TCR_Public/100224.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Wednesday, February 24, 2010, Vol. 14, No. 54

                            Headlines



ACCESS PHARMACEUTICAL: Davide Luci Steps Down as Director
ACCURIDE CORP: FMR LLC Owns 4.23% of Common Stock
ADVANTA CORP: Wants to Propose Chapter 11 Plan Until June 7
ALCOA INC: Fitch Affirms Preferred Stock Rating at 'BB'
ALLENBAUGH FAMILY: Case Summary & 5 Largest Unsecured Creditors

ALMADEN ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
AMERICAN CABLE: Organizational Meeting to Form Panel on Feb. 26
AMERICAN MEDICAL: S&P Raises Corporate Credit Rating to 'BB'
ARVINMERITOR INC: AXA Financial et al. Report 0.02% Stake
ARVINMERITOR INC: Dimensional Fund Advisors Reports 3.9% Stake

ARVINMERITOR INC: BlackRock Reports 7.53% Equity Stake
ASYST TECHNOLOGIES: Disclosure Statement Approved, Plan Confirmed
ATLANTIC FACILITIES: Case Summary & 12 Largest Unsecured Creditors
ATLAS ACQUISITION: Board OKs Dissolution and Liquidation Plans
AVENTINE RENEWABLE: AVR LLC Owns 27.5% of Common Stock

BAKERY EXPRESS: Case Summary & 33 Largest Unsecured Creditors
BEAZER HOMES: Highbridge International Reports Equity Interest
BEAZER HOMES: BlackRock Reports 8.64% Equity Interest
BEAZER HOMES: Dimensional Fund Advisors Reports 6.45% Stake
BEAZER HOMES: Vanguard Group Reports 6.94% Equity Stake

BEDFORD COMMUNICATIONS: Case Summary & 20 Largest Unsec. Creditors
BRIDGEVIEW AEROSOL: Wants Until May 28 to File Chapter 11 Plan
CABLEVISION SYSTEMS: ClearBridge Holds 9.68% of Class A Shares
CABLEVISION SYSTEMS: T. Rowe Price Holds 14.9% of Class A Shares
CABLEVISION SYSTEMS: To Release Q4 2009 Results on Thursday

CAPMARK FINANCIAL: Court Fixes April 23 as Claims Bar Date
CATALYST PAPER: Reaches Deal With Lenders on Notes Issuance
CINCINNATI BELL: BlackRock Holds 8.76% of Class A Shares
CINCINNATI BELL: Lenders Revise EBITDA, Leverage Ratio Covenants
CINCINNATI BELL: LSV Holds 5.380% of Class A Shares

CINCINNATI BELL: Marathon Holds 7.49% of Class A Shares
CHEMTURA CORPORATION: Units Enters Deals to Grow Business
CLOROX COMPANY: Capital World, BlackRock Report Interest
CLOROX COMPANY: Posts $110-Mil. Net Earnings for Fiscal 2nd Qtr
COMMERCIAL VEHICLE: Dec. 31 Balance Sheet Upside-Down by $37.7MM

CONTINENTAL AIRLINES: Posts 2 Years of Consecutive Losses
CONTINENTAL AIRLINES: BlackRock Cuts Class B Stake to 4.55%
CONTINENTAL AIRLINES: Capital World Holds 5.5% Class B Shares
CONTINENTAL AIRLINES: Janus Capital Holds 13.6% of Class B Shares
CYCLE COUNTRY: Gets Notice of Noncompliance from NYSE Amex

DOLLAR THRIFTY: GLG Partners No Longer Holds Equity Stake
DOLLAR THRIFTY: MSD Capital Reports 5.8% Equity Stake
DOLLAR THRIFTY: Prescott Group Reports 0.9% Equity Stake
DOLLAR THRIFTY: T. Rowe Price Reports 6.2% Equity Stake
DOMINO'S PIZZA: Bain Capital Funds Report 13.16% Stake

DOMINO'S PIZZA: BlackRock Reports 7.16% Equity Stake
DOMINO'S PIZZA: Blue Harbour Reports 1.45% Equity Stake
DENHAM HOMES: Has Until April 26 to File a Chapter 11 Plan
DUNE ENERGY: Inks New Employment Contract with Alan Gaines
E*TRADE FIN'L: TIAA-CREF & Teachers Advisors Report 4.82% Stake

E*TRADE FIN'L: Coatue Management Reports 3.9% Equity Stake
EAST WEST: Organizational Meeting to Form Panel on March 1
EASTMAN KODAK: Continues Slide, Posts $209-Mil. 2009 Net Loss
EDDIE BAUER: H Partners & Rehan Jaffer Report Zero Equity Stake
EDDIE BAUER: Peninsula Capital Reports Zero Equity Stake

ENVIRONMENTAL INFRASTRUCTURE: Could Not File Form 10-Q On Time
EXPRESS LLC: Moody's Assigns 'B3' Rating on $200 Mil. Notes
EXPRESS LLC: S&P Affirms Corporate Credit Rating at 'B+'
FEY 240: Taps Schock & Schock as Bankruptcy Counsel
FIRST MERCURY: Obtains Waiver From Lender Through May 1

F.R.A INC: Case Summary & 3 Largest Unsecured Creditors
FREESCALE SEMICONDUCTOR: Settles Suit Over Term Loans Issuance
FREESCALE SEMICONDUCTOR: S&P Assigns 'B-' Rating on Senior Notes
FX REAL ESTATE: Inks Subscription Deal for Sale of Shares
FWD DEVELOPMENT: Case Summary & 4 Largest Unsecured Creditors

GLOBAL REACH INVESTMENT: Voluntary Chapter 11 Case Summary
GOODYEAR TIRE: Fitch Changes Outlook to Stable; Keeps 'B+' Rating
GOODYEAR TIRE: Moody's Assigns 'B1' Rating on Newly Offered Notes
GRAHAM PACKAGING: Inks Exchange and Registration Rights Contracts
GROVELAND ESTATES: U.S. Trustee Wants Dismissal or Conversion

H&E EQUIPMENT: Moody's Gives Positive Outlook; Affirms 'B1' Rating
HARRY & DAVID: S&P Raises Corporate Credit Rating to 'CCC'
HARVEST OIL: Wants Exclusivity Period for Plan Approval Extended
HARVEST OIL: Wayzata Wants Adequate Protection for Collateral Use
HCA INC: Dec. 31 Balance Sheet Upside Down by $7.98-Bil.

HEARTLAND PUBLICATIONS: 1st Lien Lenders Support Amended Plan
HSP INVESTMENT: Universal Bank Chapter 11 Case Dismissal
IMPERIAL CAPITAL: U.S. Trustee Unable to Form Creditors Committee
JOHN JARMATO: Case Summary & 6 Largest Unsecured Creditors
L-3 COMMUNICATION: Insight Deal Won't Move Moody's 'Ba1' Rating

LAS VEGAS MONORAIL: Awaits Ruling on Chapter 11
LODGENET INTERACTIVE: Reports $71 Million Stockholders' Deficit
LYONDELL CHEMICAL: Reliance Increases Bid to $14.5 Billion
MARTIN CARBAJAL: Case Summary & 9 Largest Unsecured Creditors
MASCO CORPORATION: Moody's Affirms 'Ba2' Corporate Family Rating

MERUELO MADDUX: NorthePointe Capital Has Zero Equity Stake
METALDYNE CORP: Resolves Plan Confirmation Objections
MGM MIRAGE: Revenue Down; Loss Hikes to $1.29-Bil. in 2009
MORTGAGE GUARANTY: S&P Affirms 'B+' Counterparty Credit Ratings
MPI AZALEA: Files Schedules of Assets and Liabilities

NATURAL PRODUCTS: Levlad LLC Files Schedules of Assets & Debts
NEENAH ENTERPRISES: U.S. Trustee Forms 5-Member Creditors Panel
NEWPAGE CORPORATION: Sales Down 29% in 2009; Net Loss at $308MM
PALMDALE HILLS: 9th Cir. BAP Rejects Equitable Subordination Bid
PCAA PARENT: Airport Unit Files Schedules of Assets & Liabilities

PCAA PARENT: Gets Court Okay to Auction Assets
PREMIUM DEVELOPMENTS: U.S. Trustee Wants Ch. 11 Case Dismissed
PRIMUS TELECOM: Altai Capital Beneficially Owns 7.82% of Stock
PRIMUS TELECOM: BH Management Owns 4.4% of Common Stock
PRIMUS TELECOM: Burlingame Asset Beneficially Owns 6.5% of Stock

PRIMUS TELECOM: CR Intrinsic Reports Zero Equity Stake
RC SOONER HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
RUST OF KENTUCKY: Case Summary & 20 Largest Unsecured Creditors
SCIENTIFIC GAMES: Moody's Reviews Ratings on Bank Loan Amendment
SENSATA TECHNOLOGIES: Moody's Upgrades Corp. Family Rating to 'B3'

SHEZAD SANAULLAH: Case Summary & 20 Largest Unsecured Creditors
SKY BRIDGE: Organizational Meeting to Form Panel on March 8
SPANSION INC: Chipmos Tech Gets Initial Payment From Sale of Claim
SPHERIS INC: U.S. Trustee Appoints 3-Member Creditors Committee
STEPHEN KANYA: Case Summary & 18 Largest Unsecured Creditors

TAGHI MALEKSHOAR: Case Summary & 16 Largest Unsecured Creditors
TELIGENT INC: Fights K&L Gates to Preserve Estate Deal
TIERRA VERDE: Taps Thomas C. Little to Handle Reorganization Case
TLC VISION: aAd Capital Management Has Zero Equity Stake
TROPICAL STORAGE: Case Summary & 20 Largest Unsecured Creditors

TUPPERWARE INC: S&P Puts 'BB+' Rating on CreditWatch Positive
TXCO RESOURCES: Credit Suisse Holds De Minimis Interest
US CONCRETE: S&P Downgrades Corporate Credit Rating to 'CC'
VALENCE TECHNOLOGY: Selects Adleman as New President of Sales
VALUE MUSIC CONCEPTS: Case Summary & 20 Largest Unsec. Creditors

VAUGHAN COMPANY: Case Summary & 20 Largest Unsecured Creditors
VELOCITY EXPRESS: Third Point Owns 10.6% of Common Shares
VIKING SYSTEMS: 2009 Operating Loss Down to $1.33 Million
VION PHARMACEUTICALS: Files Schedules of Assets and Liabilities
WEST SHORE RESORT: Case Summary & 4 Largest Unsecured Creditors

WOCKHARDT LTD: Faces Winding Up Petition; QVT Backs Recast Plan
WYNDHAM WORLDWIDE: Moody's Assigns 'Ba1' Rating on $250 Mil. Notes
YL WEST 87TH HOLDINGS: Mezz. Lender Obtains Relief from Stay

* Jeffrey M. Carbino Joins Thorp Reed & Armstrong as Partner
* BNY Mellon Ranked Top Trustee in 2009

* Upcoming Meetings, Conferences and Seminars



                            *********



ACCESS PHARMACEUTICAL: Davide Luci Steps Down as Director
---------------------------------------------------------
Access Pharmaceuticals Inc. said David P. Luci resigned from the
company's board of directors effective Feb. 12, 2010.

                  About Access Pharmaceuticals

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

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

As of September 30, 2009, the Company did not have enough capital
to achieve its long-term goals.  "A failure to obtain necessary
additional capital in the future could jeopardize our operations
and our ability to continue as a going concern," the Company said
in its quarterly report on Form 10-Q filed with the Securities and
Exchange Commission in November 2009.


ACCURIDE CORP: FMR LLC Owns 4.23% of Common Stock
-------------------------------------------------
FMR LLC, et al., disclosed that they may be deemed to beneficially
own shares of Accuride Corporation's common stock:

                                       Shares
                                       Beneficially
   Company                             Owned         Percentage
   -------                             ------------  ----------
FMR LLC                                 2,011,026      4.233%
Edward C. Johnson 3d                    2,011,026      4.233%

FMR et al. also disclosed that Fidelity Management & Research
Company, a wholly owned subsidiary of FMR LLC and an investment
adviser, is the beneficial owner of 2,011,026 shares or 4.233% of
the Common Stock outstanding of Accuride Corporation as a result
of acting as investment adviser to various investment companies
registered under Section 8 of the Investment Company Act of 1940.

Edward C. Johnson 3d and FMR LLC, through its control of Fidelity,
and the funds each has sole power to dispose of the 2,011,026
shares owned by the Funds.

Members of the family of Edward C. Johnson 3d, Chairman of FMR
LLC, are the predominant owners, directly or through trusts, of
Series B voting common shares of FMR LLC, representing 49% of the
voting power of FMR LLC.  The Johnson family group and all other
Series B shareholders have entered into a shareholders' voting
agreement under which all Series B voting common shares will be
voted in accordance with the majority vote of Series B voting
common shares.  Accordingly, through their ownership of voting
common shares and the execution of the shareholders' voting
agreement, members of the Johnson family may be deemed, under the
Investment Company Act of 1940, to form a controlling group with
respect to FMR LLC.

Neither FMR LLC nor Edward C. Johnson 3d, has the sole power to
vote or direct the voting of the shares owned directly by the
Fidelity Funds, which power resides with the Funds' Boards of
Trustees.  Fidelity carries out the voting of the shares under
written guidelines established by the Funds' Boards of Trustees.

A full-text copy of FMR LLC's amended Schedule 13G is available
for free at http://researcharchives.com/t/s?5481

                       About Accuride Corp.

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

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

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

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

As reported in the Troubled Company Reporter on February 22, 2010,
the Bankruptcy has confirmed the Company's Plan of Reorganization.
Accuride expects the Plan to become effective on or about
February 26, 2010, once all closing conditions have been met.


ADVANTA CORP: Wants to Propose Chapter 11 Plan Until June 7
-----------------------------------------------------------
Advanta Corp. asks the U.S. Bankruptcy Court for the District of
Delaware to extend its exclusive periods to file a Chapter 11 Plan
and to solicit acceptances of that Plan until June 7, 2010, and
August 5, 2010, respectively.

Absent the extension, the Debtor's exclusive plan filing period
will expire on March 8, 2010, and its solicitation period will
expire on May 7, 2010.

The Debtor needs additional time to propose a consensual plan and
to solicit acceptances thereof.

The Debtor proposes a meeting on the extension of its exclusive
periods on March 3, 2010, at 10:00 a.m.  Objections, if any, are
due on February 24, 2010.

Advanta Corp. -- http://www.advanta.com/-- has had a 59-year
history of being a leading innovator in the financial services
industry and of providing great value to its stakeholders,
including its senior retail note holders and shareholders, prior
to the recent reversals.  It has also been a major civic and
charitable force in the communities in which it is based,
particularly in the Greater Philadelphia area.

The Federal Deposit Insurance Corporation placed significant
restrictions on the activities of Advanta Corp.'s Advanta Bank
Corp. following financial woes by the banking unit.

As of Sept. 30, 2009, the Company had $2,497,897,000 in assets
against total liabilities of $2,465,936,000 but the figures
included those of the banking units.

On November 8, 2009, Advanta Corp. filed for Chapter 11 (Bankr. D.
Del. Case No. 09-13931).  Attorneys at Weil, Gotshal & Manges LLP,
and Richards, Layton & Finger, P.A., serve as bankruptcy counsel.
Alvarez & Marsal serves as financial advisor.  The Garden City
Group, Inc., serves as claims agent.  The filing did not include
Advanta Bank.  The petition says that Advanta Corp.'s assets
totalled $363,000,000 while debts totalled $331,000,000 as of
Sept. 30, 2009.


ALCOA INC: Fitch Affirms Preferred Stock Rating at 'BB'
-------------------------------------------------------
Fitch Ratings has affirmed these ratings for Alcoa Inc.:

  -- Issuer Default Rating at 'BBB-';
  -- Senior unsecured debt at 'BBB-';
  -- $3.25 billion revolving credit facility at 'BBB-';
  -- Preferred stock at 'BB'.
  -- Short-term IDR at 'F3';
  -- Commercial paper at 'F3'.

The Rating Outlook remains Negative.

The ratings reflect Fitch's view that cash balances and free cash
flow should be ample to repay scheduled maturities of debt in 2010
during a period of weak recovery given Alcoa's actions to reduce
its operating base, its maintenance capital expenditures and raw
materials costs.  Alcoa's guidance is that it will be free cash
flow positive in 2010 and that the $900 million investment due
over the next four years for its share of the Ma'aden joint
venture will come from cash from operations.

The company did generate operating EBITDA of $629 million in
aggregate over the last three quarters of 2009 and while
visibility is severely limited, Fitch does expect EBITDA of at
least $2.5 billion in 2010 on the existing curtailed operations.
Fitch expects total debt to operating EBITDA of between 3.0 times
and 4.0x in 2010 before falling to levels more consistent with the
ratings as the recovery strengthens.

The Negative Outlook reflects limited earnings visibility and
pressures on the aluminum market from growing high inventories and
persistent surplus production.  The ratings would be on review for
possible downgrade should liquidity deteriorate, earnings and cash
flow be worse than expected or total debt fail to decline.

Given weak earnings for 2009, leverage metrics are not meaningful
but the company has reduced its debt by $759 million, reduced its
reliance on short-term debt and increased cash balances by
$719 million in 2009.  Alcoa has raised $876 million in proceeds
from the sale of equity, $562 million from the sale of convertible
notes and $1 billion from the sale of investments.  The company
cut the quarterly dividend on its common stock from $0.17 to
$0.03.  More recently, Alcoa contributed $585 million of equity to
its pension fund.  Preliminary operating EBITDA for the year ended
Dec. 31, 2009 was $359 million.  Debt was $9.8 billion, cash was
$1.5 billion, and the $3.3 billion revolver due October 2012 was
undrawn at year-end.

Scheduled maturities of debt are $666 million in 2010,
$844 million in 2011, $701 million in 2012, $1.537 billion in
2013, and the $804 million in 2014.

Alcoa's ratings reflect the company's leading position in the
industry, its strength in low-cost alumina production, and the
operating flexibility afforded by the scope of its operations.
Aluminum and alumina account for more than three-quarters of
revenues.

Alcoa is the world's third largest producer of primary aluminum
with an annual capacity of 4.8 million metric tons per year.  The
company manages and markets the world's largest alumina business
at 18.1 million mtpy.  The company's rolling mills produce about
2.3 million mtpy to supply the beverage can, automotive, aerospace
and industrial goods markets.  Alcoa also extrudes and casts
aluminum for the automotive, aerospace and construction markets.


ALLENBAUGH FAMILY: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Allenbaugh Family Limited Partnership
       500 Commerce Parkway, Hays
       Hays, KS 67601

Bankruptcy Case No.: 10-10378

Chapter 11 Petition Date: February 21, 2010

Court: United States Bankruptcy Court
      District of Kansas (Wichita)

Judge: Chief Judge Robert E. Nugent

Debtor's Counsel: Edward J. Nazar, Esq.
                 245 North Waco, Ste 402
                 Wichita, KS 67202
                 Tel: (316) 262-8361
                 Fax: (316) 263-0610
                 Email: ebn1@redmondnazar.com

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

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

According to the schedules, the Company has assets of $3,324,101,
and total debts of $3,237,261.

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

           http://bankrupt.com/misc/ksb10-10378.pdf

The petition was signed by J.D. Allenbaugh, member of the Company.

Debtor affiliate filing separate chapter 11 petition:

      Debtor: A-1 Plank & Scaffold Mfg, Inc.
      Bankruptcy Case No.: 10-10379
      Chapter 11 Petition Date: February 21, 2010
      Estimated Assets: $1,000,001 to $10,000,000
      Estimated Debts: $10,000,001 to $50,000,000

A full-text copy of A-1 Plank's petition, including a list of its
20 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/ksb10-10379.pdf


ALMADEN ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor:  Almaden Associates, LLC
         7950 Dublin Blvd., Suite 111
         Dublin, CA 94568

Bankruptcy Case No.: 10-41903

Chapter 11 Petition Date: February 22, 2010

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

Debtor's Counsel: Joel K. Belway, Esq.
                  Law Offices of Joel K. Belway
                  235 Montgomery St. #668
                  San Francisco, CA 94104
                  Tel: (415) 788-1702
                  Email: belwaypc@pacbell.net

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

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

The petition was signed by Sidney Corrie Jr., the company's
manager.

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Bret Tuckman                                      $6,000

CHRIMS, Inc.                                      $5,735

MetroPCS, Inc.                                    $5,000

Stephan & Ulrika                                  $5,000
Kristofersson

Newport West Data                                 $4,000
Services, Inc.

Cassara's Fine Men's                              $3,825
Wear

The Specific Chiropractic                         $3,749
Center

The Patio and Fire Place                          $3,675

C & J Construction                                $3,645

Cal Bay Express                                   $3,297

Momentum Services Corp.                           $3,000
(S2M)

Dr. Leida Stine                                   $2,750

Centurion Insurance                               $2,692

Competition Autowerks                             $2,625

Downey Chiropractic                               $2,500

Norman J. Sinai II                                $2,472

Ace Learning Center, Inc.                         $2,312

Morgan Electric, Inc.                             $2,247

Sign Setters, LLC                                 $2,100

Quickrunner, Inc.                                 $1,800


AMERICAN CABLE: Organizational Meeting to Form Panel on Feb. 26
---------------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on February 26, 2010, at 10:00
a.m. in the bankruptcy case of American Cable Company.  The
meeting will be held at Office of the United States Trustee
833 Chestnut Street, Suite 501, Philadelphia, Pennsylvania.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtor's case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy case.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

Based in Philadelphia, Pennsylvania, American Cable Company --
http://www.americancableco.com/-- manufactures cable components,
battery cables, electromechanical assemblies, wiring harnesses and
cable assemblies or harnesses.

The Company filed for Chapter 11 bankruptcy protection on February
9, 2010 (Bankr. E.D. Pa. Case No. 10-10971).  Judge Bruce I. Fox
presides over the case.

Ciardi Ciardi & Astin, P.C. represents the Debtor in the
Chapter 11 effort.  When it filed for bankruptcy, the Debtor
listed estimated assets of more than $1 million and estimated
debts of $1 million to $10 million.


AMERICAN MEDICAL: S&P Raises Corporate Credit Rating to 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on American Medical Systems Inc. to 'BB'
from 'BB-'.  The outlook is stable.

"Our rating on Minnetonka, Minnesota-based American Medical
Systems Inc., the operating subsidiary of American Medical Systems
Holdings Inc., reflects the uncertainties of its relatively
narrowly focused -- albeit well-established -- medical products
business, mitigated by its improving financial position," said
Standard & Poor's credit analyst Cheryl Richer.

AMS' fair business risk profile reflects its concentration in
men's and women's pelvic health products, which respectively
represent about 67% (including benign prostatic hyperplasia, or
BPH therapy) and 33% of sales.  While demand for AMS' core
products is bolstered by the increasing needs of an aging
population, the potentially large and underpenetrated patient base
in the pelvic health segment has attracted sizable competitors,
including Boston Scientific Corp. and Johnson & Johnson.
Accordingly, currently unanticipated product developments, or
changes in medical treatment protocols are potential risks.

In addition, recessionary and competitive pressures, and
maturation in certain product life cycles, reduced procedure
volume and limited revenue growth to 5% in 2009.  In previous
years, male and female incontinence products and pelvic floor
repair products produced double-digit growth.  The BPH segment
(22% of total revenues) began to improve in the second half of
2009, largely driven by the growth of fiber sales.  Slower-than-
expected physician adoption of GreenLight technology for the
treatment of obstructive BPH resulted from initial strategic and
manufacturing problems.  S&P believes AMS largely has resolved its
laser hardware and marketing issues.  While laser console sales
exhibited growth in the fourth quarter of 2009, economic pressures
continue to negatively affect the purchase of capital goods by
health care providers.


ARVINMERITOR INC: AXA Financial et al. Report 0.02% Stake
---------------------------------------------------------
AXA Assurances I.A.R.D Mutuelle, AXA Assurances Vie Mutuelle, AXA,
and AXA Financial, Inc., disclosed that they may be deemed to
beneficially own 133,053 shares or roughly 0.02% of the common
stock of ArvinMeritor Inc. as of December 31, 2009.

                     About ArvinMeritor Inc.

Based in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM) --
http://www.arvinmeritor.com/-- is a premier global supplier of a
broad range of integrated systems, modules and components to the
motor vehicle industry. The company marks its centennial
anniversary in 2009, celebrating a long history of 'forward
thinking.'  The company serves commercial truck, trailer and
specialty original equipment manufacturers and certain
aftermarkets, and light vehicle manufacturers.

As of December 31, 2009, ArvinMeritor had $2.499 billion in total
assets and shareowners' deficit of $1.112 billion.  As of December
31, 2009, total current liabilities of $1.196 billion, long-term
debt of $1.001 billion, retirement benefits of $1.082 billion, and
other liabilities of $332 million.

                           *    *    *

According to the Troubled Company Reporter on Jan. 25, 2010,
Moody's Investors Service affirmed the Corporate Family and
Probability of Default ratings of ArvinMeritor at Caa1.  In a
related action, the rating of the senior secured revolving credit
facility was affirmed at B1, and the ratings of the senior
unsecured notes were affirmed at Caa2.  ArvinMeritor's Speculative
Grade Liquidity Rating was raised to SGL-3 from SGL-4.  The rating
outlook is changed to stable.


ARVINMERITOR INC: Dimensional Fund Advisors Reports 3.9% Stake
--------------------------------------------------------------
Dimensional Fund Advisors LP disclosed that as of December 31,
2009, it may be deemed to beneficially own 2,895,879 shares or
roughly 3.9% of the common stock of ArvinMeritor Inc.

Dimensional Fund Advisors is an investment adviser registered
under Section 203 of the Investment Advisors Act of 1940.  It
furnishes investment advice to four investment companies
registered under the Investment Company Act of 1940, and serves as
investment manager to certain other commingled group trusts and
separate accounts.

                     About ArvinMeritor Inc.

Based in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM) --
http://www.arvinmeritor.com/-- is a premier global supplier of a
broad range of integrated systems, modules and components to the
motor vehicle industry. The company marks its centennial
anniversary in 2009, celebrating a long history of 'forward
thinking.'  The company serves commercial truck, trailer and
specialty original equipment manufacturers and certain
aftermarkets, and light vehicle manufacturers.

As of December 31, 2009, ArvinMeritor had $2.499 billion in total
assets and shareowners' deficit of $1.112 billion.  As of December
31, 2009, total current liabilities of $1.196 billion, long-term
debt of $1.001 billion, retirement benefits of $1.082 billion, and
other liabilities of $332 million.

                           *    *    *

According to the Troubled Company Reporter on Jan. 25, 2010,
Moody's Investors Service affirmed the Corporate Family and
Probability of Default ratings of ArvinMeritor at Caa1.  In a
related action, the rating of the senior secured revolving credit
facility was affirmed at B1, and the ratings of the senior
unsecured notes were affirmed at Caa2.  ArvinMeritor's Speculative
Grade Liquidity Rating was raised to SGL-3 from SGL-4.  The rating
outlook is changed to stable.


ARVINMERITOR INC: BlackRock Reports 7.53% Equity Stake
------------------------------------------------------
BlackRock Inc. disclosed that as of December 31, 2009, it may be
deemed to beneficially own 5,595,445 shares or roughly 7.53% of
the common stock of ArvinMeritor Inc.

                     About ArvinMeritor Inc.

Based in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM) --
http://www.arvinmeritor.com/-- is a premier global supplier of a
broad range of integrated systems, modules and components to the
motor vehicle industry. The company marks its centennial
anniversary in 2009, celebrating a long history of 'forward
thinking.'  The company serves commercial truck, trailer and
specialty original equipment manufacturers and certain
aftermarkets, and light vehicle manufacturers.

As of December 31, 2009, ArvinMeritor had $2.499 billion in total
assets and shareowners' deficit of $1.112 billion.  As of December
31, 2009, total current liabilities of $1.196 billion, long-term
debt of $1.001 billion, retirement benefits of $1.082 billion, and
other liabilities of $332 million.

                           *    *    *

According to the Troubled Company Reporter on Jan. 25, 2010,
Moody's Investors Service affirmed the Corporate Family and
Probability of Default ratings of ArvinMeritor at Caa1.  In a
related action, the rating of the senior secured revolving credit
facility was affirmed at B1, and the ratings of the senior
unsecured notes were affirmed at Caa2.  ArvinMeritor's Speculative
Grade Liquidity Rating was raised to SGL-3 from SGL-4.  The rating
outlook is changed to stable.


ASYST TECHNOLOGIES: Disclosure Statement Approved, Plan Confirmed
-----------------------------------------------------------------
The U.S. Bankruptcy Court confirmed the Chapter 11 plan of
liquidation of Asyst Technologies.  The Court concurrently
approved the adequacy of the information in the explanatory
disclosure statement at the hearing.

Law360 reports that the Plan was confirmed over objections from
several parties including the official committee of unsecured
creditors.

Only secured creditors, led by KeyBank National Association, as
administrative agent for lenders owed $74.9 million principal
under a prepetition term loan, are getting recovery under the
Plan.  All other creditor groups and interest holders would be
wiped out.

Only the secured creditors are entitled to vote on the Plan.
Because the sale of the Debtor's assets did not generate enough
proceeds to pay the lender secured claims in full, it is
anticipated that there will be no distributions made to holders of
priority claims, general unsecured claims, and the holders of
interests.  As such, the Debtor believes that, although under the
Plan the holders of priority claims and holders of general
unsecured claims will receive an interest in the liquidation
trust, such beneficial interest in the liquidation trust is likely
to have no value.

A copy of the Debtor's Plan is available for free at:

   http://bankrupt.com/misc/Asyst_Plan_Dec23.pdf

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

   http://bankrupt.com/misc/Asyst_DS_Dec23.pdf

                   Sale of Debtor's Assets

The successful bidder for the Japan assets was Murata Machinery,
Ltd., with a bid of approximately US $115 million, at the
applicable exchange rate.  As to the U.S. assets, the Debtor sold
its Automated Material Handling Systems business to Murata for
$5.5 million.  Crossing Automation bought the Debtor's Fab
Automation Business for $6.5 million.  Peer Group bought software
assets for $2 million.

With respect to potential claims against its Japanese affiliates,
on December 1, 2009, the Debtor received notice from the trustee
of Asyst Technologies Japan, Inc. and Asyst Japan Holdings.  All
of the claims filed by the Debtor against Asyst Japan Holdings
have been approved by the trustee in the Japan proceedings and
will therefore receive a percentage distribution on that claim in
accordance with the priority scheme under Japanese law.

All of the Debtor's claims filed against ATJ have been denied by
the trustee in the Japan proceedings.  The trustee in the Japan
proceedings asserts that these claims will be set off against
other claims against the Debtor held by ATJ.  The Debtor is
investigating its options in connection with the "assessment
procedure" under Japanese law, which is a simplified litigation
procedure challenging the Japan trustee's judgment.
This filing must be made on or before January 10, 2010.
Assuming the assessment procedure action is filed, the court in
the Japan Proceedings will render judgment on the objection to the
Debtor's claim.

As of the date hereof, the actual recovery percentage to unsecured
creditors of ATJ and Asyst Japan Holdings is unknown, but in light
of the uncertainties, and the pending claim objection by the Japan
trustee with respect to the Debtor's claim against ATJ, the
Debtor's recovery percentage is currently estimated to be no
greater than 10 percent.

                    About Asyst Technologies

Headquartered in Fremont, California, Asyst Technologies, Inc. --
http://www.asyst.com/-- is a leading provider of integrated
automation solutions primarily for the semiconductor and flat
panel display manufacturing industries.  The Company is the parent
company of seven subsidiaries located in various jurisdictions
worldwide.  Principally, the Company is the owner of a non-
operating holding company organized under the laws of Japan, Asyst
Technologies Holdings Company, Inc.  Asyst Japan Holdings in turn
owns the operating company Asyst Technologies Japan, Inc.

The Company filed for Chapter 11 on April 20, 2009 (Bankr. N.D.
Calif. Case No. 09-43246).  Ali M.M. Mojdehi, Esq., Janet D.
Gertz, Esq., and Rayla Dawn Boyd, Esq., at the Law Offices of
Baker and McKenzie, serve as the Debtor's bankruptcy counsel.
Epiq Bankruptcy Solutions LLC is the Debtors' notice and claims
agent.  AlixPartners, LLP  serves as financial advisor.  Andrew I.
Silfen, Esq., Mette H. Kurth, Esq., Michael S. Cryan, Esq., and
Schuyler G. Carroll, Esq., at Arent Fox LLP, represent the
official committee of unsecured creditors.  As of December 31,
2008, Asyst had total assets of $295,782,000 and total debts of
$315,364,000.

The Company's Japanese subsidiaries, Asyst Technologies Holdings
Company, Inc., and Asyst Technologies Japan, Inc., entered into
related voluntary proceedings under Japan's Corporate
Reorganization Law (Kaisha Kosei Ho) on April 20, 2009.  Kosei
Watanabe was appointed as Trustee of Asyst Japan Holdings and ATJ.


ATLANTIC FACILITIES: Case Summary & 12 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor:  Atlantic Facilities, L.L.C.
            dba Audubon Properties LLC
            dba East Metro Properties, LLC
            dba South Metro Properties LLC
            dba Myrtle Properties, L.L.C.
            dba North Metro Properties LLC
         PO Box 1144
         Wilmington, NC 28402

Bankruptcy Case No.: 10-01347

Chapter 11 Petition Date: February 22, 2010

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

Judge: Stephani W. Humrickhouse

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

Estimated Assets: $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 $14,481,403,
and total debts of $15,767,067.

The petition was signed by Russell M. Maynard, the company's
member/manager.

Debtor's List of 12 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Regions Bank               Myrtle Properties-     $5,467,996
Attn: Managing Agent       Phase III  consisting  ($3,390,000
951 E Byrd St., Ste 930    of 47 units            secured)
Richmond, VA 23219

M/M Roland Tilden III      Phase III Myrtle       $350,000
101 Lambs Ct               Properties             ($3,390,000
Wilmington, NC 28412                              secured)
                                                  ($5,467,996
                                                  senior lien)

New Hanover Co Tax Coll    Ad Valorem Taxes       $41,444
Attn: Managing Agent       for Myrtle Properties

New Hanover Co Tax Coll    Ad Valorem Tax for     $34,917
Attn: Managing Agent       South Metro Properties

New Hanover Co Tax Coll    Ad Valorem Tax for     $30,871
Attn: Managing Agent       North Metro Properties

First Federal              Lots located at Stone  $130,000
Attn: Managing Agent       Chimney Ridge          ($100,000
                           Subdivision in         secured)
                           Brunswick County

First Federal              Rental properties      $175,687
Attn: Managing Agent       located at 2918        ($160,000
                           Princess Place Dr &    secured)
                           2920 Princess Place Dr

New Hanover Co Tax Coll    Ad Valorem Taxes       $8,974
Attn: Managing Agent       for Audubon Properties

New Hanover Co Tax Coll    Ad Valorem Tax         $8,340
Attn: Managing Agent       for Atlantic Facilities

First Federal              Rental properties      $245,246
Attn: Managing Agent       located at 311 N 30th  ($240,000
                           St, 313 N 30th St,     secured)
                           2926 Princess Place Dr

First Federal              Rental properties      $57,196
Attn: Managing Agent       located at 907 S 7th   ($55,000
                           St                     secured)

Brunswick Co Tax                                  $788
Collector
Attn: Managing Agent


ATLAS ACQUISITION: Board OKs Dissolution and Liquidation Plans
--------------------------------------------------------------
Atlas Acquisition Holdings Corp.'s board of directors had approved
the dissolution of Atlas and a related plan of liquidation and
distribution pursuant to Section 281 of the Delaware General
Corporation Law.  Pursuant to its certificate of incorporation,
the proposed dissolution and plan of liquidation and distribution
will be submitted to Atlas stockholders for approval.  Because
Atlas did not consummate a "business combination" within the time
frame required by its certificate of incorporation, Atlas is
required to dissolve and liquidate in accordance with its
certificate of incorporation and Delaware law.

Atlas also announced that it will be filing a Certification and
Notice of Termination of Registration on Form 15 for the purpose
of deregistering its securities under the Securities Exchange Act
of 1934.  On February 16, 2010, the NYSE Amex filed Notifications
of Removal from Listing on Form 25 for the purpose of delisting
Atlas' securities.  Atlas will no longer be a public reporting
company and its securities will no longer trade on the NYSE Amex.

After stockholder approval, Atlas will file a certificate of
dissolution with the Secretary of State of the State of Delaware.
Pursuant to Atlas' plan of liquidation and distribution, Atlas
expects to liquidate its trust account, which consists of proceeds
from Atlas' January 2008 initial public offering, together with
the deferred portion of the underwriters' discounts and
commissions.  Liquidating distributions will be payable to holders
of shares of Atlas common stock issued in Atlas' initial public
offering that hold shares as of the close of business on February
16, 2010, the date that Atlas' existence terminated pursuant to
its certificate of incorporation and the record date for such
distribution.  Stockholders whose stock is held in "street name"
through a broker will automatically receive payment through the
Depository Trust Company.  The dissolution process, including the
stockholder approval required by Atlas' certificate of
incorporation, will take time and management cannot currently
determine when it will commence distribution of the funds in
Atlas' trust account.  The liquidating distribution is expected to
be approximately $10.00 per share.  No payments will be made with
respect to any of Atlas' outstanding warrants or shares that were
acquired prior to Atlas' initial public offering.

James N. Hauslein, Chairman of the Board and Chief Executive
Officer of Atlas, stated "The exact timing of the liquidating
distribution will depend on whether and the extent to which the
SEC reviews the required proxy statement relating to stockholder
approval of Atlas' dissolution and plan of liquidation, as well as
the cooperation of Atlas stockholders in returning proxies and
directing their brokers to vote in favor of the dissolution.
Although there is no assurance, we expect that the liquidating
distributions will be made in three to four weeks."

                      About Atlas Acquisition

Atlas is a special purpose acquisition company formed in 2007 by
James N. Hauslein, Chairman of the Board and Chief Executive
Officer, and Gaurav V. Burman, President, for the purpose of
effecting a business combination.  On January 30, 2008, Atlas
completed its initial public offering of 20,000,000 units for an
offering price of $10.00 per unit, or an aggregate of
$200,000,000.  Each unit consisted of one share of common stock,
par value $.001, and one warrant.


AVENTINE RENEWABLE: AVR LLC Owns 27.5% of Common Stock
------------------------------------------------------
Aventine Renewable Energy Holdings LLC, et al., disclosed that as
of December 31, 2009, they may be deemed to beneficially own
shares of Aventine Renewable Energy Holdings Inc.'s common stock,
par value $0.001 per share:

                                         Shares
                                         Beneficially
   Company                               Owned         Percentage
   -------                               ------------  ----------
Aventine Renewable Energy Holdings LLC    11,833,495     27.5%
Morgan Stanley Dean Witter Capital
  Partners IV, LP                          9,837,908     22.9%
MSDW IV 892 Investors, L.P.                  839,340      2.0%
Metalmark Capital LLC                     10,691,928     24.9%
Morgan Stanley Dean Witter Capital
  Investors IV, L.P.                         269,172      0.6%
MSDW Capital Partners IV LLC                 269,172      0.6%
MSDW Capital Partners IV, Inc.               269,172      0.6%

A full-text copy of Holdings LLC's amended Schedule 13G is
available for free at http://researcharchives.com/t/s?5482

                     About Aventine Renewable

Pekin, Illinois-based Aventine Renewable Energy Holdings, Inc.
(Pink Sheets: AVRN) -- http://www.aventinerei.com/-- is a
producer and marketer of ethanol to many leading energy companies
in the United States.  In addition to ethanol, Aventine also
produces distillers grains, corn gluten meal, corn gluten feed,
corn germ and brewers' yeast.

Morgan Stanley Capital Partners IV bought Aventine in May 2003
from Williams Cos.  Aventine had a public offering in May 2006.
The Morgan Stanley group retained 28% of the stock at year's end.

The Company and its affiliates filed for Chapter 11 on April 7,
2009 (Bankr. D. Del. Lead Case No. 09-11214).  Joel A. Waite,
Esq., and Ryan M. Bartley, Esq., at Young, Conaway, Stargatt &
Taylor, serves as bankruptcy counsel to the Debtors.  Davis Polk
& Wardwell is special tax counsel and Houlihan, Lokey, Howard &
Zukin, Inc., is the financial advisor.  Garden City Group, Inc.,
has been engaged as claims agent.  Donald J. Detweiler, Esq., at
Greenberg Traurig, LLP, serves as counsel to the official
committee of unsecured creditors.  When it filed for bankruptcy
protection from its creditors, Aventine Renewable listed between
$100 million and $500 million each in assets and debts.


BAKERY EXPRESS: Case Summary & 33 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Bakery Express Cafe', Inc.
          dba Romi's Fine Dining
          aw Naveep Jaggi
        1329 West Rancho Vista Boulevard
        Palmdale, CA 93551

Bankruptcy Case No.: 10-16224

Chapter 11 Petition Date: February 22, 2010

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

Judge: Barry Russell

Debtor's Counsel: William H. Brownstein, Esq.
                  1250 Sixth St., Ste 205
                  Santa Monica, CA 90401
                  Tel: (310) 458-0048
                  Fax: (310) 576-3581
                  Email: Brownsteinlaw.bill@gmail.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
33 largest unsecured creditors, is available for free at:

           http://bankrupt.com/misc/cacb10-16224.pdf

The petition was signed by Naveep Jaggi, president of the Company.


BEAZER HOMES: Highbridge International Reports Equity Interest
--------------------------------------------------------------
Highbridge International LLC disclosed that as of January 22,
2010, it may be deemed to beneficially own $13,802,500 aggregate
principal amount of Beazer Homes USA, Inc.'s 7.5% Mandatory
Convertible Subordinated Notes due 2013, convertible into
2,459,439 shares of Beazer Common Stock.  Highbridge Statistical
Opportunities Master Fund, L.P. beneficially owns 317,270 Beazer
shares.  STAR, L.P. -- a statistical arbitrage strategy --
beneficially owns 498,649 Beazer shares.

Each of Highbridge Capital Management, LLC and Glenn Dubin may be
deemed the beneficial owner of the $13,802,500 aggregate principal
amount of Beazer Notes, convertible into 2,459,439 Beazer shares
beneficially owned by Highbridge International and the 815,919
shares beneficially owned by Highbridge Statistical Opportunities
Master Fund, L.P. and STAR L.P.

Assuming the conversion of the Notes, Highbridge International may
be deemed to beneficially own 3.98% of the outstanding Beazer
shares; Highbridge Statistical Opportunities Master Fund may be
deemed to beneficially own 0.53% Beazer shares; STAR L.P. may be
deemed to beneficially own 0.84% Beazer shares; and each of
Highbridge Capital Management and Mr. Dubin may be deemed to
beneficially own 5.30% Beazer shares.

Highbridge Capital Management is the trading manager of Highbridge
International, Highbridge Statistical Opportunities Master Fund,
L.P. and STAR L.P.  Mr. Glenn Dubin is the Chief Executive Officer
of Highbridge Capital Management.

                       About Beazer Homes

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

The Company reported $2.02 billion in total assets and $1.77
billion in total liabilities, resulting to a $250.0 million
stockholders' equity, as of Dec. 31, 2009.

At September 30, 2009, Beazer had $2,029,410,000 in total assets,
including $507,339,000 in cash and cash equivalents, against
$1,832,855,000 in total liabilities, resulting in $196,555,000 in
stockholders' equity.  Beazer had $374,851,000 in stockholders'
equity at September 30, 2008.

                          *     *     *

According to the Troubled Company Reporter on January 12, 2010,
Standard & Poor's Ratings Services assigned its 'CC' issue rating
and its '6' recovery rating to Beazer Homes USA Inc.'s proposed
$50 million 7.5% mandatory convertible subordinated notes due
2013.  Beazer will use proceeds from the new notes, as well as a
proposed $90 million equity offering, to redeem $127 million of
senior notes due 2011, which the company can call at par.


BEAZER HOMES: BlackRock Reports 8.64% Equity Interest
-----------------------------------------------------
BlackRock Inc. disclosed that as of December 31, 2009, it may be
deemed to beneficially own 3,458,795 shares or roughly 8.64% of
the common stock of Beazer Homes USA, Inc.

                       About Beazer Homes

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

The Company reported $2.02 billion in total assets and $1.77
billion in total liabilities, resulting to a $250.0 million
stockholders' equity, as of Dec. 31, 2009.

At September 30, 2009, Beazer had $2,029,410,000 in total assets,
including $507,339,000 in cash and cash equivalents, against
$1,832,855,000 in total liabilities, resulting in $196,555,000 in
stockholders' equity.  Beazer had $374,851,000 in stockholders'
equity at September 30, 2008.

                          *     *     *

According to the Troubled Company Reporter on January 12, 2010,
Standard & Poor's Ratings Services assigned its 'CC' issue rating
and its '6' recovery rating to Beazer Homes USA Inc.'s proposed
$50 million 7.5% mandatory convertible subordinated notes due
2013.  Beazer will use proceeds from the new notes, as well as a
proposed $90 million equity offering, to redeem $127 million of
senior notes due 2011, which the company can call at par.


BEAZER HOMES: Dimensional Fund Advisors Reports 6.45% Stake
-----------------------------------------------------------
Dimensional Fund Advisors LP disclosed that as of December 31,
2009, it may be deemed to beneficially own 2,569,066 shares or
roughly 6.45% of the common stock of Beazer Homes USA, Inc.

Dimensional Fund Advisors is an investment adviser registered
under Section 203 of the Investment Advisors Act of 1940.  It
furnishes investment advice to four investment companies
registered under the Investment Company Act of 1940, and serves as
investment manager to certain other commingled group trusts and
separate accounts.

                       About Beazer Homes

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

The Company reported $2.02 billion in total assets and $1.77
billion in total liabilities, resulting to a $250.0 million
stockholders' equity, as of Dec. 31, 2009.

At September 30, 2009, Beazer had $2,029,410,000 in total assets,
including $507,339,000 in cash and cash equivalents, against
$1,832,855,000 in total liabilities, resulting in $196,555,000 in
stockholders' equity.  Beazer had $374,851,000 in stockholders'
equity at September 30, 2008.

                          *     *     *

According to the Troubled Company Reporter on January 12, 2010,
Standard & Poor's Ratings Services assigned its 'CC' issue rating
and its '6' recovery rating to Beazer Homes USA Inc.'s proposed
$50 million 7.5% mandatory convertible subordinated notes due
2013.  Beazer will use proceeds from the new notes, as well as a
proposed $90 million equity offering, to redeem $127 million of
senior notes due 2011, which the company can call at par.


BEAZER HOMES: Vanguard Group Reports 6.94% Equity Stake
-------------------------------------------------------
The Vanguard Group Inc. disclosed that as of December 31, 2009, it
may be deemed to beneficially own 2,764,483 shares or roughly
6.94% of the common stock of Beazer Homes USA, Inc.

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

The Company reported $2.02 billion in total assets and $1.77
billion in total liabilities, resulting to a $250.0 million
stockholders' equity, as of Dec. 31, 2009.

At September 30, 2009, Beazer had $2,029,410,000 in total assets,
including $507,339,000 in cash and cash equivalents, against
$1,832,855,000 in total liabilities, resulting in $196,555,000 in
stockholders' equity.  Beazer had $374,851,000 in stockholders'
equity at September 30, 2008.

                          *     *     *

According to the Troubled Company Reporter on January 12, 2010,
Standard & Poor's Ratings Services assigned its 'CC' issue rating
and its '6' recovery rating to Beazer Homes USA Inc.'s proposed
$50 million 7.5% mandatory convertible subordinated notes due
2013.  Beazer will use proceeds from the new notes, as well as a
proposed $90 million equity offering, to redeem $127 million of
senior notes due 2011, which the company can call at par.


BEDFORD COMMUNICATIONS: Case Summary & 20 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Bedford Communications, Inc.
          dba Laptopmag.com
          dba Laptop
        1410 Broadway, 21st Floor
        New York, NY 10018

Bankruptcy Case No.: 10-10902

Chapter 11 Petition Date: February 22, 2010

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: Reema Shah, Esq.
                  Platzer Swergold Karlin Levine
                  Goldberg & Jaslow, LLP
                  1065 Avenue of the Americas, 18th Floor
                  New York, NY 10018
                  Tel: (212) 593-3000
                  Fax: (212) 593-0353
                  Email: rshah@platzerlaw.com

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

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

A list of the Company's 20 largest unsecured creditors is
available for free at:

            http://bankrupt.com/misc/nysb10-10902.pdf

The petition was signed by Edward D. Brown, president of the
company.


BRIDGEVIEW AEROSOL: Wants Until May 28 to File Chapter 11 Plan
--------------------------------------------------------------
Bridgeview Aerosol, LLC, et al., ask the Hon. Pamela H. Hollis of
the U.S. Bankruptcy Court for the Northern District of Illinois to
extend their exclusive periods to file a Chapter 11 Plan, and to
solicit acceptances of that Plan until May 28, 2010, and July 30,
2010, respectively.

This is the Debtors' first request to extend their exclusive
periods.  Absent the extension, the Debtors' plan proposal period
will expire on February 26, 2010, and the solicitation period will
expire on April 27, 2010.

The Debtors need additional time to prepare and file their Plan
and solicit acceptances thereon.

Bridgeview, Illinois-based Bridgeview Aerosol, LLC is in the
custom aerosol specialty products industry.  BVA provides a wide
array of services relating to aerosol products including initial
product formulation, testing, manufacturing, packaging and
distribution.  BVA primarily manufactures, packages and
distributes household cleaning and automotive products.  Affiliate
AeroNuevo owns the real property on which BVA operates.
USAerosols is the parent company of BVA and AeroNuevo.

Bridgeview Aerosol filed for Chapter 11 bankruptcy protection on
October 30, 2009 (Bankr. N.D. Ill. Case No. 09-41021).  Steven B.
Towbin, Esq., at Shaw Gussis et al assists the Company in its
restructuring efforts.  The Company listed $10,000,001 to
$50,000,000 in assets and $10,000,001 to $50,000,000 in
liabilities.


CABLEVISION SYSTEMS: ClearBridge Holds 9.68% of Class A Shares
--------------------------------------------------------------
ClearBridge Advisors, LLC, disclosed that as of December 31, 2009,
it may be deemed to beneficially own 23,890,348 shares or roughly
9.68% of the Class A common stock of Cablevision Systems Corp.

Headquartered in Bethpage, New York, Cablevision Systems Corp. is
predominantly a domestic cable TV multiple system operator serving
approximately 3.1 million subscribers in and around the New York
metropolitan area.  Among other entertainment-and media-related
business ventures, the company also owns and distributes
programming to cable television and direct broadcast satellite
providers throughout the United States through its Rainbow
National Services subsidiary.

As of September 30, 2009, the Company had $10,127,998,000 in total
assets against $15,321,360,000 in total liabilities and
$11,371,000 in redeemable noncontrolling interests.  The Company
as of September 30, 2009, had non-controlling interest of $24,000
and total deficiency of $5,204,733,000.

                         *     *     *

As reported by the Troubled Company Reporter on Oct. 15, 2009,
Standard & Poor's said it lowered its issue-level rating on
Cablevision Systems Corp. (BB/Negative/--) subsidiary Newsday
LLC's $650 million senior secured credit facility due 2013, which
consists of a $525 million fixed-rate term loan and a $125 million
floating-rate term loan.  S&P is lowering the issue-level rating
on the loan to 'BB' from 'BB+' and removed it from CreditWatch,
where it was placed with negative implications on Feb. 9, 2009.
S&P also revised the recovery rating on the loan to '3' from '2'.
A '3' recovery rating indicates that lenders can expect meaningful
(50%-70%) recovery in the event of payment default.

The TCR reported on Sept. 11, 2009, Standard & Poor's affirmed the
'BB' corporate credit rating of Cablevision.  Cablevision has
around $11.8 billion of debt reported outstanding at June 30,
2009.  The outlook is negative.

Cablevision carries "Ba2" Corporate Family and Probability of
Default Ratings from Moody's.


CABLEVISION SYSTEMS: T. Rowe Price Holds 14.9% of Class A Shares
----------------------------------------------------------------
T. Rowe Price Associates, Inc., disclosed that as of December 31,
2009, it may be deemed to beneficially own 36,958,177 shares or
roughly 14.9% of the common stock of Cablevision NY Group Class A.

Headquartered in Bethpage, New York, Cablevision Systems Corp. is
predominantly a domestic cable TV multiple system operator serving
approximately 3.1 million subscribers in and around the New York
metropolitan area.  Among other entertainment-and media-related
business ventures, the company also owns and distributes
programming to cable television and direct broadcast satellite
providers throughout the United States through its Rainbow
National Services subsidiary.

As of September 30, 2009, the Company had $10,127,998,000 in total
assets against $15,321,360,000 in total liabilities and
$11,371,000 in redeemable noncontrolling interests.  The Company
as of September 30, 2009, had non-controlling interest of $24,000
and total deficiency of $5,204,733,000.

                         *     *     *

As reported by the Troubled Company Reporter on Oct. 15, 2009,
Standard & Poor's said it lowered its issue-level rating on
Cablevision Systems Corp. (BB/Negative/--) subsidiary Newsday
LLC's $650 million senior secured credit facility due 2013, which
consists of a $525 million fixed-rate term loan and a $125 million
floating-rate term loan.  S&P is lowering the issue-level rating
on the loan to 'BB' from 'BB+' and removed it from CreditWatch,
where it was placed with negative implications on Feb. 9, 2009.
S&P also revised the recovery rating on the loan to '3' from '2'.
A '3' recovery rating indicates that lenders can expect meaningful
(50%-70%) recovery in the event of payment default.

The TCR reported on Sept. 11, 2009, Standard & Poor's affirmed the
'BB' corporate credit rating of Cablevision.  Cablevision has
around $11.8 billion of debt reported outstanding at June 30,
2009.  The outlook is negative.

Cablevision carries "Ba2" Corporate Family and Probability of
Default Ratings from Moody's.


CABLEVISION SYSTEMS: To Release Q4 2009 Results on Thursday
-----------------------------------------------------------
Cablevision Systems Corp. will release its fourth quarter and
full-year 2009 financial results; and hold an earnings conference
call on February 25, 2010, at 10:00 a.m. ET.

On February 10, 2010, Cablevision completed the spinoff of Madison
Square Garden, Inc., to a separate, public company.  MSG trades on
NASDAQ under the symbol "MSG."

Cablevision and CSC Holdings will no longer consolidate the
financial results of MSG for the purpose of their own financial
reporting.

MSG's status as a standalone entity follows the distribution by
Cablevision of all of MSG's outstanding common stock.  The
distribution took place on February 9, 2010, to Cablevision
shareholders of record as of the close of business on January 25,
2010.  Each Cablevision Class A stockholder received one share of
Madison Square Garden Class A common stock for every four shares
of Cablevision Class A common stock they held as of the record
date.  Each Cablevision Class B stockholder received one share of
Madison Square Garden Class B common stock for every four shares
of Cablevision Class B common stock they held as of the record
date. Stockholders will receive a cash payment instead of any
fractional MSG shares.

No action or payment was required by Cablevision stockholders to
receive the shares of MSG common stock.  Stockholders who held
Cablevision common stock as of the record date will receive a
book-entry account statement reflecting their ownership of MSG
common stock or their brokerage account will be credited with the
MSG shares.

The MSG spin-off has been structured to qualify as a tax-free
distribution for U.S. federal income tax purposes. Cash received
in lieu of fractional shares, however, will generally be taxable.
Stockholders are urged to consult with their tax advisors with
respect to the U.S. federal, state, local and foreign tax
consequences of the MSG spin-off.

                    About Cablevision Systems

Headquartered in Bethpage, New York, Cablevision Systems Corp. is
predominantly a domestic cable TV multiple system operator serving
approximately 3.1 million subscribers in and around the New York
metropolitan area.  Among other entertainment-and media-related
business ventures, the company also owns and distributes
programming to cable television and direct broadcast satellite
providers throughout the United States through its Rainbow
National Services subsidiary.

As of September 30, 2009, the Company had $10,127,998,000 in total
assets against $15,321,360,000 in total liabilities and
$11,371,000 in redeemable noncontrolling interests.  The Company
as of September 30, 2009, had non-controlling interest of $24,000
and total deficiency of $5,204,733,000.

                         *     *     *

As reported by the Troubled Company Reporter on Oct. 15, 2009,
Standard & Poor's said it lowered its issue-level rating on
Cablevision Systems Corp. (BB/Negative/--) subsidiary Newsday
LLC's $650 million senior secured credit facility due 2013, which
consists of a $525 million fixed-rate term loan and a $125 million
floating-rate term loan.  S&P is lowering the issue-level rating
on the loan to 'BB' from 'BB+' and removed it from CreditWatch,
where it was placed with negative implications on Feb. 9, 2009.
S&P also revised the recovery rating on the loan to '3' from '2'.
A '3' recovery rating indicates that lenders can expect meaningful
(50%-70%) recovery in the event of payment default.

The TCR reported on Sept. 11, 2009, Standard & Poor's affirmed the
'BB' corporate credit rating of Cablevision.  Cablevision has
around $11.8 billion of debt reported outstanding at June 30,
2009.  The outlook is negative.

Cablevision carries "Ba2" Corporate Family and Probability of
Default Ratings from Moody's.


CAPMARK FINANCIAL: Court Fixes April 23 as Claims Bar Date
----------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware established April 23, 2010, at 5:00 p.m.,
prevailing Eastern Time, as the deadline for any individual or
entity to file proofs of claim against Capmark Financial Group
Inc. and its debtor affiliates.

The Court also set 180 days after the date of the commencement of
the Chapter 11 case as the deadline for governmental units to file
proofs of claim against the Debtors.

Proofs of claim must be filed with:

    Capmark Processing Center
    c/o Epiq Bankruptcy Solutions, LLC
    Grand Central Station
    P.O. Box 4613
    New York, NY 10163-4613

    Capmark Claims Processing Center
    c/o Epiq Bankruptcy Solutions, LLC
    757 Third Avenue, 3rd Floor
    New York, NY 10017

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

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

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

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

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


CATALYST PAPER: Reaches Deal With Lenders on Notes Issuance
-----------------------------------------------------------
Catalyst Paper Corporation said that an agreement in principal has
been reached with the lenders under its asset based credit
facility in conjunction with counsel to the members of the Ad Hoc
Committee of holders of its outstanding 8 5/8% Senior Notes due
June 15, 2011, with respect to inter-creditor and other related
agreements arising from the proposed issuance of the 11% Senior
Secured Notes of Catalyst due December 15, 2016.

Holders who validly tender and do not validly withdraw their Old
Notes will receive, for each $1,000 principal amount of Old Notes
accepted for exchange, $830 in principal amount of New Notes.
Holders will also receive an additional $50 in principal amount of
New Notes as an early tender amount for each $1,000 principal
amount of Old Notes accepted for exchange that are validly
tendered before Feb. 25, 2010, and not withdrawn.  Holders of Old
Notes who have previously tendered and not withdrawn Old Notes
will be entitled to receive the consideration being offered by
Catalyst in the amended Exchange Offer, including the early tender
amount, if such Old Notes are accepted for exchange by Catalyst.
The consideration offered in the amended Exchange Offer does not
include any common shares of, or other equity in, Catalyst.

The Company had entered into a Support Agreement with persons
holding $101.3 million principal amount of the Old Notes, or 28.6%
of the outstanding Old Notes.   Counsel for the Ad Hoc Committee
has advised Catalyst that it is highly confident that the members
of Ad Hoc Committee will support the agreement in principal
reached with the ABL lenders and counsel to the Ad Hoc Committee
as described above.  In cooperation with counsel to the Ad Hoc
Committee, Catalyst is seeking an amendment to the previously
announced Support Agreement to reflect this agreement and the
terms of the amended exchange offer.

Catalyst has been advised by the exchange agent for the Exchange
Offer that, as of the close of business on February 12, 2010, the
aggregate principal amount of Old Notes that had been validly
tendered and for which related consents had been validly delivered
was approximately $89.2 million, or 25.2 % of the outstanding Old
Notes.

                      About Catalyst Paper

Headquartered in Richmond, British Columbia, Catalyst Paper
Corporation (TSX:CTL) manufactures diverse specialty printing
papers, newsprint and pulp.  Its customers include retailers,
publishers and commercial printers in North America, Latin
America, the Pacific Rim and Europe.  With six mills strategically
located in British Columbia and Arizona, Catalyst has a combined
annual production capacity of 2.5 million tones.

At September 30, 2009, the Company had C$2.20 billion in total
assets against C$1.29 billion in total liabilities.  At
September 30, 2009, the Company had liquidity of C$192.9 million,
comprised of C$90.6 million cash, and availability of
C$102.3 million on the Company's asset-based loan facility.

                          *     *     *

DBRS in November 2009 downgraded the Issuer Rating of Catalyst
Paper Corporation to B (low) from BB and the Senior Debt rating to
CCC from BB, and placed the Company's ratings Under Review with
Negative Implications.  The downgrades reflect the Company's weak
financial risk which is likely to weaken further in view of
expected continuation of soft industry conditions and follows the
Company's announcement on November 23, 2009, of its offer to
exchange its outstanding 8 5/8% Senior Debt due June 15, 2011,
with new 10% Senior Secured Notes due December 15, 2016, and
shares of its common stock.


CINCINNATI BELL: BlackRock Holds 8.76% of Class A Shares
--------------------------------------------------------
BlackRock Inc. disclosed that as of December 31, 2009, it may be
deemed to beneficially own 17,789,422 shares or roughly 8.76% of
the Class A common stock of Cincinnati Bell Inc.

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

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

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


CINCINNATI BELL: Lenders Revise EBITDA, Leverage Ratio Covenants
----------------------------------------------------------------
Cincinnati Bell Inc. amended its Credit Agreement originally dated
as of February 16, 2005, with a lending consortium led by Bank of
America, N.A., as Administrative Agent and an L/C Issuer; PNC
Bank, National Association, as Swingline Lender and an L/C Issuer.

Pursuant to a Fifth Amendment dated as of February 17, 2010, the
definition of Consolidated EBITDA was amended so that the amount
of any call premium, tender premium or other similar expense and
other fees and expenses paid or to be paid by the Company in
connection with the refinancing, repayment, repurchase or
extinguishment of any Indebtedness will not reduce Consolidated
EBITDA as calculated under the Credit Agreement.  The Fifth
Amendment also amends the Credit Agreement to eliminate the step
down of the Consolidated Total Leverage Ratio of 4.25:1.00 due to
come into effect June 30, 2010, so that the Consolidated Total
Leverage Ratio will remain at its current requirement of 4.50:1.00
for the remainder of the term of the Credit Agreement.

In June 2009, the Company amended its $250 million Corporate
revolving credit facility, which would have expired in February
2010.   The amended Corporate credit facility has a $210 million
revolving line of credit and expires in August 2012.

In its Form 10-Q quarterly report filed in November, the Company
disclosed that the revolving credit facility is funded by 11
different financial institutions, with no financial institution
having more than 12% of the total facility.  Borrowings under the
revolving credit facility bear interest, at the Company's
election, at a rate per annum equal to LIBOR or the base rate plus
the applicable margin.  The applicable margin is based on certain
Company financial ratios and ranges between 3.00% to 3.50% for
LIBOR rate advances and 2.00% to 2.50% for base rate advances.
Base rate is the highest of the bank prime rate, the LIBOR rate
plus 1%, or the federal funds rate plus 1/2%.  Commitment fees for
the unused amount of borrowings on the revolving line of credit
range from 0.50% to 0.75% and letter of credit fees for
outstanding letters of credit range from 3.00% to 3.50% based on
certain Company financial ratios.

A full-text copy of the Fifth Amendment is available at no charge
at http://ResearchArchives.com/t/s?5457

Cincinnati Bell has reported revenue of $1.3 billion for the full
year of 2009, a decrease of 5% from 2008.  Operating income was
$296 million, and net income of $90 million resulted in diluted
earnings per share of 37 cents.  Diluted earnings per share
excluding special items was 42 cents, a 5% increase compared to
2008.  Adjusted EBITDA was $470 million, a decrease of 2% from
2008.  The company's annual revenue, Adjusted EBITDA and free cash
flow all met or exceeded financial guidance targets.

Revenue for the fourth quarter 2009 was $345 million, a 2%
increase from the third quarter and down 3% from the fourth
quarter of 2008.  Operating income for the fourth quarter 2009 was
$66 million, and net income of $7 million resulted in diluted
earnings per share of 2 cents.  Fourth quarter 2009 net income
excluding special items was $24 million compared to $26 million in
2008, and diluted earnings per share excluding special items was
10 cents, flat to 2008.  Adjusted EBITDA of $120 million for the
fourth quarter 2009 decreased $2 million or 1% compared to last
year.

Commenting on Cincinnati Bell's outlook for 2010, chief financial
officer Gary Wojtaszek said, "In 2010, we will be very focused on
growing our data center business and further capitalizing on the
successful organic growth the company has experienced over the
past few years and plan to bring our products and services to
other Fortune 500 customers around the country.  We believe
investment in this industry provides the highest rate of return
for our shareholders and enables the company to expand its
geographic and competitive footprint beyond the Cincinnati area."

A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?5458

On February 11, 2010, John F. Cassidy, the Company's president and
chief executive officer, Gary J. Wojtaszek, the Company's chief
financial officer, and Brian A. Ross, the Company's chief
operating officer, presented fourth quarter 2009 results.  A full-
text copy of their presentation is available at no charge at:

              http://ResearchArchives.com/t/s?5459

                      About Cincinnati Bell

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

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

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


CINCINNATI BELL: LSV Holds 5.380% of Class A Shares
---------------------------------------------------
LSV Asset Management disclosed that as of December 31, 2009, it
may be deemed to beneficially own 10,920,684 shares or roughly
5.380% of the Class A common stock of Cincinnati Bell Inc.

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

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

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


CINCINNATI BELL: Marathon Holds 7.49% of Class A Shares
-------------------------------------------------------
M.A.M. Investments Ltd., a Jersey corporation; Marathon Asset
Management (Services) Ltd, a UK Corporation; Marathon Asset
Management LLP, a limited liability partnership incorporated under
the laws of England and Wales; and William James Arah, Jeremy John
Hosking and Neil Mark Ostrer disclosed that as of December 31,
2009, they beneficially owned 15,195,474 shares or roughly 7.49%
of the Class A common stock of Cincinnati Bell.

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

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

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


CHEMTURA CORPORATION: Units Enters Deals to Grow Business
---------------------------------------------------------
Chemtura Corporation has entered into a number of new agreements
through its worldwide subsidiaries to increase its capacity of
antioxidants and UV stabilizers in order to position itself for
worldwide growth and to more effectively serve its global
customers.  The actions support Chemtura's overall objective of
utilizing its proprietary technology to expand its presence in the
growing global markets.  These actions build upon the earlier
announcements of Chemtura's geographical expansion in the Middle
East.

"Our customers' response to our new global growth strategy for
antioxidants and UV stabilizers has been extremely positive.
Today's leading polymer producers require their suppliers to
supply product globally and be committed to innovation," said
Peter Smith, head of Chemtura's Global Antioxidant and UV
Stabilizer Group.

"With our expansion plans, we intend to be the most innovative and
global supplier focused on meeting the local requirements of our
customers," Smith said.  "To support global growth, Chemtura will
continue to supply antioxidants through a combination of
technology licensing, global sourcing agreements, and our own
global manufacturing network in the Middle East, Asia, North
America, South America and Europe.  Today we have a substantial
global capacity for antioxidants with the broadest range of
chemistry, making us a clear industry-leading producer."

As part of this growth initiative, Chemtura plans to build on its
existing alkylated phenol capacity, the key raw material in the
manufacture of antioxidants, with the addition of new capacity and
a new range of specialty alkylated phenols to be produced at its
Catenoy site in France.  The alkylated phenols are used as
intermediates in a number of Chemtura products and also are sold
in the outside marketplace.

Chemtura plans to produce its new Weston(R) 705 product at
multiple sites around the world.  In the first commercial
development phase, total annual capacity will adequately supply
the needs of the marketplace.  This brand new family of phosphite
antioxidants offers significant benefits over the older powder
Alkanox(R) 240 type material, especially in terms of end-user
performance and overall cost.

Complimenting the new liquid antioxidants and to support its
growth in "Powder-Free Solutions" using its proprietary NDB(R)
technology, Chemtura has entered into a definitive agreement to
cooperate with Everspring Corporation of Taiwan to develop and
manufacture a range of phenolic antioxidants, including Anox 20(R)
and Anox(R) PP18.  "We selected Everspring as our partner of
choice based on their proven commitment to the quality of product
which fully met our specifications," said Smith.

Chemtura is expanding its own capacity of Alkanox(R) 240 phosphite
antioxidants with additional capacity in Asia and the Middle East.

"These strategic changes underscore our commitment to our global
Antioxidant and UV stabilizer business," said Chemtura Chairman,
President and CEO Craig Rogerson.  "These actions will support
growth and allow us to take advantage of global expansion
opportunities, especially in the Middle East and throughout Asia.
We intend to make further moves to expand our global capability to
serve our customers as effectively as possible."

Chemtura's antioxidants and UV stabilizers, which are sold under
the Chemtura trade names Anox(R) Antioxidants, Alkanox(R)
Antioxidants, Weston(R) Antioxidants, Ultranox(R) Antioxidants,
Naugard(R) Antioxidants, Lowilite(R) Hindered Amine Light
Stabilizers, and Lowilite(R) Ultraviolet Light Absorbers, are
widely used in the manufacture of plastics to increase end-product
strength and durability.

                     About Chemtura Corp.

Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.

Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233).  M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel.  The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC.

As of December 31, 2008, the Debtors had total assets of
$3.06 billion and total debts of $1.02 billion.

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


CLOROX COMPANY: Capital World, BlackRock Report Interest
--------------------------------------------------------
Capital World Investors is deemed to be the beneficial owner of
5,414,520 shares or 3.9% of the common stock of The Clorox Company
as of December 31, 2009.  CRMC acts as investment adviser to
various investment companies registered under Section 8 of the
Investment Company Act of 1940.

BlackRock, Inc., may be deemed the beneficial owner of 10,123,149
shares or roughly 7.24% of Clorox common stock.

                        About Clorox Co.

Based in Oakland, California, The Clorox Company (NYSE: CLX) --
Http://www.TheCloroxCompany.com/ -- manufactures and markets
consumer products with fiscal year 2009 revenues of $5.5 billion.
Clorox markets some of consumers' most trusted and recognized
brand names, including its namesake bleach and cleaning products,
Green Works(R) natural cleaners, Armor All(R) and STP(R) auto-care
products, Fresh Step(R) and Scoop Away(R) cat litter, Kingsford(R)
charcoal, Hidden Valley(R) and K C Masterpiece(R) dressings and
sauces, Brita(R) water-filtration systems, Glad(R) bags, wraps and
containers, and Burt's Bees(R) natural personal care products.
With approximately 8,300 employees worldwide, the company
manufactures products in more than two dozen countries and markets
them in more than 100 countries.

At December 31, 2009, Clorox had total assets of $4.489 billion
against total liabilities of $4.462 billion, resulting in
stockholders' equity of $27 million.  The December 31 balance
sheet showed strained liquidity: Clorox had total current assets
of $1.103 billion against total current liabilities of
$1.372 billion.

At September 30, 2009, Clorox had $4.59 billion in total assets,
including $237 million in cash and cash equivalents, against $4.64
billion in total liabilities, resulting in stockholders' deficit
of $47 million.  The September 30 balance sheet also showed
strained liquidity: Clorox had $1.20 billion in total current
assets against $1.86 billion in total current liabilities.


CLOROX COMPANY: Posts $110-Mil. Net Earnings for Fiscal 2nd Qtr
---------------------------------------------------------------
The Clorox Company reported net earnings of $110 million for its
second fiscal quarter ended December 31, 2009, from net earnings
of $86 million for the same period in 2008.  Clorox posted net
earnings of $267 million for the six months ended December 31,
2009, from net earnings of $214 million for the same period in
2008.

Net sales were $1.279 billion for the second fiscal quarter ended
December 31, 2009, from $1.216 billion for the same period in
2008.  Net sales were $2.651 billion for the six months ended
December 31, 2009, from $2.600 billion for the same period in
2008.

At December 31, 2009, Clorox had total assets of $4.489 billion
against total liabilities of $4.462 billion, resulting in
stockholders' equity of $27 million.  The December 31 balance
sheet showed strained liquidity: Clorox had total current assets
of $1.103 billion against total current liabilities of
$1.372 billion.

At September 30, 2009, Clorox had $4.59 billion in total assets,
including $237 million in cash and cash equivalents, against $4.64
billion in total liabilities, resulting in stockholders' deficit
of $47 million.  The September 30 balance sheet also showed
strained liquidity: Clorox had $1.20 billion in total current
assets against $1.86 billion in total current liabilities.

The Company said its working capital increased by $488 million
from June 30, 2009, to December 31, 2009, principally due to a
decrease in notes and loans payable by $396 million resulting from
the use of proceeds from a new bond issuance and other Company
cash flows to pay down commercial paper.  Also contributing to the
increase in working capital was a decrease in accounts payable and
accrued liabilities primarily driven by a $54 million reduction as
a result of improved vendor accounts management and timing of
vendor payments, and a $28 million reduction related to the
payment of the fiscal year 2009 annual incentive program and value
sharing awards, net of fiscal year 2010 first half annual
incentive and value sharing accruals.

In January, Clorox acquired Caltech Industries, a provider of
disinfectants for the health care industry, for $23 million.
While the sales and diluted EPS impact of the acquisition are not
material, Caltech provides a platform of products and capability
that will enhance Clorox's ability to expand its presence in this
rapidly growing channel.

            Impact of Venezuela Currency Devaluation

Clorox's second-quarter earnings reflected pretax losses of $19
million, or 9 cents diluted EPS, associated with its Venezuela
operations.  There were two components to this expense.  Clorox
recorded $7 million in pretax foreign currency transaction losses,
or 3 cents diluted EPS, as a result of converting local currency
to U.S. dollars through the parallel currency exchange market for
inventory purchases.  This impact had already been assumed in the
company's previous financial outlook.  Moreover, as of December
31, 2009, Clorox decided to begin using the parallel market
currency exchange rate to account for its Venezuela business,
resulting in $12 million in pretax currency losses, or 6 cents
diluted EPS, for the remeasurement of certain assets and
liabilities in Venezuela.  This pretax loss had not been assumed
in the prior outlook.

On January 11, 2010, the Venezuela government devalued its
currency and introduced a two-tier official currency exchange
system (2.6 to 1 for essential goods and services, 4.3 to 1 for
nonessential).  Clorox anticipates having no access to the 2.6
exchange rate and very limited access to the 4.3 exchange rate.
Therefore, the company will translate its Venezuela business
results at the parallel market currency exchange rate.

Clorox anticipates that accounting for Venezuela using the
parallel market currency exchange rate will reduce total company
sales by nearly 2 percentage points in the second half of the
fiscal year and by nearly 1 percentage point on a full fiscal year
basis.  Clorox expects this devaluation to reduce second-half
pretax earnings by approximately $20 million, or 9 cents diluted
EPS, which the company had already largely accounted for in its
prior financial outlook.  Clorox also anticipates a small negative
impact on gross margin, because the contribution from this higher-
margin business will be reduced as a result of the devaluation.

                       Fiscal 2010 Outlook

Clorox has raised fiscal 2010 outlook for diluted EPS, gross
margin.

Clorox continues to anticipate fiscal year 2010 sales growth in
the range of 1% to 2%, although likely at the lower end of the
range due to the anticipated impact of accounting for the
company's Venezuela business at the parallel market currency
exchange rate, which is expected to have a negative impact of
nearly 1 percentage point for the fiscal year.

Second-half sales are anticipated to be up slightly, despite the
second-half impact from Venezuela, which is anticipated to be just
less than 2 percentage points.  The second-half outlook continues
to assume an anticipated decrease in disinfecting product sales as
concerns about H1N1 flu diminish and consumers and retailers work
through their inventories, and higher trade-promotion spending in
response to competitive activity.  Clorox anticipates that foreign
currencies, other than the bolivar fuerte, will be slightly
positive to sales during the second half of the fiscal year.

Clorox now anticipates gross margin improvement in the range of
150-175 basis points for the fiscal year, on top of 180 basis
points of improvement in fiscal year 2009, reflecting the
company's strong gross margin performance in the first half of the
fiscal year and the continued benefit from cost-reduction
initiatives.  This new outlook includes updated assumptions for
commodity costs.  Clorox continues to believe commodity costs will
be favorable for the full fiscal year, but less so than previously
anticipated.  The outlook continues to assume modest gross margin
declines in the second half of the fiscal year due to a comparison
with strong gross margin improvement in the year-ago period, as
well as the negative impact of Venezuela and higher trade-
promotion spending in the current year.

Net of all of these factors, Clorox has raised its full year
diluted EPS outlook to the range of $4.10-$4.25, versus the
previous range of $4.05-$4.20.

A full-text copy of Clorox's earnings release is available at no
charge at http://ResearchArchives.com/t/s?545e

A full-text copy of Clorox's quarterly report on Form 10-Q is
available at no charge at http://ResearchArchives.com/t/s?545d

                        About Clorox Co.

Based in Oakland, California, The Clorox Company (NYSE: CLX) --
Http://www.TheCloroxCompany.com/ -- manufactures and markets
consumer products with fiscal year 2009 revenues of $5.5 billion.
Clorox markets some of consumers' most trusted and recognized
brand names, including its namesake bleach and cleaning products,
Green Works(R) natural cleaners, Armor All(R) and STP(R) auto-care
products, Fresh Step(R) and Scoop Away(R) cat litter, Kingsford(R)
charcoal, Hidden Valley(R) and K C Masterpiece(R) dressings and
sauces, Brita(R) water-filtration systems, Glad(R) bags, wraps and
containers, and Burt's Bees(R) natural personal care products.
With approximately 8,300 employees worldwide, the company
manufactures products in more than two dozen countries and markets
them in more than 100 countries.


COMMERCIAL VEHICLE: Dec. 31 Balance Sheet Upside-Down by $37.7MM
----------------------------------------------------------------
Commercial Vehicle Group Inc. reported $250.5 million in assets
and $288.2 million in liabilities, resulting to a $37.7 million
stockholders' deficit at Dec. 31, 2009.

In addition, the company reported revenues of $135.7 million for
the fourth quarter of 2009, compared to $164.4 million for the
prior year period.  Operating loss for the fourth quarter was
$41.2 million and net loss was $23.7 million, for the same period.

The Company recorded restructuring charges of $1.5 million
relating to the closure and consolidation of one of its facilities
located in Liberec, Czech Republic and approximately $0.2 million
of employee related expenses for the closure of its Norwalk, Ohio
truck cab assembly facility.

"Our fourth quarter was fairly strong in comparison to the first
three quarters of 2009.  Excluding the non-cash impairments and
restructuring charges, our operating performance was essentially
flat to the fourth quarter of 2008 with substantially less
revenues," said Mervin Dunn, President and Chief Executive Officer
of Commercial Vehicle Group.  "This is due in large part to the
cost cutting measures and manufacturing realignment actions we
took throughout the year, and we are optimistic about the
continued impact of these actions into 2010 and beyond," added Mr.
Dunn.

Revenues for the quarter compared to the prior-year period
decreased by approximately $28.7 million, due primarily to the
decrease in both the North American Class 8 heavy truck market and
the global construction market.  Operating loss for the fourth
quarter of 2009 was $41.2 million compared to $209.7 million for
the prior year period.  Operating loss for the fourth quarter of
2009 included $37.0 million of charges related to the impairment
of certain tangible and intangible assets and $1.7 million of
restructuring charges.  Operating loss for the prior year quarter
included $207.5 million of charges related to the intangible asset
impairment for the prior year period.  Excluding the non-cash
impairments and restructuring charges, the Company's operating
loss for the fourth quarter increased approximately $0.4 million
compared to the prior year period on $28.7 million less revenues.
Net loss for the quarter ended December 31, 2009, was
$23.7 million compared to net loss of $207.7 million in the prior
year period.

Revenues for the year ended December 31, 2009 compared to the
prior-year period decreased by approximately $304.9 million, due
primarily to the decrease in the North American Class 8 heavy
truck market, the global construction market and general global
economic conditions in many of the Company's key end markets.
Operating loss for the twelve-month period was $89.7 million
compared to $191.4 million last year.  Net loss for the twelve-
month period was $81.5 million compared to net loss of $206.8
million in the prior twelve-month period.  Included in the
Company's full-year results for 2009 and 2008 are non-cash
expenses of approximately $47.4 million and $207.5 million,
respectively, related to the impairment of certain tangible and
intangible assets.

Also included in the Company's twelve-month results for 2009 are
restructuring charges of approximately $3.7 million.  Net debt was
$151.2 million at December 31, 2009, as compared to $157.6 million
at December 31, 2008.  The Company did not have any outstanding
borrowings under its asset-based revolver at December 31, 2009
and, as a result, was not subject to any financial maintenance
covenants as of December 31, 2009.  The Company does not expect to
trigger the requirement to comply with financial maintenance
covenants in 2010 under the revised debt structure which was put
into place in August 2009.

"While 2009 was a difficult year from many perspectives, we are
pleased with the progress we achieved throughout the year. With a
forty percent drop in revenues from 2008, we launched multiple
cost cutting initiatives and instituted a modified capital
structure to better position ourselves for beyond 2009," said Chad
M. Utrup, Chief Financial Officer of Commercial Vehicle Group.
"Although market conditions have driven additional non-cash
impairment charges and our cost cutting initiatives required
certain restructuring charges, our underlying operating
performance continued to improve throughout the year.  These
successes, along with certain tax related benefits we expect in
2010, should enable us to continue pursuing our strategic
objectives as we move forward," added Mr. Utrup.

A full-text copy of the Company's press release on its fourth
quarter 2009 results is available for free at
http://ResearchArchives.com/t/s?5432

                  About Commercial Vehicle Group

New Albany, Ohio-based Commercial Vehicle Group, Inc., (Nasdaq:
CVGI) supplies fully integrated system solutions for the global
commercial vehicle market, including the heavy-duty truck market,
the construction and agricultural markets, and the specialty and
military transportation markets.  The products include static and
suspension seat systems, electronic wire harness assemblies,
controls and switches, cab structures and components, interior
trim systems (including instrument panels, door panels,
headliners, cabinetry and floor systems), mirrors and wiper
systems specifically designed for applications in commercial
vehicles.  The Company has facilities located in the United States
in Arizona, Indiana, Illinois, Iowa, North Carolina, Ohio, Oregon,
Tennessee, Virginia and Washington and outside of the United
States in Australia, Belgium, China, Czech Republic, Mexico,
Ukraine and the United Kingdom.

At September 30, 2009, the Company had $275.3 million in total
assets against $281.4 million in total liabilities, resulting in
stockholders' deficit of $6.1 million.

                          *     *     *

In September 2009, Standard & Poor's Ratings Services raised its
corporate credit rating on Commercial Vehicle Group to 'CCC+' from
'SD' (selective default).  S&P also raised its rating on the
company's 8% senior unsecured notes to 'CCC' from 'D' (default).
The recovery rating on this debt is unchanged at '5', indicating
that lenders can expect modest (10% to 30%) recovery in the event
of a payment default.

In August 2009, Moody's changed Commercial Vehicle Group's
probability of default rating to Caa2/LD following the company's
exchange of roughly $52.2 million of 8.0% notes.  Moody's
considers this transaction a distressed exchange due to the nature
of the capital restructuring as well as CVGI's weak credit
profile.  The LD designation signifies a limited default.  The PDR
will be changed to a Caa2 rating and the LD rating will be removed
after three days.


CONTINENTAL AIRLINES: Posts 2 Years of Consecutive Losses
---------------------------------------------------------
Continental Airlines Inc. has filed with the Securities and
Exchange Commission its annual report on Form 10-K for the fiscal
year ended December 31, 2009.

Continental Airlines posted a net loss for the second consecutive
year, reporting net losses of $282 million for 2009 and $586
million for 2008.  Continental posted net income of $439 million
for 2007.  Total Operating Revenue was $12.586 billion in 2009;
$15.241 billion in 2008; and $14.232 billion in 2007.

At December 31, 2009, Continental had total assets of
$12.781 billion against total current liabilities of
$4.389 billion; long-term debt and capital leases of
$5.291 billion; deferred income taxes of $203 million; accrued
pension liability of $1.248 billion; accrued retiree medical
benefits of $216 million; and other liabilities of $844 million.
At December 31, 2009, the Company had accumulated deficit of
$442 million, accumulated other comprehensive loss of $1.185
billion and stockholders' equity of $590 million.  The December 31
balance sheet showed strained liquidity: Continental had total
current assets of $4.373 billion against total current liabilities
of $4.389 billion.

"As is the case with many of our principal competitors, we have a
high proportion of debt compared to our capital.  We have a
significant amount of fixed obligations, including debt, aircraft
leases and financings, leases of airport property and other
facilities and pension funding obligations.  At December 31, 2009,
we had approximately $6.3 billion of debt and capital lease
obligations, including $2.1 billion that will come due by the end
of 2011 (consisting of $1.0 billion during 2010 and $1.1 billion
during 2011).  In addition, we have substantial non-cancelable
commitments for capital expenditures, including the acquisition of
new aircraft and related spare engines," Continental said.

"We do not currently have any undrawn lines of credit or revolving
credit facilities and most of our otherwise readily financeable
assets are encumbered.  The global economic recession severely
disrupted the global capital markets, resulting in a diminished
availability of financing and higher cost for financing that was
obtainable.  Although access to the capital markets has improved
over the past several months, as evidenced by our recent financing
transactions, we cannot give any assurances that we will be able
to obtain additional financing or otherwise access the capital
markets in the future on acceptable terms (or at all).  We must
achieve and sustain profitability and/or access the capital
markets to meet our significant long-term debt and capital lease
obligations and future commitments for capital expenditures,
including the acquisition of aircraft and related spare engines,"
Continental said.

A full-text copy of Continental's Form 10-K report is available at
no charge at http://ResearchArchives.com/t/s?545f

Continental is scheduled to take delivery of two Boeing 777
aircraft and 12 Boeing 737 aircraft in 2010.  Due to issues
arising out of the governmental certification process used by the
manufacturer of the coach seats on the Boeing 777 aircraft and the
coach and first class seats on the Boeing 737 aircraft scheduled
for delivery this year, Continental expects a delay in delivery of
between one and six months for most of the aircraft scheduled for
delivery in 2010.  Continental said the seat manufacturer also
provided the seats installed on most of the Boeing aircraft
currently in the carrier's fleet.  Continental does not believe
these issues will have a material impact on its ability to
continue to operate any of the aircraft in its fleet.

                  About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --
http://www.continental.com/-- is the world's fifth largest
airline.  Continental, together with Continental Express and
Continental Connection, has more than 2,400 daily departures
throughout the Americas, Europe and Asia, serving 130 domestic and
132 international destinations.  Continental is a member of Star
Alliance, which provides access to more than 900 additional points
in 169 countries via 24 other member airlines.  With more than
41,000 employees, Continental has hubs serving New York, Houston,
Cleveland and Guam, and together with its regional partners,
carries roughly 63 million passengers per year.

                          *     *     *

As reported by the Troubled Company Reporter on September 4, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on all senior unsecured debt of Continental to 'CCC+' from 'B-'
and revised the recovery ratings on certain unsecured debt issues,
excluding industrial revenue bonds, to '6' from '5'.  At the same
time, S&P affirmed its 'B' corporate credit rating and secured
debt ratings on Continental.

The ratings on Continental's unsecured debt are based principally
on declining aircraft values caused by the global aviation
downturn.  This could result in reduced asset protection for
unsecured creditors if Continental were to file for bankruptcy.

Continental continues to carry Moody's Investors Service's B2
corporate family and Fitch Ratings' 'B-' Issuer Default Rating and
'CC/RR6' from 'CCC/RR6' senior unsecured rating.


CONTINENTAL AIRLINES: BlackRock Cuts Class B Stake to 4.55%
-----------------------------------------------------------
BlackRock, Inc., disclosed that as of January 29, 2010, it may be
deemed to beneficially own 6,295,262 shares or roughly 4.55% of
the Class B common stock of Continental Airlines Inc.

As of December 31, 2009, BlackRock held 9,680,055 Continental
shares or roughly 6.99%.

In its 2009 annual report on Form 10-K, Continental said as of
February 16, 2010, there were 18,890 holders of record of its
common stock.  Continental said it paid no cash dividends on the
common stock during 2009 or 2008, and has no current intention of
doing so.

                  About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --
http://www.continental.com/-- is the world's fifth largest
airline.  Continental, together with Continental Express and
Continental Connection, has more than 2,400 daily departures
throughout the Americas, Europe and Asia, serving 130 domestic and
132 international destinations.  Continental is a member of Star
Alliance, which provides access to more than 900 additional points
in 169 countries via 24 other member airlines.  With more than
41,000 employees, Continental has hubs serving New York, Houston,
Cleveland and Guam, and together with its regional partners,
carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of $12.781
billion against total current liabilities of $4.389 billion; long-
term debt and capital leases of $5.291 billion; deferred income
taxes of $203 million; accrued pension liability of $1.248
billion; accrued retiree medical benefits of $216 million; and
other liabilities of $844 million.  At December 31, 2009, the
Company had accumulated deficit of $442 million, accumulated other
comprehensive loss of $1.185 billion and stockholders' equity of
$590 million.  The December 31 balance sheet showed strained
liquidity: Continental had total current assets of $4.373 billion
against total current liabilities of $4.389 billion.

                          *     *     *

As reported by the Troubled Company Reporter on September 4, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on all senior unsecured debt of Continental to 'CCC+' from 'B-'
and revised the recovery ratings on certain unsecured debt issues,
excluding industrial revenue bonds, to '6' from '5'.  At the same
time, S&P affirmed its 'B' corporate credit rating and secured
debt ratings on Continental.

The ratings on Continental's unsecured debt are based principally
on declining aircraft values caused by the global aviation
downturn.  This could result in reduced asset protection for
unsecured creditors if Continental were to file for bankruptcy.

Continental continues to carry Moody's Investors Service's B2
corporate family and Fitch Ratings' 'B-' Issuer Default Rating and
'CC/RR6' from 'CCC/RR6' senior unsecured rating.


CONTINENTAL AIRLINES: Capital World Holds 5.5% Class B Shares
-------------------------------------------------------------
Capital World Investors is deemed to be the beneficial owner of
7,639,717 shares or 5.5% of the Class B Common Stock of
Continental Airlines Inc.  CRMC acts as investment adviser to
various investment companies registered under Section 8 of the
Investment Company Act of 1940.

In its 2009 annual report on Form 10-K, Continental said as of
February 16, 2010, there were 18,890 holders of record of its
common stock.  Continental said it paid no cash dividends on the
common stock during 2009 or 2008, and has no current intention of
doing so.

                  About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --
http://www.continental.com/-- is the world's fifth largest
airline.  Continental, together with Continental Express and
Continental Connection, has more than 2,400 daily departures
throughout the Americas, Europe and Asia, serving 130 domestic and
132 international destinations.  Continental is a member of Star
Alliance, which provides access to more than 900 additional points
in 169 countries via 24 other member airlines.  With more than
41,000 employees, Continental has hubs serving New York, Houston,
Cleveland and Guam, and together with its regional partners,
carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of $12.781
billion against total current liabilities of $4.389 billion; long-
term debt and capital leases of $5.291 billion; deferred income
taxes of $203 million; accrued pension liability of $1.248
billion; accrued retiree medical benefits of $216 million; and
other liabilities of $844 million.  At December 31, 2009, the
Company had accumulated deficit of $442 million, accumulated other
comprehensive loss of $1.185 billion and stockholders' equity of
$590 million.  The December 31 balance sheet showed strained
liquidity: Continental had total current assets of $4.373 billion
against total current liabilities of $4.389 billion.

                          *     *     *

As reported by the Troubled Company Reporter on September 4, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on all senior unsecured debt of Continental to 'CCC+' from 'B-'
and revised the recovery ratings on certain unsecured debt issues,
excluding industrial revenue bonds, to '6' from '5'.  At the same
time, S&P affirmed its 'B' corporate credit rating and secured
debt ratings on Continental.

The ratings on Continental's unsecured debt are based principally
on declining aircraft values caused by the global aviation
downturn.  This could result in reduced asset protection for
unsecured creditors if Continental were to file for bankruptcy.

Continental continues to carry Moody's Investors Service's B2
corporate family and Fitch Ratings' 'B-' Issuer Default Rating and
'CC/RR6' from 'CCC/RR6' senior unsecured rating.


CONTINENTAL AIRLINES: Janus Capital Holds 13.6% of Class B Shares
-----------------------------------------------------------------
Janus Capital Management LLC and Janus Overseas Fund disclosed
that as of December 31, 2009, they may be deemed to beneficially
own 18,769,612 shares or 13.6% of the Class B common stock of
Continental Airlines Inc.

Janus Overseas Fund is an investment company registered under the
Investment Company Act of 1940 and is one of the Managed
Portfolios to which Janus Capital provides investment advice.

In its 2009 annual report on Form 10-K, Continental said as of
February 16, 2010, there were 18,890 holders of record of its
common stock.  Continental said it paid no cash dividends on the
common stock during 2009 or 2008, and has no current intention of
doing so.

                  About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --
http://www.continental.com/-- is the world's fifth largest
airline.  Continental, together with Continental Express and
Continental Connection, has more than 2,400 daily departures
throughout the Americas, Europe and Asia, serving 130 domestic and
132 international destinations.  Continental is a member of Star
Alliance, which provides access to more than 900 additional points
in 169 countries via 24 other member airlines.  With more than
41,000 employees, Continental has hubs serving New York, Houston,
Cleveland and Guam, and together with its regional partners,
carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of $12.781
billion against total current liabilities of $4.389 billion; long-
term debt and capital leases of $5.291 billion; deferred income
taxes of $203 million; accrued pension liability of $1.248
billion; accrued retiree medical benefits of $216 million; and
other liabilities of $844 million.  At December 31, 2009, the
Company had accumulated deficit of $442 million, accumulated other
comprehensive loss of $1.185 billion and stockholders' equity of
$590 million.  The December 31 balance sheet showed strained
liquidity: Continental had total current assets of $4.373 billion
against total current liabilities of $4.389 billion.

                          *     *     *

As reported by the Troubled Company Reporter on September 4, 2009,
Standard & Poor's Ratings Services lowered its issue-level ratings
on all senior unsecured debt of Continental to 'CCC+' from 'B-'
and revised the recovery ratings on certain unsecured debt issues,
excluding industrial revenue bonds, to '6' from '5'.  At the same
time, S&P affirmed its 'B' corporate credit rating and secured
debt ratings on Continental.

The ratings on Continental's unsecured debt are based principally
on declining aircraft values caused by the global aviation
downturn.  This could result in reduced asset protection for
unsecured creditors if Continental were to file for bankruptcy.

Continental continues to carry Moody's Investors Service's B2
corporate family and Fitch Ratings' 'B-' Issuer Default Rating and
'CC/RR6' from 'CCC/RR6' senior unsecured rating.


CYCLE COUNTRY: Gets Notice of Noncompliance from NYSE Amex
----------------------------------------------------------
Cycle Country received a notice from NYSE Amex LLC that the
Exchange has determined that Cycle Country is out of compliance
with the Exchange's continued listing requirements in Section 134
and 1101 of the Exchange's Company Guide (the "Company Guide") for
its failure to timely file its Form 10-Q for its first fiscal
quarter ended December 31, 2009.  In addition, the Exchange has
asserted this failure to file is a material violation of Cycle
Country's listing agreement with the Exchange.

Cycle Country previously reported on the receipt of a notice of
noncompliance from the Exchange on January 14, 2010 for its
failure to file its Form 10-K for fiscal 2009 in its current
report on Form 8-K, filed with the SEC on January 21, 2010.  In
connection with the earlier notice, Cycle Country filed a Plan of
Compliance (the "Plan") with the Exchange.  Since the plan also
addresses the delinquent Form 10-Q referenced in the current
Notice, Cycle Country is not required to submit an additional plan
of compliance in connection with the Notice.

The Exchange has not yet ruled on the acceptance or denial of
Cycle Country's Plan.  If the Exchange accepts the Plan, Cycle
Country will be subject to periodic review by the Exchange to
determine whether it is making progress consistent with the Plan.
If Cycle Country does not submit a Plan or its Plan is not
accepted by the Exchange it will be subject to delisting
proceedings.  The Exchange staff also may initiate delisting
proceedings if Cycle Country does not come into compliance with
the identified standards by the deadlines provided by the Exchange
or fails to implement the Plan.  Cycle Country expects to file its
quarterly report on Form 10-Q for its first fiscal quarter by mid-
April.

                   About Cycle Country Accessories

The Company is the recognized industry leader in the marketing,
sales, design and manufacturing of custom fitting accessories for
utility all-terrain vehicles (ATV's), under the brand names of
Cycle Country Accessories and Weekend Warrior. Products include
snowplows, mowers, 3-point hitches and implements, storage, bed
lifts, brush guards and more.

The Company also produces a line of specialty products for golf
carts, lawn and garden equipment and motor sports vehicles under
the brand name of Plazco.

Under the brand name of Perf-Form, the Company manufactures and
distributes a broad line of high performance oil filters for
motorcycles, ATV's and watercraft.


DOLLAR THRIFTY: GLG Partners No Longer Holds Equity Stake
---------------------------------------------------------
GLG Partners LP and GLG Partners Limited disclosed that as of
December 31, 2009, they no longer held shares of Dollar Thrifty
Automotive Group.

Dollar Thrifty Automotive Group, Inc. is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries.  Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets.  The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.

In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009.  Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3' from 'Caa3'.


DOLLAR THRIFTY: MSD Capital Reports 5.8% Equity Stake
-----------------------------------------------------
MSD Capital, L.P. and MSD SBI, L.P., disclosed that as of
December 31, 2009, they may be deemed to beneficially own
1,599,739 shares or roughly 5.8% of the common stock of Dollar
Thrifty Automotive Group.

Dollar Thrifty Automotive Group, Inc. is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries.  Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets.  The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.

In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009.  Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3' from 'Caa3'.


DOLLAR THRIFTY: Prescott Group Reports 0.9% Equity Stake
--------------------------------------------------------
Prescott Group Capital Management, L.L.C.; Prescott Group
Aggressive Small Cap, L.P.; Prescott Group Aggressive Small Cap
II, L.P.; and Phil Frohlich, the principal of Prescott Capital,
disclosed that as of December 31, 2009, it may be deemed to
beneficially own 255,900 shares or roughly 0.9% of the common
stock of Dollar Thrifty Automotive Group, Inc.

Dollar Thrifty Automotive Group, Inc. is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries.  Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets.  The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.

In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009.  Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3' from 'Caa3'.


DOLLAR THRIFTY: T. Rowe Price Reports 6.2% Equity Stake
-------------------------------------------------------
T. Rowe Price Associates, Inc., and T. Rowe Price Small-Cap Value
Fund, Inc., disclosed that as of December 31, 2009, they may be
deemed to beneficially own 1,720,740 shares or roughly 6.2% of the
common stock of Dollar Thrifty Automotive Group.

Dollar Thrifty Automotive Group, Inc. is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries.  Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets.  The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.

In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009.  Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3' from 'Caa3'.


DOMINO'S PIZZA: Bain Capital Funds Report 13.16% Stake
------------------------------------------------------
Bain Capital and its affiliated funds disclosed that as of
December 31, 2009, they may be deemed to beneficially own in the
aggregate 7,692,444 shares or roughly 13.16% of the common stock
of Domino's Pizza, Inc.

The shares are held by Bain Capital Fund VI, L.P., a Delaware
limited partnership; Bain Capital VI Coinvestment Fund, L.P., a
Delaware limited partnership; BCIP Associates II, a Delaware
general partnership; BCIP Trust Associates II, a Delaware general
partnership; BCIP Associates II-B, a Delaware general partnership;
BCIP Trust Associates II-B, a Delaware general partnership; BCIP
Associates II-C, a Delaware general partnership; PEP Investments
PTY Ltd., a New South Wales limited company; and Brookside Capital
Partners Fund, L.P., a Delaware limited partnership.

                      About Domino's Pizza

Founded in 1960, Ann Arbor, Michigan-based Domino's Pizza, Inc.
(NYSE: DPZ) -- http://www.dominos.com/-- is the recognized world
leader in pizza delivery.  Through its primarily locally owned and
operated franchised system, Domino's operates a network of 8,886
franchised and Company-owned stores in the United States and over
60 international markets.  The Domino's Pizza((R)) brand, named a
Megabrand by Advertising Age magazine, had global retail sales of
over $5.5 billion in 2008, comprised of nearly $3.1 billion
domestically and over $2.4 billion internationally.  During the
third quarter of 2009, the Domino's Pizza((R)) brand had global
retail sales of over $1.2 billion, comprised of over $672 million
domestically and over $570 million internationally.

As of September 6, 2009, the Company had $443.7 million in total
assets against $156.9 million in total current liabilities and
$1.636 billion in total long-term liabilities, resulting in
$1.350 billion in stockholders' deficit.


DOMINO'S PIZZA: BlackRock Reports 7.16% Equity Stake
----------------------------------------------------
BlackRock Inc. disclosed that as of December 31, 2009, it may be
deemed to beneficially own 4,181,601 shares or roughly 7.16% of
the common stock of Domino's Pizza, Inc.

Founded in 1960, Ann Arbor, Michigan-based Domino's Pizza, Inc.
(NYSE: DPZ) -- http://www.dominos.com/-- is the recognized world
leader in pizza delivery.  Through its primarily locally owned and
operated franchised system, Domino's operates a network of 8,886
franchised and Company-owned stores in the United States and over
60 international markets.  The Domino's Pizza((R)) brand, named a
Megabrand by Advertising Age magazine, had global retail sales of
over $5.5 billion in 2008, comprised of nearly $3.1 billion
domestically and over $2.4 billion internationally.  During the
third quarter of 2009, the Domino's Pizza((R)) brand had global
retail sales of over $1.2 billion, comprised of over $672 million
domestically and over $570 million internationally.

As of September 6, 2009, the Company had $443.7 million in total
assets against $156.9 million in total current liabilities and
$1.636 billion in total long-term liabilities, resulting in
$1.350 billion in stockholders' deficit.


DOMINO'S PIZZA: Blue Harbour Reports 1.45% Equity Stake
-------------------------------------------------------
Blue Harbour Group, LP; Blue Harbour Strategic Value Partners
Master Fund, LP; Blue Harbour Institutional Partners Master Fund,
L.P.; Blue Harbour GP, LLC; Blue Harbour Holdings, LLC; and
Clifton S. Robbins disclosed that as of December 31, 2009, they
may be deemed to beneficially own 844,500 shares or roughly 1.45%
of the common stock of Domino's Pizza, Inc.

Founded in 1960, Ann Arbor, Michigan-based Domino's Pizza, Inc.
(NYSE: DPZ) -- http://www.dominos.com/-- is the recognized world
leader in pizza delivery.  Through its primarily locally owned and
operated franchised system, Domino's operates a network of 8,886
franchised and Company-owned stores in the United States and over
60 international markets.  The Domino's Pizza((R)) brand, named a
Megabrand by Advertising Age magazine, had global retail sales of
over $5.5 billion in 2008, comprised of nearly $3.1 billion
domestically and over $2.4 billion internationally.  During the
third quarter of 2009, the Domino's Pizza((R)) brand had global
retail sales of over $1.2 billion, comprised of over $672 million
domestically and over $570 million internationally.

As of September 6, 2009, the Company had $443.7 million in total
assets against $156.9 million in total current liabilities and
$1.636 billion in total long-term liabilities, resulting in
$1.350 billion in stockholders' deficit.


DENHAM HOMES: Has Until April 26 to File a Chapter 11 Plan
----------------------------------------------------------
The Hon. Lack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois ordered Denham Homes, LLC, to file a
Chapter 11 Plan and Disclosure Statement by April 26, 2010.

Chicago, Illinois-based Denham Homes, LLC, fka Spatz Homes, LLC,
filed for Chapter 11 bankruptcy protection on January 28, 2010
(Bankr. N.D. Ill. Case No. 10-03164).  Daniel A. Zazove, Esq., and
Kathleen A. Stetsko, Esq., Perkins Coie LLP, assist 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.


DUNE ENERGY: Inks New Employment Contract with Alan Gaines
----------------------------------------------------------
Dune Energy Inc. entered into a new employment agreement with its
Chairman, Alan D. Gaines.  The Employment Agreement was entered
into after thoughtful consideration by the Company's compensation
committee in consultation with an outside independent compensation
advisor engaged by the company to assist with this process.

The Employment Agreement provides for Mr. Gaines to continue to
serve as Chairman until April 16, 2011, unless earlier terminated
by the company or Mr. Gaines by reason of disability, for cause,
for "good reason," change of control or otherwise.  Commencing May
15, 2010, Mr. Gaines' annual salary shall be reduced from $550,000
to $275,000.  In addition to his base salary, Mr. Gaines is
eligible to receive a bonus not to exceed two times his base
salary, based on Mr. Gaines' performance in raising new equity and
capital for the Company.  The Company has also agreed to reimburse
Mr. Gaines for all reasonable out-of-pocket costs incurred.

Mr. Gaines has agreed that, during the term of his employment and
for a one-year period after his termination, not to engage,
directly or indirectly, as an owner, employee, consultant or
otherwise, in any business engaged in the exploration, drilling or
production of natural gas or oil within any one mile radius from
any property that the company then has an ownership, leasehold or
participation interest.  Each officer is further prohibited during
the above time period from soliciting or inducing, directly or
indirectly, any of the company then-current employees or
customers, or any customers of the company during the one year
preceding the termination of his employment.

A full-text copy of the Employment Agreement is available for free
at http://ResearchArchives.com/t/s?5431

                        About Dune Energy

Based in Houston, Texas, Dune Energy, Inc., is an independent
energy company.  Since May of 2004, it has been engaged in the
exploration, development, acquisition and exploitation of natural
gas and crude oil properties, with interests along the
Louisiana/Texas Gulf Coast.  Its properties cover 100,000 gross
acres across 23 producing oil and natural gas fields.

                          *     *     *

According to the Troubled Company Reporter on Jan. 26, 2010,
Standard & Poor's Ratings Services withdrew its 'CCC-' corporate
credit and senior secured debt ratings on Dune Energy Inc. at the
company's request.  S&P also withdrew its '3' recovery rating on
the company's $300 million of senior unsecured notes due 2012.


E*TRADE FIN'L: TIAA-CREF & Teachers Advisors Report 4.82% Stake
---------------------------------------------------------------
TIAA-CREF Investment Management, LLC, and Teachers Advisors, Inc.,
disclosed that as of December 31, 2009, they may be deemed to
beneficially own in the aggregate 89,977,198 shares or roughly
4.82% of the common stock of E*Trade Financial Corporation.

The E*TRADE FINANCIAL (NASDAQ: ETFC) family of companies provides
financial services including trading, investing and related
banking products and services to retail investors.  Securities
products and services are offered by E*TRADE Securities LLC
(Member FINRA/SIPC).  Bank products and services are offered by
E*TRADE Bank, a Federal savings bank, Member FDIC, or its
subsidiaries.

At December 31, 2009, the Company had total assets of
$47,366,485,000 against total liabilities of $43,616,930,000,
resulting in shareholders' equity of $3,749,555,000.

                           *     *     *

The Company's current senior debt ratings are Caa3 by Moody's
Investor Service, CC/CCC-(3) by Standard & Poor's and B (high) by
Dominion Bond Rating Service.  The Company's long-term deposit
ratings are Ba3 by Moody's Investor Service, CCC+ (developing) by
Standard & Poor's and BB by DBRS.


E*TRADE FIN'L: Coatue Management Reports 3.9% Equity Stake
----------------------------------------------------------
Coatue Management, LLC; Coatue Offshore Master Fund, Ltd.; and
Philippe Laffont disclosed that as of December 31, 2009, they may
be deemed to beneficially own in the aggregate 72,310,782 shares
or roughly 3.9% of the common stock of E*Trade Financial
Corporation.

The E*TRADE FINANCIAL (NASDAQ: ETFC) family of companies provides
financial services including trading, investing and related
banking products and services to retail investors.  Securities
products and services are offered by E*TRADE Securities LLC
(Member FINRA/SIPC).  Bank products and services are offered by
E*TRADE Bank, a Federal savings bank, Member FDIC, or its
subsidiaries.

At December 31, 2009, the Company had total assets of
$47,366,485,000 against total liabilities of $43,616,930,000,
resulting in shareholders' equity of $3,749,555,000.

                           *     *     *

The Company's current senior debt ratings are Caa3 by Moody's
Investor Service, CC/CCC-(3) by Standard & Poor's and B (high) by
Dominion Bond Rating Service.  The Company's long-term deposit
ratings are Ba3 by Moody's Investor Service, CCC+ (developing) by
Standard & Poor's and BB by DBRS.


EAST WEST: Organizational Meeting to Form Panel on March 1
----------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on March 1, 2010, at 10:00
a.m. in the bankruptcy cases of East West Resort Development V,
L.P., L.L.P. and its affiliates.  The meeting will be held at J.
Caleb Boggs Federal Building, 844 King Street, Room 5209,
Wilmington, Delaware.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

                      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.


EASTMAN KODAK: Continues Slide, Posts $209-Mil. 2009 Net Loss
-------------------------------------------------------------
Eastman Kodak Company filed with the Securities and Exchange
Commission its annual report on Form 10-K for the year ended
December 31, 2009.

Eastman Kodak narrowed its net loss to $209 million for 2009 from
$442 million for 2008.  Eastman Kodak last posted net earnings in
2007, reporting net earnings of $678 million.  The Company's net
sales continue to slide.  Net sales were $7.606 billion for 2009
from $9.416 billion for 2009, a 19% decrease.  Net sales in 2007
were $10.301 billion.

The Company said 2009 net sales decreased compared with 2008
primarily due to volume declines within all three segments driven
by lower demand likely as a result of the global economic slowdown
which began in the fourth quarter of 2008, particularly within
Digital Capture and Devices in the Consumer Digital Imaging Group
Segment and Prepress Solutions in the Graphic Communications Group
Segment, as well as continued secular declines in Traditional
Photofinishing and Film Capture in the Film, Photofinishing and
Entertainment Group Segment.  Foreign exchange negatively impacted
sales across all three segments, due to a stronger U.S. dollar.
Unfavorable price/mix was primarily driven by Digital Capture and
Devices within CDG, Entertainment Imaging within FPEG, and
Prepress Solutions within GCG.

As of December 31, 2009, the Company had total assets of $7.691
billion against total liabilities of $7.724 billion, resulting in
shareholders? deficit of $35 million.

On February 10, 2010, the Company further amended its Credit
Agreement with the Lenders and Citicorp USA, Inc., as agent, to
allow the Company to incur additional permitted senior debt of up
to $200 million aggregate principal amount, and debt that
refinances existing debt and permitted senior debt so long as the
refinancing debt meets certain requirements.  In connection with
the amendment, the Company reduced the commitments of its non-
extending lenders by approximately $125 million.  This change did
not reduce the maximum borrowing availability of $500 million
under the Amended Credit Agreement.

On February 3, 2010, the Company issued a tender offer to purchase
up to $100 million of its outstanding 7.25% Senior Notes due 2013
for an amount in cash equal to 91% of the principal amount of the
2013 Notes, plus accrued and unpaid interest.  The tender offer
expires on March 4, 2010 unless extended or earlier terminated.  A
purchase price in cash equal to 95% of the principal amount of the
2013 Notes was offered for notes tendered before an early
termination date of February 11, 2010.  The Company?s obligation
to pay for the 2013 Notes in the tender offer is subject to the
satisfaction or waiver of a number of conditions, included the
raising of not less than $100 million of second lien debt on terms
reasonably satisfactory to it in order to finance the tender
offer.  The tender offer is not contingent upon the tender of any
minimum principal amount of 2013 Notes.  The Company reserves the
right to increase the maximum tender amount of $100 million,
subject to compliance with applicable law.

A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5480

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

On February 19, 2010, Moody?s revised its rating outlook on the
Company from negative to stable, and affirmed its B3 corporate
rating and Caa1 senior unsecured rating.

On February 11, 2010, S&P revised its B- rating outlook on the
Company to stable from negative.  All ratings on the Company,
including the B- Corporate Rating, were affirmed.


EDDIE BAUER: H Partners & Rehan Jaffer Report Zero Equity Stake
---------------------------------------------------------------
H Partners Management, LLC, and Rehan Jaffer disclosed that as of
December 31, 2009, they have ceased to own any shares of EBHI
Holdings, Inc.'s common stock, $0.01 par value.

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

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

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

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

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

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


EDDIE BAUER: Peninsula Capital Reports Zero Equity Stake
--------------------------------------------------------
Peninsula Capital Management, LP, and Scott Bedford disclosed that
as of December 31, 2009, they have ceased to own any shares of
EBHI Holdings, Inc.'s common stock, $.01 par value.

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

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

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

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

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

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


ENVIRONMENTAL INFRASTRUCTURE: Could Not File Form 10-Q On Time
--------------------------------------------------------------
Environmental Infrastructure Holdings Corp. said it is unable to
file its quarterly report on Form 10-Q for its fiscal quarter
ended Dec. 31, 2009, because it was unable to compile certain
information.

The Company reported a net loss of $4,231,733 on sales of $901,854
for the fiscal year ended Sept. 30, 2009, compared with a net loss
of $2,984,628 on sales of $2,370,933 in fiscal 2008.

As of September 30, 2009, the Company had $827,030 in assets
against total debts of $2,869,846.

A full text copy of the Company's annual report on Form 10-K is
available for free at http://researcharchives.com/t/s?5487

Environmental Infrastructure Holdings Corp, formerly XIOM Corp,,
was incorporated in Delaware on March 2, 1998.  Xiom Corp. --
http://xiom-corp.com/-- manufactures industrial based thermal
spray coating systems in the United States.


EXPRESS LLC: Moody's Assigns 'B3' Rating on $200 Mil. Notes
-----------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Express LLC's
proposed $200 million senior unsecured notes due 2018 to be issued
under rule 144a.  Concurrently, Moody's affirmed Express' B2
Corporate Family and Probability of Default Ratings, and the B1
rating on its existing senior secured term loan due 2014.  The
ratings outlook was revised to positive from stable.

Proceeds from the proposed notes, along with $165 million of
excess cash, will be used to repay $150 million of Term C Loans at
Express' indirect parent company, Express TopCo, LLC, fund a
$200 million distribution to equity holders, and pay related fees
and expenses.  The notes will be general unsecured obligations
with guarantees by all existing and future wholly owned domestic
subsidiaries of Express.

The positive rating outlook reflects Moody's expectation for
continued earnings improvement, modest revenue and same store sale
growth, and stronger credit metrics over the near-to-intermediate
term.  This is despite the expectation for a sluggish economic
recovery in 2010.  The potential for debt reduction through free
cash flow or the use of proceeds from a proposed initial public
offering of Express' parent company equity provide further upside
to this view.  Moody's expects the company's liquidity to remain
very good, supported by excess cash, and the expectation for
continued-strong free cash flow and revolver availability over the
next year.  A ratings upgrade could stem from sustained
improvement in revenue, same store sales and profitability, along
with evidence that financial policies will continue to support
sustained improvement in credit metrics.  This would be supported
if consolidated debt/EBITDA improves and is sustained near 4.5
times.

Ratings assigned:

Express, LLC

  -- $200 million Senior Unsecured Notes, due 2018, B3 (LGD 4,
     63%)

Ratings affirmed:

  -- Corporate Family Rating at B2
  -- Probability of Default Rating at B2
  -- $125 million senior secured term loan at B1 (LGD 3, 32%)

The ratings outlook is positive

The application of Moody's loss given default methodology would
indicate a Ba3 rating on the senior secured term loan.  However,
the actual B1 rating reflects Moody's concern for a near term
rating reversal should the company's recently-announced initial
public offering prove successful and proceeds be used to eliminate
remaining TopCo debt.

The last rating action on Express was on June 25, 2008, when
Moody's affirmed the company's B2 CFR.

Express LLC, headquartered in Columbus, Ohio, is a specialty
apparel retailer.  The company operates 573 stores in the United
States.  Revenues for the fiscal year ended January 31, 2010, were
approximately $1.7 billion.


EXPRESS LLC: S&P Affirms Corporate Credit Rating at 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on Express LLC; the rating outlook remains positive.
In addition, S&P assigned its 'B' issue-level rating on Express'
$200 million senior unsecured notes.  The recovery rating on these
notes is '5', indicating S&P's expectation for modest (10%-30%)
recovery of principal in the event of default.  In addition, S&P
raised the issue-level rating on Express' existing term loan to
'BB' from 'B+' because of a revision of the recovery rating to '1'
from '4'.  The revised recovery rating is a result of S&P's
reassessed valuation of the company to reflect its much improved
operating performance and additional cash interest from the new
debt issuance, which provide a higher level of EBITDA at the point
of default than that of its previous assumptions.

Express will use the proceeds from its $200 million senior
unsecured notes due 2018, along with approximately $165 million of
cash on hand, to repay all of the Express Topco LLC $150 million
term loan C and as a $200 million distribution to equity holders.

The ratings on Express reflect the company's participation in the
highly competitive and volatile specialty apparel segment,
inconsistent operating results for the past few years, and high
leverage.

Express is a small player in its market and has approximately a 5%
market share in the specialty apparel market for 20- to 30-year-
olds.  Specialty apparel tends to be more unpredictable than other
retail sectors, especially in the more fashionable segments in
which Express competes.  Because of the continual difficulty of
being on target with the right fashions each season, the company
has experienced high earnings volatility.

The company's operating performance has been inconsistent.  As
part of Limited Brands, Express had early success in terms of
sales and profits.  At its peak in 1997, the chain had 1,297
units.  However, the brand, especially the men's business,
underperformed from 2002 to 2005 and has contracted to its current
573 units.  The company's profitability bottomed in 2005 when it
took heavy write-downs to clear inventory from its 2004 failed
brand repositioning.


FEY 240: Taps Schock & Schock as Bankruptcy Counsel
---------------------------------------------------
Fey 240 North Brand has asked for permission from the U.S.
Bankruptcy Court for the Central District of California to employ
John P. Schock, Esq., at Schock & Schock, as bankruptcy counsel.

Mr. Schock will, among other things:

    a. advise the Debtor with regards to its legal relationship
       with the secured, unsecured and equity holders; to
       negotiate with the creditors and their counsel as
       necessary; and to take legal action as may be necessary in
       the best interest of the Debtor;

    b. assist the Debtor in the preparation, acceptance and
       confirmation of the disclosure statement and plan of
       arrangement;

    c. prepare any necessary applications, answers, notices,
       reports and other required legal documents; and

    d. represent the Debtor in any claim disputes.

Mr. Schock will be compensated $300 per hour for his services.

The Debtor assures the Court that Schock & Schock is
"disinterested" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Pasadena, California-based Fey 240 North Brand LLC, filed for
Chapter 11 on December 4, 2009 (Bankr. C.D. Calif. Case No. 09-
44228).  In its petition, the Debtor listed assets and debts both
ranging from $10,000,001 to $50,000,000.


FIRST MERCURY: Obtains Waiver From Lender Through May 1
-------------------------------------------------------
During the year ended December 31, 2009, First Mercury Financial
Corporation repurchased 801,423 shares of common stock for $10.5
million at an average cost of $13.09 per share.  As previously
disclosed, the Company fulfilled 100 percent of the authorization
under the Company's August 2008 Share Repurchase Program, and on
August 20, 2009, the Company's Board of Directors approved a new
Share Repurchase Program to repurchase up to 1,000,000 shares of
outstanding common stock through August 20, 2010.  As of
December 31, 2009, the Company has not repurchased any shares
under the new authorization.  The Company views this repurchase
program as an attractive use of excess capital given current
market conditions. The Company paid a quarterly cash dividend of
$0.025 per share on December 31, 2009.  This represents the
Company's third consecutive quarterly dividend.  On February 22,
2010, the Company's Board of Directors declared a one-time,
special cash dividend of $2.00 per share and a regular quarterly
cash dividend of $0.025 per share, both to be paid March 31, 2010
to shareholders of record at the close of business on March 15,
2010. The special dividend will be funded in part from borrowings
under the Company's credit agreement.  The Company has obtained a
waiver from its lender through May 1, 2010 to permit the payment
of the dividend.  The Company is negotiating with its lender to
amend its credit agreement so that the dividend payment will not
result in a violation of the credit agreement once the waiver
period expires and anticipates completing such amendment prior to
the expiration of the waiver period.

                      About First Mercury

Headquartered in Southfield, Michigan, First Mercury Financial
Corporation (NYSE: FMR) is the holding company for two insurance
operating companies, a wholesale insurance broker (CoverX
Corporation), and a managing general agency (American Management
Corporation).

Its insurance subsidiaries provide specialty insurance products
and services to the excess and surplus lines market in the United
States, with particular expertise in the security industry.  In
2007, First Mercury reported GAAP net income of $41.7 million, a
combined ratio of 72.5%, and shareholders' equity of $229.4
million as of year end.

                         *     *     *

As reported in the Troubled Company Reporter on July 18, 2008,
Moody's Investors Service upgraded the insurance financial
strength rating of First Mercury Insurance Company to Baa2 from
Baa3, and the long-term issuer rating of its parent company, First
Mercury Financial Corporation, to Ba2 from Ba3.  The outlook for
the ratings is stable.  The rating action concludes a review for
possible upgrade that was initiated on Dec. 19, 2007.


F.R.A INC: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: F.R.A Inc.
        23505 South Crenshaw Blvd. #150
        Torrance, CA 90505

Bankruptcy Case No.: 10-16313

Chapter 11 Petition Date: February 22, 2010

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

Debtor's Counsel: Sammy Zreik, Esq.
                  21515 Hawthorne Blvd, Ste 980
                  Torrance, CA 90503
                  Tel: (888) 972-9477
                  Fax: (424) 247-9672
                  Email: sammy.zreik@wkzlaw.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
3 largest unsecured creditors, is available for free at:

           http://bankrupt.com/misc/cacb10-16313.pdf

The petition was signed by David Zarrin, president of the Company.


FREESCALE SEMICONDUCTOR: Settles Suit Over Term Loans Issuance
--------------------------------------------------------------
Freescale Semiconductor agreed with a group of lenders under the
senior secured credit facility to settle the pending litigation.
As a result, the plaintiffs have withdrawn their application to
enjoin the Proposed Transactions and the closing is expected to
occur as scheduled on Feb. 19, 2010.

On March 25, 2009, group filed a complaint against Freescale
challenging its issuance of incremental term loans under the
Credit Facility.  The company's Annual Report on Form 10-K filed
with the Securities Exchange Commission on Feb. 5, 2010 contains
more details on the allegations and the procedural history of the
case throughout 2009.

Plaintiffs had recently sought to enjoin the company from
completing its previously announced amendment to the Credit
Facility, including the proposed extension of the maturity of
certain term loans thereunder, and its issuance of senior secured
notes to repay a portion of the Credit Facility.

                  About Freescale Semiconductor

Freescale Semiconductor -- http://www.freescale.com/-- is a
global leader in the design and manufacture of embedded
semiconductors for the automotive, consumer, industrial,
networking and wireless markets. The privately held company is
based in Austin, Texas, and has design, research and development,
manufacturing or sales operations around the world.

Freescale's corporate credit ratings from Standard & Poor's,
Moody's and Fitch are 'B-', 'Caa1' and 'CCC', respectively.

                          *     *     *

According to the Troubled Company Reporter on Feb. 23, 2010, Fitch
Ratings rates Freescale Semiconductor Inc.'s $750 million senior
secured note offering due 2018, which are pari passu with the
existing senior secured debt, at 'CCC/RR4'.  Additionally, Fitch
believes that the current ratings on Freescale Semiconductor Inc.
are unaffected by the company's amendment to its existing bank
credit facility.


FREESCALE SEMICONDUCTOR: S&P Assigns 'B-' Rating on Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
rating to Freescale Semiconductor Inc.'s $750 million new senior
secured notes due 2018.  The recovery rating is '4', indicating
the expectation for average (30%-50%) recovery in the event of a
payment default.  At the same time, S&P assigned its 'B-' rating
to the $2.3 billion of the term loan that participated in the
recent amend and extend proposal.  The recovery rating on that
debt is also '4'.  The 'B-' corporate credit rating and stable
outlook on the company remain unchanged.

                           Ratings List

                   Freescale Semiconductor Inc.

           Corporate Credit Rating         B-/Stable/--

                           New Ratings

      Senior Secured $750 million notes due 2018          B-
       Recovery Rating                                    4
      $2.3 billion term loan                              B-
       Recovery Rating                                    4


FX REAL ESTATE: Inks Subscription Deal for Sale of Shares
---------------------------------------------------------
FX Real Estate and Entertainment Inc. entered into subscription
agreements with certain of its directors, executive officers and
greater than 10% stockholders for the sale of an aggregate of
99 units at a purchase price of $1,000 per Unit.

Each Unit consists of one share of the Company's newly created and
issued Series A Convertible Preferred Stock, $0.01 par value per
share, and a warrant to purchase up to 10,989 shares of the
Company's common stock (such number of shares being equal to the
product of:

  * the initial stated value of $1,000 per share of Series A
    Convertible Preferred Stock divided by the weighted average
    closing price per share of the Company's common stock as
    reported on the Pink Sheets over the 30-day period
    immediately preceding the closing date; and

  * 200% at an exercise price of $0.273 per share.  The Warrants
    are exercisable for a period of 5 years.

The Company created 1,500 shares of Series A Convertible Stock by
filing a Certificate of Designation with the Secretary of State of
the State of Delaware thereby amending its Amended and Restated
Certificate of Incorporation, as amended.  The Company issued and
sold an aggregate of 99 shares of the Series A Convertible
Preferred Stock as part of the Units and has 1,401 authorized
shares of Series A Convertible Preferred Stock that remain
available for future issuance under the Certificate of
Designation.  The designation, powers, preferences and rights of
the shares of Series A Convertible Preferred Stock and the
qualifications, limitations and restrictions thereof are contained
in the Certificate of Designation and are:

  * The shares of Series A Convertible Preferred Stock have an
    initial stated value of $1,000 per share, which is subject to
    increase periodically to include accrued and unpaid dividends
    thereon.

  * The shares of Series A Convertible Preferred Stock are
    entitled to receive quarterly cumulative cash dividends at a
    rate equal to 8% per annum of the Stated Value whenever funds
    are legally available and when and as declared by the
    Company's board of directors.

  * The shares of Series A Convertible Stock are convertible into
    shares of Company common stock at a conversion price equal to
    $0.2184 per share.  The Conversion Price is subject to
    adjustment to give effect to dividends, stock splits,
    recapitalizations and similar events affecting the shares of
    Company common stock.

  * The shares of Series A Convertible Preferred Stock are
    convertible, at the option of the holders, into shares of
    Company common stock at the Conversion Price if at any time
    the closing price of the shares of Company common stock is at
    the Conversion Price for ten consecutive trading days.  The
    shares of Series A Convertible Preferred Stock are
    convertible each time for a period of 60-days thereafter.

  * Upon the earlier of: (x) consummation of the Company's sale
    of its capital stock (or securities convertible into its
    capital stock) from which the Company generates net proceeds
    of at least $25 million or (y) the fifth anniversary of the
    date of their issuance the Series A Convertible Preferred
    Stock shall automatically convert into the number of shares
    of Company common stock equal to the then current Stated
    Value divided by the Conversion Price.

The Closing Price of any shares of Series A Convertible Preferred
Stock issued and sold after February 11, 2010 will vary because
the Closing Price as determined under the Certificate of
Designation is equal to the weighted average closing price per
share of Company common stock as reported on the Pink Sheets over
the 30-day period immediately preceding the date of issuance of
each such share.  The variance in the Closing Prices of any shares
of Series A Convertible Preferred Stock issued and sold after
February 11, 2010 will also cause variances in their respective
Conversion Prices and, as such, on the prices at which any such
shares are redeemable and the amount of shares of Company common
stock into which any such shares are convertible.  The Stated
Values of any shares of Series A Convertible Preferred Stock
issued and sold after February 11, 2010 also may vary if dividends
accrue thereon without being paid because of variances in the
dates on which dividends thereon begin accruing.

A full-text copy of the subscription agreement is available for
free at http://ResearchArchives.com/t/s?5456

            About FX Real Estate and Entertainment

New York-based FX Real Estate and Entertainment Inc.'s business
consists of owning and operating 17.72 contiguous acres of land
located at the southeast corner of Las Vegas Boulevard and Harmon
Avenue in Las Vegas, Nevada.  The property is currently occupied
by a motel and several commercial and retail tenants with a mix of
short and long-term leases.

At September 30, 2009, the Company had $143,904,000 in total
assets against total liabilities, all current, of $484,560,000.

The Company said it is in severe financial distress and may not be
able to continue as a going concern.  The Company said its current
cash flow from operations and cash on hand as of September 30,
2009, are not sufficient to fund its short-term liquidity
requirements, including its ordinary course expenses and
obligations as they come due.

The Company's Las Vegas subsidiaries own real property which is
substantially the Company's entire business.  The subsidiaries are
in default under their $475 million mortgage loans, which are
secured by the property.  The carrying value of the Las Vegas
property was reduced to its estimated fair value of $140.8 million
as of June 30, 2009, after impairment charges taken prior to that
date.


FWD DEVELOPMENT: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: FWD Development, LLC
        530 Newnan Street
        Carrollton, GA 30117

Bankruptcy Case No.: 10-10638

Chapter 11 Petition Date: February 22, 2010

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

Debtor's Counsel: J. Nevin Smith, Esq.
                  Smith Diment Conerly, LLP
                  402 Newman Street
                  Carrollton, GA 30117
                  Tel: (770) 834-1160
                  Fax: (770) 834-1190
                  Email: cstembridge@smithdiment.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
4 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/ganb10-10638.pdf

The petition was signed by Ralph D. Moses, manager of the Company.


GLOBAL REACH INVESTMENT: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Global Reach Investment Corp.
        c/o Chinin Tana
        433 California Street, Suite 810
        San Francisco, CA 94104

Bankruptcy Case No.: 10-30589

Chapter 11 Petition Date: February 22, 2010

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

Judge: Dennis Montali

Debtor's Counsel: Chinin Tana, Esq.
                  Law Office of Chinin Tana
                  433 California St. #810
                  San Francisco, CA 94104
                  Tel: (415) 788-8811

Estimated Assets: Not Stated

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 Kwai Ting Kwong, president of the
Company.


GOODYEAR TIRE: Fitch Changes Outlook to Stable; Keeps 'B+' Rating
-----------------------------------------------------------------
Fitch Ratings has revised The Goodyear Tire & Rubber Company's and
Goodyear Dunlop Tires Europe B.V.'s Rating Outlook to Stable from
Negative.  In addition, Fitch has affirmed GT's Issuer Default
Rating and debt:

GT

  -- IDR at 'B+';
  -- $1.5 billion first lien credit facility at 'BB+/RR1';
  -- $1.2 billion second lien term loan at 'BB+/RR1';
  -- Senior unsecured debt at 'B/RR5'.

GDTE

  -- EUR505 million European secured credit facilities at
     'BB+/RR1'.

The ratings cover approximately $4.5 billion of outstanding debt
as of Dec. 31, 2009.

Fitch also expects to assign a rating of 'B/RR5' to GT's new 8.75%
senior unsecured notes due in 2020 that are part of a pending
exchange offer.

The Outlook revision is based on GT's debt reduction
($1.4 billion) in the fourth quarter 2009 (4Q'09), ended Dec. 31,
2009, Fitch's assessment that the downside risk to the company has
moderated with improving end-markets, and an improved maturity
schedule because of the pending debt exchange of $650 million 2011
notes for 2020 notes.  Fitch expects GT's profitability will
improve in 2010, but free cash flow will likely be negative.  Even
though Fitch has stabilized the Outlook, other credit concerns
remain including weak free cash flow, the underfunded pension
position, high leverage, rising raw material costs in the second
half of the year, relatively low margins, Venezuelan operating
costs and risks, and unprofitable North American operations.  The
company's adequate liquidity position, cost reduction actions,
global diversification and competitive new products support the
company's ratings.

GT reduced its debt by $1.4 billion in the fourth quarter by
repaying $500 million of bonds that were due in December and fully
repaying $800 million that had been drawn on its domestic bank
revolver.  Combined with strong fourth-quarter EBITDA performance
compared to last year driven by global volume gains, positive
price/mix, cost savings and favorable currency, GT's debt-to-
EBITDA ratio decreased to 5.3 times at 2009 year end from 11.6x in
its third quarter.

At the beginning of February GT announced plans to exchange all of
its $650 million 7.857% unsecured notes due 2011 for 8.75% notes
due in 2020 in order to extend debt maturities.  The company may
issue up to $702 million of the new senior unsecured 8.75% notes
that will be guaranteed on a senior unsecured basis by certain GT
subsidiaries; the old notes are not guaranteed by any GT
subsidiary.  The offer and consent solicitation expire March 2,
2010.  GT has no bonds maturing in 2010, and if the company
completes this exchange it will have $325 million of remaining
bonds due in 2011.  GT's European and Domestic bank revolvers
expire 2012 and 2013, respectively, followed by its $1.2 billion
second-lien bank term loan that matures in 2014.  GDTE's
EUR450 million pan-European accounts receivable securitization
facility expires in 2015.  Also in 2015, GT has a $260 million
bond maturity followed by 2016 when $960 million of bonds that
were issued in May 2009 mature.

GT ended 2009 with a strong cash and liquidity position.  Fitch
calculates GT had a liquidity position of approximately
$3.2 billion, consisting of $1.9 billion of cash and equivalents
(including $370 million of cash in Venezuela) and $1.6 billion in
aggregate domestic and European available revolvers, less
$224 million of short-term debt and $114 million of current
maturities of long-term debt.  This represents a liquidity
improvement of $1.324 billion from GT's 2008 year end.  GT has
commented that it needs about $1 billion of cash to meet working
capital needs and overseas funding requirements through its
operating cycle.  Much of GT's cash holdings (55%) are outside the
United States.  GT's $1.5 billion U.S. bank revolver is subject to
a borrowing base which decreased the availability of the facility
by $114 million at year-end 2009.  The facility also had
$494 million of letters of credit against it at year end, which
cannot exceed $800 million.  The domestic facility could become
subject to an interest coverage covenant (2.0x) if the sum of the
company's domestic cash and availability under the revolving
facility are less than $150 million.  GDTE's EUR505 million first-
lien credit facility due 2012 is fully available less $14 million
of LOCs against it.  This facility is subject to a covenant that
requires GDTE's consolidated Net Debt (net of cash and certain
availability under the U.S. revolver) to Consolidated EBITDA not
to exceed 3.0x.

Fitch estimates that GT will have negative free cash flow in 2010
due to increased capital expenditures, material pension
contributions, and working capital usage as the company rebuilds
its inventory.  Capital expenditures are likely to be in the range
of $1 billion to $1.1 billion up from $746 million in 2009.  The
increase is related to GT's efforts to support low-cost
manufacturing including the construction of a new plant in China
and expansion of a facility in Chile.  Working capital is expected
to increase at least $200 million after the company reduced its
inventory by $1.1 billion last year.  Additional cash uses in 2010
include cash interest expense between $350 million-375 million and
cash charges related to restructuring which Fitch estimates at
over $100 million.

Pension contributions will continue to be a significant use of
cash at GT in 2010 and beyond.  GT's global pension funds remain
deeply underfunded ($2.55 billion underfunded in 2009 versus
$2.75 billion underfunded in 2008, or 63.9% funded at the end of
2009 compared to 57.6% in 2008).  GT contributed $371 million to
its global pension plans in 2009, but this amount would have been
greater without short-term funding relief provided by the IRS.  GT
estimates that pension contributions in 2010 will be in the
$275 million to $325 million range, but that 2011 contributions
could spike to as much as $575 million absent additional pension
relief legislation in the U.S.

Last year Venezuela contributed a significant portion of Latin
America Tire's sales and operating income.  The devaluation of the
bolivar fuerte and weak economic conditions are expected to
adversely impact Latin American Tire's operating results in 2010
by $50 million to $75 million as compared to 2009.  Venezuelan
currency fluctuations going forward are reported in earnings
effective January 2010 due to highly inflationary accounting now
required for the country.  As a result, GT is expected to take a
$150 million charge in its current quarter related to the re-
measurement of its balance sheet, net of tax.

For the 4Q'09, GT's revenue increased 7.3% from the prior year
period reflecting improved global volume gains and favorable
currency translation.  Unit volumes increased 7.8% or 3.1 million
units in the period.  The company had segment operating income of
$249 million in 4Q'09 compared to a loss of $159 million in the
year-ago quarter.  The 2009 quarter benefited from $358 million in
lower raw material costs.  GT's 2009 full-year revenue decreased
16.3% or $3.2 billion to $16.3 billion compared to 2008 primarily
as a result of tire unit volumes declining 9.5% in the period and
a reduction in sales in other tire-related business.  Segment
operating income was $372 million compared to $804 million in
2008.  This reflects weak industry demand, increased under-
absorbed fixed costs and reduced operating income from other tire-
related businesses.  Improved price/mix and lower raw material
costs had a favorable impact on segment operating income in 2009.
Fitch calculates that GT's EBITDA margin in 2009 was 5.3%.

Fitch's forecasts for GT assume higher revenues and modestly
higher margins in 2010.  Benefits of GT's cost-reduction programs
should help offset expected raw materials pressures in the second
half of this year.  GT has announced a new $1 billion cost-saving
target between 2010 and 2012 mainly driven by reduction of high-
cost capacity, lower unabsorbed fixed costs and increased low-cost
sourcing after completing a four-year $2.5 billion four-point cost
savings program in 2009.  However, higher EBITDA in 2010 will
likely be less than interest payments and capital expenditures,
and GT will not benefit in 2010 from the significant working
capital source of cash that it achieved in 2009.

The 'RR1' recovery ratings for GT's first-lien and second-lien
bank debt reflect Fitch's expectation of substantial recovery in a
distressed scenario (91% to 100%), supporting higher ratings
relative to the IDRs.  GT's unsecured debt has been assigned an
'RR5' representing 11% to 30% recovery in a distressed scenario.
Collateral for GT's domestic first-lien and second-lien bank
facilities includes U.S. and Canadian trade receivables,
inventory, mortgages on U.S. headquarters and certain
manufacturing facilities, GT's trademark, the pledge of domestic
and 65% of certain foreign subsidiary stock (except GDTE), and
substantially all other assets.  The GDTE senior secured credit
facilities are secured by virtually all assets of GDTE and its
subsidiaries in the United Kingdom, Luxembourg, France and
Germany, plus the stock of GDTE's principal subsidiaries.
Collateral excludes accounts receivable used in the EUR450 million
Pan-European receivables facility or other securitization
programs.


GOODYEAR TIRE: Moody's Assigns 'B1' Rating on Newly Offered Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned a B1 rating to Goodyear
Tire & Rubber Company's newly offered unsecured notes.  In a
related action, Moody's affirmed Goodyear's Corporate Family and
Probability of Default ratings of Ba3, and affirmed the
Speculative Grade Liquidity Rating at SGL-3.  All other long-term
ratings are unchanged.  The outlook remains negative.

The new unsecured notes will consist of up to $702 million in
principal amount of 8.75% notes due in 2020 (the New Notes).  The
New Notes will benefit from upstream guarantees from Goodyear's
material domestic subsidiaries.  The New Notes are expected to be
exchanged for any and all of Goodyear's $650 million in 7.857%
notes due in August 2011 (the Existing Notes).  For every $1,000
face value of Existing Notes tendered and accepted, investors will
receive $1,080 in New Notes.  The B2 rating of the Existing Notes
remains unchanged as they are not guaranteed, and the covenant and
default modifications upon the effectiveness of the exchange, will
not change their position within Moody's LGD Methodology.  To the
degree completed, the exchange offer will reduce pressure on the
company's liquidity profile over the intermediate-term by pushing
out debt maturities.

The affirmation of Goodyear's Ba3 Corporate Family Rating
continues to reflect the company's competitive position with the
global tire industry.  While the recent global recessionary
environment has pressured performance, Goodyear's scale, global
diversification and significant market share have been maintained.
During 2009, lower raw material costs, pricing and restructuring
actions taken by the company have helped to mitigate depressed
tire demand.  The efforts have resulted in a solid recovery of the
company's operations in the second half of 2009.  However, Moody's
expects the company's progress will be challenged in 2010 by a
less than robust recovery in global replacement tire demand in
both the consumer and commercial vehicle sector, and increasing
raw material prices.  Expected increases in consumer original
equipment tires in North American should benefit the company, but
will have a modest impact on the company's profits.

Goodyear's negative outlook continues to incorporate the
challenges of maintaining the assigned Ba3 Corporate Family
Rating.  The combination of lower raw material costs,
restructuring and pricing actions has favorably impacted the
company's third and fourth quarter 2009 results.  However, the
ability to sustain this improvement through 2010 will be
challenged by the above industry concerns, and the impact on
Goodyear's Venezuelan operations of the local government's
currency devaluation and establishment of a two-tier exchange
structure.

The Speculative Grade Liquidity Rating of SGL-3 continues to
reflect an adequate liquidity profile over the next twelve months.
Global cash on hand at December 31, 2009 was $1.9 billion which
includes about $370 million in Venezuela.  In addition the company
maintained availability of $892 million under its borrowing base
of $1.4 billion under the $1.5 billion U.S. revolving credit after
LCs of $497 million.  The company's EUR505 million revolving
credit was undrawn as of December 31, 2009.  The company's cash
and revolver availability are expected to be more than sufficient
to preserve operating flexibility, as Moody's expects lackluster
industry demand combined with increasing raw material pricing will
pressure free cash flow generation.  Based on seasonal
fluctuations in availability, the securitization facility was
fully utilized, with EUR304MM outstanding.  Moody's expects the
company's reliance on its credit facilities to be moderate over
the near-term.  There is a coverage ratio covenant test under the
$1.5 billion revolver which comes into effect when availability
under the revolver, plus cash balances, goes below $150MM.
Goodyear has the capacity under the indentures for its unsecured
obligations to pledge additional assets (subject to the terms,
limitations and exclusions provided in the respective indentures).
Should the permissible basket of liens exceed the prescribed
amount, Goodyear would be required to ratably secure the unsecured
notes and bonds issued under the indentures.

Ratings assigned:

Goodyear Tire & Rubber Company

  -- New 8.75% senior unsecured guaranteed notes, B1 (LGD-4, 64%)

Ratings affirmed:

Goodyear Tire & Rubber Company

  -- Corporate Family Rating, Ba3;

  -- Probability of Default Rating, Ba3;

  -- Speculative Grade Liquidity rating, SGL-3;

  -- $1.5 billion first lien revolving credit facility due 2013,
     Baa3 (LGD-1, 6%);

  -- $1.2 billion second lien term loan due 2014, Ba1 (LGD-2,
     18%);

  -- 9% senior unsecured notes due 2015, B1 (LGD-4, 64%);

  -- 10.5% discounted unsecured notes due 2016, B1 (LGD-4, 64%);

  -- 8 5/8 % senior unsecured notes due 2011, B1 (LGD-4, 64%);

  -- 7 6/7% senior notes due 2011, B2 (LGD-6, 96%);

  -- 7% senior notes due 2028, B2 (LGD-6, 96%)

Goodyear Dunlop Tires Europe B.V.  and certain subsidiaries

  -- EUR505 million of first lien revolving credit facilities due
     2012, Baa3 (LGD-1, 6%)

The last rating action for Goodyear was on May 6, 2009, when
ratings were assigned to new unsecured notes and the Corporate
Family Rating was affirmed.

Goodyear Tire & Rubber Company, based in Akron, Ohio, is one of
the world's largest tire companies with 57 manufacturing
facilities in 23 countries around the world.  Revenues in 2009
were approximately $16.3 billion.


GRAHAM PACKAGING: Inks Exchange and Registration Rights Contracts
-----------------------------------------------------------------
Graham Packaging Holdings Company Inc. entered into these
agreements:

  * an Exchange Agreement by and among the Company, Holdings,
    Graham Packaging Corporation and GPC Holdings, L.P.; and

  * a Registration Rights Agreement by and among the Company,
    Holdings, the Graham Family Partners, Blackstone Capital
    Partners III Merchant Banking Fund L.P., Blackstone Offshore
    Capital Partners III L.P., Blackstone Family Investment
    Partnership III L.P. and, together with BCP and BOCP, and
    certain holders of the Company's common stock.

Under the Exchange Agreement, the Graham Family Partners and
certain permitted transferees thereof may, subject to the terms
specified in the Exchange Agreement, exchange their limited
partnership units of Holdings for shares of the Company's common
stock at any time and from time to time on a one-for-one basis,
subject to customary conversion rate adjustments for splits, stock
dividends and reclassifications.

Under the Registration Rights Agreement, the parties thereto
have been granted certain rights with respect to shares of the
Company's common stock either held by them or received upon the
exchange of limited partnership units of Holdings.  The
Registration Rights Agreement provides (i) to the Graham Family
Partners and their affiliates two "demand" registrations at any
time and customary "piggyback" registration rights and (ii) to the
Blackstone Funds, an unlimited number of "demand" registrations
and customary "piggyback" registration rights.

The Graham Family Partners and their affiliates may also request
that the Company file a shelf registration statement beginning on
the 181st day after the Offering.

Under the Registration Rights Agreement, the Company will pay
certain expenses of the Graham Family Partners, the Blackstone
Funds and certain other investors relating to such registrations
and indemnify them against certain liabilities, which may arise
under the Securities Act of 1933, as amended.

                     About Graham Packaging

Headquartered in York, Pennsylvania, Graham Packaging Holdings
Company, -- http://www.grahampackaging.com/-- the parent company
of Graham Packaging Company, L.P., is engaged in the design,
manufacture and sale of customized blow molded plastic containers
for the branded food and beverage, household, automotive
lubricants and personal care/specialty product categories.  As of
the end of June 2008, the company operated 83 manufacturing
facilities throughout North America, Europe and South America.

Graham Packaging's consolidated balance sheets at September 30,
2009, showed $2.067 billion in total assets and $2.937 billion in
total liabilities, resulting in a $869.6 million partners'
deficit.


GROVELAND ESTATES: U.S. Trustee Wants Dismissal or Conversion
-------------------------------------------------------------
Donald F. Walton, U.S. Trustee for Region 21, has asked the U.S.
Bankruptcy Court for the Middle District of Florida to dismiss or
convert Groveland Estates, LLC's Chapter 11 bankruptcy case to
Chapter 7.

The United States Trustee Guidelines for Chapter 11 Debtors-in-
possession require that the Debtor, as soon as practicable,
provide to the Trustee numerous items, including: proof of closing
all prepetition bank accounts; proof of opening debtor-in-
possession bank accounts; and tax returns for the last two years
prior to filing.  These items are required to ensure that the
Debtor and the estate, and by extension its creditors, are
protected.

The Trustee requested that the Debtor provide the Required
Documents at the Initial Debtor Interview scheduled for
December 30, 2009, and again at the 341 Meeting and/or continued
341 Meeting.  The Debtor and it's counsel failed to make an
appearance at the scheduled telephonic Initial Debtor Interview
and failed to provide the Required Documents prior thereto, in
direct contravention of the Guidelines and the Bankruptcy Code.
The Debtor also failed to provide the Required Documents at the
341 Meeting or the continued 341 Meeting and in fact failed to
appear altogether at the continued 341 Meeting.

The Debtor didn't provide proof of general comprehensive liability
and property insurance coverage on a property, in addition to fire
and theft insurance.

The Debtor failed to file the monthly operating report for the
period of December 3, 2009 through December 31, 2009, which became
due on January 20, 2010.

The Debtor is also delinquent in its payment of required quarterly
fees to the Trustee.  The Trustee asserts that the Debtor owes, at
a minimum, $325 in quarterly fees for the fourth quarter of 2009,
which fees became due on January 31, 2010.

Groveland, Florida-based Groveland Estates, LLC, filed for Chapter
11 bankruptcy protection on December 3, 2009 (Bankr. M.D. Fla.
Case No. 09-18492).  Aldo G. Bartolone, Jr., Esq., at Consumer Law
Group LLP, assists the Company in its restructuring effort.  The
Company listed $10,000,001 to $50,000,000 in assets and $1,000,001
to $10,000,000 in liabilities.


H&E EQUIPMENT: Moody's Gives Positive Outlook; Affirms 'B1' Rating
------------------------------------------------------------------
Moody's has changed the rating outlook of H&E Equipment Services,
Inc., to positive from stable and affirmed all existing ratings
including the B1 corporate family rating.

The outlook change reflects H&E's favorable competitive position
stemming from low leverage, a strong debt collateralization level
and likelihood that the U.S. non-residential construction activity
decline underway should abate in 2011.  In Moody's view, the
primary demand growth rate that resumes in 2011 will not be near
the strong, sustained levels that followed the 2001 recession, and
the magnitude of pricing improvements may be more limited.  (Once
non-residential construction activity, which lags the economy,
began expanding in 2003, a high growth rate lasted through 2008
which enabled substantial sector expansion and strong rental
pricing.)  Balance sheet capacity and wide, though not national,
geographic exposure favorably positions H&E's competitive prospect
as demand growth returns -- when many other equipment rental
companies will be positioned less advantageously for expansion.
Good return prospects could support a higher rating.  The company
had debt to EBITDA of 2.4 times and debt to book capitalization of
53% (both Moody's adjusted basis) as of September 2009, the lowest
leverage of all equipment rental companies rated by Moody's.  H&E
has only about $8 million of utilization under its $320 million
asset-based revolving credit facility which expires August 2011.
As of September 2009, the facility was backed by $450 million of
eligible collateral, including the rental fleet with average age
of 38 months.  The positive outlook contemplates that despite its
relatively low interest burden, H&E will incur several upcoming
quarters of net unprofitability.  The outlook assumes continued
low capital spending until rental pricing levels begin improving.

The B1 corporate family rating reflects H&E's stable balance
sheet, conservative financial risk approach to a cyclical
business, and moderate scale.  Despite likely upcoming net losses,
substantial cash flow after scheduled floor plan debt maturities
should sustain debt to book capitalization measures within the B1
rating band.  The revolving credit facility features a minimum
fixed charge coverage test; the test activates when availability
declines below $25 million.  Likelihood of test activation,
however, is very low due to the low revolver utilization level and
the high eligible collateral surplus.  Moody's assumes that H&E
will address the August 2011 revolver expiry in a way that
preserves the good liquidity profile.

Upward rating movement would depend on expectation that H&E could
achieve EBITA to total assets of 12% or higher with EBIT to
interest greater than 2.0 times.  The outlook could be stabilized
or the rating subject to downgrade if liquidity profile strength
were to decline, if debt to book capitalization were expected to
near 70% as revenues decline, or if the company were to put cash
flow from deferred capital spending toward shareholder rewards.

The ratings are:

  -- Corporate family B1

  -- Probability of default B1

  -- $250 million 8.375% senior unsecured notes due 2016 B3 LGD5,
     to 81% from 82%

Moody's last rating action on H&E occurred March 21, 2009, when
the B1 corporate family rating was affirmed.

H&E is a multi-regional equipment rental company with 64 locations
throughout the West Coast, Intermountain, Southwest, Gulf Coast,
Mid-Atlantic, and Southeast regions of the United States.  H&E has
over 16,290 pieces of equipment having an original acquisition
cost of approximately $694 million at September 2009.  The company
is a distributor for JLG, Gehl, Genie Industries (Terex), Komatsu,
Bobcat, and Manitowoc.


HARRY & DAVID: S&P Raises Corporate Credit Rating to 'CCC'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its unsolicited
corporate credit rating on Medford, Oregon-based Harry & David
Operations Corp. to 'CCC' from 'CC'.  Concurrently, S&P raised its
ratings on the company's $175 million senior fixed-rate notes and
$70 million senior floating-rate notes to 'CCC-' from 'C'.  The
recovery rating on these notes remains at '5', indicating S&P's
expectation for modest (10%-30%) recovery of principal in the
event of default.  The rating outlook is developing.

The rating action reflects, among other things, S&P's view of
marginally better liquidity for Harry & David at the end of its
second quarter ended Dec. 26, 2009.

Amid difficult retail conditions, the company ended its second
quarter with $108.5 million of cash versus $95.2 million at the
same time a year ago.  Still, in S&P's view, Harry & David's
liquidity position is very weak, given the very high seasonality
of the company's operations and the fact that it is a major cash
user until it is able to borrow from its asset-based revolver in
August.  The company generates the bulk of its profits during the
Christmas holiday season, and it relies heavily on cash flows
generated during that period to fund its operations and service
its debt for the next three quarters.

Difficult retail conditions continued to challenge Harry & David's
operations during its second quarter ended Dec. 26, 2009.
Trailing-12-month sales decreased 13.2% year over year, reflecting
the discretionary nature of the company's product offering.  The
company reported that operating margins widened to 8.4% from 3.7%
because of its focus on cost controls and tight inventory
management.  S&P believes that the weak economy will continue to
pressure sales in the next few quarters.

S&P believes that credit metrics are very weak; total debt to
EBITDA is about 12x, and EBITDA interest coverage is only 0.9x.

Liquidity is very weak.  Although Harry & David ended its second
quarter with $108.5 million of cash (versus $95.2 at the same time
last year), it relies heavily on this cash through the next three
quarters to fund its operations and debt service.  Moreover,
availability under the company's $125 million ABL revolver is very
limited until August, when the company begins to build up its
inventory for the holiday season and the borrowing base allows for
more borrowings.  As of Dec. 26, 2009, the company reported that
it had about $13.6 million available under its revolver.


HARVEST OIL: Wants Exclusivity Period for Plan Approval Extended
----------------------------------------------------------------
Harvest Oil & Gas, LLC, et al., and the lien claimants have asked
the U.S. Bankruptcy Court for the Western District of Louisiana to
further extend the exclusivity period within which the Debtors
must obtain acceptance and confirmation of their plan of
reorganization.

The Lien Claimants -- which include Schlumberger Technology
Corporation and Baker Hughes Oilfield Operations, Inc. -- believe
that the most efficient and effective way to reach a confirmable
plan is to give the Debtors an opportunity to seek confirmation of
the Third amended Plan of Reorganization as jointly proposed by
the Debtors, Macquarie Americas Corp. and the Official Committee
of Equity Security Holders under the protections of exclusivity
and on an expedited schedule.

The Lien Claimants specifically reserve the right to terminate
exclusivity at a later date should confirmation of the Third
Amended Plan not happen in relatively short order.

The Lien Claimants are represented by Lugenbuhl, Wheaton, Peck,
Rankin & Hubbard.

Headquartered in Covington, Louisiana, Harvest Oil and Gas, LLC --
http://www.harvest-oil.com/-- is engaged on acquisition,
development and exploration of energy resources.  The Debtor and
its debtor-affiliates filed for Chapter 11 protection on March 31,
2009 (Bankr. W.D. La. Lead Case No. 09-50397).  Robin B.
Cheatham, Esq., at Adams & Reese LLP, represents the Debtors in
their restructuring efforts.  The Debtors listed between
$100 million and $500 million each in assets and debts.


HARVEST OIL: Wayzata Wants Adequate Protection for Collateral Use
-----------------------------------------------------------------
Wayzata Investment Partners LLC, for and on behalf of Wayzata
Opportunities Fund, LLC, and Wayzata Opportunities Fund II, L.P.,
has asked the U.S. Bankruptcy Court for the Western District of
Louisiana to provide immediate adequate protection of Wayzata's
interest in its collateral prior to any further use of the
collateral by Harvest Oil & Gas LLC, et al.

The Debtors have asserted that Wayzata, their largest creditor
holding a claim that is secured by substantially all of the
Debtors' assets, was grossly oversecured and therefore protected
by an equity cushion and not entitled to adequate protection
payments.

Wayzata asserts that the Debtors have significantly overstated
valuation and that it is entitled to adequate protection payments,
especially since the underlying collateral consists of depleting
oil and gas reserves.

Valuation matters were presented to the Court for consideration in
October 2009.  The Debtors' valuation case was based, primarily,
upon their purportedly "conservative" financial projections
prepared as part of their proposed first chapter 11 plan.  After
the conclusion of the trial, the Court said its preliminary view
was that the valuation of the Debtors' assets as of October 1,
2009, wasn't less than $170 million.  The First Plan then came on
for confirmation.  Notwithstanding the Court's view on valuation,
the Court advised the parties that it wasn't inclined to confirm
the First Plan because, inter alia, it improperly shifted the risk
of failure to Wayzata.

On February 11, 2010, the Debtors proposed their Third Plan,
wherein the Debtors presented an entirely new set of financial
projections.  According to Wayzata, the Revised Projections
present an unexplained, sharply downward revision from the Initial
Projections.  The Revised Projections are an admission that the
Debtors won't have sufficient capital to repay Wayzata's secured
claim at maturity under the Third Plan.  While the Initial
Projections showed the Debtors being able to repay Wayzata's
secured claim with cash generated from operations, the Revised
Projections would instead require the Debtors to borrow at least
$86 million from some undisclosed source to do so.  The Third Plan
is entirely dependent upon the Debtors' ability to somehow
refinance Wayzata's secured claim three years out, placing onto
Wayzata the risks associated with company operations and the
variances of the financial markets.

  Year End Cash   12/31/10     12/31/11     12/31/12      12/31/13
  -------------   --------     --------     --------      --------
Initial
Projections   $28,731,000  $36,105,000  $56,047,000  $108,224,000

Revised
Projections    $9,728,000  $17,816,000  $19,478,000  $14,397,0008

% Difference          -66%         -51%         -65%          -87%

  TOTAL EBITDA    12/31/10     12/31/11     12/31/12      12/31/13
  ------------    --------     --------     --------      --------
Initial
Projections   $47,749,000  $55,910,000 $108,062,000  $110,491,000
Revised
Projections   $28,715,000  $48,560,000  $76,096,000  $104,914,000
% Difference          -40%         -13%         -30%           -5%
Annual Production
(measured in thousands
of BOE)
                     2010          2011         2012         2013
Initial
Projections        1,225         1,339        2,376        2,411
Revised
Projections          768         1,214        1,685        2,283
% Difference         -37%           -9%         -29%          -5%

Wayzata says that the Debtors' depleting assets are, by the
Debtors' own admission, in materially worse financial condition
than previously represented to this Court and to the creditors.
"At a minimum, these downward revisions evidence that the Debtors'
valuation case was ill-conceived (if not based on faulty
information) resulting in a significant waste of millions of
dollars of professional fees and costs, and that there has been a
complete failure of adequate protection of Wayzata's collateral
interests.  Accordingly, Wayzata is entitled to receive immediate
adequate protection payments," Wayzata states.

Wayzata claims that its secured claims have increased to an amount
that now approaches $150 million.  According to Wayzata, the
Debtors' bankruptcy cases have been pending for almost one year,
and the Debtors have not made a single adequate protection payment
to Wayzata, whose collateral is continually depleting.  The
Debtors' actual production numbers for the months of November and
December 2009 show a material deterioration, says Wayzata.  The
dramatic downward shift from the Initial Projections to the
Revised Projections reflects that the Debtors' evidence submitted
in connection with the prior valuation trial is inaccurate and
cannot be relied upon, Wayzata states.

Wayzata is represented by Vinson & Elkins LLP.

                          About Harvest Oil

Headquartered in Covington, Louisiana, Harvest Oil and Gas, LLC --
http://www.harvest-oil.com/-- is engaged on acquisition,
development and exploration of energy resources.  The Debtor and
its debtor-affiliates filed for Chapter 11 protection on March 31,
2009 (Bankr. W. D. La. Lead Case No. 09-50397).  Robin B.
Cheatham, Esq., at Adams & Reese LLP represents the Debtors in
their restructuring efforts.  The Debtors listed estimated assets
of $100 million to $500 million and estimated debts of
$100 million to $500 million.


HCA INC: Dec. 31 Balance Sheet Upside Down by $7.98-Bil.
--------------------------------------------------------
HCA Inc. said that fourth quarter of 2009 performance was driven
by solid inpatient, outpatient and emergency department volumes.
HCA's revenues for the fourth quarter totaled $7.605 billion,
compared to $7.265 billion in the fourth quarter of 2008.  Net
income attributable to HCA Inc. for the fourth quarter of 2009
totaled $216 million, compared to $276 million in the prior year's
fourth quarter.

HCA Inc. reported $24.13 billion in total assets and $31.96
billion total liabilities resulting to a $7.98 billion
stockholders' deficit as of Dec. 31, 2009.

Revenues for the twelve months ended December 31, 2009 totaled
$30.052 billion compared to $28.374 billion in 2008.  Net income
attributable to HCA Inc. was $1.054 billion for the year ended
December 31, 2009 compared to $673 million in 2008.  Adjusted
EBITDA totaled $5.472 billion for 2009 compared to $4.574 billion
for 2008.  Results for the year ended December 31, 2009 include
losses on sales of facilities of $15 million and impairments of
long-lived assets of $43 million compared to gains on sales of
facilities of $97 million and impairments of long-lived assets of
$64 million in 2008.

Cash flows from operating activities increased $757 million to
$2.747 billion for the year ended December 31, 2009, from $1.990
billion for the year ended December 31, 2008.  The increase was
due primarily to the $473 million increase in net income and $143
million improvement from changes in operating assets and
liabilities and the provision for doubtful accounts.

As of December 31, 2009, HCA's balance sheet reflected cash and
cash equivalents of $312 million, total debt of $25.670 billion,
and total assets of $24.131 billion.  During the fourth quarter of
2009, capital expenditures totaled $402 million, excluding
acquisitions.  For the year ended December 31, 2009, capital
expenditures totaled $1.317 billion, excluding acquisitions.
During 2009, HCA issued $3.060 billion aggregate principal amount
of first and second lien notes.  The net proceeds from the debt
issuances were used to repay outstanding indebtedness under the
Company's senior secured term loan facilities.

On January 27, 2010, our Board of Directors declared a
distribution to the Company's stockholders and holders of vested
stock options.  The distribution was $17.50 per share and vested
stock option, or approximately $1.750 billion in the aggregate.
The distribution was paid on February 5, 2010 to holders of record
on February 1, 2010.  The distribution was funded using funds
available under our existing senior secured credit facilities and
approximately $100 million of cash on hand.

As of December 31, 2009, HCA operated 163 hospitals and 105
freestanding surgery centers

A full-text copy of the Company's press release explaining its
2009 results is available for free at:

            http://ResearchArchives.com/t/s?545a

                            About HCA

Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 155 hospitals and 97 freestanding
surgery centers owned and operated by its subsidiaries and another
eight hospitals and eight freestanding surgery centers that are
accounted for using the equity method as of September 30, 2009.
For the twelve months ended September 30, 2009, the company
recognized revenue in excess of $29 billion.

                           *    *    *

According to the Troubled Company Reporter on Feb. 2, 2010,
Moody's Investors Service commented that HCA Inc.'s planned use of
its ABL and cash flow revolvers to fund the payment of a dividend
to shareholders has no immediate impact on the ratings of the
Company, including the B2 Corporate Family and Probability of
Default Ratings.


HEARTLAND PUBLICATIONS: 1st Lien Lenders Support Amended Plan
-------------------------------------------------------------
A requisite number of first-lien lenders, led by GE Capital as
agent, support Heartland Publications, LLC's amended Plan of
Reorganization and Disclosure Statement.  The Company is hopeful
that the amended materials will be acceptable to its second-lien
lenders.

Goldman Sachs has also withdrawn its objections to the Disclosure
Statement, and no other objections to the Disclosure Statement or
Solicitation Procedures have been filed, which pave the way for
the Court's approval of the plan documents at a hearing on
February 26.  Following approval, impaired creditors will vote on
the Plan, after which the Company will seek confirmation from the
Court and emerge from Chapter 11 protection.

"We are pleased that the agreement with our lenders significantly
streamlines the Chapter 11 process and keeps the company on track
to complete the reorganization in early April," said Michael C.
Bush, Heartland Publications President and Chief Executive
Officer.

Headquartered in Clinton, Connecticut, Heartland Publications, LLC
-- http://www.heartlandpublications.com/-- operates 50 paid-
circulation newspapers and numerous free or controlled
distribution products in Georgia, Kentucky, North and South
Carolina, Ohio, Oklahoma, Tennessee, Virginia and West Virginia.
The Company reaches more than 250,000 print subscribers each month
and many others via interactive Web sites.  The Company operates
50 paid-circulation newspapers and numerous free or controlled
distribution products in nine states.

Heartland Publications, LLC -- aka Macon County Times, et al. --
filed for Chapter 11 bankruptcy protection on December 21, 2009
(Bankr. D. Del. Case No. 09-14459).  Kenneth J. Enos, Esq., and
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor,
assist the Company in its restructuring effort.  Duff & Phelps,
Securities LLC is the Debtor's financial advisor.  Epiq Bankruptcy
Solutions is the Debtor's claims and notice agent.  As of
October 31, 2009, the Debtor has $134.3 million in assets and
$166.2 million in liabilities.


HSP INVESTMENT: Universal Bank Chapter 11 Case Dismissal
--------------------------------------------------------
Universal Bank has asked the U.S. Bankruptcy Court for the Central
District of California to dismiss HSP Investment, Inc.'s Chapter
11 bankruptcy case.

The Debtor, according to Universal Bank, filed for Chapter 11
bankruptcy protection to halt the foreclosure commenced by the
Debtor's single creditor, Universal Bank, on the Debtor's single
asset.  The asset is an undeveloped parcel of real property, which
to the best of Universal Bank's knowledge and information, the
Debtor is currently operating as a parking lot.  Universal Bank
claims that the case wasn't filed with the requisite "good faith",
and as a result Universal Bank requests that the Court dismiss the
case.

Universal Bank states that the Debtor's lack of good faith in
filing the Chapter 11 case is evidenced by the facts that: (1) the
real property is the Debtor's sole asset, (2) Universal Bank is
the Debtor's sole creditor, (3) Universal Bank's lien fully
encumbers the Property, (4) the property was the subject of
foreclosure proceedings under Universal Bank's Deed of Trust, with
a trustee's sale scheduled to occur three days after the Petition
Date, (5) the Debtor has no ongoing business, except perhaps as a
parking lot, (6) it appear the Debtor has no employees, and (7)
there is nothing that remotely suggests that there is any
possibility the Debtor will be able to reorganize.

The Court has set a hearing for March 2, 2010, at 2:30 p.m. on
Universal Bank's motion to dismiss the case.

Universal Bank is represented by Sara L. Chenetz.

Fullerton, California-based HSP Investment, Inc., filed for
Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. C.D.
Calif. Case No. 09-24158).  Fred W. Lee, Esq., at Law Offices of
Frederick W Lee assists the Company in its restructuring effort.
The Debtor listed assets of $13,000,000, and total debts of
$13,000,000 in its petition.


IMPERIAL CAPITAL: U.S. Trustee Unable to Form Creditors Committee
-----------------------------------------------------------------
Tiffany L. Carroll, the U.S. Trustee for Region 15, notified the
U.S. Bankruptcy Court for the Southern District of California that
she was unable to appoint an official committee of unsecured
creditors in the Chapter 11 cases of Imperial Capital Bancorp,
Inc.

The U.S. Trustee related that there were insufficient indications
of willingness from unsecured creditors to serve on the committee.

La Jolla, California-based Imperial Capital Bancorp, Inc., filed
for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr.
S.D. Calif. Case No. 09-19431).  Gregory K. Jones, Esq., at
Stutman, Treister & Glatt, P.C., assists 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.


JOHN JARMATO: Case Summary & 6 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: John J. Armato, Sr.
        15 Starfire Ct
        Hewlett, NY 11557-1006

Bankruptcy Case No.: 10-71079

Chapter 11 Petition Date: February 22, 2010

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

Judge: Alan S. Trust

Debtor's Counsel: David S. Torrey, Esq.
                  Medina Torrey Mamo & Camacho PC
                  524 Winchester Road
                  Norfolk, CT 06058
                  Tel: (860) 542-6232
                  Fax: (860) 542-6234
                  Email: torreylaw@comcast.net

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
6 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/nyeb10-71079.pdf

The petition was signed by John J. Armato, Sr.


L-3 COMMUNICATION: Insight Deal Won't Move Moody's 'Ba1' Rating
---------------------------------------------------------------
Moody's Investors Service said L-3 Communication Holdings, Inc.'s
announcement of its agreement to purchase privately held Insight
Technology Incorporated will not affect its Ba1 Corporate Family
Rating, SGL-2 liquidity rating, instrument ratings or stable
outlook.

The last rating action L-3 was on September 29, 2009, at which
time the Corporate Family Rating was upgraded to Ba1 from Ba2 and
a Baa2 rating was assigned to a new issue of unsecured notes.

L-3 Communications Holdings, Inc., is a prime contractor in
aircraft modernization and maintenance, C3ISR (Command, Control,
Communications, Intelligence, Surveillance and Reconnaissance)
systems, and government services.  In addition, L-3 provides high
technology products, systems and subsystems.  Revenues in 2009
were approximately $14.9 billion.


LAS VEGAS MONORAIL: Awaits Ruling on Chapter 11
-----------------------------------------------
ABI reports that bankruptcy Judge Bruce A. Markell could rule as
soon as the this week as to whether the Chapter 11 filing of Las
Vegas Monorail Co. should be dismissed or converted to Chapter 9.

Ambac Assurance Corporation is asking the Bankruptcy Court to
dismiss the chapter 11 petition of Las Vegas Monorail on the
grounds that LVMC is ineligible to be a debtor under chapter 11 of
the Bankruptcy Code.

Laurel E. Davis, Esq., at Fennemore Craig, P.C., says notes, among
other things, (i) LVMC itself has certified and agreed that it "is
an instrumentality of the State of Nevada, is controlled by the
Governor of the State of Nevada" in documents relating to the
issuance of bonds, and (ii) LVMC was incorporated for the public
purpose of constructing, maintaining and operating the Las Vegas
Monorail as "a public mass transit monorail system with general
public access in all respects.

LVMC financed its acquisition and improvement of the Monorail with
the proceeds of three series of tax-exempt governmental bonds
issued by State of Nevada Department of Business and Industry: (a)
the $451,448,217 original principal amount 1st Tier Series 2000;
(b) the $149,200,000 original principal amount 2nd Tier Series
2000; and (c) the $48,500,000 original principal amount 3rd Tier
Series 2000.  The Bonds constituted the largest issue of tax-
exempt Bonds in the history of the State of Nevada.

                    About Las Vegas Monorail

Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail.  The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip.  LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail.  Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising.  LVMC says it
receives no governmental financial support or subsidies.

The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. D. Nev. Case No. 10-10464).  Gerald M.
Gordon, Esq., at Gordon Silver, assists the Company in its
restructuring effort.  Alvarez & Marsal North America, LLC, is the
Debtor's financial advisor.  Stradling Yocca Carlson & Rauth is
the Debtor's special bond counsel.  Jones Vargas is the Debtor's
special corporate counsel.  The Company listed $10,000,001 to
$50,000,000 in assets and $500,000,001 to $1,000,000,000 in
liabilities.


LODGENET INTERACTIVE: Reports $71 Million Stockholders' Deficit
---------------------------------------------------------------
LodgeNet Interactive Corporation incurred a $5.9 million net loss
on $113.2 million of total revenues for the three months ended
Dec. 31, 2009, compared with a $21.4 million net loss on
$121.4 million of total revenues for the same period a year ago.

The Company reported $508.3 million in assets and $579.3 million
in total liabilities, resulting to a $71.0 million stockholders'
deficit as of Dec. 31, 2009.

"Despite the harsh economic environment, in 2009 we delivered
remarkable improvements to our bottom line, generating a 155%
increase in free cash flow and a 20% reduction in our long-term
debt in the process," said Scott C. Petersen, LodgeNet Chairman
and CEO.  "Our management team continues to proactively manage our
business and execute on our strategic plan, including our
diversified revenue growth and cost control initiatives.  We
remain focused on improving profitability and strengthening our
balance sheet."

LodgeNet Interactive reported annual 2009 revenue of $484.5
million compared to $533.9 million in 2008, and operating income
of $21.7 million compared to an operating loss of $5.1 million in
2008.  The Company reported a net loss of $10.2 million compared
to a net loss of $48.4 million for 2008.  Net loss attributable to
common stockholders was $13.3 million or $0.59 per share for 2009
compared to $48.4 million or $2.16 per share for 2008.  LodgeNet
also reported $64.8 million in free cash flow for this year
compared to $25.4 million in 2008.

For the fourth quarter of 2009, revenue was $113.3 million
compared to $121.4 million in the fourth quarter of 2008, and
operating income was $4.6 million compared to an operating loss of
$11.1 million in the fourth quarter of 2008.  The Company reported
a net loss of $5.9 million compared to a net loss of $21.7 million
for the fourth quarter of 2008.  Net loss attributable to common
stockholders was $7.4 million or $0.33 per share for the fourth
quarter of 2009 compared to $21.7 million or $0.97 per share for
the prior year period.  LodgeNet also reported $18.5 million in
free cash flow for the fourth quarter of this year compared to
$15.5 million in the fourth quarter of 2008.

A full-text copy of the Company's press release on its 4th quarter
2009 results is available for free at:

             http://ResearchArchives.com/t/s?5433

Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and
connectivity solutions designed to meet the unique needs of
hospitality, healthcare and other guest-based businesses.
LodgeNet Interactive serves more than 1.9 million hotel rooms
worldwide in addition to healthcare facilities throughout the
United States.  The Company's services include: Interactive
Television Solutions, Broadband Internet Solutions, Content
Solutions, Professional Solutions and Advertising Media Solutions.
LodgeNet Interactive Corporation owns and operates businesses
under the industry leading brands: LodgeNet, LodgeNetRX, and The
Hotel Networks.

As of September 30, 2009, LodgeNet had $541.5 million in total
assets against $610.5 million in total liabilities, resulting in
$68.9 million in stockholders' deficiency.

                          *     *     *

According to the Troubled Company Reporter on Sept. 30, 2009,
Moody's Investors Service upgraded LodgeNet Interactive
Corporation's speculative grade liquidity rating to SGL-3
(indicating adequate liquidity) from SGL-4 (indicating poor
liquidity) while revising the outlook for all ratings to stable
from negative.  Concurrently, Moody's also affirmed LodgeNet's B3
corporate family rating and Caa1 probability of default rating.


LYONDELL CHEMICAL: Reliance Increases Bid to $14.5 Billion
----------------------------------------------------------
Reliance Industries Ltd., raised its bid for LyondellBasell
Industries to $14.5 billion, Bloomberg News reports, citing two
unidentified people with knowledge of the bid.

The revised bid allows Lyondell creditors to opt for cash or
equity, as part of the deal, said the unidentified sources,
Bloomberg discloses.  A third option would allow some creditors to
receive stock and also purchase additional Lyondell stock in a
rights offering, adds The Wall Street Journal.

The offer would give Reliance a minority stake in Lyondell, but
would give the Indian company super-voting power to control
Lyondell's board, the Journal said, citing an unnamed source.

Reliance's move came after Lyondell rejected its previous
sweetened bid that valued the company at around $13.5 billion.
That offer had been increased from an initial November bid valuing
Lyondell around $12 billion.  A report from The Financial Express
said Reliance was given until last February 19, 2010 to submit a
better proposal to its earlier $13.5 billion bid.

In light of the recent developments at Lyondell, however, analysts
said that Reliance will have to come up with more than $15 billion
to make the bid attractive for Lyondell, Times of India said.

Lyondell's present restructuring plan has valued the company as
high as $15.5 billion, meaning Reliance could still have work to
do to persuade creditors its offer represents a viable alternative
to the current reorganization plan, according to the Journal.

A deal recently reached between Lyondell and the unsecured
creditors has also weakened Reliance's bid for LyondellBasell,
Bloomberg notes.  Under the deal with the creditors, Lyondell
agreed to pay its unsecured creditors $450 million to resolve the
Official Committee of Unsecured Creditors' objection to the Lender
Litigation Settlement, which resolves the action commenced by the
Creditors Committee against Lyondell's prepetition lenders and
directors.

Vikas Pershad, chief executive officer at hedge fund Veda
Investments LLC, told Bloomberg via telephone interview that the
deal provides Lyondell with a clear alternative to Reliance's bid,
Bloomberg points out.

Reliance said it is still working on its offer taking into account
the latest developments, and declined to comment on whether it may
have to further increase its $14.5 billion bid, Bloomberg says.

A deal between Reliance and Lyondell would create a mammoth energy
and chemicals conglomerate with nearly $80 billion in combined
revenue, according to reports.

                      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)


MARTIN CARBAJAL: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Martin Carbajal
              Martha Carbajal
              5583 Indian Hills Drive
              Simi Valley, CA 93063

Bankruptcy Case No.: 10-11916

Chapter 11 Petition Date: February 20, 2010

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

Judge: Geraldine Mund

Debtors' Counsel: Anthony Egbase, Esq.
                 800 W 1st St, Ste.400-10
                 Los Angeles, CA 90012
                 Tel: (213) 620-7070
                 Email: info@anthonyegbaselaw.com

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

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

According to the schedules, the Company has assets of $1,091,850
and total debts of $1,774,444.

A full-text copy of the Debtors' petition, including a list of
their 9 largest unsecured creditors, is available for free at:

           http://bankrupt.com/misc/cacb10-11916.pdf

The petition was signed by the Joint Debtors.


MASCO CORPORATION: Moody's Affirms 'Ba2' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service affirmed Masco Corporation's Corporate
Family Rating and Probability of Default Rating at Ba2 and the
company's senior unsecured notes at Ba2.  Masco's speculative
grade liquidity rating remains SGL-2.  The outlook has been
changed to stable from negative.

The change in outlook to stable from negative results from the
expectation that the decline in North American economy is abating,
resulting in some growth prospects in Masco's end markets.
Further, Moody's expects that Masco will continue to generate free
cash flow, resulting in significant amounts of cash on hand.
Expected margin improvement due ongoing cost reduction
initiatives, and an anticipated modest rebound in repair,
remodeling, and new housing construction markets also support the
stable outlook.

The Ba2 Corporate Family Rating considers Masco's scale, strong
market position, and extensive product offerings.  The company
sells across a diverse array of building products segments,
mitigating the adverse effect of weakness in any single line of
business.  The Decorative Architectural Products segment continues
to perform well, and serves to partially offset the lackluster
performance in the company's Cabinets and Related Products and
Installation and Other Services businesses.  Despite the
likelihood of margin expansion, Masco's interest coverage and debt
leverage credit metrics will remain weak, constraining the rating
for an extended period of time.  EBITA/interest expense was 1.5
times and (EBITDA - CAPEX)/interest expense was about 1.9 times
for FY09 while debt/EBITDA was 6.7 times at FYE09 (all ratios
adjusted per Moody's methodology).  Significant cash balances of
about $1.4 billion at FYE09 serve as a counterpoint to weak credit
metrics, giving Masco a strong liquidity cushion as it grapples
with ongoing operating weakness.

These ratings/assessments were affected by this action:

  -- Corporate Family Rating affirmed at Ba2;

  -- Probability of Default Rating affirmed at Ba2;

  -- Senior unsecured notes ratings affirmed at Ba2, but their
     loss given default assessments are changed to (LGD4, 56%)
     from (LGD4, 53%);

  -- Various shelf securities affirmed at (P)Ba2/(P)B1/(P)B1.

The company's speculative grade liquidity rating remains at SGL-2.

The last rating action was on May 15, 2009, at which time Moody's
lowered the Corporate Family Rating to Ba2, but changed the
speculative grade liquidity rating to SGL-2 from SGL-3.

Masco Corporation, headquartered in Taylor, MI, is one of the
largest manufacturers in North America of a number of home
improvement and building products, including faucets, cabinets,
architectural coatings and windows and is one of the largest
installers of insulation for the new home construction market.
The Company generally distributes products through multiple
channels including home builders and wholesale and retail
channels.  North American operations generated approximately 79%
of its sales.  Revenues for FY09 totaled approximately
$7.8 billion.


MERUELO MADDUX: NorthePointe Capital Has Zero Equity Stake
----------------------------------------------------------
NorthPointe Capital, LLC disclosed that as of December 31, 2009,
it has ceased to own any shares of Meruelo Maddux Properties,
Inc.'s common stock.

Based in Los Angeles, California, Meruelo Maddux Properties, Inc.,
-- http://www.meruelomaddux.com/-- together with its affiliates,
engage in residential, commercial and industrial development.

Meruelo Maddux and its affiliates filed for Chapter 11 protection
on March 26, 2009 (Bankr. C. D. Calif. Lead Case No. 09-13356).
Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N.
Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the
Debtors in their restructuring efforts.  Asa S. Hami, Esq., Tamar
Kouyoumjian, Esq., and Victor A. Sahn, Esq., at SulmeyerKupetz, A
Prof Corp, represent the official committee of unsecured creditors
as counsel.  The Debtors' financial condition as of December 31,
2008, showed estimated assets of $681,769,000 and estimated debts
of $342,022,000.


METALDYNE CORP: Resolves Plan Confirmation Objections
-----------------------------------------------------
BankruptcyData reports that Metaldyne Corp. filed with the U.S.
Bankruptcy Court a statement of resolutions to potential
objections to its Chapter 11 plan.  The Debtor said that they have
made substantial efforts to work with interested parties to
negotiate the Plan and ensure consensus thereon.  According to the
Debtor, the only party that filed a timely objection to the Plan
was the Michigan Department of Natural Resources and Environment,
which has since withdrawn its objection.

According to the Disclosure Statement, the Plan divides holders of
claims against and interests in the Debtors into 8 separate
classes as:

  1. Priority Claims (Class 1 Claims) are unimpaired.  On the
     effective date, each holder of an Allowed Priority Claim
     will receive, from the Debtors or the Distribution Trust,
     cash equal to the amount of the Allowed Claim.

  2. Secured Claims (Class 2 Claims) are unimpaired.  On the
     effective date, unless otherwise agreed by a claim holder
     and the applicable Debtor or the Distribution Trustee, each
     holder of an Allowed Secured Claim, other than a Customer
     Note Claim, will be classified in Class 2 and receive
     treatment on account of the Allowed Secured Claim in the
     manner set forth in Option A or B, at the election of the
     applicable Debtor or the Distribution Trustee.  The
     applicable Debtor will be deemed to have elected Option A
     except with respect to any Allowed Secured Claim as to which
     the applicable Debtor elects Option B in one or more
     pleadings filed prior to effective date.  Holders of secured
     claims will recover 100% of their allowed claims.

     Option A: On the effective date, Allowed Claims in Class 2
     with respect to which the applicable Debtor elects Option A
     will receive cash equal to the amount of the Allowed Claim.

     Option B: On the effective date, a holder of an Allowed
     Claim in Class 2 with respect to which the applicable Debtor
     elects Option B will be entitled to receive (and the
     applicable Debtor or the Distribution Trustee will release
     and transfer to the holder) the collateral securing the
     Allowed Claim.

     Notwithstanding the foregoing, the holder of an Allowed
     Secured Tax Claim in Class 2 will not be entitled to receive
     any payment on account of any penalty arising with respect
     to or in connection with the Allowed Secured Tax Claim.  Any
     the Claim or demand for any the penalty will be subject to
     treatment in Class 4.  The holder of an Allowed Secured Tax
     Claim will not assess or attempt to collect the penalty from
     the Debtors, MD Investors, the Distribution Trust or
     Distribution Trustee, or their respective property (other
     than as a holder of a Class 4 Claim).  In addition, to the
     extent a Class 2 Claim is based upon a right of setoff, the
     Debtors or the Distribution Trustee will not be required to
     pay the Claim, if Allowed, in cash, but instead may
     acquiesce to the setoff of funds to satisfy the Claim.

  3. Customer Note Claims (Class 3 Claims) are impaired.  Holders
     of Allowed Customer Note Claims will be treated as unsecured
     claims under the Plan and will receive their Pro Rata share
     of Unsecured Creditor Distributions.  Holders of customer
     note claims, aggregating $61,544,000, will have a recovery
     of 0.4% to 2.1%.

  4. General Unsecured Claims (Class 4 Claims) are impaired.
     Holders of Allowed 2013 Senior Note Claims, Allowed 2012
     Senior Subordinated Note Claims and any other Allowed
     General Unsecured Claim (other than Allowed Customer Note
     Claims) and will receive their Pro Rata share of Unsecured
     Creditor Distributions. Holders of customer note claims,
     expected to aggregate up to $307,586,000, will have a
     recovery of 0.4% to 2.1%.

  5. Prepetition Intercompany Claims (Class 5 Claims) are
     impaired.  No property will be distributed to or retained by
     the holders of Allowed Claims in Class 5.

  6. Subordinated Securities Claims (Class 6 Claims) are
     impaired.  No property will be distributed to or retained by
     the holders of Allowed Claims in Class 6, and the Interests
     will be canceled on the effective date.  Holders of the
     Class 6 Claims will be deemed to have rejected the Plan.

  7. Old Common Stock of Oldco M (Class 7 Interests) are
     impaired.  No property will be distributed to or retained by
     the holders of Allowed Interests in Class 7, and the
     Interests will be canceled on the effective date.  The
     holder of the Class 7 Interests will be deemed to have
     rejected the Plan.

  8. Subsidiary Debtor Equity Interests (Class 8 Interests) are
     impaired.  No property will be distributed to or retained by
     the holders of Allowed Interests in Class 8, and the
     interests will be canceled on the effective date.  Holders
     of Class 8 interests will be deemed to have rejected the
     Plan.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/MetaldyneCorp_DS.pdf

A full-text copy of the Plan of Liquidation is available for free
at http://bankrupt.com/misc/metaldyneCorp_Plan.pdf

                      About Metaldyne Corp.

Metaldyne Corp. -- http://www.metaldyne.com/-- is a leading
global designer and supplier of metal based components, assemblies
and modules for transportation related powertrain applications
including engine, transmission/transfer case, driveline, and noise
and vibration control products to the motor vehicle industry.  The
new Metaldyne company has approximately $650 million in revenue
with 26 facilities in 12 countries.

Metaldyne was previously a wholly-owned subsidiary of Asahi Tec, a
Shizuoka, Japan-based chassis and powertrain component supplier in
the passenger car/light truck and medium/heavy truck segments.
Asahi Tec is listed on the Tokyo Stock Exchange.

Metaldyne and its affiliates filed for Chapter 11 protection on
May 27, 2009 (Bankr. S.D.N.Y. Case No. 09-13412).  The filing did
not include the company's non-U.S. entities or operations.
Richard H. Engman, Esq., at Jones Day represents the Debtors in
their restructuring efforts.  Judy A. O'Neill, Esq., at Foley &
Lardner LLP serves as conflicts counsel; Lazard Freres & Co. LLC
and AlixPartners LLP as financial advisors; and BMC Group Inc. as
claims agent.  A committee of Metaldyne creditors is represented
by Mark D. Silverschotz, Esq., and Kurt F. Gwynne, Esq., at Reed
Smith LLP, and the committee tapped Huron Consulting Services,
LLC, as its financial advisor.  For the fiscal year ended
March 29, 2009, the company recorded annual revenues of
approximately US$1.32 billion.  As of March 29, 2009, utilizing
book values, the Company had assets of US$977 million and
liabilities of $927 million.  Judge Glenn approved the sale of
substantially all assets to Carlyle Group in November 2009 for
approximately $496.5 million.


MGM MIRAGE: Revenue Down; Loss Hikes to $1.29-Bil. in 2009
----------------------------------------------------------
MGM MIRAGE and its units reported a net loss of $433.9 million on
revenues of $1.622 billion for three months ended Dec. 31, 2009,
compared with a net loss of $1.15 billion on revenues of
$1.79 billion during the same period in 2008.

MGM MIRAGE and its units reported a net loss of $1.29 billion on
revenues of $6.64 billion for 12 months ended Dec. 31, 2009,
compared with a net loss of $855.29 million on revenues of $7.89
billion during in 2008.

The Company reported a fourth quarter diluted loss per share of
$0.98, which includes the impact of a pre-tax non-cash impairment
charge totaling $548 million, or $0.73 loss per diluted share net
of tax, related to the Company's undeveloped land holdings in
Atlantic City.  For the same quarter in 2008, the Company reported
a diluted loss per share of $4.15, which included a non-cash
goodwill and indefinite-lived intangible asset impairment charge
of $1.2 billion, or $4.25 per diluted share net of tax, and a gain
on repurchased debt of $87 million or $0.21 per diluted share net
of tax.

"This has been a challenging but momentous year for MGM MIRAGE
culminating with the opening of CityCenter in December," said Jim
Murren, MGM MIRAGE Chairman and Chief Executive Officer.  "We
generated significant cash flows and kept our buildings occupied
at 90% even in a brutal economy because we are equipped with the
highest quality resorts, the preeminent brands, and the finest
employees in the industry.  We have profoundly improved our cost
structure and are actively building revenue to maximize operating
leverage as the economy shifts into recovery mode.  Our forward
convention booking pace accelerated again in the fourth quarter
with over 440,000 future room nights booked.  We are keenly
focused on strengthening our financial foundation and made
historic progress last year."

The Company reported $22.51 billion in total assets, $2.38 billion
in total current liabilities, $3.03 billion in deferred income
taxes, $12.97 billion in long term debt, and $256.83 million other
long term obligation, resulting to a $3.87 billion stockholders'
equity as of Dec. 31, 2009.

                       Financial Position

In late December 2009, the Company borrowed the remaining
availability under its senior credit facility of $1.6 billion in
order to increase its capacity for issuing additional senior
secured notes under its existing senior secured notes indentures,
which resulted in a higher than normal cash balance at year end of
$2.1 billion.  The Company repaid such amounts immediately after
year-end. The Company's outstanding debt balance was $12.5 billion
at December 31, 2009, down from $13.5 billion at December 31,
2008.

The Company is seeking amendments to its aggregate $5.55 billion
of senior credit facilities which would, among other things,
extend the maturity of a substantial portion of those credit
facilities from October 3, 2011 to February 21, 2014. The Company
has asked its lenders to provide their final approvals of the
transaction by February 24, 2010.

"Extending our credit facility will provide us with significant
flexibility to continue to work on de-leveraging our balance
sheet," said Dan D'Arrigo, MGM MIRAGE Executive Vice President and
Chief Financial Officer.  "We appreciate the strong initial
support from our group of lenders who have consistently been our
partners. We believe this amendment to our credit facility will
provide a platform for long-term capital stability and reinforces
our dedication to improving our finances."

A copy of the press release showing MGM Mirage's 4th quarter
results is available for free at:

             http://researcharchives.com/t/s?5489

                        About MGM MIRAGE

Headquartered in Las Vegas, Nevada, MGM MIRAGE (NYSE: MGM) --
http://www.mgmmirage.com/-- owns and operates 16 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, New Jersey,
Illinois and Macau.  CityCenter, an urban metropolis on the Las
Vegas Strip scheduled to open in late 2009, is a joint venture
between MGM MIRAGE and Infinity World Development Corp, a
subsidiary of Dubai World.  MGM MIRAGE Hospitality has entered
into management agreements for future casino and non-casino
resorts throughout the world.

At September 30, 2009, MGM MIRAGE had $21.7 billion in total
assets against total current liabilities of $1.15 billion,
deferred income taxes of $3.14 billion, long-term debt of
$12.9 billion, other long-term obligations of $221.70 million;
resulting in stockholders' equity of $4.29 billion.

                         *     *     *

As reported by the Troubled Company Reporter on September 22,
2009, Moody's Investors Service affirmed MGM MIRAGE's Caa2
Corporate Family Rating and Caa3 Probability of Default Rating.
Moody's also assigned a Caa2 rating to the company's new
$475 million 11.375% senior unsecured notes due 2018.  Moody's
also affirmed MGM's SGL-4 Speculative Grade Liquidity rating.  The
rating outlook is negative.

As reported by the TCR on September 24, 2009, Fitch Ratings has
assigned a 'CCC/RR4' rating to MGM MIRAGE's $475 million 11.375%
unsecured notes due 2018.  The notes were priced at a 97.396%
discount to yield 11.875%.  The net proceeds will be used to
reduce credit facility borrowings, and also for general corporate
purposes.  The offering attempts to chip away at the company's
most significant credit hurdle: the maturity of its $5.8 billion
credit facility in 2011, which had $4.1 billion outstanding as of
June 30, 2009.


MORTGAGE GUARANTY: S&P Affirms 'B+' Counterparty Credit Ratings
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
counterparty credit and financial strength ratings on Mortgage
Guaranty Insurance Corp.  Standard & Poor's also said that it
removed these ratings from CreditWatch, where they were placed on
May 19, 2009, with negative implications.  The outlook is
negative.  This action does not affect MGIC Investment Corp.,
MGIC's parent company.

S&P originally placed the MGIC ratings on CreditWatch negative
following an announcement that MGIC was considering a
restructuring plan, whereby it would contribute capital to MGIC
Indemnity Co., its wholly owned subsidiary.  The purpose of the
restructuring plan was to allow the company to continue to write
business in jurisdictions where, in the event it breached the
minimum regulatory capital requirements, it was unable to obtain
waivers.

On Oct. 19, 2009, when S&P lowered the ratings to 'B+' from 'BB',
S&P indicated that downstreaming of capital significantly greater
than $200 million would lead to another negative rating action.
"S&P has affirmed the ratings because the regulatory approvals
received stipulate that the capital contribution will not exceed
$200 million without prior approval," said Standard & Poor's
credit analyst Ron Joas.

The outlook on MGIC is negative, largely reflecting the potential
for increased losses because of the macroeconomic environment.  If
the U.S. economy were to experience another setback, prolonging
the exit from the recession, delinquencies and resulting losses
could increase at an even greater rate, with lower benefits
available from rescissions than what has been seen over the past
year.  In addition, any existing and potential benefits from
modification programs might reverse as modified loans redefault at
a greater rate and ongoing modification attempts become
ineffectual.  If this were to happen, MGIC's capital would
experience losses at an even greater rate than in 2009,
potentially threatening its viability and resulting in a runoff
scenario.


MPI AZALEA: Files Schedules of Assets and Liabilities
-----------------------------------------------------
MPI Azalea, LLC filed with the U.S. Bankruptcy Court for that
Northern District of Georgia its schedules of assets and
liabilities, disclosing:

    Name of Schedule              Assets         Liabilities
    ----------------            -----------      -----------
A. Real Property              $118,445,000
B. Personal Property              $212,795
C. Property Claimed as
    Exempt
D. Creditors Holding
    Secured Claims                               $85,188,850
E. Creditors Holding
    Unsecured Priority
    Claims                                              $223
F. Creditors Holding
    Unsecured Non-priority
    Claims                                        $1,076,876
                                -----------      -----------
       TOTAL                   $118,657,795      $86,265,949

Atlanta, Georgia-based MPI Azalea, LLC, aka Highland Brooke
Apartments and its affiliates filed for Chapter 11 on January 8,
2010 (Bankr. N.D. Ga. Lead Case No. 09-60803).  Jimmy C. Luke,
Esq., at Foltz Martin, LLC assists the Debtor in its restructuring
effort.  In its petition, the Debtor listed assets and liabilities
both ranging from $10,000,001 to $50,000,000.


NATURAL PRODUCTS: Levlad LLC Files Schedules of Assets & Debts
--------------------------------------------------------------
Levlad, LLC, a debtor-affiliate of Natural Products Group, LLC,
filed with the U.S. Bankruptcy Court for the District of Delaware
its schedules of assets and liabilities, disclosing:

    Name of Schedule              Assets         Liabilities
    ----------------            -----------      -----------
A. Real Property                        $0
B. Personal Property           $37,272,330
C. Property Claimed as
    Exempt
D. Creditors Holding
    Secured Claims                              $530,459,066
E. Creditors Holding
    Unsecured Priority
    Claims                                                $0
F. Creditors Holding
    Unsecured Non-priority
    Claims                                       $52,822,334
                                -----------      -----------
       TOTAL                    $37,272,330     $583,281,400

Wilmington, Delaware-based Natural Products Group, LLC, filed for
Chapter 11 bankruptcy protection on January 27, 2010 (Bankr. D.
Delaware Case No. 10-10239).  Eric Michael Sutty, Esq.; Jeffrey M.
Schlerf, Esq.; and John H. Strock, III, Esq., at Fox Rothschild
LLP, assist the Company in its restructuring effort.  The Company
listed $100,000,001 to $500,000,000 in assets and $500,000,001 to
$1,000,000,000 in liabilities.

The Company's affiliates -- Arbonne Intermerdiate Holdco, Inc.;
Levlad Intermediate Holdco, Inc.; Arbonne International, LLC;
Levlad, LLC; Arbonne Institute of Research and Development, LLC;
Arbonne International Holdings, Inc.; and Arbonne International
Distribution, Inc. -- filed separate Chapter 11 bankruptcy
petitions.


NEENAH ENTERPRISES: U.S. Trustee Forms 5-Member Creditors Panel
---------------------------------------------------------------
Roberta A. DeAngelis, the Acting U.S. Trustee for Region 3,
appointed five members to the official committee of unsecured
creditors in the Chapter 11 cases of Neenah Enterprises, Inc.,
et al.

The Creditors Committee members are:

1. Gerdau Ameristeel
  Attn: Harold Fernandez
  4221 W Boy Scout Blvd., Suite 4600
  Tampa, FL 33607
  Tel: (813) 207-2249
  Fax: (813) 207-2319

2. Wisconsin Electric Power Company
  Attn: Tim Brown
  231 W. Michigan St.
  Milwaukee, WI 53203
  Tel: (414) 221-3792
  Fax: (414) 221-4093

3. The Timken Co.
  Attn: Michael Hart
  1835 Dueber Ave. SW
  P.O. Box 6927
  Canton, OH 44708
  Tel: (330) 471-4904
  Fax: (330) 458-6967

4. Sadoff & Rudoy Industries, LLP
  Attn: Frank Villaire
  P.O. Box 1138
  Fond Du Lac, WI 54936
  Tel: (920) 921-2070
  Fax: (920) 921-4773

5. Dana Holding Corporation
  Attn: Charles Stevens
  6201 Trust Dr.
  Holland OH 43528
  Tel: (419) 866-2627
  Fax: (419) 866-7291

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.

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.


NEWPAGE CORPORATION: Sales Down 29% in 2009; Net Loss at $308MM
---------------------------------------------------------------
NewPage Corporation says that net sales were $857 million in the
fourth quarter of 2009 compared to $977 million in the fourth
quarter of 2008, a decrease of $120 million, or 12%.  For the full
year 2009, net sales were $3,106 million compared to
$4,356 million for 2008, a decrease of $1,250 million, or 29%.
Sales volume of coated paper improved during the fourth quarter of
2009 compared to the fourth quarter of 2008, but declined for the
full year 2009 compared to 2008. The decrease in net sales also
reflects lower coated paper prices during the fourth quarter and
full year 2009 compared to the similar periods in 2008.

Net loss attributable to the company was $55 million in the fourth
quarter of 2009 compared to $42 million in the fourth quarter of
2008.  For the full year 2009, net loss attributable to the
company was $308 million, including $133 million related to debt
refinancing in the third quarter of 2009, compared to $117 million
in 2008.  Debt covenant EBITDA was $432 million in 2009 compared
to $611 million in 2008.

The decline in debt covenant EBITDA is primarily the result of
significantly lower sales volumes and lower average sales prices
partially offset by income from alternative fuel mixture tax
credits, reductions in raw material costs and ongoing productivity
improvements.

"With the elimination of covenants tied to EBITDA in September
2009, we focused on generating cash by significantly reducing our
finished goods inventories," said Mark A. Suwyn, NewPage
Corporation Chairman.  "As orders improved, we filled sales orders
from inventory while still taking 104,000 tons of downtime in the
fourth quarter.  Our EBITDA for the quarter was depressed as a
result of these actions along with planned higher maintenance
charges, but we generated over $100 million of cash from reducing
inventories and managing our accounts receivable and accounts
payable.  In addition, it sets us up for a stronger 2010 as we
entered the year with inventories much more in line with our
business levels."

The Company reported $4.0 billion in total assets, $468.0 million,
$3.0 billion in long term debt, and $493.0 in long-term
obligations resulting to a $14.0 million stockholders' equity as
of Dec. 31, 2009.

"During 2009 we faced very challenging market conditions. Overall
industry shipments of coated papers were off 20 percent as print
advertising reacted to the uncertain economy and customers reduced
their inventories of paper," added Mr. Suwyn.

"During 2009, we took approximately 515,000 tons of market-related
downtime that included the indefinite shutdown of two paper
machines -- one in Rumford, Maine and one in Whiting, Wisconsin,"
said Suwyn.  "We believe inventories have now essentially bottomed
out through the mill and printer system, and we have seen some
rebound in orders over the past couple of months that have allowed
us to restart production on these machines.  While a couple of
months do not make a trend, our customers indicate print
advertising appears to be in the early stages of recovery."

"We also continued our relentless focus on Lean Six Sigma, and now
have 3,800 people trained in LSS," added Suwyn.  "Our employee
efforts have had a significant impact on our costs and
productivity is growing every day.  In 2009, we realized $60
million in hard savings through 470 completed LSS projects.  Since
deployment, LSS has realized $149 million and completed over 900
LSS projects."

Interest expense for 2009 was $418 million compared to $277
million for 2008. Included in interest expense for 2009 is a loss
of $85 million on the extinguishment of debt and $48 million of
unrealized losses on our interest rate swaps reclassified from
accumulated other comprehensive income as a result of the
retirement of the senior secured term loan in September 2009.

As previously reported, the U.S. Internal Revenue Code allowed a
refundable excise tax credit for alternative fuel mixtures
produced for sale or for use as a fuel in a trade or business.
This credit expired on December 31, 2009.  Income recognized for
the credit is included in net income attributable to the company
and totaled $90 million for the fourth quarter of 2009 and $304
million for the full year 2009.  We believe that generally the
industry passed on most of the benefits of the alternative fuel
mixture credit to customers in the form of lower sales prices.

NewPage closed the year with $224 million of liquidity, consisting
of $5 million of cash and cash equivalents and $219 million of
additional borrowing availability under the revolving credit
facility after reduction for $94 million in letters of credit and
$52 million in outstanding borrowings under the revolving credit
facility.  The amount available under the revolving credit
facility takes into consideration the requirement to maintain a
minimum availability of $50 million through March 2011 that was
added as part of the amendment to the revolving credit facility in
September 2009.

David J. Prystash, Senior Vice President and Chief Financial
Officer for NewPage commented, "The actions we took to adjust our
inventories were reflected in the fourth quarter cash flows. We
generated $100 million of cash flows from managing our inventory,
accounts receivable and accounts payable that allowed us to
improve our liquidity and pay down debt."

A full-text copy of the Company's press release showing its 2009
financial results is available for free at
http://ResearchArchives.com/t/s?545c

                    About NewPage Corporation

Headquartered in Miamisburg, Ohio, NewPage Corporation --
http://www.NewPageCorp.com/-- is the largest coated paper
manufacturer in North America, based on production capacity, with
$4.4 billion in net sales for the year ended December 31, 2008.
The company's product portfolio is the broadest in North America
and includes coated freesheet, coated groundwood, supercalendered,
newsprint and specialty papers.  These papers are used for
corporate collateral, commercial printing, magazines, catalogs,
books, coupons, inserts, newspapers, packaging applications and
direct mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of approximately 4.4 million tons
of paper, including approximately 3.2 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.

As of June 30, 2009, NewPage Holding had $4.141 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $3.145 billion, and other long-term obligations of
$618 million; resulting in $97 million total deficit.

As of June 30, 2009, NewPage Corp. had $4.140 billion in total
assets; and total current liabilities of $475 million, long-term
debt of $2.953 billion, and other long-term obligations of
$618 million; resulting in $94 million total deficit.

As reported by the Troubled Company Reporter on October 7, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on NewPage Corp. to 'CCC+' from 'SD' (selective default).
The outlook is negative.

S&P raised the issue-level rating on the company's second-lien
floating- and fixed-rate notes due 2012 to 'CCC-' (two notches
below the corporate credit rating) from 'D'.  The recovery rating
on these notes remains at '6', indicating S&P's expectation of
negligible (0% to 10%) recovery in the event of a payment default.

S&P also raised the issue-level rating on the company's
subordinated notes to 'CCC-' from 'CC'.   The recovery rating is
unchanged at '6', indicating S&P's expectation of negligible (0%
to 10%) recovery in the event of a payment default.


PALMDALE HILLS: 9th Cir. BAP Rejects Equitable Subordination Bid
----------------------------------------------------------------
netDockets says Robert Sahyan at Sheppard Mullin Richter & Hampton
LLP authored an article last week on the recent opinion by the
Bankruptcy Appellate Panel for the Ninth Circuit in Lehman
Commercial Paper v. Palmdale Hills Prop. (In re Palmdale Hills
Prop., LLC), 2009 Bankr. LEXIS 4294 (B.A.P. 9th Cir. Dec. 15,
2009).  The case addresses an attempt by Palmdale Hills and its
debtor-affiliates to equitably subordinate the secured claims of
two affiliates of Lehman Brothers, Inc.

The Palmdale Debtors have proposed a chapter 11 plan based
principally on equitably subordinating the claims of Lehman ALI,
Inc., a non-debtor, and debtor Lehman Commercial Paper Inc.  The
Palmdale Debtors also filed an adversary proceeding against Lehman
ALI to equitably subordinate its claim, which they later proposed
to amend to include a request to equitably subordinate Lehman
Commercial's claim and transfer its lien to the estate if the U.S.
Bankruptcy Court for the Central District of California -- where
the Palmdale cases are pending -- determined that such action
would not violate the automatic stay applicable in Lehman
Commercial's bankruptcy case.

Lehman filed a motion for relief from stay in the Palmdale
Debtors' California case arguing that they were owed more than
$649 million on their loans to the Palmdale Debtors, and that the
properties securing the loans lacked equity and were declining in
value.  Lehman also argued that the Palmdale Debtors'
reorganization would fail because it was based on equitably
subordinating Lehman Commercial's claim, which Lehman Commercial
argued violated the automatic stay applicable in its bankruptcy
case.

The California court did not, however, grant Lehman's stay relief
motion, and instead treated it as an informal proof of claim.  The
California court also ruled that the Palmdale Debtors could pursue
equitable subordination, through either an adversary proceeding or
a plan, as a defense to Lehman Commercial's stay relief motion
without violating the automatic stay imposed in Lehman
Commercial's bankruptcy case.

Lehman Commercial took an appeal.

The BAP reversed, holding that the California bankruptcy court
erred in finding that the Palmdale Debtors could pursue equitable
subordination of the Lehman Commercial's claim and transfer its
lien to the estate without first obtaining relief from the
automatic stay in Lehman Commercial's New York bankruptcy case.
While the BAP agreed that equitable subordination could be
asserted as a defense to a motion seeking relief from the
automatic stay without the necessity for seeking relief from the
automatic stay, the BAP concluded that, under the facts of the
case, equitable subordination was not merely a defense to the
relief from stay motion.  According to the BAP, when the
California bankruptcy court permitted the Palmdale Debtors to
pursue equitable subordination of Lehman Commercial's claim, it
conflated equitable subordination as a defense to a relief from
stay motion with equitable subordination as an objection to a
claim. Because the adjudication of the Palmdale Debtors' equitable
subordination of Lehman Commercial's claim sought affirmative
relief and was not merely a defense, it rose to the level of
violating Lehman Commercial's stay.

The BAP also rejected the Palmdale Debtors' contention that,
because a complete disallowance of a claim through a claim
objection could be achieved without a stay violation, their
"lesser defensive remedy" of claim subordination could not
possibly violate the automatic stay.  The BAP noted that when a
claim is disallowed, the creditor effectively never had the right
to payment under that claim and the debtor did not recover any
property from the creditor; whereas under equitable subordination,
the creditor has a right to payment, but that right is modified
based on equitable grounds and, if the claim is secured by a lien,
that lien is transferred to the estate.  According to the BAP, it
was this key difference that transformed the Palmdale Debtors'
claim of equitable subordination from a proper defense to Lehman
Commercial's stay relief motion into an offensive action against
Lehman Commercial's estate.

The BAP also noted that if the Palmdale Debtors were allowed to
subordinate Lehman Commercial's claim in the California bankruptcy
court without first moving for a stay relief in Lehman
Commercial's New York bankruptcy case, Lehman Commercial's
creditors would be deprived of notice and the chance to challenge
the subordination action even though their rights would be
affected.

One judge dissented in the Palmdale Hills case and disagreed with
the majority's principal holding (as characterized by the dissent)
that a debtor may not, in its own bankruptcy, unilaterally defend
against a lender's inequitable claim if that lender is also a
bankruptcy debtor.  According to the dissent, the majority's
distinction between claim disallowance and claim subordination is
a distinction without a difference and does not constitute a good
reason to require a debtor to seek permission of its creditor's
bankruptcy court to avoid an equitable result in its own case.
Alternatively, according to the dissent, Lehman Commercial waived
its right to raise automatic stay issues once it filed its proof
of claim.

Mr. Sahyan says the Palmdale Hills decision represents a warning
sign for a debtor in bankruptcy to tread carefully when dealing
with claims filed in its own case.  "In light of the large number
of bankruptcy filings in recent months, it may behoove such a
debtor intending to equitably subordinate a creditor's claim, to
first check the bankruptcy status, if any, of such creditor and
avoid violating the creditor's automatic stay if it happens to be
in bankruptcy itself," Mr. Sahyan says.

                        About Palmdale Hills

SunCal Companies is a California developer. Palmdale Hills
Property LLC and other units were formed to develop various
residential real estate projects located throughout the western
United States.

Lehman Brothers Holdings Inc. and an affiliate committed to SunCal
on a $2.3 billion funding for the development of various
residential real estate projects. The amounts were secured by,
among other things, first priority trust deeds on the projects,
which include oceanlots in San Clemente, in California. LBHI
stopped funding after it filed for bankruptcy in September 15,
2008.

Palmdale together with affiliates, which include SunCal Bickford,
and LBL-SunCal Northlake LLC, filed for Chapter 11 protection
before the U.S. Bankruptcy Court for the Central District of
California on Nov. 6, 2008 (Case No. 08-17206).

In its petition, Palmdale estimated assets and debts of between
$100,000,001 to $500,000,000. Paul J. Couchot, Esq., at Winthrop
Couchot PC, represents the Debtors in their restructuring effort.

                      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 $639 billion in assets and $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 $2
dollars 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 its various
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


PCAA PARENT: Airport Unit Files Schedules of Assets & Liabilities
-----------------------------------------------------------------
Parking Company of America Airports, LLC, a debtor-affiliate of
PCAA Parent, LLC, filed with the U.S. Bankruptcy Court for the
District of Delaware its schedules of assets and liabilities,
disclosing:

    Name of Schedule              Assets         Liabilities
    ----------------            -----------      -----------
A. Real Property               $51,786,138
B. Personal Property           $11,233,242
C. Property Claimed as
    Exempt
D. Creditors Holding
    Secured Claims                              $198,964,891
E. Creditors Holding
    Unsecured Priority
    Claims                                                $0
F. Creditors Holding
    Unsecured Non-priority
    Claims                                                $0
                                -----------      -----------
       TOTAL                    $63,019,380     $198,964,891

Essington, Pennsylvania-based PCAA Parent, LLC, runs the largest
domestic off-site airport parking business, operating 31 off-site
airport parking facilities comprising over 40,000 parking spaces
near 20 major airports across the U.S.  The Company owns or leases
its off-airport parking facilities in, among other states,
California, Arizona, Colorado, Texas, Georgia, Tennessee,
Pennsylvania, Connecticut, New York, New Jersey, and Illinois.

The Company filed for Chapter 11 bankruptcy protection on
January 28, 2010 (Bankr. D. Del. Case No. 10-10250).  John Henry
Knight, Esq.; Lee E. Kaufman, Esq.; and Mark D. Collins, Esq.; and
Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A.,
assist the Company in its restructuring effort.  The Company
listed $50,000,001 to $100,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.

The Company's affiliates -- PCAA Chicago, LLC; Parking Company of
America Airports, LLC; PCA Airports, Ltd.; PCAA GP, LLC; Parking
Company of America Airports Phoenix, LLC; RCL Properties, LLC;
PCAA LP, LLC; PCAA Properties, LLC; Airport Parking Management,
Inc.; PCAA SP-OK, LLC; PCAA SP, LLC; PCAA Oakland, LLC; and PCAA
Missouri, LLC -- filed separate Chapter 11 bankruptcy petitions.


PCAA PARENT: Gets Court Okay to Auction Assets
----------------------------------------------
PCAA Parent, LLC, et al., obtained authorization from the U.S.
Bankruptcy Court for the District of Delaware for a sale process
where Bainbridge ZKS - Corinthian Holdings LLC will start an
auction for substantially all of their assets.

The Court has allowed the Debtor to enter into asset purchase
agreement with Bainbridge/ZKS Holding Company, LLC.  Absent higher
and better bids, Bainbridge will buy the assets in exchange for
(a) payment of an amount in cash equal to the $111,500,000 sale
agreement, plus the amount of pre-paid deposits, plus the amount
of car on lot revenue, minus the amount of pre-paid revenue; and
(b) the assumption of the assumed liabilities.  As part of the
"stalking-horse" agreement, the Debtor is authorized to pay
Bainbridge a break-up fee of $3,066,250 if the assets are sold to
another party.

The deadline for the submission of bids is April 21, at 4:00 p.m.
If competing bids are received, an auction will be held on April
27.  The Debtor will seek approval of the sale to Bainbridge or
the winning bidder at the hearing on May 14.

Essington, Pennsylvania-based PCAA Parent, LLC, runs the largest
domestic off-site airport parking business, operating 31 off-site
airport parking facilities comprising over 40,000 parking spaces
near 20 major airports across the U.S.  The Company owns or leases
its off-airport parking facilities in, among other states,
California, Arizona, Colorado, Texas, Georgia, Tennessee,
Pennsylvania, Connecticut, New York, New Jersey, and Illinois.

The Company filed for Chapter 11 bankruptcy protection on
January 28, 2010 (Bankr. D. Del. Case No. 10-10250).  John Henry
Knight, Esq.; Lee E. Kaufman, Esq.; and Mark D. Collins, Esq.; and
Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A.,
assist the Company in its restructuring effort.  The Company
listed $50,000,001 to $100,000,000 in assets and $100,000,001 to
$500,000,000 in liabilities.

The Company's affiliates -- PCAA Chicago, LLC; Parking Company of
America Airports, LLC; PCA Airports, Ltd.; PCAA GP, LLC; Parking
Company of America Airports Phoenix, LLC; RCL Properties, LLC;
PCAA LP, LLC; PCAA Properties, LLC; Airport Parking Management,
Inc.; PCAA SP-OK, LLC; PCAA SP, LLC; PCAA Oakland, LLC; and PCAA
Missouri, LLC -- filed separate Chapter 11 bankruptcy petitions.


PREMIUM DEVELOPMENTS: U.S. Trustee Wants Ch. 11 Case Dismissed
--------------------------------------------------------------
Robert D. Miller Jr., the acting U.S. Trustee for Region 18, has
asked the U.S. Bankruptcy Court for the Eastern District of
Washington to dismiss or convert Premium Developments, LLC's
Chapter 11 case to Chapter 7.

According to the U.S. Trustee, the Debtor hasn't submitted proof
of insurance on the assets of the estate.  The risk of loss to the
estate is not reasonable, says the U.S. Trustee.  The Debtor
hasn't also filed their operating reports when due.

The U.S. Trustee says that the case is not being prosecuted.
Motions filed for consolidation haven't been pursued, nor the
evidence required under case law provided.

The U.S. Trustee wants the Debtor to pay him all fees payable.

East Wenatchee, Washington-based Premium Developments LLC filed
for Chapter 11 bankruptcy protection on December 4, 2009 (Bankr.
E.D. Wash. Case No. 09-06746).  Allan L. Galbraith, Esq., at Davis
Arneil Law Firm LLP assists the Company in its restructuring
effort.  The Company listed $10,000,001 to $50,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.


PRIMUS TELECOM: Altai Capital Beneficially Owns 7.82% of Stock
--------------------------------------------------------------
Altai Capital Management L.P., et al., disclosed that as of
December 31, 2009, they may be deemed to beneficially own shares
of Primus Telecommunication Group Incorporated's common stock, par
value $0.001 per share:

                                       Shares
                                       Beneficially
   Company                             Owned         Percentage
   -------                             ------------  ----------
Altai Capital Management LLC             750,366       7.82%
Altai Capital Master Fund, Ltd.          750,366       7.82%
Altai Capital Management, L.P.           750,366       7.82%
Steve Tesoriere                          750,366       7.82%
Rishi Bajaj                              750,366       7.82%

The percentages used to calculate beneficial ownership are based
upon the 9,600,000 shares of Commmon Stock that are outstanding as
of September 30, 2009, as reported by the Company in its Form 10-Q
for the quarterly period ended September 30, 2009.

A full-text copy of Altai Capital's amended Schedule 13G is
available for free at http://researcharchives.com/t/s?5488

                       About Primus Telecom

PRIMUS Telecommunications Group, Incorporated (OTC BB: PMUG) --
http://www.primustel.com/-- is a facilities-based integrated
global communications services provider offering international and
domestic voice, voice-over-Internet protocol (VOIP), Internet,
wireless, data and hosting services to business and residential
retail customers and other carriers located primarily in the
United States, Canada, Australia, the United Kingdom and western
Europe. PRIMUS provides services over its global network of owned
and leased transmission facilities, including approximately 500
points-of-presence (POPs) throughout the world, ownership
interests in undersea fiber optic cable systems, 18 carrier-grade
international gateway and domestic switches, and a variety of
operating relationships that allow it to deliver traffic
worldwide. Founded in 1994, PRIMUS is based in McLean, Virginia.

The Company and four its affiliates filed for Chapter 11
protection on March 16, 2009 (Bankr. D. Del. Lead Case No.
09-10867).  George N. Panagakis, Esq., and T Kellan Grant, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, are the
Debtors' proposed counsel.  Davis L. Wright, Esq., Eric M. Davis,
Esq., and Anthony Clark, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in Wilmington, Delaware, are the Debtors' proposed local
counsel.  The Debtor proposed CRT Investment Banking LLC as
financial adviser and investment banker.  When the Debtors filed
for protection from their creditors, they listed assets between
$100 million and $500 million, and debts between $500 million and
$1 billion.

The Debtors filed their proposed plan of reorganization together
with their bankruptcy petitions on March 16, 2009.  An amended
reorganization plan was filed April 27, 2009 and the final plan
was filed on June 12, 2009.  Primus has implemented its Chapter 11
reorganization plan.  Primus' Chapter 11 plan was confirmed by the
U.S. Bankruptcy Court for the District of Delaware on June 12,
2009.

                          *     *     *

As reported in the Troubled Company Reporter on December 8, 2009,
Standard & Poor's Rating Services assigned its 'B-' corporate
credit rating to Primus Telecommunications Group Inc.  S&P also
assigned 'B' issue-level and '2' recovery ratings to an
aggregate $130 million of debt expected to be issued by two Primus
units: Primus Telecommunications Holding Inc.'s $85 million senior
secured notes due 2016 and Primus Telecommunications Canada Inc.'s
$45 million senior secured notes due 2016.  The '2' recovery
rating indicates expectations for substantial (70%-90%) recovery
of principal in the event of payment default.

At the same time S&P assigned its 'CCC+' issue-level and '5'
recovery ratings to unit Primus Telecommunications IHC Inc.'s
existing $123 million senior secured subordinated notes due 2013.
The '5' recovery rating on the notes indicates expectations for
modest (10%-30%) recovery in the event of payment default.
Outstanding debt, pro forma for the new notes, will be
approximately $260 million, not adjusted for operating leases.
Primus emerged from Chapter 11 bankruptcy on July 1, 2009, having
discharged over half of its pre-petition debt.


PRIMUS TELECOM: BH Management Owns 4.4% of Common Stock
-------------------------------------------------------
Black Horse Capital LP, et al., disclosed that as of December 31,
2009, they may be deemed to beneficially own shares of Primus
Telecommunication Group Incorporated's common stock, par value
$0.001 per share:

                                       Shares
                                       Beneficially
   Company                             Owned         Percentage
   -------                             ------------  ----------
Black Horse Capital LP                   420,283        4.4%
Black Horse Capital (QP) LP              132,625        1.4%
Black Horse Capital Master Fund Ltd.     151,792        1.6%
Black Horse Capital Management LLC       704,700        7.3%
Dale Chappell                            704,700        7.3%

Black Horse Capital Management LLC beneficially owns the shares of
Common Stock held by Black Horse Capital LP, Black Horse Capital
(QP) LP, and Black Horse Capital Master Fund Ltd.

Mr. Chappell is deemed to beneficially own the 704,700 shares of
Common Stock beneficially owned by BH Management.

Collectively, Black Horse et al. beneficially own 704,700 shares
of Common Stock.

A full-text copy of Black Horse Capital LP's amended Schedule 13G
is available for free at http://researcharchives.com/t/s?5485

                       About Primus Telecom

PRIMUS Telecommunications Group, Incorporated (OTC BB: PMUG) --
http://www.primustel.com/-- is a facilities-based integrated
global communications services provider offering international and
domestic voice, voice-over-Internet protocol (VOIP), Internet,
wireless, data and hosting services to business and residential
retail customers and other carriers located primarily in the
United States, Canada, Australia, the United Kingdom and western
Europe. PRIMUS provides services over its global network of owned
and leased transmission facilities, including approximately 500
points-of-presence (POPs) throughout the world, ownership
interests in undersea fiber optic cable systems, 18 carrier-grade
international gateway and domestic switches, and a variety of
operating relationships that allow it to deliver traffic
worldwide. Founded in 1994, PRIMUS is based in McLean, Virginia.

The Company and four its affiliates filed for Chapter 11
protection on March 16, 2009 (Bankr. D. Del. Lead Case No.
09-10867).  George N. Panagakis, Esq., and T Kellan Grant, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, are the
Debtors' proposed counsel.  Davis L. Wright, Esq., Eric M. Davis,
Esq., and Anthony Clark, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in Wilmington, Delaware, are the Debtors' proposed local
counsel.  The Debtor proposed CRT Investment Banking LLC as
financial adviser and investment banker.  When the Debtors filed
for protection from their creditors, they listed assets between
$100 million and $500 million, and debts between $500 million and
$1 billion.

The Debtors filed their proposed plan of reorganization together
with their bankruptcy petitions on March 16, 2009.  An amended
reorganization plan was filed April 27, 2009 and the final plan
was filed on June 12, 2009.  Primus has implemented its Chapter 11
reorganization plan.  Primus' Chapter 11 plan was confirmed by the
U.S. Bankruptcy Court for the District of Delaware on June 12,
2009.

                          *     *     *

As reported in the Troubled Company Reporter on December 8, 2009,
Standard & Poor's Rating Services assigned its 'B-' corporate
credit rating to Primus Telecommunications Group Inc.  S&P also
assigned 'B' issue-level and '2' recovery ratings to an
aggregate $130 million of debt expected to be issued by two Primus
units: Primus Telecommunications Holding Inc.'s $85 million senior
secured notes due 2016 and Primus Telecommunications Canada Inc.'s
$45 million senior secured notes due 2016.  The '2' recovery
rating indicates expectations for substantial (70%-90%) recovery
of principal in the event of payment default.

At the same time S&P assigned its 'CCC+' issue-level and '5'
recovery ratings to unit Primus Telecommunications IHC Inc.'s
existing $123 million senior secured subordinated notes due 2013.
The '5' recovery rating on the notes indicates expectations for
modest (10%-30%) recovery in the event of payment default.
Outstanding debt, pro forma for the new notes, will be
approximately $260 million, not adjusted for operating leases.
Primus emerged from Chapter 11 bankruptcy on July 1, 2009, having
discharged over half of its pre-petition debt.


PRIMUS TELECOM: Burlingame Asset Beneficially Owns 6.5% of Stock
----------------------------------------------------------------
Burlingame Asset Management LLC, et al., disclosed that as of
December 31, 2009, they may be deemed to beneficially own shares
of Primus Telecommunication Group Incorporated's common stock, par
value $0.001 per share:

                                       Shares
                                       Beneficially
   Company                             Owned         Percentage
   -------                             ------------  ----------
Burlingame Equity Investors, LP          492,489        5.1%
Burlingame Equity Investors II, LP        53,005        0.6%
Burlingame Equity Investors
  (Offshore) Ltd.                         81,833        0.9%
Burlingame Asset Management, LLC         627,327        6.5%
Blair E. Sanford                         627,327        6.5%

Burlingame Asset Management, as the general partner of Burlingame
Equity Investors, LP and Burlingame Equity Investors II, LP, and
the investment manager of Burlingame Equity Investors (Offshore)
Ltd., may be deemed to beneficially own the 627,327 share of
Common Stock beneficially owned by them.

A full-text copy of Burlingame Asset Management's amended Schedule
13G is available for free at http://researcharchives.com/t/s?5486

                       About Primus Telecom

PRIMUS Telecommunications Group, Incorporated (OTC BB: PMUG) --
http://www.primustel.com/-- is a facilities-based integrated
global communications services provider offering international and
domestic voice, voice-over-Internet protocol (VOIP), Internet,
wireless, data and hosting services to business and residential
retail customers and other carriers located primarily in the
United States, Canada, Australia, the United Kingdom and western
Europe. PRIMUS provides services over its global network of owned
and leased transmission facilities, including approximately 500
points-of-presence (POPs) throughout the world, ownership
interests in undersea fiber optic cable systems, 18 carrier-grade
international gateway and domestic switches, and a variety of
operating relationships that allow it to deliver traffic
worldwide. Founded in 1994, PRIMUS is based in McLean, Virginia.

The Company and four its affiliates filed for Chapter 11
protection on March 16, 2009 (Bankr. D. Del. Lead Case No.
09-10867).  George N. Panagakis, Esq., and T Kellan Grant, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, are the
Debtors' proposed counsel.  Davis L. Wright, Esq., Eric M. Davis,
Esq., and Anthony Clark, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in Wilmington, Delaware, are the Debtors' proposed local
counsel.  The Debtor proposed CRT Investment Banking LLC as
financial adviser and investment banker.  When the Debtors filed
for protection from their creditors, they listed assets between
$100 million and $500 million, and debts between $500 million and
$1 billion.

The Debtors filed their proposed plan of reorganization together
with their bankruptcy petitions on March 16, 2009.  An amended
reorganization plan was filed April 27, 2009 and the final plan
was filed on June 12, 2009.  Primus has implemented its Chapter 11
reorganization plan.  Primus' Chapter 11 plan was confirmed by the
U.S. Bankruptcy Court for the District of Delaware on June 12,
2009.

                          *     *     *

As reported in the Troubled Company Reporter on December 8, 2009,
Standard & Poor's Rating Services assigned its 'B-' corporate
credit rating to Primus Telecommunications Group Inc.  S&P also
assigned 'B' issue-level and '2' recovery ratings to an
aggregate $130 million of debt expected to be issued by two Primus
units: Primus Telecommunications Holding Inc.'s $85 million senior
secured notes due 2016 and Primus Telecommunications Canada Inc.'s
$45 million senior secured notes due 2016.  The '2' recovery
rating indicates expectations for substantial (70%-90%) recovery
of principal in the event of payment default.

At the same time S&P assigned its 'CCC+' issue-level and '5'
recovery ratings to unit Primus Telecommunications IHC Inc.'s
existing $123 million senior secured subordinated notes due 2013.
The '5' recovery rating on the notes indicates expectations for
modest (10%-30%) recovery in the event of payment default.
Outstanding debt, pro forma for the new notes, will be
approximately $260 million, not adjusted for operating leases.
Primus emerged from Chapter 11 bankruptcy on July 1, 2009, having
discharged over half of its pre-petition debt.


PRIMUS TELECOM: CR Intrinsic Reports Zero Equity Stake
------------------------------------------------------
CR Intrinsic Investors, LLC, CR Intrinsic Investments, LLC, and
Steven A. Cohen disclosed that as of December 31, 2009, they have
ceased to own any shares of Primus Telecommunication Group
Incorporated's common stock, par value $0.01 per share.

PRIMUS Telecommunications Group, Incorporated (OTC BB: PMUG) --
http://www.primustel.com/-- is a facilities-based integrated
global communications services provider offering international and
domestic voice, voice-over-Internet protocol (VOIP), Internet,
wireless, data and hosting services to business and residential
retail customers and other carriers located primarily in the
United States, Canada, Australia, the United Kingdom and western
Europe. PRIMUS provides services over its global network of owned
and leased transmission facilities, including approximately 500
points-of-presence (POPs) throughout the world, ownership
interests in undersea fiber optic cable systems, 18 carrier-grade
international gateway and domestic switches, and a variety of
operating relationships that allow it to deliver traffic
worldwide. Founded in 1994, PRIMUS is based in McLean, Virginia.

The Company and four its affiliates filed for Chapter 11
protection on March 16, 2009 (Bankr. D. Del. Lead Case No.
09-10867).  George N. Panagakis, Esq., and T Kellan Grant, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, are the
Debtors' proposed counsel.  Davis L. Wright, Esq., Eric M. Davis,
Esq., and Anthony Clark, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in Wilmington, Delaware, are the Debtors' proposed local
counsel.  The Debtor proposed CRT Investment Banking LLC as
financial adviser and investment banker.  When the Debtors filed
for protection from their creditors, they listed assets between
$100 million and $500 million, and debts between $500 million and
$1 billion.

The Debtors filed their proposed plan of reorganization together
with their bankruptcy petitions on March 16, 2009.  An amended
reorganization plan was filed April 27, 2009 and the final plan
was filed on June 12, 2009.  Primus has implemented its Chapter 11
reorganization plan.  Primus' Chapter 11 plan was confirmed by the
U.S. Bankruptcy Court for the District of Delaware on June 12,
2009.

                          *     *     *

As reported in the Troubled Company Reporter on December 8, 2009,
Standard & Poor's Rating Services assigned its 'B-' corporate
credit rating to Primus Telecommunications Group Inc.  S&P also
assigned 'B' issue-level and '2' recovery ratings to an
aggregate $130 million of debt expected to be issued by two Primus
units: Primus Telecommunications Holding Inc.'s $85 million senior
secured notes due 2016 and Primus Telecommunications Canada Inc.'s
$45 million senior secured notes due 2016.  The '2' recovery
rating indicates expectations for substantial (70%-90%) recovery
of principal in the event of payment default.

At the same time S&P assigned its 'CCC+' issue-level and '5'
recovery ratings to unit Primus Telecommunications IHC Inc.'s
existing $123 million senior secured subordinated notes due 2013.
The '5' recovery rating on the notes indicates expectations for
modest (10%-30%) recovery in the event of payment default.
Outstanding debt, pro forma for the new notes, will be
approximately $260 million, not adjusted for operating leases.
Primus emerged from Chapter 11 bankruptcy on July 1, 2009, having
discharged over half of its pre-petition debt.


RC SOONER HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor:  RC Sooner Holdings, LLC
         108 West 13th Street
         Wilmington, DE 19801

Bankruptcy Case No.: 10-10528

Chapter 11 Petition Date: February 22, 2010

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

Debtor's Counsel: Christopher S. Chow, Esq.
                  Ballard Spahr Andrews & Ingersoll, LLP
                  919 N. Market St., 12th Flr.
                  Wilmington, DE 19801
                  Tel: (302) 252-4431
                  Fax: (302) 252-4466
                  Email: chowc@ballardspahr.com

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

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

The petition was signed by Daniel Gordon, the company's manager.

Debtor-affiliates that filed separate Chapter 11 petitions
February 22, 2009:

(1)   RC Brixton Square Owner, LLC
      Case No: 10-10529
      Estimated Assets:  $1,000,000 to $10,000,000
      Estimated Debts: $1,000,000 to $10,000,000

(2)   RC Cedar Crest Owner, LLC
      Case No: 10-10530
      Estimated Assets: _____________
      Estimated Debts:  _____________

(3)   RC Fulton Plaza Owner, LLC
      Case No: 10-10531
      Estimated Assets: _____________
      Estimated Debts:  _____________

(4)   RC Magnolia Owner, LLC
      Case No: 10-10532
      Estimated Assets: _____________
      Estimated Debts:  _____________

(5)   RC Pomeroy Park Owner, LLC
      Case No: 10-10533
      Estimated Assets: _____________
      Estimated Debts:  _____________

(6)   RC Salida Owner, LLC
      Case No: 10-10534
      Estimated Assets: _____________
      Estimated Debts:  _____________

(7)   RC Savannah South Owner, LLC
      Case No: 10-10535
      Estimated Assets: _____________
      Estimated Debts:  _____________

(8)   RC Southern Hills Owner, LLC
      Case No: 10-10536
      Estimated Assets: _____________
      Estimated Debts:  _____________

(9)   Brixton Square Apartments, LLC
      Case No: 10-10537
      Estimated Assets: _____________
      Estimated Debts:  _____________

(10)  CC Apartments, LLC
      Case No: 10-10538
      Estimated Assets: _____________
      Estimated Debts:  _____________

(11)  Fulton Plaza Apartments, LLC
      Case No: 10-10539
      Estimated Assets: _____________
      Estimated Debts:  _____________

(12)  Magnolia Manor Apartments, LLC
      Case No: 10-10540
      Estimated Assets: _____________
      Estimated Debts:  _____________

(13)  Pomeroy Park Apartments, LLC
      Case No: 10-10541
      Estimated Assets: _____________
      Estimated Debts:  _____________

(14)  Salida Apartments, LLC
      Case No: 10-10542
      Estimated Assets: _____________
      Estimated Debts:  _____________

(15)  Savannah South Apartments, LLC
      Case No: 10-10543
      Estimated Assets: _____________
      Estimated Debts:  _____________

(16)  Southern Hills Villa Apartments, LLC
      Case No: 10-10544
      Estimated Assets: _____________
      Estimated Debts:  _____________

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Admiral Insurance Company                         Unknown
1255 Calwell Road
Cherry Hill, NJ 08034-3220

AT&T                       Utility                $808

City of Owasso             Utility                $2,283

City of Owasso                                    Unknown
Property Tax Division
PO Box 180
Owasso, OK 74055

City of Tulsa              Utility                Unknown
Utility Services
175 E. 2nd Street,
Suite 690
Tulsa, OK 74103

City of Tulsa                                     Unknown
Property Tax Division
175 E. 2nd Street,
Suite 690
Tulsa, OK 74103

EB Computing               Trade Creditor         $33,325

F. Robert LaSaracina,      Accounting Fees        $19,404
CPA , LLC

Fannie Mae                 Lender                 Unknown
3900 Wisconsin Avenue, NW
Washington, DC 20016

JH Choi                    Trade Creditor         $16,200

Lloyds of London                                  Unknown
c/o Messers Mendes & Mount
750 Seventh Avenue
New York, NY 10017

Mid-Century Insurance                             Unknown
Company
PO Box 2478
Terminal Annex
Los Angeles, CA 90051

Mike Posey                 Tort                   Unknown
c/o Jack G. Zurawik, Esq.
Re: Case No. CJ 2008-08257
PO Box 35346
Tulsa, OK 74153

OKES                       Utility                Unknown
8332 East 73rd Street
Tulsa, OK 74133

Oklahoma Natural Gas       Utility                $3,418

RC Realty Management,      Management Fees        $48,394
Inc.

Rosedale Cooley            Due Diligence Fees     $74,553
Management, Inc.

Shal Consulting, NA        Due Diligence Fees     $70,449

Sneed, Lang, Herrold, PC   Legal Fees             $286

Weston Consulting Corp.    Due Diligence Fees     $52,509


RUST OF KENTUCKY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Rust of Kentucky, Inc.
        6170 U.S. 231 North
        Cromwell, KY 42333

Bankruptcy Case No.: 10-10271

Chapter 11 Petition Date: February 22, 2010

Court: United States Bankruptcy Court
       Western District of Kentucky (Bowling Green)

Debtor's Counsel: Scott A. Bachert, Esq.
                  324 E 10th St
                  PO Box 1270
                  Bowling Green, KY 42102
                  Tel: (270) 782-3938
                  Email: bachert@hbd-law.com

                  William Codell, Esq.
                  Harned Bachert & McGehee PSC
                  324 E. 10th Street
                  P.O. Box 1270
                  Bowling Green, KY 42102-1270
                  Tel: (270) 782-3938
                  Fax: (270) 781-4737
                  Email: codell@hbmfirm.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/kywb10-10271.pdf

The petition was signed by Mark A. Rust, president of the Company.


SCIENTIFIC GAMES: Moody's Reviews Ratings on Bank Loan Amendment
----------------------------------------------------------------
Moody's Investors Service placed Scientific Games Corporation's
ratings on review for possible downgrade.  The action follows a
recent amendment to Scientific Games International's bank facility
which included, among other things, a relaxation of its financial
covenants.  SGI is a wholly-owned subsidiary of SGC.

"In Moody's opinion, the relaxation of SGI's financial covenants
suggests SGC's credit metrics will not improve in 2010 or meet
longer-term targets needed for the company to maintain its Ba2
Corporate Family Rating," stated Peggy Holloway Vice President and
Senior Credit Officer.  "The increased covenant cushion is
positive with respect to covenant compliance.  However, it also
appears to be an indication of lower earnings expectations by the
company."

Moody's review will focus on items that will have the most
significant impact on SGC's earnings and credit metrics going
forward.  These include the company's announced strategic
relationship with Playtech Limited along with the company's
overall financial strategy related to future capital spending.
The review will also incorporate the uncertainty related to its
participation in Consorzio Lotterie Nazionali's bid for a
concession for the Gratta e Vinci lottery.

Moody's longer-term targets for SGC require that the company's
debt/EBITDA and EBIT/interest begin to trend towards 4.0 times and
2.0 times, respectively by mid-2011.  As part of the amendment,
the consolidated leverage covenant requirement for the period
beginning December 31, 2009 was raised to 5.75 times from 4.75
times.  The 5.75 times leverage covenant requirement extends to
March 31, 2012.  Additionally, the consolidated leverage covenant
requirement now drops to 5.5 times for the period ended June 30,
2012.  Prior to the amendment, the consolidated leverage covenant
requirement for June 30, 2012 was 4.25 times.  The interest
coverage covenant requirement is in line with Moody's longer-term
target.

Ratings placed on review for possible downgrade (LGD assessments
subject to change):

Scientific Games Corporation:

  -- Corporate Family Rating at Ba2

  -- Probability of Default Rating at Ba2

  -- $187.1 million 6.25% senior subordinated notes due 2012 at
     Ba3 (LGD 5, 80%)

Scientific Games International:

  -- $540 million senior secured term loan maturing 2013 at Baa3
     (LGD 2, 19%)

  -- $250 million senior secured revolving credit facility
     expiring 2013 at Baa3 (LGD 2, 19%)

  -- $200 million 7.875% senior subordinated notes due 2016 at Ba3
     (LGD 5, 80%)

  -- $350 million 9.25% senior subordinated notes due 2019 at Ba3
     (LGD 5, 80%)

Moody's previous rating action on SGC occurred on October 29,
2009, when the company's rating outlook was revised to negative
from stable.

Scientific Games Corporation provides services, systems, and
products to the lottery industry, the wide area gaming industry
and the pari-mutuel wagering industry.  The company generates over
$900 million of annual revenues.


SENSATA TECHNOLOGIES: Moody's Upgrades Corp. Family Rating to 'B3'
------------------------------------------------------------------
Moody's Investors Service has upgraded Sensata Technologies B.V.'s
Corporate Family and Probability of Default ratings to B3 from
Caa1, as well as the company's senior secured credit facility to
B1, senior unsecured notes to Caa1, and senior subordinated notes
to Caa2.  In a related rating action, Moody's affirmed the
company's Speculative Grade Liquidity rating at SGL-3.  The
outlook is stable.

The upgrade of the company's CFR to B3 reflects the recent strong
year over year improvement in the company's operating and
financial performance.  The stable ratings outlook reflects the
anticipation for continued improvement in Sensata's credit metrics
as well as an expectation that the company's covenant cushion will
improve over the next 12-18 months.

Sensata's SGL-3 speculative grade liquidity rating incorporates
Moody's belief that the company will maintain an adequate
liquidity profile over the next twelve months.

These ratings/assessments have been upgraded:

  -- Corporate family rating to B3 from Caa1;

  -- Probability of default rating to B3 from Caa1;

  -- Senior secured credit facility to B1 (LGD3, 31%) from B2
     (LGD3, 31%);

  -- $340 million (originally $450 million) 8% senior unsecured
     notes due 2014 to Caa1 (LGD5, 78%) from Caa2 (LGD5, 78%);

  -- EUR137 million (originally EUR141 million) 11.25% senior
     subordinated notes due 2014 to Caa2 (LGD6, 91%) from Caa3
     (LGD6, 91%);

  -- EUR177.3 million (originally EUR245 million) 9% senior
     subordinated notes due 2016 to Caa2 (LGD6, 91%) from Caa3
     (LGD6, 91%);

The company's speculative grade liquidity rating remains SGL-3.

Moody's last rating action on Sensata was December 3, 2009, when
the company's Corporate Family Rating and Probability of Default
Rating were upgraded to Caa1 from Caa2, with a positive outlook.

The ratings or outlook could strengthen depending on the company's
operating performance and if Sensata completes its contemplated
$500 million IPO.  The ratings impact from the IPO will also
depend on its impact on the company's leverage.  The timing of the
IPO is still uncertain.  The ratings or outlook could deteriorate
if the company's leverage was projected to be over 6.5 times for
2011 or if free cash flow from operations was projected to turn
negative.  The company's SGL-3 rating may improve upon successful
completion of the company's IPO.

Sensata Technologies B.V., incorporated under the laws of The
Netherlands and with U.S. headquarters in Attleboro,
Massachusetts, is a global designer, manufacturer, and marketer of
customized and highly-engineered sensors and control products.
Revenues for the LTM period ended 12/31/09 totaled approximately
$1.1 billion.


SHEZAD SANAULLAH: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: Shezad Sanaullah
              Helen E. Nitsios
              2223 Coquina Drive
              East Point, FL 32328

Bankruptcy Case No.: 10-40154

Chapter 11 Petition Date: February 21, 2010

Court: United States Bankruptcy Court
      Northern District of Florida (Tallahassee)

Debtors' Counsel: J. Randall Frier, Esq.
                 Frier & Frier, P.A.
                 1682 Metropolitan Circle, Suite A
                 Tallahassee, FL 32308
                 Tel: (850) 894-2084
                 Fax: (850) 894-9494
                 Email: cumberland_1988@yahoo.com

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

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

According to the schedules, the Company has assets of $2,773,426
and total debts of $4,576,094.

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/flnb10-40154.pdf

The petition was signed by the Joint Debtors.


SKY BRIDGE: Organizational Meeting to Form Panel on March 8
-----------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on March 8, 2010, at 1:00
p.m. in the bankruptcy cases of Sky Bridge Resorts Community,
L.L.C. and its affiliates.  The meeting will be held at J. Caleb
Boggs Federal Building, 844 King Street, Room 5209, Wilmington,
Delaware.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.


SPANSION INC: Chipmos Tech Gets Initial Payment From Sale of Claim
------------------------------------------------------------------
ChipMOS TECHNOLOGIES (Bermuda) LTD. disclosed that ChipMOS
TECHNOLOGIES, INC., a wholly owned subsidiary of ChipMOS, has
received the initial payment of approximately US$33 million from
escrow agent for the sale of accounts receivable for testing and
assembly services provided to Spansion in the amount of
approximately US$66 million to US$70 million.

This is based on the definitive Transfer Of Claim Agreement to
sell to Citigroup Financial Products Inc. the general unsecured
claim reflected in the proof of claim against Spansion Inc.,
Spansion Technology LLC, Spansion LLC, Spansion International Inc.
and Cerium Laboratories LLC filed by ChipMOS Taiwan in United
States Bankruptcy Court as disclosed in the Company's January 14
and 26, 2010 press releases.

                   About Spansion Inc.

Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/--
is a Flash memory solutions provider.  Spansion is a former joint
venture of AMD and Fujitsu.

Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion
International, Inc., and Cerium Laboratories LLC filed voluntary
petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead
Case No. 09-10690).  On February 9, 2009, Spansion's Japanese
subsidiary, Spansion Japan Ltd., voluntarily entered into a
proceeding under the Corporate Reorganization Law (Kaisha Kosei
Ho) of Japan to obtain protection from its creditors as part of
the company's restructuring efforts. None of Spansion's
subsidiaries in countries other than the United States and Japan
are included in the U.S. or Japan filings.

Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A.
Posin, Esq., at Latham & Watkins LLP, have been tapped as
bankruptcy counsel.  Michael R. Lastowski, Esq., at Duane Morris
LLP, is the Delaware counsel.  Epiq Bankruptcy Solutions LLC, is
the claims agent.  The United States Trustee has appointed an
official committee of unsecured creditors in the case.  As of
September 30, 2008, Spansion disclosed total assets of
US$3,840,000,000, and total debts of US$2,398,000,000.

Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009
(Bankr. D. Del. Case No. 09-11480).  The Chapter 15 Petitioner's
counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes.  It said
that Spansion Japan had US$10 million to US$50 million in assets
and US$50 million to US$100 million in debts.

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


SPHERIS INC: U.S. Trustee Appoints 3-Member Creditors Committee
---------------------------------------------------------------
Roberta A. DeAngelis, the Acting U.S. Trustee for Region 3,
appointed three members to the official committee of unsecured
creditors in the Chapter 11 cases of Spheris Inc. and its debtor-
affiliates.

The Creditors Committee members are:

1. The Bank of New York Mellon
  Attn: Dennis J. Roemlein
  601 Travis, 16th Floor
  Houston, TX 77002
  Tel: (713) 483-6531
  Fax: (713) 483-6979

2. Bennett Restructuring Fund, LP
  Attn: John V. Koerber
  2 Stamford Plaza, Suite 1501
  Stamford, CT 06901
  Tel: (203) 353-3101
  Fax: (203) 353-3113

3. ZM Private Equity Fund I, L.P.
  Attn: Quinn Morgan
  757 Third Ave., 201F
  New York, NY 10017
  Tel: (646) 843-0711

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.

Headquartered 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.


STEPHEN KANYA: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Stephen Kanya
        7692 Cove Terrace
        Sarasota, FL 34231

Bankruptcy Case No.: 10-03746

Chapter 11 Petition Date: February 22, 2010

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

Judge: Catherine Peek McEwen

Debtor's Counsel: R. John Cole, II, Esq.
                  46 N Washington Blvd, Suite 24
                  Sarasota, FL 34236
                  Tel: (941) 365-4055
                  Fax: (941) 365-4219
                  Email: rjc@rjcolelaw.com

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

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

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

            http://bankrupt.com/misc/flmb10-03746.pdf

The petition was signed by Mr. Kanya.


TAGHI MALEKSHOAR: Case Summary & 16 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: Taghi Malekshoar
              Azar Asemi
                aka Malouk Asemi
              10265 Bret Avenue
              Cupertino, CA 95014

Bankruptcy Case No.: 10-51604

Chapter 11 Petition Date: February 19, 2010

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

Debtors' Counsel: Shawn R. Parr, Esq.
                 Parr Law Group, PC
                 1625 The Alameda #101
                 San Jose, CA 95125
                 Tel: (408) 267-4500
                 Email: shawn@parrlawgroup.com

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

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

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

         http://bankrupt.com/misc/canb10-51604.pdf

The petition was signed by the Joint Debtors.


TELIGENT INC: Fights K&L Gates to Preserve Estate Deal
------------------------------------------------------
The unsecured claims estate representative for Teligent Inc. is
lashing out at K&L Gates LLP, arguing that the firm is unfairly
seeking to dismantle a multimillion-dollar settlement relating to
former CEO Alex Mandl's departure from the telecom, Law360
reports.

Teligent, Inc., a provider of broadband communication services
offering business customers local, long distance, high-speed
data and dedicated Internet services over its digital SmartWave
local networks in major markets throughout the United States,
filed for chapter 11 protection on May 21, 2001.  James H.M.
Sprayregen, Esq., Matthew N. Kleiman, Esq., and Lena Mandel,
Esq., at Kirkland & Ellis represented the Debtors in their
restructuring effort.  When the Company filed for protection from
its creditors, it listed $1,209,476,000 in assets and
$1,649,403,000 debts.  The Debtors' Third Amended Plan of
Reorganization was confirmed on Sept. 6, 2002.  Pursuant to the
confirmed Plan, Savage & Associates, P.C., serves as the
Unsecured Claims Estate Representative to pursue preference
litigation and other post-confirmation recovery actions.


TIERRA VERDE: Taps Thomas C. Little to Handle Reorganization Case
-----------------------------------------------------------------
Tierra Verde Marina Holdings, LLC, asks the U.S. Bankruptcy Court
for the Middle District of Florida for permission to employ Thomas
C. Little, Esq. and Thomas C. Little, P.A. as counsel.

The firm will, among other things:

  -- give the Debtor legal advice with respect to its powers and
     duties as debtor-in-possession in the continued operation of
     its business and management of its property;

  -- prepare on behalf of the Debtor necessary applications,
     answers, orders, reports and other legal papers; and

  -- perform all other legal services for the Debtor which may be
     necessary herein.

The firm received a prepetition retainer amounting to $15,000 for
attorney's fees and the filing fee of $1,039.

To the best of the Debtor's knowledge, the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached at:

    Thomas C. Little, P.A.
    2123 N.E. Coachman Road, Suite A
    Clearwater, FL 33765
    Tel: (727) 443-5773

Saint Petersburg, Florida-based Tierra Verde Marina Holdings, LLC,
filed for Chapter 11 bankruptcy protection on January 29, 2010
(Bankr. M.D. Fla. Case No. 10-01993).  The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


TLC VISION: aAd Capital Management Has Zero Equity Stake
--------------------------------------------------------
aAd Capital Management L.P., Daniel P. Wimsatt, aAd Capital LLC,
and aAd Partners L.P. disclosed that as of December 31, 2009, they
have ceased to own any shares of TLV Vision Corporation's common
stock.

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.


TROPICAL STORAGE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Tropical Storage-Miramar, LLC
          aka Tropical Storage
        14751 SW 29th Street
        Miramar, FL 33027

Bankruptcy Case No.: 10-14236

Chapter 11 Petition Date: February 22, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Raymond B. Ray

Debtor's Counsel: Bradley S. Shraiberg, Esq.
                  2385 NW Executive Center Dr. #300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0801
                  Fax: (561) 998-0047
                  Email: bshraiberg@sfl-pa.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 $6,171,110,
and total debts of $8,036,939.

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

            http://bankrupt.com/misc/flsb10-14236.pdf

The petition was signed by TF Storage Properties I LLC, manager of
the Company.


TUPPERWARE INC: S&P Puts 'BB+' Rating on CreditWatch Positive
-------------------------------------------------------------
Standard & Poor's Ratings Service said that it placed its
ratings on Orlando, Florida-based Tupperware, including its
'BB+' corporate credit rating, on CreditWatch with positive
implications.  As of Dec. 26, 2009, Tupperware had about
$428 million of reported debt outstanding.

"The CreditWatch listing reflects S&P's opinion that the company's
operating performance improved in 2009, resulting in better credit
measures following about $140 million of debt repayments during
the year," said Standard & Poor's credit analyst Christopher
Johnson.  Although sales declined by about 1.6% in 2009, primarily
due to foreign exchange, Tupperware's adjusted EBITDA grew 16.2%
for the year, and S&P estimate margins expanded by about 2.6%
primarily due to improved product mix and lower raw material and
freight costs.  The improved operating performance resulted in
estimated free operating cash flow of about $205 million, which
the company primarily used for debt repayment.

The ratings on Tupperware Brands Corp. continue to reflect the
risks of the company's direct-sales distribution model and its
modest position in the highly competitive cosmetics industry.  The
company's moderate financial policies, improving credit protection
measures, product and geographic diversity, well-known brand name,
and premium product position in the mature molded-plastic storage
category are additional rating factors.

The CreditWatch placement means that S&P could affirm or raise the
ratings following the completion of S&P's review, which will focus
on the company's financial policy and prospects for further
improving credit measures.  Standard & Poor's will review
Tupperware's financial policies and operating trends prior to
resolving the CreditWatch listing.


TXCO RESOURCES: Credit Suisse Holds De Minimis Interest
-------------------------------------------------------
Credit Suisse AG disclosed that as of December 31, 2009, it
beneficially owned 93 shares of TXCO Resources Inc.'s common
stock, $0.01 par value per share.  Credit Suisse has ceased to be
the beneficial owner of more than 5% of the Company's common
stock.

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.


US CONCRETE: S&P Downgrades Corporate Credit Rating to 'CC'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S. Concrete Inc. to 'CC' from 'CCC+'.  At the same
time, S&P lowered the issue-level rating on the company's senior
subordinated notes due 2014 to 'C' (one notch below the corporate
credit rating) from 'CCC'.  S&P revised the recovery rating to
'6', indicating its expectation of negligible recovery (0%-10%) in
the event of a payment default, from '5'.  The rating outlook is
negative.

"The rating action follows U.S. Concrete's announcement that it
has engaged financial and legal advisors to assist it in assessing
potential alternatives to strengthen its balance sheet, including
addressing its senior subordinated notes due April 1, 2014," said
Standard & Poor's credit analyst Thomas Nadramia.  The company has
also announced that it has entered into an amendment of its senior
credit facility to provide an additional $5 million in liquidity
until April 30, 2010, and obtained a waiver through April 30,
2010, regarding a default for any nonpayment of the interest
payment on the senior subordinated notes due April 1, 2010.

The company's operating performance has been materially affected
by the weak commercial construction end markets and greater price
competition for ready mixed products.  These conditions have been
exacerbated by unusually poor weather conditions recently in many
of the company's markets, which has delayed construction.  As a
result, the company remains highly leveraged and its liquidity has
eroded, as evidenced by the company's need to obtain the amendment
to lower the fixed-charge coverage ratio availability trigger on
its asset based revolving credit.  S&P expects the company's
liquidity to remain a concern through 2010 until demand returns to
more normal levels.

The negative rating outlook reflects S&P's assessment that the
company will be challenged to meet debt service requirements
associated with its current capital structure over the near to
intermediate term in light of its highly leveraged financial
profile and challenging operating conditions.  In S&P's view, U.S.
Concrete's efforts to address its balance sheet could result in
its repurchasing the subordinated notes at below par, which could
lead us to lower both the corporate credit rating and the issuer
rating.


VALENCE TECHNOLOGY: Selects Adleman as New President of Sales
-------------------------------------------------------------
Valence Technology Inc. named Randall J. Adleman as new vice
president of sales and marketing effective March 1, 2010.

In this role, Mr. Adleman will lead the global sales and marketing
teams targeting all five Valence Technology markets: Automotive,
Stationary, Industrial, Military and Marine, and will report to
Robert L. Kanode, president and chief executive officer.

"We are proud to welcome RJ Adleman to Valence Technology," said
Kanode. "RJ's extensive leadership background includes expertise
in the power quality, energy and software sectors where he
specialized in building and developing highly effective sales and
marketing efforts, including sales force turn-around.  Based on
his superior track record of customer-focused achievements, we
believe he will be instrumental in creating business development
opportunities."

Adleman most recently served as the principal and founder of Fords
Barron Advisership, a corporate consultancy focused on senior
leadership challenges within the power quality and energy
industries.  Prior to founding Fords Barron Advisership, he held
various customer focused executive leadership roles including Vice
President of Sales & Service at Ingersoll-Rand Energy Systems;
Vice President of Americas Sales at Powerware, a global leader in
the power quality industry; and Senior Vice President of Sales &
Implementation Services at software maker, Misys Healthcare.

Mr. Adleman holds an undergraduate degree from Colgate University
and an MBA in Marketing from Fairleigh Dickinson University.

A full-text copy of Mr. Adleman's employment agreement is
available for free at http://ResearchArchives.com/t/s?5434

                      Going Concern Doubt

The Company has incurred operating losses each year since its
inception in 1989 and had an accumulated deficit of $570.1 million
as of September 30, 2009.  For the three and six month periods
ended September 30, 2009, the Company sustained net losses
available to common stockholders of $6.2 and $12.4 million,
respectively.  For the three and six month periods ended
September 30, 2008, the Company sustained net losses available to
common stockholders of $6.2 and $11.8 million, respectively.  The
Company believes these factors, among others, raise substantial
doubt about its ability to continue as a going concern.

                    About Valence Technology

Based in Austin, Texas, Valence Technology, Inc. (NASDAQ: VLNC) --
http://www.valence.com/-- develops, manufactures and sells high-
energy power systems utilizing its proprietary phosphate=based
lithium-ion technology for diverse applications, with special
emphasis on portable appliances and future generations of hybird
and electric vehicles.


VALUE MUSIC CONCEPTS: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Value Music Concepts Inc.
          dba Music For a Song
          dba Music 4 Less
          dba Sound Shop
          dba Bart's CD Cellar
          dba Backdoor Disc
          dba Gem City Records
          dba Vinyl Fever
          dba Record & Tape Traders
        825 Franklin Court, S.E., Suite C
        Marietta, GA 30067

Bankruptcy Case No.: 10-65031

Chapter 11 Petition Date: February 22, 2010

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

Debtor's Counsel: Michael S. Haber, Esq.
                  Smith, Gambrell & Russell, LLP
                  1230 Peachtree Street, NE
                  Ste. 3100, Promenade II
                  Atlanta, GA 30309
                  Tel: (404) 815-3500
                  Email: mhaber@sgrlaw.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 $5,997,231,
and total debts of $3,315,009.

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/ganb10-65031.pdf

The petition was signed by Robert G. Perkins, chief executive
officer of the Company.


VAUGHAN COMPANY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: The Vaughan Company, Realtors
        6703 Academy Rd. NE, Suite A
        Albuquerque, NM 87109

Bankruptcy Case No.: 10-10759

Chapter 11 Petition Date: February 22, 2010

Court: United States Bankruptcy Court
       New Mexico (Albuquerque)

Judge: Robert H. Jacobvitz

Debtor's Counsel: George D. Giddens, Jr., Esq.
                  10400 Academy Rd NE, Ste 350
                  Albuquerque, NM 87111-1229
                  Tel: (505) 271-1053
                  Fax: (505) 271-4848
                  Email: dave@giddenslaw.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/nmb10-10759.pdf

The petition was signed by Douglas F. Vaughn, president of the
Company.


VELOCITY EXPRESS: Third Point Owns 10.6% of Common Shares
---------------------------------------------------------
Third Point LLC, et al., disclosed that as of December 31, 2009,
they may be deemed to beneficially own shares of Velocity Express
Corporation's common stock, par value $0.004 per share:

                                       Shares
                                       Beneficially
   Company                             Owned         Percentage
   -------                             ------------  ----------
Third Point LLC                          473,987       10.6%
Daniel S. Loeb                           473,987       10.6%
Third Point Offshore Master Fund, L.P.   337,323        7.8%
Third Point Advisors II L.L.C            337,323        7.8%

The 10.6% ownership reported by Third Point LLC and Daniel S. Loeb
is based upon a total of 4,462,806 shares of Common Stock,
calculated as the sum of (i) 3,988,819 shares of Common Stock
issued and outstanding as of May 11, 2009, as reported in the
Company?s quarterly report on Form 10-Q filed for the period ended
March 28, 2009, and (ii) the 473,987 shares of Common Stock
issuable to the Funds upon conversion of the Preferred Stock.

The 7.8% ownership reported by Third Point Offshore and Third
Point Advisors is based upon a total of 4,326,142 shares of Common
Stock, calculated as the sum of (i) 3,988,819 shares issued and
outstanding as of May 11, 2009, as reported in the Company's
quarterly report on Form 10-Q filed for the period ended March 28,
2009, and (ii) the 337,323 shares of Common Stock issuable to the
Offshore Master Fund upon conversion of the Preferred Stock.

A full-text copy of Third Point's amended Schedule 13G is
available for free at http://researcharchives.com/t/s?548e

Velocity Express -- http://www.velocityexpress.com/-- has one of
the largest nationwide networks of regional, time definite, ground
delivery service areas, providing a national footprint for
customers desiring same day service throughout the United States.
The Company's services are supported by a customer-focused
technology infrastructure, providing customers with the
reliability and information they need to manage their
transportation and logistics systems, including a proprietary
package tracking system that enables customers to view the status
of any package via a flexible web reporting system.

Velocity, together with 12 affiliates, filed for Chapter 11 on
Sept. 24, 2009 (Bankr. D. Del. Case No. 09-13294).  The Company
listed assets of $94.1 million and debt of $120.6 million as of
Sept. 1.

ComVest Velocity Acquisition I, LLC, buyer of the Debtors' assets,
is represented in the case by Kenneth G. Alberstadt, Esq., at
Akerman Senterfitt LLP in New York.

DIP Lender Burdale is represented in the case by Jonathan M.
Cooper, Esq., Randall L. Klein, Esq., and Sarah J. Risken, Esq.,
at Goldberg Kohn Bell Black Rosenbloom & Moritz, LTD., in Chicago,
Illinois.


VIKING SYSTEMS: 2009 Operating Loss Down to $1.33 Million
---------------------------------------------------------
Viking Systems reported sales of $2,069,490 for its fourth quarter
ended December 31, 2009 and a net loss of $191,650.  For the year
ended December 31, 2009, sales were $7,218,994 and the net loss
was $1,074,319.  Earnings per share were $0.00 for the fourth
quarter and a loss of $0.02 per share for the full year 2009.

Jed Kennedy, Viking Systems' President and Chief Executive
Officer, commented "We are quite pleased with the progress we made
during 2009.  Our total sales increased by 12% and our operating
loss decreased substantially while increasing our cash position
through strong working capital management.  Most importantly, we
believe we are now in a unique position to take advantage of the
recent breakthroughs in 3D technology and plan to deliver our
"Next Generation" 3DHD vision system to the market during the
fourth quarter of this year.  We believe this product introduction
will represent an inflection point for the Company. Given the
trends we are seeing in nonmedical markets around the world, and
the obvious benefits 3D offers the minimally invasive surgeon we
believe the medical market is now well positioned for the adoption
of our unique 3D vision system and anticipate this enabling
technology will greatly accelerate our sales growth next year and
beyond."

Sales were $2,069,490 for the three months ended December 31, 2009
and $1,979,468 for the three months ended December 31, 2008,
representing an increase of 5%.  For the twelve months ended
December 31, 2009, sales increased 12% to $7,218,994 compared with
the prior year.  Substantially contributing to the Company's sales
for the three months ended December 31, 2009 was the largest 3Di
vision system order in the Company's history.  This order,
totaling approximately $900,000, was from the US Army for
deployment of one of the Company's complete 3Di systems at each
of seven regional Army Medical Centers throughout the United
States.

Gross profit increased 60% for the three months ended December 31,
2009 as compared with the same period in 2008.  The improvement in
margin for the quarter is primarily due to higher sales mix of the
Company's higher margin 3Di systems.

Total operating expenses decreased 12% to $926,292 during the
three months ended December 31, 2009 as compared with the same
period in 2008.  Excluding non cash stock option expense, total
operating expenses decreased 28% for the three months ended
December 31, 2009 as compared with the same period in 2008.
Selling and marketing expense decreased $362,424 during the fourth
quarter and represented the largest area of decrease in total
operating expenses.  Within this area, the decrease was primarily
due to decreases in depreciation and bad debt expense in the
fourth quarter of 2009 as compared to the fourth quarter of 2008.

As a result of increased sales, higher margins and reduced
operating expenses the Company has substantially reduced its
operating losses.  The operating loss was $334,656 for the quarter
ended December 31, 2009 compared with $686,167 for the same period
in 2008.  For the twelve month periods ended December 31, 2009 and
2008 the Company incurred operating losses of $1,331,519 and
$4,633,927, respectively. The operating loss before non-cash
charges was $45,681 for the quarter ended December 31, 2009
compared with $458,305 for the same period in 2008.  For the
twelve month periods ended December 31, 2009 and 2008 the Company
incurred operating losses before non-cash charges of $481,335 and
$3,054,029, respectively.

The Company reported $2,952,664 total assets and $2,048,970 total
liabilities resulting to a $903,694 stockholders' equity as of
Dec. 31, 2009.

A full-text copy of the Company's press release showing its fourth
quarter 2009 results is available for free at

           http://ResearchArchives.com/t/s?5455

                      Going Concern Doubt

The report dated April 15, 2009, from the Company's independent
registered public accounting firm, Squar, Milner, Peterson,
Miranda & Williamson, LLP, on the Company's financial statements
for the year ended December 31, 2008, included a going concern
explanatory paragraph in which they stated that there was
substantial doubt regarding the Company's ability to continue as a
going concern.  The Company's independent auditors pointed to the
Company's significant operating losses and negative operating cash
flows.

                     About Viking Systems

Based in Westborough, Massachusetts, Viking Systems, Inc. (OTCBB:
VKNG.OB) -- http://www.vikingsystems.com/-- is a developer,
manufacturer and marketer of visualization solutions for complex
minimally invasive surgery.  The Company partners with medical
device companies and healthcare facilities to provide surgeons
with proprietary visualization systems enabling minimally invasive
surgical procedures, which reduce patient trauma and recovery
time.


VION PHARMACEUTICALS: Files Schedules of Assets and Liabilities
---------------------------------------------------------------
Vion Pharmaceuticals, Inc., filed with the U.S. Bankruptcy Court
for the District of Delaware its schedules of assets and
liabilities, disclosing:

    Name of Schedule              Assets         Liabilities
    ----------------            -----------      -----------
A. Real Property                        $0
B. Personal Property          $14,664,189*
C. Property Claimed as
    Exempt
D. Creditors Holding
    Secured Claims                                        $0
E. Creditors Holding
    Unsecured Priority
    Claims                                         $184,383*
F. Creditors Holding
    Unsecured Non-priority
    Claims                                      $62,603,014*
                                -----------      -----------
       TOTAL                    $14,664,189*    $62,787,397*

* plus undetermined amount

Vion Pharmaceuticals, Inc., a development-stage pharmaceutical
company, develops and commercializes therapeutics for the
treatment of cancer.

New Haven, Connecticut-based Vion Pharmaceuticals, Inc., filed for
Chapter 11 bankruptcy protection on December 17, 2009 (Bankr. D.
Delaware Case No. 09-14429).  Christopher M. Samis, Esq., and John
Henry Knight, Esq., at Richards, Layton & Finger, P.A., assist the
Company in its restructuring effort.  Vion has retained the
services of Roth Capital Partners, LLC to assist with the sale of
the Company or its key assets during the Chapter 11 proceeding.
The Company listed $10,000,001 to $50,000,000 in assets and
$50,000,001 to $100,000,000 in liabilities.


WEST SHORE RESORT: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: West Shore Resort Properties, LLC
        6155 Plumas Street, Commons Bldg.
        Reno, NV 89519

Bankruptcy Case No.: 10-50506

Chapter 11 Petition Date: February 22, 2010

Court: United States Bankruptcy Court
       District of Nevada (Reno)

Debtor's Counsel: Sallie B. Armstrong, Esq.
                  427 W Plumb Ln
                  Reno, NV 89509
                  Tel: (775) 329-5900
                  Email: sarmstrong@downeybrand.com

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

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

A list of the Company's 4 largest unsecured creditors is available
for free at:

            http://bankrupt.com/misc/nvb10-50506.pdf

The petition was signed by Nathan L. Topol, manager of the
company.


WOCKHARDT LTD: Faces Winding Up Petition; QVT Backs Recast Plan
---------------------------------------------------------------
QVT Advisors Private Limited said it supports on a without
prejudice basis the restructuring plan proposed on behalf of the
holders of the US$110 million Foreign Currency Convertible Bonds
of Wockhardt Limited and submitted to the Corporate Debt
Restructuring Cell, CDR lenders and the Company.

QVT believes the restructuring plan is in the best interests of
Wockhardt and all creditors of the company.  QVT is disappointed
that neither Wockhardt nor the CDR lenders have engaged in a
meaningful dialogue with the holders of the Defaulted Bonds with
respect to this plan.

Wockhardt is currently facing a winding up petition in the
Honorable High Court, Mumbai, as it has defaulted on its
obligations under the terms of the Defaulted Bonds.  If the
Company continues to ignore the efforts made by the holders of the
Defaulted Bonds to salvage the situation by restructuring the debt
in a mutually acceptable manner, the Company may remain exposed to
this winding up action, which may restrict the Company from
selling its nutrition business.

QVT looks forward to engaging in constructive dialogue with
Wockhardt and the CDR lenders and reaching an agreement that is
fair to all involved.

Under the restructuring proposal, bondholders will exchange their
Defaulted Bonds for newly issued Foreign Currency Convertible
Bonds with a five-year maturity.

The New FCCBs will have the following terms:

* Mandatory conversion into the Company's shares at maturity

* Issuance at a ratio of 1.295 New FCCBs for every Defaulted
   Bond

* Conversion price at a premium to the price of the Company's
   shares as on the date of maturity of the Defaulted Bonds

* A semi-annual coupon of 5.0%

QVT believes the restructuring plan will help reduce the Company's
current debt burden and increase liquidity for the Company and its
stakeholders by freeing up additional cash.  Moreover, QVT
believes that the restructuring further benefits the Company as
the conversion of the new FCCBs into equity at maturity will
increase the equity base of the Company by up to approximately
US$75 million, thereby reducing leverage and strengthening the
Company's balance sheet.

                     About Wockhardt Limited

Wockhardt Limited (WL) is an India-based pharmaceutical company.
The Company is a subsidiary of Khorakwala Holdings and Investments
Private Limited. The geographical segments of the Company are
India, the United States/Western Europe and Rest of the World. The
Company's subsidiaries includes Wockhardt Biopharm Limited, Vinton
Healthcare Limited, Wockhardt Infrastructure Development Limited,
Wockhardt UK Holdings Limited, CP Pharmaceuticals Limited, Wallis
Group Limited, The Wallis Laboratory Limited, Wallis Licensing
Limited, Wockhardt UK Limited, Wockhardt France (Holdings) S.A.S.,
Girex S.A.S., Niverpharma S.A.S., Laboratoires Negma S.A.S., DMH
S.A.S., Phytex S.A.S., Scomedia S.A.S. and Mazal Pharmaceutique
S.A.R.L. In August 2009, the Company completed the divestment of
its Animal Health Division to Vetoquinol, France.


WYNDHAM WORLDWIDE: Moody's Assigns 'Ba1' Rating on $250 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Wyndham
Worldwide Corporation's proposed $250 million senior unsecured
notes due 2020.  Moody's also upgraded the ratings of Wyndham's
existing senior unsecured notes to Ba1 from Ba2.  The upgrade
reflects the anticipated repayment of Wyndham's $153 million
secured foreign credit facility by the end of the first quarter of
2010.  Pursuant to Moody's Loss Given Default methodology, the
reduced level of secured debt relative to unsecured debt in the
company's capital structure results in an improved recovery
position for the unsecured creditors.

Wyndham's Ba1 Corporate Family Rating and Ba1 Probability of
Default Rating were affirmed.  The rating outlook is stable.

The proceeds from the notes will be used repay existing debt
including the company's secured foreign revolving credit facility
and a portion of the company's $300 million bank term loan.

Wyndham's ratings consider its leading market share in each of its
three business segments, and the high margins and low capital
intensity of its hotel franchise and vacation exchange and rental
segments.  This helps to offset some of the risk of the lower
margin and more capital intensive vacation ownership (e.g.
"timeshare") segment.  Key credit concerns include timeshare
business risks, a reliance on the securitization market to recycle
consumer receivables, and a more assertive financial policy.

The rating outlook is stable.  Moody's expects the operating
outlook for Wyndham's business to improve modestly from
recessionary levels in 2009.  EBITDA is likely decline modestly
but credit metrics are expected to remain in line with the
assigned rating.

Ratings assigned:

  -- $250 million unsecured notes due 2020 at Ba1 (LGD 4, 60%)

Ratings upgraded:

  -- Senior unsecured bonds to Ba1 (LGD 4, 60%) from Ba2 (LGD 4,
     64%)

  -- Unsecured debt shelf to (P) Ba1 (LGD 4, 60%) from (P) Ba2
     (LGD 4, 64%)

Ratings affirmed:

  -- Corporate Family Rating at Ba1
  -- Probability of Default Rating at Ba1
  -- Preferred debt shelf at (P) Ba2 (LDG 6, 97%)

Moody's last rating action on Wyndham was on May 13, 2009, when
Moody's assigned a Ba2 rating to Wyndham's convertible notes and
senior unsecured notes.

Wyndham Worldwide Corporation operates in three segments of the
hospitality industry -- lodging, vacation exchange and rentals,
and vacation ownership.  The company operates well known brand
names such as, Wyndham Hotels & Resorts, Ramada, Days Inn, and
RCI, among others.


YL WEST 87TH HOLDINGS: Mezz. Lender Obtains Relief from Stay
------------------------------------------------------------
WestLaw reports that a mezzanine lender whose claim was secured by
the debtor's 100% membership interest in a limited liability
company whose only asset was partially developed commercial real
estate fully encumbered by a lien was entitled to relief from the
stay to exercise its rights in this pledged interest based on the
debtor's lack of equity therein.  The debtor failed to establish
that there was a reasonable possibility of a successful
reorganization within a reasonable time.  It was purely
speculative that the debtor could succeed in a state court action
to compel a lender to fund construction loans to enable the debtor
to complete the development and to reorganize on that basis.
Moreover, the debtor could not satisfy the statutory prerequisites
for postpetition financing on a priming basis, the only basis on
which it was able to obtain such financing.  A sale of the real
estate, while perhaps an effective reorganization for the LLC that
owned it, was not an effective reorganization for the debtor.  In
re YL West 87th Holdings I LLC, --- B.R. ----, 2010 WL 199726
(Bankr. S.D.N.Y.).

New York City-based YL West 87th Holdings I filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 09-15445) on Sept. 9,
2009.  It's subsidiary, YL West 87th Street, LLC, filed for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-16786) on Nov.
13, 2009.  The Debtors are represented by Gary M. Kushner, Esq.,
at Forchelli, Curto, Schwartz, Mineo, et al., in Mineola, N.Y.
The Debtors value the property located at 101 W. 87th St. at
$74 million, and owe $50 million of secured debt.


* Jeffrey M. Carbino Joins Thorp Reed & Armstrong as Partner
------------------------------------------------------------
Thorp Reed & Armstrong has tapped Jeffrey M. Carbino as partner at
its "growing" Philadelphia office.

On February 18, 2010, Mr. Carbino began practicing in the firm's
Bankruptcy and Financial Restructuring Practice Group.

Mr. Carbino joins Thorp Reed's Philadelphia office from Buchanan
Ingersoll & Rooney, where he served as a shareholder since 2004.
His addition effectively expands Thorp Reed's Bankruptcy Practice
in the Philadelphia marketplace.

"Jeffrey's reputation in the Philadelphia market and expansive
background in bankruptcy law will be a great asset to our
Bankruptcy Practice and firm," said Kimberly Wakim, Partner and
Leader of Thorp Reed's Bankruptcy and Financial Restructuring
Practice Group.  "We look forward to his contributions as a
seasoned attorney dealing with the complexities of bankruptcy law
on a national level."

"Thorp Reed is dedicated to a high level of legal expertise and we
believe we have demonstrated this commitment by adding Jeff to the
firm," said Joe Donley, Partner-in-Charge of the firm's
Philadelphia office.  "Jeff not only adds valuable experience to
our Bankruptcy Practice, but also expands the breadth and depth of
services Thorp Reed offers throughout the Northeast Corridor.  His
legal expertise in conjunction with his knowledge of the regional
marketplace establishes him as an immediate contributor to the
firm."

Mr. Carbino focuses his practice on the areas of bankruptcy,
insolvency and creditors' and debtors' rights and related
litigation.  He has extensive experience representing debtors and
creditors' committees, institutional secured and unsecured
creditors, licensors, property lessors, utility service providers
and other creditors in Chapter 11 bankruptcy proceedings.  Mr.
Carbino has also represented Chapter 7 and Chapter 11 trustees,
cash management banks in workouts and bankruptcy, and has
experience in director and officer liability litigation.

He has been selected as one of America's Leading Business Lawyers
by Chambers USA every year since 2006. He is a member of the
American Bar Association's Business Bankruptcy Committee, the
American Bankruptcy Institute, and the Delaware Bankruptcy Inn of
Court. Mr. Carbino also sits on the Education Committee of the
Eastern District of Pennsylvania Bankruptcy Conference and is a
Board Member of the Consumer Bankruptcy Assistance Project.

In addition to his time at Buchanan, Mr. Carbino also served as
the Judicial Law Clerk for the Honorable John C. Cook, U.S.
Bankruptcy Judge for the Eastern District of Tennessee, as well as
the Honorable Stephen Raslavich, U.S. Bankruptcy Judge for the
Eastern District of Pennsylvania.  His experience also includes
work with the Legal Division of the Wilmington Trust Company.

Mr. Carbino received his J.D. from Widener University School of
Law in 1992 and earned his B.S. from the State University of New
York.  His court admissions include Pennsylvania, New Jersey,
Delaware, Tennessee, the U.S. District Courts of Delaware and New
Jersey, and the Eastern and Middle Districts of Pennsylvania, and
the Eastern and Southern Districts of New York.

                   About Thorp Reed & Armstrong

Since 1895, Thorp Reed & Armstrong, LLP has been a premier
Pennsylvania-based law firm, which has grown to include offices in
Philadelphia, Pennsylvania, Princeton, New Jersey, and Wheeling,
West Virginia in addition to Pittsburgh, Pennsylvania.  Earning
the respect, trust and appreciation of clients, peers and those
who live in our communities, Thorp Reed & Armstrong attorneys have
gained a reputation as lawyers who exemplify the profession's best
qualities.  The firm supports a wide variety of clients' needs
within the practice areas of business law, litigation, labor and
commercial and public finance.


* BNY Mellon Ranked Top Trustee in 2009
---------------------------------------
BNY Mellon has been ranked the number one trustee in the United
States for 2009, according to Thomson Reuters, a leading source of
intelligent information for businesses and professionals.

During 2009, the company served as trustee on 1,527 new issues,
representing more than $580 billion in proceeds, more than three
times the amount serviced by any other trustee in the U.S.

The company's top trustee ranking reflects lead positions across
all major U.S. debt segments including long term municipal, high
yield, investment grade, convertible and structured credit.

"Our financial strength, independence and proven expertise across
all debt segments continue to provide us with significant
competitive differentiation, helping us secure the top spot in the
rankings for the fifth consecutive year," said Scott Posner, chief
executive officer of BNY Mellon Corporate Trust.  "As the markets
continue to recover, we will work collaboratively with our clients
to develop innovative solutions that meet their emerging needs."

BNY Mellon Corporate Trust services $12 trillion in outstanding
debt from 58 locations in 20 countries.  Its clients include
governments and their agencies, multinational corporations,
financial institutions and other entities that access the global
debt capital markets.  The corporate trust business utilizes its
global footprint and expertise to deliver a full range of issuer
and related investor services and develop customized and market-
driven solutions.  Its range of core services includes debt
trustee, paying agency, escrow and other fiduciary offerings.

Corporate trust providers are appointed by corporations, municipal
governments and other entities issuing debt to perform a variety
of duties, including servicing and maintaining the debt issue,
processing principal and interest payments for investors,
representing investors in defaults, and providing value-added
services for complex debt structures.

BNY Mellon is the corporate brand of The Bank of New York Mellon
Corporation.  BNY Mellon is a global financial services company
focused on helping clients manage and service their financial
assets, operating in 34 countries and serving more than 100
markets.  BNY Mellon is a leading provider of financial services
for institutions, corporations and high-net-worth individuals,
providing superior asset management and wealth management, asset
servicing, issuer services, clearing services and treasury
services through a worldwide client-focused team.  It has $22.3
trillion in assets under custody and administration, $1.1 trillion
in assets under management, services $12.0 trillion in outstanding
debt and processes global payments averaging $1.6 trillion per
day.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
Feb. 21-23, 2010
INSOL
    International Annual Regional Conference
       Madinat Jumeirah, Dubai, UAE
          Contact: 44-0-20-7929-6679 or http://www.insol.org/

Feb. 24-26, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Valcon
       Four Seasons Las Vegas, Las Vegas, Nev.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 4, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Nuts and Bolts - Florida
       Hyatt Regency Tampa, Tampa, Fla.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 4-6, 2010
AMERICAN BANKRUPTCY INSTITUTE
    SUCL/Alexander L. Paskay Seminar on
    Bankruptcy Law and Practice
       Hyatt Regency Tampa, Tampa, Fla.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 4, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Nuts and Bolts - West
       Hyatt Regency Century Plaza, Los Angeles, Calif.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 5, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Bankruptcy Battleground West
       Hyatt Regency Century Plaza, Los Angeles, Calif.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 13-15, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Conrad Duberstein Moot Court Competition
       Duberstein U.S. Courthouse, New York, N.Y.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 18-20, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Byrne Judicial Clerkship Institute
       Pepperdine University School of Law, Malibu, Calif.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 20-22, 2010
TURNAROUND MANAGEMENT ASSOCIATION
    Sheraton New York Hotel and Towers, New York City
       Contact: http://www.turnaround.org/

Apr. 29, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Nuts and Bolts - East
       Gaylord National Resort & Convention Center,
       National Harbor, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 29-May 2, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center,
       National Harbor, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 29-May 2, 2010
THE COMMERICAL LAW LEAGUE OF AMERICA
    Midwestern Meeting & National Convention
       Westin Michigan Avenue, Chicago, Ill.
          Contact: 1-312-781-2000 or http://www.clla.org/

May 21, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Nuts and Bolts - NYC
       Alexander Hamilton Custom House, SDNY, New York, N.Y.
          Contact: 1-703-739-0800; http://www.abiworld.org/

May 24, 2010
AMERICAN BANKRUPTCY INSTITUTE
    New York City Bankruptcy Conference
       New York Marriott Marquis, New York, NY
          Contact: 1-703-739-0800; http://www.abiworld.org/

May 11-14, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Litigation Skills Symposium
       Tulane University, New Orleans, La.
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 17-20, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa, Traverse City, Mich.
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 7-10, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Northeast Bankruptcy Conference
       Ocean Edge Resort, Brewster, Massachusetts
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Conference
       The Ritz-Carlton Amelia Island, Amelia, Fla.
          Contact: http://www.abiworld.org/

Aug. 3, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Atlanta Consumer Bankruptcy Skills Training
       Georgia State Bar Building, Atlanta, Ga.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 5-7, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
       Hyatt Regency Chesapeake Bay, Cambridge, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 11-14, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Hawai.i Bankruptcy Workshop
       The Fairmont Orchid, Big Island, Hawaii
          Contact: 1-703-739-0800; http://www.abiworld.org/

Sept. 14, 2010
AMERICAN BANKRUPTCY INSTITUTE
    ABI/NYIC Golf and Tennis Fundraiser
       Maplewood Golf Club, Maplewood, N.J.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Sept. 20, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
    Complex Financial Restructuring Program
       Fordham Law School, New York, N.Y.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Sept. 23-25, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Southwest Bankruptcy Conference
       Four Seasons Las Vegas, Las Vegas, Nev.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 1, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
    ABI/UMKC Midwestern Bankruptcy Institute
       Kansas City Marriott Downtown, Kansas City, Kan.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 6-8, 2010
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
       JW Marriott Grande Lakes, Orlando, Florida
          Contact: http://www.turnaround.org/

Oct. 11, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Chicago Consumer Bankruptcy Conference
       Standard Club, Chicago, Ill.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 15, 2010
AMERICAN BANKRUPTCY INSTITUTE
    NCBJ/ABI Educational Program
       Hilton New Orleans Riverside, New Orleans, La.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 29, 2010 (tentative)
AMERICAN BANKRUPTCY INSTITUTE
    International Insolvency Symposium
       The Savoy, London, England
          Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. __, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Delaware Views from the Bench and Bankruptcy Bar
       Hotel du Pont, Wilmington, Del.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 11, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Detroit Consumer Bankruptcy Conference
       Hyatt Regency Dearborn, Dearborn, Mich.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 9-11, 2010
AMERICAN BANKRUPTCY INSTITUTE
    Winter Leadership Conference
       Camelback Inn, a JW Marriott Resort & Spa,
       Scottsdale, Ariz.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 2-4, 2010
AMERICAN BANKRUPTCY INSTITUTE
    22nd Annual Winter Leadership Conference
       Camelback Inn, Scottsdale, Arizona
          Contact: 1-703-739-0800; http://www.abiworld.org/

Jan. 20-21, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Rocky Mountain Bankruptcy Conference
       Westin Tabor Center, Denver, Colo.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center,
       National Harbor, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa, Traverse City, Mich.
             Contact: http://www.abiworld.org/

July 21-24, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Northeast Bankruptcy Conference
       Hyatt Regency Newport, Newport, R.I.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 4-6, 2011  (tentative)
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
       Hotel Hershey, Hershey, Pa.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2011
AMERICAN BANKRUPTCY INSTITUTE
    NCBJ/ABI Educational Program
       Tampa Convention Center, Tampa, Fla.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
TURNAROUND MANAGEMENT ASSOCIATION
    Hilton San Diego Bayfront, San Diego, CA
       Contact: http://www.turnaround.org/

Dec. 1-3, 2011
AMERICAN BANKRUPTCY INSTITUTE
    23rd Annual Winter Leadership Conference
       La Quinta Resort & Spa, La Quinta, Calif.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Apr. 19-22, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center,
       National Harbor, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Workshop
       The Ritz-Carlton Amelia Island, Amelia Island, Fla.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
       Hyatt Regency Chesapeake Bay, Cambridge, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 29 - Dec. 2, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Winter Leadership Conference
       JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
          Contact: 1-703-739-0800; http://www.abiworld.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

Last Updated: February 15, 2010



                          *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                          *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

                 *** End of Transmission ***