TCR_Public/100407.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, April 7, 2010, Vol. 14, No. 95

                            Headlines

1033 OCEAN: Chapter 11 Case Summary & Unsecured Creditor
20 BAYARD VIEWS: Plan Offers 5% Recovery for Unsecured Creditors
ABS INVESTMENTS: Case Summary & 3 Largest Unsecured Creditors
AIG BAKER: Voluntary Chapter 11 Case Summary
AMERICAN RESIDENTIAL: S&P Assigns 'B' Corporate Credit Rating

AMERISERV FINANCIAL: Fitch Affirms Issuer Default Rating at 'BB'
ANNIE LEIBOVITZ: Sued for Failure to Pay Fees in Financing Deal
ARES CAPITAL: Fitch Upgrades Issuer Default Rating From 'B+'
ASHFORD HOSPITALITY: Extends Maturity of $157 Million Loan
ASIA8 INC: Recurring Losses Prompt Going Concern Doubt

AZTK, LLC: Voluntary Chapter 11 Case Summary
AZIZ MOHAMMED: Voluntary Chapter 11 Case Summary
BANK OF AMERICA: Extends CARD Act Protections to Small Business
BAY NATIONAL: Going Concern Doubt Raised as Bank Under OCC Action
BEAR ISLAND: Has Final $140 Million Financing Approval

BERNARD MADOFF: John Malkovich Seeks $2.3 Million From Trustee
BERNARD MADOFF: Owes $984,280 in Sales Tax to New York State
BIO-KEY INT'L: Inks Employment Deal with CEO DePasquale
BIO-KEY INT'L: Trellus Management Holds 5.20% of Common Stock
BIV RETAIL: Foreclosure Sale to Close by Month's End

BLACK CROW: Court Denies GE Capital's Case Dismissal Request
BLUERIDGE VENTURES: Case Summary & 3 Largest Unsecured Creditors
BRACOL HOLDING: S&P Affirms 'B-' Corporate Credit Rating
BUCKINGHAM FINANCIAL: Case Converted to Chapter 7 Liquidation
CABERNET HOLDINGS: Case Summary & 20 Largest Unsecured Creditors

CAPMARK FINANCIAL: Nears Mexican Asset Sale for $18.25MM
CCS MEDICAL: GE Capital Provides $35 Million Credit Facility
CEMEX ESPANA: Fitch Assigns 'B+/RR3' Rating on Senior Notes
CENTRAL METAL: Gets Interim Nod to Use Cash Collateral
CF INDUSTRIES: S&P Assigns Corporate Credit Rating at 'BB+'

CIT GROUP: Ex-CEO Jeff Peek's Total Pay Down 76% in 2009
CMGT INC: Mayer Brown Off Hook For $17M Malpractice Claim
COBALIS CORP: Board Commits to Return to Fully Reporting Status
CONNECTICUT AVENUE: Pushes to Sell Days Hotel to Another Buyer
D & M BARTON: Case Summary & 2 Largest Unsecured Creditors

DAIS ANALYTIC: Cross Fernandez Raises Going Concern Doubt
DAVID WEBB: Plan Exclusivity Extended Until May 4
DETROIT, MICHIGAN: Research Group Report Examines Fiscal Condition
DJA, CORP: Case Summary & 20 Largest Unsecured Creditors
DICIRCOLO FAMILY: Case Summary & 4 Largest Unsecured Creditors

DON WILLIS: Case Summary & 20 Largest Unsecured Creditors
DOWNEY REGIONAL: Signs Letter of Intent With Presbyterian
EAU TECHNOLOGIES: Posts $3,425,708 Net Loss for 2009
EL POLLO: S&P Assigns Unsolicited 'B-' Corporate Credit Rating
ELEPHANT TALK: Posts $17.3 Million Net Loss for 2009

EMPIRE CENTER: Interest Holders to Fund Payment of Unsecureds
EMPIRE DISTRICT: Fitch Affirms Ratings on Preferred Stock at 'BB+'
ENERGY FUTURE: Fitch Downgrades Issuer Default Rating to 'B-'
EPIX PHARMACEUTICALS: To Auction MRI Imaging Intellectual Assets
EPV SOLAR: Creditors Panel Asks Court to Convert Case to Ch 7

EQUA-CHOR INC: Increased Profits & Successful Initiatives for 2009
ERICKSON RETIREMENT: Files Staffing Report for March 2010
FLEETWOOD ENTERPRISES: US Trustee, Others Knock Disclosure
FOXLAND CLUB: Case Summary & 3 Largest Unsecured Creditors
FUNDAMENTAL PROVISIONS: Wants to Sell Port Vincent Property

GENERAL GROWTH: Fairholme Funds to Buy Equity for $2.685-Bil.
GENERAL MARITIME: S&P Downgrades Corporate Credit Rating to 'B+'
GENERAL MOTORS: Pressured by Republicans on Delphi Pensions
GENERAL MOTORS: Buick and GMC Sales Hike in March 2010
GERALD HELLINE: Case Summary & 20 Largest Unsecured Creditors

GERMANTOWN SETTLEMENT: Voluntary Chapter 11 Case Summary
GLADE SPRINGS: Greenbrier Owner Acquires 92.5% Stake
GLOBAL ASSOCIATES: Case Summary & 9 Largest Unsecured Creditors
GMAC INC: Selected as Preferred Retail Finance Provider for Thor
GMAC INC: Sells Factoring Business to Wells Fargo

GOLDEN EAGLE INT'L: Delays Filing of 2009 Annual 10-K Report
GOLDEN EAGLE INT'L: Reverse Stock Split to Take Effect April 15
GOLDSPRING INC: Delays 2009 Annual Report on Form 10-K
GRANT FOREST: Chapter 15 Case Summary
GREENBRIER HOTEL: Owner Acquires 92.5% Stake in Glade Springs

HAM'S RESTAURANTS: Shuts Down Original Friendly Avenue Location
HEARTSOUTH PLLC: Case Summary & 20 Largest Unsecured Creditors
HESAMEDDIN PAKDEL: Voluntary Chapter 11 Case Summary
HOLLYWOOD MOTION: Files Bankruptcy Exit Plan
HONOLULU SYMPHONY: Intends to Emerge with Reduced Budget

HOTELS UNION: Dekabank Deutsche Asks Court to Dismiss Case
IMPERIAL CAPITAL: Hearing on Exclusive Periods Set for April 15
IMPEVA LABS: Files Ch. 11 to Consummate Sale of Assets to ARINC
INTERNATIONAL FUEL: BDO Seidman Raises Going Concern Doubt
INTERNATIONAL LEASE: Fitch Rates $2.75 Bil. Senior Notes at 'BB'

JAMES PICKARD: Case Summary & 12 Largest Unsecured Creditors
JEFFREY LEE: Voluntary Chapter 11 Case Summary
JOHN ROCCO: Voluntary Chapter 11 Case Summary
JOHN WAYNE PIZZA: Voluntary Chapter 11 Case Summary
JONES SODA: Posts $10.5 Million Net Loss for 2009

KAINOS PARTNERS: Dunkin Donuts Buys Franchised Stores
KAISER ALUMINUM: Files Shelf Registration Statement for VEBA Trust
KINGS LANDING: Case Summary & 3 Largest Unsecured Creditors
LEVI STRAUSS: Fitch Affirms Issuer Default Rating at 'BB-'
MACATAWA BANK: Crowe Horwath Raises Going Concern Doubt

MACROSOLVE INC: Hood Sutton Raises Going Concern Doubt
MARSHALL ASMAR: Case Summary & 20 Largest Unsecured Creditors
MEDICAL CONNECTIONS: De Meo Young Raises Going Concern Doubt
MEGA BRANDS: Moody's Cuts Probability of Default Rating to 'D'
MEI KNIGHT: Case Summary & 12 Largest Unsecured Creditors

MERIDIAN RESOURCE: Adjourns Special Meeting of Shareholders
MSGI SECURITY: Issues $650,000 Promissory Notes to Investors
NASHVILLE SENIOR: Appeals Panel Denies Request to Retain Venable
NATIONAL HOME CENTERS: Stock Building Closes Purchase of Assets
NEWLAND INTERNATIONAL: Moody's Cuts Sr. Secured Rating to 'B2'

NEW YORK RACING: Racing Industry Rallies for New Casino Operator
NEXSTAR FINANCE: Moody's Upgrades Corporate Family Rating to 'B3'
NOVA BIOSOURCE: Proposes to Raise Financing by $200,000
NUMMI: Shuts Down Manufacturing at 25-Year Old Plant
N.Y.C. OFF-TRACK: Four Racetracks Named to Creditors Committee

N.Y.C. OFF-TRACK: New York Racing Appeals Chapter 9 Approval
ORLEANS HOMEBUILDERS: Objects to Homeowner's Request for Trustee
OXIS INTERNATIONAL: Recurring Losses Prompt Going Concern Doubt
PACIFICHEALTH LABORATORIES: Weiser LLP Raises Going Concern Doubt
PALI HOLDINGS: Case Summary & 20 Largest Unsecured Creditors

PALLADON VENTURES: Sends Letter to Shareholders on Recent Updates
PARK SEED: Files for Chapter 11 Bankruptcy Protection
RAMSEY HOLDINGS: Gets Final OK to Access Prepetition Lenders' Cash
PATHEON INC: Moody's Assigns 'B1' Rating on Senior Secured Notes
PATHEON INC: S&P Affirms 'B+' Corporate Credit Rating

PHILIPPS-VAN HEUSEN: Gets Early Termination of HSR Waiting Period
POSITRON CORP: Delays Filing of 2009 Annual Report on Form 10-K
PRWIRELESS INC: S&P Assigns Corporate Credit Rating at 'B'
RADIATION THERAPY: Moody's Affirms 'B2' Corporate Family Rating
RADIATION THERAPY: S&P Affirms 'B' Corporate Credit Rating

RANDALL STEWART: Voluntary Chapter 11 Case Summary
REGENT COMMS: Balks at Resilient Request for Equity Panel
RHODES COMPANIES: Emerges From Chapter 11
RHODES COMPANIES: Dunhill Homes Assumes Certain Assets
RICHARD SCHATZ: Prepetition Default Interest Owed to Lender

RJ YORK: Case Summary & 13 Largest Unsecured Creditors
ROBERT STUBBS: Case Summary & 17 Largest Unsecured Creditors
ROBERT WAYNE: Case Summary & 3 Largest Unsecured Creditors
ROCK & REPUBLIC: Creditor Wants Case Transferred to California
ROMAINE INCORPORATED: Voluntary Chapter 11 Case Summary

ROCK & REPUBLIC: CIT Group Factoring Agreement to Finance Case
ROTHSTEIN ROSENFELDT: Accountants Near End of One Phase of Probe
RYE PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
SANDRIDGE ENERGY: Moody's Affirms 'B2' Corporate Family Rating
SOLYNDRA INC: PwC Raises Going Concern Doubt

SEARS HOLDINGS: Fitch Upgrades Issuer Default Rating to 'BB-'
SHR INVESTS: Case Summary & 3 Largest Unsecured Creditors
SUN COUNTRY: Owner Petters Aviation to Become Owner Under Plan
SYNTAX-BRILLIAN: Court Denies Motion to Revoke Confirmation Order
TELKONET INC: Reports Net Income of $1,059,837 in 2009

THOMAS HURLBUT: Case Summary & 20 Largest Unsecured Creditors
THOMAS RAYMAN: Case Summary & 20 Largest Unsecured Creditors
TITAN ENERGY: UHY LLP Raises Going Concern Doubt
TARRAGON CORP: Westminster Wants Repayment of Matured DIP Loan
TRUMP ENTERTAINMENT: Icahn Now Owns Whole Mortgage on Casinos

TSG INC: Asks for 90-Day Extension of Exclusivity Periods
VERECIA GLADIE: Voluntary Chapter 11 Case Summary
US ANTIMONY: Swings to $294,843 Net Loss in 2009
USP TRANS: Case Summary & 20 Largest Unsecured Creditors
VERSO PAPER: S&P Raises Corporate Credit Rating to 'B'

VICTORY HOME: Case Summary & 3 Largest Unsecured Creditors
VINEYARD NATIONAL: Parties Agree to Move Plan Hearing to May 12
WESTERN EXPRESS: Moody's Assigns 'Caa1' Corporate Family Rating
WESTERN EXPRESS: S&P Assigns Corporate Credit Rating at 'B-'
WIRELESS AGE: Parent Pays Former Units C$750,000
ZAYAT STABLES: Keenelan Juvenile Auction Sets for April 5, 2010

ZEALOUS, INC: Settles with Majority of Creditors

* Apartment Rents Decline as Vacancies at Record, Reis Says
* Funding Status of U.S. Pensions Increases to 88.1% in March

* Upcoming Meetings, Conferences and Seminars

                            *********

1033 OCEAN: Chapter 11 Case Summary & Unsecured Creditor
--------------------------------------------------------
Debtor: 1033 Ocean Avenue Realty Corp.
        1033 Ocean Avenue
        Brooklyn, NY 11226

Bankruptcy Case No.: 10-42855

Chapter 11 Petition Date: April 1, 2010

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

Judge: Jerome Feller

Debtor's Counsel: Bruce Weiner, Esq.
                  Rosenberg Musso & Weiner LLP
                  26 Court Street
                  Suite 2211
                  Brooklyn, NY 11242
                  Tel: (718) 855-6840
                  Fax: (718) 625-1966
                  E-mail: rmwlaw@att.net

Scheduled Assets: $1,103,300

Scheduled Debts: $942,000

The Company wrote only one entry in its list of 20 largest
unsecured creditors.  The Company owes $18,000 to Petro Fuel &
Oil.

The petition was signed by Louis Saintius, president.


20 BAYARD VIEWS: Plan Offers 5% Recovery for Unsecured Creditors
----------------------------------------------------------------
The Hon. Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York will consider the approval of the
disclosure statement explaining 20 Bayard Views, LLC's proposed
Chapter 11 plan on April 27, 2010, at 3:00 p.m.  The hearing will
be held in Courtroom 3585, U.S. Bankruptcy Court, 271 Cadman Plaza
East, Brooklyn, New York.  Objections, if any, are due on April
20, 2010.

The Debtors will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, the Plan provides for (i)
payment of secured claims over time; (ii) payment to general
unsecured creditors; and (iii) sale of the the Debtor's units when
necessary to comply with the payment scheme in the Plan.

Distributions to be made will be made available from the
Reorganized Debtor's administrative claims/priority claims
account, professional fees account, net cash flow, excess net cash
flow and unit sales.

A $17.4 million secured claim and $150,000 of mechanics' liens
claims will be paid 100 cents on the dollar.  Holders of general
unsecured claims aggregating $3.8 million will recover 5% of their
claims on the second year anniversary of the effective date.

Holders of equity interests will retain their equity securities
and receive an equal equity security share in the reorganized
Debtor, provided, however, that they provide funding for payment
of administrative claims and professional fees.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/20Bayard_DS.pdf

The Debtor is represented by:

     John S. Mairo, Esq.
       E-mail: jsmairo@pbnlaw.com
     Robert M. Schechter, Esq.
       E-mail: rmschechter@pbnlaw.com
     Porzio, Bromberg & Newman, P.C.
     P.O. Box 1997
     Morristown, NJ 07960

                      About 20 Bayard Views

Brooklyn, New York-based 20 Bayard Views, LLC, filed for Chapter
11 bankruptcy protection on December 4, 2009 (Bankr. E.D.N.Y.
Case No. 09-50723).  The Company listed $10,000,001 to $50,000,000
in assets and $10,000,001 to $50,000,000 in liabilities in its
petition.


ABS INVESTMENTS: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: ABS Investments LLC
        1500 79th Ave SE
        Olympia, WA 98501

Bankruptcy Case No.: 10-42631

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Paul B Snyder

Debtor's Counsel: Timothy W Dore, Esq.
                  Ryan Swanson & Cleveland PLLC
                  1201 3rd Ave Ste 3400
                  Seattle, WA 98101-3034
                  206-464-4224
                  E-mail: dore@ryanlaw.com

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

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

A list of the Company's 3 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wawb10-42631.pdf

The petition was signed by Tri M Vo, Manager.


AIG BAKER: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: AIG Baker Deptford, LLC
        1701 Lee Branch Lane
        Birmingham, AL 35242

Case No.: 10-02059

Type of Business: The Debtor is a single asset real estate.

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Northern District of Alabama (Birmingham)

Judge: Thomas B Bennett

Debtor's Counsel: Andre' M. Toffel, Esq.
                  Andre' M. Toffel, P.C.
                  1929 3rd Avenue N
                  3rd Floor Farley Building
                  Birmingham, AL 35203
                  Tel.: (205) 252-7115
                  E-mail: atoffel@wwisp.com

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

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

The Debtor did not file its list of largest unsecured creditors
when it filed its petition.

The petition was signed by Ronald R. Day, chief financial officer
of the Debtor.


AMERICAN RESIDENTIAL: S&P Assigns 'B' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Memphis, Tennessee-based American Residential
Services LLC.  The outlook is stable.

In addition, Standard & Poor's assigned its issue-level and
recovery ratings to ARS's proposed $150 million senior secured
second-lien notes due 2015, which will be issued under Rule 144A
without registration rights.  The $150 million notes are rated
'B', the same as the corporate credit rating.  The recovery rating
is '4', indicating S&P's expectation that lenders will receive
average (30%-50%) recovery in the event of a payment default.

S&P estimates that following the transaction, total funded debt
outstanding will be about $154 million, and pro forma adjusted
debt to EBITDA will be in the 5x area.  Ratings are based on
preliminary terms and are subject to review upon receipt of final
information.

"The ratings on ARS reflect the company's narrow business focus,
participation in highly fragmented and competitive end markets,
and its highly leveraged capital structure," said Standard &
Poor's credit analyst Mark Salierno.

Privately held and majority owned by CI Capital Partners, ARS has
a narrow business focus and participates in extremely competitive
niche service industries, including heating, venting, and air
conditioning repair and replacement, plumbing, heating, venting,
and air conditioning repair and replacement, and energy efficiency
services.  These businesses are relatively low-margin in nature.
In addition, the company's recurring revenue streams are modest,
and are mainly limited to residential HVAC home service plans,
which account for a small percentage of total sales.  However, ARS
does benefit from its scale relative to its competitors.

ARS has some exposure to weak economic conditions, reduced
consumer spending, and tight credit environments, which can
restrict consumer financing ability and hinder repair or
replacement decisions.  However, the company does service a
meaningful portion of its business to homeowners in need of
emergency repair or replacement.  As a result, demand for the
ARS's services is less cyclical than other discretionary
residential services.  The stable outlook reflects S&P's
expectation for ARS to continue to grow EBITDA and maintain credit
measures that are consistent with rating category medians.  S&P
would consider a lower rating if margin improvement reverses and
liquidity weakens, or if the company pursues a more aggressive
financial policy, any of which could result in a meaningful
increase in debt leverage and a deterioration in cash flow
measures.  S&P estimates that EBITDA coverage of interest expense
would weaken to the 1.5x area in the event EBITDA declines by
about 20%.  Although unlikely over the near term, S&P would
consider an upgrade if the company demonstrates further
consistency in operating performance and margin expansion, while
maintaining good liquidity and a financial policy consistent with
a higher rating.  This would include reducing and sustaining
leverage below 3.5x.  S&P estimates that, in the absence of
further tuck-in acquisitions and financial sponsor dividends, the
company can achieve this target by growing sales by low double-
digits on a percentage basis and strengthening margins from
current levels by 200 basis points or more, while applying excess
cash flow to debt reduction and minimizing revolver usage over the
outlook period.


AMERISERV FINANCIAL: Fitch Affirms Issuer Default Rating at 'BB'
----------------------------------------------------------------
Fitch Ratings has affirmed the long-term Issuer Default Rating and
short-term IDR for AmeriServ Financial Inc. and its subsidiaries
at 'BB' and 'B', respectively.  The Rating Outlook has been
revised to Negative from Stable.

The rating affirmation is indicative of ASRV's ample capital
levels, low credit costs, robust reserve coverage, and sufficient
liquidity.  While earnings have been constrained by higher
provisions and elevated operating expenses (primarily driven by
FDIC fees), a relatively strong net interest margin and steady
deposit growth continue to support ASRV's overall financial
performance.  Ratings remain constrained, however, due to the lack
of granularity in the company's loan portfolio, heavy CRE
concentration (55% of total loans), and ASRV's limited franchise.
The Outlook revision incorporated Fitch's analytical framework on
commercial real estate as articulated in the Special Report 'U.S.
Bank CRE Exposure Review' dated Nov. 16, 2009.

While traditionally its markets have possessed limited economic
growth, the company has also benefited from its operating
footprint.  ASRV's markets have not participated in the rapid
growth in real estate values and consequently have been less
susceptible to the significant valuation declines.  Nonetheless,
the loan book possesses some sizeable commercial relationships
which have contributed to the material spike in non-performing
asset, which increased to 2.53% at year-end 2009 (YE09) from 0.65%
at YE08.  However, NCO's have remained low, totaling 0.60% for
2009.

Providing additional ratings support are ASRV's capital levels,
which remain strong with TCE at 7.71% at YE09.  As previously
mentioned, helping to bolster regulatory capital, ASRV received
$21 million in preferred stock issued under the Treasury's Capital
Purchase Program.  Although capital levels are expected to remain
ample, given the company's higher risk profile, sizeable CRE
exposure, and absolute size, these enhanced levels of capital are
viewed prudently by Fitch.

As reflected in the Negative Outlook, due to the macroeconomic
weakening in CRE with its impact on vacancy rates and underlying
cash flows, Fitch expects credit stress will persist in ASRV's CRE
portfolio, elevating credit costs, and challenging earnings
generation.  Should credit costs become more pronounced than
anticipated, creating pressure on sound capital levels and
impeding the company's financial performance, negative rating
implications could ensue.  Conversely, should credit costs be
contained with manageable asset quality deterioration, and the
company return to sustainable profitability, the Outlook could be
revised to Stable.

Headquartered in Johnstown, PA with $960 million assets, ASRV
provides financial services, retail, small business and commercial
banking through its wholly owned-subsidiary, AmeriServ Financial
Bank.  One of 13 banks in the United States that operates with
unionized employees, roughly 60% of ASRVB's total workforce is
unionized.

Fitch has affirmed these ratings with a Negative Outlook:

AmeriServ Financial Inc.

  -- Long-term IDR at 'BB';
  -- Short-term IDR at 'B';
  -- Individual at 'C/D';
  -- Preferred stock at 'B+';
  -- Support rating at '5';
  -- Support floor at 'NF'.

AmeriServ Financial Bank

  -- Long-term IDR rating at 'BB';
  -- Long-term deposits at 'BB+';
  -- Short-term IDR at 'B';
  -- Short-term deposits at 'B';
  -- Individual at 'C/D';
  -- Support rating at '5;
  -- Support floor at 'NF'.

AmeriServ Capital Trust I

  -- Preferred stock at 'B+'.


ANNIE LEIBOVITZ: Sued for Failure to Pay Fees in Financing Deal
---------------------------------------------------------------
Carla Main at Bloomberg News reports that Annie Leibovitz was sued
by Brunswick Capital Partners LP, a Manhattan-based investment
firm, for failing to pay at least $315,000 in fees it alleges are
due as part of her financing deal with private-equity firm Colony
Capital LLC.

According to the report, Brunswick entered into an agreement with
them in February 2009 to seek "strategic financing" for Ms.
Leibovitz, according to the allegations of a lawsuit filed April 2
in New York State Supreme Court in Manhattan.  Brunswick asserts
in the complaint that it obtained a list of lenders for Ms.
Leibovitz in exchange for a $50,000 initial retainer fee and
weekly $10,000 retainer payments.  Brunswick also alleges it is
entitled to a 2% "success fee" stemming from Ms. Leibovitz's deal
with Colony Capital.

Art Capital Group in September 2008 gave Ms. Leibovitz access to a
$24 million loan, backed by rights to her photograph and real
estate in New York.  Their agreement was that Art Capital would be
the "irrevocable, exclusive agent" for the sale of her works and
property for the loan's length and for two years after she pays it
off.

Ms. Leibovitz was unable to pay off the loan.  Art Capital later
sued Ms. Leibovitz before the New York State Supreme Court, New
York County, in Manhattan (Case No. 09-602334), for breach of
contract, claiming that Ms. Leibovitz failed to cooperate with the
sale of her photographs and did not grant access to the real
estate backing the loans.

Annie Leibovitz, 59, is the creator of famous photographs
including a nude of John Lennon in a fetal position with Yoko Ono,
and a portrait of a pregnant, naked Demi Moore published on the
cover of Vanity Fair magazine.


ARES CAPITAL: Fitch Upgrades Issuer Default Rating From 'B+'
------------------------------------------------------------
Fitch Ratings has affirmed and removed the ratings of Ares Capital
Corporation from Rating Watch Negative following the closing of
the Allied Capital Corporation acquisition.  A summary of all
rating actions is:

Ares Capital Corporation

  -- Long-term Issuer Default Rating affirmed at 'BBB';
  -- Senior secured debt affirmed at 'BBB'.

Allied Capital Corporation

  -- Long-term IDR upgraded to 'BBB' from 'B+' and subsequently
     withdrawn;

  -- Senior unsecured debt upgraded to 'BBB-' from 'B+/RR4'.

The Rating Outlook is Stable.  Approximately $1.97 billion of debt
is affected by this action.

The removal of Ares' ratings from Rating Watch reflects the
company's ability to meet financial and non-financial targets
articulated following the announcement of the Allied acquisition
in October 2009.  Pro forma leverage is expected to be at or below
the 0.65 times to 0.75x target, due to Allied's significant asset
sales and debt repayments and due to Ares' issuance of
approximately $386.6 million of common equity since August 2009.

Additionally, Fitch believes the debt maturity profile of the
combined company has improved following the extension of Ares 2010
debt maturities and the refinancing and partial pay down of
Allied's secured notes.  In January 2010, Ares upsized its
revolving facility by $165 million to $690 million and extended
the maturity from December 2010 until January 2013.  In February
2010, Allied received a $250 million secured term loan and debt
proceeds were used to repay existing secured indebtedness and
allowed Allied to recoup a $50 million restructuring fee paid to
secured note holders in August 2009.  This term loan was repaid
upon closing of the merger.  The next debt maturity for the
combined company is approximately $320 million of public unsecured
notes due in July 2011.

From a non-financial perspective, Fitch believes the integration
of Allied has been proactive.  Ares will retain a portion of
Allied's employees on a temporary basis, to aid with the final
integration steps, and a smaller number will be retained
permanently to ensure smooth management of acquired portfolio
assets.

The Stable Outlook reflects Ares' ability to remain in compliance
with asset coverage requirements in a very difficult capital
markets environment, maintain earnings consistency, and its
ability to access the equity markets, which Fitch believes will
provide the company with a competitive advantage, as it will be
able to take advantage of attractive investment opportunities,
while many competitors continue to focus on capital preservation.

The potential for future recognition of unrealized portfolio
depreciation that would result in a reduction in asset coverage
below 205% and/or deterioration of the company's asset quality or
liquidity profile could prompt a ratings downgrade.  However,
Fitch believes the achievement of consistent operating
performance, the recognition of modest realized portfolio gains
over time, the reversal of a meaningful portion of the unrealized
portfolio depreciation recorded to date, sustainable cash income
coverage of the dividends, an improvement in asset quality
metrics, and an increase in funding flexibility would serve to
enhance the company's financial profile.

The notching of the unsecured debt from the IDR reflects the
subordination of interests to secured debt holders and, therefore,
reduced recovery prospects.  Still, Fitch believes that recovery
prospects remain strong for all classes of debt given the
requirement for BDCs to maintain asset coverage of at least 200%.

Headquartered in New York, NY, Ares Capital Corporation is an
externally managed business development company, organized on
April 16, 2004, initially funded on June 3, 2004, and on Oct. 8,
2004, completed its initial public offering of $159.8 million.
The company invests primarily in middle-market companies in the
form of first and second lien senior secured loans, senior
subordinated debt, and direct equity investments.  As of Dec. 31,
2009, Ares had investments in 95 portfolio companies amounting to
approximately $2.2 billion.


ASHFORD HOSPITALITY: Extends Maturity of $157 Million Loan
----------------------------------------------------------
Ashford Hospitality Trust, Inc. (NYSE: AHT) said Monday it has
restructured the $157 million loan with Aareal Bank AG that is
secured by the Hilton LaJolla Torrey Pines and the Capital Hilton
held in a joint venture with Hilton Worldwide.  The modification
provides a full extension of the loan maturity to August 2013
without tests along with reduced cash management provisions in
exchange for a reduction in the loan balance of $2.5 million at
closing and another $2.5 million over the next twelve months.

The loan was set to mature in August 2011 and had two one-year
extension options.  Since January 1, 2009, Ashford has completed
$442 million of loan extensions, modifications, and refinancing.
The company does not have any non-extendable 2010 loan maturities.
In 2011, the company's non-extendable loan maturities include a $6
million loan due in the first quarter and $203 million due at the
end of the fourth quarter 2011.

Monty Bennett, Chief Executive Officer of Ashford, noted, "We have
made very solid progress in addressing loan maturities at a time
when hotel lending remains challenging.  However, as lodging and
capital market conditions improve, we see increasing interest
among lenders to consider loans on existing hotel assets backed by
high quality owners.  Even though we have limited near term
maturities, we intend to continue to work constructively with
lenders on longer dated loan maturities to seek modifications and
extensions."

Dallas, Texas-based Ashford Hospitality Trust, Inc. (NYSE: AHT) --
http://www.ahtreit.com/-- is a self-administered real estate
investment trust focused on investing in the hospitality industry
across all segments and at all levels of the capital structure,
including direct hotel investments, second mortgages, mezzanine
loans and sale-leaseback transactions.


ASIA8 INC: Recurring Losses Prompt Going Concern Doubt
------------------------------------------------------
Asia8, Inc. filed on March 31, 2010, its annual report on Form
10-K for the year ended December 31, 2009.

Kostandinos Jerry Georgatos, in Hayward, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted of the Company's
recurring losses from operations and net capital deficiency.

The Company reported a net loss of $1,373,535 on no revenue for
2009, compared with a net loss of $130,656 on $693,715 of revenue
for 2008.

The Company's balance sheet as of December 31, 2009, showed
$2,207,863 in assets, $139,028 of debts for a $2,068,835 of
stockholders' equity.

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

                  http://researcharchives.com/t/s?5e74

Tempe, Ariz.-based Asia8, Inc. maintains the exclusive rights to
distribute a wide array of products within the Gulf Region.
Products include Unic Hydraulic Cranes that are manufactured in
Japan, Atomix Pleasure Boats that are manufactured in China, and
"Wing Houses" that are manufactured in China.


AZTK, LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: AZTK, LLC
        3303 E. Baseline Road, #104
        Gilbert, AZ 85234

Bankruptcy Case No.: 10-09367

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Sarah Sharer Curley

Debtor's Counsel: Donald W. Powell, Esq.
                  Carmichael & Powell, P.C.
                  7301 N. 16TH ST., #103
                  PHOENIX, AZ 85020
                  Tel: (602) 861-0777
                  Fax: (602) 870-0296
                  E-mail: d.powell@cplawfirm.com

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

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by Kianoush Kian, M.D., manager.


AZIZ MOHAMMED: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Aziz B. Mohammed
        36270 Worthing Drive
        Newark, Ca 94560

Bankruptcy Case No.: 10-43699

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Northern District of California (Oakland)

Judge: Randall J. Newsome

Debtor's Counsel: Michael N. Sofris, Esq.
                  Law Offices of Michael N. Sofris
                  468 N Camden Dr. #200
                  Beverly Hills, CA 90210
                  Tel: (310) 229-4505
                  E-mail: michael@sofris.com

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

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

The Debtor did not file a list of creditors together with its
petition.

The petition was signed by the Debtor.


BANK OF AMERICA: Extends CARD Act Protections to Small Business
---------------------------------------------------------------
American Bankruptcy Institute reports that Bank of America will
give small business credit card customers many of the same
protections that consumers now enjoy under stricter regulations,
including an agreement not to raise interest rates on existing
balances.

Based in Charlotte, North Carolina, Bank of America --
http://www.bankofamerica.com/-- is one of the world's largest
financial institutions.  The Company serves more than 59 million
consumer and small business relationships with more than 6,100
retail banking offices, nearly 18,700 ATMs and online banking with
nearly 29 million active users.  Following the acquisition of
Merrill Lynch in January 2009, BofA is among the world's leading
wealth management companies and is a global leader in corporate
and investment banking and trading across a broad range of asset
classes serving corporations, governments, institutions and
individuals around the world.  Bank of America offers support to
more than 4 million small business owners.  The Company serves
clients in more than 150 countries.  Bank of America Corporation
stock is a component of the Dow Jones Industrial Average and is
listed on the New York Stock Exchange.

BofA sought government backing in completing its acquisition of
Merrill Lynch.  Merrill Lynch & Co. Inc. -- http://www.ml.com/--
is a wealth management, capital markets and advisory companies
with offices in 40 countries and territories.

                           *     *     *

BofA has received US$45 billion in government bailout money since
the economic collapse in 2008.

As reported by the Troubled Company Reporter on March 27, 2009,
Moody's Investors Service lowered the senior debt rating of Bank
of America Corporation to A2 from A1, the senior subordinated debt
rating to A3 from A2, and the junior subordinated debt rating to
Baa3 from A2.  The preferred stock rating was downgraded to B3
from Baa1.  The holding company's short-term rating was affirmed
at Prime-1.

Bank of America reported a third-quarter 2009 net loss of
$1.0 billion.


BAY NATIONAL: Going Concern Doubt Raised as Bank Under OCC Action
-----------------------------------------------------------------
Bay National Corporation filed on March 31, 2010, its annual
report on Form 10-K for the year ended December 31, 2009.

Stegman & Company, in Baltimore, expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has experienced
recurring losses from operations.  Further, the bank subsidiary is
operating under a Consent Order issued by the Office of
Comptroller of the Currency, which requires management to take a
number of actions, including, among other things, restoring and
maintaining its capital levels at amounts that are in excess of
the Company's current capital levels.  Without a waiver by the OCC
or amendment or modification of the Consent Order, the Bank could
be subject to further regulatory enforcement action.

The Company reported a net loss of $16.1 million on $5.8 million
of net interest income of $5.8 million for 2009, compared with a
net loss of $5.1 million on $8.6 million of net interest income
for 2008.

The Company's balance sheet as of December 31, 2009, showed
$290.3 million in assets and $291.3 million of liabilities, for a
stockholders' deficit of $992,323.  At December 31, 2009, the
Company had net loans of $184.9 million and deposits of
$281.5 million.

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

               http://researcharchives.com/t/s?5e72

Lutherville, Md.-based Bay National Corporation was formed on
June 3, 1999, to be the bank holding company of Bay National Bank,
a federally chartered commercial bank.  Bay National Bank serves
the Baltimore metropolitan area from its headquarters and
Baltimore branch office located in Lutherville, Maryland.  Bay
National Bank's Salisbury, Maryland branch office serves
Maryland's lower Eastern Shore.  Bay National Bank also has two
residential real estate loan production offices, which are
located in its Lutherville headquarters and in its Salisbury
branch office.


BEAR ISLAND: Has Final $140 Million Financing Approval
------------------------------------------------------
Bear Island Paper Company, L.L.C., received from the bankruptcy
court final approval to obtain postpetition secured financing from
a syndicate of lenders led by Credit Suisse AG, as administrative
agent, and use the cash collateral of existing secured lenders.

The DIP lenders have committed to provide up to $140 million to
fund the Chapter 11 case.  A copy of the credit agreement is
available for free at:

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

Jonathan L. Hauser, Esq., at Troutman Sanders LLP, the attorney
for the Debtor, relates the DIP facility will mature nine months
from the closing date.

Amounts outstanding under the postpetition facility will bear, at
the Debtor's option: (i) One month LIBOR -- the interest rate at
which U.S. dollars are offered for deposit in the London interbank
market or (b) 2.0% per annum -- adjusted for statutory reserves,
plus 10.0% per annum payable monthly in arrears; or (ii) during
the periods that a loan under the postpetition facility is a Base
Rate Loan the interest rate will be calculated for any day at a
rate per annum equal to the greatest of (a) the Prime Rate in
effect on the day, (b) the Federal Funds Effective Rate in effect
on the day plus Ū of 1% and (c) 3.00%.

The Debtor will pay the Lenders:

     a. an arranger fee -- 2.5% of the DIP commitment to
        Administrative Agent, for the benefit of the arrangers, to
        be paid upon the entry of the interim orders;

     b. an initial fee -- 2.5% of the DIP commitment to
        Administrative Agent, for the ratable benefit of the
        Lenders, to be paid upon the entry of the interim orders;

     c. an administrative fee -- $100,000 to Administrative Agent,
        for the benefit of the Administrative Agent, to be paid on
        the closing date, plus $25,000 to Administrative Agent,
        for the benefit of the Administrative Agent, in the event
        that the maturity date is extended beyond nine months
        after the closing date, to be paid on the date of the
        extension, plus $25,000 to Administrative Agent, for the
        benefit of the Administrative Agent, in the event that the
        maturity date is extended beyond 12 months after the
        closing date, to be paid on the date of such extension
        (and $25,000 for each additional three-month extension
        thereafter, to be paid on the date of the extension);

     d. a prepayment Fee -- 4% of the DIP commitment to the
        Administrative Agent, for the ratable benefit of the
        Lenders, to be paid upon the earlier of the maturity date
        (as it may be extended) and the reduction, in whole or in
        part, of the DIP Commitment;

     e. a Commitment Fee -- equal to (a) the average of the daily
        difference of (i) the DIP Commitments minus (ii) the
        aggregate principal amount of all outstanding DIP Loans
        times or (b) 2.0% per annum for the period from and
        including the closing date to the maturity date.

The Debtor's obligations of the Lenders, subject to the Carve-Out,
will include: (i) allowed joint and several super-priority
administrative expense claims having priority over all
administrative expenses; (ii) a perfected first
priority senior lien on all collateral that is not otherwise
subject to valid, perfected and nonavoidable liens as of the
Commencement Date; (iii) a perfected second priority junior lien
on all collateral that is otherwise subject to (a) valid,
perfected and nonavoidable liens as of the Commencement Date or
(b) valid liens in existence at the Commencement Date that are
perfected subsequent to the Commencement Date; and (iv) a
perfected first priority senior priming lien on the existing
collateral, subject to valid, perfected and nonavoidable liens in
existence on the Commencement Date to which the liens in the
existing collateral granted in connection with the existing credit
agreements are subject in accordance with the existing credit
agreements, to the extent that the liens and security interests
are valid, perfected, enforceable and non-avoidable.

The DIP lien is subject to a carve-out for U.S. Trustee and Clerk
of Court fees; up to $2,800,000 in fees payable to professional
employed in the Debtors' case and fees of the committee in
pursuing actions challenging the DIP Lenders' lien.

Mr. Hauser says that the Debtor will also use the cash collateral
to provide additional liquidity.

                         About Bear Island

White Birch is the second-largest newsprint producer in North
America.  As of December 31, 2009, the WB Group held a 12% share
of the North American newsprint market and employed roughly 1,300
individuals (the majority of which reside in Canada).
Additionally, for the 12 months ended December 31, 2009, the WB
Group maintained an annual production capacity of roughly
1.3 million metric tons of newsprint and directory paper, up to
50% of which consists of recycled content, and achieved net sales
of roughly $667 million.

Bear Island's assets are almost exclusively located in the U.S.

Bear Island Paper Company, L.L.C., filed a voluntary petition for
relief under Chapter 11 of the United States Bankruptcy Code in
the United States Bankruptcy Court for the Eastern District of
Virginia on February 24, 2010.

The company's parent, White Birch Paper Company, filed for
bankruptcy protection under Canada's Companies' Creditors
Arrangement Act, before the Superior Court for the Province of
Quebec, Commercial Division, Judicial District of Montreal,
Canada.  White Birch and five other affiliates -- F.F. Soucy
Limited Partnership; F.F. Soucy, Inc. & Partners, Limited
Partnership; Papier Masson Ltee; Stadacona Limited Partnership;
and Stadacona General Partner, Inc. -- also sought bankruptcy
protection under Chapter 15 of the U.S. Bankruptcy Code.

Jonathan L. Hauser, Esq., at Troutman Sanders LLP, in Virginia
Beach, Virginia; and Richard M. Cieri, Esq., Christopher J.
Marcus, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP,
in New York, serve as counsel to White Birch, as Foreign
Representative.  Kirkland & Ellis and Troutman Sanders also serve
as Chapter 11 counsel to Bear Island.  AlixPartnes LLP serves as
financial/restructuring advisor to Bear Island, and Lazard Freres
& Co., serves as investment banker.  Chief Judge Douglas O. Tice,
Jr., handles the Chapter 11 and Chapter 15 cases.


BERNARD MADOFF: John Malkovich Seeks $2.3 Million From Trustee
--------------------------------------------------------------
Karen Gullo at Bloomberg News reports that actor John Malkovich is
seeking to recover $2.3 million from an account he had with the
securities firm of Bernard Madoff.

Irving Picard, the trustee liquidating Mr. Madoff's firm, in
August approved a claim for $670,000 for the actor's pension plan
and trust, more than $1.5 million short of the value of the
securities in Mr. Malkovich's account listed on his November 2008
final statement.  Mr. Picard told Mr. Malkovich he wasn't entitled
to the full amount because no securities were purchased for his
account and the approved claim reflects what he deposited with Mr.
Madoff's firm, according to the filing.

The actor's lawyers said Mr. Malkovich is owed the full amount on
his final statement.  "The trustee's determination assumes that
Bernard Madoff never earned funds and therefore all gains reported
to customers were 'fictitious,'" according to the filing.  "This
assumption is contrary to fact.  There is significant evidence
that, at some time, BMIS was at least in part a legitimate
business and therefore all or a portion of the gains were not
fictitious."

                   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.)


BERNARD MADOFF: Owes $984,280 in Sales Tax to New York State
------------------------------------------------------------
Tom Topousis, writing for the New York Post, says Bernard Madoff
owes the state of New York $984,280 in sales tax by his now-
defunct securities firm.  According to the Post, Mr. Madoff joined
the ranks of New York's 250 top tax deadbeats this month at No. 68
on the list.

"But when it comes to collecting from the disgraced financier, the
state has to get in line with investors looking for pennies on the
dollar out of what the feds have collected from his leftover cash
and the sale of his homes and yachts," Mr. Topousis writes.

                   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.)


BIO-KEY INT'L: Inks Employment Deal with CEO DePasquale
-------------------------------------------------------
BIO-key International, Inc., disclosed that it entered into an
Employment Agreement, effective as of March 25, 2010, with Michael
W. DePasquale, the current Chief Executive Officer of the Company.
Pursuant to the Agreement, Mr. DePasquale will continue to serve
as CEO of the Company until March 24, 2011.  The agreement
automatically renews for subsequent one-year terms, unless the
employment relationship is terminated by either party, or modified
in accordance with the terms and conditions of the Agreement.

Under the Agreement, Mr. DePasquale will be paid the annual base
salary of $250,000, subject to adjustment by the Board or
Compensation Committee. In addition to the Base Salary, a
"Performance Bonus" may be awarded to Mr. DePasquale on the basis
of the Company achieving certain corporate and strategic
performance goals, as determined by the Board in its sole
discretion.

The Company may terminate the Agreement at any time with or
without cause.  In the event of termination without cause, Mr.
DePasquale will continue to be paid his then current base salary
for the greater of nine months from the date of such termination
or the number of months remaining until the end of the term of the
Agreement.  There is a Change of Control provision that occurs if
Mr. Depasquale is not offered continued employment with the
Company or any successor, or within five years following such
Change of Control, the Company or any successor terminates the Mr.
Depasquale's employment without Cause, then Mr. Depasquale is to
be paid his Base Salary and benefits earned but unpaid through the
date of termination, and any prorated bonus earned during the then
current bonus year, plus two times his then current Base Salary.

The Agreement contains standard and customary confidentiality,
non-solicitation and "work made for hire" provisions as well as a
covenant not to compete which prohibits Mr. DePasquale from doing
business with any current or prospective customer of the Company
or engaging in a business competitive with that of the Company
during the term of his employment and for the one year period
thereafter.

                           About BIO-key

Wall, N.J.-based BIO-key International, Inc. (OTC BB: BKYI)
-- http://www.bio-key.com/-- develops and markets advanced
fingerprint identification biometric technology and software
solutions.

The Company's balance sheet as of December 31, 2009, showed
$6.1 million in assets, $2.4 million of debts, $2.6 million of
preferred stock, and $1.1 million of stockholders' equity.

CCR LLP, in Westborough, Mass., expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that of the Company's substantial net
losses in recent years and accumulated deficit at December 31,
2009.


BIO-KEY INT'L: Trellus Management Holds 5.20% of Common Stock
-------------------------------------------------------------
New York-based Trellus Management Company, LLC, and Adam Usdan
disclosed that as of February 26, 2010, they may be deemed to
beneficially own 4,015,164 shares or roughly 5.20% of the common
stock of BIO-key International, Inc.

Trellus disclosed that as of December 31, 2009, they may be deemed
to beneficially own 3,700,000 shares or roughly 4.79% of the
Company's common stock.

                           About BIO-key

Wall, N.J.-based BIO-key International, Inc. (OTC BB: BKYI)
-- http://www.bio-key.com/-- develops and markets advanced
fingerprint identification biometric technology and software
solutions.

The Company's balance sheet as of December 31, 2009, showed
$6.1 million in assets, $2.4 million of debts, $2.6 million of
preferred stock, and $1.1 million of stockholders' equity.

CCR LLP, in Westborough, Mass., expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that of the Company's substantial net
losses in recent years and accumulated deficit at December 31,
2009.


BIV RETAIL: Foreclosure Sale to Close by Month's End
----------------------------------------------------
Jacqueline Palank at Dow Jones' Daily Bankruptcy Review reports
that, according to papers filed by The Hollywood Motion Picture
and Television Museum with the Bankruptcy Court in Los Angeles,
Regions Bank in January 2010 agreed to sell Belle Island Village
to Tennessee Investment Partners LLC for $19.5 million in a deal
slated to close by March 31.  According to Ms. Palank, the buyer
is partially owned by Tennessee-based real estate investment firm
Matisse Capital LLC and by Belle Island Village's original
developer.

Belle Island Village was a proposed resort destination in Pigeon
Forge, Tennessee.  It was supposed to house Debbie Reynolds' The
Hollywood Motion Picture and Television Museum.  Construction
lender Regions Bank foreclosed on the unfinished development in
2009.

Belle Island Village's developer, BIV Retail, LLC, filed for
Chapter 7 bankruptcy protection on March 25, 2009 (Bankr. E.D.
Tenn. Case No. 09-31579).


BLACK CROW: Court Denies GE Capital's Case Dismissal Request
------------------------------------------------------------
Radio Business Report reports the U.S. Bankruptcy Court in
Jacksonville, Florida, denied GE Capital's request to dismiss the
Chapter 11 case of Black Crow Media Group.

According the report, GE Capital wanted the case dropped so that
it could seek appointment of a receiver to sell the company's
radio stations.  GE Capital argued that the Company's financial
picture was worsening and that it would not be possible for the
Company to put together a successful plan to emerge from Chapter
11 as a viable company.

RBR relates that the Court, however, found that the Company's
operations have stabilized, current management is competent, and
that reasonable steps have been taken to reduce the Company's cost
structure, according to the report.

                      About Black Crow Media

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

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

Mariane L. Dorris, Esq., and R Scott Shuker, Esq., at Latham
Shuker Eden & Beaudine LLP, assist the Company in its
restructuring effort.  The Company listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


BLUERIDGE VENTURES: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Blueridge Venture, Inc.
        P.O. Box 8035
        Gallatin, TN 37066

Bankruptcy Case No.: 10-03568

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Middle District Of Tennessee (Nashville)

Judge: George C Paine II

Debtor's Counsel: William L. Norton, III, Esq.
                  Bradley Arant Boult Cummings LLP
                  PO BOX 340025
                  Nashville, Tn 37203
                  615 252-2397
                  Fax: 615-252-6397
                  E-mail: bnorton@babc.com

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

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

A list of the Company's 3 largest unsecured creditors is available
for free at:

        http://bankrupt.com/misc/tnmb10-03568.pdf

The petition was signed by Leon Moore, President


BRACOL HOLDING: S&P Affirms 'B-' Corporate Credit Rating
--------------------------------------------------------
S&P affirms Bracol Holding Ltda.'s corporate credit rating at
'B-', and removes it from Watch.  S&P also withdrew its ratings at
company's request.


BUCKINGHAM FINANCIAL: Case Converted to Chapter 7 Liquidation
-------------------------------------------------------------
The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas converted Buckingham Financial, LLC's
Chapter 11 bankruptcy case to one under Chapter 7.

On February 9, 2010, William T. Neary, the U.S. Trustee for
Region 6, asked the Court to (a) appoint a Chapter 11 trustee, (b)
dismiss the case, (c) convert the case to Chapter 7, or (d) impose
plan filing and confirmation deadlines.

The U.S. Trustee said certain circumstances of the case call for
evaluation by a neutral third party to determine the best course
for the Debtor's creditors.  The U.S. Trustee said that Christine
Brauss, the sole owner, is not competent to effectively manage the
affairs of the Debtor and may be conflicted with the interests of
creditors by her relation or exposure to the Debtor's affiliates.

Plano, Texas-based Buckingham Financial, LLC, operated as a real
estate business.  The Company filed for Chapter 11 bankruptcy
protection on December 6, 2009 (Bankr. E.D. Tex. Case No. 09-
43863).  John P. Lewis, Jr., Esq., who has an office in Dallas,
Texas, assists the Company in its restructuring effort.  The
Company listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


CABERNET HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Cabernet Holdings, LLC
        301 Vineyards Crossing
        Lexington, NC 27292
        11 Union St. South, Suite 300
        Concord, NC 28025

Bankruptcy Case No.: 10-50602

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Middle District of North Carolina (Winston-Salem)

Debtor's Counsel: Brian P. Hayes, Esq.
                  Ferguson, Scarbrough and Hayes, PA
                  PO Box 444
                  Concord, NC 28026-0444
                  Tel: (704) 788-3211
                  Fax: (704) 795-0293
                  E-mail: bphafd@fspa.net

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

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

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ncmb10-50602.pdf

The petition was signed by Leonard B. Sossamon, member-manager.


CAPMARK FINANCIAL: Nears Mexican Asset Sale for $18.25MM
--------------------------------------------------------
Bill Rochelle at Bloomberg News reports that Capmark Financial
Group Inc. is seeking authorization to sell a portfolio of non-
performing loans on Mexican properties for $18.25 million.

According to the report, Capmark decided in late 2007 to withdraw
from the market of acquiring non-performing loans in Mexico.  The
Company was authorized in March to sell its real-estate equity
investment advisory group for $19.2 million.

Capmark had three prior sales that generated more than $1 billion
cash.  Berkshire Hathaway Inc. and Leucadia National Corp. bought
most of the business for $468 million.  The military housing
business went for $9 million to an affiliate of Jefferies Group
Inc.  The Japanese business was also sold.

                      About Capmark Financial

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

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

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

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

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


CCS MEDICAL: GE Capital Provides $35 Million Credit Facility
------------------------------------------------------------
GE Capital, Healthcare Financial Services has provided a
$35 million revolving line of credit to CCS Medical, Inc.

The loan will be used to refinance existing debt, provide working
capital and support growth initiatives following CCS Medical's
exit from Chapter 11 bankruptcy protection on March 31, 2010.

"GE Capital, Healthcare Financial Services has been a supportive
partner throughout the restructuring process, providing industry
knowledge and expertise that was critical to the successful
execution of our restructuring plan," said Steve Saft, Chief
Administrative Officer and Chief Financial Officer, CCS Medical,
Inc.  "This new facility from GE will help us to invest in the
business and compete successfully in our industry."

"We are pleased to play a part in supporting CCS Medical as it
works to build its position in the medical supply market," said
Robert McCarrick, senior managing director for GE Capital,
Healthcare Financial Services' corporate finance group.  "GE's
healthcare industry expertise and financing experience help our
customers meet their overall business objectives."

                         About GE Capital

With over $17 billion invested, GE Capital, Healthcare Financial
Services is a premier provider of capital and services to the
healthcare industry, with investments in more than 30 sub-sectors
including senior housing, hospitals, pharmaceuticals, and medical
devices.  The company's team of professionals provides deep
industry expertise to create business and financial solutions
tailored to meet the individual needs of our customers.

GE Capital offers consumers and businesses around the globe an
array of financial products and services.

                       About CCS Medical

Founded in 1994, CCS Medical 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.  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.

As a leader in the medical supply community, CCS Medical has a
commitment to the mission statement of being the leading provider
of products and services to the home chronic care marketplace.

                          *     *     *

As reported in the Troubled Company Reporter on April 1, 2010, CCS
Medical, Inc., has completed its financial restructuring and
has emerged from protection under Chapter 11 of the United States
Bankruptcy Code.  Through its restructuring, CCS Medical reduced
its outstanding debt to approximately $200 million from
approximately $522 million.  In addition, the Company's First Lien
Lenders have exchanged their claims for 100% of the new equity in
the Company and certain new debt.  The majority of the Company's
trade vendors will be paid in full.


CEMEX ESPANA: Fitch Assigns 'B+/RR3' Rating on Senior Notes
-----------------------------------------------------------
Fitch Ratings has assigned ratings of 'B+/RR3' to the proposed
senior secured notes to be issued by CEMEX Espana.  These notes
consist of a Euro-denominated note that matures in 2017 and is
callable after four years, and a U.S. dollar-denominated note
maturing in 2020, which is callable after five years.  These notes
will have the same security package as the bank debt subject to
the Financing Agreement as well as other capital markets debt.
The notes are unconditionally guaranteed by CEMEX, S.A.B. de C.V.
and its subsidiaries CEMEX Mexico, S.A. de C.V. and New Sunward
Holding B.V. and are being offered to holders of Cemex's C-5, C-8,
C-10 and C-10 Euro perpetual bonds at exchange rates of between
68.75% and 72.38% of the face value of the perpetual notes.  The
issuance of the proposed 2017 and 2020 senior notes is contingent
upon the acceptance of the voluntary exchange offering by more
than 50% of the holders of a given series of the perpetual bonds.

It is expected that a material amount of the US$3.045 billion of
perpetual bonds will not be tendered and will continue to be
serviced in accordance with the original terms and conditions.
Any non-tendered callable perpetual notes will continue to be
rated 'B+/RR3', as this exchange offering does not meet Fitch's
criteria for a distressed debt exchange for these two reasons.
First, to be considered a distressed debt exchange by Fitch, the
tender must be sufficiently broad or relevant with a goal of
staving off bankruptcy or a liquidity crunch by reducing interest
and debt service to the point where the company's cash flow can
service debt.  This exchange offering only relates to 16% of
CEMEX's financial debt and failure to complete would not lead to a
payment default.  Second, a distressed debt exchange also needs to
be coercive or de facto necessary even if technically voluntary.
In Fitch's judgment, this exchange does not meet the coercive
threshold, as the company has the willingness and ability to
continue to service any non-tendered perpetual notes consistent
with the original terms.  Investors who exchange perpetual notes
for the 2017 or 2020 notes will likely do so to obtain a fixed
maturity date and higher trading liquidity.

The 'B' IDR ratings of CEMEX and its subsidiary CEMEX Espana take
into consideration CEMEX's strong global business position as an
integrated cement player and its ability to continue to generate
free cash flow during the sharp contraction in its key markets.
The company's credit ratings continue to reflect the support the
company receives from its key banks.  Balanced against these
credit strengths are the high level of leverage at CEMEX and the
below-average free cash flow prospects for three of its key
markets in the near term.

CEMEX generated US$2.9 billion of EBITDAR during 2009, a decline
from US$4.6 billion of EBITDAR during 2008.  As of Dec. 31, 2009,
the company had US$21.1 billion of total lease adjusted debt and
US$1.1 billion of cash and marketable securities, resulting in a
net debt/EBITDAR ratio of 6.9 times (x).  The company's lease
adjusted net debt declined by approximately US$2.1 billion during
2009 due to a US$1.8 billion equity issuance during September and
the sale of the company's Australian assets for US$1.7 billion
during October.

During 2010, CEMEX's debt amortization schedule is manageable with
US$594 million of total debt maturities.  In these years, the
company's debt service grows, as it will face debt amortizations
of US$1.378 billion (2011), US$1.456 billion (2012),
US$2.456 billion (2013) and US$8.316 billion (2014).  CEMEX raised
US$500 million during January 2010 through the reopening of its
notes due in 2016 and plans to repay US$411 million of the 2012
bank debt with proceeds from this issuance.

According to the Financing Agreement signed with creditors during
August 2009, CEMEX has to meet a consolidated finance leverage
ratio of 7.75x as of June 30, 2010, declining semi-annually until
reaching 3.5x for the period ended Dec. 31, 2013.  The recent
issuance of US$715 million of optionally convertible debentures,
which are excluded from the leverage calculation ratio, should
help the company remain below this ratio during 2010, as would a
reduction of principal associated with this exchange offering.

The outlook for growth of CEMEX's operating cash flow during 2010
remains below average, as it depends primarily upon a rebound in
demand in three of the company's key markets - the United States,
Spain and the U.K.  Continued weakness in these markets or a
sudden downturn in the company's performance in Mexico would
pressure the company's leverage covenant during the second half of
2010 and throughout 2011.  Given the company's successful
negotiations of debt agreements with its banks during 2009 and
2010, Fitch would expect CEMEX to renegotiate the financial
covenants of this agreement should the company's EBITDAR decline
from current levels.

Fitch currently rates CEMEX and its subsidiaries:

CEMEX

  -- Foreign currency Issuer Default Rating 'B';

  -- Local currency IDR 'B';

  -- Senior debt obligations 'B+/RR3';

  -- Long-term national scale rating 'BB-(mex)';

  -- Certificados Bursatiles program 'BB-(mex)';

  -- Programa Dual Revolvente de Certificados Bursatiles program
     'BB-(mex)';

  -- Debt issued through the Certificados Bursatiles program 'BB-
     (mex)';

  -- Short-term national scale rating 'B(mex)';

  -- Debt issued through the Programa Dual Revolvente de
     Certificados Bursatiles program 'B(mex)'.

CEMEX Espana S.A.  (CEMEX Espana)

  -- IDR 'B';
  -- Senior debt obligations 'B+/RR3'.

Rinker Materials Corporation

  -- US$150 million senior unsecured notes due 2025 'B+/RR3'.

The Rating Outlook is Stable.


CENTRAL METAL: Gets Interim Nod to Use Cash Collateral
------------------------------------------------------
Central Metal, Inc., obtained authorization from the U.S.
Bankruptcy Court for the Central District of California to use
cash collateral on an interim basis.

As of the Petition Date, the Debtor owes Center Bank $16.3 million
and KEB LA Financial Corp. $900,000.

Monica Y. Kim and Juliet Y. Oh at Levene, Neale, Bender, Rankin &
Brill L.L.P., the attorneys for the Debtor, explained that the
Debtor needs the money to fund its Chapter 11 case, purchase
additional scrap metal to replenish sold inventory, and to pay
suppliers and other parties.

The Court allowed the Debtor to use cash collateral, in accordance
with the Debtor's operating budget for the period from the week
ending March 6, 2010, through the week ending May 8, 2010.

In exchange for using the cash collateral, the Debtor will grant
Center Bank and KEB LA replacement liens on, and security
interests in, the Debtor's assets, including postpetition cash
collateral.

A further hearing regarding the Debtor's continued authority to
use cash collateral will be held on April 27, 2010, at 11:00 a.m.
The Debtor will file with the Court its motion and any other
papers to support the Debtor's continued authority to use cash
collateral by April 12, 2010.

Huntington Park, California-based Central Metal, Inc., is a fully
integrated scrap metal processing company that purchases,
processes and sells ferrous and non-ferrous metals domestically
and internationally.  The Company is one of the largest processing
companies on the West Coast, has one of the largest land sites and
processing capacities, and is fully diversified in its business
portfolio that entails dynamic trading relationships with renowned
metal manufacturers around the world.

The Company filed for Chapter 11 bankruptcy protection on
January 8, 2010 (Bankr. C.D. Calif. Case No. 10-10642).  Juliet Y.
Oh, Esq., who has an office in Los Angeles, California, assists
the Company in its restructuring effort.  The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities.


CF INDUSTRIES: S&P Assigns Corporate Credit Rating at 'BB+'
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB+'
corporate credit rating to CF Industries Inc.  The outlook is
stable.

At the same time, S&P assigned its 'BBB' issue-level rating and
'1' recovery rating to the company's proposed $300 million first-
lien revolving credit facility and proposed $1.2 billion first-
lien term loan, indicating very high recovery (90%-100%) in the
event of a payment default.

S&P also assigned a 'BB+' issue level rating and '3' recovery
rating to the company's proposed $1.6 billion senior notes,
indicating modest recovery (50%-70%) in the event of a payment
default.  All ratings are based on preliminary terms and
conditions.

Proceeds from the $1.2 billion term loan along with proceeds from
an unrated $800 million first-lien term loan, and a $1.75 billion
bridge loan will be utilized to fund the proposed acquisition of
Terra Industries Inc. The revolving credit facility is expected to
be undrawn at closing.  In a subsequent but related financing
action, the company proposes to issue $1.6 billion in senior notes
and $1 billion in common equity.  Proceeds will be utilized to pay
down the bridge loan and the $800 million term loan.  CF has
announced it expects to complete the acquisition and its financing
(including the bridge loan paydown) in April 2010.

"The ratings on CF Industries reflect its fair business risk
profile including S&P's expectations that the Terra acquisition
will result in a stronger market position, improved operating
efficiency, and the diversification of assets," said Standard &
Poor's credit analyst Paul Kurias.

The ratings are based on S&P's assumption that CF will
successfully complete the proposed acquisition of Terra
Industries, and all aspects of the related financing including the
paydown of the bridge loan as scheduled.  If he proposed financing
plan is not completed, including the placement of $1 billion of
new common equity, S&P could reassess the implications for the
ratings.

Standard & Poor's also revised the CreditWatch implications on
Sioux City, Iowa-based Terra Industries Inc. and Terra Capital
Inc., including its 'BB' corporate credit rating, to positive from
developing.  This revision reflects the completion of S&P's review
of the credit implications of the proposed merger.  If the
financings are completed as proposed, S&P would expect to withdraw
the issue ratings on Terra Capital's outstanding notes.


CIT GROUP: Ex-CEO Jeff Peek's Total Pay Down 76% in 2009
--------------------------------------------------------
The Associated Press' Stephen Bernard reports that CIT Group
Inc.'s former CEO Jeffrey Peek received 76% less in total
compensation in 2009.  Mr. Peek, who retired on Jan. 15, received
a compensation package worth $1 million in 2009, compared with
$4.2 million in 2008.  The drop in compensation would have been
even larger had it not been for Mr. Peek receiving pay deferred
from 2007 and 2008, AP relates.

According to AP, Mr. Peek received a salary of $803,077 in 2009,
which includes $160,000 of deferred salary from 2008 and $200,000
from 2007.  His salary was $800,000 in 2008.

Mr. Peek received no bonus either year, AP adds.  According to AP,
Mr. Peek didn't receive any stock option awards in 2009, after
receiving options in 2008 that were worth $3.2 million at the time
of the award.

AP also relates that Mr. Peek's perks and benefits accounted for
$229,314 in compensation in 2009, down 10% from the previous year.

                          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, 2009, the Court confirmed the Debtors' prepackaged
plan.  On December 11, CIT emerged from bankruptcy.


CMGT INC: Mayer Brown Off Hook For $17M Malpractice Claim
---------------------------------------------------------
Mayer Brown LLP has prevailed in a bankruptcy trustee's
$17 million malpractice lawsuit alleging the firm should have
challenged a lawsuit filed by CMGT Inc.'s former financial
adviser, Bankruptcy Law360 reports.

According to the report, Judge Virginia M. Kendall of the U.S.
District Court for the Northern District of Illinois granted Mayer
Brown's motion for summary judgment on CMGT trustee David
Grochocinski's claims.


COBALIS CORP: Board Commits to Return to Fully Reporting Status
---------------------------------------------------------------
In anticipation of a positive confirmation of Cobalis
Corporations' plan for emergence from its bankruptcy, the Board of
Directors of the Company has committed to return to fully
reporting status as quickly as possible, to increase investor
confidence and in preparation for having the Company's stock once
again traded on the NASDAQ OTC BB.

The Company is pleased to announce that it has retained the
services of Michigan-based accounting firm Silberstein Ungar,
PLLC, a nationally recognized public accounting and audit firm to
assist in preparing the Company's return to fully reporting
status.

In addition, the Company has re-engaged former Chief Financial
Officer Kevin Pickard as Interim CFO to assist in the Company's
financial management.

Chas Radovich, Cobalis CEO, said: "Cobalis has always been
committed to providing the investment marketplace and
institutional investors with accurate and timely information about
the Company's financial status, future plans, and investment
requirements, as well as to report major news and events on a
timely basis.  We believe that a return to fully reporting status
and trading on the NASDAQ OTC BB is an urgent requirement and we
are committed to moving quickly to achieve this milestone as we
move forward to bring PreHistin to market nationally and
internationally.  The Company appreciates the patience its
shareholders have shown during the recent period, and we are
optimistic that good corporate governance, transparency of
disclosures, the addition of highly experienced management and
marketing professionals, and the timely release of news and
information will result in a continually higher level of investor
confidence."

                     About Cobalis Corp

Cobalis Corp. (OTC:CLSC) is an over the counter pharmaceutical and
nutraceutical company.  Its flagship product, PreHistin(R) is
designed to prevent the primary causes of airborne allergies.
PreHistin(R), "The World's FIRST Pre-Histamine"(R) is the only
Phase III clinically tested sublingual product fully patented for
long term and daily use without a prescription to help relieve
allergy sufferers from both indoor and outdoor allergens.

PreHistin(R) has shown in previous clinical studies to modulate
the body's level of immunoglobulin E (IgE), thus reducing the
overproduction of histamines, the primary cause of airborne
allergy symptoms.  Studies have shown that the active ingredient
in PreHistin(R), an FDA safety approved 3.3 mg Cyanocobalamin
(Vitamin B12) mega-dose sub-lingual lozenge has essentially no
risks or adverse side effects to the general population including
sedation and drowsiness found in many allergy medications
currently available.

Cobalis Corp. put itself in October 2007 (Bankr. C.D. Calif. Case
No. 07-12347) in response to an involuntary liquidating Chapter 7
petition filed in August by Y.A. Global Investments LP, the holder
of $3 million in secured convertible debentures.

In August 2009, Cobalis Corporation filed a "five year"
reorganization plan.


CONNECTICUT AVENUE: Pushes to Sell Days Hotel to Another Buyer
--------------------------------------------------------------
Laura Oleniacz at Sun Journal reports that Days Hotel owned by
Connecticut Avenue Partners may be up for auction again.

According to the report, the sale to Georgia-based developer
Sanmukh Patel who made a winning bid at $1.26 million at last
year's auction has not been finalized.   The Debtor is asking the
bankruptcy court to cancel the deal to allow for another sale of
the property because the buyer has not offered a closing date due
to financing problems.

Based in New Bern, North Carolina, Connecticut Avenue Partners LLC
filed for Chapter 11 protection on December 18, 2007 (Bankr. E.D.
N.C. Case No. 07-04806).  Trawick H Stubbs, Jr., Esq., at Stubbs &
Perdue, P.A., represents the Debtor.  The Debtor listed both
assets and debts of between $1 million and $10 million.


D & M BARTON: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: D & M Barton Limited Partnership
        206 Fair Street
        Laconia, NH 03246

Bankruptcy Case No.: 10-11474

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       District of New Hampshire Live Database (Manchester)

Judge: J. Michael Deasy

Debtor's Counsel: William S. Gannon, Esq.
                  William S. Gannon PLLC
                  889 Elm Street, 4th Floor
                  Manchester, NH 03101
                  Tel: (603) 621-0833
                  Fax: (603) 621-0830
                  E-mail: bgannon@gannonlawfirm.com

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

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

A list of the Company's 2 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nhb10-11474.pdf

The petition was signed by Dwight D. Barton, general partner.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Dwight David Barton                    09-12564    7/10/09


DAIS ANALYTIC: Cross Fernandez Raises Going Concern Doubt
---------------------------------------------------------
Dais Analytic Corporation filed on March 30, 2010, its annual
report on Form 10-K for the year ended December 31, 2009.

Cross, Fernandez & Riley LLP, in Tampa, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred significant losses since inception and has a capital
deficit and stockholders' deficit of $2,265,370 and $32,162,151 at
December 31, 2009.

The Company reported a net loss of $3,385,382 on $1,531,215 of
revenue for 2009, compared with a net loss of $5,979,446 on
$1,015,433 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$1,620,746 in assets and $4,299,685 of debts, for a stockholders'
deficit of $2,678,939.

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

               http://researcharchives.com/t/s?5e7b

Odessa, Fla.-based Dais Analytic Corporation is a nano-structure
polymer technology materials company which has developed and is
commercializing applications using its materials.


DAVID WEBB: Plan Exclusivity Extended Until May 4
-------------------------------------------------
Michell Graff at National Jeweler reports that the U.S. Bankruptcy
Court for the Southern District of New York gave David Webb Inc.
until May 4, 2010, to file plan of reorganization and July 5,
2010, to solicit acceptances of that plan.

New York-based David Webb Inc. is a 61-year-old Madison Avenue-
based jeweler owned by the Silberstein Family Partnership.  The
Company filed for Chapter 11 protection on June 23, 2009 (Bankr.
S.D.N.Y. Case No. 09-13997).  The Debtor selected Alter Goldman &
Brescia LLP as its bankruptcy counsel.  The Debtor posted assets
between $10 million and $50 million, and debts between $1 million
and $10 million.


DETROIT, MICHIGAN: Research Group Report Examines Fiscal Condition
------------------------------------------------------------------
Citizens Research Council of Michigan, a nonprofit public policy
research group, on April 5 released a report examining the fiscal
condition of the City of Detroit.  The Detroit News says the
report was ordered at the behest and with some grant funds from
the Business Leaders for Michigan.

According to the report, the "Great Recession" that began in
December 2007 has exacerbated the effects of population loss,
poverty, and disinvestment on the City of Detroit.  The tax base,
already stressed, has deteriorated significantly, as the number of
businesses and jobs has declined, unemployment has increased, and
population has dwindled.  The recently published Comprehensive
Annual Financial Report for Fiscal Year 2007-08 (FY2008) indicates
that the city's general fund deficit increased from $155.6 million
at the end of FY 2007 to $219.2 million at the end of FY 2008.  No
CAFR is available for FY2009, but city officials budgeted a $280
million prior years accumulated deficit for FY2010, and they
estimate the current year general fund operating deficit to be in
the range of $100 million.  The Crisis Turnaround Team appointed
by Mayor Bing to assess city operations and make recommendations
estimated that, absent major changes, the city's average annual
(structural) deficit for Fiscal Years 2010 through 2112 would be
$260 million.

The current City of Detroit budget was balanced by including $275
million in revenues from the sale of future city revenues from the
Detroit-Windsor Tunnel, Municipal Parking Department, and Public
Lighting Department. It is highly unlikely that these budgeted
revenues will materialize.  Detroit imposes a high tax burden on
residents, property owners, and those who work in the city, but
revenues from municipal income, property, utility users' excise,
and casino wagering taxes will fall significantly below the
amounts included in the budget.  Further, reductions in state
revenue sharing will exceed the reductions budgeted.

It is unlikely that state financial resources will be made
available to address the city's crisis, and no federal assistance
has been, or is likely to be, made available for general
operations.

"The city government will have to shrink dramatically to reflect
the reduced tax base.  Whether this can be accomplished by the
elected mayor and City Council, or an appointed emergency
financial manager, or under Chapter 9 of federal bankruptcy law,
remains to be seen," according to Bettie Buss, CRC Senior Research
Associate.

A full-text copy of the report is available at no charge at
http://www.crcmich.org/PUBLICAT/2010s/2010/rpt361.pdf


DJA, CORP: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: DJA, Corp
          dba DBA Trevi Entertainment Center
        32250 Mission Trail
        Lake Elsinore, CA 92530

Bankruptcy Case No.: 10-19732

Chapter 11 Petition Date: April 1,2010

Court: U.S. Bankruptcy Court
       Central District Of California (Riverside)

Judge: Meredith A. Jury

Debtor's Counsel: Robert B Rosenstein, Esq.
                  Rosenstein & Hitzeman
                  28600 Mercedes St Ste 100
                  Temecula, CA 92590
                  Tel: (951) 296-3888
                  Fax: (951) 296-3889
                  E-mail: robert@rosenhitz.com

Estimated Assets: $0 to $50,000

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

A copy of the Debtor's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/cacb0-19732.pdf

The petition was signed by Michel Knight, president.


DICIRCOLO FAMILY: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: DiCircolo Family Trust, Ernest Mazzone, Trustee
        3 Rue Allard Way
        Henderson, NV 89011

Bankruptcy Case No.: 10-15712

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: Pro Se

Scheduled Assets: $2,005,000

Scheduled Debts: $1,253,525

A list of the Company's 4 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb10-15712.pdf

The petition was signed by Ernest Mazzone, trustee.


DON WILLIS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtors: Don Willis
               Sharon M Willis
               3800 Juliette Circle
               Corona, CA 92881

Bankruptcy Case No.: 10-19729

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Central District Of California (Riverside)

Debtor's Counsel: Gerald Wolfe, Esq.
                  19600 Fairchild Rd Ste 295
                  Irvine, CA 92656
                  Tel: (949) 257-0961
                  Fax: (949) 608-8930
                  E-mail: gerald@gwesq.com

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

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

According to the schedules, the Debtors say that assets total
$794,400 while debts total $1,461,178.

A copy of the Joint Debtors' list of 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-19729.pdf

The petition was signed by the Joint Debtors.


DOWNEY REGIONAL: Signs Letter of Intent With Presbyterian
---------------------------------------------------------
Presbyterian Intercommunity Hospital and Downey Regional Medical
Center had each signed a non-binding letter of intent with plans
to execute a definitive agreement calling for PIH's acquisition of
DRMC.  This will bring together two not-for-profit hospitals both
with long standing histories of being dedicated to providing
quality care to the communities they serve.  The nonbinding letter
of intent would allow for the continuation of a nonprofit hospital
serving the greater Downey community.

Under the proposed structure, PIH would form a nonprofit entity to
acquire the assets of DRMC under a plan of reorganization.
Consideration for the asset purchase would be the promise of the
nonprofit hospital to make payments to general unsecured creditors
according to a proposed schedule.  The outstanding bonds of DRMC
could either be guaranteed by PIH or an appropriate affiliate, or
possibly be assumed into the PIH Obligated Group.

"Now that the letter of intent is signed, PIH and DRMC can begin
the process of creating an integrated regional healthcare system
with many benefits for residents of the greater Southeast Los
Angeles County region serviced by the two hospitals," said James
R. West, President and Chief Executive Officer of PIH.  "By
working with the management and physicians at DRMC, the two
hospitals will be able to create a comprehensive network of
healthcare services that will be unsurpassed in the area."

"We are hopeful that we can quickly come to terms under a
definitive asset purchase agreement with PIH and allow for the new
nonprofit Downey-based hospital to commence operations as early as
this summer, as previously planned," stated Rob Fuller, Executive
Vice President & COO of Downey Regional. "While this letter of
intent is nonbinding and preliminary in nature, there is a natural
geographic and operational affinity between the two organizations
that should allow for the Downey-based nonprofit hospital to enjoy
successful hospital operations from the outset once the asset
purchase agreement is concluded," said Fuller.

DRMC filed for protection under Chapter 11 of the U.S. Bankruptcy
Code on September 14, 2009, citing financial systems breakdowns
and poor contracts as its reasons for filing.  DRMC has operated
at normal capacity with its full range of services, including its
very busy emergency room, throughout the proceedings, and
continues to provide excellent care to its patients.  On March 15,
2010, DRMC announced that discussions with the Daughters of
Charity Health System had ended.

"Our overall plan in these discussions is to execute a strategic
transaction that allows for a Downey-based nonprofit hospital to
continue providing superior healthcare services to patients in the
community," said Kenneth Strople, DRMC's President and Chief
Executive Officer.  "I want to reassure our patients, our
employees, the physicians, and the community that DRMC and its
services will continue to be open as we move through these
discussions," added Strople.

                 About Presbyterian Intercommunity

Presbyterian Intercommunity Hospital is a 400-plus bed acute care,
non-profit hospital which was founded in 1959 with the community's
trust and support -- values retained today by maintaining the
highest standards in medical services, in turn making us the
area's acknowledged leading healthcare center.  Through commitment
to outstanding patient care, respect and compassion for all,
responsiveness, integrity, collaboration, innovation, and
stewardship, the PIH team is devoted to serving the needs of its
community.  PIH's healthcare team is comprised of a stellar
clinical staff of almost 600 board-certified physicians
representing a broad range of medical specialties, highly
qualified nurses, and other exemplary staff.

                       About Downey Regional

Downey Regional Medical Center is a 199-bed, not-for-profit
regional hospital and medical center that delivers healthcare
services to Southeast Los Angeles County.  Downey Regional Medical
Center features sophisticated facilities and equipment
complemented by highly trained medical, nursing, technical and
support staff. Downey Regional provides care to more than 160,000
patients each and every year.  As it enters its 90th year of
continuing operations, DRMC looks forward to continuing its
service to the local community.


EAU TECHNOLOGIES: Posts $3,425,708 Net Loss for 2009
----------------------------------------------------
Eau Technologies, Inc., filed its annual report on Form 10-K,
showing a net loss of $3,425,708 on $724,510 of revenue for 2009,
compared with a net loss of $6,727,214 on $437,109 of revenue for
2008.

The Company's balance sheet as of December 31, 2009, showed
$3,407,770 in assets and $14,229,820 of debts, for a stockholders'
deficit of $10,822,050.

HJ & Associates, LLP, in Salt Lake City, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has a working
capital deficit and a stockholders' deficit.

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

               http://researcharchives.com/t/s?5e7d

Kennesaw, Ga.-based Eau Technologies, Inc., is in the business of
developing, manufacturing and marketing equipment that uses water
electrolysis to create non-toxic cleaning and disinfecting fluids
as well as dairy drinking water.


EL POLLO: S&P Assigns Unsolicited 'B-' Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned an unsolicited 'B-'
corporate credit rating to El Pollo Loco Inc., and assigned these
issue-level ratings:

* A 'B+' issue level rating and a '1' recovery rating to the
  company's senior secured revolving credit facility.  The
  recovery ratings indicates S&P's expectation of very high (90%-
  100%) recovery of principal in the event of default, and the
  issue is rated is two notches above the corporate credit rating.

* A 'B' issue level rating and '2' recovery rating to the
  company's $132.5 million senior secured notes that mature in
  2012.  The recovery rating indicates S&P's expectation of
  substantial (70%-90%) recovery of principal in the event of
  default, and the notes are rated one notch above the corporate
  credit rating.

* A 'CCC' issue level rating and a '6' recovery rating to the
  company's senior unsecured notes due in 2013 with $106.3 million
  outstanding.  The recovery rating indicates S&P's expectation of
  negligible (0%-10%) recovery of principal in the event of
  default, and the unsecured notes are rated two notches below the
  corporate credit rating.

The rating outlook is negative.

"The ratings on El Pollo Loco Inc. reflect the company's highly
leveraged capital structure, resulting in very weak cash-flow
protection and S&P's belief that poor economic conditions may
still pressure sales," said Standard & Poor's credit analyst
Charles Pinson-Rose.

Operating performance in 2009 was rather weak and EBITDA was down
about 20% for the year, primarily a result of an 8.2% same-store
sales decline and the corresponding margin contraction from cost
deleveraging.  S&P believes weak sales are a result of intense
value promotions in the quick service restaurant industry, and
very high unemployment in Southern California, where the majority
of the company's restaurants are located.  S&P currently expects
moderate declines in same-store sales during the first half of
2010 and flat to slightly positive same-store sales in the second
half of the year.  S&P also expects the company attempt to manage
administrative costs, which will trend lower.  Based on this, S&P
expects EBITDA in 2010 to be maintained or be slightly lower than
2009 levels, and be in the
mid-$30 million range.  However, given potentially high sustained
unemployment, S&P can envision same-store sales being negative in
the mid-single-digit are for the year, driving EBITDA to the
low-$30 million area.


ELEPHANT TALK: Posts $17.3 Million Net Loss for 2009
----------------------------------------------------
Elephant Talk Communications, Inc. filed its annual report on Form
10-K, showing a net loss of $17.3 million on $43.7 million of
revenue for 2009, compared with a net loss of $16.0 million on
$44.4 million of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$24.4 million in assets and $30.5 million of debts, for a
stockholders' deficit of $6.1 million.

BDO Seidman, LLP expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company incurred a net loss of $17.4 million, used
cash in operations of $5.4 million and had an accumulated deficit
of $62.3 million.

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

                http://researcharchives.com/t/s?5e71

Based in Schiphol, The Netherlands, Elephant Talk Communications,
Inc. is an international provider of business software and
services to the telecommunications and financial services
industry.  Elephant Talk installs its operating software at the
network operating centers of mobile carrier and receives a fee per
month per cell phone subscriber on the network.  Currently the
subscribers are wholesale customers of Vizzavi (a subsidiary of
the Vodafone group) in Spain and T-Mobile in the Netherlands.  The
Company also operates landline telephony services in nine European
countries and Bahrain.


EMPIRE CENTER: Interest Holders to Fund Payment of Unsecureds
-------------------------------------------------------------
The Hon. Sarah S. Curley of the U.S. Bankruptcy Court for the
District of Arizona will consider approval of the disclosure
statement explaining Empire Center at Coldwater Springs, LLC's
Chapter 11 plan on May 20, 2010, at 10:00 a.m.  The hearing will
be held at the U.S. Bankruptcy Court, 230 North First Avenue, 7th
Floor, Courtroom No. 701, Phoenix, Arizona.  Objections, if any,
are due five business days prior to the hearing date.

The Debtors will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, the Plan will be
implemented by the retention of its existing management. The
implementation will also include the management and disbursement
of the funds infused by the interest holders.

Under the Plan, the Debtor proposes to pay the Priority Claims in
full.  It also proposes to give Secured Creditors with an interest
in the real property of a commercial property located in Maricopa
County, Arizona, the opportunity to realize a full return on the
value of their Allowed Secured Claims.

In addition, the Plan will result in the unsecured creditors --
under Class 3 -- receiving a substantial payout.  The claims in
Class 3 aggregating will share pro rata the sum of $50,000.  The
interest holders will arrange for the infusion of the $50,000 into
the reserve account for the payment of Class 3.

The Class 4 interest holders in the Debtor will retain their
interests in consideration of the new value they contribute to the
Plan funding.

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

The Debtor is represented by:

     Arturo A. Thompson, Esq.
       E-mail: athompson@polsinelli.com
     John J. Hebert, Esq.
       E-mail: jhebert@polsinelli.com
     Polsinelli Shughart PC
     Security Title Plaza
     3636 North Central Avenue, Suite 1200
     Phoenix, AZ 85012
     Tel: (602) 650-2000
     Fax: (602) 264-7033

             About Empire Center at Coldwater Springs

Scottsdale, Arizona-based Empire Center at Coldwater Springs, LLC,
filed for Chapter 11 bankruptcy protection on December 18, 2009
(Bankr. D. Ariz. Case No. 09-32728).  The Company listed
$10,000,001 to $50,000,000 in assets and $10,000,001 to
$50,000,000 in liabilities in its bankruptcy petition.


EMPIRE DISTRICT: Fitch Affirms Ratings on Preferred Stock at 'BB+'
------------------------------------------------------------------
Fitch Ratings has affirmed the debt ratings of the Empire District
Electric Company:

  -- Issuer Default Rating at 'BBB-';

  -- Senior secured debt and pollution control revenue bonds at
     'BBB+';

  -- Senior unsecured debt at 'BBB';

  -- Trust preferred stock at 'BB+';

  -- Short-term IDR at 'F2';

  -- Short-term commercial paper at 'F2'.

The Rating Outlook has been revised to Stable from Negative.
Approximately $655 million of debt is affected.

The revision to Stable Outlook takes into consideration the
anticipated completion of the utility's five-year $840 million
baseload capital expenditure program in 2010.  Fitch's Stable
Outlook assumes EDE will receive timely and adequate regulatory
recovery of newly completed investments, which received regulatory
assurances for timing, need, and technology from the Missouri
Public Service Commission.  As the new coal units enter commercial
operation and new rates are set in 2010 and 2011, Fitch expects
improving credit metrics by 2011, with the ratio of EBITDA to
interest forecasted to approximate 4.0 times and debt to EBITDA to
decline to approximately 4.0x.  The Stable Outlook also reflects
successful execution of the utility's $120 million equity issuance
program in 2008 and 2009 to partially fund capital expenditures.
As a result of management's funding of capital spending with a
balanced mix of internally generated cash, long-term debt, and
equity, EDE's debt to capitalization was 52.5% as of Dec. 31,
2009.  Construction expenditures on Plum Point and Iatan 2 were
approximately 97% and 90% complete as of March 31, 2010.

An inability to obtain timely recovery for recent capital
investments through rates would result in a negative rating
action.  EDE currently has a $68.2 million rate request pending
before the MPSC, the major components of which include costs
associated with investments in Iatan 2, Plum Point, and
environmental upgrades at Iatan 1.  The requested return on equity
(ROE) is 11%.  A final order is expected from the MPSC in
September 2010, with new rates in effect immediately thereafter.
Capital expenditures for Iatan 2 will not be considered in the
current rate case because the unit missed the true-up period by
two months as a result of construction delays and unusually cold
weather.  Before the end of 2010, EDE expects to file a second
rate case for recovery of Iatan 2.  EDE also plans to complete
rate proceedings in its smaller Kansas and Oklahoma jurisdictions
by the third quarter of 2010, which will result in higher rate
base and stronger cash flows on a consolidated basis.

The 'BBB-' IDR reflects EDE's regulated cash flows from utility
operations in a small, mostly residential, service territory and
an adequate fuel adjustment clause, applicable to 95% of the
change in fuel and purchased power costs in rates.  Credit
concerns primarily relate to base rate case uncertainty, prudence
review of fuel costs, and EDE's increased exposure to carbon
legislation as a result of a higher percentage of owned coal
capacity.  The addition of new coal fired capacity from Iatan 2
and Plum Point is expected to raise the percentage of owned coal
in the energy mix to approximately 60% from 40% currently.

Fitch notes that while the company's service territory has
experienced frequent ice storms, EDE has been able to secure
supplemental one-year revolving credit facilities to mitigate
potential liquidity challenges from storm damages during the capex
cycle.  Currently, total liquidity is sufficient to support the
company's commercial paper program, working capital, and remaining
capital expenditures.  As of Dec. 31, 2009, EDE had $156 million
in liquidity including $150 million in availability under lines of
credit and $6 million in cash.  In January 2010, EDE renewed its
unsecured $150 million credit facility for three years.  Debt
maturities over the next several years are manageable and are:
$50 million in 2010, $0 in 2011, and $110 million in 2012.

EDE is an integrated utility company serving approximately 215,000
customers across southwest Missouri, southeast Kansas, northeast
Oklahoma and Northwest Arkansas.


ENERGY FUTURE: Fitch Downgrades Issuer Default Rating to 'B-'
-------------------------------------------------------------
Fitch Ratings downgrades to 'B-' from 'B' the Issuer Default
Ratings of these companies:

  -- Energy Future Holdings Corp.;
  -- Energy Future Intermediate Holding Company LLC;
  -- Texas Competitive Electric Holdings Company LLC;
  -- Energy Future Competitive Holdings Company.

As detailed at the end of this release, the ratings of individual
obligations of EFH and EFIH are affirmed, while ratings of TCEH
and EFCH issues are either downgraded or affirmed.  The Rating
Outlooks remain Negative for EFH, EFIH, TCEH and EFCH.

At the same time, Fitch affirms the ratings of Oncor Electric
Delivery Company LLC including the company's 'BBB-' IDR.  The
Outlook for Oncor remains Stable.

Approximately $44.2 billion of debt is affected by the rating
actions.

Fitch's diminished expectations of the cash flow generation
capability of the competitive segment issuers (all issuers in the
EFH group except Oncor) in the face of very high debt leverage are
the reason for the one-notch downgrades of their IDRs.  Forward
natural gas prices and expected electricity demand growth in the
Electric Reliability Council of Texas (ERCOT) are both lower now
than at the time the LBO debt was originally rated in October
2007, reducing the projected level of recurring cash flow when the
current natural gas hedges run off.  The expected loss given
default on the TCEH senior secured debt and junior TCEH debt
issues has increased as a result of the weaker fundamentals.  It
may be challenging to refinance the substantial amounts of
maturing credit facilities and loans in 2013 and 2014 given the
over-leveraged capital structure.

Fitch expects EFH to produce adequate cash flow and maintain
adequate liquidity to cover business needs through 2012, assuming
the baseload units operate without prolonged outages and the
economy continues to recover.  TCEH's substantial portfolio of
forward natural gas hedges promotes cash flow stability from power
sales through 2012, and Fitch forecasts that cash interest
coverage will remain above 1 times.  Gas price exposure for the
balance of 2010 was fully hedged, and 92% and 85% of gas price
exposure was hedged for 2011 and 2012, respectively as of Dec. 31,
2009.  While EFH hedges a much greater proportion of expected
output than other gencos, EFH's leverage is also the highest among
the energy merchants.

The largest near-term risks to EFH and TCEH's cash flows in 2010
and 2011 are lower than expected baseload unit energy production,
weak market heat rates and compression of retail customer profit
margins.  However, EFH's strong operational track record and
stable retail customer base as well as the economic recovery help
to limit these risks.

In Fitch's view, the risk of default increases significantly in
2013 and 2014 for all of the EFH group issuers except Oncor, which
should continue to maintain an investment grade profile.  The open
(un-hedged) natural gas position will substantially increase over
time, with 50% and 84% of gas exposure open in 2013 and 2014,
respectively as of Dec. 31, 2009.  Additional concerns include
higher costs from any carbon laws, EPA initiatives, and proposed
new derivatives laws.  In Fitch's opinion, the potential adverse
effects of these costs are more likely to affect cash flows beyond
2012.

EFH's rating is supported by cash flows from its well positioned
and effectively operated baseload generation capacity in ERCOT and
a stable regulated T&D utility.  EFH had solid EBITDA in 2009
despite the challenging economy largely due to the effective TCEH
hedge program and cost control.  Liquidity is expected to be
sufficient to meet expected needs for the next three years; the
winding down of the baseload coal unit construction program will
increase cash flow and substantially reduce capital spending needs
at TCEH.  Recovery values for EFH and EFIH are supported by the
regulated cash flows at Oncor, which are anticipated to grow over
time.  EFH may continue to monetize its equity value in Oncor via
additional secured debt issuances, which could change recovery
prospects for the EFH's and EFIH's various debt issues.

Oncor's 'BBB-' IDR and Stable Outlook are supported by a healthy
regulated transmission and distribution utility business that
provides a stable source of cash flow with rate base growth
opportunities related to transmission projects and advanced
metering investments.  Credit ratios are consistent with the
investment grade rating and are expected to continue to support
the rating despite high capital spending on CREZ transmission and
advanced meter investments.  Oncor bears no commodity price risk
and has low business risk as a pure T&D utility.  The utility will
continue to need regulatory support to recover costs of its large
capital spending on advanced meters and transmission to maintain
its current credit profile.  While Fitch considers Oncor to be
effectively ring-fenced from the rest of the EFH group, Oncor's
credit market access or credit spreads could nonetheless become
constrained by any deterioration in the financial condition of EFH
and affiliates.

Fitch has taken these rating actions:

EFH:

  -- IDR downgraded to 'B-' from 'B';

  -- Secured notes affirmed at 'B+/RR1';

  -- Guaranteed notes revised to 'B/RR3' from 'B/RR4';

  -- Senior notes (non-guaranteed) revised to 'CCC/RR5' from
     'CCC/RR6'.

The Outlook is Negative.

EFIH:

  -- IDR downgraded to 'B-' from 'B';
  -- Secured notes affirmed at 'B+/RR1'.

TCEH:

  -- IDR downgraded to 'B-' from 'B';

  -- Senior secured bank facilities downgraded to 'B+/RR1' from
     'BB/RR1';

  -- Secured lease facility bonds revised to 'B/RR3' from 'B/RR4'
     (secured by combustion turbine assets);

  -- Guaranteed notes downgraded to 'B-/RR4' from 'B/RR4';

  -- Senior unsecured debt (non-guaranteed) including various
     pollution control bonds issued by the Brazos River Authority
     (TX), Sabine River Authority (TX), and Trinity River
     Authority (TX) revised to 'CCC/RR5' from 'CCC/RR6'.

The Outlook is Negative.

EFCH:

  -- IDR downgraded to 'B-' from 'B';
  -- Unsecured notes revised to 'CCC/RR5' from 'CCC/RR6'.

The Outlook is Negative.

Oncor:

  -- Long-term IDR affirmed at 'BBB-';
  -- Senior secured notes affirmed at 'BBB';
  -- Short-term IDR and commercial paper affirmed at 'F3'.

The Outlook is Stable.


EPIX PHARMACEUTICALS: To Auction MRI Imaging Intellectual Assets
----------------------------------------------------------------
Joseph F. Finn, Jr., C.P.A., Assignee for the Benefit of Creditors
of Epix Pharmaceuticals, Inc. disclosed that MRI imaging
intellectual properties will be auctioned on May 28, 2010.  The
assets of Epix were transferred to him on July 20, 2009 and he is
liquidating them for the benefit of Epix creditors.  He recently
reached an agreement with Bayer Schering Pharma that permits the
sale of the MRI imaging programs.

The family of gadolinium-based imaging programs consists of: 1)
MS-325, commercial MRA imaging agent, currently marketed as
Ablavar (R) in the US by Lantheus Medical Imaging and formerly
marketed as Vasovist (R), in Europe and other countries by Bayer
Schering Pharma.  The MS-325 commercial rights for sale include
Europe, Switzerland and other regions outside the US, Canada,
Puerto Rico and Australia; 2) EP-2104R, a fibrin binding MRI
imaging agent in Phase 2 clinical development for clot detection;
and 3) EP-3600, a collagen binding MRI imaging agent in
preclinical development for myocardial perfusion.  Bidders may bid
on any combination of the three or all three.

Persons interested in bidding must sign a Confidentiality
Disclosure Agreement obtained from Mr. Finn's Office --
Ipsaleservices@Finnwarnkegayton.com -- or 781-237-8840.  They will
then receive a bid package and access to an electronic data room.

                About Joseph F. Finn, Jr., C.P.A.

Joseph F. Finn, Jr., C.P.A. is the owner of the firm, Finn, Warnke
& Gayton, Certified Public Accountants of Wellesley Hills,
Massachusetts.  He works primarily in the area of management
consulting for distressed enterprises, bankruptcy accounting and
related matters, such as assignee for the benefit of creditors and
liquidating agent for a corporation.  He has been involved in a
number of loan workouts and bankruptcy cases for thirty-five (35)
years. His most recent Assignments for the Benefit of Creditors in
the biotech field include Spherics, Inc., ActivBiotics, Inc. and
Prospect Therapeutics, Inc.

                     About EPIX Pharmaceuticals

EPIX Pharmaceuticals, Inc., is a biopharmaceutical company focused
on discovering and developing novel therapeutics through the use
of its proprietary and highly efficient in silico drug discovery
platform.  The company has a pipeline of internally-discovered
drug candidates currently in clinical development to treat
diseases of the central nervous system -- see
http://www.trialforAD.com/-- and lung conditions.  EPIX also has
collaborations with leading organizations, including
GlaxoSmithKline, Amgen and Cystic Fibrosis Foundation
Therapeutics.

                          *     *     *

As reported by the Troubled Company Reporter, EPIX on July 20,
2009, entered into an Assignment for the Benefit of Creditors in
accordance with Massachusetts law.  The purpose of the Assignment
is to conclude the company's operations and provide for an orderly
liquidation of its assets.  The Assignment is a common law
business liquidation mechanism under Massachusetts law that is an
alternative to a formal bankruptcy proceeding.  Under the terms of
the Assignment, the Company transferred all of its assets to an
assignee for orderly liquidation and distribution of the proceeds
to the Company's creditors.  The designated assignee for the
company is Joseph F. Finn, Jr., at Finn, Warnke & Gayton, 167
Worcester Street, Suite 201, Wellesley Hills, MA 02481.


EPV SOLAR: Creditors Panel Asks Court to Convert Case to Ch 7
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of EPV Solar, Inc.,
has asked the U.S. Bankruptcy Court for the District of New Jersey
to convert the Debtor's Chapter 11 case to Chapter 7.

The Creditors Committee notes the Debtor commenced this case with
the primary goal of staving off a foreclosure action commenced by
Patriarch Partners Agency Services, LLC.  The Debtor articulated a
broader strategy for this case, which involves the marketing and
sale of its manufacturing business and the reorganization of the
Debtor around its equipment business.  The Committee doesn't
believe that the Debtor has the ability or the wherewithal to
effectuate a reorganization.  According to the Committee, the
Debtor has failed to demonstrate that the debtor-in-possession
financing it is seeking will provide it with sufficient funds to
satisfy its working capital needs and pay for the costs of
administering this bankruptcy, including the full marketing of its
assets that is necessary to maximize value and put the Debtor's
strategy into motion.

"By its own admission, the Debtor has yet to engage in any
substantive marketing of its assets, and the Debtor has yet to
retain an investment banker in this case to run such a process.  A
full and fair marketing of the Debtor's assets will require some
time, and in fact the DIP Facility contemplates a seven-month sale
process.  Nonetheless, under the proposed DIP Facility, the Debtor
will likely run out of cash well before such a sale can be
consummated.  Thus, it appears that the DIP Facility will enable
the Debtor to do little more than run a truncated sale process for
the sole benefit of the DIP Lenders (and possibly the prepetition
noteholders), leaving unsecured creditors out of the money.
Accordingly, the value of the Debtor's assets will not be
maximized and it will be impossible for the Debtor to confirm a
plan of reorganization," the Committee claims.

The Committee states that should the Court allow the Debtor to
implement its strategy, this case will convert to Chapter 7
shortly after the conclusion of the truncated sale process, with
the DIP Lenders paid substantial sums, including fees that total
66% of the new funds provided to the Debtor under the DIP Facility
to fund its operations, with no chance of a distribution for the
Debtor's general unsecured creditors and, due to the onerous terms
of the DIP Facility, without any ability of the Chapter 7 trustee
to investigate and evaluate the prudence of causes of action that
might be available to the estate.  "Unless and until the Debtor
and the DIP Lenders agree to fund a sale process that is
reasonably likely to result in the confirmation of a plan of
reorganization which provides general unsecured creditors with a
meaningful chance to obtain a recovery, they should be denied the
opportunity to exploit the Chapter 11 process.  It is respectfully
submitted that cause exists to convert the Debtor's case to
Chapter 7 now, before financing is approved on a final basis.
Conversion now will potentially preserve unencumbered assets of
the Debtor, which may then be available for the benefit of the
estate, rather than being pledged to the DIP Lenders," the
Committee says.

According to the Committee, the Debtor will forego the millions of
dollars in legal fees that will likely be incurred by the estate's
and the lenders' professionals.  The Chapter 7 trustee can decide
which of the Debtor's remaining 22 employees warrant continued
employment.

The Committee is represented by Cooley Godward Kronish LLP.

                           About EPV Solar

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.


EQUA-CHOR INC: Increased Profits & Successful Initiatives for 2009
------------------------------------------------------------------
Equa-Chlor, Inc., said it increased operating profits in 2009,
less than eleven months after emerging from Chapter 11 bankruptcy.
The company, a producer and marketer of chemicals used in several
industrial applications, attributed the profitability gain to a
new product launch, termination of an unprofitable product line
and a more flexible production platform.

"We were pleased to enter 2010 with excellent momentum, running at
full capacity with a strengthened financial position," said Equa-
Chlor Chief Executive Officer Clay Pace.  "Operating income nearly
doubled in 2009 on slightly lower sales, which were due to
dropping an unprofitable distribution business.  Equa-Chlor is
focused on increasing sales in order to take advantage of an
improving market and efficiencies introduced during the past 18
months."

Equa-Chlor exited Chapter 11 in February 2009, almost a year to
the day of its filing.  The company noted the filing was
necessitated by plant start-up delays and construction cost
overruns, weak demand for chorine and an unprofitable caustic soda
distribution business.  Despite the filing, the company's business
remained sound, with no disruptions in operations or supplies.  In
fact, Pace said, Equa-Chlor retained all of its customers,
suppliers and employees and has since increased employment by more
than 10 percent.

The company attributed its strengthened financial position to
debtor-in-possession financing that allowed the installation of an
80,000-ton per year hydrochloric acid burner, completed in
December 2008.  The new product line has been key to Equa-Chlor's
growth, Pace said.

"Our strategy for the future is to focus on continuous process
improvements, which is the key to success in a commodity
business," said Pace.  "Because of our capacity situation, we are
considering another plant expansion to take advantage of higher
demand anticipated in our market area.

"We are extremely pleased with the dedication of our employees who
made the successful reorganization possible," Pace concluded.  "I
hesitate to call it a 'turnaround' because the business was always
fundamentally sound and we just needed to do a better job
executing.  As Yogi Berra would say, 'Our past is behind us' and
Equa-Chlor is now well-positioned to resume growth."

                         About Equa-Chlor

Equa-Chlor, Inc. is a Chlor-Alkali producer and marketer of liquid
chlorine, caustic soda, and hydrochloric acid serving the pulp,
paper, water treatment, electronics and food industries in the
western United States and Canada The company is headquartered in
Longview, Washington.


ERICKSON RETIREMENT: Files Staffing Report for March 2010
---------------------------------------------------------
Debra Doyle, executive vice president of Health & Operations for
Debtor Erickson Retirement Communities, LLC, filed with the Court
on March 15, 2010, exhibits that are responsive to an order
excusing appointment of a patient care ombudsman under Section
333 of the Bankruptcy Code in the Debtors' Chapter 11 cases and
requiring the Debtors to self report until further ordered by the
Court.

The Debtors specifically submitted a list of staff members
working at the continuing care retirement communities, a copy of
which is available for free at:

      http://bankrupt.com/misc/ERC_StaffMembersMar2010.pdf

Ms. Doyle says the Debtors hired 444 employees and recorded 507
employees that were separated from ERC from the period from
January 23, 2010, to March 12, 2010.

The CCRCs reported material concerns or complaints by residents
or family members for the period January 20, 2010, to March 12,
2010:

                                            Number of
CCRC                                 Improper Care Complaints
----                                 ------------------------
Charlestown Community in Maryland            One
Cedar Crest Village in New Jersey            Four
Fox Run in Michigan                          One
Highland Springs in Texas                    Two
Sedgebrook in Illinois                       Three

The Debtors note that both paper and electronic patient/records
maintained at the CCRCs are held in full compliance with federal
and state privacy and security requirements.  Ms. Doyle says
ERC has maintained management company responsibility and
oversight of the CCRC's record keeping system.  No changes have
been implemented that would reduce or compromise compliance with
privacy and security safeguards in place at the CCRCs, she adds.

Ms. Doyle relates that no material complaints were raised by
vendors of the Debtors regarding payment or ordering issues for
postpetition orders.  Similarly, no complaints were filed
regarding patient care rendered by the Debtors.

Ms. Doyle discloses that ERC received a notice of action
captioned Granite State Insurance Company v. Erickson
Construction, LLC, et al., filed in the Circuit Court for
Baltimore County.  She says that notice of the Debtors'
bankruptcy has been filed to stay the Baltimore Action.  No
administrative actions were pending against the Debtors that are
exempted from the automatic stay, she adds.

The Debtors have no plans to reopen, close or open a new CCRC as
of March 15, 2010.

The Debtors expect to complete material projects, estimated at
total of $100,000 or more, at their campuses within the next
months.  A list of the material projects is available for free
at http://bankrupt.com/misc/ERC_FacilityProjectsMar2010.pdf

No life-safety issues were reported at the CCRCs managed by ERC
for the period from January 22, 2010, to March 12, 2010.  Life-
safety systems and processes remain active and in place to
address emergency/emergent issues that may arise with residents,
as appropriate to each CCRC resident's level of care.

Full-text copies of the Patient Care Exhibits is available for
free at http://bankrupt.com/misc/ERC_PatientCareExhibts.pdf

                      About Erickson Retirement

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

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

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

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


FLEETWOOD ENTERPRISES: US Trustee, Others Knock Disclosure
----------------------------------------------------------
Bankruptcy Law360 reports that Fleetwood Enterprises Inc.'s
disclosure statement has prompted several objections, in
particular from the U.S. trustee, who says it doesn't include
enough financial information for creditors to make a fair
appraisal of the bankrupt recreational vehicle company's plan of
reorganization.

Fleetwood Enterprises scheduled an April 14 hearing for approval
of the disclosure statement explaining its liquidating Chapter 11
plan.  The terms of the Plan are:

   * Holders of secured claims are to be paid in full;

   * Holders of the $84.3 million in 14% notes are expected to
     have a 23.9% recovery from receiving 43.5% of net proceeds
     from the liquidation after claims with higher priorities are
     paid;

   * General unsecured creditors, with $115 million to
     $195 million in claims, are promised a 11.8% and 20.1%
     recovery from sharing 56.5% of net liquidation proceeds;

   * Holders of the 6% notes are to recover 1.2% from the
     $2 million cash they are to be given; and

   * Holders of the $1.1 million in 5% notes are not to receive
     anything.

                     About Fleetwood Enterprises

Based in Riverside, California, Fleetwood Enterprises, Inc., was
the second largest manufactured housing maker in the U.S. and the
largest manufacturer of recreational vehicles over 30 feet in
length.

Fleetwood Enterprises listed assets of $560 million against debt
totaling $624 million in its bankruptcy petition.  Fleetwood
Enterprises, together with 19 of affiliates, filed for Chapter 11
protection on March 10, 2009 (Bankr. C.D. Calif. Lead Case No.
09-14254).  Craig Millet, Esq., and Solmaz Kraus, Esq., at Gibson,
Dunn & Crutcher LLP, represent the Debtors in their restructuring
efforts.  FTI Consulting Inc. is the financial advisor to the
Debtors.  The Debtors tapped Greenhill & Co. LLC as its investment
banker.


FOXLAND CLUB: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Foxland Club Properties, LLC
        981 Plantation Blvd.
        Gallatin, TN 37066

Bankruptcy Case No.: 10-03566

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Marian F Harrison

Debtor's Counsel: William L Norton, III, Esq.
                  Bradley Arant Boult Cummings Llp
                  PO BOX 340025
                  Nashville, Tn 37203
                  Tel: (615) 252-2397
                  Fax: (615) 252-6397
                  E-mail: bnorton@babc.com

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

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

A list of the Company's 3 largest unsecured creditors is available
for free at:

           http://bankrupt.com/misc/tnmb3-10-bk-03566.pdf

The petition was signed by Leon Moore, president.


FUNDAMENTAL PROVISIONS: Wants to Sell Port Vincent Property
-----------------------------------------------------------
Fundamental Provisions, LLC, et al., have sought authorization
from the U.S. Bankruptcy Court for the Middle District of
Louisiana to sell to Darryl Zachary certain real property located
in Port Vincent, Louisiana, free and clear of all liens, claims,
and encumbrances and other interests, for $38,994.

The Port Vincent Property is subject to a Multiple Indebtedness
Mortgage in favor of First National USA Bank.  As of March 1,
2010, the Bank asserts that the Debtors owed it approximately
$39,029 in principal, interest, and late fees.

Gonzales, Louisiana-based Fundamental Provisions, LLC -- fdba
Pollo, Inc., et al. -- filed for Chapter 11 bankruptcy protection
on December 8, 2009 (Bankr. M.D. La. Case No. 09-11897).
Fundamental Provision's affiliates -- Pollo, Inc., and Thaxco,
Inc. -- also filed Chapter 11 bankruptcy petitions.  Barry W.
Miller, Esq., at Heller, Draper, Hayden, Patrick & Horn, assists
the Debtors in their restructuring efforts.  Fundamental
Provisions listed $10,000,001 to $50,000,000 in assets and
$10,000,001 to $50,000,000 in liabilities.


GENERAL GROWTH: Fairholme Funds to Buy Equity for $2.685-Bil.
-------------------------------------------------------------
The Fairholme Fund and The Fairholme Focused Income Fund, each a
series of Fairholme Funds, Inc., disclosed that, on March 31,
2010, each Fund entered into a definitive agreement to acquire new
equity capital of the reorganized General Growth Properties, Inc.
on terms substantially similar to those contained in a proposal
announced on March 9, 2010.  The investment manager of each of
FAIRX and FOCIX is Fairholme Capital Management, LLC.

FAIRX would acquire approximately 268.5 million shares of GGP (at
a cost of approximately $2.685 billion), and provide funding of
approximately $61.8 million in connection with the $250 million
rights offering of General Growth Opportunities, a subsidiary of
GGP to be formed and subsequently spun-off to GGP shareholders.
FOCIX would acquire approximately 2.9 million shares of GGP and
provide funding of approximately $0.67 million in connection with
the GGO rights offering.  Each commitment to purchase shares of
GGP may be terminated at the option of GGP at any time prior to
the hearing on its plan of reorganization and also may be reduced
by up to 50% at the option of GGP if GGP obtains binding
commitments to replace the Funds' investments with new equity
capital at a net per share price greater than $10.50.  In return
for their respective commitments, FAIRX will receive warrants to
purchase approximately 42.4 million shares of GGP and 19.8 million
shares of GGO, and FOCIX will receive warrants to purchase
approximately 0.45 million shares of GGP and 0.21 million warrants
to purchase shares of GGO, in each case subject to customary
antidilution adjustments. Contrary to the terms of the initial
proposal, neither Fund will have any GGP or GGO board appointment
rights.

The terms of the transaction are specified in the agreement
between each Fund and GGP, and such agreement is subject to U.S.
Bankruptcy Court approval.

                 Fairholme Capital and the Funds

Fairholme Capital is registered with the SEC as an investment
adviser and, as of March 31, 2010, has approximately $16.5 billion
of assets under management.  Fairholme Capital is the investment
manager of each of The Fairholme Fund and The Fairholme Focused
Income Fund.  Operating and investment decisions for Fairholme
Capital and the Funds are made by Bruce R. Berkowitz, in
consultation with Charles M. Fernandez.  Mr. Berkowitz is the
founder and Managing Member of Fairholme Capital and the President
and a Director of Fairholme Funds, Inc.  Mr. Charles M. Fernandez
is the President of Fairholme Capital and a Vice-President and a
Director of Fairholme Funds, Inc.

The Funds investment objectives, risks, charges, and expenses
should be considered carefully before investing.

                       About General Growth

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 MARITIME: S&P Downgrades Corporate Credit Rating to 'B+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it has lowered its long-
term corporate credit rating on General Maritime Corp. to 'B+'
from 'BB-' and placed the rating on CreditWatch with negative
implications.

At the same time, S&P lowered its rating on the company's senior
unsecured notes to 'B-' (two notches below the corporate credit
rating) and placed it on CreditWatch with negative implications as
well.  The '6' recovery rating remains unchanged, indicating S&P's
expectation that lenders will receive negligible (0% to 10%)
recovery in a payment default scenario.

"The downgrade of General Maritime reflects the potential for a
financial covenant breach, despite recent financial covenant
amendments," said Standard & Poor's credit analyst Funmi Afonja.
The rating action also reflects the company's constrained
liquidity due to prolonged pressures on earnings and cash flow
from weak tanker rates and significantly higher cash interest
payments because of refinancings and repricing of the revolving
line of credit in November 2009.  S&P believes the near-term
expiration of a significant number of the company's fixed-rate,
time-charter agreements amid weak tanker rates could increase
earnings and cash flow volatility.

General Maritime has historically maintained a high time-charter
coverage that has provided stable and predictable revenues.  The
company expects charter agreements for 11 of the 16 vessels
currently under time-charter agreements to expire during 2010,
which would change the company's business risk profile and
increase the prospects of more volatile earnings and cash flow.
The reduced time-charter coverage is also reflected in the fact
that about 43% of this year's vessel operating days are currently
under committed time-charter agreements, compared with 72% during
2009.

General Maritime's liquidity is constrained.  At Dec. 31, 2009,
the company had $52.7 million in cash, which includes the
$50 million minimum cash requirement under its financial
covenants.  The company also had $18.8 million available under its
$749.8 million revolving credit facility.  S&P believes General
Maritime could breach its financial covenants in the next year
because of earnings pressures, high debt, and volatility of asset
values.  S&P expects the company to take steps to improve its
financial risk profile, as it has done in the past.  If the
company is unsuccessful in avoiding a breach and falls out of
compliance with its covenants, the majority of the lenders can
vote to put the loans in default, terminate loan commitments, and
accelerate the payment of outstanding balances.

In resolving the CreditWatch review, S&P will assess the outlook
for financial covenant cushion, including any potential actions
management may take to strengthen the company's financial profile,
and the effect of earnings prospects on the company's
intermediate-term financial prospects.


GENERAL MOTORS: Pressured by Republicans on Delphi Pensions
-----------------------------------------------------------
Bankruptcy Law360 reports that U.S. House of Representatives
Republicans are continuing to pressure General Motors Co. to
release documents related to subsidiary Delphi Corp.'s decision
during bankruptcy to cut portions of its salaried employees'
pensions.

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

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

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

                    About Motors Liquidation

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

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

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


GENERAL MOTORS: Buick and GMC Sales Hike in March 2010
------------------------------------------------------
General Motors Corp. announced that Buick and GMC dealers in the
U.S. reported sales for those brands in March 2010 that were 54%
higher than March 2009.  This led to an overall gain of 43% for
the Chevrolet, Buick, GMC and Cadillac brands in the U.S. total
combined sales for GM's four brands were 185,406 during the month.
This represents a 34% increase from February 2010.

Susan Docherty, GM vice president of marketing, commented, "Our
March results show continued progress toward our growth plan.  By
investing in our brands and remaining disciplined in our approach
to the U.S. market, we posted solid results.  Our new vehicles,
like the Chevrolet Equinox, Buick LaCrosse, GMC Terrain, and
Cadillac SRX, are being well-received by customers for many good
reasons, including quality, safety, excellent fuel economy, and
higher resale values."

Buick sales rose 76% and were led by the Buick LaCrosse, with an
increase of 236%for the month.  Year-to-date, sales of the
LaCrosse have increased 197%.  GMC sales increased by 45% for the
month, led by sales of the GMC Terrain, which were up 331% for the
month versus the vehicle it replaced.  For the year, sales of the
Terrain are up 245%.  Chevrolet dealers reported sales of 133,165,
41% higher than March 2009.  Chevrolet Equinox sales are up 194%,
compared to last year, and year-to-date sales of the Equinox have
more than doubled.  Cadillac March sales increased 42% on high
demand for the Cadillac SRX.  March sales of the SRX were 550%
higher than a year ago, and are up more than 425% for the year.
Month-end dealer inventory in the U.S. stood at about 428,000
units, which is about 8,000 higher compared to February 2010, and
about 338,000 lower than March 2009.

                        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)


GERALD HELLINE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtor: Gerald Paul Helline, Jr.
              Lori Lee Helline
              2723 Brentwood Road NW
              Canton OH 44708

Bankruptcy Case No.: 10-61369

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Northern District of Ohio (Canton)

Judge: Russ Kendig

Debtor's Counsel: Edwin H. Breyfogle, Esq.
                  108 Third St. NE
                  Massillon, OH 44646
                  Tel: (330) 837-9735
                  Fax: (330) 837-8922
                  E-mail: edwinbreyfogle@sssnet.com

Scheduled Assets: $2,167,806

Scheduled Debts: $2,893,339

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ohnb10-61369.pdf

The petition was signed by Gerald Paul Helline, Jr. and Lori Lee
Helline.


GERMANTOWN SETTLEMENT: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Germantown Settlement
          aka Germantown Community Center
        5538 Wayne Avenue
        Philadelphia, PA 19144

Bankruptcy Case No.: 10-12615

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Bruce I. Fox

Debtor's Counsel: Albert A. Ciardi, III, Esq.
                    E-mail: aciardi@ciardilaw.com
                  Thomas Daniel Bielli, Esq.
                    E-mail: tbielli@ciardilaw.com
                  Ciardi Ciardi & Astin, P.C.
                  One Commerce Square
                  2005 Market Street
                  Suite 1930
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: (215) 557-3551

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

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

The Debtor did not file a list of its largest unsecured creditors
together with its petition.

The petition was signed by Emanuel V. Freeman, company president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Greater Germantown Educational
Development Corporation                10-12021    3/18/10


GLADE SPRINGS: Greenbrier Owner Acquires 92.5% Stake
----------------------------------------------------
The Associated Press last week said Jim Justice, the owner of The
Greenbrier, added a second exclusive West Virginia resort to his
holdings, acquiring The Resort at Glade Springs.  AP relates that
Mr. Justice declined to disclose how much his Justice Family Group
paid for a 92.5% stake in the 4,100-acre resort.  Elmer Coppoolse
and his EMCO Hospitality Inc. retained a 7.5% share and will
manage Glade Springs, AP says.

According to AP, Mr. Justice described the acquisition as a
bailout after part of Glade Springs' financing dried up and Mr.
Coppoolse called for help.

Based in White Sulphur Springs, West Virginia, Greenbrier Hotel
Corporation -- http://www.greenbrier.com/-- fka CSX Hotels, Inc.,
The White Sulphur Springs Co. is a wholly owned subsidiary of The
Greenbrier Resort and Management Corporation, which is wholly
owned by CSX Corporation.

Greenbrier Hotel and its affiliates filed for Chapter 11
protection on March 19, 2009, (Bankr. E. D. Va. Lead Case No.
09-31703) Dion W. Hayes, Esq. and Patrick L. Hayden, Esq. at
McGuireWoods LLP, represented the Debtors in their restructuring
efforts.  The Debtors employed Huddleston Bolen LLP as corporate
counsel; Dinsmore & Shohl LLP as special labor counsel; Kurtzman
Carson Consultants LLC as claims agent.  Greenbrier listed assets
of $50 million to $100 million and debts of $100 million to
$500 million in its bankruptcy petition.


GLOBAL ASSOCIATES: Case Summary & 9 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Global Associates International Group Inc.
        8635 Commodity Circle
        Suite 100
        Orlando, Fl 32819

Bankruptcy Case No.: 10-05511

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: Lawrence M Kosto, Esq.
                  Kosto & Rotella PA
                  Post Office Box 113
                  Orlando, FL 32802
                  Tel: (407) 425-3456
                  Fax: (407) 423-9002
                  E-mail: lkosto@kostoandrotella.com

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

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

A copy of the Company's list of 9 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/flmb10-05511.pdf

The petition was signed by Charles Hwang, president.


GMAC INC: Selected as Preferred Retail Finance Provider for Thor
----------------------------------------------------------------
GMAC Financial Services said Monday it will provide consumer
financing for recreation vehicles and has been selected by Thor
Industries as the preferred financial provider for its retail
customers.

Thor is a manufacturer of recreation vehicles, including brands
such as Damon, Four Winds, Airstream, Dutchmen, Komfort,
Breckenridge, CrossRoads, General Coach and Keystone RV.  GMAC
will begin by extending retail financing through Thor dealers in
14 high-volume states, and eventually expand nationwide to all
1,200 dealers that comprise Thor's U.S. network.  The company
expects to accept retail financing applications from dealers for
both new and used RVs, beginning in May 2010.

"The RV financing market is a natural extension of our auto
business," said GMAC President Bill Muir.  "We have the
infrastructure and servicing capabilities to add the RV business
to our portfolio.  Further, many of GMAC's current and prospective
auto customers are interested in using their vehicles to pull
towables, so the new relationship with Thor brands makes a lot of
sense for both our business and customer base."

GMAC intends to hire current employees who manage Thor Credit
services, including industry veteran Ed Arienti.

"We are pleased to select GMAC as the preferred financing provider
for Thor Industries, particularly as we seek to satisfy increased
demand for our recreation vehicles with a positive sales and
financing experience," said Thor Chairman and CEO Peter Orthwein.
"Thor dealers and their customers will benefit from having GMAC as
a retail financing option."

The U.S. RV market has been growing since mid-2009, and is
expected to reach more than 215,000 units in 2010.  Thor
Industries currently holds 27 percent of U.S. RV market share.
"The RV industry represents high-quality business and is currently
under-represented by the financial community," Muir said.

In addition to providing consumer retail financing, GMAC will
offer remarketing services to RV dealers for used or traded-in
recreation vehicles through its SmartAuction online site.

                            About GMAC

GMAC Inc. -- http://www.gmacfs.com/-- is a bank holding company
with 15 million customers worldwide.  GMAC's business operations
include automotive finance, mortgage operations, insurance and
commercial finance.  The company also offers retail banking
products through its online bank, Ally Bank.  As of December 31,
2009, GMAC had approximately $172 billion in assets.

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.

                         *     *     *

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.

Dow Jones notes GMAC has received $16.3 billion of federal aid as
part of an effort to avoid bankruptcy.  It converted into a bank-
holding company at the end of 2008 to help make it through the
financial crisis.

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: Sells Factoring Business to Wells Fargo
-------------------------------------------------
Wells Fargo & Company said Wednesday that Wells Fargo Bank, N.A.
has entered into a definitive agreement to purchase substantially
all of the North American factoring portfolio of the Commercial
Services Division of GMAC Commercial Finance Group.  The portfolio
consists of approximately 150 small and middle-market clients that
primarily serve the retail channel, representing approximately
$4 billion in annual volume of factored receivables.

Wells Fargo Bank will also acquire the client service application
system currently used to manage these relationships.  The
portfolio and client service application system will become part
of the Trade Capital division of Wells Fargo Capital Finance upon
the closing of the transaction. Terms of the purchase were not
disclosed.

"We are pleased to welcome these new clients and their customers
to Wells Fargo," said Stuart Brister, president of the Trade
Capital division of Wells Fargo Capital Finance.  "We look forward
to being able to help them achieve success through the expertise
we've gained in more than 50 years in factoring and through all
the additional financial products and services Wells Fargo has to
offer."

"Wells Fargo is committed to helping small and middle-market
businesses succeed," said Bill Mayer, president of the Commercial
& Retail Finance Group at Wells Fargo Capital Finance, of which
the Trade Capital division is a part.  "Being able to provide
continuous service and financing for these clients during these
uncertain times is another example of how we deliver on that
commitment."

Wells Fargo Bank, N.A., was advised by Wells Fargo Securities.

Wells Fargo & Company is a diversified financial services company
with $1.2 trillion in assets, providing banking, insurance,
investments, mortgage and consumer finance through more than
10,000 stores and 12,000 ATMs and the Internet --
http://www.wellsfargo.com/-- across North America and
internationally.

Bloomberg News' Dakin Campbell noted that GMAC Chief Executive
Officer Michael Carpenter is selling units to focus on auto
financing after losses tied to home lending forced the firm to
accept three U.S. bailouts.  According to Bloomberg, Mr. Carpenter
is seeking buyers for commercial finance assets worth about
$200 million at the end of last year, according to the company's
year-end filing.

Factoring allows companies to gain liquidity by selling their
receivables for cash, Bloomberg notes.

Bloomberg also relates GMAC said in fourth-quarter filings it
would sell the factoring unit and marked down $30 million in
assets in preparation.  GMAC's filing listed $233 million of loans
and finance receivables for sale within the unit that includes the
factoring operations.

The GMAC business is part of GMAC Commercial Finance which offers
global factoring, accounts receivable finance and loan facilities
that range from $5 million to $500 million, Bloomberg says, citing
the company's Web site.

                         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.

                         *     *     *

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.

Dow Jones notes GMAC has received $16.3 billion of federal aid as
part of an effort to avoid bankruptcy.  It converted into a bank-
holding company at the end of 2008 to help make it through the
financial crisis.

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'.


GOLDEN EAGLE INT'L: Delays Filing of 2009 Annual 10-K Report
------------------------------------------------------------
Golden Eagle International, Inc., failed to file on time its
annual report on Form 10-K for the year ended December 31, 2009.
In a regulatory filing, the Company said its Form 10-K could not
be filed without unreasonable effort or expense due to compliance
standards required of both the U.S. parent company, as well as its
wholly owned Bolivian subsidiary, by recent legislation.

On March 16, 2010, Golden Eagle transferred control of its
Bolivian subsidiary operations to an unaffiliated, Swiss
corporation.  The Swiss corporation has paid Golden Eagle $112,000
in Bolivia, and has also agreed to pay $200,000 to satisfy various
Golden Eagle obligations in Bolivia; to assume certain Golden
Eagle obligations in Bolivia in an estimated amount of $200,000;
and to provide $50,000 directly to Golden Eagle in the United
States.

In addition, the Swiss corporation will pay Golden Eagle a 3% net
smelter return of up to $3 million.  The net smelter return will
be payable on a quarterly basis if and when mineral production is
achieved from the mining concessions owned by the Bolivian
subsidiary.

Golden Eagle has agreed to indemnify the Swiss corporation
regarding any other past debts and obligations that are not part
of the agreement between the parties if those obligations are not
the product of social or political issues. The Swiss corporation
has agreed to indemnify Golden Eagle against future debts and
obligations, and has further agreed to make available to Golden
Eagle certain former Bolivian employees of Golden Eagle and
certain records to assist Golden Eagle to comply with its
reporting obligations.

Although Golden Eagle's Bolivian assets and operations were once
the primary focus of the company, starting in 2008 Golden Eagle
has focused its operations primarily within the United States.
Golden Eagle considered a number of factors when evaluating its
options with respect to its Bolivian operations, including:

     -- The re-election for a new 5-year term in December 2009 of
        Bolivia's current administration, which has proven to be
        unsupportive of U.S. investment in Bolivia, and the
        continuing negative political and social environment
        relative to U.S. companies;

     -- Golden Eagle's continuing difficulties in meeting its
        financial and other obligations.

                           Going Concern

At September 30, 2009, the Company had total assets of $7,204,602
against $2,971,043 in total liabilities.

"Our auditors issued a going concern opinion on our audited
financial statements for the fiscal year ended December 31, 2008,
as we had a significant working capital deficit and we had
substantial losses since our inception.  These and other matters
raise substantial doubt about our ability to continue as a going
concern.  Due to our working capital deficit of ($1,187,790) at
September 30, 2009, and ($1,117,600) at December 31, 2008, we are
unable to satisfy our current cash requirements for any
substantial period of time through our existing capital.  We
anticipate total operating expenditures of approximately
$1,000,000 as well as contractual commitments of approximately
$2,800,000, pending adequate financing over the next twelve months
for general and administrative expenses.  If we do not raise
adequate financing to meet our obligations, we may not be able to
continue as a going concern," Golden Eagle said.

"Our cash balance of $5,127 as September 30, 2009, is insufficient
to meet these planned expenses. In order to continue to pay our
expenses, we hope to generate revenue from our contract to operate
the Jerritt Canyon mill and may seek to raise additional cash by
means of debt and/or equity financings.  We have substantial
commitments . . . that are subject to risks of default and
forfeiture of property and mining rights," Golden Eagle said.

The Company noted if it is unable to meet its obligations, or
negotiate satisfactory arrangements, it may have to liquidate its
business and undertake any or all these steps:

     -- Significantly reduce, eliminate or curtail business
        operating activities to reduce operating costs;

     -- Sell, assign or otherwise dispose of assets, if any,
        to raise cash or to settle claims by creditors;

     -- Pay liabilities in order of priority, if the Company has
        available cash to pay such liabilities;

     -- If any cash remains after the Company satisfies amounts
        due to creditors, distribute any remaining cash to
        shareholders in an amount equal to the net market value of
        the Company's net assets;

     -- File a Certificate of Dissolution with the State of
        Colorado to dissolve the corporation and close the
        business;

     -- Make the appropriate filings with the Securities and
        Exchange Commission so that the Company will no longer be
        required to file periodic and other required reports with
        the Securities and Exchange Commission; and

     -- Make the appropriate filings with FINRA to affect a
        de-listing of the Company's stock.

                       Bankruptcy Warning

"If we have any liabilities that we are unable to satisfy and we
qualify for protection under the U.S. Bankruptcy Code, we may
voluntarily file for reorganization under Chapter 11 or
liquidation under Chapter 7.  Our creditors may also file a
Chapter 7 bankruptcy petition. If our creditors or we file for
Chapter 7 or Chapter 11 bankruptcy, our creditors will take
priority over our stockholders.  If we fail to file for bankruptcy
under Chapter 7 or Chapter 11 and we have creditors, such
creditors may institute proceedings against us seeking forfeiture
of our assets, if any.  At the date of this filing, we have not
contemplated seeking any protection in bankruptcy and have always
been able to resolve our pending liabilities satisfactorily.
However, we cannot guarantee that this will always be the case in
the future," the Company said.

"We do not know and cannot determine which, if any, of these
actions we will be forced to take.  If any of these foregoing
events occur, investors could lose their entire investment in our
shares," it added.

A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://ResearchArchives.com/t/s?4a84

                        About Golden Eagle

Headquartered in Salt Lake City, Utah, Golden Eagle International,
Inc., (OTCBB: MYNG) is engaged in contract gold milling operations
in the state of Nevada in the United States.  It has also been
involved in the business of minerals exploration, mining and
milling operations in Bolivia through its Bolivian-based wholly
owned subsidiary, Golden Eagle International, Inc. (Bolivia);
however it is engaged in no operations in Bolivia at this time as
certain of those operations are suspended pending changes in the
social/political and mine taxing environments in Bolivia while the
Company has terminated its interest in other Bolivian projects.
The Company has entered into an agreement with Queenstake
Resources USA, Inc., a wholly owned subsidiary of Yukon-Nevada
Gold Corp., to operate the Jerritt Canyon gold mill located 50
miles north of Elko, Nevada.


GOLDEN EAGLE INT'L: Reverse Stock Split to Take Effect April 15
---------------------------------------------------------------
Golden Eagle International, Inc., disclosed in a regulatory filing
it believes its proposed reverse stock split will be effected on
or about April 15, 2010, but will definitively disclose the
effective date of the reverse stock split at a future date by
appropriate announcement.

The Company's shareholders approved at a special shareholders'
meeting on March 23, 2010, a 1-for-500 combination of the
Company's common stock.  The Company expects to file an amendment
to its Articles of Incorporation to cause the reverse stock split
to be effected and to notify the Financial Industry Regulatory
Authority of its intent to effect the reverse stock split.  The
reverse stock split will not be effective until the Company takes
the actions required under Colorado law and by the regulatory
agencies.  The Company believes that the reverse stock split will
be effected on or about April 15, 2010, but will definitively
disclose the effective date of the reverse stock split at a future
date by appropriate announcement.

Once the reverse stock split is effected every 500 shares of the
Company's common stock that are issued and outstanding, will
automatically be combined into one issued and outstanding share
without any change in the par value of such shares.  No fractional
shares will be issued in connection with the reverse stock split.
Shareholders who are entitled to a fractional share will instead
receive a whole share.

The reverse split will affect all holders of the Company's common
stock uniformly and will not affect any shareholder's percentage
ownership interest in the Company, except to the extent the
reverse split will result in any holder being granted a whole
share for any fractional share that resulted from the reverse
split.

At the special meeting, the shareholders also approved the terms
of the employment agreements between the Company and (i) Terry
Turner, the Company's Chief Executive Officer, President and
Chairman; and (ii) Tracy Madsen, the Company's Chief Financial
Officer and Vice President - U.S. Operations.

Additionally, the Company's shareholders approved the Golden Eagle
International, Inc. Revised 2009 Equity Incentive Plan.  On
October 7, 2009, the Board of Directors adopted the Plan and
granted stock options pursuant to it, which included option grants
to the Company's directors and executive officers.

                           Going Concern

At September 30, 2009, the Company had total assets of $7,204,602
against $2,971,043 in total liabilities.

"Our auditors issued a going concern opinion on our audited
financial statements for the fiscal year ended December 31, 2008
as we had a significant working capital deficit and we had
substantial losses since our inception.  These and other matters
raise substantial doubt about our ability to continue as a going
concern.  Due to our working capital deficit of ($1,187,790) at
September 30, 2009 and ($1,117,600) at December 31, 2008, we are
unable to satisfy our current cash requirements for any
substantial period of time through our existing capital.  We
anticipate total operating expenditures of approximately
$1,000,000 as well as contractual commitments of approximately
$2,800,000, pending adequate financing over the next twelve months
for general and administrative expenses.  If we do not raise
adequate financing to meet our obligations, we may not be able to
continue as a going concern," Golden Eagle said.

"Our cash balance of $5,127 as September 30, 2009, is insufficient
to meet these planned expenses. In order to continue to pay our
expenses, we hope to generate revenue from our contract to operate
the Jerritt Canyon mill and may seek to raise additional cash by
means of debt and/or equity financings.  We have substantial
commitments . . . that are subject to risks of default and
forfeiture of property and mining rights," Golden Eagle said.

The Company noted if it is unable to meet its obligations, or
negotiate satisfactory arrangements, it may have to liquidate its
business and undertake any or all these steps:

     -- Significantly reduce, eliminate or curtail business
        operating activities to reduce operating costs;

     -- Sell, assign or otherwise dispose of assets, if any,
        to raise cash or to settle claims by creditors;

     -- Pay liabilities in order of priority, if the Company has
        available cash to pay such liabilities;

     -- If any cash remains after the Company satisfies amounts
        due to creditors, distribute any remaining cash to
        shareholders in an amount equal to the net market value of
        the Company's net assets;

     -- File a Certificate of Dissolution with the State of
        Colorado to dissolve the corporation and close the
        business;

     -- Make the appropriate filings with the Securities and
        Exchange Commission so that the Company will no longer be
        required to file periodic and other required reports with
        the Securities and Exchange Commission; and

     -- Make the appropriate filings with FINRA to affect a
        de-listing of the Company's stock.

                       Bankruptcy Warning

"If we have any liabilities that we are unable to satisfy and we
qualify for protection under the U.S. Bankruptcy Code, we may
voluntarily file for reorganization under Chapter 11 or
liquidation under Chapter 7.  Our creditors may also file a
Chapter 7 bankruptcy petition. If our creditors or we file for
Chapter 7 or Chapter 11 bankruptcy, our creditors will take
priority over our stockholders.  If we fail to file for bankruptcy
under Chapter 7 or Chapter 11 and we have creditors, such
creditors may institute proceedings against us seeking forfeiture
of our assets, if any.  At the date of this filing, we have not
contemplated seeking any protection in bankruptcy and have always
been able to resolve our pending liabilities satisfactorily.
However, we cannot guarantee that this will always be the case in
the future," the Company said.

"We do not know and cannot determine which, if any, of these
actions we will be forced to take.  If any of these foregoing
events occur, investors could lose their entire investment in our
shares," it added.

A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://ResearchArchives.com/t/s?4a84

                        About Golden Eagle

Headquartered in Salt Lake City, Utah, Golden Eagle International,
Inc., (OTCBB: MYNG) is engaged in contract gold milling operations
in the state of Nevada in the United States.  It has also been
involved in the business of minerals exploration, mining and
milling operations in Bolivia through its Bolivian-based wholly
owned subsidiary, Golden Eagle International, Inc. (Bolivia);
however it is engaged in no operations in Bolivia at this time as
certain of those operations are suspended pending changes in the
social/political and mine taxing environments in Bolivia while the
Company has terminated its interest in other Bolivian projects.
The Company has entered into an agreement with Queenstake
Resources USA, Inc., a wholly owned subsidiary of Yukon-Nevada
Gold Corp., to operate the Jerritt Canyon gold mill located 50
miles north of Elko, Nevada.


GOLDSPRING INC: Delays 2009 Annual Report on Form 10-K
------------------------------------------------------
Goldspring, Inc., last week failed to file its annual report on
Form 10-K for the year ended December 31, 2009.  In a regulatory
filing, Goldspring said that its independent registered accounting
firm has not yet completed its concurring partner review.
Goldspring said it could not file the Form 10-K by March 31, 2010,
without unreasonable effort or expense.

                        Going Concern

At September 30, 2009, the Company had total assets of $3,426,639
against total liabilities of $34,071,574, resulting in
stockholders' deficiency of $30,644,935.

The Company has year end losses from operations and had no
revenues from operations during the nine month ended September 30,
2009.  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.

According to Goldspring, these factors raise substantial doubt
about the ability of the Company to continue as a going concern.

Management is proposing to raise any necessary additional funds
through sale of royalties, loans, additional sales of its common
stock or strategic joint venture arrangements.  There is no
assurance that the Company will be successful in raising
additional capital especially given the current general economic
conditions domestically and abroad.

                       About Goldspring Inc.

Based in Virginia City, Nevada, Goldspring, Inc., is a North
American precious metals mining company with an operating gold and
silver test mine in northern Nevada.


GRANT FOREST: Chapter 15 Case Summary
-------------------------------------
Chapter 15 Petitioner: Alexander Morrison, Ernst & Young Inc.

Debtor: Grant Forest Products Inc.
        181 Bay Street, Suite 1520
        Toronto, ON M5J2T3

Chapter 15 Case No.: 10-11132

Type of Business: The Debtor is a closely held Canadian maker of
                  oriented strand board used in residential
                  construction.

Chapter 15 Petition Date: March 31, 2010

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Debtor's Counsel: Rafael Xavier Zahralddin-Aravena, Esq.
                  Elliott Greenleaf
                  1105 North Market Street
                  Suite 1700
                  P.O. Box 2327
                  Wilmington, DE 19801
                  Phone: (302) 384-9400
                  Fax: (302)384-9399
                  Email: rxza@elliottgreenleaf.com

Total Assets: $500,000,001 to $1,000,000,000

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

The Debtor did not file its list of largest unsecured creditors
when it filed its petition.

Debtor-affiliates filing separate Chapter 15 petitions:

                                                    Petition
  Entity                                  Case No.     Date
  ------                                  --------     ----
Grant Forest Products Sales Inc.          10-11133    3/31/10
  Assets: $1-mil. to $10-mil.
  Debts: $1-mil. to $10-mil.
Grant U.S. Holdings GP                    10-11135    3/31/10
  Assets: $500-mil. to $1-bil.
  Debts: $500-mil. to $1-bil.
Grant Alberta Inc.                        10-_____    3/31/10
Southeast Properties LLC                  10-_____    3/31/10
Grant Clarendon LP                        10-_____    3/31/10
Grant Allendale LP                        10-_____    3/31/10
Grant US Sales Inc.                       10-_____    3/31/10
Grant Newco LLC                           10-_____    3/31/10
Grant Excluded GP                         10-_____    3/31/10


GREENBRIER HOTEL: Owner Acquires 92.5% Stake in Glade Springs
-------------------------------------------------------------
The Associated Press last week said Jim Justice, the owner of The
Greenbrier, added a second exclusive West Virginia resort to his
holdings, acquiring The Resort at Glade Springs.  AP relates that
Mr. Justice declined to disclose how much his Justice Family Group
paid for a 92.5% stake in the 4,100-acre resort.  Elmer Coppoolse
and his EMCO Hospitality Inc. retained a 7.5% share and will
manage Glade Springs, AP says.

According to AP, Mr. Justice described the acquisition as a
bailout after part of Glade Springs' financing dried up and Mr.
Coppoolse called for help.

Based in White Sulphur Springs, West Virginia, Greenbrier Hotel
Corporation -- http://www.greenbrier.com/-- fka CSX Hotels, Inc.,
The White Sulphur Springs Co. is a wholly owned subsidiary of The
Greenbrier Resort and Management Corporation, which is wholly
owned by CSX Corporation.

Greenbrier Hotel and its affiliates filed for Chapter 11
protection on March 19, 2009, (Bankr. E. D. Va. Lead Case No.
09-31703) Dion W. Hayes, Esq. and Patrick L. Hayden, Esq. at
McGuireWoods LLP, represented the Debtors in their restructuring
efforts.  The Debtors employed Huddleston Bolen LLP as corporate
counsel; Dinsmore & Shohl LLP as special labor counsel; Kurtzman
Carson Consultants LLC as claims agent.  Greenbrier listed assets
of $50 million to $100 million and debts of $100 million to
$500 million in its bankruptcy petition.


HAM'S RESTAURANTS: Shuts Down Original Friendly Avenue Location
---------------------------------------------------------------
Business Journal of the Greater Triad Area reports that Ham's
Restaurants Inc. closed its original Friendly Avenue locations but
kept three other Greensboro locations to remain open.

The Company said due to changing demographics and economic
factors, it feels it can better serve its guests at its three
remaining Greensboro locations.

Ham's Restaurants Inc. filed for Chapter 11 bankruptcy protection
in October 2009.  Ham's Restaurants operates 14 locations in North
Carolina and Virginia.  Founded in 1935, Ham's has several
restaurants in the Triad, including the original location on
Friendly Ave. in Greensboro.


HEARTSOUTH PLLC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: HeartSouth, PLLC
        fka HubSouth Cardiology, PLLC
        4 Willow Pointe Suite 1
        Hattiesburg, MS 39402

Bankruptcy Case No.: 10-50787

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Southern District of Mississippi
       (Gulfport Divisional Office)

Judge: Neil P. Olack

Debtor's Counsel: Nicholas Van Wiser, Esq.
                  Byrd & Wiser
                  145 Main Street P.O. Box 1939
                  Biloxi, MS 39533
                  Tel: (228) 432-8123
                  Fax: (228) 432-7029
                  E-mail: nwiser@byrdwiser.com

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

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

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/mssb10-50787.pdf

The petition was signed by F. Alan Covin, M.D.


HESAMEDDIN PAKDEL: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Joint Debtors: Hesameddin Pakdel
               Stephanie Gina Pakdel
               18529 Aspesi Drive
               Saratoga, CA 95070

Bankruptcy Case No.: 10-53407

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Northern District of California (San Jose)

Judge: Roger L. Efremsky

Debtor's Counsel: Kari L. Silva, Esq.
                  Campeau Goodsell Smith
                  440 N 1st St. #100
                  San Jose, CA 95112
                  Tel: (408) 295-9555
                  E-mail: ksilva@campeaulaw.com

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

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

The Joint Debtors did not file a list of creditors together with
its petition.

The petition was signed by the Joint Debtors.


HOLLYWOOD MOTION: Files Bankruptcy Exit Plan
--------------------------------------------
Jacqueline Palank at Dow Jones' Daily Bankruptcy Review reports
that The Hollywood Motion Picture and Television Museum on Tuesday
filed its Chapter 11 plan of reorganization before the Bankruptcy
Court in Los Angeles.  According to Ms. Palank, the plan:

     -- calls for the completion of the museum's construction;
     -- aims to resolve a long-running legal dispute;
     -- promises to pay creditors in full; and
     -- hopes to put Ms. Reynolds' substantial collection on
        public view for the first time in more than 10 years.

According to Ms. Palank, the museum warned that if that plan
doesn't work out, it would liquidate, hiring an auction house to
sell off Ms. Reynolds' collection until enough proceeds are
generated to pay creditors.

Ms. Palank recalls that Ms. Reynolds first opened the museum in a
Las Vegas hotel in the early 1990s, but it closed in 1997 upon the
hotel's bankruptcy filing.  According to Ms. Palank, Ms. Reynolds
won a spot in a new Hollywood development, slated to open in 2004.
However, that deal didn't pan out, as the museum's lender said it
would no longer fund the museum's construction, leaving the museum
unable to build its space and pay the $1.6 million bridge loan it
took out from another lender, Gregory Orman.  Ms. Palank relates
that loan eventually became the center of legal battles between
the museum and Mr. Orman, who accused the museum of defaulting on
the loan.  While those battles waged, the museum signed another
deal to anchor Belle Island Village, a proposed resort destination
in Pigeon Forge, Tennessee.  That, too, met with trouble,
according to Ms. Palank, and eventually construction lender
Regions Bank foreclosed on the unfinished development in 2009.

Ms. Palank also relates that, according to the museum, Regions
Bank in January 2010 agreed to sell Belle Island Village to
Tennessee Investment Partners LLC for $19.5 million in a deal
slated to close by March 31.  The buyer is partially owned by
Tennessee-based real estate investment firm Matisse Capital LLC
and by Belle Island Village's original developer.  Ms. Palank says
the buyer intends to reinstate the museum as the development's
anchor tenant and is promising to advance the museum enough cash
to cover Mr. Orman's claim, including principal, non-default-rate
interest and his attorneys' fees.

                  About Hollywood Motion Picture

Creston, California-based Hollywood Motion Picture and Television
Museum -- http://www.hmpc.tv/-- is a California non-profit
organization that actress Debbie Reynolds founded to build a
museum for her collection of Hollywood memorabilia.  It owns the
artifacts of Hollywood's Golden Age that Ms. Reynolds collected
over several decades.

The Hollywood Motion Picture and Television Museum filed for
Chapter 11 bankruptcy protection on June 12, 2009 (Bankr. C.D.
Calif. Case No. 09-12311).  Judge Robin Riblet presides over the
case.  Peter Susi, Esq. -- cheryl@msmlaw.com -- in Santa Barbara,
California, serves as counsel to the Debtor.  In its petition, the
Debtor disclosed estimated assets of $10 million to $50 million;
and estimated debts of $1 million to $10 million.

Hollywood Motion Picture Trust filed for Chapter 11 bankruptcy on
February 24, 2010 (Bankr. C.D. Calif. Case No. 10-10864) also
before Judge Riblet.  Peter Susi, Esq., also serves as counsel to
the Trust.  In schedules filed together with the petition, the
Trust disclosed total assets of $5,261,474, and total debts of
$5,556,944.


HONOLULU SYMPHONY: Intends to Emerge with Reduced Budget
--------------------------------------------------------
Nanea Kalani at Pacific Business News in Honolulu reports that
Honolulu Symphony Society said it plans to emerge as a smarter
organization with a reduced budget.  The company further said it
is working on a plan to relaunch the organization with a smaller
season or fewer concerts that meets the needs of the community.

Honolulu Symphony orchestra filed for Chapter 11 on Dec. 18 in its
hometown (Bankr. D. Hawaii Case No. 09-02978), saying assets are
less than $500,000 while debt exceeds $1 million.
Bill Rochelle at Bloomberg reports the the symphony blamed the
filing on a decline in donations which left the orchestra unable
to cover costs, since ticket sales represent only 30% of the
budget.  The symphony said it would use Chapter 11 to reorganize
fundraising activities.  According to UPI.com, Honolulu Symphony
said it is terminating 19 of its administrative employees.


HOTELS UNION: Dekabank Deutsche Asks Court to Dismiss Case
----------------------------------------------------------
Carla Main at Bloomberg News reports that Dekabank Deutsche
Girozentrale is asking the U.S. Bankruptcy Court in Delaware to
dismiss the Chapter 11 CASE of Hotels Union Square Mezz 1 LLC and
bar it from filing again for six months because the filing was
made "in bad faith."

The bankruptcy petition was filed the afternoon before Dekabank
was scheduled to hold a Uniform Commercial Code foreclosure sale
and auction of its interests in the debtor.

A hearing on a motion to dismiss hasn't been set.

                   About Hotels Union Square

Hotels Union Square Mezz 1 LLC filed for Chapter 11 bankruptcy on
March 23, 2010 (Bankr. D. Del. Case No. 10-10971) to block a
foreclosure auction by its mezzanine lender.

Hotels Union owns the W New York Union Square hotel, located on
Park Avenue South.  Hotels Union, an entity controlled by an
affiliate of Lubert-Adler Real Estate Funds known as LEM, said it
owes its creditors between $100 million and $501 million.

The Dubai World unit that purchased the hotel paid $285 million
for it in 2006.  LEM, a lender on the property, foreclosed on the
hotel in December 2009 after the Dubai World unit missed making
mortgage payments.  But then DekaBank Deutsche Girozentrale
announced it was going to foreclose on the property because LEM
had failed to pay on its loans.  As an unsecured creditor,
DekaBank is owed $60 million.


IMPERIAL CAPITAL: Hearing on Exclusive Periods Set for April 15
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
will consider at a hearing on April 15, 2010, at 02:30 p.m., the
extension of Imperial Capital Bancorp, Inc.'s exclusive periods to
file and solicit acceptances for the proposed Chapter 11 Plan.
The hearing will be held at Courtroom 2, Room 118, Weinberger
Courthouse.

The Debtor sought extension in its exclusive Plan filing period
from April 19 to June 18, and its solicitation period from June 16
to August 15.

The Debtor said that it needs additional time to negotiate plan
provisions and prepare adequate information for creditors and
other parties-in-interest.

The Debtor is represented by:

     Gary E. Klausner
     Gregory K. Jones
     Stutman, Treister & Glatt Professional Corporation
     1901 Avenue of the Stars, 12th Floor
     Los Angeles, CA 90067
     Tel: (310) 228-5600
     Fax: (310) 228-5788

La Jolla, California-based Imperial Capital Bancorp, Inc., filed
for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr.
S.D. Calif. Case No. 09-19431).  The Company listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


IMPEVA LABS: Files Ch. 11 to Consummate Sale of Assets to ARINC
---------------------------------------------------------------
Impeva Labs, Inc., is now postured for near-term acquisition
through open bid under Chapter 11.  On April 1, 2010, the
bankruptcy court approved on an interim basis Debtor-in-Possession
financing from ARINC Engineering Services, LLC to support normal
operations, product development and device production through sale
closing (upon final approval, Impeva will be authorized to borrow
up to $1.2 million).  The court also approved certain bid
procedures with respect to the submission of competitive bids.

Randall Shepard, recently appointed CEO of Impeva, stated, "We are
grateful for ARINC's support in these difficult times.  Our
primary goals through this bid process are to sustain normal
operations, complete critical development, fulfill our back orders
for devices, and return as much value as possible to our creditors
and investors."

Since incorporating in December 2004, Impeva has invested over
$22 million to develop its technologies, devices, and global
services infrastructure.  Under the court-approved bid procedures,
ARINC has been approved as the stalking-horse with its offer to
acquire the intellectual property and other assets of Impeva Labs
for $2 million cash plus $818,923 in assumed liabilities.

To participate in the May 4th auction in San Jose, CA, interested
parties must pre-qualify and submit their bid pursuant to the bid
procedures no later than April 28th.  To receive bid information
and due diligence material, E-mail:  Chapter11@Impeva.com.

Also indicate if you are interested in attending a non-proprietary
overview of Impeva Labs via webcast on Thursday, April 8,2010 at
noon PDT.

                      About Impeva Labs

Impeva Labs, Inc. provides continuous global asset and item-level
visibility (tracking, monitoring and security) using redundant
global communications, advanced mesh networking and a myriad of
sensors.  Impeva's smarter devices contain thousands of business
rules to limit operating costs through exception-only reporting.
Business rules, M2M controls, and even firmware can be reliably
changed via secure remote uplink.


INTERNATIONAL FUEL: BDO Seidman Raises Going Concern Doubt
----------------------------------------------------------
International Fuel Technology, Inc., filed its annual report on
Form 10-K for the year ended December 31, 2009.

BDO Seidman, LLP, in Chicago, expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations, has a working capital deficit at
December 31, 2009 and has cash obligations and outflows from
operating activities.

The Company reported a net loss of $5,366,774 on $184,851 of
revenue for 2009, compared with a net loss of $5,063,768 on
$149,480 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$5,242,641 in assets, $3,980,460 of debts, and $1,262,181 of
stockholders' equity.

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

              http://researcharchives.com/t/s?5e4c

St. Louis, Mo.-based International Fuel Technology, Inc. is a
technology company that has developed a range of liquid fuel
additive formulations that enhance the performance of petroleum-
based fuels and renewable liquid fuels.


INTERNATIONAL LEASE: Fitch Rates $2.75 Bil. Senior Notes at 'BB'
----------------------------------------------------------------
Fitch Ratings has rated International Lease Finance Corp's
$2.75 billion of senior unsecured notes 'BB' The rating for the
senior unsecured debt is consistent with Fitch's earlier
statements provided in releases dated March 18, 2010 and March 30,
2010.

On March 22, 2010, ILFC issued $1 billion of 8.625% senior
unsecured notes due 2015 and $1 billion of 8.750% senior unsecured
due 2017.  On March 30, 2010, ILFC additionally issued under the
same indenture $250 million of the 8.625% notes and $500 million
of the 8.75% notes.

All of ILFC's ratings remain on Rating Watch Negative.


JAMES PICKARD: Case Summary & 12 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: James E. Pickard
        19121 Autumn Woods Avenue
        Tampa, FL 33647

Bankruptcy Case No.: 10-07723

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Sheila D Norman, Esq.
                  Norman and Bullington, P.A.
                  1905 West Kennedy Blvd
                  Tampa, FL 33606
                  Tel: (813) 251-6666
                  Fax: (813) 254-0800
                  E-mail: sheila@normanandbullington.com

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

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

A copy of the Debtor's list of 12 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/flmb10-07723.pdf

The petition was signed by the Debtor.


JEFFREY LEE: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Jeffrey W. Lee
        2 Anne's Lane
        Siasconset, MA 02564

Bankruptcy Case No.: 10-13523

Chapter 11 Petition Date: April 1, 2010

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

Judge: William C. Hillman

Debtor's Counsel: Gary W. Cruickshank, Esq.
                  Law Office of Gary W. Cruickshank
                  21 Custom House Street
                  Suite 920
                  Boston, MA 02110
                  Tel: (617) 330-1960
                  Fax: (617) 330-1970
                  E-mail: gwc@cruickshank-law.com

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

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

The Debtor did not file a list of its largest unsecured creditors
together with its petition.

The petition was signed by Jeffrey Lee.


JOHN ROCCO: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: John A. Rocco
        125 Larger Cross Road
        Bedmister, NJ 07921

Bankruptcy Case No.: 10-19971

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Raymond T. Lyons, Jr.

Debtor's Counsel: Douglas J. McGill
                  Law Office of Douglas J. McGill, LLC
                  382 Springfield Avenue, Suite 217
                  Summit, NJ 07901-2780
                  Tel: (908) 598-2510
                  Fax: (908) 273-9274
                  E-mail: dmcgill@mcgill-firm.com

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

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

The Debtor did not file a list of its 20 largest unsecured
creditors together with its petition.

The petition was signed by John A. Rocco.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
John A. Rocco Co., Inc.                10-18799    3/25/10


JOHN WAYNE PIZZA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: John Wayne Pizza Company
        3855 East Silver Springs Blvd #101
        Ocala, FL 34470

Bankruptcy Case No.: 10-07753

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: William J Rinaldo, Esq.
                  The Rinaldo Law Firm, PA
                  1102 South Florida Avenue
                  Lakeland, FL 33803
                  Tel: (863) 686-7101
                  Fax: (863) 686-7323
                  E-mail: william.rinaldo@rinaldo-law.com

Estimated Assets: $50,001 to $100,000

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by Martin Conlin, vice president.


JONES SODA: Posts $10.5 Million Net Loss for 2009
-------------------------------------------------
Jones soda Co. filed its annual report on Form 10-K, showing a
net loss of $10.5 million on $26.0 million of revenue for 2009,
compared with a net loss of $15.2 million on $35.9 million of
revenue for 2008.

Gross profit decreased 47% to $3.9 million for 2009, compared to
$7.4 million, a year ago.  This decrease was primarily as a result
of a $2.2 million charge, of which $2.0 million was recorded in
the fourth quarter, consisting of a $1.8 million write-down of
excess GABA inventory and a $422,000 impairment of equipment
located at a co-packer relating to the Company's Concentrate Soda
Distribution (or CSD) channel.   Operating expenses decreased 37%
to $14.4 million, compared to the corresponding period a year ago
and were benefited by cost containment measures undertaken over
the last year, including reductions in workforce.

The Company reported a net loss of $4.5 million on $4.3 million of
revenue for the three months ended December 31, 2009, compared to
a net loss of $3.4 million on $6.1 million of revenue for the same
period of 2008.

"We have strived over the last 12 months to streamline our
business by reducing costs and focusing on our core glass bottle
business.  We have achieved improved year-over-year bottom-line
results on lower case volumes, and we believe in the strength of
the Jones Soda brand.  However, adverse economic conditions have
continued to negatively impact our liquidity and financial
condition and caused us to explore strategic alternatives in an
effort to enhance shareholder value.  While the Board continues to
conduct this process, we will continue to focus on executing our
strategy, on delivering improved operating results in our core
business -- Jones Soda glass bottles, including our new Zilch(TM)
zero calorie offering -- and on regaining traction in our retail
marketplace," commented Joth Ricci, President & Chief Executive
Officer.

The Company's balance sheet as of December 31, 2009, showed
$13.5 million in assets, $3.4 million of debts, and $10.2 million
of stockholders' equity.

Deloitte & Touche LLP, in Seattle, 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, negative cash flows from operating activities,
accumulated deficit, significant uncertainties in the Company's
ability to meet their 2010 operating plan, and the need to obtain
additional equity or debt financing, during 2010 or early 2011.

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

               http://researcharchives.com/t/s?5e4f

A full-text copy of the press release disclosing the Company's
financial results for the fourth quarter and year ended
December 31, 2009, is available for free at:

                http://researcharchives.com/t/s?5e50

Headquartered in Seattle, Washington, Jones Soda Co.
(NASDAQ: JSDA) -- http://www.jonessoda.com/-- markets and
distributes premium beverages under the Jones Soda, Jones Pure
Cane Soda(TM), Jones 24C(TM), Jones GABA(R), Whoopass Energy
Drink(R) brands and sells through its distribution network in
markets primarily across North America.


KAINOS PARTNERS: Dunkin Donuts Buys Franchised Stores
-----------------------------------------------------
Bill Rochelle at Bloomberg News reports that franchiser Dunkin
Brands Inc. was authorized by the bankruptcy court on April 1 to
buy most of the stores belonging to Kainos Partners Holding Co.,
the operator of 56 Dunkin' Donuts franchises when Chapter 11
reorganization began in November.

According to the report, Dunkin is buying most of the stores for
$3.5 million cash.  There were no competing bids.  The Kainos
stores are in New York, South Carolina and Nevada.

After the Chapter 11 filing, 15 closed.  Dunkin isn't buying
seven.

Greer, South Carolina-based Kainos Partners Holding Company, LLC
-- http://www.kainospartners.com/-- operates the "donut-and-
coffee" franchises.

The Company and its affiliates filed for Chapter 11 on July 6,
2009 (Bankr. D. Del. Lead Case No. 09-12292).  Two of its
affiliates filed for separate Chapter 11 petitions on Sept. 15,
2009 (Bankr. D. Del. Case Nos. 09-13213 to 09-13214).  An
affiliate filed for separate Chapter 11 petition on Sept. 23, 2009
(Bankr. D. Del. Case No. 09-13285).  Attorneys at the Law Offices
of Joseph J. Bodnar represent the Debtors in their restructuring
efforts.  The Debtor did not file a list of 20 largest unsecured
creditors.  In its petition, the Debtors listed assets and debts
both ranging from $10 million and $50 million.


KAISER ALUMINUM: Files Shelf Registration Statement for VEBA Trust
------------------------------------------------------------------
Kaiser Aluminum Corporation disclosed the filing of a shelf
registration statement covering the possible sale from time to
time by a voluntary employees' beneficiary association trust of up
to 4,392,265 shares of Kaiser Aluminum's common stock.  The shares
being registered were distributed by Kaiser Aluminum to the VEBA
trust when the Company emerged from chapter 11 bankruptcy in July
2006.  The filing of the registration statement by Kaiser Aluminum
was made in response to a demand by the VEBA trust under a
registration rights agreement entered into by Kaiser Aluminum and
the VEBA trust in July 2006.

Pursuant to a stock transfer restriction agreement that Kaiser
Aluminum entered into with the trustee of the VEBA trust in July
2006, the VEBA trust may not sell more than 1,321,485 shares of
Kaiser Aluminum's common stock in any 12-month period without
consent of Kaiser Aluminum's board of directors.  Currently, under
these restrictions, the VEBA trust is limited to the sale of
868,285 shares prior to March 24, 2011.

The registration statement relating to these securities has been
filed with the Securities and Exchange Commission, but has not yet
become effective.  These securities may not be sold nor may offers
to buy be accepted prior to the time the registration statement
becomes effective.

                       About Kaiser Aluminum

Kaiser Aluminum Corporation, headquartered in Foothill Ranch,
Calif., is a leading producer of semi-fabricated specialty
aluminum products, serving customers worldwide with highly-
engineered solutions for aerospace and high-strength, general
engineering, and custom automotive and industrial applications.
The Company's North American facilities produce value-added sheet,
plate, extrusions, forgings, rod, bar and tube products.


KINGS LANDING: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Kings Landing Apartments, LLC
          dba Valleytree Apartments, Debtor
        2513 Summer Tree Circle
        Arlington, TX 75242

Bankruptcy Case No.: 10-42160

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Russell F. Nelms

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  Joyce W. Lindauer, Attorney at Law
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: courts@joycelindauer.com

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

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

A list of the Company's 3 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txnb10-42160.pdf

The petition was signed by Steve Henry, Authorized representative.


LEVI STRAUSS: Fitch Affirms Issuer Default Rating at 'BB-'
----------------------------------------------------------
Fitch Ratings has affirmed Levi Strauss & Co.'s ratings:

  -- Issuer Default Rating at 'BB-';
  -- $750 million Bank Credit Facility at 'BB+';
  -- Senior unsecured notes at 'BB-';
  -- Senior unsecured term loan 'BB-'.

The Rating Outlook is Stable.  Approximately $1.73 billion of
senior unsecured debt and the bank credit facility is affected by
these actions.

The ratings reflect LS&CO's considerable liquidity and minimal
debt maturities coupled with its strong shares in key markets,
well known brand names and wide geographic diversity.  The ratings
also encompass Fitch's expectations that free cash flow will be
negative or minimal in the next two fiscal years due mainly to
increased benefit plan contributions and higher levels of brand
support.

Of concern are potential changes in the ownership structure as
Levi's voting trust agreement expires on April 15, 2011.  The
company is owned by the descendants of Levi Strauss who deposited
their shares into a voting trust when the company went private in
1996.  The trust transferred the voting power of the shares to
four voting trustees.  There is also a stockholders agreement
dated April 15, 1996, which expires five years after the voting
trust agreement in order to permit an orderly transition from
effective control by the voting trustees to direct control by the
stockholders.  At Feb. 1, 2010, there were 199 holders of voting
trust certificates.  Since the company went private in 1996 its
revenues have declined from approximately $6 billion to the
$4 billion range.  There were no dividends paid until fiscal year
2008 (FY08) to the family shareholders as the company was focused
on debt reduction and operations.  Fitch notes that the expiration
of the trust does not constitute a change of control for
bondholders and lenders but other actions such as an IPO involving
more than 35% of the total voting power or leveraging transactions
that could potentially take place may have rating implications.

Given the economy and a tough apparel market, LS&CO performed well
during its fiscal year ending Nov. 29, 2009.  Net sales were down
6.5% to $4 billion.  Much of the shortfall was due to negative
foreign exchange, several customer bankruptcies that occurred
later in the prior fiscal year and some fall off in volume on the
Dockers and Signature brands.  However, these were partially
offset by volume growth in the U.S. jeans category which The NPD
Group reported was up 3.5% in 2009.  New stores also provided some
volume growth.  LS&CO's revenues have settled at the $4 billion
level but there should be some growth in 2010 given that the US$
has generally weakened and new retail stores opened in late FY09
are expected to contribute an additional $200 million revenues.
Operating income was down 28% or $150 million to $383 million much
of which was attributable to foreign exchange and lower revenues
over relatively flat SG&A dollars.  Therefore, the company's
operating margins declined 280 basis points to 9.5%.  Margins will
continue to be pressured in 2010 as the company plans additional
brand and global expansion spending but should improve in 2011 and
beyond.

As with most companies in the recent downturn, significant
contribution from positive working capital led to very strong
operating cash flow with free cash flow of $286 million the
highest in at least 10 years.  As a result, the company was able
to fund $100 million in acquisitions, pay $73 million in scheduled
debt amortization, and $20 million in dividends with cash
increasing by $60 million to $271 million.  FCF is not expected to
be as robust going forward.  Specifically, due to poor market
performance in 2008 and a much lower discount rate in 2009, after
contributing just $18 million to its pension plan in the past two
years LS&CO estimates that it will contribute $42 million to its
pension plans in 2010.  Further, its current estimates indicate
that its future annual funding requirements may increase to as
much as $140 million in 2011.  Additionally, there is a bulge in
capital expenditures in 2010 to $166 million from under
$100 million in the past four years as the company invests in its
European SAP roll-out, continues its retail build-out and remodels
its headquarters.  CAPEX should decline from 2010 levels going
forward.  Given the near term but relatively temporary increased
demands for cash, FCF is expected to be negative in 2010.

LS&CO's ample liquidity is a key strength.  At FY09 the company
had $244 million in credit availability under its revolver and
$271 million in cash for a total of almost $514 million.  There
are no debt maturities until 2013.  As a result, despite larger
than normal requirements for cash for capital expenditures and
post-retirement plans LS&CO should be able to fund these demands
with minimal increases in debt.  LS&CO ended the year with debt
balances flat at $1.86 billion.  Leverage (total adjusted
debt/operating EBITDAR) increased to 5 times from 3.1x given the
pressure on operating margins but is expected to track below this
level in the medium term.  The company's metrics remain solid for
the rating.


MACATAWA BANK: Crowe Horwath Raises Going Concern Doubt
-------------------------------------------------------
Macatawa Bank Corporation filed on March 30, 2009, its annual
report on Form 10-K for the year ended December 31, 2009.

Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company incurred
significant net losses in 2009 and 2008, primarily from higher
provisions for loan losses and expenses associated with the
administration and disposition of non-performing assets at its
wholly owned bank subsidiary Macatawa Bank.

The Bank is under a regulatory Consent Order that requires among
other items, higher levels of regulatory capital.  At December 31,
2009, the Bank was below the stated regulatory capital levels and
is not expected to be in compliance with the regulatory capital
requirements of the Consent Order within the time frame
established under the Consent Order.

The Company reported a net loss of $63.6 million on $52.8 million
of net interest income for 2009, compared with a net loss of
$38.9 million on $58.1 million of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$1.830 billion in assets, $1.742 billion of liabilities, and
$88.0 million of stockholders' equity.  At December 31, 2009, the
Company had net loans of $1.456 billion and deposits of
$1.416 billion.

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

               http://researcharchives.com/t/s?5e79

Holland, Mich.-based Macatawa Bank Corporation is a bank holding
company.  Its wholly owned subsidiary, Macatawa Bank, offers
commercial and personal banking services through its 26 branch
offices and a lending and operation service facility in Kent
County, Ottawa County, and northern Allegan County, Michigan.


MACROSOLVE INC: Hood Sutton Raises Going Concern Doubt
----------------------------------------------------
MacroSolve Inc. filed on March 30, 2010, its annual report on
Form 10-K for the year ended December 31, 2009.

Hood Sutton Robinson & Freeman CPAs, P.C., 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 net capital deficiency.

The Company reported a net loss of $1,849,662 on $951,734 of
revenue for 2009, compared with a net loss of $1,049,874 on
$2,698,469 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$1,666,073 in assets and $2,209,783 of debts, for a stockholders'
deficit of $543,710.

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

               http://researcharchives.com/t/s?5e7e

Tulsa, Okla.-based MacroSolve, Inc. is a technology and services
company that develops mobile solutions for businesses and
government.  A mobile solution is typically the combination of
mobile handheld devices, wireless connectivity, and software that
streamlines business operations resulting in improved efficiencies
and cost savings.


MARSHALL ASMAR: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Marshall A. Asmar
        15 Joanne Drive
        Milford, CT 06460

Bankruptcy Case No.: 10-30972

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       District of Connecticut (New Haven)

Judge: Lorraine Murphy Weil

Debtor's Counsel: Peter L. Ressler, Esq.
                  Groob Ressler & Mulqueen
                  123 York Street, Ste 1B
                  New Haven, CT 06511-0001
                  Tel: (203) 777-5741
                  Fax: (203) 777-4206
                  E-mail: ressmul@yahoo.com

Estimated Assets: $0 to $50,000

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

A copy of the Debtor's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ctb10-30972.pdf

The petition was signed by the Debtor.


MEDICAL CONNECTIONS: De Meo Young Raises Going Concern Doubt
------------------------------------------------------------
Medical Connections Holdings, Inc., filed its annual report on
Form 10-K, showing a $7,711,887, on $6,131,611 of revenue for
2009, compared with a net loss of $7,542,210 on $7,066,990 of
revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$2,489,841 in assets, $214,290 of debts, and $2,275,551 of
stockholders' equity.

De Meo, Young, McGrath, CPA, in Fort Lauderdale, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted of the Company's
dependence on outside financing, lack of sufficient working
capital, and recurring losses from operations.

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

               http://researcharchives.com/t/s?5e7c

Boca Raton, Fla.-based Medical Connections Holdings, Inc. provides
medical recruitment and staffing services.


MEGA BRANDS: Moody's Cuts Probability of Default Rating to 'D'
--------------------------------------------------------------
Moody's lowered the Probability of Default Rating for Mega Brands,
Inc., to D from Caa3 following the completion of its previously
announced recapitalization transaction on March 30th.  Its Ca
Corporate Family Rating, and Caa3 ratings on secured facilities
were affirmed.  All of the ratings will be withdrawn in the next
several days.

The recapitalization transaction, which returned value to senior
secured debt holders at about 70 cents on the dollar in the form
of stock and cash funded with new debt, is viewed as a distressed
exchange which is considered a default under Moody's definition.
The Caa3 ratings on the senior secured facilities appropriately
reflected the recovery rate.

The last rating action for the company took place on April 17,
2009, when the CFR rating was lowered to Ca from Caa2.

MEGA Brands manufactures and markets a broad line of toys and
stationery and activities products.  It is based in Montreal,
Canada, and had sales of $339 million in 2009.


MEI KNIGHT: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtors: Mei Zhou Knight
               Michel F. Knight
               33998 Calle Vista
               Temecula, CA 92592

Bankruptcy Case No.: 10-19734

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Central District Of California (Riverside)

Judge: Meredith A. Jury

Debtor's Counsel: Robert B Rosenstein, Esq.
                  Rosenstein & Hitzeman
                  28600 Mercedes St Ste 100
                  Temecula, CA 92590
                  Tel: (951) 296-3888
                  Fax: (951) 296-3889
                  E-mail: robert@rosenhitz.com

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

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

A copy of the Joint Debtors' list of 12 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-19734.pdf

The petition was signed by the Joint Debtors.


MERIDIAN RESOURCE: Adjourns Special Meeting of Shareholders
-----------------------------------------------------------
The Meridian Resource Corporation has adjourned its special
meeting of shareholders to a date to be announced.  The location
of the meeting has not been determined at this time.  The special
meeting had been called to consider and vote on a proposal to
adopt the Agreement and Plan of Merger, dated as of December 22,
2009, by and among Meridian, Alta Mesa Holdings, LP and Alta Mesa
Acquisition Sub, LLC.  The Board of Directors of Meridian Resource
unanimously recommends that shareholders vote "FOR" the proposed
merger with Alta Mesa Holdings.  The record date for shareholders
entitled to vote at the meeting remains February 8, 2010.
Shareholders are encouraged to read Meridian's definitive proxy
materials in their entirety as they provide, among other things, a
detailed discussion of the process that led to the proposed merger
and the reasons behind the Board of Directors' unanimous
recommendation that shareholders vote FOR the proposal to adopt
the merger agreement.  The adoption of the merger agreement
requires the affirmative vote of the holders of at least two-
thirds of the outstanding shares of common stock entitled to vote.
A failure to vote will have the same effect as a vote "AGAINST"
the adoption of the merger agreement. If the merger is not
completed, Meridian may be forced to seek protection under federal
bankruptcy laws.

              Additional Information Regarding the Merger

The proposed merger is being submitted to Meridian's shareholders
for their consideration, and Meridian has filed a proxy statement
to solicit shareholder approval of the proposal to adopt the
merger agreement, as well as other relevant documents concerning
the proposed merger, with the SEC.  Meridian's shareholders are
urged to read the proxy statement regarding the proposed merger
and any other relevant documents filed with the SEC, as well as
any amendments or supplements to those documents, because they
contain important information.

                   About Meridian Resource

Based in Houston, Texas, The Meridian Resource Corporation
(NYSE:TMR) -- http://www.tmrc.com/-- is an independent oil and
natural gas company engaged in the exploration, exploitation,
acquisition and development of oil and natural gas in Louisiana,
Texas, and the Gulf of Mexico.  Meridian has access to an
extensive inventory of seismic data and, among independent
producers, is a leader in using 3-D seismic and other technologies
to analyze prospects, define risk, target and complete high-
potential wells for exploration and development. Meridian has a
field office in Weeks Island, Louisiana.

At September 30, 2009, the Company had $190,339,000 in total
assets, including $18,090,000 in total current assets, against
$120,634,000 in total current liabilities and $17,736,000 in asset
retirement obligations.

The Company noted that its default under the debt agreements,
which has been mitigated in the short term by certain forbearance
agreements, negatively impacts future cash flow and the Company's
access to credit or other forms of capital.  There is substantial
doubt as to the Company's ability to continue as a going concern
for a period longer than the next 12 months, the Company said.
It added that it might have to seek protection under federal
bankruptcy laws if it is unable to comply with the forbearance
agreements or if those agreements expire.


MSGI SECURITY: Issues $650,000 Promissory Notes to Investors
------------------------------------------------------------
MSGI Security Solutions, Inc., pursuant to a Subscription
Agreement between the Company and various institutional investors,
on March 23, 2009, issued secured convertible promissory notes in
the aggregate principal amount of $650,000 and stock purchase
warrants exercisable over a five-year period for up to 6,500,000
shares of common stock in a private placement.  There was no
acting placement agent for this transaction.

The Notes have a maturity date of March 23, 2011, and will accrue
interest at a rate of 10% per annum, compounded annually.
Payments of principal under the Notes are not due until the
maturity date and interest is due on a quarterly basis, however
the Investors can convert the principal amount of the Notes into
common stock of the Company, provided certain conditions are met,
and each conversion is subject to certain volume limitations.  The
conversion price of the Notes is $0.10 per share yielding an
aggregate total of possible shares to be issued as a result of
conversion of 7,150,000 shares.  The exercise price of the
Warrants is $0.15 per share.

The Company has also entered into a security agreement with the
Investors in connection with the closing, which grants security
interests in certain assets of the Company and the Company's
subsidiaries to the Investors to secure the Company's obligations
under the Notes and Warrants.

In addition, the Company entered into an additional investment
rights agreement, which grant each of the Investors the right to
purchase additional principal amounts of secured convertible
promissory notes equal to the principal amounts purchased in this
original transaction.

These rights are in effect for a period of up to 180 days after
the date of closing of this original transaction. The issuance of
the Notes and Warrants constituted a private placement and
therefore was exempt from registration in accordance with
Regulation D of the Securities Act of 1933, as amended.

One of the Investors received a due diligence fee comprised of
5-year warrants exercisable for 500,000 shares of common stock at
an exercise price of $0.01 per share.  Associated closing costs,
legal fees and various reimbursable expenses totaling
approximately $81,000 were paid from the gross proceeds of the
transaction.

                        About MSGI Security

MSGI Security Solutions, Inc. (Other OTC: 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 New York City where it serves the needs of
counter-terrorism, public safety, and law enforcement and is
developing new technologies in nanotechnology and alternative
energy as a result of its recently formed relationship with The
National Aeronautics and Space Administration.

At December 31, 2009, the Company had total assets of $1,686,924
against total liabilities, all current, of $18,153,452, resulting
in stockholders' deficit of $16,466,528.

In its quarterly report on Form 10-Q for the December 31, 2009
period, the Company said it has limited capital resources, has
incurred significant historical losses and negative cash flows
from operations and has no current period revenues.  As of
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
12 months.

There is substantial doubt about the Company's ability to continue
as a going concern.  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.


NASHVILLE SENIOR: Appeals Panel Denies Request to Retain Venable
----------------------------------------------------------------
Bankruptcy Law360 reports that a federal appeals panel has
dismissed a challenge by Nashville Senior Living LLC's official
committee of unsecured creditors to a bankruptcy court's denial of
its application to retain Venable LLP as counsel, finding that the
denial did not constitute a final order.

Nashville Senior Living, LLC, sought Chapter 11 protection (Bankr.
M.D. Tenn. Case No. 08-07254) on August 17, 2008, reporting less
than $1 million in assets and liabilities.  Seven affiliates --
see http://is.gd/17gmrand http://is.gd/17gp9-- contemporaneously
filed Chapter 11 petitions, each estimating up to $10 million in
assets and up to $100 million in liabilities.  Robert A. Guy,
Esq., at Waller Lansden Dortch & Davis, in Nashville, represents
the Debtor.


NATIONAL HOME CENTERS: Stock Building Closes Purchase of Assets
---------------------------------------------------------------
Stock Building Supply acquired the assets of National Home
Centers, Inc., continuing Stock's strategy of strengthening and
expanding operations in advance of a housing recovery.

"We are pleased to complete this transaction and look forward to
working with our new colleagues in central and northwest
Arkansas," said Joe Appelmann, President and CEO.  "Stock
transformed its operating model over the past year to become a
leaner, more focused organization.  This process has allowed us to
seize significant opportunities like National Home Centers.  We
will continue to explore intelligent growth options both in our
core markets and elsewhere if opportunities arise."

Since The Gores Group, LLC acquired a majority stake in Stock in
May 2009, the company has used the downturn in new construction to
restructure its operations and strengthen its finances.  Targeted
acquisitions like National Home Centers expand Stock's national
footprint, which includes 19 markets with strong long-term growth
forecasts.

Dwain Newman, former Chairman and CEO of National Home Centers,
stated, "Today is an exciting milestone for National Home Centers.
We are proud to be part of a company with a strong financial
position and a promising future.  Stock has a strong record of
improving its own operations despite difficult market conditions
and this transaction will allow National Home Centers to realize
its full capabilities.  The partnership with Stock allows us to
remain fully committed to serving our customers with quality
products and services."

Ken Greene has been appointed Market Manager for Stock's Arkansas
operations. Greene has served in numerous positions within Stock
including key posts in operations and sourcing.

                     About Stock Building Supply

Raleigh, NC-based Stock Building Supply is a leading supplier of
building materials to professional home builders and contractors
in the United States.  Stock operates out of 19 markets including
Washington, DC, Paradise, PA, Richmond, VA, Raleigh-Durham, NC,
Charlotte, NC, Winston-Salem/Greensboro, NC, Greenville, SC,
Columbia, SC, Atlanta, GA, Austin, TX, Amarillo, TX, Houston, TX,
Lubbock, TX, San Antonio, TX, Albuquerque, NM, Salt Lake City, UT,
Southern Utah, Northeast Idaho, and Los Angeles, CA. For more
information, visit www.stockbuildingsupply.com.

                       About National Home

National Home Centers filed a voluntary petition for federal
bankruptcy reorganization on December 8, 2009.  Stock entered into
an asset purchase agreement with National Home Centers on February
26, 2010, acting as a "stalking horse" bidder for the purchase of
substantially all of the assets of National Home Centers pursuant
to Section 363 of Chapter 11 of the U.S. Bankruptcy Code.  On
April 2, 2010, the Bankruptcy court approved the sale of the
assets to Stock, and Stock completed the transaction on April 5,
2010.


NEWLAND INTERNATIONAL: Moody's Cuts Sr. Secured Rating to 'B2'
--------------------------------------------------------------
Moody's has downgraded to B2 from B1 the senior secured rating of
Newland International Properties, Corp., and placed the rating on
review for possible downgrade.

This rating action reflects recent construction cost increases,
which has resulted in a shortfall in the construction escrow
account of approximately US$26.9 million.  Under a Construction
Completion Support Agreement the developers are required to
replenish the construction escrow account with the shortfall
within ten business days of the Independent Engineer's Evaluation
Report.  This report has not yet been issued.  Failure by the
developers to pay the required shortfall would constitute an event
of default under the bond indenture resulting in the bond becoming
due and payable immediately.

Newland has two interest payments due this year in May and
November, which the company has sufficient funds to pay through
collections and the debt service reserve account.  Moody's notes
that Newland does have enough funds to finish construction of the
project, with the additional $26.9 million shortfall relating to
finishes, FF&E and OS&E categories.  The project thus far has had
six contract cancellations in total (three hotel condo and three
residential units).  There are an additional 25 potential contract
cancellations, related to delinquent customers who have failed to
complete their required deposit, representing approximately
$13.9 million in receivables and $2.3 million in deposits.  All
deposits made to Newland are non-refundable.  In addition, initial
delivery of units has been pushed back to the end of 2010 vs.  the
original schedule of August 2010 due to local occupancy permit
requirements as well as the rescheduling of the grand opening of
the hotel to February 2011.  Moody's notes that should this delay
cause additional contract cancellations the rating would be
further pressured.

During its review Moody's will closely monitor the outcome of the
construction shortfall process as well as continued progress on
unit sales and the related credit implications for Newland.

The rating would likely be stabilized upon successful
replenishment of Newland's construction escrow account on or
before the required date as well as progress of unit sales.
Failure to successfully replenish the construction escrow account
as well as significant additional contract cancellations would
lead to at least a one-notch downgrade.  Should the bond go into
default as a result of non-payment of the shortfall a multiple-
notch downgrade is likely.

This rating was downgraded and placed on review for possible
downgrade:

* Newland International Properties, Corp. -- senior secured debt
  rating to B2 from B1

Moody's last rating action with respect to Newland was on
February 10, 2009, when Moody's downgraded Newland's rating to B1
from Ba3.

Newland International Properties Corp. is a sociedad anĒnima
organized under the laws of the Republic of Panama.  Newland is a
real estate development company established to develop the "Trump
Ocean Club International Hotel & Tower" in Panama City, Panama.
Trump Ocean Club is being developed as a multi-use luxury tower,
overlooking the Pacific Ocean, with luxury condominium residences,
a hotel condominium, a limited number of offices, and premier
leisure amenities.  Trump Ocean Club will be located on the Punta
Pacifica Peninsula in Panama City, on approximately 2.8 acres
(11,200 square meters) of land, including approximately 295 lineal
feet (90 lineal meters) of oceanfront.

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


NEW YORK RACING: Racing Industry Rallies for New Casino Operator
----------------------------------------------------------------
Jacqueline Palank at Dow Jones' Daily Bankruptcy Beat, citing the
Daily Racing Form, reports that more than 1,000 members of the
racing industry -- thoroughbred horse owners, trainers, breeders
and their families -- held a two-hour rally Sunday at the New York
Racing Association's Belmont Park, urging state officials to
select a new casino operator.

NYRA has a franchise to run tracks Aqueduct, Belmont Park and
Saratoga.

Ms. Palank relates that in conjunction with the rally, six
horsemen boycotted Sunday's first race at Aqueduct, another track
operated by NYRA, by deliberately not bringing their horses to the
track on time, resulting in their horses being withdrawn from the
race.  As a result, they were fined $500 each by racing
regulators.

Ms. Palank also reports that Rick Violette, president of the New
York Thoroughbred Horsemen's Association, said Monday that the
rally and boycott were just the start, throwing out the
possibility of heading to the state capital or holding another
rally at Aqueduct.

The Troubled Company Reporter on March 16, 2010, reported that the
New York state licensing officials disapproved Aqueduct
Entertainment Group's bid to build a casino at the Aqueduct
racetrack.  The TCR, citing The New York Times' City Room,
reported that the office of New York Gov. David A. Paterson said
AEG could not pass muster with state licensing officials and would
not be awarded the lucrative contract.  NY Times said a senior
administration official indicated that AEG had supplied
insufficient financial details for some of its investors.  In
other cases, the state's Lottery Division was not comfortable
licensing some of AEG's investors.

Had its bid been approved, according to City Room, AEG would have
had to come up with a $300 million licensing fee by the end of
March, money that would have helped the state's beleaguered
finances.

NYRA emerged from Chapter 11 protection in 2008.  NYRA had settled
a key dispute with the state of New York and assured itself at
least 25 more years of operating the racetracks.  NYRA had also
secured state officials' approval to install lucrative video
lottery terminals, or VLTs, at their tracks.  AEG would have
installed the revenue-boosting video lottery terminals.

As reported by the TCR on December 22, 2009, Stephen Geffon at
Queens Chronicle said NYRA may run out of money by summer 2010 if
the state does not select a bidder to construct and operate the
Aqueduct video lottery terminals.  NYRA president Charles Hayward
blamed the 10% decline in wagering at Aqueduct this year for
NYRA's running out of cash, Queens Chronicle noted.  Mr. Hayward
said half of the $30 million from the state to keep it operating
until the Aqueduct's VLT became operation has been depleted.

On Wednesday, Ms. Palank said the proposed casino deal could be
back on track soon.  According to Ms. Palank, Gov. Paterson last
week said he expects to have a solution within a month.  Citing
the New York Daily News, Ms. Palank wrote that Gov. Paterson chose
the bidder that was recently rejected, and officials in his
administration are now at work drafting new rules to select a
casino operator.

                           About NYRA

Based in Jamaica, New York, The New York Racing Association
Inc. aka NYRA -- http://www.nyra.com/-- operates racing tracks in
Aqueduct, Belmont Park and Saratoga.  The Company filed for
chapter 11 protection on Nov. 2, 2006 (Bankr. S.D.N.Y. Case No.
06-12618).  Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP,
Henry C. Collins, Esq., at Cooper, Erving & Savage LLP, and
Irena M. Goldstein, Esq., at Dewey Ballantine LLP represented the
Debtor in its restructuring efforts.  The Garden City Group Inc.
served as the Debtor's claims and noticing agent.  The U.S.
Trustee for Region 2 appointed an Official Committee of Unsecured
Creditors.  Edward M. Fox, Esq., Eric T. Moser, Esq., and Jeffrey
N. Rich, Esq., at Kirkpatrick & Lockhart Preston Gates Ellis LLP,
represented the Committee.

When the Debtor sought protection from its creditors, it listed
assets of $153 million and debts of $310 million.


NEXSTAR FINANCE: Moody's Upgrades Corporate Family Rating to 'B3'
-----------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating of
Nexstar Finance Holdings, Inc., to B3 from Caa1, its probability
of default rating to B3 from Caa2 and its Speculative Grade
Liquidity Rating to SGL-2 from SGL-3.  Moody's also assigned a B3
rating to Nexstar Broadcasting Inc.'s proposed second lien notes
issuance and a Ba3 rating to its amended first lien bank credit
facility.  The outlook is now stable.

The upgrade of the corporate family rating incorporates the better
liquidity position pro forma for the transaction, which extends
maturities and alleviates near term covenant compliance concerns,
as well as the improved advertising outlook.  Moody's anticipates
Nexstar will use some of the projected stronger performance in
2010 to repay debt, better positioning the company to withstand
future volatility from both election and economic cycles.

Expectations for increased external liquidity from the proposed
revolver and increased EBITDA over the next twelve months from
both political advertising revenue and a healthier advertising
environment drive the SGL upgrade.

Moody's anticipates Nexstar will use proceeds from the proposed
$325 million second lien notes issuance, the $75 million first
lien revolver and the $100 million first lien term loan primarily
to repay the existing term loan (approximately $320 million
outstanding) and outstanding borrowings under the revolving credit
facility (approximately $70 million outstanding).

Moody's also adjusted instrument ratings in accordance with
Moody's Loss Given Default methodology to incorporate the new
capital structure.  Default risk diminishes with the proposed
transaction, and Moody's put the CFR and PDR on parity at B3,
compared to the previously lower PDR (Caa2 vs Caa1 CFR), which
indicated higher default risk.  Specifically, the upgrade of the
CFR and PDR contributed to an upgrade of the senior discount notes
at Nexstar Finance Holdings, Inc., to Caa2 from Ca.  Moody's
expects to withdraw the B1 rating on existing first lien bank debt
upon close of the transaction and repayment of this debt.

A summary of the actions follows.

Nexstar Finance Holdings, Inc.

  -- Corporate Family Rating, Upgraded to B3 from Caa1

  -- Probability of Default Rating, Upgraded to B3 from Caa2

  -- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from
     SGL-3

  -- 11.375% senior discount notes due 2013, Upgraded to Caa2 from
     Ca, LGD adjusted to LGD6, 95% from LGD5, 84%

  -- Outlook, changed to stable from negative

Nexstar Broadcasting, Inc.

  -- Senior Secured First Lien Bank Credit Facility, Assigned Ba3,
     LGD1, 7%

  -- Senior Secured Second Lien Notes, Assigned B3, LGD3, 45%

  -- 7% senior subordinated notes due 2014, Affirmed Caa2, LGD
     adjusted to LGD5, 84% from LGD4, 58%

  -- Outlook, changed to stable from negative

Mission Broadcasting, Inc.

  -- Senior Secured First Lien Bank Credit Facility, Assigned Ba3,
     LGD1, 7%

Nexstar's B3 corporate family rating incorporates its high
leverage (over 10 times debt-to-EBITDA for 2009 and in the mid 8
times on a two year average basis) and modest free cash flow,
which poses challenges for managing a business vulnerable to
advertising spending cycles.  However, Moody's anticipates Nexstar
will use some of the projected strong political revenue in 2010 to
permanently repay debt and to improve its capital structure to
better withstand future volatility from both election and economic
cycles.  Good margins and unlevered cash flow generation created
by Nexstar's diverse geographic footprint, continued local market
focus, and leading audience share in many markets support the
rating, but the company faces continued competition for
advertising dollars related to media fragmentation.  Nexstar's
rating also benefits from its diverse network affiliations and
local marketing agreement with Mission Broadcasting, which expands
programming coverage and cost efficiencies.

The stable outlook incorporates expectations that Nexstar's
leverage will fall to approximately 7 times debt-to-EBITDA in 2010
and remain below 8 times on a two year average basis and that it
will continue to generate modestly positive free cash flow.

The last rating action on Nexstar was October 20, 2009, when
Moody's upgraded its SGL to SGL-3 from SGL-4.

Based in Irving, Texas, Nexstar Finance Holdings, Inc., owns,
operates, programs or provides sales and other services to 63
television stations in 34 markets, including 16 stations through a
local marketing agreement with Mission Broadcasting, Inc.  The
company generated revenues of approximately $250 million in 2009.


NOVA BIOSOURCE: Proposes to Raise Financing by $200,000
-------------------------------------------------------
BankruptcyData.com reports that Nova Biosource Fuels filed with
the U.S. Bankruptcy Court a fourth emergency motion for entry of
an order authorizing entry into fifteenth amendment to the
Company's debtor-in-possession credit agreement.  Under the
amendment, the aggregate commitment would be increased by $200,000
for a total aggregate commitment of $4 million.

Nova Biosource Fuels, Inc. -- http://www.novabiosource.com-- is
an energy company that refines and markets ASTM D6751 quality
biodiesel and related co-products through the deployment of its
proprietary, patented process technology, which enables the use of
a broader range of lower cost feedstocks.  Nova owns two biodiesel
refineries: one in Seneca, Illinois with a nameplate capacity of
60 million gallons per year and one in Clinton, Iowa with a
nameplate capacity of 10 million gallons per year.

Nova Biosource Fuels, Inc., and certain of its subsidiaries filed
voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware on March 30, 2009.  The case is In re Nova
Holding Clinton County, LLC, (Bankr. D. Del. Lead Case No.
09-11081).  Michael B. Schaedle, Esq., Melissa S. Vongtama, Esq.,
and Josef W. Mintz, Esq., at Blank rome LLP, in Philadelphia,
represent the Debtors as counsel.  David W. Carickhoff, Esq., at
Blank Rome LLP, in Wilmington, represents the Debtors as Delaware
counsel.  The Debtors listed assets and debts of $10 million to
$50 million each.


NUMMI: Shuts Down Manufacturing at 25-Year Old Plant
----------------------------------------------------
The NUMMI auto plant completed build-out of its last car April 1
before shutting down manufacturing at the 25-year-old assembly
site.

"We want to thank generations of NUMMI team members whose skill
and pride in their work contributed to numerous innovations in
automotive assembly here in Fremont," said NUMMI President and CEO
Kent Ogura.  "We also want to thank Toyota for helping to retain
NUMMI workers and ensure efficient production until the last day
of operations at this plant.  Our attention now will focus on
helping to find a new owner that will re-use this site so that it
continues to serve the Fremont community and the Bay Area."

For 25 years, NUMMI was a venture between General Motors and
Toyota.  The decision to close NUMMI came after GM declared
bankruptcy last year and pulled out of the venture.

The last model produced at NUMMI today was a red S-grade Corolla,
which will be sold to NUMMI customer Toyota.  The final line-off
time was 9:21 a.m. Pacific Daylight Time.  NUMMI produced nearly 8
million cars and trucks throughout its 25-year history.

Some team members will stay on site over the next few months to
support asset sales, perform any remediation and provide security.

NUMMI will endeavor to find a buyer as well as continue to work
with Fremont and state officials to identify the best re-use of
the site.

"Over 75 percent of the acreage here at NUMMI is open space and
pavement," said Mike Truax, general manager of Engineering. "The
plant was operated to stringent environmental standards and
received numerous environmental awards.  This site is located
between two major freeways on a prime parcel of Bay Area real
estate and is immediately adjacent to the planned Warm Springs
BART station."


N.Y.C. OFF-TRACK: Four Racetracks Named to Creditors Committee
--------------------------------------------------------------
Bill Rochelle at Bloomberg News reports that New York City Off-
Track Betting Corp. has an official creditors' committee with
seven members.  Four are racetracks. New York Racing Association
Inc. is on the committee along with a labor union.

                           About NYC OTB

New York City Off-Track Betting Corporation is a public benefit
corporation, which operates an off-track pari-mutuel betting
system on thoroughbred and harness horse races held at all 11 race
tracks located in New York State and certain race tracks located
outside of the State.  Since NYC OTB's inception in 1971, it has
made payments of nearly $2 billion to the State horse racing
industry, over $1.4 billion to New York City and nearly
$600 million to the State.  In 2008 alone, NYC OTB made statutory
contributions in an aggregate amount of $128.6 million to the
State horse racing industry, the State, the City, and other local
municipalities.  NYC OTB's operations are regulated by the State.

NYC OTB filed for bankruptcy under Chapter 9 of the Bankruptcy
Code on December 3, 2009 (Bankr. S.D.N.Y. Case No. 09-17121).
Richard Levin, Esq., at Cravath, Swaine & Moore LLP, in New York,
serves as the Debtor's counsel.

At September 30, 2009, NYC OTB had $18,468,147 in total assets
against $74,912,742 in total current liabilities, $6,982,887 in
long-term liabilities, and $201,020,000 in long-term post
employment benefits.


N.Y.C. OFF-TRACK: New York Racing Appeals Chapter 9 Approval
------------------------------------------------------------
Carla Main at Bloomberg News reports that the New York Racing
Association is appealing an order by U.S. Bankruptcy Judge Martin
Glenn in Manhattan that granted the New York City Off-Track
Betting Corp. permission to file for relief under Chapter 9 of the
U.S. Bankruptcy Code.

The NYRA had objected to the Chapter 9 petition.  Although NYC OTB
is a public benefit corporation, the NYRA argued that NYC OTB is
ineligible for Chapter 9 because the filing lacked specific
authorization from the state legislature required by bankruptcy
law.

                           About NYC OTB

New York City Off-Track Betting Corporation is a public benefit
corporation, which operates an off-track pari-mutuel betting
system on thoroughbred and harness horse races held at all 11 race
tracks located in New York State and certain race tracks located
outside of the State.  Since NYC OTB's inception in 1971, it has
made payments of nearly $2 billion to the State horse racing
industry, more than $1.4 billion to New York City and nearly
$600 million to the State.  In 2008 alone, NYC OTB made statutory
contributions in an aggregate amount of $128.6 million to the
State horse racing industry, the State, the City, and other local
municipalities.  NYC OTB's operations are regulated by the State.

NYC OTB filed for bankruptcy under Chapter 9 of the Bankruptcy
Code on December 3, 2009 (Bankr. S.D.N.Y. Case No. 09-17121).
Richard Levin, Esq., at Cravath, Swaine & Moore LLP, in New York,
serves as the Debtor's counsel.

At September 30, 2009, NYC OTB had $18,468,147 in total assets
against $74,912,742 in total current liabilities, $6,982,887 in
long-term liabilities, and $201,020,000 in long-term post
employment benefits.


ORLEANS HOMEBUILDERS: Objects to Homeowner's Request for Trustee
----------------------------------------------------------------
Carla Main at Bloomberg News reports that Orleans Homebuilders
Inc. has objected to a request by a creditor for the appointment
of a Chapter 11 trustee or examiner to oversee its affairs.

Last month, a motion was made by homeowner Mona F. Mustafa to
appoint a trustee for Orleans.  Ms. Mustafa said she paid $430,000
for her home in 2004 and has warranty claims.

Prepetition, Ms. Mustafa sued the Debtors in Illinois state court
on account of alleged defects in a home she purchased from the
Debtors, of which defects she was apparently aware at the time of
purchase.  The Debtors believe Mustafa's claims are without merit
and that her estimation of damages suffered, if any, is highly
speculative and inflated.  Ms. Mustafa's case is presently stayed.

                    About Orleans Homebuilders

Orleans Homebuilders, Inc. -- aka FPA Corporation, OHB, Parker &
Lancaster, Masterpiece Homes, Realen Homes and Orleans --
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 these 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.

The Company filed for Chapter 11 bankruptcy protection on March 1,
2010 (Bankr. D. Delaware Case No. 10-10684).  Cahill Gordon &
Reindell LLP is the Debtor's bankruptcy and restructuring counsel.
Curtis S. Miller, Esq., and Robert J. Dehney, Esq., at Morris,
Nichols, Arsht & Tunnell, are the Debtor's Delaware and
restructuring counsel.  Blank Rome LLP is the Debtor's special
corporate counsel.  Garden City Group Inc. is the Debtor's claims
and notice agent.  The Company estimated assets and debts at
$100,000,001 to $500,000,000.


OXIS INTERNATIONAL: Recurring Losses Prompt Going Concern Doubt
---------------------------------------------------------------
On March 30, 2010, OXIS International, Inc., filed its annual
report on Form 10-K for the year ended December 31, 2009.

Seligson & Giannattasio, LLP, in White Plains, N.Y., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted of the Company's
significant recurring losses.

The Company reported a net loss of $2,246,000 on $48,000 of
revenue for 2009, compared with a net loss of $5,006,000 on
$1,143,000 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$1,384,000 in assets and $7,108,000 of debts, for a
stockholders' deficit of $5,724,000.

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

               http://researcharchives.com/t/s?5e7a

Beverly Hills, Calif.-based OXIS International, Inc. is engaged in
the research, development and sale of products that counteract the
harmful effects of "oxidative stress."  Oxidative stress refers to
the situations in which the body's antioxidant and other defensive
abilities to combat free radicals (a.k.a highly reactive species
of oxygen and nitrogen) are overwhelmed and normal healthy balance
is lost.


PACIFICHEALTH LABORATORIES: Weiser LLP Raises Going Concern Doubt
-----------------------------------------------------------------
PacificHealth Laboratories, Inc., filed on March 30, 2010, its
annual report on Form 10-K for the year ended December 31, 2009.

Weiser LLP, in Edison, N.J., expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that of the Company's recurring operating losses
and negative cash flows from operations.

The Company reported a net loss of $1,676,124 on $7,995,194 of
revenue for 2009, compared with a net loss of $1,994,353 on
$7,235,991 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$2,544,091 in assets, $1,360,472 of debts, and $1,183,619 of
stockholders' equity.

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

               http://researcharchives.com/t/s?5e77

Matawan, N.J.-based PacificHealth Laboratories, Inc. is a pioneer
in the development of patented protein-based nutritional products
that activate biochemical pathways to enhance muscle endurance and
additionally the specific peptides involved in appetite
regulation.


PALI HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Pali Holdings, Inc.
        650 Fifth Avenue, 6th Floor
        New York, NY 10019

Bankruptcy Case No.: 10-11727

Chapter 11 Petition Date: April 1, 2010

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

Debtor's Counsel: Mark S. Indelicato, Esq.
                  Hahn & Hessen LLP
                  488 Madison Avenue
                  14th Floor
                  New York, NY 10022
                  Tel: (212) 478-7200
                  Fax: (212) 478-7400
                  E-mail: mindelicato@hahnhessen.com

Scheduled Assets: $716,257

Scheduled Debts: $31,764,247

A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb10-11727.pdf

The petition was signed by Gerald Burke, director.


PALLADON VENTURES: Sends Letter to Shareholders on Recent Updates
-----------------------------------------------------------------
Palladon Ventures Ltd. sent a letter to its shareholders intended
to provide an update to shareholders about recent developments at
the Company, including the equitization of Luxor Capital's
indebtedness, the revised organizational structure at Palladon
Ventures Ltd., and Palladon Iron Corporation's intentions going
forward.

For the past year, the Company and its representatives vigorously
pursued funding to repay the Luxor debt that originally matured in
June 2009.  The Company attempted to secure capital in the United
States, Europe, Asia, and Canada.  The Company met with financial
investors, with strategic investors, and with logistics companies
involved in the shipping and sale of iron ore.  Palladon
management fully appreciated the urgency of the situation, having
worked through the original default and several negotiated
extensions.  While investors showed interest in the project, they
consistently refused to purchase equity for the purpose of
refunding the debt or to further fund the Company with the debt
still in place, leaving Palladon with very limited financing
options.

On the operations front, the Company also worked diligently for
the past six months to obtain agreements to ship and sell iron
ore.  Unfortunately, as of March 15 the Company's efforts were not
successful and as of present date no such agreement exists.  In
addition, rail and port contracts were not executed, because such
contracts would only be finalized when an off-take agreement is
executed.

On December 4, 2009, the Company executed a Letter Agreement that
provided it the option to retire the entire Luxor debt at a
significant discount prior to March 31, 2010.  This agreement also
provided that if the debt was not repaid at the discounted value
by March 31st, then Luxor would write the debt down to $25 million
and also receive a 50% interest in Palladon Iron Corporation
("PIC").  The Letter Agreement was subject to TSX Venture Exchange
("TSX-V) approval.  Palladon, with assistance from its Canadian
counsel, repeatedly communicated with the TSX-V during the review
process.  On several occasions, the Company requested to meet with
the TSX-V to explain the proposed transaction and the evolution of
the Agreement.  The TSX-V presented the Company and its counsel
with clarifying questions, which were responded to immediately.

On February 18, 2010, the TSX-V informed the Company that it would
not approve the Letter Agreement.  This decision, reached over two
months after submission, took much longer than had been expected
and exacerbated an already difficult situation.  Palladon worked
closely with Canadian counsel to get the TSX-V to reconsider its
denial of the Letter Agreement.  Despite these efforts and the
Company's standing offer to provide whatever information
necessary, the TSX-V would not rescind its decision, which it
described as final.

The TSX-V denial left the Company in default once again and with
no protective agreements in place. Fortunately, the Company was
able to negotiate and execute a Forbearance Agreement on March 3,
2010, pursuant to which Luxor committed to "refrain from making a
demand of payment of the outstanding principal amount and interest
under the Term Loan and from enforcing any remedies against
Palladon under the Extension Agreement" until March 15, 2010,
giving the Company additional time to attempt to negotiate an
alternative solution.  The parties could not agree to an
alternative solution, leaving Palladon in default and Luxor free
to realize on its security interest, which included 100% of the
shares of Palladon Iron Corporation ("PIC").

Immediately prior to the imposed March 15 deadline, Palladon was
presented with two expressions of interest ("Proposals") for
potential financings. One was presented the night of March 14 and
the other on the morning of March 15.  The Board and its counsel
carefully reviewed these Proposals.  Neither of the Proposals was
a firm commitment nor a binding offer and each had many
conditions, including due diligence periods.  The Company had no
assurance that the Proposals would ever yield a binding offer, and
it was clear that a significant period would be required before
the terms of any such offer could be determined.  The Company was
unable to negotiate a further forbearance with Luxor extending the
deadline beyond March 15, and therefore determined that these
Proposals were not viable options.

After due deliberation, on March 15, 2010, the Board of Directors
voted unanimously to consent to the March 15, 2010, Satisfaction
and Settlement Agreement, whereby Luxor would realize on its
security interest and convert its $40.55 million of indebtedness
into a 78.26% interest in Palladon Iron Corporation, and Palladon
Ventures Ltd. would retain a 21.74% interest in Palladon Iron
Corporation.  The Board believes that this approach provided the
best outcome for shareholders and avoided the foreclosure
proceedings or bankruptcy filing that otherwise appeared
inevitable.

Regardless of shareholder or regulatory approval that might have
been sought and obtained (or not), Luxor had the ability to
realize on its security due to the ongoing defaults under the loan
agreements, and to seize all the assets that were secured (the PIC
shares).  Because the assets that Luxor eventually acquired were a
result of these circumstances and not a sale or disposition,
shareholder approval was not sought.  Furthermore, the timing
imposed by Luxor did not provide for sufficient time to hold a
shareholder meeting.  Had a shareholder meeting been held, it
would not have prevented Luxor from seizing the PIC shares in
exercising its remedies.  The alternative scenario would have had
Luxor seizing the same assets via the bankruptcy process, the
likely outcome being that the Company would be left with no
ongoing interest in PIC.

The Board, in consultation with both its United States and
Canadian counsel, carefully and thoroughly considered all
available options, including the prospect of bankruptcy where
shareholders would likely get no recovery.  Given the numerous
uncertainties, the bankruptcy path was judged an unacceptable
risk. The Board acted in the best interest of shareholders to
preserve the most value it could.

As a result of the equitization, Luxor became the majority and
controlling shareholder of Palladon Iron Corp. and its Iron
Mountain properties.  Palladon Ventures will actively exercise its
rights as a significant minority shareholder in PIC, having voting
shares, a representative on the PIC Board of Directors and pro-
rata capital call rights, in addition to related minority
shareholder rights.  Palladon Ventures will also be the conduit
for keeping investors apprised of developments at PIC. Luxor has
committed to provide quarterly Iron Mountain progress updates, and
timely disclosure of significant events congruent with what would
be considered material at a public company.

Palladon Ventures will continue to fulfill the compliance and
reporting obligations required to maintain its public listing, but
will reduce expenses as much as possible. The Board will be
reduced from six members to three.  Steve Gilbert, Dale Gilbert
and John Brownlie have resigned, leaving members Jeff Clark, John
Cutler and Robert Getz.  Dale Gilbert has also resigned from the
CEO position at Palladon Ventures to become the CEO at Palladon
Iron Corporation.  The Company would like to thank these men for
their service and contributions.  Management will now consist of
John Cutler as President and Leonard Sojka as CFO. Under a greatly
reduced operating budget, Palladon Ventures expects to operate
with a limited physical presence.  In the near term, the Company
will need to raise a small amount of capital to fund the operating
expenses required to remain a reporting company.

Palladon Ventures and Palladon Iron remain optimistic about the
future of the Iron Mountain project, which is now debt free for
the first time since the earliest days of PIC.  Consequently, PIC
is assembling a seasoned management team, starting with Dale
Gilbert. PIC has also hired financial advisors to help raise the
capital necessary to advance the concentrate scenario.  PIC will
continue its efforts to secure a contract to ship run-of-mine ore,
while also evaluating the feasibility of producing an even higher
value-added product.

On Behalf of the Board of Directors,

John Cutler, President

                        About Palladon

Palladon Ventures Ltd. is a junior resource company and remains
focused on advancing the Iron Mountain Project, an iron ore mine
located west of Cedar City, Utah.

                        *     *     *

As reported in the Troubled Company Reporter on March 18, 2010,
Palladon Ventures Ltd. disclosed the full equitization of the
Luxor Loans which amounted to US$40,557,000 including principal
and interest.  This negotiated equitization comes as a result of
Luxor Capital Partners, LP realizing on its security interest and
provides for the full extinguishment of Palladon debt owed to
Luxor.  Given the inability of the Company to make payments of the
foregoing amount when due, and in order to avoid enforcement or
foreclosure which could have resulted in the transfer of ownership
of all the Palladon Iron Corp. capital stock to Luxor, Luxor has
agreed to accept a 78.3% interest, in full satisfaction of all
amounts due under the loan agreements.  Palladon Ventures Ltd.
will now own 21.7% of Palladon Iron Corporation.


PARK SEED: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------
Chris Trainer at The Index-Journal reports that Geo. W. Park Seed
Co. together with its associated entities Park Seed Wholesale Co.,
and Jackson and Perkins Co. filed for Chapter 11 bankruptcy
protection in the U.S. Bankruptcy Court in the District of South
Carolina.

According to the report, Geo. W. Park blamed the dismal economy
for the filing.  The Company said it plans to develop a plan that
would outline a new capital structure.

Geoffrey Levy, Esq., at Levy Law Firm, represents the Debtor in
its Chapter 11 effort.

Geo. W. Park Seed Co. -- http://www.parkseed.com/-- sells flower
seed, vegetable seed and bulbs.


RAMSEY HOLDINGS: Gets Final OK to Access Prepetition Lenders' Cash
------------------------------------------------------------------
The Hon. Terrence L. Michael of the U.S. Bankruptcy Court for the
Northern District of Oklahoma, in a final order, authorized Ramsey
Holdings, Inc., et al., to use the cash collateral on a non-
consensual basis.

As of the petition date, the Debtors owed CIT Lending Services
Corporation, as administrative agent and collateral agent for the
prepetition lenders, the aggregate principal amount of $71,190,825
plus accrued and unpaid prepetition interest, fees, costs and
other expenses.

The Debtors would use the cash collateral to fund the
reorganization of their businesses and to attempt to maximize the
value of their assets.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the CIT and the lenders
replacement liens on any and all of the Debtors' assets, subject
to carve out, and a superpriority administrative claim status.

The Debtors' access to the cash collateral will terminate upon the
earliest to occur of:

   a) April 30, 2010, if the parties to that certain term sheet
      dated February 4, 2010, by and among the Debtors, the agent,
      certain of the lenders, Gridiron and AEA have not agreed to
      the definitive terms of the amendment documents;

   b) 4:00 p.m. (central time) on May 6, 2010, if the Court has
      not entered an order approving the disclosure statement;

   c) 4:00 p.m. (central time) on June 30, 2010, if the Court has
      not entered an order confirming the plan of reorganization;
      and

   d) other termination events.

                    About Ramsey Holdings, Inc.

Tulsa, Oklahoma-based Ramsey Holdings, Inc., filed for Chapter 11
bankruptcy protection on December 18, 2009 (Bankr. N.D. Okla. Case
No. 09-13998).  The Company's affiliates -- Auto Crane Company;
Eskridge, Inc.; Ramsey Industries, Inc.; and Ramsey Winch Company
-- also filed for Chapter 11 bankruptcy protection.  John D. Dale,
Esq., at Gable & Gotwals assists the Debtors in their
restructuring efforts.  Ramsey Holdings listed $10,000,001 to
$50,000,000 in assets and $50,000,001 to $100,000,000 in
liabilities.


PATHEON INC: Moody's Assigns 'B1' Rating on Senior Secured Notes
----------------------------------------------------------------
Moody's assigned a B1 rating to the proposed Senior Secured Notes
offering of Patheon, Inc. and a Ba3 rating to the proposed
$75 million asset-based revolver facility due 2014.  At the same
time Moody's affirmed the B2 Corporate Family Rating and B2
Probability of Default Ratings.  The proposed $280 million notes
offering will be used to refinance almost all of Patheon's
existing debt and to add cash to the balance sheet.  Concurrently,
Moody's changed the rating outlook to stable from negative.

The B2 Corporate Family Rating is constrained by the weak
profitability and cash flow of the company, partly due to the
underperformance of three Puerto Rico facilities acquired in 2005
(one of which was closed in 2009).  The ratings are also
constrained by the risks inherent in the business, including the
potential loss of revenues due to generic competition, product
approval delays and client repatriation of products, which have
all negatively impacted operations over the past several years.
Further, the significant fixed costs of the business lead to high
operating leverage and margins that are extremely sensitive to
revenue and product mix.  These characteristics lend a measure of
volatility to both revenues and profitability.

The ratings are supported by the company's leading market position
in the pharmaceutical contract manufacturing arena which has high
barriers to entry.  In addition, Moody's believe that demand from
pharmaceutical companies for contract manufacturing services will
be sound over the long-term.  The ratings are also supported by
the company's relatively modest financial leverage.  Moody's also
considers the strategic value that Moody's believe Patheon's
operations would have to other industry participants , leading to
Moody's expectation for good recovery for creditors.

Moody's believes Patheon will continue to face challenges in 2010
as Puerto Rico continues to be a drag on profitability, the
company incurs incremental repositioning expenses, incremental
interest expense and the overall industry remains weakened by
overcapacity and pricing pressure.  However, the change in outlook
to stable reflects Moody's belief that demand for Patheon's
services is stabilizing and should improve as the year progresses.
Moody's also anticipates that Patheon may benefit from increased
new business, now that the distraction of the JLL litigation and
uncertainty about Patheon's ownership is behind them.  Further,
the refinancing transaction will meaningfully improve liquidity,
providing the company increased flexibility while it continues to
execute its turnaround strategy and work towards sustained free
cash flow generation.

Moody's took these rating actions:

* Assigned Ba3 (LGD3, 32%) to proposed $75 million ABL facility
  due 2014

* Assigned B1 (LGD3, 40%) to proposed $280 million Senior Secured
  notes due 2017

* Affirmed B2 Corporate Family Rating

* Affirmed B2 Probability of Default Rating

* Changed outlook to stable from negative

* Concurrently Moody's affirmed the ratings on the existing credit
  facility and expects to withdraw these ratings at the close of
  the refinancing transaction.

* Affirmed Ba3 (LGD3, 32%) on existing $75 million ABL facility
  due 2012

* Affirmed B1 (LGD3, 37%) on existing $150 million term loan due
  2014

The last rating action on Patheon was April 21, 2008, when Moody's
changed the outlook to negative from stable.

Patheon Inc., headquartered in Mississauga, Canada, is a leading
provider of commercial manufacturing and pharmaceutical
development services of branded and generic prescription drugs to
the international pharmaceutical industry.  Patheon's stock is
publicly traded on the Toronto Stock Exchange.  For the twelve
month period ended January 31, 2010, Patheon reported revenues of
$662 million.


PATHEON INC: S&P Affirms 'B+' Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services said that it has affirmed its
'B+' corporate credit rating on Patheon Inc.  At the same time,
S&P assigned its 'B+' senior secured debt rating and '4' recovery
rating, indicating average (30%-50%) recovery, on the proposed
$280 million senior secured notes offering.  The outlook remains
stable.

"The ratings on Patheon Inc. reflect its weak business risk
profile, highlighted by the company's continued restructuring
efforts to address overcapacity and various operating issues, and
thus far the inability to establish a consistent track record of
positive free cash flows," said Standard & Poor's credit analyst
Arthur Wong.  These factors are partly offset by Patheon's well-
established customer relationships, the diversity of outsourced
pharmaceutical services, and the expected positive demand trends
for such services.

Rapid expansion, mainly via acquisitions, in the first half of the
decade has made Patheon one of the largest providers of
pharmaceutical development and commercial manufacturing services
to pharmaceutical companies.  However, missteps in integration and
poor acquisitions have led to erratic operating performance and
cash flow generation.  Patheon, under a new management team since
late 2007, has thus far been successful at restructuring its
operations, shedding facilities, and focusing on organic growth
and higher-margin revenues.  The company closed its Carolina
facility in Puerto Rico in early 2009 and sold its York Mills,
Toronto, facility in April 2009, although Patheon is still
operating the facility as it transfers production.  The closures
bring the number of Patheon manufacturing sites to 10 and improve
its profits and cash flow generation through greater use of its
existing facilities.  Patheon just recently announced that it was
further consolidating its Puerto Rico facilities, closing or
selling its plant in Caguas.


PHILIPPS-VAN HEUSEN: Gets Early Termination of HSR Waiting Period
-----------------------------------------------------------------
Phillips-Van Heusen Corporation disclosed that, on April 2, 2010,
the U.S. Department of Justice and Federal Trade Commission
granted early termination of the waiting period under the Hart-
Scott-Rodino Antitrust Improvements Act for PVH's proposed
acquisition of Tommy Hilfiger B.V.  As previously announced, PVH
has entered into a definitive agreement for PVH to acquire Tommy
Hilfiger, which is controlled by funds affiliated with Apax
Partners, L.P., for total consideration of EUR 2.2 billion
(approximately $3.0 billion) plus the assumption of EUR 100
million in liabilities.  The closing of the transaction remains
subject to receipt of financing and other customary conditions,
including receipt of certain required foreign regulatory
approvals, which PVH does not anticipate difficulty in obtaining.
The transaction is expected to close during PVH's fiscal 2010
second quarter.

Philips-Van Heusen Corporation, headquartered in New York, NY
designs, sources, markets, licenses and distributes a broad line
of dress shirts, neckwear and sportswear under owned brands
including Van Heusen, Calvin Klein, IZOD and Arrow and its
licensed brands including Tommy Hilfiger, Geoffrey Beene, Kenneth
Cole New York and numerous other licensees.

                           *     *     *

Moody's Investors Service placed these ratings on review possible
downgrade:

* Corporate Family Rating at Ba2
* Probability of Default Rating at Ba2
* $300 million of senior unsecured notes due 2011/2013 at Ba3


POSITRON CORP: Delays Filing of 2009 Annual Report on Form 10-K
---------------------------------------------------------------
Positron Corporation failed to file its annual report on Form 10-K
for the year ended December 31, 2009, by the March 31 deadline.
In a regulatory filing, the Company said its financial statements
could not be completed within the time provided without undue
burden and expense.  The Company expects to file the report by
April 15.

On March 26, the Company filed a Form S-8 Registration Statement
under the Securities Act of 1933 to register 20,000,000 shares of
common stock issuable under the Company's 2010 Stock Option Plan.
A full-text copy of the Form S-8 is available at no charge at:

                http://ResearchArchives.com/t/s?5e75

As reported by the Troubled Company Reporter on November 25, 2009,
the Company said there is substantial doubt about its ability to
continue as a going concern.  Positron's net loss widened to
$1,189,000 for the three months ended September 30, 2009, from a
net loss of $265,000 for the same period a year ago.  The Company
reported a net loss of $2,864,000 for the nine months ended
September 30, 2009, from a net loss of $3,381,000 for the same
period a year ago.

Revenues for the three months ended September 30, 2009, were
$188,000 from $384,000 for the same period a year ago.  Revenues
for the nine months ended September 30, 2009, were $889,000 from
$1,577,000 for the same period a year ago.

At September 30, 2009, the Company had total assets of $1,123,000
against total liabilities of $7,651,000, resulting in
stockholders' deficit of $6,528,000.  The September 30 balance
sheet showed strained liquidity: The Company had $1,090,000 in
total current assets against $7,128,000 in total current
liabilities.

Since inception, the Company has expended substantial resources on
research and development.  Consequently, the Company has sustained
substantial losses.  Due to the limited number of systems sold or
placed into service each year, the Company said revenues have
fluctuated significantly from year to year and has not sold
quantities that are sufficient to be operationally profitable.
The Company had an accumulated deficit of $88,444,000 and a
stockholders' deficit of $6,528,000 at September 30, 2009.  The
Company will need to increase system sales and apply the research
and development advancements to achieve profitability in the
future.

The Company utilized proceeds of $2,159,000 from issuance of
equity securities to fund operating activities during the nine
months ended September 30, 2009.  The Company had cash and cash
equivalents of $308,000 at September 30, 2009.  At the same date,
the Company had accounts payable and accrued liabilities of
$2,613,000. The secured convertible notes payable of $1,207,000,
are also in default.  In addition, debt service and working
capital requirements for the upcoming year may reach beyond the
Company's current cash balances.  The Company plans to continue to
raise funds as required through equity and debt financing to
sustain business operations.

The Company said there can be no assurance it will be successful
in implementing its business plan and ultimately achieving
operational profitability.  The Company's long-term viability as a
going concern is dependent on its ability to 1) achieve adequate
profitability and cash flows from operations to sustain its
operations, 2) control costs and expand revenues from existing or
new business 3) meet current commitments and fund the continuation
of its business operation in the near future and 4) raise
additional funds through debt or equity financings.

                          About Positron

Based in Fishers, Indiana, Positron Corporation's operations
include Molecular Imaging Devices and Radiopharmaceutical
Distribution Products.  The Molecular Imaging Devices portion of
the business provides Positron Emission Tomography scanners and
Single Photon Emission Computed Tomography cameras.
Radiopharmaceutical Products offers the world's first robotic
systems for distribution and delivery of radiopharmaceuticals and
provides radiopharmaceutical agents used for the diagnosis of
cardiac diseases.  The Company's systems are used by physicians as
diagnostic and treatment evaluation tools in the areas of
cardiology, neurology and oncology.


PRWIRELESS INC: S&P Assigns Corporate Credit Rating at 'B'
----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
corporate credit rating to Guaynabo, Puerto Rico-based wireless
carrier PRWireless Inc. (d/b/a Open Mobile).  At the same time,
S&P assigned a 'B' issue-level rating to the company's proposed
aggregate $175 million senior secured credit facilities, with a
`3' recovery rating, indicating S&P's expectation for 50%-70%
recovery of principal in the event of a payment default.

The senior secured credit facilities will be composed of a $160
million senior secured term loan with a six-year maturity and a
$15 million four-year revolving credit facility.  Ratings on the
credit facilities are based on preliminary information and subject
to review of final terms.  Importantly, the ratings assume that
there will be a minimum 20% headroom cushion on covenants.  Net
proceeds from the new term loan (S&P does not expect the revolver
to be drawn at closing) will be used to repay all current debt of
$106 million and to build cash.  Open Mobile provided wireless
service to 290,000 customers in Puerto Rico at Dec. 31, 2009.

"The rating reflects significant business risk resulting from a
highly competitive wireless market," said Standard & Poor's credit
analyst Richard Siderman, "along with a prepay wireless model,
which increases vulnerability to unfavorable trends in churn and
subscriber acquisition costs; the impact of a prolonged weak
economic environment in Puerto Rico; and aggressive leverage."
Mitigating factors include the low cash cost per gross add and
per-user parameters typical of the prepay model, growth potential
from relatively low Puerto Rican wireless penetration, a
technically solid network, and adequate liquidity.


RADIATION THERAPY: Moody's Affirms 'B2' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Services affirmed the ratings of Radiation
Therapy Services, Inc., including the corporate family and
probability of default rating at B2.  The senior secured credit
facilities are affirmed at B1.  Concurrently, Moody's assigned a
Caa1 rating to the company's proposed $310 million senior
subordinated notes.  The rating outlook was changed to stable from
negative.  If the proposed issuance closes as proposed, the
ratings on the senior secured credit facilities will be upgraded
to Ba3 to reflect the change in the capital structure.

The $310 million proposed senior subordinated notes are being used
to refinance the existing $175 million senior subordinated notes,
pay down a portion of the existing term loan and outstandings
under the revolver, and fund a pending acquisition.

The change in the outlook to stable from negative incorporates
Moody's expectation that Radiation Therapy's credit metrics should
improve from current levels and the company's liquidity position
strengthen with expected good cash flow generation and minimal
revolver usage.  The stable outlook also considers the near term
visibility in the reimbursement environment and expectation for
improvement in the company's margins.

The B2 corporate family rating reflects Radiation Therapy's
considerable debt leverage, limited absolute scale, as well as its
concentration of revenues by payor (Medicare) and geography
(Florida).  The rating favorably reflects the company's
competitive position as the largest pure-play national provider of
radiation therapy to cancer patients and the strong underlying
industry demand fundamentals.  In addition, the rating reflects
the sizeable equity investment contributed by Vestar and
management in the 2008 leveraged buy-out transaction.

These ratings/assessments were affected:

* Corporate family rating, affirmed at B2;

* Probability of default rating, affirmed at B2;

* Proposed $310 million senior subordinated notes, assigned Caa1
  (LGD5, 80%);

* $60 million revolving credit facility, affirmed at B1.  LGD
  assessment changed to LGD3, 32% from LGD3, 33%;

* $347 million ($339 million outstanding) senior secured term loan
  affirmed at B1.  LGD assessment changed to LGD3, 32% from LGD3,
  33%;

* Outlook changed to stable from negative.

All ratings are subject to the conclusion of the proposed
transaction and to the review of final documentation.

The last rating action was on June 4, 2009, when the ratings
outlook was changed to negative and B2 corporate family rating
affirmed.

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

Radiation Therapy is the largest owner and operator of radiation
treatment facilities in the US.  At December 31, 2009, the company
operated 97 facilities offering radiation therapy alternatives to
cancer patients ranging from conventional external beam radiation
to newer, technologically advanced options.  Moody's estimates
that the company's revenues for 2009 were approximately
$524 million.


RADIATION THERAPY: S&P Affirms 'B' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Fort Myers, Fla.-based Radiation Therapy Services Inc.
to positive from stable and affirmed the 'B' corporate credit
rating on the company.

Standard & Poor's also assigned its 'CCC+' debt rating and '6'
recovery rating to the company's $310 million senior subordinated
notes; the recovery rating reflects a negligible (0%-10%) recovery
of principal in the event of a default.  S&P raised the debt
ratings on the company's senior secured facility to 'BB-' from
'B+' and revised the recovery rating to '1', which reflects S&P's
expectations of a very high recovery (90% to 100%) of principal in
the event of default, from '2'.

"The raising of the senior secured debt rating reflects the
repayment of a portion of the term loan with proceeds of the
subordinated notes," said Standard & Poor's credit analyst Cheryl
Richer.

The ratings on Radiation Therapy Services Inc. reflect the
competitive and fragmented oncology market, reimbursement risk,
geographic concentration, and high debt leverage.  These risks
outweigh the growing need of cancer treatment spurred by an aging
population, the company's development of cutting edge technologies
(which received more favorable reimbursement), and its leading
positions in its key markets.


RANDALL STEWART: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Randall Dale Stewart
        24655 Regal Place
        Harrison Township, MI 48045

Bankruptcy Case No.: 10-50907

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Walter Shapero

Debtor's Counsel: Michael Greiner, Esq.
                  Financial Law Group, P.C.
                  29405 Hoover
                  Warren, MI 48093
                  Tel: (586) 693-2000
                  Fax: (586) 693-2000
                  E-mail: mike@financiallawgroup.com

Scheduled Assets: $750,202

Estimated Debts: $1,171,489

The Debtor did not file a list of its 20 largest unsecured
creditors together with its petition.

The petition was signed by Randall Dale Stewart.


REGENT COMMS: Balks at Resilient Request for Equity Panel
---------------------------------------------------------
As widely reported, Regent Communications Inc. is opposing
Resilient Capital Management's plea for an appointment of an
official committee of equity holders.

Radio and Television Business report relates that Regent is
arguing that Resilient Capital has "not shouldered the heavy
burden to demonstrate that an equity committee is appropriate in
these Chapter 11 cases, specifically not having established any
likelihood that shareholders "will receive a meaningful
distribution from the company's estates other than the gift from
the prepetition secured lenders, and that the shareholder's
interests have been vigorously represented prior
to and throughout these Chapter 11 Cases.

Resilient Capital's own actions may jeopardize the gift to equity
that management and the board of directors fought to obtain, the
report says.

                    About Regent Communications

Headquartered in Cincinnati, Ohio, 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 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.

The Company filed for Chapter 11 bankruptcy protection on March 1,
2010 (Bankr. D. Delaware Case No. 10-10632).  Michael R. Nestor,
Esq., at Young Conaway Stargatt & Taylor, assists the Company in
its restructuring effort.  As of January 31, 2010, the Company had
$166,506,000 in assets and $211,282,000 in liabilities.


RHODES COMPANIES: Emerges From Chapter 11
-----------------------------------------
The Rhodes Companies, LLC, and 31 affiliated entities have emerged
from bankruptcy proceedings.  The companies first filed for
chapter 11 bankruptcy on March 31 and April 1, 2009.  The former
first lien lenders of the company will now hold 100% of the equity
in the new company and will continue homebuilding operations and
full community operations in the Rhodes Ranch and Tuscany master-
planned golf-course communities with new executive management.
In addition to its homebuilding operations, the new company will
now own several land parcels, including approximately 50 acres
near the 215 beltway and Durango in southwest Las Vegas.

The Debtors were represented by Pachulski, Stang, Ziehl and Jones,
along with Larson and Stephens.  A steering committee of the
former first lien lenders was represented by Akin Gump Strauss
Hauer and Feld, along with Kolesar and Leatham.  Carwin Advisors,
a national real estate advisory firm based in Dallas, served as
financial advisor to the first lien steering committee.

                      About Rhodes Companies

The Rhodes Companies LLC is a private master planned community
developer and homebuilder in the Las Vegas valley.  The company
was founded in 1991.  The company and its affiliates sought
Chapter 11 protection (Bankr. D. Nev. Lead Case No. 09-14778) on
March 31, 2009.  Zachariah Larson, Esq., at Larson & Stephens,
represents the Debtors.  When the Debtors filed for protection
from their creditors, they estimated their assets and debts
between $100 million and $500 million.


RHODES COMPANIES: Dunhill Homes Assumes Certain Assets
------------------------------------------------------
Dunhill Homes has launched homebuilding operations throughout the
greater Las Vegas Valley by assuming management of certain assets
formerly owned by Rhodes Homes.  As of April 1, Dunhill Homes
began building in the Rhodes Ranch and Tuscany master-planned
golf-course communities.  It is also managing several high-profile
commercial parcels including 50 acres near the 215 beltway and
Durango in southwest Las Vegas.

Dunhill Homes was selected to manage and develop the Las Vegas
assets by a lender syndicate group that held the first lien on the
assets pursuant to a Plan of Restructuring approved by Judge Linda
Riegle in the United States Bankruptcy Court, District of Nevada.

At build-out, these assets are expected to yield over 2,300
residential units, 200 of which Dunhill Homes anticipates closing
in 2010.  This is expected to rank Dunhill Homes among the top 10
homebuilders in the Las Vegas Valley.

Dunhill Homes' leadership has significant experience in the Las
Vegas Valley.  The company's Chairman is Richard Dix, former
Mountain West Area President for Pulte Homes based in Las Vegas.

Dunhill's operations in Las Vegas will be led by Division
President Don Boettcher, a homebuilding industry veteran of more
than 25 years.  Mr. Boettcher most recently served on the
executive management team for Pulte Homes' Las Vegas division and
worked with Pulte in various leadership roles throughout his
career. His experience building in the Las Vegas Valley dates back
to 1994.

Kevin Corbett will serve as Vice President of Finance for the
division.  He offers many years of real estate experience in Las
Vegas, including significant tenures with Centex Homes and Engle
Homes.  In addition, other Dunhill team members helped advise the
lender steering committee during the Rhodes Homes bankruptcy
proceedings over the last 12 months.

"We are very excited about this opportunity," said Boettcher.
"Rhodes Ranch and Tuscany are exceptional communities in
outstanding locations.  They are excellent examples of the high
quality projects Dunhill Homes will continue to offer in the Las
Vegas Valley as we pursue growth opportunities over the next few
years."

"The opportunity for Dunhill to enter the Las Vegas market is the
culmination of a lot of hard work over the past year. We are proud
to be a part of a fresh start for these exceptional real estate
assets," said Boettcher.

                       About Dunhill Homes

Based in Dallas, Dunhill Homes is active in Las Vegas, Houston and
Dallas.  Dunhill Homes is a subsidiary of Winchester Carlisle
Companies, a real estate-related holding company, which also owns
Nathan Grace Real Estate, Land Commerce, Silver Pine Funds, and
Carwin Advisors, a national corporate and real estate advisory
firm. Carwin Advisors advised the first lien lender steering
committee throughout the Rhodes Homes' bankruptcy process.

                      About Rhodes Companies

The Rhodes Companies LLC is a private master planned community
developer and homebuilder in the Las Vegas valley.  The company
was founded in 1991.  The company and its affiliates sought
Chapter 11 protection (Bankr. D. Nev. Lead Case No. 09-14778) on
March 31, 2009.  Zachariah Larson, Esq., at Larson & Stephens,
represents the Debtors.  When the Debtors filed for protection
from their creditors, they estimated their assets and debts
between $100 million and $500 million.


RICHARD SCHATZ: Prepetition Default Interest Owed to Lender
-----------------------------------------------------------
WestLaw reports that up until the petition was filed, a mortgage
lender was entitled to interest at the default rate on a Chapter
11 debtor's prepetition arrearage, and the debtor, in order to
cure his default and reinstate the mortgage loans, had to pay the
prepetition arrearage, including interest calculated at the
default rate, and contractually allowed attorney fees, expenses
and costs.  However, once the petition was filed, the lender, as
an oversecured creditor fully protected by a Code provision
authorizing it to recover attorney fees and costs, was not
entitled to interest at the default rate on an arrearage that the
debtor proposed to cure over the life of the plan. Awarding the
creditor default interest for the postpetition arrearage would go
against the Bankruptcy Code's commitment to providing debtors with
a "fresh start."  In re Schatz, --- B.R. ----, 2009 WL 6093515,
2009 BNH 30 (Bankr. D. N.H.) (Vaughn, C.J.).

Richard E. Schatz sought chapter 13 protection (Bankr. D. N.H.
Case No. 07-11642) on Aug. 2, 2007, and subsequently converted his
case to a chapter 11 proceeding on Nov. 27, 2007.  Mr. Schatz
filed his chapter 11 plan on Aug. 4, 2009, proposing to cure and
reinstate three mortgage loans from Imperial Capital Bank by (1)
deaccelerating the obligations owed to ICB, (2) curing the
arrearage by amortizing it over forty-eight months ("the life of
the Plan"), and (3) paying the claim at the original non-default
contractual rate.  ICB filed an objection to the Debtor's Plan
(Doc. 280) contending that the Plan must pay ICB's claim at the
default interest rate and provide for late charges, attorneys'
fees and other charges allowed under the loan documents.  On Sept.
29, 2009, the Court held a hearing on confirmation and ordered the
parties to submit memoranda indicating the proper interest rate to
be used under 11 U.S.C. Sec. 1123(d) and the law supporting each
party's position.  The Honorable Mark W. Vaughn held a continued
hearing on Oct. 28, 2009, and took the matter under advisement,
and holds that:

    (A) up until the petition was filed, the mortgage lender was
        entitled to interest at the default rate on the Chapter 11
        debtor's prepetition arrearage, and the debtor, in order
        to cure his default and reinstate mortgage loans, has to
        pay the prepetition arrearage, including interest
        calculated at default rate, and contractually allowed
        attorney fees, expenses and costs;

    (B) the lender, as an oversecured creditor fully protected by
        the Bankruptcy Code provision authorizing it to recover
        attorney fees, expenses and costs is not entitled to
        interest at the default rate for the postpetition
        arrearage; and

    (C) the lender is entitled to reasonable postpetition costs
        and expenses, including attorney fees.

Mr. Schatz is represented by:

         Carl D. Hanson, Esq.
         Law Offices of William Howard Dunn
         221 Broad Street
         P.O. Box 676
         Claremont, NH 03743
         Telephone: (603) 543-0111

Imperial Capital Bank is represented by:

         John L. Allen, Esq.
         Law Offices of John Allen & Associates
         82 Palomino Lane, #602
         Bedford, NH 03110-6448
         Telephone: (603) 666-9966


RJ YORK: Case Summary & 13 Largest Unsecured Creditors
------------------------------------------------------
Debtor: RJ York Park Place, LLC
        8229 Maryland Avenue
        Clayton, MO 63105

Bankruptcy Case No.: 10-43519

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Judge: Charles E. Rendlen III

Debtor's Counsel: Pro Se

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

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

A list of the Company's 13 largest unsecured creditors is
available for free at http://bankrupt.com/misc/moeb10-43519.pdf

The petition was signed by Robert B. Kramer, managing member.


ROBERT STUBBS: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtor: Robert Byron Stubbs
              Kathleen Mary Stubbs
              7476 Grassy Field Court
              Las Vegas, NV 89131

Bankruptcy Case No.: 10-15698

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: Andrew J. Driggs
                  Driggs Law Group
                  312 Glistening Cloud Drive
                  Henderson, NV 89012
                  Tel: (702) 270-2150
                  Fax: (702) 270-2125

Scheduled Assets: $761,765

Scheduled Debts: $2,351,476

A list of the Company's 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb10-15698.pdf

The petition was signed by Robert Byron Stubbs and Kathleen Mary
Stubbs.


ROBERT WAYNE: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Robert Wayne Harvey
          dba RNS Sound & Vision
        P.O. Box 533152
        Harlingen, TX 78553

Bankruptcy Case No.: 10-10242

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (Brownsville)

Judge: Richard S. Schmidt

Debtor's Counsel: Ellen C Stone, Esq.
                  The Stone Law Firm, P.C.
                  62 E Price Rd
                  Brownsville, TX 78521
                  Tel: (956) 546-9398
                  Fax: (956) 542-1478
                  E-mail: ignbro@ellenstonelaw.com

Estimated Assets: $500,001 to $1 million

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

A list of the Company's 3 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txsb10-10242.pdf


ROCK & REPUBLIC: Creditor Wants Case Transferred to California
--------------------------------------------------------------
netDockets relates that RKF, LLC, the largest secured creditor of
Rock & Republic Enterprises, Inc. and the alleged "primary reason"
for the Debtors' bankruptcy filing, asked the U.S. Bankruptcy
Court for the Southern District of New York to transfer the
chapter 11 cases of Rock & Republic and its affiliate to the U.S.
Bankruptcy Court for the Central District of California.

According to netDockets, RKF asserts that the court must transfer
the bankruptcy cases because Rock & Republic fails to satisfy the
standard for venue to lie in the Southern District of New York.
According to netDockets, RKF points out that:

     -- Both debtors are incorporated in California.
     -- Both petitions identify the "Location of Principal Assets
        of Business Debtor" as San Pedro, California.
     -- The debtors' principal place of business and mailing
        address identified on their filings with the California
        Secretary of State is located in Culver City, California.
        The same address is also identified as the debtors'
        principal place of business in an agreement entered into
        in connection with the loan giving rise to RKF's secured
        claim.

     -- 16 of the debtors' 25 largest unsecured creditors are
        based in California.  Only two are located in New York.

     -- Three of the debtors' four secured creditors are based in
        California.

     -- Of the ten properties where one of the debtors is a tenant
        or sublandlord, eight are located in the Los Angeles area
        (the other two are located in New York).

     -- Rock & Republic's Chief Executive Officer is a California
        resident.

     -- Nine of 14 outstanding litigation matters listed by the
        Debtors in their bankruptcy court pleadings are in
        California courts.

     -- By contrast, the only "basis for the venue of the Debtors'
        bankruptcy cases in New York is one showroom and one
        office located in New York."

According to the report, RKF is represented by Skadden, Arps,
Slate, Meagher & Flom LLP.

Based in Culver City, Rock & Republic Enterprises Inc. was a
fashion brand known for its pricey designer denim and other
apparel.  Rock & Republic was founded in 2002 by Chief Executive
Michael Ball and has become known for its edgy and sexy clothing,
including premium jeans priced at $200 or more.

Rock & Republic filed for Chapter 11 on April 1 (Bankr. S.D.N.Y.
Case No. 10-11728).  Assets were listed with a value of $81.8
million against debt totaling $38.1 million.  Rock & Republic is
represented by Todtman, Nachamie, Spizz & Johns, P.C. in the
chapter 11 cases.


ROMAINE INCORPORATED: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Romaine, Incorporated
          dba Koldcare
        2026 Sterling Avenue
        Elkhart, IN 46516

Bankruptcy Case No.: 10-31486

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court

       Northern District of Indiana (South Bend Division)

Judge: Harry C. Dees, Jr.

Debtor's Counsel: John S. Hosinski, Esq.
                  502 W. Washington
                  South Bend, IN 46601
                  Tel: (574) 2323915
                  Fax: (574) 287-5132

Scheduled Assets: $1,490,371

Scheduled Liabilities: $13,575,848

The Debtor did not file a list of its 20 largest unsecured
creditors together with its petition.

The petition was signed by John Levy, president.


ROCK & REPUBLIC: CIT Group Factoring Agreement to Finance Case
--------------------------------------------------------------
Rock & Republic Enterprises Inc. filed for Chapter 11 on April 1
in Manhattan (Bankr. S.D.N.Y. Case No. 10-11728).  According to
Bill Rochelle at Bloomberg News, the Chapter 11 case is to be
financed through the continuation of a factoring arrangement with
an affiliate of CIT Group Inc.

The report relates that the Company said it was required to file
in view of an April 2 maturity of a $15 million term loan secured
by intellectual property.

The Company's revenue in 2009 was $97.6 million.  Earnings before
interest, taxes, depreciation and amortization last year was $9.8
million.

Based in Culver City, Rock & Republic was a fashion brand known
for its pricey designer denim and other apparel. Los Angeles Times
says Rock & Republic was founded in 2002 by Chief Executive
Michael Ball and has become known for its edgy and sexy clothing,
including premium jeans priced at $200 or more.

Assets were listed with a value of $81.8 million against debt
totaling $38.1 million. Debt includes $5.7 million owing on
a factoring agreement.


ROTHSTEIN ROSENFELDT: Accountants Near End of One Phase of Probe
----------------------------------------------------------------
Peter Franceschina at The Florida Sun Sentinel reports that
forensic accountants poring over the debris of Scott Rothstein's
investment fraud are nearing the end of one phase of their
sleuthing -- determining how much money flowed into the Ponzi
scheme before its collapse last fall, and how much went back to
investors.

The report relates that bankruptcy attorneys say the fraud brought
in $1.4 billion to $1.6 billion.  But not all of that money was
lost.

Sun Sentinel says the bankruptcy lawyers haven't put a final
number on the losses, but an attorney for one of the large
investors estimated half of the funds confided to Mr. Rothstein
appear to have gone back to investors.

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements.  Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.


RYE PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Rye Properties, LLC
        1601 South Waccamaw Drive Unit 113
        Murrells Inlet, SC 29576

Bankruptcy Case No.: 10-02380

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       District of South Carolina (Charleston)

Judge: Chief Judge John E. Waites

Debtor's Counsel: Jane H. Downey, Esq.
                  Moore Taylor & Thomas PA
                  1700 Sunset Blvd
                  PO Box 5709
                  West Columbia, SC 29171
                  Tel: (803) 796-9160
                  E-mail: jane@mttlaw.com

Estimated Assets: $0, to $50,000

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

A list of the Company's 3 largest unsecured creditors is available
for free at:

             http://bankrupt.com/misc/scb10-02380.pdf

The petition was signed by S. Joseph Koslowski, Manager.


SANDRIDGE ENERGY: Moody's Affirms 'B2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed SandRidge Energy's B2 Corporate
Family Rating, B2 Probability of Default Rating, and B3 (LGD 4;
63%) senior unsecured note ratings following its announced $1.6
billion acquisition of debt-free Arena Resources (unrated).  The
rating outlook remains stable.

SD will issue 191 million common shares and pay $2.50 in exchange
for each of Arena's 39,972,961 million fully-diluted shares.  Cash
compensation approximates $99.9 million.  Though announced as a
$1.6 billion transaction as of SD's last closing share price, SD's
shares moved lower intra-day after the announcement and now value
the merger at approximately $1.550 billion.

Arena's oil-weighted properties are located in the midst of SD's
growing Permian Basin operations.  At year-end 2009, Arena held 69
mmboe of proven reserves, a low 37% of which is in the funded
drilled proven developed reserve category.  SD reports that Arena
presently produces approximately 8,500 oil-equivalent barrels-per-
day (boe per day).

The acquisition moves SD's total proven developed reserves to
approximately 160 mmboe, total proven reserves to approximately
280 mmboe and decreases the proportion of proven developed
reserves to 57% from 63%.  SD believes that Arena increases fourth
quarter 2009 production to approximately 59,000 boe per day, pro-
forma for both a full quarter contribution from the Permian
properties bought from Forest Oil plus the Arena production.

Though the acquisition is very heavily equity funded, adds
important geologic and oil-weighted diversification to SD's
portfolio, and strengthens SD's GAAP leverage, it does not
materially reduce more important and quite elevated leverage on
production and reserves.  Meaningful progress on such leverage
awaits SD's ability to mount production growth, relative to
current or reduced debt levels, on its Arena and other Permian
properties and, once Occidental Petroleum completes its Century
gas processing and treatment plant, SD's CO2-laden Pinion Field
properties in the West Texas Overthrust.

Though the Arena acquisition is clearly credit additive, SD has
been weakly positioned in its existing ratings.  Accordingly, the
merger simply firms SD's ratings.  Production has been falling
pending completion of the Century plant, leverage was already very
elevated for its ratings, PD reserves declined last year, and 2009
drill bit finding and development costs, even excluding the severe
negative impact of price-related reserve revisions, were extremely
high.  Moody's will revisit the ratings during the course of the
year to assess production trends generally as well as the
production response once the Century plant is completed.

While unleveraged Arena adds important acreage and low risk
drilling inventory to SD's durable Permian Basin operations, the
proportional impact on SD is small due to Arena's comparatively
small reserve base, its small funded drilled PD reserve component,
and its comparatively small (but important) production component.
At a $1.6 billion valuation, SD is paying a steep approximately
$188,200 per current daily flowing unit of production.  While the
cash compensation (funded with bank debt) is a low $11,760 per boe
per day of production, the production scale is insufficient to
substantially improve SD's elevated leverage on production.

Moody's estimates that SD's pro-forma fourth quarter 2009 leverage
on production would decline to a still very high $45,731 per boe
of daily production, down from $50,450 per boe in fourth quarter
2009 (pro-forma for a full quarter production from the Forest Oil
properties), and $54,280 per boe for full year 2009.

Leverage on PD reserves improves to $16.89/PD boe of reserves from
$18.95/PD boe, and SD's fully-loaded pro-forma leverage (adding
SD's and Arena's FASB 69 capital outlays to debt) on total proven
reserves declines to approximately $14.93/boe from $16.17/boe of
total proven reserves.

The last rating action was December 9, 2009, when Moody's assigned
a B3 (LGD 4; 63%) rating to SD's senior unsecured note offering
and affirmed its B3 note ratings (adjusting the LGD point scores
to B3 (LGD 4; 63%) from (LGD 5; 75%), B2 Corporate Family Rating
and stable outlook.

SandRidge Energy, Inc., is headquartered in Oklahoma City,
Oklahoma.


SOLYNDRA INC: PwC Raises Going Concern Doubt
--------------------------------------------
PricewaterhouseCoopers LLP, following Solyndra Inc.'s financial
results for the year ended January 2, 2010, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted of the Company's recurring losses
from operations, negative cash flows since inception, and
stockholder deficit.

Solyndra reported a net loss of $172.5 million on revenue of
$100.5 million in 2009, compared with a net loss of $232.1 million
on revenue of $6 million in 2008.

At January 2, 2010, the Company's balance sheet showed $683.2
million in assets, $254.2 million of debts, and $961.3 million in
redeemable convertible preferred stock, for a stockholders'
deficit of $532.3 million.

In 2009 the Company obtained a $535 million loan from the Federal
Financing Bank guaranteed by the U.S. Department of Energy to
construct a second manufacturing facility for its rooftop solar
modules.  The costs of Phase I were funded from this DOE loan and
from the proceeds of a prior equity financing.  Borrowings under
this facility mature in 2016.

Solyndra Inc. in an amended registration statement on Form S-1
filed last month, disclosed that it is raising $300 million in an
initial public offering of its common stock.  Proceeds of the
offering will be used to partly finance the costs of Phase 2 of
its second manufacturing facility, which the Company estimates to
be roughly $642 million.  The Company has applied for a second
loan guarantee from the DOE in the amount of $469 million.

A full-text copy of the amended registration statement on Form S-1
is available at no charge at http://researcharchives.com/t/s?5e76

                       About Solyndra Inc.

Fremont, Calif.-based Solyndra Inc. -- http://solyndra.com/-- is
a manufacturer of cylindrical panels of copper-indium-gallium-
diselenide (CIGS) thin-film solar cells.  Argonaut Ventures I,
L.L.C., together with its affiliates, beneficially owns roughly
35.7% of the Company's outstanding common stock on an as-converted
basis.


SEARS HOLDINGS: Fitch Upgrades Issuer Default Rating to 'BB-'
-------------------------------------------------------------
Fitch Ratings has upgraded its long-term Issuer Default Rating on
Sears Holdings Corporation and its various subsidiary entities to
'BB-' from 'B+' and has affirmed the secured bank facility at
'BB+', senior unsecured notes at 'BB', and the short-term IDR and
commercial paper at 'B'.  The recovery ratings which are assigned
to individual securities and obligations of corporate issuers with
IDRs in the 'B' rating category and below have been simultaneously
removed.  The Rating Outlook is Stable.

The ratings are:

Sears Holdings Corporation

  -- Long-term IDR upgraded to 'BB-' from 'B+';
  -- Secured bank facility affirmed at 'BB+'.

Sears, Roebuck and Co.

  -- Long-term IDR upgraded to 'BB-' from 'B+'.

Sears Roebuck Acceptance Corp.

  -- Long-term IDR upgraded to 'BB-' from 'B+';
  -- Short-term IDR affirmed at 'B';
  -- Commercial paper affirmed at 'B';
  -- Senior unsecured notes affirmed at 'BB';

Sears DC Corp.

  -- Long-term IDR upgraded to 'BB-' from 'B+';
  -- Senior unsecured notes affirmed at 'BB';

Kmart Holding Corporation

  -- Long-term IDR upgraded to 'BB-' from 'B+'.

The upgrade reflects Holdings' improvement in credit metrics,
strong free cash flow and liquidity position backed by significant
collateral.  The ratings reflect Holdings' broad market presence
in the moderate department store, hardline and discount retail
segments and strong proprietary brands.  While Holdings' credit
metrics compare favorably to higher rated retail peers, with
adjusted debt/EBITDAR ratio of under 4.0 times and fixed coverage
of close to 2.0x, the ratings also incorporate underperformance in
top line with negative domestic comparable store sales trends over
the last 10 years resulting in below industry average operating
profitability.  The top line weakness reflects competitive
pressures, inconsistent merchandising execution and the lack of
clarity about its longer term retail strategy.  Sears' continued
allocation of cash to share buybacks at the cost of store level
investments remains a concern.

While domestic comparable store sales declined 5.1% in 2009,
EBITDA (excluding store closing and non-cash pension expenses)
improved to $1.8 billion from $1.6 billion in 2008, reflecting
cost-cutting measures that offset gross profit dollar declines.
Higher EBITDA combined with debt paydown of over $400 million in
2009 resulted in improved credit metrics.  Adjusted debt/EBITDAR
for 2009 was 3.6x versus 4.1x for 2008 but still higher than 3.0x
for 2007.  EBITDAR/interest plus rents improved modestly to 2.3x
from 2.1x in 2008.  Despite Fitch's concern regarding operating
performance, leverage metrics are expected to remain within the
4.0x range.  This contemplates modest pressure on EBITDA and
limited debt paydown over the next three years.  In addition, the
company's asset base provides lenders significant credit
protection.

Holdings operates approximately 3,500 store locations in the U.S.,
of which 2,175 are big boxes (mall-based and off-mall) and over
1,300 are specialty stores (such as dealer stores, Sears and
Orchard Hardware, and outlet stores).  Sears and Kmart stores have
been underperforming their retail peers on top line growth for
many years and the combined domestic entity has lost almost
$10 billion or 20% of its 2005 revenue base of $49 billion (the
two companies merged in March 2005).  The company's challenge will
be to generate longer term sales and earnings growth at both Sears
and Kmart in the face of continued market share gains by its
largest retail peers within the department store, discount and
big-box specialty retail segments.

While Sears has been likened to a department store, its mix is
more heavily weighted towards hardlines which might somewhat
explain the more negative comps over the last three years.  Sears'
comparable store sales trends continue to be in the negative mid-
single digit range and Fitch expects negative low-to-mid single
digit growth in 2010.  On the Kmart side, sales trends over the
last few years have been disappointing as the retailer has lost
share to Wal-Mart and Target even as the discount category
continues to take overall retail share.  However, recent
comparable store sales trends indicate stabilization in the Kmart
business and Fitch expects flat to modest growth in 2010.
Weakness in top line has resulted in operating margins that
significantly lag its peers.  This is in spite of the company
undertaking aggressive cost cutting measures over the last three
years which resulted in $1.2 billion reduction in domestic selling
and administrative expenses.  Sears domestic EBITDA margin, at
3.5% in 2009, has been tracking 600 basis points lower on average
over the last three years compared to its largest retail peers in
the discount, department and hardline retail categories.  Given
chronic underinvestment in the stores due to years of cost cutting
and low level of capital expenditures and the lack of a well
articulated strategy to stop market share losses, Fitch expects
the high differential will likely continue.

However, current liquidity remains strong, supported by a cash
balance of $1.7 billion (with domestic cash of $400 million) and
$1.6 billion of availability remaining under its credit facility
at the end of 2009 (pro forma for the credit facility reducing to
a $2.4 billion tranche due June 2012 after the $1.7 billion
tranche matured on March 24, 2010).  The credit facility should be
adequate to support peak working capital needs in 2010.  Holdings
has paid down $2.6 billion of unsecured debt (SRAC, SDC and other
notes and mortgages) over the last five years to a level below
$1 billion in 2009.  Total consolidated debt at the end of 2009
stood at $2.5 billion.

Given the significant debt paydown, Fitch expects limited pay down
of domestic debt going forward.  Upcoming domestic maturities
include the $120 million of Orchard mortgage loan in 2010, and
approximately $425 million and $130 million (includes $23 million
in SDC debt) of SRAC debt in 2011 and 2012, respectively.  Post
2012, there are less than $50 million in term maturities through
2028.  In addition to domestic debt, Sears Canada has $281 million
of term debt which is scheduled to mature this year.  Fitch
expects this maturity can be paid down given significant cash
holdings at Sears Canada.

Fitch expects Sears to generate strong free cash flow in 2010
although at levels closer to 2008 when free cash flow was
$0.5 billion rather than the $1.1 billion generated in 2009 due to
significant working capital reduction.  Pension contributions
(included in free cash flow calculations) could be a significant
source of cash drain over the next few years with a domestic
underfunded liability of $1.8 billion or a funded status of 67%.
Holdings contributed $170 million to domestic pension plans in
2009 and expects current cash contributions to be $275 million in
2010 and $535 million in 2011.  In addition, Sears could continue
to pursue shareholder friendly activities; as of Jan. 30, 2010,
Sears had $581 million of remaining authorization.  The company
has bought back $5.4 billion in stock over the past five years.

The 'BB+' rating of Holdings' $2.4 billion secured revolver, under
which SRAC and Kmart are the borrowers, reflects a downstream
guarantee from Holdings to both SRAC and Kmart and cross-
guarantees between SRAC and Kmart as well as significant
collateral.  The facility is secured primarily by domestic
inventory which ranges from $7 billion to $9 billion around peak
levels in November, and pharmacy and credit card receivables which
range from $650 million to $700 million.  The credit facility has
an accordion feature that enables the company to increase the size
of the credit facility or add a first lien term loan tranche in an
aggregate amount of up to $1 billion.  The company can also issue
up to $2 billion in second-lien debt subject to certain
conditions.  The credit agreement imposes various requirements,
including (but not limited to) these: (1) if availability under
the credit facility is beneath a certain threshold, the fixed
charge ratio as of the last day of any fiscal quarter be not less
than 1.0 to 1.0 (2) a cash dominion requirement if excess
availability on the revolver falls below designated levels, and
(3) limitations on its ability to make restricted payments,
including dividends and share repurchases.  Sears also agreed to
limit the amount of cash accumulated when borrowings are
outstanding under the credit facility.

The 'BB' ratings of SRAC's senior notes reflect a guarantee
provided by Sears.  In addition, Sears DC Corp. benefits from an
agreement by Sears to maintain a minimum fixed-charge coverage at
SDC of 1.005x.  Sears also agrees to maintain an ownership of and
a positive net worth at SDC.  Based on the company's assets
(relative to secured debt), Fitch views there is adequate
collateral to back unsecured debt at SRAC and SDC.


SHR INVESTS: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: SHR Invests Corporation
          dba Grand Harbor Shoppes
        16915 Old Richmond Road
        Sugar Land, TX 77498

Bankruptcy Case No.: 10-32628

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Karen K. Brown

Debtor's Counsel: Alexander B Wathen, Esq.
                  Wathen & Associates
                  10333 Northwest Freeway, Suite 503
                  Houston, TX 77092
                  Tel: (281) 999-9025
                  Fax: (713) 758-0330
                  E-mail: wathenecf@gmail.com

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

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

A list of the Company's 3 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txsb10-32628.pdf

The petition was signed by Shahzadeh H. Ramji, Secretary


SUN COUNTRY: Owner Petters Aviation to Become Owner Under Plan
--------------------------------------------------------------
Suzanne Ziegler at Star Tribune reports that Sun Country Airlines
filed a plan of reorganization, wherein major creditors including
owner Petters Aviation become shareholders.  Smaller creditors are
expected to receive 20 cents on the dollar under the plan.

According to Ms. Ziegler, the Company has eliminated unprofitable
markets.  It also began charging for baggage and food in coach and
started the full-service Sun Country Vacations and is adding
summer flights to London.

                    About Sun Country Airlines

Sun Country Airlines (MN Airlines, LLC, d.b.a. Sun Country
Airlines) -- http://www.SunCountry.com/-- is based in St. Paul,
Minnesota.  The airline flies to popular destinations in the U.S.,
Mexico and the Caribbean.

Sun Country Airlines and its debtor-affiliates Petters Aviation
LLC and MN Airline Holdings Inc. filed separate petitions for
Chapter 11 relief on Oct. 6, 2008 (Bankr. D. Minn. Lead Case No.
08-45136).  Brian F. Leonard, Esq., Matthew R. Burton, Esq., at
Leonard O'Brien et al., represented the Debtors as counsel.  When
Petters Aviation LLC filed for protection from its creditors, it
listed assets of $50 million and $100 million, and the same range
of debts.


SYNTAX-BRILLIAN: Court Denies Motion to Revoke Confirmation Order
-----------------------------------------------------------------
The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for
the District of Delaware denied Charles M. Cerny, et al.'s motion
to revoke the confirmation order for Syntax-Brillian.

The Court said that the allegations of fraud upon the Debtors and
the assertion of causes of action do not directly translate into a
determination that the confirmation order was procured by fraud.

Based in Tempe, Arizona, Syntax-Brillian Corporation (Nasdaq:BRLC)
-- www.syntaxbrillian.com -- manufactures and markets LCD HDTVs,
digital cameras, and consumer electronics products include
Olevia(TM) brand high-definition widescreen LCD televisions and
Vivitar brand digital still and video cameras.  Syntax-Brillian is
the sole shareholder of California-based Vivitar Corporation.

The company and two of its affiliates -- Syntax-Brillian SPE,
Inc., and Syntax Groups Corp. -- filed for Chapter 11 protection
on July 8, 2008 (Bankr. D. Delaware Lead Case No.08-11409 through
08-11409.  Dennis A. Meloro, Esq., and Victoria Watson Counihan,
Esq., at Greenberg Traurig LLP, represent the Debtors in their
restructuring efforts.  The U.S. Trustee for Region 3 has yet to
appoint creditors to serve on an Official Committee of Unsecured
Creditors.

When the Debtors filed for protection against their creditors,
they listed total assets of $175,714,000 and total debts of
$259,389,000.


TELKONET INC: Reports Net Income of $1,059,837 in 2009
------------------------------------------------------
Telkonet, Inc., filed its annual report on Form 10-K, showing net
income of $1,059,837 on $10,518,053 of revenue for 2009, compared
with a net loss of $23,985,539 on $16,559,001 of revenue for 2008.

The Company had net income from discontinued operations of
$6,296,851 for 2009, compared to net loss from discontinued
operations of $7,905,302 for 2008.  Net income from discontinued
operations for 2009 includes a gain on deconsolidation of the
Company's subsidiary, MSTI Holdings, Inc., of $6,932,586, offset
by MSTI's net loss of $635,735 through the date of deconsolidation
of April 22, 2009.

The Company's balance sheet as of December 31, 2009, showed
$16,295,131 in assets, $9,075,117 of debts, $732,843 of redeemable
preferred stock, and $6,487,171 of total equity.

RBSM 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 signifant operating losses in
the current year and in the past.

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

              http://researcharchives.com/t/s?5e73

Milwaukee, Wis.-based Telkonet, Inc. is a clean technology company
that develops and manufactures proprietary energy efficiency and
smart grid networking technology.


THOMAS HURLBUT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Thomas Scott Hurlbut
               Christina Ann Hurlbut
               23846 Via Segovia
               Murrieta, CA 92562

Bankruptcy Case No.: 10-19688

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Central District Of California (Riverside)

Judge: Thomas B. Donovan

Debtor's Counsel: John O'Connell, Esq.
                  42690 Rio Nedo
                  Temecula, CA 92590
                  Tel: (951) 296-5493
                  Fax: (951) 639-6063

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

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

According to the schedules, the Company says that assets total
$376,800 while debts total $1,044,851.

A copy of the Joint Debtors' list of 20 largest unsecured creditors
filed together with the petition is
available for free at http://bankrupt.com/misc/cacb10-19688.pdf

The petition was signed by the Joint Debtors.


THOMAS RAYMAN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Thomas F. Rayman
        2937 Taylor Way
        Tracy, CA 95377

Bankruptcy Case No.: 10-28449

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Eastern District of California (Sacramento)

Judge: Thomas Holman

Debtor's Counsel: David C. Johnston, Esq.
                  1014 16th St
                  PO Box 3212
                  Modesto, CA 95353
                  Tel: (209) 521-6260

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

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

A copy of the Debtor's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/caeb10-28449.pdf

The petition was signed by the Debtor.


TITAN ENERGY: UHY LLP Raises Going Concern Doubt
------------------------------------------------
Titan Energy Worldwide, Inc., filed on March 31, 2010, its annual
report on Form 10-K for the year ended December 31, 2009.

UHY LLP, in Southfield, Mich., 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
and accumulated deficit.

The Company reported a net loss of $2,892,125 on $10,626,919 of
revenue for 2009, compared with a net loss of $1,724,104 on
$7,883,347 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$5,241,862 in assets, $3,724,108 of debts, and $1,517,754 of
stockholders' equity.

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

               http://researcharchives.com/t/s?5e4e

Brighton, Mich.-based Titan Energy Worldwide, Inc. is a provider
of onsite power generation, energy management and energy
efficiency products and services.


TARRAGON CORP: Westminster Wants Repayment of Matured DIP Loan
--------------------------------------------------------------
Westminster DIP Funding LLC asks the U.S. Bankruptcy Court for the
District of New Jersey to direct Tarragon Corp., et al., to repay
the matured Westminster DIP credit facility by:

   (i) making an immediate substantial cash payment from its cash
       reserves, which upon information and belief, exceed
       $3 million; and

  (ii) liquidate other asset in order to satisfy their obligations
       to Westminster.

Westminster said that in the interim, the $4,510,000 DIP credit
facility matured on January 22, 2010, and therefore, is due and
payable in full.

Based in New York City, Tarragon Corporation (NasdaqGS:TARR) --
http://www.tarragoncorp.com/-- is a leading developer of
multifamily housing for rent and for sale.  Tarragon's operations
are concentrated in the Northeast, Florida, Texas, and Tennessee.
Tarragon and its affiliates filed for Chapter 11 protection on
January 12, 2009 (Bankr. D. N.J. Case No. 09-10555).  The Hon.
Donald H. Steckroth presides over the case.

Michael D. Sirota, Esq., Warren A. Usatine, Esq., and Felice R.
Yudkin, Esq., at Cole Schotz Meisel Forman & Leonard, P.A.


TRUMP ENTERTAINMENT: Icahn Now Owns Whole Mortgage on Casinos
-------------------------------------------------------------
The Associated Press reports that Carl Icahn has bought the
remaining half of the $500 million mortgage on the three Trump
Entertainment Resorts casinos he's trying to buy out of
bankruptcy.  Icahn also won a $10 million interest payment in the
Transaction, AP said.

Mr. Icahn, who previously owned 51% of the mortgage issued by
Dallas-based Beal Bank, agreed last week to buy the remaining 49%
at a 7.5% discount.  Mr. Icahn wants to convert the mortgage into
ownership of the casinos.

The U.S. Bankruptcy Court for the District of New Jersey will
decide by mid-April who gets Trump Entertainment Resorts Inc. --
Carl Icahn or bondholders led by Avenue Capital Management.

                     About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D.
N.J., Lead Case No. 09-13654).  The Company has tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel.  Ernst & Young LLP is the
Company's auditor and accountant and Lazard Freres & Co. LLC is
the financial advisor.  Garden City Group is the claims agent.
The Company disclosed assets of $2,055,555,000 and debts of
$1,737,726,000 as of December 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels' obtained the Court's
confirmation of its Chapter 11 plan on April 5, 2005, and in May
2005, it exited from bankruptcy under the name Trump Entertainment
Resorts Inc.


TSG INC: Asks for 90-Day Extension of Exclusivity Periods
---------------------------------------------------------
TSG Incorporated has asked the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania to extend by 90 days the
exclusivity periods during which the Debtor may file and solicit
acceptances of its plan of reorganization.

The exclusivity periods under which the Debtor has sole ability to
file a Plan and solicit acceptances thereof will expire on
March 29, 2010, and May 28, 2010, respectively (the Exclusive
Periods).  The Debtor asks that the exclusivity period for the
filing of plan of reorganization be extended until June 28, 2010,
and that the exclusivity period to solicit votes in favour of the
plan be extended until August 26, 2010.

In addition to the complexity of operating a geographically
dispersed business, the Debtor must also deal with a complete
business operation involving manufacturing in several industries.
According to the Debtor, any plan will involve one or more complex
transactions that include the sale, lease and/or licensing of some
of the Debtor's property, possibly in a transaction involving
international entities.

The Debtor says that it has so far identified five opportunities,
and during the past several months has engaged in dialogue with
respect to these opportunities.  In the coming weeks, the Debtor
expects the dialogue to continue.  The Debtor believes that this
dialogue will yield one or more transactions involving the sale,
licensing, and/or lease of some, but not all, of its property and
expects that those transactions will generate sufficient revenue
to fund the Debtor's exit from bankruptcy.

The Debtor expects, and creditor PNC Bank, National Association,
has requested, as condition to the consensual use of cash
collateral, that the Debtor file a plan of reorganization not
later than May 14, 2010.

North Wales, Pennsylvania-based TSG Incorporated operates a real
estate business.  Founded in 1901 under the name of Levy's
International Water Shrinking and Drying Company, the Debtor has
operated as a privately held, family owned business for over 108
years.  Locally headquartered in North Wales, Pennsylvania, the
Debtor is in the business of fabric finishing, coating and
embossing.  TSG -- which is an acronym for "The Synthetics Group"
-- is one of the largest commission finishers in the United
States.  The Company filed for Chapter 11 bankruptcy protection on
November 29, 2009 (Bankr. E.D. Pa. Case No. 09-19124).  Michael
Jason Barrie, Esq., at Benesch Friedlander Coplan & Aronoff LLP
assists the Company in its restructuring effort.  The Company
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in liabilities.


VERECIA GLADIE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Verecia Gladie
        4404 Collwood Lane
        San Diego, CA 92115
        Tel: (619) 255-6082

Bankruptcy Case No.: 10-05447

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Judge: Louise DeCarl Adler

Debtor's Counsel: Samuel A Sue, Esq.
                  Law Office of Samuel A. Sue
                  310 3rd Ave., Suite B-1
                  Chula Vista, CA 91910
                  Tel: (619) 475-4368

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

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

The Debtor did not file a list of creditors together with its
petition.

The petition was signed by the Debtor.


US ANTIMONY: Swings to $294,843 Net Loss in 2009
------------------------------------------------
United States Antimony Corporation filed its annual report on
Form 10-K, showing a net loss of $294,843 on $2,567,107 of revenue
for 2009, compared with net income of $332,364 on $3,705,240 of
revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed
$4,017,884 in assets, $1,054,653 of debts, and $2,963,231 of
stockholders' equity.

DeCoria, Maichel & Teague, P.S., in Spokane, Wash., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that of the
Company's negative working capital and accumulated deficit.

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

               http://researcharchives.com/t/s?5e78

Thompson Falls, Mont.-based United States Antimony Corporation
produces and sells antimony and zeolite products.


USP TRANS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: USP TRANS, INC
        8001 W. 47th Street
        Lyons, IL 60534

Bankruptcy Case No.: 10-14553

Chapter 11 Petition Date: April 1, 2010

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Pamela S. Hollis

Debtor's Counsel: Debra J Vorhies Levine, Esq.
                  Law Offices of Debra V Levine
                  53 W Jackson Boulevard
                  Suite 404
                  Chicago, IL 60604
                  Tel: (312) 259-5970
                  Fax: (312) 588-0785
                  E-mail: debravlevine@yahoo.com

Estimated Assets: $0 to $50,000

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

A copy of the Debtor's list of 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ilnb10-14553.pdf

The petition was signed by Miroslaw Schidzikowski, president.


VERSO PAPER: S&P Raises Corporate Credit Rating to 'B'
------------------------------------------------------
Standard & Poor's Ratings Services raised all of its ratings on
Memphis, Tennessee-based coated paper manufacturer Verso Paper
Holdings Inc.  S&P raised the corporate credit rating to 'B' from
'B-'.  At the same time, S&P removed the ratings from CreditWatch,
where they were placed with positive implications on Dec. 30,
2009.  The outlook is stable.

S&P raised the issue-level ratings on the company senior secured
debt to 'BB-' from 'B+', the second-lien notes to 'B' from 'B-',
and unsecured debt (subordinated debt and term loan at the holding
company level) to 'CCC+' from 'CCC'.  The recovery ratings on
these issues are unchanged.

"The ratings upgrade reflects S&P's assessment that market
conditions will improve through 2011, due to a recovery in the
U.S. economy, leading to modestly higher demand and sales price
increases for Verso," said Standard & Poor's credit analyst Andy
Sookram.  As a result, S&P expects the improvement in the
company's credit measures to continue in the near term.  S&P's
ratings also incorporate the expectation that Verso will maintain
adequate liquidity and it benefits from no meaningful debt
maturities in the next three years.  At Dec. 31, 2009, the company
had $152 million cash on hand and an undrawn revolving credit
facility.

The stable rating outlook reflects S&P's expectation that credit
measures will strengthen in 2010 as S&P believes the improving
U.S. economy will lead to modestly higher demand and selling
prices.  S&P thinks liquidity, in terms of cash and availability
under the revolving credit facility, will remain adequate in the
near term with about $152 million cash and an undrawn revolving
credit facility due August 2012.  The company also benefits from
having no meaningful debt maturities until 2013 and no maintenance
financial covenants.  S&P expects the company to continue to
benefit from cost savings initiatives and lower downtime costs,
which will likely lead to higher earnings.  As a result, S&P
expects interest coverage to improve to around 1.5x and total
adjusted debt to EBITDA to decline to around 7.5x in 2010 and to
6.5x in 2011, levels somewhat weak for the rating, given the
company's weak business risk profile.

S&P could take a positive rating action if sales prices and demand
improve more than S&P expects, resulting in a significant
improvement in credit measures, such that leverage improves to
around 5x on a sustained basis.  Conversely, a negative rating
action could occur if demand does not improve in line with S&P's
ratings expectation, resulting in price pressures and EBITDA
generation below S&P's expected levels for 2010.  If this occurs,
then liquidity would decline and the company would likely need to
borrowing under its revolving credit facility fund operating
requirements.


VICTORY HOME: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Victory Home Builders, LLC
        1543-B Battlefield Drive
        Nashville, TN 37215

Bankruptcy Case No.: 10-03577

Chapter 11 Petition Date: April 1, 2010

Court: United States Bankruptcy Court
       Middle District Of Tennessee (Nashville)

Judge: George C Paine II

Debtor's Counsel: Roy C Desha, Jr
                  DeSha Watson PLLC
                  1106 18th Ave. South
                  Nashville, TN 37212
                  Tel: (615) 369-9600
                  Fax: (615) 369-9613
                  E-mail: bknotice@deshalaw.com

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

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

A list of the Company's 3 largest unsecured creditors is available
for free at:

              http://bankrupt.com/misc/tnmb10-03577.pdf

The petition was signed by Kenneth R. Buell, Chief Manager.


VINEYARD NATIONAL: Parties Agree to Move Plan Hearing to May 12
---------------------------------------------------------------
BankruptcyData.com reports that Vineyard National Bancorp filed
with the U.S. Bankruptcy Court a stipulation by and between
Vineyard National Bancorp, the official committee of unsecured
creditors and the FDIC to continue the hearing on confirmation of
the Joint Plan.  The stipulation seeks to continue the hearing
until May 12, 2010 or such other later date as may be convenient
to the Court, in order to permit the Debtor and the committee the
opportunity to fully consider the FDIC objection and respond
thereto.  The Plan is currently scheduled to be considered on
April 8, 2010.

Vineyard National Bancorp (NASDAQ: VNBC) (AMEX: VXC.PR.D) --
http://www.vineyardbank.com/-- was the financial holding company,
which provides a variety of lending and depository services to
businesses and individuals through its wholly owned subsidiary,
Vineyard Bank, National Association.

Vineyard Bank was closed July 17 by regulators, which appointed
the Federal Deposit Insurance Corporation as receiver.  To protect
the depositors, the FDIC entered into a purchase and assumption
agreement with California Bank & Trust, San Diego, California, to
assume all of the deposits of Vineyard Bank, N.A., excluding those
from brokers.

As of March 31, 2009, Vineyard Bank, N.A., had total assets of
$1.9 billion and total deposits of approximately $1.6 billion.  In
addition to assuming all of the deposits of the failed bank,
California Bank & Trust agreed to purchase approximately
$1.8 billion of assets.  The FDIC will retain the remaining assets
for later disposition.  California Bank & Trust purchased all
deposits, except about $134 million in brokered deposits, held by
Vineyard Bank, N.A.

Vineyard National Bancorp filed for Chapter 11 on June 21, 2009
(Bankr. C.D. Calif. Case No. 09-26401).


WESTERN EXPRESS: Moody's Assigns 'Caa1' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned ratings to Western Express,
Inc.; corporate family and probability of default, each of Caa1.
Moody's also assigned a rating of Caa1 to the planned issuance of
$275 million of Senior Secured Notes due 2018.  The outlook is
stable.  These are first time ratings of Western Express.

Proceeds from the new notes offering, will be used to refinance
the company's existing debt as well as to partially fund the
purchase of new trucks that is planned for 2010.

The rating considers Western Express's established position as a
truckload operator with nationwide service, and the potential for
operating performance to improve as expansion of the economy
fosters demand for freight services.  However, with an average
fleet age of over 40 months, Western Express will need to execute
on its planned fleet renewal by purchasing new trucks over the
coming two years, and the capital spending related to this program
will limit free cash flow generation and preclude any near term
debt reduction.  As such, Western Express's ratings are
constrained by weak credit metrics that will ensue from its
substantial debt levels, including the sizeable interest cost
associated with the Notes offering.  Moody's estimates that
Western Express will operate with credit metrics that are
appropriate for the Caa1 rating for some time.  EBIT to Interest
is expected to remain below 1.0 time over the near term, despite
expectations for recovery in the trucking sector over this period.

Western Express's liquidity position is viewed as adequate over
the coming 12 month period.  With an aging fleet, the company will
undertake an aggressive capital spending program in order to
reduce the average age of its trucking fleet.  This will be
necessary to avoid higher costs and declining service levels that
would ensue from operating older equipment, which would have a
detrimental effect on the company's competitiveness, margins, and
cash generating capabilities.  The new Notes offering will cover a
portion of this year's planned fleet spending.  Beyond that, the
company's capacity to internally fund the amount of truck
purchases necessary to promptly rejuvenate its fleet is heavily
contingent on its ability to meet its operating plans.  With the
new Notes offering effectively secured by all current and future
assets of the company (excluding accounts receivable, for which
they are granted a second priority lean behind the amended ABL
facility -- not rated by Moody's), Western Express will be reliant
on cash generated by operations and augmented by equipment sales
proceeds in order to meet its fleet investment needs.  Moody's
expect that access to the ABL credit facility will not be
restricted by financial covenants prescribed under its terms.
This will be important over the next few years, as use of the
facility may become necessary to maintain capital spending should
the company fail to meet its operating plan.

The stable outlook reflects Moody's expectations that Western
Express's credit metrics will improve as the economy recovers in
2010.  Also, with the completion of the Notes offering, Western
Express will have a more stable capital structure and liquidity
profile that should enable the company to execute on the needed
fleet renewal, providing operating support until such time as
credit metrics strengthen.

Ratings or their outlook could be revised downward if market
conditions do not materialize as planned through 2011, with
operating ratios above 98%, resulting in lower cash generated from
operations which would make a reduction in fleet investments
necessary.  Ratings could be lowered if Debt to EBITDA were to
exceed 7 times, if Funds from Operations plus Interest to Interest
were to fall below 1.5 times, or if availability under the ABL
facility were to diminish due to high usage or covenant
restrictions.  Ratings could be adjusted upward if, while
completing its fleet investment program, free cash flow becomes
sustainably positive.  Debt to EBITDA would need to fall below 5.5
times and EBIT to Interest should exceed 1.0 time to warrant an
upgrade to B3.

Assignments:

Issuer: Western Express, Inc.

  -- Probability of Default Rating, Assigned Caa1

  -- Corporate Family Rating, Assigned Caa1

  -- Senior Secured Regular Bond/Debenture, Assigned Caa1 (LGD4-
     54)

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

Western Express, Inc., headquartered in Nashville, TN, is a
truckload carrier.


WESTERN EXPRESS: S&P Assigns Corporate Credit Rating at 'B-'
------------------------------------------------------------
Standard & Poor's Ratings Services said it has assigned its 'B-'
corporate credit rating on Nashville, Tennessee-based Western
Express Inc.  The outlook is stable.

At the same time, S&P assigned a 'B-' rating on the company's
$275 million senior secured notes due 2018, as well as a '4'
recovery rating, indicating S&P's expectation that lenders would
receive average (30% to 50%) recovery of principal in a payment
default scenario.  S&P based all the ratings on preliminary
offering statements and they are subject to review on final
documentation.  The company will use the proceeds to refinance
existing term loans and purchase new equipment.

The ratings on Western Express reflect the truckload carrier's
highly leveraged financial profile, as well as its participation
in the capital intensive and cyclical trucking sector, which is
subject to pricing pressure and intense competition.  The
company's midsize market position and good customer diversity only
partially offset these weaknesses.  Western Express operates a
company-owned fleet of 2,545 tractors, 6,687 trailers, and 13
service centers across 10 states, primarily in the East Coast.
The company's fleet consists of dry-van (52%), flat-bed (44%), and
dedicated (4%) truckload.

The outlook is stable.  S&P expects earnings and operating results
to improve as tonnage improves and the pricing environment
stabilizes in the truckload sector.

"S&P could lower the ratings if earnings fail to improve or if
financial performance deteriorates resulting in funds from
operations to total debt in the high single-digit percentage area
or total debt to EBITDA exceeding 7x," said Standard & Poor's
credit analyst Anita Ogbara.  "S&P could raise the ratings if
earnings improvement bolsters liquidity and the company
consistently maintains total debt to EBITDA below 5x and FFO to
total debt in the midteens percentage area," she continued.


WIRELESS AGE: Parent Pays Former Units C$750,000
------------------------------------------------
Wireless Age Communications, Inc., has agreed to settle the
balance owing to the receiver and trustee in bankruptcy of its
former subsidiaries, Wireless Age Communications Ltd. and Wireless
Source Distribution Ltd. according to an initial agreement
previously announced on October 5, 2009 and subject to regulatory
approval.

Pursuant to the Settlement Agreement, Wireless Age agreed to pay
Wireless Communications and Wireless Source a total of C$750,000
to settle outstanding loans totaling approximately C$8.3 million
provided by Wireless Communications and Wireless Source to the
Company.

A sum of $150,000 has already been paid toward the initial
Settlement Amount.  The balance of the settlement of $600,000 is
to be paid to the Trustee by September 30, 2010.  Interest is
payable at the rate of 10% per annum on the principal amount of
the settlement as and from January 1, 2010, or so much thereof as
remains outstanding from time to time.

John G. Simmonds, CEO of Wireless Age stated, "We are pleased that
progress has been made on the Settlement Agreement with the
Trustee of our former operating subsidiaries Wireless
Communications and Wireless Source, where we were able to settle a
debt of approximately CAD$8,300,000 with a cash payment of
CAD$750,000."  He added, "By revising settlement terms with the
Trustee, we feel that we have taken significant steps forward in
the best interests of minority shareholders to rebuild the Company
upon a reorganized corporate structure and new strategic direction
in the waste-to-energy industry."

                      About Wireless Age

Headquartered in Mississauga, Ontario, Canada, Wireless Age
Communications Inc. (OTC BB: WLSA.OB) --
http://www.thewirelessage.com/-- through its 99.7% owned
subsidiary, Wireless Age Communications Ltd., is in the business
of operating retail cellular and telecommunications outlets in
cities in western Canada.  The Company, through its other wholly
owned subsidiary Wireless Source Distribution Ltd., is in the
business of distributing two-way radio products, prepaid phone
cards, wireless accessories and various battery and ancillary
electronics products in Canada.

                         *     *     *

As reported by the Troubled Company Reporter on April 29, 2009,
the receiver for Wireless Age signed a deal to sell the assets in
Manitoba and Saskatchewan.  The Saskatchewan assets of Wireless
Communications and the assets of Wireless Source will be sold to
IM Wireless Ltd. for C$7 million.  Wireless Communications'
Manitoba assets would be sold to MTS Allstream Inc. and 4L
Communications Inc. for C$115,000.

SaskTel served Wireless Communications and Wireless Source with
notice under the Bankruptcy and Insolvency Act in January 2009 and
secured a court order to appoint an interim receiver.

The receiver expected C$7.65 million to be available after closing
with C$1.25 million available for unsecured creditors, before the
receiver's fees and after repayment of C$6.4 million to SaskTel.


ZAYAT STABLES: Keenelan Juvenile Auction Sets for April 5, 2010
---------------------------------------------------------------
Deirdre B. Biles at BloodHorse.com says that the Keenelan juvenile
auction is set for April 5, 2010, in Lexington.  Zayat Stables'
horses that will be offered at the auction include Indian Charlie,
Broken Vow, and Bernstein.

                        About Zayat Stables

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.


ZEALOUS, INC: Settles with Majority of Creditors
------------------------------------------------
Zealous, Inc. disclosed changes to its corporate management,
current business activities, and investor relations that are very
positive steps for the future of the company.

The Company's goals for 2010 have been to settle its debt with
creditors, sell Health and Wellness Partners, Inc. to allow the
business to maximize its potential and provide capital for various
purposes and to nurture its future core business in Interactive
Media and Social Networking.

The previously announced tentative agreement for the sale of
Health and Wellness Partners, Inc. to Premiere Acquisitions Corp.
is proceeding as expected and a final agreement is anticipated in
the coming weeks.  The company will be renamed BioGeron Labs, Inc.
and will launch with years of experience in the herbal industry.
As indicated when initially announced, the proceeds from this sale
should allow Zealous to pay over time all its debt and to provide
working capital for growth of the primary business.

With respect to business operations, the company has continued to
enjoy growth with its interactive media and social network
business and is making commitments to focus its future efforts to
grow this division.  "We have been very well received and the
growth of both the social network, as well as our 3D world, is
excellent in these initial months.  Enhancements to the products
continue and major upgrades, which will substantially improve
them, are expected to be rolled out by this summer.  Revenue from
membership is growing daily and ad revenue is ramping up as we
continue to develop our 3D world and marketing alliances.  The
potential of this world-wide market is enormous," said Zealous
Interactive President Gary Gottlieb.

With the Chapter 7 bankruptcy coming to a close, the Company has
announced it has reached a milestone by settling with a majority
of its creditors and will remain dedicated to settling with the
remaining creditors.

With this overall progress, the Company's management has
reorganized to realign its talent and resources to focus on its
future.  The company announced that Milton "Todd" Ault, III has
resigned from the positions of President, CEO, and Chairman of the
Board effective April 2, 2010. Mr. Ault will join a private equity
and hedge fund business and has been retained as a consultant with
an initial focus on settling with the remaining creditors.  "We
are very pleased with our progress to settle with our creditors
and have realized it's time to leave our past behind," said Ault.

Gary Gottlieb has been appointed to the positions of CEO and
Chairman of the Board. The position of President will remain
dormant for the near future.  "I believe it is time for the
company to concentrate its efforts and attention on its exciting
future," said Mr. Ault.  "Mr. Gottlieb has the experience and
relationships necessary to move the company forward.  Mr.
Gottlieb's knowledge of the industry has been instrumental in
attaining most of our affiliates and the growth of the
TheAdultSpot.com to date and we believe he is well suited to take
the company to the next level."  Mr. Gottlieb has compiled years
of experience having worked for media and IT leaders including
International Publishers, Western Visuals, Computer Sciences
Corporation (CSC), Private Dancer Magazine (PDM) and Stiletto
Magazine and Stiletto TV.

To provide better investor communications and related services,
Gary Patterson has been retained to provide Investor Relations
services. Please contact Mr. Patterson at ir@zealousinc.net or
(714) 369-2933.

It is also the intent of the company to sell other assets to
increase its capital for future uses.  These will be discussed
further as appropriate.

                           About Zealous

Zealous, Inc. is a holding company that operates through its
subsidiary Zealous Interactive, Inc.  Zealous Interactive, Inc. is
a multimedia company specializing in online media distribution,
social networking, content management and features its print and
online publications.  Zealous Interactive, Inc.'s flagship
enterprise is TheAdultSpot.com and TheAdultSpot 3D. Zealous, Inc.
is divesting all its other assets including a nutraceutical
business and its financial services division.


* Apartment Rents Decline as Vacancies at Record, Reis Says
-----------------------------------------------------------
According to Carla Main at Bloomberg News, Reis Inc. said in a
report that U.S. apartment rents dropped in the first quarter and
the vacancy rate remained at a record as unemployment near a 26-
year high limited tenant demand.  Rent rates rose less than half a
percent from the previous quarter, the first sequential growth
since the three-month period when Lehman Brothers Holdings Inc.
filed for bankruptcy.  Actual rents paid by tenants, known as
effective rents, declined 1.5% from a year earlier.


* Funding Status of U.S. Pensions Increases to 88.1% in March
-------------------------------------------------------------
According to monthly statistics published by BNY Mellon Asset
Management, a strong March rally in U.S. and international stocks
drove the value of U.S. corporate pension plan assets higher,
resulting in the best funding status for the typical U.S.
corporate pension plan since October 2008.  The funding status in
March rose 2.8 percentage points to 88.1%.

Assets for the typical U.S. corporate pension plan increased 3.7%,
outpacing the 0.5% gain in liabilities for the month, as reported
by the BNY Mellon Pension Summary Report for March 2010.  The
modest increase in liabilities was due to interest accrual, as the
Aa corporate discount rate remained unchanged at 5.96%.

"On the asset side, March was even better than February as pension
plans benefited from a powerful performance from U.S. stocks,
particularly small caps," said Peter Austin, executive director of
BNY Mellon Pension Services, the pension services arm of BNY
Mellon Asset Management.  "While the interest rates affecting
liabilities were unchanged in March, we did see a narrowing of
spreads for the Aa corporate bonds as long U.S. Treasury yields
increased to their highest level since October 2008."

Plan liabilities are calculated using the yields of long-term
investment grade corporate bonds.  Higher yields on these bonds
result in lower liabilities.

"Plan sponsors have been expressing more interest in establishing
pension funding objectives that incorporate specific targets,
which can be aligned with regulatory or market-based valuation
techniques," said Austin.  "The implementation of liability driven
investing (LDI) strategies that incorporate date-specific funding
targets will become more popular as plan sponsors understand the
opportunities available to improve plan funding while managing
downside risk."

BNY Mellon Asset Management is the umbrella organization for BNY
Mellon's affiliated investment management firms and global
distribution companies.

BNY Mellon -- http://www.bnymellon.com/-- is the corporate brand
of The Bank of New York Mellon Corporation.  BNY Mellon is a
global financial services company focused on helping clients
manage and service their financial assets, operating in 34
countries and serving more than 100 markets.   BNY Mellon is a
provider of financial services for institutions, corporations and
high-net-worth individuals, providing superior asset management
and wealth management, asset servicing, issuer services, clearing
services and treasury services through a worldwide client-focused
team.  It has $22.3 trillion in assets under custody and
administration, $1.1 trillion in assets under management, services
$12.0 trillion in outstanding debt and processes global payments
averaging $1.6 trillion per day.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
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: March 22, 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 ***