TCR_Public/100303.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, March 3, 2010, Vol. 14, No. 61

                            Headlines


ABITIBIBOWATER INC: ACI Wants Stakeholders to Form Committees
ABITIBIBOWATER INC: Aurelius Withdraws Request to Grant Liens
ABITIBIBOWATER INC: Claims Deadline vs. WF Moved to March 31
ABITIBIBOWATER INC: Proposes April 7 Employee Claims Bar Date
ACE FINANCIAL: Files for Chapter 11 Bankruptcy

ACCURIDE CORPORATION: New Stock to Commence Trading on OTCBB
ADANAC MOLYBDENUM: CCAA Protection Extended Until to June 30
ADFITECH INC: Court Confirms 2nd Amended Plan
AFFILIATED MEDIA: BnY, Warner Balk at Prepackaged Chapter 11 Plan
ALMADEN ASSOCIATES: Section 341(a) Meeting Scheduled for March 29

AMERICAN AXLE: Capital Research Global Reports 6.7% Stake
AMERICAN AXLE: CEO Richard Dauch Reports 13.67% Equity Stake
AMERICAN AXLE: SAC Capital Advisors Reports De Minimis Stake
AMERICAN AXLE: TIAA-CREF, Teachers Advisors Hold 3.93% Stake
AMERICAN AXLE: Moody's Raises Corporate Family Rating to 'Caa1'

AMERICAN CAPITAL: To Solicit Votes on Exchange Offer, Prepack Plan
AMERICAN PACIFIC: S&P Downgrades Corporate Credit Rating to 'B'
AXION INTERNATIONAL: Posts $2.6-Mil. Net Loss for Dec. Quarter
ATLANTIC FACILITIES: Files Schedules of Assets & Liabilities
ATLANTIC FACILITIES: Section 341(a) Meeting Scheduled for March 22

AUBREY BRUCE: Wants March 5 Deadline for Filing of Schedules
AXCESS MEDICAL: Partners Imaging's $7.3-Mil. Wins Auction
BERNARD MADOFF: Trustee Gets Nod to Disregard Phony Profits
BLACK GAMING: Files for Chapter 11; Plan Lets Black Keep Control
BLUE EARTH: Posts $585,714 Net Loss in Q3 Ended Dec. 31

BTA BANK: Says Ukraine Court Upheld Debt Restructuring
CABLEVISION SYSTEMS: Swings to $285.3-Mil. Profit in 2009
CANOPY FINANCIAL: Co-Founders Charged with $75-Mil. Fraud
CANWEST GLOBAL: CMI Entities Rejecting Terminal Deficiency Claims
CANWEST GLOBAL: Ontario Court Approves Shaw Subscription Agreement

CARD ACTIVATION: Earns $85,491 in Q1 Ended December 31
CCS MEDICAL: Submits Amended Plan Outline for Plan Solicitation
CELL THERAPEUTICS: Has $9-Mil. Net Loss for January
CERUS CORP: AXA Financial Holds 1.1% of Common Stock
CERUS CORP: Capital Ventures, Heights Capital Hold 2% Stake

CERUS CORP: Posts $24.1 Million Net Loss for FY2009
CIT GROUP: Expects to Report $900-Mil. Loss for Fourth Quarter
CITIGROUP INC: Annual Stockholders' Meeting on April 20
CLAIRE'S STORES: Unit Enters into Sale & Lease-Back Deal AGNL
COMSCAPE COMMUNICATIONS: Chapter 11 Filings Not Authorized

CONEXANT SYSTEMS: Board Appoints Elbaz as Chief Accounting Head
CONEXANT SYSTEMS: Stockholders Adopt 2010 Equity Incentive Plan
DAVID YARDS: Delays Vessel Deliveries for Ocean Hotels
DELAMORE ELIZABETH: To Raise $1 Million for Chapter 11 Plan
EASTMAN KODAK: Hikes Maximum Tender Amount to $200 Million

EASTMAN KODAK: To Sell $500 Mil. of 9.75% Senior Notes
ENRON CORP: Skilling's New Trial Bid May Divide Supreme Court
EPICEPT CORP: Incurs $4.4 Mil. Net Loss for Fourth Quarter
EPV SOLAR: Organizational Meeting to Form Panel on March 10
ESCALON MEDICAL: Posts $1.1 Million Net Loss in Q2 Ended Dec. 31

FEDERAL-MOGUL: Reports $43 Million Net Income for Fourth Quarter
FONAR CORPORATION: Posts $1.29-Mil. Net Loss in Q3 2009
FORD MOTOR: February 2010 Sales Up 43% From Last Year
FREDDIE MAC: Needs Continued Support from Govt., Says S&P
FREESCALE SEMICONDUCTOR: Has Deal to Extend Term Loans to 2016

FREESCALE SEMICONDUCTOR: Files Patent Suit vs. Panasonic Et Al.
GENERAL GROWTH: Fairholme's Berkowitz Likes Debt-for-Equity Swap
GENERAL GROWTH: Simon's CEO Doesn't See Antitrust Concerns
FEDERAL-MOGUL: Reports $43 Million Net Income for Fourth Quarter
GENERAL MOTORS: February 2010 Sales Up 32% From Last Year

GENERAL MOTORS: Overhauls North American Sales Operations
GENERAL MOTORS: Recalls 1.3-MM Cars to Fix Power Steering Assist
GENERAL MOTORS: Seaport Sues Over $3.25-Mil. Claim Buy
GLEN ROSE: Posts $398,474 Net Loss in Q3 Ended December 31
GMAC INC: Ally Bank Told to Reduce Deposit Interest Rates

GMAC INC: ResCap to Continue to Rely for Support in Near-Term
GREEN PLANET: Posts $2.7-Mil. Net Loss in Q3 ended Dec. 31
HC INNOVATIONS: Taps Reid and Riege as Bankruptcy Counsel
HEALTHSOUTH CORP: Joins JPMorgan, RBC Conferences
HERITAGE SOUTHWEST: Non-Debtor Claims Sent to State Court

HORIZON HEALTH: Exmovere Holdings Delivers Monetary Default Notice
ICAHN ENTERPRISES: To Pay $0.25/Unit Distribution on March 30
INTRAWEST ULC: Reaches Deal on Debt Restructuring
LAMBERT PROPERTIES: Court Dismisses Chapter 11 Reorganization Case
LIONS GATE: Tipped to Get Miramax Assets for Up to $500-Mil.

MAXXAM INC: Dimensional Fund Advisors No Longer Holds Shares
MGM MIRGAGE: Joseph Sugerman Resigns as Member of the Board
MIRAMAX FILM: Lions Gate Tipped to Get Assets for Up to $500-Mil.
MITCHELL LEONARD: Federal Judge to Review New Plan in April
MORRIS PUBLISHING: Emerges From Bankruptcy Protection

MSGI SECURITY: Posts $2.9 Million Net Loss in Q2 Ended December 31
MONEYGRAM INT'L: To Settle Federal Securities Class Action
NORTH COUNTRY: Famous Dave's Wins Auction for 7 Franchises
ORLEANS HOMEBUILDERS: Case Summary & 50 Largest Unsec. Creditors
ORMET CORPORATION: Secures $50MM Credit Facility & $110MM Loan

OTTER TAIL: Files Chapter 11 Plan of Reorganization
PANAVISION INC: To Give Up Control to Creditors
PERFECT LINE: Files Chapter 11 Bankruptcy Protection
PETER POCKLINGTON: Bankruptcy Fraud Trial Headed for Another Delay
PHARMOS CORPORATION: Posts $3.1 Million Net Loss in 2009

PHILADELPHIA NEWSPAPERS: Credit Bid Dispute Hurting Reorganization
PRIME GROUP REALTY: Sells 180 North LaSalle Street Property
PRIME GROUP REALTY: Two Units in Default of CWCapital Mortgage
PROTECTION ONE: Amends Non-Compete Clause in Employment Pacts
RAINIER PACIFIC: Company Stock to Be Delisted from Nasdaq

RANSOME GROUP: No Bond Required from Involuntary Petitioner
RC SOONER: Gets Court's Nod to Hire BMC Group as Claims Agent
RC SOONER: Section 341(a) Meeting Scheduled for March 22
RC SOONER: Wants Schedules Filing Deadline Extended Until April 7
RC SOONER: Wants to Hire Ballard Spahr as Bankruptcy Counsel

REDDY ICE: 2010 Annual Stockholders' Meeting on April 29
REDDY ICE: JPMorgan Chase Holds 6.2% of Common Stock
REGENT COMMUNICATIONS: Case Summary & 30 Largest Unsec. Creditors
RQB RESORT: Voluntary Chapter 11 Case Summary
SCHWAB INDUSTRIES: Files for Chapter 11 in Ohio

SEA LAUNCH: Wants Additional $12MM DIP Loan from Space Launch
SMART-TEK SOLUTIONS: Earns $548,686 in Q2 Ended December 31
SPHERIS INC: Has Until March 31 to Come Up With Amended Deal
SPLINTERNET HOLDINGS: Posts $273,305 Net Loss in Q3 2009
STERLING MINING: Wants $2MM DIP Loan from Minco to Pay Penalty

ST MARY'S HOSPITAL: Emerges from Chapter 11 Protection
STEVE & BARRY: Investors Try to Dodge WARN Suit
SUNRISE SENIOR: Ernst & Young Raises Going Concern Doubt
SWOOZIE INC: Files Chapter 11 as New Stores Fail
THE SRKO FAMILY: Gets OK to Hire Kutner Miller as Bankr. Counsel

TROPICANA ENTERTAINMENT: Assets Transfer Exempt From NJ Taxes
TROPICANA ENTERTAINMENT: OpCo Loans Maturity Extended to March 31
TROPICANA ENTERTAINMENT: Plan Consummation Deadline Moved March 31
TROPICANA ENTERTAINMENT: Trustee Sues Ex-Owner for Misconduct
TXCO RESOURCES: FTI Asks for $3M For Bankruptcy Case

UAL CORP: Dist. Court Affirms Disallowance of Regen Capital Claim
UAL CORP: Has Deal With ExpressJet for Service of 22 Aircraft
UAL CORP: Keen on Merger Talks with Continental
UAL CORP: Names New Officers for Investor Relations
UAL CORP: Targeting Balanced Fuel Hedging Program

UNO RESTAURANT: Closes Restaurant Shop in Kirkwood
US CONCRETE: BlackRock Holds 5.63% of Common Stock
US CONCRETE: Dimensional Fund Advisors Holds 7.27% Stake
US CONCRETE: Lenders Amend Facility, Grant Waiver Until May 1
US CONCRETE: Rutabaga Capital Holds 5.47% of Common Stock

US FIDELIS: Case Summary & 20 Largest Unsecured Creditors
VION PHARMACEUTICALS: Wins Court Nod for Creditor Vote
VISTEON CORP: Donald Smith Now Has 0% Stake
VONAGE HOLDINGS: Earns $4.4 Million for Fourth Quarter
WASHINGTON MUTUAL: Former Employees "Forced" by JPM to Sell Shares

XERIUM TECHNOLOGIES: Said to Seek Loans for Prepackaged Bankruptcy
XERIUM TECHNOLOGIES: Commences Solicitation on Debt Restructuring
ZACK DAVIDSON: Files for Chapter 7 Bankruptcy
ZAYAT STABLES: Made $600,000 in Loans to Illegal Bookers

* FDIC Offers $1.8 Billion of Notes Tied to Home Loans
* S&P Says Downgrades & Defaults to Wane from Near-Record Highs

* Upcoming Meetings, Conferences and Seminars


                            *********


ABITIBIBOWATER INC: ACI Wants Stakeholders to Form Committees
-------------------------------------------------------------
In the context of the CCAA Proceedings and as a result of the
ongoing restructuring process of Abiti-Consolidated Inc. and its
Canadian affiliates' businesses, certain actions taken by or
imposed on the Applicants have impacted, and will continue
impacting, various and diverse groups of their stakeholders,
including bondholders, employees, former employees, pensioners and
other groups, Stikeman Elliott LLP, in Montreal, Canada, asserts.

While certain groups of stakeholders are well-organized and have
been represented throughout the course of the CCAA Proceedings,
other stakeholders, including non-unionized employees, former
non-unionized employees and pensioners who were non-unionized
while employed by the Applicants -- or the "Affected
Stakeholders" -- have not formally been represented for reasons
particular to their situation.

Representing the Applicants, Stikeman Elliott relates that
certain actions taken and which have impacted the Affected
Stakeholders include:

   -- the suspension of employee benefits enjoyed by certain
      categories of employees;

   -- the suspension of past service contributions or special
      payments to funded pensions plans maintained by the
      Applicants during the Stay Period, as authorized by the
      Court's order dated May 8, 2009; and

   -- the cessation of payments under non-registered
      supplementary pension schemes or SERPs.

Stikeman says the Applicants are at the stage where they are
seeking to formulate their plan of compromise and arrangement in
preparation for emergence from the CCAA Proceeding.  In this
regard, it is of assistance both to the Applicants and the
Affected Stakeholders to have counterparts with whom to review
proposals, solicit feedback and otherwise assist in the formation
of proposals calculated to meet the needs of the Applicants while
mitigating where possible the impact of the process on the
Affected Stakeholders, Stikeman points out.

In this regard, the Applicants ask Mr. Justice Gascon to:

  (a) authorize the formation of consultative committees from
      within those groups of the Applicants' non-unionized
      employees, former non-unionized employees and pensioners
      who were non-unionized while employed by the Applicants
      and who remain unrepresented in the CCAA Proceedings;

  (b) authorize the Applicants to engage in consultation and
      negotiations with these Consultative Committees in order
      to adequately address the impact of proposed restructuring
      efforts on these stakeholder groups; and

  (c) authorize said Consult to make representations before the
      Canadian Court should the need arise.

The Applicants propose that the Consultative Committees be
entitled to (i) appoint lead representatives charged with
coordinating the tasks of consulting and representing their
committee, as well as engaging in discussions with, and
formulating recommendations to, the Applicants, and (ii) hire
legal counsel to make representations before the Canadian Court.

Members of a Consultative Committee and its Lead
Representatives will act in an advisory and consultative role
only and will have neither authority to bind any Affected
Stakeholder nor responsibility to any Affected Stakeholder except
as may explicitly be agreed in writing between the parties and
approved by the Canadian Court.

The Consultative Committees will be formed for consultative and
representation purposes only, and the Applicants will incur no
further liability obligation as a result of their formation,
Stikeman clarifies.

                     About AbitibiBowater Inc.

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

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

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

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

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


ABITIBIBOWATER INC: Aurelius Withdraws Request to Grant Liens
-------------------------------------------------------------
Aurelius Capital Management, LP, has withdrawn its request dated
November 29, 2009, to grant the AbitibiBowater applicants under
Canada's Companies' Creditors Arrangement Act security interests
in the Chapter 11 collateral to secure all Canadian intercompany
claims.

Aurelius is a holder of notes with an aggregate face value of
$600 million due November 2011, guaranteed by Bowater
Incorporated.

Aurelius' request is being withdrawn in light of the Court-
approved stipulation it reached with AbitibiBowater Inc. and its
debtors affiliates; the Official Committee of Unsecured
Creditors; Avenue Investments L.P.; Wachovia Bank N.A.; Fairfax
Financial Holdings Ltd; Bank of Nova Scotia; and Law Debenture
Trust Company of New York, with respect to provisions on security
interests under the Senior Secured Superpriority Debtor-in-
Possession Credit Agreement dated as of April 21, 2009, as
amended.

As previously reported, the Stipulation embodies the amendment of
these provisions of the Final DIP Order in order to resolve
Aurelius' concerns:

(1) Paragraph 4(c) of the Final DIP Order is amended to
     replace "intercompany claims" with "intercompany claims
     payable to U.S. Debtors by Canadian Debtors."

(2) The Final DIP Order is amended to authorize the U.S.
     Debtors to grant the Canadian Debtors "security interests
     in and liens on all U.S. collateral, junior to the U.S. DIP
     Liens, Permitted U.S. Prepetition Liens, U.S. Adequate
     Protection Liens and Canadian Adequate Protection Liens."

The withdrawal of the Motion is without prejudice to Aurelius'
rights to seek further relief from the Court with respect to the
validity, enforceability, characterization, allowance, priority,
valuation, and value allocation of any intercompany claims or
equity interests, including wind-up claims, contribution claims,
preferred stock interests, U.S. Intercompany Claims, and Canadian
Intercompany Claims, Dennis A. Meloro, Esq., at Greenberg Traurig
LLP, in Wilmington, Delaware, clarifies, on behalf of Aurelius.

                     About AbitibiBowater Inc.

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

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

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

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

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


ABITIBIBOWATER INC: Claims Deadline vs. WF Moved to March 31
------------------------------------------------------------
U.S. Bankruptcy Judge Kevin Carey extended, through and including
March 31, 2010, the deadline within which the Official Committee
of Unsecured Creditors in AbitibiWater Inc.'s case may commence
and prosecute causes of action challenging, among other things,
the extent and validity of Wells Fargo Bank National Association's
and certain lenders' liens upon, and security interests in, the
Debtors' assets.

Wells Fargo is the successor-in-interest to Goldman Sachs Credit
Partners L.P., in its capacity as administrative agent and
collateral agent under a Credit and Guaranty Agreement dated
April 1, 2008, as amended.  Lenders under the Credit Agreement
provided a $400,000,000 term loan and other accommodations for
the benefit of the Debtors and its affiliates as borrowers.

Pursuant to the Court's final order dated July 1, 2009, approving
the Amended and Restated Guaranteed Receivables Purchase
Agreement among (i) Abitibi-Consolidated, Inc. and Abitibi
Consolidated Sales Corporation or "the Abitibi Group" as
Originators, (ii) Abitibi Consolidated U.S. Funding Corp. and
Donohue Group as Guarantors, (iii) Citibank, as Agent, and (iv)
Barclays Capital Inc., as Syndication Agent, the Creditors'
Committee reserved its right to contest the scope, validity,
perfection, or amount of Wells Fargo's Claims.

The Creditors' Committee ascertained that certain liens and
guarantees that were granted or incurred under the Wells Fargo
Credit Agreement within two years of the Petition Date "are
avoidable under Section 548 of the Bankruptcy Code as fraudulent
transfers."

Based on the financial condition of each individual Debtor that
is a New Guarantor at the time of the Transfers, the Creditors'
Committee alleges that the Wells Fargo Credit Agreement Liens and
Guarantees were incurred while the Debtors were insolvent or
became insolvent.  The Creditors' Committee also alleges, based
on the lack of value conferred, that the Debtors were left with
unreasonably small capital to carry on their businesses.

The Creditors' Committee has said that successful avoidance or
otherwise reduction of the claims of Wells Fargo and the Lenders
against the New Guarantors will result in the availability of
unencumbered assets of the Debtor-affiliates' estates for
distribution to the general unsecured creditors.

                     About AbitibiBowater Inc.

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

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

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

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

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


ABITIBIBOWATER INC: Proposes April 7 Employee Claims Bar Date
-------------------------------------------------------------
AbitibiBowater Inc. and its units relate that they have received,
and are actively reviewing and reconciling, more than 4,400 claims
asserting prepetition liabilities that they allegedly owed both in
the U.S. and Canada.  As the Debtors move towards the formulation
of a Chapter 11 plan and emergence, "the time has come to
crystallize claims by employees," Sean T. Greecher, Esq., at Young
Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, averred.

Accordingly, at the Debtors' behest, Judge Carey established
April 7, 2010, as the final date for any person who was an
employee of the Debtors as of the Petition Date to file in the
Chapter 11 cases:

  (a) any claim against the Debtors owing as of the Petition
      Date; and

  (b) any claim or expense asserted against the Debtors for the
      period from April 16, 2009 to February 28, 2010, or the
      "Employee Claim Period."

Mr. Greecher noted that setting the Employee Claims Bar Date at
the end of the first quarter of 2010 best serves the Debtors'
goals of proposing, soliciting approval of, and confirming a
restructuring plan.

The Employee Claims Bar Date does not apply to amounts owed for
ordinary course payroll obligations that are scheduled to be paid
on the next pay date occurring after February 28, 2010, or for
the reimbursement of Employee expenses scheduled to be paid in
the ordinary course, Mr. Greecher clarified.

The U.S. Debtors aver that they have coordinated the Employee
Claims Bar Date with their affiliate-applicants under the
Companies' Creditors Arrangement Act in Canada.  Accordingly, the
CCAA Applicants also intend to ask the Canadian Court to
establish April 7, 2010, as the bar date for their employees to
file claims in the CCAA Proceeding.

Each Employee asserting a claim against one or more of the
Debtors on account of a claim arising during the Employee Claim
Period will be required to file a separate Employee Claim that
substantially complies with Official Bankruptcy Form B10, against
each Debtor so as to be actually received on or before the
Employee Claims Bar Date by Epiq Bankruptcy Solutions, LLC, the
Debtors' claims and noticing agent.

Employee Claims filed against the Cross-Border Debtors --
consisting of Bowater Canada Finance Corporation, Bowater
Canadian Holdings Incorporated, AbitibiBowater Canada Inc.,
Bowater Canadian Forest Products Inc., Bowater Maritimes Inc.,
Bowater LaHave Corporation and Bowater Canadian Limited -- will
be accepted and considered timely in the Chapter 11 Cases if
received by the monitor appointed in the CCAA Proceeding prior to
the Employee Claims Bar Date.

Judge Carey directed Epiq to provide notice and instructions
regarding the Employee Claims Bar Date by mailing a copy of the
U.S. Employee Bar Date Notice, together with an Employee Claim
form, by first-class mail to all Employees who were employed by
the Debtors as of the Petition Date, at those Employees' last
known addresses as found in the Company's books and records.
Subsequently, the Debtors filed with the Bankruptcy Court a copy
of the U.S. Bar Employee Bar Date Notice.

Similarly, the CCAA Monitor will provide notice of, and
instructions regarding, the Employee Claims Bar Date through the
Canadian Employees' Joint Instruction Letter, which will be
mailed to all Employees who were employed by the Cross-Border
Debtors as of the Petition Date.

Employee Proofs of Claim sent to Epiq via first-class mail must
be addressed to:

  AbitibiBowater Inc. Claims Processing Center
  c/o Epiq Bankruptcy Solutions, LLC
  FDR Station, P.O. Box 5269
  New York, NY 10150-5269

Employee Proofs of Claim sent to Epiq by hand delivery or
overnight mail must be delivered to:

  AbitibiBowater Inc. Claims Processing Center
  c/o Epiq Bankruptcy Solutions, LLC
  757 Third Avenue, Third Floor
  New York, NY 10017

Employee Proofs of Claim will be deemed timely filed only if they
are actually received by Epiq or, with respect to the Cross-
Border Debtors, the Monitor, on or before the Employee Claims Bar
Date.

To accommodate an informal objection raised by the United
Steelworkers, the Bankruptcy Court clarified, pursuant to an
agreement between the Debtors and USW that any employee employed
within a bargaining unit covered by a collective bargaining
agreement between the Debtors and any labor organization, will
not be required to file an Employee Claim for any obligation
arising under that collective bargaining agreement, including,
but not limited to, any grievance or arbitration.

Judge Carey further authorized a labor organization that is a
party to a collective bargaining agreement with the Debtors to
file a master proof of claim relating to any grievances or
arbitration cases arising under that CBA, provided that (i) the
labor organization will not be required to file a claim for
obligations other than grievances and arbitration cases, and (ii)
all grievances and arbitration cases will be resolved by the
grievance and arbitration procedures of that CBA, subject to the
applicable provisions of the Bankruptcy Code.

Furthermore, no person will be required to file an Employee Claim
for any obligation which constitutes "retiree benefits," as the
term is defined under Section 1114(a) of the Bankruptcy Code.

Any Employee Claim for claims arising during the Prepetition
Employee Claims Period denominated in Canadian dollars will be
converted to, and will constitute obligations, in U.S. dollars,
which calculation to be effected using the Bank of Canada's "noon
spot rate" as of the Petition Date.  Specifically, U.S. dollar
claims are to be converted at the rate of C$l to US$0.8290, the
Court ruled.

Pursuant to Rules 3002 and 3003 of the Federal Rules of
Bankruptcy Procedure, any Employee who is required, but fails to,
file a timely Employee Claim (i) will be forever barred, estopped
and enjoined from asserting claims against the Debtors or their
property, and (ii) will not be permitted to participate in any
voting and distribution in the Debtors' Chapter 11 Cases on
account of those claims.

                     About AbitibiBowater Inc.

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

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

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

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

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


ACE FINANCIAL: Files for Chapter 11 Bankruptcy
----------------------------------------------
Ace Financial Corp. filed for Chapter 11 bankruptcy after it
stopped lending or taking in new investment money as it awaited
payment on previous loans, according to bakersfield.com.

Ace Financial offers residential and commercial real estate
construction loans.  In documents attached to its bankruptcy
petition, the Company listed $5.16 million in assets and
$4.86 million in liabilities including $3.5 million in unsecured,
nonpriority claims, and $6,000 in unpaid wages.


ACCURIDE CORPORATION: New Stock to Commence Trading on OTCBB
------------------------------------------------------------
Accuride Corporation's new common stock will commence trading on
the Over-the-Counter Bulletin Board under the symbol "ACUZ" no
later than March 4, 2010.

Prior to the effective date of Accuride's plan of reorganization,
shares of Accuride Corporation traded as OTCBB: AURDQ.  On the
Effective Date, Accuride's then outstanding common stock was
cancelled, and Accuride issued new shares of common stock as
provided in its Plan of Reorganization.  All shares of new common
stock will trade under the symbol "ACUZ".

                     About Accuride Corp.

Accuride Corporation -- http://www.accuridecorp.com-- claims to
be one of the largest and most diversified manufacturers and
suppliers of commercial vehicle components in North America.
Accuride's products include commercial vehicle wheels, wheel-end
components and assemblies, truck body and chassis parts, seating
assemblies and other commercial vehicle components. Accuride's
products are marketed under its brand names, which include
Accuride, Gunite, Imperial, Bostrom, Fabco, Brillion, and Highway
Original. For more information, visit

Accuride filed for Chapter 11 in Delaware and emerged from
bankruptcy five months later on Feb. 26, 2010.  Attorneys at Irell
& Manella LLP and Reed Smith LLP served as counsel.  Morris
Anderson & Associates was financial advisor.


ADANAC MOLYBDENUM: CCAA Protection Extended Until to June 30
------------------------------------------------------------
Adanac Molybdenum Corporation's application of March 2, 2010, to
the Supreme Court of British Columbia for an Order under the
Companies' Creditors Arrangement Act to extend its creditor
protection has been successful, allowing the Company to continue
to restructure and continue to stay all claims and actions against
the Company and its assets.  The March 2, 2010 Order extends the
stay period under CCAA until June 30, 2010, at which time the
matter will be reviewed by the Court.  Further information can be
found on the website of KPMG Inc., the court-appointed Monitor, at
http://www.kpmg.ca/adanac.

Adanac Molybdenum Corporation is listed on the TSX and Frankfurt
exchanges and owns the Ruby Creek Project in northern British
Columbia. The Company has advanced the project through feasibility
studies, a production decision and has previously ordered long-
lead equipment, completed permitting for construction, constructed
a road to the site and secured US$80 million in bridge financing.


ADFITECH INC: Court Confirms 2nd Amended Plan
---------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland has entered
an order confirming the Chapter 11 plan of reorganization, as
twice amended, of ADFITECH Inc.

Only holders of senior notes totaling $304,000,000 issued by
Thornburg Mortgage Inc. with claims against Adfitech, Inc., on
account of Adfitech's guarantee of the notes voted on the Plan.
More than 94.74% of the holders of the notes, with claims totaling
$124,247,000 (representing 96.3% of the total claims of the
noteholders that sent ballots) accepted the Plan.

The holders of guarantee claims are to receive aggregate
consideration of $38,630,416 in the form of new securities, new
notes and cash.

There were no holders of general unsecured claims against
Adfitech.  Holders of equity interests won't receive anything.

A copy of the Plan is available for free at:

   http://bankrupt.com/misc/Adfitech_2nd_Plan.pdf

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

   http://bankrupt.com/misc/Adfitech_2nd_DS.pdf

                     About ADFITECH Inc.

ADFITECH, Inc., is an independently operated, wholly owned
subsidiary of TMST Home Loans, Inc., formerly known as Thornburg
Mortgage Home Loans, Inc., and provides mortgage-related auditing
and quality control consulting services to financial institutions.
Adfitech is self-funded, has its own separate workforce and bank
accounts, and operates independently from the TMST Debtors
including TMST and TMHL at offices located in Edmond, Oklahoma on
unencumbered real estate owned by Adfitech.

As of October 31, 2009, Adfitech had total assets of $30,807,613
against total liabilities of $1,639,994,390.  As of the petition
date, Adfitech had total assets of $28,026,037 against total
liabilities of $1,639,832,523.

Thornburg Mortgage, Inc., now known as TMST, Inc., and its four
affiliates filed for Chapter 11 on May 1 (Bankr. D. Md. Lead Case
No. 09-17787).  Judge Duncan W. Keir is handling the case.

On November 2, 2009, the Bankruptcy Court entered an Order
Severing Joint Administration with Respect to the Adfitech Chapter
11 Case.  As a result, the Adfitech Chapter 11 case is no longer
jointly administered with the cases of the TMST Debtors.


AFFILIATED MEDIA: BnY, Warner Balk at Prepackaged Chapter 11 Plan
-----------------------------------------------------------------
Renee McGaw at Denver Business Journal says Bank of New York
Mellon Trust Co. and Warner Gateway Partners objected to the
prepackaged Chapter 11 plan of reorganization of Affiliated Media
Inc., arguing that the plan may be read to impermissibly limit the
company's obligation to pay the trustee's fees and expenses, and
limit compensation for its services.

Bank of New York and Warner are asking the U.S. Bankruptcy Court
for the District of Delaware to deny confirmation of the Plan.

                        Terms of the Plan

Holders of senior notes aggregating $583.1 million will receive
88% of the common stock, a $150 million secured term loan and
certain cash payments.  Majority of the senior lenders approved
the terms of the plan prior to the bankruptcy filing.  Holders of
other secured claims would retain their claims and have their
rights unaltered.

Under the Plan, holders of general unsecured claims would retain
their claims or would be paid in full.

Holders of $326 million in subordinated notes, if they support the
plan, would receive warrants to purchase stock of the reorganized
company.  If they reject the Plan, they won't recover anything.

Holders of equity interests are wiped out.

Copies of the Plan and disclosure statement are available for free
at:

       http://bankrupt.com/misc/AFFILIATED_MEDIA_ch11plan.pdf
       http://bankrupt.com/misc/AFFILIATED_MEDIA_ds.pdf

                    About Affiliated Media

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

The Company filed for Chapter 11 bankruptcy protection on
January 22, 2010 (Bankr. D. Delaware Case No. 10-10202).

Hughes Hubbard & Reed LLP is the Debtor's general bankruptcy
counsel, while Daniel B. Butz, Esq., at Morris, Nichols, Arsht &
Tunnell LLP, is the Debtor's co-bankruptcy counsel.  Wilkinson
Barker Knauer, LLP, is the Debtor's special FCC counsel.  Carl
Marks Advisory Group LLC is the Debtor's restructuring advisor.
Rothschild Inc. is the Debtor's financial advisor.  Epiq
Bankruptcy Solutions, LLC, is the Debtor's claims agent.  Sitrick
and Company Inc. is the Debtor's communications consultant.

The Company listed $100,000,001 to $500,000,000 in assets and
$500,000,001 to $1,000,000,000 in liabilities.


ALMADEN ASSOCIATES: Section 341(a) Meeting Scheduled for March 29
-----------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of creditors
in Almaden Associates, LLC's Chapter 11 case on March 29, 2010, at
9:00 a.m.  The meeting will be held at the Office of the U.S.
Trustee, 1301 Clay St. Room 680N, Oakland, CA 94612.

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

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

Dublin, California-based Almaden Associates, LLC, filed for
Chapter 11 bankruptcy protection on February 22, 2010 (Bankr. N.D.
Calif. Case No. 10-41903).  Joel K. Belway, Esq., at Law Offices
of Joel K. Belway, assists the Company in its restructuring
effort.  The Company estimated its assets and debts at $10,000,001
to $50,000,000.


AMERICAN AXLE: Capital Research Global Reports 6.7% Stake
---------------------------------------------------------
Capital Research Global Investors, as of December 31, 2009, is
deemed to be the beneficial owner of 4,680,000 shares or 6.7% of
the 69,563,283 shares of American Axle & Manufacturing Holdings
Inc. Common Stock believed to be outstanding as a result of CRMC
acting as investment adviser to various investment companies
registered under Section 8 of the Investment Company Act of 1940.

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a Tier I
supplier to the automotive industry.  American Axle manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.  American Axle is the principal supplier of
driveline components to General Motors for its rear-wheel drive
light trucks and SUVs manufactured in North America, supplying
substantially all of GM's rear axle and front four-wheel drive and
all-wheel drive (4WD/AWD) axle requirements for these vehicle
platforms.  Sales to GM were roughly 78% of AAM's total net sales
in 2009, 74% in 2008 and 78% in 2007.  In addition to locations in
the United States (Michigan, New York, Ohio and Indiana), AAM also
has offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

At December 31, 2009, the Company had total assets of
$1.986 billion against total liabilities of $2.546 billion,
resulting in stockholders' deficit of $559.9 million.

                           *     *     *

American Axle carries Standard & Poor's "B-" Corporate Family
Rating; Moody's Investors Services' "Caa2" Corporate Family
Rating; and Fitch Ratings' "B-" Corporate Family Rating.


AMERICAN AXLE: CEO Richard Dauch Reports 13.67% Equity Stake
------------------------------------------------------------
Richard E. Dauch disclosed that as of December 31, 2009, he may be
deemed to beneficially own 9,786,353 shares or roughly 13.67% of
the common stock of American Axle & Manufacturing Holdings Inc.

Mr. Dauch is the Co-Founder, Chairman and CEO of AAM.  Mr. Dauch
made the disclosure individually and as trustee of the Richard E.
Dauch Trust dated 11-13-91, the Dauch Care Trust, the Sandra J.
Dauch Gift Trust dated May 25, 1998, and the Richard E. Dauch
Annuity Trust 2017,U/A 05-04-09, and as president of the Richard
E. and Sandra J. Dauch Family Foundation.

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a Tier I
supplier to the automotive industry.  American Axle manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.  American Axle is the principal supplier of
driveline components to General Motors for its rear-wheel drive
light trucks and SUVs manufactured in North America, supplying
substantially all of GM's rear axle and front four-wheel drive and
all-wheel drive (4WD/AWD) axle requirements for these vehicle
platforms.  Sales to GM were roughly 78% of AAM's total net sales
in 2009, 74% in 2008 and 78% in 2007.  In addition to locations in
the United States (Michigan, New York, Ohio and Indiana), AAM also
has offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

At December 31, 2009, the Company had total assets of
$1.986 billion against total liabilities of $2.546 billion,
resulting in stockholders' deficit of $559.9 million.

                           *     *     *

American Axle carries Standard & Poor's "B-" Corporate Family
Rating; Moody's Investors Services' "Caa2" Corporate Family
Rating; and Fitch Ratings' "B-" Corporate Family Rating.


AMERICAN AXLE: SAC Capital Advisors Reports De Minimis Stake
------------------------------------------------------------
S.A.C. Capital Advisors, L.P.; S.A.C. Capital Advisors, Inc.; SAC
Capital Associates; and Steven A. Cohen disclosed that as of
December 31, 2009, they may be deemed to hold 22,370 shares, which
is less than 0.1%, of the common stock of American Axle &
Manufacturing Holdings, Inc.

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a Tier I
supplier to the automotive industry.  American Axle manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.  American Axle is the principal supplier of
driveline components to General Motors for its rear-wheel drive
light trucks and SUVs manufactured in North America, supplying
substantially all of GM's rear axle and front four-wheel drive and
all-wheel drive (4WD/AWD) axle requirements for these vehicle
platforms.  Sales to GM were roughly 78% of AAM's total net sales
in 2009, 74% in 2008 and 78% in 2007.  In addition to locations in
the United States (Michigan, New York, Ohio and Indiana), AAM also
has offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

At December 31, 2009, the Company had total assets of
$1.986 billion against total liabilities of $2.546 billion,
resulting in stockholders' deficit of $559.9 million.

                           *     *     *

American Axle carries Standard & Poor's "B-" Corporate Family
Rating; Moody's Investors Services' "Caa2" Corporate Family
Rating; and Fitch Ratings' "B-" Corporate Family Rating.


AMERICAN AXLE: TIAA-CREF, Teachers Advisors Hold 3.93% Stake
------------------------------------------------------------
TIAA-CREF Investment Management, LLC, and Teachers Advisors, Inc.,
in New York, disclosed that as of December 31, 2009, they may be
deemed to beneficially own 2,734,145 shares or roughly 3.93% of
the common stock of American Axle & Manufacturing Holdings, Inc.

TIAA-CREF Investment Management is the investment adviser to the
College Retirement Equities Fund, a registered investment company.
Teachers Advisors is the investment adviser to three registered
investment companies, TIAA-CREF Funds, TIAA-CREF Life Funds, and
TIAA Separate Account VA-1.

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- is a Tier I
supplier to the automotive industry.  American Axle manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.  American Axle is the principal supplier of
driveline components to General Motors for its rear-wheel drive
light trucks and SUVs manufactured in North America, supplying
substantially all of GM's rear axle and front four-wheel drive and
all-wheel drive (4WD/AWD) axle requirements for these vehicle
platforms.  Sales to GM were roughly 78% of AAM's total net sales
in 2009, 74% in 2008 and 78% in 2007.  In addition to locations in
the United States (Michigan, New York, Ohio and Indiana), AAM also
has offices or facilities in Brazil, China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South Korea, Thailand and the United
Kingdom.

At December 31, 2009, the Company had total assets of $1.986
billion against total liabilities of $2.546 billion, resulting in
stockholders' deficit of $559.9 million.

                           *     *     *

American Axle carries Standard & Poor's "B-" Corporate Family
Rating; Moody's Investors Services' "Caa2" Corporate Family
Rating; and Fitch Ratings' "B-" Corporate Family Rating.


AMERICAN AXLE: Moody's Raises Corporate Family Rating to 'Caa1'
---------------------------------------------------------------
Moody's Investors Service raised American Axle & Manufacturing
Holdings, Inc.'s Corporate Family Rating and Probability of
Default Rating to Caa1 from Caa2.  In a related action, the rating
on American Axle & Manufacturing, Inc.'s senior secured note was
raised to B1 from B2, and the ratings on the unsecured guaranteed
notes and the unsecured guaranteed convertible notes were raised
to Caa2 from Caa3.  The rating outlook is changed to positive.

The raising of American Axle's CFR rating to Caa1 reflects the
company's improving prospect for deleveraging its financial
profile as conditions improve for the North American automotive
industry.  This improved prospect is supported by the company's
favorable performance in the fourth quarter of 2009 relative to
plan and the recent upward revision of its expectation for US
light vehicle sales in 2010 to 11.5 million units, from a previous
planning assumption of 10 million units.  The significant
restructuring actions taken earlier in 2009 facilitated the
company's stronger fourth quarter 2009 performance and position
the company for further improvement in results on a higher level
of vehicle sales.

While Moody's believes conditions in the automotive industry will
improve off of historically weak levels in 2009, the consumer
appetite for SUVs and light trucks, where American Axle has
significant exposure, will likely continue to be tempered.  Also
limiting the rating is the company's reliance on its largest
customers, GM and Chrysler (approximately 78% and 8% of net sales
for 2009, respectively).  Market share losses of these company's
could continue to constrain the company's performance.

The positive outlook incorporates Moody's expectation of improving
operating performance stemming from stronger North American
automotive production levels in 2010.  Over the intermediate-term
American Axle's customer diversity is expected to benefit from
greater penetration of sales with other auto makers.

American Axle's Speculative Grade Liquidity Rating of SGL-3
continues to reflects Moody's expectation of an adequate liquidity
profile over the near-term.  Cash balances at December 31, 2009,
were $178 million and will benefit from a $48.8 million tax refund
received by the company in February 2010.  The company used the
net proceeds from its senior notes offering in December 2009 to
refinance the term loan and reduce revolver outstandings ahead of
a commitment reduction scheduled for April 2010.  In December, the
company also sold 16.1 million shares of common stock for net
proceeds of $109.7 million.  Availability under the revolving
credit facility at December 31, 2009, was $199 million, net of
$60 million in borrowings and $38 million of letters of credit.
Principal financial covenants under the amended revolving credit
include a secured debt/EBITDA test, and an EBITDA/interest expense
test.  Yet, expected performance levels should allow the company
to access the vast majority of the revolving credit facility over
the near-term.  The company must also maintain an average daily
minimum liquidity level of $85 million until June 30, 2010.
Despite improving operating trends, Moody's continues to expect
American Axle's free cash flow generation will be limited over the
next twelve months due to working capital needs.  However, the
company's cash position and revolver availability are expected to
support a modest cash burn and provide sufficient cushion for the
minimum liquidity level test.  The commitments under the revolving
credit facility will reduce to $243 million from $296 million in
December 2011 and will mature in June 2013.  The security provided
to the lenders as part of the bank credit facility limits the
company's alternate sources of liquidity.

Ratings raised:

American Axle & Manufacturing Holdings, Inc.

* Corporate Family Rating, to Caa1 from Caa2

* Probability of Default Rating, to Caa1 from Caa2

* Unsecured guaranteed convertible note, to Caa2 (LGD5, 76%) from
  Caa3 (LGD5 76%)

American Axle & Manufacturing, Inc.

* Senior secured guaranteed note, to B1 (LGD2, 17%) from B2 (LGD2
  19%)

* Unsecured guaranteed notes, to Caa2 (LGD5, 76%) from Caa3 (LGD5
  76%)

Ratings affirmed:

American Axle & Manufacturing Holdings, Inc.

* Speculative Grade Liquidity Rating, SGL-3

Holdings' obligations are guaranteed by American Axle and vice
versa.

The last rating action was on December 8, 2009 when the Corporate
Family Rating was raised to Caa2.

American Axle & Manufacturing, Inc., headquartered in Detroit, MI,
is a world leader in the manufacture, design, engineering and
validation of driveline systems and related components and
modules, chassis systems, and metal formed products for light
truck, SUV's and passenger cars.  The company has manufacturing
locations in the USA, Mexico, the United Kingdom, Brazil, China,
Poland, and India.  The company reported revenues of $1.5 billion
in 2009.


AMERICAN CAPITAL: To Solicit Votes on Exchange Offer, Prepack Plan
------------------------------------------------------------------
American Capital Ltd. said in its annual report on Form 10-K that
it expects to begin soliciting votes this month on an exchange
offer and prepackaged Chapter 11 plan.

American Capital has been in breach of financial covenants under
its primary unsecured debt arrangements totaling $2.4 billion as
of December 31, 2009.  On November 20, 2009, it entered into a
Lock Up Agreement with lenders holding approximately 95% of the
loans outstanding under its unsecured revolving line of credit
agreement, with Wachovia Bank, NA, as administrative agent.
Pursuant to the Lock Up Agreement, American Capital intends to
enter into an out-of-court exchange of the loans outstanding under
its Credit Agreement and its private and public unsecured notes.

The proposed Restructuring contemplates that there will be a
voluntary amendment and restatement of the Credit Facility and an
exchange of the unsecured private notes and unsecured public notes
for new securities.  In the event that fewer than 100% of the
lenders under the Credit Facility, fewer than 100% of the holders
of the private unsecured notes and holders of less than 85% of the
principal amount of the public unsecured notes agree to enter the
Exchange Transaction, the Company intends to implement the
proposed Restructuring by soliciting votes for a prepackaged
reorganization under Chapter 11 of the Bankruptcy Code and
commence a voluntary reorganization case.

Under the current terms of the proposed Restructuring, the loans
outstanding under the Credit Facility and its private unsecured
notes and public unsecured notes would be exchanged for term debt
secured by a pledge of substantially all of its unencumbered
assets.  Key terms of the proposed Restructuring include:

    (i) an aggregate $450 million principal payment at closing,

   (ii) scheduled aggregate principal amortization of $250 million
        in 2010, $300 million in 2011, $350 million in 2012, and
        $300 million in 2013 with any remaining unpaid principal
        due at maturity on December 31, 2013,

  (iii) deferral through 2013 of up to $200 million in the
        aggregate of annual scheduled principal amortization,
        which is limited to $100 million in 2010,

   (iv) an interest rate of the greater of 2.00% or LIBOR, plus a
        spread based on the aggregate outstanding principal
        balance of (a) 9.50% if the outstanding obligations are
        greater than or equal to $1.7 billion, (b) 8.50% if the
        outstanding obligations are less than $1.7 billion but
        greater than or equal to $1.4 billion, (c) 6.50% if the
        outstanding obligations are less than $1.4 billion but
        greater than or equal to $1.0 billion, or (d) 5.50% if the
        outstanding obligations are less than $1.0 billion,

    (v) an additional interest spread of 0.50% each time that
        certain additional principal amortizations are not met,

   (vi) an additional 1.00% if the Company defers any portion of
        the scheduled principal amortization due in 2010, and

  (vii) the payment of fees equal to 2.00% of the aggregate
        principal balance at closing, and 1.00% at both
        December 31, 2011 and 2012.

The lock up agreement generally requires all of the lenders under
the Credit Facility to agree to the proposed Restructuring
assuming specified conditions are met.  However, the lock up
agreement may be terminated if various stages of the proposed
Restructuring are not completed by certain dates.  These deadlines
were extended twice in January 2010.  Currently, the lock up
agreement may be terminated (i) upon consummation of the Exchange
Transaction and the effective date of the Plan or a written
agreement to terminate the lock up agreement, (ii) if the Exchange
Transaction is not consummated in accordance with the proposed
Restructuring and the Company has not commenced a Restructuring
Case by March 15, 2010 or (iii) if the Company commences a
Restructuring Case and (1) any material order is entered that is
inconsistent with the lock up agreement or the proposed
Restructuring, which is objected to by a majority of the lenders,
(2) an order finding that the solicitation complying with
applicable law and confirming the Plan has not been entered on or
before May 15, 2010 or (3) the Plan is not consummated by May 31,
2010, or the Restructuring Case is dismissed or converted to a
case under Chapter 7 or a trustee or examiner shall have been
appointed in the Restructuring Case.  In addition, either party
may terminate the lock up agreement upon a breach of material
obligations by the other party.

A copy of the annual report on Form 10-K is available for free at:

              http://researcharchives.com/t/s?5601

                      About American Capital

American Capital Ltd., formerly American Capital Strategies, Ltd.,
is an equity firm and a global asset manager. The Company invests
in private equity, private debt, private real estate investments,
early and late-stage technology investments, special situation
investments and alternative asset funds managed by American
Capital and structured finance investments. It operates in two
segments: investment portfolio and alternative asset management
business. In August 2008, the Company announced that it completed
the sale of Contec Holdings, Ltd. to an affiliate of Bain Capital
Partners, LLC. In March 2009, the Company completed the
acquisition of the shares of its affiliate European Capital
Limited, which it did not already own. In April 2009, the Company
completed the combination of three portfolio companies within its
Financial Services Group to create Core Financial Group. In
October 2009, Grainger plc acquired Imperial Supplies, LLC from
American Capital, Ltd.

American Capital has $6,672,000,000 in assets against debts of
$4,343,000,000 as of Dec. 31, 2009.


AMERICAN PACIFIC: S&P Downgrades Corporate Credit Rating to 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on American Pacific Corp. to 'B' from
'B+'.  The outlook is stable.

At the same time, Standard & Poor's lowered its issue-level rating
on the company's $110 million senior unsecured notes due 2015 to
'B' from 'B+'.  The recovery rating remains unchanged at '4'.

"The lower rating reflects S&P's expectation of soft 2010
operating results due to continued weak volumes in the company's
fine chemicals segment and, to a lesser extent, in its specialty
segment," said Standard & Poor's credit analyst Henry Fukuchi.

S&P expects the fine chemicals segment to continue to experience
difficulties because new pharmaceuticals approvals have become
difficult and as the company manages the mix of new products with
existing drugs.  In the specialty chemical segment, 2010 results
should remain consistent with recent trends owing in part to near-
term ammonium perchlorate requirements from the Department of
Defense.  However, S&P remains concerned about the new NASA budget
proposal, which could affect perchlorate demand in 2011 if it were
approved.


AXION INTERNATIONAL: Posts $2.6-Mil. Net Loss for Dec. Quarter
--------------------------------------------------------------
Axion International Holdings, Inc., filed its quarterly report on
Form 10-Q, showing a net loss of $2,635,904, on $302,541 of
revenue for the three months ended December 31, 2009, compared
with a net loss of $696,621 on $4,200 of revenue for the same
period of 2008.  General and administrative expenses totaled
$2,635,904 for the last quarter of 2009.

The Company's balance sheet as of Dec. 31, 2009, showed
$1,319,851 in assets and $1,364,566 of debts, for a stockholders'
deficit of $44,715.

The Company has incurred significant losses since inception and
has a working capital deficit of $411,123.  "These conditions
raise substantial doubt about our ability to continue as a going
concern."

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

                http://researcharchives.com/t/s?55ef

                         About the Company

New Providence, N.J.-based Axion International Holdings, Inc. is
the exclusive licensee of patented and patent-pending technologies
developed for the production of structural plastic products such
as railroad crossties, bridge infrastructure, marine pilings and
bulk heading.


ATLANTIC FACILITIES: Files Schedules of Assets & Liabilities
------------------------------------------------------------
Atlantic Facilities, L.L.C., has filed with the U.S. Bankruptcy
Court for the Eastern District of North Carolina its schedules of
assets and liabilities, disclosing:

  Name of Schedule                    Assets     Liabilities
  ----------------                   -------     -----------
A. Real Property                 $14,345,000
B. Personal Property                $136,403
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                $15,641,733

E. Creditors Holding
   Unsecured Priority
   Claims                                           $125,334

F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $0
                                 -----------     -----------
TOTAL                            $14,481,403     $15,767,067

Wilmington, North Carolina-based Atlantic Facilities, L.L.C. --
dba Audubon Properties LLC; East Metro Properties, LLC; South
Metro Properties LLC; Myrtle Properties, L.L.C.; and North Metro
Properties LLC -- filed for Chapter 11 bankruptcy protection on
February 22, 2010 (Bankr. E.D. N.C. Case No. 10-01347).  Trawick
H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., assists the
Company in its restructuring effort.  The Company has assets of
$14,481,403, and total debts of $15,767,067.


ATLANTIC FACILITIES: Section 341(a) Meeting Scheduled for March 22
------------------------------------------------------------------
The U.S. Trustee for the Eastern District of North Carolina will
convene a meeting of creditors in Atlantic Facilities, L.L.C.'s
Chapter 11 case on March 22, 2010, at 10:00 a.m.  The meeting will
be held at USBA Creditors Meeting Room, 1760 B Parkwood Blvd.,
Wilson, NC 27893.

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

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

Wilmington, North Carolina-based Atlantic Facilities, L.L.C. --
dba Audubon Properties LLC; East Metro Properties, LLC; South
Metro Properties LLC; Myrtle Properties, L.L.C.; and North Metro
Properties LLC -- filed for Chapter 11 bankruptcy protection on
February 22, 2010 (Bankr. E.D. N.C. Case No. 10-01347).  Trawick
H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., assists the
Company in its restructuring effort.  The Company has assets of
$14,481,403, and total debts of $15,767,067.


AUBREY BRUCE: Wants March 5 Deadline for Filing of Schedules
------------------------------------------------------------
Aubrey Bruce Wring and Virginia A. Wring have asked the U.S.
Bankruptcy Court for the Western District of Tennessee to extend
the deadline for the filing of schedules of assets and liabilities
and statement of financial affairs until March 5, 2010.

The Debtors say that they are working diligently to complete the
required documents but have not yet finalized the schedules and
statement for filing with the Court.

Memphis, Tennessee-based Aubrey Bruce Wring and Virginia A. Wring
-- Wring Family Revocable Trust; Wring Real Estate LLC; A & B
Enterprises LP; Wring Timberland, LLC; Butler Row LLC; Virginia
Ann Wring Irrevocable Trust; Wring Family Trust; Affordable Land
Sales LLC and Affordable Management LLC -- filed for Chapter 11
bankruptcy protection on February 19, 2010 (Bankr. W.D. Tenn. Case
No. 10-21899).  Earnest E. Fiveash, Jr., Esq., who has an office
in Memphis, Tennessee, assists the Debtors in their restructuring
efforts.  The Debtors have assets of $20,629,010, and total debts
of $18,365,480.


AXCESS MEDICAL: Partners Imaging's $7.3-Mil. Wins Auction
---------------------------------------------------------
Margie Manning, senior staff writer at Business Journal in Tampa
Bay, says Partners Imaging Holding LLC won the court auction to
dispose of the assets of Axcess Medical Imaging Corp.  Partners
Imaging paid $7.3 million for Axcess Medical's assets, which is
46% more than the original $5 million bid made by Altamonte
Springs.  The extra cash will be used to repay Axcess Medical
creditors.

                       About Axcess Medical

Axcess Medical Imaging Corp. is headquartered in Sarasota with
centers in Venice, Bradenton, and Sarasota.  It provides CT, MRI,
PET scans, digital mammography, bone density x-ray, and ultrasound
outpatient services.

Axcess Medical and its affiliates filed for Chapter 11 on June 10
(Bankr. M.D. Fla. Case No.: 09-12180).  Judge Caryl E. Delano
handles the case.  Charles A. Postler, Esq., and Scott A.
Stichter, at Stichter, Riedel, Blain & Prosser, represent the
Debtors in their restructuring efforts.  Axcess Medical estimated
assets and debts of $1,000,001 to $10,000,000.


BERNARD MADOFF: Trustee Gets Nod to Disregard Phony Profits
-----------------------------------------------------------
Bankruptcy Judge Burton Lifland entered a ruling granting a
request by Irving H. Picard, trustee for Bernard L. Madoff
Investment Securities LLC, to disregard fake profits in computing
claims of investors defrauded by Bernard Madoff.

The statutory framework for the satisfaction of customer claims in
a SIPA liquidation proceeding provides that customers share pro
rata in customer property to the extent of their net equities, as
defined in SIPA section 78lll(11).  If the fund of customer
property is insufficient to make customers whole, the trustee is
entitled to an advance from the Securities Investor Protection
Corporation to pay each customer the amount by which his Net
Equity exceeds his ratable share of customer property, subject to
a cap of $500,000 for securities claims.

Mr. Picard defined Net Equity as the amount of cash deposited by
the customer into his BLMIS customer account less any amounts
already withdrawn by him.  Thousands of customers, however,
objected, arguing the amounts on Madoff's final account statements
should be used.

The Court, however, acknowledged that rather than engaging in
legitimate trading activity, Bernard Madoff used customer funds to
support operations and fulfill other investors' requests for
distributions of profits to perpetuate his Ponzi scheme.  Thus,
any payment of "profit" to a BLMIS customer came from another
BLMIS customer's initial investment.

"It would be simply absurd to credit the fraud and legitimize the
phantom world created by Madoff when determining Net Equity,"
Judge Lifland ruled.

"Upon a thorough and comprehensive analysis of the plain meaning
and legislative history of the statute, controlling Second Circuit
precedent, and considerations of equity and practicality, the
Court endorses the trustee's net investment method," Judge Lifland
said in the 53-page ruling.

A copy of the court ruling is available for free at:

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

                   About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L.
Madoff orchestrated the largest Ponzi scheme in history, with
losses topping US$50 billion.

On December 15, 2008, the Honorable Louis A. Stanton of the
U.S. District Court for the Southern District of New York granted
the application of the Securities Investor Protection Corporation
for a decree adjudicating that the customers of BLMIS are in need
of the protection afforded by the Securities Investor Protection
Act of 1970.  The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.).

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in
United States v. Madoff, No. 09-CR-213 (S.D.N.Y.)


BLACK GAMING: Files for Chapter 11; Plan Lets Black Keep Control
----------------------------------------------------------------
Black Gaming, LLC, and various subsidiaries and affiliates have
filed for protection under Chapter 11 of the Bankruptcy Code in
accordance with the terms of the December 22, 2009 Lockup
Agreement entered into with the holders of approximately 70% of
the Company's $125,000,000 Senior Secured Notes to restructure
Black Gaming's indebtedness, provide for an investment of new
capital into the Company and enhance Black Gaming's executive
management team.

During the pendency of the Chapter 11 Cases all operations of the
Company will continue under current management on a "business as
usual" basis.  The Company anticipates that it will continue
timely payments to vendors under normal trade terms, as currently
being made, without interruption and will honor all customer
deposits and commitments.

In a statement, Black Gaming's majority owner, Robert R. "Randy"
Black, Sr. noted, "We are moving forward with our plans as
previously outlined in the Lockup Agreement.  As previously
stated, our problem is one of leverage; we have more debt than our
operations can support.  Our agreement with our lenders is
designed to resolve this by restructuring our debt to a level our
operations can sustain and to provide additional capital.

"Given the size and complexity of the Company and its debt
structure, the Company and its financial advisors have determined
that the most effective means to implement the restructuring is
through these Chapter 11 filings by the Company and its
subsidiaries.  The Company expects that the Chapter 11 cases will
move through the bankruptcy court system expeditiously.

"To ensure that all of our operations continue to operate normally
throughout this process, we expect that all vendors will be paid
on the same current terms on which they presently are being paid
for all goods and services provided to Black Gaming, including
goods and services provided immediately prior to the Chapter 11
filing."

Under the proposed plan of reorganization plan filed March 1 when
and if consummated:

-- The Company's Senior Credit Facility with Wells Fargo Foothill,
   Inc. will be paid in full.

-- The Company's Senior Secured Noteholders will exchange their
   notes and claims thereunder for a new credit facility of
   $62,500,000.

-- The Company's Senior Subordinated Noteholders will receive
   warrants to purchase equity interests in Reorganized Black
   Gaming in exchange for their notes and claims.

-- To the extent permitted under the Bankruptcy Code, General
   Unsecured Claims, including vendors, will be paid in cash.

-- Randy Black, Sr. and other investors will contribute cash in
   excess of $18,250,000 in exchange 100% of the new equity
   interests in Reorganized Black Gaming.

-- Randy Black, Sr. will remain Chief Executive Officer; Anthony
   Toti will remain Chief Operating Officer; and Sean McKay will
   remain Chief Financial Officer.

Black continued: "We are extremely pleased with this initial step
toward improved financial health.  In this difficult economy,
gaming has been hit hard, and our Company was no exception.  We
are one of the few gaming companies that has been able to reach a
mutual compromise with our lenders, and it is my belief that we
reached this agreement due to the strength and positioning of our
properties and the experience of our management team and its
employees.

"We believe this agreement will pave the way for our Company to
emerge stronger, with less debt and with a team of management and
employees ready to guide our hotel-casino resorts into the future.

"We want to salute and thank our loyal customers, our fabulous
employees and all of those who have stuck by us and continued to
support us.  We know that we still have a lot of work to do, but
we are confident that this restructuring will provide the path to
get there."

Approval of the restructuring and all principal steps related
thereto, will be subject to numerous preconditions, including, but
not limited to, preparation of definitive documentation, the
approval of the plan of reorganization by creditors and the
Bankruptcy Court, and certain approvals, granting of licenses and
findings of suitability by the Nevada Gaming Commission and the
City of Mesquite.

                     About Black Gaming

Headquartered in Las Vegas, Nev., Black Gaming, LLC is a holding
company and is an owner and operator of three gaming entertainment
properties located in Mesquite, Nev.

Black Gaming is engaged in the hotel casino industry in Mesquite,
Nevada.  Its wholly owned subsidiaries are B & B B, Inc.  (doing
business as Virgin River Hotel/Casino/Bingo) and Virgin River
Casino Corporation and its wholly owned subsidiaries R. Black,
Inc., and RBG, LLC (doing business as CasaBlanca
Resort/Casino/Golf/Spa) and its wholly owned subsidiary CasaBlanca
Resorts, LLC (doing business as Oasis Resort & Casino) and its
wholly owned subsidiaries Oasis Interval Ownership, LLC, Oasis
Interval Management, LLC and Oasis Recreational Properties, Inc.

As of June 30, 2009, the Company had total assets of $148,280,000
and total liabilities of $233,532,000, resulting in members'
deficit of $85,252,000.

Black Gaming Inc., together with eight affiliates, filed for
Chapter 11 on March 2, 2010 (Bankr. Bankr. D. Nev. 10-13301).
Gerald M. Gordon, Esq., Gregory E. Garman, Esq., and Talitha B.
Gray, Esq., at Gordon Silver serve as counsel to the Debtors.
Kurtzman Carson Consultants is claims and notice agent.


BLUE EARTH: Posts $585,714 Net Loss in Q3 Ended Dec. 31
-------------------------------------------------------
Blue Earth Solutions, Inc., reported a loss of $585,714 for the
three months ended December 31, 2009, compared with a net loss of
$1,544,291 for the corresponding period of the prior year.

The Company generated revenue of $2,692,660 and $5,937 for the
three months ended December 31, 2009 and 2008.  Revenues in the
three months ended December 31, 2009, were primarily generated
from the Company's newly acquired subsidiary, American Marketing &
Sales, Inc.

                       Nine Months Results

The Company recorded a net loss of $2,074,646 and $2,107,054 for
the nine months ended December 31, 2009, and 2008, respectively.
The loss in 2009 is primarily attributable to the Company's
inability to generate sufficient gross margin to offset its
operating expenses and increased interest expenses on higher note
payable balances.

                          Balance Sheet

At December 31, 2009, the Company's consolidated balance sheets
showed total assets of $19,636,112, total liabilities of
$10,842,041, and total stockholders' equity of $8,794,071.

The Company's consolidated balance sheets at December 31, 2009,
also showed strained liquidity with $1,492,124 in total current
assets available to pay $9,624,293 in total current liabilities.

A full-text copy of the Company's quarterly report is available at
no charge at http://researcharchives.com/t/s?54c6

                       Going Concern Doubt

At December 31, 2009, current liabilities exceeded current assets
by $8,132,169 and for the nine months ended December 31, 2009, the
Company had negative cash flows from operations in the amount of
$187,321.  "These matters raise substantial doubt about the
Company's ability to continue as a going concern."

Currently, the Company's sources of cash are limited to its
current cash reserves.  Cash on hand was $300,316 as of December
31, 2009, substantially all of which is restricted for use in the
operations of AMS.  The Company does not have sources of debt
financing available to it.  The Company does not have any formal
commitments or arrangements for the sales of stock or the
advancement or loan of funds at this time.  If attempts to raise
additional capital are unsuccessful, then implementation of the
Company's business plan may be delayed.

                         About Blue Earth

Clermont, Fla.-based Blue Earth Solutions, Inc. (OTC BB: BESN)
-- http://www.blueearthsolutions.com/-- is primarily engaged in
the business of developing, implementing and marketing a
practical, economical and safe means of recycling polystyrene
foam, also known as Expanded Polystyrene using two distinct
methodologies.


BTA BANK: Says Ukraine Court Upheld Debt Restructuring
------------------------------------------------------
Nariman Gizitdinov at Bloomberg News reports that BTA Bank said a
court in Kiev, Ukraine, on February 17 issued a ruling
"recognizing" the legitimacy of its debt restructuring process.

BTA Bank said Dec. 22 the High Court of Justice of England and
Wales recognized the bank's restructuring, giving the bank a
suspension of proceedings against its assets.

                            About BTA Bank

BTA Bank AO (BTA Bank JSC), formerly Bank TuranAlem AO --
http://bta.kz/-- is a Kazakhstan-based financial institution,
which is involved in the provision of banking and financial
products for private and corporate clients.

The BTA Group is one of the leading banking groups in the
Commonwealth of Independent States and has affiliated banks in
Russia, Ukraine, Belarus, Georgia, Armenia, Kyrgyzstan and Turkey.
In addition, the Bank maintains representative offices in Russia,
Ukraine, China, the United Arab Emirates and the United Kingdom.
The Bank has no branch or agency in the United States, and its
primary assets in the United States consist of balances in
accounts with correspondent banks in New York City.

As of 30 November 2009 the Bank employed 5,043 people inside and 4
people outside Kazakhstan. It has no employees in the United
States.  Most of the Bank's assets, and nearly all its tangible
assets, are located in Kazakhstan.

JSC BTA Bank, also known as BTA Bank of Kazakhstan, filed for
Chapter 15 bankruptcy protection in New York on Feb. 4, 2010
(Bankr. S.D.N.Y. Case No. 10-10638), listing more than $1 billion
in both assets and debt.

BTA Bank wants the Bankruptcy Court in Manhattan to enter an order
recognizing the voluntary judicial restructuring proceeding that
was initiated by the bank in the Specialized Financial Court of
Almaty City in Kazakhstan and opened pursuant to an Oct. 16, 2009
decision of the Financial Court, as a foreign main proceeding
pursuant to 11 U.S.C. Secs. 1515 and 1517.

BTA Bank is represented in the Chapter 15 proceedings by White &
Case LLP.


CABLEVISION SYSTEMS: Swings to $285.3-Mil. Profit in 2009
---------------------------------------------------------
Cablevision Systems Corporation filed its annual report on Form
10-K, showing net earnings of $285.3 million on revenue of
$7.77 billion for the year ended Dec. 31, 2009, compared with a
net loss of $236.17 million on revenue of $7.23 billion for 2008.

Cablevision reported $9.32 billion in total assets and
$14.47 billion in total liabilities, resulting to a $5.16 billion
stockholders' deficit as of Dec. 31, 2009.

The Company has assessed the implications of the recent distress
in the capital and credit markets and believes that a combination
of cash-on-hand, cash generated from operating activities and
availability under its revolving credit facilities should provide
sufficient liquidity to repay scheduled current debt maturities in
the next 12 months totaling $310,000,000 as well as a $50,000,000
discretionary repayment under its revolving credit facility as of
December 31, 2009.  However, the Company notes that additional
market disruptions could cause broader economic downturns, which
may lead to lower demand for its products, such as cable
television services, as well as lower levels of television and
newspaper advertising, and increased incidence of customers'
inability to pay for the services we provide.  "These events would
adversely impact our results of operations, cash flows and
financial position."

In the longer term, the Company does not expect to be able to
generate sufficient cash from operations to fund anticipated
capital expenditures, meet all existing future contractual payment
obligations and repay debt at maturity.

A full-text copy of the Company's annual report on Form 10-K is
available for free at http://ResearchArchives.com/t/s?55f4

                      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.


CANOPY FINANCIAL: Co-Founders Charged with $75-Mil. Fraud
---------------------------------------------------------
Two co-founders of Canopy Financial, Inc., were charged March 1
with allegedly defrauding investors of roughly $75 million, while
at the same time misappropriating roughly $19 million from client
custodial accounts intended for health care savings and expenses.

One defendant, Jeremy Blackburn, Canopy's former president and
chief operating officer, was initially charged in December in
connection with the investment fraud aspect of the case, while
charges were filed for the first time March 1 against the second
defendant, Anthony Banas, Canopy's chief technology officer.  The
charges contain the first allegations that either man was involved
in an alleged scheme to misappropriate millions of dollars from
Health Savings Accounts and Flexible Spending Accounts that Canopy
held and administered for the benefit of individual clients.

Messrs. Blackburn and Banas were each charged with two counts of
wire fraud in a criminal information filed March 1 in U.S.
District Court, announced Patrick J. Fitzgerald, United States
Attorney for the Northern District of Illinois; Robert D. Grant,
Special Agent-in-Charge of the Chicago Office of the Federal
Bureau of Investigation; and James Vanderberg, Special Agent-in-
Charge of the U.S. Department of Labor Office of Inspector General
in Chicago.

Both defendants allegedly used false information about Canopy's
financial condition, including a bogus auditor's report and
falsified bank statements, to fraudulently obtain roughly
$75 million from several private equity investors in 2009.
Roughly $39 million of that money was used to redeem shares of
other Canopy investors, including roughly $1.6 million that went
to Mr. Blackburn and $975,000 that went to Mr. Banas, while
another $29 million obtained from investors was deposited into
Canopy operating accounts, according to the charges.  Messrs.
Blackburn and Banas allegedly misappropriated Canopy operating
funds for their own benefit, including: $2 million for Mr.
Blackburn's shared interest in a private jet; $1 million to a
luxury automobile dealer for Mr. Blackburn; $1 million to a ticket
broker for Mr. Blackburn; and $300,000 for Mr. Banas' investment
in a nightclub.

The charges allege that Messrs. Blackburn and Banas created phony
bank statements during 2009 to conceal the transfer of roughly
$19 million from special health care accounts in which Canopy held
funds as custodian to make payments to medical providers to
Canopy's own operating accounts.  It was from those operating
accounts that Messrs. Blackburn and Banas allegedly
misappropriated millions of dollars for their own benefit.  In
2008, Messrs. Blackburn and Banas allegedly lied to a Canopy
employee who was attempting to reconcile account balances, and in
order to avoid detection, Mr. Banas refused to allow Canopy
employees to have access to bank statements for certain custodial
accounts.  The charges seek forfeiture of $94 million, as well as
watches and automobiles, from both defendants, representing the
alleged $75 million investment fraud combined with the $19 million
misappropriation of client funds.

The U.S. Attorney's Office will be sending victim notification
letters to some 1,600 known or potential identified victims of the
alleged custodial account fraud. Individuals who believe they are
victims and have not received a letter by March 15 should call a
toll-free hotline, 866-364-2621, or e-mail
usailn.victim.aia@usdoj.gov and provide their name and address.

Mr. Blackburn, 36, formerly of Malibu, Calif., was released in
December on a $1 million unsecured bond.  Blackburn and Banas, 32,
of Chicago, will be arraigned at a later date in U.S. District
Court.

In 2004, Mr. Blackburn, Mr. Banas and a third individual co-
founded Canopy, which reportedly was one of the country's fastest-
growing privately held companies before it entered bankruptcy
proceedings late last November.  At that time, a special committee
of outside directors reported information to federal law
enforcement officials and continues to cooperate with the ongoing
investigation, officials said.  A civil enforcement action filed
by the U.S. Securities and Exchange Commission against Canopy
remains pending and law enforcement officials noted the ongoing
cooperation of the SEC's Chicago Regional Office.

Canopy, which had offices in Chicago, Plainsboro, N.J., and San
Francisco, developed and marketed software programs for banks and
health care payers to administer and process payments involving
health-related savings and spending accounts.  Canopy's products
related to expense tracking, online bill payment and claims
processing for healthcare transactions.

According to the charges, Canopy agreed to sell shares of
preferred stock to certain investors on two separate occasions in
July and August 2009, and agreed to provide the investors with
audited financial statements for 2008.  In July 2009, Canopy sold
roughly $63 million of a class of preferred stock to several
parties, including shares totaling roughly $60.5 million to two
entities affiliated with Spectrum Equity Investors.  In August
2009, Canopy sold roughly $11.9 million more of the same class of
preferred stock to various investors, including about $1.9 million
of that amount to the same two Spectrum entities. At the same
time, Mr. Blackburn redeemed a portion of his stock for roughly
$1.6 million, and Mr. Banas redeemed shares totaling roughly
$975,000.

The charges allege that Messrs. Blackburn and Banas fraudulently
obtained the investors' funds by making false representations
about Canopy's financial condition, including its revenues,
profitability and total number of client accounts, and by falsely
representing that its financial statements had been audited by the
accounting firm KPMG.  After creating false financial information,
Mr. Blackburn, assisted by Mr. Banas, allegedly caused a phony
audit report for 2008, purportedly prepared by KPMG, to be sent to
Spectrum on June 30, 2009, to complete the stock purchase
agreement.  In fact, KPMG never performed an audit of Canopy's
financial condition and never drafted an independent auditor's
report for the company.

In addition to the phony audit report, Blackburn and Banas
allegedly provided Spectrum with falsified bank statements for the
months of January through June 2009, purporting to show a Canopy
account at Northern Trust Bank with monthly balances ranging
between $5.7 million and $8.9 million.  In fact, the charges
allege, no such Canopy account existed.

The government is being represented by Assistant U.S. Attorneys
Stephanie Zimdahl and Manish Shah.

Each count of wire fraud carries a maximum penalty of 20 years in
prison and a $250,000 fine and restitution is mandatory.  The
Court may also impose a fine totaling twice the loss to any victim
or twice the gain to the defendant, whichever is greater.  If
convicted, the Court would determine a reasonable sentence to
impose under the advisory United States Sentencing Guidelines.
An information contains only charges and is not evidence of guilt.
The defendants are presumed innocent and are entitled to a fair
trial at which the government has the burden of proving guilt
beyond a reasonable doubt.

                        About Canopy Financial

Chicago-based Canopy Financial filed for Chapter 11 on November 25
(Bankr. N.D. Ill. Case No. 09-44943).  The petition says assets
are less than $10 million while debt exceeds $50 million.  At the
end of the year, the Court ordered the conversion of the case to a
Chapter 7 liquidation.


CANWEST GLOBAL: CMI Entities Rejecting Terminal Deficiency Claims
-----------------------------------------------------------------
Canwest Global Communications Corp. and the other applicants and
partnerships -- the CMI Entities -- ask the Honorable Justice
Sarah E. Pepall of the Ontario Superior Court of Justice for an
order:

  (a) declaring that the CMI Entities are not required to fund
      any Terminal Deficiency in the Global Communications
      Limited Retirement Plan for CH Employees -- the CH Plan;

  (b) declaring that the CEP Terminal Deficiency Claim is
      rejected in its entirety and therefore valued at zero for
      voting and distribution purposes; and

  (c) declaring that the Retiree Terminal Deficiency Claim is
      rejected in its entirety and therefore valued at zero for
      voting and distribution purposes.

                           CH Plan

The CH Plan is a defined benefit pension plan governed by the
Pension Benefits Standards Act and subject to the regulatory
authority of the Office of the Superintendent of
Financial Institutions.

Until recently, Canwest Television Limited Partnership was the
owner of CHCH-TV in Hamilton.  The CH Plan governed the provision
of pension benefits to employees of CHCH-TV.  CTLP completed the
sale of CHCH-TV to an affiliate of Channel Zero Inc. on
August 31, 2009.

On June 30, 2009, the CMI Entities notified OSFI of their
intention to terminate the CH Plan effective August 31, 2009.
Indeed, the CH Plan was terminated effective August 31, 2009.

The most recent actuarial valuation for the CH Plan filed with
OSFI estimated the hypothetical wind-up deficiency of the CH Plan
to be C$10,244,733 as of December 31, 2008.  Although a terminal
valuation of the CH Plan has not been completed, it is for all
intents and purposes certain that, after taking into account any
outstanding payments in respect of the current service and special
payments that are required to be made to the date of the
termination, the liabilities payable from the CH Plan will be
greater than the assets of the CH Plan.

                  Terminal Deficiency Claims

As previously reported, the Ontario Court approved a procedure for
the determination of claims against one or more of the CMI
Entities and the directors and officers of the CMI Entities
pursuant to the Claims Procedure Order dated October 14, 2009.

Pursuant to the Claims Procedure Order, the Communications, Energy
and Paperworkers Union of Canada submitted a Claim on behalf of
active CH Plan members represented by the CEP in the approximate
amount of $15,438,739 in relation to the Terminal Deficiency in
the CH Plan.

Cavalluzzo Hayes Shilton McIntyre & Cornish LLP, the
representative counsel for certain retired employees of the CMI
Entities, also submitted a Claim on behalf of CH Plan retirees and
other persons with benefit entitlements under the CH Plan who were
represented by Cavalluzzo, in the approximate amount of
C$10,244,733 in relation to the Terminal Deficiency in the CH
Plan.

The Claims Procedure Order provides that the CMI Entities may,
with the consent of FTI Consulting Canada Inc., the Court-
appointed monitor under the proceeding under the CCAA, refer a
Claim to the Court for resolution for voting or distribution
purposes where, in the view of the CMI Entities, a referral is
preferable or necessary for the resolution of the valuation of the
Claim.

Lyndon A.J. Barnes, Esq., at Osler, Hoskin & Harcourt LLP, in
Toronto, Ontario, relates that the CEP Terminal Deficiency Claim
and the Retiree Terminal Deficiency Claim are significant Claims
that remain unresolved for voting and distribution purposes.  It
is preferable and necessary that these be determined by the Court
in accordance with the Claims Procedure Order, Mr. Barnes says.

Moreover, the Chief Restructuring Officer and the Monitor have
consented to the referral of the Terminal Deficiency Claims to the
Court for determination.

According to Mr. Barnes, the Terminal Deficiency Claims are
premised on the proposition that on the termination or windup of
the CH Plan, the plan sponsor is obliged to fund any Terminal
Deficiency.  Mr. Barnes says that no obligation exists.  In
particular:

  (a) The PBSA and its regulations deal comprehensively with the
      funding requirements for pension plans it governed.
      Neither the statute nor the regulations impose an
      obligation to fund any Terminal Deficiency; and

  (b) The terms of the CH Plan do not impose any obligation to
      fund a Terminal Deficiency.  The CH Plan terms provide
      that the employer is required to make current service and
      special payments to the CH Plan "in accordance with the
      requirements of the [PBSA]".  The PBSA does not impose an
      obligation to fund any Terminal Deficiency.

Since there is no requirement to fund the Terminal Deficiency, the
Terminal Deficiency Claims should be rejected in their entirety
and, therefore, be valued at zero for both voting and distribution
purposes, Mr. Barnes asserts.

                    About Canwest Global

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

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

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

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

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

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


CANWEST GLOBAL: Ontario Court Approves Shaw Subscription Agreement
------------------------------------------------------------------
The Honorable Justice Sarah E. Pepall of the Ontario Superior
Court of Justice has approved the Subscription Agreement entered
into by and between Canwest Global Communications Corp. and the
other applicants and partnerships -- the CMI Entities -- and Shaw
Communications Inc.

The Ontario Court approved:

  (a) the Subscription Agreement and the Subscription Term Sheet
      dated February 11, 2010, between Canwest Global and Shaw,

  (b) the Amended Support Agreement dated February 11, 2010,
      between the CMI Entities and certain holders of 8% Senior
      Subordinated Notes issued by Canwest Media Inc., and

  (c) the Shaw Support Agreement dated February, 11, 2010,
      between Canwest Global, Shaw, and the Consenting
      Noteholders.

The CMI Entities are authorized and directed to take additional
steps and execute the additional documents as may be necessary for
the completion of the transactions and the satisfaction of the
obligations contemplated by the Subscription Agreement, the
Amended Support Agreement and the Shaw Support Agreement.

The Ontario court held that Shaw will be entitled to the benefit
of, and is granted a charge on the CMI Property, as well as to
secure the payment of the Termination Fee pursuant to Section 4.6
and the expense reimbursement payable pursuant to Section 9.2 of
the Subscription Agreement.

Full-text copies of the Subscription Agreement Order and the
Subscription Agreement are available for free at:

  http://bankrupt.com/misc/Canwest_Ord_ShawSA.pdf
  http://bankrupt.com/misc/Canwest_ShawSubscriptionPack.pdf

             Asper-Goldman Filed Competing Bid

Prior to the Court's approval of the Shaw Agreement, CanWest
Global Communications Corp. had a second suitor when a consortium
backed by the Asper family and supported by Goldman Sachs Group
Inc. filed a $120-million bid for control of the broadcasting
company, The Globe And Mail reported.

According to the report, Toronto-based private equity fund
Catalyst Capital Group Inc., a substantial owner of CanWest's
bonds, assembled a rival bid for CanWest to compete with the offer
by Shaw Communications Inc.  The new offer emerged on the same day
that Shaw was scheduled to go before the Ontario Court to get
approval of its offer to buy 20% of CanWest and an 80% voting
interest.

In addition to Goldman and the Aspers, the Catalyst group includes
two former senior executives from Rogers Communications Inc.: John
Tory, the ex-CEO of Rogers' cable division, and television
executive Rael Merson, who would be the new chief executive
officer of CanWest, The Globe And Mail said citing unidentified
people familiar with the details.

According to The Globe And Mail, the Catalyst coalition wanted to
own 32% of CanWest in exchange for their investment.  Creditors
would hold the remainder of the company once a five-month-old
restructuring is completed.  The offer would also allow the Aspers
to maintain a hand in the business founded by Israel Asper in the
early 1970s.  Leonard Asper, currently CEO of Winnipeg-based
CanWest, will become non-executive chairman of the company under
the Catalyst plan. If Shaw wins, Mr. Asper is out.

If Catalyst is successful, CanWest is expected to remain a public
company and apply to relist its shares on the Toronto Stock
Exchange, The Globe And Mail says.

However, Catalyst lost its bid, and the Ontario Superior Court of
Justice rejected that bid in favor of Shaw's earlier C$95 million
proposal.

Dan Gagnier, a New York-based spokesman for the Catalyst group,
confirmed in a phone interview that the group's offer was rejected
by the court.

             Monitor Reports on Competing Bid

In a supplement Monitor's report, FTI Consulting Canada Inc., the
Court-appointed monitor under the proceeding under the CCAA,
confirmed that on February 19, 2010, counsel for The Catalyst
Capital Group Inc., served on the service list an unsworn copy of
the Affidavit of Gabriel De Alba attaching a proposal.

At the Ontario Court hearing of the CMI Entities' motion to
approve the Shaw Subscription Agreement, the Monitor relates,
counsel for Catalyst and the GS Parties sought an adjournment to
allow the Monitor, the Court and interested parties to review the
terms of the Catalyst Proposal with a view to determining whether
the proposal terms are superior to the terms of the Shaw
Subscription Agreement.

One of the conditions under the Shaw Subscription Agreement was
that the Court must obtain Court approval of the Agreement "by
February 19, 2010".  At the hearing on the Motion, counsel for
Shaw advised the Court that Shaw was not agreeable to extending
this deadline.

At the hearing, GS Capital Partners VI Fund L.P., GSCP VI AA One
Holding S.a.r.l, and GS VI AA One Parallel Holding S.a.r.l,
Catalyst, and the Ontario Court expressed, among other things,
concern with the lack of the "fiduciary out" provision in the Shaw
Subscription Agreement.

Prior to the finalization and approval by Canwest Global's board
of directors of the Shaw Subscription Agreement, the Monitor
expressed concern to RBC Dominion Securities Inc., the financial
advisor to the CMI Entities, counsel for the CMI Entities, and
counsel for the Ad Hoc Committee about the removal of the
"fiduciary out" provision.  Counsel for these parties advised that
the Shaw Subscription Agreement was heavily negotiated by
sophisticated parties and their advisors at arm's-length and
despite their best efforts to include the "fiduciary out"
provision in the Shaw Subscription Agreement, Shaw refused to do
so.

However, the Monitor was advised that RBC, the CMI Entities' board
of directors, the Special Committee, and the Ad Hoc Committee
evaluated the Shaw Subscription Agreement in its entirety and
concluded in the exercise of their business judgments that the
Shaw Subscription Agreement was the best offer that resulted from
the equity solicitation process, despite the lack of the
"fiduciary out" provision.

While drafting the Report, the Monitor said it received a letter
from Quebecor Media Inc., wherein it stated that it declined to
execute the nondisclosure agreement and participate in the equity
solicitation process due to the prohibition on communications with
the GS Parties.  Quebecor Media Inc. also said that should "the
Court re-order the current solicitation process and allow third
party bidding in a transparent Court supervised process, Quebecor
Media is prepared to consider an alternative proposal in a timely
manner."

                  About Shaw Communications Inc.

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

                    About Canwest Global

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

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

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

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

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

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


CARD ACTIVATION: Earns $85,491 in Q1 Ended December 31
------------------------------------------------------
Card Activation Technologies, Inc., reported net income of $85,491
for the three months ended December 31, 2009, compared with a net
loss of $103,291 for the same period of 2008.

Revenues decreased 33.3% to $250,000 for the three months ended
December 31, 2009, from $375,000 for the three months ended
December 31, 2008.  The decrease in revenues was due to smaller
amounts received for two settlements of patent litigation for the
three months ended December 31, 2009, compared to the amounts
received for the two settlements during the three months ended
December 31, 2008.  There are currently four lawsuits pending and
over 600 parties have been notified that they are infringing on
the Company's patent.

                          Balance Sheet

At December 31, 2009, the Company had $1,326,504 in total assets,
$193,933 in total liabilities, and $1,132,571 in total
shareholders' equity.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?55e0

                       Going Concern Doubt

As reported in the Troubled Company Reporter on January 22, 2010,
Tarvaran Askelson & Company, LLP, in Laguna Niguel, Calif.,
expressed substantial doubt about Card Activation Technologies,
Inc.'s ability to continue as a going concern after auditing the
Company's consolidated financial statements as of and for the
years September 30, 2009, and 2008.  The independent public
accounting firm pointed to the Company's significant losses.

During the three months ended December 31, 2009, the Company
recognized net income of $85,491.  However, the Company incurred
an accumulated net loss from period August 29, 2006 (inception)
through December 31, 2009, of $394,860.  Further, the Company has
inadequate working capital to maintain or develop its operations,
and is dependent upon funds from private investors and the support
of certain stockholders.

"These factors raise substantial doubt about the ability of the
Company to continue as a going concern."

                      About Card Activation

Based in Chicago, Card Activation Technologies, Inc., was formed
to own and commercially develop its patented point-of-sale
technology for the activation and processing of transactions
related to debit styled cards, which include gift cards, phone
cards and other stored value cards.  Currently, the Company's
business strategy consists exclusively of attempting to enter into
license agreements with third parties to license its rights under
its patent and in pursuing patent litigation in an effort to
protect its intellectual property and obtain recourse against
alleged infringement of its patent.

The Company was formerly a wholly owned subsidiary of MedCom USA
Incorporated.  MedCom remains the Company's largest shareholder.


CCS MEDICAL: Submits Amended Plan Outline for Plan Solicitation
---------------------------------------------------------------
CCS Medical Inc. and its debtor-affiliates filed with the U.S.
Bankruptcy Court for the District of Delaware an amended
disclosure statement explaining its plan of reorganization.

Plan materials and ballots are available upon request at:

     Willkie Farr & Gallagher LLP
     Attn: Michael J. Kelly
           Lauren C. Cohen
     787 Seventh Avenue
     New York, NY 10019
     Tel: (212) 728-8000
     Fax: (212) 728-8111

     Young Conaway Stargatt & Taylor, LLP
     Attn: Robert Brady
           Matthew B. Lunn
     The Brandywine Building
     1000 West Street, 17th Floor
     Wilmington, DE 19801-1037
     Tel: (302) 571-6600
     Fax: (302) 571-1253

The deadline for returning completed ballots is 4:00 p.m.
(prevailing Eastern Time) on March 5, 2010.  Objections, if any,
to confirmation of the Plan must be received by the Court and
notice parties no later than March 5, 2010, at 4:00 p.m.  A
hearing to consider confirmation of the Plan is scheduled for
March 11, 2010, at 4:30 p.m. (ET.)

According to amended disclosure statement, the Plan is a toggle
plan as it contemplates these alternatives: (a) sale of the
Debtors' assets and distribution of the proceeds; (b) sale of the
Debtors' assets prior to the effective date, in which case the
proceeds of the sale will be distributed pursuant to the Plan; or
(c) if a sale is not consummated on or before the effective date,
a stand alone reorganization whereby the first lien lenders will
swap their debt for $200 million of new notes and 100% of the
equity in the reorganized Debtors.

The sale transactions may be implemented the sale of the new
equity of the Reorganized Debtors under the Plan or all or
substantially all of the Debtors' assets pursuant to a sale under
Section 363 of the Bankruptcy Code to the highest bidder for the
Debtors' business.

                        Treatment of Claims

Class 1 Priority Non-Tax Claims ($0) -- will receive cash in an
amount equal to the amount of the claim.

Class 2 First Lien Lender Claims ($348,834,000) -- will receive
pro rata share of the first lien lender distribution.

Class 3 Second Lien Lender Claims ($112,774,000) -- will receive
pro rata share of the second lien lender distribution.

Class 4 Other Secured Claims ($0) -- will receive (i) cash equal
to the claim; (ii) treatment on the other terms that it will not
be impaired pursuant to Section 1124 of the Bankruptcy Code; (iii)
deferred cash payments to the extent permissible under the
Bankruptcy Code.

Class 5 Trade Claims ($910,000) -- will receive pro rata share of
the unsecured claim sale proceeds, if the sale transactions are
implemented

Class 6 General Unsecured Claims ($8,830,000) -- will receive
their pro rata share of the unsecured claim sale proceeds.  If the
sale transactions are not implemented, the holders will not
receive any distribution or retain any property on account of the
claims; provided however, that each holder of an allowed general
unsecured claim will receive cash in the amount of the lump sum
payment.

Class 7 PIK (pay-in-kind) Lender Claims (83,300,000) -- will
receive pro rata share of the unsecured claim sale proceeds, if
the sale transactions are implemented.

Class 8 Existing Stock Interest (N/A) -- will be cancelled and
holders of existing stock interest wil not receive any
disttribution or ratain any rights to any property on account of
the interest.

Class 9 Other Existing Interest (N/A) -- will be cancelled and
holders of other existing interest will not receive nor retain any
distribution under the plan on account of the other existing
interests.

Class 10 Existing Securities law Claims ($0) -- will not receive
nor retain any distribution under the Plan on account of the
existing securities law claims.

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

                         About CCS Medical

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

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


CELL THERAPEUTICS: Has $9-Mil. Net Loss for January
---------------------------------------------------
Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC), pursuant to a
request from the Italian securities regulatory authority, CONSOB,
is issuing a monthly update of certain information relating to its
management and financial situation.

Cell Therapeutic Inc. reported its estimated and unaudited
financial data for the period Jan. 1 to 31, 2010:

                                  (amounts in thousands of US$)
                                Dec. 31, 2009    Jan. 31, 2010
                                -------------    -------------
Net revenue                     $7                $7
Operating income (expense)      $(6,253)          $(8,344)
Profit /(Loss) from operations  $(6,246)          $(8,337)
Other income (expenses), net    $(656)            $(274)
Preferred Stock                   --                --
- Deemed Dividend
EBITDA                          $(6,902)          $(8,611)
Depreciation and amortization   $(127)            $(119)
Amortization of debt discount
  and issuance costs             $(156)            $(30)
Interest expense                $(279)            $(256)
Net profit /(loss) attributable
  to common shareholders         $(7,464)          $(9,016)

Estimated Research and Development expenses were $3.4 million and
$2.2 million for the months of December 2009 and January 2010,
respectively.

A full-text copy of the Company's press release is available for
free at http://ResearchArchives.com/t/s?55e2

                     About Cell Therapeutics

Headquartered in Seattle, Cell Therapeutics, Inc. (NASDAQ and MTA:
CTIC) -- http://www.CellTherapeutics.com/-- is a
biopharmaceutical company that develops an integrated portfolio of
oncology products aimed at making cancer more treatable.
Subsequent to the closure of its Bresso, Italy operations in
September 2009, CTI's operations are conducted solely in the
United States.

                      Bankruptcy Warning

In its Form 10-Q report for the period ended September 30, 2009,
filed with the Securities and Exchange Commission, the Company
warned it does not expect it will have sufficient cash to fund
planned operations through the second quarter of 2010, which
raises substantial doubt about its ability to continue as a going
concern.  The Company said if it fails to obtain capital when
required, the Company said it may be required to delay, scale
back, or eliminate some or all of its research and development
programs and may be forced to cease operations, liquidate its
assets and possibly seek bankruptcy protection.


CERUS CORP: AXA Financial Holds 1.1% of Common Stock
----------------------------------------------------
AXA Assurances I.A.R.D Mutuelle, AXA Assurances Vie Mutuelle, and
AXA in Paris, France; and AXA Financial, Inc., in New York,
disclosed that as of December 31, 2009, they may be deemed to own
424,550 shares or roughly 1.1% of the common stock of Cerus
Corporation.

                      Going Concern Doubt

At September 30, 2009, the Company's consolidated balance sheets
showed $43.0 million in total assets, $17.2 million in total
liabilities, and $25.8 million in total shareholders' equity.

Ernst & Young LLP, in Palo Alto, Calif., expressed substantial
doubt about Cerus Corporation's ability to continue as a going
concern after auditing the Company's consolidated financial
statements for the years ended December 31, 2008, and 2007.  The
auditors pointed to the Company's recurring operating losses and
negative cash flows from operating activities from inception
through December 31, 2008.

                            About Cerus

Concord, California-based Cerus Corporation (NASDAQ: CERS) --
http://www.cerus.com/-- is a biomedical products company focused
on commercializing the INTERCEPT Blood System to enhance blood
safety.  The INTERCEPT system is designed to reduce the risk of
transfusion-transmitted diseases by inactivating a broad range of
pathogens such as viruses, bacteria and parasites that may be
present in donated blood.  Cerus currently markets and sells the
INTERCEPT Blood System for both platelets and plasma in Europe,
Russia, the Middle East and selected countries in other regions
around the world.


CERUS CORP: Capital Ventures, Heights Capital Hold 2% Stake
-----------------------------------------------------------
Capital Ventures International and Heights Capital Management,
Inc., disclosed that as of December 31, 2009, they may be deemed
to beneficially own 800,000 shares or roughly 2.0% of the common
stock of Cerus Corporation.

                      Going Concern Doubt

At September 30, 2009, the Company's consolidated balance sheets
showed $43.0 million in total assets, $17.2 million in total
liabilities, and $25.8 million in total shareholders' equity.

Ernst & Young LLP, in Palo Alto, Calif., expressed substantial
doubt about Cerus Corporation's ability to continue as a going
concern after auditing the Company's consolidated financial
statements for the years ended December 31, 2008, and 2007.  The
auditors pointed to the Company's recurring operating losses and
negative cash flows from operating activities from inception
through December 31, 2008.

                            About Cerus

Concord, California-based Cerus Corporation (NASDAQ: CERS) --
http://www.cerus.com/-- is a biomedical products company focused
on commercializing the INTERCEPT Blood System to enhance blood
safety.  The INTERCEPT system is designed to reduce the risk of
transfusion-transmitted diseases by inactivating a broad range of
pathogens such as viruses, bacteria and parasites that may be
present in donated blood.  Cerus currently markets and sells the
INTERCEPT Blood System for both platelets and plasma in Europe,
Russia, the Middle East and selected countries in other regions
around the world.


CERUS CORP: Posts $24.1 Million Net Loss for FY2009
---------------------------------------------------
Cerus Corporation said net loss for the year ended December 31,
2009, was $24.1 million, or $0.69 per share, compared to
$29.2 million, or $0.90 per share in 2008.  Total revenue for 2009
was $18.0 million, an increase of 9% from $16.5 million for 2008.
Product revenue for the INTERCEPT Blood System increased to
$16.8 million during 2009, up 8% from $15.5 million during 2008
when approximately $1.5 million in previously deferred product
revenue was recognized.

Cerus said growth in 2009 was driven by increased penetration in
new and existing markets, primarily France, Belgium and Southern
Europe.  The Company also recognized $1.2 million in government
grant revenue supporting the ongoing development of the red blood
cell system during 2009, slightly more than the $1.0 million
recognized during 2008.

Cerus said net loss for the fourth quarter of 2009 was
$4.9 million, compared to a net loss of $6.5 million for the
fourth quarter of 2008.  Net loss per share was $0.13 for the
fourth quarter of 2009, compared to a loss of $0.20 per share for
the same period of 2008.  Total revenue for the three months ended
December 31, 2009, was $5.5 million, up from $3.6 million during
the same period in 2008.  Fourth quarter 2009 product revenue was
$5.2 million, up 48% from the $3.5 million recognized during the
fourth quarter of 2008, driven primarily by an increase in
disposable kit sales.  Fourth quarter 2009 product revenue
represented the most successful quarter that the Company has had
since commercializing the INTERCEPT platelet and plasma systems.
Government grant revenue for the fourth quarter of 2009 was
$0.2 million, compared to $0.1 million recognized during the same
period in 2008.

At December 31, 2009, the Company had total assets of
$34.491 million against total liabilities of $13.043 million,
resulting in stockholders' equity of $21.448 million.  At
December 31, 2009, the Company had cash and marketable securities
of $19.9 million.  Net cash used during the fourth quarter of 2009
was $2.7 million, consistent with net cash used during the second
and third quarters of 2009.  Net cash used during 2009 was
$2.6 million, compared to $34.3 million in 2008.

"We closed the year strong with our best quarter of INTERCEPT
revenue ever, achieving our fourth consecutive year of sales
growth," said Claes Glassell, president and chief executive
officer of Cerus Corporation.

A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?55bc

                      Going Concern Doubt

At September 30, 2009, the Company's consolidated balance sheets
showed $43.0 million in total assets, $17.2 million in total
liabilities, and $25.8 million in total shareholders' equity.

Ernst & Young LLP, in Palo Alto, Calif., expressed substantial
doubt about Cerus Corporation's ability to continue as a going
concern after auditing the Company's consolidated financial
statements for the years ended December 31, 2008, and 2007.  The
auditors pointed to the Company's recurring operating losses and
negative cash flows from operating activities from inception
through December 31, 2008.

                            About Cerus

Concord, California-based Cerus Corporation (NASDAQ: CERS) --
http://www.cerus.com/-- is a biomedical products company focused
on commercializing the INTERCEPT Blood System to enhance blood
safety.  The INTERCEPT system is designed to reduce the risk of
transfusion-transmitted diseases by inactivating a broad range of
pathogens such as viruses, bacteria and parasites that may be
present in donated blood.  Cerus currently markets and sells the
INTERCEPT Blood System for both platelets and plasma in Europe,
Russia, the Middle East and selected countries in other regions
around the world.


CIT GROUP: Expects to Report $900-Mil. Loss for Fourth Quarter
--------------------------------------------------------------
CIT Group Inc. said in a filing with the Securities and Exchange
Commission that it expects to report a net loss attributable to
common shareholders, prior to the impact of reorganization and
fresh start accounting adjustments, of roughly $900 million for
the quarter, and $4 billion for the year, ended December 31, 2009.

The annual results, which relate entirely to continuing
operations, include a $692 million goodwill and intangible asset
impairment charge, increased provision for credit losses and
reduced net interest revenue, and a higher level of professional
fees, reflective of the Company's liquidity events and the weak
economic environment.  The comparable amount for the 2008 period
was a loss of $2.9 billion, which included a $2.2 billion loss
from a Discontinued Operation resulting from the sale of the
Company's home lending business and a $468 million goodwill and
intangible asset impairment charge.

The $4 billion loss is expected to be essentially offset by the
impact of reorganization (primarily the cancellation of
indebtedness in the reorganization) and fresh start accounting
adjustments, which will also be reported as a component of loss
attributable to common shareholders within the Consolidated
Statement of Operations for the year ended December 31, 2009.

                Annual Report to Be Filed Late

CIT Group Inc. said in the regulatory filing it was unable to file
its Annual Report on Form 10-K for the period ended December 31,
2009, by the March 1 filing deadline without unreasonable effort
and expense.  The Company expects to complete and file the Form
10-K on or before March 16, 2010.

CIT Group on November 1, 2009, filed for Chapter 11.  It emerged
from bankruptcy on December 10, 2009.

In accordance with accounting principles generally accepted in the
United States of America, the Company is adopting fresh start
accounting as of the Emergence Date and adjusting the historical
carrying value of its assets and liabilities to their respective
fair values at the Emergence Date.  Simultaneously, the Company is
determining the fair value of its equity at the Emergence Date.
The Company is permitted to select an accounting convenience date
proximate to the Emergence Date for purposes of making the
aforementioned adjustments to historical carrying values provided
that the activity between the date of emergence and the
convenience date does not cause a material difference in results.
The Company has selected a convenience date of December 31, 2009.
The Company is processing fresh start accounting adjustments to
historical carrying values of assets and liabilities as of
December 31, 2009, using market prices at or near the Emergence
Date, discounted cash flow methodologies and other techniques.

The fresh start accounting adjustments will be reflected in the
balance sheet at December 31, 2009, and in the statement of
operations for the year ended December 31, 2009.  There will be no
statement of operations for the period between December 10 and
December 31, 2009.   Accretion and amortization of certain fair
value adjustments will begin in 2010.  As a result, the financial
statements following the application of fresh start accounting
will not be comparable to financial statements in the pre-
emergence periods

Under ASC 852 (Reorganizations) the reorganization value at the
Emergence Date is allocated to the fair value of identified
tangible and intangible assets in accordance with ASC 805.  Any
excess of reorganization value over the fair value of identified
tangible and intangible assets, less the fair value of liabilities
assumed, is reflected as goodwill.

                          About CIT Group

CIT Group Inc. (NYSE: CIT) -- http://www.cit.com/-- is a bank
holding company with more than $60 billion in finance and leasing
assets that provides financial products and advisory services to
small and middle market businesses.  Operating in more than 50
countries across 30 industries, CIT provides an unparalleled
combination of relationship, intellectual and financial capital to
its customers worldwide.  CIT maintains leadership positions in
small business and middle market lending, retail finance,
aerospace, equipment and rail leasing, and vendor finance.
Founded in 1908 and headquartered in New York City, CIT is a
member of the Fortune 500.

CIT Group Inc. and affiliate CIT Group Funding Company of Delaware
LLC announced a Chapter 11 filing on November 1, 2009 (Bankr.
S.D.N.Y. Case No. 09-16565).  Evercore Partners, Morgan Stanley
and FTI Consulting are the Company's financial advisors and
Skadden, Arps, Slate, Meagher & Flom LLP is legal counsel in
connection with the restructuring plan.  Sullivan & Cromwell is
legal advisor to CIT's Board of Directors.

CIT Group on November 1 announced that, with the overwhelming
support of its debtholders, the Board of Directors voted to
proceed with the prepackaged plan of reorganization for CIT Group
Inc. and a subsidiary that will restructure the Company's debt and
streamline its capital structure.  None of CIT's operating
subsidiaries, including CIT Bank, a Utah state bank, were included
in the filings.

On December 8, the Court confirmed the Debtors' prepackaged plan.
On December 11, CIT emerged from bankruptcy.


CITIGROUP INC: Annual Stockholders' Meeting on April 20
-------------------------------------------------------
Citigroup Inc.'s annual stockholders' meeting will be held on
April 20, 2010, at 9:00 a.m. at the Hilton New York, 1335 Avenue
of the Americas in New York.

At the meeting, stockholders will be asked to:

     -- act on certain stockholder proposals,

     -- ratify the selection of Citi's independent registered
        public accounting firm for 2010,

     -- elect directors,

     -- approve Citi's 2009 Executive Compensation,

     -- approve additional shares under the Citigroup 2009 stock
        incentive plan,

     -- approve an amendment to the Citigroup 2009 stock incentive
        plan to award additional shares required to be issued in
        accordance with Citi's agreement to repay its TARP
        obligations,

     -- ratify the Tax Benefits Preservation Plan,

     -- approve an extension of the Board's authority to effect a
        reverse stock split, and

     -- consider any other business properly brought before the
        meeting.

The close of business on February 25, 2010, is the record date for
determining stockholders entitled to vote at the annual meeting.
A list of the stockholders will be available at Citi's
headquarters, 399 Park Avenue, New York City, before the annual
meeting.

A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?55eb

On February 24, 2010, C. Michael Armstrong and Anne M. Mulcahy,
members of the Board of Directors of Citigroup, individually
provided notice to the Chairman of the Board that they each will
not stand for re-election to the Board at the Annual Stockholders
Meeting.

On February 26, 2010, Citigroup filed with the Securities and
Exchange Commission its annual report on Form 10-K for the year
ended December 31, 2009.

As reported by the Troubled Company Reporter on January 20, 2010,
Citigroup reported a full year 2009 net loss of $1.6 billion, or
$0.80 per share.  Managed revenues were $91.1 billion for the
year.  The fourth quarter 2009 net loss was $7.6 billion, or $0.33
per share.  Excluding the $6.2 billion after-tax loss associated
with TARP repayment and exiting the loss-sharing agreement, the
fourth quarter net loss was $1.4 billion or $0.06 per share.
Citigroup reported a net loss of $27.6 billion for the full year
2008.

Citi's total assets were roughly $1.86 trillion as of December 31,
2009, down from roughly $1.94 trillion at December 31, 2008 and
$2.19 trillion at December 31, 2007.  Stockholders' equity was
$152.700 billion at December 31, 2009, from $141.630 billion at
December 31, 2009, and $113.447 billion at December 31, 2007.

A full-text copy of Citi's annual report on Form 10-K is available
at no charge at http://ResearchArchives.com/t/s?55ec

                          About Citigroup

Based in New York, Citigroup Inc. (NYSE: C) -- is a global
diversified financial services holding company whose businesses
provide a broad range of financial services to consumer and
corporate customers.  Citigroup has roughly 200 million customer
accounts and does business in more than 140 countries.
Citigroup's businesses are aligned in three reporting segments:
(i) Citicorp, which consists of Regional Consumer Banking (in
North America, EMEA, Asia, and Latin America) and the
Institutional Clients Group (Securities and Banking, including the
Private Bank, and Transaction Services); (ii) Citi Holdings, which
consists of Brokerage and Asset Management, Local Consumer
Lending, and a Special Asset Pool; and (iii) Corporate/Other.

As reported in the Troubled Company Reporter on November 25, 2008,
the U.S. government entered into an agreement with Citigroup to
provide a package of guarantees, liquidity access, and capital.
The U.S. Treasury and the Federal Deposit Insurance Corporation
agreed to provide protection against the possibility of unusually
large losses on an asset pool of roughly $306 billion of loans and
securities backed by residential and commercial real estate and
other such assets, which will remain on Citigroup's balance sheet.
As a fee for this arrangement, Citigroup issued preferred shares
to the Treasury and FDIC.  The Federal Reserve agreed to backstop
residual risk in the asset pool through a non-recourse loan.

Citigroup, the third-biggest U.S. bank, received $45 billion in
bailout aid.  Other bailed-out banks, including Bank of America
Corp., Wells Fargo & Co., have pledged to repay TARP money.
JPMorgan Chase & Co., Goldman Sachs Group Inc. and Morgan Stanley,
repaid TARP funds in June.  Citigroup is selling assets to repay
the bailout funds.

Citigroup is one of the banks that, according to results of the
government's stress test, need more capital.


CLAIRE'S STORES: Unit Enters into Sale & Lease-Back Deal AGNL
-------------------------------------------------------------
Claire's Boutiques Inc., a wholly-owned subsidiary of Claire's
Stores Inc., sold its U.S. distribution center/office building
located at 2400 West Central Road, Hoffman Estates, Illinois to
AGNL Bling, L.L.C.

Contemporaneously with the sale of the Property, Claire's
Boutiques entered into a lease agreement, dated February 19, 2010,
with AGNL Bling, as landlord, with respect to the Property.  The
Lease Agreement provides for:

   * an initial expiration date of February 28, 2030 with two
     five-year renewal periods, each at the option of Claire's
     Boutiques and

   * basic rent of $2,112,435 per annum, payable quarterly in
     advance in equal installments on each April 1st, July 1st,
     October 1st and January 1st.

A full-text copy of the Lease Agreement is available for free at
http://ResearchArchives.com/t/s?55e7

                       About Claire's Stores

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

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

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

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


COMSCAPE COMMUNICATIONS: Chapter 11 Filings Not Authorized
----------------------------------------------------------
WestLaw reports that the corporate bylaws of the tier-two and
tier-three debtors, that were wholly owned by corporations in the
first or second tier out from a corporate holding company, were
effectively amended by custom and practice to provide for election
of directors at the meetings of the board of directors of the
holding company, such that, regardless of whether the individual
who filed Chapter 11 petitions on behalf of these tier-two and
tier-three debtors was properly removed as the director thereof
prior to the filing of the petitions, he was not the sole director
of these tier-two and tier-three debtors at the time and did not
have authority to commence bankruptcy cases on the corporations'
behalf without the consent of the other director, who was properly
elected at a meeting of holding company's board.  The director
filing the petitions on behalf of the tier-two and tier-three
debtors was himself elected at a meeting of the holding company's
board.  In re Comscape Telecommunications, Inc., --- B.R. ----,
2010 WL 532066 (Bankr. S.D. Ohio) (Preston, J.).

On February 6, 2009, ComScape Telecommunications, Inc., ComScape
Communications, Inc., ComScape Telecommunications of Raleigh-
Durham, Inc., ComScape Telecommunications of Wilmington, Inc.,
ComScape Telecommunications of Jacksonville License, Inc.,
ComScape Telecommunications of New Bern License, Inc., ComScape
Telecommunications of Raleigh-Durham License, Inc., and ComScape
Telecommunications of Wilmington License, Inc., sought chapter 11
protection (Bankr. S.D. Ohio Case No. 09-51045).  On February 13,
2009, the Court entered an order (Doc. 29) granting the Debtors'
motion for joint administration.  On March 18, 2009, ComScape
Holding, Inc., and Bhogilal M. Modi filed a Motion to Dismiss
these Chapter 11 cases (Doc. 80), alleging that the Debtors lacked
corporate authority for the filing of their Petitions for Relief.


CONEXANT SYSTEMS: Board Appoints Elbaz as Chief Accounting Head
---------------------------------------------------------------
Conexant Systems, Inc.'s Board of Directors on February 18, 2010,
appointed Michael Elbaz as Chief Accounting Officer.  Mr. Elbaz
will serve as the Company's principal accounting officer.

Mr. Elbaz, 45, re-joined Conexant Systems in February 2009 as Vice
President, Finance.  Prior to that, he was Vice President and
Controller, Semiconductor Division, NextWave Wireless from August
2007 to February 2009.  He was Executive Director of Finance and
Operations Controller at the Company from September 2004 to August
2007; prior to that he served in a variety of capacities at the
Company since 2002.  Mr. Elbaz earned a master of business
administration degree from San Diego State University.  He also
holds a bachelor's degree in finance and international business
from California State University in Chico, California.

                          About Conexant

Newport Beach, California-based Conexant Systems, Inc. (NASDAQ:
CNXT) -- http://www.conexant.com/-- is a fabless semiconductor
company.  Conexant's comprehensive portfolio of innovative
semiconductor solutions includes products for imaging, audio,
embedded-modem, and video applications.  Outside the United
States, the Company has subsidiaries in Northern Ireland, China,
Barbados, Korea, Mauritius, Hong Kong, France, Germany, the United
Kingdom, Iceland, India, Israel, Japan, Netherlands, Singapore,
and Israel.

As of January 1, 2010, the Company had total assets of
$273.747 million against total liabilities of $340.397 million,
resulting in shareholders' deficit of $66.650 million.


CONEXANT SYSTEMS: Stockholders Adopt 2010 Equity Incentive Plan
---------------------------------------------------------------
Stockholders on February 18, 2010, approved the Conexant Systems,
Inc. 2010 Equity Incentive Plan at the Company's 2010 Annual
Meeting of Stockholders.  The 2010 Plan allows the Company to
grant stock options and other equity incentive awards and
performance cash incentives to its executive officers, directors
and consultants as well as its employees.

In connection with the approval of the 2010 Plan, effective
February 18, 2010, the Company no longer automatically increased
the number of shares reserved for issuance each year under the
Conexant Systems, Inc. 2004 New Hire Equity Incentive Plan and the
Company no longer issued stock awards under these plans:

     -- the Conexant Systems, Inc. 1999 Long-Term Incentives Plan,
        as amended,

     -- the Conexant Systems, Inc. Directors Stock Plan, as
        amended,

     -- the Conexant Systems, Inc. 2000 Non-Qualified Stock Plan,
        as amended,

     -- the GlobespanVirata, Inc. 1999 Equity Incentive Plan, as
        amended,

     -- the GlobespanVirata, Inc. 1999 Supplemental Stock Option
        Plan, as amended,

     -- the Amended and Restated GlobespanVirata, Inc. 1999 Stock
        Incentive Plan, as amended, and

     -- the Conexant Systems, Inc. 2001 Performance Share Plan

The 2004 Plan allows the Company to grant stock options and other
equity incentive awards to persons not previously employed by the
company -- or following a bona fide period of non-employment -- as
an inducement to their entering into employment with the Company.
The Prior Plans allowed the Company to grant stock options and
other incentive awards to its employees, directors and
consultants.

On March 1, 2010, the Company filed with the Securities and
Exchange Commission a Form S-8 Registration Statement under the
Securities Act of 1933 to register 12,000,000 shares of its common
stock newly reserved under the 2010 Equity Incentive Plan; and
500,000 shares of common stock newly reserved under the 2001
Employee Stock Purchase Plan.  The Proposed Maximum Aggregate
Offering Price for the 12,500,000 shares is $61,250,000.

A full-text copy of the Registration Statement is available at no
charge at http://ResearchArchives.com/t/s?55f0

                          About Conexant

Newport Beach, California-based Conexant Systems, Inc. (NASDAQ:
CNXT) -- http://www.conexant.com/-- is a fabless semiconductor
company.  Conexant's comprehensive portfolio of innovative
semiconductor solutions includes products for imaging, audio,
embedded-modem, and video applications.  Outside the United
States, the Company has subsidiaries in Northern Ireland, China,
Barbados, Korea, Mauritius, Hong Kong, France, Germany, the United
Kingdom, Iceland, India, Israel, Japan, Netherlands, Singapore,
and Israel.

As of January 1, 2010, the Company had total assets of
$273.747 million against total liabilities of $340.397 million,
resulting in shareholders' deficit of $66.650 million.


DAVID YARDS: Delays Vessel Deliveries for Ocean Hotels
------------------------------------------------------
Ocean Hotels Plc. said that Davie Yards has indicated additional
delays in delivery and potentially increased costs with respect
two accommodation vessels.

On February 26, 2010, Tore Enger resigned from the Board of
Directors of Ocean Hotels PLC and following a Board of Directors
meeting that was held the same day, Alexandros Tsirikos was
appointed Chairman of the Board of Directors.  The Board is
looking into terminating the management agreement between Ocean
Hotels and Teco Management, and appointed Mr. Anthony Kandylidis
as CEO / Managing Director of Ocean Hotels.  Director Constantinos
Economides also resigned as Director of the Board, to allow for a
more efficient Board, and will remain Corporate Secretary of Ocean
Hotels.

Ocean Hotels currently has two Accommodation Vessels on order at
Davie Yards.  The Yard has indicated additional delays in delivery
and potentially increased costs.  These costs may be significant,
but the actual effects for Ocean Hotels are unclear at this time.
Ocean Hotels is evaluating its position and seeking clarification
of the factual situation from the yard, and will provide updates
to the market as soon as information is received and evaluated by
the Management and Board of Directors.

                       About Davie Yards

Davie Yards Inc. owns and operates the Davie yard in Quebec.  With
over 185 years of operating experience, the shipyard is the
largest in Canada and among the largest and most sophisticated in
North America.  The Corporation has a focus on building large and
complex offshore service vessels and rigs, and other sophisticated
vessels for commercial and governmental use.  Its shares are
traded on the Toronto Stock Exchange (DAV).

On February 25, 2010, Davie Yards filed for creditor protection
under the Companies' Creditors Arrangement Act with the Quebec
Superior Court, in Canada.


DELAMORE ELIZABETH: To Raise $1 Million for Chapter 11 Plan
-----------------------------------------------------------
Dayton Daily News says Delamore Elizabeth Place LP filed a plan of
reorganization that proposes to raise another $1 million to pay
creditors, fund a tenant improvement account, and pay overhead.
The Company said it expects to emerge of bankruptcy in the second
quarter.

Under the plan, 20 or so members of the investment group will lose
their original $9 million investment in the property and holders
of mortgage will see the debt owed cut from $42 million to
$26 million, report citing papers filed with the court.

Delamore Elizabeth is the owner of the Elizabeth Place medical and
office building in Dayton, Ohio.  The project is a development by
the Delamore Cos.  Delamore's Web site says it acquired over
one million square feet of commercial space in the first half of
2007, which means they bought at the top of the market.

The company filed for Chapter 11 protection on Oct. 1, 2009
(Bankr. S.D. Ohio Case No. 09-36187).  Tim J. Robinson, Esq.,
represents the Debtor in its restructuring efforts.  The company
listed assets of between $10 million and $50 million, and debts of
between $50 million and $100 million.


EASTMAN KODAK: Hikes Maximum Tender Amount to $200 Million
----------------------------------------------------------
Eastman Kodak Company has increased the maximum tender amount from
$100,000,000 to $200,000,000 in aggregate principal amount in its
tender offer to purchase up to the Maximum Tender Amount of its
outstanding 7.25% Senior Notes due 2013.  Kodak also has extended
the expiration date of the tender offer from 9:00 a.m., New York
City time on March 4, 2010, until 11:59 p.m., New York City time,
on March 9, 2010.

The tender offer was reported by the Troubled Company Reporter on
February 5, 2010.

The tender offer is being made pursuant to an Offer to Purchase
dated February 3, 2010, and related Letter of Transmittal, which
set forth a more detailed description of the terms of the Tender
Offer.  Except for the amendment to increase the Maximum Tender
Amount and extend the Expiration Date, the terms of the Tender
Offer remain the same and the Offer to Purchase and the related
Letter of Transmittal remain in full force and effect.

As of 5:00 p.m., New York City time on February 24, 2010,
$218,613,000 aggregate principal amount of 2013 Notes was tendered
and not withdrawn in the Tender Offer, substantially all of which
were tendered on or prior to the Early Tender Date.  Subject to
the terms and conditions in the Offer to Purchase, as amended,
holders of 2013 Notes who validly tendered their 2013 Notes in the
Tender Offer as of 5:00 p.m., New York City time on Thursday,
February 11, 2010, will be eligible to receive $950.00 per $1,000
principal amount of 2013 Notes.  Withdrawal rights with respect to
2013 Notes validly tendered and not withdrawn expired as of the
Early Tender Date.  Accordingly, holders may not withdraw any 2013
Notes previously or hereafter tendered, except as contemplated in
the Offer to Purchase.

Subject to the terms and conditions in the Offer to Purchase, as
amended, holders of 2013 Notes who validly tender their 2013 Notes
after the Early Tender Date and at or before the Expiration Date,
will be eligible to receive $910.00 per $1,000 principal amount of
2013 Notes, which excludes the early tender premium equal to
$40.00 per $1,000 principal amount of 2013 Notes.

Payments for 2013 Notes purchased in the Tender Offer will include
accrued and unpaid interest from and including the last interest
payment date to, but excluding, the settlement date.

Kodak intends to fund the repurchase of the 2013 Notes from the
net proceeds of its private placement of $500 million aggregate
principal amount of 9.75% Senior Secured Notes due 2018, and cash
on hand, which private placement is expected to close on March 5,
2010.  To permit such private placement, on February 10, 2010,
Kodak entered into an amendment to its Amended and Restated Credit
Agreement, as amended, with the lenders party thereto and Citicorp
USA, Inc., as agent.  As such, the Credit Agreement Amendment
Condition as described in the Offer to Purchase has been
satisfied.

If 2013 Notes are accepted for purchase in the Tender Offer, the
amount of 2013 Notes purchased in the Tender Offer will be
prorated based on the aggregate principal amount of 2013 Notes
tendered, rounded down to the nearest integral multiple of $1,000,
since the aggregate principal amount of 2013 Notes validly
tendered and not withdrawn exceeds the Maximum Tender Amount.

Kodak has retained Citi to serve as dealer manager for the Tender
Offer.  The Bank of New York Mellon has been retained to serve as
the depositary and Georgeson, Inc. has been retained to serve as
the information agent.

For additional information regarding the terms of the Tender
Offer, please contact Citi at (800) 558-3745 (toll free) or (212)
723-6106 (collect).  Requests for documents and questions
regarding the tender of 2013 Notes may be directed to Georgeson,
Inc. at (800) 248-7605 (toll free) or (212) 440-9800 (collect).
Copies of the Offer to Purchase and the Letter of Transmittal may
also be obtained at no charge from Georgeson, Inc.

Kodak, its board of directors, the depositary, the information
agent, the dealer manager and the trustee with respect to the 2013
Notes are not making any recommendation as to whether holders of
the 2013 Notes should tender or refrain from tendering all or any
portion of the principal amount of the 2013 Notes.

                        About Eastman Kodak

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.

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 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.


EASTMAN KODAK: To Sell $500 Mil. of 9.75% Senior Notes
------------------------------------------------------
Eastman Kodak Company announced the pricing of a private placement
of $500 million aggregate principal amount of 9.75% senior secured
notes due 2018.

The Troubled Company Reporter on February 26, 2010, said Kodak
intends to offer $400 million aggregate principal amount of senior
secured notes in a private placement to qualified institutional
buyers.

The notes were offered to qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended and
outside the United States to persons other than U.S. persons in
reliance upon Regulation S under the Securities Act.

Kodak's obligations under the notes will be fully and
unconditionally guaranteed on a senior secured basis by each of
Kodak's existing and future direct or indirect wholly owned
domestic subsidiaries, subject to certain exceptions, and will be
secured by a second-priority lien on substantially all domestic
assets of the issuer and guarantors, subject to certain
exceptions.

Kodak intends to use the net proceeds from the offering to
repurchase all $300 million aggregate principal amount of its
10.50% Senior Notes due 2017 and to repurchase $200 million
aggregate principal amount of its 7.25% Senior Notes due 2013
through a tender offer.

                        About Eastman Kodak

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.

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 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.


ENRON CORP: Skilling's New Trial Bid May Divide Supreme Court
-------------------------------------------------------------
Greg Stohr at Bloomberg News reports that U.S. Supreme Court
justices signaled they are divided on Jeffrey Skilling's appeal of
his conviction for leading the accounting fraud that drove Enron
Corp. into bankruptcy.

According to the report, the justices spent most of the one-hour
argument session in Washington on March 1 debating whether the
trial should have been moved from Houston, where thousands of
Enron employees lost their jobs.  A favorable ruling on that issue
would mean a new trial for Mr. Skilling, Enron's former chief
executive officer, overturning a signature prosecution victory.

According to Bloomberg, Justice Sonia Sotomayor suggested she will
vote for Mr. Skilling, saying U.S. District Judge Sim Lake failed
to adequately question prospective jurors, including a woman who
lost $50,000 to $60,000 because of the Enron fraud.  On the other
hand, Chief Justice John Roberts was more supportive of Judge
Lake, saying the judge made the "reasonable" decision to conduct
the juror questioning, or "voir dire," himself rather than turn
the task over to the lawyers.

                         About Enron Corp.

Based in Houston, Texas, Enron Corporation filed for Chapter 11
protection on December 2, 2001 (Bankr. S.D.N.Y. Case No. 01-16033)
following controversy over accounting procedures that caused
Enron's stock price and credit rating to drop sharply.

Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal &
Manges LLP, Venable; Cadwalader, Wickersham & Taft, LLP for its
bankruptcy case.  The Official Committee of Unsecured Creditors in
the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP.

The Debtors filed their Chapter Plan and Disclosure Statement on
July 11, 2003.  On January 9, 2004, they filed their Fifth Amended
Plan and on the same day the Court approved the adequacy of the
Disclosure Statement explaining that Plan.  On July 15, 2004, the
Court confirmed the Debtors' Modified Fifth Amended Plan and that
Plan was declared effective on November 17, 2004.

After approval of the Plan, the new board of directors decided to
change the name of Enron Corp. to Enron Creditors Recovery Corp.
to reflect the current corporate purpose.  ECRC's sole mission is
to reorganize and liquidate certain of the operations and assets
of the "pre-bankruptcy" Enron for the benefit of creditors.

ECRC has been involved in the MegaClaims Litigation, an action
against 11 major banks and financial institutions that ECRC
believes contributed to Enron's collapse; the Commercial Paper
Litigation, an action involving the recovery of payments made to
commercial paper dealers; and the Equity Transactions Litigation,
which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG,
Credit Suisse and Bear Stearns to recover payments made to the
four banks on transactions involving Enron's stock while the
company was insolvent.

(Enron Bankruptcy News; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


EPICEPT CORP: Incurs $4.4 Mil. Net Loss for Fourth Quarter
----------------------------------------------------------
EpiCept Corporation reported that net loss for the fourth quarter
of 2009 was $4.4 million and for the year was $38.8 million.

As of December 31, 2009, EpiCept had approximately $5.1 million in
cash and cash equivalents.  In January 2010, the Company received
$3 million from Meda in connection with the signing of the
CepleneR European marketing and distribution agreement.  Meda is
also required to pay an additional $2 million upon its commercial
launch of Ceplene and a royalty on net sales.  The Company
believes that its cash is sufficient to fund operations into the
third quarter 2010.  The Company may receive cash from certain
licensing activities during 2010 and upon achievement of specified
clinical milestones.

In February 2010 EpiCept established an "At-the-Market" offering
program through which the Company may, from time to time, offer
and sell shares of its common stock having an aggregate offering
price of up to $15.0 million through its sales agent.  Sales of
the shares, if any, will be made by means of ordinary brokers'
transactions on The Nasdaq Capital Market or, to the extent
allowable by law, the Nasdaq OMX Stockholm Exchange, at market
prices.  EpiCept may utilize this program at such times and in
such amounts to minimize any disruption to the trading of its
stock.  In times of low trading volume the Company may severely
limit or refrain altogether from using the program.  No offerings
under this program have yet occurred.  The Company expects to use
this facility to meet liquidity needs that may arise in the event
any of the anticipated cash inflows are delayed or do not occur,
and it may seek alternative sources of debt or equity should funds
raised through the program be insufficient to timely meet the
Company's liquidity requirements.

"Our ongoing market planning and product development activities
during the fourth quarter of 2009 and recent weeks were
substantial, and we are very pleased with the progress we made in
advancing the development and commercialization of a number of our
products," noted Jack Talley, EpiCept's President and CEO.  "Last
month we announced the successful culmination of our partnership
negotiations for Ceplene with the signing of an agreement with
Meda AB to market and sell Ceplene in Europe and several Pacific
Rim countries.  We also made progress with the New Drug Submission
(NDS) for Ceplene in Canada and with the anticipated New Drug
Application (NDA) filing in the U.S.  We were also pleased by the
approval of our application to obtain orphan drug status in the
U.S. for NP-1 in post-herpetic neuralgia, as well as by the
progress in our discussions to partner NP-1 for Phase III
development and commercialization."

A full-text copy of the Company's annual report on Form 10-K is
available for free at http://ResearchArchives.com/t/s?55e3

                        Going Concern Doubt

As reported by the Troubled Company Reporter-Europe on Nov. 17,
2009, EpiCept Corporation posted a net loss of $4,813,000 for the
three months ended Sept. 30, 2009, from a net loss of $6,163,000
for the same period a year ago.  The Company posted a net loss of
$34,378,000 for the nine months ended September 30, 2009, from a
net loss of $20,006,000 for the same period a year ago.

Revenue was $116,000 for the three months ended September 30,
2009, from $78,000 for the same period a year ago.  Revenue was
$322,000 for the nine months ended September 30, 2009, from
$169,000 for the same period a year ago.

At September 30, 2009, the Company had $11,962,000 in total assets
against $17,122,000 in total liabilities, resulting in $5,160,000
in stockholders' deficit.

EpiCept's management believes that existing cash and cash
equivalents will be sufficient to meet projected operating and
debt service requirements into the second quarter of 2010.
Additional funding for the Company's operations is anticipated to
be derived from sales of Ceplene(R) in Europe, fees from the
Company's strategic partners including a marketing partner for
Ceplene(R) in Europe, strategic relationships for other product
candidates including NP-1 or other financing arrangements.

"We have devoted substantially all of our cash resources to
research and development programs and selling, general and
administrative expenses, and to date we have not generated
any meaningful revenues from the sale of products.  Since
inception, we have incurred significant net losses each year.  As
a result, we have an accumulated deficit of $230.6 million as of
September 30, 2009.  Our recurring losses from operations and the
accumulated deficit raise substantial doubt about our ability to
continue as a going concern," the Company said in its quarterly
report on Form 10-Q.

                           About EpiCept

Based in Tarrytown, New York, EpiCept Corporation (Nasdaq and OMX
Nordic Exchange: EPCT) is focused on the development and
commercialization of pharmaceutical products for the treatment of
cancer and pain.  The Company's lead product is Ceplene(R), which
has been granted full marketing authorization by the European
Commission for the remission maintenance and prevention of relapse
in adult patients with Acute Myeloid Leukemia in first remission.
The Company has two oncology drug candidates currently in clinical
development that were discovered using in-house technology and
have been shown to act as vascular disruption agents in a variety
of solid tumors.  The Company's pain portfolio includes EpiCeptTM
NP-1, a prescription topical analgesic cream in late-stage
clinical development designed to provide effective long-term
relief of pain associated with peripheral neuropathies.


EPV SOLAR: Organizational Meeting to Form Panel on March 10
-----------------------------------------------------------
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
will hold an organizational meeting on March 10, 2010, at
11:00 a.m. in the bankruptcy case of EPV Solar, Inc.  The meeting
will be held at the United States Trustee's Office, One Newark
Center 21st Floor, Room 2106, Newark, NJ 07102.

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.

Robbinsville, New Jersey-based EPV Solar, Inc., fka Energy
Photovoltaics, Inc., filed for Chapter 11 bankruptcy protection on
February 24, 2010 (Bankr. D. N.J. Case No. 10-15173).  Kenneth
Rosen, Esq., and Samuel Jason Teele, Esq., at Lowenstein Sandler
PC, assist the Company in its restructuring effort.  The Company
estimated its assets and its debts at $50,000,001 to $100,000,000.


ESCALON MEDICAL: Posts $1.1 Million Net Loss in Q2 Ended Dec. 31
----------------------------------------------------------------
Escalon Medical Corp. filed its quarterly on Form 10-Q, showing a
net loss of $1.1 million on $8.9 million of revenue for the three
months ended December 31, 2009, compared with a net loss of
$696,995 on $8.1 million of revenue for the same period of 2008.

The Company's balance sheet as of Dec. 31, 2009, showed
$23.5 million in assets, $12.7 million of debts, and $10.8 million
of stockholders' equity.

The Company noted that it has incurred recurring operating losses
and negative cash flows from operating activities and the debt
payments related to the Biocode acquisition are scheduled to
commence within the next six months.  The Company says these
conditions raise substantial doubt about its ability to continue
as a going concern.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://researcharchives.com/t/s?55f5

Wayne, Pa.-based Escalon Medical Corp. --
http://www.escalonmed.com/-- specializes in the development,
manufacture, marketing and distribution of medical devices and
pharmaceuticals in the areas of ophthalmology, diabetes,
hematology and vascular access.


FEDERAL-MOGUL: Reports $43 Million Net Income for Fourth Quarter
----------------------------------------------------------------
Federal-Mogul Corporation (Nasdaq: FDML) reported strong Q4 2009
profitability, with higher gross margin, improved net income of
$43 million, or $0.43 per diluted share, and $251 million record
cash flow(2) with increased sales versus Q4 2008.  The company
improved financial performance in each consecutive quarter of 2009
as restructuring and cost reduction initiatives enhanced Federal-
Mogul's operating leverage.  Stronger demand in Q4 2009, coupled
with savings from prior restructuring initiatives lifted gross
margin and Operational EBITDA(1) percent of sales back to levels
approaching those attained prior to the automotive market
downturn.

                       Financial Summary
                         (in millions)

                                          2009
                      -----------------------------------------
                         Q4       Q3       Q2       Q1       FY
                         --       --       --       --       --
Net Sales             $1,408   $1,380   $1,304   $1,238   $5,330
Gross Margin             225      212      198      158      792
  pct. of sales       16.0%    15.4%    15.2%    12.8%    14.9%

SG&A                    (164)    (173)    (170)    (184)    (690)
  pct. of sales       11.6%    12.5%    13.0%    14.9%    12.9%

Net Income (loss)         43       10        3     (101)     (45)
  attributable
  to Federal-Mogul

Earnings (loss)
  Per Share            0.43     0.10     0.03    (1.02)   (0.46)
  in dollars,
  diluted EPS

Operational
  EBITDA(1)             170      134      129       70      503
  pct. of sales       12.1%     9.7%     9.9%     5.7%     9.4%

Cash Flow(2)            $251     $112       $6    $(196)    $173

                           2008
                      --------------
                         Q4       FY
                         --       --
Net Sales             $1,319   $6,866
Gross Margin             183    1,124
  pct. of sales       13.9%    16.4%

SG&A                    (162)    (774)
  pct. of sales       12.3%    11.3%

Net Income (loss)       (530)    (468)
  attributable
  to Federal-Mogul

Earnings (loss)
  Per Share           (5.36)   (4.69)
  in dollars,
  diluted EPS

Operational
  EBITDA(1)             113      762
  pct. of sales        8.6%    11.0%

Cash Flow(2)            $181     $119

"The strong and profitable fourth quarter shows the benefits of
higher sales combined with significant operational improvements
throughout the year.  Federal-Mogul's improved margins demonstrate
that we have successfully converted incremental fourth quarter
revenue at a higher level of profitability than in prior quarters.
Our record $251 million cash flow is the result of increased
profitability combined with effective working capital management
and efficient capital investments," said Jose Maria Alapont,
Federal-Mogul President and CEO.

Federal-Mogul, on a year-over-year basis, reported Q4 2009 sales
of $1.4 billion versus $1.3 billion in Q4 2008.  The company
reported that 17 percent of total revenue was generated outside
the United States, Canada and Europe in Q4 2009, representing a 24
percent increase over the fourth quarter of 2008.  Federal-Mogul
continues to expand its market share positions, manufacturing
capacity and engineering presence in China, India, Brazil and
other growth markets which have performed better during the global
automotive downturn.  Federal-Mogul benefits from strong customer,
market and product diversity, with no single customer accounting
for more than 5 percent of global revenue in 2009.

Gross margin was $225 million or 16 percent of sales in Q4 2009 a
$42 million or 2.1 percentage point margin improvement versus
$183 million or 13.9 percent in the same period of 2008.  The
company's ability to attain significantly higher gross margin than
in Q4 2008 reflects the increasing benefit of Federal-Mogul's
variable cost company strategy including the restructuring and
cost reduction initiatives largely completed during 2009.

"We have reduced the run-rate of the company's global cost base by
approximately $460 million annually, while simultaneously making
strategic investments in leading technology and innovation, best
cost global manufacturing and better processes and systems for
world-class quality, cost competitiveness and customer support,"
Mr. Alapont explained.

Net income was $43 million in Q4 2009 versus a net loss of
$(530) million in Q4 2008.  Federal-Mogul's Operational EBITDA(1)
for Q4 2009 was $170 million or 12.1 percent of sales, a $57
million or 3.5 percentage point increase, compared to $113 million
or 8.6 percent of sales reported during the fourth quarter a year
ago.

The company achieved an all-time record quarterly cash flow(2) of
$251 million in Q4 2009, a $70 million increase over Q4 2008.  As
a result, Federal-Mogul has $1.5 billion of liquidity with over
$1.0 billion of cash and an unused revolver of $0.5 billion.

"Federal-Mogul continued to improve sequential quarterly operating
performance as a result of the increasingly positive effect of our
cost reduction and restructuring initiatives combined with the
ongoing financial market and automotive industry stabilization."

"Through our global efforts, the company improved sales, raised
operating margins, reduced SG&A, improved Operational EBITDA(1)
and significantly increased cash flow in each successive quarter,"
Mr. Alapont said.

Federal-Mogul, for full year 2009, reported sales of $5.3 billion
or a decline of about $1.5 billion versus full year 2008.  The
global automotive and financial market downturn depressed industry
volumes throughout most of 2009.  On a constant dollar basis, when
compared to 2008, Federal-Mogul's 2009 sales were down 19 percent
or $1.2 billion.

The company reported a net loss of $(45) million in full year
2009, versus a net loss of $(468) million in 2008.  When adjusting
net income for impairments and restructuring charges relating to
the company's capacity rationalization, Federal-Mogul achieved
break-even results in 2009, which demonstrates the effectiveness
of the company's variable cost strategy to maximize earnings and
cash flow performance.

"Together with our 2009 financial performance, our product and
market strategy was well-aligned with global customer needs.  We
are well positioned to meet market demands for improved fuel
economy, reduced emissions and greater vehicle safety.  Our strong
cash flow and significantly improved liquidity provides the
necessary flexibility to pursue portfolio enhancements or
footprint realignment to accelerate our progress in spite of
changing market conditions," said Mr. Alapont.

"Further, we are implementing strategies to increase our sales to
customers in the Energy, Industrial and Transport (EIT) market
segments, where we generate about 9 percent of our total revenue
today.  We believe business segments like the expanding wind
energy market, improving industrial markets and growth in the
global supply chain will increasingly benefit Federal-Mogul, due
to our specialized products to serve these segments."

"Our performance throughout 2009 is indicative of the proactive
and effective steps taken by Federal-Mogul to counter the impact
of the financial markets downturn in 2009.  We believe our
progressively improving performance in 2009 establishes a strong
indication of our ability to generate sustainable global
profitable growth.  We remain optimistic that the global markets
will strengthen in 2010 and we expect to continue to drive further
earnings efficiency within our existing infrastructure, while
capitalizing on increasing sales in mature and new growth
markets," Mr. Alapont concluded.

A full-text-copy of Federal-Mogul Corp.'s Annual and Fourth
Quarter 2009 Results filed on Form 10-K is available at no charge
at http://researcharchives.com/t/s?5495


                   Federal-Mogul Corporation
                        Balance Sheets
                         (In millions)

                            ASSETS
                                           Dec. 31      Dec. 31
                                             2009         2008
                                           -------      -------
Current Assets:
Cash and equivalents                       $1,034         $888
Accounts receivable                           950          939
Inventories, net                              823          894
Prepaid expenses & other current assets       221          267
                                          --------     --------
Total current assets                         3,028        2,988

Property, plant and equipment, net           1,834        1,911
Goodwill & indefinite-lived
  intangible assets                          1,427        1,430
Definite-lived intangible assets, net          515          564
Other non-current assets                       323          343
                                          --------     --------
Total Assets                                $7,127       $7,236
                                          ========     ========

             LIABILITIES AND SHAREHOLDERS' EQUITY

Short-term debt, including current
portion of long-term debt                     $97         $102
Accounts payable                               537          622
Accrued liabilities                            410          483
Current portion of postemployment
benefit liability                              61           61
Other current liabilities                      175          204
                                          --------     --------
Total current liabilities                    1,280        1,472

Long-term debt                               2,760        2,768
Postemployment benefits                      1,298        1,240
Long-term portion of deferred
  income taxes                                 498          554
Other accrued liabilities                      192          206

Shareholders' equity:
  Preferred stock                                -            -
  Common stock                                   1            1
  Additional paid-in capital,
     including warrants                      2,123        2,123
  Accumulated deficit                         (513)        (468)
  Accumulated other comprehensive loss        (571)        (688)
  Treasury stock, at cost                      (17)         (17)
                                          --------     --------
Total Federal-Mogul Shareholders' Equity     1,023          951
                                          --------     --------
Noncontrolling interests                        76           45
                                          --------     --------
Total Shareholders' Equity                   1,099          996
                                          --------     --------
Total Liabilities and Shareholders' Equity  $7,127       $7,236
                                          ========     ========

                   Federal-Mogul Corporation
             Consolidated Statements of Operations
                         (In millions)

                                            Twelve Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net sales                                    $5,330       $6,866
Cost of products sold                        (4,538)      (5,742)
                                          ---------   ---------
Gross margin                                    792        1,124

Selling, general & administrative expenses     (690)        (774)
Adjustment of assets to fair value              (17)        (451)
Interest expense, net                          (132)        (180)
Amortization expense                            (49)         (76)
Chapter 11 & U.K. Administration expenses        (3)         (17)
Equity earnings of unconsolidated affiliates     16           23
Restructuring expense, net                      (32)        (132)
Other income, net                                43           37
                                          ---------    ---------
Income (loss) before Income Taxes               (72)        (446)

Income Tax Benefit (Expense)                     39          (19)
                                          ---------    ---------
Net Income (Loss)                               (33)        (465)
Less net (income) loss attributable
  to noncontrolling interests                   (12)          (3)
                                          ---------    ---------
Net Income (Loss) attributable
  to Federal-Mogul                             ($45)       ($468)
                                          =========    =========

                   Federal-Mogul Corporation
             Consolidated Statements of Operations
                         (In millions)

                                            Three Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net sales                                    $1,408       $1,319
Cost of products sold                        (1,183)      (1,136)
                                          ---------    ---------
Gross margin                                    225          183

Selling, general & administrative expenses     (164)        (162)
Adjustment of assets to fair value              (16)        (451)
Interest expense, net                           (32)         (43)
Amortization expense                            (12)         (19)
Chapter 11 & U.K. Administration expenses         -           (2)
Equity earnings of unconsolidated affiliates      7            3
Restructuring expense, net                        7         (118)
Other income, net                                 3           24
                                          ---------    ---------
Income (loss) before Income Taxes                18         (585)

Income Tax Benefit (Expense)                     28           53
                                          ---------    ---------
Net Income (Loss)                                46         (532)
Less net (income) loss attributable
  to noncontrolling interests                   (3)           2
                                          ---------    ---------
Net Income (Loss) Attributable
  to Federal-Mogul                              $43        ($530)
                                          =========    =========

                   Federal-Mogul Corporation
             Consolidated Statements of Cash Flows
                         (In millions)
                                                Year Ended
                                                December 31
                                            -------------------
                                             2009         2008
Cash Provided From (Used By)                 ------       ------
Operating Activities:
Net (loss) income                             ($33)       ($465)
Adjustments to reconcile net (loss) income
to net cash from operating activities:
  Depreciation and amortization                327          349
  Cash received from 524(g) Trust               40          225
  Payments to settle non-debt liabilities
     subject to compromise, net                (51)         (23)
  Chapter 11 and U.K. Administration
     related reorganization expenses             3           17
  Payments for Chapter 11 and U.K.
     Administration related reorg. expenses     (6)         (48)
  Adjustment of assets to fair value            17          451
  Restructuring expense, net                    32          132
  Payments against restructuring liabilities   (94)         (40)
  Gain on involuntary conversion                (7)         (12)
  Insurance proceeds from involuntary
     conversion, excluding capital               7           24
  Gain on sale of debt investment               (8)           -
  Change in postemployment benefits,
     including pensions                         48          (11)
  Change in deferred taxes                     (34)          49
Changes in operating assets & liabilities:
  Accounts receivable                           14           89
  Inventories                                   93          122
  Accounts payable                             (82)         (61)
  Other assets and liabilities                  62         (171)
                                         ---------    ---------
Net Cash Provided From Operating
  Activities                                   328          627

Cash Provided From (Used By)
Investing Activities:
Expenditures for property, plant & equipment  (176)        (320)
Net settlement from sale of debt investment      8            -
Net proceeds from the sale of property           2           13
Insurance proceeds from involuntary
  conversion of capital                          -            6
Payments to acquire business                     -           (5)
                                         ---------    ---------
Net Cash Used by Investing Activities         (166)        (306)

Cash Provided From (Used By)
Financing Activities:
Proceeds from borrowings on exit facilities      -        2,082
Repayment of Tranche A, Revolver & PIK Notes     -       (1,791)
Principal payments on exit facilities          (30)         (22)
(Decrease) increase in short-term debt           -          (18)
(Decrease) increase in other long-term debt     (8)         (29)
Purchase of treasury stock                       -          (17)
Net proceeds (payments) from
factoring arrangements                          4           (7)
Debt amendment/issuance fees                    (1)          (1)
                                         ---------    ---------
  Net Cash (Used By) Provided From             (35)         197
     Investing Activities

  Effect of foreign currency exchange
  rate fluctuations on cash                     19          (55)
                                         ---------    ---------
Increase (Decrease) in Cash
  and Equivalents                              146          463

Cash and equivalents at beg. of period         888          425
                                         ---------    ---------
Cash and equivalents at end of period       $1,034         $888
                                         =========    =========

                   Federal-Mogul Corporation
         Reconciliation of Non-GAAP Financial Measures
                         (In millions)

                                            Twelve Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net income (loss)                             ($33)       ($465)
  Depreciation and amortization                327          349
  Chapter 11 and U.K. Administration
     related reorganization expense              3           17
  Interest expense, net                        132          180
  Income tax (benefit) expense                 (39)          19
  Restructuring, net                            32          132
  Adjustment of assets to fair value            17          451
  Expense associated with U.S.
     based funded pension plans                 66            5
  Fresh-start inventory adjustment               -           68
  Other                                         (2)           6
                                         ---------    ---------
                                              $503         $762
Operational EBITDA                       =========    =========

Net cash provided from operating
  activities:                                 $328         $627
  Adjustments:
     Cash received from 524(g) Trust           (40)        (225)
     Net payments for implementation of the
        Plan, including settlement of
        non-debt liabilities subject to
        compromise                              51           23
                                         ---------    ---------
     Cash provided from operations,
        excl. the impacts of the Plan          339          425
                                         ---------    ---------
     Cash used by investing activities        (166)        (306)
                                         ---------    ---------
Cash Flow                                     $173         $119
                                         =========    =========

                   Federal-Mogul Corporation
         Reconciliation of Non-GAAP Financial Measures
                         (In millions)

                                            Three Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net income (loss)                              $46        ($532)
  Depreciation and amortization                 86           83
  Chapter 11 and U.K. Administration
     related reorganization expense              -            2
  Interest expense, net                         32           43
  Income tax (benefit) expense                 (28)         (53)
  Restructuring, net                            (7)         118
  Adjustment of assets to fair value            16          451
  Expense associated with U.S.
     based funded pension plans                 17            1
  Fresh-start inventory adjustment               -            -
  Other                                          8            -
                                         ---------    ---------
                                              $170         $113
Operational EBITDA                       =========    =========

Net cash provided from operating
  activities:                                 $280         $252
  Adjustments:
     Cash received from 524(g) Trust             -            -
     Net payments for implementation of the
        Plan, including settlement of
        non-debt liabilities subject to
        compromise                               -            1
                                         ---------    ---------
     Cash provided from operations,
        excl. the impacts of the Plan          280          253
                                         ---------    ---------
     Cash used by investing activities         (29)         (72)
                                         ---------    ---------
Cash Flow                                     $251         $181
                                         =========    =========

                      About Federal-Mogul

Federal-Mogul Corporation -- http://www.federalmogul.com/-- is a
global supplier of powertrain and safety technologies, serving the
world's foremost original equipment manufacturers of automotive,
light commercial, heavy-duty, agricultural, marine, rail, off-road
and industrial vehicles, as well as the worldwide aftermarket.
The company's leading technology and innovation, lean
manufacturing expertise, as well as marketing and distribution
deliver world-class products, brands and services with quality
excellence at a competitive cost.  Federal-Mogul is focused on its
sustainable global profitable growth strategy, creating value and
satisfaction for its customers, shareholders and employees.
Federal-Mogul was founded in Detroit in 1899.  The company is
headquartered in Southfield, Michigan, and employs nearly 39,000
people in 36 countries.

The Company filed for Chapter 11 protection on October 1, 2001
(Bankr. Del. Case No. 01-10582).  Lawrence J. Nyhan Esq., James F.
Conlan, Esq., and Kevin T. Lantry, Esq., at Sidley Austin Brown &
Wood, and Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl &
Jones, P.C., represented the Debtors in their restructuring
efforts.  When the Debtors filed for protection from their
creditors, they listed $10.15 billion in assets and $8.86 billion
in liabilities.  Federal-Mogul Corp.'s U.K. affiliate, Turner &
Newall, is based at Dudley Hill, Bradford.  Peter D. Wolfson,
Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis,
Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The
Bayard Firm represented the Official Committee of Unsecured
Creditors.

The Debtors' Fourth Amended Plan was confirmed by the Bankruptcy
Court on November 8, 2007, and affirmed by the District Court on
November 14, 2007.  Federal-Mogul emerged from Chapter 11 on
December 27, 2007.  (Federal-Mogul Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)

                           *     *     *

As reported by the TCR on June 5, 2009, Standard & Poor's Ratings
Services said it has lowered its corporate credit rating on
Federal-Mogul Corp. to 'B+' from 'BB-'.  S&P also lowered the
ratings on the company's senior secured debt; the recovery ratings
are unchanged.  The outlook is negative.  "The ratings reflect
Federal-Mogul's weak business risk profile as
a major participant in the highly competitive global auto
industry, and its aggressive financial risk profile," S&P said.


FONAR CORPORATION: Posts $1.29-Mil. Net Loss in Q3 2009
-------------------------------------------------------
Fonar Corporation reported a net loss of $1,292,000 on total net
revenues of $8,213,000 for the fiscal third quarter ended Dec. 31,
2009, compared to net income of $781,000 on total net revenues of
$11,290,000 for the same period in 2008.

The Company's consolidated balance sheets as of Dec. 31, 2009,
showed $24,900,000 in total assets and $30,778,000 in total
liabilities, resulting in a $5,878,000 stockholders' deficit.

The Company's consolidated balance sheets at December 31, 2009,
also showed strained liquidity with $16,975,000 in total current
assets available to pay $28,786,000 in total current liabilities.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?54c8

                       Going Concern Doubt

The Company has suffered recurring losses from operations,
continues to generate negative cash flows from operating
activities and had negative working capital at December 31,
2009.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

                     About FONAR Corporation

Based in Melville, New York, FONAR Corporation (NASDAQ: FONR)
-- http://www.fonar.com/-- operates in two industry segments: the
manufacture and servicing of medical (MRI) equipment which is
conducted directly by FONAR, and diagnostic facilities management
services, which is conducted through Fonar's wholly-owned
subsidiary, Health Management Corporation of America.


FORD MOTOR: February 2010 Sales Up 43% From Last Year
-----------------------------------------------------
Ford Motor Company on Tuesday said higher sales for every brand
and in every product category propelled the Company to a 43% sales
increase in February versus a year ago.  Compared with January,
Ford's February sales are up 22%.

February sales were higher throughout Ford's line-up.  Cars were
up 54% versus a year ago, utilities were up 39%, and trucks were
up 36%.  Among brands, Ford sales were up 46%, Lincoln sales were
up 19%, and Mercury sales were up 24%.

Year to date through February, Ford, Lincoln and Mercury sales
totaled 250,050, up 34% versus a year ago.

"The strength of our new products and Ford's leadership in
quality, fuel efficiency, safety, smart design and value are
resonating with customers," said Ken Czubay, Ford vice president,
U.S. Marketing Sales and Service.  "The good news is we have even
more new products and fuel-efficient powertrains coming this year,
and we expect our progress to continue."

Ford said it remains committed to delivering the freshest line-up
of new products in the U.S. industry.  New or significantly
upgraded vehicles this year include the Ford Fiesta, Focus, Edge
and Edge Sport, Explorer, F-Series Super Duty, Transit Connect
Electric, Lincoln MKX and an all-new small car for Mercury.

In addition, the company is introducing nine new or upgraded fuel-
efficient engines and six new transmissions this year.  They
include the new 2.0-liter EcoBoost engine, new Mustang V-6 and V-
8, new Super Duty 6.7-liter diesel and 6.2-liter gasoline engines.

"This is the most ambitious powertrain upgrade ever undertaken by
Ford," said Czubay.  "Our goal is to provide our customers with
industry-leading fuel economy and performance -- and more reasons
to shop Ford and buy Ford."

Ford estimates its February U.S. total market share was
approximately 17% -- up 3 percentage points versus a year ago.

In February, Ford sales to retail customers were 28% higher versus
a year ago, and sales to fleet customers were up 74%.

In the second quarter of 2010, Ford plans to produce 595,000
vehicles, up 144,000 vehicles (32%) versus the same period a year
ago.  Ford's first quarter production plan is 570,000 vehicles,
unchanged from the prior forecast.

A full-text copy of Ford's sales release is available at no charge
at http://ResearchArchives.com/t/s?55fe

                           Canada Sales

Ford Motor Company of Canada, Limited saw sales jump 51% compared
to last February, marking nine consecutive months of retail sales
gain.  February also saw record-breaking sales for several
vehicles across the lineup including: the Ford Fusion, Taurus,
Edge, Escape, F-Series, Lincoln MKS and MKX.  Overall sales of
cars increased 59.7% compared to last February and total truck
sales jumped 49.2%.  Market share also increased for the 16th
consecutive month at Ford of Canada as the company finishes number
one in Canada for the month of February.

"We remain focused on what customers want and value and we're
seeing those efforts pay off," said David Mondragon, president and
CEO, Ford of Canada.  "With the freshest showroom in the industry,
we are confident the Ford lineup will continue to deliver positive
results throughout the year."

A full-text copy of Ford Canada's sales release is available at no
charge at http://ResearchArchives.com/t/s?55fd

On March 2, Ford confirmed that its global electric vehicles plan
is extending to Europe with five full electric or hybrid vehicles
across its C, CD and light commercial vehicle ranges coming for
European customers by 2013.  Ford will launch two zero-emission
full battery-electric vehicles including the Transit Connect
Electric light commercial vehicle in 2011 followed by the Ford
Focus Electric in 2012. Three other vehicles -- two next-
generation petrol hybrid-electric vehicles and a plug-in hybrid --
will be introduced in 2013.

                           *     *     *

Today's Troubled Company Reporter also reports that U.S. dealers
of General Motors Co.'s Chevrolet, Buick, GMC and Cadillac
reported sales of 138,849, up a combined 32% compared to February
2009.  The results were driven by the continued strong growth of
new GM crossovers and passenger cars, according to a statement by
GM.

According to Neal E. Boudette and Kevin Kingsbury at The Wall
Street Journal, Ford surpassed GM in sales last month for the
first time in at least 50 years, "presenting a new headache for
the government-owned car maker as it struggles to return to
profitability."

According to the Journal, Ford said it sold 142,006 cars and light
trucks in the U.S. in February, 43% more than a year ago -- and
471 more than GM.  While Ford's results were boosted by sales to
rental-car companies and other fleets, it was the first time since
at least 1960 that Ford outsold its larger rival except for two
months in 1998 when GM was hurt by strikes, the Journal says,
citing Edmunds.com, an automotive data provider.  GM's February
sales rose 11.5%, to 141,535 vehicles.

The Journal also notes that hours after the sales results were
disclosed Tuesday, GM announced an overhaul of its top managers --
the second executive shuffle in three months.  The Journal says
the news underscored the impatience of GM Chief Executive Edward
E. Whitacre Jr. and the heat GM is feeling from a resurgent Ford.

GM executives have been feeling pressure to keep pace with Ford's
sales and market-share gains, people familiar with the matter
said, according to the Journal.  In recent weeks, Mr. Whitacre and
his North American president, Mark Reuss, began considering
changes to boost the company's performance, the Journal says.

                         About Ford Motor

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

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

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

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

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


FREDDIE MAC: Needs Continued Support from Govt., Says S&P
---------------------------------------------------------
Standard & Poor's Ratings Services said March 1 that Freddie Mac's
(senior unsecured debt: AAA/Stable/--) reported fourth-quarter and
full-year 2009 earnings are in line with its expectations for
credit costs.  Last week, Freddie Mac reported credit-related
expenses of $7.1 billion, down from $7.9 billion for the third
quarter.

On the positive side, Freddie Mac's funding costs decreased,
resulting in a net interest yield of 215 basis points (bps) versus
205 bps for the third quarter.  Freddie Mac's write-down of its
low-income housing tax partnerships was not unexpected due to the
difficulty Freddie had in demonstrating the value of this asset,
especially given the regulatory restrictions against selling or
transferring these assets.

The only significant intangible on Freddie Mac's books as of year-
end 2009 was an $11.1 billion deferred tax asset.  The company
believes that potential recovery of unrealized losses on
investment securities supports the value of this asset.  Overall,
S&P believes that Freddie Mac will continue to need the support of
the U.S. Treasury to meet its financial obligations and maintain
positive net worth well into 2010 and 2011.

According to S&P, "We have four main observations on Freddie Mac's
full-year 2009 results.  First, we believe credit quality will
continue to deteriorate, albeit at a more modest rate during 2010.
Freddie Mac's serious delinquency rate (excluding structured
transactions) was 3.87%, an increase of 54 bps from the third
quarter.  Single-family nonperforming assets are a significant
5.5% of the total single-family portfolio of approximately $2
trillion.  Single-family charge-offs were $7.6 billion versus $2.7
billion for 2008.  We expect charge-offs to accelerate as more
delinquent loans are moved through the loan-resolution process,
which includes modification attempts, and ultimately -- if needed
-- foreclosure and real estate owned. Freddie Mac has been
building reserves -- to$33.9 billion at year-end 2009 -- but they
represent only 1.7% of the mortgage portfolio. We therefore expect
provisioning to remain elevated during 2010.

"Second, we expect earnings to remain challenged throughout 2010.
Freddie Mac had a net loss of $21.6 billion for 2009, including
the dividends to the U.S. Treasury.  The net loss to common
shareholders was $25.7 billion.  By way of comparison, Freddie Mac
reported a net loss of $50.1 billion ($50.8 billion including
dividends) for full-year 2008.  During 2009, Freddie Mac had $17.1
billion of net interest income, which is modest when compared to
credit costs of $29.8 billion.  For 2010, we believe that net
interest income will likely be lower as funding costs stabilize
and potentially increase, while credit costs will likely stay
high."

"Third, we believe that Freddie Mac will need additional funding
from the U.S. Treasury.  Freddie Mac has not required additional
funding from the U.S. Treasury for the past three quarters, partly
because of a reversal of some unrealized losses recorded in
accumulated other comprehensive income.  We believe, however, that
continued earnings pressure will result in additional draws under
the Treasury's Purchase Agreement as early as first-quarter 2010
when Freddie Mac realizes the impact of absorbing $1.8 trillion
($1.5 trillion after reclassifications and eliminations) in assets
from the securitization trusts.  Freddie Mac estimates this impact
at $11.7 billion, whereas the company's current net worth position
is $4.4 billion.

"Fourth, we believe the dividend burden will become unsustainable.
The liquidation preference of the company's senior preferred stock
was $51.7 billion at year-end 2009. Based on this amount
outstanding, Freddie Mac owes approximately $5.2 billion in annual
dividends (at a 10% rate).  We believe that the dividend burden
will increase dramatically during the next few quarters,
especially in light of the projected draws resulting from the
consolidations."

Standard & Poor's, a subsidiary of The McGraw-Hill Companies
(NYSE:MHP), is the world's foremost provider of independent credit
ratings, indices, risk evaluation, investment research, and data.
With approximately 10,000 employees, including wholly owned
affiliates, located in 23 countries and markets, Standard & Poor's
is an essential part of the world's financial infrastructure and
has played a leading role for more than 140 years in providing
investors with the independent benchmarks they need to feel more
confident about their investment and financial decisions.


FREESCALE SEMICONDUCTOR: Has Deal to Extend Term Loans to 2016
--------------------------------------------------------------
Freescale Semiconductor, Inc., has entered into an amendment
agreement to its senior secured credit facilities.  The amendment
agreement, among other things, allows Freescale to:

     (i) extend the maturity of certain of its term loans held by
         accepting lenders to December 1, 2016, and increase the
         interest rate with respect to such extended-maturity term
         loans from LIBOR plus 175 basis points to LIBOR plus 425
         basis points,

    (ii) issue $750 million aggregate principal amount of senior
         secured notes, and

   (iii) issue additional senior secured notes to be secured on a
         pari passu basis with the obligations under the Credit
         Facility, so long as, among other things, the net cash
         proceeds from any future issuances of senior secured
         notes are used to prepay amounts outstanding under the
         Credit Facility at par.

On February 19, 2010, Freescale issued $750 million aggregate
principal amount of its 10-1/8% Senior Secured Notes due 2018 at
an issue price of 100% of the principal amount of the notes, in a
private placement to institutional buyers.  The Notes mature on
March 15, 2018, and bear interest at a rate of 10-1/8% per annum,
payable semi-annually on March 15 and September 15 of each year,
commencing on September 15, 2010.

All of the proceeds from the offering were used to repay
indebtedness outstanding under Freescale's the Credit Facility at
par.

The Notes were issued pursuant to an indenture, dated as of
February 19, 2010, among Freescale, certain direct and indirect
parent companies, certain subsidiaries of Freescale, and The Bank
of New York Mellon Trust Company, N.A., as trustee.

Freescale may redeem the Notes, in whole or in part, at any time
prior to March 15, 2014 at a redemption price equal to 100% of the
principal amount of the Notes, plus accrued and unpaid interest to
the redemption date, plus the applicable "make-whole" premium, as
described in the Indenture.  Freescale may redeem the Notes, in
whole or in part, at any time on or after March 15, 2014, at a
redemption price equal to 100% of the principal amount of the
Notes, plus accrued and unpaid interest to the redemption date,
plus a premium declining over time as set forth in the Indenture.
In addition, at any time on or prior to March 15, 2013, Freescale
may redeem up to 35% of the aggregate principal amount of the
Notes with the proceeds of certain equity offerings, as described
in the Indenture.  If Freescale experiences certain change of
control events, Note holders may require it to repurchase all or
part of their Notes at 101% of the principal amount of the Notes,
plus accrued and unpaid interest to the repurchase date.

The Indenture contains covenants that, among other things,
restrict the ability of Freescale, certain parent guarantors and
restricted subsidiaries to, among other things, incur or guarantee
additional indebtedness or issue preferred stock; pay dividends
and make other restricted payments; incur restrictions on the
payment of dividends or other distributions from restricted
subsidiaries; create or incur certain liens; make certain
investments; transfer or sell assets; engage in transactions with
affiliates; and merge or consolidate with other companies or
transfer all or substantially all of its assets. These covenants
are subject to a number of other limitations and exceptions set
forth in the Indenture.

The Indenture also provides for customary events of default.

The Notes are secured by a security agreement, dated February 19,
2010, by and between Freescale, the guarantors party thereto and
Citibank, N.A., in its capacity as collateral agent for the
holders of the Notes.  The Notes are also secured by an
intellectual property security agreement, dated February 19, 2010,
by and between Freescale, the guarantors party thereto and
Citibank, N.A., in its capacity as collateral agent for the
holders of the Notes.

                   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.

The Company reported $5.11 billion in total assets and
$8.98 billion in total liabilities resulting to a $3.87 billion
stockholders' deficit as of Dec. 31, 2009.

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


FREESCALE SEMICONDUCTOR: Files Patent Suit vs. Panasonic Et Al.
---------------------------------------------------------------
Bolaji Ojo at EE Times reports that Freescale Semiconductor Inc.
has filed a patent infringement complaint against three Japanese
electronic equipment maker and their U.S. retailers before the
International Trade Commission and is also suing the same OEMs
before a federal court in Austin, Texas, alleging violation of
three of its semiconductor patents.

EE Times reports that Freescale Semiconductor is asking the ITC to
ban the importation into the United States of certain electronic
products made by Panasonic Corp. and several of its affiliated
companies, Funai Corp. and JVC.

EE Times says Freescale is also seeking an order barring the sale
of certain products made by the defendants, including TVs, media
players, video cameras and cameras, by certain retailers,
including Best Buy Co. Inc., B&H Foto & Electronics Corp., Wal-
Mart Stores Inc. and Computer Nerds International Inc.  Other
companies mentioned in the lawsuit include Huppin's Hi-Fi Photo &
Video Inc., Buy.com Inc., Liberty Media Corp., Crutchfield Corp.
and QVC Inc.

Mr. Ojo says a spokesman for Freescale told EE Times the company
filed the ITC complaint and the Federal Court lawsuits following
the breakdown of discussions to resolve the dispute.

EE Times says the three patents cited by Freescale in the ITC
complaint and the Federal Court lawsuit are No. 5,467,455, issued
in Nov, 1995, No. 5,715,014 issued in Feb. 1998, and No. 7,199,306
issued in April 2007.  All the patents were inherited by Freescale
from former parent Motorola Inc.

                   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.

The Company reported $5.11 billion in total assets and
$8.98 billion in total liabilities resulting to a $3.87 billion
stockholders' deficit as of Dec. 31, 2009.

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


GENERAL GROWTH: Fairholme's Berkowitz Likes Debt-for-Equity Swap
----------------------------------------------------------------
The Wall Street Journal's Kris Hudson and Jeffrey McCracken report
that fund manager Bruce Berkowitz of Fairholme Capital Management
said in an interview Monday that he is "not interested" in either
of the bids currently on the table for General Growth Properties
Inc.  According to Journal, as the largest unsecured creditor of
General Growth, Mr. Berkowitz said he would prefer to convert his
holdings to new General Growth stock at a certain price instead of
accepting the current offers to acquire or recapitalize General
Growth.

The Journal notes that Fairholme bought $2 billion of General
Growth's $7 billion of unsecured debt in the past year at
distressed prices.  That makes Fairholme, a value investor that
manages $14.7 billion of funds, a kingmaker of sorts in the
takeover battle for General Growth, according to the Journal.

As reported by General Growth Bankruptcy News and the Troubled
Company Reporter, Simon Property Group Inc. has offered to buy
General Growth in its entirety for $10 billion.  However, on
February 24, General Growth unveiled an agreement in principle
with Brookfield Asset Management Inc., to invest in a proposed
recapitalization of GGP.

The General Growth-Brookfield plan values General Growth at $15 a
share and the Simon offer at $9 a share.

Mr. Berkowitz told the Journal he would prefer to convert his
General Growth debt into new stock at a price of $8 a share --
well below the stock's current trading price.  He would then
invest another $500 million to buy additional stock at that price,
he said.  If General Growth can then get one or two more major
creditors to follow suit, the company will have eliminated most of
its unsecured debt, he added.

"Eight dollars makes a lot of sense," Mr. Berkowitz said. "You can
come up with higher numbers, but you have to take into account
what they really mean.  A higher stock price with a bunch of fees,
contingencies and outs is different than an all-cash number."

The Journal notes that Mr. Berkowitz's suggestion -- especially
the $8 a share price -- would likely be opposed by General Growth
stockholders who would argue that allowing Fairholme to convert to
stock at such a low price unfairly dilutes the value of their
holdings.  General Growth's stock closed at $13.05 on Monday, down
six cents, on the Pink Sheets over-the-counter exchange, the
Journal relates.

The $2.625 billion proposed equity commitment from Brookfield is
not subject to due diligence or any financing condition and is
expected to create a floor value for the purpose of raising
additional equity for the company.  Under the terms of the
proposed plan:

    * GGP's existing shareholders will receive one share of new
      GGP common stock with an initial value of $10.00 per share,
      plus one share of General Growth Opportunities ("GGO") with
      an initial value of $5.00 per share, for total consideration
      of $15.00 per share

    * Unsecured creditors will receive par plus accrued interest

    * Brookfield will invest $2.5 billion at $10.00 per share for
      new GGP common stock and up to $125 million at $5.00 per
      share for GGO common stock

The plan is subject to definitive documentation, approval of the
Bankruptcy Court and higher and better offers pursuant to a
bidding process to be approved by the Bankruptcy Court.

"We know it is not automatic," Brookfield spokesman Denis Couture
said last week, according to the Journal.  "But, we look forward
to working with them and through the court process."

The Journal last week said under General Growth's plan to split
itself in two to exit bankruptcy, the challenge will be for
General Growth to assemble $7 billion in cash to pay its unsecured
creditors.  Simon and its partners have already amassed such a
sum.

The complete term sheet for the Brookfield plan is available at no
charge at http://www.ggp.com/content/Docs/TermSheet_22410.pdf

In a statement released Wednesday last week, Simon said its all-
cash bid was superior to the Brookfield plan because it provided
$10 billion "of real value . . . as compared to a complex piece of
financial engineering that is so highly conditional as to be
illusory."

Simon's offer would provide a 100% cash recovery of par value plus
accrued interest and dividends to all General Growth unsecured
creditors, the holders of its trust preferred securities, the
lenders under its credit facility, the holders of its Exchangeable
Senior Notes and the holders of Rouse bonds, immediately upon the
effectiveness of a definitive transaction agreement.  This
consideration to creditors totals approximately $7 billion.

General Growth continues to solicit buyout proposals and
recapitalization offers.  The Journal further reports that in a
court filing on Monday, General Growth said bids are due on May
18.  It will then negotiate with bidders until June 22.

Judge Allan Gropper is set to decide today how much more time, if
any, General Growth's management will get for its exclusive
control of that process.

Lazard Ltd., J.P. Morgan and Morgan Stanley are acting as
financial advisors to Simon and Wachtell, Lipton, Rosen & Katz is
serving as legal advisor.

Goldman Sachs & Co. and Barclays Capital served as financial
advisors to Brookfield, and Willkie Farr & Gallagher LLP acted as
legal counsel to Brookfield.

                   About General Growth Properties

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

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

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


GENERAL GROWTH: Simon's CEO Doesn't See Antitrust Concerns
----------------------------------------------------------
The Wall Street Journal's Kris Hudson says Simon Property Group
Inc. Chief Executive Officer David Simon said Tuesday at Citigroup
Inc.'s annual CEO conference in Palm Beach, Florida, if his
unsolicited bid for bankrupt rival General Growth Properties Inc.
succeeds, antitrust concerns won't derail the combination.

According to the Journal, Mr. Simon said retail real estate is so
diverse and that there are so many options for retailers.  "We're
competing with the Internet," he said. "You have Wal-Mart [Stores
Inc.], big-box retailers, department stores. I just don't see it
being a big issue. But there's an education process I think the
industry is going to have to go through."

The Journal says if Simon's bid were to succeed, the deal would
put Simon in control of more than 500 U.S. malls.  Furthermore, it
would mean roughly half of the U.S. malls with annual sales per
square foot of $400 or more in Simon's hands.  According to the
Journal, that might trouble some retailers concerned that Simon
would wield unrivaled clout in negotiating lease terms and
influencing store openings and closings.

As reported by General Growth Bankruptcy News and the Troubled
Company Reporter, Simon has offered to buy General Growth in its
entirety for $10 billion.  However, on February 24, General Growth
unveiled an agreement in principle with Brookfield Asset
Management Inc., to invest in a proposed recapitalization of GGP.

The General Growth-Brookfield plan values General Growth at $15 a
share and the Simon offer at $9 a share.

In a statement released Wednesday last week, Simon said its all-
cash bid was superior to the Brookfield plan because it provided
$10 billion "of real value . . . as compared to a complex piece of
financial engineering that is so highly conditional as to be
illusory."

Simon's offer would provide a 100% cash recovery of par value plus
accrued interest and dividends to all General Growth unsecured
creditors, the holders of its trust preferred securities, the
lenders under its credit facility, the holders of its Exchangeable
Senior Notes and the holders of Rouse bonds, immediately upon the
effectiveness of a definitive transaction agreement.  This
consideration to creditors totals approximately $7 billion.

The $2.625 billion equity commitment from Brookfield is not
subject to due diligence or any financing condition and is
expected to create a floor value for the purpose of raising
additional equity for the company.  Under the terms of the
proposed plan:

    * GGP's existing shareholders will receive one share of new
      GGP common stock with an initial value of $10.00 per share,
      plus one share of General Growth Opportunities with an
      initial value of $5.00 per share, for total consideration
      of $15.00 per share

    * Unsecured creditors will receive par plus accrued interest

    * Brookfield will invest $2.5 billion at $10.00 per share for
      new GGP common stock and up to $125 million at $5.00 per
      share for GGO common stock

General Growth continues to solicit buyout proposals and
recapitalization offers.  The Journal further reports that in a
court filing on Monday, General Growth said bids are due on May
18.  It will then negotiate with bidders until June 22.

Lazard Ltd., J.P. Morgan and Morgan Stanley are acting as
financial advisors to Simon and Wachtell, Lipton, Rosen & Katz is
serving as legal advisor.

Goldman Sachs & Co. and Barclays Capital served as financial
advisors to Brookfield, and Willkie Farr & Gallagher LLP acted as
legal counsel to Brookfield.

                   About General Growth Properties

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

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

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


FEDERAL-MOGUL: Reports $43 Million Net Income for Fourth Quarter
----------------------------------------------------------------
Federal-Mogul Corporation (Nasdaq: FDML) reported strong Q4 2009
profitability, with higher gross margin, improved net income of
$43 million, or $0.43 per diluted share, and $251 million record
cash flow(2) with increased sales versus Q4 2008.  The company
improved financial performance in each consecutive quarter of 2009
as restructuring and cost reduction initiatives enhanced Federal-
Mogul's operating leverage.  Stronger demand in Q4 2009, coupled
with savings from prior restructuring initiatives lifted gross
margin and Operational EBITDA(1) percent of sales back to levels
approaching those attained prior to the automotive market
downturn.

                       Financial Summary
                         (in millions)

                                          2009
                      -----------------------------------------
                         Q4       Q3       Q2       Q1       FY
                         --       --       --       --       --
Net Sales             $1,408   $1,380   $1,304   $1,238   $5,330
Gross Margin             225      212      198      158      792
  pct. of sales       16.0%    15.4%    15.2%    12.8%    14.9%

SG&A                    (164)    (173)    (170)    (184)    (690)
  pct. of sales       11.6%    12.5%    13.0%    14.9%    12.9%

Net Income (loss)         43       10        3     (101)     (45)
  attributable
  to Federal-Mogul

Earnings (loss)
  Per Share            0.43     0.10     0.03    (1.02)   (0.46)
  in dollars,
  diluted EPS

Operational
  EBITDA(1)             170      134      129       70      503
  pct. of sales       12.1%     9.7%     9.9%     5.7%     9.4%

Cash Flow(2)            $251     $112       $6    $(196)    $173

                           2008
                      --------------
                         Q4       FY
                         --       --
Net Sales             $1,319   $6,866
Gross Margin             183    1,124
  pct. of sales       13.9%    16.4%

SG&A                    (162)    (774)
  pct. of sales       12.3%    11.3%

Net Income (loss)       (530)    (468)
  attributable
  to Federal-Mogul

Earnings (loss)
  Per Share           (5.36)   (4.69)
  in dollars,
  diluted EPS

Operational
  EBITDA(1)             113      762
  pct. of sales        8.6%    11.0%

Cash Flow(2)            $181     $119

"The strong and profitable fourth quarter shows the benefits of
higher sales combined with significant operational improvements
throughout the year.  Federal-Mogul's improved margins demonstrate
that we have successfully converted incremental fourth quarter
revenue at a higher level of profitability than in prior quarters.
Our record $251 million cash flow is the result of increased
profitability combined with effective working capital management
and efficient capital investments," said Jose Maria Alapont,
Federal-Mogul President and CEO.

Federal-Mogul, on a year-over-year basis, reported Q4 2009 sales
of $1.4 billion versus $1.3 billion in Q4 2008.  The company
reported that 17 percent of total revenue was generated outside
the United States, Canada and Europe in Q4 2009, representing a 24
percent increase over the fourth quarter of 2008.  Federal-Mogul
continues to expand its market share positions, manufacturing
capacity and engineering presence in China, India, Brazil and
other growth markets which have performed better during the global
automotive downturn.  Federal-Mogul benefits from strong customer,
market and product diversity, with no single customer accounting
for more than 5 percent of global revenue in 2009.

Gross margin was $225 million or 16 percent of sales in Q4 2009 a
$42 million or 2.1 percentage point margin improvement versus
$183 million or 13.9 percent in the same period of 2008.  The
company's ability to attain significantly higher gross margin than
in Q4 2008 reflects the increasing benefit of Federal-Mogul's
variable cost company strategy including the restructuring and
cost reduction initiatives largely completed during 2009.

"We have reduced the run-rate of the company's global cost base by
approximately $460 million annually, while simultaneously making
strategic investments in leading technology and innovation, best
cost global manufacturing and better processes and systems for
world-class quality, cost competitiveness and customer support,"
Mr. Alapont explained.

Net income was $43 million in Q4 2009 versus a net loss of
$(530) million in Q4 2008.  Federal-Mogul's Operational EBITDA(1)
for Q4 2009 was $170 million or 12.1 percent of sales, a $57
million or 3.5 percentage point increase, compared to $113 million
or 8.6 percent of sales reported during the fourth quarter a year
ago.

The company achieved an all-time record quarterly cash flow(2) of
$251 million in Q4 2009, a $70 million increase over Q4 2008.  As
a result, Federal-Mogul has $1.5 billion of liquidity with over
$1.0 billion of cash and an unused revolver of $0.5 billion.

"Federal-Mogul continued to improve sequential quarterly operating
performance as a result of the increasingly positive effect of our
cost reduction and restructuring initiatives combined with the
ongoing financial market and automotive industry stabilization."

"Through our global efforts, the company improved sales, raised
operating margins, reduced SG&A, improved Operational EBITDA(1)
and significantly increased cash flow in each successive quarter,"
Mr. Alapont said.

Federal-Mogul, for full year 2009, reported sales of $5.3 billion
or a decline of about $1.5 billion versus full year 2008.  The
global automotive and financial market downturn depressed industry
volumes throughout most of 2009.  On a constant dollar basis, when
compared to 2008, Federal-Mogul's 2009 sales were down 19 percent
or $1.2 billion.

The company reported a net loss of $(45) million in full year
2009, versus a net loss of $(468) million in 2008.  When adjusting
net income for impairments and restructuring charges relating to
the company's capacity rationalization, Federal-Mogul achieved
break-even results in 2009, which demonstrates the effectiveness
of the company's variable cost strategy to maximize earnings and
cash flow performance.

"Together with our 2009 financial performance, our product and
market strategy was well-aligned with global customer needs.  We
are well positioned to meet market demands for improved fuel
economy, reduced emissions and greater vehicle safety.  Our strong
cash flow and significantly improved liquidity provides the
necessary flexibility to pursue portfolio enhancements or
footprint realignment to accelerate our progress in spite of
changing market conditions," said Mr. Alapont.

"Further, we are implementing strategies to increase our sales to
customers in the Energy, Industrial and Transport (EIT) market
segments, where we generate about 9 percent of our total revenue
today.  We believe business segments like the expanding wind
energy market, improving industrial markets and growth in the
global supply chain will increasingly benefit Federal-Mogul, due
to our specialized products to serve these segments."

"Our performance throughout 2009 is indicative of the proactive
and effective steps taken by Federal-Mogul to counter the impact
of the financial markets downturn in 2009.  We believe our
progressively improving performance in 2009 establishes a strong
indication of our ability to generate sustainable global
profitable growth.  We remain optimistic that the global markets
will strengthen in 2010 and we expect to continue to drive further
earnings efficiency within our existing infrastructure, while
capitalizing on increasing sales in mature and new growth
markets," Mr. Alapont concluded.

A full-text-copy of Federal-Mogul Corp.'s Annual and Fourth
Quarter 2009 Results filed on Form 10-K is available at no charge
at http://researcharchives.com/t/s?5495


                   Federal-Mogul Corporation
                        Balance Sheets
                         (In millions)

                            ASSETS
                                           Dec. 31      Dec. 31
                                             2009         2008
                                           -------      -------
Current Assets:
Cash and equivalents                       $1,034         $888
Accounts receivable                           950          939
Inventories, net                              823          894
Prepaid expenses & other current assets       221          267
                                          --------     --------
Total current assets                         3,028        2,988

Property, plant and equipment, net           1,834        1,911
Goodwill & indefinite-lived
  intangible assets                          1,427        1,430
Definite-lived intangible assets, net          515          564
Other non-current assets                       323          343
                                          --------     --------
Total Assets                                $7,127       $7,236
                                          ========     ========

             LIABILITIES AND SHAREHOLDERS' EQUITY

Short-term debt, including current
portion of long-term debt                     $97         $102
Accounts payable                               537          622
Accrued liabilities                            410          483
Current portion of postemployment
benefit liability                              61           61
Other current liabilities                      175          204
                                          --------     --------
Total current liabilities                    1,280        1,472

Long-term debt                               2,760        2,768
Postemployment benefits                      1,298        1,240
Long-term portion of deferred
  income taxes                                 498          554
Other accrued liabilities                      192          206

Shareholders' equity:
  Preferred stock                                -            -
  Common stock                                   1            1
  Additional paid-in capital,
     including warrants                      2,123        2,123
  Accumulated deficit                         (513)        (468)
  Accumulated other comprehensive loss        (571)        (688)
  Treasury stock, at cost                      (17)         (17)
                                          --------     --------
Total Federal-Mogul Shareholders' Equity     1,023          951
                                          --------     --------
Noncontrolling interests                        76           45
                                          --------     --------
Total Shareholders' Equity                   1,099          996
                                          --------     --------
Total Liabilities and Shareholders' Equity  $7,127       $7,236
                                          ========     ========

                   Federal-Mogul Corporation
             Consolidated Statements of Operations
                         (In millions)

                                            Twelve Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net sales                                    $5,330       $6,866
Cost of products sold                        (4,538)      (5,742)
                                          ---------   ---------
Gross margin                                    792        1,124

Selling, general & administrative expenses     (690)        (774)
Adjustment of assets to fair value              (17)        (451)
Interest expense, net                          (132)        (180)
Amortization expense                            (49)         (76)
Chapter 11 & U.K. Administration expenses        (3)         (17)
Equity earnings of unconsolidated affiliates     16           23
Restructuring expense, net                      (32)        (132)
Other income, net                                43           37
                                          ---------    ---------
Income (loss) before Income Taxes               (72)        (446)

Income Tax Benefit (Expense)                     39          (19)
                                          ---------    ---------
Net Income (Loss)                               (33)        (465)
Less net (income) loss attributable
  to noncontrolling interests                   (12)          (3)
                                          ---------    ---------
Net Income (Loss) attributable
  to Federal-Mogul                             ($45)       ($468)
                                          =========    =========

                   Federal-Mogul Corporation
             Consolidated Statements of Operations
                         (In millions)

                                            Three Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net sales                                    $1,408       $1,319
Cost of products sold                        (1,183)      (1,136)
                                          ---------    ---------
Gross margin                                    225          183

Selling, general & administrative expenses     (164)        (162)
Adjustment of assets to fair value              (16)        (451)
Interest expense, net                           (32)         (43)
Amortization expense                            (12)         (19)
Chapter 11 & U.K. Administration expenses         -           (2)
Equity earnings of unconsolidated affiliates      7            3
Restructuring expense, net                        7         (118)
Other income, net                                 3           24
                                          ---------    ---------
Income (loss) before Income Taxes                18         (585)

Income Tax Benefit (Expense)                     28           53
                                          ---------    ---------
Net Income (Loss)                                46         (532)
Less net (income) loss attributable
  to noncontrolling interests                   (3)           2
                                          ---------    ---------
Net Income (Loss) Attributable
  to Federal-Mogul                              $43        ($530)
                                          =========    =========

                   Federal-Mogul Corporation
             Consolidated Statements of Cash Flows
                         (In millions)
                                                Year Ended
                                                December 31
                                            -------------------
                                             2009         2008
Cash Provided From (Used By)                 ------       ------
Operating Activities:
Net (loss) income                             ($33)       ($465)
Adjustments to reconcile net (loss) income
to net cash from operating activities:
  Depreciation and amortization                327          349
  Cash received from 524(g) Trust               40          225
  Payments to settle non-debt liabilities
     subject to compromise, net                (51)         (23)
  Chapter 11 and U.K. Administration
     related reorganization expenses             3           17
  Payments for Chapter 11 and U.K.
     Administration related reorg. expenses     (6)         (48)
  Adjustment of assets to fair value            17          451
  Restructuring expense, net                    32          132
  Payments against restructuring liabilities   (94)         (40)
  Gain on involuntary conversion                (7)         (12)
  Insurance proceeds from involuntary
     conversion, excluding capital               7           24
  Gain on sale of debt investment               (8)           -
  Change in postemployment benefits,
     including pensions                         48          (11)
  Change in deferred taxes                     (34)          49
Changes in operating assets & liabilities:
  Accounts receivable                           14           89
  Inventories                                   93          122
  Accounts payable                             (82)         (61)
  Other assets and liabilities                  62         (171)
                                         ---------    ---------
Net Cash Provided From Operating
  Activities                                   328          627

Cash Provided From (Used By)
Investing Activities:
Expenditures for property, plant & equipment  (176)        (320)
Net settlement from sale of debt investment      8            -
Net proceeds from the sale of property           2           13
Insurance proceeds from involuntary
  conversion of capital                          -            6
Payments to acquire business                     -           (5)
                                         ---------    ---------
Net Cash Used by Investing Activities         (166)        (306)

Cash Provided From (Used By)
Financing Activities:
Proceeds from borrowings on exit facilities      -        2,082
Repayment of Tranche A, Revolver & PIK Notes     -       (1,791)
Principal payments on exit facilities          (30)         (22)
(Decrease) increase in short-term debt           -          (18)
(Decrease) increase in other long-term debt     (8)         (29)
Purchase of treasury stock                       -          (17)
Net proceeds (payments) from
factoring arrangements                          4           (7)
Debt amendment/issuance fees                    (1)          (1)
                                         ---------    ---------
  Net Cash (Used By) Provided From             (35)         197
     Investing Activities

  Effect of foreign currency exchange
  rate fluctuations on cash                     19          (55)
                                         ---------    ---------
Increase (Decrease) in Cash
  and Equivalents                              146          463

Cash and equivalents at beg. of period         888          425
                                         ---------    ---------
Cash and equivalents at end of period       $1,034         $888
                                         =========    =========

                   Federal-Mogul Corporation
         Reconciliation of Non-GAAP Financial Measures
                         (In millions)

                                            Twelve Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net income (loss)                             ($33)       ($465)
  Depreciation and amortization                327          349
  Chapter 11 and U.K. Administration
     related reorganization expense              3           17
  Interest expense, net                        132          180
  Income tax (benefit) expense                 (39)          19
  Restructuring, net                            32          132
  Adjustment of assets to fair value            17          451
  Expense associated with U.S.
     based funded pension plans                 66            5
  Fresh-start inventory adjustment               -           68
  Other                                         (2)           6
                                         ---------    ---------
                                              $503         $762
Operational EBITDA                       =========    =========

Net cash provided from operating
  activities:                                 $328         $627
  Adjustments:
     Cash received from 524(g) Trust           (40)        (225)
     Net payments for implementation of the
        Plan, including settlement of
        non-debt liabilities subject to
        compromise                              51           23
                                         ---------    ---------
     Cash provided from operations,
        excl. the impacts of the Plan          339          425
                                         ---------    ---------
     Cash used by investing activities        (166)        (306)
                                         ---------    ---------
Cash Flow                                     $173         $119
                                         =========    =========

                   Federal-Mogul Corporation
         Reconciliation of Non-GAAP Financial Measures
                         (In millions)

                                            Three Months Ended
                                                December 31
                                            -------------------
                                             2009         2008
                                            ------       ------
Net income (loss)                              $46        ($532)
  Depreciation and amortization                 86           83
  Chapter 11 and U.K. Administration
     related reorganization expense              -            2
  Interest expense, net                         32           43
  Income tax (benefit) expense                 (28)         (53)
  Restructuring, net                            (7)         118
  Adjustment of assets to fair value            16          451
  Expense associated with U.S.
     based funded pension plans                 17            1
  Fresh-start inventory adjustment               -            -
  Other                                          8            -
                                         ---------    ---------
                                              $170         $113
Operational EBITDA                       =========    =========

Net cash provided from operating
  activities:                                 $280         $252
  Adjustments:
     Cash received from 524(g) Trust             -            -
     Net payments for implementation of the
        Plan, including settlement of
        non-debt liabilities subject to
        compromise                               -            1
                                         ---------    ---------
     Cash provided from operations,
        excl. the impacts of the Plan          280          253
                                         ---------    ---------
     Cash used by investing activities         (29)         (72)
                                         ---------    ---------
Cash Flow                                     $251         $181
                                         =========    =========

                      About Federal-Mogul

Federal-Mogul Corporation -- http://www.federalmogul.com/-- is a
global supplier of powertrain and safety technologies, serving the
world's foremost original equipment manufacturers of automotive,
light commercial, heavy-duty, agricultural, marine, rail, off-road
and industrial vehicles, as well as the worldwide aftermarket.
The company's leading technology and innovation, lean
manufacturing expertise, as well as marketing and distribution
deliver world-class products, brands and services with quality
excellence at a competitive cost.  Federal-Mogul is focused on its
sustainable global profitable growth strategy, creating value and
satisfaction for its customers, shareholders and employees.
Federal-Mogul was founded in Detroit in 1899.  The company is
headquartered in Southfield, Michigan, and employs nearly 39,000
people in 36 countries.

The Company filed for Chapter 11 protection on October 1, 2001
(Bankr. Del. Case No. 01-10582).  Lawrence J. Nyhan Esq., James F.
Conlan, Esq., and Kevin T. Lantry, Esq., at Sidley Austin Brown &
Wood, and Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl &
Jones, P.C., represented the Debtors in their restructuring
efforts.  When the Debtors filed for protection from their
creditors, they listed $10.15 billion in assets and $8.86 billion
in liabilities.  Federal-Mogul Corp.'s U.K. affiliate, Turner &
Newall, is based at Dudley Hill, Bradford.  Peter D. Wolfson,
Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis,
Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The
Bayard Firm represented the Official Committee of Unsecured
Creditors.

The Debtors' Fourth Amended Plan was confirmed by the Bankruptcy
Court on November 8, 2007, and affirmed by the District Court on
November 14, 2007.  Federal-Mogul emerged from Chapter 11 on
December 27, 2007.  (Federal-Mogul Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)

                           *     *     *

As reported by the TCR on June 5, 2009, Standard & Poor's Ratings
Services said it has lowered its corporate credit rating on
Federal-Mogul Corp. to 'B+' from 'BB-'.  S&P also lowered the
ratings on the company's senior secured debt; the recovery ratings
are unchanged.  The outlook is negative.  "The ratings reflect
Federal-Mogul's weak business risk profile as
a major participant in the highly competitive global auto
industry, and its aggressive financial risk profile," S&P said.


GENERAL MOTORS: February 2010 Sales Up 32% From Last Year
---------------------------------------------------------
U.S. dealers of General Motors Co.'s Chevrolet, Buick, GMC and
Cadillac reported sales of 138,849, up a combined 32% compared to
February 2009.  The results were driven by the continued strong
growth of new GM crossovers and passenger cars.

GM's Chevrolet, Buick, GMC and Cadillac brands continue to build
momentum in the marketplace, according to Susan Docherty, GM vice
president, Sales, Service and Marketing.  "Although we've been
operating as a new company with four brands for just seven months,
our February results demonstrate that our long-term plan is
already paying dividends," Ms. Docherty said.

Retail sales for GM's four brands were up 7% for the month, driven
by strong consumer demand for GM's crossovers.  February retail
sales of GM's newest crossovers -- Chevrolet Equinox, GMC Terrain
and Cadillac SRX -- were up 198% compared to the vehicles they
replaced.  This was the seventh month in a row that retail sales
of these vehicles were up more than 100%.

"We'll earn every sale by delivering the value customers expect,
in the vehicle they want," said Ms. Docherty.  "Our sales results
for the Chevrolet Equinox, GMC Terrain and Cadillac SRX show these
vehicles have what customers are looking for today -- style, fuel
efficiency, quality and the safety and security of OnStar."

Month-end dealer inventory in the U.S. stood at 420,000, which is
30,000 higher compared to January 2010, and 361,000 lower than
February 2009.

Other Key Facts:

     -- Chevrolet: total sales up 32%; retail sales up 1%;
        Chevrolet Equinox retail sales increased 121%

     -- Buick: total sales up 47%; retail sales up 18%; Buick
        LaCrosse retail sales rose 100%

     -- GMC: total sales up 26%; retail sales up 25%; GMC Terrain
        retail sales were up 303% (compared to the Pontiac Torrent
        -- the vehicle it replaced)

     -- Cadillac: total sales up 32%; retail sales up 13%;
        Cadillac SRX retail sales were up 490%

                           *     *     *

Today's Troubled Company Reporter also reports that Ford Motor
Company said higher sales for every brand and in every product
category propelled the Company to a 43% sales increase in February
versus a year ago.  Compared with January, Ford's February sales
are up 22%.

February sales were higher throughout Ford's line-up.  Cars were
up 54% versus a year ago, utilities were up 39%, and trucks were
up 36%.  Among brands, Ford sales were up 46%, Lincoln sales were
up 19%, and Mercury sales were up 24%.

According to Neal E. Boudette and Kevin Kingsbury at The Wall
Street Journal, Ford surpassed GM in sales last month for the
first time in at least 50 years, "presenting a new headache for
the government-owned car maker as it struggles to return to
profitability."

According to the Journal, Ford said it sold 142,006 cars and light
trucks in the U.S. in February, 43% more than a year ago -- and
471 more than GM.  While Ford's results were boosted by sales to
rental-car companies and other fleets, it was the first time since
at least 1960 that Ford outsold its larger rival except for two
months in 1998 when GM was hurt by strikes, the Journal says,
citing Edmunds.com, an automotive data provider.  GM's February
sales rose 11.5%, to 141,535 vehicles.

The Journal also notes that hours after the sales results were
disclosed Tuesday, GM announced an overhaul of its top managers --
the second executive shuffle in three months.  The Journal says
the news underscored the impatience of GM Chief Executive Edward
E. Whitacre Jr. and the heat GM is feeling from a resurgent Ford.

GM executives have been feeling pressure to keep pace with Ford's
sales and market-share gains, people familiar with the matter
said, according to the Journal.  In recent weeks, Mr. Whitacre and
his North American president, Mark Reuss, began considering
changes to boost the company's performance, the Journal says.

                       About General Motors

General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908.  With
its global headquarters in Detroit, GM employs 204,000 people in
every major region of the world and does business in some 140
countries.  GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling.  GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany.  GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.

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

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

                    About Motors Liquidation

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

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

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


GENERAL MOTORS: Overhauls North American Sales Operations
---------------------------------------------------------
General Motors Co. on Tuesday unveiled a restructured North
American organization with a number of key leadership changes.

GM North America is focused on strengthening consideration for the
company's brands and products, shifting from a combined sales and
marketing organization to one that enables the company to engage
experts in each respective role.  With a flatter structure,
accountability is elevated to the highest level.

"It's become extremely clear to me since taking this role that
there is a better way to structure this organization," said Mark
Reuss, GM North America president. "The premise of the structure
is simple -- a clearer marketing focus to sell more vehicles, and
freeing our sales and service experts to focus on customers and
dealers.

"In order to be successful in North America, we need the right mix
of product, people and structure," Mr. Reuss continued, "We've
worked with a small group of executives to align this model and
appoint the best candidates for each job."

All appointments are effective immediately.

                      Marketing Organization

As the single point for marketing, Susan Docherty is appointed
vice president, U.S. marketing, reporting to Mr. Reuss.  Senior
executives reporting to Ms. Docherty, responsible for the
marketing of their respective brands include:

     -- Jim Campbell, U.S. marketing vice president, Chevrolet;
     -- Don Butler, U.S. marketing vice president, Cadillac.
        Butler rejoins the company from INRIX; and,
     -- John Schwegman, U.S. marketing vice president, Buick-GMC.
        Schwegman was most recently Chevrolet product marketing
        director.

                        Sales Organization

Reinforcing the company's intense focus on the customer, sales
leaders for the brands also reporting directly to Mr. Reuss
include:

     -- Alan Batey, vice president, sales and service, Chevrolet.
        Batey was most recently president and managing director of
        GM's Holden operations in Australia. A replacement for
        Batey will be named at a later date;

     -- Brian Sweeney remains with the Buick-GMC as U.S. sales and
        service vice president;

     -- Kurt McNeil, U.S. sales and service vice president,
        Cadillac.  McNeil was previously general sales manager,
        Chevrolet.

Bryan Nesbitt is leaving Cadillac and returning to his home
organization as executive director, advanced concept group,
reporting to Ed Welburn, vice president, global design.

Reporting to Mr. Reuss, Steve Carlisle is appointed vice
president, U.S. sales operations, responsible for dealer network,
retail sales support and fleet & commercial.  Carlisle was most
recently executive director, GM South East Asia Operations, and
president, managing director, GM Thailand.  Carlisle will be
replaced by Martin Apfel, who will report to Tim Lee, president of
GM International Operations.  Apfel was most recently executive
director of global manufacturing and planning.  Senior executives
reporting to Carlisle, responsible for their respective functions
include:

     -- Jim Bunnell, general director, network support; and
     -- Brian Small, general manager, fleet & commercial;

A general manager, retail sales support will be named at a later
date.

"This structure has been developed with as few layers as possible
between me, the dealer and the customer," said Mr. Reuss.  "By
removing layers and giving leaders increased accountability, we
allow them to move faster and focus on what needs to be done."

              Other Key North American Organizations

In addition to direct lines for marketing and sales, the following
key North American organizations will report directly to Mr.
Reuss.

New appointments include:

     -- Chris Preuss, vice president and president, OnStar. Preuss
        was most recently vice president, Communications,
        reporting to Ed Whitacre. Preuss succeeds Walt
        Dorfstatter, who will assume an executive director role in
        global product operations. A replacement for Preuss will
        be named at a later date;

     -- Kevin Williams, president and managing director, GM
        Canada. Most recently, Williams was responsible for
        leading service & parts operations (SPO). He succeeds
        Arturo Elias, who will take a position in the company's
        public policy center, reporting to John Montford, senior
        advisor, public policy;

     -- Steve Hill, general manager, GM customer care and
        aftersales.  Most recently Hill was general manager,
        retail sales support.

These executives continue in their current positions:

     -- Grace Lieblein, president and managing director, GM de
        Mexico;

     -- Diana Tremblay, vice president, manufacturing and labor
        relations; and

     -- Chuck Stevens, chief financial officer for North America.

     -- Mary Sipes returns to portfolio planning as executive
        director, North American product planning, a key interface
        to the global engineering and product development
        organizations. In this position, she reports to Jon
        Lauckner, vice president global product planning. Sipes
        was previously executive director, corporate planning.

The North American team is also supported with executives from key
functions including human resources, legal, information
technology, and communications.

"This is my team.  Leaders with exceptional talent from around the
world, combined with strategic thinking from outside. They are the
right team for GM North America now, hand-picked and put in place
to win," concluded Mr. Reuss.

                           *     *     *

According to Neal E. Boudette and Kevin Kingsbury at The Wall
Street Journal, GM announced the overhaul of its top managers
hours after sales results were disclosed Tuesday.  The Journal
notes this is the second executive shuffle in three months.  The
Journal says the news underscored the impatience of GM Chief
Executive Edward E. Whitacre Jr. and the heat GM is feeling from a
resurgent Ford.

GM executives have been feeling pressure to keep pace with Ford's
sales and market-share gains, people familiar with the matter
said, according to the Journal.  In recent weeks, Mr. Whitacre and
his North American president, Mark Reuss, began considering
changes to boost the company's performance, the Journal says.

The Journal says Ford surpassed GM in February sales for the first
time in at least 50 years, "presenting a new headache for the
government-owned car maker as it struggles to return to
profitability."

Today's Troubled Company Reporter reports that U.S. dealers of
GM's Chevrolet, Buick, GMC and Cadillac reported sales of 138,849,
up a combined 32% compared to February 2009.  The results were
driven by the continued strong growth of new GM crossovers and
passenger cars, according to a statement by GM.

The TCR also reports that Ford said higher sales for every brand
and in every product category propelled the Company to a 43% sales
increase in February versus a year ago.  Compared with January,
Ford's February sales are up 22%.  February sales were higher
throughout Ford's line-up.  Cars were up 54% versus a year ago,
utilities were up 39%, and trucks were up 36%.  Among brands, Ford
sales were up 46%, Lincoln sales were up 19%, and Mercury sales
were up 24%.

According to the Journal, Ford said it sold 142,006 cars and light
trucks in the U.S. in February, 43% more than a year ago -- and
471 more than GM.  While Ford's results were boosted by sales to
rental-car companies and other fleets, it was the first time since
at least 1960 that Ford outsold its larger rival except for two
months in 1998 when GM was hurt by strikes, the Journal says,
citing Edmunds.com, an automotive data provider.  GM's February
sales rose 11.5%, to 141,535 vehicles.

                       About General Motors

General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908.  With
its global headquarters in Detroit, GM employs 204,000 people in
every major region of the world and does business in some 140
countries.  GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling.  GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany.  GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.

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

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

                    About Motors Liquidation

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

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

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


GENERAL MOTORS: Recalls 1.3-MM Cars to Fix Power Steering Assist
----------------------------------------------------------------
General Motors will conduct a safety recall of 1.3 million compact
cars to replace a motor in the power steering system.  Vehicles
affected are:

          * 2005-2010 Chevrolet Cobalt;
          * 2007-2010 Pontiac G5;
          * 2005-2006 Pontiac Pursuit sold in Canada, and
          * 2005-2006 Pontiac G4 sold in Mexico.

GM told the National Highway Traffic Safety Administration about
the voluntary recall on Monday after concluding an investigation
that began in 2009. NHTSA opened an investigation Jan. 27 into
approximately 905,000 Cobalt models in the United States after
receiving more than 1,100 complaints of loss of power steering
assist, 14 crashes and one injury.

"After our in-depth investigation, we found that this is a
condition that takes time to develop. It tends to occur in older
models out of warranty," said Jamie Hresko, GM Vice President of
Quality. "Recalling these vehicles is the right thing to do for
our customers' peace of mind.

"While greater steering effort under 15 mph may be required, if
the customer experiences loss of power steering assist, it is
important to note that the vehicle can still be safely controlled
because the customer can still steer the vehicle," Hresko said.
"When the condition occurs, both a chime will sound and a `Power
Steering' message will be displayed."

Plans for the remedy are being developed. Customers will be
notified when the plan is finalized.

                       About General Motors

General Motors Company -- http://www.gm.com/-- is one of the
world's largest automakers, tracing its roots back to 1908.  With
its global headquarters in Detroit, GM employs 204,000 people in
every major region of the world and does business in some 140
countries.  GM and its strategic partners produce cars and trucks
in 34 countries, and sell and service these vehicles through these
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,
Vauxhall and Wuling.  GM's largest national market is the United
States, followed by China, Brazil, the United Kingdom, Canada,
Russia and Germany.  GM's OnStar subsidiary is the industry leader
in vehicle safety, security and information services.

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

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

                    About Motors Liquidation

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

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

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


GENERAL MOTORS: Seaport Sues Over $3.25-Mil. Claim Buy
------------------------------------------------------
According to Bloomberg News, the Seaport Group LLC said it signed
a contract to buy Dale Earnhardt Inc.'s $3.25 million claim
against General Motors Corp. for $783,604.  However, Seaport Group
is suing Deal Earnhard before the U.S. District Court for the
Southern District of New York (Case No. 10-cv-1599) after reneging
on the deal.  Seaport wants the Court to force Dale Earnhardt to
deliver the claim or to award money damages.  Seaport says that
the company refused to honor the deal after the value of the claim
increased dramatically.

                       About General Motors

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

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

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

                    About Motors Liquidation

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

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

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


GLEN ROSE: Posts $398,474 Net Loss in Q3 Ended December 31
----------------------------------------------------------
Glen Rose Petroleum Corp. reported a net loss of $398,474 on oil
and gas sales of $33,660 for the three months ended December 31,
2009, compared to a net loss of $704,501 on oil and gas sales of
$23,932 for the same period ended December 31, 2008.

Loss from operations decreased from $705,590 for the three months
ended December 31, 2008, to $368,131 for the three months ended
December 31, 2009.

                       Nine Months Results

Oil and gas sales increased $998, or approximately 1%, from
$96,803 for the nine months ended December 31, 2008, to $97,801
for the nine months ended December 31, 2009.

Loss from operations decreased from $2,077,159 for the nine months
ended December 31, 2008, to $882,183 for the nine months ended
December 31, 2009.

Net loss decreased $1,092,551, from $2,076,819 for the nine months
ended December 31, 2008, to $984,268 loss for the nine months
ended December 31, 2009.

                          Balance Sheet

At December 31, 2009, the Company's consolidated balance sheets
showed total assets of $6,452,580, total liabilities of
$3,630,305, and total shareholders' equity of $2,822,275.

The Company's consolidated balance sheets at December 31, 2009,
also showed strained liquidity with $305,527 in total current
assets available to pay $3,326,119 in total current liabilities.

A full-text copy of the Company's quarterly report is available at
no charge at http://researcharchives.com/t/s?54c7

                      Going Concern Uncertainty

Revenues have not been adequate to support the Company's
operations.

Current liabilities increased from $2,948,077 at March 31, 2009,
to $3,326,119 at December 31, 2009, an increase of $378,042 or
approximately 13%.  Even though the Company has reduced costs in
2009, cash inflow during these nine-months has been insufficient
to meet overhead costs.

The Company has a working capital deficit of $3,020,592 at
December 31, 2009, as compared to a working capital deficit of
$2,702,752 at March 31, 2009, an increase of $317,840 or
approximately 12%.  The increase in working capital deficit
resulted primarily from the increase in current liabilities due to
increases in development and production costs during the quarter
ending December 31, 2009.

The Company's substantial losses from operations and working
capital deficit raise substantial doubt as to the Company's
ability to continue as a going concern.  The Company had a net
loss of $984,268 for the nine months ended December 31, 2009, and
a net loss of $2,181,974 for the fiscal year ended March 31, 2009,
and, as of the same periods, the Company had an accumulated
deficit of $49,417,037, and $48,432,770, respectively.

"Unless we are able to attract the financing needed to develop our
properties, there can be no assurance that we will be able to
continue as a going concern."

                     About Glen Rose Petroleum

Dallas-based Glen Rose Petroleum Corp. (Nasdaq: GLRP) --
http://www.glenrosepetroleum.com/-- owns UHC Petroleum
Corporation, a Texas corporation, which is a licensed operator
with the Texas Railroad Commission.  UHC Petroleum is an
independent producer of natural gas and crude oil based in Dallas,
Texas and Edwards County, Texas.  UHC Petroleum operates the
Wardlaw Field, which lies in Edwards County, Texas in the
southeast portion of the Val Verde Basin and is approximately 28
miles west of Rocksprings and 550 miles west of Dallas.  UHC
Petroleum has a gross working interest of 100% and a net revenue
interest of 75% of the Wardlaw Field.  The lease terms provide
that the leases on the entire acreage is extended by a period of
90 days each time a well (successful or not) is drilled;
therefore, based on drilling to date, the primary lease term
currently extended to 2014.


GMAC INC: Ally Bank Told to Reduce Deposit Interest Rates
---------------------------------------------------------
GMAC Inc.'s Ally Bank unit was told by the Federal Deposit
Insurance Corp. to reduce interest rates on deposits.

"The FDIC has indicated that it expects GMAC to diversify Ally
Bank's overall funding and to focus on reducing Ally Bank's
overall funding costs including the interest rates paid on Ally
Bank deposits," GMAC said in its annual report on Form 10-K.

"Any such actions could limit Ally Bank's ability to grow and
maintain deposits, which could have a material adverse impact on
the funding and capital position of GMAC."

                        About GMAC Inc

GMAC Inc. -- http://www.gmacfs.com/-- is a bank holding company
with 15 million customers worldwide.  As a global, independent
financial services institution, GMAC's diversified business
operations include automotive finance, mortgage operations,
insurance, commercial finance and online banking.

GMAC Inc. was founded in 1919 as a wholly owned subsidiary of
General Motors Corporation.  On November 30, 2006, General Motors
Corporation sold a 51% interest in the Company to FIM Holdings
LLC, an investment consortium led by Cerberus FIM Investors, LLC,
the sole managing member.  On December 24, 2008, the Board of
Governors of the Federal Reserve System approved the Company's
application to become a bank holding company under the Bank
Holding Company Act of 1956, as amended.  In connection with this
approval, GM and FIM Holdings  were required to significantly
reduce their voting equity ownership interests in GMAC.  These
reductions in ownership occurred in 2009.

Ally Bank, a unit of GMAC Financial Services, is an online U.S.
bank that provides an array of products, including online savings
accounts, money-market savings accounts and a variety of no
penalty certificates of deposit.  The bank was founded on three
core values: talking straight, doing what's right and being
obviously better than the competition.  Ally Bank's total assets
were $42.5 billion at the end of the
second quarter of 2009.

Headquartered in Minneapolis, Minnesota, Residential Capital LLC
-- http://www.rescapholdings.com/-- is the home mortgage unit
of GMAC Financial Services, which is in turn wholly owned by GMAC
LLC.  ResCap's balance sheet at June 30, 2009, showed total assets
of $22.00 billion, total liabilities of $20.95 billion, and total
stockholders equity of $1.05 billion.

                         *     *     *

For the 2009 full year, GMAC reported a net loss of $10.3 billion,
compared to net income of $1.9 billion in 2008.  GMAC reported
that as of Dec. 31, 2009, it had $172.306 billion in
total assets and total debt of $98.313 billion.

GMAC says there is substantial doubt about ResCap's ability to
continue as a going concern.  GMAC says that should ResCap file
for bankruptcy, its investment related to ResCap's equity position
would likely be reduced to zero.

In February 2010, Moody's Investors Service upgraded the senior
unsecured rating of GMAC and GMAC-supported subsidiaries to B3
from Ca, with a stable rating outlook.  At the end of January,
Standard & Poor's Ratings Services raised its long-term
counterparty credit rating on both GMAC and Residential Capital to
'B' from 'CCC'.


GMAC INC: ResCap to Continue to Rely for Support in Near-Term
-------------------------------------------------------------
GMAC Inc. said in its annual report on Form 10-K that it has taken
actions to minimize further adverse effects on GMAC and Ally Bank
from any significant future losses related to Residential Capital
Inc.'s legacy mortgage business.

GMAC said that it continues to explore alternatives for unit
Residential Capital Inc.  GMAC said, "While we have executed on a
plan to reduce our exposure to adverse economic conditions, we
expect the ResCap legal entity to continue to rely on GMAC for
support in the near-term."

GMAC warned, "If ResCap were to file for bankruptcy, ResCap's
repayments of its financing facilities, including those with us,
will be subject to bankruptcy proceedings and regulations, or
ResCap may be unable to repay its financing facilities.  In
addition, we could be an unsecured creditor of ResCap to the
extent that the proceeds from the sale of our collateral are
insufficient to repay ResCap's obligations to us.  In addition, it
is possible that other ResCap creditors would seek to
recharacterize our loans to ResCap as equity contributions or to
seek equitable subordination of our claims so that the claims of
other creditors would have priority over our claims."

                        About GMAC Inc

GMAC Inc. -- http://www.gmacfs.com/-- is a bank holding company
with 15 million customers worldwide.  As a global, independent
financial services institution, GMAC's diversified business
operations include automotive finance, mortgage operations,
insurance, commercial finance and online banking.

GMAC Inc. was founded in 1919 as a wholly owned subsidiary of
General Motors Corporation.  On November 30, 2006, General Motors
Corporation sold a 51% interest in the Company to FIM Holdings
LLC, an investment consortium led by Cerberus FIM Investors, LLC,
the sole managing member.  On December 24, 2008, the Board of
Governors of the Federal Reserve System approved the Company's
application to become a bank holding company under the Bank
Holding Company Act of 1956, as amended.  In connection with this
approval, GM and FIM Holdings  were required to significantly
reduce their voting equity ownership interests in GMAC.  These
reductions in ownership occurred in 2009.

Ally Bank, a unit of GMAC Financial Services, is an online U.S.
bank that provides an array of products, including online savings
accounts, money-market savings accounts and a variety of no
penalty certificates of deposit.  The bank was founded on three
core values: talking straight, doing what's right and being
obviously better than the competition.  Ally Bank's total assets
were $42.5 billion at the end of the
second quarter of 2009.

Headquartered in Minneapolis, Minnesota, Residential Capital LLC
-- http://www.rescapholdings.com/-- is the home mortgage unit
of GMAC Financial Services, which is in turn wholly owned by GMAC
LLC.  ResCap's balance sheet at June 30, 2009, showed total assets
of $22.00 billion, total liabilities of $20.95 billion, and total
stockholders equity of $1.05 billion.

                         *     *     *

For the 2009 full year, GMAC reported a net loss of $10.3 billion,
compared to net income of $1.9 billion in 2008.  GMAC reported
that as of Dec. 31, 2009, it had $172.306 billion in
total assets and total debt of $98.313 billion.

GMAC says there is substantial doubt about ResCap's ability to
continue as a going concern.  GMAC says that should ResCap file
for bankruptcy, its investment related to ResCap's
equity position would likely be reduced to zero.

In February 2010, Moody's Investors Service upgraded the senior
unsecured rating of GMAC and GMAC-supported subsidiaries to B3
from Ca, with a stable rating outlook.  At the end of January,
Standard & Poor's Ratings Services raised its long-term
counterparty credit rating on both GMAC and Residential Capital to
'B' from 'CCC'.


GREEN PLANET: Posts $2.7-Mil. Net Loss in Q3 ended Dec. 31
----------------------------------------------------------
Green Planet Group, Inc., reported a net loss of $2,722,402 for
the three months ended December 31, 2009, compared to a net loss
of $212,692 for the same period of the prior year.

Net sales increased from $674,657 in 2008 to $15,721,209 in 2009
or an increase of $15,046,552.  This increase was primarily due to
the addition of the staffing business segment.

Selling, general and administrative expense increased from
$699,356 for the three months ended December 31, 2008, to
$3,253,959 for the three months ended December 31, 2009.  The
increase was due to the increase in operating costs of the
staffing segment, including interest and penalties of $140,561
related to underpayment of various state and federal payroll
taxes, that was not present in the prior period and an increase in
consulting costs and sales and promotional expenses.

                       Nine Months Results

The Company reported a net loss of $8,383,967 on net sales of
$48,825,923 for the nine months ended December 31, 2009, compared
to a net loss of $338,939 on net sales of $3,040,728 for the same
period of 2008.

                          Balance Sheet

At December 31, 2009, the Company's consolidated balance sheets
showed $20,214,459 in total assets and $33,293,705 in total
liabilities, resulting in a $13,079,246 stockholders' deficit.

The Company's consolidated balance sheets at December 31, 2009,
also showed strained liquidity with $5,933,962 in total current
assets available to pay $26,721,895 in total current liabilities.

A full-text copy of the Company's quarterly report is available at
no charge at http://researcharchives.com/t/s?55b9

       Restatement of Previously Filed Financial Statements

The Company has filed amended Forms 10-K/A for the year ended
March 31, 2009, and prior and amended quarterly reports on Form
10-Q/A for the periods ended June 30, 2009, and September 30,
2009.  This Form 10-Q for the period ended December 31, 2009,
includes the restatements for the periods March 31, 2009, and
December 31, 2009, and the cumulative effects of the changes to
the 1st and 2nd quarters of fiscal year ending March 31, 2010.

A full-text copy of the Company's Form 10-K/A for fiscal 2009 is
available at no charge at:

                   http://researcharchives.com/t/s?55dd

A full-text copy of the Company's Form 10-Q/A for the fiscal 2010
first quarter ended June 30, 2009, is available at no charge at:

                   http://researcharchives.com/t/s?55df

A full-text copy of the Company's Form 10-Q/A for the fiscal 2010
second quarter ended September 30, 2009, is available for free at:

                   http://researcharchives.com/t/s?55de

              Going Concern/Liquidity Considerations

The Company anticipates that future sales of equity and debt
securities to fully implement its business objectives and to raise
working capital to support and preserve the integrity of the
corporate entity will be necessary.  There is no assurance that
the Company will be able to obtain additional funding through the
sales of additional equity or debt securities or, that such
funding, if available, will be obtained on terms favorable to or
affordable by the Company.

In addition, the Company has $6,636,881 of outstanding payroll tax
liabilities due the Internal Revenue Service and various states.
The Company anticipates negotiating a payment plan with these
agencies, but there is no assurance that the Company will be
successful.  In the event that the Company is unable to negotiate
acceptable payment plans, the Company's operations could be
negatively impacted including ceasing operations in certain states
and jurisdictions.

The Company has experienced net losses for the three months ended
December 31, 2009, and 2008, and the nine months ended
December 31, 2009, and 2008.  The aggregate net losses for the
last two fiscal years aggregated $2,696,277 (restated) and
$3,722,529 (restated), respectively.  The Company has funded its
operations to date by borrowings from third parties and investors,
a substantial portion of which are convertible into the Company's
common stock, and underpayment of various state and federal
payroll taxes.  In the December 31, 2009 quarter the Company
issued 5,453,346 common shares and recorded a value of $271,600 of
common stock for services, interest, payables, acquisitions and
stock option expense.  The inability of the Company to raise
capital through the private sale of common stock or through the
issuance of debt instruments at acceptable prices and in a timely
manner has had and will have a negative impact on the results of
operations and viability of the Company.

                        About Green Planet

Scottsdale, Ariz.-based Green Planet Group, Inc. (OTC BB: GNPG)
-- http://www.greenplanetgroup.com/-- operates in two industry
segments: 1) a specialty energy conservation chemical
company that produces and supplies technologies to the global
transportation, industrial and consumer markets and 2) an employee
staffing business which primarily provides staffing to the light
industrial market.  The energy technologies include gasoline, oil
and diesel additives for engines and other transportation-related
fluids and industrial lubricants.


HC INNOVATIONS: Taps Reid and Riege as Bankruptcy Counsel
---------------------------------------------------------
HC Innovations, Inc., et al., have sought authorization from the
U.S. Bankruptcy Court for the District of Connecticut to employ
Reid and Riege, P.C., as bankruptcy counsel.

Reid and Riege will, among other things:

     a. take necessary action to enjoin and stay until final
        decree the continuation of judicial proceedings against
        the Debtors;

     b. represent the Debtors in connection with adversary
        proceedings which may be instituted in the Court;

     c. prepare on behalf of the Debtors the necessary
        applications, motions, complaints, answers, orders,
        reports and other legal papers; and

     d. perform other legal services for the Debtors which may be
        necessary herein.

Jon P. Newton, a shareholder of Reid and Riege, says that prior to
the filing date of the Debtors' Chapter 11 cases, Reid and Riege
received a retainer of approximately $96,885.50 in connection with
the cases.  According to Mr. Newton, no agreement or understanding
exists between Reid and Riege and any other person for the
division of compensation received or to be received for services
rendered in connection with the Chapter 11 cases nor will Reid and
Riege share or agree to share the compensation paid or allowed for
such services with any other person.

Mr. Newton assures the Court that Reid and Riege is
"disinterested" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Shelton, Connecticut-based HC Innovations, Inc., filed for Chapter
11 bankruptcy protection on February 19, 2010 (Bankr. Conn. Case
No. 10-50355).  The Company listed $1,000,001 to $10,000,000 in
assets and $10,000,001 to $50,000,000 in liabilities.

The Debtor's affiliates -- HM Strategies, Inc.; Enhanced Care
Initiatives, Inc.; Enhanced Care Initiatives of Tennessee, Inc.;
Enhanced Care Initiatives of Alabama, Inc.; Enhanced Care
Initiatives of Massachusetts, Inc.; Enhanced Care Initiatives of
New York, Inc.; and Texas Enhanced Care Initiatives, Inc. -- also
filed separate Chapter 11 petitions.


HEALTHSOUTH CORP: Joins JPMorgan, RBC Conferences
-------------------------------------------------
HealthSouth Corporation is participating in the J.P. Morgan Global
High Yield & Leveraged Finance Conference in Miami, Florida.  The
event began March 1 and will end today, March 3.  As part of the
conference, representatives of HealthSouth made a presentation on
March 1, 2010, at 5:00 p.m. ET.

The Company is also participating in the RBC Capital Markets
Healthcare Conference, which began Tuesday and will also end
today, in New York.  HealthSouth representatives made a
presentation and participated in a post-acute panel discussion on
March 2, 2010, at 11:00 a.m. ET.

Both presentations address, among other things, the Company's
strategy, objectives, and financial performance and discuss
industry trends and dynamics.

The Company's slide presentation used in connection with its
March 1, 2010 presentation at the J.P. Morgan Global High Yield &
Leveraged Finance Conference and the March 2, 2010 presentation at
the RBC Capital Markets Healthcare Conference, is available at no
charge at http://ResearchArchives.com/t/s?55ed

The Company uses "same store" comparisons to explain the changes
in certain performance metrics and line items within its financial
statements.  Same store comparisons are calculated based on
hospitals open throughout both the full current periods and
throughout the full prior periods presented.  The comparisons
include the financial results of market consolidation transactions
in existing markets, as it is difficult to determine, with
precision, the incremental impact of these transactions on the
Company's results of operations.

As reported by the Troubled Company Reporter on February 25, 2010,
HealthSouth reported declining net income of $128.8 million for
the year ended December 31, 2009, from net income of
$281.8 million for 2008 and net income of $718.7 million for 2007.
Net operating revenues were $1.911 billion for 2009, compared to
$1.829 billion for 2008 and $1.723 billion for 2007.

For the fourth quarter of 2009, the Company reported net income of
$46.9 million from net income of $190.2 million.  Net operating
revenues were $486.2 million from $460.8 million for 2008.

As of December 31, 2009, the Company had total assets of
$1.681 billion against total liabilities of $2.191 billion and
convertible perpetual preferred stock of $387.4 million.

A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?54bb

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?54bc

                        About HealthSouth

Birmingham, Alabama, HealthSouth Corporation (NYSE: HLS) --
http://www.healthsouth.com/-- is the nation's largest provider of
inpatient rehabilitative healthcare services.  Operating in 26
states across the country and in Puerto Rico, HealthSouth serves
patients through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.


HERITAGE SOUTHWEST: Non-Debtor Claims Sent to State Court
---------------------------------------------------------
WestLaw reports that removed state law claims asserted by medical
service providers would be equitably remanded to state court.  The
claims were purely state law claims between nondebtors, i.e., the
medical service providers on the one hand and the health
maintenance organization (HMO) that had failed to pay them for
services rendered to HMO enrollees.  Remand would not cause any
duplication of effort, given that the trustee of another bankrupt
provider's Chapter 7 estate had settled similar claims years
earlier.  The providers had also requested a jury trial.  Finally,
remand would not impact on the bankruptcy estate in any way and
would ensure that court's resources were available for use in
litigation that would have an impact on active, pending bankruptcy
cases.  In re Heritage Southwest Medical Group, P.A., --- B.R. ---
-, 2010 WL 547412 (Bankr. N.D. Tex.).

Heritage Southwest Medical Group, P.A., sought bankruptcy
protection (Bankr. N.D. Tex. Case No. 01-30212), and certain
doctors sued (Bankr. N.D. Tex. Adv. Pro. No. 04-3005) Aetna.  The
Honorable Steven A. Felsenthal, 309 B.R. 916, held that the
doctors had failed to exhaust their administrative remedies.  The
providers moved to reopen their adversary proceeding.  The
Honorable Barbara J. Houser held that (1) the providers' delay in
moving to reopen adversary proceeding did not preclude reopening
on want of prosecution theory, and (2) the removed state law
claims asserted by the medical service providers would be
equitably remanded to state court.


HORIZON HEALTH: Exmovere Holdings Delivers Monetary Default Notice
------------------------------------------------------------------
Exmovere Holdings, Inc., delivered written notice of monetary
default to Horizon Health International Corp., which is traded on
the OTC Pink Sheets as HZHI:PK, on February 22, 2010, pursuant to
that certain Definitive Agreement made November 20, 2009, between
Horizon and Exmovere.

The agreement granted Horizon an exclusive distribution agreement
for Canada covering Exmovere's Telepath and Chariot product lines.
Horizon issued press releases regarding the Agreement on both
November 23, 2009, and December 2, 2009, which can be found at:

             http://researcharchives.com/t/s?5602

Pursuant to the Agreement, Horizon was required to make an initial
payment of $150,000 to Exmovere on December 31, 2009.  Horizon
failed to make the First Payment and also failed to make two
subsequent payments and currently owes Exmovere $520,000.  Horizon
and Exmovere have not entered into an agreement of cancellation.
Horizon has no unilateral right to cancel the Agreement.  Pursuant
to the Agreement, Exmovere was required to give Horizon until
March 2, 2010, to cure the default.  Horizon has not cured the
default.   After receipt of the Default Notice, without Exmovere's
knowledge or consent, Horizon issued a press release on
February 24, 2010, alleging that it had canceled the Agreement and
failing to disclose the facts herein.

Exmovere will pursue all legal remedies granted to it by law and
the agreement after it makes a determination as to Horizon's
solvency.  Nothing in this press release is meant to imply that
any of Horizon's other press releases contain inaccurate
statements or misrepresentations.

Exmovere notes that the Horizon has not made any disclosure
filings with the Securities and Exchange Commission regarding its
default under the Agreement.  Accordingly, Exmovere has elected to
notify interested parties of the Defaulting Party's failure to
make such filing disclosing its default by issuing this press
release disclosing such information.

                   About Exmovere Holdings

Exmovere Holdings, Inc., is a biomedical engineering company
focused on government and consumer applications for healthcare,
security and mobility.  Exmovere's mission is to develop systems
and technologies that make machines more intuitive, help families
take care of each other and give hope to the disabled. To find out
about the Chariot and the Telepath or other innovative products
being developed by Exmovere, visit us at www.exmovere.com.

                       About Horizon Health

Based in Lewisville, Tex., Horizon Health Corp. owns/leases 15
behavioral healthcare hospitals and related facilities as of
Feb. 28, 2007, which provide behavioral healthcare programs for
children, adolescents, and adults.  It serves as contract manager
of clinical and related services, primarily of behavioral health
and physical rehabilitation programs, offered by acute care
hospitals in the United States.


ICAHN ENTERPRISES: To Pay $0.25/Unit Distribution on March 30
-------------------------------------------------------------
Icahn Enterprises L.P. has declared a quarterly distribution of
$0.25 per unit on its depositary units, payable in the first
quarter of 2010.  The distribution will be paid on March 30, 2010,
to depositary unit holders of record at the close of business on
March 15, 2010.

Icahn Enterprises will discuss its fourth quarter and 2009 annual
results on a conference call and Webcast on Thursday, March 4,
2010, at 10:00 a.m. EST.  The Webcast can be viewed live on Icahn
Enterprises' website at http://www.icahnenterprises.com. It will
also be archived and made available at
http://www.icahnenterprises.comunder the Investor Relations
section.  The toll-free dial-in number for the conference call in
the United States is 800.938.1410.  The international number is
702.696.4768. The access code for both is 59839386.

                          About Ichan

Icahn Enterprises L.P., a master limited partnership, is a
diversified holding company engaged in five primary business
segments: Investment Management, Automotive, Metals, Real Estate
and Home Fashion.

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


INTRAWEST ULC: Reaches Deal on Debt Restructuring
-------------------------------------------------
Fortress Investment Group LLC, which owns Intrawest ULC, has
reached an agreement in principle with creditors to restructure
its debt and avoid an auction of the company's properties, The
Canadian Press reported, citing an unidentified source.

As reported by the Troubled Company Reporter on January 22, 2010,
Intrawest missed a $524 million debt payment, prompting lenders to
put a notice in The Wall Street Journal and other U.S. newspapers
seeking buyers for the Company's assets.

According to The Canadian Press, Intrawest, owner of the Whistler
Blackcomb Olympic ski venue, was reported to be slated for the
auction block Monday.  The auction has twice been pushed back from
February 19.  The report, citing a person familiar with the
negotiations, relates that the new deal will allow Intrawest owner
Fortress Investment to inject an additional $150-million of equity
into the business to pay down debt and retain control of the
resort company.

The Canadian Press recounts that Fortress took on the debt to buy
Intrawest in 2006 in a $2.8-billion leveraged buyout during the
height of the real-estate bubble, but missed payments in December
on a $1.4-billion (U.S.) loan.  Creditors, led by Lehman Brothers
and Davidson Kempner Capital, had twice extended debt repayment
deadlines.

The deal is now an agreement in principle and the parties have set
an April 16 deadline to complete the negotiations.

Vancouver-based Intrawest ULC owns a variety of mountain resorts
in the U.S. and Canada.  Publicly traded hedge fund Fortress
Investment Group purchased Intrawest in 2006 for $2.8 billion in a
highly leveraged buyout.


LAMBERT PROPERTIES: Court Dismisses Chapter 11 Reorganization Case
------------------------------------------------------------------
The Hon. Margaret A. Mahoney of the U.S. Bankruptcy Court for the
Southern District of Alabama dismissed the Chapter 11 case of
Lambert Properties LLC.

As reported in the Troubled Company Reporter on November 9, 2009,
Regions Bank, a creditor and party-in-interest asked for the
dismissal of the case, citing that:

   -- the Debtor's bankruptcy was filed in bad faith and must be
      dismissed;

   -- it is entitled to relief from the automatic stay since the
      Debtor has no equity in the property and bankruptcy involves
      a single asset real estate.

The Debtor and the Bankruptcy Administrator consented to the
dismissal of the case.

The Court also ordered, that the U.S. will have an administrative
claim of $325 for unpaid Chapter 11 quarterly fees for the quarter
beginning January 1, 2010.

Loxley, Alabama-based Lambert Properties, LLC, operates a real
estate business.  The Company filed for Chapter 11 on Oct. 27,
2009 (Bankr. Case S.D. Ala. No. 09-14987).  Barry A. Friedman,
Esq., at Barry A. Friedman and Associates P.C., represents the
Debtor in its restructuring effort.  The Debtor did not file a
list of its 20 largest unsecured creditors when it filed its
petition.  In its petition, the Debtor listed assets and debts
both ranging from $1,000,001 to $10,000,000.


LIONS GATE: Tipped to Get Miramax Assets for Up to $500-Mil.
------------------------------------------------------------
According to The Deal's Richard Morgan, Lions Gate Entertainment
Corp. is tipped to acquire The Walt Disney Co.'s Miramax Film
Corp. for between $300 million and $500 million.

Mr. Morgan discusses how Lions Gate, its shareholder Carl Icahn,
and even Miramax's founders Weinstein Co. LLC, would benefit from
the deal.  Mr. Morgan explains that:

     (A) Lions Gate would be a winner for obtaining Miramax's
         700-film library "at a sweet multiple between 3.3 and 5.6
         times cash flow."

     (B) Mr. Icahn may see his Lions Gate shares pop on investor
         appreciation for what a The Deal source reckons would be
         an "obscenely accretive" acquisition.

     (C) Weinstein Co. could negotiate with Lions Gate to retrieve
         the Miramax name, "which its founders desperately want to
         reclaim and which Lions Gate doesn't need."

Mr. Morgan says Weinstein is the auction's presumptive runner-up
now that Summit Entertainment LLC has exited.

As reported by the Troubled Company Reporter on February 18, 2010,
Mr. Icahn unveiled a tender offer for up to 13,164,420 of Lions
Gate shares at US$6.00 per share in cash.  Mr. Icahn and his
affiliated entities already own 18.9% of Lions Gate shares.  The
deal would prop up Mr. Icahn's stake to 29.9%.

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

According to Mr. Morgan, Lions Gate responded to Mr. Icahn's offer
by making a shelf offering on February 17 of up to $750 million in
all sorts of securities.  Mr. Morgan considers the offering a move
to ensure Miramax financing.

                         About Lions Gate

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

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

                           About Miramax

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

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

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


MAXXAM INC: Dimensional Fund Advisors No Longer Holds Shares
------------------------------------------------------------
Dimensional Fund Advisors LP disclosed that as of December 31,
2009, it no longer held shares of MAXXAM Inc. common stock.

In December 2009, the Company effected a 1-for-250 reverse stock
split of MAXXAM's common and preferred shares, which allowed the
Company to terminate its SEC-registered status.

As a result of the Reverse Stock Split, (a) each stockholder
owning fewer than 250 shares of MAXXAM common stock immediately
prior to the Reverse Stock Split received $11.00 in cash, without
interest, for each such share; (b) each stockholder owning fewer
than 250 shares of MAXXAM preferred stock immediately prior to the
Reverse Stock Split received $11.75 in cash, without interest, for
each such share; and (c) each stockholder owning 250 or more
common or preferred shares immediately prior to the Reverse Stock
Split received one share for each 250 shares so held and $11.00 in
cash, without interest, for each common share in excess of 250 or
any multiple of 250 and $11.75 in cash, without interest, for each
preferred share in excess of 250 or any multiple of 250.

On December 28, 2009, the NYSE Amex filed a Form 25 with the SEC
regarding removal of the Company's common stock from listing on
the NYSE Amex.  The Company's post-split common stock is being
quoted on the limited information tier of the pink sheets under
the symbol "MAXX."  The Reverse Stock Split reduced the number of
stockholders of record of the Company to less than 300, and the
Company in January 2010 filed with the SEC a Form 15 to terminate
its SEC reporting obligations under the Exchange Act.

                        About MAXXAM Inc.

Houston, Texas-based MAXXAM Inc. (NYSE Amex: MXM) conducts the
substantial portion of its operations through its subsidiaries,
which operate in two industries -- Residential and commercial real
estate investment and development (primarily in second home or
seasonal home communities), through MAXXAM Property Company and
other wholly owned subsidiaries of the Company, as well as joint
ventures; and racing operations, through Sam Houston Race Park,
Ltd. a Texas limited partnership wholly owned by the Company,
which owns and operates a Texas Class 1 pari-mutuel horse racing
facility in the greater Houston metropolitan area, and a pari-
mutuel greyhound racing facility in Harlingen, Texas.

At September 30, 2009, MAXXAM had $361.6 million in total assets
against $778.0 million in total liabilities, resulting in
$416.4 million in stockholders' deficit.

                       Going Concern Doubt

As reported by the Troubled Company Reporter on April 7, 2009,
Grant Thornton LLP said the uncertainty surrounding the real
estate industry and the ultimate outcome of proceedings involving
MAXXAM Inc.'s former unit, Pacific Lumber Company, and their
effect on the Company, as well as the Company's operating losses
raise substantial doubt about the ability of the Company to
continue as a going concern.


MGM MIRGAGE: Joseph Sugerman Resigns as Member of the Board
-----------------------------------------------------------
MGM MIRAGE reported that Joseph H. Sugerman, M.D., member of the
Board of Directors, has resigned effective Feb. 25, 2010, to
concentrate on the commitments of his medical practice.

                        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.


MIRAMAX FILM: Lions Gate Tipped to Get Assets for Up to $500-Mil.
-----------------------------------------------------------------
According to The Deal's Richard Morgan, Lions Gate Entertainment
Corp. is tipped to acquire The Walt Disney Co.'s Miramax Film
Corp. for between $300 million and $500 million.

Mr. Morgan discusses how Lions Gate, its shareholder Carl Icahn,
and even Miramax's founders Weinstein Co. LLC, would benefit from
the deal.  Mr. Morgan explains that:

     (A) Lions Gate would be a winner for obtaining Miramax's
         700-film library "at a sweet multiple between 3.3 and 5.6
         times cash flow."

     (B) Mr. Icahn may see his Lions Gate shares pop on investor
         appreciation for what a The Deal source reckons would be
         an "obscenely accretive" acquisition.

     (C) Weinstein Co. could negotiate with Lions Gate to retrieve
         the Miramax name, "which its founders desperately want to
         reclaim and which Lions Gate doesn't need."

Mr. Morgan says Weinstein is the auction's presumptive runner-up
now that Summit Entertainment LLC has exited.

As reported by the Troubled Company Reporter on February 18, 2010,
Mr. Icahn unveiled a tender offer for up to 13,164,420 of Lions
Gate shares at US$6.00 per share in cash.  Mr. Icahn and his
affiliated entities already own 18.9% of Lions Gate shares.  The
deal would prop up Mr. Icahn's stake to 29.9%.

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

According to Mr. Morgan, Lions Gate responded to Mr. Icahn's offer
by making a shelf offering on February 17 of up to $750 million in
all sorts of securities.  Mr. Morgan considers the offering a move
to ensure Miramax financing.

                         About Lions Gate

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

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

                           About Miramax

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

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

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


MITCHELL LEONARD: Federal Judge to Review New Plan in April
-----------------------------------------------------------
Nate Birt at Boonville Daily News says a federal judge will review
the new Chapter 11 plan of reorganization of Mitchell J. Leonard
and M.J.L. Cattle in April 2010.  The plan will permit the
repayment of the claims of any cattle buyers to whom Mr. Leonard
were ordered to make restitution in the prior Howard County
judgment.

Based in New Franklin, Missouri, Mitchell J. Leonard filed for
Chapter 11 protection on July 14, 2009 (Bankr. W.D. Mo. Case No.
09-21458). James F. B. Daniels, Esq., at McDowell Rice Smith &
Buchanan, represents the Debtor in its restructuring efforts.  Mr.
Leonard listed assets of $4,144,275, and debts of $2,854,599.


MORRIS PUBLISHING: Emerges From Bankruptcy Protection
-----------------------------------------------------
Morris Publishing Group, LLC, has completed the necessary steps to
consummate its prepackaged plan of reorganization, thereby
officially marking the Company's emergence from bankruptcy.

William S. Morris III, chairman of Morris Publishing said,
"Yesterday, we completed our formal debt restructuring, with
Morris Publishing emerging with a significantly de-leveraged
balance sheet.  I am grateful for the support of all of our
lenders, bondholders and professionals who have worked
cooperatively, constructively and tirelessly to arrive at this
mutual resolution.

"In addition, I want to thank all of our employees, suppliers,
advertisers and readers for their patience and dedication during
the restructuring process.  We can now focus without distraction
on our ongoing efforts to improve all facets of our core newspaper
business."

Consistent with the plan confirmed by the U.S. Bankruptcy Court on
February 17, 2010, approximately $278.5 million principal amount
of senior subordinated notes plus accrued and unpaid interest has
been cancelled in exchange for $100 million of new secured notes
due in 2014.

Concurrent with the exchange of bondholder debt, the Morris
family, through its affiliated entities, made a capital
contribution to Morris Publishing of approximately $85 million and
repaid approximately $25 million in intercompany debt due Morris
Publishing.  In addition, Morris Publishing repaid from cash on
hand the entire $19.7 million principal amount of Tranche A senior
secured debt plus accrued interest.

                     About Morris Publishing

Morris Publishing Group, LLC -- dba Albion Shopper, et al. -- is a
privately held media company based in Augusta, Georgia.  Morris
Publishing currently owns and operates 13 daily newspapers as well
as nondaily newspapers, city magazines and free community
publications in the Southeast, Midwest, Southwest and Alaska. The
petition says assets and debts are $100 million to $500 million.

The Company filed for Chapter 11 bankruptcy protection on
January 19, 2010 (Bankr. S.D. Ga. Case No. 10-10134).  James T.
Wilson, Jr., Esq., who has an office in Augusta, GA, is the
Debtor's co-counsel.  Lazard Ltd. is the Debtor's financial
advisor, while Kurtzman Carson Consultants is its claims agent.
The Company listed $100,000,001 to $500,000,000 in assets and
$100,000,001 to $500,000,000 in liabilities.

The Company's affiliates -- Athens Newspapers, LLC, et al. --
filed separate Chapter 11 petitions.


MSGI SECURITY: Posts $2.9 Million Net Loss in Q2 Ended December 31
------------------------------------------------------------------
MSGI Security Solutions reported a net loss of approximately
$2.9 million in the three months ended December 31, 2009, a
decrease of approximately $2.2 million from the comparable net
loss of approximately $5.1 million in the same period ended
December 31, 2008.

The Company reported no revenues during the three months ended
December 31, 2009, and 2008.

Loss from operations narrowed to approximately $1.5 million in the
current period from the comparable loss from operations of
$4.7 million in the prior period.

                        Six-Months Results

Net loss was approximately $6.2 million in the six months ended
December 31, 2009, compared to a net loss of $5.5 million in the
prior period.  The Company reported no revenues in both the
current and prior periods.

                          Balance Sheet

At December 31, 2009, the Company's consolidated balance sheets
showed $1.7 million in total assets and $18.2 million in total
liabilities, resulting in a $16.5 million shareholders' deficit.

The Company's consolidated balance sheets at December 31, 2009,
also showed strained liquidity with $1,188 in total current assets
available to pay $18,153,452 in total current liabilities.

A full-text copy of the Company's quarterly report is available at
no charge at http://researcharchives.com/t/s?55e5

                          Going Concern

As reported in the Troubled Company Reporter on October 19, 2009,
Amper, Politziner & Mattia, LLP, in Edison, New Jersey, expressed
substantial doubt about MSGI Security Solutions, Inc.'s ability to
continue as a going concern after auditing the Company's
consolidated financial statements for the years ended June 30,
2009, and 2008.  The independent auditors noted that the Company
has suffered recurring losses from operations, and negative cash
flows from operations, and has a substantial amount of notes
payable due on demand or within the next twelve months and has
very limited capital resources.

The Company currently has limited capital resources, has incurred
significant historical losses and negative cash flows from
operations and has no current period revenues.  At December 31,
2009, the Company had $1,188 in cash and no accounts receivable.
The Company believes that funds on hand combined with funds that
will be available from its various operations will not be adequate
to finance its operations requirements and enable the Company to
meet any of its financial obligations, including its payments
under convertible notes and promissory notes for the next twelve
months.  Certain promissory notes in the amount of $960,000 were
due February 28, 2009, $1,500,000 due March 31, 2009, $250,000 due
on June 17, 2009, and $240,004 due on August 31, 2009.  These
notes are technically in default as of the date of this filing,
but none of the lenders have made a claim of default and the
Company is in the process of negotiating extended terms for each
of the debt instruments.  Other promissory notes in the amount of
$400,000 were due on December 31, 2009.  All other convertible
notes are due prior to June 30, 2010, and the Company does not
have the funds to repay such notes.  Further, there is uncertainty
as to timing, volume and profitability of transactions, if any,
that may arise from the Company's relationship with The National
Aeronautics and Space Administration and others.  There can be no
assurance as to the timing of when or if the Company will receive
amounts due to it for products shipped to customers prior to
June 30, 2008, which transactions have not yet been recognized as
revenue.

As of the date of this filing, the Company has ceased its business
relationship with both Hyunda1 Syscomm Corp. (Hyundai) and Apro
Media Corp. and a legal action has been filed in the State of
California naming both, among others, as defendants.

If the Company is unable to raise additional funds, it may be
forced to further reduce, or cease operations, liquidate assets,
renegotiate terms with lenders and others of which there can be no
assurance of success, or file for bankruptcy protection.

                       About MSGI Security

MSGI Security Solutions, Inc. (OTC BB: MSGI) --
http://www.msgisecurity.com/-- is a provider of proprietary
solutions to commercial and governmental organizations.  The
Company is developing a global combination of innovative emerging
businesses that leverage information and technology.  The Company
is headquartered in San Francisco, California.


MONEYGRAM INT'L: To Settle Federal Securities Class Action
----------------------------------------------------------
MoneyGram International entered into memoranda of understanding to
settle federal securities class and stockholder derivative actions
pending in the United States District Court for the District of
Minnesota.  The claims arise out of the subprime related losses in
2007 and 2008.

"We are pleased to be able to enter into these agreements and
bring to conclusion these legal proceedings," said Pamela H.
Patsley, MoneyGram chairman and CEO.  "My goal since joining
MoneyGram has been to re-focus the organization on our core
business and transform the company into a global market leader.
These agreements will put these claims behind us and move
MoneyGram another step forward towards the achievement of that
goal."

Under terms of the securities class action memorandum of
understanding, the plaintiffs agree in principle to settle the
claims for an $80 million cash payment, all but $20 million of
which will be paid by the Company's insurance coverage.  The
derivative claims memorandum of understanding provides for changes
to MoneyGram's business, corporate governance and internal
controls, some of which have already been implemented in whole or
in part in connection with MoneyGram's recent recapitalization.
The memoranda of understanding are subject to negotiation and
execution of definitive settlement documents containing usual and
customary settlement agreement terms, notice to the class and
shareholders, and approval of the Court.

MoneyGram's three remaining pre-recapitalization directors, having
helped MoneyGram successfully manage the transition of the
company's ownership, management and governance and resolve the
litigation described above, have determined not to seek re-
election as directors at MoneyGram's annual meeting for the year
2010 in order to ensure a wholly new post-recapitalization board
and wholly new audit committee.

"MoneyGram is committed to ensuring that its Board of Directors
embodies the highest standards of governance and oversight for
MoneyGram and its shareholders," added Ms. Patsley.  "Our
Nominating Committee and board will work to ensure that the
MoneyGram Board of Directors and Audit Committee are comprised of
directors best suited to uphold these standards."

The company has begun a process to identify new director
candidates and anticipates nominating candidates for election to
the board at the 2010 annual meeting of stockholders.

                   About MoneyGram International

Minneapolis, Minnesota, MoneyGram International (NYSE:MGI) --
http://www.moneygram.com/-- offers more control and more choices
for people separated by distance or with limited bank
relationships to meet their financial needs.  MoneyGram helps
consumers to pay bills quickly and safely send money around the
world in as little as 10 minutes.  Its global network is comprised
of 180,000 agent locations in nearly 190 countries and
territories.  MoneyGram's convenient and reliable network includes
retailers, international post offices and financial institutions.

At September 30, 2009, the Company had $5.90 billion in total
assets against $5.94 billion in total liabilities and
$830.9 million in total mezzanine equity, resulting in
$863.8 million in stockholders' deficit.


NORTH COUNTRY: Famous Dave's Wins Auction for 7 Franchises
----------------------------------------------------------
Famous Dave's of America, Inc., was named the winning bidder for
seven of the nine restaurants of North Country BBQ Ventures, LLC,
for cash consideration of approximately $6.8 million, after taking
into account an adjustment for amounts owed to the Company.  Based
in New Providence, New Jersey, North Country was one of the
Company's largest franchisees with restaurants located in New
Jersey, New Hampshire and New York.

The transaction was the culmination of a "stalking horse" asset
purchase bid submitted last December under Section 363 of Chapter
11 of the U.S. Bankruptcy Code.  At an auction that took place
this past Wednesday, Famous Dave's of America, Inc. was declared
the winner with the highest and best bid subject to bankruptcy
court approval.  A sale hearing took place yesterday before the
United States Bankruptcy Court for the District of New Jersey, and
approval was granted.  The closing is expected to take place
today. The restaurants, which remained open throughout the
process, will now become company-owned locations.

The seven restaurants are located in New York (Smithtown and
Westbury), and New Jersey (Mountainside, Brick Township, Hamilton,
New Brunswick and Metuchen, NJ). North Country's remaining two
locations, located in Hillsborough, NJ, and Manchester, NH, are
expected to be closed.  With the exception of certain lease
obligations related to the acquired restaurants, the agreement
does not require the Company to assume any of North Country's
liabilities.

"As we stated when we agreed to be the 'stalking horse', the
purchase of these assets, at an appropriate price represents a
terrific opportunity to perpetuate our brand and deliver
shareholder value," said Christopher O'Donnell, chief executive
officer of Famous Dave's.  "These restaurants are in good
locations, in an important geographic region for Famous Dave's.
We thank the ownership and management team of North Country BBQ
for being a strong brand ambassador as well as for their
partnership these past several years."

                      About Famous Dave's

Famous Dave's of America, Inc. develops, owns, operates and
franchises barbeque restaurants.  As of today, the company owns 45
restaurants and franchises 131 additional units in 36 states. Its
menu features award-winning barbequed and grilled meats, an ample
selection of salads, side items and sandwiches, and unique
desserts.


                       About North Country

Based in New Providence, New Jersey, North Country is one of the
Company's largest franchisees with restaurants located in New
Jersey, New Hampshire and New York.

North Country BBQ Ventures Inc., an operator of nine Famous
Dave's BBQ restaurants, filed a Chapter 11 petition on Dec. 18
in Newark, New Jersey (Bankr. D. N.J. Case No. 09- 44194).  The
Chapter 11 petition said assets are less than $10 million while
debt exceeds $10 million.


ORLEANS HOMEBUILDERS: Case Summary & 50 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Orleans Homebuilders, Inc.
           aka FPA Corporation
           aka OHB
           aka Parker & Lancaster
           aka Masterpiece Homes
           aka Realen Homes
           aka Orleans
         3333 Street Road, Suite 101
         Bensalem, PA 19020

Bankruptcy Case No.: 10-10684

Chapter 11 Petition Date: March 1, 2010

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

Judge: Peter J. Walsh

About the Business: Orleans Homebuilders, Inc. develops, builds
                    and markets high-quality single-family homes,
                    townhouses and condominiums. From its
                    headquarters in suburban Philadelphia, the
                    Company serves a broad customer base including
                    first-time, move-up, luxury, empty-nester and
                    active adult homebuyers. The Company currently
                    operates in the following 11 distinct markets:
                    Southeastern Pennsylvania; Central and
                    Southern New Jersey; Orange County, New York;
                    Charlotte, Raleigh and Greensboro, North
                    Carolina; Richmond and Tidewater, Virginia;
                    Chicago, Illinois; and Orlando, Florida. The
                    Company's Charlotte, North Carolina operations
                    also include adjacent counties in South
                    Carolina. Orleans Homebuilders employs
                    approximately 300 people.

Debtors'
Delaware and
Restructuring
Counsel:          Curtis S. Miller, Esq.
                  Morris Nichols Arsht & Tunnell
                  1201 N. Market St.
                  Wilmington, DE 19801
                  Tel: (302) 575-7412
                  Fax: (302) 425-3080
                  Email: cmiller@mnat.com

                  Robert J. Dehney, Esq.
                  Morris, Nichols, Arsht & Tunnell
                  1201 N. Market Street
                  P.O. Box 1347
                  Wilmington, DE 19899-1347
                  Tel: (302) 658-9200
                  Fax: (302) 658-3989
                  Email: rdehney@mnat.com

Debtors'
Bankruptcy
& Restructuring
Counsel:         Cahill Gordon & Reindell LLP

Debtors'
Special
Corporate
Counsel:         Blank Rome LLP

Debtors'
Financial
Advisor:         FTI Consulting Inc.

Debtors'
M&A Advisor:     BMO Capital Markets

Debtors'
M&A Consultant:  Lieutenant Island Partners


Debtors' Claims
& Notice Agent:  Garden City Group Inc.

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

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

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

            http://bankrupt.com/misc/deb10-10684.pdf

Debtor's List of 50 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Taberna Preferred          Debt                   $35,156,000
Funding, III, Ltd.
c/o The Bank of New York
Mellon Trust Company,
National Association
1 Wall Street
New York, NY 10286

Orleans Homebuilders       Debt                   $30,928,000
Trust
c/o Wilmington Trust
Company
1100 North Market Street
Wilmington, DE 19890-0001

Taberna Preferred          Debt                   $30,469,000
Funding, IV, Ltd.
c/o The Bank of New York
Mellon Trust Company,
National Association
1 Wall Street
New York, NY 10286

Taberna Preferred          Debt                   $28,125,000
Funding, IV, Ltd.
c/o The Bank of New York
Mellon Trust Company,
National Association
1 Wall Street
New York, NY 10286

84 Lumber Company          Trade                  $1,473,455
PO Box 365
Eighty Four, PA 15330

Robert K. Foster, Inc.     Trade                  $1,149,516
3880 Willow Drive
Newfield, NJ 08344

Sunrise Concrete Company   Trade                  $677,234
Inc.
PO Box 435
Rushland, PA 18956

Concrete Solutions of      Trade                  $658,567
Raleigh, Inc.
PO Box 90638
Raleigh, NC 27675

Archers Exteriors, Inc.    Trade                  $616,798
341 Harding Highway
Pittsgrove, NJ 08318

J.M. Pereira & Sons, Inc.  Trade                  $605,807
2330 Big Oak Road
Langhorne, PA 19047

Precision Framing          Trade                  $586,214
Systems, Inc.
11922 General Drive
Charlotte, NC 28273

Yorktowne, Inc.            Trade                  $582,795
PO Box 13069
Newark, NJ 07188

Joffe Lumber & Supply      Trade                  $551,781
Co. Inc.
PO Box 2309
Vineland, NJ 08362

Brubacher Excavating,      Trade                  $505,351
Inc.
PO Box 528, Route 625
Bowmansville, PA 17507

Evans Carpet Corporation   Trade                  $473,136
511 Branchway Road
Richmond, VA 23236

Coleman Floor Company      Trade                  $452,882
1331 Davis Road
Elgin, IL 60123

Stock Building Supply      Trade                  $426,626
PO Box 7695
Richmond, VA 23231

Machine Drywall Ltd        Trade                  $377,271
3 Terri Lane, Unit #9
Burlington, NJ 08016

Excel Contractors, Inc.    Trade                  $374,417
1500 Main Line Drive
Cinnaminson, NJ 08077

Wm. M. Young Company,      Trade                  $363,830
Inc.
19 Davidson Lane
New Castle, Delaware 19720

WK Construction Co., Inc.  Trade                  $354,725
60 Vermont Street
Lawrenceville, NJ 08648

Linwood Clark Masonry,     Trade                  $352,251
Inc.
PO Box 33341
Raleigh, NC 27636

USA Drywall, Inc.          Trade                  $351, 426
5624 Spence Plantation Ln.
Holly Springs, NC 27540

Jersey Construction, Inc.  Trade                  $346,812
838 Piney Hollywood Road
Hammonton, NJ 08037

Leal Brothers Concrete     Trade                  $326,699
Co., Inc.
465 Veit Road
Huntingdon Valley, PA 19006

Hutchinson                 Trade                  $326,315
621 Chapel Avenue
Cherry Hill, NJ 08034

Universal Forest Products  Trade                  $302,935
Eastern Co., Inc.
PO Box 823206
Philadelphia, PA 19182

RNR Contractors, Inc.      Trade                  $287,667
10 Park Drive
Indian Mills, NJ 08088

Grubb Lumber Company,      Trade                  $286,302
Inc.
PO Box 627
Wilmington, DE 19899

Celey's Quality Plumbing   Trade                  $272,001
Inc.
8991 NC Hwy 27 East
Benson, NC 27504

H & A Enterprise Co.,      Trade                  $265,449
Inc.
505 Cuthberson Street
Monroe, NC 28110

Price Brothers, Inc.       Trade                  $262,345
PO Box 7585
Charlotte, NC 28241

Lara Construction LLC      Trade                  $261,663
3708 Lucky Drive
Apex, NC 27539

Di Naso & Sons Building    Trade                  $258,966
Supply
520 Industrial Loop
Staten Island, NY 10309

American Woodmark Corp.    Trade                  $247,944

Carolina Certified         Trade                  $243,228
Construction, Inc.

Burlington Commercial      Trade                  $235,767
Floor Covering, Inc.

Nassau Construction Co.,   Trade                  $235,718
Inc.

Mario E. Hernandez         Trade                  $232,744

Wrightstown Plumbing &     Trade                  $227,988
Heating, Inc.

Marone Contractors, Inc.   Trade                  $227,029

Blythe Development Co.     Trade                  $218,305

Ferguson Interior Trim     Trade                  $207,545
Inc.

Anderson Services of the   Trade                  $201,938
Carolinas, Inc.

The Countertop Factory     Trade                  $201,824
Inc.

Shepherd's Landscape       Trade                  $199,549
Maintenance, LLC

Noel M. Williams Masonry   Trade                  $197,984

Homeshield Vinyl Siding    Trade                  $193,607

Lake Wylie Heating and     Trade                  $192,750
Air Conditioning, Inc.

Trimason of Richmond Inc.  Trade                  $190,520


List of Holders of Stock in Excess of 5% as of March 31, 2009:

Entity                                    Stake
------                                    -----
Jeffrey P. Orleans                        59.1%

T. Rowe Price Associates, Inc.            6.8%

T. Rowe Price Small Cap Value Fund        6.4%

Benjamin D. Goldman                       5.6%

Dimensional Fund Advisors LP              5.6%

Debtor-affiliates that filed separate Chapter 11 petitions
March 1, 2009:

(1)   Brookshire Estates, L.P.
        fka Orleans at Brookshire Estates, L.P.
        aka Realen Homes
        aka FPA Corporation
        aka Orleans
        aka OHB
        aka Parker & Lancaster
        aka Masterpiece Homes
      Case No: 10-10685
      Estimated Assets: $10,000,001 to $50,000,000
      Estimated Debts: 10,000,001 to $50,000,000

(2)   Community Management Services Group, Inc.
      Case No: 10-10686

(3)   Masterpiece Homes, LLC
      Case No: 10-10687

(4)   OHB Homes, Inc.
      Case No: 10-10688

(5)   OHI Financing, Inc.
      Case No: 10-10689

(6)   Greenwood Financial Inc.
      Case No: 10-10690

(7)   OHI PA GP, LLC
      Case No: 10-10691

(8)   OPCNC, LLC
      Case No: 10-10692

(9)   Orleans Arizona Realty, LLC
      Case No: 10-10693

(10)  Orleans Arizona, Inc.
      Case No: 10-10694

(11)  Orleans at Bordentown, LLC
      Case No: 10-10695

(12)  Orleans at Cooks Bridge, LLC
      Case No: 10-10696

(13)  Orleans at Covington Manor, LLC
      Case No: 10-10697

(14)  Orleans at Crofton Chase, LLC
      Case No: 10-10698

(15)  Orleans at East Greenwich, LLC
      Case No: 10-10699

(16)  Orleans at Elk Township, LLC
      Case No: 10-10700

(17)  Orleans at Evesham, LLC
      Case No: 10-10701

(18)  Orleans at Falls, LP
      Case No: 10-10702

(19)  Orleans at Hamilton, LLC
      Case No: 10-10703

(20)  Orleans at Harrison, LLC
      Case No: 10-10704

(21)  Orleans at Hidden Creek, LLC
      Case No: 10-10705

(22)  Orleans at Jennings Mill, LLC
      Case No: 10-10706

(23)  Orleans at Lambertville, LLC
      Case No: 10-10707

(24)  Orleans at Limerick, LP
      Case No: 10-10708

(25)  Orleans at Lower Salford, LP
      Case No: 10-10709

(26)  Orleans at Lyons Gate, LLC
      Case No: 10-10710

(27)  Orleans at Mansfield LLC
      Case No: 10-10711

(28)  Orleans at Maple Glen, LLC
      Case No: 10-10712

(29)  Orleans at Meadow Glen, LLC
      Case No: 10-10713

(30)  Orleans at Millstone River Preserve, LLC
      Case No: 10-10714

(31)  Orleans at Millstone, LLC
      Case No: 10-10715

(32)  Orleans at Moorestown, LLC
      Case No: 10-10716

(33)  Orleans at Tabernacle, LLC
      Case No: 10-10717

(34)  Orleans at Thornbury, L.P.
      Case No: 10-10718

(35)  Orleans at Upper Freehold, LLC
      Case No: 10-10719

(36)  Orleans at Upper Saucon, L.P.
      Case No: 10-10720

(37)  Orleans at Upper Uwchlan, LP
      Case No: 10-10721

(38)  Orleans at Wallkill, LLC
      Case No: 10-10722

(39)  Orleans at West Bradford, LP
      Case No: 10-10723

(40)  Orleans at West Vincent, LP
      Case No: 10-10724

(41)  Orleans at Westampton Woods, LLC
      Case No: 10-10725

(42)  Orleans at Windsor Square, LP
      Case No: 10-10726

(43)  Orleans at Woolwich, LLC
      Case No: 10-10727

(44)  Orleans at Wrightstown, LP
      Case No: 10-10728

(45)  Orleans Construction Corp.
      Case No: 10-10729

(46)  Orleans Corporation
      Case No: 10-10730

(47) Orleans Corporation of New Jersey
      Case No: 10-10731

(48) Orleans DK, LLC
      Case No: 10-10732

(49) Orleans RHIL, LP
      Case No: 10-10733

(50) Parker & Lancaster Corporation
      Case No: 10-10734

(51) Parker & Orleans Homebuilders, Inc.
      Case No: 10-10735

(52) Parker Lancaster, Tidewater, L.L.C.
      Case No: 10-10736

(53) Realen Homes, L.P.
      Case No: 10-10737

(54) RHGP LLC
      Case No: 10-10738

(55) Sharp Road Farms Inc.
      Case No: 10-10739

(56) Stock Grange, LP
      Case No: 10-10740

(57) Wheatley Meadows Associates, LLC
      Case No: 10-10741

The petitions were signed by Benjamin D. Goldman, Orleans Home
Builders' vice chairman of the board of directors.


ORMET CORPORATION: Secures $50MM Credit Facility & $110MM Loan
--------------------------------------------------------------
Ormet Corporation has secured a new $50 million revolving credit
facility and a new $110 million term loan that will be utilized to
refinance all currently outstanding debt, make contributions to
the pension plans to satisfy the Company's 2006 waiver with the
Pension Benefit Guaranty Corporation and provide liquidity for
other general corporate purposes.

The revolving credit facility was placed with Wachovia Capital
Finance Corporation.  The credit facility is for a term of three
years and is secured by a first lien on current assets and a
second lien on all other assets, with interest at prime plus 75
BPS or LIBOR plus 275 BPS.

Ormet also announced that Bank of New York Mellon Corporation will
be the agent for a $110 million, four-year term loan which has an
original issue discount of 5% with 14% cash pay interest.  The
loan is secured by a first lien on the property plant and
equipment with a second lien on the balance of the assets.  In
connection with this term loan, the Company has issued warrants to
acquire 1,850,000 shares of the Company's common stock to term
lenders. The warrants are exercisable at $3 per share and have a
term of five years.

"We have completed the next step in our plan to achieve a more
stable capital structure after entering into a long-term power
contract last fall," said Mike Tanchuk, Ormet's CEO.  "We are
encouraged by the progress we have made and will now focus on
taking advantage of the volatility of the aluminum market and
potential strategic options for the Company."

Ormet plans to post its 15c2-11 for the calendar year ending
December 31, 2009, on March 11, 2010.

                    About Ormet Corporation

Headquartered in Wheeling, West Virginia, Ormet Corporation
-- http://www.ormet.com/-- is a fully integrated aluminum
manufacturer, providing primary metal, extrusion and thixotropic
billet, foil and flat rolled sheet and other products.  The
Company and its debtor-affiliates filed for chapter 11 protection
on January 30, 2004 (Bankr. S.D. Ohio Case No. 04-51255).  Adam C.
Harris, Esq., in New York, represents the Debtors in their
restructuring efforts.  When the Company filed for bankruptcy
protection, it listed $50 million to $100 million in estimated
assets and more than $100 million in total debts.  The Company's
chapter 11 plan was confirmed by the Court in April 2005.  Under
the confirmed Plan, Ormet was authorized to break labor contracts,
which resulted in conflicts with the United Steelworkers of
America.


OTTER TAIL: Files Chapter 11 Plan of Reorganization
---------------------------------------------------
BankruptcyData reports that Otter Tail Ag Enterprises filed with
the U.S. Bankruptcy Court a Chapter 11 Plan of Reorganization and
related Disclosure Statement.

According to the Disclosure Statement, on the Plan's effective
date, old equity interests (Class A Units) will be cancelled in
their entirety.  "Holders will be required to make a refundable
deposit of 10% of their proposed investment amount into an escrow
account maintained at Bremer Bank. After confirmation of the Plan,
but before the Plan becomes effective, investors will need to
fully fund the remaining portion of their investment, which will
remain fully refundable until the escrow is fully funded to
$12,000,000. The proceeds of the New Equity Investment will be
used: (1) to make distributions under the Plan and service the
debt of the Senior Lenders; and (2) bolster Debtor's working
capital to provide additional protection against market risks in
the commodities Debtor purchases and sells."

Under the Plan, existing members of Otter Tail's management will
maintain their current positions.

                          About Otter Tail

Based in Fergus Falls, Minnesota, Otter Tail AG Enterprises, LLC
-- http://www.ottertailethanol.com/-- owns and operates a
nameplate capacity 55 million gallon annual production plant of
undenatured ethanol in Fergus Falls, Minnesota.  The Company
processes approximately 20 million bushels of corn into
approximately 55 million gallons of ethanol each year.  In
addition, the Company sells distillers grains, a principal co-
product of the ethanol production process.

The Company filed for Chapter 11 relief on Oct. 30 (Bankr. D.
Minn. Case No. 09-61250).  The petition listed assets of
$66.4 million against $86 million in debt, nearly all secured.
The largest secured creditor is AgStar Financial Services, owed
$40.9 million.


PANAVISION INC: To Give Up Control to Creditors
-----------------------------------------------
Creditors of Panavision Inc. are taking control of the camera
rental company from owner Ronald O. Perelman, the Los Angeles
Times reported.  According to LA Times, citing unidentified
people, Mr. Perelman's holding company, MacAndrews & Forbes
Holdings Inc., has reached an agreement in principle with a group
of creditors -- including Cerberus Capital Management, the former
owner of Chrysler -- for the billionaire investor to give up his
controlling stake in the camera maker that has been a fixture on
movie sets for decades.

LA Times relates that the financial restructuring would cut
Panavision's debt by $140 million and give it an additional $40
million in new financing.  After the deal, Perelman would no
longer have any equity in the company.

Panavision, LA Times says, had been seeking to refinance $285
million in loans that mature in March 2011 in the face of a severe
slowdown in camera and equipment rentals for feature films and
commercials.

Panavision Inc. manufactures and rents out cameras, lenses, and
lighting equipment and related accessories to movie and TV
production studios.  Subsidiary Lee Filters sells lighting, color-
correction, and diffusion filters, while subsidiary Panavision's
Panalux supplies lighting systems, and Panavision Imaging develops
digital image sensor chips.  Panavision has provided the camera
system for every James Bond film ever made.  The company also
supplies camera equipment to popular past and present TV series,
such as Everybody Loves Raymond, Law and Order, CSI, and 24.


PERFECT LINE: Files Chapter 11 Bankruptcy Protection
----------------------------------------------------
Interactive Motorsports and Entertainment Corporation (PINKSHEETS:
IMTS) announced March 2 that its wholly owned and primary
operating company, Perfect Line, Inc., has filed for Chapter 11
bankruptcy protection.  The company intends to present a plan of
reorganization in the months ahead.


PETER POCKLINGTON: Bankruptcy Fraud Trial Headed for Another Delay
------------------------------------------------------------------
The Globe & Mail reports that Canadian financier Peter
Pocklington's criminal trial for bankruptcy fraud is headed for
its fifth delay after the prosecutor asked the United States
District Court to postpone the trial scheduled to begin March 9.

The trial was delayed three times last year and again in January.

Mr. Pocklington is being accused of concealing assets when he
filed for bankruptcy.  The Globe & Mail relates that
Mr. Pocklington has pleaded not guilty to the two-count felony
indictment that accuses him of filing false personal bankruptcy
declarations and making false oaths.

Mr. Pocklington owned the Edmonton Oilers of the National Hockey
League.  He declared bankruptcy in 2008, citing assets of $2,900
and liabilities of $19.7 million.

As reported by the TCR on March 13, 2009, authorities arrested Mr.
Pocklington in the U.S. for allegedly hiding assets during his
bankruptcy.  U.S. Attorney Thomas O'Brien in Los Angeles said in a
statement that Mr. Pocklington is accused of making false
statements and false oaths when he filed for bankruptcy in August
2008 and faces as long as 10 years in prison if convicted.


PHARMOS CORPORATION: Posts $3.1 Million Net Loss in 2009
--------------------------------------------------------
Pharmos Corporation filed its annual report, on Form 10-K, showing
a net loss of $3,054,334, compared with a net loss of $10,089,406
for 2008.

The Company's balance sheet as of Dec. 31, 2009, showed
$4,689,022 in assets, $1,417,131 of debts, and $3,271,891 in
stockholders' equity.

PricewaterhouseCoopers LLP, in New York, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that of the Company's recurring
losses from operations and accumulated deficit of $209.8 million.

A full-text copy of the annual report is available for free at

                  http://researcharchives.com/t/s?55ee

Iselin, New Jersey-based Pharmos Corporation is a
biopharmaceutical company that discovers and develops novel
therapeutics to treat a range of diseases of the nervous system,
including disorders of the brain-gut axis (e.g., Irritable Bowel
Syndrome), with a focus on pain/inflammation, and autoimmune
disorders.


PHILADELPHIA NEWSPAPERS: Credit Bid Dispute Hurting Reorganization
------------------------------------------------------------------
Lawyers for Philadelphia Newspapers LLC wrote a letter to the
bankruptcy judge on Feb. 26 saying that delay by the U.S. Court of
Appeals in Philadelphia in ruling on an appeal is a "threat to the
debtors' ability to reorganize."

The newspapers in their Feb. 26 letter asked the bankruptcy judge
to hold a status conference "at the court's earliest convenience"
to set up a schedule allowing an emergence from bankruptcy by the
end of May.

The U.S. Court of Appeals in Philadelphia heard December 15
arguments by Philadelphia Newspapers that the district court was
correct in reversing the bankruptcy court and precluding secured
lenders from bidding their claims rather than cash at an auction
for the business.

Philadelphia Newspapers obtained from the U.S. Court of Appeals
for the Third Circuit in Philadelphia a stay of the auction
pending their appeal.  Absent action by the appeals court, the
auction would have been held Nov. 25.

Philadelphia Newspapers LLC took an appeal to the District Court
from the Bankruptcy Court's ruling that gives secured lenders the
right to use the $300 million in debt they are owed as part of
their bid to acquire the Company.

The Company is contemplating on selling its business to a group of
local investors, including Bruce E. Toll, absent higher and better
bids for the assets.  The investor group Philly Papers LLC is
offering $30 million cash plus a combination of payment of certain
expenses and assumption of liabilities that will yield gross
proceeds to the estates of $41 million.

The Debtor opposed a credit bid by lenders owed more than
$400 million, saying that it would have a "chilling effect" on
competing bidders.  A credit bid would easily top the offer by Mr.
Toll.

In an opinion entered November 10, 2009, District Judge Eduardo C.
Robreno reversed the October 8 ruling by the Bankruptcy Court.  As
a result, Philadelphia Newspapers can hold an auction where the
secured lenders must bid cash and cannot submit a credit bid if
intends to participate in the auction.

                        The Chapter 11 Plan

Philadelphia Newspapers LLC is scheduled to present its Chapter 11
reorganization plan for confirmation at hearings scheduled to
begin December 4, 2009.

Philadelphia Newspapers has already obtained approval of the
disclosure statement explaining the Plan and are now soliciting
votes on the Plan.

The Plan is based upon a sale of all of the Debtors' business to
Bruce E. Toll-led Philly Papers LLC, subject to higher and better
offers.  According to the disclosure statement explaining the
Plan, with the sale of the Debtors' business to Bruce Toll,
holders of secured claims, including $66 million, senior secured
claims, will recover 100 cents on the dollar.  Holders of
$350 million prepetition unsecured debt claims will recover less
than 1% of their claims.  Holders of prepetition unsecured trade
claims will recover up to 6%.  The Plan allocates $750,000
liquidating trust in favor of general unsecured trade creditors
and a 3% distribution of equity interests in Philly Papers to
holders of unsecured prepetition claims other than general trade
creditors.

A copy of the Debtors' Disclosure Statement is available for free
at http://bankrupt.com/misc/PhillyNews_DiscStatement.pdf

A copy of the Debtors' Insider Chapter 11 Plan is available for
free at http://bankrupt.com/misc/PhillyNews_Ch11Plan.pdf

                   About Philadelphia Newspapers

Philadelphia Newspapers -- http://www.philly.com/-- owns and
operates numerous print and online publications in the
Philadelphia market, including the Philadelphia Inquirer, the
Philadelphia Daily News, several community newspapers, the
region's number one local Web site, philly.com, and a number of
related online products. The Company's flagship publications are
the Inquirer, the third oldest newspaper in the country and the
winner of numerous Pulitzer Prizes and other journalistic
recognitions, and the Daily News.

Philadelphia Newspapers and its debtor-affiliates filed for
Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D.
Pa. Case No. 09-11204).  Mark K. Thomas, Esq., and Paul V.
Possinger, Esq., at PROSKAUER ROSE LLP in Chicago, Illinois; and
Lawrence G. McMichael, Esq., Christie Callahan Comerford, Esq.,
and Anne M. Aaronson, Esq., at DILWORTH PAXSON LLP, in
Philadelphia, Pennsylvania, serve as bankruptcy counsel.  The
Debtors' financial advisor is Jefferies & Company Inc.  The Garden
City Group, Inc., serves as claims and notice agent.

Ben Logan, Esq., at O'MELVENY & MYERS LLP in Los Angeles,
California; and Gary Schildhorn, Esq., at ECKERT SEAMANS CHERIN &
MELLOTT, LLC in Philadelphia, represent the Official Committee of
Unsecured Creditors.  Fred S. Hodara, Esq., Abid Qureshi, Esq.,
and Alexis Freeman, Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP in
New York, represent the Steering Group of Prepetition Secured
Lenders.

Philadelphia Newspapers listed assets and debts of $100 million to
$500 million in its bankruptcy petition.


PRIME GROUP REALTY: Sells 180 North LaSalle Street Property
-----------------------------------------------------------
The Board of Trustees of Prime Group Realty Trust approved the
sale of 180 North LaSalle Street, Chicago, Illinois, from the
subsidiary of the Company that owns the Property to 180 N. LaSalle
Realty LLC, an entity indirectly controlled by Michael Silberberg
of Nanuet, New York.  The Purchaser and the Seller entered into a
purchase and sale agreement that became effective on February 25,
2010, which was the date it was approved by the Company's Board.

The gross purchase price for the Property is $72.25 million,
subject to customary pro-rations, credits and adjustments.  The
closing of the sale is conditioned upon the existing first
mortgage lender consenting to the assumption of the Property's
existing debt by the Purchaser, unless the Purchaser notifies the
Seller that the Purchaser has elected not to assume the existing
debt and will instead obtain new financing for the acquisition.

The Purchaser has deposited $4.0 million in escrow to secure its
obligation to purchase the Property, which is nonrefundable except
upon (i) the failure of the first mortgage lender to consent to
the assumption of the existing debt by the Purchaser or (ii) the
occurrence of certain other customary events, such as a default by
the Seller or the failure of the Seller to deliver certain
satisfactory tenant estoppel certificates.  The Company currently
estimates that after closing adjustments and costs, the Seller
will receive net proceeds of $12.46 million.  The Seller's
estimated GAAP gain on the sale is $1.8 million.

It is contemplated that the closing will occur in May or June
2010.  In the event that the Purchaser defaults on its obligation
to purchase the Property, the Seller's sole remedy is to receive
the Earnest Money as liquidated damages.

                  About Prime Group Realty Trust

Based in Chicago, Illinois, Prime Group Realty Trust (NYSE:
PGEPRB) -- http://www.pgrt.com/-- is a fully-integrated, self-
administered, and self-managed real estate investment trust which
owns, manages, leases, develops, and redevelops office and
industrial real estate, primarily in metropolitan Chicago.  The
Company owns 7 office properties containing an aggregate of 3.2
million net rentable square feet and a joint venture interest in
one office property comprised of 101,000 net rentable square feet.
The Company leases and manages 3.3 million square feet comprising
all of its wholly owned properties.  In addition, the Company is
the asset and development manager for a 1.1 million square foot
office building located at 1407 Broadway Avenue in New York.

As reported by the Troubled Company Reporter on December 15, 2009,
Prime Group Realty Trust said the Company's Board of Trustees has
determined not to declare a quarterly distribution on its Series B
Preferred Shares for the fourth quarter of 2009, and that the
Board is unable to determine when the Company might recommence
distributions on the Series B Preferred Shares.


PRIME GROUP REALTY: Two Units in Default of CWCapital Mortgage
--------------------------------------------------------------
Two of Prime Group Realty Trust's subsidiaries, each of which own
separate portions of the Continental Towers Complex in Rolling
Meadows, Illinois, are in default under their first mortgage loans
encumbering the Complex.

Continental Towers, L.L.C., a subsidiary of the Company, is the
owner of Tower I, Tower III and the Commercium at the Continental
Towers Complex.  The CT Property is encumbered by a first mortgage
loan from CWCapital LLC in the principal amount of $73.6 million.

A separate subsidiary of the Company, Continental Towers
Associates III, LLC, is the owner of Tower II at the Continental
Towers Complex.  The CTA III Property is encumbered by a first
mortgage loan from CWCapital in the principal amount of $41.4
million.

On February 26, 2010, CTA III informed CWCapital that it is in
default under the CTA III Loan because the cash flow from the CTA
III Property is not sufficient to pay the required escrows and
debt service payments on the CTA III Loan.  On the same day, CT
LLC acknowledged to the Lender that the CT Loan is in default
because it is cross-defaulted with the CTA III Loan.

CTA III and CT LLC are in discussions with the Lender.

Pursuant to the terms of each loan, upon the occurrence of a
default the Lender may accelerate both loans and declare the
obligations immediately due and payable.  However, the CT Loan and
the CTA III Loan are non-recourse to their borrowers, subject to
customary non-recourse carve-outs, including but not limited to,
certain environmental matters, fraud, waste, misapplication of
funds, various special purpose entity covenants, the filing of a
voluntary bankruptcy and other similar matters, which non-recourse
carve-outs have been guaranteed by the Company's operating
partnership, Prime Group Realty, L.P.  The Company is currently
not aware of the occurrence of any event that would constitute a
non-recourse carve-out on either loan.

                  About Prime Group Realty Trust

Based in Chicago, Illinois, Prime Group Realty Trust (NYSE:
PGEPRB) -- http://www.pgrt.com/-- is a fully-integrated, self-
administered, and self-managed real estate investment trust which
owns, manages, leases, develops, and redevelops office and
industrial real estate, primarily in metropolitan Chicago.  The
Company owns 7 office properties containing an aggregate of 3.2
million net rentable square feet and a joint venture interest in
one office property comprised of 101,000 net rentable square feet.
The Company leases and manages 3.3 million square feet comprising
all of its wholly owned properties.  In addition, the Company is
the asset and development manager for a 1.1 million square foot
office building located at 1407 Broadway Avenue in New York.

As reported by the Troubled Company Reporter on December 15, 2009,
Prime Group Realty Trust said the Company's Board of Trustees has
determined not to declare a quarterly distribution on its Series B
Preferred Shares for the fourth quarter of 2009, and that the
Board is unable to determine when the Company might recommence
distributions on the Series B Preferred Shares.


PROTECTION ONE: Amends Non-Compete Clause in Employment Pacts
-------------------------------------------------------------
Protection One, Inc., and its wholly owned subsidiary, Protection
One Alarm Monitoring, Inc., last week entered into amended and
restated employment agreements with:

     -- Richard Ginsburg, the Company's President and Chief
        Executive Officer

        See http://ResearchArchives.com/t/s?55f1

     -- Darius G. Nevin, the Company's Executive Vice President
        and Chief Financial Officer

        See http://ResearchArchives.com/t/s?55f2

     -- Peter Pefanis, the Company's Executive Vice President and
        Chief Operating Officer

        See http://ResearchArchives.com/t/s?55f3

Among other things, the amendments contained in the Amended
Agreements (i) broaden the non-competition provisions to prohibit
employment with any competitor for, 18 months, if 50% or more of
the Executive's equity awards vest, (ii) modify the change of
control tax gross-up provisions to provide that either (x) payouts
under the new equity awards would be reduced to avoid any excise
tax or (y) the Executive would keep the equity award payouts and
pay the related excise tax, and (iii) modify the definition of
"good reason" so that the Company's common stock ceasing to be
publicly traded on an established national stock exchange in
connection with or following a change of control would allow the
Executive to terminate his employment with good reason.

On February 22, 2010, the Company granted to Messrs. Ginsburg,
Nevin and Pefanis (i) stock appreciation rights under the
Company's 2010 Stock Appreciation Rights Plan, which was adopted
by the Company on February 22, 2010; (ii) stock options under the
Company's 2008 Long-Term Incentive Plan; and (iii) restricted
share awards under the 2008 LTIP.  The grant of restricted stock
was:

     50,000 restricted shares to Mr. Ginsburg,
     25,000 restricted shares to Mr. Nevin, and
     25,000 restricted shares to Mr. Pefanis.

The grant of stock options was:

     195,182 stock options to Mr. Ginsburg,
     130,284 stock options to Mr. Nevin, and
     113,694 stock options to Mr. Pefanis.

The grant of stock appreciation rights was:

     195,182 SARs to Mr. Ginsburg,
     130,284 SARs to Mr. Nevin, and
     113,694 SARs to Mr. Pefanis.

The exercise price for each stock option is $9.50, the closing
price of the Company's common stock on the date of grant.  The
payout for each SAR is equal to the difference between (x) $7.50,
and (y) the lesser of (i) $9.50, the closing price of the
Company's common stock on the date of grant, and (ii) the value of
a share of Company common stock on the date of exercise.

The equity awards vest in one-half increments on each of the
second and third anniversary of the grant date so long as the
Executive is employed with the Company.  Vesting of the equity
awards will accelerate upon a change of control of the Company if
(x) the Executive is employed with the Company at the time of the
change of control or (y) the change of control occurs within two
years of the date of grant and within 90 days of the Executive's
termination that is a qualifying termination.  Both the stock
options and the restricted shares are subject to all the terms and
conditions of the 2008 LTIP as well as the individual award
agreements.  The SARs are subject to all of the terms and
conditions of the 2010 SAR Plan as well as the individual grant
agreements.

                     About Protection One

Protection One, Inc., is principally engaged in the business of
providing security alarm monitoring services, including sales,
installation and related servicing of security alarm systems for
residential and business customers.  The Company also provides
monitoring and support services to independent security alarm
dealers on a wholesale basis.  Affiliates of Quadrangle Group LLC
and Monarch Alternative Capital LP own roughly 70% of the
Company's common stock.

At September 30, 2009, the Company had total assets of
$628,119,000 against total liabilities of $711,392,000, resulting
in stockholders' deficiency of $83,273,000.

                           *     *     *

In January 2010, Protection One commenced a process to explore and
evaluate strategic alternatives, including a possible sale of the
Company, to maximize shareholder value.  Protection One engaged J.
P. Morgan to advise the Company's Board of Directors in this
process.


RAINIER PACIFIC: Company Stock to Be Delisted from Nasdaq
---------------------------------------------------------
Rainier Pacific Financial Group, Inc., disclosed that as a result
of the recent, previously announced closure of the Company's
wholly-owned subsidiary and principal asset, Rainier Pacific Bank,
and the expected dissolution or bankruptcy, and liquidation of the
Company, trading in the Company's common stock was halted by The
Nasdaq Stock Market starting on Monday, March 1, 2010, and the
Company was notified by Nasdaq on March 2, 2010, that the
Company's stock will be delisted from Nasdaq on March 11, 2010.
This action is being taken by Nasdaq pursuant to its Listing Rules
5100 and 5450(b)(1)(A).

Rainier Pacific Financial Group, Inc. --
http://www.rainierpac.com/--  is the bank holding company for
Rainier Pacific Bank, a Tacoma, Washington-based state-chartered
savings bank operating 14 full-service locations in the Tacoma-
Pierce County and City of Federal Way market areas.


RANSOME GROUP: No Bond Required from Involuntary Petitioner
-----------------------------------------------------------
WestLaw reports that a petitioning creditor would not be required
to post a bond pending the resolution of a putative debtor's claim
that the petition was filed in bad faith, for the sole purpose of
frustrating state court litigation between the parties.  The
creditor asserted that it had a legitimate bankruptcy purpose for
filing the petition based on the debtor's default on a $20 million
mortgage encumbering certain undeveloped land which was its
primary asset, and the putative debtor had not made a prima facie
showing on the bad faith issue.  A bankruptcy judge in Florida
held that petitioning creditor(s) in involuntary cases should not
be routinely required to post bond upon the alleged debtor's
request.  In re Ransome Group Investors I, LP, --- B.R. ----, 2009
WL 5852725 (Bankr. M.D. Fla.).

Prior to this decision, WestLaw reports, the Honorable Paul M.
Glenn held that a general partner in a limited partnership, whose
contractual right to advancement of costs that it incurred in a
suit to remove it as the managing general partner of the
partnership had been recognized in a consent order and judgment,
had a claim for such costs that was not subject to any "bona fide
dispute," and was eligible to file an involuntary bankruptcy
petition against the partnership.  It did not matter that its
right to indemnification had not yet been determined, or that, if
it was ultimately determined that it was not entitled to
indemnification for such costs, it would have to repay any costs
advanced.  In re Ransome Group Investors I, LP, --- B.R. ----,
2009 WL 5852726 (Bankr. M.D. Fla.).

Ransome Group Investors I, LLLP, Island Capital Partners, LLC, and
Point Capital Partners, LLC, filed an involuntary Chapter 7
petition (Bankr. M.D. Fla. Case No. 09-05138) against Ransome
Group Investors I, LP, on June 24, 2009.  The Alleged Debtor is
represented by David J. Lienhart, Esq., and Mychal J. Katz, Esq.,
at Roetzel & Andress LPA in Orlando, Fla., and Jason B. Burnett,
Esq., at GrayRobinson, P.A., in Jacksonville, Fla.


RC SOONER: Gets Court's Nod to Hire BMC Group as Claims Agent
-------------------------------------------------------------
RC Sooner Holdings, LLC, et al., sought and obtained permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ BMC Group, Inc., as claims, noticing, and balloting agent.

BMC will, among other things:

     a. prepare and serve required notices in the Debtors' Chapter
        11 cases;

     b. within five days after the mailing of a particular notice,
        file with the Clerk's Office a certificate or affidavit of
        service that includes a copy of the notice involved, an
        alphabetical list of persons to whom the notice was mailed
        and the date of mailing;

     c. docket claims received by the Clerk, maintain the official
        claims register for the Debtors on behalf of the Clerk,
        and provide the Clerk with a duplicate unofficial claims
        register on a monthly basis, unless otherwise directed;
        and

     d. assist the Debtors, if necessary, in the clerical
        preparation of their schedules, and statements of
        financial affairs and any amendments or supplements
        thereto, and maintain a mailing list of the parties
        included therein.

BMC will be compensated based on its standard hourly rates and/or
pricing schedule.  A copy of the schedule is available for free
at http://bankrupt.com/misc/RC_SOONER_bmcpricingschedule.pdf

Myrtle H. John, a director of BMC, assures the Court that the firm
is "disinterested" as that term is defined in Section 101(14) of
the Bankruptcy Code.

Wilmington, Delaware-based RC Sooner Holdings, LLC, filed for
Chapter 11 bankruptcy protection on February 22, 2010 (Bankr. D.
Delaware Case No. 10-10528).  Christopher S. Chow, Esq., at
Ballard Spahr Andrews & Ingersoll, LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.


RC SOONER: Section 341(a) Meeting Scheduled for March 22
--------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in RC Sooner Holdings, LLC, et al.'s Chapter 11 case on March 22,
2010, at 11:00 a.m.  The meeting will be held at 844 King Street,
Room 2112, Wilmington, DE 19801.

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

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

Wilmington, Delaware-based RC Sooner Holdings, LLC, filed for
Chapter 11 bankruptcy protection on February 22, 2010 (Bankr. D.
Delaware Case No. 10-10528).  Christopher S. Chow, Esq., at
Ballard Spahr Andrews & Ingersoll, LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.


RC SOONER: Wants Schedules Filing Deadline Extended Until April 7
-----------------------------------------------------------------
RC Sooner Holdings, LLC, et al., have asked the U.S. Bankruptcy
Court for the District of Delaware to extend the filing of
schedules of assets and liabilities, schedule of current income
and expenditures, schedule of executor contracts and unexpired
leases and statement of financial affairs until April 7, 2010.

The current deadline for the schedules is March 8, 2010 deadline.
Due to the Debtors' over 700 creditors and the devotion of time
and resources by the Debtors required to continue to manage
successfully their large portfolio of multi-family residential
units in Oklahoma, the Debtors need an additional 30 days to
complete its schedules.

Wilmington, Delaware-based RC Sooner Holdings, LLC, filed for
Chapter 11 bankruptcy protection on February 22, 2010 (Bankr. D.
Delaware Case No. 10-10528).  Christopher S. Chow, Esq., at
Ballard Spahr Andrews & Ingersoll, LLP, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10,000,001 to $50,000,000.


RC SOONER: Wants to Hire Ballard Spahr as Bankruptcy Counsel
------------------------------------------------------------
RC Sooner Holdings, LLC, et al., have asked for authorization from
the U.S. Bankruptcy Court for the District of Delaware to employ
Ballard Spahr LLP as bankruptcy counsel, nunc pro tunc to the
Petition Date.

Ballard Spahr will, among other things:

     a. advise the Debtors concerning, and assisting in the
        negotiation and preparation of necessary applications,
        motions, answers, orders, reports, plan documents, and
        other legal papers;

     b. appear in court to protect the interests of the Debtors
        and their estates, including, when necessary, representing
        the Debtors in litigation, contested matters and adversary
        proceedings;

     c. advise on the local practices and procedures and
        determinative case law within the jurisdiction; and

     d. perform all other legal services for the Debtors that may
        be necessary or appropriate in the administration of the
        bankruptcy cases.

Tobey M. Daluz, Esq., a partner at Ballard Spahr, says that the
firm will be paid based on the hourly rates of its
personnel:


        Tobey M. Daliz, Partner                  $600
        Sean J. Bellew, Of Counsel               $565
        Christopher S. Chow, Of Counsel          $525
        David A. Felice, Associate               $420
        David T. May, Associate                  $270
        Matthew G. Summers, Associate            $450
        Joshua Zugerman, Associate               $300
        Kelly G. Iffland, Paralegal              $205

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

Wilmington, Delaware-based RC Sooner Holdings, LLC, filed for
Chapter 11 bankruptcy protection on February 22, 2010 (Bankr. D.
Delaware Case No. 10-10528).  The Company estimated its assets and
debts at $10,000,001 to $50,000,000.


REDDY ICE: 2010 Annual Stockholders' Meeting on April 29
--------------------------------------------------------
The Board of Directors of Reddy Ice Holdings, Inc., has
established the date of Company's 2010 annual meeting of
stockholders and set the record date for stockholders eligible to
vote at the annual meeting.

The Company's 2010 annual meeting of stockholders will be held on
April 29, 2010.  The Board has fixed the close of business on
March 15, 2010, as the record date for the determination of
stockholders entitled to notice of, and to vote at, the annual
meeting and any postponement or adjournment thereof.

In a regulatory filing, Reddy Ice said through mid-February 2010,
its revenue has declined compared to the same period in 2009,
principally as a result of unusually adverse weather conditions in
many of its markets.  As a result, the Company believes it is
likely that its first quarter 2010 revenues will be less than in
the same period in 2009.

On February 22, 2010, the Company's affiliate, Reddy Ice
Corporation, commenced a private offering of $300 million in
senior secured notes solely to qualified institutional buyers
inside the United States and to certain non-U.S. investors located
outside the United States.

On February 22, 2010, the Company also commenced a private
exchange offer and consent solicitation with respect to any and
all of the outstanding 10-1/2% Senior Discount Notes due 2012 of
Reddy Ice Holdings, Inc.

Reddy Ice intends to offer to exchange in a private placement new
senior secured notes due 2015 of Reddy Corp. for the outstanding
10-1/2% Senior Discount Notes due 2012 of Reddy Ice Holdings, Inc.
The interest rate on the New Notes will be the greater of (i)
11.0% and (ii) the yield to maturity on the notes issued by Reddy
Corp. in the Notes Offering plus 2.0%.  The New Notes and the
related guarantees will be secured by second-priority liens,
subject to permitted liens, on substantially all the Company's and
Reddy Holdings' assets.  The New Notes are expected to mature on
November 1, 2015.

Holders tendering Old Notes will receive $1,000 principal amount
of New Notes for each $1,000 principal amount of their Old Notes
that are accepted for exchange, plus an additional $5.00 principal
amount of New Notes if their Old Notes are tendered at or prior to
the early tender date.

The notes offered in the Notes Offering are expected to mature on
March 1, 2015.  These notes and the related guarantees will be
secured by first-priority liens, subject to permitted liens, on
substantially all the Company's and Reddy Holdings' assets.

Simultaneously with the closing of the Notes Offering, the Company
will enter into a senior secured revolving credit facility of
approximately $30.0 million.  The New Credit Facility will mature
on January 31, 2014 -- except that if there are $20 million or
more of Old Notes (or any refinancing, replacement or renewal debt
in respect thereof that does not have a maturity date that is
later than January 31, 2015) outstanding as of January 1, 2012,
then the New Credit Facility will mature on January 1, 2012.

On the closing date, amounts outstanding under the New Credit
Facility will bear interest at a rate based on, at the Company's
option, a base rate plus an applicable margin or LIBOR plus an
applicable margin.  The applicable margin in effect on the closing
date is expected to be 3.75% for base rate loans and 4.75% for
LIBOR loans.  Additionally, the New Credit Facility will contain a
commitment fee on the unused amounts under the facility, which is
expected to be 0.875% on the closing date.  The applicable margins
and commitment fee may be reduced depending on the Company's net
leverage ratio.

The New Credit Facility will be secured by first-priority liens on
substantially all of the Company's and Reddy Holdings' assets,
subject to permitted liens.

The exchange offer and consent solicitation will expire at 12:00
midnight, New York City time, on March 19, 2010, unless extended.
Eligible holders that validly tender their Old Notes and validly
consent to the proposed amendments at or prior to the early tender
date for the offer, which will be 5:00 p.m., New York City time,
on March 5, 2010, unless extended, will receive additional New
Notes as an early tender payment.

Last month, Reddy Ice reported a net income of $4,234,000 for the
year ended December 31, 2009, from a net loss of $120,431,000 for
2008 and net income of $10,343,000 for 2007.  Revenues were
$312,331,000 for 2009 from $329,298,000 in 2008 and $339,038,000
in 2007.

At December 31, 2009, the Company had total assets of
$455.665 million against total current liabilities of
$27.157 million; long-term obligations of $390.601 million; and
deferred taxes and other liabilities, net of $29.111 million;
resulting stockholders' equity of $8.796 million.

As of December 31, 2009, the Company had outstanding indebtedness
of $390.6 million, which represented roughly 98% of its total
consolidated capitalization on a book basis.  As of December 31,
2009, the Company also had availability of $49.2 million (net of
standby letters of credit of roughly $10.8 million) under its
revolving credit facility.

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?55ba

Effective January 1, 2010, the compensation committee of the
Company's Board granted 174,034 shares of restricted stock and
355,446 stock options to 43 of the Company's executives and
consultants pursuant to the Company's 2005 Long Term Equity
Incentive and Share Award Plan, as amended.  In addition, these
same executives and consultants were conditionally approved for
grants of 106,666 shares of restricted stock and 217,854
conditional stock options, subject to the approval by the
Company's stockholders of an amendment to the Plan to increase the
maximum number of shares authorized for issuance under the Plan.
The Company anticipates seeking the approval of its stockholders
for such an amendment to the Plan at the annual stockholders
meeting.

Additional details related to the grants under the 2005 Long Term
Equity Incentive and Share Award Plan are available at no charge
at http://ResearchArchives.com/t/s?55bb

                          About Reddy Ice

Dallas, Texas-based Reddy Ice Holdings, Inc. --
http://www.reddyice.com/-- manufactures and distributes packaged
ice in the United States.

                          *     *     *

As reported by the Troubled Company Reporter on February 26, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Reddy Ice Holdings Inc. and Reddy Ice Corp., its wholly
owned operating subsidiary, to 'CC' from 'B'.  At the same time,
S&P lowered its issue-level rating on Holding's outstanding senior
discount notes due 2012 to 'C' from 'CCC+'.  The recovery rating
on this debt remains '6'.  At the same time, S&P removed these
ratings from CreditWatch with negative implications where S&P
placed them on Feb. 19, 2010.  In addition, S&P lowered its issue-
level rating on OpCo's senior secured debt to 'B' from 'B+', and
this rating remains on CreditWatch with negative implications.
The recovery rating on this debt remains unchanged at '2'.  The
rating outlook is negative.  For analytical purposes, S&P view
Holdings and its OpCo as one economic entity.

According to the TCR on Feb. 23, 2010, Moody's Investors Service
assigned a B1 rating to Reddy Ice Corp.'s proposed $300 million
first lien senior secured notes due 2015.  The company plans to
use proceeds from the first lien notes to refinance its existing
$240 million senior secured term loan due 2012 and for general
corporate purposes.


REDDY ICE: JPMorgan Chase Holds 6.2% of Common Stock
----------------------------------------------------
JPMorgan Chase & Co. disclosed that as of December 31, 2009, it
may be deemed to beneficially own 1,412,830 shares or roughly 6.2%
of the common stock of Reddy Ice Holdings, Inc.

Ameriprise Financial, Inc., and RiverSource Investments, LLC,
disclosed that as of December 31, 2009, they no longer hold Reddy
Ice shares.

                          About Reddy Ice

Dallas, Texas-based Reddy Ice Holdings, Inc. --
http://www.reddyice.com/-- manufactures and distributes packaged
ice in the United States.

At December 31, 2009, the Company had total assets of $455.665
million against total current liabilities of $27.157 million;
long-term obligations of $390.601 million; and deferred taxes and
other liabilities, net of $29.111 million; resulting stockholders'
equity of $8.796 million.

As of December 31, 2009, the Company had outstanding indebtedness
of $390.6 million, which represented roughly 98% of its total
consolidated capitalization on a book basis.  As of December 31,
2009, the Company also had availability of $49.2 million (net of
standby letters of credit of roughly $10.8 million) under its
revolving credit facility.

                          *     *     *

As reported by the Troubled Company Reporter on February 26, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Reddy Ice Holdings Inc. and Reddy Ice Corp., its wholly
owned operating subsidiary, to 'CC' from 'B'.  At the same time,
S&P lowered its issue-level rating on Holding's outstanding senior
discount notes due 2012 to 'C' from 'CCC+'.  The recovery rating
on this debt remains '6'.  At the same time, S&P removed these
ratings from CreditWatch with negative implications where S&P
placed them on Feb. 19, 2010.  In addition, S&P lowered its issue-
level rating on OpCo's senior secured debt to 'B' from 'B+', and
this rating remains on CreditWatch with negative implications.
The recovery rating on this debt remains unchanged at '2'.  The
rating outlook is negative.  For analytical purposes, S&P view
Holdings and its OpCo as one economic entity.

According to the TCR on Feb. 23, 2010, Moody's Investors Service
assigned a B1 rating to Reddy Ice Corp.'s proposed $300 million
first lien senior secured notes due 2015.  The company plans to
use proceeds from the first lien notes to refinance its existing
$240 million senior secured term loan due 2012 and for general
corporate purposes.


REGENT COMMUNICATIONS: Case Summary & 30 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: Regent Communications, Inc.
        2000 Fifth Third Center
        511 Walnut Street
        Cincinnati, OH 45202

Bankruptcy Case No.: 10-10632

Chapter 11 Petition Date: March 1, 2010

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

Judge: Kevin Gross

About the Business: Regent Communications, Inc., is a radio
                    Broadcasting company that acquires, develops,
                    and operates radio stations. There are 47
                    subsidiary entities with 62 radio stations in
                    markets in Colorado, Illinois, Indiana,
                    Kentucky, Louisiana, Michigan, Minnesota, New
                    York, and Texas. Regent Communications, Inc.
                    Focuses on radio stations in mid-sized market
                    that are diversified in terms of geographic
                    location, target demographics and format in
                    order to minimize the effects of downturns in
                    specific markets and changes in format
                    preferences.

Debtors' Counsel: Michael R. Nestor, Esq.
                  Young Conaway Stargatt & Taylor
                  The Brandywine Bldg.
                  1000 West Street, 17th Floor
                  PO Box 391
                  Wilmington, DE 19899
                  Tel: (302) 571-6600
                  Fax: (302) 571-1253
                  Email: bankfilings@ycst.com

Total Assets as of
January 31, 2010: $166,506,000

Total Debts as
of January 31, 2010: $211,282,000

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

                http://bankrupt.com/misc/deb10-10632.pdf

Debtor's List of 30 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Arbitron Inc.              Trade Debt             $84,835

SESAC                      Trade Debt             $60,685

Brainerd Communicators     Trade Debt             $50,000
Inc.

Premiere Radio Networks    Trade Debt             $26,223

Integrys Energy Services   Trade Debt             $24,948

Dell Marketing LP          Trade Debt             $14,192

Time Warner Telecom        Trade Debt             $14,103

Larimer County Treasurer   Trade Debt             $13,056

The Shalom Group LP        Trade Debt             $12,584

CDW Computer Centers Inc.  Trade Debt             $12,287

Radio Advertising Bureau   Trade Debt             $11,505
Inc.

Spacial Audio Solutions    Trade Debt             $11,146
LLC

National City              Trade Debt             $10,925

Katz Media Corporation     Trade Debt             $10,899

Radio Computing Services   Trade Debt             $10,148
Inc.

Katz Radio                 Trade Debt             $9,419

Poudre Valley REA          Trade Debt             $8,852

Long Heating & Cooling     Trade Debt             $7,659

Christal Radio             Trade Debt             $6,889

Weld County Treasurer      Trade Debt             $6,529

AT&T                       Trade Debt             $6,448

Amacai Information         Trade Debt             $5,550
Corporation

Clear Channel              Trade Debt             $5,079
Broadcasting Inc.

Marketon Broadcast         Trade Debt             $4,970
Solutions

Clear Channel Outdoor      Trade Debt             $4,960

Promo Suite                Trade Debt             $4,740

New Odyssey Investment     Trade Debt             $4,400

El Paso Water Utilities    Trade Debt             $3,656

National Association of    Trade Debt             $3,600
Broadcasters

KDBC Tower Rental          Trade Debt             $3,499


List of Holders of Stock in Excess of 5% as of January 31, 2010:

   Entity                                  Stake
   ------                                  -----
Entities affiliated with John J. Ahn      9.66%
c/o Bryant Riley

Entities affiliated with Bryant Riley     9.58%

Entities affiliated with Lloyd I.         6.95%
Miller, III

Entities affiliated with John H. Wyany    6.92%

Entities affiliated with Blue Chip        6.85%
Venture Company, Ltd.

HJH Partners, LLC                         6.62%

Entities affiliated with Don A. Sandres   6.21%

Entities affiliated with Dimensional      5.15%
Fund Advisors LP

The petition was signed by Anthony A. Vasconcellos the company's
executive vice president and chief financial officer.

Debtor-affiliates that filed separate Chapter 11 petitions
March 1, 2009:

(1)   B&G Broadcasting, Inc.
      Case No: 10-10633
      Estimated Assets: $100,000,001 to $500,000,000
      Estimated Debts: 100,000,001 to $500,000,000

(2)   Livingston County Broadcasters, Inc.
      Case No: 10-10634
      Estimated Assets:  __________
      Estimated Debts: ____________

(3)   Regent Broadcasting, LLC
      Case No: 10-10635
      Estimated Assets:  __________
      Estimated Debts: ____________

(4)   Regent Broadcasting Management, LLC
      Case No: 10-10636
      Estimated Assets:  __________
      Estimated Debts: ____________

(5)   Regent Broadcasting Midwest, LLC
      Case No: 10-10637
      Estimated Assets:  __________
      Estimated Debts: ____________

(6)   Regent Broadcasting of Albany, Inc.
      Case No: 10-10638
      Estimated Assets:  __________
      Estimated Debts: ____________

(7)   Regent Broadcasting of Bloomington, Inc.
      Case No: 10-10639
      Estimated Assets:  __________
      Estimated Debts: ____________

(8)   Regent Broadcasting of Buffalo, Inc.
      Case No: 10-10640
      Estimated Assets:  __________
      Estimated Debts: ____________

(9)   Regent Broadcasting of Chico, Inc.
      Case No: 10-10641
      Estimated Assets:  __________
      Estimated Debts: ____________

(10)  Regent Broadcasting of Duluth, Inc.
      Case No: 10-10642
      Estimated Assets:  __________
      Estimated Debts: ____________

(11)  Regent Broadcasting of El Paso, Inc.
      Case No: 10-10643
      Estimated Assets:  __________
      Estimated Debts: ____________

(12)  Regent Broadcasting of Erie, Inc.
      Case No: 10-10644
      Estimated Assets:  __________
      Estimated Debts: ____________

(13)  Regent Broadcasting of Evansville/Owensboro, Inc.
      Case No: 10-10645
      Estimated Assets:  __________
      Estimated Debts: ____________

(14)  Regent Broadcasting of Flagstaff, Inc.
      Case No: 10-10646
      Estimated Assets:  __________
      Estimated Debts: ____________

(15)  Regent Broadcasting of Flint, Inc.
      Case No: 10-10647
      Estimated Assets:  __________
      Estimated Debts: ____________

(16)  Regent Broadcasting of Ft. Collins, Inc.
      Case No: 10-10648
      Estimated Assets:  __________
      Estimated Debts: ____________

(17)  Regent Broadcasting of Grand Rapids, Inc.
      Case No: 10-10649
      Estimated Assets:  __________
      Estimated Debts: ____________

(18)  Regent Broadcasting of Kingman, Inc.
      Case No: 10-10650
      Estimated Assets:  __________
      Estimated Debts: ____________

(19)  Regent Broadcasting of Lafayette, LLC
      Case No: 10-10651
      Estimated Assets:  __________
      Estimated Debts: ____________

(20)  Regent Broadcasting of Lake Tahoe, Inc.
      Case No: 10-10652
      Estimated Assets:  __________
      Estimated Debts: ____________

(21)  Regent Broadcasting of Lancaster, Inc.
      Case No: 10-10653
      Estimated Assets:  __________
      Estimated Debts: ____________

(22)  Regent Broadcasting of Lexington, Inc.
      Case No: 10-10654
      Estimated Assets:  __________
      Estimated Debts: ____________

(23)  Regent Broadcasting of Mansfield, Inc.
      Case No: 10-10655
      Estimated Assets:  __________
      Estimated Debts: ____________

(24)  Regent Broadcasting of Palmdale, Inc.
      Case No: 10-10656
      Estimated Assets:  __________
      Estimated Debts: ____________

(25)  Regent Broadcasting of Peoria, Inc.
      Case No: 10-10657
      Estimated Assets:  __________
      Estimated Debts: ____________

(26)  Regent Broadcasting of Redding, Inc.
      Case No: 10-10658
      Estimated Assets:  __________
      Estimated Debts: ____________

(27)  Regent Broadcasting of San Diego, Inc.
      Case No: 10-10659
      Estimated Assets:  __________
      Estimated Debts: ____________

(28)  Regent Broadcasting of South Carolina, Inc.
      Case No: 10-10660
      Estimated Assets:  __________
      Estimated Debts: ____________

(29)  Regent Broadcasting of St. Cloud, Inc.
      Case No: 10-10661
      Estimated Assets:  __________
      Estimated Debts: ____________

(30)  Regent Broadcasting of St. Cloud II, Inc.
      Case No: 10-10662
      Estimated Assets:  __________
      Estimated Debts: ____________

(31)  Regent Broadcasting of Utica/Rome, Inc.
      Case No: 10-10663
      Estimated Assets:  __________
      Estimated Debts: ____________

(32)  Regent Broadcasting of Watertown, Inc.
      Case No: 10-10664
      Estimated Assets:  __________
      Estimated Debts: ____________

(33)  Regent Broadcasting West Coast, LLC
      Case No: 10-10665
      Estimated Assets:  __________
      Estimated Debts: ____________

(34)  Regent Licensee of Chico, Inc.
      Case No: 10-10666
      Estimated Assets:  __________
      Estimated Debts: ____________

(35)  Regent Licensee of Erie, Inc.
      Case No: 10-10667
      Estimated Assets:  __________
      Estimated Debts: ____________

(36)  Regent Licensee of Flagstaff, Inc.
      Case No: 10-10668
      Estimated Assets:  __________
      Estimated Debts: ____________

(37)  Regent Licensee of Kingman, Inc.
      Case No: 10-10669
      Estimated Assets:  __________
      Estimated Debts: ____________

(38)  Regent Licensee of Lake Tahoe, Inc.
      Case No: 10-10670
      Estimated Assets:  __________
      Estimated Debts: ____________

(39)  Regent Licensee of Lexington, Inc.
      Case No: 10-10671
      Estimated Assets:  __________
      Estimated Debts: ____________

(40)  Regent Licensee of Mansfield, Inc.
      Case No: 10-10672
      Estimated Assets:  __________
      Estimated Debts: ____________

(41)  Regent Licensee of Palmdale, Inc.
      Case No: 10-10673
      Estimated Assets:  __________
      Estimated Debts: ____________

(42)  Regent Licensee of Redding, Inc.
      Case No: 10-10674
      Estimated Assets:  __________
      Estimated Debts: ____________

(43)  Regent Licensee of San Diego, Inc.
      Case No: 10-10675
      Estimated Assets:  __________
      Estimated Debts: ____________

(44)  Regent Licensee of South Carolina, Inc.
      Case No: 10-10676
      Estimated Assets:  __________
      Estimated Debts: ____________

(45)  Regent Licensee of St. Cloud, Inc.
      Case No: 10-10677
      Estimated Assets:  __________
      Estimated Debts: ____________

(46)  Regent Licensee of Utica/Rome, Inc.
      Case No: 10-10678
      Estimated Assets:  __________
      Estimated Debts: ____________

(47)  Regent Licensee of Watertown, Inc.
      Case No: 10-10679
      Estimated Assets:  __________
      Estimated Debts: ____________


RQB RESORT: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: RQB Resort, LP
          aka Sawgrass Marriott Resort & Cabana Club
        1000 PGA Tour Blvd.
        Ponte Vedra Beach, FL 32082

Bankruptcy Case No.: 10-01596

Chapter 11 Petition Date: March 1, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Jacksonville)

Debtors' Counsel: Cynthia C. Jackson, Esq.
                  Smith Hulsey & Busey
                  225 Water Street, Suite 1800
                  Jacksonville, FL 32201
                  Tel: (904) 359-7700
                  Email: cjackson@smithhulsey.com

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

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

The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.

The petition was signed by David O'Halloran, the company's
president.

Debtor-affiliate that filed separate Chapter 11 petition
March 1, 2009:

(1)   RQB Development, LP
        aka Sawgrass Marriott Golf Villas & Spa.
      Case No: 10-01599
      Estimated Assets: $100,000,001 to $500,000,000
      Estimated Debts: 100,000,001 to $500,000,000


SCHWAB INDUSTRIES: Files for Chapter 11 in Ohio
-----------------------------------------------
Schwab Industries Inc., along with affiliates, filed a Chapter 11
petition on Feb. 28 in Canton, Ohio (Bankr. N.D. Ohio Case No.
10-60702).

Schwab Industries is an operator of ready-mix concrete plants and
a producer of concrete block.  Schwab has 13 ready-mix plants in
Ohio and seven in Florida.  There are three concrete block plants
in Ohio.  The petition listed assets and debts of $50 million to
$100 million.  Assets, however, were $105 million on the Dec. 31
balance sheet.

According to Bill Rochelle at Bloomberg News, the Company blamed
the bankruptcy filing on the "dramatic slowdown in the
construction industry," particularly in southwest Florida.  The
report relates that secured lenders, owed $59.7 million on a
revolving credit and term loans, called a default on the loans in
January.


SEA LAUNCH: Wants Additional $12MM DIP Loan from Space Launch
-------------------------------------------------------------
Sea Launch Company, L.L.C., et al., ask the U.S. Bankruptcy Court
for the District of Delaware for authorization to obtain
additional postpetition secured financing of up to $3 million in
incremental borrowings; and up to $12 million in the final basis,
from Space Launch Services, LLC.

The Debtors relate that the amount committed by the DIP lender in
their first DIP Facility was not sufficient to provide necessary
liquidity to carry them through a plan of reorganization.  The DIP
lender committed to lend only $12.5 million of their requested
$25 million loan.

The Debtors continued to explore the availability of other
financing with the DIP lender and with other potential lenders.
The DIP lender agreed to lend the Debtors an additional
$12 million, on substantially the same terms and conditions as the
first DIP Facility, subject to certain conditions.

The Debtors will use the additional financing until March 22,
2010, to, among other things: (i) satisfy working capital and
operational needs; (ii) maintain their relationships with vendors,
suppliers and customers; and (iii) fund payroll and capital
expenditures

As adequate protection for any diminution in value of Space
Launch's collateral, the Debtors relate that Space Launch's
superpriority claims in the first DIP loan will be applicable in
the second DIP loan.  The Debtors also propose to grant
replacement liens on all prepetition and postpetition property of
the Debtors' estates.

Sea Launch Company, L.L.C., is a satellite-launch services
provider that offers commercial space launch capabilities from the
Baikonur Space Center in Kazakhstan.  Its owners include Boeing
Co., RSC Energia, and Aker ASA.

Sea Launch filed for Chapter 11 on June 22, 2009 (Bankr. D. Del.
Case No. 09-12153).  Joel A. Waite, Esq., and Kenneth J. Enos,
Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington,
Delaware, serve as the Debtor's counsel.  At the time of the
filing, the Company said its assets range from $100 million to
$500 million and debts are at least $1 billion.


SMART-TEK SOLUTIONS: Earns $548,686 in Q2 Ended December 31
-----------------------------------------------------------
Smart-tek Solutions Inc. filed its quarterly report on Form 10-Q,
showing net income of $548,686 on $3.2 million of revenue for the
three months ended December 31, 2009, compared with a net loss of
$5,108 on $848,130 revenue for the same period of 2008.

The Company's balance sheet as of Dec. 31, 2009, showed
$4.2 million in assets and $4.3 million of debts, for a
stockholders' deficit of $131,592.

The Company has net income of $384,086 and cash flow from
operations of $35,843 during the six-month period ended
December 31, 2009, and had a working capital deficiency of
$667,340 and a stockholders' deficiency of $131,592.  These
matters raise substantial doubt about its ability to continue as a
going concern.

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

                   http://researcharchives.com/t/s?55f6

Reno, Nev.-based Smart-tek Solutions Inc. through its wholly-owned
subsidiary Smart-tek Communictions, Inc., provides integrated and
cost-effective management solutions in the area of human resources
for public and private companies.


SPHERIS INC: Has Until March 31 to Come Up With Amended Deal
------------------------------------------------------------
April Wortham, staff writer at Business Journal of Nashville, says
Spheris Inc. has until March 31, 2010, to implement an amended
services contract with Community Health Systems Inc., otherwise
the $10 million invested by Community Health will be reverted back
to Spheris' holding company from the operating company.

Spheris is asking a federal judge for authority to move forward
with the amended deal.  A hearing is set for March 25, 2010, to
consider the company's request, Ms. Wortham notes.

CHS allowed the $10 million to be transfered to Spheris' holding
to company to the operating company to keep it afloat during
bankruptcy, Ms. Wortham adds.

                           About Spheris

Based in Franklin, Tennessee, Spheris Inc. --
http://www.spheris.com/-- is a global provider of clinical
documentation technology and services.

Spheris Inc., along with five affiliates, filed for Chapter 11 on
Feb. 3, 2010 (Bankr. D. Del. Case No. 10-10352).  Attorneys at
Young Conaway Stargatt & Taylor, LLP, and Willkie Farr & Gallagher
LLP represent the Debtors in their Chapter 11 effort.  Jefferies &
Company serve as financial advisors to the Debtors.  Attorneys at
Schulte Roth & Zabel LLP and Landis Rath & Cobb LLP serve as
counsel to the prepetition and DIP lenders.  Garden City Group
Inc. is claims and notice agent.  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.


SPLINTERNET HOLDINGS: Posts $273,305 Net Loss in Q3 2009
--------------------------------------------------------
Splinternet Holdings, Inc., reported a net loss of $273,305 on
service revenue of $294,285 for the three months ended
Septmeber 30, 2009, compared to a net loss of $517,856 on service
revenue of $244,167 for the same period of 2008.

The increase in service revenue is due to higher usage of the
Company's long distance termination by its customer during the
three months ended September 30, 2009, as compared to the same
period in 2008.

The decrease in the net loss was primarily the result of the
Company's cost cutting measure which began during the fourth
quarter of 2008.

                       Nine Months Results

For the nine months ended September 30, 2009, the Company reported
a net loss of $875,065 on service revenue of $681,684, compared to
a net loss of $1,921,084 on service revenue of $645,125 for the
same period of the prior year.

                          Balance Sheet

At September 30, 2009, the Company's consolidated balance sheets
showed total assets of $3,164,591, total liabilities of $935,257,
and total stockholders' equity of $2,229,334.

The Company's consolidated balance sheets at September 30, 2009,
also showed strained liquidity with $288,773 in total current
assets available to pay $935,257 in total current liabilities.

A full-text copy of the Company's quarterly report is available at
no charge at http://researcharchives.com/t/s?55b6

                       Going Concern Doubt

As of September 30, 2009, the Company had approximately $53,000 in
cash and liabilities of approximately $935,000.  The Company's net
cash used in operating activities for the nine months ended
September 30, 2009, was $523,121 hence, the Company will require
additional funding in order to be adequately funded for the
foreseeable future.

The Company has a history of substantial operating losses and an
accumulated deficit of $4,614,548 as of September 30, 2009.  For
the nine months ended September 30, 2009, the Company's net loss
was $875,065.  The Company has historically experienced cash flow
difficulties primarily because expenses have exceeded revenues.
The Company expects to incur additional operating losses for the
immediate near future.

"These factors, among others, raise significant doubt about
ability to continue as a going concern.  If the Company is unable
to generate sufficient revenue from operations to pay expenses or
is unable to obtain additional financing on commercially
reasonable terms, our business, financial condition and results of
operations will be materially and adversely affected."

                    About Splinternet Holdings

Based in Norwalk, Connecticut, Splinternet Holdings, Inc. (OTC BB:
SLNH.OB) -- http://www.splinter.net/-- does not conduct any
business or own any assets other than all of the issued and
outstanding shares of Splinternet Communications, Inc. and
Vidiation, Inc.

Splinternet Communications, Inc. was incorporated in the State of
Connecticut in January 2000.  Splinternet Communications, Inc.,
which also operates under the name Defentect in connection with
its radiation detection business, is a developer of Internet
Protocol (IP) based management, monitoring and messaging system
which interfaces with Defentect's radiation detection devices,
third-party radiation detection sensors and other third-party
threat-event sensors.  In addition, Splinternet continues to
resell excess VoIP capacity primarily to traditional international
carriers.

Vidiation, Inc. is a radiation detection sales and marketing
company incorporated in the State of Delaware on December 10,
2007, which acquired certain assets from Vidiation LLC.  Vidiation
LLC was a radiation detection technology development company which
had extensive sales and marketing experience in the surveillance
and security market space and was actively engaged in that space.


STERLING MINING: Wants $2MM DIP Loan from Minco to Pay Penalty
--------------------------------------------------------------
Sterling Mining Company asks the U.S. Bankruptcy Court for the
District of Idaho for authorization to obtain additional
$2 million suplemental postpetition financing to pay the EPA/Tribe
penalty, and to continue operations on a go forward basis for the
next three months.

Minco Silver Corporation, a secured creditor, has $6 million
prepetition claim pursuant to the July 21, 2008 credit facility,
plus $3 million postpetition lending made and accruals.  Minco may
claim an unsecured claim for a break-up fee of $2.7 million.  As
of the petition date, Minco has a scheduled second position
prepetition blanket security interest on all assets of the Debtor,
excepting the Sunshine Precious Metals, Inc. Lease, securing the
amount scheduled at $5,211,834.

The Debtor was unable to obtain unsecured credit on the same terms
as that of Minco.  The funding will be made in monthly increments
up to a maximum of $750,000 and $1.25 million settlement amount
once approved.  The funding will terminate unless final and
binding orders of the Court are entered by June 6, 2010.

                       About Sterling Mining

Based in Coeur d'Alene, Idaho, Sterling Mining Company (OTCBB:SRLM
and FSE:SMX) -- http://www.SterlingMining.com/-- is a mineral
resource development and exploration company. Sterling is engaged
in the business of acquiring, exploring, developing and mining
mineral properties primarily those containing silver and
associated base and precious metals. Sterling operates the
Sunshine Silver Mine in Idaho and has exploration projects in
Idaho, U.S.A. Sterling was incorporated under the laws of the
State of Idaho on February 3, 1903 and its common shares are
currently listed on the OTCBB: SRLMQ and Frankfurt Stock Exchange:
SMX.

Sterling is currently a debtor-in-possession in Chapter 11
Bankruptcy in the District of Idaho, U.S.A. Sterling Mining filed
for bankruptcy protection on March 3, 2009 (Bankr. D. Idaho Case
No. 09-20178).  Bruce A. Anderson, Esq., at Elsaesser Jarzabek
Anderson Marks Elliott & McHugh, Chartered represents the Debtor
as counsel.

As of September 30, 2008, Sterling Mining had $31.9 million in
total assets, and $13.2 million in total current liabilities and
$1.6 million in total long-term liabilities.  In its schedules,
the Debtor listed total assets of $11,706,761 and total debts of
$14,159,010.


ST MARY'S HOSPITAL: Emerges from Chapter 11 Protection
------------------------------------------------------
St. Mary's Hospital of Passaic has emerged from Chapter 11
bankruptcy, says Bob Groves at The Record.  The hospital said it
will implement its court-approved plan of reorganization to pay
off creditors, and strive to increase its revenues by treating
more patients and controlling costs, Mr. Grove notes.

St. Mary's Hospital, Passaic, N.J., filed for Chapter 11
protection on March 9, 2009 (Bankr. D. N.J. Case No. 09-15619).
Joseph Lubertazzi, Jr., Esq., at McCarter & English assists the
hospital in its restructuring effort.  St. Mary's listed assets of
$70.8 million and debts of $128 million.


STEVE & BARRY: Investors Try to Dodge WARN Suit
-----------------------------------------------
Bay Harbour Management LC and others that invested in bankrupt
discount retailer Steve & Barry's are seeking to be let off the
hook in a lawsuit alleging the company failed to give workers
proper notice before a November 2008 mass firing, Law360 reports.

                           About BH S&B

BH S&B Holdings LLC filed for bankruptcy protection together with
seven other affiliates on Nov. 19, 2008 (Bankr. S.D. N.Y. Lead
Case No. 08-14604).  The seven debtor-affiliates are BH S&B
Distribution LLC, BH S&B Lico LLC, BH S&B Retail LLC, BHY S&B
Intermediate Holdco LLC, Cubicle Licensing LLC, Fashion Plate
Licensing LLC, and Heritage Licensing LLC.

BH S&B was formed by investment firms Bay Harbour Management and
York Capital Management in August 2008 to acquire the business
operations and assets of bankrupt retailer Steve & Barry's for
$163 million in August 2008.  Steve and Barry's, based in Port
Washington, New York, was a specialty retailer of apparel and
accessories, selling, among other things, university apparel and
lifestyle brands, private-label casual clothing, and exclusive
celebrity endorsed apparel.

Steve & Barry's had 240 locations when it was bought and the new
owners had planned to cut that down to 173 stores.  BH S&B had
intended to operate certain Steve & Barry's stores as going
concerns and to liquidate inventory at other locations.  Since the
sale closing, however, for various reasons, including the general
health of the American economy and the state of the retail market
in particular, sales at all stores have been disappointing, and BH
S&B's revenue has suffered.  As a result, BH S&B was not in
compliance with certain covenants under their senior secured
credit facility and had no prospects for continued financing of
their business as a going concern.  In consultation with its
lenders, BH S&B decided the appropriate course of action to
maximize value for the benefit of all of its stakeholders was an
orderly liquidation in Chapter 11.

Bay Harbour Management is an SEC registered investment advisor
with significant experience in purchasing distressed companies
and effectuating their turnaround.  The firm's holdings have
included the retailer Barneys New York, the facilities based CLEC
Telcove, and the former Aladdin Casino, now operating on the Las
Vegas strip as the Planet Hollywood Resort and Casino following
its rebranding and turnaround.

York Capital Management is an SEC registered investment advisor
with offices in New York, London, and Hong Kong with more than
$15 billion in assets under management.  York Capital was founded
in 1991 and specializes in value oriented and event driven equity
and credit investments.

BH S&B is 100% owned by BHY S&B Intermediate Holdco LLC.

BH S&B and its affiliates' chapter 11 cases are presided over by
the Honorable Martin Glenn.  Joel H. Levitin, Esq., and Richard A.
Stieglitz, Jr., Esq., at Cahill Gordon & Reindel LLP, in New York,
serve as bankruptcy counsel to BH S&B and its affiliates.  RAS
Management Advisors LLC acts as restructuring advisors, and
Kurtzman Carson Consultants LLC as claims and notice agent.

                      About Steve & Barry's

Steve & Barry's LLC, and 63 affiliates filed separate voluntary
petitions under Chapter 11 on July 9, 2008 (Bankr. S.D. N.Y. Lead
Case No. 08-12579).  Lori R. Fife, Esq., and Shai Waisman, Esq.,
at Weil, Gotshal & Manges, LLP, represent the Debtors in their
restructuring efforts.  Pursuant to the Purchase Agreement, the
Court authorized 51 entities to change their corporate names.
Lead Debtor Steve & Barry's Manhattan LLC (Case No. 08-12579) was
changed to Stone Barn Manhattan LLC.  Parent company Steve &
Barry's LLC (Case No. 08-12615) is now known as Steel Bolt LLC.
When Steve & Barry's LLC and its affiliates filed for bankruptcy,
they listed $693,492,000 in total assets and $638,086,000 in total
debts.


SUNRISE SENIOR: Ernst & Young Raises Going Concern Doubt
--------------------------------------------------------
Ernst & Young LLP of McLean, Virginia, express substantial doubt
about Sunrise Senior Living Inc.'s ability as a going concern
after auditing the company's financial statement for the year
ended Dec. 31, 2009.  The auditor said the Company cannot borrow
under the bank credit facility and the Company has significant
debt maturing in 2010 which it does not have the ability to repay.

The Company reported $910.58 million in total assets and
$884.35 million in total liabilities, resulting to a $26.23
million stockholders' deficit as of Dec. 31, 2009.

The Company had $39.3 million and $29.5 million of unrestricted
cash and cash equivalents at Dec. 31, 2009, and Dec. 31, 2008,
respectively.  Since Jan. 1, 2009, the Company has no borrowing
availability under its bank credit facility.  As a result, during
2009, the Company financed operations primarily with cash
generated from operations and sales of assets, including the sale
of its Greystone subsidiary, the sale of its Aston Gardens equity
interest and the sale of 21 communities.  In 2010, the Company
intends to sell:

   * German communities;

   * the liquidating trust assets and, at the company's
     discretion;

   * certain communities and land parcels, of which any net sales
     proceeds on the disposition of these assets would be split
     equally, the mortgage holder and the lenders under the Bank
     Credit Facility.

Additional financing resources will be required to refinance
existing indebtedness that comes due within the next 12 months.
The Company has undertaken efforts to reduce expenses and preserve
liquidity including:

   * significantly reducing operating costs;

   * seeking to restructure the terms of our indebtedness
     including extension of scheduled maturity dates; and

   * pursuing sales of selected assets.

The Company said there is no assurance can be given that it will
be successful in achieving any of these efforts.

As of Dec. 31, 2009, the Company has no projects under development
and it does not currently have plans to commence any new projects.
The company will reconsider future development when market
conditions stabilize and the cost of capital for development
projects is in line with projected returns.

                    Cash and Liquidity Update

Sunrise had $39.3 million of unrestricted cash at Dec. 31, 2009.
Sunrise has no borrowing availability under its bank credit
facility, and has significant scheduled debt maturities in 2010
and significant debt that is in default.  As of December 31, 2009,
Sunrise had debt of $440.2 million, of which $227.2 million of
debt is scheduled to mature in 2010, including $33.7 million under
its bank credit facility, which is due in December 2010. Debt that
is in default totals $317.2 million, including $198.7 million of
debt that is in default as a result of the failure to pay
principal and interest to the lenders of Sunrise's German
communities. Sunrise is seeking waivers with respect to existing
defaults to avoid acceleration of these obligations.

On Feb. 12, 2010, Sunrise extended $56.9 million of debt that was
either past due or in default at December 31, 2009.  The debt is
associated with an operating community and two land parcels.  In
connection with the extension, Sunrise (i) made a $5.0 million
principal payment at closing, (ii) extended the terms of the debt
to no earlier than December 2, 2010, (iii) provided for an
additional $5.0 principal payment on or before July 31, 2010, and,
among other items, (iv) defaults under the loan agreements were
waived by the lenders.

A full-text copy of the Company's annual report on Form 10-K is
available for free at http://ResearchArchives.com/t/s?55e9

                    About Sunrise Senior

McLean, Virginia-based Sunrise Senior Living --
http://www.sunriseseniorliving.com/-- employs 40,000 people.  As
of November 9, 2009, Sunrise operated 403 communities in the
United States, Canada, Germany and the United Kingdom, with a
combined unit capacity of approximately 41,500 units.  Sunrise
offers a full range of personalized senior living services,
including independent living, assisted living, care for
individuals with Alzheimer's and other forms of memory loss, as
well as nursing and rehabilitative services.  Sunrise's senior
living services are delivered by staff trained to encourage the
independence, preserve the dignity, enable freedom of choice and
protect the privacy of residents.


SWOOZIE INC: Files Chapter 11 as New Stores Fail
------------------------------------------------
Swoozie's, Inc., filed for voluntary Chapter 11 Bankruptcy
protection in the United States Bankruptcy Court for the Northern
District of Georgia.  The Company expects immediate authorization
of its bankruptcy petition.

Swoozie's, Inc.'s decision to file for Chapter 11 protection was
driven mainly by the underperformance of its recently acquired 13
northeastern locations and by the impact of the current economic
downturn on the Company's operating performance.

Swoozie's core business has remained sound even through the recent
turbulent economy, and the customer base is at its strongest point
to date.  This foundation is one of the key motivators behind The
Company's determination to pursue the opportunity to emerge from
the bankruptcy.

"This action is an unfortunate but necessary and responsible step
to preserve value for Swoozie's, Inc.'s secured creditors,
vendors, landlords, additional creditors, customers, and employees
in light of the ongoing challenging retail environment." said
Kelly Plank Dworkin, CEO of Swoozie's, Inc.  Ms. Dworkin stated
further, "We believe our business model is sustainable in today's
world, and the Chapter 11 process will allow us to find the best
alternative for all of our stakeholders."

The company's legal counsel is Dennis Connolly and Wendy Reingold
Reiss of Alston & Bird, LLP and the company's financial advisor is
Lee Diercks of Clear Thinking Group LLC.

                     About Swoozie's, Inc.

Swoozie's, a luxury gift and paper retail chain, operating in 15
states with 43 locations was founded in 2001 in Atlanta, Georgia
by Kelly Plank Dworkin and the late David Dworkin.  Swoozie's was
built on a commitment to and a focus on the important events,
celebrations and social occasions in life including weddings, baby
showers, birthdays, anniversaries, holidays or simply family
dinners.


THE SRKO FAMILY: Gets OK to Hire Kutner Miller as Bankr. Counsel
----------------------------------------------------------------
The SRKO Family Limited sought and obtained permission from the
Hon. Howard R. Tallman of the U.S. Bankruptcy Court for the
District of Colorado to employ Kutner Miller Brinen, P.C., as
bankruptcy counsel.

Kutner Miller will, among other things:

     a. aid the Debtor in the development of a plan of
        reorganization under Chapter 11;

     b. file the necessary petitions, pleadings, repots, and
        actions which may be required in the continued
        administration of the Debtor's property under Chapter 11;

     c. take necessary actions to enjoin and stay until final
        decree herein continuation of pending proceedings and to
        enjoin and stay until final decree herein commencement of
        lien foreclosure proceedings; and

     d. perform all other legal services for the Debtor which may
        be necessary herein.

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

        Lee M. Kutner               $420
        Jeffrey S. Brinen           $340
        David M. Miller             $320
        Aaron A. Garber             $290
        Jenny M.F. Fujii            $250
        Heather E. Schell           $200
        Benjamin H. Shloss          $180

Lee M. Kutner, a shareholder of Kutner Miller, assures the Court
that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

The SRKO Family Limited Partnership, dba Colorado Crossing, is
based in Colorado Springs, Colorado.  The Company filed for
Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. D.
Colo. Case No. 10-13186).  The Company listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


TROPICANA ENTERTAINMENT: Assets Transfer Exempt From NJ Taxes
-------------------------------------------------------------
Tropicana Entertainment LLC and certain of its affiliates or the
"OpCo Debtors" sought and obtained an order from the U.S.
Bankruptcy Court for the District of Delaware confirming that
transfers of certain "acquired assets" are exempt from New Jersey
transfer taxes pursuant to Section 1146(a) of the Bankruptcy Code
in connection with the sale of the Tropicana Hotel and Casino
Atlantic City pursuant to the terms of the November 4, 2009 Plan
Modification and Sale Order.

For the avoidance of doubt, the Court makes clear that the
"Acquired Assets" include:

  (i) assets identified in a schedule, a copy of which is
      available for free at
      http://bankrupt.com/misc/Tropi_AcquiredAssets022010.pdf
      and

(ii) the assets of Adamar of New Jersey, Inc., Manchester Mall,
      Inc., Ramada of New Jersey, Inc., Adamar Garage
      Corporation and Atlantic-Deauville, Inc.,

each of which are to be transferred to certain of the Reorganized
OpCo Debtors pursuant to the Amended Tropicana AC Purchase
Agreement.

                  Sale-Related Transactions

As previously reported, Judge Carey approved on November 4, 2009,
the Amended Tropicana AC Sale Motion and entered the Plan
Modification and Sale Order, which (x) authorized OpCo Debtors
Ramada New Jersey, Inc., Ramada New Jersey Holdings Corporation,
Atlantic-Deauville, Inc., Adamar Garage Corporation or the "Non-
Conservatorship Sellers; Tropicana Entertainment, Inc. or the
"Reorganized OpCo Corporation;" and Tropicana Entertainment LLC
to enter into an amended and restated purchase agreement in
connection with the sale of the Tropicana AC Casino; and (y)
approved corresponding changes to the First Amended OpCo Plan.

The Amended and Restated Purchase Agreement contemplates a series
of transfers to occur in connection with the consummation of the
Modified OpCo Plan, pursuant to which the Reorganized OpCo
Debtors will own the Tropicana AC Casino post-emergence.  Among
other things, the Transactions contemplate that:

  (1) Substantially all of the assets of the Non-Conservatorship
      Sellers and New Jersey Debtors Adamar of New Jersey, Inc.,
      and Manchester Mall, Inc., used in the operations of
      Tropicana AC will be conveyed to two newly formed
      subsidiaries of Reorganized OpCo Corporation, namely
      Tropicana Atlantic City Corp. and Tropicana AC Sub Corp.;

  (2) About $200,000,000 of the principal amount of the OpCo
      Debtors' prepetition secured credit facility will be
      canceled as part of a credit bid for the Acquired Assets;
      and

  (3) The "Secured Parties" holding claims under the OpCo Credit
      Facility will receive a certain number of shares of
      Reorganized OpCo Common Stock on account of the Acquired
      Assets.

As a result, the Secured Parties will indirectly own the
Tropicana AC Casino and the Acquired Assets in exchange for the
cancellation of $200,000,000 in OpCo Credit Facility Claims, and
the Tropicana AC will be reintegrated into the operations of the
Reorganized OpCo Debtors.

The OpCo Debtors' Original Plan included certain modifications
necessary to implement the Tropicana AC Sale.  As part of the
Plan Modifications, the portion on "Restructuring Transactions"
were modified to incorporate the Transactions contemplated under
the Amended Purchase Agreement.

              Refusal to "Pre-Clear" Transactions

The OpCo Debtors filed their Tax Exemption Motion in light of the
refusal of the Atlantic County Clerk's Office to "pre-clear" the
contemplated Transactions under the Tropicana AC sale deal
notwithstanding the State of New Jersey Department of Treasury,
Division of Taxation's direction to do so after the close of
business on February 19, 2010, according to Lee E. Kaufman, Esq.,
at Richards, Layton & Finger, P.A., in Wilmington, Delaware.

The Atlantic County Clerk's Office apparently asserted that the
"New Jersey Debtors," whose assets are part of the Acquired
Assets to be transferred to the Reorganized OpCo Debtors, are not
specifically identified in the November 2009 Plan Modification
and Sale Order.

The OpCo Debtors, as part of their preparation to close the
Tropicana AC Sale, needed the Clerk's Office to confirm that it
would accept real property transfer documents without payment of
transfer taxes pursuant to the Plan Modification and Sale Order.

Accordingly, the Bankruptcy Court has ruled in favor of the OpCo
Debtors with respect to the tax exemption of the Acquired Assets.
Judge Carey directs all taxing authorities to take any and all
actions to certify, confirm and consummate the transfer of the
Acquired Assets pursuant to the Amended Purchase Agreement exempt
from taxation in accordance with Section 1146(a) of the
Bankruptcy Code.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  A group of Tropicana entities, known as the
LandCo Debtors, which own Tropicana casino property in Las Vegas,
have obtained approval of a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TROPICANA ENTERTAINMENT: OpCo Loans Maturity Extended to March 31
-----------------------------------------------------------------
A group of Tropicana entities owning casinos and resorts in
Atlantic City, New Jersey and Evansville, Indiana, designated as
the OpCo Debtors, sought and obtained permission from Judge Kevin
Carey on February 23, 2010, to enter into a fifth amendment to the
DIP Credit Agreement, extending the maturity date of the DIP
Facility, through and including March 31, 2010, and to pay any
related amendment fee.

The Court previously approved the OpCo Debtors' Fourth DIP
Amendment, setting the current maturity date of the Debtors' DIP
Credit Agreement to February 28, 2010.  Previous Court-approved
DIP Facility Amendments were made pursuant to orders dated
October 14, 2008; March 17, 2009; August 31, 2009; and
January 27, 2010.

The OpCo Debtors aver that they have made significant headway
towards satisfying the conditions precedent to the consummation
of their confirmed Chapter 11 Plan.  They hope to exit before the
end of March 2010, and have filed a separate motion for an
extension of the Plan Effectivity Date through March 31, 2010.

The OpCo Debtors, however, note that they have yet to obtain
regulatory approval in the state of New Jersey.  They relate that
they have submitted all necessary information to New Jersey
regulatory authorities and, on February 11, 2010, the New Jersey
Division of Gaming Enforcement submitted its report with respect
to the licensure of the Reorganized OpCo Debtors' post-emergence
owners to the New Jersey Casino Control Commission.  The OpCo
Debtors anticipate that the NJ Commission will make the final
licensure determination necessary to close the Tropicana Atlantic
City purchase agreement at a hearing in the next few weeks

Lee E. Kaufman, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, points out that if the Fifth DIP Amendment
was not approved, the DIP Credit Agreement may mature before the
OpCo Plan can be consummated and upon that maturity, the OpCo
Debtors will be required to satisfy in full all obligations under
the DIP Credit Agreement.  An extension of the maturity date of
the DIP Facility, he insists, would enable the OpCo Debtors to
continue to pursue consummation of their Plan -- the occurrence
of which provides a means to satisfy the DIP Credit Agreement in
full.

The OpCo Debtors relate that they do not expect to pay any
related fees with respect to the Fifth DIP Amendment Motion.

Just before Judge Carey entered his recent ruling, the OpCo
Debtors submitted to the Court on February 22, 2010, the final
version of its amendment agreement with the DIP Lenders.  The
OpCo Debtors designated the agreement document as "Amendment No.
6 to the Credit Agreement," a full-text copy of which is
available for free at:

        http://bankrupt.com/misc/Tropi_DIPAm6_022210.pdf

Judge Carey noted that his recent ruling approves the agreed
amendment noted in the "Amendment No. 6" document.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  A group of Tropicana entities, known as the
LandCo Debtors, which own Tropicana casino property in Las Vegas,
have obtained approval of a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TROPICANA ENTERTAINMENT: Plan Consummation Deadline Moved March 31
------------------------------------------------------------------
A group of Tropicana entities owning casinos and resorts in
Atlantic City, New Jersey and Evansville, Indiana, designated as
the OpCo Debtors, sought and obtained an order from the U.S.
Bankruptcy Court for the District of Delaware for an extension of
the deadline by which all conditions of the confirmed OpCo Plan
must be satisfied or waived, through and including March 31,
2010.

Consistent with the Confirmation Order, the Court's recent
extension ruling issued on February 23, 2010 constitutes a final
order establishing the date by which each of the conditions to
consummation must be satisfied or waived pursuant to the OpCo
Plan.

In support of their request, the OpCo Debtors asserted that they
have made significant headway toward satisfying the conditions
precedent to the consummation of their Plan, including (1)
completing the registration process to become a reporting company
under the Exchange Act of 1934; (2) finalizing the terms of their
exit financing that will, among other things, allow them to repay
all of the amounts outstanding under the DIP Facility; and (3)
obtaining the necessary state regulatory approvals for their
casino operations in Mississippi, Nevada, Indiana, and Louisiana.

The OpCo Debtors noted that they are presently in the process of
obtaining regulatory approvals in New Jersey that will allow them
to regain control of the Tropicana Hotel and Casino - Atlantic
City upon emergence from Chapter 11.

The OpCo Debtors have submitted all necessary information to New
Jersey regulatory authorities and on February 11, 2010, the New
Jersey Division of Gaming Enforcement submitted its report with
respect to the licensure of the Reorganized OpCo Debtors' post-
emergence owners to the New Jersey Casino Control Commission.
The OpCo Debtors anticipate that the NJ Commission will make the
final licensure determination necessary to close the Tropicana
Atlantic City purchase agreement at a hearing in the next few
weeks, according to Lee E. Kaufman, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.

The OpCo Debtors anticipate an exit from Chapter 11 protection
within the next few months.  They are particularly hopeful for an
exit from bankruptcy before the end of March 2010.  However, they
also noted that despite best efforts, they may not be in a
position to declare the Plan effective by the February 28, 2010
Deadline.

Mr. Kaufman noted that without an extension of the February 2010
Plan Effective Date Deadline, a party-in-interest might move to
vacate the Confirmation Order and that action would distract the
OpCo Debtors from their efforts to obtain final approvals in New
Jersey and consummate the OpCo Plan.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  A group of Tropicana entities, known as the
LandCo Debtors, which own Tropicana casino property in Las Vegas,
have obtained approval of a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TROPICANA ENTERTAINMENT: Trustee Sues Ex-Owner for Misconduct
-------------------------------------------------------------
Lightsway Litigation Services, LLC, solely in its capacity as
trustee of the Tropicana Litigation Trust established in the
Chapter 11 cases of the Delaware Tropicana Debtors and the New
Jersey Debtors, commenced a complaint in the U.S. Bankruptcy
Court for the District of Delaware on February 17, 2010, charging
these parties with misconduct, breach of fiduciary obligation,
breach of contract, and aiding and abetting:

* William J. Yung, III
* Wimar Tahoe Corporation, fka Tropicana Casino and Resorts Inc.
* Columbia Sussex Corporation
* Joe Yung
* The 1994 William J. Yung Family Trust
* CSC Holdings LLC
* JMBS Casino Trust
* Casuarina Cayman Holdings LLC

Mr. Yung, Wimar/TCR and Columbia Sussex are collectively referred
to as the Yung Group.

Lightsway filed the Complaint on behalf of the Debtors and
pursuant to the Litigation Trust established under the Debtors'
confirmed Chapter 11 Plans.

Lightsway is represented by Cross & Simon LLC.

                     W. Yung & the Yung Group

Mr. Yung founded Columbia Sussex in 1972.  With the addition of a
70+-hotel portfolio, Columbia Sussex grew to be one of the
largest privately held hospitality companies in the United
States, with revenue of $970,000 in 2006.  "Mr. Yung's management
philosophy included extracting significant cost savings,
typically through job reductions and substantial leverage,"
according to Joseph Grey, Esq., at Cross & Simon LLC, in
Wilmington, Delaware.

In 1990, Mr. Yung created Wimar, which was later renamed to
Tropicana Casinos and Resorts, Inc., to purchase, develop and
operate casino properties.  By 2006, Mr. Yung, through Wimar and
its affiliates, acquired several casinos and resorts, including
the Lake Tahoe Horizon Casino and Resort in Stateline, Nevada;
the MontBleu Resort Casino and Spa, which is adjacent to Horizon;
the Lighthouse Point Casino in Greenville, Mississippi; the Bayou
Caddy's Jubilee Casino in Greenville, Mississippi; the River
Palms Hotel and Casino in Laughlin, Nevada; the Vicksburg Horizon
Casino in Vicksburg, Mississippi; and the Belle of Baton Rouge in
Baton Rouge, Louisiana.

Mr. Yung, through Wimar, entered into an agreement to acquire
Aztar, Inc., for $2,800,000,000 in May 2006.  Aztar owned, and
Wimar acquired, five casino properties -- the Tropicana Atlantic
City, Tropicana Las Vegas, Casino Aztar Evansville, the Tropicana
Express Hotel and Casino in Laughlin, Nevada, and the Casino
Aztar Caruthersville in Caruthersville, Missouri.  On January 3,
2007, Wimar acquired all of the outstanding stock of Aztar for
$2,100,000,000 in cash.

The Yung Group obtained a license to operate Casino Aztar, but
after Evansville Mayor Jonathan Weinzapfel filed a complaint, the
Indiana Gaming Commission commenced an investigation that
resulted in Tropicana paying $125,100 to settle a 14-count
disciplinary proceeding.  Mayor Weinzapfel accused Mr. Yung of
reneging on his promise to avoid massive employee layoffs when he
bought Casino Aztar.  The licenses renewal was threatened by the
Indiana Commission's investigation.  By December 2007, Tropicana
announced its plans to sell Casino Aztar.  Subsequently, on
March 31, 2008, Debtor Aztar Riverboat Holding Company LLC
entered into a Securities Purchase Agreement to sell its
membership interests in Casino Aztar to Resorts Indiana LLC and
Eldorado Resorts LLC.  However, before the sale could be
consummated, it became apparent that Eldorado would not likely be
able to close on the sale transaction.  To avoid a costly sale
hearing, the Debtors and Eldorado entered into a Court-approved
settlement, which provides that the Securities Purchase Agreement
was terminated and the Selling Debtor would retain $5,000,000 of
the $10,000,000 escrow, with the remainder being returned to
Eldorado.

On June 10, 2007, TCR sold Aztar Missouri Riverboat Gaming
Company, which held the Casino Aztar Cartuthersville, to Isle of
Capri for $45,000,000.  TCR retained all proceeds of the sale.

Upon closing of the Aztar Acquisition in early 2007, it was
contemplated that the Las Vegas property would immediately be
demolished due to the extensive maintenance required.  Mr. Grey
notes that to reduce expenses, Mr. Yung "drastically" terminated
employees and stopped all marketing efforts for Tropicana Las
Vegas.  The timeline for Mr. Yung's Las Vegas transformation was
pushed back and in April 2008, it was announced that Tropicana
Las Vegas would remain open.  However, by that time, the Las
Vegas property has deteriorated significantly and its workforce
had been reduced in several key areas, thus making a successful
rescue nearly impossible, according to Mr. Grey.

On October 30, 2007, New Jersey's Division of Gaming Enforcement
or DGE issued a "scathing" report on the application of Adamar of
New Jersey, Inc. for renewal of its casino and casino hotel
alcoholic beverage licenses for Tropicana Atlantic City.  The DGE
Report noted that (i) numerous discrepancies existed in TCR
management's reporting to New Jersey regulators regarding the
number of employee terminations that had taken place or were
proposed; (ii) certain of the terminations likely resulted in
regulatory breaches, and (iii) Tropicana Atlantic City failed to
establish in a timely manner an independent audit committee, as
required by New Jersey law.  Nevertheless, the DGE recommended
renewal of Tropicana Atlantic City's licenses subject to 26
separate conditions.  The final decision, however, regarding the
Debtors' renewal application for Tropicana Atlantic City rested
with the New Jersey Casino Control Commission.

After eight days of hearings in November and December 2007, the
NJ Commission denied the license renewal application for
Tropicana Atlantic City.  The NJ Commission's December 12, 2007
order was based on two main factors: (i) the Yung Group's failure
to form a statutorily required audit committee, and (ii) the
adverse effects of insufficient staffing.  The NJ Commission
also:

  -- imposed a civil penalty of $750,000;

  -- identified Columbia Sussex's involvement in the application
     for licensure as a separate ground for denying the
     application.  It was unknown whether Columbia Sussex would
     have complied with the regulatory requirements as a holding
     company;

  -- found that Mr. Yung and his "cohorts" made personal equity
     investments that were mischaracterized as loans to avoid
     additional regulatory scrutiny;

  -- concluded that Mr. Yung, who controlled the licensee,
     "demonstrated a lack of financial integrity;" and

  -- called for the resignation of Mr. Yung as sole member of
     Tropicana's board of directors.

It was only in July 2008 that Mr. Yung finally agreed to step
down from the Board of Tropicana Entertainment Holdings LLC.  Mr.
Yung appealed the NJ Commission's decision to the New Jersey
Court of Appeals and the Supreme Court of New Jersey.  Both
courts affirmed the original order of the NJ Commission.

              Defendants Engaged in Gross Misconduct

On behalf of Lightsway, Mr. Grey contends that from January 2007
through mid-2008, the Yung Group, led by Mr. Yung, recklessly
violated and ignored applicable gaming laws and regulations, and
recklessly mismanaged the Debtors' business and properties -- all
of which led to financial catastrophe and insolvency that
included the loss of the New Jersey gaming license under which
Tropicana Atlantic City operated as well as the consequential
demise of other casino operations.

Mr. Grey reminds the Court that at all relevant times, the Yung
Group owned, operated, and otherwise controlled directly and
through affiliated persons and entities the Debtors, and owed
fiduciary duties to them.

The categories of misconduct committed by the Yung Group, Mr.
Grey notes, include:

  (1) recklessly laying off employees and creating substantial
      staffing and service problems;

  (2) assuming excessive debt, which was out of proportion to
      the financial capacity of the Debtors but designed to
      financially enrich the Yung Group;

  (3) violating applicable gaming regulations; and

  (4) making equity investments in certain of the Debtors that
      were mischaracterized as loans to avoid additional
      regulatory scrutiny, thus demonstrating a lack of
      financial integrity.

The Yung Group knew that failure to abide by applicable law and
regulations, and acts of gross misconduct would lead to the
financial collapse of the Debtors, resulting in hundreds of
millions of dollars of lost enterprise value, which also
translated into losses to the creditors of the Debtors, among
whom are the beneficiaries of the Litigation Trust, Mr. Grey
contends.

The Yung Group's reckless and grossly negligent conduct damaged
the Debtors, including the substantial impairment of the value of
Tropicana Atlantic City and Casino Aztar, Mr. Grey argues.  He
tells the Court that pursuant to an Asset Impairment Test:

  -- the loss of enterprise value of Tropicana Atlantic City was
     estimated to be more than $500,000,000; and

  -- damages attributable to Casino Aztar total more than
     $187,000,000.

Mr. Grey adds that Mr. Yung's terminations had a direct and
almost immediate impact at the River Palms Casino in Laughlin,
Nevada, where all part-time employees were terminated in February
2007.  Columbia Sussex ignored the fact that all of those
employees were retirees who were both "Level 1 players" and well-
connected to the local customers.  When those employees were
terminated, they stopped gambling at River Palms, as did their
friends, resulting in an almost instantaneous loss of gaming
revenue by 20%, according to Mr. Gray.

In addition, Mr. Grey points out, under the Yung Group's control,
various properties deteriorated even further due to lack of
meaningful capital improvements.

Accordingly, under the Complaint, Lightsway alleges these counts
against the Defendants:

  (1) Breach of fiduciary obligation against the Yung Group;

  (2) Breach of contract against Columbia Sussex and TCR;

  (3) Breach of implied covenant of fairdealing against Columbia
      Sussex and TCR; and

  (4) Equitable subordination against all the Defendants.

Lightsway specifically asks the Court to:

  (a) award it damages in an amount yet to be determined as
      alleged in each count of the Complaint;

  (b) declare that the proofs of claim filed by the Defendants
      and its affiliates in the Debtors' bankruptcy cases are
      equitably subordinated; and

  (c) award it costs and reasonable attorneys' fees as provided
      by law.

                   About Tropicana Entertainment

Tropicana Entertainment LLC and its units owned eleven casino
properties in eight distinct gaming markets with premier
properties in Las Vegas, Nevada, and Atlantic City, New Jersey.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana have
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  A group of Tropicana entities, known as the
LandCo Debtors, which own Tropicana casino property in Las Vegas,
have obtained approval of a separate Chapter 11 plan.

On April 29, 2009, non-debtor units of the OpCo Debtors,
designated as the New Jersey Debtors -- Adamar of New Jersey,
Inc., and its affiliate, Manchester Mall, Inc. -- filed for
Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate
a sale of the Atlantic City Resort and Casino to a group of
Investors-led by Carl Icahn.   Judge Judith H. Wizmur presides
over the cases.  Manchester Mall is a wholly owned subsidiary of
Adamar that owns and operates certain real property utilized in
the New Jersey Debtors' business operations.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the
New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as their
claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the chapter 11
restructuring proceedings commenced by Tropicana Entertainment LLC
and its affiliates.  (http://bankrupt.com/newsstand/or
215/945-7000)


TXCO RESOURCES: FTI Asks for $3M For Bankruptcy Case
----------------------------------------------------
Law360 reports that FTI Consulting Inc. has asked a bankruptcy
judge to sign off on nearly $3 million in fees and expenses to
close out its involvement in TXCO Resources Inc.'s Chapter 11
proceedings.

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.


UAL CORP: Dist. Court Affirms Disallowance of Regen Capital Claim
-----------------------------------------------------------------
To recall Regen Capital I, Inc., took an appeal to the United
States District Court for the Northern District of Illinois from
the United States Bankruptcy Court for the Northern District of
Illinois' order disallowing Regen's Amended Cure Claim No. 43490
for $4,272,255 against United Air Lines, Inc.

District Judge John W. Darrah stated that while the Bankruptcy
Court's interpretation of an Assignment Agreement between Regen
and AT&T, whereby AT&T sold Claim No. 43490 to Regen, is a
question of law, the weight given by the Bankruptcy Court to
extrinsic evidence used in interpreting that agreement is an issue
of fact, subject to review for clear error.  Judge Darrah, thus,
agreed with the Bankruptcy Court's interpretation of the
Assignment Agreement.

As United argued, the only reasonable interpretation of the
Assignment Agreement is that Regen purchased general prepetition
unsecured claims and the right to recover any distribution made on
account of these general prepetition unsecured claims -- or the
right to sue if distributions were not made, Judge Darrah said.

Moreover, as the Bankruptcy Court held, the right to a cure does
not arise out of a claim; rather, the right to demand cure arises
from pre-existing contracts, Judge Darrah added.  In this light,
Regen's proposed reading of the Assignment Agreement attempting to
include the right to cure in "rights arising out of or in
connection with" a general prepetition unsecured claim, must fail,
Judge Darrah held.

Similarly, he continued, as United pointed out, it makes no sense
that Regen would be entitled to cure since United has no
obligations under United's contracts with AT&T.  Judge Darrah
averred that the curing of pre-assumption default, as well as the
debtor's continued performance under the contract, is the flip-
side of the contracting party's continued performance of an
assumed contract in In re Conseco, Inc., 330 B.R. 673, 687,
(Bankr. N.D. Ill. 2005).  Indeed, the Assignment Agreement
clarifies that the underlying rights and obligations of the AT&T
contracts were not transferred to Regen, Judge Darrah noted.
Thus, Regen cannot be entitled to cure, he said.

Moreover, Judge Darrah found that the Bankruptcy Court's
determination regarding a July 6, 2005 letter from an AT&T
employee in construing the agreement was not clear error.  Under
New York law, which governs the Assignment Agreement, "extrinsic
and parol evidence is not admissible to create an ambiguity in a
written agreement which is complete and clear and unambiguous upon
its face," he explained.  Judge Darrah opined that the Assignment
Agreement is clear and unambiguous.  Judge Darrah also found that
the Bankruptcy Court's statement that, if it was to consider the
July 2005 Letter, it would give no weight, was not unreasonable
considering that three years passed from the date of the
Assignment Agreement to the date of the July 2005 Letter.

The Bankruptcy Court held that Regen was not entitled to cure
because United rejected the AT&T contracts.  The Bankruptcy Court
also found that United had exercised its right under the Plan to
reject the contracts once Regen asserted that it was entitled to
cure.  The Bankruptcy Court further noted that this was consistent
with the Plan that gave United up to 15 days after a cure amount
was determined to reject the contract.  In light of these
determinations, Judge Darrah found the Bankruptcy Court's
reasoning persuasive.

Accordingly, Judge Darrah affirmed the Bankruptcy Court's order
disallowing Regen's Amended Cure Claim.

A full-text copy of the District Court's memorandum of opinion
entered February 2, 2010, is available for free at:

        http://bankrupt.com/misc/UAL_Feb2DCOrder.pdf

                   About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.  (United Airlines
Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.


UAL CORP: Has Deal With ExpressJet for Service of 22 Aircraft
-------------------------------------------------------------
ExpressJet Holdings, Inc. (NYSE: XJT), parent company of regional
and charter airline operator, ExpressJet Airlines, Inc., announced
that it signed an agreement with United Airlines covering 22 ERJ-
145 aircraft for United Express service effective December 1,
2009.  This signed agreement finalizes the previously announced
successful bid by ExpressJet to replace flying done by other
United Express partner carriers whose contracts have expired.  An
additional 10 ERJ-145 aircraft, sourced from our Corporate
Aviation (charter) fleet, were added through an amendment to the
agreement and will begin operating for United Express on May 1,
2010.

ExpressJet ended January 2010 with ten aircraft in operation
for United Express.  ExpressJet expects this monthly fleet plan
for United Express for the first-half of 2010:

    Month    Aircraft Added  Total Operating as United Express
    -----    --------------  ---------------------------------
    February        6                        16
    March           6                        22
    April           0                        22
    May            10                        32
    June            0                        32

The agreement has an initial term of three years (expiring
April 30, 2013) for 11 aircraft and two years (expiring April 30,
2012) for the remaining 11 aircraft, and will have a renewal
option, at United's election, for additional periods up to a total
term of five years.

From May 2010 through December 2010, ExpressJet will fly up to 10
additional aircraft for United Express in the current ExpressJet
livery.  United will have the option to renew the operation of
these aircraft for up to four additional periods of not less than
thirty days per renewal period.  United must notify ExpressJet of
its intention to renew for the initial renewal period no later
than June 15th for the first six supplemental aircraft and August
15th for the remaining four additional aircraft.  In an effort to
provide United with increased flexibility, the amendment to the
agreement allows United to extend the renewal deadline for each
aircraft upon certain terms and conditions.  If the renewal option
is not exercised, the ten aircraft will be removed from service
and placed into the Corporate Aviation (charter) operation as
follows:

                 Potential Aircraft    Remaining Total
    Renewal Date       Removed       Operating as United Express
    ------------ ------------------  ---------------------------
    October 15            3                      29
    November 15           3                      26
    December 15           4                      22

ExpressJet expects that full-year block hours within its contract
flying segment should increase between 10% and 15% as a result of
this flying for United, and that run-rate expectations will be
established during third quarter 2010 after all airplanes are in
place and start-up costs, including paint, interior modifications
and aircraft positioning, are complete.  Future operating
statistics will be categorized as contract for reporting purposes
and revenues associated with United will be recorded as passenger
revenues.

As part of the agreement, on February 17, 2010, ExpressJet issued
a warrant to United for the purchase of 2.7 million shares of
common stock with an exercise price of $0.01 per share of common
stock.

                 UAL Corp. Has 2.7 Million Shares

In a Form 3 initial statement of beneficial ownership of
securities filed with the Securities and Exchange Commission on
February 17, 2010, United Air Lines, Inc. disclosed that it holds
a warrant to purchase 2,700,000 shares of ExpressJet Holdings,
Inc. common stock, par value $0.01 per share.

The Warrant will expire on the earlier of:

  (a) the time and date the warrant is exercised in full; and

  (b) 5:00 p.m. Central Standard Time, on the date of the
      expiration or earlier termination of a United Express
      Agreement dated December 1, 2009, between United and
      ExpressJet, provided that if the Agreement is terminated
      due to any default or breach of ExpressJet, the expiration
      date of the warrant is April 30, 2013

United directly owns the 2,700,000 shares of ExpressJet common
stock.  As UAL Corp., is the parent company of United, it has
indirect beneficial ownership in the 2,700,000 shares of
ExpressJet common stock.

                       About ExpressJet

ExpressJet Holdings operates several divisions designed to
leverage the management experience, efficiencies and economies of
scale present in its subsidiaries, including ExpressJet Airlines,
Inc. and ExpressJet Services, LLC.  ExpressJet Airlines serves 130
scheduled destinations in North America and the Caribbean with
approximately 1,100 departures per day.  Operations include a
capacity purchase agreement for Continental and United as well as
providing clients customized 41-seat and 50-seat charter options
(www.expressjet.com/charter); and supplying third-party aviation
and ground handling services.

                   About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.  (United Airlines
Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.


UAL CORP: Keen on Merger Talks with Continental
-----------------------------------------------
United Air Lines, Inc. Chairman and Chief Executive Officer Glenn
Tilton hinted in his interview with the Financial Times UK the
benefits of renewing merger talks with Continental Airlines,
citing that the market favored Delta Air Lines, Inc.' takeover of
Northwest Air Lines Corp.

Mr. Tilton stated that the market capitalization of Delta is
approximately twice the combined market capitalization of United
and Continental, FT notes.

However, Mr. Tilton does not see the prospect of an imminent
renewal of merger talks between United and Continental, which
ended in 2008, FT points out.

As previously reported, Continental President Jeff Smisek said
that Continental may revisit the idea of a merger with United
Airlines if Delta's acquisition of Northwest proves successful.
"I think my counterpart [at Continental] has spoken . . . So I
accept that as their position and we're taking full advantage of
our partner relationship," Mr. Tilton says, FT adds.

                   About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.  (United Airlines
Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.


UAL CORP: Names New Officers for Investor Relations
---------------------------------------------------
United Air Lines, Inc., has named Rohit Philip to the newly
created role of senior vice president ? Corporate Strategy and
Business Development, according to a company statement.

John R. Gebo was named vice president ? Financial Planning and
Analysis, succeeding Mr. Philip in that role.  Additionally, the
company named Tyler Reddien as managing director ? Investor
Relations, succeeding Mr. Gebo.

With almost 15 years at United, Mr. Philip has held numerous
leadership positions in finance and Mileage Plus, including
treasury, business development and strategic sourcing, and most
recently served as vice president ? Financial Planning and
Analysis.  In his new role, Mr. Philip will be responsible for the
company's strategic planning and business development efforts.  He
will report to Kathryn Mikells, executive vice president and chief
financial officer.

Mr. Gebo joined United in 2000 and has held several leadership
positions in financial planning, business management, operating
and capital budgets, and most recently served as managing director
? Investor Relations.  In his new role, Mr. Gebo will be
responsible for the company's financial analysis, financial
planning and budgeting, financial performance reporting and
investor relations functions.   He will report to Greg Taylor,
senior vice president ? Corporate Planning.

"Rohit and John have a deep understanding of our business and
importantly the work we are doing in finance to strengthen the
company and our competitive position," said Ms. Mikells.  "We look
forward to Rohit bringing his analytical, transactional and
capital market skills to his new role in strategy and business
development.  John's extensive experience in business planning and
knowledge of our relative financial performance will enable him to
hit the ground running in his new role, building on the work we
have done to improve our cost structure."

Mr. Reddien joined United in 2004 and has held numerous management
positions in finance, including financial planning, business
management and operating and capital budgets.  In his new role,
Mr. Reddien will be United's liaison to the financial analyst
community, working closely with United's investors.  He will
report to Mr. Gebo.

"I am very pleased to have Tyler leverage his financial experience
to continue the important role of strengthening United's
relationships with our investors," said Ms. Mikells.  "All three
of these moves serve to further strengthen our finance team by
broadening and leveraging the experience of our leaders."

All positions are effective immediately.

                   About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.  (United Airlines
Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.


UAL CORP: Targeting Balanced Fuel Hedging Program
-------------------------------------------------
United Air Lines, Inc., will stick to a more balanced fuel hedging
program this year in light of oil price volatility, Kathryn
Mikells, chief financial officer of UAL Corp., the parent company
of United, disclosed at the Reuters Travel and Leisure Summit.

Ms. Mikells said United expects oil prices to rise slightly from
current levels in 2010, Reuters reports.  Thus, United has hedged
nearly half of its fuel consumption for the year but has prepared
measures in case oil prices fall as what happened in 2008, Ms.
Mikells added, Reuters notes.

United has hedged 70% of its fuel consumption at a crude
equivalent price of 75% a barrel for the first quarter of 2010,
Reuters relates.  Five percent of United's fuel consumption is
hedged, according to the report.

Reuters notes that oil price volatility cost UAL $370 million in
cash losses on fuel hedges that settled in the fourth quarter of
2008.  Against this backdrop, Ms. Mikells states that United no
longer use 100% dollars.  Ms. Mikells says that buying some
straight call options in United's portfolio allows it to
participate in the upside opportunity should prices fall, Reuters
adds.

                   About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest air
carrier.  The airline flies to Brazil, Korea and Germany.

The Company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts.  Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors.  Judge Eugene R. Wedoff
confirmed a reorganization plan for United on Jan. 20, 2006.  The
Company emerged from bankruptcy on Feb. 1, 2006.  (United Airlines
Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.


UNO RESTAURANT: Closes Restaurant Shop in Kirkwood
--------------------------------------------------
Lisa Brown at St. Louis Business Journal reports that Uno
Restaurant Holdings Corp. has closed its Kirkwood location, in
Missouri, one of the locations it closed nationwide over the
weekend.

Boston, Massachusetts-based Uno Restaurant Holdings Corporation --
http://www.unos.com/-- includes 179 company-owned and franchised
full-service Uno Chicago Grill units located in 28 states, the
District of Columbia, Puerto Rico, South Korea, the United Arab
Emirates, Honduras, Kuwait, and Saudi Arabia.  The company also
operates a fast casual concept called Uno Due Go(R), a quick serve
concept called Uno Express, and a consumer foods division which
supplies airlines, movie theaters, hotels, airports, travel
plazas, schools and supermarkets with both frozen and refrigerated
private-label foods and branded Uno products.

The Company and 152 affiliates filed for Chapter 11 bankruptcy
protection on January 20, 2010 (Bankr. S.D.N.Y. Lead Case No.
10-10209).  The Company listed $100,000,001 to $500,000,000 in
assets and $100,000,001 to $500,000,000 in liabilities.


US CONCRETE: BlackRock Holds 5.63% of Common Stock
--------------------------------------------------
BlackRock Inc. disclosed that as of December 31, 2009, it may be
deemed to beneficially own 2,100,522 shares or roughly 5.63% of
the common stock of US Concrete Inc.

                       About U.S. Concrete

U.S. Concrete services the construction industry in several major
markets in the United States through its two business segments:
ready-mixed concrete and concrete-related products; and precast
concrete.  The Company has 125 fixed and 11 portable ready-mixed
concrete plants, seven precast concrete plants and seven producing
aggregates facilities.  During 2008 (including acquired volumes),
these plant facilities produced approximately 6.3 million cubic
yards of ready-mixed concrete and 3.5 million tons of aggregates.

At September 30, 2009, the Company had $425,208,000 in total
assets against $418,443,000 in total liabilities.  Retained
deficit was $264,072,000 at September 30, 2009.

                           *     *     *

As reported by the Troubled Company Reporter on February 24, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S. Concrete 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.


US CONCRETE: Dimensional Fund Advisors Holds 7.27% Stake
--------------------------------------------------------
Dimensional Fund Advisors LP disclosed that as of December 31,
2009, it may be deemed to beneficially own 2,714,582 shares or
roughly 7.27% of the common stock of US Concrete Inc.

                       About U.S. Concrete

U.S. Concrete services the construction industry in several major
markets in the United States through its two business segments:
ready-mixed concrete and concrete-related products; and precast
concrete.  The Company has 125 fixed and 11 portable ready-mixed
concrete plants, seven precast concrete plants and seven producing
aggregates facilities.  During 2008 (including acquired volumes),
these plant facilities produced approximately 6.3 million cubic
yards of ready-mixed concrete and 3.5 million tons of aggregates.

At September 30, 2009, the Company had $425,208,000 in total
assets against $418,443,000 in total liabilities.  Retained
deficit was $264,072,000 at September 30, 2009.

                           *     *     *

As reported by the Troubled Company Reporter on February 24, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S. Concrete 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.


US CONCRETE: Lenders Amend Facility, Grant Waiver Until May 1
-------------------------------------------------------------
U.S. Concrete, Inc., effective as of February 19, 2010, entered
into an amendment and waiver to its Amended and Restated Credit
Agreement, dated June 30, 2006, which provides the Company with a
revolving credit facility.

The principal terms amended were:

     -- reducing the facility size from $150 million to
        $90 million;

     -- increasing the pricing on drawn revolver loans from the
        current Eurodollar-based rate plus 2.25% to LIBOR plus
        4.00% and eliminating the availability-based pricing grid,
        and increasing the commitment fees on the unused portion
        of the facility from 0.25% to 0.75%;

     -- temporarily reducing the minimum availability trigger at
        which the Company must maintain a minimum fixed charge
        coverage ratio of 1.0 to 1.0 from $25 million to (i) from
        the effective date of the Amendment through March 10, 2010
        (or such earlier date on which the Company elects to
        deliver the first weekly borrowing base certificate),
        $22.5 million and (ii) thereafter through April 30, 2010,
        $20 million, in each case, such amount to revert back to
        $25 million upon the earlier of (i) the Company's delivery
        of notice to the lenders of its intent to make payment on
        the 8-3/8% Senior Subordinated Notes due 2014 or any other
        subordinated debt and (ii) May 1, 2010;

     -- implementing permanent cash dominion by the lenders over
        the deposit accounts of the Company and guarantors,
        subject to exceptions for specific accounts and threshold
        dollar amounts;

     -- modifying the borrowing base formula to include a
        $20 million cap on the value of concrete trucks and mixing
        drums to be included in the borrowing base;

     -- increasing the borrowing base reporting to a weekly basis;

     -- waiving the solvency representation and warranty through
        April 30, 2010;

     -- permitting the Company to prepay or redeem the Notes with
        the proceeds of permitted subordinated debt or an equity
        issuance, but not cash;

     -- modifying certain negative covenants including, among
        other things: (i) eliminating the general restricted
        payments, lien and investment baskets; (ii) adding new
        restrictions on the Company's ability to sell or incur
        liens on certain assets, including owned real property of
        the Company and its subsidiaries; (iii) adding new
        restrictions on the Company's ability to form, acquire or
        enter into any new joint venture or partnership or create
        any new foreign subsidiary; (iv) reducing the basket for
        permitted debt of the Michigan joint venture from
        $20 million to $17.5 million; (v) limiting investments by
        the Company and its subsidiaries in the Michigan joint
        venture to $2.25 million in any fiscal quarter and
        $5 million for the remaining term of the Credit Agreement;
        and (vi) limiting the Company's ability to consummate
        permitted acquisitions and incur or assume debt at the
        time the acquisition is consummated; and

     -- adding a new event of default under the Credit Agreement
        if the Company or any of its domestic subsidiaries
        contests the enforceability of the subordination
        provisions relating to the Notes and any other
        subordinated debt, or if such debt fails to remain
        subordinated to the Credit Agreement.

The Company also agreed to conduct bi-weekly telephone or in-
person conferences with the lenders, provide the lenders with
certain notices and deliverables with respect to the Notes and any
other subordinated debt and, within 10 days following the
effective date of the Amendment, to engage a financial advisor.

The Company has retained Lazard Freres & Co. LLC and AlixPartners,
as financial advisors, and Kirkland & Ellis LLP, as legal advisor.

The Company also obtained (i) a permanent waiver by the lenders of
any default or event of default arising under the Credit Agreement
as a result of the Borrower's delivery of its 2009 fiscal year
financials with a "going concern" opinion or similar qualification
and (ii) a temporary waiver by the lenders through April 30, 2010,
of any default or event of default arising under the Credit
Agreement as a result of the Company's failure to make its
regularly scheduled interest payments under the Notes.

The members of the lending consortium and their commitments are:

                                           Revolving Credit
          Lender                           Commitment ($)
          ------                           ----------------
          Citicorp North America, Inc.          $16,800,000
          Bank of America, N.A.                 $16,800,000
          JPMorgan Chase Bank N.A.              $16,800,000
          Branch Banking and Trust Co.          $16,140,000
          Capital One, N.A.                     $10,740,000
          Comerica Bank                          $6,720,000
          Wells Fargo Bank, N.A.                 $6,000,000
                                           ----------------
               Total                            $90,000,000

A full-text copy of Amendment No. 4 and Waiver to Amended and
Restated Credit Agreement, dated February 19, 2010, among U.S.
Concrete, Inc., Citicorp North America Inc., Bank of America,
N.A., JPMorgan Chase Bank, N.A. and the Lenders and Issuers
named therein, is available at no charge at:

                  http://ResearchArchives.com/t/s?55f7

                       About U.S. Concrete

U.S. Concrete services the construction industry in several major
markets in the United States through its two business segments:
ready-mixed concrete and concrete-related products; and precast
concrete.  The Company has 125 fixed and 11 portable ready-mixed
concrete plants, seven precast concrete plants and seven producing
aggregates facilities.  During 2008 (including acquired volumes),
these plant facilities produced approximately 6.3 million cubic
yards of ready-mixed concrete and 3.5 million tons of aggregates.

At September 30, 2009, the Company had $425,208,000 in total
assets against $418,443,000 in total liabilities.  Retained
deficit was $264,072,000 at September 30, 2009.

                           *     *     *

As reported by the Troubled Company Reporter on February 24, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S. Concrete 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.


US CONCRETE: Rutabaga Capital Holds 5.47% of Common Stock
---------------------------------------------------------
Rutabaga Capital Management disclosed that as of December 31,
2009, it may be deemed to beneficially own 2,042,472 shares or
roughly 5.47% of the common stock of US Concrete Inc.

                       About U.S. Concrete

U.S. Concrete services the construction industry in several major
markets in the United States through its two business segments:
ready-mixed concrete and concrete-related products; and precast
concrete.  The Company has 125 fixed and 11 portable ready-mixed
concrete plants, seven precast concrete plants and seven producing
aggregates facilities.  During 2008 (including acquired volumes),
these plant facilities produced approximately 6.3 million cubic
yards of ready-mixed concrete and 3.5 million tons of aggregates.

At September 30, 2009, the Company had $425,208,000 in total
assets against $418,443,000 in total liabilities.  Retained
deficit was $264,072,000 at September 30, 2009.

                           *     *     *

As reported by the Troubled Company Reporter on February 24, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S. Concrete 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.


US FIDELIS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: US Fidelis, Inc.
          fdba National Auto Warranty Services, Inc.
          fdba Dealer Services, Inc.
        100 Mall Parkway
        Wentzville, MO 63385

Bankruptcy Case No.: 10-41902

Chapter 11 Petition Date: March 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Judge: Charles E. Rendlen III

Debtors' Counsel: Robert E. Eggmann, Esq.
                  Lathrop & Gage
                  7701 Forsyth Boulevard, Suite 400
                  Clayton, MO 63105
                  Tel: (314) 613-2800
                  Fax : (314) 613-2801
                  Email: reggmann@lathropgage.com

Estimated Assets: $50,000,001 to $100,000,000

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

According to the schedules, the Company has assets of $74,386,836,
and total debts of $25,770,655.

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/moeb10-41902.pdf

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Absolute Comfort Systems,  Trade Debt             $23,385
LLC

American Service Group     Trade Debt             $36,767

Barklage, Brett,           Trade Debt             $8,780
Wibbenmeyer & Hamil, P

Bryan Cave., LLP           Trade Debt             $155,462

Capital Assurance RRG      Trade Debt             $100,000
Dealer Account
CARRG (In Receivershi)

Coleman Consultig          Trade Debt             $8,193

Direct Response Media      Trade Debt             $7,259,655
Inc
489 Devon Park Dr.,
Ste. 306
Wayne, PA 19087

Document & Network         Trade Debt             $7,840
Technologies, Inc.

Eckenrode-Maupin           Trade Debt             $33,196

Gibbes Burton, LLC         Trade Debt             $17,107
Attn: Frank Gibbes

iProspect.com, Inc.        Trade Debt             $63,000
The Arsenal on the Charles

MagicDust Television       Trade Debt             $17,000

Monty Veasey & Company     Trade Debt             $30,000

OCE, Inc.                  Trade Debt             $22,732

Rhoderick Beery            Judgement creditor     $2,000,000
6820 Shadow Ridge Road
Lincoln, NE 68512

Rusty Wallace Racing       Trade Debt             $535,439
149 Knob Hill Road
Mooresville, NC 28117

St. Charles County         Personal property      $91,405
Collector                  taxes

The Ashcroft Law Firm      Trade Debt             $668,599
100 Main Street
Suite 2600
Kansas City, MO 64105

TPG-The Peter Group, Inc.  Trade Debt             $140,747

Westplex Enews             Trade Debt             $15,000

The petition was signed by Scott Eisenberg, the company's chief
restructuring officer.


VION PHARMACEUTICALS: Wins Court Nod for Creditor Vote
------------------------------------------------------
Bloomberg News reports that Vion Pharmaceuticals Inc. is sending
its proposed liquidating after it obtained approval of the
explanatory disclosure statement.

The plan proposes to give holders of about $69.2 million in
unsecured claims a recovery of between 13% and 17%.  The Company
has no secured debt.

The Debtor will present the Plan for confirmation at a hearing
scheduled for April 6.

New Haven, Connecticut-based Vion Pharmaceuticals Inc. is a
developer of cancer drug therapies.  Vion Pharmaceuticals filed
for Chapter 11 bankruptcy protection on December 17, 2009 (Bankr.
D. Del. 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.  Roth Capital Partners, LLC,
assisted the Debtor with the sale of all or key assets during the
Chapter 11 proceeding.  The Company listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


VISTEON CORP: Donald Smith Now Has 0% Stake
-------------------------------------------
Donald Smith & Co., Inc., disclosed with the U.S. Securities and
Exchange Commission on February 11, 2010, that it beneficially own
0 shares of Visteon Corp. common stock.

                        About Visteon Corp.

Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers.  The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany.  It has facilities in 27 countries and employs roughly
35,500 people.  The Company has assets of $4,561,000,000 and debts
of $5,311,000,000 as of March 31, 2009.

Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818).  Judge Christopher S. Sontchi oversees the
Chapter 11 cases.  James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts.  Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel.  The Debtors' investment banker and financial
advisor is Rothschild Inc.  The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC.  The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.

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


VONAGE HOLDINGS: Earns $4.4 Million for Fourth Quarter
------------------------------------------------------
Vonage Holdings Corp. reported results for the fourth quarter and
full year ended December 31, 2009.  The Company incurred
$4.4 million net income for the three months ended Dec. 31, 2009,
compared with $40.9 million net loss for the same period a year
ago.

                           Full Year 2009

Vonage reported net income excluding adjustments of $3 million or
$0.02 per share, an increase of $37 million or $0.24 per share
versus 2008.  GAAP net loss of $43 million was driven by
$46 million in non-cash charges related to convertible debt, as
the price of the Company's stock increased.

Adjusted EBITDA was $119 million, more than double the $54 million
reported in 2008.  The Company generated income from operations of
$57 million.  This is an improvement of $64 million from the prior
year.  Total revenue of $889 million declined by $11 million from
2008 as a result of the elimination of upfront shipping and
equipment fees; service revenue was flat.  Average revenue per
subscriber increased each quarter throughout the year, as pricing
and promotional mix improved.

Marc Lefar, Vonage Chief Executive Officer, said, "In many ways,
2009 was a remarkable year for Vonage. During the past year, we
upgraded our value proposition, enhanced the customer experience,
reduced costs and better positioned the Company for future growth
-- this has been a breakthrough financial year.  Although we faced
considerable challenges due to the economy, competition and
wireless substitution, we are stronger and more vibrant than
ever."

"2009 marks the first year generating net income excluding
adjustments. Adjusted EBITDA more than doubled.  And, revenues per
subscriber have increased while we reduced selling, general and
administrative expenses by double-digit percentages."

"Improvements in call quality, increased customer satisfaction and
the introduction of Vonage World drove a reduction in churn. At
year-end, churn was at its lowest level since the second quarter
of 2007."

"We launched Vonage World for Mobile during the fourth quarter,
enabling customers to make unlimited international calls on
cellular and wi-fi for a low flat monthly rate.  And, we now have
a rich product pipeline to drive growth and value creation in 2010
and beyond."

                         Fourth Quarter 2009

The Company generated net income of $4 million or $0.02 per share.
This is an improvement of $45 million from a loss in the fourth
quarter of 2008 and $59 million, sequentially.  Net income
excluding adjustments associated with the Company's convertible
debt was $5 million, an increase of $16 million from the year ago
quarter and flat sequentially.

For the fourth quarter of 2009, Vonage reported record adjusted
EBITDA of $34 million.  This was an increase of $14 million from
the year ago quarter and $1 million sequentially.  Revenue of
$224 million increased from $222 million year-over-year and
sequentially.  Income from operations increased to $19 million, up
$16 million from the year ago quarter and $1 million sequentially.

Average revenue per user increased to $30.54 from $28.33 in the
year ago quarter and $29.89 sequentially.  Telephony services ARPU
increased to $29.84 from $27.28 reported a year ago and $29.16
sequentially, reflecting changes to the Company's pricing and
promotional strategies and an increase in the number of customers
taking higher priced rate plans.

As expected, direct cost of telephony services increased in part
due to higher international call volume as more customers signed
up for Vonage World.  On a per line basis, the cost of telephony
services increased to $7.96 from $7.22 in the prior year and $7.02
sequentially.

Direct cost of goods sold was $17 million, down from $18 million
in the year ago and sequential quarters on lower subscriber lines.
Direct margins3 of 66% were flat when compared to year ago quarter
and down sequentially from 69%.

Selling, general and administrative expense was $63 million, down
$6 million from the year ago quarter as the Company benefited from
cost management and operating efficiencies.  SG&A was flat
sequentially.

Pre-marketing operating income increased to $99 million, up
$7 million from the fourth quarter of 2008 and down $4 million
sequentially.  PMOI per line was $13.50, up from $11.70 in the
year ago quarter and down from $13.89 sequentially.

Marketing expense was $53 million, down from $62 million in the
fourth quarter of 2008 and $57 million sequentially.  Subscriber
line acquisition cost declined to $281 from $309 in the prior year
and $301 sequentially.

Churn declined significantly to 2.8% from 3.4% sequentially,
driven by customer service initiatives put in place over the past
year, new product and service offerings such as Vonage World, and
improvements in network quality.  The Company narrowed net line
losses to 10,000 from 50,000, sequentially, and finished the year
with 2.4 million lines in service.

As of December 31, 2009, cash and cash equivalents were
$32 million and restricted cash increased to $44 million.  As
expected, capital and software expenditures increased in the
quarter due to the timing of investments in new billing and other
systems capabilities.  Total capital and software costs were
$23 million.

The Company expects to deliver revenue growth driven by new
product launches and mobile applications, and expects stable to
slightly growing adjusted EBITDA in 2010.

A full-text copy of the Company's annual report on Form 10-k is
available for free at http://ResearchArchives.com/t/s?55e1

                      About Vonage Holdings

Based in Holmdel, New Jersey, Vonage Holdings Corp. is a
technology company that leverages software to enable high-quality
voice and messaging services across multiple devices and locations
over broadband networks.  Vonage's technology serviced roughly
2.45 million subscriber lines as of September 30, 2009.  While
customers in the United States represented 94% of Vonage's
subscriber lines at September 30, 2009, the Company also serves
customers in Canada and in the United Kingdom.

At September 30, 2009, Vonage had $317,751,000 in total assets
against $419,681,000 in total liabilities, resulting in
stockholders' deficit of $101,930,000.  At December 31, 2008, the
Company had stockholders' deficit of $90,742,000.  The Company's
September 30 balance sheet showed strained liquidity: The Company
had $129,369,000 in total current assets against $152,009,000 in
total current liabilities.


WASHINGTON MUTUAL: Former Employees "Forced" by JPM to Sell Shares
------------------------------------------------------------------
JPMorgan Chase & Co. is "forcing" 32,800 former Washington Mutual
Bank employees in the United States to sell their WMB shares as
the two banks' retirement plans are to be merged, the Puget Sound
Business Journal reports, citing an e-mail it obtained from
JPMorgan.

If former WMB employees don't cash out of the stock on their own
by March 22, 2010, JPMorgan will liquidate the shares in their
401(k) accounts and transfer the balance to their new JPMorgan
accounts, according to the report.

JPMorgan spokeswoman Darcy Donahoe-Wilmot confirmed that JPMorgan
is just trying to move all employees into the same 401(k) plan.
"By being a part of that, [WMB stock] is not offered in their
portfolio," she told the newspaper.

Former WMB employees perceive that selling their shares may
forfeit their claims to billions of dollars in assets which make
up the core of disputes in Washington Mutual, Inc.'s Chapter 11
cases.  A former WMB employee who refused to be identified told
the Puget Sound Business Journal he is looking at the possibility
of "a settlement" when the shares will have value someday.

                     About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.  The Company
operates in four segments: the Retail Banking Group, which
operates a retail bank network of 2,257 stores in California,
Florida, Texas, New York, Washington, Illinois, Oregon, New
Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and
Connecticut; the Card Services Group, which operates a nationwide
credit card lending business; the Commercial Group, which conducts
a multi-family and commercial real estate lending business in
selected markets, and the Home Loans Group, which engages in
nationwide single-family residential real estate lending,
servicing and capital markets activities.

Washington Mutual Bank was taken over September 25 by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  Wamu owns
100% of the equity in WMI Investment.  Weil Gotshal & Manges
represents the Debtors as counsel.  When WaMu filed for protection
from its creditors, it listed assets of $32,896,605,516 and debts
of $8,167,022,695.  WMI Investment listed assets of $500,000,000
to $1,000,000,000 with zero debts.

Bankruptcy Creditors' Service Inc. publishes Washington Mutual
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Washington Mutual Inc. (http://bankrupt.com/newsstand/or
215/945-7000).


XERIUM TECHNOLOGIES: Said to Seek Loans for Prepackaged Bankruptcy
------------------------------------------------------------------
Xerium Technologies Inc. is seeking a debtor-in-possession loan
that will later convert into exit financing, Bloomberg News
reports, citing an unidentified person familiar with the
discussions.

Xerium, according to Bloomberg News, has said it is considering a
prepackaged bankruptcy filing.

Bloomberg News, citing the person, said Citigroup Inc. was
scheduled to meet with lenders March 2 to discuss a possible $20
million revolving line of credit and a $60 million term loan.  The
debtor-in-possession loans will have a maximum duration of four
months.  Within that period, when Xerium exits Chapter 11, the
debt converts into exit financing.  The revolver's maturity would
change to three years and the term loan's to four and a half
years.

According to Bloomberg, citing the same person, lenders on both
loans will be paid 4.5 percentage points more than the London
interbank offered rate with a 2% Libor floor.

                     About Xerium Technologies

Xerium Technologies, Inc., claims to be a leading global
manufacturer and supplier of two types of consumable products used
primarily in the production of paper: clothing and roll covers.
With 32 manufacturing facilities in 13 countries around the world,
Xerium has approximately 3,300 employees.


XERIUM TECHNOLOGIES: Commences Solicitation on Debt Restructuring
-----------------------------------------------------------------
Xerium Technologies, Inc., has commenced a solicitation of lender
votes for a comprehensive restructuring of its debt.  The proposed
restructuring reflects an agreement in principle supported by the
steering committee of lenders under the Company's senior secured
credit facility and the parties to the Company's swap termination
agreements that would result in a reduction of approximately
$150 million of the Company's debt and is intended to strengthen
its long-term financial health.

Under the restructuring, approximately $620 million of existing
obligations would be exchanged for $10 million in cash,
$410 million in new term loans maturing in 2015, and approximately
82.6% of the common stock of Xerium.  Existing shareholders would
retain a meaningful minority equity ownership interest in the
Company of approximately 17.4% of the common stock and would
receive warrants to purchase up to an additional 10% of the common
stock.  In addition, the Company would enter into a new
$80 million secured revolver and term loan credit facility.

The Company has been informed that the proposal is supported by
lenders holding over a majority of the Company's credit facility
obligations and the Company is soliciting the approval of all its
lenders.  "While there can be no assurance we will obtain the
unanimous support of our lenders for the restructuring required
for implementation without court supervision, we expect that this
solicitation process will yield the support we would need to
quickly and successfully implement the proposed restructuring
through a prepackaged plan of reorganization under chapter 11 of
the U.S. Bankruptcy Code that, we believe, will preserve
meaningful continuing equity value," commented Stephen R. Light,
Xerium's Chairman, CEO and President.

"Also, as we have previously stated, the framework of this
restructuring is consistent with our three-part operating
strategy, launched in early 2008; reducing our debt load,
introducing new products that our customers value and maximizing
the contribution of our employees," said Mr. Light.  "I am pleased
with the results of our constructive discussions with our lenders.
We will continue to work diligently with them to make this process
as smooth as possible for all parties and to complete the
restructuring in an expedited manner.  As a balance sheet-only
restructuring, the proposed transaction anticipates that all
suppliers will receive all amounts owed to them in the normal
course of business.  Once we've completed this process, we believe
we'll be well positioned to compete successfully in our served
markets."

The Company will seek votes from lenders party to the Company's
senior secured credit facility and from the parties to its swap
termination agreements.  Votes are not being solicited from the
holders of any shares of the Company's outstanding common stock.
The solicitation period is currently set to expire at 4:00 p.m.
(Eastern Time) on March 22, 2010.  All votes must be received by
The Garden City Group, Xerium's voting agent, before the deadline.

While Xerium would seek to maintain its public listing status on
the NYSE throughout this process, there can be no assurances that
this will be possible.  The Company is operating under an NYSE-
approved plan to address quantitative non-compliance with certain
NYSE listing requirements.  If the proposed restructuring is
completed, Xerium expects that the Company's quantitative non-
compliance would also be successfully addressed within the
timeframes required under NYSE rules.

                   About Xerium Technologies

Xerium Technologies, Inc., is a leading global manufacturer and
supplier of two types of consumable products used primarily in the
production of paper: clothing and roll covers.  The Company, which
operates around the world under a variety of brand names, utilizes
a broad portfolio of patented and proprietary technologies to
provide customers with tailored solutions and products integral to
production, all designed to optimize performance and reduce
operational costs.  With 32 manufacturing facilities in 13
countries around the world, Xerium has approximately 3,300
employees.


ZACK DAVIDSON: Files for Chapter 7 Bankruptcy
---------------------------------------------
Margaret Jackson at The Denver Post reports that Zack Davidson
filed for Chapter 7 bankruptcy because the Chapter 11 filing of
his 7677 East Berry Associates LP does not protect him from his
extensive liability under his personal guaranties for each of the
loans on the Landmark luxury condominiums in Greenwood Village.

Mr. Davidson said his Chapter 7 bankruptcy will not affect the
Chapter 11 reorganization or $30 million financing loan with Hypo
Real Estate, Ms. Jackson notes.

Zack Davidson is a property developer.


ZAYAT STABLES: Made $600,000 in Loans to Illegal Bookers
--------------------------------------------------------
According to BloodHorse.com, Zayat Stable LLC made loans of more
than $600,000 in aggregate to Jeffrey and Michael Jelinsky who are
both serving prison sentences of 15 months and 21 months,
respectively, for illegal bookmaking in 2009.

Hackensack, New Jersey-based Zayat Stables owns of 203
thoroughbred horses.  The horses, which are collateral for the
bank loan, are worth $37 million, according an appraisal mentioned
in a court paper.  Ahmed Zayat said in a court filing that he
personally invested $40 million in the business.

The Company filed for Chapter 11 bankruptcy
protection on February 3, 2010 (Bankr. D. N.J. Case No. 10-13130).
The Company listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


* FDIC Offers $1.8 Billion of Notes Tied to Home Loans
------------------------------------------------------
Sharon L. Lynch at Bloomberg News reports that the Federal Deposit
Insurance Corp. is offering to sell $1.8 billion of guaranteed
notes backed by home mortgages from banks seized by regulators.

The securities are tied to fixed-rate and adjustable-rate
mortgages, according to the preliminary offering, which is being
assisted by Barclays Capital Inc.  "A majority of the underlying
transactions have experienced significant delinquencies and
realized losses," according to the prospectus.

During 2009, a total of 140 FDIC-insured institutions with assets
of $169.7 billion failed, at an estimated cost of $37.4 billion to
the Federal Deposit Insurance Corp.'s insurance fund.

The FDIC has said that the number of institutions on its "Problem
List" rose to 702 at the end of 2009, from 552 at the end of the
third quarter and 252 at the end of 2008.


* S&P Says Downgrades & Defaults to Wane from Near-Record Highs
---------------------------------------------------------------
Standard & Poor's investment-grade composite spread remained
unchanged on Friday, February 26, at 190 basis points (bps), while
its speculative-grade counterpart expanded 4 bps to 649 bps.  By
rating, the 'AA' spread widened one basis point to 137 bps; 'A'
and 'BBB' remained unchanged at 165 bps and 226 bps, respectively;
'BB' expanded 2 bps to 468 bps; 'B' widened 5 bps to 670 bps; and
'CCC' expanded 6 bps to 999 bps.

Most of the industry spreads remained unchanged, with financial
institutions, industrials, utilities, and telecommunications
remaining at Thursday's levels of 298 bps, 330 bps, 188 bps, and
305 bps, respectively.

Banks expanded marginally by one basis point to 269 bps.
Since their record highs in December 2008, the investment-grade
and speculative-grade spreads have tightened in the range of their
five-year moving averages of 197 bps and 570 bps, respectively.
This is partially attributable to a rough 18% increase in both the
moving averages since the beginning of 2009.  But, it also
reflects a recent optimistic sentiment in the credit markets--
particularly the expectations for downgrades and corporate
defaults to wane from their current near-record highs and an
apparent stabilization in credit quality.  S&P expects credit
spreads to compress further, especially for nonfinancials, as the
decoupling of systemic to idiosyncratic risk continues to
normalize credit pricing.  However, financials might remain
volatile because of uncertainty regarding loan losses and some
banks' ability to raise capital without government support.

Standard & Poor's, a subsidiary of The McGraw-Hill Companies
(NYSE:MHP) -- http://www.standardandpoors.com/-- is the world's
foremost provider of independent credit ratings, indices, risk
evaluation, investment research, and data. With approximately
10,000 employees, including wholly owned affiliates, located in 23
countries and markets, Standard & Poor's is an essential part of
the world's financial infrastructure and has played a leading role
for more than 140 years in providing investors with the
independent benchmarks they need to feel more confident about
their investment and financial decisions.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

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 21, 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 ***