive period
to solicit acceptances of their plan.

Freedom Communications has already obtained approval of the
disclosure statement explaining their Chapter 11 plan of
reorganization.  Freedom is soliciting votes on the Plan, which
cuts $445 million from the Company's secured debt. The Debtors are
scheduled to present the Plan for confirmation on March 9, 2010,
at 10:00 a.m.  Objections are due March 1.

As reported by the TCR on Jan. 22, 2010, Freedom Communications
filed its joint Disclosure Statement and Plan of Reorganization,
which is supported by the agent bank for its secured lenders and
the Official Committee of Unsecured Creditors.

Under the new, joint Plan, the Company's secured debt would be
reduced from $770 million to $325 million, with the secured
lenders holding 100% of the common stock in the new company.
Additionally, the Plan provides that participants in the Company's
non-qualified pension program will have 70% of their benefits
reinstated, to be paid out according to the terms of those pension
plans.  Further, a fund of $5.5 million will be established for
payment to trade creditors who participate in the trade
arrangement outlined in the Plan of Reorganization.  For the
benefit of other general unsecured creditors, the Company will
establish a $14.5 million trust, which will also receive rights to
pursue certain litigation claims on the Company's behalf.

                   About Freedom Communications

Freedom Communications, headquartered in Irvine, California, is a
national privately owned information and entertainment company of
print publications, broadcast television stations and interactive
businesses.  The company's print portfolio includes approximately
90 daily and weekly publications, including approximately 30 daily
newspapers, plus ancillary magazines and other specialty
publications.  The broadcast company's stations -- five CBS, two
ABC network affiliates and one CW affiliate -- reach more than
3 million households across the country.  The Company's news,
information and entertainment Web sites complement its print and
broadcast properties.

Freedom Communications filed for Chapter 11 on Sept. 1, 2009
(Bankr. D. Del. Case No. 09-13046).  Attorneys at Young Conaway
Stargatt & Taylor, and Latham & Watkins LLP serve as Chapter 11
counsel.  Houlihan, Lokey, Howard & Zukin, Inc., serves as
financial advisor while AlixPartners LLC is restructuring
consultant.  Logan & Co. serves as claims and notice agent.

Freedom Communications had $757,000,000 in assets against debts of
$1,077,000,000 as of July 31, 2009.


FREMONT GENERAL: Top Preferreds Holders Back Signature Plan
-----------------------------------------------------------
Seth W. Hamot and Howard Amster disclosed that solicitation
materials are on their way to creditors and shareholders of
Fremont General Corporation containing balloting materials from
plan proponents for the reorganization of Fremont, which is
currently operating under Chapter 11 of the US Bankruptcy Code.

Following careful consideration of all plan alternatives,
Messrs. Hamot and Amster are backing the Plan of Reorganization
being proposed by Signature Group Holdings, LLC.  Together with
affiliates they control, Messrs. Hamot and Amster are believed to
be, respectively, the two largest holders of Fremont General's
Trust Oriented Preferred Securities.  In addition, James A.
McIntyre, Sr., Fremont General's CEO from its IPO in 1970 until
his retirement in 2004 and its largest shareholder, has also
agreed to back the Signature Plan.  Messrs. McIntryre, Hamot, and
Amster and certain affiliates have each agreed to be co-proponents
of the Signature Plan.

The Signature Plan will utilize the asset base of the current
Fremont estate as a foundation for the creation of a broad based,
high growth, and solidly profitable commercial finance platform
oriented toward the "middle market" for corporate lending which is
acutely needed under current market conditions.  Signature has an
established track record, market presence, and an experienced and
accomplished team that can originate, structure and manage a
diversified portfolio that is expected to include asset-backed
commercial financings, special situations loans, distressed asset
investments.  A key to Signature's ability to generate high
returns while avoiding credit losses has been its focus on
mitigating risk with borrower collateral.  Seth Hamot explained:
"After reviewing all the plans filed in the case and speaking many
times with the competing proponents, Howard and I confidently
support the Signature Plan.  Many of the plans treated the TOPrS
almost identically, with a cash distribution close to the
Effective Date, a current pay note, and equity in the reorganized
debtor.  The economics of the Signature Plan compared favorably to
all others, as Signature believes that with respect to shares
purchased on the Effective Date, it is paying more per share than
any other proponent, buying more shares than any other proponent,
and is subscribing at a premium to current trading values."

Mr. Hamot continued, "More importantly, we support Signature
because of their business plan and their skills. The business will
focus on lending to those firms most poorly served by other
lenders at this point in the credit cycle.  This portfolio will
generate a stable core of income that will be shielded by
Fremont's considerable base of net operating tax loss
carryforwards.  Additionally, the skill sets and experiences of
the Signature management team are perfectly suited to that
specific business plan, and we think you'll agree when you review
the disclosure statement.  We believe the debtor will have many
fruitful years ahead of it after it emerges from bankruptcy, with
a strong prospect for both growing revenue and profits, and a
management team that has enough investment in the firm to be well
aligned with its shareholders.  Our confidence in the Signature
business plan was an extremely important factor in our selection
of a partner since a significant component of our return is coming
in the form of shares in the reorganized Fremont."

Mr. Amster noted that under the Signature Plan both he and Mr.
Hamot would be joining the Board of Directors of the reorganized
Fremont and that they would become significant shareholders under
the Signature Plan, which calls for the TOPrS holders to receive
21 million shares of the reorganized Company.  He also noted that
the Signature Plan provides for a Board of seven Directors, who
are expected to qualify as "independent" (under requirements of
the applicable securities laws and exchange regulations),
including John Nickoll, founder of Foothill Capital, and Robert
Peiser, an accomplished executive with multiple turnarounds to his
credit, including American Sugar.  Five of the directors,
including John Nickoll, Robert Peiser, Larry Hochberg, Seth Hamot,
and Howard Amster, have considerable experience serving as
Directors of publicly traded companies.

                      About Seth Hamot

Seth W. Hamot is the President at RRH Capital Management Inc., a
special situations investor based in Boston, and the manager of
Costa Brava Partnership III L.P.  He has deep experience in
turnarounds and corporate governance having served as a director
at numerous companies including Bradley Pharmaceuticals, Telos,
Orange 21, Tech Team Global, and CCA industries, including as
chairman and on audit and compensation committees.

                     About Howard Amster

Howard Amster is an accomplished investor that has over 40 years
of business and investing experience including significant
experience in real estate, the securities industry, and financial
services.  He is a major investor in apartment properties.  He is
a member of the executive committee of Horizon Group Properties
where he is also the largest shareholder.  Amster is also a
principal of Ramat Securities, Ltd and has served on multiple
corporate boards including those of four financial institutions.

                      About Signature Group

Formed in 2004, Signature Group Holdings, LLC, is a credit
oriented special situations investor with a track record of
successfully acquiring, originating and managing debt investments.
Signature is a Plan Proponent in the reorganization of Fremont
General Corporation. Copies of the Signature Disclosure Statement,
Solicitation Letter, Plan of Reorganization, and other information
about Signature can be found on its Web site
www.SignatureGroupHoldings.com.  Signature is headquartered in
Sherman Oaks, CA.

                    About Fremont General

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

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


FREMONT GENERAL: Ranch Capital Now Supports Equity Panel Plan
-------------------------------------------------------------
The Official Equity Committee of Fremont General Corporation has
reached an agreement with Ranch Capital whereby Ranch Capital will
withdraw its Plan and support the OEC Reorganization Plan.  The
joint effort contemplates employing Ranch Capital management on an
interim basis while long-term management arrangements are being
worked out by the new Board of Directors and Ranch Capital.  The
OEC will name the majority of members to the interim Board of
Directors, which will contain two members from Ranch Capital, if
the TOPrS reject the OEC Plan.  One member of the interim Board of
Directors to be designated by the OEC will be from Ranch Capital
if the TOPrS accept the OEC plan.  These Board members will serve
until a formal stockholders meeting can be conducted and a
regularly constituted Board can be put in place.  The formal
stockholders meeting will be held as soon as the final details on
the stock registration can be worked out with the SEC.

Frank E. Williams, Jr., Chairman of the OEC, said: "We have been
impressed by the accomplishments and experience of the principals
of Ranch Capital.  We look forward to working with them through
the remainder of the bankruptcy case and especially post-emergence
as we build a valuable company for the benefit of Fremont's
shareholders and creditors."

The OEC and Ranch Capital urge shareholders and creditors to vote
to ACCEPT the OEC Plan and REJECT all other plans.

                       About Fremont General

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

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


GENERAL GROWTH: Simon Dismisses Plan to Invite Bids
---------------------------------------------------
Simon Property Group Inc., which has made an offer to buy General
Growth Properties, Inc., for $10 billion, said General Growth's
plan to invite other bids would be risky for shareholders and that
the mall owner should work with SPG to develop a definitive
takeover plan.

General Growth, in response to Simon's offer, stated it is
undergoing a process for exploring all potential alternatives for
emergence from bankruptcy and maximizing value for all of GGP's
stakeholders.  The alternatives include a stand-alone
restructuring funded with institutional equity capital as well as
potential business combinations.  GGP said it has invited Simon to
participate in the Company's process, so that GGP may evaluate
Simon's indication of interest in the context of other strategic
options.

David Simon, chairman and chief executive officer, sent this
letter to General Growth:

   February 17, 2010

   Mr. Adam Metz
   Chief Executive Officer
   General Growth Properties, Inc.
   110 North Wacker Drive
   Chicago, Illinois 60606

   Dear Adam,

   We appreciate that you have responded to the written offer we
   made to you on February 8, 2010, but we are concerned by your
   letter of February 16, 2010.

   It is simply wrong to characterize our offer as an "indication
   of interest." As you well know, we have made a firm, fully
   financed $10 billion offer that provides immediate 100% cash
   recovery of par value plus accrued interest and dividends to
   all unsecured creditors, plus more than $9.00 per share in
   value to shareholders. Our offer has no financing contingency
   and can be completed quickly. The credibility of Simon Property
   Group as an acquiror speaks for itself, no one has completed
   more mergers and acquisitions in the retail real estate
   industry.

   Importantly, this is the only offer for General Growth which
   provides a full cash recovery for unsecured creditors while
   reducing risk and providing potential upside. It is far
   superior to any third-party proposal or stand-alone plan that
   would result from your "process." Proceeding expeditiously to
   complete our transaction would prevent an extended period of
   market risk for your stakeholders. In addition, our offer would
   remove the serious downside risks associated with a
   recapitalization, the value of which would be inherently
   uncertain and subject to future market conditions, even if a
   recapitalization could be secured.

   Given the clear risks of pursuing an alternative plan, the
   current state of the retail industry and your company's past
   history of risky financial choices, your lack of urgency should
   deeply concern creditors and shareholders. Time is passing and
   General Growth is inappropriately speculating with creditors'
   money - the company's high leverage means not only that equity
   value could be destroyed by relatively small market movements,
   but that the value of the unsecured debt is also at risk.
   Accordingly, it is not surprising that the Official Committee
   of General Growth's Unsecured Creditors has publicly stated
   that it supports our offer and encourages you to engage with us
   promptly to allow our offer to be considered by your creditors
   and shareholders.

   We have tried for many months to explore a transaction with you
   that would give creditors and shareholders an attractive and
   expeditious exit from your bankruptcy process and have been
   repeatedly put off. Time and again, serious engagement with us
   has been pushed off into some indefinite future when you might
   start to begin to commence a "process."

   While you pay lip service to time being of the essence, the
   "process" outlined in your letter will take many months before
   a transaction could be agreed and made available to
   stakeholders. Our offer is fully financed and we are prepared
   to complete confirmatory due diligence within 30 days, during
   which time we are also prepared to negotiate and enter into a
   definitive agreement that will bring certainty to the closing
   of a transaction. We will promptly provide you a draft of such
   a definitive agreement and are prepared to meet with your
   advisors to complete its negotiation.

   With respect to your equity holders, we do not believe there is
   any other party which can offer the value creation of a Simon-
   General Growth transaction. As you know, we are prepared to
   discuss offering Simon common equity instead of cash to those
   General Growth shareholders or unsecured creditors who would
   prefer to participate in the upside of owning Simon stock.
   While Simon equity is subject to market conditions, Simon is
   today -- and would be following any transaction -- a fortress
   of stability.

   We are unwilling to waste our time and resources in a process
   not conducted on a level playing field, that is dragged out to
   provide an unfair advantage to any party, or that will serve
   any agenda other than maximizing return for General Growth's
   stakeholders -- while also minimizing the risk and uncertainty
   of needlessly extending the bankruptcy proceedings.
   Accordingly, we urge you not to pursue another proposal that
   you might receive, whether before or after the commencement of
   your process - as you threaten in your letter - without also
   substantively engaging with us. Regarding access to the data
   necessary for us to perform our confirmatory diligence, we are
   willing to agree to customary undertakings to preserve the
   confidentiality of such information. However, in light of your
   conduct to date, and for the reasons outlined above, we are not
   willing to agree to any restriction on our right to make
   proposals at any time or to otherwise speak freely, including
   to all of General Growth's stakeholders, or to agree to any
   other standstill or similar provision.

   I want to reiterate that our offer is not open-ended, and we
   have a number of other opportunities under consideration. We
   sincerely hope you will engage seriously with us without
   further delay.

   Very truly yours,

   David Simon

   Chairman of the Board and
   Chief Executive Officer

   cc: Official Committee of Unsecured Creditors

                    About Simon Property Group

Simon Property Group, Inc. -- http://www.simon.com/-- is an S&P
500 company and the largest public U.S. real estate company. Simon
is a fully integrated real estate company which operates from five
retail real estate platforms: regional malls, Premium Outlet
Centers(R), The Mills(R), community/lifestyle centers and
international properties. It currently owns or has an interest in
382 properties comprising 261 million square feet of gross
leasable area in North America, Europe and Asia. The Company is
headquartered in Indianapolis, Indiana and employs more than 5,000
people worldwide. Simon Property Group, Inc. is publicly traded on
the NYSE under the symbol SPG.

                  About General Growth Properties

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

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

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


GENERAL GROWTH: Simon Has "Once-In-A-Lifetime" Chance, Deal Says
----------------------------------------------------------------
Matt Miller, senior writer at The Deal.com, warns that Simon
Property Group Inc.'s $10 billion bid to acquire rival General
Growth Properties Inc. does not signal commercial real estate
recovery.  Mr. Miller explains commercial real estate in the U.S.
remains extremely weak and retail is especially vulnerable, with
thousands of properties under water.

However, according to Mr. Miller, the bid does represent -- in the
words of two separate creditor advisers -- "a once-in-a-lifetime
opportunity."

Mr. Miller notes Simon's and General Growth's portfolio is
relatively strong.  Mr. Miller points out General Growth went
bankrupt because it was drowning in corporate debt, not because
its own properties are so weak it couldn't service the mortgages.

"Simon would love to get its hands on General Growth's 85 shopping
centers, which would consolidate the Indianapolis-based real
estate company's position as America's largest mall owner. It has
the resources to do so," Mr. Miller writes.  Simon on Tuesday said
the acquisition would be financed by cash-on-hand, equity
investment by institutional investors and existing credit
facilities.

"This is the time to strike -- a notion that may also have
occurred to other potential bidders, such as Brookfield Asset
Management. In December, General Growth's property affiliates won
a bankruptcy judge's approval to restructure more than $10 billion
in mortgage debt and exit bankruptcy. Under the terms of the plan,
secured debt on various properties was extended by an average of
more than six years, with no loan maturing before early 2014. If
the commercial property market hasn't begun a comeback by then,
we're all in trouble," Mr. Miller says.

According to Mr. Miller, General Growth is under no obligation to
accept Simon's unsolicited offer as a stalking horse bid, but
there will be enormous pressure for it to do so.  "Unsecured
creditors would get paid off in full, and that's not something
they want to see General Growth risk. If they ignore the Simon
bid, warns one adviser, 'there will be hell to pay,'" Mr. Miller
says.

                    About Simon Property Group

Simon Property Group, Inc. -- http://www.simon.com/-- is an S&P
500 company and the largest public U.S. real estate company. Simon
is a fully integrated real estate company which operates from five
retail real estate platforms: regional malls, Premium Outlet
Centers(R), The Mills(R), community/lifestyle centers and
international properties. It currently owns or has an interest in
382 properties comprising 261 million square feet of gross
leasable area in North America, Europe and Asia. The Company is
headquartered in Indianapolis, Indiana and employs more than 5,000
people worldwide. Simon Property Group, Inc. is publicly traded on
the NYSE under the symbol SPG.

                  About General Growth Properties

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

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

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


GENMAR HOLDINGS: MCBC Distributes Part of Wayzata's $1 Mil. Bid
---------------------------------------------------------------
John Dorton, president and chief executive officer of MCBC Hydra
Boats, said half of Wayzata Investment Partners' $1 million bid to
acquire Genmar Holders' Hydra-Sports was placed into escrow to
help refund 85% to 90% of the $600,000 dealers owed by the
company, according to Soundings Trade Only Today.

MCBC Hydra Boats would pay part of the warranties for new 2008 and
2009 boats in dealer showrooms, even though those model years were
built by Genmar-owned Hydra-Sports, report says.

                    About Genmar Holdings, Inc.

Pulaski, Wisconsin-based Carver Italia, LLC, and its affiliates,
including Genmar Holdings, Inc. -- http://www.genmar.com/--
is the world's second-largest manufacturer of fiberglass
powerboats. It generated $460 million in annual revenue making
boats using brand names including Carver, Four Winns, Glastron,
Larson, and Wellcraft.

Genmar and an affiliate filed for Chapter 11 bankruptcy protection
on June 1, 2009 (Bankr. D. Minn. Case No. 09-33773, and 09-43537).
James L. Baillie, Esq., and Ryan Murphy, Esq., at Fredrikson &
Byron, PA, assist the Debtors in their restructuring efforts.
Houlihan Lokey represented Genmar as its financial advisor.
Carver Italia listed $10 million to $50 million in assets and
$100 million to $500 million in debts.

Manchester Companies, Inc., was named Chief Restructuring Officer
of Genmar and approved by the Bankruptcy Court in June and has
been managing the company's restructuring process since then.


GI JOE'S: Wants Chapter 7 Conversion Motion Denied
--------------------------------------------------
G.I. Joe's Holding Corporation, the Official Committee of
Unsecured Creditors appointed in the Debtors' cases, and the
prepetition Term Loan B secured creditors of the Debtors ask the
Bankruptcy Court to deny the United States Trustee's request to
convert the Debtors' Chapter 11 cases to cases under Chapter 7 of
the Bankruptcy Code.

In their objection to the U.S. Trustee's request, netDockets
relates, the Objectors indicate that the Debtors, the Creditors'
Committee and the agent for the Term Loan B Secured Creditors are
working to reach a global settlement which would provide a more
favorable result for general unsecured creditors and
administrative creditors.  netDockets says the global settlement
is expected "in the next few weeks."  netDockets says the global
settlement would provide these benefits:

     -- The Term Loan B Secured Creditors will release their
        rights to avoidance actions and the proceeds thereof;

     -- $200,000 will be made available for the payment of allowed
        administrative expense claims;

     -- $380,000 will be added to the carve-out for unpaid fees
        and expenses of the debtors' and creditors' committee's
        professionals, including BMC Group; and

     -- the bankruptcy cases will be dismissed.

According to netDockets, the Objectors contend that conversion to
chapter 7 would harm general unsecured creditors because the
chapter 7 trustee would pursue avoidance actions.  Even though the
Term Loan B Secured Creditors do not hold a security interest in
the proceeds of avoidance actions, they would still be the only
beneficiaries of the avoidance actions because they hold an
allowed superpriority administrative expense claim pursuant to the
financing orders entered in the bankruptcy cases.  According to
the response, there would be insufficient assets to pay the Term
Loan B Creditors' claims in full and, as a result, administrative
creditors would receive no recovery if the cases were converted.

According to netDockets, the response also discloses, in a
footnote, that G.I. Joe's and BMC Group have reached a settlement
pursuant to which BMC Group will accept a reduced amount of fees
and expenses.  The amount of the reduction is not disclosed.  The
disclosure does provide, however, that the settlement is
conditioned upon "the Court's determination that dismissal, and
not conversion, be the appropriate outcome for these cases."

netDockets also relates that G.I. Joe's on Friday filed monthly
operating reports for the periods from April through December
2009.  The U.S. Trustee had argued in its Conversion Motion that
the Debtors have failed to remain current on their reporting
obligations.

Headquartered Wilmington, Delaware, G.I. Joe's Holding Corporation
-- http://www.joessports.com-- owned and operated retail stores
selling sports apparel, and camping equipment and accessories.
G.I Joe has more than 30 locations in Idaho, Oregon, and
Washington.  The G.I. Joe's Holding Corporation and G.I. Joe's
Inc. filed for Chapter 11 protection on March 4, 2009 (Bankr. D.
Del. Case Nos. 09-10713 and 09-10714).  The Debtors hired
Steven M. Yoder, Esq., at Potter Anderson & Corroon LLP, as their
Delaware counsel and Patrick J. O'Malley, at Development
Specialist Inc., as thier chief restructuring officer.  When
the Debtors filed for protection from their creditors, they
estimated their assets and debts between $100 million and
$500 million.  In April 2009, a joint venture between Gordon
Brothers Retail Partners, LLC, and Crystal Capital Fund
Management won the auction of G.I. Joe's Holding Corp.'s
Pacific Northwest chain, Joe's Outdoor and More, with a
$61 million bid.


HARBORWALK LP: Has Until March 2 to File Schedules and Statements
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
extended until March 2, 2010, Harborwalk, LP, et al.'s time to
file their schedules of assets and liabilities and statement of
financial affairs.

Hitchcock, Texas-based Harborwalk LP is the developer of a 380-lot
master planned community on West Galveston Bay in Texas.  The
project was begun in 2002, and 275 lots were sold.  The property
was damaged by Hurricane Ike in September 2008.  The project
includes a yacht club and a 150-slip marina.

The Company and its affiliates filed for Chapter 11 on January 30,
2010, (Bankr. S.D. Tex. Lead Case No. 10-80043.)  Marcy E. Kurtz,
Esq. at Bracewell & Giuliani LLP assists 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.


HARBORWALK LP: Section 341(a) Meeting Scheduled for March 4
-----------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of creditors
in Harborwalk, LP, et al.'s Chapter 11 case on March 4, 2010, at
10:00 a.m.  The meeting will be held at Suite 3401, 515 Rusk Ave,
Houston, Texas.

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

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

Hitchcock, Texas-based Harborwalk LP is the developer of a 380-lot
master planned community on West Galveston Bay in Texas.  The
project was begun in 2002, and 275 lots were sold.  The property
was damaged by Hurricane Ike in September 2008.  The project
includes a yacht club and a 150-slip marina.

The Company and its affiliates filed for Chapter 11 on January 30,
2010, (Bankr. S.D. Tex. Lead Case No. 10-80043.)  Marcy E. Kurtz,
Esq. at Bracewell & Giuliani LLP assists 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.


HARRISBURG, PENNSYLVANIA: Excludes Debt Payments from 2010 Budget
-----------------------------------------------------------------
ABI reports that Harrisburg, Pa., moved a step closer to
defaulting on a bond payment when its city council passed a 2010
budget that does not include $68 million in debt repayments on an
incinerator.

According to Bloomberg, the principal and interest due this year
on guarantees the city has made to cover payments on $282 million
in debt for the Harrisburg Authority's waste-to-energy incinerator
are four times the annual property tax receipts for the capital of
the sixth-most-populous U.S. state.

On February 11, Moody's Investors Service downgraded the city's
general obligation bond rating three levels from Ba2 to B2.  The
downgrade, according to Moody's, reflects Harrisburg's weak plan
to address the significant guaranteed debt service obligations
that may result in the city's non-payment on its guarantee of the
bonds.  Moody's said the rating also incorporates the city's
highly leveraged and stagnant tax base with a notable tax-exempt
component, low income and wealth levels, high poverty, and above-
average unemployment.

                       About Harrisburg, Pa.

Harrisburg is the capital of the Commonwealth of Pennsylvania.
Harrisburg, as of the 2000 census, had a population of 48,950,
making it the ninth largest city in Pennsylvania.

Dow Jones says Harrisburg has $600 million in total debts.  In
2009, according to Dow Jones, Harrisburg skipped some bond
payments, leaving Dauphin County to make good on the debt by
drawing down reserves.


HSH DELAWARE: Proposes to Obtain $5-Mil. DIP Financing from JC
--------------------------------------------------------------
HSH Delaware GP LLC seeks authority from the U.S. Bankruptcy Court
for the District of Delaware to obtain postpetition secured
financing from a syndicate of lenders led by JC Flowers II L.P.,
as administrative agent.

The DIP lenders have committed to provide up to $5 million.  There
will be seven Tranche Loans to be made to the Debtors.

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., the
attorney for the Debtor, explains that the Debtor needs the money
to fund its Chapter 11 case, pay suppliers and other parties.

The DIP facility will mature 12 months from the Petition Date.

The loans comprising each Alternate Base Rate Borrowing will bear
interest at a rate per annum equal to the ABR (which will be at
least 2.00%) plus the Applicable Rate in effect from time to time.
The Applicble Rate in the case of ABR Loans will be 7.00% per
annum.  The Loans comprising each Eurodollar Borrowing will bear
interest at a rate per annum equal to the Adjusted LIBO Rate
(which will be at least 1.00%) for the interest period in effect
for the Borrowing plus the Applicable Rate in effect from time to
time.  The Applicable Rate in the case of Eurodollar Loans will be
8.00% per annum.  In the event of default, the Debtors will demand
from time to time pay interest on all outstanding amounts at a
rate per annum equal to the rate that would be applicable to the
amounts plus 2.00%.

As security for the Postpetition Obligations, the DIP Agent will
be granted valid, binding, continuing, enforceable, non-avoidable,
and automatically perfected first priority senior security
interests in and liens on all of the property and assets of each
of the respective loan parties.  The Postpetition Obligations will
constitute allowed super-priorty administrative expense claims.

The DIP lien is subject to an up to $1 million  carve-out for U.S.
Trustee and Clerk of Court fees, fees payable to professional
employed in the Debtors' case, and fees of the committee in
pursuing actions challenging the DIP Lenders' lien.

A copy of the DIP financing agreement is available for free at:

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

HSH Delaware GP LLC is based in Wilmington, Delaware.

Nine HSH partnerships were created in 2006 to buy a 26% stake in
HSH Nordbank AG, the world's largest shipping financier, from
WestLB AG for about EUR1.25 billion ($1.76 billion).  The
partnerships received unsecured term and revolving loans of
EUR375 million from ABN AMRO bank to fund the purchase of HSH
Nordbank shares.

As reported by the Troubled Company Reporter on September 9, 2009,
creditors with claims aggregating $27.8 million filed a petition
to send affiliate HSH Delaware LP to Chapter 7 liquidation (Bankr.
D. Del. Case No. 09-13145).  Commerzbank AG, Lloyds TSB Bank Plc,
ABN Amro Bank NV, Calyon, Royal Bank of Scotland Plc and
Landsbanki Islands HF filed the involuntary Chapter 7 petition.

HSH Delaware filed for Chapter 11 bankruptcy protection on
January 21, 2010 (Bankr. D. Delaware Case No. 10-10187).  The
Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.

HSH Delaware's affiliates -- HSH Delaware L.P.; HSH Luxembourg
S.a.r.l.; HSH Luxembourg Coinvest S.a.r.l.; HSH Delaware GP LLC;
HSH Alberta I L.P.; HSH Alberta II L.P.; HSH Alberta V L.P.; HSH
Coinvest (Alberta) L.P.; JCF HSH (DE) GP LP; HSH Delaware L.P.;
HSH Luxembourg S.a.r.l.; and HSH Luxembourg Coinvest S.a.r.l. --
also filed separate Chapter 11 petitions.

John Henry Knight, Esq.; Lee E. Kaufman, Esq.; Mark D. Collins,
Esq.; and Robert J. Stearn Jr., Esq., assist the Debtors in their
restructuring effort.

The Debtors' Canadian Counsel is McCarthy Tetrault LLP.  The
Debtors' Chief Restructuring Officer is H Ronald Weissman.


ICAHN ENTERPRISES: Commences Lawsuit Against Geoffrey Raynor
------------------------------------------------------------
Icahn Enterprises L.P. -- Icahn Enterprises, Carl Icahn and
certain Related Icahn Entities have commenced a lawsuit in the
Supreme Court of the State of New York against Geoffrey Raynor, R2
Investments, LDC, Nineteen Eighty-Nine, LLC, Amalgamated Gadget,
LP, Sceptor Holdings, Inc., Q Funding, LP, Acme Widget, LP, and
Brandon Teague.  The Icahn suit seeks at least $100 million in
compensatory damages, as well as special and punitive damages and
other relief.

The lawsuit stems from a 13D filing (as well as a complaint
attached to that filing but never served) made by Raynor entities
at a critical point during a $2 billion bond offering that was
recently completed by IEP.  The Icahn Plaintiffs assert that the
claims made in the Raynor entities' 13D filing (and in the
attached complaint) are without merit, and interfered with the IEP
bond offering and caused damages to the Icahn Plaintiffs.

The Icahn Plaintiffs intend to proceed vigorously to assert their
claims.

                            About Ichan

Icahn Enterprises L.P. /quotes/comstock/13*!iep/quotes/nls/iep
(IEP 45.24, -0.04, -0.09%) , a master limited partnership, is a
diversified holding company engaged in five primary business
segments: Investment Management, Automotive, Metals, Real Estate
and Home Fashion.

In January 2010, Moody's Investors Service affirmed the Ba3
Corporate Family Rating of Icahn Enterprises L.P. and assigned Ba3
ratings to $2 billion of new senior unsecured notes being issued
by the company.  The new debt is being offered in two tranches due
in 2016 and 2018.  The outlook on the ratings remains negative.


ICHAN ENTERPRISES: Daniel A. Ninivaggi Elected President
--------------------------------------------------------
Icahn Enterprises L.P.'s general partner, Icahn Enterprises G.P.
Inc., has elected Daniel A. Ninivaggi, as the company's President,
effective April 1, 2010.  Ninivaggi will also serve as President
of the general partner and certain other affiliated companies.

As President of Icahn Enterprises L.P., Ninivaggi will oversee the
company's portfolio company operations and, working with other
members of senior management, develop strategies for enhancing the
value of the company's core businesses.  He will also work with a
team on identifying, acquiring and developing undervalued
businesses or assets.

In commenting on Ninivaggi's appointment, Carl C. Icahn, Chairman
of Icahn Enterprises G.P. Inc. stated, "I have known Dan for a
number of years and have always been impressed by his
intelligence, ability and work ethic.  I believe he will be a
great addition to the IEP team and look forward to working with
him."

Speaking about his appointment, Ninivaggi commented, "I'm excited
to work with Carl and the other members of the Icahn organization
to realize the full potential of the businesses of Icahn
Enterprises L.P. and its portfolio companies.  I believe there are
excellent opportunities to grow the company's existing operations,
identify new operating platforms and enhance shareholder value."

Ninivaggi previously served as Executive Vice President of Lear
Corporation, a leading global supplier of automotive seating and
electrical power management systems.  Prior to that, Ninivaggi was
a Partner at the law firm of Winston & Strawn LLP, specializing in
mergers and acquisitions and corporate finance.  Ninivaggi also
serves as a director of CIT Group Inc.

Ninivaggi received a Bachelor of Arts degree from Columbia
University, a Master of Business Administration from the
University of Chicago Graduate School of Business, and a law
degree from Stanford Law School.

                            About Ichan

Icahn Enterprises L.P. /quotes/comstock/13*!iep/quotes/nls/iep
(IEP 45.24, -0.04, -0.09%) , a master limited partnership, is a
diversified holding company engaged in five primary business
segments: Investment Management, Automotive, Metals, Real Estate
and Home Fashion.

In January 2010, Moody's Investors Service affirmed the Ba3
Corporate Family Rating of Icahn Enterprises L.P. and assigned Ba3
ratings to $2 billion of new senior unsecured notes being issued
by the company.  The new debt is being offered in two tranches due
in 2016 and 2018.  The outlook on the ratings remains negative.


ILLINOIS: Sells Tax-Exempt Bonds to Pay General Obligation Debt
---------------------------------------------------------------
Bloomberg News reports that Illinois, the second lowest-rated U.S.
state after California, plans to reduce interest costs on about
$1.44 billion of its general obligation debt with what may become
the largest tax-exempt bond sale in three weeks.

According to the report, the offering, which banks led by Morgan
Stanley and Citigroup Inc. are to underwrite, follows a month when
Illinois sold $4.5 billion of taxable paper to finance pension
contributions and capital projects.

Bloomberg reports that the fifth most-populous state expects to
save about $29 million in 2010, $27 million in 2011 and $100
million over the life of the securities with its refinancing, said
Kelly Kraft, a budget spokeswoman for Governor Pat Quinn.


JAMES EDWARD GILBERT: Case Summary & 11 Largest Unsec. Creditors
----------------------------------------------------------------
Joint Debtors: James Edward Gilbert
                  ods Raining Sun Enterprises, Inc.
               Joette Elizabeth Gilbert
                 ods Raining Sun Enterprises, Inc.
               2370 E. Lake Creek Road
               Edwards, CO 81632

Case No.: 10-12806

Chapter 11 Petition Date: February 16, 2010

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Debtors' Counsel: Robert Padjen, Esq.
                  5290 DTC Parkway, Suite 150
                  Englewood, CO 80111
                  Tel: (303) 830-3173
                  Email: rp@jlrplaw.com

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

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

The petition was signed by the Joint Debtors.

Debtors' List of 11 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Capital One                Credit card purchases  $12,983

Chase                      Credit card purchases  $18,906

Comiskey & Company PC      Credit                 $2,077

Eagle County Ambulance     Credit-Services        $609
District

Eagle Valley Surveying     Trade Debt             $3,252

J. Bradley Gibson, MD      Credit-Services        $1,166

Otto Porterfield and       Credit-Services        $5,296
Ayres, LLC

Peak Dentistry             Credit-Services        $573

Superior Alarm             Credit                 $399

US Bank                    Loan                   $5,000

Wells Fargo Bank, NA       Credit                 $55,060


JOHN LIMM: Files Schedules of Assets & Liabilities
--------------------------------------------------
John C. Limm and Sook K. Limm have filed with the U.S. Bankruptcy
Court for the District of New Jersey their schedules of assets and
liabilities, disclosing:

  Name of Schedule                   Assets            Liabilities
  ----------------                   ------            -----------
A. Real Property                 $11,900,000

B. Personal Property                 $11,000

C. Property Claimed as
   Exempt

D. Creditors Holding
   Secured Claims                                     $6,311,000

E. Creditors Holding
   Unsecured Priority
   Claims                                                $20,000

F. Creditors Holding
   Unsecured Non-priority
   Claims                                               $106,207
                                  -----------         ----------
TOTAL                             $11,911,000         $6,437,207

Robbinsville, New Jersey-based John C. Limm and Sook K. Limm filed
for Chapter 11 bankruptcy protection on February 9, 2010 (Bankr.
D. N.J. Case No. 10-13685).  Carol L. Knowlton, Esq., at Teich
Groh, assists the Company in its restructuring effort.  The
Company has assets of $11,911,000 and total debts of $6,437,207.


JOHN LIMM: Section 341(a) Meeting Scheduled for March 18
--------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in John C. Limm and Sook K. Limm's Chapter 11 case on March 18,
2010, at 10:00 a.m.  The meeting will be held at Clarkson S.
Fisher Federal Courthouse, 402 East State Street, Room 129,
Trenton, NJ 08608-1507.

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.

Robbinsville, New Jersey-based John C. Limm and Sook K. Limm filed
for Chapter 11 bankruptcy protection on February 9, 2010 (Bankr.
D. N.J. Case No. 10-13685).  Carol L. Knowlton, Esq., at Teich
Groh, assists the Company in its restructuring effort.  The
Company has assets of $11,911,000 and total debts of $6,437,207.


JOHN LIMM: Taps Teich Groh as Bankruptcy Counsel
------------------------------------------------
John C. Limm and Sook K. Limm have asked for permission from the
U.S. Bankruptcy Court for the District of New Jersey to employ
Teich Groh as bankruptcy counsel.

Teich Groh will assist and advise the Debtors in the successful
reorganization or sale of assets.

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

     Barry W. Frost, Partner            $400
     Carol L. Knowlton, Partner         $375
     Allen I. Gorski, Partner           $375
     Michael A. Zindler, Partner        $475
     Brian W. Hofmeister, Partner       $400
     Paralegal                          $165

The Debtors assure the Court that Teich Groh is "disinterested" as
that term is defined in Section 101(14) of the Bankruptcy Code.

Robbinsville, New Jersey-based John C. Limm and Sook K. Limm filed
for Chapter 11 bankruptcy protection on February 9, 2010 (Bankr.
D. N.J. Case No. 10-13685).  The Company has assets of $11,911,000
and total debts of $6,437,207.


JSC ALLIANCE BANK: Chapter 15 Case Summary
------------------------------------------
Chapter 15 Petitioner: Maxat Rakhimzhanovich Kabashev,
                       foreign representative

Chapter 15 Debtor: JSC Alliance Bank
                     dba IrtyshBusinessBank OJSC
                   50, Furmanov Street
                   Almaty 05004
                   Republic of Kazakhstan

Chapter 15 Case No.: 10-10761

Chapter 15 Petition Date: February 16, 2010

Court: Southern District of New York (Manhattan)

Judge: James M. Peck

Chapter 15 Petitioner's Counsel: Evan C. Hollander, Esq.
                                 White & Case LLP
                                 1155 Avenue of the Americas
                                 New York, NY 10036
                                 Tel: (212) 819-8660
                                 Fax: (212) 354-8113
                                 Email: ehollander@whitecase.com

Estimated Assets: More than 1,000,000,000

Estimated Debts: More than 1,000,000,000


LEHMAN BROTHERS: 12,903 Mini-Bond Cases Resolved in Hong Kong
-------------------------------------------------------------
The Hong Kong Monetary Authority (HKMA) announced that up to 4
February 2010, there were 12,903 complaint cases concerning
Lehman-Brothers-related investment products which have been
resolved by a settlement agreement reached under section 201 of
the Securities and Futures Ordinance and 787 cases through the
enhanced complaint-handling procedures required by the settlement
agreement.  Together with the 2,750 cases closed because
insufficient prima facie evidence of misconduct was found after
assessment or no sufficient grounds and evidence were found after
investigation, the handling of 16,440 complaints received have now
been completed.

Currently, 1,039 Lehman-Brothers-related complaint cases
(including minibond cases) are under disciplinary consideration
after detailed investigation by the HKMA.  Proposed disciplinary
notices are being prepared in respect of 740 such cases and
proposed disciplinary notices or decision notices have been
issued in respect of another 299 cases.  Adding these 1,039 cases
to those the handling of which has already been completed,
investigation work has finished for 81% of complaint cases
received.

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Australia Court to Hear Unit Appeal
----------------------------------------------------
The High Court of Australia is holding a hearing on Lehman
Brothers Australia's appeal against a ruling in favor of three
local councils, according to a February 8 report by The Australian
Financial Review.

The Full Federal Court earlier upheld the councils' claim that a
deed of company arrangement, which was entered into in May 2009,
was not valid.  Creditors of Lehman Brothers Australia voted in
favor of the proposal, which was filed by Lehman Brothers Asia
Holdings, that will repay the creditors more and avoids costly
and time delays of litigation.

The administrators of Lehman Brothers Australia estimate $142.2
to $247.6 million will be distributed to all the creditors
including other Lehman units; $43.5 million will be set aside for
councils and other contingent creditors which are owed
$626.5 million; and as much as $11 million will be distributed to
executives of Lehman Brothers.

The three local councils had invested in collateralized debt
obligations, and about 40 other councils may participate in a
class action if the appeal is rejected, The Australian Financial
Review reported.

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Class Suit vs. Affiliates, Managers Filed
----------------------------------------------------------
A First Amended Complaint was filed in SDNY federal court on
January 31, 2010, against three Lehman Brothers affiliates and 10
Lehman managers.  The complaint was originally filed on
October 30, 2009, and was assigned case number 1-cv-09-9100.

The filing was for "over 60 limited partners" (LPs) within
LBREP III who contributed funds to the effort to recover for real
estate losses.  The LPs appointed a 4-member Committee to
prosecute the action as representatives and retain counsel,
Arthur Russell of New York, and Ted Parker of Orinda, CA.  Class
Period is November 2007 to May 2008.  LBREP III Class Members may
move to serve as lead plaintiff until 60 days after this Notice.

Suit alleges PPM misstatements and omissions by Lehman affiliates
in selling partnership interests in LBREP III: PPMs said
investments would buy properties in the current market, but Lehman
merely dumped its overpriced investments onto investors along with
Lehman's substantial losses.

A lead plaintiff acts for other class members in directing
litigation.  To be appointed, the Court determines that the claim
is typical and he/she will adequately represent the class.  One
or more class members may be "lead plaintiffs."  The Committee
seeks an order entitling all members to be lead plaintiffs.

The Committee's attorneys have extensive experience in securities
cases.  Contact Parker Law Firm to discuss any questions
concerning this Notice.  Contact:  Ted Parker, (925)254-8011,
tedparkerlaw@gmail.com

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: PwC Says Lehman Appeal May Delay Fund Payouts
--------------------------------------------------------------
PricewaterhouseCoopers said an appeal by Lehman Brothers Holdings
Inc. and its two affiliates of a ruling by a U.K.-based court may
delay payouts to some clients, according to a report by Bloomberg
News.

LBHI, Lehman Brothers Inc. and Lehman Brothers Finance AG earlier
appealed a December 15 ruling issued by the court that Lehman
Brothers International Europe failed to properly segregate
assets.  The court ordered that clients that should have had
their money put into separate accounts by LBIE, and didn't,
cannot claim money from the funds controlled by PwC, the report
said.

The Lehman units are among the clients whose money LBIE failed to
segregate.  They assert claims of more than $3 billion.

PwC, which serves as LBIE's administrator, wanted to distribute
some assets after a March 19 deadline for making claims on those
assets but the payouts will be delayed during the appeal.

"The breadth of the issues subject to appeal is such that the
appeal will impact on the joint administrators' timing of
making an interim distribution of client money," PwC said in a
statement.

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Vernon Asserts $1MM Claims vs. UBS for Notes
-------------------------------------------------------------
UBS committed gross malfeasance when it marketed and sold
$1 million in Lehman principal protected notes to a retired
executive that may now be virtually worthless, according to a
claim filed February 16 by the Vernon Healy investor advocacy law
firm that seeks compensatory and punitive damages against UBS.

Written material obtained by Vernon Healy as part of its pre-
filing investigation shows that UBS disseminated misleading
product descriptions to its financial advisors that portrayed the
Lehman notes as safe investments with 100% of the investor's
principal protected and none at risk, according to the claim filed
February 16 on behalf of a Texas investor.

Actually, the notes were a highly complex product designed by UBS
that carried significant credit risk, the claim states.

These UBS-designed investment products supplied Lehman Brothers
(Pink Sheets:LEHMQ) with an infusion of unsecured loans from main
street investors as the housing market decline and credit crisis
threatened Lehman Brothers' solvency, according to the claim.  The
Lehman Brothers bankruptcy in September 2008 left Lehman note
holders standing in line as unsecured creditors.

As the architect of these Lehman structured products, UBS knew or
should have known of Lehman's precarious financial position, but
UBS urged its financial advisors through internal "road shows" to
pitch Lehman principal protected notes as safe and principal
protected to their clients, according to the claim.

State securities regulators in New Hampshire have taken action
against UBS for deceptive practices involving the notes, so-called
Lehman Brothers Asian Currency Basket Principal Protected Notes,
that were the very same product sold to Vernon Healy's Texas
client filing today's claim.

The Vernon Healy law firm is representing multiple Lehman Brothers
principal protected notes investors in multiple states -- most of
whom have losses well in excess of $500,000 -- in cases against
UBS.  Vernon Healy is also investigating the sale of these Lehman
structured products by the Florida-based brokerage firm Raymond
James.

Since launching its investigation more than a year ago, investors
from all over the world -- particularly from Europe -- have sought
information about Lehman notes through Vernon Healy.  Many of
these international investors were pitched these Lehman structured
notes by affiliates of Credit Suisse or Citi Bank as well as UBS.

Vernon Healy is a Naples, Florida based law firm that is
representing multiple Lehman structured product investors in FINRA
arbitration.  Vernon Healy represents investors who are victims of
stock fraud and stock losses due to broker fraud and brokerage
firm fraud and misconduct.  Vernon Healy securities attorneys are
experienced in arbitration and litigation.  The firm assists
clients in recovering losses caused by all manner of financial
fraud and negligence.  It focuses its practice on complex
financial litigation and arbitration as well as business and
commercial litigation.

                       About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: U.S. Court Issues Ruling on Noteholder Priority
----------------------------------------------------------------
U.S. Bankruptcy Judge James Peck, on January 25, 2010, issued a
ruling holding that there is no material undisputed fact with
respect to unenforceability of (i) "noteholder priority" as the
term is defined under certain swap agreements among Lehman
Brothers Special Financing, Inc., and Dante Finance Public Limited
Company, and (ii) subordination under Condition 44 of the Terms
and Conditions of the Notes.

Judge Peck also ruled that LBSF is therefore entitled to judgment
as a matter of law.  He said he will enter a declaratory judgment
that (i) the provisions in the Swap Agreements that seek to
modify LBSF's payment priority upon an event of default
constitute unenforceable ipso facto clauses that violate Sections
365(e)(1) and 541(c)(1)(B) of the Bankruptcy Code and (ii) any
action to enforce such provisions as a result of LBSF's
bankruptcy filing violates the automatic stay under Section
362(a).

Judge Peck stated that the issues presented in the litigation
are, as far as he can tell, unique to the Lehman bankruptcy cases
and unprecedented.  The Court, he said, is not aware of any other
case that has construed the ipso facto provisions of the
Bankruptcy Code under circumstances comparable to those presented
in the litigation.

"No case has ever declared that the operative bankruptcy filing
is not limited to the commencement of a bankruptcy case by the
debtor-counterparty itself but may be a case filed by a related
entity -- in this instance the counterparty's parent corporation
as credit support provider.  Because this is the first such
interpretation of the ipso facto language, the Court anticipates
that the current ruling may be a controversial one, especially
due to the resulting conflict with the decisions of the English
Courts," Judge Peck said.

"One of the distinguishing characteristics of the Lehman
bankruptcy cases is the complexity of the underlying financial
structures many of which are being analyzed for the first time
from a real world bankruptcy perspective.  It is to be expected,
as a result, that the cases of [Lehman Brothers Holdings, Inc.]
and LBSF on occasion would break new ground as to unsettled
subject matter.  This is one such occasion," he added.

The decision, according to Judge Peck, places BNY Corporate
Trustee Services Ltd. in a difficult position in light of the
contrary determination of the English Courts confirming that
Noteholder Priority applies to claims made against it in England
by Perpetual Perpetual Trustee Company Limited and Belmont Park
Investments Pty Limited.

"This is a situation that calls for the parties, [the U.S. Court]
and the English Courts to work in a coordinated and cooperative
way to identify means to reconcile the conflicting judgments,"
Judge Peck said in his opinion.  Judge Peck, accordingly, directs
that the parties attend a status conference to be held on the
next available omnibus hearing date in the Debtors' cases for
purposes of exploring means to harmonize the decisions of the
U.S. Court and the English Courts.

To recall, the adversary proceeding was filed by LBSF against BNY
over their swap agreements related to LBSF's Dante program of
credit-linked notes.  The dispute raised an issue of who under
the U.S. bankruptcy laws gets paid first under those agreements -
- LBHI or investors who bought the notes.

While the terms of the U.K.-based contracts specify that
investors have first claim on whatever money is available if LBHI
defaults or goes bankrupt, the U.S. bankruptcy law normally
protects a debtor company's assets.

A group of noteholders, including Perpetual Trustee and Belmont
Park, previously filed claims against BNY to foreclose the
collateral held in trust by BNY.  The collateral secures LBSF's
interest in a credit default swap with Saphir Finance Public
Limited Company.  LBHI said it is owed $70 million on the swaps
and wants to get paid.  Meanwhile, BNY Corporate, acting for the
noteholders, wants the case dismissed and cited a U.K. judge who
said that noteholders are entitled to the payments under U.K. law
now that LBHI is bankrupt.

A full-text copy of the January 25 Opinion is available for free
at http://bankrupt.com/misc/180787_86_opinion.pdf

               BNY Mellon to Appeal Jan. 25 Ruling

Bank of New York Mellon Corp. said it will appeal Judge Peck's
January 25 ruling "as a result of the conflicting court decisions
in the U.S. and U.K." regarding the Dante program, according to a
report by MarketWatch.

"The U.S. court's ruling is likely to have implications beyond
this specific case and we are hopeful the appeal will help
clarify the issue," BNY Mellon said.

                        About Lehman Brothers

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

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

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

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

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

               International Operations Collapse

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

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

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


LEWIS EQUIPMENT: Lenders Seek Case Conversion to Chapter 7
----------------------------------------------------------
Secured lenders ask the Bankruptcy Court to convert the
reorganization case of Lewis Equipment Co. to liquidation under
Chapter 7.  The lenders, Fifth Third Bank and Wachovia Financial
Services Inc., assert that Lewis is losing $5 for every $3 in
revenue.  They also point to what they describe as $13 million
that was "drained" from the company before bankruptcy.  A hearing
on the proposed conversion is on March 25.

The examiner, in his report, said that a Chapter 11 trustee was
unnecessary, concluding that that while there were "poor internal
controls and less than adequate accounting, along with the failure
to follow corporate formalities," there was no "pattern of
intentional fraud, conversion, or secretion of assets."  The
examiner believes that failures to comply strictly with loan
agreements were "typical in a closely held corporation."

An examiner was appointed to investigate whether Lewis Equipment
improperly dealt with secured lenders' collateral.  The lenders
requesting the examiner were Fifth Third Bank and Wachovia
Financial Services Inc.

Grand Prairie, Texas-based Lewis Equipment Company, Inc., operates
a construction business.  The Company and its affiliates filed for
Chapter 11 on Sept. 18, 2009 (Bankr. N.D. Tex. Case No. 09-45785
to 09-45814).  Davor Rukavina, Esq., at Munsch, Hardt, Kopf & Harr
represents the Debtors in their restructuring efforts.  In their
petition, the Debtors listed assets and debts both ranging from
$100,000,001 to $500,000,000.


LIONS GATE: Icahn Advises Against MGM, Miramax Purchase
-------------------------------------------------------
Carl Icahn told The Wall Street Journal's Lauren A.E. Schuker in
an interview that Lions Gate Entertainment Corp. shouldn't "roll
the dice on [Metro-Goldwyn-Mayer] or Miramax without getting a
bargain" citing declining library values.

As reported in today's Troubled Company Reporter, Mr. Icahn has
launched a tender offer to acquire up to 13,164,420 common shares
of Lions Gate Entertainment Corp. for $6.00 a share.  The tender
offer, if successful would raise Mr. Icahn and its affiliated
entities' equity stake in Lions Gate to 29.9%.  The Icahn Group
currently holds an 18.9% stake.

Lions Gate is considering purchasing the film libraries of Walt
Disney Co.'s Miramax and Metro-Goldwyn-Mayer Inc.

"I think they have a good formula for what they do," Mr. Icahn
said, referring to those franchises, according to the Journal,
"but if they decide to stray from that formula, the shareholders
should be given the right to decide whether they should or not."

                         "Aggressive" Offer

As reported by the Troubled Company Reporter on February 10, 2010,
New York Post's Peter Lauria said Lions Gate intends to submit an
"aggressive" offer for Miramax even as it advances to the second
round of bidding for Metro-Goldwyn-Mayer, according to sources
inside or close to Lionsgate.

According to NY Post, while Lionsgate isn't considered a serious
contender for MGM because it lacks the financial wherewithal of
richer suitors like Time Warner, it can not only afford Miramax --
even at the rumored $700 million price tag -- but could also have
the field to itself as rivals pursue the bigger fish.

Sources suggested to NY Post that Lionsgate could initially bid as
high as $500 million to $600 million, five times Miramax's roughly
$100 million in annual cash flow and about twice its $300 million
in revenue, to keep other bidders from snatching the asset out
from under it.

According to NY Post, based on 2010 estimates, Lionsgate could
afford a bid in that range.  NY Post said Cowen & Co. projects
annual revenue of $1.5 billion, operating income of $23.4 million,
and adjusted EBITDA of $114 million.  Lions Gate has about $143
million in cash and cash equivalents, a market capitalization of
$604 million and total debt of around $520 million.

Citing The New York Times and The Wall Street Journal, the TCR on
February 2, 2010, reported that Walt Disney has been seeking
buyers for its Miramax film unit. Brooks Barnes of The New York
Times, citing a mergers and acquisitions expert with knowledge of
the process, said Disney has attracted seven to 10 interested
bidders.  According to New York Times' source, the initial
discussions indicate a price of more than $700 million for the
Miramax name and its 700-film library.

The Wall Street Journal's Ethan Smith said Disney has been
gradually dismantling Miramax's filmmaking capacity for some time,
laying off staff and executives.  In January, Disney closed
Miramax's offices and dismissed the majority of its remaining
personnel.

NY Times said one potential buyer is Summit Entertainment, the
privately owned studio that released the two "Twilight" movies.
NY Times said Summit does not have a large library and, despite
its success, could use the steady if diminishing DVD and
television-resale income that comes from one.

According to NY Times, analysts estimate that the Miramax library
generates more than $300 million in annual DVD and television
revenue, but they warn that Disney has never broken out a number.

NY Times said a Summit spokesman declined to comment.  NY Times
also noted Deadline.com, the Hollywood blog, reported last week
that Summit was looking at Miramax.

NY Times also said Harvey Weinstein and Bob Weinstein, who founded
Miramax in 1979, are not among the bidders -- so far.

                   About Metro-Goldwyn-Mayer

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.

In January 2010, Metro-Goldwyn-Mayer was reported to be
considering a prepackaged bankruptcy along with a sale.  The Wall
Street Journal reported MGM has tapped the restructuring practice
at law firm Skadden, Arps, Slate, Meagher & Flom to prepare a
possible prepackaged bankruptcy.  Lenders have extended a
moratorium on interest payments to March 31, allowing more time
for negotiations.

                           About Miramax

Miramax Films -- http://www.miramax.com/-- is the art-
house/independent film division of The Walt Disney Company, and
acts as both producer and distributor for its own films or foreign
films.  Disney acquired Miramax in 1993 from the Weinstein
brothers, who continued to oversee the outfit until 2005, when
they left to found the Weinstein Company.


LIONS GATE: Icahn Makes $79MM Offer to Raise Stake to 30%
---------------------------------------------------------
Carl C. Icahn disclosed that certain of his affiliated entities,
which collectively hold approximately 18.9% of Lions Gate
Entertainment Corp.'s outstanding common shares, intend to
initiate a tender offer for up to 13,164,420 common shares of
Lions Gate which, together with the common shares they already
own, would constitute approximately 29.9% of the outstanding
common shares of Lions Gate.  The purchase price in the Offer will
be USD$6.00 per share in cash.  Shareholders will be entitled to
elect to receive payment in Canadian dollars.

Among other customary conditions, the Offer will be conditioned on
Lions Gate not entering into any material transaction outside of
the ordinary course of business (including any acquisition of
assets over $100 million, and any issuance of securities other
than upon the exercise of currently outstanding options).

Lions Gate has stated that its senior revolving credit facility
provides that a change of control, which includes a person or
group acquiring ownership or control in excess of 20% of its
outstanding common shares, will be an event of default that
permits lenders to accelerate the maturity of borrowings
thereunder.  If such an event of default or acceleration occurs,
it will not be a condition allowing the Icahn Group to withdraw
the Offer.  However, it is our understanding that any such event
of default could be avoided through a waiver by the lenders under
the senior revolving credit facility or through Lions Gate's
prepayment or elimination of the senior revolving credit facility.

Additionally, the Offer will not be subject to financing.

The terms and conditions of the Offer will be set forth in an
Offer to Purchase, Letter of Transmittal and other related
materials to be distributed to holders of the Common Shares and
filed with the SEC as exhibits to the Icahn Group's Schedule TO
and with the Canadian securities authorities on SEDAR.

                       Years Long Pursuit

The Wall Street Journal's Lauren A. E. Schuker reports a Lions
Gate representative said: "Consistent with its fiduciary duties
and in consultation with its financial and legal advisors,
Lionsgate's Board of Directors will review Mr. Icahn's proposal
and will make its recommendation to shareholders promptly.
Lionsgate noted that there is no need for shareholders to take any
action at this time."

The Journal notes Mr. Icahn has slowly increased his stake in
Lions Gate for years.  He has been a vocal critic of Lions Gate's
corporate leadership, including Chief Executive Jon Feltheimer and
Vice Chairman Michael Burns.  In 2009, he set the stage for a
proxy battle after discussions with Lions Gate broke down over a
board restructuring that would have given Mr. Icahn several seats,
including one for his son Brett.

                         About Lions Gate

Lions Gate is a leading, diversified independent producer and
distributor of motion pictures, home entertainment, television
programming and animation worldwide and holds a majority
interest in the pioneering CinemaNow VOD business. The Lions
Gate brand name is synonymous with original, cutting edge,
quality entertainment in markets around the world.

As reported in the Troubled Company Reporter on October 15, 2009,
Standard & Poor's Ratings Services assigned its 'B-' corporate
credit rating to British Columbia-domiciled and Santa Monica,
California-headquartered entertainment company Lions Gate
Entertainment Corp. and its subsidiary, Lions Gate Entertainment
Inc.  The rating outlook is stable.


LYONDELL CHEMICAL: Gets Nod of Settlement with Noteholders
----------------------------------------------------------
Lyondell Chemical Co. and its units sought and obtained the
Court's authority to enter into a settlement agreement with The
Bank of New York Mellon and the Bank of New York Mellon Trust
Company, N.A., resolving a number of complex issues that have been
asserted as potential roadblocks to the successful deleveraging
and reorganization of the Debtors and their estates.

BoNY is indenture trustee for the holders of certain notes
aggregating (a) $100 million issued by Lyondell Chemical Company,
as predecessor-in-interest of ARCO Chemical Company, and
(b) $225 million issued by Equistar Chemicals, LP.

The Debtors' counsel, Peter M. Friedman, Esq., at Cadwalader,
Wickersham & Taft LLP, in New York, discloses that on January 18,
2010, the Debtors and BoNY, with the support of Aurelius Capital
Management, LP and the Ad Hoc Group of Senior Secured Lenders,
agreed in principle to settle (i) BoNY's Motion to Allow Claim for
$361.5 million under Section 507(b) of the Bankruptcy Code, and
(ii) BoNY's Motion to Separately Classify Noteholder Claims, as
well as other outstanding issues in their Chapter 11 cases.

The Parties executed the Settlement Agreement on January 27, 2010.

The Settlement Agreement provides, among others:

  (i) The withdrawal, as of approval of the Settlement Agreement
      and effective date of the Second Amended Plan that is
      consistent with the Settlement Agreement, of the BoNY
      Motions.

(ii) The suspension, as of the filing of the Settlement Motion,
      and the withdrawal with prejudice as of the effective date
      of the Amended Plan, of BoNY's appeal to the Final DIP
      Order.

(iii) The suspension as of the filing of the Settlement Motion,
      and the withdrawal as of the effective date of the Amended
      Plan, of BoNY's complaints in intervention filed in the
      action initiated by the Official Committee of Unsecured
      Creditors against the Debtors' prepetition lenders and
      directors.

(iv) A modification to the treatment of Class 4 creditors under
      the Amended Plan to provide that:

      -- the claims of the Senior Secured Lenders will be
         reduced in an amount equal to the adequate protection
         payments made by the Debtors to the Senior Secured
         Lenders through and including the Effective Date of the
         Amended Plan;

      -- the Claims of the Senior Secured Lenders will be
         reduced in an amount equal to the cost of resolution of
         any outstanding fraudulent conveyance litigation,
         including the Committee Action against the Senior
         Secured Lenders; and

      -- the Noteholders will receive Class A Shares based on
         the value of the entire LyondellBasell enterprise
         consistent with the basis for Class A Shares to be
         received by Senior Secured Lenders;

  (v) The payment, as an administrative priority claim pursuant
      to the Amended Plan, of the reasonable legal fees and
      expenses of Kramer Levin Naftalis & Frankel LLP, as
      counsel to Aurelius and certain other holders of ARCO
      Notes and Equistar Notes, for services performed solely in
      connection with the representation of the Noteholders in
      the Debtors' Chapter 11 cases, in an amount not exceeding
      $1 million, subject to the Debtors' receipt of supporting
      documentation and review.

(vi) BoNY's agreement that it will not object to confirmation
      of a plan consistent with the Settlement Agreement.

(vii) The Debtors' termination of the Settlement Agreement if
      Aurelius objects to confirmation of a plan consistent with
      the Settlement Agreement.

                           Objections

The Official Committee of Unsecured Creditors objected to the
settlement, saying it places inappropriate and binding obligations
on the Debtors to pursue the Debtors' Second Amended Joint Plan of
Reorganization.

The Creditors Committee's counsel, Steven D. Pohl, Esq., at Brown
Rudnick LLP, in New York, contends that the binding obligations
are inappropriate because the Amended Plan is dependent upon
approval of the Lender Litigation Settlement thus, these
obligations would stalemate the Debtors' Chapter 11 cases if the
Lender Litigation Settlement is not approved.  The binding
obligations would also be inconsistent with the Debtors'
fiduciary duties in certain circumstances, he argues.

At the February 11 hearing, the Court approved the Debtors
settlement agreement with BoNY, subject to changes that allow
Lyondell to consider offers other than the current Plan of
Reorganization based on a rights offering of new stock, Bloomberg
News reported.  The Plan is supported by Len Blavatnik's Access
Industries, Apollo Management LP and Ares Corporate Opportunity
Fund III.

"If a Joe Smith were to come down the road and make a cash offer
for the estate that might require abandonment of the existing
plan, the company should not be prejudiced to consider the offer,
Judge Gerber said at the February 11 hearing, Bloomberg noted.

However, Judge Gerber and counsel to the parties did not mention
the possibility of a competing offer from Reliance Industries Ltd.
To recall, Reliance offered to buy Lyondell for $13.5 billion in
January 2010.

Under the Court-approved BoNY Settlement, BoNY's $476 million in
Lyondell bonds will be treated the same as similarly ranked debt,
Bloomberg said.

"The financial merits of the settlement are obvious," Judge Gerber
said of the BoNY Settlement, telling Lyondell and BoNY that they
should have accommodated objections from unsecured creditors
before showing up in court to seek approval.

A formal order with respect to the BoNY Settlement was not yet
available in the Court's public dockets as of press time.

                      About Lyondell Chemical

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

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

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

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

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

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


LYONDELL CHEMICAL: Plan Outline Hearing Moved to Feb. 22
--------------------------------------------------------
Judge Robert Gerber of the United States Bankruptcy Court for the
Southern District of New York rescheduled the hearing to consider
the adequacy of the Disclosure Statement accompanying Lyondell
Chemical Company and its debtor affiliates' Second Amended Joint
Plan of Reorganization from February 8, 2010, to February 22,
2010.

As per a January 27, 2010, deadline to object to the Disclosure
Statement, the Official Committee of Unsecured Creditors and about
10 parties complained, among others, of the lack of or inadequate
information of the Disclosure Statement.

Moreover, the Court recently scheduled confirmation hearing of the
Plan for April 15, 2010.

A full-text copy of the Second Amended Plan is available for free
at http://bankrupt.com/misc/Lyondell_SecondAmPlan.pdf

A full-text copy of the Second Amended Disclosure Statement is
available for free at:

       http://bankrupt.com/misc/Lyondell_SecondAmDS.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)


MARK GINSBURG: Files Schedules of Assets & Liabilities
------------------------------------------------------
Mark J. Ginsburg has filed with the U.S. Bankruptcy Court for the
Southern District of Florida his schedules of assets and
liabilities, disclosing:

  Name of Schedule                Assets           Liabilities
  ----------------                ------           -----------
A. Real Property               $6,650,000

B. Personal Property          $10,025,693

C. Property Claimed as
   Exempt

D. Creditors Holding
   Secured Claims                                  $10,130,976

E. Creditors Holding
   Unsecured Priority
   Claims                                             $379,571

F. Creditors Holding
   Unsecured Non-priority
   Claims                                          $37,313,188
                              -------------      -------------
         TOTAL                  $16,675,693        $47,823,735

Lighthouse Point, Florida-based Mark J. Ginsburg, aka Mark
Ginsburg and Dr. Mark Ginsburg, filed for Chapter 11 bankruptcy
protection on February 9, 2010 (Bankr. S.D. Fla. Case No. 10-
13056).  Chad P. Pugatch, Esq., who has an office in Ft.
Lauderdale, Florida, assists the Company in its restructuring
effort.  The Company has assets of $16,675,693 and total debts of
$47,823,735.


MARK GINSBURG: Section 341(a) Meeting Scheduled for March 12
------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of creditors
in Mark J. Ginsburg's Chapter 11 case on March 12, 2010, at 3:30
p.m.  The meeting will be held at U.S. Courthouse, 299 E Broward
Blvd #411, Ft Lauderdale, FL 33301.

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.

Lightouse Point, Florida-based Mark J. Ginsburg, aka Mark Ginsburg
and Dr. Mark Ginsburg, filed for Chapter 11 bankruptcy protection
on February 9, 2010 (Bankr. S.D. Fla. Case No. 10-13056).  Chad P.
Pugatch, Esq., who has an office in Ft. Lauderdale, Florida,
assists the Company in its restructuring effort.  The Company has
assets of $16,675,693 and total debts of $47,823,735.


MARK GINSBURG: Taps Rice Pugatch as Bankruptcy Counsel
------------------------------------------------------
Mark J. Ginsburg has sought the permission of the U.S. Bankruptcy
Court for the Southern District of Florida to employ Chad P.
Pugatch and the law firm of Rice Pugatch Robinson & Schiller,
P.A., as bankruptcy counsel, nunc pro tunc to the Petition Date.

Rice Pugatch will, among other things:

     a. advise the Debtor with respect to its responsibilities in
        complying with the U.S. Trustee's Operating Guidelines and
        Reporting Requirements and with the rules of the Court;

     b. prepare motions, pleadings, orders, applications,
        adversary proceedings, and other legal documents necessary
        in the administration of the case;

     c. protect the interest of the Debtor in matters pending
        before the Court; and

     d. represent the Debtor in negotiation with its creditors in
        the preparation of a plan.

The Debtor hasn't disclosed how Rice Pugatch will be compensated
for its services.

Chad P. Pugatch, an attorney at Rice Pugatch, assures the Court
that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Lightouse Point, Florida-based Mark J. Ginsburg, aka Mark Ginsburg
and Dr. Mark Ginsburg, filed for Chapter 11 bankruptcy protection
on February 9, 2010 (Bankr. S.D. Fla. Case No. 10-13056).  The
Company has assets of $16,675,693 and total debts of $47,823,735.


MARK GINSBURG: Wants to Hire Moskowitz Mandell as Special Counsel
-----------------------------------------------------------------
Mark J. Ginsburg has asked for permission from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Michael W.
Moskowitz, Esq., and the law firm of Moskowitz, Mandell, Salim &
Simowitz, P.A., as special litigation counsel.

MMS&S has been representing the Debtor prior to the Petition Date
in various state court litigation cases that remain pending in the
11th Judicial circuit Court of Miami-Dade County, Florida, and the
17th Judicial Circuit Court in and for Broward County, Florida.
The Debtor is in the process of having certain of those matters
removed to the Bankruptcy Court where representation will be
necessary.  The Debtor is also in the process of filing an
extensive adversary proceeding involving some of the parties in
the State Court litigation as well as other parties to be named
for recovery of fraudulent transfers and other damages for fraud,
conversion and other relief in which the background knowledge and
expertise of MMS&S will be critical.  MMS&S will prosecute the
Special Litigation Claims on behalf of the Debtor's interest of
the estate.

The Debtor hasn't disclosed how Rice Pugatch will be compensated
for its services.

Michael W. Moskowitz, Esq., at Moskowitz Madell assures the Court
that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Lightouse Point, Florida-based Mark J. Ginsburg, aka Mark Ginsburg
and Dr. Mark Ginsburg, filed for Chapter 11 bankruptcy protection
on February 9, 2010 (Bankr. S.D. Fla. Case No. 10-13056).  Chad P.
Pugatch, Esq., who has an office in Ft. Lauderdale, Florida,
assists the Company in its restructuring effort.  The Company has
assets of $16,675,693 and total debts of $47,823,735.


MC PRECAST: DIP Financing, Cash Collateral Use Gets Interim Nod
---------------------------------------------------------------
Mc Precast, Inc., sought and obtained interim authorization from
the U.S. Bankruptcy Court for the Northern District of Georgia to
obtain postpetition secured financing from Atlantic Capital Bank
and use cash collateral.

The DIP lenders have committed to provide up to $500,000.

Ashley R. Ray, Esq., at Scroggins & Williamson, the attorney for
the Debtor, explained that the Debtor needs the money to fund its
Chapter 11 case, pay suppliers and other parties.

The proposed DIP Credit Agreement provides for interest to accrue
on all unpaid principal amounts of the loans from the respective
dates such principal amounts are advanced until paid at a fixed
rate equal to 8% per annum.  In the event of default, the
principal amount of the obligations will bear interest at a fixed
rate equal to 12% per annum.

The Debtor grants ACB a continuing security interest in and lien
upon all of Debtor's property and interests in property.

ACB is granted: (i) perfected first priority senior security
interests in and liens upon all Collateral that, as of the
Petition Date, is not subject to other valid, perfected and non-
avoidable liens or to valid and unavoidable liens in existence on
the Petition Date that are perfected thereafter; and (ii)
perfected junior security interests in and liens upon all
Collateral that is subject to valid, perfected and non-avoidable
liens in existence on the Petition Date or to valid and
unavoidable liens in existence on the Petition Date that are
perfected thereafter.  The DIP Liens will prime and will be senior
in priority to all pre-petition liens and security interests with
respect to any of the Collateral that exists in favor of ACB or
any Subordinated Creditor.

The DIP lien is subject to a carve-out for U.S. Trustee and Clerk
of Court fees; up to $40,000 in fees payable to professional
employed in the Debtors' case; and fees of the committee in
pursuing actions challenging the DIP Lenders' lien.

The principal amount of the DIP Loans will be paid by Debtor to
ACB immediately upon (a) each receipt by ACB or Debtor of any
proceeds of any of the Collateral, to the extent of such proceeds,
unless and to the extent the proceeds are authorized to be used by
Debtor pursuant to the Interim Order and/or Final Order, and
(b) the Termination Date.

A copy of the DIP financing agreement is available for free at:

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

Ms. Ray says that the Debtors will also use the Cash Collateral to
provide additional liquidity.  As adequate protection of ACB's
interest in the Collateral, ACB is granted replacement liens in
and to all of the Collateral.

The Court has set a final hearing for March 2, 2010, on 10:00 a.m.
on the Debtor's request to obtain DIP financing and use cash
collateral.

                          About MC Precast

Newnan, Georgia-based MC Precast, Inc., filed for Chapter 11
bankruptcy protection on February 8, 2010 (Bankr. N.D. Ga. Case
No. 10-10466).  J. Robert Williamson, Esq., at Scroggins and
Williamson, 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.


MCGRATH'S PUBLICK: Wants to Use Cash Collateral of GE & Arizona
---------------------------------------------------------------
McGrath's Publick Fish House, Inc., has sought authorization from
the U.S. Bankruptcy Court for the District of Oregon to use the
cash generated from its Alderwood and Goodyear restaurants for the
payment of ongoing operating expenses at those respective
restaurants.

The Debtor entered into various loan and security agreements with
lenders pertaining to its various restaurants.  Two of those
lenders are secured by a security interest in Debtor's inventory
at certain restaurant locations: GE Capital Franchise Finance
Corporation has a security interest in the Debtor's inventory at
its Alderwood restaurant in Lynwood, Washington, and Arizona
Business Bank has a security interest in Debtor's inventory at its
Goodyear, Arizona restaurant.

Leon Simson, Esq., at Tonkon Torp LLP, the attorney for the
Debtor, explains that the Debtor needs the money to continue its
operations at its Alderwood restaurant pending resolution of
Debtor's motion to reject the Alderwood lease and at its Goodyear
restaurant in order to preserve the value of Debtor and its
estate.  The Debtors will use the collateral pursuant to budgets,
copies of which are available for free at:

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

In exchange for using the cash collateral, the Debtors propose to
grant each lender a replacement security interest and lien.

The Debtor doesn't acknowledge the first-priority secured claim by
way of common-law setoff right against more than $985,000 in the
Debtor's deposit accounts at U.S. Bank National Association.
Nonetheless, U.S. Bank consents to the Debtor's use of cash
collateral on the condition that U.S. Bank receive a first-
priority replacement lien on all property of the estate to secure
any diminution in the value of U.S. Bank's cash collateral.

U.S. Bank is represented by Miller Nash LLP.

Salem, Oregon-based McGrath's Publick Fish House, Inc., fdba
McGrath's Properties LLC, filed for Chapter 11 bankruptcy
protection on February 3, 2010 (Bankr. D. Ore. Case No. 10-60500).
Leon Simson, Esq., who has an office in Portland, Oregon, assists
the Company in its restructuring effort.  The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


METRO-GOLDWYN-MAYER: Icahn Advises Lions Gate Against Purchase
--------------------------------------------------------------
Carl Icahn told The Wall Street Journal's Lauren A.E. Schuker in
an interview that Lions Gate Entertainment Corp. shouldn't "roll
the dice on [Metro-Goldwyn-Mayer] or Miramax without getting a
bargain" citing declining library values.

As reported in today's Troubled Company Reporter, Mr. Icahn has
launched a tender offer to acquire up to 13,164,420 common shares
of Lions Gate Entertainment Corp. for $6.00 a share.  The tender
offer, if successful would raise Mr. Icahn and its affiliated
entities' equity stake in Lions Gate to 29.9%.  The Icahn Group
currently holds an 18.9% stake.

Lions Gate is considering purchasing the film libraries of Walt
Disney Co.'s Miramax and Metro-Goldwyn-Mayer Inc.

"I think they have a good formula for what they do," Mr. Icahn
said, referring to those franchises, according to the Journal,
"but if they decide to stray from that formula, the shareholders
should be given the right to decide whether they should or not."

                         "Aggressive" Offer

As reported by the Troubled Company Reporter on February 10, 2010,
New York Post's Peter Lauria said Lions Gate intends to submit an
"aggressive" offer for Miramax even as it advances to the second
round of bidding for Metro-Goldwyn-Mayer, according to sources
inside or close to Lionsgate.

According to NY Post, while Lionsgate isn't considered a serious
contender for MGM because it lacks the financial wherewithal of
richer suitors like Time Warner, it can not only afford Miramax --
even at the rumored $700 million price tag -- but could also have
the field to itself as rivals pursue the bigger fish.

Sources suggested to NY Post that Lionsgate could initially bid as
high as $500 million to $600 million, five times Miramax's roughly
$100 million in annual cash flow and about twice its $300 million
in revenue, to keep other bidders from snatching the asset out
from under it.

According to NY Post, based on 2010 estimates, Lionsgate could
afford a bid in that range.  NY Post said Cowen & Co. projects
annual revenue of $1.5 billion, operating income of $23.4 million,
and adjusted EBITDA of $114 million.  Lions Gate has about
$143 million in cash and cash equivalents, a market capitalization
of $604 million and total debt of around $520 million.

Citing The New York Times and The Wall Street Journal, the TCR on
February 2, 2010, reported that Walt Disney has been seeking
buyers for its Miramax film unit. Brooks Barnes of The New York
Times, citing a mergers and acquisitions expert with knowledge of
the process, said Disney has attracted seven to 10 interested
bidders.  According to New York Times' source, the initial
discussions indicate a price of more than $700 million for the
Miramax name and its 700-film library.

The Wall Street Journal's Ethan Smith said Disney has been
gradually dismantling Miramax's filmmaking capacity for some time,
laying off staff and executives.  In January, Disney closed
Miramax's offices and dismissed the majority of its remaining
personnel.

NY Times said one potential buyer is Summit Entertainment, the
privately owned studio that released the two "Twilight" movies.
NY Times said Summit does not have a large library and, despite
its success, could use the steady if diminishing DVD and
television-resale income that comes from one.

According to NY Times, analysts estimate that the Miramax library
generates more than $300 million in annual DVD and television
revenue, but they warn that Disney has never broken out a number.

NY Times said a Summit spokesman declined to comment.  NY Times
also noted Deadline.com, the Hollywood blog, reported last week
that Summit was looking at Miramax.

NY Times also said Harvey Weinstein and Bob Weinstein, who founded
Miramax in 1979, are not among the bidders -- so far.

                   About Metro-Goldwyn-Mayer

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.

In January 2010, Metro-Goldwyn-Mayer was reported to be
considering a prepackaged bankruptcy along with a sale.  The Wall
Street Journal reported MGM has tapped the restructuring practice
at law firm Skadden, Arps, Slate, Meagher & Flom to prepare a
possible prepackaged bankruptcy.  Lenders have extended a
moratorium on interest payments to March 31, allowing more time
for negotiations.

                           About Miramax

Miramax Films -- http://www.miramax.com/-- is the art-
house/independent film division of The Walt Disney Company, and
acts as both producer and distributor for its own films or foreign
films.  Disney acquired Miramax in 1993 from the Weinstein
brothers, who continued to oversee the outfit until 2005, when
they left to found the Weinstein Company.


MIDWAY GAMES: Wants to Have Sole Plan Rights Until May 14
---------------------------------------------------------
Midway Games 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 of Liquidation and
to solicit acceptances of that Plan until May 14, 2010, and
July 13, 2010, respectively.

Filing their request for a seventh extension, the Debtors relate
that they need to continue the negotiation with their major
creditor constituencies with respect to a proposed Plan of
Liquidation.  The Debtors add that they are in the process of
reviewing schedules and filed proofs of claim and requests for
administrative expenses.

The Debtors propose a hearing on their exclusive periods extension
on March 23, 2010, at 11:00 a.m. (EST.).  Objections, if any, are
due on March 3, 2010, at 4:00 p.m. (EST)

Headquartered in Chicago, Illinois, Midway Games Inc. (OTC Pink
Sheets: MWYGQ) -- http://www.midway.com/-- was a leading
developer and publisher of interactive entertainment software for
major videogame systems and personal computers.

The Company and nine of its affiliates filed for Chapter 11
protection on February 12, 2009 (Bankr. D. Del. Lead Case No.
09-10465).  Michael D. DeBaecke, Esq., Jason W. Staib, Esq, and
Victoria A. Guilfoyle, Esq., at Blank Rome LLP, in Wilmington,
Delaware; and Marc E. Richards, Esq., and Pamela E. Flaherty,
Esq., at Blank Rome LLP, in New York, represent the Debtors in
their restructuring efforts.  Attorneys at Milbank, Tweed, Hadley
& McCloy LLP and Richards, Layton & Finger, P.A. represent the
official committee of unsecured creditors as counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing, and
balloting agent.

On July 10, 2009, Midway and certain of its U.S. subsidiaries
completed the sale of substantially all of their assets to
Warner Bros. Entertainment Inc. in a sale approved by the Court.
The aggregate gross purchase price is roughly $49 million,
including the assumption of certain liabilities.  Midway is
disposing of its remaining assets.

At June 30, 2009, the Debtors had $1.39 billion in total assets
and $1.59 billion in total liabilities.


MIRAMAX FILMS: Icahn Advises Lions Gate Against Purchase
--------------------------------------------------------
Carl Icahn told The Wall Street Journal's Lauren A.E. Schuker in
an interview that Lions Gate Entertainment Corp. shouldn't "roll
the dice on [Metro-Goldwyn-Mayer] or Miramax without getting a
bargain" citing declining library values.

As reported in today's Troubled Company Reporter, Mr. Icahn has
launched a tender offer to acquire up to 13,164,420 common shares
of Lions Gate Entertainment Corp. for $6.00 a share.  The tender
offer, if successful would raise Mr. Icahn and its affiliated
entities' equity stake in Lions Gate to 29.9%.  The Icahn Group
currently holds an 18.9% stake.

Lions Gate is considering purchasing the film libraries of Walt
Disney Co.'s Miramax and Metro-Goldwyn-Mayer Inc.

"I think they have a good formula for what they do," Mr. Icahn
said, referring to those franchises, according to the Journal,
"but if they decide to stray from that formula, the shareholders
should be given the right to decide whether they should or not."

                         "Aggressive" Offer

As reported by the Troubled Company Reporter on February 10, 2010,
New York Post's Peter Lauria said Lions Gate intends to submit an
"aggressive" offer for Miramax even as it advances to the second
round of bidding for Metro-Goldwyn-Mayer, according to sources
inside or close to Lionsgate.

According to NY Post, while Lionsgate isn't considered a serious
contender for MGM because it lacks the financial wherewithal of
richer suitors like Time Warner, it can not only afford Miramax --
even at the rumored $700 million price tag -- but could also have
the field to itself as rivals pursue the bigger fish.

Sources suggested to NY Post that Lionsgate could initially bid as
high as $500 million to $600 million, five times Miramax's roughly
$100 million in annual cash flow and about twice its $300 million
in revenue, to keep other bidders from snatching the asset out
from under it.

According to NY Post, based on 2010 estimates, Lionsgate could
afford a bid in that range.  NY Post said Cowen & Co. projects
annual revenue of $1.5 billion, operating income of $23.4 million,
and adjusted EBITDA of $114 million.  Lions Gate has about
$143 million in cash and cash equivalents, a market capitalization
of $604 million and total debt of around $520 million.

Citing The New York Times and The Wall Street Journal, the TCR on
February 2, 2010, reported that Walt Disney has been seeking
buyers for its Miramax film unit. Brooks Barnes of The New York
Times, citing a mergers and acquisitions expert with knowledge of
the process, said Disney has attracted seven to 10 interested
bidders.  According to New York Times' source, the initial
discussions indicate a price of more than $700 million for the
Miramax name and its 700-film library.

The Wall Street Journal's Ethan Smith said Disney has been
gradually dismantling Miramax's filmmaking capacity for some time,
laying off staff and executives.  In January, Disney closed
Miramax's offices and dismissed the majority of its remaining
personnel.

NY Times said one potential buyer is Summit Entertainment, the
privately owned studio that released the two "Twilight" movies.
NY Times said Summit does not have a large library and, despite
its success, could use the steady if diminishing DVD and
television-resale income that comes from one.

According to NY Times, analysts estimate that the Miramax library
generates more than $300 million in annual DVD and television
revenue, but they warn that Disney has never broken out a number.

NY Times said a Summit spokesman declined to comment.  NY Times
also noted Deadline.com, the Hollywood blog, reported last week
that Summit was looking at Miramax.

NY Times also said Harvey Weinstein and Bob Weinstein, who founded
Miramax in 1979, are not among the bidders -- so far.

                   About Metro-Goldwyn-Mayer

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.

In January 2010, Metro-Goldwyn-Mayer was reported to be
considering a prepackaged bankruptcy along with a sale.  The Wall
Street Journal reported MGM has tapped the restructuring practice
at law firm Skadden, Arps, Slate, Meagher & Flom to prepare a
possible prepackaged bankruptcy.  Lenders have extended a
moratorium on interest payments to March 31, allowing more time
for negotiations.

                           About Miramax

Miramax Films -- http://www.miramax.com/-- is the art-
house/independent film division of The Walt Disney Company, and
acts as both producer and distributor for its own films or foreign
films.  Disney acquired Miramax in 1993 from the Weinstein
brothers, who continued to oversee the outfit until 2005, when
they left to found the Weinstein Company.


MORRIS PUBLISHING: Wins Confirmation of Restructuring Plan
----------------------------------------------------------
The bankruptcy court confirmed Morris Publishing Group's
reorganization plan and approved the adequacy of its Disclosure
Statement, clearing the way for the Company to emerge from
bankruptcy as soon as March 1, 2010.

Once it emerges from bankruptcy, Morris Publishing and its 13
daily newspapers will operate from a stronger financial position,
having reduced its overall principal amount of indebtedness from
approximately $418 million to approximately $107 million.

"We are delighted with the Court's decision today," said William
S. Morris III, chairman of Morris Publishing.  "This restructuring
process has been lengthy and difficult, especially for our
dedicated and loyal employees.  I want to personally thank them,
along with our advertisers, suppliers and readers, for their
valued support during this period.

"Our commitment is to remain an agile and innovative market-driven
newspaper company whose core mission is to gather and distribute
news, support our advertisers and publish great newspapers and Web
sites."

Morris filed its Pre-Packaged Plan of Reorganization in January
with the overwhelming support of its bondholders as well as its
senior secured creditors.  Upon emergence, the Company will
exchange $100 million of new second lien secured notes due in 2014
for the cancellation of approximately $278.5 million of principal
amount of outstanding senior subordinated unsecured notes due 2013
plus accrued and unpaid interest.

Concurrently with the exchange of bondholder debt, affiliated
entities owned and controlled by the Morris family will make a
capital contribution of approximately $85 million and a repayment
of intercompany indebtedness of approximately $25 million,
resulting in the cancellation of approximately $110 million of
Morris Publishing's senior secured debt.

For more information on the Company's restructuring, visit Morris
Publishing's Web site, www.morrisrestructures.com.

                 About Morris Publishing

Morris Publishing Group, LLC -- dba Albion Shopper, et al. -- is a
privately held media company based in Augusta, Georgia.  Morris
Publishing currently owns and operates 13 daily newspapers as well
as nondaily newspapers, city magazines and free community
publications in the Southeast, Midwest, Southwest and Alaska. The
petition says assets and debts are $100 million to $500 million.

The Company filed for Chapter 11 bankruptcy protection on
January 19, 2010 (Bankr. S.D. Ga. Case No. 10-10134).  James T.
Wilson, Jr., Esq., who has an office in Augusta, GA, is the
Debtor's co-counsel.  Lazard Ltd. is the Debtor's financial
advisor, while Kurtzman Carson Consultants is its claims agent.
The Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.

The Company's affiliates -- Athens Newspapers, LLC, et al. --
filed separate Chapter 11 petitions.


MOVIE GALLERY: To Close 11 Stores in Northeast Ohio
---------------------------------------------------
Movie Gallery, Inc., which filed for bankruptcy protection on
February 2, 2010, in the U.S. Bankruptcy Court for the Eastern
District of Virginia, Richmond Division, is set to close 11 of
its 16 Movie Gallery and Hollywood Video locations in Northeast
Ohio, Crain's Cleveland business News reported.

According to Crain's report, the Wilsonville, Oregon based Movie
Gallery had said that it will close 760 Movie Gallery, Hollywood
Video and Game Crazy stores that do not contribute to the
company's profitability.  Further, the company had said that it
plans to retain 900 of its stores that will form the foundation
of its present company, however, the company also said it may
close more of these stores if it cannot cope with the rents and
other costs.

Crain's related that Hollywood Video outlets that are set to
close are located in Aurora, Brook Park, Fairlawn, Lorain,
Mentor, North Ridgeville and University Heights.  Movie Gallery
will also close its stores in Chesterland, Medina, Streetsboro
and Twinsburg.

Movie Gallery's store locator on its web site indicates which
stores it is shutting and which it is retaining.

                        About Movie Gallery

Based in Wilsonville, Ore., Movie Gallery, Inc. is the second
largest North American video and game rental company, operating
stores in the U.S. and Canada under the Movie Gallery, Hollywood
Video and Game Crazy brands.

Movie Gallery first filed for Chapter 11 on Oct. 16, 2007 (Bankr.
E.D. Va. Case Nos. 07-33849 to 07-33853).  Kirkland & Ellis LLP
and Kutak Rock LLP represented the Debtors.  The Company emerged
from bankruptcy on May 20, 2008, with private-investment firms
Sopris Capital Advisors LLC and Aspen Advisors LLC as its
principal owners.  William Kaye was appointed plan administrator
and litigation trustee.

Movie Gallery returned to Chapter 11 protection on February 3,
2009 (Bankr. E.D. Va. Case No. 10-30696).  Attorneys at
Sonnenschein Nath & Rosenthal LLP and Kutak Rock LLP represent the
Debtors in their second restructuring effort.  Kurtzman Carson
Consultants serves as claims and notice agent.


MPC COMPUTERS: Gateway Slams MPC Disclosure Statement as Lacking
----------------------------------------------------------------
Law360 reports that Gateway Inc. has filed an objection to MPC
Computers LLC's disclosure statement, saying it is inadequate and
should not be approved until the company provides more information
on how it will affect creditors.

MPC Corp. filed with Bankruptcy Court a proposed Plan of
Liquidation and an explanatory Disclosure Statement.

The purpose of the Plan is to conclude the Debtors' orderly
liquidation of assets and govern distributions to creditors.

Under the Plan, secured creditors will recover 100% of their
claims in the form of cash, payment from the proceeds from the
sale of their collateral, or the surrender of the collateral to
the claimants.  Unsecured claimants will receive their pro rata
share from "distributable cash".  To the extent they are paid in
full, the unsecured creditors will be entitled to receive
postpetition interest.  Equity holders won't receive any
distributions.

A copy of the Plan is available for free at:

   http://bankrupt.com/misc/MPC_Chapter11Plan.pdf

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

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

                       About MPC Corporation

Headquartered in Nampa, Idaho, MPC Corporation --
http://www.mpccorp.com-- sells personal computer and provides
computer software and hardware to mid-size businesses,
government agencies and education organizations.  The Debtors
acquired Gateway Professional Divison from Gateway Inc. and
Gateway Technologies Inc. in October 1, 2007.  The company and
eight of its affiliates filed for Chapter 11 protection on
November 6, 2008 (Bankr. D. Del. Lead Case No. 08-12667).  Richard
A. Robinson, Esq., at Reed Smith LLP, represents the Debtors in
their restructuring efforts.  The Debtor selected Focus Management
Group USA, LLC, as its financial advisors.  The United States
Trustee appointed seven members to the Official Committee of
Unsecured Creditors on November 25, 2008.  Hahn & Hessen LLP
represents the Committee.  As of June 30, 2008, the Debtors have
$258.3 million in total assets and $277.8 million in total debts


NATIONAL CENTURY: MDL Mediation Commenced February 4
----------------------------------------------------
Robert S. Kaiser, Esq., the Mediator of the U.S. District Court
for the Southern District of Ohio, notifies the District Court and
parties-in-interest that the mediation conference in the
multidistrict litigation relating to National Century Financial
Enterprises, Inc.'s bankruptcy commenced February 4, 2010.  He
explains that pursuant to Rule 16 of the Federal Rules of Civil
Procedure and Rule 16 of the Local Bankruptcy Rules, issues in the
MDL have been referred to him for mediation.

Mr. Kaiser says that the purpose of the mediation will be to fully
explore a negotiated resolution of the MDL, which will include
analysis of the costs and potential outcomes of continuing the
case through a judicial decision, as well as the parties'
interests and motivations as they pertain to the dispute and a
settlement.

To maximize the effectiveness of the mediation, Mr. Kaiser tells
the parties' counsel to pay close attention to certain enclosed
information about the mediation process.

               District Court Terminates Motions

U.S. Magistrate Judge Mark R. Abel directed the Clerk of Court to
terminate these requests and documents:

  -- Plaintiff City of Chandler Arizona et al.'s motion to
     compel complete production of Bloomberg e-mails by
     Defendant Credit Suisse;

  -- Credit Suisse's motion to compel Plaintiffs to produce
     Bloomberg e-mail; and

  -- Plaintiffs New York City Fire Department Pension Fund, New
     York City Police Pension Fund, New York City Employees'
     Retirement System, and Teachers' Retirement System for the
     City of New York's memorandum in support of Chandler's
      motion to compel.

The District Court noted that the motions were ruled in a
February 7, 2008, telephone conference before Judge Abel.

The Clerk of Court was also directed to terminate Donald H. Ayers'
May 30, 2008 motion to quash writ of habeas corpus ad
testificandum and request of temporary stay of discovery.  Judge
Abel held that the motion is moot.

Judge Abel ruled that the September 22, 2008 motion for joinder of
the Outside Directors in the motion by Credit Suisse for sanctions
against Pharos Capital and the October 23, 2008 motion for joinder
of the Outside Directors in the reply memorandum of law in further
support of the motion for sanctions were granted in the District
Court's January 8, 2009 order.  Hence, Judge Abel directed the
Clerk of Court to terminate the motions for joinder.

                  Credit Suisse Seals Replies

Credit Suisse Securities (USA) LLC, formerly known as Credit
Suisse First Boston LLC, notifies the District Court and parties-
in-interest of its filing under seal its reply memorandum of law
in further support of its request to (i) strike evidence submitted
by Pharos Capital Partners, L.P., in opposition to Credit Suisse's
Motion for Summary Judgment, and (ii) exclude portions of the
expert testimony and reports of Glenn A. Okun.

The replies are sealed in accordance with the Protective Order
entered by the District Court on July 12, 2007.

              MetLife and Lloyds Seal Reply Memo

Plaintiffs MetLife and Lloyds notify parties-in-interest that they
have filed under seal their consolidated reply memorandum of law
in further support of their motion to strike evidence submitted by
Credit Suisse with its Motion for Summary Judgment, and the
supporting affidavit of Sarah Gibbs Leivick with all accompanying
exhibits.

            Pharos and Outside Directors Stipulate

Plaintiff Pharos and Defendants Outside Directors -- Thomas G.
Mendell, Eric R. Wilkinson, and Linda E. Johnson, as Executor of
the Estate of Harold W. Pote -- agree to dismiss Pharos' claims
against the Outside Directors with prejudice pursuant to Rule
41(a)(2) of the Federal Rules of Civil Procedure.  Each party will
bear its own fees and costs.

District Court Judge James L. Graham approved the stipulation.

                       Sealed Transcript

Kathy D. Patrick, Esq., at Gibbs & Bruns, L.L.P., in Houston,
Texas, notifies parties-in-interest of the filing under seal of
the certified transcript of the telephone hearing before Judge
Abel held last December 17, 2008.

The hearing related to the Arizona Noteholders and the UAT's
motion to strike an untimely errata sheet filed by Credit Suisse.
An official transcript of the hearing, memorializing Magistrate
Abel's ruling, was prepared by a court reporter with Merrill Legal
Solutions.

               B.E Dickerson Moves to New Place

Defendants Donald H. Ayers and Ayers LLC notify the Court and
parties-in-interest that their counsel moved to a new address:

    Brian E. Dickerson
    Jonathan R. Secrest
    Roetzel & Andress
    National City Plaza-Twelfth Floor
    155 East Broad Street
    Columbus, Ohio 43215
    Direct Phone No.: (239) 649-2702
    Main Phone No.: (614) 463-9770
    Fax No.: (614) 463-9792
    E-mail: bdickerson@ralaw.com
    E-mail: jsecrest@ralaw.com

                       About National Century

Headquartered in Dublin, Ohio, National Century Financial
Enterprises, Inc. -- http://www.ncfe.com/-- was the largest
issuer of medical accounts receivable asset backed securities in
the United States before it collapsed in bankruptcy in November
2002 amid allegations of widespread fraud and misappropriation of
assets.  To date, 10 senior executives of the company have been
convicted or pled guilty to federal charges of conspiracy,
securities fraud, wire fraud, and money laundering arising out of
the NCFE securitization program.

NCFE -- through the CSFB Claims Trust, the Litigation Trust, the
VI/XII Collateral Trust, and the Unencumbered Assets Trust -- is
in the midst of liquidating estate assets. The Company filed for
Chapter 11 protection on November 18, 2002 (Bankr. S.D. Ohio Case
No. 02-65235).  The Court confirmed the Debtors' Fourth Amended
Plan of Liquidation on April 16, 2004.  Paul E. Harner, Esq., at
Jones Day, represented the Debtors.

Bankruptcy Creditors' Service, Inc., publishes National Century
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by National Century Financial Enterprises Inc..
(http://bankrupt.com/newsstand/or 215/945-7000)


NEENAH ENTERPRISES: Gets Interim Nod for $140-Mil. DIP Loans
------------------------------------------------------------
Neenah Enterprises, Inc., et al., sought and obtained interim
authorization from the U.S. Bankruptcy Court for the District of
Delaware to obtain postpetition secured financing and use cash
collateral.

The attorneys for the Debtors -- Larry J. Nyhan, Esq., at Sidley
Austin LLP, and Robert S. Brady, Esq., at Young Conaway Stargatt &
Taylor, LLP -- explain that the Debtors need the money to fund
their Chapter 11 case, pay suppliers and other parties.

The Debtors have sought permission to: (i) obtain secured
postpetition financing, consisting of a multiple draw super-
priority secured term loan facility in an aggregate principal
amount of up to $50 million, with an initial draw of $25 million
on the February 5, 2010 closing date, from certain funds and/or
accounts each managed and/or advised by MacKay Shields LLC and
GoldenTree Asset Management LP; (ii) obtain secured postpetition
financing in the form of a revolving loan facility with
commitments in an aggregate amount equal to $90 million, pursuant
to the terms of the interim order and certain postpetition
agreement with Bank of America, N.A., as administrative agent for
the Working Capital DIP Lenders.

The Debtors will grant security interests, liens, and
superpriority claims to the Term Loan DIP Agent and Term Loan DiP
Lenders, and to the Working Capital DIP Agent and the Working
Capital DIP Lenders.

A copy of the DIP Financing Agreements is available for free at:

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

                    The Term Loan DIP Facility

The Term Loan DIP Facility will mature nine months after the
Closing Date.  The Term DIP Loans will bear interest at the
Applicable Margin (being a rate per annum equal to 10.00%) plus
the current LIBOR rate as determined by the Term Loan DIP Agent in
accordance with its customary procedures, and utilizing the
electronic or other quotation sources as it considers appropriate,
payable at the end of the relevant interest period, but in any
event at least quarterly; provided that in no event the LIBOR Rate
at any time e less than 2.50%.  At the even to default, the Term
DIP Loans will bear interest at an additional 2.00% per annum.

The Term Loan DIP Agreement contains customary mandatory
prepayment for the financing and others deemed by the Debtors and
the Term Loan DIP Lenders to be appropriate to the transactions,
including prepayments from proceeds of (i) asset sales, (ii)
insurance and condemnation proceeds, and (iii) equity or debt
issuances received by the Debtors.  Mandatory prepayments to the
Term Loan DIP Agent and/or the Term Loan DIP Lenders will result
in an permanent reduction of the Term Loan DIP Facility, until it
has been reduced to zero.

                   The Working Capital DIP Loans

Working Capital DIP Loans may be drawn during the period from and
including the February 5, 2010 closing date up to but excluding
the Working Capital DIP Termination Date.  The commitment to make
Working Capital DIP Loans under the Working Capital DIP Facility
will expire at the end of the Availability Period.

All obligations under the Working Capital DIP Facility will be due
and payable in full in cash on the ninth month anniversary of the
Closing Date.

The Working Capital DIP Loans will bear interest at LIBOR plus
6.50% per annum or at the Base Rate plus 5.00% per annum at the
Debtors' option.  In the event of default, the loans will bear
interest at an additional 2.00% per annum.

                          Cash Collateral

Messrs. Nyhan and Brady said that the Debtors will also use the
Cash Collateral to provide additional liquidity.  In exchange for
the use of cash collateral, the Debtors will grant adequate
protection of the liens and security interests to the Prepetition
Working Capital Lenders, and to the holders of the December 29,
2006 Secured Notes by and among the Debtors and The Bank of New
York Mellon Trust Company, N.A., as collateral trustee and as
collateral agent.  Cash collateral consisting of proceeds of Bank
Priority Collateral coming into the possession or control of the
Debtors will be applied to reduce the outstanding obligations
under the Prepetition Working Capital Loan Agreement.  Once the
Prepetition Working Capital Loans have been repaid in full,
Working Capital DIP Loans may be repaid and reborrowed.

                            Final Hearing

The Court has set a final hearing for March 9, 2010, at 1:00 p.m.
on the Debtors' request to obtain DIP financing and use cash
collateral.

                       About Neenah Enterprises

Headquartered in Neenah, Wisconsin, Neenah Enterprises, Inc. --
http://www.nfco.com/-- is the indirect parent holding company of
Neenah Foundry Company. Neenah Foundry Company and its
subsidiaries manufacture and market a wide range of iron castings
and steel forgings for the heavy municipal market and selected
segments of the industrial markets.  Neenah is one of the largest
independent foundry companies in the United States, with
substantial market share in the municipal and various industrial
markets for gray and ductile iron castings and forged steel
products.

The Company filed for Chapter 11 bankruptcy protection on
February 3, 2010 (Bankr. D. Del. Case No. 10-10360).  Edmon L.
Morton, Esq., and Kenneth J. Enos, Esq., assist the Company in its
restructuring effort.  The Company had $286,611,000 in total
assets against total liabilities of $449,435,000, resulting in
stockholder's deficit of $162,824,000.

The Company's affiliates -- NFC Castings, Inc.; Neenah Foundry
Company; Cast Alloys, Inc.; Neenah Transport, Inc.; Advanced Cast
Products, Inc.; Gregg Industries, Inc.; Mercer Forge Corporation;
Deeter Foundry, Inc.; and Dalton Corporation -- filed separate
Chapter 11 petitions.


NEUMANN HOMES: Amends Plan of Liquidation to Address Objections
---------------------------------------------------------------
Neumann Homes Inc. and its affiliated debtors filed with the U.S.
Bankruptcy Court for the Northern District Illinois a modified
version of their Joint Plan of Liquidation dated February 8,
2010.

The Debtors amended their Plan to address the concerns of their
creditors that include government agencies, municipalities and a
group of lenders, some of which filed objections to preserve the
right to be heard at the Confirmation Hearing.

Earlier, 86.32% of the Debtors' creditors holding general
unsecured claims voted to accept the Plan while the remaining
13.68% voted to reject the Plan.

                        Plan Amendments

Neumann Homes Chief Restructuring Officer Paul Andrews relates
that the Modified Plan incorporates, among others, (1) a
settlement agreement with IndyMac Ventures; (2) certain updates
to treatment of Class 1C, 1E and 1H Claims; and (3) preservation
of surety bonds.

A. IndyMac Settlement

   The Debtors and IndyMac Venture LLC have agreed to enter into
   a proceeds settlement.  The Debtors currently hold the
   properties, which they posted as collateral for the loan they
   availed from IndyMac Bank F.S.B., the predecessor of IndyMac
   Venture.  They also hold a portion of the proceeds from the
   sale to Commonwealth Edison of an easement property located
   in their development in Gilberts, Illinois, and the proceeds
   that were paid to them by some parties in exchange for the
   temporary right to use for farming some of their in the
   Gilberts and Mason Farm developments.

   During their Chapter 11 cases, the Debtors have been in talks
   with IndyMac Venture about the disposition of the collateral
   and the parties' claims on account of the sale and farm lease
   proceeds.  In connection with this, the Debtors and IndyMac
   Venture reached a settlement deal, under which they agreed to
   split equally the amount of the sale and farm lease proceeds,
   totaling approximately $390,000, in excess of the "retained
   proceeds" on the Plan Effective Date.

   The retained proceeds refer to an agreed upon amount of the
   farm lease proceeds and $140,000 of the sale proceeds which
   the Debtors will reserve and retain on the Plan Effective
   Date, and an agreed upon portion of future proceeds of any
   lease entered into by the Debtors which will be reserved
   after confirmation of the Plan.

   Under the Settlement, the Debtors and IndyMac Venture will
   also split equally the retained proceeds that either party is
   ultimately entitled to receive.

   Within 90 days after the Effective Date, the Debtors are
   required to execute all farm lease agreements, if any, with
   respect to IndyMac Venture' collateral at the direction of
   the Bank, and all proceeds received after the Effective Date
   with respect to those farm lease agreements will be released
   to IndyMac Venture.

   The Settlement also provides that IndyMac Venture' collateral
   will be retained in the Debtors' estates for up to 90 days
   after the Effective Date or for a longer period of time.  At
   the expiration of that period, IndyMac Venture will accept
   the transfer of the collateral, subject to all valid and
   enforceable claims, in full satisfaction of its secured
   claims; or the secured claims will automatically be released
   by IndyMac Venture with respect to the collateral which will
   remain subject to all other valid and enforceable claims of
   parties other than IndyMac Venture.

   In case the Bankruptcy Court does not approve the parties'
   Settlement Agreement, the Modified Plan provides that each
   Allowed Class1-F IndyMac Venture Secured Claim will be
   satisfied by the transfer to the Class 1-F claim holder or
   its designee of any of IndyMac Venture's collateral subject
   to all valid and enforceable claims.  The Class 1-F claim
   holder, however, must agree in writing to the Debtors within
   30 days after the Clerk of the Bankruptcy Court enters the
   order confirming the Plan on the docket, to accept the
   collateral.

   IndyMac Venture will also have an allowed deficiency claim in
   the sum of $30 million irrespective of its acceptance of or
   irrespective of the Class 1-F claim holder's unacceptance of
   the collateral.

B. Modified Treatment of Class 1A, 1C, 1H Claims

   1. Class 1-A Bank of America Secured Claim.  Except with
      respect to the Plans of Debtors NHI Sky Ranch LLC and Sky
      Ranch LLC, each allowed Class 1-A claim will be satisfied
      by the transfer of any of Bank of America's collateral
      remaining in the Debtors' estates to that Class 1-A claim
      holder, subject to all valid and enforceable claims.  The
      Class 1-A claim holder, however, must agree in a writing
      received by the liquidation trust administrator not later
      than 30 days after the so-called "Bank of America Notice
      Date" to accept the collateral.

      The Bank of America Notice Date refers to the date when
      Neumann Homes or the liquidation trust administrator
      provides written notice to Bank of America of its
      intention to close the Chapter 11 case of Neumann Homes
      within 120 days; the date when the liquidation trust
      administrator receives a written request from Bank of
      America to transfer the collateral to the Bank or its
      designee; or the date when the Court determines that Bank
      of America or a receiver it has appointed has not complied
      with a September 30, 2008 order to pay monetary
      obligations with respect to the collateral.

      If title to any of Bank of America's collateral is
      acquired prior to the effective date by foreclosure so
      that the Debtors no longer hold title to the collateral on
      the Effective Date, the Debtors' remaining rights and
      interests in the property including the rights of
      redemption under state law will be transferred to the
      liquidation trust on the Effective Date.

   2. Class 1-C Comerica Secured Claims.  There will be no
      allowed Class 1-C claims as all of Comerica Bank's claims
      against the Debtors were fully satisfied during the
      Chapter 11 cases and prior to the Effective Date.  This,
      however, does not affect Comerica's rights to receive
      proceeds from any redemption of foreclosed mortgages.

      Class C Claims are secured claims on account of the
      properties or interests posted as collateral for the loan
      the Debtors availed from Comerica.

      Furthermore, the Debtors' rights of redemption under state
      law with respect to the properties, which were included in
      the foreclosure sales in which Comerica collectively bid
      all of its remaining claims against the Debtors, will be
      transferred to the liquidation trust on the Effective
      Date.

   3. Class 1-E Guaranty Bank Secured Claims.  On account of
      collateral at issue in the Court's previous orders dated
      May 28, September 30, and December 10, 2008, each allowed
      Class 1-E claim will be satisfied by the transfer to Class
      1-E claim holder of Guaranty Bank's collateral, subject to
      all valid and enforceable claims.  The Class 1-E claim
      holder, however, must agree in writing received by the
      Debtors on or prior to February 19, 2010, to accept the
      collateral.

      In case title to any of Guaranty Bank's collateral is
      acquired prior to the Effective Date by foreclosure so
      that the Debtors no longer hold title to the collateral on
      the Effective Date, the Debtors' remaining rights and
      interests in the property including redemption rights will
      be transferred to the liquidation trust on the Effective
      Date.

   4. Class 1-H RFC Secured Claims.  Residential Funding Company
      LLC is a holder of an allowed Class 4 claim for
      $82,073,664, which includes a deficiency claim under the
      prepetition credit facilities it executed with the
      Debtors.

C. Reservation of Rights under Surety Bonds

   The Modified Plan provides that the terms of the stipulations
   and agreed orders the Debtors entered into with the
   municipalities of Antioch and Wonder Lake and with Fidelity
   and Deposit Company of Maryland will remain in "full force
   and effect."  The rights of the municipalities, F&D and any
   other surety, including Lexon Insurance Company, under any
   surety bond provided by the Debtors with respect to the
   construction of public improvements in the municipalities
   are not affected by the Modified Plan.

   Moreover, nothing in the Modified Plan will release, impact
   or otherwise modify the rights and claims, which IndyMac
   Ventures, the town of Gilberts, Wells Fargo, the holders of
   the SSA-19 bonds, any entity owning property which is the
   subject of those bonds and the Debtors have against one
   another with respect to, among other things:

   (1) the Annexation and Development Agreements between the
       municipality and Neumann Homes, or any covenant,
       condition and restriction of record against the title to
       any property within the municipality;

   (2) turnover rights with respect to any property within
       the municipality;

   (3) Subdivision Performance Bond No. 1014338 in the sum of
       $1,818,353 issued by Lexon Insurance Company or the
       Subdivision Improvements Performance Bond in the sum
       of $3,294,193 issued by Platte River Insurance Company
       regarding improvements in Pod 4 of the Conservancy
       development in the municipality; and

   (4) any obligation, claim or lien whether presently existing
       or arising in the future, with respect to special service
       area taxes on property located within the municipality.

The Modified Plan also defined additional terms that relate to
the new amendments incorporated.  Certain terms with respect to
Allowed Deferred Professional Fees and Estimates of
Administrative Claims were also included in the Modified Plan.

The Modified Plan provides that confirmation will not discharge
claims against the Debtors, provided that holders of claims
against the Debtors are preliminarily enjoined from seeking and
receiving any payment and other distribution from, or seeking
recourse against the liquidation trust and any of its property on
account of those claims.

A full-text copy of the February 8 Modified Joint Plan of
Liquidation can be accessed for free at:

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

                  Revised Confirmation Order

Pursuant to Judge Wedoff's minute order entered on February 8,
2010, the Debtors filed a revised proposed confirmation order, a
full-text copy of which can be accessed for free at:

              http://researcharchives.com/t/s?51ca

The Court specifically directed the Debtors to include language
necessary to effectuate any injunctions provided for in the Plan.

The Debtors' legal counsel, George Panagakis, Esq., at
Skadden Arps Slate Meagher & Flom LLP, in Chicago, Illinois, is
set to present the proposed order to Judge Wedoff for signature,
on February 10, at 9:30 a.m.

The hearing to consider confirmation of the Plan commenced last
January 27 and was continued to February 3 and 8.  At the
conclusion of the February 8 hearing, the Court reportedly agreed
to confirm the Plan, as revised.

                       About Neumann Homes

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The Company has built more than 11,000 homes in some
150 residential communities.  The Company offers formal business
training to employees through classes, seminars, and computer-
based training.

The Company filed for Chapter 11 protection on November 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  The Official Committee
of Unsecured Creditors has selected Paul, Hastings, Janofsky &
Walker LLP, as its counsel in these bankruptcy proceeding.  When
the Debtors filed for protection from its creditors, they listed
assets and debts of more than $100 million.

(Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


NEUMANN HOMES: Names Members to Liquidation Trust Advisory Board
----------------------------------------------------------------
Neumann Homes Inc. and its affiliated debtors filed with the
Court a notice on February 1, 2010, identifying Wayne Walker and
Neil Luria as the initial members of the Liquidation Trust
Advisory Board.

Mr. Walker is the principal of Walker Nell Partners Inc.  Mr.
Luria is the managing director of Navigant Capital Advisors, who
also has served as chairman of the Official Committee of
Unsecured Creditors.

Mr. Walter has been designated by the Debtors, while Mr. Luria
has been designated by the Creditors Committee.

The Advisory Board appointment was in accordance with the terms
of the Debtors' Joint Plan of Liquidation and the Liquidation
Trust Agreement, both of which require the creation of a board
that would advise the administrator of the liquidation trust.

The Debtors summarize the qualifications of Messrs. Luria and
Walker:

  1. Neil Luria serves as a Managing Director with Navigant
     Capital Advisors.  He joined Casas Benjamin & White, LLC, a
     Predecessor of Navigant Capital Advisors, LLC in 1999.
     While at Navigant Capital, Mr. Luria has structured and
     overseen the successful disposition of over 100 business
     units, with a particular emphasis in financial services,
     real estate, healthcare business services, and
     distribution.  Mr. Luria also currently serves as the
     Liquidating Trustee of the Orthodontic Centers of America
     Liquidating Trust, the largest domestic orthodontic
     practice management company, and Mortgage Lenders Network
     Liquidating Trust, formerly a $25 BB per year subprime
     mortgage originator.

     Mr. Luria received his Juris Doctorate from the Boston
     University School of Law where he served on the Boston
     University Law Review and his Bachelor of Science in
     Economics from the Wharton School of the University of
     Pennsylvania.  He also holds a CIRA certification as a
     Certified Insolvency Restructuring Advisor

  2. Wayne Walker is the Principal of Walker Nell Partners, Inc.
     Prior to founding WNC, Mr. Walker was a Principal in a mid-
     Atlantic 500-person consulting and accounting firm for
     three years.  He was resident in the business
     reorganization group where his practice focused on business
     restructuring, wind-downs, liquidations, interim
     operations, fiduciary roles and assignments for the benefit
     of creditors.  Mr. Walker has chaired numerous creditor
     committees including Standard Brands, Inc.,
     Polycast/Uniroyal Company, Outdoor Sports Headquarters,
     Inc.  He is former Chapter 7 trustee in the Eastern
     District of Pennsylvania and has presided over numerous
     individual and corporate cases, including Regal Industries,
     Inc.; Legend Healthcare, Inc.; and Innovation Factory,
     Inc.

     Mr. Walker has a Doctor of Jurisprudence from Catholic
     University (Washington, DC) and a Bachelor of Arts from
     Loyola University (New Orleans).  He is an attorney
     licensed by the State Bar of Georgia and is principal of
     Wayne Walker Law Offices, PC.  He is a member of the State
     Bar Association of Georgia, American Bar Association,
     American Bankruptcy Institute, Turnaround Management
     Association.

Pursuant to the LTA, members of the Liquidation Trust Advisory
Board may agree to receive "fair and reasonable compensation" and
reimbursement of necessary expenses for their services.  Any
agreement for compensation has to be filed with the Court and
served on the concerned parties.  Those parties will have 10 days
from the receipt of the notice to file an objection to the agreed
compensation.

                       About Neumann Homes

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The Company has built more than 11,000 homes in some
150 residential communities.  The Company offers formal business
training to employees through classes, seminars, and computer-
based training.

The Company filed for Chapter 11 protection on November 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  The Official Committee
of Unsecured Creditors has selected Paul, Hastings, Janofsky &
Walker LLP, as its counsel in these bankruptcy proceeding.  When
the Debtors filed for protection from its creditors, they listed
assets and debts of more than $100 million.

(Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


NEUMANN HOMES: Names W. Kaye as Liquidation Administrator
---------------------------------------------------------
Neumann Homes Inc. and its affiliated debtors filed with the
Court a notice on February 1, 2010, identifying William Kaye as
the designated administrator of the liquidation trust under their
Joint Plan of Liquidation.

Mr. Kaye is the managing director of JLL Consultants Inc.  He
earned his BA from Queens College of the City University of New
York in 1961, and his Juris Doctorate from New York Law School in
1967.  He has served in various post-confirmation wind-down
capacities and has been assigned as plan administrator,
liquidating trustee or litigation trustee in the bankruptcy cases
of ATA Airlines Inc., and Movie Gallery Inc., among others.

Pursuant to the Liquidation Trust Agreement, Mr. Kaye, as
liquidation trust administrator, has full authority to take any
steps to administer the LTA, which include liquidating the
Debtors' assets that will be transferred to and owned by the
liquidation trust on the Plan Effective Date.

Under the LTA, Mr. Kaye will also be authorized to make
distributions to holders of claims from the Liquidation Trust
and, if authorized by the majority vote of the members of the
Liquidation Trust Advisory Board, to pursue and settle causes of
action identified in the LTA.  He will receive a monthly payment
of $5,000, and will be reimbursed of his necessary expenses from
the Liquidation Trust assets in return for his services.

Under the terms of the LTA, the Liquidation Trust Advisory Board
will be permitted to negotiate with the Liquidation Trust
Administrator for a reduction of his compensation.  The parties
are also authorized to seek the intervention of the Bankruptcy
Court if they fail to reach an agreement.

A full-text copy of the Liquidation Trust Agreement is available
without charge at http://bankrupt.com/misc/Neumann_LTA.pdf

                       About Neumann Homes

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The Company has built more than 11,000 homes in some
150 residential communities.  The Company offers formal business
training to employees through classes, seminars, and computer-
based training.

The Company filed for Chapter 11 protection on November 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  The Official Committee
of Unsecured Creditors has selected Paul, Hastings, Janofsky &
Walker LLP, as its counsel in these bankruptcy proceeding.  When
the Debtors filed for protection from its creditors, they listed
assets and debts of more than $100 million.

(Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


NEW BERN: Court to Hold Hearing March 11 on Cash Coll. Use
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina will consider at a hearing on March 11, 2010, 10:30 a.m.,
motions in relation to New Bern Riverfront Development, LLC's:

   1. sale of certain sale properties, free and clear of all
      liens;

   2. access the rental income and proceeds from the sale of
      SkySail Condominiums, a 121 residential condominium, located
      at the Middle Street, New Bern, North Carolina, in which
      Wachovia Bank, National Association holds a lien;

   3. appointment of a creditors committee or in the alternative,
      inclusion into the creditors committee appointed which was
      filed by Ernest C. Richardson, III and parties-in-interest.

The hearing will be held at 300 Fayetteville Street, 3rd Floor
Courtroom, Raleigh, North Carolina.

Cary, North Carolina-based New Bern Riverfront Development, LLC,
is the developer of SkySail Condominium, consisting of 121
residential condominiums (plus 1 commercial/non-residential unit)
located on Middle Street on the waterfront in historic downtown
New Bern, North Carolina, and sells the SkySail Condominiums in
the ordinary course of business.  The Debtor filed for Chapter 11
bankruptcy protection on November 30, 2009 (Bankr. E.D. N.C. Case
No. 09-10340).  John A. Northen, Esq., at Northen Blue, LLP,
assist the Company in its restructuring effort.  The Company has
assets of $31,515,040, and total debts of $25,676,781.


NUTRACEA: To Sell Cereal Ingredients Biz. to Kerry for $3.9MM
-------------------------------------------------------------
NutraCea has signed an asset purchase agreement to sell NutraCea's
existing cereal ingredients business and certain related equipment
to Kerry, Inc., a global food ingredients company in a transaction
valued at approximately $3.9 million plus the actual cost of
NutraCea's inventory related to its cereal ingredients business.
The assets to be sold include certain equipment located in
NutraCea's Phoenix plant as well as related customer and supplier
lists and purchase orders related to the cereal ingredients
business.  Neither the Phoenix plant nor any of the manufacturing
assets located in the Company's Dillon, Montana facility are
included in the transaction.

At Closing, Kerry and NutraCea will enter into a Toll Processing
agreement whereby until the earlier of (1) the date Kerry begins
production of cereal products using the assets purchased under the
Purchase Agreement and (2) October, 31, 2010, NutraCea will
produce for Kerry cereal products at NutraCea's Dillon, Montana
plant.

Completion of the asset sale is subject to a variety of customary
closing conditions, including, among other things, the absence of
a material adverse effect on the purchased assets between the date
of the agreement and the closing date and the approval of the
transaction by the U.S. Bankruptcy Court.  The asset sale is also
subject to the consideration of higher or better offers which must
be submitted and approved in accordance with bid procedures as
approved by the Bankruptcy Court.

Furthermore, NutraCea agreed that it will not process or sell
certain cereal products for a period of five (5) years from the
closing of the asset purchase agreement.

W. John Short, Chairman & CEO of NutraCea, commented "The sale of
our cereal ingredients business to Kerry is a further step in the
repositioning of NutraCea, as we concentrate on our core
businesses of stabilized rice bran, rice bran oil and
nutraceutical and pharmaceutical applications derived from
stabilized rice bran."

On November 10, 2009 NutraCea filed for court supervised
protection to restructure its operation under Chapter 11 of the US
Bankruptcy Code.

                          About NutraCea

NutraCea is a world leader in production and utilization of
stabilized rice bran.  NutraCea holds many patents for stabilized
rice bran (SRB) production technology and proprietary products
derived from SRB.  NutraCea's proprietary technology enables the
creation of food and nutrition products to be unlocked from rice
bran, normally a waste by-product of standard rice processing.

Phoenix, Arizona-based Nutracea, a California corporation, filed
for Chapter 11 bankruptcy protection on November 10, 2009 (Bankr.
D. Ariz. Case No. 09-28817).  S. Cary Forrester, Esq., at
Forrester & Worth, PLLC, assists the Company in its restructuring
effort.  The Company listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


PENN TRAFFIC: Syracuse Hockey Team Demands Sponsorship Payments
---------------------------------------------------------------
The Syracuse Crunch Hockey Club asks the U.S. Bankruptcy Court for
the District of Delaware to compel The Penn Traffic Company and
its debtor-affiliates to turn over sponsorship payments to the
Club or, in the alternative, impose a constructive trust and
direct payment of the trust funds to the Club.

Syracuse Crunch explained that before Penn Traffic filed for
bankruptcy, the Hockey team and certain sponsors entered into
contracts whereby the individual sponsors would agree to pya the
team a set amount provided for in the contract in exchange for
certain benefits, including extensive advertisement opportunities
with the Crunch team and player appearances at the Debtors' store
locations.

The sponsors include Nestle, Unilever, Clorox, ConAgra, Dole,
Cargill, Heinz and Bush Beans.

The Hockey team says the sponsorship payment was historically made
by Penn Traffic to the team, from money the Debtor deducted from
an invoice paid by the Debtor to the respective sponsor.  As an
example, according to Syracuse Crunch, Penn Traffic was to have
paid $7,500 to the team on behalf of Clorox.  This was facilitated
by the Debtor deducting the $7,500 from an invoice sent by Clorox
to the Debtor for product provided to the Debtor.

The team contends the sponsors and Penn Traffic have each received
the benefits of the Agreement entered into for the 2009-2010 AHL
season.  However, the team says it has not received the funds it
is entitled to from Penn Traffic because of the bankruptcy cases.

The team says it is due $85,500 in sponsorship payments.

The team notes that Penn Traffic listed Syracuse Crunch as a
general unsecured creditor in the Debtor's schedules of
liabilities filed with the Court.  The team contends it holds an
administrative claim.

Ferry, Joseph & Pearce, P.A., represents the hockey team.

                      About Penn Traffic

Syracuse, New York-based The Penn Traffic Company -- dba P&C
Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets
in Pennsylvania, upstate New York, Vermont, and New Hampshire
under the Bilo, P&C and Quality trade names.  The Company filed
for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr.
D. Delaware Case No. 09-14078).  Ann C. Cordo, Esq., and Gregory
W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist
the Company in its restructuring effort.  Donlin Recano is the
Company's claims agent.  The Company listed $150,347,730 in assets
and $136,874,394 in liabilities as of May 4, 2009.

These affiliates also filed separate Chapter 11 petition: Sunrise
Properties, Inc.; Pennway Express, Inc.; Penny Curtiss Baking
Company, Inc.; Big M Supermarkets, Inc.; Commander Foods Inc.; P
and C Food Markets, Inc. of Vermont; and P.T. Development, LLC.

In January 2010, Tops Markets LLC completed an $86 million deal to
acquire substantially all of Penn Traffic's assets.


PRM REALTY: Wants Until March 8 to File Schedules & Statement
-------------------------------------------------------------
PRM Realty Group, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Texas to extend until March 8,2010, its time
to file schedules of assets and liabilities and statement of
financial affairs.

The Debtor relates that it needs additional time to accurately
complete its schedules and statement.

Chicago, Illinois-based PRM Realty Group, LLC, filed for Chapter
11 bankruptcy protection on January 6, 2010 (Bankr. N.D. Tex. Case
No. 10-30241).  The Company's affiliates -- Peter R. Morris; Bon
Secour Partners, LLC; PM Transportation, LLC; Rangeline
Properties, LLC; PRS II, LLC; and Morris Radio Enterprises, LLC --
filed separate Chapter 11 bankruptcy petitions.  Gerrit M.
Pronske, Esq., at Pronske & Patel, P.C., assists PRM Realty in its
bankruptcy effort.  PRM Realty listed $100,000,001 to $500,000,000
in assets and $100,000,001 to $500,000,000 in liabilities.


QUALITY CANDY: Owes $3.4 Million to Creditors
---------------------------------------------
Doris Hajewski at Journal Sentinel says Quality Candy/Buddy
Squirrel reported $4.4 million in assets including its
headquarters at 1801 E. Bolivar Avenue worth $1.7 million, and
$3.4 million in debts consist of $2.9 million in secured debt to
Harris Bank, $83,166 to holders of priority claims and $418,621 to
unsecured creditors.

Quality Candy Shoppes/Buddy Squirrel of Wisconsin Inc owns Quality
Candy Shoppes and Buddy Squirrel that owns and operates stores in
the Milwaukee area, Racine and Madison.  The Company sought
protection under Chapter 11 in the U.S. Bankruptcy Court in
Milwaukee, listing both assets and debts of between $1 million and
$10 million.


RALPH CALANDRELLA: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Joint Debtors: Ralph Austin Calandrella
               Carolyn Sue Calandrella
               Route 1 Box 239
               Elk Garden, WV 26717

Bankruptcy Case No.: 10-00033

Chapter 11 Petition Date: January 8, 2010

Court: United States Bankruptcy Court
      Northern District of West Virginia (Martinsburg)

Debtors' Counsel: Todd Johnson, Esq.
                  Johnson Law, PLLC
                  Post Office Box 519
                  Morgantown, WV 26507-0519
                  Tel: (304) 292-7933
                  Fax: (304)292-7931
                  Email: johnsonlawoffice@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 $7,742,500
and total debts of $2,448,683.

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/wvnb10-00033.pdf

The petition was signed by the Joint Debtors.


READER'S DIGEST: UK Unit to File for Administration
---------------------------------------------------
The Reader's Digest Association, Inc. disclsoed that the Reader's
Digest Association, Ltd., a subsidiary of RDA, has filed an
administration proceeding in the UK.  The decision by the RDA UK
board to place the UK company into an orderly insolvency process
follows the recent decision by the UK Pensions Regulator that it
would not support an agreement already reached between RDA UK, the
trustees of its pension plan and the UK Pension Protection Fund
(PPF) to settle a longstanding pension plan liability.

The agreement, which contemplated a lump sum payment by parent
company RDA plus an equity stake in RDA UK, was authorized by the
US Bankruptcy Judge overseeing RDA's U.S. Chapter 11 proceedings,
and would have relieved RDA UK of significant financial
obligations associated with its underfunded UK pension plan.
Absent an agreement, RDA UK is financially unable to meet those
obligations and sustain its operations.

Parent company RDA has completed a restructuring plan after having
filed for pre-arranged Chapter 11 in the U.S. Bankruptcy Court for
the Southern District of New York on August 24, 2009.  The court
confirmed RDA's plan on January 15, 2010, enabling the parent
company to emerge from Chapter 11.  On February 1, RDA announced
it had elected to temporarily delay emergence from Chapter 11 for
a few weeks to allow additional time for the UK pension issue to
be addressed.  In light of the recent action taken by RDA UK to
file for administration, parent RDA expects to emerge from Chapter
11 promptly.

RDA does not expect the UK administration to have a material
impact on its financial performance as the UK business has been
operating with negative free cash flow, and without the
contemplated restructuring the corporation did not see a clear
pathway to profitability in the UK over the next several years.
The UK pension issue is specific to the UK entity and does not
involve any other RDA company.  RDA intends to work with the
administrators to ensure an orderly process, and RDA does not
expect an adverse impact on non-UK operations globally including
suppliers and customers.

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it reaches a customer base
of 130 million in 78 countries.  It publishes 92 magazines,
including 50 editions of Reader's Digest, the world's largest-
selling circulation magazine, operates 78 branded websites and
sells 40 million books, music and video products across the world
each year.

               About The Reader's Digest Association

RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world.  The
company builds multi-platform communities based on branded
content.  With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries.  It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year.  Its global headquarters are in Pleasantville, N.Y.

Reader's Digest said that as of June 30, 2009, it had total assets
of US$2.2 billion against total debts of US$3.4 billion.

Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP has been engaged as general restructuring
counsel.  Mallet-Prevost, Colt & Mosle LLP has been tapped as
conflicts counsel.  Ernst & Young LLP is auditor.  Miller Buckfire
& Co, LLC, is financial advisor.  AlixPartners, LLC, is
restructuring consultant.  Kurtzman Carson Consultants is notice
and claims agent.

The Official Committee of Unsecured Creditors is tapping BDO
Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as
investment banker and Otterbourg, Steindler, Houston & Rosen,
P.C., as counsel.

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


REFCO INC: Kirschner Makes 2nd Request to Leave Unsold Securities
-----------------------------------------------------------------
Pursuant Sections 105 and 554(a) of the Bankruptcy Code, Marc S.
Kirschner, as Plan Administrator of the estate of Refco Capital
Markets, Ltd., asks the U.S. Bankruptcy Court for the Southern
District of New York to approve:

  (1) the abandonment of certain securities held in custody
      accounts at JPMorgan Chase (US) and CIBC Mellon (Canada);

  (2) the turnover to the RCM Trustee of certain additional
      securities, which may have some value if they actually
      exist in the Custody Accounts and are owned by the RCM
      estate; and

  (3) the closing of the Custody Accounts holding the Unsold
      Securities and the Additional Securities and the return of
      any deposits held in connection with the Custody Accounts
      to RCM.

In May 2006, the Court authorized the RCM Plan Administrator to
sell a limited amount of securities consistent with good market
practice and to sell certain miscellaneous equity securities.  A
Second Securities Sales Order was entered in August 2006.  The
RCM Plan Administrator was also authorized to sell certain
securities and enter into an agreement with VR Advisory Services,
Ltd., to assist with the execution of the Sales in October 2006.

Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman
LLP, in New York, relates that the RCM Plan Administrator has
evaluated all of the securities owned by RCM and determined that
the remaining Unsold Securities of inconsequential value and of
no benefit to RCM or its creditors.  Subsequently, the RCM Plan
Administrator engaged in a marketing and sales process with the
goal of liquidating the assets of the RCM Estate pursuant to the
Modified Joint Chapter 11 Plan of Refco Inc., and certain of its
direct and indirect subsidiaries.

Specifically, the RCM Plan Administrator endeavored to obtain
offers for the purchase of the Unsold Securities through a number
of recognized brokers.  Those efforts, however, have been
unsuccessful, and the RCM Plan Administrator has concluded that
the Unsold Securities are worthless and should be abandoned.

A schedule of the Unsold Securities with JPMorgan Chase and CIBC
Mellon is available for free at:

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

According to Mr. Gleit, the RCM Plan Administrator has not been
able to confirm the status of the Additional Securities with
JPMorgan Chase, or to ascertain whether the Additional Securities
are being held by JPMorgan Chase for the benefit of a party other
than RCM.  He has concluded, however, that the Additional
Securities may have value if they actually exist in the Custody
Accounts and are being held for the benefit of RCM.  In this
regard, the RCM Plan Administrator seeks the return of these
Additional Securities:

  Additional
  Security Name                      Type        Number
  -------------                      ----     ----------
  Cemex S.A.B. De C.V. Adr Each      Equity      920,000
  Rep 10 CPO (SPON)

  Lukoil OAO Adr Each Repr 1         Equity      145,000
  Ord Rubo.025

JPMorgan is currently holding a cash deposit in connection with
its Custody Accounts in the approximate amount of $250,000,
according to Mr. Gleit.

Mr. Gleit notes that the RCM estate may continue to incur charges
for the maintenance of the Custody Accounts that will not be
offset by value realized through sale of the Unsold Securities.
In addition, closing the Custody Accounts will permit the RCM
Plan Administrator to obtain a return of the Deposits, he notes.

                         About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc. and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


REFCO INC: Kirschner Proposes to Distribute 502(H) Reserve
----------------------------------------------------------
Marc S. Kirschner, in his capacity as plan administrator of the
estate of Refco Capital Markets Ltd., seeks the Court's
permission to distribute certain proceeds held in the 502(h)
Special Reserve in accordance with his interpretation of the
Modified Joint Chapter 11 Plan of Refco Inc. and certain of its
subsidiaries.

Among the key components of the Plan is a complete incorporation
of the terms of the RCM Settlement Agreement, which, at its core,
establishes a structure for distributing the assets of RCM
between the holders of RCM Securities Customer Claims and the
holders of RCM FX/Unsecured Claims, each as defined in the Plan.
Unfortunately, the RCM Settlement Agreement provisions have
become "cumbersome and antiquated" in the context of the
bankruptcy cases, Mark W. Deveno, Esq., at Bingham McCutchen LLP,
in New York, relates.

Mr. Deveno specifies that in the event 502(h) Claims arise, the
RCM Settlement Agreement outlines a "time-consuming, expensive
and complex process" by which the claimant parties to the
Agreement may propose distribution mechanics for the related
preference recoveries, agree to distribution mechanics and, in
the absence of agreement, commence arbitration regarding those
mechanics.

However, many of the parties to the RCM Settlement Agreement are
no longer active participants in the bankruptcy cases, as many
have sold their claims.  Moreover, those who remain relatively
active participants are not economically incented to take the
time, incur the expense, analyze and, if necessary, arbitrate
over their pro rata shares of $3 million, according to Mr.
Deveno.

To date, the RCM Plan Administrator has distributed approximately
$2.645 billion to the holders of RCM Securities Customer Claims
and approximately $447.4 million to the holders of RCM
FX/Unsecured Claims -- roughly 94.67% and 52.74% of the total
allowed amount of those Claims.

Mr. Deveno tells Judge Drain that the RCM Plan Administrator has
worked to settle most preference actions in a manner that has not
resulted in corresponding 502(h) claims against the RCM estate.
Despite those efforts, however, two preference settlements in the
amounts of $12,900,000 and $17,500,000 have resulted in 502(h)
claims against RCM, each of which constituting an RCM
FX/Unsecured Claim.  In the case of these two "gross" preference
settlements, the RCM Plan Administrator believes he has achieved
better aggregate recoveries for the estate than would have been
the case had the two settlements been achieved on a "net" basis,
Mr. Deveno says.

A remaining issue, however, is the manner in which the RCM Plan
Administrator will distribute approximately $3 million -- that
is, how the RCM Plan Administrator will distribute less than
.00097% of the distributions to be made by the RCM Plan
Administrator in the bankruptcy cases.  Hence, in the interim
distributions to allowed claims, the RCM Plan Administrator has
indicated that he would continue to maintain the 502(h) Special
Reserve, Mr. Deveno notes.

Accordingly, the RCM Plan Administrator proposes a mechanism for
distributing the 502(h) Special Reserve and provides the Court as
a forum for holders of RCM Securities Customer Claims and/or
holders of RCM FX/Unsecured Claims to articulate alternative
views, if any.

The Plan Administrator is noted to have attached an exhibit on
the proposed distribution mechanism to its Distribution Motion.
However, the exhibit has not been made public in the Court
dockets.

Mr. Deveno emphasizes that the RCM Plan Administrator's proposed
approach will result in the same outcome as contemplated by the
RCM Settlement Agreement's 502(h) provisions.  In addition, he
maintains that it is appropriate to distribute the preference
recoveries in a manner that:

  -- preserves for the holders of RCM Securities Customer Claims
     the amount of additional property that would have been
     available to them had the preference settlements been
     achieved on a net basis; and

  -- provides to the holders of RCM FX/Unsecured Claims the
     benefits obtained by having settled the applicable
     preference actions on a gross basis.

Although the RCM Plan Administrator's proposed mechanism results
in a greater pool of Additional Property being made available to
the holders of RCM FX/Unsecured Claims, the impact on recovery
percentages for each holder of an RCM FX/Unsecured Claim are
"minimal" because the aggregate pool of holders of RCM
FX/Unsecured Claims has increased to include the two 502(h)
Claims stemming from the preference settlements.  Hence, the
holders of RCM FX/Unsecured Claims must share Additional Property
with a larger pool of aggregate claimants.

More importantly, pursuant to Section 7(e) of the RCM Settlement
Agreement, in the event any 502(h) claim increases the allowed
pool of RCM FX/Unsecured Claims, the holders of a supermajority
of those claims were permitted to propose a methodology for
distributions and to submit the matter to arbitration if no
agreement on those methodologies could be reached.

The RCM Plan Administrator has consulted with, and obtained
support for its request from, the Plan Committee appointed in the
bankruptcy cases composed of holders of approximately 27% of the
allowed RCM Securities Customer Claims and approximately 14% of
the allowed RCM FX/Unsecured Claims, Mr. Deveno notes.

                         About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc. and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


REFCO INC: Togut Makes Further Distributions to Creditors
---------------------------------------------------------
In accordance with a June 14, 2007 Order, Albert Togut, as
Chapter 7 Trustee for Refco, LLC, was authorized by the Court to
make interim distributions on account of allowed claims.

The Chapter 7 Trustee has recently determined that these five
claims totaling $324,458 should be allowed and paid as of
January 26, 2010:

Claim No.         Claimant                       Claim Amount
---------         --------                       ------------
    130            Revenue Management                   $7,725
                   as Transferee of
                   Export Development of Canada
                   One University Plaza
                   Suite 312
                   Hackensack, NJ 07601

    131            ED&F Man Commodity                   20,157
                   Advisors Ltd.
                   Cotton Centre
                   Hays Lane
                   London SE1 2QE
                   England

    461            Highline Media                       45,350
                   5081 Olympic Boulevard
                   Erlanger, KY 41018

    586            State of California                   1,226
                   Bankruptcy Section MS A340
                   Franchise Tax Board
                   P.O. Box 2952
                   Sacramento, CA 95812-2952

    587            Newedge USA, LLC,                   250,000
                   formerly known as
                   Calyon Financial Inc.
                   550 West Jackson Blvd., Suite 500
                   Chicago, IL 60661

Claim Nos. 586 and 587 amend Claim Nos. 585 and 449, Mr. Togut
noted.

Absent any objections, the Chapter 7 Trustee will be authorized to
make the Distributions.

                         About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-
60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc. and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


R.J. FINANCIAL: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------
Debtor: R.J. Financial, Inc.
        9301 Tampa Avenue, Unit 64
        Northridge, CA 91324

Bankruptcy Case No.: 10-10209

Chapter 11 Petition Date: January 7, 2010

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

Judge: Maureen Tighe

Debtor's Counsel: Sandford Frey, Esq.
                  633 W Fifth St 51st Fl
                  Los Angeles, CA 90071
                  Tel: (213) 614-1944
                  Email: Sfrey@cmkllp.com

                  Stuart I. Koenig, Esq.
                  633 W 5th St 51st Fl
                  Los Angeles, CA 90071
                  Tel: (213) 614-1944
                  Email: Skoenig@cmkllp.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/cacb10-10209.pdf

The petition was signed by Randy Abalkhad, president of the
Company.


ROBERT FERLAND: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Robert G. Ferland
                dba Robert G. Ferland M.D. P.C.
                dba Lifestyles
                fdba Comprehensive Health Care
                fdba Skin Care
              Joann A. Ferland
              3434 Forest Park Rd
              Springfield, TN 37172

Bankruptcy Case No.: 10-00176

Chapter 11 Petition Date: January 9, 2010

Court: United States Bankruptcy Court
       Middle District of Ttennessee (Nashville)

Judge: Marian F Harrison

Debtors' Counsel: David Foster Cannon, Esq.
                  David F. Cannon, Attorney at Law
                  346 21st Avenue North
                  Nashville, TN 37203-1848
                  Tel: (615) 321-8787
                  Fax: (615)620-7340
                  Email: bkcourt@davidcannon.net

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

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

According to the schedules, the Company has assets of $1,092,271
and total debts of $1,582,906.

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/tnmb10-00176.pdf

The petition was signed by the Joint Debtors.


SGD TIMBER CANYON: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: SGD Timber Canyon, LLC
        5023 Raintree Drive
        Parker, CO 80123

Bankruptcy Case No.: 10-12804

Type of Business:

Chapter 11 Petition Date: February 16, 2010

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Debtor's Counsel: Torben Welch, Esq.
                  1430 Wynkoop St., Ste. 400
                  Denver, CO 80202
                  Tel: (303) 623-1800
                  Fax : (303) 623-0552
                  Email: twelch@messner.com

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

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

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

The petition was signed by Steven C. Thompson, the company's
manager.


SMURFIT-STONE: Fir Tree Discloses 3.9% Equity Stake
---------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission dated February 1, 2010, Fir Tree Value Master Fund
L.P. disclosed that it beneficially owns 8,408,780 shares
representing 3.30% of Smurfit-Stone Container Corporation Common
Stock outstanding:

                                   No. of Shares   Percentage
                                   Beneficially    Outstanding
  Reporting Person                 Owned           of Shares
  ----------------                 -------------   -----------
  Fir Tree Value Master Fund L.P.      8,408,780         3.30%

  Fir Tree Capital Opportunity         1,591,220         0.60%
     Master Fund, L.P.

  Fir Tree, Inc.                      10,000,000         3.90%

The Reporting Persons disclose that they originally acquired the
shares of Common Stock for investment in the ordinary course of
business because they believed that the shares, when purchased,
represented an attractive investment opportunity.

On January 22, 2010 the Reporting Persons engaged legal counsel
to submit an objection to the adequacy of the Debtors' Disclosure
Statement.

The Reporting Persons intend to review their investment in the
Issuer on a continuing basis and may seek to influence or change
SSCC's management, operations or business, strategy, bankruptcy
case and future plans, which may include, among other things,
discussions of potential strategic alternatives to SSCC's Chapter
11 Plan or Reorganization.

Fir Tree Value Master Fund is a general partner of Fir Tree LLC.
Fir Tree Capital Opportunity Master is a general partner of
Camellia Partners LLC.

Fir Tree, Inc., as the investment manager of each of Fir Tree
Value and Fir Tree  Capital  Opportunity,  may be  deemed  to
beneficially own the 10,000,000 shares of Common Stock held
collectively by Fir Tree Value and Fir Tree Capital Opportunity,
which represents approximately 3.9% of Smurfit's outstanding
shares of Common  Stock.  The percentages  were calculated by
dividing the number of shares of Common Stock  beneficially
owned by each of the Reporting Persons by 256,658,958,  the
number of shares of Common Stock issued and outstanding as of
November 4, 2009, as reported in Smurfit's Form 10-Q filed with
the Securities Exchange Commission on November 9, 2009.

Fir  Tree Value may direct the vote and disposition of 8,408,780
shares of Common Stock.  Fir Tree Capital Opportunity may direct
the vote and disposition of 1,591,220 shares of Common Stock.
Fir Tree, Inc. has been granted investment discretion over the
shares of Common Stock held by Fir Tree Value and Fir Tree
Capital  Opportunity, and thus, has the shared power to direct
the vote and disposition of 10,000,000 shares of Common Stock.

                        About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: P. Schoenfeld Discloses 3.5% Equity Stake
--------------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission dated February 1, 2010, Rebound Portfolio Ltd.
disclosed that it beneficially owns 1,684,699 shares of Smurfit-
Stone Container Corporation Common Stock representing 0.66%:
of shares outstanding:
                                   No. of Shares   Percentage
                                   Beneficially    Outstanding
  Reporting Person                 Owned           of Shares
  ----------------                 -------------   -----------
  Rebound Portfolio Ltd.               1,684,699         0.66%
  PSAM Texas Master Fund Ltd.            312,942         0.12%
  Spartan Partners L.P.                  442,589         0.17%
  Synapse I LLC                          442,589         0.17%
  PSAM WorldArb Master Fund Ltd.       4,640,735         1.81%
  P. Schoenfeld Asset Management       8,995,000         3.50%
     GP LLC
  P. Schoenfeld Asset Management LP    8,995,000         3.50%
  Peter M. Schoenfeld                  8,995,000         3.50%

The percentage amount of shares outstanding was calculated based
on 256,658,958 shares of Common Stock outstanding as set forth
in the Quarterly Report on Form 10-Q for the quarter ended
September 30, 2009 filed by Smurfit on November 9, 2009.

The Reporting Persons disclose that they originally acquired the
shares of Common Stock for investment in the ordinary course of
business because they believed that the shares, when purchased,
represented an attractive investment opportunity.

On January 22, 2010, the Reporting Persons engaged legal counsel
to submit an objection to the adequacy of the Debtors' Disclosure
Statement.

The Reporting Persons intend to review their investment in the
Issuer on a continuing basis and may seek to influence or change
SSCC's management, operations or business, strategy, bankruptcy
case and future plans, which may include, among other things,
discussions of potential strategic alternatives to SSCC's Chapter
11 Plan or Reorganization.

Mr. Schoenfeld serves as the managing member of Synapse I and
PSAM GP.  PSAM LP serves as the investment adviser to Rebound,
Spartan, Texas, the Master Fund and certain managed accounts.
PSAM GP serves as the general partner of PSAM LP.

                        About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SMURFIT-STONE: Venor Capital Says Equity Stake Now 0%
-----------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission dated February 8, 2010, Venor Capital Master Fund Ltd.
disclosed that it beneficially owns zero shares of Smurfit-Stone
Container Corporation Common Stock:

                                   No. of Shares   Percentage
                                   Beneficially    Outstanding
  Reporting Person                 Owned           of Shares
  ----------------                 -------------   -----------
  Venor Capital Master Fund Ltd.               0            0%
  Venor Capital Management L.P.                0            0%
  Venor Capital Management GP LLC              0            0%
  Jeffrey Bersh                                0            0%
  Michael Wartell                              0            0%

On February 4, 2010, the Reporting Persons determined to no
longer participate in any objection to the adequacy of the SSCC's
Disclosure Statement to the Court and, therefore,  to terminate
their engagement of legal counsel on their behalf and to dispose
of their remaining shares of Common Stock.

In an earlier filing, Venor Capital Master Fund Ltd. disclosed
that it  beneficially owned 3,950,000 shares representing 1.5% of
Smurfit shares outstanding:

                                   No. of Shares   Percentage
                                   Beneficially    Outstanding
  Reporting Person                 Owned           of Shares
  ----------------                 -------------   -----------
  Venor Capital Master Fund Ltd.       3,950,000          1.5%
  Venor Capital Management L.P.        3,950,000          1.5%
  Venor Capital Management GP LLC      3,950,000          1.5%
  Jeffrey Bersh                        3,950,000          1.5%
  Michael Wartell                      3,950,000          1.5%

The Common Stock  purchased by Venor Capital  Master Fund was
acquired with working capital in open market transactions at an
aggregate cost (including commissions, if any) of approximately
$1,098,683.86.

Venor Capital Management LP is the investment advisor to Venor
Capital  Master Fund, with respect to the shares of Common Stock
directly held by Venor Capital Master Fund.  Venor Capital
Management GP LLC is the general partner to Venor Capital
Management.  Jeffrey Bersh is a managing member of Venor Capital
Management GP.  Michael Wartell, as a managing member of Venor
Capital Management GP.

                        About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel.  PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.

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


SONTERRA ENERGY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Sonterra Energy Corporation
        45 NE Loop 410, Suite 495
        San Antonio, TX 78216

Bankruptcy Case No.: 10-50129

Chapter 11 Petition Date: January 7, 2010

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Debtor's Counsel: R. Glen Ayers, Jr., Esq.
                  Langley and Banack, Inc
                  745 E Mulberry, 9th Floor
                  San Antonio, TX 78212
                  Tel: (210) 736-6600
                  Fax: (210) 735-6889
                  Email: gayers@langleybanack.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/txwb10-50129.pdf

The petition was signed by Michael R. Ward, president and CEO of
the Company.


SPANISH BROADCASTING: Granted Continued Listing on Nasdaq
---------------------------------------------------------
Spanish Broadcasting System, Inc. disclosed that on February 9,
2010, the Company received notice from Nasdaq indicating that
Nasdaq had granted the Company's request for an extension of time
to regain compliance with the $1.00 per share minimum bid price
requirement set forth in Nasdaq Listing Rule 5450(a)(1) by June 7,
2010.  Pursuant to the terms of the Nasdaq Extension Notice, the
Company will be required to, on or before June 7, 2010, evidence a
closing bid price of $1.00 or more for a minimum of ten
consecutive trading days.  In the event that the Company does not
evidence compliance with the Rule and all other requirements for
continued listing, its securities may be delisted from The Nasdaq
Stock Market.

As previously reported, the Company requested a hearing before the
Nasdaq Hearings Panel to appeal the Nasdaq Suspension Notice it
received on December 11, 2009, and to present its plan for
regaining compliance with Nasdaq Listing Rule 5450(a)(1).  The
hearing was held on January 7, 2010, and the Company received the
Nasdaq Hearings Panel's extension determination on February 9,
2010.

                   About Spanish Broadcasting

Spanish Broadcasting System, Inc. is the largest publicly traded
Hispanic-controlled media and entertainment company in the United
States. SBS owns and/or operates 21 radio stations located in the
top U.S. Hispanic markets of New York, Los Angeles, Miami,
Chicago, San Francisco and Puerto Rico, including the #1 Spanish-
language radio station in America, WSKQ-FM in New York City, as
well as leading radio stations airing the Tropical, Mexican
Regional, Spanish Adult Contemporary and Hurban format genres. The
Company also owns and operates Mega TV, a television operation
with over-the-air, cable and satellite distribution and affiliates
throughout the U.S. and Puerto Rico. SBS also produces live
concerts and events in the major U.S. markets and Puerto Rico. In
addition, the Company operates www.LaMusica.com, a bilingual
Spanish-English online site providing content related to Latin
music, entertainment, news and culture. The Company's corporate
Web site can be accessed at www.spanishbroadcasting.com.


SPHERIS INC: Nuance Wants Asset Sale Procedures Modified
--------------------------------------------------------
Nuance Communications Inc. wants the procedures for selling
Spheris Inc.'s assets modified, asserting that the procedures
offer an extreme advantage to stalking horse bidders MedQuist Inc.
and CBay Inc, according to April Wortham, staff writer at
Nashville Business Journal.  Nuance said the procedures are unfair
and discourage others from bidding on the Company's assets.

Nuance said that without the material information contained in
these schedules and exhibits, other potential bidders are
handicapped from accurately valuing either the assets themselves
or the stalking horse purchasers' bid for such assets.

                           About Spheris

Based in Franklin, Tennessee, Spheris Inc. --
http://www.spheris.com/-- is a global provider of clinical
documentation technology and services.

Spheris Inc., along with five affiliates, filed for Chapter 11 on
Feb. 3, 2010 (Bankr. D. Del. Case No. 10-10352).  Matthew Barry
Lunn, Esq., and Ryan M. Bartley, Esq., at Young Conaway Stargatt &
Taylor, LLP, represent the Debtors in their Chapter 11 effort.
The petition says that assets range from $50,000,001 to
$100,000,000 while debts range from $100,000,001 to $500,000,000.


STATION CASINOS: Court Approves Master Lease Compromise
-------------------------------------------------------
The Bankruptcy Court has approved the Master Lease Compromise
Agreement entered into by Debtors Station Casinos, Inc., and FCP
PropCo LLC.

Any objections to the Motion, which have not yet been consensually
resolved or withdrawn, are overruled.

In a findings of fact and conclusions of law in support of the
Order, Judge Zive found that PropCo has willingly and in good
faith negotiated the terms of the Master Lease Compromise
Agreement and has not been coerced to allow SCI to continue as
lessee without paying full rent contemporaneously.  Rather, PropCo
has, in good faith and the exercise of its business judgment,
determined that the exchange of Reduced Rent and the other
protections in the Master Lease Compromise Agreement that benefit
SCI in exchange for SCI's commitment to provide PropCo with
specified transition services and other benefits is a beneficial
transaction for PropCo.

Judge Zive said that in the absence of the Master Lease Compromise
Agreement, SCI would be left to either enter into a contested cash
collateral battle with the Prepetition Lenders or other complex,
difficult, uncertain and costly litigation with other parties in
interest.

Judge Zive noted that the Master Lease Compromise Agreement
represents a timely resolution of issues which, if left
unresolved, would result in even greater reductions in value and
even greater potential for all parties in interest to incur
further economic damage while administrative claims continue to
increase at a rapid rate.

The Master Lease Compromise Agreement avoids potential litigation
that would be expensive, complex, protracted, and implicate issues
such as contribution liability, indemnity, and subordination.  The
litigation would greatly add to the administrative burden on all
affected estates, Judge Zive averred.

Judge Zive added that the Master Lease Compromise Agreement is
consistent with public policy and gaming regulations.  Judge Zive
explained that there is a strong public policy against significant
disruption in casino operations, including the disruption that
would certainly follow a precipitous rejection of the Master Lease
if the Master Lease Compromise Agreement was not approved.  "This
is due to the potential collateral economic affects of a
disruption, which would not be limited to SCI's operations.
Gaming regulators would likely intervene if a significant
disruption of SCI's casino operations is threatened."

According to Judge Zive, as gaming regulators have not been
consulted as to this eventuality, a compromise which allows for a
consultation is in the best interest of all parties.  The Master
Lease Compromise Agreement provides the parties with an
opportunity to consult with gaming regulators, Judge Zive added.

The Parties have also agreed to extend the deadline for SCI to
assume or reject the Master Lease up to and until the last day of
the deferral period under the Master Lease Compromise Agreement,
March 12, 2010.   Judge Zive said the extension provides an
opportunity to examine positions regarding recharacterization of
the Master Lease and discuss options with the gaming regulators.

A full-text copy of the Compromise Agreement is available for free
at http://bankrupt.com/misc/SCI_CompromiseAgreement2.pdf

                       About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STATION CASINOS: Court Delays Ruling on Panel Suit on LBO
---------------------------------------------------------
Judge Gregg W. Zive wants more information before ruling on the
Official Committee of Unsecured Creditors' request that the panel
be allowed to sue the company and its lenders over the gaming
company's November 2007 buyout, the Las Vegas Review-Journal
reported.

SCI has until March 25, 2010, to submit its own restructuring
plan.  Judge Zive, according to the report, said he wants to delay
ruling on the Standing Motion until additional disclosure
statements are filed and restructuring negotiations between SCI
and its lenders are further along.

"I have not determined not to grant the motion at a later time,"
the Review-Journal quoted Judge Gregg Zive as saying.  "I'm simply
deferring ruling.  It is not because, I should make this clear,
I'm unwilling to make a decision.  But I truly believe there may
be unintended consequences that could have considerable adverse
effects."

Judge Zive also said during the hearing on the bankruptcy case
that it would be good if Station Casinos and its lenders gave the
bondholders "some ability to be a meaningful participant" in the
restructuring discussions.

The Review-Journal added that Judge Zive thought about sending all
the parties to mediation but decided to wait.

The Review-Journal also reported that during the hearing,
attorneys for the company and lenders argued that even if the
bondholders were allowed to sue, they have little chance of
recovering any money because of their unsecured creditor status.

Judge Zive, however, discounted that argument, the report related.
"I don't care if they're out of the money or not, they deserve to
be heard," the Review-Journal quoted Judge Zive as saying.

                       About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


STATION CASINOS: Raises DIP Financing to $185 Million
-----------------------------------------------------
Judge Gregg W. Zive of the U.S. Bankruptcy Court for the District
of Nevada entered an order modifying the Final DIP Order entered
on October 13, 2009, to:

(a) increase the aggregate amount of loans that Vista
     Holdings, LLC, may make to Station Casinos, Inc., pursuant
     to and in accordance with the requirements of the Final DIP
     Order from the current amount of $150,000,000 to the
     increased discretionary amount of $185,000,000; and

(b) modify the DIP Credit Agreement to extend the "outside"
     maturity date of the DIP Credit Agreement from the current
     date of February 10, 2010 to August 10, 2010;

The DIP Credit Agreement and the promissory note issued pursuant
to the credit agreement are deemed to be modified by the Order to
implement the changes of the Order for all purposes and no further
written agreement between Vista and SCI is required to implement
the modifications approved by the Order.

Objections to the Motion, which have not been consensually
resolved or withdrawn, are overruled.

                       About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477).
Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as
legal counsel in the Chapter 11 case; Brownstein Hyatt Farber
Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as
local counsel.  The Debtor is also hiring Lazard Freres & Co. LLC
as investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the claims and noticing agent.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

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


T A WELLHEAD LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: T A Wellhead LLC
          dba T A Wellhead Sales and Service
        P.O. Box 1230
        Perryton, TX 79070

Bankruptcy Case No.: 10-20017

Chapter 11 Petition Date: January 11, 2010

Court: United States Bankruptcy Court
       Northern District of Texas (Amarillo)

Judge: Robert L. Jones

Debtor's Counsel: Van W. Northern, Esq.
                  Northern Law Firm
                  112 W. 8th Street, Suite 400
                  Amarillo, TX 79101
                  Tel: (806) 374-2266
                  Email: northernlaw@suddenlinkmail.com

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

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

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

The petition was signed by Terry Ashmore, manager of the Company.


TARRAGON CORP: Court Extends Plan Solicitation Phase Until April 8
------------------------------------------------------------------
The Hon. Donald H. Steckroth of the U.S. Bankruptcy Court for the
District of New Jersey, extended until April 8, 2010, Tarragon
Corp. and its debtor-affiliates' exclusive period to solicit
acceptances to the Chapter 11 Plan of Reorganization.

As reported in the TCR on August 7, 2009, Tarragon Corporation
filed with the Bankruptcy Court a disclosure statement explaining
a proposed joint Chapter 11 plan of reorganization, wherein
affiliated debt-holders are expected to get 60% of the common
stock in turn for the waiver of about $40 million of unsecured
claims.

Upon the plan's effective date, the Debtor will become reorganized
Tarragon, pursuant to which all of the existing shares of Tarragon
Corporation, including those shares owned by the affiliated
debt holders, will be cancelled of record.  In exchange for HFZ
Capital Group LLC agreeing to purchase certain preferred stock of
Reorganized Tarragon having a cumulative preferred dividend of 8%
in an amount of up to $5 million of which at least $1 million will
be purchased on the effective date to provide initial working
capital to Reorganized Tarragon, HFZ will receive 40% of the new
issue common stock of Reorganized Tarragon.

Subsequent to the effective date, HFZ will purchase, at par, at
such time or times as required by the affiliated debt holders,
additional preferred stock of Reorganized Tarragon in an amount
equal to $5 million less the amount of the initial Preferred Stock
Purchase in increments of no less than $500,000.  The proceeds of
such sale shall be used to enable Reorganized Tarragon to pay,
when required, its future operating costs and expenses, including
liquidation expenses of Liquidation Assets and debt service, to
the extent that the income of Reorganized Tarragon, as reasonably
determined by the affiliated debt holders, is insufficient to pay
in a timely manner such costs and expenses.

In addition, the affiliated debt holders will receive 60% of the
common stock of Reorganized Tarragon in exchange for the waiver of
approximately $40 million of affiliated unsecured claims held by
the affiliated debt holders.

A full-text copy of the joint Chapter 11 plan of reorganization is
available for free at http://ResearchArchives.com/t/s?40d0

A full-text copy of the disclosure statement is available for free
at http://ResearchArchives.com/t/s?40d1

                       About Tarragon Corp.

Based in New York City, Tarragon Corporation (NasdaqGS:TARR) --
http://www.tarragoncorp.com/-- is a leading developer of
multifamily housing for rent and for sale.  Tarragon's operations
are concentrated in the Northeast, Florida, Texas, and Tennessee.
Tarragon and its affiliates filed for Chapter 11 protection on
January 12, 2009 (Bankr. D. N.J. Case No. 09-10555).  The Hon.
Donald H. Steckroth presides over the case.

Michael D. Sirota, Esq., Warren A. Usatine, Esq., and Felice R.
Yudkin, Esq., at Cole Schotz Meisel Forman & Leonard, P.A.


TELOGY LLC: To Auction Substantially All Assets on March 16
-----------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware approved a process for selling substantially
all of Telogy LLC, et al.'s assets through an auction scheduled
for March 16, 2010, at 10:00 a.m. (prevailing Eastern Time) at the
offices of Willkie Farr & Gallagher, LLP, 787 Seventh Avenue, New
York City.

Absent higher and better bids at the auction, McGrath Rent Corp.,
will buy the assets of Telogy in exchange for (i) the payment of
$16,681,000, subject to adjustments; and (ii) the assumption by
the of certain liabilities.

As stalking horse bidder, McGrath is entitled to bid protections,
including a $500,430 break-up fee and up to $166,810 expense
reimbursement.

To participate in the auction, initial bids must be sent by March
12, 2010, at 4:00 p.m. (prevailing Eastern Time.)  The offers must
exceed that of McGrath's offer by at least $767,240, which is the
sum of (a) the Break-Up Fee, (b) the maximum amount of the Expense
Reimbursement, and (c) a $100,000 minimum initial bidding
increment.  Bids must have minimum increments of $25,000.

The sale hearing will be held before the Court on March 19, 2010,
at 9:30 a.m. (ET).  Objections, if any, are due on March 12, 2010,
at 4:00 p.m. (ET) Adequate assurance objection deadline is on
March 18, 2010, at 4:00 p.m. (ET).

                        About Telogy, LLC

Union City, California-based Telogy, LLC, filed for Chapter 11
bankruptcy protection on January 24, 2010 (Bankr. D. Delaware Case
No. 10-10206).  Donald J. Bowman, Jr., Esq.; Matthew Barry Lunn,
Esq.; and Robert F. Poppiti, Jr., Esq., at Young, Conaway,
Stargatt & Taylor, LLP, assist the Company in its restructuring
effort.  The Company listed $10,000,001 to $50,000,000 in assets
and $50,000,001 to $100,000,000 in liabilities.

The Company's affiliate, e-Cycle, LLC, filed a separate Chapter 11
bankruptcy petition.


TELOGY LLC: U.S. Trustee Appoints 3-Member Creditors Committee
--------------------------------------------------------------
Roberta A. DeAngelis, Acting U.S. Trustee for Region 3, appointed
three members to the official committee of unsecured creditors in
the Chapter 11 cases of Telogy, LLC, et al.

The Creditors Committee members are:

1. Agilent Technologies Inc.
   Attn: Ray Bryant
   91 Raquel Dr.
   Marietta, GA 30064
   Tel: (678) 566-6331
   Fax: (770) 427-8003

2. ETS-Lindgren, L.P.
   Attn: Randy Hill
   1301 Arrow Point Dr.
   Cedar Park, TX 78613,
   Tel: (512) 531-6426
   Fax: (512) 531-6526

3. Valuetronics International, Inc.
   Attn: Glenn J. Dulski
   1675 Cambridge Dr.
   Elgen, IL 60123
   Tel: (847) 468-8258
   Fax: (847) 717-6121

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense.  They may investigate the Debtor's business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.  Those
committees will also Attnempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee.  If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

Union City, California-based Telogy, LLC, filed for Chapter 11
bankruptcy protection on January 24, 2010 (Bankr. D. Delaware Case
No. 10-10206).  Donald J. Bowman, Jr., Esq.; Matthew Barry Lunn,
Esq.; and Robert F. Poppiti, Jr., Esq., at Young, Conaway,
Stargatt & Taylor, LLP, assist the Company in its restructuring
effort.  The Company listed $10,000,001 to $50,000,000 in assets
and $50,000,001 to $100,000,000 in liabilities.

The Company's affiliate, e-Cycle, LLC, filed a separate Chapter 11
bankruptcy petition.


TISHMAN SPEYER: Lenders Start $3-Bil. Stuyvesant Town Foreclosure
-----------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Bank of America NA
and U.S. Bank NA., trustees representing holders of $3 billion in
mortgage debt on Stuyvesant Town-Peter Cooper Village in
Manhattan, started a foreclosure action February 16 in U.S.
District Court in New York.

According to Mr. Rochelle, because New York is a state requiring
judicial foreclosure, the process can take months to years.
Mortgage lenders have the option in New York of seeking the
appointment of a receiver to take over management of a property
pending completion of foreclosure.

The case is Bank of America NA v. PCV ST Owner LP, 10-01178, U.S.
District Court, Southern District of New York (Manhattan).

CWCapital Asset Management LLC, as debt servicer, has already
retained Rose Associates Inc. as consultant to coordinate the
transition of Tishman Speyer's Stuyvesant Town/Peter Cooper
Village.  CWCAM and Tishman Speyer said in a joint statement that
they are fully committed to an efficient and seamless transition
of property operations at Stuyvesant Town/Peter Cooper Village.

As reported by the TCR on January 26, 2010, a group led by Tishman
Speyer Properties has decided to give up the Peter Cooper Village
and Stuyvesant Town apartment complex in Manhattan to its
creditors.  The decision comes after the venture between Tishman
and BlackRock Inc. defaulted on the $4.4 billion debt used to help
finance the acquisition of those properties.

The venture acquired the 56-building, 11,000-unit property for
$5.4 billion in 2006 -- the most ever paid for a single
residential property in the U.S.  The venture had been struggling
for months to restructure the debt but capitulated facing a
massive debt load and a weak New York City economy that has
undercut rents and demand for high-priced apartments.

                       About Tishman Speyer

Tishman Speyer Properties lays claim to two of the most famous
slices of the Big Apple -- New York City's Chrysler Building and
Rockefeller Center. The property company invests in, develops,
and/or operates commercial real estate.  Other well known holdings
include Berlin's Q 205 project (the first post-reunification
development in the city's center) and Chicago's Franklin Center
(one of the city's largest office properties).  The company owns
or has developed more than 115 million sq. ft. in Asia, Europe,
South America, and the US since it was founded in 1978. The
company also has projects in India, China, and Brazil, and owns
some 92,000 residential units around the world.

Stuyvesant Town-Peter Cooper Village comprises 56 multi-story
buildings, situated on 80 acres, and includes a total of 11,227
apartments. The loan sponsors, Tishman Speyer Properties, LP and
BlackRock Realty, acquired the property with the intent of
converting rent-stabilized units to market rents as tenants
vacated the property; however, the conversion of units has since
been determined to be illegal by the New York State Court of
Appeals. In addition to the $3 billion securitized balance,
there is an additional $1.5 billion of mezzanine debt held
outside the trust.


TLC VISION: Files 2nd Amended Joint Chapter 11 Plan
---------------------------------------------------
BankruptcyData reports that TLC Vision filed with the U.S.
Bankruptcy Court a Second Amended Joint Chapter 11 Plan of
Reorganization, a related Disclosure Statement and two Amended
Exhibits to the Plan.

According to the Disclosure Statement, "Following the Effective
Date, the Reorganized Debtors shall have the same Corporate
Structure as existed prior to the Effective Date, as may be
modified in a manner acceptable by the Buyer Parties; provided,
however, that Reorganized TLC Canada shall cease all operations
and the Information Officer shall be authorized to liquidate the
remaining assets of TLC Canada and distribute the net proceeds
thereof to Holders of Allowed Claims in Class B4."

TLCVision -- http://www.tlcvision.com/-- is North America's
premier eye care services company, providing eye doctors with the
tools and technologies needed to deliver high-quality patient
care. Through its centers' management, technology access service
models, extensive optometric relationships, direct to consumer
advertising and managed care contracting strength, TLCVision
maintains leading positions in Refractive, Cataract and Eye Care
markets.

TLC Vision (USA) Corporation, and two of its corporate affiliates
filed petitions for Chapter 11 on Dec. 21, 2009 (Bankr. D. Del.
Case No. 09-14473).  The petition says assets and debts are
$100 million to $500 million.

The Company's lead U.S. restructuring counsel is the law firm of
Proskauer Rose LLP and Canadian restructuring counsel is the law
firm of Torys LLP.  The Company's financial advisor is Conway Del
Genio Gries & Co., LLC.  Epiq Bankruptcy Solutions is claims and
notice agent.


TLC VISION: Court Approves Plan Sponsor Agreement with Charlesbank
------------------------------------------------------------------
TLCVision Corporation disclosed that the United States Bankruptcy
Court for the District of Delaware approved an amended plan
sponsor agreement backed by affiliates of Charlesbank Capital
Partners ("Charlesbank") and H.I.G. Capital, LLC ("H.I.G.")
regarding a new plan of reorganization that would result in the
payment in full of all outstanding amounts owing to the Company's
senior secured lenders under its credit facility.  In connection
with the amended plan, the Bankruptcy Court also approved a
$25 million in debtor-in-possession financing facility to be
provided by Charlesbank and H.I.G. that will be used to repay the
Company's current debtor-in-possession financing.  The Company
intends to seek the Canadian Court's recognition of the orders
issued on February 12, 2010 on or about February 18, 2010.

In addition to the previously announced terms of the plan,
including the acquisition by Charlesbank of substantially all the
assets of the Company, including 100% of the equity of TLC Vision
(USA) Corporation and the Company's six refractive centers in
Canada, and payments to employees and critical vendors in the
ordinary course of business, the amended plan with Charlesbank and
H.I.G. also provides for consideration in the amount of up to
US$9.0 million in cash and a new promissory note of up to US$3.0
million to be paid to the Company's unsecured creditors.
Subsequent to the previously announced Charlesbank transaction,
H.I.G. joined as a co-investor with Charlesbank in the acquisition
of the Company's assets under the plan.  There is no assurance of
any distribution of funds to the shareholders of the Company under
the plan and completion of the plan is subject to customary
closing conditions, including final confirmation by the Bankruptcy
Court and the Canadian Court and regulatory approvals.  The
Official Committee of Unsecured Creditors of the Company has also
expressed its support of the plan with Charlesbank and H.I.G.

                      About TLCVision

TLCVision -- http://www.tlcvision.com/-- is North America's
premier eye care services company, providing eye doctors with the
tools and technologies needed to deliver high-quality patient
care. Through its centers' management, technology access service
models, extensive optometric relationships, direct to consumer
advertising and managed care contracting strength, TLCVision
maintains leading positions in Refractive, Cataract and Eye Care
markets.

TLC Vision (USA) Corporation, and two of its corporate affiliates
filed petitions for Chapter 11 on Dec. 21, 2009 (Bankr. D. Del.
Case No. 09-14473).  The petition says assets and debts are
$100 million to $500 million.

The Company's lead U.S. restructuring counsel is the law firm of
Proskauer Rose LLP and Canadian restructuring counsel is the law
firm of Torys LLP.  The Company's financial advisor is Conway Del
Genio Gries & Co., LLC.  Epiq Bankruptcy Solutions is claims and
notice agent.


TRIAD ENERGY: Magnum Hunter Discloses Final Closing of Acquisition
------------------------------------------------------------------
Magnum Hunter Resources Corporation has closed on the previously
announced acquisition of privately-held Triad Energy Corporation
and affiliates, an Appalachian Basin focused energy company.  The
final closing announced follows the January 28, 2010 announcement
by Magnum Hunter that the United States Bankruptcy Court for the
Southern District of Ohio, Eastern Division had approved an order
confirming Triad Energy Corp.'s Plan of Reorganization which
ratified and approved Magnum Hunter's Asset Purchase Agreement to
acquire substantially all of the assets of Triad and certain of
its affiliated entities which was originally executed on October
28, 2009.

The Triad assets acquired primarily consist of oil and gas
property interests in approximately 2,000 operated wells and
include over 88,000 net mineral acres located in the states of
Kentucky, Ohio, and West Virginia, a natural gas pipeline (Eureka
Hunter Pipeline), two salt water disposal facilities, three
drilling rigs, workover rigs, and other oilfield equipment.

Magnum Hunter paid cash, issued restricted securities and
refinanced Triad's outstanding debt obligations in the aggregate
of approximately $81 million. The $81 million total purchase price
is broken out in components of (i) the repayment of $55 million of
Triad senior debt via drawing under the Company's existing
$150 million revolving commercial bank line of credit ($70 million
borrowing base) and assuming approximately $3 million of equipment
indebtedness, (ii) issuance to Triad's senior lenders of
$15 million in Series B Redeemable Convertible Preferred Stock
with a 2.75% fixed coupon payable quarterly and (iii) paying
approximately $8 million in cash.

                       About Triad Energy

Triad Energy Corporation is a 23-year old Reno, Ohio headquartered
oil and natural gas exploration and production company focused
exclusively in the Appalachian Basin with operations in Ohio, West
Virginia and Kentucky.  As of June 30, 2009, supported by a third
party independent engineering report prepared by an independent
third party engineering firm, Triad had total proved reserves of
approximately 5.2 MMBoe (69% crude oil and 69% classified as
proved developed producing).  The Company had a present value on
proved reserves discounted at 10% ($69.89 per Bbl and $3.835 per
Mcf) as of June 30, 2009 of $74.1 million.  Daily production from
over 2,000 wells is approximately 1,000 Boe.  The third party
engineering report does not reflect any future potential that may
exist from the drilling of horizontal wells in the Marcellus Shale
formation.

Triad presently controls approximately 88,417 net mineral acres
located in Ohio, West Virginia and Kentucky, with approximately
75% of this acreage classified as held by production "HBP."  Of
this total acreage position, approximately 47,000 net acres (53%
of the total net acres) overlay the Marcellus Shale play. Triad's
lease acreage position is concentrated and contiguous with
existing Triad operations and production.  Proved reserves and
upside production potential is reflected in Triad's mature oil
fields currently under primary and secondary development,
conventional fields with additional development and behind pipe
potential and horizontal drilling of Triad's Marcellus Shale
acreage position.

Other assets owned by Triad include (i) oilfield service equipment
(three air drilling rigs, pole units, frac tanks, trailers, gang
trucks, vacuum trucks, etc.), (ii) salt water disposal facilities
with a 1,000 Bpd average disposal rate and (iii) the control of
over 55 miles of existing natural gas pipelines and pipeline
right-of-ways ("Eureka Pipeline").  It is anticipated that the
midstream assets can be utilized to solve a portion of the
existing Appalachian Basin regional takeaway challenges and allow
Magnum Hunter to expand this natural gas transportation and
processing business to third parties.

                        About Magnum Hunter

Magnum Hunter Resources Corporation and subsidiaries --
http://www.magnumhunterresources.com/-- are a Houston, Texas
based independent exploration and production company engaged in
the acquisition of exploratory leases and producing properties,
secondary enhanced oil recovery projects, exploratory drilling,
and production of oil and natural gas in the United States.


TRIBUNE CO: In Court Today to Fend Off Bids to Sue or Probe on LBO
------------------------------------------------------------------
The Bankruptcy Court will convene a hearing today, February 18, to
consider the request of the Official Committee of Unsecured
Creditors in Tribune Co.'s case for authority to sue based on a
claim that the $13.8 billion leveraged buyout led by Sam Zell in
December 2007 resulted in fraudulent transfers.

Tribune's senior creditors are opposing the request to challenge
the legality of the LBO.

The Committee, in its request, recounts that in 2006, Tribune
Company's board of directors began to focus on a potential
recapitalization or transaction with respect to the Debtors'
businesses in response to urging from the Debtors' largest
shareholders.  Despite a failed auction process and a declining
publishing business, Tribune Company nevertheless approved a LBO
transaction in which the Debtors became obligated on a massive
amount of debt and paid billions of dollars to shareholders to
take the Company private, argued Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, special counsel to
the Committee.

To finance the LBO, the Debtors became obligated on more than
$10 billion in debt under a Senior Credit Facility and a Bridge
Facility.  The LBO debt was not secured other than through stock
pledges, but was made structurally superior to Tribune Company's
preexisting debt -- consisting of almost $1.3 billion of publicly
held non-subordinated debt as well as trade and contractually
subordinated debt -- by obtaining guarantees of the LBO Debt from
many of Tribune Company's subsidiaries.

The Creditors' Committee believes there is substantial evidence
that:

  (i) the LBO Debt was fraudulently incurred and should be
      avoided;

(ii) the Claims should be equitably subordinated and
      disallowed; and

(iii) related transfers should be avoided and recovered,
      including:

      (a) fees paid relating to the LBO and the Facilities;

      (b) principal and interest repaid on the LBO Debt prior to
          the Petition Date; and

      (c) payment at closing to satisfy preexisting debt.

The Bankruptcy Court will also consider a request for an examiner
to review the LBO.  The U.S. Trustee has joined calls for an
examiner to review Tribune Co.'s leveraged buyout in 2007.
Wilmington Trust Co., on behalf of bondholders, has asked for an
examiner, saying that it has learned that the Debtors' estates
hold very significant causes of action against multiple
prospective defendants, including current and former members of
the Committee, arising from LBO.  According to Wilmington Trust,
those causes of action include, but are not limited to, claims for
fraudulent conveyance, breach of fiduciary duty and equitable
subordination.

Another agenda in the hearings today is a request by Tribune for a
June 8 extension of its exclusive right to propose a Chapter 11
plan.

                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.

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


TROPICANA ENTERTAINMENT: $67 Mil. DIP Facility Extended to Feb. 28
------------------------------------------------------------------
Tropicana Entertainment LLC and its debtor affiliates recently
entered into Amendment No. 5 of their DIP Credit Agreement with
The Foothill Group, Inc., as administrative agent, and certain
lenders.

Among other things, the Fifth Amendment provides for a maturity
date of the DIP Facility to be the earlier of:

   (i) the Effective Date of the Debtors' confirmed Chapter 11
       Plan,

  (ii) February 28, 2010, or

(iii) the date on which all loans become due and payable.

The Fifth DIP Amendment also requires that Tropicana
Entertainment LLC and Tropicana Entertainment Intermediate
Holdings LLC must use commercially reasonable efforts to obtain
all the required approvals of all relevant gaming authorities to
the "Security Documents" as defined under the DIP Credit
Agreement.  In particular, Tropicana LLC and Tropicana Holdings
must obtain the required approval of the Indiana Gaming Board
with respect to Evansville no later than February 28, 2010.

A full-text copy of the Fifth DIP Amendment is available at no
charge at:

  http://bankrupt.com/misc/Tropi_Am5CreditAgreement012510.pdf

As to the previously filed Fourth DIP Amendment, the Court
granted those amendments on January 26, 2010.  The Court also
authorized, but not directed, the OpCo Debtors to pay the related
amendment fee set forth under the Fourth DIP Amendment.

Except as otherwise specifically provided, the Final DIP Order,
as modified by the First DIP Amendment, Second DIP Amendment, and
the Third DIP Amendment, and the applicable orders entered, will
remain in full force and effect.  The Prepetition Lenders, the
DIP Lenders, and the OpCo Lenders will be entitled to all of the
rights and protections provided.

The Court held that the terms of the DIP Credit Agreement, as
subsequently amended through the Fourth DIP Amendment, have been
negotiated at arm's-length and in good faith, and are in the best
interests of the OpCo Debtors, their estates and creditors.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  A group of Tropicana entities, known as the
LandCo Debtors, which own Tropicana casino property in Las Vegas,
have obtained approval of a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TROPICANA ENTERTAINMENT: Fee Auditor Recommends OK of Most Fees
---------------------------------------------------------------
Warren H. Smith & Associates, P.C., the Court-appointed fee
auditor in Tropicana Entertainment's cases, delivered to the Court
his final report on the fee applications of four more bankruptcy
professionals retained in the Debtors' cases for the fourth and
fifth interim fee periods, as well as final fee applications.
Pursuant to the findings in its report, the Fee Auditor recommends
the approval of these fees and expenses:

                        Requested           Recommended
                  --------------------- ---------------------
Professional           Fees     Expenses     Fees    Expenses
------------       -----------  -------- ----------- ---------
KPMG LLP              $344,584        $0    $344,584        $0
Debtors' valuation
consultant
Period:
03/10/09-04/30/09

Stroock & Stroock &    521,225    17,673     520,679    17,631
Lavan LLP
Committee's counsel
Period:
02/01/09-04/30/09

Stroock & Stroock &    106,581     3,595     106,581     3,595
Lavan LLP
Committee's counsel
Period:
05/01/09-06/30/09

Stroock & Stroock &  5,719,208   326,940   5,707,830   326,313
Lavan LLP
Committee's counsel
Period:
05/14/08-06/30/09

McGlinchey Stafford     11,937        37      11,937        37
PLLC
Committee's
regulatory and
gaming counsel
Period:
08/11/08-02/28/09

Watkins Ludlam           2,576        59       2,576        59
Winter & Stennis, P.A.
Committee's
regulatory and
gaming counsel
Period:
09/30/08-02/28/09

KPMG seeks the payment of fees and reimbursement of expenses in
its final fee application.

Five firms -- McGlinchey Stafford PLLC, Watkins Ludlam Winter &
Stennis, P.A., Bose McKinney & Evans LLP, Lionel Sawyer &
Collins, and Sills Cummis & Gross P.C. -- acting as regulatory
and gaming counsel for the Official Committee of Unsecured
Creditors, submitted an omnibus application for services rendered
and for reimbursement of expenses incurred.  The Fee Auditor
relates that he had no fee or expense issues with the amounts
requested by the firms McGlinchey Stafford and Watkins Ludlam.
Thus, the two firms are included in the Fee Auditor's final
report.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  A group of Tropicana entities, known as the
LandCo Debtors, which own Tropicana casino property in Las Vegas,
have obtained approval of a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TROPICANA ENTERTAINMENT: OpCo Plan Deadline Moved to Feb. 28
------------------------------------------------------------
Bankruptcy Judge Kevin Carey of the U.S. Bankruptcy Court for the
District of Delaware granted the request by the OpCo Debtors, a
group of Tropicana entities owning casinos and resorts in Atlantic
City, New Jersey and Evansville, Indiana, for an extension of the
deadline by which all conditions to the consummation of the OpCo
Chapter 11 Plan must be satisfied or waived.

Accordingly, the Effective Date Deadline by which the OpCo
Debtors must have consummated all conditions set forth under the
OpCo Plan is extended through February 28, 2010, or a later date
as established by the Court.

The OpCo Debtors have made significant headway in satisfying the
conditions precedent to the consummation of the confirmed OpCo
Plan, Zachary I. Shapiro, Esq., at Richards, Layton & Finger,
P.A., in Wilmington, Delaware, tells the Court.  In particular,
he points out, the OpCo Debtors are working with their counsel
and key constituents to complete the process for the registration
of the securities to be issued under the OpCo Plan, to obtain all
necessary regulatory approvals in the jurisdictions in which they
operate, and to finalize the terms of their exit facility.
Indeed, the OpCo Debtors aver that they anticipate completing
those tasks and emerging from Chapter 11 protection in the coming
months.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  A group of Tropicana entities, known as the
LandCo Debtors, which own Tropicana casino property in Las Vegas,
have obtained approval of a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TXCO RESOURCES: Implements Chapter 11 Plan
------------------------------------------
TXCO Resources Inc. said it has satisfied the conditions precedent
to the effectiveness of its Chapter 11 plan.  As a result, the
Plan became effective on 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: Capital Ventures Stake Now at 0%
------------------------------------------------
Capital Ventures International has filed with the Securities and
Exchange Commission Amendment No. 3 to its Schedule 13G which was
initially filed on November 30, 2007.

The CUSIP number of the Common Stock is 87311M102.

As of December 31, 2009, each of Capital Ventures International
and Heights Capital Management, Inc., disclaims beneficial
ownership of any shares in the issuer's Common Stock, $0.01 par
value per share.

Heights Capital Management, Inc.is the investment manager to
Capital Ventures International.

A full-text copy of Capital Ventures' amended Schedule 13G is
available for free at http://researcharchives.com/t/s?5319

                       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.


UTSTARCOM INC: Amends Leaseback Deal With Zhongnan
--------------------------------------------------
In December 2009, UTStarcom, Inc., said it had, through its wholly
owned subsidiary in China, entered into a Property Transfer and
Leaseback Agreement with Zhejiang Zhongnan Construction Group Co.,
Ltd., for the transfer of the Company's facility in Hangzhou,
China and the leaseback of a portion of the facility.

On February 1, 2010, the Company, through that Chinese subsidiary,
entered into a Lease Contract with respect to the leaseback of
certain facilities in Hangzhou, China from Zhongnan that it is in
the process of transferring to Zhongnan pursuant to the Transfer
Agreement.  By entering in to the Lease, the Company and Zhongnan
supplement and amend the leaseback provisions in the Transfer
Agreement to the extent applicable.

Under the terms of the Lease, the Company will lease back 71,027
sqm gross floor area aboveground and 12,000 sqm GFA underground of
the building for a period of 6 years at a rate of RMB 2.5, 3.0 and
3.2 (approximately US$0.37, $0.44 and $0.47, respectively) per sqm
per day for years 1-2, 3-4 and 5-6, respectively, of the lease
period for the aboveground space; and RMB 25 (approximately
US$3.66) per sqm per month for the underground space for the full
lease period.  The property management fee and the air
conditioning fee for the aboveground and underground space is RMB
6.5 and RMB 4.0 (approximately US$0.95 and US$0.59, respectively)
per sqm per month on all of the GFA for the full lease period,
respectively.

The rent and fees are payable quarterly in advance.  The Company
is also required to pay a security deposit in the amount of RMB
12,300,000 (approximately US$1.8 million) and prepay part of the
rent and fees for the last six months of the lease term in the
amount of RMB 23,400,000 (approximately US$3.4 million) on the
same day when the first rent payment is due.

The Company may terminate all or part of the Lease by giving
Zhongnan six months advance notice.  In the case of early
termination of all of the Lease by the Company, Zhongnan is
entitled to keep the security deposit and in addition, the Company
would be required to pay a penalty of RMB 17,700,000
(approximately US$2.6 million) and additional compensation to
Zhongnan equivalent to six months rent at rental rate in effect at
the time of the termination.  In the event of partial termination,
the penalty and six months rent shall be prorated.

                      Going Concern Doubt

At September 30, 2009, the Company's consolidated balance sheets
showed $1.004 billion in total assets, $707.0 million in total
liabilities, and $297 million in total stockholders' equity.

The Company incurred net losses of $150.3 million, $195.6 million
and $117.3 million during the years ended December 31, 2008, 2007,
and 2006, respectively.  During the nine months ended
September 30, 2009, the Company incurred a net loss of
$186.3 million.  The Company recorded operating losses in 18 of
the 19 consecutive quarters in the period ended September 30,
2009.  At September 30, 2009, the Company had an accumulated
deficit of $1.03 billion.  The Company incurred net cash outflows
from operations of $55.2 million and $225.1 million in 2008 and
2007 respectively.  Cash used in operations was $89.2 million
during the nine months ended September 30, 2009.  The Company
said it expects to continue to incur losses and negative cash
flows from operations over at least the remainder of 2009.

The Company's only committed source for borrowings is a credit
facility in China.  During the third quarter of 2009, a
$263.5 million credit facility expired and was not renewed.  The
remaining approximately $58.6 million credit facility expires in
the fourth quarter of 2009.

While improvements in operating results, cash flows and liquidity
are anticipated as management's initiatives to control and reduce
costs while maintaining and growing its revenue base are fully
implemented, the Company believes its recurring losses and
expected negative cash flows from operations raise substantial
doubt about its ability to continue as a going concern.  The
Company's  independent registered public accounting firm included
an explanatory paragraph highlighting this uncertainty in the
Company's annual Report on Form 10-K for the year ended
December 31, 2008.

                          About UTStarcom

UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support.  The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world.  UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks.  The Company was
founded in 1991 and is headquartered in Alameda, California.


UTSTARCOM INC: Has $48.5MM Investment Deal; to Move HQ to Beijing
-----------------------------------------------------------------
UTStarcom, Inc., earlier this month entered into agreements for a
strategic relationship with Beijing E-town International
Investment and Development Co., Ltd., an investment company
established by the Beijing Municipality.  The deal includes an
investment of $48.5 million by BEIID and two unrelated investment
funds, Ram Max Group Limited and Shah Capital Management.

The three investment parties are advised by Yellowstone Capital.

The transaction is subject to certain customary closing conditions
including receipt of regulatory approval in China.  The Company
anticipates closing the transaction prior to March 31, 2010.

As part of the investment, UTStarcom will issue approximately
22 million shares of common stock at a price of $2.20 per share,
with BEIID investing $25 million, Ram Max Group Limited investing
$12.5 million and Shah Capital investing $11 million.

Baichuan Du, a former Deputy Chief Engineer of China's State
Administration of Radio, Film and Television, will join the board
of directors of the Company.  Xiaoping Li, Executive Deputy
General Manager of BEIID, and William Wong, a Managing Director at
Yellowstone Capital, will also join UTStarcom's board upon closing
of the transaction.  Mr. Li and Mr. Wong will replace Mr. Allen
Lenzmeier and Mr. Jeff Clarke, who will resign from UTStarcom's
board of directors at that time.  The total number of directors on
the board will be increased from six to seven in connection with
the transaction.

In connection with the transaction and in furtherance of
UTStarcom's strategic goals in China, Jack Lu has been appointed
the new Chief Executive Officer and President of the Company
effective the later date of three months after the closing of the
investment or June 30, 2010.  From the closing of the transaction
until he assumes the CEO position, he will be the Company's Chief
Operations Officer.  Peter Blackmore will retire as CEO and
President of UTStarcom upon Mr. Lu's assumption of the CEO
position.

Mr. Lu most recently served as Co-Chief Operating Officer and
General Manager, China at Source Photonics, a leading global opto-
electronic component company.  Prior to Source Photonics he held
numerous positions at Fiberxon, which was sold to MRV
Communications Inc. in July 2007, including Chief Executive
Officer, Chief Operations Officer and Vice President of Marketing
and Sales.  Prior to joining Fiberxon in September 2001, Mr. Lu
worked for US Business Networks Inc. (MeetChina.com) as Director
of Business Strategy Development from March 2000 to May 2001, and
China National Technical Import and Export Corporation as Senior
Manager from May 1988 to July 1998.  Mr. Lu holds a Bachelor of
Science degree in Electronic Engineering from Huazhong University
of Science and Technology and an M.B.A. from the University of
Southern California.

Consistent with its plans, UTStarcom will move its headquarters to
Beijing, China, as part of an agreement with Beijing Development
Area, which is also related to Beijing Municipality.  That
agreement will be effective upon closing of the investment.  As
part of the agreement, UTStarcom will be able to apply to Beijing
Development Area for tax incentives and other financial and non-
financial assistance to the Company. The Company plans to retain
all its operations in Hangzhou and Shenzhen.

Yellowstone Capital initiated the investment transaction, advised
and coordinated amongst BEIID, Ram Max and Shah Capital in
connection with the transaction.  BofA Merrill Lynch is acting as
financial advisor to UTStarcom.  Wilson Sonsini Goodrich & Rosati,
Professional Corporation is serving as outside counsel to
UTStarcom and King & Wood LLP is acting as legal counsel for
BEIID.

                      Going Concern Doubt

At September 30, 2009, the Company's consolidated balance sheets
showed $1.004 billion in total assets, $707.0 million in total
liabilities, and $297 million in total stockholders' equity.

The Company incurred net losses of $150.3 million, $195.6 million
and $117.3 million during the years ended December 31, 2008, 2007,
and 2006, respectively.  During the nine months ended
September 30, 2009, the Company incurred a net loss of
$186.3 million.  The Company recorded operating losses in 18 of
the 19 consecutive quarters in the period ended September 30,
2009.  At September 30, 2009, the Company had an accumulated
deficit of $1.03 billion.  The Company incurred net cash outflows
from operations of $55.2 million and $225.1 million in 2008 and
2007 respectively.  Cash used in operations was $89.2 million
during the nine months ended September 30, 2009.  The Company
said it expects to continue to incur losses and negative cash
flows from operations over at least the remainder of 2009.

The Company's only committed source for borrowings is a credit
facility in China.  During the third quarter of 2009, a
$263.5 million credit facility expired and was not renewed.  The
remaining approximately $58.6 million credit facility expires in
the fourth quarter of 2009.

While improvements in operating results, cash flows and liquidity
are anticipated as management's initiatives to control and reduce
costs while maintaining and growing its revenue base are fully
implemented, the Company believes its recurring losses and
expected negative cash flows from operations raise substantial
doubt about its ability to continue as a going concern.  The
Company's  independent registered public accounting firm included
an explanatory paragraph highlighting this uncertainty in the
Company's annual Report on Form 10-K for the year ended
December 31, 2008.

                          About UTStarcom

UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support.  The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world.  UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks.  The Company was
founded in 1991 and is headquartered in Alameda, California.


VALASSIS COMMUNICATIONS: To Host Earnings Call on February 22
-------------------------------------------------------------
Valassis will host its Fourth Quarter and year-end 2009 Earnings
Conference Call on Monday, Feb. 22, 2010, at 11:00 a.m. eastern
time.  To participate, please dial (877) 941-8609 at least five
minutes prior to the start time.  The call will also be available
on the Valassis Web site at www.valassis.com.  To listen to a live
webcast, please go to our Web site at least 15 minutes prior to
the scheduled start time in order to register, download and
install any necessary audio software.

                            About Valassis

Valassis is one of the nation's leading media and marketing
services companies, offering unparalleled reach and scale to more
than 15,000 advertisers.  Its RedPlum media portfolio delivers
value on a weekly basis to over 100 million shoppers across a
multi-media platform -- in-home, in-store and in-motion.  Through
its interactive offering -- redplum.com -- consumers will find
compelling national and local deals online.  Headquartered in
Livonia, Michigan with approximately 7,000 associates in 28 states
and eight countries, Valassis is widely recognized for its
associate and corporate citizenship programs, including its
America's Looking for Its Missing Children(R) program.  Valassis
companies include Valassis Direct Mail, Inc., Valassis Canada,
Promotion Watch, Valassis Relationship Marketing Systems, LLC and
NCH Marketing Services, Inc.

As reported by the TCR on Feb. 3, 2010, Standard & Poor's Ratings
Services placed its 'B+' corporate credit rating for Livonia,
Michigan-based Valassis Communications Inc., along with all
associated issue-level ratings, on CreditWatch with positive
implications.


VALLEJO, CALIFORNIA: Pays High Price for Bankruptcy
---------------------------------------------------
Vallejo, Calif., filed for bankruptcy in May 2008, and the city
that year had a higher violent crime rate than any other
comparable city in California as its ranks of police officers
began to thin, according to ABI.

Vallejo filed for Chapter 9 bankruptcy protection in May 2008
after it was unable to persuade labor unions to accept salary
concessions as the recession began cutting into local government
tax collections nationwide.  The city is now working to set new
contracts for municipal workers through arbitration.

Vallejo -- http://www.ci.vallejo.ca.us/GovSite-- is a city in
Solano County, in California. As of the 2000 census, the city had
a total population of 116,760. It is located in the San Francisco
Bay Area on the northern shore of San Pablo Bay.  The City is a
charter city organized and exercising governmental functions under
its charter and the laws and constitution of the state.  Its
governing body is its City Council.

The City filed for protection under Chapter 9 of the U.S.
Bankruptcy Code on May 23, 2008 (Bankr. E.D. Calif. Case No.
08-26813).  Marc A. Levinson, Esq., and Norman C. Hile, Esq., at
Orrick, Herrington & Sutcliffe LLP in Sacramento, California,
represent the City.


VISTEON CORP: Retirees Appeal Health Benefits Termination
---------------------------------------------------------
Attorneys for Visteon Corporation retirees filed a notice of
appeal with the U.S. District Court for the District of Delaware
on February 4, 2010, of Bankruptcy Judge Sontchi's order
authorizing the Debtors to amend or terminate Post-Employment
Health Care and Life Insurance Benefits for certain employees and
retirees and their surviving spouses, domestic partners and
dependents, The Associated Press reports.

The case is now referred for mediation, according to AP.

                        About Visteon Corp

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VISTEON CORP: Wants Order on Pensioner to Committee Reconsidered
----------------------------------------------------------------
Visteon Corp. and its units ask Judge Sontchi to reconsider its
order dated January 26, 2010, directing the U.S. Trustee to
appoint one or more pension plan participants to the Official
Committee of Unsecured Creditors or appoint an official committee
of pension plan participants pursuant to Section 1102 of the
Bankruptcy Code.

"While the intersection of the Bankruptcy Code and [the Employee
Retirement Income Security Act of 1074] raises a number of
complex issues, neither body of law supports the proposition that
pension plan participants are 'creditors' that may assert
'claims' against the Debtors' estates," says Mark M. Billion,
Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware.  He contends that the Court should follow the
overwhelming weight of authority interpreting the definition of
claim and vacate its order.

Mr. Billion asserts that not only do plan participants have no
right to payment from the Debtors as a result of plan
termination, plan participants are not entitled to bargain with
the Debtors to recover benefits under the pension plans over and
above those benefits to which Title IV of ERISA would entitle
them.

                        About Visteon Corp

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VITESSE SEMICONDUCTOR: AQR Capital Reports 9.99% Stake
------------------------------------------------------
AQR Capital Management, LLC, and AQR Absolute Return Master
Account L.P. disclosed that as of December 31, 2009, they may be
deemed to beneficially own 33,677,288 shares of Vitesse
Semiconductor Corp. common stock and debt securities that are
convertible into 7,329,630 shares of common stock.  The securities
held by AQR represent 9.99% of the outstanding securities of the
Company.

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of high-performance,
cost-competitive semiconductor solutions for Carrier and
Enterprise networks worldwide.  Engineering excellence and
dedicated customer service distinguish Vitesse as an industry
leader in Gigabit Ethernet, Ethernet-over-SONET, Optical
Transport, and other applications.

As of December 31, 2009, Vitesse had total assets of $87,633,000
against total debts of $130,120,000 resulting in stockholders'
deficit of $43,600,000.

Effective October 16, 2009, the Company entered into an amendment
to the terms of its $30 million senior secured term loan with
Whitebox VSC, Ltd., to include a non-refundable prepayment fee
equal to 1.0% of the aggregate principal amount that is prepaid;
an interest rate increase to 10.5% per annum in cash for the
period from October 1, 2009 until October 16, 2009 paid as 8.5%
per annum in cash, plus 2.0% payment-in-kind interest, plus an
additional 0.3% PIK interest for every $1.0 million above
$15.0 million of the senior term loan that is not paid down by the
Company for the period from October 17, 2009 until maturity or
full payment of the Senior Term Loan.

Concurrent with the amendment of the Senior Term Loan, the Company
entered into a Debt Conversion Agreement with the beneficial
owners of more than 96.7% of the 2024 Debentures.  The Noteholders
agreed to exchange their 2024 Debentures for a combination of
cash, shares of common stock, $50.0 million in newly issued 8.00%
Convertible Second Lien Debentures Due 2014, and, in some cases,
shares of Series B Preferred Stock.  The Conversion Agreement was
consummated on October 30, 2009, wherein the Noteholders exchanged
50.0% of their 2024 Debentures for 172,936,222 shares of common
stock, and in some cases Series B Preferred Stock.  Pursuant to
the Conversion Agreement, the Noteholders were limited to
ownership of 9.9% of the outstanding common stock.


VITESSE SEMICONDUCTOR: CEO Received $864,051 in Fiscal 2009 Pay
---------------------------------------------------------------
Christopher R. Gardner, chief executive officer of Vitesse
Semiconductor Corporation, received $864,051 in total compensation
for the fiscal year ended September 30, 2009, according to a
recent regulatory filing by the Company with the Securities and
Exchange Commission.  The amount includes roughly $23,700 in stock
awards, $273,200 in option awards and $262,500 in non-equity
incentive plan compensation.  Mr. Gardner received $936,105 in
total compensation in fiscal 2008 and $829,725 in fiscal 2007.

Chief Financial Officer Richard C. Yonker received $442,582 in
total 2009 compensation.  He was paid $398,082 in fiscal 2008 and
$365,406 in fiscal 2007.

Dr. Martin C. Nuss, the Company's Vice President-Technology and
Strategy, was paid $259,198 in 2009 and $288,975 in 2008.

Michael B. Green, Vice President, General Counsel and Secretary,
received $292,627 in total compensation in 2009; $264,450 in 2008;
and $218,771 in 2007.

The Company said the bonus amounts the four officers received for
fiscal years 2009, 2008 and 2007 reflect non-incentive plan based
cash payments.  Non-equity incentive plan compensation represents
incentive bonuses earned for services rendered during fiscal years
2009, 2008 and 2007.  The bonus payments for 2009 are to be made
in a lump sum by the end of the second quarter of fiscal 2010 or
as soon as practicable after determination by the Compensation
Committee, but in no event later than March 15, 2010.

                    About Vitesse Semiconductor

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of high-performance,
cost-competitive semiconductor solutions for Carrier and
Enterprise networks worldwide.  Engineering excellence and
dedicated customer service distinguish Vitesse as an industry
leader in Gigabit Ethernet, Ethernet-over-SONET, Optical
Transport, and other applications.

As of December 31, 2009, Vitesse had total assets of $87,633,000
against total debts of $130,120,000 resulting in stockholders'
deficit of $43,600,000.

Effective October 16, 2009, the Company entered into an amendment
to the terms of its $30 million senior secured term loan with
Whitebox VSC, Ltd., to include a non-refundable prepayment fee
equal to 1.0% of the aggregate principal amount that is prepaid;
an interest rate increase to 10.5% per annum in cash for the
period from October 1, 2009 until October 16, 2009 paid as 8.5%
per annum in cash, plus 2.0% payment-in-kind interest, plus an
additional 0.3% PIK interest for every $1.0 million above
$15.0 million of the senior term loan that is not paid down by the
Company for the period from October 17, 2009 until maturity or
full payment of the Senior Term Loan.

Concurrent with the amendment of the Senior Term Loan, the Company
entered into a Debt Conversion Agreement with the beneficial
owners of more than 96.7% of the 2024 Debentures.  The Noteholders
agreed to exchange their 2024 Debentures for a combination of
cash, shares of common stock, $50.0 million in newly issued 8.00%
Convertible Second Lien Debentures Due 2014, and, in some cases,
shares of Series B Preferred Stock.  The Conversion Agreement was
consummated on October 30, 2009, wherein the Noteholders exchanged
50.0% of their 2024 Debentures for 172,936,222 shares of common
stock, and in some cases Series B Preferred Stock.  Pursuant to
the Conversion Agreement, the Noteholders were limited to
ownership of 9.9% of the outstanding common stock.


VITESSE SEMICONDUCTOR: Kopp Investment Reports 5.2% Stake
---------------------------------------------------------
Kopp Investment Advisors, LLC; Kopp Holding Company, LLC; and
LeRoy C. Kopp disclosed that as of January 15, 2010, they may be
deemed to beneficially own 21,074,776 shares or roughly 5.2% of
Vitesse Semiconductor Corporation common stock.

Kopp Holding Company is the parent entity of Kopp Investment
Advisors and indirect beneficial owner of the shares of Common
Stock beneficially owned by KIA.  Mr. Kopp is the control person
of KHCLLC.

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of high-performance,
cost-competitive semiconductor solutions for Carrier and
Enterprise networks worldwide.  Engineering excellence and
dedicated customer service distinguish Vitesse as an industry
leader in Gigabit Ethernet, Ethernet-over-SONET, Optical
Transport, and other applications.

As of December 31, 2009, Vitesse had total assets of $87,633,000
against total debts of $130,120,000 resulting in stockholders'
deficit of $43,600,000.

Effective October 16, 2009, the Company entered into an amendment
to the terms of its $30 million senior secured term loan with
Whitebox VSC, Ltd., to include a non-refundable prepayment fee
equal to 1.0% of the aggregate principal amount that is prepaid;
an interest rate increase to 10.5% per annum in cash for the
period from October 1, 2009 until October 16, 2009, paid as 8.5%
per annum in cash, plus 2.0% payment-in-kind interest, plus an
additional 0.3% PIK interest for every $1.0 million above
$15.0 million of the senior term loan that is not paid down by the
Company for the period from October 17, 2009, until maturity or
full payment of the Senior Term Loan.

Concurrent with the amendment of the Senior Term Loan, the Company
entered into a Debt Conversion Agreement with the beneficial
owners of more than 96.7% of the 2024 Debentures.  The Noteholders
agreed to exchange their 2024 Debentures for a combination of
cash, shares of common stock, $50.0 million in newly issued 8.00%
Convertible Second Lien Debentures Due 2014, and, in some cases,
shares of Series B Preferred Stock.  The Conversion Agreement was
consummated on October 30, 2009, wherein the Noteholders exchanged
50.0% of their 2024 Debentures for 172,936,222 shares of common
stock, and in some cases Series B Preferred Stock.  Pursuant to
the Conversion Agreement, the Noteholders were limited to
ownership of 9.9% of the outstanding common stock.


VITESSE SEMICONDUCTOR: Whitebox Advisors Reports 9.99% Stake
------------------------------------------------------------
Whitebox Advisors, LLC, and its affiliated entities disclosed that
as of December 31, 2009, they may be deemed to beneficially own in
the aggregate 40,712,026 shares or roughly 9.99% of the common
stock of Vitesse Semiconductor Corporation.

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of high-performance,
cost-competitive semiconductor solutions for Carrier and
Enterprise networks worldwide.  Engineering excellence and
dedicated customer service distinguish Vitesse as an industry
leader in Gigabit Ethernet, Ethernet-over-SONET, Optical
Transport, and other applications.

As of December 31, 2009, Vitesse had total assets of $87,633,000
against total debts of $130,120,000 resulting in stockholders'
deficit of $43,600,000.

Effective October 16, 2009, the Company entered into an amendment
to the terms of its $30 million senior secured term loan with
Whitebox VSC, Ltd., to include a non-refundable prepayment fee
equal to 1.0% of the aggregate principal amount that is prepaid;
an interest rate increase to 10.5% per annum in cash for the
period from October 1, 2009, until October 16, 2009, paid as 8.5%
per annum in cash, plus 2.0% payment-in-kind interest, plus an
additional 0.3% PIK interest for every $1.0 million above
$15.0 million of the senior term loan that is not paid down by the
Company for the period from October 17, 2009, until maturity or
full payment of the Senior Term Loan.

Concurrent with the amendment of the Senior Term Loan, the Company
entered into a Debt Conversion Agreement with the beneficial
owners of more than 96.7% of the 2024 Debentures.  The Noteholders
agreed to exchange their 2024 Debentures for a combination of
cash, shares of common stock, $50.0 million in newly issued 8.00%
Convertible Second Lien Debentures Due 2014, and, in some cases,
shares of Series B Preferred Stock.  The Conversion Agreement was
consummated on October 30, 2009, wherein the Noteholders exchanged
50.0% of their 2024 Debentures for 172,936,222 shares of common
stock, and in some cases Series B Preferred Stock.  Pursuant to
the Conversion Agreement, the Noteholders were limited to
ownership of 9.9% of the outstanding common stock.


WALKING COMPANY: Court Sets March 12 Hearing for Plan Outline
-------------------------------------------------------------
The Hon. Robin L. Riblet of the U.S. Bankruptcy Court for the
Central District of California will consider at a hearing on
March 12, 2010, 1:00 p.m., the adequacy of the disclosure
statement proposed by The Walking Company, et al., in relation to
their Plan of Reorganization.  The hearing will be held at 1415
State Street, Courtroom 201, Santa Barbara, California.
Objections, if any, are due on February 26, 2010.

As reported in the Troubled Company Reporter on February 4, 2010,
under the reorganization plan, the Debtor intends to keep 207 of
its 214 current store locations open, and pay off all of its debts
and future obligations to trade creditors.  Working closely with
its bank, landlords, vendors, and shareholders the company was
able to restructure its balance sheet and long-term financial
obligations.

The Company said it has obtained a commitment from an investor
group led by Richard Kayne of Kayne Anderson Capital Advisors LP
to invest $10 million.  Wells Fargo Retail Finance has agreed to
provide $30 million as exit financing.

In light of a new $30 million credit, the Plan calls for payment
in full on the $25.7 million in first-lien debt.  Secured
noteholders with $20.2 million in claims will receive a new
$19.5 million note plus more than $420,000 in cash.  Unsecured
creditors will be paid in full.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/WalkingCo_DS.pdf

A full-text copy of the Plan of Reorganization is available for
free at http://bankrupt.com/misc/WalkingCo_Plan.pdf

Headquartered in Santa Barbara, California, The Walking Company --
dba Alan's Shoes, Footworks, Overland Trading Co, Sole Outdoors,
Martini Shoes, and TWC Acquisition Corporation -- consists of two
distinct retail operations, which are largely focused on TWC,
which is a leading specialty retailer of comfort footwear,
operating 210 stores in premium malls across the nation.

The Walking Company filed for Chapter 11 bankruptcy protection on
December 7, 2009 (Bankr. C.D. Calif. Case No. 09-15138).  Its
affiliate, Big Dog USA, Inc., also filed for bankruptcy (Case No.
09-15137).  Andy Kong, Esq., at Arent Fox LLP assists the Debtors
in their restructuring efforts.  The Walking Company listed
$100,000,001 to $500,000,000 in assets and $50,000,001 to
$100,000,000 in liabilities.


WALKING COMPANY: Creditors Committee Supporting Plan
----------------------------------------------------
The Walking Company Holdings, Inc., disclosed that the unsecured
creditors committee, established as a result of the Company's
voluntary filing for chapter 11 bankruptcy protection, has agreed
to support the Company's plan of reorganization filed last week
and not pursue other alternatives.

"With this positive result, we are now looking to emerge from
chapter as early as mid April," stated Andrew Feshbach, CEO of the
Company.

Working closely with its bank, landlords, vendors, and
shareholders, the Company has been able to restructure its balance
sheet and long-term financial obligations.  As a result, the
Company submitted a reorganization plan on February 2, 2010 to
keep 207 of its 214 current store locations open and pay off all
of its debts and future obligations to trade creditors.  The
Company is represented by Mette Kurth of Arent Fox and the
committee is represented by Hamid Rafatjoo of Pachulski Stang
Ziehl & Jones.

                  About The Walking Company

The Walking Company Holdings, Inc., consists of its The Walking
Company and Big Dogs subsidiaries.  The Walking Company is a
leading independent specialty retailer of high-quality,
technically designed comfort footwear and accessories that
features premium brands such as ECCO, Dansko, UGG Australia, MBT
and Aetrex, among many others.  These products have particular
appeal to one of the largest and most rapidly growing demographics
in the nation.  The Walking Company operates over 210 stores in
premium malls across the nation. Big Dogs develops, markets and
retails a branded, lifestyle collection of unique, high-quality,
popular-priced consumer products, including active wear, casual
sportswear, accessories and gifts.

The Walking Company and affiliates Big Dog USA, Inc., and The
Walking Company Holdings Inc., filed for Chapter 11 bankruptcy
protection on December 7, 2009 (Bankr. C.D. Calif. Lead Case No.
09-15138).  Arent Fox LLP serves as the Debtors' Reorganization
Counsel.  Clear Thinking Group acts as the Debtors' Financial
Advisors.  Kurtzman Carson Consultants serves as Claims Agent.

The United States Trustee has appointed Deckers Outdoor Corp.; Ken
Atchinson; Simon Property Group; General Growth Properties, Inc.;
Dansko, LLC; Ecco USA Inc.; UPS; Aetrex Worldwide Inc.; and
MBT-Masai USA Corp. as members of the Official Committee of
Unsecured Creditors.  Pachulski Stang Zhiel & Jones serves as
counsel to the Committee.  BDO Seidman, LLP acts as the
Committee's Financial Advisor.

The Walking Company listed $100,000,001 to $500,000,000 in assets
and $50,000,001 to $100,000,000 in liabilities.


WORLDSPACE INC: Highbridge Int'l Owns 4.53% of Class A Stock
------------------------------------------------------------
Highbridge International LLC has filed with the Securities and
Exchange Commission Amendment No. 4 to its Schedule 13G originally
filed on August 15, 2005, as amended by Amendment No. 1 filed on
February 4, 2007, as further amended by Amendment No. 2 filed on
January 24, 2008, and as further amended by Amendment No. 3 filed
on February 17, 2009, with respect to the shares of Class A Common
Stock, par value $0.01 per share of WorldSpace, Inc.

The CUSIP number of the Common Stock is 981579105.

Highbridge International LLC, et al., disclosed that they may be
deemed to beneficially own shares of WorldSpace, Inc.'s Class A
Common Stock:

                                       Shares
                                       Beneficially
   Company                             Owned         Percentage
   -------                             ------------  ----------
Highbridge International LLC            3,778,046*     4.53%
Highbridge Capital Management, LLC      3,778,046*     4.53%
Glenn Dubin                             3,778,046*     4.53%

*Warrants, issued June 13, 2008, and June 1, 2007, to purchase
2,838,767 shares and 939,279 shares, respectively, of Class A
Common Stock.  As more fully described below, certain of these
reported securities are subject to a 2.49% blocker and the
percentage gives effect to such blocker.  The securities show the
number of shares of common stock that would be issuable upon
exercise or conversion of such reported securities and do not give
effect to such blocker.  Therefore, the actual number of shares of
Common Stock beneficially owned by such Reporting Person, after
giving effect to such blocker, is less than the number of
securities reported.

As set forth in the terms of the reported Warrants, issued
June 13, 2008, the number of shares of Class A Common Stock into
which such Warrants are exercisable is limited to the number of
shares that would result in the Reporting Persons having aggregate
beneficial ownership of not more than 2.49% of the total issued
and outstanding shares of Class A Common Stock (the "2.49%
Blocker").

As set forth in the terms of the reported Warrants, issued June 1,
2007, the number of shares of Class A Common Stock into which such
Warrants are exercisable is limited to the number of shares that
would result in the Reporting Persons having aggregate beneficial
ownership of not more than 9.99% of the total issued and
outstanding shares of Class A Common Stock.

Therefore, as of December 31, 2009, subject to the 2.49% Blocker
on the Warrants, issued June 13, 2008, each Reporting Person may
have been deemed the beneficial owner of 2,032,704 shares of Class
A Common Stock issuable to Highbridge International LLC upon
exercise of the reported Warrants.

Highbridge Capital Management, LLC is the trading manager of
Highbridge International LLC. Glenn Dubin is the Chief Executive
Officer of Highbridge Capital Management, LLC.

The Company's Quarterly Report filed on Form 10-Q on August 14,
2008, for the quarterly period ended June 30, 2008, indicates that
the Company had 42,819,231 shares of Class A Common Stock
outstanding as of August 13, 2008.  Therefore, as of December 31,
2009, subject to the 2.49% Blocker on the Warrants, issued
June 13, 2008, based on the Company's outstanding Class A
Common Stock and the Class A Common Stock issuable upon exercise
of the reported Warrants, each Reporting Person may have been
deemed to beneficially own 4.53% of the outstanding Class A Common
Stock of the Company.

A full-text copy of Highbridge International's amended Schedule
13G is available for free at http://researcharchives.com/t/s?52f4

                      About WorldSpace Inc.

WorldSpace, Inc. (WRSPQ.PK) -- http://www.1worldspace.com/--
provides satellite-based radio and data broadcasting services to
paying subscribers in 10 countries throughout Europe, India, the
Middle East, and Africa.  1worldspace(TM) satellites cover two-
thirds of the earth and enable the Company to offer a wide range
of services for enterprises and governments globally, including
distance learning, alert delivery, data delivery, and disaster
readiness and response systems.  1worldspace(TM) is a pioneer of
satellite-based digital radio services.

The Debtors and their affiliates operate two geostationary
satellites, AfriStar and Asia Star, which are in orbit over Africa
and Asia.  The Debtor and two of its affiliates filed for Chapter
11 bankruptcy protection on October 17, 2008 (Bankr. D. Del., Case
No. 08-12412 - 08-12414).  James E. O'Neill, Esq., Laura Davis
Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl
& Jones, LLP, represent the Debtors as counsel.  Neil Raymond
Lapinski, Esq., and Rafael Xavier Zahralddin-Aravena, Esq., at
Elliot Greenleaf, represent the Official Committee of Unsecured
Creditors.  When the Debtors filed for bankruptcy, they listed
total assets of $307,382,000 and total debts of $2,122,904,000.


ZALE CORPORATION: Inks Separation Agreement With Two Officers
-------------------------------------------------------------
Zale Delaware Inc. entered into a Separation and Release Agreement
with William Acevedo, the former Chief Stores Officer of the
Company.  As provided in the agreement:

   * Mr. Acevedo will receive severance pay of $337,500, payable
     in one lump sum installment not later than eight days after
     the date of the agreement; and

   * for a period of nine months following the end of his
     employment with the Company, he will be eligible to continue
     medical insurance coverage at rates then applicable to
     employees for such coverage.

In addition, under the terms of the agreement, Mr. Acevedo has
agreed to certain non-competition and non-solicitation provisions
for a period of nine months following the end his employment with
the Company.

Zale Delaware entered into a Separation and Release Agreement with
Neal Goldberg, the former Chief Executive Officer of the Company.
As provided in the agreement

  * Mr. Goldberg will receive severance pay of $500,000, payable
    in one lump sum installment not later than eight days after
    the date of the agreement, plus $100,000, payable in one lump
    sum to be paid on the first business day following July 31,
    2010;

  * all vested stock options granted to Mr. Goldberg will remain
    exercisable for a period of 90 days following the end of his
    employment with the Company; and

  * for a period of one year following the end of his employment,
    he will be eligible to continue medical insurance coverage at
    rates then applicable to employees for such coverage; provided
    that the Company's obligation to continue medical coverage at
    rates then applicable to employees for such coverage will
    terminate if Mr. Goldberg is eligible to receive coverage
    under the health plan of another employer.

In addition, under the terms of the Agreement, Mr. Goldberg has
agreed to certain non-solicitation provisions for a period of two
years following the end his employment with the Company.

A full-text copy of the confidential separation and release
agreement with William Acevedo is available for free at:

                http://ResearchArchives.com/t/s?52f1

A full-text copy of the confidential separation and release
agreement with Neal Goldberg is available for free at:

                http://ResearchArchives.com/t/s?52f0

                      About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,900 retail locations throughout the United States,
Canada and Puerto Rico, as well as online.  Zale's brands include
Zales Jewelers, Zales Outlet, Gordon's Jewelers, Peoples
Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale also
operates online at www.zales.com , www.zalesoutlet.com and
www.gordonsjewelers.com

As reported by the Troubled Company Reporter on February 10, 2010,
The Deal.com's Sara Behunek reported that analysts said bankruptcy
looms for Zale if it fails to restructure its debt and put in
place a solid merchandising strategy.  The Deal.com points to
these signs that Zale is on the brink:

     -- Zale reported same-store sales for November-December
        fell 12%;

     -- Zale lost $57.6 million for its first quarter, ended
        October 31, and for its 2009 fiscal year, which ended
        July 31;

     -- Zale posted a net loss of $190 million on total revenue of
        $1.8 billion, down from $2.1 billion the year earlier;

     -- The Wall Street Journal has reported that Zale has asked
        vendors to buy back unsold merchandise at full price;

     -- The company's top three officers resigned last month.

As reported by the TCR on January 26, 2010, Cathy Hershcopf, Esq.,
at Cooley Godward Kronish LLP, told The Deal's Maria Woehr in an
interview that there will be retailers that cannot possibly
survive due a lack of consumer confidence.  With regard to Zales,
Ms. Hershcopf said, "I don't know how it continues to survive when
so many of its prior customers are not working."

As reported by the TCR on August 7, 2009, Zale closed 118
underperforming retail locations during the fiscal fourth quarter
ended July 31, 2009.  The Company closed a total of 191
underperforming locations during fiscal year 2009, of which 160
were retail stores and 31 were kiosks.  In addition to the
closures, the Company entered into agreements in principle on
certain of its remaining retail locations, which would result in a
reduction in aggregate rental obligations commencing in fiscal
year 2010.  Following the closures, the Company operates 1,931
retail locations, according to the TCR report.


ZAYAT STABLES: Hires Bradley Weisbord as Finance & General Manager
------------------------------------------------------------------
According to Kentucky.com, Zayat Stables LLC's owner Ahmed Zayat
said the company hires Bradley Weisbord as finance and stallion
general manager to oversee all of the company's financial asepcts.

Hackensack, New Jersey-based Zayat Stables, LLC, owns of 203
thoroughbred horses.  The Company filed for Chapter 11 bankruptcy
protection on February 3, 2010 (Bankr. D. N.J. Case No. 10-13130).
Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, 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.


* Pacificor Names Latham & Watkins to Field Terminator Inquiries
----------------------------------------------------------------
Pacificor LLC named Latham & Watkins LLP to field all inquiries
related to the rights to the iconic Terminator franchise.

Since last Wednesday, when Los Angeles Bankruptcy Judge Ernest M.
Robles approved the sale of the rights to Pacificor, the Santa
Barbara hedge fund has been contacted by numerous studios,
producers, financiers and agents interested in the rights to the
continuing series.

To create a more orderly process as interest grows, Pacificor
today designated Latham partners Wayne S. Flick and Russell F.
Sauer, Jr. in Los Angeles as the points of contact for all
Terminator-related business inquiries.  While Pacificor is not in
the theatrical feature production business, it does have access to
considerable industry expertise and will consult with those
experts over the next few weeks regarding all serious proposals.

Said Pacificor CEO Andrew B. Mitchell: "Pacificor is proud to own
one of the most enduring and valuable global franchises in motion
picture history. Since James Cameron first introduced us to his
vision in 1984, the Terminator series has generated approximately
$3 billion in box office and ancillary revenues.  The franchise is
known around the world, in all important territories, and the DVD
of Terminator Salvation is currently in circulation.  The
Terminator is one of the most recognizable characters and story
lines in all of show business, reinforced daily in share of mind
with video games, television shows and toys.  The prevalence of 3-
D technology in films such as the blockbuster Terminator series
creates exciting opportunities for the future sequels.  We expect
that this enduring story and its captivating characters will stand
the test of time."


* Prominent Automotive Industry Practice Group Joins Arent Fox
--------------------------------------------------------------
Arent Fox LLP disclosed that that six attorneys are joining the
firm's automotive practice. Aaron H. Jacoby, John D. Bronstein,
and Richard D. Buckley, Jr. join Arent Fox as partners.  Kenneth
Murphy joins as counsel. Rounding out the new team are associates
Victor P. Danhi and Melanie S. Joo.  The attorneys held the same
positions at their former firm, Venable LLP.  All six lawyers will
be resident in the firm's Los Angeles office.

Mr. Jacoby, who served as chair of Venable's automotive industry
group, will co-chair the Arent Fox automotive practice, along with
Christopher H. Grigorian, who resides at the Arent Fox office in
Washington, DC.

"Aaron, John, Richard and Ken are extraordinarily talented
attorneys, each possessing a tremendous amount of legal experience
in the automotive industry and related fields," said Arent Fox
Chairman Marc Fleischaker.

"The team is widely respected for their extensive work
representing automotive dealerships and automotive dealer groups
in virtually all aspects of the business.  Their experience and
knowledge in this area of the automotive industry is a perfect
complement to Arent Fox's existing automotive practice, which is
nationally known for its focus on representing manufacturers and
suppliers as well as dealerships," Mr. Fleischaker said.  He noted
Arent Fox led the national lobbying effort on behalf of a
coalition of automobile dealers in convincing Congress to enact an
arbitration process to address General Motors and Chrysler's
decision to close more than 2000 dealerships across the country.
Arent Fox's efforts were selected as one of the "Top 10 Lobbying
Triumphs" of 2009 by The Hill newspaper.

"The automotive industry is in rapid transformation, as
alternative technologies and new dealer distribution networks are
emerging," Mr. Fleischaker said.  "We are well positioned to
assist our clients in meeting the resulting challenges in the
regulatory, finance and transactional arenas."

Mr. Jacoby, who was recognized by the Daily Journal as one of
California's Top 100 Lawyers for 2009, said, "We are very enthused
and proud to be joining Arent Fox, one of the premier law firms in
the nation, and helping launch this major expansion of the firm's
automotive practice to the West Coast.  Arent Fox is one of the
most dynamic firms in Los Angeles.  And with its offices in
Washington, DC, and New York City, we are joining a national team
of distinguished and seasoned attorneys that will strengthen our
ability to help our clients address the extraordinarily complex
legal issues and challenges facing the automotive industry today."

At Arent Fox, the team will continue to focus on consumer class
actions, unfair competition and franchise litigation, counseling
automotive industry clients in federal and state regulatory
matters, and defending government investigations.  The
transactional team will continue to focus on acquisition and
development of dealership facilities, structured financing,
business entity formation and business planning, regulatory
compliance, franchise and customer relations and disputes.

        Arent Fox Continues Major Expansion in Los Angeles

The arrival of the new automotive practice team is the latest
development in the rapid growth of Arent Fox in Los Angeles.  Led
by managing partner Robert C. O'Brien, the Los Angeles office has
grown from nine lawyers when it opened in January 2007 to more
than 40 attorneys - including lateral partners and new associates
- and over 30 staff members.

In December 2007, Arent Fox Los Angeles relocated to the city's
prestigious Gas Company Tower located at 555 West 5th Street,
leasing more than triple the office space occupied by the firm at
its former address.

"Aaron, John, Richard, Ken and the entire automotive practice
group are great additions to our firm," Mr. O'Brien said.  "Their
experience bolsters and deepens our automotive and litigation
practices at a time that businesses here in California and across
the country are seeking pragmatic solutions to increasingly
difficult financial and legal challenges."

                       About the Attorneys

Aaron H. Jacoby, Partner: Mr. Jacoby's practice focuses on class
actions and consumer litigation, unfair competition, defending
government investigations, and federal and state regulatory
matters affecting the automotive industry.  He represents many of
the automotive industry's key players in litigation and business
matters nationally.  He speaks and writes frequently on automotive
industry issues, serving as counsel to several industry
associations.  In 2009, Mr. Jacoby was recognized in the Daily
Journal's Top 100 Lawyers in California.

Mr. Jacoby graduated from the University of San Francisco School
of Law and earned his undergraduate degree from the University of
California at Santa Cruz.

John D. Bronstein, Partner: Mr. Bronstein focuses his practice on
counseling automotive, commercial trucking and transportation
clients in federal and state regulatory matters, defense against
personal injury and consumer litigation, and government
investigations.  Mr. Bronstein has more than 20 years of legal
experience providing strategic counsel to automotive dealership
groups, trucking companies, and related entities on wide variety
of matters, including compliance with federal and state
regulations, operational issues and litigation avoidance.

Mr. Bronstein earned his JD degree from Loyola Marymount
University after obtaining his BA at UCLA.

Richard D. Buckley, Partner: Mr. Buckley focuses his practice on
business litigation, including class actions, with an emphasis on
the automotive and entertainment industries.  He was selected for
inclusion in 2009 Southern California Super Lawyers Rising Stars
edition.

Mr. Buckley earned his JD degree from the University of Tulsa
College of Law, where he served as the Notes and Comments Editor
at the Tulsa Law Journal.  He graduated magna cum laude from the
University of Southern California, earning a BA degree.

Kenneth J. Murphy, Counsel: Mr. Murphy's practice encompasses a
vast array of sectors within the automotive industry, including
business entity formation, structured financing, acquisition and
development of dealership facilities, business planning,
regulatory compliance, franchise and customer relations and
disputes, and purchase and sale of dealerships.  He served as
special counsel for a new business regarding e-commerce issues
related to the automobile distribution system, including
development of a national compliance plan for conducting new
vehicle purchase and lease transactions on a national basis in
compliance with laws of multiple jurisdictions.

Mr. Murphy is a graduate of the University of Southern California
School of Law.  He earned his undergraduate degree from the
University of Santa Clara.

Victor P. Danhi, Associate: Mr. Danhi's practice focuses on
advising automotive industry clients, including large national and
regional dealership groups, in consumer class actions and complex
litigation, federal and state regulatory matters, unfair
competition cases, consumer warranty claims, consumer fraud
litigation, franchise disputes and the sale or acquisition of
motorcycle dealerships.  Mr. Danhi has successfully defended
automotive dealers at trial in consumer warranty, breach of
contract and consumer fraud cases and has successfully resolved
numerous consumer class action lawsuits.

He earned his JD degree from Loyola Law School, Los Angeles, where
he was a member of the Scott Moot Court Honors Board.  He
graduated cum laude from Pepperdine University with a BS degree.

Melanie S. Joo, Associate: Ms. Joo's practice focuses on
commercial litigation, class actions, consumer litigation,
government regulatory matters and administrative proceedings.  At
Venable, she led the Automotive Group's Compliance Team,
conducting regulatory reviews of advertising, finance, and
franchise laws for automobile dealerships, industry associations
and advertising agencies.  Ms. Joo has represented dealerships in
litigation and provided counsel to electric vehicle manufacturers
and advertising agencies in a variety of compliance and regulatory
matters.  She counsels clients on unfair competition issues,
advertising matters, licensing, sales practices and consumer
protection laws.

Ms. Joo earned her JD degree from Tulane University Law School,
where she served Senior Case Notes Editor at the Journal of
American Arbitration and sat on the Executive Editorial Board.
She obtained her BA degree from the University of Southern
California.

                         About Arent Fox

Arent Fox LLP, with offices in Los Angeles, Washington, DC and New
York, is a recognized leader in areas including intellectual
property, real estate, health care, life sciences, complex
litigation and government relations.  With more than 350 lawyers
nationwide, Arent Fox has extensive experience in corporate
securities, financial restructuring, bankruptcy, government
relations, labor and employment, finance, tax, corporate
compliance, and the global business market.  The firm represents
Fortune 500 companies, government agencies, trade associations,
foreign governments and other entities.


* SecondMarket Says Bankruptcy Claims Trading Picks Up in 2009
--------------------------------------------------------------
SecondMarket reports trading in bankruptcy claims picked up in
June 2009.  In its CLAIMS TRADING YEAR IN REVIEW, SecondMarket
says it recorded 6,612 claim transfers with a combined face value
of $8 billion during 2009.  SecondMarket relates the 2009 fourth
quarter accounted for $5.2 billion (65%) in claims transferred
across 3,852 (58%) transactions.  In all of 2008, there were 2,937
claim transfers with an aggregate face value of $1 billion.

According to SecondMarket, 2009 ranks as one of the most active
years in claims trading history.

SecondMarket reports Smurfit-Stone Container had more than double
the number of claims transferred than any other debtor in 2009
with 1,276 transfers.  SecondMarket says Smurfit saw its first
claim trade in April 2009 and the face value traded has steadily
increased since.

In second place is Pilgrim's Price with 599 claims transferred in
2009, according to SecondMarket.  Pilgrim's Pride, which filed in
December 2008, had at least one of its claims transfer in every
month of 2009 before exiting bankruptcy protection in December
2009.

General Growth Properties rounds out the top three most actively
traded debtors with 503 claim transfers during 2009.  According to
SecondMarket, General Growth had several claims trade during the
summer months starting in June, before seeing heavy trading start
in September and go through December.

SecondMarket also relates Lehman Brothers had the highest claims
traded in terms of amount during 2009.  With over $4.4 billion
traded during 2009, SecondMarket relates, Lehman accounted for 55%
of all face value transferred.  SemCrude finished the year with
$926 million traded.  However, $812.6 million of that $926 million
was in the form of bank debt transferred during March.

SecondMarket also reports the single transfer of claims in the
Trump Entertainment case also consisted of bank debt trading.
Flying J, which began trading in April, had a strong year of
activity.  After a few scattered claims traded between April and
June, activity picked up heavily in July and has yet to stop.  For
the year, Flying J had 214 transfers for close to $121 million.

A full-text copy of SecondMarket's report is available at no
charge at http://www.secondmarket.com/pdf/1512.pdf

SecondMarket considers itself the largest centralized marketplace
and auction platform for illiquid assets, such as auction-rate
securities, bankruptcy claims, collateralized debt obligations,
limited partnership interests, private company stock, residential
and commercial mortgage-backed securities, restricted securities
and block trades in public companies and whole loans.
SecondMarket's online auction platform has more than 5,000
participants, including global financial institutions, hedge
funds, private equity firms, mutual funds, corporations and other
institutional and accredited investors that collectively manage
more than $1 trillion in assets available for investment.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent Chapter 11 cases filed with assets and liabilities below
$1,000,000:

In Re Rolin's Tire Service, Inc.
   Bankr. S.D. Ala. Case No. 10-00007
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/alsb10-00007.pdf

In Re John W. Beck, Jr.
   Bankr. Ariz. Case No. 10-00086
      Chapter 11 Petition filed January 4, 2010
         See http://bankrupt.com/misc/azb10-00086p.pdf
         See http://bankrupt.com/misc/azb10-00086c.pdf

In Re Juan M. Monroy
      Lidia Monroy
   Bankr. Ariz. Case No. 10-00096
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/azb10-00096.pdf

In Re Regal Manor Townhouses
      c/o NSC Management Services
   Bankr. Ariz. Case No. 10-00028
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/azb10-00028.pdf

In Re 2317 Frederic LLC & Kevin & Anne Barnes
      Tenants in Common
   Bankr. C.D. Calif. Case No. 10-10031
      Chapter 11 Petition Filed January 4, 2010
         Filed As Pro Se

In Re Edge Manufacturing Inc.
   Bankr. C.D. Calif. Case No. 10-10110
      Chapter 11 Petition Filed January 4, 2010
         Filed As Pro Se

In Re Shanti Industries, Inc.
   Bankr. C.D. Calif. Case No. 10-10035
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/cacb10-10035.pdf

In Re Bualai White
   Bankr. E.D. Calif. Case No. 10-20029
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/caeb10-20029.pdf

In Re Karen Taylor Smith
   Bankr. S.D. Calif. Case No. 10-00064
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/casb10-00064.pdf

In Re Christina C. Soler
        aka Christina Rhodes
      Lionel Soler
   Bankr. M.D. Fla. Case No. 10-00055
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/flmb10-00055.pdf

In Re Georgia Land Investments, LLC
   Bankr. M.D. Fla. Case No. 10-00027
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/flmb10-00027.pdf

In Re Ingrid Elaine Walcott
   Bankr. M.D. Fla. Case No. 10-00026
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/flmb10-00026.pdf

In Re PlanFirst Financial Solutions, Inc.
   Bankr. M.D. Fla. Case No. 10-00033
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/flmb10-00033.pdf

In Re PlanFirst Financial Solutions Marketing Corp.
   Bankr. M.D. Fla. Case No. 10-00035
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/flmb10-00035.pdf

In Re My Debt Solution Now, Inc.
        fka PlanFirst Debt Solutions, Inc.
   Bankr. M.D. Fla. Case No. 10-00036
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/flmb10-00036.pdf

In Re William I. Yanes
   Bankr. S.D. Fla. Case No. 10-10084
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/flsb10-10084.pdf

In Re TIG Properties, LLP
   Bankr. N.D. Ga. Case No. 10-10033
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/ganb10-10033.pdf

In Re Carl Alan VanderWeyden
        fka Carl Alan VanderWeijden
        aka Alan VanderWeyden
   Bankr. W.D. Mich. Case No. 10-00018
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/miwb10-00018.pdf

In Re Jesus Gutierrez
      Elizabeth Gutierrez
   Bankr. Nev. Case No. 10-10025
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/nvb10-10025.pdf

In Re C&P Carbide Company, Inc.
   Bankr. N.J. Case No. 10-10106
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/njb10-10106.pdf

In Re Cornell Industries, Inc.
   Bankr. S.D. N.Y. Case No. 10-22005
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/nysb10-22005.pdf

In Re No Joes of Millbrook, Inc.
       dba Copperfields
   Bankr. S.D. N.Y. Case No. 10-35005
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/nysb10-35005.pdf

In Re Lee Quach
   Bankr. E.D. Pa. Case No. 10-10019
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/paeb10-10019.pdf

In Re Eduardo Cardona Sierra
   Bankr. Puerto Rico Case No. 10-00014
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/prb10-00014.pdf

In Re Villas Palmeras Funeral Inc.
   Bankr. Puerto Rico Case No. 10-00012
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/prb10-00012.pdf

In Re Robert J. Wilson
        dba Defeated Creek Marina
        dba Wilson Properties
      Norma Sue Wilson
        dba Defeated Creek Marina
        dba Wilson Properties
        dba Tailor Maids 4-U
   Bankr. M.D. Tenn. Case No. 10-00003
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/tnmb10-00003.pdf

In Re Acme Realty Plaza 64, Ltd.
   Bankr. E.D. Texas Case No. 10-40060
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txeb10-40060.pdf

In Re HDM Financial Solutions Group LLC
   Bankr. N.D. Texas Case No. 10-40104
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txnb10-40104.pdf

In Re Kings Landing Apartments II, LLC
        aka Cypress Chase Apartments
   Bankr. N.D. Texas Case No. 10-40100
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txnb10-40100.pdf

In Re NYH Commons & Shop at the Commons LLC
   Bankr. N.D. Texas Case No. 10-40106
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txnb10-40106.pdf

In Re Pioneer Austin East Development I, Ltd.
   Bankr. N.D. Texas Case No. 10-30177
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txnb10-30177.pdf

In Re SGE Investments, Inc.
   Bankr. N.D. Texas Case No. 10-30154
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txnb10-30154.pdf

In Re BESM International, LLC
   Bankr. S.D. Texas Case No. 10-30165
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txsb10-30165.pdf

In Re Corralejo, LLC
   Bankr. S.D. Texas Case No. 10-30187
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txsb10-30187.pdf

In Re Entertainment 4 U LLC
        aka Tee's Bar and Lounge
   Bankr. S.D. Texas Case No. 10-30104
      Chapter 11 Petition Filed January 4, 2010
         Filed As Pro Se

In Re Leni, Inc.
        dba Rosennberg Chevron
   Bankr. S.D. Texas Case No. 10-30168
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txsb10-30168.pdf

In Re L&K Berry Enterprises, Inc.
   Bankr. S.D. Texas Case No. 10-30112
      Chapter 11 Petition filed January 4, 2010
         See http://bankrupt.com/misc/txsb10-30112p.pdf
         See http://bankrupt.com/misc/txsb10-30112c.pdf

In Re Donovan L. Thomas
        dba Lockhart Chiropractic Clinic
        dba Kyle Chiropractic Clinic
        dba Wellness Doctors.com
        fdba Monahans Chiropractic Clinic
        fdba Pecos Chiropractic Clinic
        fdba Ft. Stockton Chiropractic Clinic
        dba Central Texas Wellness Centers, LLC
        dba Lockhart Rehab and Wellness
   Bankr. W.D. Texas Case No. 10-50038
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txwb10-50038.pdf

In Re Griffith Partners, LTD
   Bankr. W.D. Texas Case No. 10-10041
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/txwb10-10041.pdf

In Re Souvenir City, Inc.
   Bankr. E.D. Va. Case No. 10-70015
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/vaeb10-70015.pdf

In Re Thomas R. Veihdeffer
   Bankr. E.D. Va. Case No. 10-70013
      Chapter 11 Petition Filed January 4, 2010
         See http://bankrupt.com/misc/vaeb10-70013.pdf

In Re Alpha Development, Inc.
   Bankr. N.D. W.Va. Case No. 10-00005
      Chapter 11 Petition filed January 4, 2010
         See http://bankrupt.com/misc/wvnb10-00005p.pdf
         See http://bankrupt.com/misc/wvnb10-00005c.pdf

In Re Bonilla Liquors, Inc.
   Bankr. R.I. Case No. 10-10043
      Chapter 11 Petition Filed January 6, 2010
         See http://bankrupt.com/misc/rib10-10043.pdf

In Re 10818 N. Scottsdale, LLC
   Bankr. Ariz. Case No. 10-00355
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/azb10-00355.pdf

In Re Acambaro Mexican Restaurant, Inc.
   Bankr. W.D. Ark. Case No. 10-70060
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/arwb10-70060.pdf

In Re Ana Antonia Martinez
        aka Antonia Martinez
   Bankr. C.D. Calif. Case No. 10-10562
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/cacb10-10562.pdf

In Re Leonel Agramont
      Emma Agramont
   Bankr. C.D. Calif. Case No. 10-10430
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/cacb10-10430.pdf

In Re Club SoHot Tanning Company, LLC
        fka Club Soho Tanning Company, LLC
   Bankr. M.D. Fla. Case No. 10-00223
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/flmb10-00223.pdf

In Re Stone Specialties of Tampa Bay, Inc.
   Bankr. M.D. Fla. Case No. 10-00227
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/flmb10-00227.pdf

In Re Dalton Rug Outlet, Inc.
        dba Real Deals on Rugs
   Bankr. N.D. Ga. Case No. 10-20088
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/ganb10-20088.pdf

In Re Michael Scott Mullen
   Bankr. N.D. Ind. Case No. 10-10048
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/innb10-10048.pdf

In Re Richard Arthur Blood
        aka Richard A. Blood
        aka Richard Blood
   Bankr. Md. Case No. 10-10400
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/mdb10-10400.pdf

In Re Next Generation Media, Inc.
   Bankr. Minn. Case No. 10-40097
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/mnb10-40097.pdf

In Re Grand Old Post Office, LLC
   Bankr. S.D. Miss. Case No. 10-00049
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/mssb10-00049.pdf

In Re Dynamic Image Displays LLC
   Bankr. Neb. Case No. 10-40028
      Chapter 11 Petition Filed January 7, 2010
         Filed As Pro Se

In Re Byzantine Holdings LTD
        aka Aphrodite Cleaners
   Bankr. S.D. N.Y. Case No. 10-10060
      Chapter 11 Petition Filed January 7, 2010
         Filed As Pro Se

In Re Homefront Properties LLC
   Bankr. W.D. N.Y. Case No. 10-10052
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/nywb10-10052.pdf

In Re Monterrey Mexican Restaurant of Kernersville, Inc.
   Bankr. M.D. N.C. Case No. 10-50016
      Chapter 11 Petition Filed January 7, 2010
         Filed As Pro Se

In Re Ahmed Hamade
        aka Diamond Motors
   Bankr. Ore. Case No. 10-30079
      Chapter 11 Petition Filed January 7, 2010
         Filed As Pro Se

In Re Lozier Townhomes, LLC
   Bankr. Ore. Case No. 10-60046
      Chapter 11 Petition Filed January 7, 2010
         Filed As Pro Se

In Re RDR Lawn, L.P.
   Bankr. E.D. Pa. Case No. 10-10147
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/paeb10-10147.pdf

In Re Clarion River Lodge, Inc.
   Bankr. W.D. Pa. Case No. 10-10024
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/pawb10-10024.pdf

In Re William Stephen Campbell
   Bankr. E.D. Tenn. Case No. 10-10077
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/tneb10-10077p.pdf
         See http://bankrupt.com/misc/tneb10-10077c.pdf

In Re Anyway Mailing Service International, LLC
        aka AMSI
   Bankr. M.D. Tenn. Case No. 10-00112
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/tnmb10-00112.pdf

In Re DNK Venture Partners LLC
        fka D Swartz Enterprises LLC
        dba Cork Wine Bar
   Bankr. S.D. Texas Case No. 10-30282
      Chapter 11 Petition Filed January 7, 2010
         Filed As Pro Se

In Re Daniel E. Gutierrez
      Carol Gutierrez
   Bankr. W.D. Texas Case No. 10-30040
      Chapter 11 Petition Filed January 7, 2010
         See http://bankrupt.com/misc/txwb10-30040.pdf

In Re LEM Services Corporation
   Bankr. E.D. Wash. Case No. 10-00066
      Chapter 11 Petition filed January 7, 2010
         See http://bankrupt.com/misc/waeb10-00066p.pdf
         See http://bankrupt.com/misc/waeb10-00066c.pdf

In Re Stone Specialties, Inc.
   Bankr. S.D. Ala. Case No. 10-00565
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/alsb10-00565.pdf

In Re Bioauthorize Inc.
   Bankr. Ariz. Case No. 10-03505
      Chapter 11 Petition Filed February 11, 2010
         Filed As Pro Se

In Re S & F Investments Partnership
   Bankr. Ariz. Case No. 10-03447
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/azb10-03447.pdf

In Re Magnavon Industries, Inc.
   Bankr. C.D. Calif. Case No. 10-11709
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/cacb10-11709.pdf

In Re McDonald Family Trust
   Bankr. C.D. Calif. Case No. 10-14870
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/cacb10-14870.pdf

In Re Newwood Construction Company, Inc.
   Bankr. Conn. Case No. 10-30384
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/ctb10-30384.pdf

In Re Solomon Kowlessar
      Valarie Kowlessar
   Bankr. M.D. Fla. Case No. 10-02908
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/flmb10-02908.pdf

In Re Akron Biotechnology, LLC
        fka AppliChem LLC
   Bankr. S.D. Fla. Case No. 10-13232
      Chapter 11 Petition Filed February 11, 2010
         Filed As Pro Se

In Re Rosewood at Providence, LLC
   Bankr. M.D. Ga. Case No. 10-50418
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/gamb10-50418.pdf

In Re Herrin Clinic, Ltd.
   Bankr. S.D. Ill. Case No. 10-40189
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/ilsb10-40189p.pdf
         See http://bankrupt.com/misc/ilsb10-40189c.pdf

In Re Hayes Creek Turf, Inc.
   Bankr. S.D. Miss. Case No. 10-00508
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/mssb10-00508p.pdf
         See http://bankrupt.com/misc/mssb10-00508c.pdf

In Re Kim Dae Hyun
   Bankr. N.J. Case No. 10-13871
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/njb10-13871.pdf

In Re 444 River St. Holding, LLC
   Bankr. S.D. N.Y. Case No. 10-22247
      Chapter 11 Petition Filed February 11, 2010
         Filed As Pro Se

In Re Vasudev Enterprises, LLC
   Bankr. W.D. N.C. Case No. 10-30335
      Chapter 11 Petition Filed February 11, 2010
         Filed As Pro Se

In Re Diversified Products, Inc.
   Bankr. R.I. Case No. 10-10530
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/rib10-10530.pdf

In Re Eastern Pearl LLC
   Bankr. R.I. Case No. 10-10527
      Chapter 11 Petition Filed February 11, 2010
         Filed As Pro Se

In Re Farmers Milling Company of Graham, Inc.
   Bankr. N.D. Texas Case No. 10-70054
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/txnb10-70054.pdf

In Re Snowden Engineering, Inc.
   Bankr. S.D. Texas Case No. 10-31170
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/txsb10-31170.pdf

In Re Romeos On Barton Springs LLC
   Bankr. W.D. Texas Case No. 10-10364
      Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/txwb10-10364.pdf

In Re Reed Envelope Co., Inc.
   Bankr. E.D. Va. Case No. 10-11010
     Chapter 11 Petition Filed February 11, 2010
         See http://bankrupt.com/misc/vaeb10-11010.pdf

In Re P & G Investment Properties, Inc.
   Bankr. Ariz. Case No. 10-03645
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/azb10-03645.pdf

In Re Aztec mechanical Services, LLC
   Bankr. M.D. Fla. Case No. 10-00995
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/flmb10-00995.pdf

In Re ABC Cutting Contractors, Inc.
   Bankr. S.D. Fla. Case No. 10-13484
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/flsb10-13484.pdf

In Re Celtic Tavern & Grill, Inc.
   Bankr. N.D. Ill. Case No. 10-05440
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/ilnb10-05440p.pdf
         See http://bankrupt.com/misc/ilnb10-05440c.pdf

In Re Bowie-Crofton,LLC
        dba Exit First Realty
   Bankr. Md. Case No. 10-12853
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/mdb10-12853p.pdf
         See http://bankrupt.com/misc/mdb10-12853c.pdf

In Re Augustine E. Idusuyi
   Bankr. Mass. Case No. 10-11365
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/mab10-11365.pdf

In Re Grier Trucking, LLC
   Bankr. W.D. Mo. Case No. 10-60262
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/mowb10-60262.pdf

In Re Barclay Emery Smith, Jr.
      Gail Rochelle Smith
   Bankr. Nev. Case No. 10-12225
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/nvb10-12225.pdf

In Re Wing Financial, LLC
   Bankr. Nev. Case No. 10-12269
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/nvb10-12269.pdf

In Re Zaza Corp
   Bankr. N.J. Case No. 10-14065
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/njb10-14065.pdf

In Re All 4 Sports & Fitness Inc.
   Bankr. E.D. N.Y. Case No. 10-70959
      Chapter 11 Petition Filed February 12, 2010
         Filed As Pro Se

In Re RYB, Inc.
   Bankr. S.D. N.Y. Case No. 10-22260
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/nysb10-22260.pdf

In Re Prosearch Investment & Research Service, LLC
   Bankr. E.D. N.C. Case No. 10-01067
      Chapter 11 Petition Filed February 12, 2010
         Filed As Pro Se

In Re Sugarkane Enterprises, LLC
   Bankr. E.D. N.C. Case No. 10-01076
     Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/nceb10-01076.pdf

In Re Golden Ridge Assisted Living, Inc.
   Bankr. E.D. Pa. Case No. 10-20378
   Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/paeb10-20378.pdf

In Re Oscar Frank Dorn
        dba Saluda Farm & Garden Supply
        dba Johnston Farm & Hardware
      Arrilla Corbin Dorn
   Bankr. S.C. Case No. 10-00951
   Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/scb10-00951.pdf

In Re Steve R. Adams
        dba Adams Surplus Salvage
        dba Victorious Praise and Worship
        aka Steven Gray Adams
      Twana Joyce Adams
        aka Tawana Gray Adams
   Bankr. E.D. Texas Case No. 10-60151
   Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/txeb10-60151.pdf

In Re United RE AG
   Bankr. W.D. Texas Case No. 10-50545
   Chapter 11 Petition Filed February 12, 2010
         See http://bankrupt.com/misc/txwb10-50545.pdf

In Re Sport's Towing & Storage, Inc.
   Bankr. S.D. Fla. Case No. 10-13501
     Chapter 11 Petition Filed February 13, 2010
         See http://bankrupt.com/misc/flsb10-13501.pdf

In Re Stephen Barton Crawford
      Patricia Ann Crawford
        dba M & M Florals
   Bankr. M.D. Tenn. Case No. 10-01482
   Chapter 11 Petition Filed February 13, 2010
         See http://bankrupt.com/misc/tnmb10-01482.pdf

In Re Walter Quitman Taylor, Jr.
      Martha Cesery Taylor
        fka Martha Ann Cesery
   Bankr. M.D. Fla. Case No. 10-01032
      Chapter 11 Petition Filed February 15, 2010
         See http://bankrupt.com/misc/flmb10-01032.pdf

In Re Claire Suthar
      Kenneth Suthar
   Bankr. Mass. Case No. 10-11423
      Chapter 11 Petition Filed February 15, 2010
         See http://bankrupt.com/misc/mab10-11423.pdf

In Re Gregory S. Ballard Properties, LLC
   Bankr. W.D. N.C. Case No. 10-30367
      Chapter 11 Petition Filed February 15, 2010
         See http://bankrupt.com/misc/ncwb10-30367.pdf



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  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
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